Final Results

Advanced Medical Solutions Grp PLC 25 March 2003 For immediate release: 07.00, Tuesday 25 March 2003 Advanced Medical Solutions Group plc Preliminary Results for the Year Ended 31 December 2002 Winsford, Cheshire: Advanced Medical Solutions Group plc ('AMS'), the global producer of advanced materials for woundcare applications, announces its preliminary results for the year ended 31 December 2002. Highlights: • Group revenues up 14% to £8.4 million (2001: £7.4 million) • Continued progress on gross margins - increased to 30% (2001: 18%) • EBITDA losses before exceptionals halved to £0.5 million (2001: £1.0 million) with £5.1million (2001: £6.0 million) net funds at year end • Acquisition of MedLogic Global Holdings Ltd and related intellectual property - successful integration and performance in line with expectations • Related fundraising of £3.4 million net of costs • Key agreements signed in the year and since year end: o Noble Fiber Technologies: to enable AMS to offer silver in its alginate wound dressings o Expansion of international presence with marketing and distribution partnerships: Hartmann, Johnson & Johnson Wound Management, PDI • FDA 510K approval for MedLogic's LiquiShieldTM product - thereby extending use and market Commenting on today's results, Dr. Geoffrey Vernon, Non-Executive Chairman, said: 'These results show that Advanced Medical Solutions is continuing its move towards achieving profitability in 2003 and has made strong progress on improving margins and working with its global blue-chip partners.' 'The next few years look exciting for AMS as the Group continues to strengthen all the key elements that drive value in an emerging business. I look forward to updating the market on our progress.' AGM Resolution The board received yesterday a request by Advance Value Realisation Company Limited ('AVRC') under section 376 of the Companies Act to put an ordinary resolution at the forthcoming AGM to shareholders to request the AMS board to invite offers for the Company. This is much the same resolution that was defeated last year. The principal reasons given by AVRC for this action are: 1. 'An unsatisfactory share price performance'; and 2. 'No recovery in AMS's trading' - 'Against a background of worldwide growth in the advance dressing market of 10%-12% year on year, the performance of AMS's core business has been extremely disappointing'. Responding to these points, the board of AMS would like to highlight that: 1. Since AMS announced the acquisition of MedLogic on 28 March 2002, its share price has outperformed the FTSE Small Cap Index by approximately 15 per cent; and 2. AMS's core Professional Woundcare business has grown by 26 per cent. in 2002, representing double the market growth rate that AVRC refer to in their letter. The board is disappointed that this request was made the day before the Company issued its preliminary results for 2002 and the day before the Company had meetings scheduled with its institutional shareholders, including AVRC. A copy of the AVRC letter and a detailed response from the AMS board will be circulated with the Annual Report and Accounts next month. For further information, please contact: Advanced Medical Solutions On 25.03.03: +44 (0) 20 7466 5000 Don Evans, CEO Mary Tavener, Finance Director Buchanan Communications Tel: +44 (0) 20 7466 5000 Nicola How / Fergus Mellon CHAIRMAN'S STATEMENT OVERVIEW 2002 was a year of significant achievement that has transformed AMS for the future. The results show that the Board's decision to restructure the Group around higher value woundcare products was the right one - this has led to improved gross margins from 18% to 30% - a trend that we see continuing over the coming years - with Group revenues growing by 14% to £8.4 million. One of the highlights of 2002 for the Group was the successful acquisition of the MedLogic medical adhesives business. I am pleased to report that this business, acquired in May, has been successfully integrated into the Group and has fully met the Board's expectations, both financially and strategically. The MedLogic technology has significantly strengthened our Professional Woundcare offering and provides exciting new opportunities upon which to rebuild a profitable Consumer business in the future. OPERATING REVIEW The Group's core focus remains the development and manufacture of advanced woundcare products to be marketed and distributed through blue-chip partners into hospitals and nursing homes ('Professional') and retail pharmacies (' Consumer'). Professional sales increased overall by 42% to £7.8 million. Sales from the core AMS Professional Woundcare business increased 26% to £6.9 million, with alginate, a natural polymer derived from seaweed, continuing to drive growth. The addition of Johnson & Johnson Wound Management as a partner during 2002, together with existing major partners such as 3M, Smith & Nephew, Molnlycke and Coloplast ensures strong global distribution of AMS products. As anticipated, sales into the Consumer market declined to £0.6 million. As announced in our trading statement earlier this year the re-building of this business, around higher value products, has proved challenging with progress being slower than expected. However, the Board continues to believe that this market offers a significant opportunity for AMS and it is receiving new focus during 2003 with the appointment of a dedicated General Manager. The MedLogic business, acquired in May 2002, contributed £0.9 million to the Professional sales revenue in line with the Board's expectations. The vast majority of this revenue was for LiquiBandTM wound closure adhesive, sold into the UK Accident and Emergency (A&E) departments via a direct sales force. LiquiBandTM has achieved market leadership in this A&E market for replacing stitches. Interest in both this product, and LiquiShieldTM, the skin protection product, from AMS partners has been extremely high and distribution deals, such as the one recently announced with PDI, are being put in place to expand global distribution. The PDI agreement involves the marketing and distribution of LiquiShieldTM into the US hospital and nursing home market. The FDA 510K clearance obtained in January 2003, for extending the use of LiquiShieldTM to damaged skin, greatly increases the potential market for this product, particularly in nursing homes. LiquiShieldTM works by providing a liquid film that bonds to skin and protects it from breakdown or further damage from friction, shear or moisture, as is common with a bed-ridden patient. It also provides a key stepping-stone for the Group to enter the rapidly emerging consumer liquid bandage market later this year by providing an innovative alternative to plasters for the treatment of cuts and scrapes. The retained loss for the year before exceptionals was reduced by £0.3 million to £1.2 million. The exceptionals relate to three items - a credit of £242k for negative goodwill associated with the MedLogic acquisition, a cost of £202k for the EGM and £249k for the disposal of assets related to rationalisation of the membrane process at Winsford. Net cash outflow of £1.1 million from operating activities in the year leaves the Group with net funds of £5.1 million as at 31st December 2002. Corporate Activity 2002 saw significant corporate activity, which has improved AMS position for the future. The Group was able to raise funds in a very difficult stock market, to complete a key strategic acquisition, and it also transferred to the Alternative Investment Market. In May 2002, MedLogic Global Holdings Ltd and related intellectual property assets were acquired for £2.9 million including costs and a successful VCT Placing and Placing and Open Offer raised £3.4 million, net of costs. Technology The acquisition of the MedLogic cyanoacrylate adhesive technology has provided AMS with another proprietary biomaterials platform to complement the core strategic areas of biopolymers, foam, membrane and hydrogels. These form a strong technology base to support the move from passive wound dressings to higher value medical devices for delivery of active ingredients and for tissue repair and engineering. Our silver-based, anti-microbial programme has progressed well and we anticipate launching dressings containing silver with major partners during the second half of 2003. As a broad spectrum, anti-microbial agent, silver is increasingly being used in wound dressings to help prevent infection. With the assistance of a UK Government SMART award during 2002, we completed the upgrading of our alginate manufacturing process to allow the incorporation of active agents into our materials. New Technologies Our academic collaborations, aimed at underpinning the Company's science base, were extended with the award of an Engineering and Physical Sciences Research Council (EPSRC) grant. This grant will fund a postdoctoral position in the Tissue Engineering Group of the School of Pharmaceutical Science at the University of Nottingham, UK. This collaboration, utilising our biopolymer fibre technology, is aimed at the creation of a new class of biomaterials that control cell behaviour in addition to acting as physical scaffolds for tissue repair and regeneration. These activities and programmes are positioning us to provide an innovative pipeline of high value products for our partners in the years ahead. Management At the beginning of 2003, the Company was reorganised into focussed business groups and the existing management was strengthened significantly with the appointments of Tom Donovan and Godfrey Axten. Tom joined the Group as Managing Director of the Professional Woundcare business, with responsibility for all related Winsford functions. He has a wealth of experience gained internationally in sales, marketing and operations in the medical and related industries. Godfrey has been appointed to run a focussed Consumer Division addressing the retail pharmacy, sports and grocery market for first aid, footcare and skincare. He has previously worked with Welcome, Warner Lambert and Novartis Consumer Health in Europe, USA and Japan. His experience will be invaluable in helping to rebuild a Consumer business based around high value products. Tom and Godfrey join Richard Stenton as part of the senior management team. Richard joined AMS from MedLogic, where he remains as its Managing Director, based in Plymouth. These three executives report directly into the CEO, Dr. Don Evans, and bring relevant experience and leadership skills to deliver the necessary growth to bring the Company through to profitability. Graeme Brookes, Sales & Marketing Director resigned from the Board in January 2003, and I would like to thank him for his contribution to the Business over the last 4 years. PROSPECTS AMS remains well positioned in the international arena, with global distribution of its products through major blue-chip partners, which in turn delivers revenues from a range of proprietary products sold into the attractive, growing woundcare market. The continued growth of the Professional business, re-emergence of a profitable Consumer division and further improvements in gross margins are expected to lead to the Group achieving profitability in 2003 within current cash in line with market expectations. This is a very exciting time for AMS as it pursues many new opportunities and continues to strengthen all the key elements that drive value in an emerging business. With the expertise of the recently strengthened management team I have no doubt that we have the industry and corporate experience to take the company forward and I look forward to updating the market on our progress. Consolidated Profit and Loss Account For the year ended 31 December 2002 Year ended 31 December Year ended 2002 31 December Year ended Year ended before 2002 31 December 31 December exceptional Exceptional 2002 2001 items Items Total Total £'000 £'000 £'000 £'000 Turnover Continuing operations 7,495 - 7,495 7,373 Acquisitions 877 - 877 - 8,372 - 8,372 7,373 Cost of sales (5,887) - (5,887) (6,075) Gross profit 2,485 - 2,485 1,298 Distribution costs (38) - (38) (136) Administration costs (4,648) 242 (4,406) (3,322) Other operating income 532 - 532 222 Operating loss Continuing operations (1,508) - (1,508) (1,938) Acquisitions (161) 242 81 - (1,669) 242 (1,427) (1,938) Loss on disposal of fixed assets - (249) (249) - EGM Costs - (202) (202) - Loss on ordinary activities before interest and taxation (1,669) (209) (1,878) (1,938) Interest receivable and similar income 223 - 223 369 Interest payable and similar charges (34) - (34) (30) Loss on ordinary activities before taxation (1,480) (209) (1,689) (1,599) Taxation 292 - 292 129 Loss sustained for the year (1,188) (209) (1,397) (1,470) Basic loss per share: (0.9)p (0.2)p (1.1)p (1.6)p The above results relate to continuing operations. There is no difference between reported and historical profits and losses. Statement of total recognised gains and losses Group Year ended Year ended 31 December 31 December 2002 2001 £'000 £'000 Loss for the financial year (1,397) (1,470) Currency translation differences on foreign currency net investments 15 10 Total losses recognised since last annual report (1,382) (1,460) Reconciliation of movements in shareholders' funds At 31 December 2002 Group Company Year ended Year ended Year ended Year ended 31 December 31 December 31 December 31 December 2002 2001 2002 2001 £'000 £'000 £'000 £'000 Opening shareholders' funds 11,994 13,454 12,140 17,068 Loss for the financial year (1,397) (1,470) (1,205) (4,928) Currency translation differences on foreign currency net investments 15 10 - - New share capital subscribed 2,427 - 2,427 - Premium on issue of shares during the year 1,711 - 1,711 - Costs of share issue (643) - (643) - Closing shareholders' funds 14,107 11,994 14,430 12,140 The loss for the Company includes an exceptional write-down in the value of investments of £1,372k (2001:£5,144k). Balance Sheets At 31 December 2002 Group Company 2002 2001 2002 2001 £'000 £'000 £'000 £'000 Fixed assets Intangible assets 2,406 - - - Tangible assets 4,901 4,809 - - Investments - - 9,138 5,941 7,307 4,809 9,138 5,941 Current assets Stocks 918 887 - - Debtors - due within one year 2,444 1,844 44 42 - due after more than one year 200 200 200 200 Cash at bank and in hand 5,558 6,238 5,098 5,963 9,120 9,169 5,342 6,205 Creditors: amounts falling due within one year (1,838) (1,778) (50) (6) Net current assets 7,282 7,391 5,292 6,199 Total assets less current liabilities 14,589 12,200 14,430 12,140 Creditors: amounts falling due after more than one year (482) (206) - - 14,107 11,994 14,430 12,140 Capital and reserves Called up share capital 11,782 9,355 11,782 9,355 Share premium account 37,978 36,910 37,978 36,910 Other reserve 1,531 1,531 - - Profit and loss account (37,184) (35,802) (35,330) (34,125) Equity shareholders' funds 14,107 11,994 14,430 12,140 Dr. D.W. Evans Chief Executive Officer 21 March 2003 Consolidated Cash Flow Statement For the year ended 31 December 2002 Year ended Year ended 31 December 31 December 2002 2001 £'000 £'000 Net cash outflow from operating activities (1,121) (764) Returns on investments and servicing of finance Interest received 229 395 Interest element of finance lease rental and hire purchase payments (13) (30) Interest paid (21) Net cash inflow from returns on investments and servicing of finance 195 365 Taxation 129 - Capital expenditure and financial investment Purchase of tangible fixed assets (354) (353) Sale of tangible fixed assets 15 204 Net cash outflow for capital expenditure financial investment. (339) (149) Acquisition and disposals Purchase of subsidiary undertaking (2,789) - Net cash acquired with subsidiary undertaking (27) - Net cash outflow for acquisitions and disposals (2,816) - Cash outflow before use of liquid resources and financing (3,952) (548) Management of liquid resources Sales of term deposits 739 805 Financing Issue of shares 4,018 - Share issue expenses (643) - Repayment of long-term borrowing (6) - Net movement of capital element of finance lease rental and hire purchase payments (114) - Net cash inflow/(outflow) from financing 3,255 (237) Increase in cash 42 20 Notes to the Accounts:- 1. No dividend has been proposed. 2. The basic loss per share has been calculated on a weighted average number of shares in issue during the year, namely 126,127,749 (2001 : 93,553,394) and loss of £1,397k (2001 : £1,470k) . 3. This statement was approved by the Directors and agreed with the Group's auditors on 21st March 2003. A copy can be obtained from the Secretary at the Company's Head Office, Road Three, Winsford Industrial Estate, Winsford, Cheshire, CW7 3PD. 4. The figures and financial information for the year 2002 do not constitute the statutory financial statements for that year. 5. The figures and financial information for the year 2001 do not constitute the statutory financial statements for that year. Those financial statements have been delivered to the Registrar and included in the auditors report which was unqualified. 6. The Annual General Meeting will be held at the Blue Cap, 520 Chester Road, Sandiway, Northwich, Cheshire, CW8 2DN at 11:00am on 29th May 2003. This information is provided by RNS The company news service from the London Stock Exchange
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