Interim Results

RNS Number : 9444I
Assura Group Limited
26 November 2008
 



Assura Group Limited

('Assura', 'the Group' or 'the Company')


Unaudited interim results for the six months ended 30 September 2008


26 November 2008: Assura (LSE: AGR) is a health provider organisation that partners with GPs to deliver high quality patient care in the community, innovative property solutions and consumer responsive pharmacy services.


Operating Highlights1


  • 25 GPCos formed covering a population of 2.6 million patients

  • 30 medical services commissioned

  • 37 pharmacies trading with 13 further pharmacy licences granted

  • Investment portfolio valued at 30 September 2008 at a nominal equivalent yield of 6.03%

  • Rental growth continues

  • New executive management board to replace existing three divisional boards 

  • Restructuring being implemented to reduce overheads and drive efficiency


Roadmap to Success


  • Revised business strategy to concentrate resources on GPCos

  • Targeting GPCos covering a population of more than 3 million patients with in excess of 60 services commissioned by 31 March 2009

  • Mature run rate for first 60 services anticipated to generate future turnover into GPCos of circa £15m per annum

  • Up to 16 non-core pharmacies and/or licences identified for disposal

  • Up to 80 non-core property assets identified for disposal to be timed with operating business ramp up

  • Circa 10 non-core investment properties to be disposed of during 2009

  • Intention to pay part of the net cash realised from disposals by way of special dividend


Financial Highlights


  • Turnover during first six months up 60% to £22.3m (H1 2007: £13.9m)

  • Net cash inflow from operating activities £2.8m (H1 2007: £0.5m net cash outflow)

  • Group trading loss for first six months £1.9m (H1 2007: £1.5m loss)2

  • Full year trading loss forecast to be between £4m - £6m2

  • Investment portfolio, development property and work-in-progress and land bank write downs of £26.0m in aggregate 

  • £30m of new equity raised through Placing of 81,081,080 new Ordinary Shares

  • Resultant pro-forma NAV per share of 81p based on 30 September 2008 valuation

  • £320m of existing and new facilities providing term debt for periods ranging from 4.5 to 21 years 

  • Net debt drawn amounting to £231m at 30 September 2008


Commenting on the results today, Richard Burrell, Chief Executive of Assura, said:


'Following the revision to the Company's strategy and the raising of the additional £80m funding package in October, Assura now has sufficient long term financing in place to meet its needs and adequate headroom, along with a non-core asset disposal strategy, to fund the planned future ramp up in its operating business.


'We are confident in our revised strategy to focus our resources on the Company's GPCos, enabling them to become highly effective providers of out-patient and diagnostic services to the community. Strong progress is being made in the formation of GPCos and the rolling out of community-based services. This strategy has the clear support of the Government which is committed to the provision of primary and community care across the country from modern purpose-built facilities and Assura in turn benefits from the long-term leases from its GP tenants and the Government's position as ultimate guarantor of the rent and payor of tariffs for services. As demonstrated in the resilience of our recent property valuation, we believe this provides an attractive profile for investors in a very challenging economic climate and we look forward to continuing the roll-out of our strategy over the coming months.'


Enquiries:


Assura Group Limited

020 7107 3800

Richard Burrell, CEO


Louise Bathersby, Marketing & Investor Relations Director




FD

020 7831 3113

David Yates


Emma Thompson



1 As at 25 November 2008.

2 Before notional costs of employee share-based incentives.


Chief Executive's Statement


Introduction

Following a difficult six months which has seen falling property prices and a declining share price, the Company has reviewed its business plan and in October 2008 announced an £80m additional funding package to support its revised strategy.  


This strategy involves concentrating resources on GP Provider Companies (GPCos), selling off non-core property and pharmacy assets and reducing associated head office overheads. We are confident that this revised strategy will further enable our GPCos to become highly effective provider organisations of outpatient and diagnostic services in the community. It will also complete the Company's transformation into a primary and community care provider organisation, providing high quality NHS services to NHS patients.


The Company has re-valued its property assets as at 30 September 2008 and together with the proceeds of the Placing and payments made to the National Australia Bank securitisation facility, the Company is announcing a pro-forma NAV per share of 81p based on the enlarged equity base of 317 million Ordinary Shares. 


Overhead reduction

In order to achieve the objectives of the revised business strategy and deliver value for shareholders, we have looked closely at the organisational structure of the Company in order to reduce current overheads and increase operating efficiency. Hitherto, the Company has operated through three separate business divisions covering the four segments, each with its own operating board. This management structure has been dismantled and a new executive management board has been appointed. As part of this process, all existing roles and responsibilities are being reviewed. We have already made some headcount reductions and further cost reduction measures are currently in progress. The entire Board comprising executive and non executive directors have agreed to reduce their salary and fees by 15% in order to recognise the need to constrain the Company's overheads. From 1 April 2009, the Company will operate as a single focused business unit. 


Interim results

During the six months to 30 September 2008, the Company generated turnover of £22.3m (H1 2007: £13.9m) which is up 60% compared to the comparable period last year. This reflects growth in rents from our investment portfolio of £9.1m (H1 2007: £6.5m) and significantly increased revenues from wholly owned pharmacies of £12.1m (H1 2007: £5.1m). There was minimal revenue generated by the medical division although this is expected to rise significantly over the coming months as new and commissioned services come on line. Whilst the Company generated a net cash inflow from operating activities of £2.8m compared to an outflow of £0.5m during the comparable period, the Company incurred a trading loss of £1.9m (H1 2007: £1.5m loss) before the notional cost of employee share-based incentives.


Following an independent valuation undertaken by Savills, the Company revalued its investment property as at 30 September 2008 and has recorded an unrealised deficit on revaluation of investment property of £12.6m. This compares to an unrealised surplus of £11.2m recorded for the same period last year. Having received the Savills valuation relating to the Company's investment portfolio, the Board also undertook a review of the Company's work-in-progress, development pipeline and land bank. Following this review, the Board has decided to take a £13.4m impairment provision against the carrying value of these assets. The combined deficit and impairment provision of £26.0m represents just 6.77% of the Company's total property and development assets and demonstrates the resilience of the Company's portfolio in a market which has seen substantially higher write downs in other areas of the commercial property market. The Company also recorded a loss from changes in the fair value of interest rate swaps of £4.0m.


As at 30 September 2008, the Company had net assets of £217.0m (31 March 2008: £265.4m). Adding the proceeds of the recent share placing, the pro-forma net assets are estimated to be £250.5(net assets £245.5m plus 'own shares held' reserve of £5.0m) which, based on the enlarged equity base of 309m shares (excluding share awards that are potentially dilutive), equates to a pro-forma NAV per share of 81p.  


The decline in NAV per share from 118.1p as at 31 March 2008 to a pro-forma NAV per share of 81p can be attributed as 11.4p due to property write downs, 16.3p due to the recent share placing at a discount to NAV and 9.4p due to dividends paid, trading losses and other factors.


Following the write down in the value of the Company's property assets and having completed the share placing on 18 November 2008, the Board is satisfied that the Company has sufficient working capital for at least the next 18 months.


Loss forecast

The Company was required to prepare a loss forecast statement for inclusion in the Placing Prospectus, which confirmed that it is expecting to record a trading loss of between £4m and £6m for the full year to 31 March 2009. We remain confident that our full year results will be within these forecast parameters. As required by the Prospectus Rules, the loss forecast was reported on by the Company's auditors, Ernst & Young LLP, but has not been audited. 


Progress on disposals

As part of the Company's revised business strategy to concentrate resources on the development of medical and pharmacy services and property developments which are aligned to existing or potential GPCo areas, certain pharmacy and property assets have been identified for disposal. 


The Company has identified a portfolio of up to 80 non-core property assets and intends to dispose of these in part, or as an entire portfolio, during the next three years and beyond.  Disposals will ideally be timed to meet the required ramp up in the Company's operating businesses. Approximately ten investment properties are targeted to be disposed of during 2009 and an expedited sale process will be contemplated if property disposal prices prove to be attractive.


The Company also intends to sell up to 16 non-core pharmacies and/or licences.


Going forward, those work-in-progress property developments that are located within our GPCo areas will be retained upon completion for our GPCos to deliver services from modern, purpose built facilities, developed according to clinical need. Those work-in-progress developments located outside our GPCo areas will be disposed of upon completion or shortly thereafter. Where we own land bank sites that do not fit in with our current and targeted GPCo areas, we will look to dispose of these sites.


Dividend policy

As announced in the Placing Prospectus in October 2008, the Board has decided that in light of the planned investment in its operating businesses, it would not be prudent for the Company to continue the progressive ordinary dividend policy and expects that payments of ordinary dividends will be suspended until such time that these can be covered by operating earnings. The Board has also declared its intention to distribute some cash to shareholders from the net proceeds realised from the disposals of certain property and pharmacy assets, by way of special dividend.


Financing

We are pleased to have now completed the Placing of new Ordinary Shares, raising £30m of new equity, which was approved by shareholders at an Extraordinary General Meeting held on 17 November 2008. This has strengthened the equity base of the Company and the Board is confident that there is sufficient headroom to withstand foreseeable revaluation losses in the property portfolio and to finance the planned losses in the medical and pharmacy businesses. The Company continues to trade within its banking covenants and has no debt secured on its operating business cash flows.


Furthermore, as at 30 September 2008, the Company had net debt of £231m and bank facilities in place totalling £272m. The Company's bank facilities are in the process of being increased by a further £48m, as outlined below and this will take total facilities to £320m, giving substantial headroom.


The Company's principal facility of £250m, arranged with the National Australia Bank sponsored securitisation conduit, is available for five years from March 2008 on very competitive terms. The securitisation facility is backed up by a £255m 364 day liquidity facility for use by the Company when Commercial Paper cannot be issued by the conduit. This facility is available initially until March 2009 but renewable thereafter and again is on very competitive terms. The facility restricts the loan to value ratio of properties secured to the bank to a maximum of 75%. 


In addition to the above and a loan facility of £8.25m from Royal Bank of Scotland, the Company benefits from two facilities with Norwich Union Commercial Finance (part of the Aviva Group) in place at 30 September 2008 amounting to £14m, and a further nine long-term loan facilities of just under £48m in aggregate agreed with this lender. These are for periods of between 12 and 21 years and are being secured on nine properties. As at 21 November 2008, three of the nine loans totalling £16m had completed and six are in solicitors' hands. Once completed, these loans will be drawn down to meet all future committed property development costs. The loan rates are fixed by reference to gilt rates on the day of completion of the loans. The long term fixed rates for the five completed loans range between 6.17% and 6.45%.


The Company has agreed new terms for its £200m interest rate swap instrument at 4.59%. With effect from 01 January 2009, the Company will hedge £200m of debt at 2.99% for the first 12 months, followed by 3.29% for the next two years and then at 4.59% thereafter for a further 27 years.


Property valuation

The Company has carried out a review of its property investments, developments and land bank and has received a valuation report as at 30 September 2008 by Savills in respect of 122 investment properties. The Savills' valuation report values those 122 investment properties at £314.9m reflecting a net initial yield of 5.65% and a nominal equivalent yield of 6.03%.  This includes owner-occupied properties valued at £21.0m. In consequence of this, the Company has incurred a revaluation deficit of £12.6m on its investment portfolio and, in accordance with its commitments to National Australia Bank under its securitisation facility, the Company has made a loan repayment to the bank of £4.0m. 


Notwithstanding the uncertainty and general deteriorating conditions in the property sector, the primary care market remains buoyant. Savills' valuation report states that the revaluation for those investment properties held as at 31 March 2008 and revalued as at 30 September 2008 (excluding properties acquired post 31 March 2008) is minus 1.88%. This compares favourably with the IPD All Property Capital Growth index movement over the same period of minus 10%.


In tandem with this valuation exercise, the Company has also reviewed and reshaped its development pipeline and land bank to focus them on existing and future GPCo areas and this exercise is ongoing.  However, in light of the Savills valuation as at 30 September 2008 and this review, the Company has made a further provision against the carrying value of both its work-in-progress and land bank of £13.4m.


We remain encouraged by the progress of individual rent reviews of the investment property portfolio. In the six months to 30 September 2008, 18 reviews were settled showing an equivalent annual increase of 6.1% per annum on the passing rent relating to those properties. As at 30 September 2008, the portfolio had an average rent of £155 per square metre on General Medical Services (GMS) space and an average weighted income unexpired term of 17.84 years.


Developments and work-in-progress

As at 25 November 2008 the Company had work-in-progress of 11 developments on site with a forecast final total cost of £74.1m (of which £49.4m has been expended to date).


The Company has a development pipeline with a forecast final total cost of £109.5m over 20 sites. This pipeline includes six land bank sites at a cost of £7.4m.


The Company has, in addition, land bank of 13 sites at a written down value of £10.8m. 


Operating review

We are pleased with the progress being made in the formation of new GPCos and as at 25 November 2008, the Company had formed 25 joint venture partnerships with GPs and locality groups serving over 2.6 million patients. Across these GPCos, 30 medical services have now been commissioned which is an increase from the 22 services that were in place on 1 August 2008. There is a broad range of new services which have been commissioned across the GPCos including ophthalmology, musculoskeletal, deep vein thrombosis, ultrasound, echocardiography and cervical cancer vaccinations. These are in addition to those services already generating revenues, including dermatology, urology, joint and soft tissue, nerve conduction studies, flexible sigmoidoscopy and minor surgery. We are confident of reaching our target of establishing GPCos, covering more than three million patients, with in excess of 60 services commissioned by the end of the financial year. We anticipate that the mature run rate for these first 60 services will generate future turnover into the GPCos of circa £15m per annum.


Through its GPCos, the Company has been actively tendering for contracts in the Equitable Access to Primary Medical Care services (EAPMC) procurement programme which the Government announced earlier this year. This programme will play a significant role in achieving more personalised care for patients as set out in Lord Darzi's NHS Next Stage Review. The procurement programme includes new GP Practices, GP Led Health Centres and Urgent Care Centres, with some of these offering out-of-hours care and additional enhanced services. The Company has received positive feedback on the quality of its bids from a wide variety of sources and there are a number of ongoing discussions with PCT commissioners. Until the results of the tenders are announced, the Company has decided not to publish any data on numbers of bids, an expected win ratio or any financial details. Further detailed guidance will be given at the time of the February Interim Management Statement or earlier if available.


As at 25 November 2008, the Company had 37 pharmacies trading (including seven pharmacies which form part of the joint venture with GP Care in the Bristol area) and a further 13 licences granted for new pharmacies to open. 2008 has proven to be a record year, with Assura Pharmacy securing more new standard pharmacy contracts than any other multiple pharmacy group in the UK. The Company continues to source, apply for and secure new pharmacy licences within its GPCo areas for a number of its own property developments as well as for new developments undertaken by third parties. We are encouraged by the recent uplift in pharmacy funding through the increase in practice payments and the Company looks forward to inputting on the 'cost of service' inquiry to ensure a stable funding platform for pharmacy going forward.


We have seen a marked shift in emphasis by nearly all the main UK pharmacy multiples away from opening traditional high street pharmacies and towards sourcing pharmacies that are co-located within medical centres. Given both our expertise in securing new pharmacy licences and our unique positioning as both a developer of primary care premises and operator of integrated pharmacies, we believe that we are well positioned within this marketplace.


Whilst gross margin has been affected by the lower than expected average item values as a result of the Category 'M' pricing regime, the Company has managed to achieve gross margin of circa 27%. Our integrated pharmacy model which encourages the development of enhanced pharmacy services, such as flu vaccinations and Medicines Use Reviews, alongside GP services, is contributing additional income at store level and we remain convinced that our relationships with GPs help to facilitate this. 


NHS and political environment

Significant progress is being made in the transformation of the NHS and with the building blocks now in place, the Board believes the Company has a powerful opportunity to realise value for its shareholders. 


The devolvement of power and decision making to local NHS bodies is ensuring that local health economies are not destabilised by changes taking place on a national basis and is also avoiding a mismatch between centrally set policy and locally generated demand. The opening up of the market to private providers continues and we are encouraged by the recent appointments of Chair and Chief Executive of The Cooperation and Competition Panel which indicates the Department of Health is committed to creating a level playing field for both NHS and other providers.


The initiatives launched in Lord Darzi's NHS Next Stage Review are now being rolled out across the country and by and large we have seen an invigoration of GPs and PCTs to embrace the changes set out. In addition to the Darzi initiatives the Department of Health has announced a national and local pilot schemes looking at progression to Integrated Care Organisations. This potentially presents another opportunity for our GPCos to work with clinical colleagues from other sectors of the health economy, to shape and test new models of integrated care for patients.


With a general election due sometime in the next 18 months, the health policies of the major political parties are still currently somewhat homogeneous. Whilst we do not expect the Government to implement any radical changes to policy in the lead up to an election, at the same time, the opposition parties' policies are not materially different to current policy and are supportive of the increased provision of NHS services by the private sector.


Outlook

Following the revision to the Company's strategy and the raising of the additional £80m funding package in October 2008, Assura now has sufficient long term financing in place to meet its needs and adequate headroom, along with a non-core asset disposal strategy, to fund the planned future ramp up in its operating business.


We are confident in our revised strategy to focus our resources on the Company's GPCos, enabling them to become highly effective providers of outpatient and diagnostic services to the community. Strong progress is being made in the formation of GPCos and the rolling out of community-based services. This strategy has the clear support of the Government which is committed to the provision of primary and community care across the country from modern purpose-built facilities and Assura in turn benefits from the long-term leases from its GP tenants and the Government's position as ultimate guarantor of the rent and payor of tariffs for services. As demonstrated in the resilience of our recent property valuation, we believe this provides an attractive profile for investors in a very challenging economic climate and we look forward to continuing the roll-out of our strategy over the coming months.


Richard Burrell

Chief Executive Officer

25 November 2008



Interim Consolidated Income Statement


For the six months ended 30 September 2008




Six months 


Six months 



ended 30  


ended 30



September

2008


June

 2007



Unaudited


Unaudited


Notes

£'000


£'000






Revenue


22,334


13,919

Cost of sales


(9,666)


(4,906)






Gross profit


12,668


9,013






Administrative expenses

5

(14,553)


10,497

Cost of employee share-based incentive


782


1,284








15,335


11,781






Group trading losses


(2,667)


(2,768)






Unrealised (deficit)/surplus on revaluation of investment property


(12,584)


11,177

Impairment of development properties


(13,448)


-

Unrealised deficit on revaluation of property, plant and equipment


(1,651)


-

Impairment of goodwill


(95)


-

Impairment of other investments


(2,553)


-

Share in associates and joint venture losses


(989)


(113)






Group operating (loss)/profit 


(33,987)


8,296






Finance revenue


1,177


18,895

Finance costs


(8,039)


(564)



(6,862)


18,331






(Loss)/profit before taxation


(40,849)


26,627

Taxation

6

877


(1)






(Loss)/profit for the period from continuing operations


(39,972)


26,626






(Loss)/profit for the year attributable to:





Equity holders of the parent


(39,843)


26,764

Minority interest


(129)


(138)








(39,972)


26,626

Earnings per share (pence) 





Basic (loss)/earnings per share from continuing operations

8

(17.71)p


11.85p

Diluted (loss)/earnings per share from continuing operations

8

(17.71)p


11.63p


The accompanying notes form an integral part of the financial statements.



Interim Consolidated Balance Sheet


As at 30 September 2008




30/09/08


31/03/08



Unaudited


Audited


Notes

£'000


£'000

Non-current assets






Investment property

9

304,332


282,511


Development property

10

54,009


57,268


Investment in associates


8,080


8,744


Investment in joint ventures


9,897


8,619


Intangible assets

11

45,950


37,887


Property, plant and equipment

12

27,888


23,867


Available for sale financial assets


6,494


9,047


Derivative financial instruments at fair value


1,863


5,862


Deferred tax asset


-


193



458,513


433,998






Current assets






Cash and cash equivalents

13

7,839


20,460


Debtors


13,318


14,268


Pharmacy inventories


1,653


1,343


Property work-in-progress


672


1,023



23,482


37,094

Total assets


481,995


471,092

Current liabilities






Creditors


23,421


15,464


Interest bearing loans and borrowings


775


654



24,196


16,118

Non-current liabilities






Interest bearing loans and borrowings

14

239,087


188,419


Payments due under finance lease


1,124


1,172


Deferred tax provision


619


-



240,830


189,591

Total liabilities


265,026


205,709

Net assets


216,969


265,383

Represented by:





Capital and reserves






Share capital

12

23,595


23,522


Own shares held


(5,043)


(4,561)


Share premium


2,587


2,073


Distributable reserve


213,614


224,116


Retained earnings


(21,775)


17,201


Revaluation reserve


4,177


3,089



217,155


265,440

Minority interests


(186)


(57)

Total equity


216,969


265,383






Basic net asset value per Ordinary Share

13

95.21p


116.83p

Diluted net asset value per Ordinary Share

13

95.09p


116.08p

Adjusted basic net asset value per Ordinary Share

13

97.43p


118.84p

Adjusted diluted net asset value per Ordinary Share

13

97.30p


118.07p


The interim consolidated financial statements were approved at a meeting of the Board of Directors held on 25 November 2008 and signed on its behalf by:


Nigel Rawlings    

Chief Financial Officer


The accompanying notes form an integral part of the financial statements.



Interim Consolidated Statement of Changes in Equity
 
For the six months ended 30 September 2008
 

 
 
 
 
 
 
 
Share
Own
Share
Distributable
Retained
 
Capital
Shares
Premium
Reserve
Earnings
 
 
Held
 
 
 
 
£’000
£’000
£’000
£’000
£’000
1 April 2008
23,522
(4,561)
2,073
224,116
17,201
Revaluation of land and
 
 
 
 
 
buildings
-
-
-
-
-
Depreciation transfer for land and buildings
-
-
-
-
85
(Loss)/profit attributable to equity holders and minority interest
-
-
-
-
(39,843)
Total income and expense for the period
-
-
-
-
(39,758)
Dividends on Ordinary Shares
-
-
-
(10,502)
-
Cost of employee share-based incentives
-
-
-
-
782
Issue of Ordinary Shares
73
-
524
-
-
Transaction costs on issuance of Ordinary Shares
-
-
(10)
-
-
Own shares held
-
(482)
-
-
-
30 September 2008
23,595
(5,043)
2,587
213,614
(21,775)
(Unaudited)
 
 
 
 
 
 
 
 
 
 
 
 
Share
Own
Share
Distributable
Retained
 
Capital
Shares
 Premium
Reserve
Earnings
 
 
Held
 
 
 
 
£’000
£’000
£’000
£’000
£’000
1 January 2007
23,400
(807)
226,678
15,564
1,852
Revaluation of land and
 
 
 
 
 
Buildings
-
-
-
-
-
Profit/(loss) attributable to equity holders and minority interest
-
-
-
-
26,764
Total income and expense for the period
-
-
-
-
26,764
Transfer from share premium1
-
-
(226,678)
226,678
-
Dividends on Ordinary Shares
-
-
-
(9,360)
-
Cost of employee share-based incentives
-
-
-
-
1,284
30 June 2007
23,400
(807)
-
232,882
29,900
 (Unaudited)
 
 
 
 
 
 
 

 
 
 
 
 
 
 
Revaluation
Deferred
Total
Minority
Total
 
Reserve
Consideration
 
Interest
Equity
 
 
Reserve
 
 
 
 
£’000
£’000
£’000
£’000
£’000
1 April 2008
3,089
-
265,440
(57)
265,383
Revaluation of land and
 
 
 
 
 
buildings
1,173
-
1,173
-
1,173
Depreciation transfer for land and buildings
(85)
-
-
-
-
(Loss)/profit attributable to equity holders and minority interest
-
-
(39,843)
(129)
(39,972)
Total income and expense for the period
1,088
-
(38,670)
(129)
(38,799)
Dividends on Ordinary Shares
-
-
(10,502)
-
(10,502)
Cost of employee share-based incentives
-
-
782
-
782
Issue of Ordinary Shares
-
-
597
-
597
Transaction costs on issuance of Ordinary Shares
-
-
(10)
-
(10)
Own shares held
-
-
(482)
-
(482)
30 September 2008
4,177
-
217,155
(186)
216,969
(Unaudited)
 
 
 
 
 
 
 
 
 
 
 
 
Revaluation
Deferred
Total
Minority
Total
 
Reserve
Consideration
 
Interest
Equity
 
 
Reserve
 
 
 
 
£’000
£’000
£’000
£’000
£’000
1 January 2007
106
790
267,583
(83)
267,500
Revaluation of land and
 
 
 
 
 
Buildings
417
-
417
-
417
Profit/(loss) attributable to equity holders and minority interest
-
-
26,764
(138)
26,626
Total income and expense for the period
417
-
27,181
(138)
27,043
Transfer from share premium1
-
-
-
-
-
Dividends on Ordinary Shares
-
-
(9,360)
-
(9,360)
Cost of employee share-based incentives
-
-
1,284
-
1,284
30 June 2007
523
790
286,688
(221)
286,467
 (Unaudited)
 
 
 
 
 






Interim Consolidated Cash Flow Statement


For the six months ended 30 September 2008



Six months


Six months 


ended 30


ended 30


September 2008


June

 2007


Unaudited


Unaudited


£'000


£'000

Operating activities




Rent received

7,521


6,834

Revenue from pharmacies

12,082


5,133

Fees received

1,164


2,317

Dividend received

338


-

Bank and other interest received

839


585

Expenses paid

(4,581)


(9,920)

Purchases by pharmacies

(8,817)


(3,714)

Interest paid and similar charges

(5,731)


(1,774)

Net cash inflow from operating activities

2,815


(539)





Investing activities




Purchase of development and investment property

(44,834)


(42,119)

Purchase of investments in associated companies

(5)


(9)

Purchase of property, plant and equipment

(2,529)


(7,653)

Net cash paid on acquisition of subsidiaries

(5,801)


-

Costs associated with registration of pharmacy licences

(441)


-

Cost of development work-in-progress

(390)


(2,724)

Loans repaid/(advanced) to associated companies

290


(611)

Loans advanced to joint ventures

(1,888)


-

Net cash outflow from investing activities

(55,598)


(53,114)





Financing activities




Issue of Ordinary Shares

115


-

Issue costs paid on issuance of Ordinary Shares

(10)


-

Dividends paid

(10,502)


(9,360)

Drawdown of term loan

63,150


50,648

Repayment of term loan

(12,148)


-

Loan issue costs

(443)


-

Net cash inflow from financing activities

40,162


41,288





Decrease in cash and cash equivalents

(12,621)


(12,365)





Opening cash and cash equivalents  

20,460


16,707





Closing cash and cash equivalents

7,839


4,342






The accompanying notes form an integral part of the financial statements.



 Notes to the Interim Consolidated Financial Statements


For the six months ended 30 September 2008

 

1.     The interim consolidated financial statements of the Group for the six months ended 30 September 2008 were authorised for issue in accordance with a resolution of the directors on 25 November 2008.
 
Assura Group Limited was originally incorporated in Guernsey as a closed-ended investment company with its investment objective to achieve capital growth and rising rental income from the ownership and development of a diversified portfolio of primary healthcare properties.
 
Subsequent to its incorporation, the activities have been broadened to include the provision of pharmacy and medical services. As a result of this increasing pharmacy and medical services activity, the Company was reclassified by the FTSE Industry Classification Committee from Property to Healthcare Equipment and Services on 24 September 2007. Furthermore, until 3 April 2008 the Company has been managed and controlled from Guernsey, however, at an Extraordinary General Meeting on 3 April 2008, shareholders approved the reclassification of the Company to a trading company and, immediately after, the Board agreed to move the Company’s central management and control to the UK given that this is the location of its expanding trading operations.
 
The Company’s Ordinary Shares are traded on the London Stock Exchange.

 

 

2.     Basis of preparation
 
The interim consolidated financial statements for the six months ended 30 September 2008 have been prepared in accordance with IAS34 Interim Financial Reporting.
 
This financial report covers the six month accounting period from 1 April 2008 to 30 September 2008 and the six month accounting period from 1 January 2007 to 30 June 2007. Whilst the period end dates are not coterminous the results cover  six month periods and the Group is not subject to significant seasonal effects.
 
The interim consolidated financial statements do not include all the information and disclosures required in the annual financial statements, and should be read in conjunction with the Group’s annual financial statements as at 31 March 2008.
 
The financial statements are presented in pounds sterling to the nearest thousand.
 
Significant accounting policies
The accounting policies adopted in the preparation of the interim consolidated financial statements are consistent with those followed in the preparation of the Group’s annual financial statements for the period ended 31 March 2008. There have not been any significant changes to adopted IFRS since 31 March 2008 which give rise to any changes to the Group’s accounting policies.
 
3.     The results for the six months to 30 September 2008 and to 30 June 2007 are unaudited. The interim accounts do not constitute statutory accounts. The balance sheet as at 31 March 2008 has been extracted from the Group’s 2008 annual report and financial statements. The auditor has reported on the 2008 accounts and the report was unqualified.
 
4.     Segmental information
 
The directors are of the opinion that the Group is engaged in four business segments, being medical services, pharmacy services, primary care premises investment, primary care premises development and associated property related services. All the Group’s activities and investments in primary healthcare properties and related activities are situated in the UK and in Guernsey.
 
The Medical Services segment provides medical services, principally outpatient and other services traditionally undertaken in hospitals but now being relocated into GP surgeries, community hospitals and other facilities in the community, in collaboration with GPs.
 
The Pharmacy segment operates integrated pharmacies in medical centres.
 
The Property Investment segment invests in primary care premises.
 
The Property Development segment develops primary care premises and undertakes property related services including property fund management.
 
The following tables present revenue and profit information regarding the Group’s business segments for the six months ended 30 September 2008 and 30 June 2007 respectively:
 
Six months ended 30 September 2008:
 
 

 
Medical Services
Pharmacy
Property Investment
Property Development
Eliminations and Unallocated items
Total
Continuing
 
£’000
£’000
£’000
£’000
£’000
£’000
Revenue from external customers
166
12,082
9,466
-
620
22,334
Inter-segment sales
-
-
625
-
(625)
-
Segment revenue
166
12,082
10,091
-
(5)
22,334
 
 
 
 
 
 
 
Segment results
(4,710)
(2,725)
(6,408)
(16,498)
(3,647)
(33,988)
 
 
Six months ended 30 June 2007:
 
 

 
Medical Services
Pharmacy
Property Investment
Property Development
Eliminations and Unallocated items
Total Continuing
 
£’000
£’000
£’000
£’000
£’000
£’000
Revenue from external customers
87
5,133
6,893
-
1,806
13,919
Inter-segment sales
-
-
546
-
(546)
-
Segment revenue
87
5,133
7,439
-
1,260
13,919
 
 
 
 
 
 
 
Segment results
(3,137)
(2,232)
16,537
(1,971)
(902)
8,296
 
5.     Administrative expenses

 
Six months ended 30 September
2008
Six months ended 30
June
2007
 
Unaudited
Unaudited
 
£’000
£’000
Branch administrative expenses
3,903
1,345
Other administrative expenses
10,650
9,152
 
14,553
10,497
 
6.     Taxation on profit on ordinary activities
 

 
Six months ended 30
Six months ended 30
 
September
June
 
2008
2007
 
£’000
£’000
 
Unaudited
Unaudited
Tax charged in the income statement
 
 
Current income tax:
 
 
UK corporation tax
-
1
Deferred tax:
 
 
Origination and reversal of timing differences
(877)
-
Total tax credit
(877)
1
 
7.     Dividends paid on Ordinary Shares
 
Dividends on Ordinary Shares declared and paid during the six month period:
 

 
Number of Ordinary Shares
Rate
pence
 
30 September
2008
£’000
Number of Ordinary Shares
Rate
pence
 
30 June
2007
£’000
Final dividend
235,213,115
4.67
10,984
233,998,471
4.00
9,360
Dividends paid
 
4.67
10,984
 
4.00
9,360
 
Dividends paid include £597,000 which was taken as a scrip dividend through the issue of 731,665 Ordinary Shares, of which 590,912 shares were issued to the employee benefit trust.



8.     Earnings per Ordinary Share
 
The basic loss per Ordinary Share is based on the loss attributable to equity holders of the parent for the period of £39,843,000 (2007: Profit of £26,764,000) and on 224,919,329 Ordinary Shares (2007: 225,931,703), being the weighted average number of Ordinary Shares in issue in the respective period.
 
The diluted loss per Ordinary Share is based on the loss for the period of £39,843,000 (2007: Profit of £26,764,000) and on 224,919,329 Ordinary Shares (2007: 230,058,425), being the weighted average number of Ordinary Shares in issue in the respective period, including share awards that are potentially dilutive.
 

 
Six months ended 30 September
2008
Six months ended 30
June
2007
Weighted average number of shares – basic
224,919,329
225,931,703
Weighted average number of share awards that are potentially dilutive
-
4,126,722
Weighted average number of shares – diluted
224,919,329
230,058,425
 
9.     Investment Property
 
Properties are stated at fair value, which has been determined based on valuations performed by Savills Commercial Limited as at 30 September 2008, on the basis of open market value, supported by reference to the market evidence available and the availability of bank debt, in accordance with international valuation standards.
 

 
30/09/08
31/03/08
 
£’000
£’000
 
 
 
Opening fair value of investment property
281,245
211,751
Acquisitions
24,633
22,639
Subsequent expenditure
1,454
5,315
Disposals
(289)
-
Transfers from development property
11,268
46,277
Transfers from work-in-progress
61
18
Transfers to land and buildings
(3,067)
(13,635)
Unrealised (loss)/gain on revaluation
(12,192)
8,880
Closing market value
303,113
281,245
Add minimum payment under finance leases
1,219
1,266
Closing fair value of investment property
304,332
282,511
 
 
Prior to a site being acquired, any site acquisition, investigation and third party bid related costs are included in work-in-progress. Upon acquisition of a site, transfers are made from work-in-progress to development property where future costs are subsequently included. Upon acquisition of an investment property again any pre acquisition costs are transferred from work-in-progress to investment property. Finally costs are transferred to investment property from development property upon practical completion of the medical centre and when tenants have taken occupation or signed lease agreements. Transfers are made to land and buildings in respect of the proportion of those medical centres used by the Group.
 
10.   Development Property
 

 
30/09/08
31/03/08
 
£’000
£’000
Opening balance
57,268
35,231
Development costs incurred in period
19,036
64,891
Capitalised interest
1,741
3,415
Transfer from work-in-progress
680
8
Impairment
(13,448)
-
Transfers to investment property
(11,268)
(46,277)
Closing balance
54,009
57,268
 
Provision has been made against certain developments and plots of land as a result of the movement in property values and estimated fair values.
 
11.   Business combinations
 
During the period, the Group acquired four pharmacy branches through the acquisition of the entire share capital of Harvey & Richardson Holdings Limited on 6 May 2008. Although the completion accounts are yet to be finalised for the acquisition, it is estimated that the total consideration for the acquisition will be £5,855,000. The fair values of the assets and liabilities are stated on a provisional basis.
 
On 2 June 2008 the Group acquired the entire share capital of Our Care Limited for a consideration of £408,000. 
 
The net assets acquired, fair value of consideration paid and goodwill arising on these transactions are set out in the table below:
 

 
 
Pharmacy acquisitions

Medical 
acquisitions

Total
 
£’000
£’000
£’000
Property, plant and equipment
2,219
-
2,219
Cash
81
313
394
Other current liabilities
(427)
-
(427)
Bank loans
(2,954)
-
(2,954)
Net (liabilities)/assets acquired at book value
(1,081)
313
(768)
 
 
 
 
Fair value adjustments:-
 
 
 
Property, plant and equipment
906
-
906
Pharmacy licences
6,030
-
6,030
Deferred tax
(1,688)
-
(1,688)
Net assets acquired at fair value
4,167
313
4,480
 
 
 
 
Cash paid
5,800
395
6,195
Attributable costs
55
13
68
Total consideration
5,855
408
6,263
Goodwill arising on acquisition
1,688
95
1,783
 
Included in the £1,783,000 of goodwill recognised above are certain assets that cannot be individually separated and reliably measured from the acquirees due to their nature. These items include the exported value of future earnings, synergies and staff in place.
 
From the date of acquisition to 30 September 2008, the acquired businesses have contributed £205,000 of profit to the results of the Group. If the combination had taken place at the beginning of the year, the consolidated loss of the Group would have been £27,232,000 and revenue would have been £22,734,000.


 

12.   Property, plant and equipment
 
Additions and disposals
 
During the six months ended 30 September 2008, the Group acquired assets with a cost of £2,538,000 not including amounts acquired through business combinations above.
 
13.   Cash and cash equivalents
 

 
30
31
 
September
March
 
2008
2008
 
£’000
£’000
Cash held in current account
7,826
20,095
Cash held to bank’s order
-
360
Rent held on deposit
13
5
 
7,839
20,460
 
Cash held to the bank’s order was released during the period subsequent to the practical completion of the medical centres under development.
 
Rent held on deposit is subject to the respective tenant’s lease agreement and is not available for use by the Group. All interest earned on these deposits is due to the respective tenant.
 
14.   Interest-bearing loans and borrowings
 
Two new loan facilities were entered into in March 2008:
 
a)              a loan of £8.25m secured on the Company’s office investment property in Daresbury (part of which will be occupied by the Company). This loan, which is available for five years, carries interest at 1.2% above LIBOR. Surplus rental income from the property is used to amortise the loan. An interest rate swap at a rate of 5.1% has been taken out to hedge against the interest on the loan. £456,000 is due within one year.
b)             a new £250m facility using the National Australia Bank’s securitisation conduit and secured upon many of the Group’s portfolio of medical centre investment properties. The margin on this facility is 0.45% above the assed backed Commercial Paper rate. The bank also provides a liquidity facility of £255m, the margin of which varies between 0.7% and 1.1% above LIBOR, to guarantee funding in the event that Commercial Paper cannot be issued.
 
A total of £63,150,000 was drawn down in the period in relation to interest bearing loans and borrowings (30 June 2007: £50,648,000). Repayments of £12,148,000 (30 June 2007: £nil) we also made in the period.
 
The Company has secured two facilities with Norwich Union Commercial Finance amounting to £14m as at 30 September 2008 and a further nine long-term loan facilities of just under £48m in aggregate agreed with this lender. These are for periods of between 12 and 21 years and are being secured on nine development properties.


15.   Share capital
 

 
 
 
 
£’000
Consolidated and Company Authorised
 
 
 
 
300,000,000 Ordinary Shares of 10p each
 
 
 
30,000
20,000,000 Preference Shares of 10p each
 
 
 
2,000
 
 
 
 
32,000
 
 
 
 
 
 
 
30
 
31
 
 
September
 
March
 
 
2008
 
2008
 
Number of
Share
Number of
Share
 
 Shares
Capital
 Shares
Capital
 
 
£’000
 
£’000
Ordinary Shares issued and fully paid
 
 
 
 
     At 1 January
235,213,115
23,522
233,998,471
23,400
Issued in period
731,665
73
1,214,644
122
 
235,944,780
23,595
235,213,115
23,522
Treasury shares
(10,922,386)
(1,092)
(10,331,474)
(1,033)
Total Share Capital
225,022,394
22,503
224,881,641
22,489
 
The treasury shares were issued in May 2006 to the Assura Group Limited Employee Benefit Trust and are held for the purposes of the Assura Group Limited Executive Incentive Plan.


16.   The basic net asset value per Ordinary Share is based on the net assets attributable to the ordinary shareholders of £216,969,000 (31 March 2008: £265,383,000) on 227,878,012 (31 March 2008: 227,146,347) Ordinary Shares in issue at the 30 September 2008.
 
The adjusted basic net asset value per Ordinary Share is based on the net assets attributable to the ordinary shareholders of £222,012,000 (31 March 2008: £269,944,000) which is after adding back the ‘own shares held’ reserve of £5,043,000 (31 March 2008: £4,561,000) and on 227,878,012 (31 March 2008: 227,146,347) Ordinary Shares in issue at 30 September 2008.
 
The diluted net asset value per Ordinary Share is based on the net assets attributable to the ordinary shareholders of £216,969,000 (31 March 2008: £265,383,000) and on 228,170,103 (31 March 2008: 228,628,438) Ordinary Shares in issue at 30 September 2008.
 
The adjusted diluted net asset value per Ordinary Share is based on the net assets attributable to the ordinary shareholders of £222,012,000 (31 March 2008: £269,944,000) which is after adding back the ‘own shares held’ reserve of £5,043,000 (31 March 2008: £4,561,000) and on 228,170,103 (31 March 2008: 228,628,438) Ordinary Shares in issue at 30 September 2008.
 

17.   Commitments      

        At the period end the Group had a property investment and development pipeline amounting to a further £190,400,000 (31 March 2008: £202,000,000). The bulk of this expenditure is however discretionary and the amount of contracted expenditure was £47,200,000 (31 March 2008: £42,000,000).

18.   Related parties
 
During the period Assura Pharmacy Limited transferred one of its branches to GP Care Pharmacy Limited, a joint venture vehicle in which it holds a 50% interest. Assura Pharmacy Limited made loans totalling £9,202,000 to GP Care Pharmacy Limited during the period and the full amount remained outstanding at 30 September 2008 (31 March 2007 £nil). The loans are secured on the assets of GP Care Pharmacy Limited. Interest receivable on the loans in the period was £334,000 (2007: £nil).
 
19.   Events after the balance sheet date
 
On 7 October 2008 the Company announced a placing of 81,081,080 new ordinary shares of 10p each in the Company at a price of 37p each. The Prospectus relating to this share issue was dispatched to shareholders on 28 October 2008 together with a notice of an Extraordinary General Meeting of the Company to consider, amongst other matters, the resolutions necessary to give effect to that placing. At the Extraordinary General Meeting held on 17 November 2008, shareholders approved the allotment of these shares resulting in the receipt by the Company, after due allowance for transaction costs, of proceeds from the share issue of £28m.
 
The Company agreed eleven new loans totalling £50m with Norwich Union Commercial Finance of which two had completed at 30 September 2008. As at 25 November 2008, three of the nine loans agreed with Norwich Union Commercial Finance totalling £16m had completed and six are in solicitors’ hands. The loan rates are fixed by reference to gilt rates on the day of completion of the loans. The long-term fixed rates for the five completed loans range between 6.17% and 6.45%.
 
On 20November 2008 the Company cancelled its £200m interest rate swap at 4.59% for 20 years and replaced this with a three year swap at 3.29% followed by a swap for a further 27 years at 4.59%, both on a principal sum of £200m and based upon 3m LIBOR. The Company also entered into an agreement for 12 months, again on the principle sum of £200m, whereby 3m LIBOR is swapped for 1m LIBOR plus 0.3%, effectively reducing the fixed rate payable for 12 months down to 2.99%.

20.   A copy of this statement has been sent to every shareholder. Further copies are available from the Company’s registered   
         office or from the website  www.assuragroup.co.uk.

21.   The interim consolidated financial statements were approved at a meeting of the Board of Directors held on 25 November 2008.

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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