TIDMANCR

RNS Number : 5981N

Animalcare Group PLC

26 September 2023

Animalcare Group plc

("the Company" or "Group")

Interim Results for the six months ended 30 June 2023

26 September 2023. Animalcare Group plc (AIM: ANCR), the international animal health business, announces its unaudited interim results for the six months ended 30 June 2023.

Animalcare is pleased to report strong gross margins and improved cash generation in a period that saw growth in veterinary markets return to more pre-Covid growth rates. Over the first half, the Group continued to invest in drivers of future success and made progress through focus on growth opportunities, notably the Orthros pipeline, STEM and Identicare as well as on potential M&A.

Financial highlights

-- Revenues GBP36.7m (H1 2022: GBP38.3m), a 4.1% decrease at AER (6.8% down at CER); strong contributions from new products such as Plaqtiv+ offset by a return to pre-pandemic levels of demand growth and sales phasing due in part to distributor de-stocking since the FY22 year end

-- Underlying* EBITDA margin at 19.5%, reflecting a 1.5% gross margin expansion to 57.5% combined with disciplined SG&A investment, partially mitigating the decrease in revenue. Underlying EBITDA of GBP7.2m (H1 2022: GBP8.0m)

-- Underlying basic EPS decreased by 17.7% to 6.5 pence (H1 2022: 7.9 pence) predominantly driven by movement in underlying EBITDA

-- Improved cash conversion to 52.5% drove a reduction in net debt to GBP3.8m (FY22: GBP5.4m), materially below the Group's target leverage ratio, maintaining the strong financial platform to invest in growth opportunities

-- Statutory profit before tax incorporating non-underlying items was GBP2.4m (H1 2022: GBP3.4m), with reported basic EPS at 2.7 pence (H1 2022: 4.0 pence)

   --    Board declares interim dividend of 2.0 pence per share, in line with prior year period 

* The Group presents a number of non-GAAP Alternative Performance Measures (APMs) which exclude non-underlying items as set out in note 3. EBITDA is defined as underlying earnings before interest, tax, depreciation and amortisation.

Strategic and Operational highlights

-- Orthros Medical pre-clinical studies on track and showing positive results for the VHH antibody technology. Potential third candidate identified under research collaboration

-- Identicare continues to deliver strong revenue and profit growth, benefiting from repositioning

-- Plaqtiv+ dental range from STEM joint venture performing well. Extensions to range and new products based on patented DispersinB technology expected to be launched from 2024. The Group continues to invest in sales and marketing activities to drive Daxocox uptake and is gaining prescribers in our direct sales markets

-- The Group is assessing the opportunities generated by Kane Biotech's decision to review its majority equity interest in the STEM joint venture with Animalcare

-- Internal resources further realigned to drive sales and marketing excellence and increase focus on M&A

Outlook

We are pleased to have delivered improved gross margins and increased cash conversion for the first half while recognising the revenue effects of a market that has returned to a more normalised level of growth. We anticipate an improvement in our second half performance versus FY 2022 and with it, a return to revenue growth for the full year and EBITDA to be also in line with market expectations.

Identifying appropriate business development opportunities remains a priority for Animalcare and the Group continues to explore sustainable value-creating opportunities through acquisitions, partnerships and pipeline projects. With low levels of net debt, significantly below our target leverage ratio of one to two times underlying EBITDA, this creates material headroom to invest in these opportunities.

Animalcare's Chief Executive Officer, Jenny Winter, commented: "Animalcare has established itself as a profitable, cash generative business with strong margins and low levels of debt. That is further underlined by our financial performance in the first half of 2023 with positive progress on gross margins and cash conversion despite a return to more pre-pandemic levels of demand growth across our markets. Looking ahead to the full year, we anticipate a return to revenue growth and EBITDA to be also in line with market expectations.

"Notably, the Group continues to make progress against our stated objectives, the licensing and research collaboration agreement with Orthros Medical generating positive pre-clinical results and identifying new potential candidates in the promising field of VHH antibodies. Additionally, Identicare delivered strong revenue and profit growth in the period as the business continues its transition towards a scalable recurring-revenue subscription platform. And alongside our development and commercialisation of products from the STEM joint venture, we are exploring opportunities generated by Kane Biotech's decision to review its majority equity interest in STEM.

"The strong financial platform we've built enables the Group to invest in organic and inorganic drivers of growth, including M&A where we are seeing increased levels of activity. Animalcare remains firmly in the hunt for value-creating opportunities in our key areas of interest.

"Over the long-term, we remain confident in the prospects of the Group and the attractive fundamentals of the animal health sector."

Analyst briefing/webcast

A briefing for analysts will be held at 10:30 BST on Tuesday 26 September 2023 via Zoom webcast. Analysts wishing to join should use the following link to register and receive access details.

https://stifel.zoom.us/webinar/register/WN_EiQJ0GgdTiCHL0vG8o-YSA

A copy of the analyst presentation will be made available on the Group website shortly after the webcast.

This announcement contains inside information for the purposes of Article 7 of Regulation (EU) No 596/2014.

Enquiries

 
 Animalcare Group plc                +44 (0)1904 487 687 
  Jenny Winter, Chief Executive 
  Officer 
  Chris Brewster, Chief Financial     communications@animalcaregroup.com 
  Officer 
  Media/investor relations 
 Stifel Nicolaus Europe Limited 
  (Nominated Adviser & Joint 
  Broker) 
  Ben Maddison 
  Nick Adams 
  Nicholas Harland 
  Francis North                      +44 (0)20 7710 7600 
 Panmure Gordon 
  (Joint Broker) 
  Corporate Finance 
  Freddy Crossley/Emma Earl 
  Corporate Broking 
  Rupert Dearden                     +44 (0)20 7886 2500 
 

About Animalcare

Animalcare Group plc is a UK AIM-listed international veterinary sales and marketing organisation. Animalcare operates in seven countries and exports to approximately 40 countries in Europe and worldwide. The Group is focused on bringing new and innovative products to market through its own development pipeline, partnerships and via acquisition. For more information about Animalcare, please visit www.animalcaregroup.com

Chairman's statement

I'm pleased to report that Animalcare delivered improved gross margins and increased cash conversion for the first half as the Group maintained a clear focus on its strategic objectives and opportunities in pursuit of future growth.

Against a tough comparator period, total revenues declined by 4.1% at AER to GBP36.7m due to some easing in the rate of veterinary market growth combined with the effect of distributor de-stocking since the end of 2022.

The Group's ongoing focus on larger selling, more profitable brands in our portfolio, together with a stable sales mix and carefully judged pricing designed to mitigate input cost inflation, are key factors in a 1.5% improvement in gross margins.

Our commitment to strengthen our financial platform over recent years puts us materially below our target leverage ratio of one to two times underlying EBITDA. Thanks to an improved rate of cash conversion we have further reduced our net debt over the period to GBP3.8m, down from GBP5.4m at the end of 2022. Importantly, this gives us the investment flexibility and firepower to seek out external value-creating opportunities that can grow our business through M&A activity, licensing and partnerships. Work to identify appropriate business development opportunities remains a priority for the Company.

During the first half, Animalcare also continued to demonstrate focus and resolve in capitalising on existing options for growth.

For instance, Identicare, our wholly-owned pet reunification business, built further sales momentum in the first half with revenues up 28% as it benefited from strategic repositioning under specialist leadership. And our pipeline licensing agreement with Orthros Medical, which centres on two pre-clinical VHH antibody candidates, is progressing well while a further potential licence candidate has been identified under the research collaboration element of the deal.

The Plaqtiv+ dental range continues to enjoy an enthusiastic reception from customers following its launch in the first half of 2022. We plan additions to the Plaqtiv+ range and new products based on patented technology from our STEM Animal Health Inc. joint venture. Kane Biotech, which is majority owner of the joint venture, has announced a review of its equity interest in the business. Subsequently, we are exploring the opportunities that this presents for the Group as we regard the STEM partnership as a valuable contributor to the Group's current and future product mix.

Our people play a critical role in the success of this Company. Investing in leadership and skills has long been a priority, therefore, and this is reflected in our SG&A spend profile. With this in mind we have further aligned our internal resources to the delivery of our key strategic objectives, most notably sales and marketing excellence and M&A-related activity.

I'd like to use this opportunity to thank the Animalcare team for delivering a positive first half performance despite a normalisation in demand and other trading headwinds. Long-term, we believe the dynamics driving the ongoing growth in the animal health market remain attractive and the Group is well placed to take advantage of these fundamentals. Consequently, the Board has declared an interim dividend of 2.0 pence a share, in line with 2022.

Jan Boone, Chairman

Business and Financial review

Overview of underlying financial results

We are pleased with our first half trading performance ; positive progress was achieved on gross margins and cash conversion while recognising a normalisation in the rates of demand growth across our markets due to the changing macro-economic environment and country specific dynamics. The Group's strong balance sheet has been maintained and with it our ability to continue pursuing attractive external opportunities and invest in long-term drivers of growth.

A summary of the underlying financial results for the first six months of 2023, which the Directors believe offers a clearer picture of business performance, is shown below.

 
 Six months to 30 June             2023      2022   Change at 
                                                          AER 
                                GBP'000   GBP'000           % 
-----------------------------  --------  --------  ---------- 
 Revenue                         36,712    38,286      (4.1%) 
 Gross Profit                    21,107    21,430      (1.8%) 
 Gross Margin %                   57.5%     56.0%        1.5% 
 Underlying Operating Profit      5,479     6,502     (15.7%) 
 Underlying EBITDA                7,157     8,026     (10.8%) 
 Underlying EBITDA margin %       19.5%     21.0%      (1.5%) 
-----------------------------  --------  --------  ---------- 
 Basic Underlying EPS (p)          6.5p      7.9p     (17.7%) 
-----------------------------  --------  --------  ---------- 
 

Revenues for the period totalled GBP36.7m, a decrease of 4.1% (6.8% at CER) against a strong prior year comparator in which sales were broadly in line with the exceptional first half of 2021. We continued to see a return to pre-Covid levels of demand growth in European veterinary markets while sales were also impacted by distributor de-stocking in certain territories across the firm's portfolio, as well as higher purchases in the fourth quarter of FY 2022 ahead of expected price increases and the effect of promotional activities. Based on external data from distributors and veterinary clinics, our product sales from distributors to our end customers increased vs H1 2022, affirming the healthy fundamentals of the animal health market in Europe.

Revenue performance by product category is shown in the table below:

 
 Six months to 30 June       2023      2022   Change at 
                                                    AER 
                          GBP'000   GBP'000           % 
-----------------------  --------  --------  ---------- 
 Companion Animals         25,957    26,634      (2.5%) 
 Production Animals         7,737     8,814     (12.2%) 
 Equine & other             3,018     2,838        6.3% 
-----------------------  --------  --------  ---------- 
 Total                     36,712    38,286      (4.1%) 
-----------------------  --------  --------  ---------- 
 

Companion Animals revenue, which continues to represent around 70% of Group turnover, declined by 2.5% to GBP26.0m impacted by a return to more normal levels of demand growth across Europe and wholesaler de-stocking in certain territories as noted above. In part, this was offset by strong sales growth from our dental portfolio including Plaqtiv+ which was launched during Q2 2022. Identicare continues the strong revenue and profit momentum from FY 2022, with sales increasing in the period by 28% to around GBP1.5m, which we expect to accelerate in the second half, benefiting from strategic repositioning of the business towards a scalable, high margin, recurring-revenue subscription platform. The Group continues to invest in sales and marketing activities to drive Daxocox uptake and is gaining prescribers in our direct sales markets. Our largest selling brands in the Companion Animals product range remained broadly flat versus the prior period.

Production Animal revenues, which are chiefly generated by our Southern European and International Partners operations, declined by 12.2% versus the prior period to GBP7.7m, predominantly driven by phasing of orders and generic competition.

Equine and other sales increased by 6.3% to GBP3.0m, benefiting from bringing Danilon, one of our largest brands, back into the UK business in the second half of FY 2022. We expect Danilon growth to accelerate during the second half due to stock in channel placed by our previous distributor at the end of FY 2022.

Underlying EBITDA declined by 10.8% to GBP7.2m, with EBITDA margins decreasing to 19.5% (H1 2022: 21.0%). The continuing commercial focus on our larger, higher margin brands and services, together with a stable sales mix and pricing actions to help offset supply cost inflation, are the key drivers of the 1.5% improvement in our gross margins to 57.5%. The Group continues to be affected by inventory and, to a lesser extent, logistic price increases, and we will continue to take mitigating pricing actions that safeguard our competitive position.

Overheads increased during the first half to GBP13.9m (H1 2022: GBP13.4m), representing 37.9% of revenue (H1 2022: 35.0%; FY 2022: 38.4%). People costs remain the largest component of our SG&A expenses which increased by GBP0.3m in the period as we continue to invest in building the skills and behaviours that will drive our business forward. Shortly after the period end, we further aligned internal resources to accelerate delivery of our key strategic objectives, primarily sales and marketing excellence and the identification of potential M&A opportunities and the building of commercial alliances. The balance of the increase in overheads primarily relate to regulatory, quality, professional fees and IT licencing expenses.

Stepping up investment in our R&D pipeline to deliver greater novelty and sustainable growth is a key pillar of our strategy. Our efforts remain centred around the licensing and R&D collaboration agreements with Orthros Medical, initially focusing on canine osteoarthritis. The early-stage research activities of the two candidates under the licensing deal are on track, with the data continuing to show positive results for the VHH antibody technology. In addition, the research collaboration has identified an exciting new potential licence candidate that we are further exploring. The lower R&D expenses in the first half are reflective of the timing of project spend and not a reduction in our expected R&D spend for the full year.

Underlying basic EPS decreased by 17.7% to 6.5 pence (H1 2022: 7.9 pence) driven by the reduction in underlying EBITDA as noted above, a GBP0.2m increase in amortisation and depreciation costs and a decrease in the contribution from the STEM joint venture due to normalisation of licence income recognition. The underlying effective tax rate was 22.7%, broadly comparable to the prior period. As anticipated, this was a return to more normalised levels vs the FY 2022 rate of 16.4% which benefited from the recognition of tax losses in the UK.

Reported results and non-underlying items

Reported Group profit after tax for the period after accounting for the non-underlying items detailed below was GBP1.6m (2022: GBP2.4m), with reported basic earnings per share at 2.7 pence (H1 2022: 4.0 pence).

Non-underlying items totalling GBP2.7m (H1 2022: GBP2.7m) relating to profit before tax have been incurred in the period, as set out in note 3. These principally comprise:

-- Amortisation and impairment of acquisition-related intangibles of GBP2.1m (H1 2022: GBP2.4m). As historically, the charge primarily comprises amortisation in relation to the reverse acquisition of Ecuphar NV and previous acquisitions made by Ecuphar NV.

-- GBP0.3m (H1 2022: GBPnil) charge in respect of the Identicare share-based payments arrangement. The fair value of this long-term incentive plan is connected to the future value of Identicare and not trading, hence has been treated as non-underlying since inception on 1 January 2022.

Dividend

The Board is pleased to declare an interim dividend of 2.0 pence per share, in line with the prior period. The interim dividend will be paid on 17 November 2023 to shareholders whose names are on the Register of Members at close of business on 20 October 2023. The ordinary shares will become ex-dividend on 19 October 2023.

Cash flow, net debt and borrowing facilities

We entered FY23 in a strong financial position with the net debt to underlying EBITDA leverage ratio well below our stated target range of one to two times. Due to improved cash conversion versus prior period, as set out in the table below, we have further reduced net debt, which now principally encompasses IFRS16 lease liabilities of GBP3.1m, to GBP3.8m as of 30 June 2023 (31 December 2022: GBP5.4m). This equips Animalcare with the financial strength and flexibility to continue the pursuit of value-creating opportunities through M&A, partnerships and pipeline deals.

 
                                                Six months   Six months to 
                                                        to    30 June 2022 
                                              30 June 2023         GBP'000 
                                                   GBP'000 
------------------------------------------  --------------  -------------- 
 Underlying EBITDA                                   7,157           8,026 
 Net cash flow from operations                       3,482           1,428 
 Non-underlying items                                  277             382 
 Underlying net cash flow from operations            3,759           1,810 
 Underlying cash conversion %                        52.5%           22.6% 
------------------------------------------  --------------  -------------- 
 

Net cash flow generated by our operations increased to GBP3.5m (H1 2022: GBP1.4m). Net working capital increased by GBP3.4m during the period (H1 2022: GBP5.6m increase), chiefly attributable to GBP1.0m higher receivables, largely as a result of the geographic mix of revenue towards the period end, and a reduction in payables of GBP3.6m principally relating to the inventory build during Q4 2022, which normalised during the first half leading to an inventory decrease of GBP1.2m. Tax cash outflows at GBP0.6m were broadly comparable to the prior period.

We are targeting a year-on-year improvement in cash conversion versus the 78% delivered in FY 2022, the achievement of which will be largely dependent on trading patterns during the second half and any decisions the Group may take in connection with strategic stock cover to support surety of supply going into 2024.

Net debt decreased by GBP1.6m to GBP3.8m over the period largely driven by the improved cash conversion noted above.

 
                                            GBP'000 
-----------------------------------------  -------- 
 Net debt at 1 January 2023                 (5,402) 
 Net cash flow from operations                3,482 
 Net capital expenditure                    (1,304) 
 Net finance expenses                         (897) 
 Foreign exchange on cash and borrowings        416 
 Movement in IFRS16 lease liabilities          (76) 
-----------------------------------------  -------- 
 Net debt at 30 June 2022                   (3,781) 
-----------------------------------------  -------- 
 

Net capital expenditure of GBP1.3m (H1 2022: GBP1.4m) largely comprises investment in our product development pipeline of GBP0.5m and a GBP0.4m milestone payment to STEM in respect of the VOHC (Veterinary Oral Health Council) accreditation relating to Plaqtiv+. The balance of expenditure relates chiefly to investments in our IT systems, including within Identicare.

Current STEM new product development projects include extensions to the Plaqtiv+ dental range with a focus on cat specific products, an under-represented area of the dental market, and development of an otitis rinse using the patented DispersinB anti-biofilm technology. Development of the newly formulated dental chew has taken longer than expected and is now forecast to launch during 2024.

Net debt to underlying EBITDA leverage ratio was approximately 0.3 times (H1 2022: 0.6 times), well below the target net debt to underlying EBITDA range of one to two times, enabling the Group to pursue external investment opportunities in support of its growth strategy.

Borrowing facilities and covenants

The Group's financing arrangements consisted of a committed revolving credit facility of EUR41.5m and a EUR10.0m acquisition line, the latter of which cannot be utilised to fund our operations.

The facilities remain subject to the following covenants which are in operation at all times:

   --    Net debt to underlying EBITDA ratio of 3.5 times 
   --    Underlying EBITDA to interest ratio of minimum 4 times 
   --    Solvency (total assets less goodwill/total equity less goodwill) greater than 25 % 

As at 30 June 2023, and throughout the period, all covenant requirements were met with significant headroom across all three measures. As at 30 June 2023, total facilities were GBP44.2m with headroom on our revolving credit facility, including cash on balance sheet, of GBP38.8m.

Summary and outlook

We are pleased to have delivered improved gross margins and increased cash conversion for the first half while recognising the revenue effects of a market that has returned to a more normalised level of growth. We anticipate an improvement in our second half performance versus FY 2022 and with it a return to revenue growth for the full year and EBITDA to be also in line with market expectations.

Our balance sheet remains strong and with it our strategic commitment to invest in attractive external opportunities that are key long-term drivers of growth.

The Group continues to make progress against strategic objectives, with focus on developing and building our R&D and new product pipeline centred around the licensing and R&D collaboration agreements with Orthros Medical and additions to the growing Plaqtiv+ range based on patented technology from our STEM Animal Health Inc. joint venture. In addition, Identicare continues the positive growth momentum from FY 2022 driven by the repositioning of the business under specialist leadership.

Looking further ahead, we remain confident in the prospects of the Group and the attractive fundamentals of the animal health sector and remain ready to employ our strong financial position to invest in drivers of growth.

   Jenny Winter                                                    Chris Brewster 
   Chief Executive Officer                                  Chief Financial Officer 

Condensed consolidated income statement

 
                                                   For the six months ended 30 June 
                              -------------------------------------------------------------------------- 
                                                                                Non-Underlying 
                                          Non-Underlying                             (note 
                       Notes  Underlying     (note 3)      Total    Underlying        3)         Total 
                                 2023          2023         2023       2022          2022         2022 
                              ----------  --------------  --------  ----------  --------------  -------- 
                                 GBP'000         GBP'000   GBP'000     GBP'000         GBP'000   GBP'000 
Revenue                  4        36,712               -    36,712      38,286               -    38,286 
Cost of sales                   (15,605)               -  (15,605)    (16,856)               -  (16,856) 
Gross profit                      21,107               -    21,107      21,430               -    21,430 
                              ----------  --------------  --------  ----------  --------------  -------- 
 
Research and 
 development 
 expenses                        (1,099)           (304)   (1,403)     (1,403)           (331)   (1,734) 
Selling and marketing 
 expenses                        (6,470)               -   (6,470)     (6,235)               -   (6,235) 
General and 
 administrative 
 expenses                        (8,057)         (1,769)   (9,826)     (7,308)         (2,024)   (9,332) 
Net other operating 
 income / (expenses)                 (2)           (586)     (588)          18           (352)     (334) 
 
 Operating 
 profit/(loss)                     5,479         (2,659)     2,820       6,502         (2,707)     3,795 
                              ----------  --------------  --------  ----------  --------------  -------- 
 
Finance expenses                   (711)               -     (711)       (699)               -     (699) 
Finance income                       379               -       379         328               -       328 
Finance net result                 (332)               -     (332)       (371)               -     (371) 
                              ----------  --------------  --------  ----------  --------------  -------- 
Share of net 
 (loss)/profit 
 of joint venture 
 accounted for using 
 the equity method                 (107)               -     (107)          16               -        16 
Profit/(loss) 
 before tax                        5,040         (2,659)     2,381       6,147         (2,707)     3,440 
                              ==========  ==============  ========  ==========  ==============  ======== 
Income tax expense               (1,145)             370     (775)     (1,429)             396   (1,033) 
Net profit/(loss) 
 for the period                    3,895         (2,289)     1,606       4,718         (2,311)     2,407 
                              ==========  ==============  ========  ==========  ==============  ======== 
 
Net profit/(loss) 
 attributable to: 
The owners of the 
 parent                            3,895         (2,289)     1,606       4,718         (2,311)     2,407 
                              ==========  ==============  ========  ==========  ==============  ======== 
Earnings per share 
 for profit/(loss) 
 attributable to 
 the ordinary equity 
 holders of the 
 company: 
Basic earnings 
 per share               5          6.5p                      2.7p        7.9p                      4.0p 
Diluted earnings 
 per share               5          6.5p                      2.6p        7.9p                      4.0p 
 

In order to aid understanding of underlying business performance, the Directors have presented underlying results before the effect of exceptional and other items. These exceptional and other items are analysed in note 3.

Condensed consolidated statement of comprehensive income

 
                                                        For the six months 
                                                           ended 30 June 
                                                       -------------------- 
                                                         2023       2022 
                                                       ---------  --------- 
                                                         GBP'000    GBP'000 
Net profit / loss for the period                           1,606      2,407 
 
Other comprehensive income/(expense) 
Exchange differences on translation of foreign 
 operations *                                              (429)        283 
                                                       ---------  --------- 
Other comprehensive income/(expense), net of 
 tax                                                       (429)        283 
                                                       ---------  --------- 
Total comprehensive income/(expense) for the 
 period, net of tax                                        1,177      2,690 
                                                       =========  ========= 
Total comprehensive income/(expense) attributable 
 to: 
            The owners of the parent                       1,177      2,690 
                                                       =========  ========= 
 
* May be reclassified subsequently to profit & 
 loss 
 

Condensed consolidated statement of financial position

 
                                                              30 June   30 June   31 December 
                                                                2023      2022        2022 
                                                              --------  --------  ----------- 
                                                               GBP'000   GBP'000      GBP'000 
Assets 
                Non-current assets 
                Goodwill                                        50,537    50,536       50,853 
                Intangible assets                               22,384    27,777       25,283 
                Property, plant and equipment                      747       945          448 
                Right-of-use assets                              2,989     2,638        2,924 
                Investments in joint venture                     1,158     1,430        1,305 
                Deferred tax assets                              2,389     2,043        3,567 
                Other financial assets                              69        65           70 
                Other non-current assets                             -         -            - 
                Total non-current assets                        80,273    85,434       84,450 
                                                              --------  --------  ----------- 
                Current assets 
                Inventories                                     11,579    12,074       13,474 
                Trade receivables                               13,857    13,812       13,568 
                Other current assets                             1,468     1,430          715 
                Cash and cash equivalents                        6,609     5,136        6,035 
                Total current assets                            33,513    32,452       33,792 
                                                              --------  --------  ----------- 
Total assets                                                   113,786   117,886      118,242 
                                                              --------  --------  ----------- 
 
Liabilities 
                Current liabilities 
                Lease liabilities                                (856)     (794)        (852) 
                Trade payables                                (12,265)  (11,326)     (15,497) 
                Current tax liabilities                        (1,018)   (1,955)        (623) 
                Accrued charges and contract liabilities       (1,339)   (1,478)      (1,276) 
                Other current liabilities                      (3,567)   (4,842)      (4,027) 
                Total current liabilities                     (19,045)  (20,395)     (22,275) 
                                                              --------  --------  ----------- 
                Non-current liabilities 
                Borrowings                                     (8,138)  (10,924)      (8,426) 
                Lease liabilities                              (2,231)   (1,904)      (2,159) 
                Deferred tax liabilities                       (3,516)   (4,120)      (4,773) 
                Contract liabilities                                 -         -        (372) 
                Provisions                                       (326)     (389)        (340) 
                Other non-current liabilities                        -         -        (911) 
                Total non-current liabilities                 (14,211)  (17,337)     (16,981) 
                                                              --------  --------  ----------- 
 
Total Liabilities                                             (33,256)  (37,732)     (39,256) 
                                                              --------  --------  ----------- 
 
Net Assets                                                      80,530    80,154       78,986 
                                                              ========  ========  =========== 
 
Equity 
                Share capital                                   12,019    12,019       12,019 
                Share premium                                  132,798   132,798      132,798 
                Reverse acquisition reserve                   (56,762)  (56,762)     (56,762) 
                Accumulated losses                            (10,004)  (10,604)     (11,977) 
                Other reserves                                   2,479     2,703        2,908 
                Equity attributable to the owners of 
                 the parent                                     80,530    80,154       78,986 
                                                              --------  --------  ----------- 
Total equity                                                    80,530    80,154       78,986 
                                                              ========  ========  =========== 
 

Condensed consolidated statement of changes in equity

 
                                          Attributable to the owners of the parents 
                               ---------------------------------------------------------------- 
                                                                  Reverse 
                                Share     Share    Accumulated   acquisition   Other 
                                capital   premium     losses       reserve     reserve   Total 
                               --------  --------  -----------  ------------  --------  ------- 
                                GBP'000   GBP'000      GBP'000       GBP'000   GBP'000  GBP'000 
At 1 January 2023                12,019   132,798     (11,977)      (56,762)     2,908   78,986 
Net profit                            -         -        1,606             -         -    1,606 
Other comprehensive expense           -         -            -             -     (429)    (429) 
                               --------  --------  -----------  ------------  --------  ------- 
Total comprehensive income            -         -        1,606             -     (429)    1,177 
                               --------  --------  -----------  ------------  --------  ------- 
Share based payments                  -         -          367             -         -      367 
                               --------  --------  -----------  ------------  --------  ------- 
At 30 June 2023                  12,019   132,798     (10,004)      (56,762)     2,479   80,530 
                               --------  --------  -----------  ------------  --------  ------- 
 
 
                                         Attributable to the owners of the parents 
                              ---------------------------------------------------------------- 
                                                                 Reverse 
                               Share     Share    Accumulated   acquisition   Other 
                               capital   premium     losses       reserve     reserve   Total 
                              --------  --------  -----------  ------------  --------  ------- 
                               GBP'000   GBP'000      GBP'000       GBP'000   GBP'000  GBP'000 
At 1 January 2022               12,019   132,798     (11,676)      (56,762)     2,420   78,799 
Net profit                           -         -        2,407             -         -    2,407 
Other comprehensive income           -         -            -             -       283      283 
                              --------  --------  -----------  ------------  --------  ------- 
Total comprehensive income           -         -        2,407             -       283    2,690 
                              --------  --------  -----------  ------------  --------  ------- 
Dividends                            -         -      (1,442)             -         -  (1,442) 
Share based payments                 -         -          107             -         -      107 
                              --------  --------  -----------  ------------  --------  ------- 
At 30 June 2022                 12,019   132,798     (10,604)      (56,762)     2,703   80,154 
                              --------  --------  -----------  ------------  --------  ------- 
 

Reverse acquisition reserve

Reverse acquisition reserve represents the reserve that has been created upon the reverse acquisition of Animalcare Group plc.

Other reserve

Other reserve mainly relates to currency translation differences. These exchange differences arise on the translation of subsidiaries with a functional currency other than sterling.

Condensed consolidated cash flow statements

 
                                                                       For the six months 
                                                                          ended 30 June 
                                                                      -------------------- 
                                                                        2023       2022 
                                                                      ---------  --------- 
                                                                        GBP'000    GBP'000 
Operating activities 
                Profit before tax                                         2,381      3,440 
Profit before tax                                                         2,381      3,440 
                                                                      ---------  --------- 
Non-cash and operational adjustments: 
                Share in net result of joint venture                        106       (16) 
                Depreciation of property, plant and equipment               541        538 
                Amortisation of intangible assets                         3,210      3,291 
                Impairment of intangible assets                               -         32 
                Share-based payment expense                                 558        135 
                Gain on disposal of property, plant and equipment             -      (165) 
                Non-cash movement in provisions                             (8)        103 
                Movement in allowance for bad debt and inventories          339         34 
                Finance income                                            (235)       (82) 
                Finance expense                                             654        375 
                Impact of foreign currencies                               (88)         58 
                Other                                                      (22)         14 
Movements in working capital 
                Increase in trade receivables                           (1,003)    (6,465) 
                Decrease/(increase) in inventories                        1,212    (1,572) 
                (Decrease)/increase in payables                         (3,610)      2,387 
                Income tax paid                                           (553)      (679) 
Net cash flow from operating activities                                   3,482      1,428 
                                                                      ---------  --------- 
 
 
Investing activities 
                Purchase of property, plant and equipment                    (225)    (373) 
                Purchase of intangible assets                              (1,090)  (1,209) 
                Proceeds from the sale of property, plant and equipment 
                 (net)                                                          11      166 
Net cash flow used in investing activities                                 (1,304)  (1,416) 
                                                                           -------  ------- 
 
 Financing activities 
                Proceeds from loans and borrowings and convertible debt          -      420 
                Repayment of loans and borrowings                            (863)        - 
                Repayment IFRS16 lease liability                             (477)    (499) 
                Interest paid                                                (297)    (207) 
                Other finance expense                                        (123)     (87) 
                Increase in other financial assets                               -     (28) 
Net cash flow used in financing activities                                 (1,760)    (401) 
                                                                           -------  ------- 
 
Net decrease in cash and cash equivalents                                      418    (389) 
                                                                           =======  ======= 
                Cash and cash equivalents at beginning of period             6,035    5,633 
                Exchange rate differences on cash and cash equivalents         156    (108) 
                Cash and cash equivalents at end of period                   6,609    5,136 
                                                                           =======  ======= 
 
Reconciliation of net cash flow to movement in net debt 
 
                Net decrease in cash and cash equivalents in the period        418    (389) 
                Cash flow from decrease in debt financing                      863    (420) 
                Foreign exchange differences on cash and borrowings            416    (315) 
                Movement in net debt in the period                           1,697  (1,124) 
                                                                           -------  ------- 
                Net debt at the start of the period                        (5,402)  (5,329) 
                Movement in lease liabilities during the period               (76)    (978) 
                Net debt at the end of the period                          (3,781)  (7,431) 
                                                                           =======  ======= 
 

Notes to the consolidated interim report

   1           General information 

Animalcare Group plc ("the Company") is a public company limited by shares incorporated in the United Kingdom under the Companies Act 2006 and is domiciled in the United Kingdom. The address of its registered office is Moorside, Monks Cross, York, YO32 9LB. The condensed set of financial statements as at, and for, the six months ended 30 June 2023 comprises the Company and its subsidiaries (together referred to as the "Group"). The nature of the Group's operations and its principal activities are set out in the latest Annual Report.

   2          Basis of preparation and significant accounting policies 

Basis of preparation and accounting policies

This interim financial information for each of the six month periods ended 30 June 2023 and 30 June 2022 has not been audited and does not constitute statutory accounts as defined in Section 43s of the Companies Act 2006. The comparative information for the year ended 31 December 2022 does not constitute statutory accounts however is based on the statutory accounts for that year, on which the Group's auditors issued an unqualified report and which have been filed with the Register of Companies.

The consolidated financial statements are presented in thousands of pound sterling (kGBP or thousands of GBP) and all "currency" values are rounded to the nearest thousand (GBP000), except when otherwise indicated.

The Interim Report for the six months ended 30 June 2023 was approved by the Board of Directors and authorised for issue on 26 September 2023 .

The condensed consolidated interim financial information for the six months ended 30 June 2023 has been prepared using accounting policies consistent with those of the Company's annual accounts for the year ended 31 December 2022 .

Taxes on income in the interim periods are accrued using the estimated tax rate that would be applicable for the full financial year.

New standards, interpretations and amendments adopted by the Group

The following new Standards, Interpretations and Amendments issued by the IASB and the IFRIC as adopted by the European Union are effective for the financial period:

- Amendments to IAS 1 Presentation of Financial Statements and IFRS Practice Statement 2: Disclosure of Accounting Policies

- Amendments to IAS 8 Accounting policies, Changes in Accounting Estimates and Errors: Definition of Accounting Estimates

- Amendments to IAS 12 Income Taxes: Deferred Tax related to Assets and Liabilities arising from a Single Transaction

- Amendments to IAS 12 Income taxes: International Tax Reform - Pillar Two Model Rules (effective immediately but not yet endorsed in the EU - disclosures are required for annual periods beginning on or after 1 January 2023)

The adoption of these new standards and amendments has not led to major changes in the Group's accounting policies.

New and revised standards not yet adopted

The Group elected not to early adopt the following new Standards, Interpretations and Amendments, which have been issued by the IASB and the IFRIC but are not yet effective as of June 30, 2023 , and/or not yet adopted by the European Union as of June 30, 2023 . Standards are not expected to have a material impact on the entity in the current or future reporting periods and on foreseeable future transactions.

- Amendments to IAS 1 Presentation of Financial Statements: Classification of Liabilities as Current or Non-current and Non-current Liabilities with Covenants (applicable for annual periods beginning on or after 1 January 2024, but not yet endorsed in the EU)

- Amendments to IFRS 16 Leases: Lease Liability in a Sale and Leaseback (applicable for annual periods beginning on or after 1 January 2024, but not yet endorsed in the EU).

- Amendments to IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments: Disclosures: Supplier Finance Arrangements (applicable for annual periods beginning on or after 1 January 2024, but not yet endorsed in the EU)

Going Concern

Banking Facilities and Covenants

At 30 June 2023 , the Group's financing arrangements consisted of a committed revolving credit facility of EUR41.5m (GBP35.6m) and a EUR10m (GBP8.6m) acquisition line, the latter cannot be utilised to fund our operations.

The facilities remain subject to the following covenants which are in operation at all times:

   --     Net debt to underlying EBITDA ratio of 3.5 times 
   --     Underlying EBITDA to interest ratio of minimum 4 times 
   --     Solvency (total assets less goodwill/total equity less goodwill) greater than 25% 

As at 30 June 2023 , and throughout the period, all covenant requirements were met with significant headroom across all three measures. As at 30 June 2023, total facilities were GBP44.2m with headroom on the revolving credit facility, including cash on balance sheet, of GBP38.8m.

   3          Non-underlying items 
 
                                                            For the six 
                                                            months ended 
                                                               30 June 
                                                          ---------------- 
                                                           2023     2022 
                                                          -------  ------- 
                                                          GBP'000  GBP'000 
Amortisation and impairment of acquisition related 
 intangibles 
 
Classified within Research and development expenses           304      331 
Classified within General and administrative expenses       1,769    2,024 
Classified within net other operating expenses                 11       32 
Total amortisation and impairment of acquisition 
 related intangibles                                        2,084    2,387 
                                                          -------  ------- 
 
Restructuring costs                                             -      179 
Acquisition and integration costs                              34      136 
Divestments and business disposals                             11    (146) 
Long term incentive plan                                      308        - 
Other non-underlying items                                    222      151 
 
Total non-underlying items before taxes                     2,659    2,707 
                                                          -------  ------- 
Tax impact                                                  (370)    (395) 
Total non-underlying items after taxes                      2,289    2,312 
                                                          =======  ======= 
 
 

The amortisation and impairment of acquisition-related intangibles charge totalling GBP2,084k ( 2022 : GBP2,387k) largely relates to the Esteve acquisition of GBP577k ( 2022 : GBP826k) and the reverse acquisition of Animalcare Group plc of GBP1,497k (2022: GBP1,529k).

During 2022 the Group entered into a share-based payments arrangement in respect of growth shares issued in its subsidiary Identicare Limited ("Identicare"). The fair value of this long-term incentive plan is connected to the future value of Identicare and not trading, hence has been treated as non-underlying since inception on 1 January 2022. The Group recognised a charge in respect of non-underlying share-based payments of GBP308k.

   4          Segment information 

The Pharmaceutical segment is active in the development and marketing of innovative pharmaceutical products that provide significant benefits to animal health.

The measurement principles used by the Group in preparing this segment reporting are also the basis for segment performance assessment. The Board of Directors of the Group acts as the Chief Operating Decision Maker. As a performance indicator, the Chief Operating Decision Maker controls performance by the Group's revenue, gross margin, Underlying EBITDA and EBITDA. EBITDA is defined by the Group as net profit plus finance expenses, less financial income, plus income taxes and deferred taxes, plus depreciation, amortisation and impairment and is an alternative performance measure. Underlying EBITDA equals EBITDA plus non-underlying items and is an alternative performance measure. EBITDA and underlying EBITDA are reconciled to statutory measures below.

The following table summarises the segment reporting from continuing operations for 2023 and 2022 . As management's controlling instrument is principally revenue and profit-based, the reporting information does not include assets and liabilities by segment and is as such not presented per segment.

 
                                 For the six 
                                 months ended 
                                    30 June 
                               ---------------- 
                                2023     2022 
                               -------  ------- 
                               Pharma   Pharma 
                               -------  ------- 
                               GBP'000  GBP'000 
Revenues                        36,712   38,286 
Gross Margin                    21,107   21,430 
Gross Margin %                   57.5%    56.0% 
Segment underlying EBITDA        7,157    8,026 
Segment underlying EBITDA %      19.5%    21.0% 
Segment EBITDA                   6,582    7,706 
Segment EBITDA %                 17.9%    20.1% 
 

The segment EBITDA is reconciled with the consolidated net profit of the year as follows:

 
                                              For the six months 
                                                 ended 30 June 
                                             -------------------- 
                                               2023       2022 
                                             ---------  --------- 
                                               GBP'000    GBP'000 
Segment EBITDA                                   6,582      7,706 
Depreciation, amortisation and impairment      (3,763)    (3,911) 
Operating profit                                 2,819      3,795 
                                             ---------  --------- 
Finance expenses                                 (711)      (699) 
Finance income                                     379        328 
Share in net result of joint ventures            (107)         16 
Income taxes                                     (876)    (1,246) 
Deferred taxes                                     102        213 
Net profit                                       1,606      2,407 
                                             =========  ========= 
 

Revenue by product category:

 
                       For the six months 
                          ended 30 June 
                      -------------------- 
                        2023       2022 
                      ---------  --------- 
                        GBP'000    GBP'000 
Companion animals        25,953     26,634 
Production animals        7,736      8,814 
Equine and Other          3,023      2,838 
 
Total                    36,712     38,286 
                      =========  ========= 
 

Revenue by geographical area:

 
                           For the six months 
                              ended 30 June 
                          -------------------- 
                            2023       2022 
                          ---------  --------- 
                            GBP'000    GBP'000 
Belgium                       1,505      1,593 
The Netherlands                 938        749 
United Kingdom                7,655      7,269 
Germany                       4,731      4,766 
Spain                        11,846     12,165 
Italy                         4,409      4,610 
Portugal                      1,784      2,230 
European Union - other        3,543      3,927 
Asia                            268        182 
Other                            33        795 
 
Total                        36,712     38,286 
                          =========  ========= 
 

Revenue by category:

 
                   For the six months 
                      ended 30 June 
                  -------------------- 
                    2023       2022 
                  ---------  --------- 
                    GBP'000    GBP'000 
Product sales        35,414     37,376 
Services sales        1,298        910 
 
Total                36,712     38,286 
                  =========  ========= 
 

Product revenue is recognised when the performance obligation is satisfied at a point in time. Service revenue is recognised by reference to the stage of completion. Services sales includes GBP228k (2022: GBP227k) of commission income recognised at a point in time.

   5          Earnings per share 

Basic earnings per share amounts are calculated by dividing the net profit for the period attributable to ordinary equity holders of the parent company by the weighted average number of ordinary shares outstanding during the year.

Diluted earnings per share amounts are calculated by dividing the net profit attributable to ordinary equity holder of the parent company by the weighted average number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be issued on conversion of all potential dilutive ordinary shares.

The following income and share data were used in the earnings per share computations:

 
                                                 For the six months ended 30 June 
                                              -------------------------------------- 
                                              Underlying  Underlying   Total   Total 
                                              ----------  ----------  -------  ----- 
                                                 2023        2022      2023    2022 
                                              ----------  ----------  -------  ----- 
                                                 GBP'000     GBP'000  GBP'000 
Net profit                                         3,895       4,718    1,606  2,407 
Net profit attributable to ordinary equity 
 holders of the parent adjusted for the 
 effect of dilution                                3,895       4,718    1,606  2,407 
                                              ==========  ==========  =======  ===== 
 

Average number of shares (basic and diluted):

 
                                                     For the six months ended 30 June 
                                              ---------------------------------------------- 
                                              Underlying  Underlying    Total       Total 
                                              ----------  ----------  ----------  ---------- 
                                                 2023        2022        2023        2022 
                                              ----------  ----------  ----------  ---------- 
                                                  Number      Number      Number      Number 
Weighted average number of ordinary shares 
 for basic 
 earnings per share                           60,237,694  60,092,161  60,237,694  60,092,161 
Dilutive potential ordinary shares               569,632     542,465     569,632     542,465 
 
Weighted average number of ordinary shares 
 adjusted for effect of dilution              60,807,326  60,634,626  60,807,326  60,634,626 
                                              ==========  ==========  ==========  ========== 
 

Basic earnings per share:

 
                                                   For the six months ended 30 June 
                                                -------------------------------------- 
                                                Underlying   Underlying   Total  Total 
                                                -----------  -----------  -----  ----- 
                                                   2023         2022      2023   2022 
                                                -----------  -----------  -----  ----- 
                                                      Pence        Pence  Pence  Pence 
From operations attributable to the ordinary 
 equity holders of the company                          6.5          7.9    2.7    4.0 
 
Total basic earnings per share attributable 
 to the ordinary equity holders of the 
 company                                                6.5          7.9    2.7    4.0 
                                                ===========  ===========  =====  ===== 
 

Diluted earnings per share:

 
                                                    For the six months ended 30 June 
                                                 -------------------------------------- 
                                                 Underlying   Underlying   Total  Total 
                                                 -----------  -----------  -----  ----- 
                                                    2023         2022      2023   2022 
                                                 -----------  -----------  -----  ----- 
                                                       Pence        Pence  Pence  Pence 
From operations attributable to the ordinary 
 equity holders of the company                           6.5          7.9    2.6    4.0 
 
Total diluted earnings per share attributable 
 to the ordinary equity holders of the 
 company                                                 6.5          7.9    2.6    4.0 
                                                 ===========  ===========  =====  ===== 
 
   6          Dividends 

The final dividend for the year ended 31 December 2022 of 2.4 pence per share was paid to shareholders on 14 July 2023.

The directors have declared an interim dividend of 2.0 pence per share. The interim dividend will be paid on 17 November 2023 to shareholders whose names are on the Register of Members at close of business on 20 October 2023. The ordinary shares will become ex-dividend on 19 October 2023.

As the dividend was declared after the end of the period being reported, it has not been included as a liability as at 30 June 2023 in accordance with IAS 10 'Events after the Balance Sheet date'.

   7          Contingent liabilities 

On 3 September 2018, Ecuphar NV sold the wholesale business Medini NV to Vetdis Holding NV (Vetdis) under a Share Purchase Agreement (SPA). In June 2019, Vetdis sent a letter to Ecuphar claiming that Ecuphar had breached the SPA. Ecuphar disputes the majority of the claim, however Ecuphar considers it likely that a part of the claim, amounting to EUR157,988 (GBP139,988), may be valid. Following various discussions and correspondence, during which the parties were unable to reach any agreement, Vetdis issued formal court papers on 29 May 2020. A full court hearing to consider the case took place in the Commercial Court in Bruges on 2 March 2021. The court did not decide on the merits of the claim, instead it appointed an expert auditor to examine the documents and advise the court on the claim. The court however ordered Vetdis to pay the current account debt plus interest at 8%, and on 4 May 2021, Vetdis made a payment of EUR432,762 (GBP383,824). The process involving the expert auditor is now complete. We expect the court to hold another hearing and make its decision in 2024. Other than the EUR157,836 (GBP139,988), which may be valid, and is written off from the outstanding other receivable from Vetdis, no further provision in respect of this matter has been included in the condensed interim financial statements.

   8          Related party transactions 

Transactions between the Company and its subsidiaries, which are related parties, are eliminated in the Consolidated Financial Statements and no information is provided thereon in the section. The Group carries an investment in a joint venture (STEM Animal Health Inc.). The Group's investment in its joint venture is accounted for using the equity method.

   9          Events after the reporting period 

There are no events after the reporting period.

   10        Cautionary statement 

This Interim Management Report ("IMR") consists of the Chairman's Statement and the Business Review, which have been prepared solely to provide additional information to shareholders to assess the Group's strategies and the potential for those strategies to succeed. The IMR should not be relied upon by any other party or for any other purpose.

The IMR contains a number of forward-looking statements. These statements are made by the Directors in good faith based upon the information available to them up to the time of their approval of this report and such statements should be treated with caution due to the inherent uncertainties, including both economic and business risk factors, underlying any such forward looking information.

This IMR has been prepared for the Group as a whole and therefore emphasises those matters which are significant to Animalcare Group plc and its subsidiaries when viewed as a whole.

   11        Interim report 

The Group's Interim Report for the six months ended 30 June 2023 was approved and authorised for issue on 26 September 2023 . Copies will be available to download on the Company's website at: www.animalcaregroup.com .

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

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END

IR EAFNSAFXDEAA

(END) Dow Jones Newswires

September 26, 2023 02:00 ET (06:00 GMT)

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