21 December 2011
CARECAPITAL GROUP PLC
("CareCapital", "the Group" or "the Company")
Half-Year Results for the Six Months to 30 June 2011
CareCapital plc (AIM: CARE) announces its half-year results for the six month period ended 30 June 2011.
Highlights
· Deleveraging strategy continued - sale of German portfolio post period end eliminates Euro debt and provides working capital
· Significantly reduced loss for the first half of 2011
· Remaining pipeline of UK healthcare developments now largely pre-sold to reduce financial risk and secure development profits
· Planning secured for first Proton Beam Therapy Centre in the City of London for 28.75% owned Advanced Proton Solutions, four more centres in the pipeline in the USA
Dr. Michael Sinclair, Chairman, commented, "We are, thankfully, now in a position to start to rebuild value for shareholders - now that CareCapital has substantially deleveraged - through our interests in the remaining UK healthcare development pipeline and in perhaps the world's fastest growing cancer treatment sector."
For further information, please visit www.carecapital.co.uk or contact:
Mike Sinclair, Chairman Paul Stacey, Managing Director |
Sandy Jamieson |
Simon Hudson,
|
CareCapital Group Plc |
Libertas Partners LLP |
Tavistock Communications |
Tel: 020 7034 1949 |
Tel: 020 7569 9650 |
Tel: 020 7920 3150 |
pstacey@carecapital.co.uk |
|
shudson@tavistock.co.uk |
The first half of 2011 saw your Board focussing on three priorities: deleveraging CareCapital, the implementation of our policy of pre-selling UK development projects before commencement of construction and the establishment of Advanced Proton Solutions (Holdings) Ltd (APS) as a major participant in the development and operation of Proton Beam Therapy centres for cancer treatment internationally. I am pleased to report progress in all three areas, notwithstanding the difficult financial times in which we all currently operate.
Post the period end, we agreed the sale of our German portfolio to North West Venture Partners for an aggregate consideration of €27.35 million. This transaction was the subject of a circular to shareholders whose approval of the sale was given at a general meeting of the Company on 19 September 2011. The transaction was notarised on 9 November 2011. The receipt of proceeds to date has resulted in the repayment of approximately €23 million of Senior debt, and approximately £2.9 million of short term mezzanine debt. The Board believes that the repayment of (for us) a substantial Euro denominated debt was both timely and prudent given the subsequent difficulties of the Euro debt markets. The surplus cash generated by this sale has been utilised to provide working capital to advance our UK healthcare real estate interests and our Proton Beam Therapy business, APS.
CareCapital has a significant pipeline of UK Medical Centre developments which it has, in the main, secured through competitive tender. The projects currently under construction have been pre-sold to Healthcare investment funds, and further projects will be subject to similar arrangements. It is anticipated that construction will commence on two further schemes in the first half of 2012.
Last, but by no means least, I turn to the Company's 28.75% shareholding in APS. Proton Beam Therapy is widely recognised worldwide as the most effective treatment for a variety of cancer conditions and is particularly appropriate in the paediatric treatment of such conditions as a result of its accuracy in targeting tumours and its limited side effects when compared to existing conventional treatments. There are currently 32 centres worldwide with a requirement, according to industry sources, of over 1,000 in the next 10 to 15 years.
During 2011, APS has, with Care Capital's assistance, secured planning approval for its first London based Proton Beam Therapy centre off Moorgate in the City of London - within easy access of a number of London's major hospitals. Construction will commence in 2012 and treatment of patients is planned to commence in 2014. In addition, APS is involved with four further projects in the USA, including one partnership with the prestigious UCLA (University of California, Los Angeles) Medical Centre. APS has put in place, with our help, a first class management team that includes some of the leading experts in the field. We are excited about the prospects for APS which has now secured a leading position in a genuinely fast growing worldwide market.
Shareholders will be well aware that the Company, its management and its Board have worked hard to overcome the Group's funding issues post the 2008 crash and in the difficult financial markets which have persisted to this day. We are, thankfully, now in a position to start to rebuild value for shareholders - now that CareCapital has substantially deleveraged - through our interests in the remaining UK healthcare development pipeline and in perhaps the world's fastest growing cancer treatment sector. I hope to report further progress on both fronts in due course.
Dr Michael Sinclair,
Chairman
15 December 2011
Consolidated statement of comprehensive income
For the six months ended 30 June 2011
|
Six months |
Six months |
Year |
|
ended |
ended |
ended |
|
30-Jun |
30-Jun |
31-Dec |
|
2011 |
2010 |
2010 |
|
Unaudited |
Unaudited |
Audited |
|
£ |
£ |
£ |
|
|
|
|
Revenue |
3,002,695 |
1,119,528 |
3,395,568 |
Cost of sales |
(2,174,939) |
(200,768) |
(1,698,278) |
Gross profit |
827,757 |
918,760 |
1,697,290 |
Administrative expenses |
(919,281) |
(1,005,945) |
(1,765,751) |
Fair value adjustment to amounts recoverable on contracts |
290,987 |
- |
- |
Net (loss) / gain on revaluation of investment properties |
- |
(279,635) |
(1,064,863) |
Loss on disposal of UK portfolio |
- |
- |
(1,050,205) |
Net portfolio gains / (losses) |
- |
- |
(2,115,068) |
Development costs written off |
- |
- |
(504,172) |
Operating profit / (loss) |
199,463 |
(366,820) |
(2,687,701) |
Finance income |
70 |
149 |
648 |
Finance costs |
(800,610) |
(1,655,868) |
(1,607,323) |
Loss on ordinary activities before taxation |
(601,077) |
(2,022,539) |
(4,294,376) |
Taxation |
- |
- |
118,888 |
Loss after taxation |
(601,077) |
(2,022,539) |
(4,175,488) |
Loss for the period |
|
|
|
- Attributable to equity shareholders |
(628,786) |
(2,002,462) |
(4,094,292) |
- Non- controlling interests |
27,709 |
(20,077) |
(81,196) |
|
(601,077) |
(2,022,539) |
(4,175,488) |
|
|
|
|
Other Comprehensive Income
|
|
|
|
Exchange differences on translation foreign operations |
444,611 |
(554,792) |
(332,071) |
Total comprehensive loss for the period |
(156,466) |
(2,577,331) |
(4,507,559) |
|
|
|
|
Total comprehensive income / (loss) attributable to : |
|
|
|
- Equity shareholders |
(228,636) |
(2,541,929) |
(4,393,156) |
- Non controlling interest |
72,170 |
(35,402) |
(114,403) |
|
(156,466) |
(2,577,331) |
(4,507,559) |
|
|
|
|
Loss per Ordinary Share |
|
|
|
|
(0.002)p |
(2.64)p |
(5.33)p |
Basic and diluted - total |
|
|
|
|
|
|
|
Weighted average number of shares ('000) |
76,754 |
76,754 |
76,754 |
|
As at |
As at |
As at |
|
30 June |
31 December |
30 June |
|
2011 |
2010 |
2010 |
|
Unaudited |
Audited |
Unaudited |
|
£ |
£ |
£ |
Non - current assets |
|
|
|
Investment properties |
32,498,710 |
31,009,083 |
31,143,199 |
Development properties |
3,459,948 |
3,072,761 |
3,984,188 |
Leasehold improvements |
59,176 |
64,087 |
68,997 |
Plant and equipment |
30,638 |
37,951 |
35,835 |
|
36,048,472 |
34,183,882 |
35,232,219 |
Current assets |
|
|
|
Amounts recoverable on contracts |
5,961,424 |
1,789,648 |
- |
Trade and other receivables |
903,680 |
759,658 |
477,550 |
Cash and cash equivalents |
36,990 |
148,442 |
13,082 |
|
6,902,094 |
2,697,748 |
490,632 |
Total assets |
42,950,566 |
36,881,630 |
35,722,851 |
Current liabilities |
|
|
|
Trade and other payables |
(3,583,542) |
(2,617,938) |
(1,327,501) |
Borrowings |
(12,995,178) |
(7,383,476) |
(3,475,329) |
|
(16,578,720) |
(10,001,414) |
(4,802,830) |
Non - current liabilities |
|
|
|
Borrowings |
(19,087,974) |
(19,439,878) |
(21,565,485) |
Deferred tax provision |
(288,066) |
(288,066) |
(406,954) |
|
(19,376,040) |
(19,727,944) |
(21,972,439) |
Total liabilities |
(35,954,760) |
(29,729,358) |
(26,775,269) |
Net assets |
6,995,806 |
7,152,272 |
8,947,582 |
Equity |
|
|
|
Share capital |
767,541 |
767,541 |
767,541 |
Share premium account |
1,397,500 |
1,397,500 |
1,397,500 |
Share option reserve |
557,996 |
557,996 |
423,078 |
Reverse acquisition reserve |
11,038,204 |
11,038,204 |
11,038,204 |
Exchange movements reserve |
(39,063) |
(439,213) |
(639,662) |
Profit and Loss account |
(6,929,596) |
(6,300,810) |
(4,249,134) |
Equity shareholders interest |
6,792,582 |
7,021,218 |
8,737,527 |
Non controlling interest |
203,224 |
131,054 |
210,055 |
Total equity |
6,995,806 |
7,152,272 |
8,947,582 |
|
|
|
Share |
Reverse |
Exchange |
|
Equity |
Non |
|
|
Share |
Share |
options |
acquisition |
movement |
Accumulated |
Shareholder |
Controlling |
|
|
capital |
premium |
reserve |
reserve |
reserve |
losses |
Interest |
Interest |
Total |
|
£ |
£ |
£ |
£ |
£ |
£ |
£ |
£ |
£ |
Balance at |
|
|
|
|
|
|
|
|
|
1 January 2010 |
767,541 |
1,397,500 |
412,255 |
11,038,204 |
(140,349) |
(2,206,518) |
11,268,633 |
245,457 |
11,514,090 |
Exchange rate movement |
- |
- |
- |
- |
(499,313) |
- |
(499,313) |
(55,479) |
(554,792) |
Loss for the period |
- |
- |
- |
- |
- |
(2,042,616) |
(2,042,616) |
20,007 |
(2,022,539) |
Total comprehensive |
|
|
|
|
|
|
|
|
|
income |
- |
- |
- |
- |
(499,313) |
(2,042,616) |
(2,541,929) |
(35,402) |
(2,577,331) |
Share based payment |
|
|
|
|
|
|
|
|
|
- employee services |
- |
- |
10,824 |
- |
- |
- |
10,824 |
- |
10,824 |
Balance at |
|
|
|
|
|
|
|
|
|
30 June 2010 |
767,541 |
1,397,500 |
423,078 |
11,038,204 |
(639,662) |
(4,249,134) |
8,737,527 |
210,055 |
8,947,582 |
Balance at |
|
|
|
|
|
|
|
|
|
30 June 2010 |
767,541 |
1,397,500 |
423,078 |
11,038,204 |
(639,662) |
(4,249,134) |
8,737,527 |
210,055 |
8,947,582 |
Exchange rate movement |
- |
- |
- |
- |
200,449 |
- |
200,449 |
22,272 |
222,721 |
Loss for the period |
- |
- |
- |
- |
- |
(2,051,676) |
(2,051,676) |
(101,273) |
(2,152,949) |
Total comprehensive |
|
|
|
|
|
|
|
|
|
income |
- |
- |
- |
- |
200,449 |
(2,051,676) |
(1,851,227) |
(79,001) |
(1,930,228) |
Share based payment |
|
|
|
|
|
|
|
|
|
- employee services |
- |
- |
10,824 |
- |
- |
- |
10,824 |
- |
10,824 |
costs of raising finance |
|
|
124,094 |
|
|
|
124,094 |
|
124,094 |
Balance at |
|
|
|
|
|
|
|
|
|
31 December 2010 |
767,541 |
1,397,500 |
557,996 |
11,038,204 |
(439,213) |
(6,300,810) |
7,021,218 |
131,054 |
7,152,272 |
Balance at |
|
|
|
|
|
|
|
|
|
1 January 2010 |
767,541 |
1,397,500 |
557,996 |
11,038,204 |
(439,213) |
(6,300,810) |
7,021,218 |
131,054 |
7,152,272 |
Exchange rate movement |
- |
- |
- |
- |
400,150 |
- |
400,150 |
44,461 |
444,611 |
Loss for the period |
- |
- |
- |
- |
- |
(628,786) |
(628,786) |
27,709 |
(601,077) |
Total comprehensive |
|
|
|
|
|
|
|
|
|
income |
- |
- |
- |
- |
400,150 |
(628,786) |
(228,636) |
72,170 |
(156,466) |
Balance at |
|
|
|
|
|
|
|
|
|
30 June 2011 |
767,541 |
1,397,500 |
557,996 |
11,038,204 |
(39,063) |
(6,929,596) |
6,792,582 |
203,224 |
6,995,806 |
Consolidated statement of cash flows
For the six months ended 30 June 2011
|
Six months |
Six months |
Year |
|
ended |
ended |
ended |
|
30 June |
30 June |
31 December |
|
2011 |
2010 |
2010 |
|
Unaudited |
Unaudited |
Audited |
|
£ |
£ |
£ |
|
|
|
|
Cash flows from operating activities |
|
|
|
Loss after taxation |
(601,077) |
(2,022,988) |
(4,175,488) |
Adjustments |
|
|
|
Taxation |
- |
- |
(118,888) |
Finance costs |
800,609 |
885,747 |
1,607,323 |
Finance income |
(70) |
(149) |
(648) |
Net portfolio losses |
- |
1,050,205 |
2,115,068 |
Revaluations of developments in progress |
(290,987) |
- |
- |
Depreciation |
13,528 |
14,207 |
27,318 |
Write off of development costs incurred |
- |
22,482 |
504,172 |
Share based payments |
- |
10,824 |
145,742 |
Cash flows from operations before changes in working capital |
(77,997) |
(39,672) |
104,599 |
Change in amounts recoverable on contracts |
(4,171,776) |
- |
(1,789,648) |
Change in trade and other receivables |
(144,023) |
34,970 |
(247,086) |
Change in trade and other payables |
839,991 |
(1,126,355) |
362,276 |
Cash (used) / generated from operations |
(3,553,805) |
(1,131,057) |
(1,569,859) |
Interest paid |
(622,731) |
(825,965) |
(1,678,472) |
Costs associated with disposal of companies |
- |
(1,050,205) |
(1,050,205) |
Cash flows from operating activities |
(4,176,536) |
(3,007,227) |
(4,298,536) |
Cash flows from investing activities |
|
|
|
Disposal of investment property |
- |
23,248,860 |
23,249,001 |
Disposal of development property |
- |
280,935 |
296,497 |
Capital expenditure on investment properties |
- |
- |
(115,844) |
Capital expenditure on development properties |
(349,300) |
(791,775) |
(82,697) |
Purchase of plant and equipment |
(3,148) |
- |
(8,532) |
Interest received |
70 |
149 |
648 |
Cash flows from investing activities |
(352,378) |
22,738,169 |
23,339,073 |
Cash flows from financing activities |
|
|
|
New mortgage loans raised (Net of transaction costs) |
- |
953,362 |
742,950 |
Development loans |
3,647,932 |
- |
1,524,120 |
Repayment of loans |
(260,517) |
(21,326,542) |
(22,084,771) |
Directors' loan (net of costs) |
- |
28,500 |
26,816 |
Other short term loans |
879,500 |
- |
243,000 |
Cash flows from financing activities |
4,266,915 |
(20,344,680) |
(19,547,885) |
Decrease in cash and cash equivalents |
(261,999) |
(613,738) |
(507,348) |
Cash and cash equivalents at 1 January |
(238,775) |
268,573 |
268,573 |
Cash and cash equivalents at closing |
(500,774) |
(345,165) |
(238,775) |
Comprising: |
|
|
|
- Cash and cash equivalents |
36,990 |
13,082 |
148,442 |
- Bank overdrafts |
(537,764) |
(358,247) |
(387,217) |
- Total |
(500,774) |
(345,165) |
(238,775) |
Notes to the accounts (Unaudited)
1. Basis of preparation
The interim report of the Groups results for the six months ended 30 June 2011 was approved by the Board on 15th December 2011.
The interim financial information has not been audited and does not constitute statutory accounts as defined under section 435 of the Companies Act 2006.
The interim financial statements have been prepared in accordance with applicable accounting standards and are consistent with those accounting policies adopted in the consolidated statutory accounts of CareCapital Group Plc for the year ended 31 December 2010, prepared under IFRS as adopted in the EU. The auditors' report on those accounts, which have been filed with the Registrar of Companies, was unqualified but did contain an Emphasis of Matter with respect of the ability of the Company and the Group to continue as a going concern. The auditors' report did not contain a statement under section 498(2) or 498 (3) of the Companies Act 2006.
In the Group's annual report and accounts, the Directors stated that additional working capital would be required to fund progress on several development projects, a number of funding options had been reviewed and negotiations were progressing to secure the required finance. Since then further options have presented themselves to the Board and are also under active review. The Directors continue to have reasonable expectations of securing funding which will enable the Group to meet its debt repayment, development programme and working capital requirements for a period in excess of twelve months.
Consequently, the financial statements have been prepared on a going concern basis. However, there can be no certainty that funding will be secured and this interim financial information does not contain any adjustments that might be necessary in the event that funding is not secured.
2. Earnings per Share |
|
|
|
|
|
||
|
|
|
|
|
Six months |
Six months |
Year |
|
|
|
|
|
ended |
ended |
ended |
|
|
|
|
|
30 June |
30 June |
31 December |
|
|
|
|
|
2011 |
2010 |
2010 |
Basic earnings per share |
|
|
|
|
|
||
|
|
|
|
|
|
|
|
Basic earnings per share is calculated by dividing the profit |
|
|
|
||||
attributable to equity holders of the Company by the weighted |
|
|
|
||||
average number of ordinary shares in issue during the year, |
|
|
|
||||
|
|
|
|
|
|
|
|
(Loss) / profit attributable to equity holders of the Company (£) |
(628,786) |
(2,022,462) |
(4,094,292) |
||||
Weighted average number of ordinary shares in issue (thousands) |
76,754 |
76,754 |
76,754 |
||||
(Loss) / earnings per share (pence per share) |
|
(0.002) |
(2,64) |
(5.33) |
|||
|
|
|
|
|
|
|
|
Diluted earnings per share |
|
|
|
|
|
||
|
|
|
|
|
|
|
|
The Company has two categories of dilutive potential ordinary shares - share options and warrants. A calculation is |
|||||||
undertaken to determine the number of shares which could have been acquired at fair value based on the |
|||||||
monetary value of the subscription rights attached to outstanding share options. It is compared with the |
|||||||
number of shares which would have been issued assuming the exercise of the share options. |
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
Six months |
Six months |
Year |
|
|
|
|
|
ended |
ended |
ended |
|
|
|
|
|
30 June |
30 June |
31 December |
|
|
|
|
|
2011 |
2010 |
2010 |
|
|
|
|
|
|
|
|
(Loss) / profit attributable to equity holders of the Company (£) |
(628,786) |
(2,022,462) |
(4,094,292) |
||||
Weighted average number of ordinary shares in issue (thousands) |
76,754 |
76,754 |
76,754 |
||||
Adjustment for share options (thousands) |
|
- |
- |
- |
|||
Weighted average number of ordinary shares for diluted |
|
|
|
||||
earnings (thousands) |
|
|
|
76,754 |
76,754 |
76,754 |
|
Diluted (Loss) / earnings per share (pence per share) |
|
(0.002) |
(2.64) |
(5.33) |
3. Availability of Results
These results are available on the Company's website, www.carecapital.co.uk
-ends-