Preliminary Results

Alliance Pharma PLC 23 March 2006 FOR IMMEDIATE RELEASE 23 MARCH 2006 ALLIANCE PHARMA PLC ('Alliance Pharma' or 'the Company') Preliminary Results for the 10 month period ended 31 December 2005 Alliance Pharma plc (AIM: APH), the emerging speciality pharmaceutical company, is pleased to announce its preliminary results for the ten month period ended 31 December 2005. The results cover a 10 month period owing to a change to the Company's year end to 31 December 2005, bringing the Company's year end into line with that of its peers. Financial Highlights • Sales for the 10 month period of £12.28 million (12 months to 31 December 2004: £11.83m) • Sales growth on an annualised basis of 24.6% • Gross margin improvement to 54.3% (2004: 52.4%) • Operating cashflow remains strong at £1.79 million (2004: £1.57m) • Earnings before interest and tax of £2.17 million (2004: £2.26m) • Pre-tax profit of £0.66 million (2004: £0.41m) Operational Highlights • Launch of Dental Products division and promotion of Periostat for periodontitis • Launch of International Division for marketing of Periostat and Forceval • Start of Phase III clinical trials of Posidorm for sleep disorders • Acquisition of Hydromol dermatology range post the year end Commenting on the results, Michael Gatenby, Alliance Pharma's Chairman, said: ' During the period under review, Alliance has moved closer to its goal of delivering substantial and growing revenue streams from brands both acquired and developed in-house. All our efforts will continue to be directed towards achieving this goal.' For further information: Alliance Pharma plc + 44 (0) 1249 466966 John Dawson, Chief Executive Maddy Scott, Finance Director www.alliancepharma.co.uk Buchanan Communications + 44 (0) 20 7466 5000 Mark Court/Lisa Baderoon/Rebecca Skye Dietrich Notes to editors About Alliance Pharma Alliance Pharma, founded in 1996, is an AIM listed emerging speciality pharmaceutical company based in Chippenham, Wiltshire, UK. The company has a strong track record of acquiring the rights to established niche brands and owns, or shares, the rights to 30 branded pharmaceutical products and continues to explore opportunities to expand the range. Alliance Pharma's products are prescribed in the treatment of a wide range of conditions and include brands used in periodontitis (a serious gum disease), the prevention of heart disease, in Parkinson's disease, in nutrition, in nasal infections, in the treatment of dermatological conditions and in childbirth. Alliance Pharma's sales are mainly prescription driven. Its products are distributed to hospitals directly and to pharmaceutical wholesalers which service both hospital and retail pharmacies with their prescription requirements. Alliance Pharma is also developing novel products for sleep disorders and the induction of labour. Alliance Pharma joined the AIM market of the London Stock Exchange in December 2003 and trades under the symbol APH. Chairman's Statement OVERVIEW During 2005, the Company has made considerable progress, reinforcing the attractiveness of the Company's business model in which the cashflow from the Company's portfolio of prescription products is being used towards funding potentially transformational though relatively low risk opportunities. The prescription product portfolio comprises Core Brands, which have enjoyed stable and predictable sales over many years, and Growth Brands which offer, given the appropriate level of promotional investment, significant growth. We have made progress across our business in the period under review, in terms of broadening our routes to market and entering new geographic regions via distribution and co-promotional agreements; strengthening our management in areas such as regulatory affairs; and forming new divisions to spearhead our involvement in the dental and international markets. The selective acquisition of reputable prescription brands remains a key part of our strategy and I am pleased to report that we have made further strategic acquisitions since the year end. DEVELOPMENT PROJECTS During the period, we have made significant progress with our development projects, particularly with the commencement in July of Phase III trials in the UK of Posidorm(TM), our novel therapy for sleep disorders. The Phase III trials focus on the use of the drug, a synthesised version of the naturally occurring hormone that controls the sleep/wake cycle, on two patient groups: the elderly and shift workers. Posidorm is a very substantial opportunity for the Company as it addresses a market currently estimated at £0.5 billion but which is expected to treble in the next decade. Our Phase III clinical trials on Isprelor(TM), our intra-vaginal misoprostol for induction of labour, opened in January with the expectation that they would be completed during 2005. Site set-ups were prolonged and patient recruitment has been slower than planned. To address this, the number of sites is currently being expanded and the trials are now expected to be completed in the second half of 2006, with the product's launch taking place in 2007. This product has already attracted significant professional interest on an international scale. PEOPLE We have made a series of important senior appointments during the period under review and post the period end. Glynys Davies, an experienced dental sector sales and marketing executive, was appointed in April 2005 as head of Alliance Pharma's Dental Products Division. At the same time, Alexander Scholtens Weert, an executive with considerable international marketing experience, was appointed as head of the Company's International Division. In September 2005, Dr Veronica Farrell-Lecomte joined the Company as Director of Regulatory Affairs. FINANCIAL As indicated at the time of our Interim announcement, we have changed our financial year end from February 28 to December 31, with the result that the financial year just ended was a ten month period. Thus, comparisons with the previous year are not straightforward; however, on an annualised basis our sales of £12.3 million represented an increase of some 24.6%. Also, at 54.3%, our gross margin continues to rise and was more than one percentage point above the comparable figure for last year. Of the sales growth, some 20.0% was attributed to the acquisition in November 2004 of Forceval, a prescription multivitamin, and Periostat, a treatment for severe gum disease. Across the rest of our brand portfolio, both the Core and Growth sectors performed well and in line with expectations. Profit after tax on an IFRS basis was £0.66 million - an increase of 62.1% over the previous (12 month) period. This was a creditable performance for the 10 month period, particularly as the underlying business growth was held back by two special factors. First we are already bearing substantial revenue costs in respect of our development projects; and secondly the results were adversely affected by the one-off price decrease imposed by the NHS in January 2005, although we hope this will give us price stability up to 2011. OUTLOOK In summary, this has been a year of challenges successfully met, which has taken Alliance closer to its goal of establishing substantial and growing revenue streams from brands, both acquired and developed in-house. All our effort will continue to be directed to advance this during the current year. Michael Gatenby Chairman 22 March 2006 Chief Executive Review STRATEGIC OVERVIEW The 10 months to 31 December 2005, our second year as a publicly quoted company, have in many respects been a period during which the foundations of the Company were strengthened to support the growth of the Company in the current year and beyond. The Company has developed both in breadth and in depth, particularly in terms of improvements in infrastructure. This momentum has been maintained post the period end, notably with the acquisition of the Hydromol range of prescribed dermatology products in February 2006. It was also a period that provided further evidence of the robustness of Alliance's business model and the strength of the Company's core skills. These skills are highlighted by our first year achievements with Periostat and Forceval, both of which were acquired in November 2004. Periostat is a treatment for the severe gum disease periodontitis, which was acquired for regions outside North America for $3.3 million. Following the launch of our promotional activities in August 2005, Periostat sales responded such that in the fourth quarter of 2005 they were averaging £33,000 per month compared to £24,000 for the first half of the year, an increase of 37.5%, indicating a successful promotional launch in the UK. We have built a dental division around the product and have begun to roll out the product in regions outside the UK. Periostat, as the first and only approved prescription medicine for the chronic, adjunctive treatment of periodontitis, has significant growth potential for the Company. Indeed when one considers that more than 3 million adults in the UK suffer from periodontitis, we take enormous encouragement from the initial response to our promotional campaigns and look forward eagerly to reaping the rewards of our decision to acquire the brand and invest in it. In brief Periostat shows our ability to find the right acquisition, to agree commercially favourable terms, to create the appropriate infrastructure and then to promote the product effectively to develop the sales potential. Forceval, a prescribed nutritional supplement, was acquired for £7.0 million from the Administrators of Unigreg Ltd for all territories apart from China. Consistent customer care has led to the turnaround of the brand such that sales were 39.9% higher than the previous 12 months. This formula is reproducible. We are continually seeking and evaluating new opportunities but completing deals only when they make sense commercially and financially. Our track record speaks for itself: including Hydromol, we have successfully completed nine acquisitions in eight years. With the combination of developments such as Posidorm and the ongoing capability to build up the business base, Alliance has created a low risk growth strategy with considerable upside potential. PROGRESS IN 2005 Sales Sales progress has been very pleasing indeed. For the ten month period to December 2005 sales were £12.28 million, compared to £11.83 million for the twelve months to February 2005. On an annualised basis, sales for the 10 month period ended 31 December 2005 represented growth of 24.6% over the 12 months to February 2005. Had it not been for the 7% price decrease imposed from January 2005 in the UK under the Pharmaceutical Price Regulation Scheme 2005 (PPRS), sales for the twelve months to December 2005 would have grown by 33.7% and exceeded £15 million. It is very reassuring to know that our past strategic measures have enabled us to absorb this decrease and still report an extremely credible growth rate. Unwelcome and unjustified though this PPRS price decrease was, it does mean that we can plan in confidence that our UK prices are now secure until 2011. Sales of Symmetrel, our specialist product for Parkinson's disease, continued their upward trend growing by 18.7% to £1.56 million for the twelve months ended December 2005. Similarly sales of Nu-Seals, our enteric coated low dose aspirin achieved sales of £3.36 million with 6.8% growth in the Republic of Ireland, where the brand was promoted for part of the year. Our dermatology portfolio recorded sales of £1.75 million for the twelve months to December 2005, showing nominal growth over the same period in 2004 of 1.0%. However for competitive reasons our dermatology portfolio bore an over-weighted share of the PPRS price decrease; at constant prices the real growth would have been 9.2% which has been achieved by the careful execution of a minimal promotional investment. As mentioned earlier we are pleased with Periostat's growth since August 2005. In the twelve months to December 2005 we achieved sales of £311,000, which was considerably higher than that achieved by the previous stewards of the brand. Equally pleasing was the turnaround achieved on Forceval, our nutritional supplement acquired from the Administrators of Unigreg Ltd in November 2004. The £2.42 million achieved for the twelve months to December 2005 compares favourably with £1.73 million for the twelve months to December 2004, representing growth of 40.0%. Our Core Brands, which we do not promote, and which provide cash towards our expansionary projects, remained stable as expected. Looking forward we take justified confidence from a strong and growing portfolio of quality brands which provides us with numerous growth opportunities on the one hand and inherent stability on the other. Development pipeline Our two products in Phase III clinical trials - Posidorm for sleep disorders and Isprelor for induction of labour - each made substantial progress during the period under review. Posidorm is a controlled release tablet containing a synthesised version of the naturally occurring hormone melatonin, which regulates the sleep/wake cycle and whose deficiency is the main cause of many sleep disorders. It presents a major commercial opportunity for Alliance as around 20 million people throughout Europe suffer from melatonin related sleep disorders. In July 2005 we began Phase III trials in two groups of patients in whom previous research in the medical literature has shown melatonin to be of benefit. These are a) elderly patients reporting problems with sleeping, where no obvious cause exists and b) shiftworkers who need to sleep during the day, when their melatonin levels would be naturally low. Current progress suggests the launch of the product in the first quarter of 2008. Our Phase III clinical trials on Isprelor, our intra-vaginal misoprostol for induction of labour, began at the beginning of the period under review but site set-up and patient recruitment was initially slower than at first anticipated. To compensate for this, the number of sites has been expanded and we now expect completion in the current year. Interest in the product from the medical community has been encouraging and an Alliance sponsored symposium on the use of misoprostol in obstetrics at the 6th International Scientific Meeting of the Royal College of Obstetricians and Gynaecologists in Cairo in September was very well attended. Owing to the size of the opportunity with Posidorm, we have begun out-licensing discussions for Continental Europe with a number of potential partners and look forward to providing further details of progress during the course of the current year. Profitability Our profit before tax of £0.66 million for the ten months to December 2005 compares favourably with £0.41 million for the twelve month financial period to February 2005. This is a particularly good result when one considers that the development expenditure charged in the P&L is £0.62 million greater than that charged in the previous financial year. Additionally the 7% compulsory PPRS price decrease in the UK commencing January 2005 removed £0.61 million of profit from the ten month financial period ending December 2005. Thus it can be readily seen that the underlying operational strength of our trading business improved markedly in real terms during the past financial period. This is a reflection of: a) our past strategic measures judiciously to expand in our portfolio; b) our finely tuned decisions selectively to invest in its growth; and c) the hard work and dedication of our extremely skilled team. Organisation and infrastructure We have strengthened our infrastructure significantly during the course of the past year with appointments across the Company in areas including sales and marketing, regulatory, clinical development, acquisitions management and finance. First and foremost was the creation of our Dental Products division in April 2005 to drive forward our exploitation of the transformational opportunity afforded by the acquisition of Periostat in November 2004. This resulted in our commencement of promotional campaigns to dentists from August 2005 and the subsequent growth of the brand. Another important expansion of our sales and marketing capabilities was the creation of our International Division in May 2005, principally to develop and manage the overseas business for Forceval and Periostat, but also to exploit other international opportunities within the rest of the portfolio. One of the first successes was the appointment in July 2005 of a distributor for Periostat in Turkey, an important dental market. In September we appointed a new Director of Regulatory Affairs to ensure the quality of our regulatory submissions primarily for our development projects, Posidorm and Isprelor, but also for line extensions and other filings. We have also appointed a Clinical Projects Manager to add further managerial strength behind our development programmes. Additionally we have recruited an expert in Pharmacovigilance to manage the increasing demands affecting the whole of the Industry in this area. Our Finance function has been reorganised and strengthened with specific positions covering financial accounting, management accounting and corporate administration, the latter role also including investor relations. This new structure now facilitates our Finance Director's involvement on strategic financial matters. We have created the position of Director of Acquisitions Integration, underlining our intention to maintain the pace of acquisitions at the Company. This is an innovative role that is dedicated to organising the planning and integration of acquisitions, so that they are embedded into the Company's operations with minimal disturbance to ongoing activities. This move is already showing its worth with the ongoing integration of the Hydromol range of dermatologicals, acquired on 9 February 2006. I am therefore pleased that Alliance enters the current year with a team that has the capability, capacity and enthusiasm to deal with the opportunities and challenges ahead. Acquisitions Post the period end, we acquired the Hydromol range of prescription dermatological products for eczema and other skin conditions for a cash consideration of £3.25 million. The acquisition was significant not least because it delivers critical mass to the Company's existing dermatology franchise. The addition of key sales executives has strengthened Alliance's dermatology team. The Hydromol range includes ointments, creams and bath oils and sales are growing strongly at over 30.0% pa. It is our intention to increase sales further by expanding the products' range with line extensions and by extending the geographic distribution via the Company's network of international distributors. Hydromol adds to Alliance's current dermatology portfolio that includes brands such as Aquadrate, Alphaderm, Occlusal, Pentrax, Meted and Acnisal. Looking forward The Company enters the current year with a stronger business base than at any other time in its history and I am pleased to report that current trading is on plan. Among our priorities in the current year will be to drive the growth of Periostat and to integrate the Hydromol acquisition. The current year is likely to be one in which dermatology will have a much higher profile in the business. Whilst it is impossible to forecast the outcome of clinical trials and regulatory submissions we believe that the two compounds - one being based on an already marketed molecule and the other being a copy of a naturally occurring hormone - represent a balance of risk and reward that is tipped in the favour of our shareholders. Our strengthened infrastructure means that we are well placed to exploit our significant growth opportunities and to accommodate further acquisitions should we find products that fit into our clearly defined acquisition criteria. John Dawson Chief Executive 22 March 2006 Financial Review In relation to the presentation of the results for Alliance Pharma plc, two significant events have happened. Firstly we made the decision to adopt International Financial Reporting Standards (IFRS) in advance of the required date for AIM listed companies to align ourselves with other companies in the sector and to maintain our stance of seeking to be at the forefront of the industry in terms of best practice. Secondly, after listening to our shareholders, and considering the positive impact on the Company, we changed the year end date from 28 February to 31 December. Consequently we are reporting both transitional IFRS adjustments and a 10 month period; the impact of both will be illustrated throughout this review. Figures under the heading December 2005 relate to the 10 months period to 31 December 2005, those under February 2005 relate to the year ended 28 February 2005 and those under 'Annualised' relate to the December 2005 figures annualised, to twelve 10ths of the results. Equally, we are reporting, in more detail, the operations of the Group under segmental reporting. The Group is segmented into three areas, the first two of which are currently revenue producing: • Core brands - those with no promotional investment, the sales being driven by prescribing habit • Growth brands - those with growth potential and behind which we put our promotional effort • Development brands - the products Isprelor and Posidorm which are currently under clinical development with a view to a launch. Investments are being made, some of which are capitalised, some of which are revenue expenses which have the effect of reducing the profitability of the revenue producing segments IFRS The approach taken to the IFRS transition was the establishment of a working group and the preparation of a report to assess the implications of International Accounting Standards and to prepare the restatement and confirm the accounting policies under the new regime. The main areas identified as affecting the financial statements of the Group are Intangible Assets (IAS 38), Share Based Payments (IFRS 2), Financial Instruments (IAS 39) and Segmental Reporting (IAS 14). • An impairment review was performed on all intangible assets which established that their future contributions were greater than the initial investment by the Group. As a result, none of these assets were judged to be impaired and they remain in the Balance Sheet at the same value as the prior period • The early marketing and infrastructure expenses invested in the development projects are expensed through the Income Statement, however the clinical development spend is capitalised as required under IAS 38 as the criteria for the capitalisation are met in that o The projects and expenditure attributable to them are separately identifiable o Future economic benefits can be demonstrated o There are adequate resources to complete the development and the Group intends to use or sell the completed asset • The approach to the Share Based Payments valuation was by way of a financial model based on the volatility of the share price, the number of options issued, time to expiry and the risk free rate of return • The Interest Rate Swaps which fix the rate on borrowings for a specified period were valued independently by the Bank of Scotland Treasury Department, taking into account time to expiry and market factors Turnover The turnover for the 10 months to December 2005 of £12.28 million represented an increase of 3.8% over the 12 months to February 2005 (£11.83m), however, annualising the 10 month result demonstrates a 24.6% increase on the period to February 2005. Analysing this further, Core Brands make up 54.0% of our portfolio, with £6.63m turnover (10 months), whilst Growth Brands deliver £5.65 million being the remaining 46.0%. In terms of geographical split, the United Kingdom makes up 70.7% of total turnover based on the 10 months to 31 December 2005, with Republic of Ireland accounting for 21.8% and the Rest of the World being 7.5%. Annualised 10 months to December 12 months to 2005 February 2005 £m £m £m Turnover 14.74 12.28 11.83 Growth 24.6% 3.8% Growth was tempered by the 7% price decrease imposed on the pharmaceutical industry in the UK by the Pharmaceutical Price Regulation Scheme 'PPRS' in January 2005. Gross Profit As anticipated our gross margin improved from 52.4% to 54.3% due to proportionately greater growth of our higher margin brands. This rate of improvement can be expected to continue. Operating Profit Investment in the future growth of the Group has necessitated in an increase in operating expenses, notably some £1.14 million of marketing and infrastructure revenue expenses in the 10 month period connected with the development of Posidorm and Isprelor. The 10 months to 31 December 2005 deliver an operating profit of £2.17 million being 4.2% below the 12 month period to February, however, if the development expenditure charged to the P&L is excluded, the operating profit for the trading segments, being the Growth Brands and Core Brands, would be £3.08 million being a 6.6% increase over the 12 months to February 2005. 10 months to 12 months to December 2005 February 2005 £m £m Sales revenue 12.28 11.83 Gross profit 6.67 6.20 54.3% 52.4% Trading Business Expenses (3.59) (3.31) Trading Segment profit 3.08 2.89 Non Recurring Items 0.23 (0.11) Trading profit 3.31 2.78 Development Projects (1.14) (0.52) Operating profit before finance costs 2.17 2.26 Finance Costs These consist of the interest payments on the debt provided by Bank of Scotland to fund the acquisitions of the Brands, the interest on the convertible unsecured loan stock and amortised issue costs. Also shown here is the change in fair value of the Interest Rate Swaps. These financial instruments reduce our exposure to interest rate movements by fixing the interest rate for a period of time. The valuation is determined independently and assesses the difference between the fixed rate and expected future interest rates. 10 months to 12 months to December 2005 February 2005 £m £m Interest paid (1.37) (1.66) Other finance costs (0.08) (0.19) Change in fair value of derivative financial instruments (0.06) - Profit Before Tax A profit before tax of £0.66 million has been achieved in the 10 months to December 2005, an improvement on £0.41 million being the profit for the period to February 2005 under IFRS. If the effects of the IFRS adjustments are removed from the calculations, the profit would be £0.74 million against £0.42 million for the previous reporting period. 10 months to December 12 months to February 2005 2005 £m £m UK GAAP Profit on ordinary activities before taxation 0.74 0.42 Share based payments (0.02) (0.01) Change in fair value of derivative financial instruments (0.06) 0.00 Profit for the period under IFRS 0.66 0.41 During the year, Uniflu, one of the brands acquired in November 2004, which did not fit our existing portfolio, was divested for £0.50 million giving rise to a profit of £0.35m, and is included in the profit shown above within the non recurring items. Cashflow The cash inflow from operating activities was £1.79 million in the 10 months to 31 December 2005 (£1.59 million February 2005). This was reinvested into the Group by way of £1.85 million on the clinical development spend for Isprelor and Posidorm, an increase on £0.99 million spent in the year to February 2005. Interest and capital repayments on the debt funding amounted to £1.43 million and £1.12 million respectively, £1.82 million and £2.14m being the interest and capital repayments for the previous period, excluding short term funding arrangements in place for the acquisition of Forceval. During the year £0.50 million was raised with the divestment of Uniflu. Non-current assets During the period, a further £1.85 million was invested and capitalised in the development of Isprelor and Posidorm, bringing the total to £3.07m. These costs have been capitalised, having met the criteria set by IAS 38. Each project has been re-examined to ensure that it has technical feasibility and ultimate commercial viability. Financial liabilities and convertible debt The financial liabilities decreased to £22.90 million (£23.89 million February 2005), including the Convertible Unsecured Loan Stock at £7.17 million, the change being principally due to the capital repayments of the funding from Bank of Scotland. Of the total financial liabilities, 89.6% is subject to long term fixed interest rates resulting from interest on the Convertible Unsecured Loan Stock being fixed and for other debt, we have in place interest rate swaps which reduce the exposure to interest rate fluctuations. The currency risk is reduced by using a debt facility denominated in euros which matches revenues arising in the Eurozone. Madeleine Scott Finance Director 22 March 2006 Consolidated income statement 10 months Year ended ended 28 February 31 December 2005 2005 Note £ £ Revenue 12,275,888 11,826,292 Cost of sales (5,601,143) (5,624,857) Gross profit 6,674,745 6,201,435 Operating expenses Administration and marketing expense (4,716,258) (3,820,470) Share based employee remuneration (19,083) (10,304) (4,735,341) (3,830,774) Operating profit pre non recurring items 1,939,404 2,370,661 Non recurring items 227,731 (109,504) Operating profit before finance costs 2,167,135 2,261,157 Finance costs Interest paid 3 (1,366,747) (1,661,487) Other finance costs 3 (76,373) (191,715) Change in fair value of derivative financial (62,846) - instruments (1,505,966) (1,853,202) Profit on ordinary activities before taxation 2 661,169 407,955 Taxation - - Profit for the year attributable to equity 661,169 407,955 shareholders Earnings per share Basic and diluted (pence) 0.45 0.33 All of the activities of the company are classed as continuing. Consolidated balance sheet 31 December 31 December 28 February 28 February 2005 2005 2005 2005 £ £ £ £ Assets Non-current assets Goodwill 1,128,973 1,128,973 Intangible fixed assets - Product licences 25,501,988 25,620,433 - Development costs 3,075,200 1,345,609 Property, plant and equipment 280,977 306,573 29,987,138 28,401,588 Current assets Inventories 2,739,869 2,469,363 Trade and other receivables 3,034,240 2,149,613 Cash and cash equivalents - 1,275,460 5,774,109 5,894,436 Total assets 35,761,247 34,296,024 Equity Ordinary share capital 1,473,559 1,473,559 Share premium account 9,030,959 9,030,959 Share option reserve 31,506 12,423 Reverse takeover reserve (329,349) (329,349) Retained earnings (2,702,117) (3,363,286) Total equity 7,504,558 6,824,306 Liabilities Non-current liabilities Long term financial liabilities 14,794,873 14,293,913 Convertible debt 7,167,100 7,132,423 Other liabilities 177,778 177,778 22,139,751 21,604,114 Current liabilities Cash and cash equivalents 899,066 - Financial liabilities 933,749 2,459,910 Trade and other payables and provisions 4,284,123 3,407,694 6,116,938 5,867,604 Total liabilities 28,256,689 27,471,718 Total equity and liabilities 35,761,247 34,296,024 Consolidated statement of changes in shareholders' equity Share Share Shares to Reserves Retained Total capital premium be issued earnings equity £ £ £ £ £ £ Balance 1 March 2005 1,473,559 9,030,959 12,423 (329,349) (3,363,286) 6,824,306 Costs of share issue - - - - - - reclaimed Employee benefits - - 19,083 - - 19,083 Profit for the period - - - - 661,169 661,169 Balance 31 December 2005 1,473,559 9,030,959 31,506 (329,349) (2,702,117) 7,504,558 Balance 29 February 2004 1,107,939 5,214,638 2,119 (329,349) (3,771,241) 2,224,106 Costs of share issue - 7,123 - - - 7,123 reclaimed Issue of shares 365,620 - - - - 365,620 Premium on shares issued - 3,809,198 - - - 3,809,198 Employee benefits - - 10,304 - - 10,304 Profit for the - - - - 407,955 407,955 period Balance 28 February 2005 1,473,559 9,030,959 12,423 (329,349) (3,363,286) 6,824,306 Consolidated cashflow For the 10 month period ended 31 December 2005 Group 10 months Year ended ended 31 December 28 February 2005 2005 Note £ £ Cash flows from operating activities Cash generated from operations 4 1,788,157 1,585,204 Tax paid - (12,747) Cash flows from operating activities 1,788,157 1,572,457 Investing activities Interest received 61,215 161,726 Payment of deferred consideration - (128,399) Development costs capitalised (1,849,860) (858,499) Purchase of tangible assets (82,778) (245,948) Proceeds from divestment of Uniflu 500,000 - Transactions costs on divestment of Uniflu (32,000) - Purchase of other intangible assets (1,555) (9,248,913) Net cash used in investing activities (1,404,978) (10,320,033) Financing activities Net proceeds from the issue of shares - 4,181,941 Interest paid and similar charges (1,426,319) (1,820,209) Other finance charges paid (1,643) (3,004) Receipt from borrowings - 6,875,000 Repayment of borrowings (1,115,839) (3,763,859) Finance lease payments (13,904) (26,031) Net cash used in financing activities (2,557,705) 5,443,838 Net movement in cash and cash equivalents (2,174,526) (3,303,738) Cash and cash equivalents at 1 March 2005 / 1,275,460 4,579,198 29 February 2004 Cash and cash equivalents at 31 December 2005 / (899,066) 1,275,460 28 February 2005 1. Basis of preparation The financial information set out in the announcement does not constitute the group's statutory accounts for the periods ended 31 December 2005 or 28 February 2005. The financial information for the year ended 28 February 2005 is derived from the statutory accounts for that year which have been delivered to the Registrar of Companies, as subsequently restated under IFRS as published on the group's website on 21/06/2005. The auditors reported on those accounts; their report was unqualified and did not contain a statement under s.237(2) or (3) Companies Act 1985. The statutory accounts for the period ended 31 December 2005 will be finalised on the basis of the financial information presented by the directors in this preliminary announcement and will be delivered to the Registrar of Companies. 2. Profit before taxation: 10 months Year ended ended 31 December 28 February 2005 2005 £ £ After charging Auditors' remuneration - Group - audit services 30,500 29,500 - non-audit services 53,574 60,561 Auditors' remuneration - Company - audit services 8,500 8,500 - non-audit services 1,300 2,200 Non recurring items - Project costs in relation to aborted acquisition - 109,504 Employee benefit expense 19,083 10,304 Depreciation of tangible assets 108,374 115,229 Operating lease rentals 37,196 42,816 Loss on foreign exchange transactions 12,547 - After crediting Non recurring items - Gain on disposal of Uniflu less impairment of intangibles 227,731 - Profit on foreign exchange transactions - 37,653 Included within non-audit services are tax advice and compliance fees of £16,310, advice on the implementation of IFRS £15,609 and other of £21,655. 3. Finance costs - net 10 months Year ended ended 31 December 28 February 2005 2005 £ £ Net interest and similar charges On loans and overdrafts (1,426,319) (1,820,209) Finance lease interest (1,643) (3,004) Interest income 61,215 161,726 (1,366,747) (1,661,487) Other finance charges Foreign exchange movement on long term Euro denominated debt (2,263) (117,727) Amortised finance issue costs (74,110) (73,988) (76,373) (191,715) Finance costs - net (1,443,120) (1,853,202) 4. Cash generated from operations Group 10 months Year ended ended 31 December 28 February 2005 2005 £ £ Result for the period before tax and finance 2,167,135 2,261,157 costs Depreciation of property, plant and equipment 108,374 115,229 Change in inventories (270,506) (729,847) Change in trade and other receivables (884,627) (165,521) Change in trade and other payables 876,429 93,882 Write-off intangible assets 120,269 - Gain on divestment of Uniflu (348,000) - Share options charges 19,083 10,304 Cash flows from operating activities 1,788,157 1,585,204 This information is provided by RNS The company news service from the London Stock Exchange
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