Exhibit 99.1

Independent Auditors’ Report

Board of Directors

Mineral Newco Limited

We have audited the accompanying consolidated financial statements of Mineral Newco Limited and subsidiaries (the “Company”), which comprise the consolidated and company balance sheets as of 31 March 2015, and the related consolidated profit and loss account, consolidated statement of total recognized gains and losses, consolidated cash flow statement and reconciliation of net cash flow to movement in net funds/debt for the year then ended, and the related notes to the financial statements.

Management’s responsibility for the financial statements

Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with accounting principles generally accepted in the United Kingdom; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

Auditor’s responsibility

Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company’s preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our qualified audit opinion.

Basis for qualified opinion

Accounting principles generally accepted in the United Kingdom require that financial statements be presented with comparative financial information. These consolidated financial statements do not include comparative financial information for the year ended 31 March 2014.

Qualified opinion

In our opinion, except for the matter described in the Basis for Qualified Opinion paragraph, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of Mineral Newco Limited and subsidiaries as of 31 March 2015 and the consolidated results of their operations and their cash flows in accordance with accounting principles generally accepted in the United Kingdom.

Basis of accounting

We draw attention to Note 1 of the financial statements, which describes the basis of accounting. The financial statements are prepared on the basis of accounting principles generally accepted in the United Kingdom, which differs from accounting principles generally accepted in the United States of America. Our opinion is not modified with respect to this matter.

/s/ GRANT THORNTON UK LLP

Oxford, United Kingdom

9 December 2015

 

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Mineral Newco Limited

Consolidated Profit and Loss Account

For the year ended 31 March 2015

All amounts relate to continuing operations.

The notes on pages 7 to 17 form part of these financial statements.

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Mineral Newco Limited

Consolidated Statement of Total Recognised Gains and Losses

For the year ended 31 March 2015

 

The notes on pages 7 to 17 form part of these financial statements.

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Mineral Newco Limited

Consolidated Balance Sheet

As at 31 March 2015

 

The notes on pages 7 to 17 form part of these financial statements.

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Mineral Newco Limited

Company Balance Sheet

As at 31 March 2015

The notes on pages 7 to 17 form part of these financial statements.

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Mineral Newco Limited

Consolidated Cash Flow Statement

For the year ended 31 March 2015

 

Mineral Newco Limited

Reconciliation of Net Cash Flow to Movement in Net Funds/Debt

For the year ended 31 March 2015

The notes on pages 7 to 17 form part of these financial statements.

 

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Mineral Newco Limited

Notes to the Financial Statements

For the year ended 31 March 2015

 

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention and in accordance with United Kingdom Generally Accepted Accounting Practice (UK GAAP).

The principal accounting policies have remained unchanged during the year.

Basis of consolidation

The financial statements consolidate the accounts of Mineral Newco Limited and all of its subsidiary undertakings ('subsidiaries'). These are adjusted, where appropriate, to conform to group accounting policies. Acquisitions are accounted for under the acquisition method and goodwill on consolidation is capitalised.

Going concern

The accounts are prepared on the going concern basis. In assessing whether the going concern assumption is appropriate, the directors have taken into account all relevant available information about the future trading including profit and cash forecasts. The business has a track record of generating cash inflows from operating activities and this is expected to continue. It is therefore considered appropriate to adopt the going concern basis of accounting in the preparation of the financial statements.

Turnover

Turnover represents revenue earned under contracts in respect of license fees and professional services. Revenue is recognised as earned when, and to the extent that, the Group obtains the right to consideration in exchange for its performance. It is measured at the fair value of the right to the consideration which represents amounts invoiced to clients, including expenses and disbursements but excluding value added tax.

Revenue from license fees, hosting and customer support is invoiced in advance and spread over the period to which the service relates. Revenue from perpetual licenses is recognised when the license is initiated.

Revenue from initial software set-up and from development work is recognised on completion of the service.

Revenue from training fees is recognised when the training is provided.

Intangible assets – goodwill

Goodwill is the difference between amounts paid on the acquisition of a business and the fair value of the identifiable assets and liabilities. It is amortised to the profit and loss account over its estimated economic life which is deemed to be 20 years on a straight line basis.

Tangible fixed assets and depreciation

Tangible fixed assets are stated at cost less depreciation. Depreciation is provided at rates calculated to write off the cost of fixed assets, less their estimated residual value, over their expected useful lives on the following bases:

 

 

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Mineral Newco Limited

Notes to the Financial Statements

For the year ended 31 March 2015

 

Investments

Investments in subsidiaries are valued at cost less provision for impairment.

Operating leases

Rentals under operating leases are charged to the profit and loss account on a straight line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight line basis over the period until the date the rent is expected to be adjusted to the prevailing market rate.

Deferred taxation

Full provision is made for deferred tax assets and liabilities arising from all timing differences between the recognition of gains and losses in the financial statements and recognition in the tax computation.

A net deferred tax asset is recognised only if it can be regarded as more likely than not that there will be suitable taxable profits from which the future reversal of the underlying timing differences can be deducted.

Deferred tax assets and liabilities are calculated at the tax rates expected to be effective at the time the timing differences are expected to reverse.

Deferred tax assets and liabilities are not discounted.

Foreign currencies

Monetary assets and liabilities denominated in foreign currencies are translated into sterling at rates of exchange ruling at the balance sheet date.

Transactions in foreign currencies are translated into sterling at the rate ruling on the date of the transaction.

Exchange gains and losses are recognised in the profit and loss account. Exchange differences arising from the retranslation of the opening net investment in subsidiaries are taken directly to reserves.

Research and development

Research and development expenditure is charged to the profit and loss account in the period in which it is incurred. Development costs incurred on specific projects are capitalised when recoverability can be assessed with reasonable certainty and amortised in line with the expected sales/use arising from the projects. All other development costs are written off in the year of expenditure.

Pensions

The company operates a defined contribution pension scheme and the pension charge represents the amounts payable by the company to the fund in respect of the year.

Financial instruments

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the entity after deducting all of its financial liabilities.

Financial liabilities are presented as such in the balance sheet. Finance costs and gains or losses relating to financial liabilities are included in the profit and loss account. Finance costs are calculated so as to produce a constant rate of return on the outstanding liability.

Where the contractual terms of share capital do not have any terms meeting the definition of a financial liability then this is classed as an equity instrument. Dividends and distributions relating to equity instruments are debited direct to equity.

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Mineral Newco Limited

Notes to the Financial Statements

For the year ended 31 March 2015

 

Share options

In accordance with FRS 20 'Share based payments', the fair value of equity-settled share-based payments to employees is determined at the date of grant and is recognised on a straight line basis over the vesting period based on the company's estimate of options that will eventually vest.

The whole of turnover is attributable to the one principal activity of the group.

A geographical analysis of turnover is as follows:

The operating loss is stated after charging/ (crediting):

Staff costs, including directors' remuneration, were as follows:

The average monthly number of employees, including the directors, during the year was as follows:

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Mineral Newco Limited

Notes to the Financial Statements

For the year ended 31 March 2015

 

During the year retirement benefits were accruing to 4 directors in respect of defined contribution pension schemes.

The highest paid director received remuneration of £217,340.

The value of the company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £10,000.

Factors affecting tax charge for the year

The tax assessed for the year is higher than the standard rate of corporation tax in the UK of 21%. The differences are explained below:

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Mineral Newco Limited

Notes to the Financial Statements

For the year ended 31 March 2015

 

 

Subsidiary undertakings

The following were subsidiary undertakings of the company:

The aggregate of the share capital and reserves as at 31 March 2015 and of the profit or loss for the year ended on that date for the subsidiary undertakings were as follows:

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Mineral Newco Limited

Notes to the Financial Statements

For the year ended 31 March 2015

 

On 1 April 2015 Zinc Ahead Japan KK was incorporated as a wholly owned subsidiary of Zinc Ahead Holdings Ltd.

Other loans comprise unsecured loan notes of £780,961. The unsecured loan notes accrue interest of 2% above the Barclays Bank base lending rate and are repayable upon the sale or public listing of the company.

 

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Mineral Newco Limited

Notes to the Financial Statements

For the year ended 31 March 2015

 

The provision for deferred taxation is made up as follows:

The following represents management's best estimate of the amounts which will be payable in respect of dilapidations when the group vacates one of its leased offices later in 2015.

 

1 Ordinary share of £1 nominal value was issued on incorporation. On 20 June 2013 this was designated as a D Ordinary share.

On 20 June 2013 the following shares were issued:

48,750 B Ordinary shares of £1 nominal value at £496.72 per share

16,000 C Ordinary shares of £1 nominal value at £244 per share

999 D Ordinary shares of £1 nominal value at £2 per share

30,250 Preference shares of £1 nominal value at £400 per share (see note 14)

A further 4,000 D Ordinary shares were authorised but not issued.

30,250 preference shares with a nominal value of £1 each were issued for £400 per preference share totaling £12,100,000. The preference shares are entitled to a fixed dividend at the annual rate of 16% on the base value per share until 20 June 2014 and thereafter at the rate of 14%, paid annually in two equal instalments. Where the company is precluded from paying the dividend by the Companies Act 2006 or otherwise by law, the dividend shall be accrued until the next instalment date where the company is not precluded from paying the dividend.

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Mineral Newco Limited

Notes to the Financial Statements

For the year ended 31 March 2015

 

Preference shareholders are entitled to redemption from 20 June 2018 and hold priority in any repayment of capital.

Voting rights and declared distributions are shared as follows:

B Ordinary shares – 48.75% plus 0.001% for every unissued D Ordinary share

C Ordinary shares – 16%

D Ordinary shares – 0.001% per share

Preference shares – 30.25%

The merger relief reserve balance represents the fair value of the consideration given in excess of the nominal value of the ordinary shares issued in a business combination.

 

The company has taken advantage of the exemption contained within section 408 of the Companies Act 2006 not to present its own Profit and loss account.

The loss for the year dealt within the accounts of the company was £1,813,858.

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Mineral Newco Limited

Notes to the Financial Statements

For the year ended 31 March 2015

 

 

There were no contingent liabilities at 31 March 2015.

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Mineral Newco Limited

Notes to the Financial Statements

For the year ended 31 March 2015

 

At 31 March 2015 the group had annual commitments under non-cancellable operating leases as follows:

During the year loans totaling £887 were issued to Mr. J Brown, a director of the company. At 31 March 2015 the amount owed from Mr. J Brown was £887.

The company is exempt from the requirements of FRS 8 to disclose transactions with other members of the group.

During the year the group traded with North Plains LLC, a company under common influence. Transactions in the year totaled £74,909 and at the year end the group owed North Plains LLC £nil.

The ultimate controlling parties during the year were Mr. J Brown and Ms. Z Cottrell. Following the transaction disclosed in Note 29 below, the ultimate controlling party is considered to be Veeva Systems Inc., a company incorporated in the United States of America.

There were no capital commitments at 31 March 2015.

During the year the company issued 3,850 options over D ordinary shares of £1 each. The exercise price of the option is £25 per share and they vest on a sale or listing of the company.

Equity-settled share-based payments are measured at fair value (excluding the effect of non-market based vesting conditions) at the date of grant. The fair value determined at the grant date of the equity-settled share-based payments is expensed over the vesting period, based on the company's estimate of shares that will eventually vest and adjusted for the effect of non-market based vesting conditions.

Application of the fair value measurement results in a charge to operating expenses for the year ended 31 March 2015 of £17,650.

On 17 July 2015 the group entered into a new lease for office buildings in Oxford. The lease is effective from 17 July 2015 and expires on 31 October 2020. Annual rent of £201,058 is payable from 16 February 2016 until the end of the lease term.

On 29 September 2015, Veeva U.K. Holdings Limited, an indirect subsidiary of Veeva Systems Inc., a company incorporated in the United States of America, completed the acquisition of the entire share capital of Mineral Newco Ltd. As part of the transaction, 4,000 unvested options, including the options disclosed in Note 28 above and 150 unallocated options, became fully vested and exercisable, and were fully exercised by the option holders.

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Mineral Newco Limited

Notes to the Financial Statements

For the year ended 31 March 2015

 

The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United Kingdom (UK GAAP). Such principles differ in certain respects from generally accepted accounting principles in the United States of America (US GAAP). A summary of principal differences applicable to the Group is set out below:

(a) Business combinations – acquisition costs

Under UK GAAP, acquisitions and mergers allows all fees and similar incremental costs incurred directly in making an acquisition to be capitalised as part of the cost of the investment.

Under US GAAP, acquisition-related costs are expensed in the periods in which the costs are incurred and the services are received.

(b) Business combinations – purchased intangible assets and goodwill

Under UK GAAP, an intangible asset acquired as part of the acquisition of a business should be capitalised separately from goodwill if its value can be measured reliably on initial recognition.  If its value cannot be measured reliably, an intangible asset purchased as part of the acquisition of a business should be subsumed within the amount of the purchase price attributed to goodwill.

In addition, under UK GAAP the recommended amortization method for goodwill is straight-line and period of amortization is 20 years.

Under US GAAP, acquired identifiable intangible assets are to be recognised separately from goodwill if the intangible assets are either contractual or separable.

In addition, under US GAAP goodwill and other indefinite lived intangible assets are tested for impairment and are not subject to amortization.  

(c) Preferred shares

Under UK GAAP, an entity has a liability if it has an obligation to transfer benefits and where the entity is unable to avoid, legally or commercially, an outflow of benefits.  As part of the 2013 business combination preference shares were issued. As the dividends are non-discretionary, there is an unavoidable commitment to deliver cash to the shareholders and therefore the shares are a financial liability, i.e. debt rather than equity, and the dividends are treated as finance costs in the profit and loss account.

Under US GAAP, an instrument that is legal form equity is ordinarily classified as debt if it is mandatorily redeemable. In a US GAAP balance sheet, preference shares whose redemption is outside of the control of the issuer and that are not required to be classified as a liability are classified as mezzanine (temporary) equity.

(d) Revenue recognition

Under UK GAAP, revenue is recognised as earnings, when the company obtains the right to consideration in exchange for its performance. A contractual arrangement with two or more components should be accounted for as two or more separate transactions only where the commercial substance is that the individual components operate independently of one another. UK GAAP does not provide guidance on when an element included in a multiple-element arrangement may be deemed to have commercial substance, such a determination will require the use of professional judgment.

Under US GAAP, revenue is allocated based on relative best estimated selling price to each unit of accounting in multiple element arrangements, which generally include subscriptions and professional services. Best estimated selling price of each unit of accounting included in a multiple element arrangement is based upon management’s estimate of the selling price of deliverables when vendor specific objective evidence or third-party evidence of selling price is not available.

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