Preliminary Results

Hikma Pharmaceuticals Plc 18 March 2008 Hikma Pharmaceuticals PLC Preliminary results announcement for the year ended 31 December 2007 LONDON, 18 March 2008 - Hikma Pharmaceuticals PLC ('Hikma') (LSE:HIK) (DIFX: HIK), the fast-growing multinational pharmaceutical group focused on developing, manufacturing and marketing a broad range of generic and in-licensed pharmaceutical products, across the Middle East and North Africa, the US and Europe, today reports its preliminary results for the year ended 31 December 2007. Group performance 2007 2006 Growth 2007 $m $m vs. 2006 Revenue 448.8 317.0 +41.6% EBITDA* 115.8 89.0 +30.1% Operating profit 92.4 75.2 +22.8% Profit attributable to shareholders 62.6 54.5 +14.8% Diluted earnings per share (cents) 35.4 31.0 +14.2% Dividend per share (cents) 7.5 7.0 +7.1% Highlights • Grew revenues by 41.6% to $448.8 million • Underlying organic revenues grew by 28.0%**, driven by strong performances in the Branded and Injectables businesses • Delivered 14.8% growth in profit attributable to shareholders, to $62.6 million • Entered the large and growing Egyptian market through the acquisition of Alkan Pharma and strengthened our position in core markets through the acquisition of Arab Pharmaceutical Manufacturing Co. Ltd., further consolidating our leading position in the MENA region • Entered the injectable oncology market through the acquisitions of Ribosepharm and Thymoorgan in Germany and expanded our oncology portfolio through new product acquisitions • Began production in our new cephalosporin plant in Portugal for the MENA region and Europe in 2007 and for the US in early 2008 • Launched 28 new products(1), received 129 approvals across all businesses and geographic regions and submitted 74 regulatory filings in MENA, the US and Europe(2) • Raised gross proceeds of £81.6 million (approximately $160 million) in January 2008 through the placing of 17 million new ordinary shares, funding the acquisition of APM, strengthening our balance sheet and enhancing our flexibility to finance future growth * Reported profit before interest, tax, depreciation and amortisation. ** Organic growth excludes the acquisitions made in 2007 (Ribosepharm GmbH ('R ibosepharm'), Thymoorgan GmbH Pharmazie & Co. KG ('Thymoorgan'), Alkan Pharma ('Alkan')) unless stated otherwise. (1) New pharmaceutical compounds that are being launched for the first time by the Group or for the first time within another business segment or a new region. (2) This includes only the first submission of new compound or line extension in a region. Said Darwazah, Chief Executive of Hikma, said: 'Our position as a global speciality pharmaceutical company, with a position in the MENA region, is stronger than ever. We have an excellent product portfolio, a large and growing sales and marketing team and excellent manufacturing capabilities that enable us to take advantage of the extremely favourable market environment in which we operate. Through the acquisitions we made in the MENA region this year, in Egypt and Jordan, we have extended our successful business model into new markets and strengthened our position in our core markets like Jordan and Saudi Arabia. The acquisitions of Ribosepharm and Thymoorgan are providing an excellent platform from which to develop a presence in the fast growing oncology market. Globally, we are confident of delivering another year of strong performance in 2008 driven by our Branded and Injectable businesses, as we continue to grow Hikma into a leading speciality pharmaceutical company and deliver high returns on investment to our shareholders.' An interview with Said Darwazah, Chief Executive, and Bassam Kanaan, Chief Financial Officer is available on http://www.hikma.com and http://www.cantos.com. There will be an analyst and investor presentation at 09.00hrs which will be webcast on http://www.hikma.com and available through a conference call facility. Participants should dial +44 (0)20 8609 0582 and use conference ID 208088#. Enquiries: Hikma Pharmaceuticals PLC Tel: +44 (0)20 7399 2760 Said Darwazah, Chief Executive Bassam Kanaan, Chief Financial Officer Susan Ringdal, Investor Relations Director Brunswick Group Tel: +44 (0)20 7404 5959 Jon Coles / Justine McIlroy / Alex Tweed About Hikma Hikma Pharmaceuticals PLC is a fast growing multinational group focused on developing, manufacturing and marketing a broad range of both branded and non-branded generic and in-licensed pharmaceutical products. Hikma's operations are conducted through three businesses: 'Branded', 'Injectables' and 'Generics'. Hikma's operations are based principally in the Middle East and North Africa ('MENA') region, where it is a market leader and sells across 17 countries, the United States and Europe. In 2007, the Group achieved revenues of $449 million (2006 $317 million) and profit attributable to shareholders was $63 million (2006 $55 million). For news and other information, please visit www.hikma.com. Forward looking statements Certain statements in this announcement are forward-looking statements which have been made by the Directors in good faith based on the information available to them up to the time of their approval of this announcement. By their nature, forward-looking statements involve a number of risks, uncertainties or assumptions that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements, and should be treated with caution. These risks, uncertainties or assumptions could adversely affect the outcome and financial effects of the plans and events described in this announcement. Forward-looking statements contained in this announcement regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. You should not place undue reliance on forward-looking statements, which speak as only of the date of this the approval of this announcement. Except as required by law, the Company is under no obligation to update or keep current the forward-looking statements contained in this announcement or to correct any inaccuracies which may become apparent in such forward-looking statements. Business and financial review Branded Pharmaceuticals Revenue in the Branded business, our largest business segment, increased by 52.9% to $198.9 million, compared to $130.1 million in 2006. Excluding the acquisitions of JPI and Alkan, underlying sales growth was 32.0%, primarily due to strong growth across all our MENA markets. New product introductions and more focused sales and marketing efforts have helped to drive demand and increase sales. A particularly strong performance in the Gulf Cooperation Council ('GCC') countries was driven in part by the successful integration of JPI. Algeria, Saudi Arabia, Jordan and Sudan were the Branded business's largest markets in 2007. In Algeria, Hikma grew well above the average market growth rate. This growth was driven by an increase in the number of marketed products, enhanced sales and marketing efforts, with more focus on doctors, pharmacists and better geographical coverage, and by strengthening our relationships with the leading distributors. Our market share in Algeria reached 6.0% in 2007, compared to 3.9% at the end of 2006, making us the fourth largest pharmaceutical company in the Algerian market(3). Sales in Saudi Arabia grew by nearly 80%, as we worked hard to complete the integration of JPI. By year end the combined sales teams were performing well and we had achieved strong margin improvement. We also increased our share of the tender market, benefiting from our new status as a local manufacturer. Our share of the private market, however, decreased to 3.8% in 2007, compared to 4.0% in 2006, making us the 6th largest player in the Saudi Arabian market.3 We are confident of further progress in 2008 through increased sales efforts, the benefits of new product launches - including three new products launched in 2007 and further benefits of the JPI / Hikma integration. We will benefit from APM's strong position in the Saudi market. Our growth in the Jordanian market was also strong in 2007 and well ahead of the underlying market, due to new product launches, more focused sales efforts especially for key products and better market coverage by our medical representatives. We received 12 product approvals and launched nine new products in the Jordanian market during the year. In 2007, we maintained our position as market leader in the Jordanian market and our market share increased to 7.7%, compared to 7.3% in 2006.(3) (3) Source: IMS Health. In Sudan we performed extremely well, largely due to a strong product focus, an increase in the number of medical representatives and better geographical coverage, combined with a more stable operating environment, growing pharmacy chains and an overall increase in pharmaceutical spend. Significant benefits were also derived from the integration of JPI's Sudanese operations. While market data is not readily available for the Sudanese market, we believe that we now have a leading position in this market. We also achieved strong performances in some of our newer and smaller markets, including UAE, Lebanon and the Ukraine, driven mainly by better brand recognition and product launches. In 2007 we continued to work hard to strengthen our leading position in the MENA region. Through the acquisition of Alkan Pharma in September 2007, we extended our reach into the important Egyptian market, which we estimate was worth approximately $1.9 billion in 2007. We now have more than 250 sales and marketing staff in Egypt and market 84 products in 126 dosage strengths and forms. Five of these products are in-licenced and a further 19 products are pending approval. In addition, we continue to sell Astellas' life-saving immunosuppressant, Prograf, in the Egyptian market and will soon launch Actos, Takeda's leading Type 2 diabetes drug. Through the acquisition of Arab Pharmaceutical Manufacturing Co. Ltd. ('APM') at the end of December 2007, we strengthened our position in our existing markets, particularly in Jordan and Saudi Arabia. This acquisition brings together a high quality and complementary portfolio. APM's currently marketed portfolio of 105 products in 222 dosage strengths and forms will enhance the product offering available to Hikma's enlarged sales force by expanding existing product lines, strengthening existing therapeutic areas and adding new molecules. APM's portfolio includes oral, injectable and dermatological products and spans a number of therapeutic categories, including cardiovascular, diabetes and oncology. Sales from in-licensed products grew by 44.6% to $64.2 million in 2007, representing 32.3% of Branded sales, compared to 34.1% in 2006. During the year, three new licensing agreements were signed and five new licenses were added with the acquisition of Alkan in Egypt, bringing the total number of in-licensed products marketed in the Branded business to 33.(4) Gross profit in the Branded business increased by 55.5% to $108.0 million, compared to $69.5 million in 2006. Gross margin in the Branded business increased to 54.3%, compared to 53.4% in 2006. This change in gross profit margin is attributed primarily to an improvement in product mix. Operating profit in the Branded business increased by 56.7% in 2007, to $61.7 million. Through a strict focus on operating efficiencies, operating margins in the Branded business increased to 31.0% in 2007, compared to 30.3% in 2006, which demonstrates the successful integration of JPI. In 2007, operating expenses included only a small amortisation charge related to acquisitions. Going forward, however, we expect the amortisation charge for intangible assets related to acquisitions to be close to $4.0 million. In 2007, the Branded business received 78 regulatory approvals, including 12 in Jordan, 49 in other MENA markets and 17 in Europe and the rest of the world. In line with our strategic objectives for the Branded business, we launched a total of 15 new products in 2007, nine in Jordan, three in Saudi Arabia and three in Egypt. The total number of Branded sales and marketing staff operating across our 17 MENA markets at year end was 1,010, which includes 256 in Egypt, 221 in Saudi Arabia, 191 in Jordan and 127 in Algeria. Injectable Pharmaceuticals Our global Injectable business manufactures injectable pharmaceutical products in powder, liquid and lyophilised forms for sale across the MENA region, Europe and the US. The Injectable business contributed 27.0% of total Group revenue in 2007, compared to 21.3% in 2006. Revenue in our Injectable business increased by 79.3% to $121.2 million, compared to $67.6 million in 2006. The increase reflects underlying organic growth of 25.2%(5), driven primarily by a strong performance in the MENA region, as well as the consolidation of Ribosepharm and Thymoorgan, the injectable oncology businesses acquired in the first half of 2007. (4) At the end of 2007, a further five in-licenced products were pending launch. (5) Organic growth is calculated before the acquisitions of Ribosepharm and Thymoorgan. During the year, the Injectables business received 42 regulatory approvals, including 11 in Europe, 30 in the MENA region and one in the US. 25 of these approvals were for new products, the rest were for new dosage strengths or forms. Since the beginning of 2008, we have received a further four approvals in the US. In the MENA region, the Injectables business delivered strong growth across most markets, with the largest contributions coming from Algeria, Saudi Arabia and Sudan. This growth was driven by our strong product position, more focused sales and marketing efforts, additional medical representatives, an increased focus on institutional customers and an increasing ability to execute a bundled sales strategy. Growth was reinforced by the 18 new products launched during the year. In Europe, we saw strong growth in the Italian and Portuguese market as a direct result of increased customer focus, and we were able to maintain our position in the highly competitive German market. During the year we launched four new products in the European market. In the US, we faced increased competition. Nevertheless, we continue to grow own product sales and are developing a strong market position for our products, particularly the cephalosporins. In 2007 we began selling our products to the US government and won several new contracts with buying groups for 2008. We launched two new products in the US market in 2007 and expect to launch a further three products in multiple dosage strengths and forms in the first half of 2008. In 2007 we took the important strategic step of entering the injectable generic oncology market. In January we acquired Ribosepharm, a German oncology company specialising in the marketing and distribution of branded generic injectable oncology products. In May, we acquired Thymoorgan, a German contract manufacturer of lyophilised and liquid injectables for both oncological and non-oncological uses. Ribosepharm and Thymoorgan, now our oncology business, performed well in 2007, contributing sales of $36.6 million, which includes approximately $11 million of sales from in-licensed products that have been or will be discontinued, which is in line with expectations at the time of the Ribosepharm acquisition. The sales and marketing team at Ribosepharm is performing well in the German injectable oncology market and we are successfully expanding our oncology product portfolio, which now includes 12 marketed products and a pipeline of 13 additional products. At Thymoorgan, we commenced the manufacture of our first products for the European and MENA markets. Gross profit of the Injectables business increased by 91.1% to $54.2 million, compared to $28.3 million in 2006. The Injectable business's gross margin increased to 44.7%, compared to 41.9% in 2006. The increase in gross margin reflects the contribution of Ribosepharm, which as a sales and marketing organisation has higher gross margins than the underlying business. The gross margin contribution from Ribosepharm more than offset lower gross margins before the impact of acquisitions resulting from increasing price competition in Germany, the increase in MENA tender sales, which have lower margins, and an increase in overheads and depreciation expense related to our new plant in Portugal. As we expand production at the new plant in Portugal, we expect overhead and depreciation expenses to decrease as a percentage of sales. Injectable operating profit increased by 53.1% to $20.5 million, compared to $13.4 million in 2006. Injectable operating margins decreased to 16.9% in 2007, down from 19.8% in 2006. The decrease was driven primarily by the lower underlying gross margins but also to an increase in operating expenses incurred to support continued growth across all regions. These operating expenses include an amortisation charge of $1.6 million related to the acquisition of intangible assets. In 2008, we expect this charge will be approximately $2.2 million. During the year, we focused on developing our Injectables sales and marketing capabilities across all geographies and ended the year with 77 sales and marketing representatives in the MENA Region, and 43 in Europe, including five in Portugal and 33 in Germany, and 10 in the United States. Generic Pharmaceuticals The Generic business contributed 27.7% of total Group revenue in 2007, compared to 35.9% in 2006 as the Branded and Injectables businesses continue to grow both organically and through acquisitions. Consistent with 2006, all Generic revenues were generated in the United States. While price competition remained high in 2007, improved sales efforts and increased demand for key products helped to drive volume growth. Sales from recently launched products also drove Generic revenues, which grew by 9.3% in 2007 to $124.2 million, compared to $113.7 million in 2006. Our sales contract with the Department of Veterans Affairs ('the VA'), an agency of the government of the United States, for the supply of Lisinopril expired on 20 December 2007. As the VA has not submitted a new solicitation for this product, we expect volumes to be considerably lower going forward. We expect to compensate with sales from products launched in 2007 and 2008, but these sales will have lower margins, and will result in lower margins going forward for the segment as a whole. Recent additions to strengthen the Generics senior management team will support the business going forward. A new finance director was appointed in late 2007 and a new sales and marketing director was appointed in early 2008. Both have significant experience in the pharmaceutical industry. The Generic business received 9 ANDA approvals in 2007, including 4 for new products. In addition, a total of 6 products were launched during the year. Gross profit of the Generic business decreased by 2.0% to $58.6 million, compared to $59.8 million in 2006. Gross margin in the Generic business was 47.2%, compared to 52.6% in 2006. This reflects continued price erosion, as well as changes in the product mix. Generic operating profit decreased by 12.1% to $31.6 million. Operating profit margins in the Generic business decreased to 25.5% of revenue, compared to 31.7% in 2006. The decrease in operating margin is attributed to price erosion and the product mix mentioned above, as the level of operating expenses remained largely unchanged. Other businesses Other businesses, which include primarily Arab Medical Containers, a manufacturer of specialised plastic packaging, and International Pharmaceuticals Research Centre, which conducts bio-equivalency studies, had aggregate revenue in 2007 of $4.5 million, or 1.0% of total Group revenue. Other businesses delivered an operating loss of $3.4 million in 2007, compared to a loss of $1.2 million in 2006, as a result of an increase in investment in research and development. Group performance Revenue for the Group increased by 41.6% to $448.8 million, compared to $317.0 million in 2006. Excluding the acquisitions of Ribosepharm, Thymoorgan and Alkan Pharma, revenues increased by 28.0%. The latter increase was primarily due to strong increases in revenue in both the Branded and Injectable businesses. In 2007, 44.3% of revenue was generated by our Branded business, 27.7% of revenue was generated by our Generic business and 27.0% by our Injectables business. Geographically, 51.1% of revenue was generated in the MENA region, while 32.0% of revenue was generated in the United States and 17.0% in Europe and the rest of the world. The Group's gross profit increased by 39.7% to $221.5 million, compared to $158.5 million in 2006. Group gross margins for 2007 were 49.4% of revenue, compared to 50.0% in 2006. On a segmental basis, gross margins improved in the Branded and Injectables businesses, but declined in the Generic business, due to continued price erosion. Group operating expenses increased in 2007 by 53.3% to $129.1 million, compared to $84.2 million for 2006, mainly due to an increase in sales and marketing and general and administrative expenditures related to acquisitions and to an increase in corporate expenses required to support the enlarged Group. These expenses include an amortisation charge of $1.6 million relating to intangible assets arising on these and other acquisitions completed during the year. Sales and marketing expenses represented 13.6% of Group revenue in 2007, compared to 11.0% in 2006. Sales and marketing expenses before acquisitions(6) grew by 26.7%, which reflects the strong growth in both the Branded and Injectables businesses. Including acquisitions, sales and marketing expenses increased by 74.3% to $61.0 million, due primarily to the acquisition of Ribosepharm, and to the full consolidation of Al-Jazeera Pharmaceutical Industries ('JPI'). The Group's general and administrative expenses increased by 51.7% to $46.0 million, compared to $30.3 million in 2006. As anticipated, the change arose mainly from the consolidation of JPI, Ribosepharm, Thymoorgan and Alkan. The need to support the growth of the Group has also increased corporate general and administrative costs, which include costs associated with the company's new long-term incentive plan. General and administrative expenses represented 10.3% of Group revenue in 2007, compared to 9.6% in 2006. Investment in R&D for the Group increased by 5.7% to $19.3 million, compared to $18.3 million in 2006. This increase, which can be attributed to ongoing investment in the development of our product portfolio, was lower than in 2006 reflecting a shift towards product and business acquisitions. Total investment in R&D represented 4.3% of Group revenue in 2007, compared to 5.8% in 2006. Other net operating expenses, which consist mainly of provisions against slow moving items partially offset by foreign exchange gains, were $2.8 million, compared to $0.6 million in 2006. Earnings before interest, tax, depreciation and amortisation increased by 30.1% to $115.8 million, compared to $89.0 million in 2006. Operating profit for the Group increased by 22.8% to $92.4 million, compared to $75.2 million in 2006. Group operating margin declined by 3.1 percentage points to 20.6% in 2007, compared to 23.7% of revenue in 2006. Research & Development The Group's product(7) portfolio continues to grow. In the year to 31 December 2007, Hikma added 177 new products to the Group portfolio, which now covers 353 products in 728 dosage strengths and forms. We manufacture and/or sell 40 of these under licence from the originator. (6) This excludes the acquisition of Ribosepharm, Thymoorgan, Alkan Pharma and JPI. (7) Products are defined as pharmaceutical compounds sold by the Group. New products are defined as pharmaceutical compounds not yet launched by the Group and existing compounds being introduced into a new segment or a new region. Line extensions are new forms or dosage strengths. Filings include only filings for new products and the first filing of line extensions in a segment or region. Approvals are comprehensive and include approvals for new products and line extensions and approvals in new countries. Pending approvals include only applications that are pending for new products and the first filing of a line extension in a segment or region. In the year to 31 December 2007, Hikma received 129 regulatory approvals, including 9 ANDA approvals for the Generics business and 1 ANDA approval for the Injectables business. Over the same period, 28 new products were launched. Filings in New product Pending Pending approvals of 2007 filings in approvals as of new products as of 2007 31 December 2007 31 December 2007 ---------- ----------- ----------- ------------------ Generic Pharmaceuticals United States 8 6 32 25 ---------- ----------- ----------- ------------- Branded Pharmaceuticals MENA* 23 9 45 27 Europe and ROW** 16 4 19 7 ---------- ----------- ----------- ------------- 39 13 64 34 Injectable Pharmaceuticals United States 7 2 31 21 MENA* 11 9 17 13 Europe 9 7 14 11 ---------- ----------- ----------- ------------- 27 18 62 45 ========== =========== =========== ============= 74 37 158 104 ---------- ----------- ----------- ------------- * Includes only the first filing of a product or line extension in the MENA region. ** Includes only the first filing of a product or line extension in Europe or ROW. To ensure the continuous development of our product pipeline, we submitted a total of 74 regulatory filings for the first time in MENA, the US and Europe. As of 31 December 2007, we had a total of 158 pending approvals in Jordan, the US and Europe and 543 pending approvals across all regions and markets. We estimate the approximate addressable market for our portfolio of pending approvals to be approximately $19.8 billion, based on the 2007 full year sales of the currently marketed equivalent products in the markets covered by the pending approvals. At 31 December 2007, we had a total of 133 new products under development, the majority of which should receive several marketing authorisations over the next few years, including separate marketing authorisations in differing strengths and/or product forms over the next few years. Finance income and costs The Group's financing income principally comprises interest income. Financing income decreased by $3.2 million to $2.0 million in 2007, compared to $5.3 million in 2006. Financing costs increased by $5.9 million to $10.8 million, compared to $5.0 million in 2006. The decrease in finance income and increase in finance costs was due to the decrease in cash and cash equivalents and increase in debt primarily as a result of the cash used to finance the acquisitions made during the year. Profit before tax Profit before taxes for the Group increased by $8.2 million, or 10.8%, to $83.8 million, compared to $75.6 million in 2006. Tax The Group had a tax expense of $19.6 million in 2007. The effective tax rate was 23.4%, a year on year decrease of 2.6 percentage points. This improvement reflects an increase in sales generated in the MENA region. Minority interest Hikma's minority interest increased to $1.6 million in 2007, compared to $1.4 million in 2006. Profit for the year The Group's profit for the year attributable to equity holders of the parent grew by 14.8% to $62.6 million for the year ended 31 December 2007, compared to $54.5 million in 2006. Earnings per share Diluted earnings per share for the year to 31 December 2007 were 35.4 cents, up 14.2% from 31.0 cents in 2006. Dividend The Board has recommended a final dividend of 4.0 cents per share (approximately 2.0 pence per share), which will make the dividend for the full year of 7.5 cents per share, compared to 7.0 cents per share in 2006. The proposed final dividend will be paid on 2 June 2008 to shareholders on the register on 2 May 2008, subject to approval at the Annual General Meeting. Operating cash flow and investment Net cash inflow from operating activities was $45.1 million, compared to $35.3 million in 2006. Working capital increased by $46.9 million, compared to $35.1 million at the end of 2006, primarily due to an increase in receivables and inventory in line with historic sales and planned growth. Trade receivables increased by 59.1% compared to 31 December 2006 largely as a result of acquisitions in addition to organic sales growth. Excluding acquisitions(8), receivable days stood at 125 days as at 31 December 2007, compared to 126 days at 31 December 2006, indicating steady receivable growth in line with sales. (8) Excluding Ribosepharm, Thymoorgan, Alkan Pharma and Arab Pharmaceutical Manufacturing. Inventory increased by 76.4% compared to 31 December 2006, due to acquisitions and the necessity to support planned growth in sales. Excluding acquisitions8, inventory days stood at 207 days as at 31 December 2007, compared to 193 days at 31 December 2006. Net cash used for investing activities was $350.9 million, compared to $72.7 million in 2006. The most significant component of investment activity during the year was acquisition related: $73.6 million paid for the acquisitions of R ibosepharm and Thymoorgan, $61.1 million paid for Alkan Pharma in Egypt and $167.4 million paid for Arab Pharmaceutical Manufacturing in Jordan. In addition, capital expenditure amounted to $50.4 million, compared to $49.7 million in 2006. This expenditure relates primarily to expansion projects in the Branded and Injectables businesses. During the year the Group also made regular investments to upgrade and maintain existing facilities. On 17 January 2008 we successfully raised gross proceeds of £81.6 million (approximately $160 million) in an equity placing of shares, funding the acquisition of APM, strengthening our balance sheet and and enhancing our flexibility to finance future growth. Outlook In 2008, we are expecting revenue growth of between 35% and 40%, supported by organic growth and by the acquisitions and investments we have made over the past two years. Gross margin is expected to be approximately 47%. In our Branded business, we expect to continue to deliver strong organic growth. We expect further growth to come from the acquisitions we have made in the MENA region, which are performing extremely well. We now have over 1,000 Branded sales and marketing staff in place across the MENA region, an enhanced product portfolio and broad manufacturing capabilities to drive and support this growth. In our US Generics business, we expect sales in 2008 to be broadly in line with that achieved in 2007, and expect continued pricing pressure and significant gross margin erosion. Looking ahead, we will work to grow this business through the recent strengthening of the management team, increasing focus on higher margin, niche products, dedicating additional capacity in low cost countries and concentrating on acquiring lower cost API. In our global Injectables business, we expect strong growth driven by new product launches, further penetration of our existing product portfolio and from our new oncology business, as we build our product portfolio and launch these products into new markets in Europe and MENA. We also expect to deliver improving operating margins in this business, as we benefit from increasing economies of scale. We are confident of delivering another year of strong performance in 2008 driven by our Branded and Injectable businesses as we continue to grow Hikma into a leading speciality pharmaceutical company. Consolidated income statement for the year ended 31 December 2007 Notes 2007 2006 USD '000 USD '000 ------- -------- Continuing operations Revenue 2 448,796 317,022 Cost of sales 2 (227,263) (158,492) ------- -------- Gross profit 2 221,533 158,530 Sales and marketing costs (61,021) (35,014) General and administrative expenses (46,012) (30,328) Research and development costs (19,342) (18,291) Other operating expenses (net) (2,760) (588) ------- -------- Total operating expenses (129,135) (84,221) Share of results of associate - 938 ------- -------- Operating profit before intangible amortisation 95,061 75,524 Intangible amortisation* (2,663) (277) ------- -------- Operating profit 92,398 75,247 Finance income 2,029 5,258 Finance expense (10,837) (4,958) Other income 199 49 ------- -------- Profit before tax 83,789 75,596 Tax 3 (19,596) (19,639) ------- -------- Profit for the year 64,193 55,957 ======= ======== Attributable to: Minority interest 1,617 1,435 Equity holders of the parent 62,576 54,522 ------- -------- 64,193 55,957 ======= ======== Earnings per share (cents) Basic 5 37.0 32.6 ======= ======== Diluted 5 35.4 31.0 ======= ======== * Intangible amortisation comprises the amortisation on intangible assets excluding software. Hikma Pharmaceuticals PLC Consolidated balance sheet At 31 December 2007 Notes 2007 2006 USD '000 USD '000 ------- ------- Non-current assets Intangible assets 6 251,340 23,940 Property, plant and equipment 243,901 156,845 Interest in joint venture 4,543 - Deferred tax assets 14,503 5,719 Available for sale investments 1,008 776 Financial and other non-current assets 1,290 1,242 ------- ------- 516,585 188,522 ------- ------- Current assets Inventories 7 147,670 83,720 Income tax recoverable 358 500 Trade and other receivables 8 190,714 121,846 Collateralised cash 5,628 5,337 Cash and cash equivalents 28,905 86,227 Other current assets 2,625 2,204 ------- ------- 375,900 299,834 ------- ------- Total assets 892,485 488,356 ======= ======= Current liabilities Bank overdrafts and loans 276,537 35,614 Obligations under finance leases 1,455 1,216 Trade and other payables 9 84,324 53,916 Income tax provision 10,583 8,535 Other provisions 4,475 2,577 Other current liabilities 14,542 4,868 ------- ------- 391,916 106,726 ------- ------- Net current (liabilities) / assets (16,016) 193,108 ------- ------- Non-current liabilities Long-term financial debts 57,662 25,339 Deferred income 279 356 Obligations under finance leases 5,698 4,441 Deferred tax liabilities 12,273 1,695 ------- ------- 75,912 31,831 ------- ------- Total liabilities 467,828 138,557 ======= ======= Net assets 424,657 349,799 ======= ======= Notes 2007 2006 USD '000 USD '000 ------- ------- Equity Share capital 10 30,229 29,712 Share premium 114,059 111,431 Reserves 274,192 203,924 ------- ------- Equity attributable to equity holders of the parent 418,480 345,067 Minority interest 6,177 4,732 ------- ------- Total equity 424,657 349,799 ======= ======= Consolidated statement of changes in equity for the year ended 31 December 2007 Merger Retained Other Total Share Share Total equity reserve earnings reserves* reserves Capital premium attributable to equity shareholders of the parent ------------------------------------------------------------------------------------------------------------------- USD '000 USD '000 USD '000 USD '000 USD '000 USD '000 USD '000 Balance at 1 January 2006 33,920 111,023 (593) 144,350 29,457 110,074 283,881 Issue of equity shares - - - - 255 1,357 1,612 Cost of equity settled employee share scheme - 879 - 879 - - 879 Deferred tax arising on share options - 2,352 - 2,352 - - 2,352 Dividends on ordinary shares - (6,509) - (6,509) - - (6,509) Profit for the year - 54,522 - 54,522 - - 54,522 Cumulative effect of change in fair value of available for sale investments - (663) - (663) - - (663) Cumulative effect of change in fair value of financial derivatives - 27 - 27 - - 27 Revaluation reserve - - 4,807 4,807 - - 4,807 Currency translation gain - - 4,159 4,159 - - 4,159 ------- ------ ------ ------- ------- ------- ------- Balance at 31 December 2006 and 1 January 2007 33,920 161,631 8,373 203,924 29,712 111,431 345,067 Issue of equity shares - - - - 517 2,628 3,145 Cost of equity settled employee share scheme - 1,601 - 1,601 - - 1,601 Deferred tax arising on share options - 2,968 - 2,968 - 2,968 Dividends on ordinary shares - (12,696) - (12,696) - - (12,696) Profit for the year - 62,576 - 62,576 - - 62,576 Cumulative effect of change in fair value of available for sale investments - (151) - (151) - - (151) Cumulative effect of change in fair value of financial derivatives - (256) - (256) - - (256) Revaluation reserve - 180 (180) - - - - Currency translation gain - - 16,226 16,226 - - 16,226 ------- ------ ------ ------- ------- ------- ------- Balance at 31 December 2007 33,920 215,853 24,419 274,192 30,229 114,059 418,480 ======= ====== ====== ======= ======= ======= ======= * Other reserves comprise the revaluation reserve and the cumulative translation reserve. Consolidated cash flow statement For the year ended 31 December 2007 Note 2007 2006 USD '000 USD '000 -------- -------- Net cash from operating activities 12 45,146 35,250 Investing activities Purchases of property, plant and equipment (50,402) (49,725) Proceeds from disposal of property, plant and equipment 906 453 Purchase of intangible assets (4,586) (2,715) Investment in financial and other assets 329 34 Investment in available for sale securities (226) - Acquisition of subsidiary undertakings net of cash acquired (296,903) (20,773) -------- -------- Net cash used in investing activities (350,882) (72,726) -------- -------- Financing activities Increase in collateralised cash (291) (217) Increase in long-term financial debts 42,464 495 Repayment of long-term financial debts (13,546) (12,881) Increase in short-term borrowings 229,658 1,244 Increase in obligations under finance leases 126 3,449 Dividends paid (12,834) (6,989) Dividends paid to minority shareholders (166) (294) Proceeds from issue of new shares 3,145 1,612 -------- -------- Net cash from/(used in) financing activities 248,556 (13,581) -------- -------- Net (decrease) in cash and cash equivalents (57,180) (51,057) Cash and cash equivalents at beginning of year 86,227 135,959 Foreign exchange translation (142) 1,325 -------- -------- Cash and cash equivalents at end of year 28,905 86,227 ======== ======== Financial Information 1. Basis of preparation The financial information in this announcement, which was approved by the Board of Directors on 17 March 2008, does not constitute the Company's statutory accounts for the years ended 31 December 2007 or 2006 but is derived from these accounts. The Group's principal accounting policies are unchanged compared with the year ended 31 December 2006. During the year, the Group adopted the following accounting pronouncement IFRS 7 'Financial Instruments: Disclosures' and the related amendment to IAS 1 'Presentation of Financial Statements - Capital Disclosures' which did not have any impact on its results or financial position. The primary statements and the financial information are derived from the Group's consolidated financial statements for the year ended 31 December 2007 prepared in accordance with IFRS ('the financial statements') and does not constitute full accounts within the meaning of section 240 of the Companies Act 1985 or contain sufficient information to comply with IFRS disclosure requirements. The Company's auditors, Deloitte & Touche LLP, have given an unqualified report on the financial statements which does not contain any statement under section 237 of the Companies Act 1985. Subject to their approval by shareholders, the financial statements will be filed with the Registrar of Companies following the Company's Annual General Meeting on 15 May 2008. 2. Business and geographical segments For management purposes, the Group is currently organised into three operating divisions - Generic, Branded and Injectables. These divisions are the basis on which the Group reports its primary segment information. Segment information about these businesses is presented below. Year ended 31 December 2007 Generic Branded Injectables Corporate and Group other USD '000 USD '000 USD '000 USD '000 USD '000 -------- -------- -------- -------- -------- Revenue 124,229 198,942 121,164 4,461 448,796 Cost of sales (65,644) (90,925) (67,005) (3,689) (227,263) -------- -------- -------- -------- -------- Gross profit 58,585 108,017 54,159 772 221,533 -------- -------- -------- -------- -------- Result Segment result 31,644 61,696 20,457 (3,396) 110,401 ======== ======== ======== ======== Unallocated corporate expenses - - - - (18,003) ======== ======== ======== ======== -------- Operating profit 92,398 Finance income 2,029 Finance expense (10,837) Other income 199 -------- Profit before tax 83,789 Tax (19,596) -------- Profit for the year 64,193 ======== Attributable to: Minority interest 1,617 Equity holders of the parent 62,576 -------- 64,193 ======== 2. Business and geographical segments - continued Other information Generic Branded Injectables Corporate and Group 2007 other USD '000 USD '000 USD '000 USD '000 USD '000 -------- ------- -------- --------- --------- Additions to property, plant and equipment assets (cost) 4,189 28,366 15,811 990 49,356 Acquisition of subsidiary's property, plant and equipment (cost) - 53,625 9,213 - 62,838 Additions to intangible assets 445 1,453 2,557 131 4,586 Intangible assets arising on acquisition - 155,582 62,642 - 218,224 Total property, plant and equipment and intangible assets (net book value) 28,304 309,669 148,399 8,869 495,241 Depreciation and amortisation 5,153 9,740 7,054 1,486 23,433 Balance sheet Total assets Segment assets 97,355 574,057 196,337 24,736 892,485 ======== ======= ======== ========= ========= Total liabilities Segment liabilities 9,781 167,019 78,723 212,305 467,828 ======== ======= ======== ========= ========= 2. Business and geographical segments - continued Year ended 31 December 2006 Generic Branded Injectables Corporate and Group other USD '000 USD '000 USD '000 USD '000 USD '000 -------- ------- ------- ------- --------- Revenue 113,674 130,114 67,570 5,664 317,022 Cost of sales (53,911) (60,642) (39,225) (4,714) (158,492) -------- ------- ------- ------- --------- Gross profit 59,763 69,472 28,345 950 158,530 -------- ------- ------- ------- --------- Result Segment result 36,011 39,379 13,360 (1,200) 87,550 ======== ======= ======= ======= Unallocated corporate expenses - - - - (13,241) Share of results of associates - 938 - - 938 ======== ======= ======= ======= --------- Operating profit 75,247 Finance income 5,258 Finance expense (4,958) Other income 49 --------- Profit before tax 75,596 Tax (19,639) Profit for the --------- year 55,957 ========= Attributable to: Minority interest 1,435 Equity holders of the parent 54,522 --------- 55,957 ========= 2. Business and geographical segments - continued Other information 2006 Corporate Generic Branded Injectables and other Group USD '000 USD '000 USD '000 USD '000 USD '000 -------- -------- ------- -------- -------- Additions to property, plant and equipment assets (cost) 7,569 21,953 21,184 2,465 53,171 Acquisition of subsidiary's property, plant and equipment (cost) - 34,400 - - 34,400 Additions to intangible assets - 1,494 1,200 21 2,715 Intangible assets arising on acquisition - 14,929 - - 14,929 Total property, plant and equipment and intangible assets (net book value) 28,847 89,159 53,557 9,222 180,785 Depreciation and amortisation 4,321 5,376 2,730 1,370 13,797 Balance sheet Total assets Segment assets 95,510 233,323 72,750 86,773 488,356 ======== ======== ======= ======== ======== Total liabilities Segment liabilities 8,054 85,212 31,157 14,134 138,557 ======== ======== ======= ======== ======== 2. Business and geographical segments - continued The following table provides an analysis of the Group's sales by geographical market, irrespective of the origin of the goods/services: Sales revenue by geographical market ------------------- For the year ended 31 December 2007 2006 USD '000 USD '000 ----------- -------- United States 143,510 129,778 Middle East and North Africa 229,196 157,701 Europe and Rest of the World 76,090 29,543 ----------- -------- 448,796 317,022 =========== ======== The following is an analysis of the additions to property, plant and equipment and intangible assets, an analysis of total property, plant and equipment and intangible assets and an analysis of total assets by the geographical area in which the assets are located: Additions* to property, Total property, plant Total assets plant and equipment and equipment and and intangibles intangibles ---------------------- --------------------- -------------------------- 2007 2006 2007 2006 2007 2006 USD 000's USD 000's USD 000's USD 000's USD 000's USD 000's --------- --------- --------- --------- --------- --------- United 4,634 7,569 28,304 28,848 96,196 94,466 States Europe 90,316 22,804 148,694 53,898 208,388 149,057 Middle East and North Africa 240,054 74,842 318,243 98,039 587,901 244,833 -------- -------- -------- -------- -------- -------- 335,004 105,215 495,241 180,785 892,485 488,356 ======== ======== ======== ======== ======== ======== * Additions include property, plant and equipment and intangibles acquired with and arising on the acquisition of subsidiary undertakings. 3. Tax For the years ended 31 December 2007 2006 USD '000 USD '000 --------- ---------- Current tax: UK current tax 13,664 26,982 Double tax relief (13,664) (26,840) Foreign tax 19,552 23,093 Prior year adjustments - (500) Deferred tax 44 (3,096) --------- ---------- 19,596 19,639 ========= ========== UK corporation tax is calculated at 30% of the estimated assessable profit made in the UK for the year. Taxation for other jurisdictions is calculated at the rates prevailing in the respective jurisdiction. 4. Dividends 2007 2006 USD '000 USD '000 -------- --------- Amounts recognised as distributions to equity holders in the year: Final dividend for the year ended 31 December 2006 of 4.0 cents (2005: 0.89 cents) per share 6,765 1,489 Interim dividend for the year ended 31 December 2007 of 3.5 cents (2006: 3.0 cents) per share 5,931 5,020 -------- --------- 12,696 6,509 ======== ========= Proposed final dividend for the year ended 31 December 2007 of 4.0 cents (2006: 4.0 cents) per share. Total dividends for the year 7.5 cents (2006: 7.0 cents) per share. 5. Earnings per share The calculation of the basic and diluted earnings per share is based on the following data: For the years ended 31 December 2007 2006 USD '000 USD '000 ------- ------- Earnings for the purposes of basic and diluted earnings per share being net profit attributable to equity holders of the parent 62,576 54,522 ======= ======= Number Number Number of shares '000 '000 Weighted average number of Ordinary Shares for the purposes of basic earnings per share 169,216 167,279 Effect of dilutive potential Ordinary Shares : Share options 7,631 8,638 ------- ------- Weighted average number of Ordinary Shares for the purposes of diluted earnings per share 176,847 175,917 ======= ======= 2007 2006 Earnings per Earnings per share share Cents Cents ------- ------- Basic 37.0 32.6 ------- ------- Diluted 35.4 31.0 ------- ------- 6. Intangible assets Goodwill Marketing Customer Product Software In process Trade name Other rights relationships related R&D acquisition intangibles related intangibles Total USD '000 USD '000 USD '000 USD '000 USD '000 USD '000 USD '000 USD '000 USD '000 ------- ------- -------- -------- -------- -------- -------- -------- -------- Cost Balance at 1 January 2006 2,395 1,340 - 2,581 3,443 - - - 9,759 Additions 21 998 - 1,037 659 - - - 2,715 Acquisition of subsidiaries 6,727 - 4,946 3,256 - - - - 14,929 Subsequent adjustments (219) - - - - - - - (219) Translation adjustments - 121 - - - - - - 121 ------- ------- -------- -------- -------- -------- -------- -------- -------- Balance at 1 January 2007 8,924 2,459 4,946 6,874 4,102 - - - 27,305 Additions - 2,705 - 651 1,099 - - 131 4,586 Acquisition of subsidiaries 134,699 - 58,224 12,089 - 4,576 5,754 2,882 218,224 Subsequent adjustments 394 - - - - - - - 394 Translation adjustments 4,674 248 2,199 391 - 33 639 276 8,460 ------- ------- -------- -------- -------- -------- -------- -------- -------- Balance at 31 December 2007 148,691 5,412 65,369 20,005 5,201 4,609 6,393 3,289 258,969 ------- ------- -------- -------- -------- -------- -------- -------- -------- Amortisation Balance at 1 January 2006 (608) (102) - - (1,314) - - - (2,024) Charge for the year - (152) - (125) (1,064) - - - (1,341) ------- ------- -------- -------- -------- -------- -------- -------- -------- Balance at 1 January 2007 (608) (254) - (125) (2,378) - - - (3,365) Charge for the year - (303) (1,512) (477) (1,396) - - (371) (4,059) Acquisition of subsidiaries - - - (72) - - - - (72) Translation adjustments - (35) (92) (12) - - - 6 (133) ------- ------- -------- -------- -------- -------- -------- -------- -------- Balance at 31 December 2007 (608) (592) (1,604) (686) (3,774) - - (365) (7,629) ------- ------- -------- -------- -------- -------- -------- -------- -------- Carrying amount At 31 December 2007 148,083 4,820 63,765 19,319 1,427 4,609 6,393 2,924 251,340 ======= ====== ========= ======== ======= ========= ======== ======== ======== At 31 December 2006 8,316 2,205 4,946 6,749 1,724 - - - 23,940 ======= ====== ========= ======== ======= ========= ======== ======== ======== 7. Inventories As at 31 December 2007 2006 USD '000 USD '000 -------- -------- Finished goods 36,405 21,684 Work-in-progress 31,673 18,489 Raw and packing materials 62,327 36,109 Goods in transit 17,265 7,438 -------- -------- 147,670 83,720 ======== ======== Goods in transit include inventory held at third parties whilst in transit between Group companies. 8. Trade and other receivables As at 31 December 2007 2006 USD '000 USD '000 ------- ------- Trade receivables 173,832 109,266 Prepayments 12,629 6,148 Value added tax recoverable 3,647 5,701 Interest receivable 302 427 Employee advances 304 304 ------- ------- 190,714 121,846 ======= ======= 9. Trade and other payables As at 31 December 2007 2006 USD '000 USD '000 -------- -------- Trade payables 49,143 32,331 Accrued expenses 25,392 15,000 Employees' provident fund * 3,158 2,106 VAT and sales tax payables 543 2,281 Dividends payable ** 3,490 361 Social security withholdings 1,026 653 Income tax withholdings 588 382 Other payables 984 802 -------- -------- 84,324 53,916 ======== ======== * The employee's provident fund liability represents largely the outstanding contributions to Hikma Pharmaceuticals Limited - Jordan retirement benefit plan, on which the fund receives 5% interest. ** Dividends payable includes USD 3,261,000 reported at the acquisition of APM. 10. Share capital Authorised: 2007 2006 USD '000 USD '000 ------- ------- 500,000,000 Ordinary Shares of 10p each 88,700 88,700 ======= ======= Issued and fully paid - included in shareholders' equity: 2007 2006 ----------------- --------------------- Number '000 USD '000 Number '000 USD '000 ------- ------- ------- ------- At 1 January 168,164 29,712 166,798 29,457 Issued during the year 2,570 517 1,366 255 ------- ------- ------- ------- At 31 December 170,734 30,229 168,164 29,712 ======= ======= ======= ======= On 17 January 2008, the Group placed equity share raising gross proceeds of approximately £81.6 million (USD 160.8 million). More details are provided in note 13. 11. Acquisitions of subsidiaries During the year, Hikma acquired five businesses; Ribosepharm GmbH, Thymoorgan GmbH Pharmazie Co. KG, Arab Pharmaceutical Manufacturing Co, Alkan Pharma SAE, and Hikma Pharma Co. - Tunisia. Due to the timing of the acquisitions, the accounting for these, except for Ribosepharm, has been disclosed as provisional. Details are as follows: Ribosepharm On 25 January 2007, the Group completed the acquisition of 100% of the issued share capital of Ribosepharm GmbH ('Ribosepharm') located in Germany for cash consideration of USD 42,225,000. Ribosepharm's business is the marketing and distribution of generic injectable oncology products to private practices and hospitals in Germany. The net assets acquired in the transaction and the goodwill arising are set out below: Book value Fair value Fair value adjustment ------- --------- ------- USD '000 USD '000 USD '000 Net assets acquired: Product related intangibles 3,291 (1,838) 1,453 Trade name - 5,529 5,529 Customer relationships - 17,789 17,789 Net deferred tax asset - 4,719 4,719 Property, plant and equipment 285 - 285 Inventory 4,750 - 4,750 Other current assets 308 - 308 Accounts receivable, net 4,085 - 4,085 Cash and cash equivalents 2 - 2 Trade accounts payable (3,728) - (3,728) Other current liabilities (4,594) - (4,594) ------- --------- ------- Net assets acquired (100%) 4,399 26,199 30,598 ------- --------- Goodwill 12,376 ------- Total consideration 42,974 ======= Satisfied by : Cash 42,225 Directly attributable costs 749 ------- 42,974 ======= Cash consideration 42,225 Cash and cash equivalents acquired (2) ------- Net cash outflow arising on acquisition 42,223 ======= The revenue and net profit of Ribosepharm from the date of acquisition that is included in the Group's income statement for the year amounted to USD 30,988,000 and USD 5,556,000 respectively. Thymoorgan On 31 May 2007, the Group completed the acquisition of 100% of the issued share capital of Thymoorgan GmbH Pharmazie & Co. KG ('Thymoorgan') located in Germany for cash consideration of USD 29,506,000. Thymoorgan is a German contract manufacturer of lyophilised and liquid injectables for both oncological and non-oncological uses. The net assets acquired in the transaction and the provisional goodwill arising are set out below: Book value Provisional Provisional fair value Fair value adjustment --------- --------- ----------- USD '000 USD '000 USD '000 Net assets acquired: Other related intangibles - 2,882 2,882 Cash and cash equivalent 47 - 47 Accounts receivable, net 743 - 743 Other current assets 566 - 566 Inventories 1,124 - 1,124 Property, plant and equipment 7,781 - 7,781 Financial debts (46) - (46) Capital lease obligations- current portion (276) - (276) Trade accounts payable (621) - (621) Other current liabilities (395) - (395) Income tax provision (62) - (62) Long-term Financial debts (2,426) - (2,426) Capital lease obligations- long term (974) - (974) Net deferred tax liabilities (154) (209) (363) --------- --------- ----------- Net assets acquired (100%) 5,307 2,673 7,980 --------- --------- Goodwill 22,614 ----------- Total consideration 30,594 =========== Satisfied by : Cash 29,506 Directly attributable costs 1,088 ----------- 30,594 =========== Cash consideration 29,506 Cash and cash equivalents acquired (47) ----------- Net cash outflow arising on acquisition 29,459 =========== The revenue and net profit of Thymoorgan from the date of acquisition that is included in the Group's income statement for the year amounted to USD 5,588,000 and USD 389,000 respectively. The amount of goodwill recognised in relation to the Thymoorgan acquisition relates to the value attributed to the employee know how within the business, as Hikma do not have contractual or legal rights over these assets they do not meet the identifiability criteria within IAS 38 and hence are reflected within goodwill. In addition, the goodwill is also attributable to the anticipated profitability of the distribution of the products manufactured into the new Hikma oncology market. Alkan Pharma SAE On 6 September 2007, the Group completed the acquisition of 100% of the issued share capital of Alkan Pharma SAE, subsequently re-named Hikma Pharma SAE for cash consideration of USD 60,505,000. Hikma Pharma SAE develops, manufactures and markets generic pharmaceuticals in both solid and liquid form for the Egyptian market. Hikma Pharma Egypt's product portfolio spans a number of therapeutic categories, including Alimentary and Metabolic, Musculoskeletal and Infectious Disease. The net assets acquired in the transaction and the provisional goodwill arising are set out below: Book value Provisional Provisional fair value Fair value adjustment ---------- ----------- ------------ USD '000 USD '000 USD '000 Net assets acquired: Customer relationships - 16,121 16,121 Product related intangibles - 1,476 1,476 In-process research and development - 1,055 1,055 Cash and cash equivalents 1,856 - 1,856 Accounts receivable, net 7,088 - 7,088 Other current assets 255 - 255 Inventories 3,559 - 3,559 Deferred taxes asset 220 - 220 Property, plant and equipment 5,084 3,151 8,235 Financial debts (3,539) - (3,539) Trade accounts payable (1,324) - (1,324) Other current liabilities (1,521) - (1,521) Income tax provision (328) - (328) Provisions (75) - (75) Long-term financial debts (883) - (883) Deferred tax liabilities - (4,361) (4,361) ---------- ----------- ------------ Net assets acquired (100%) 10,392 17,442 27,834 ---------- ----------- Goodwill 33,232 ------------ Total consideration 61,066 ============ Satisfied by: Cash 60,505 Directly attributable costs 561 ------------ 61,066 ============ Cash consideration 60,505 Cash and cash equivalents acquired (1,856) ------------ Net cash outflow arising on acquisition 58,649 ============ The revenue and net profit of Hikma Pharma Egypt from the date of acquisition that is included in the Group's income statement for the year amounted to USD 6,470,000 and USD 1,827,000 respectively. Arab Pharmaceutical Manufacturing Company On 27 December 2007, the Group acquired Arab Pharmaceutical Manufacturing Company located in Jordan for cash consideration of USD 163,842,000. APM is a well-established pharmaceutical company that develops and manufactures its own branded generic products. APM also manufacturers and markets a number of in-licenced products from leading global pharmaceutical companies. APM's products are distributed in more than 25 countries and its 200-strong sales and marketing team operates across 14 MENA markets. The net assets acquired in the transaction and the provisional goodwill arising are set out below: Book value Provisional Provisional fair value Fair value adjustment --------- -------- -------- USD '000 USD '000 USD '000 Net assets acquired: Trade name - 225 225 Customer relationships - 24,314 24,314 Product related intangibles - 9,152 9,152 In-process research and development - 3,521 3,521 Cash and cash equivalents 470 - 470 Accounts receivable, net 25,511 - 25,511 Other current assets 256 - 256 Inventories 24,806 - 24,806 Financial and other non current assets 411 - 411 Investment in associated companies 4,542 - 4,542 Property, plant and equipment 28,513 5,194 33,707 Financial debts (7,401) - (7,401) Trade accounts payable (3,568) - (3,568) Other current liabilities (7,449) - (7,449) Income tax provision (28) (28) Provisions (2,577) - (2,577) Deferred tax liabilities - (4,962) (4,962) --------- -------- -------- Net assets acquired (100%) 63,486 37,444 100,930 --------- -------- Goodwill 66,480 -------- Total consideration 167,410 ======== Satisfied by : Cash 163,842 Directly attributable costs 3,568 -------- 167,410 ======== Cash consideration 163,842 Cash and cash equivalents acquired (470) -------- Net cash outflow arising on acquisition 163,372 ======== Hikma Pharma Co. - Tunisia On 9 February 2007, the Group completed the acquisition of the remaining 51% of the issued share capital of Hikma Pharma Co. - Tunisia located in Tunisia for cash consideration of USD 4,000 which is equal to the fair value of net assets acquired. The business of Hikma Pharma Co. - Tunisia is the marketing and promotion of medical products. Full year impact of acquisitions: If the acquisition of Thymoorgan, Hikma Pharma Egypt and APM had been completed on the first day of the financial year, the Group's revenues for the year would have been approximately USD 508,307,000 and the Group's profit attributable to equity holders of the parent would have been approximately USD 72,405,000. The appropriate additional contribution by entity for the period from the beginning of the year up to the acquisition is illustrated in the table below: Subsidiary Effect on Effect on --------------------- Group's Group's profit revenues ---------- ---------- USD '000 USD '000 Thymoorgan 3,422 453 Hikma Pharma Egypt 11,722 2,570 APM 44,367 6,806 ---------- ---------- 59,511 9,829 ========== ========== As Ribosepharm's full year results were consolidated into the Group results for the year, this disclosure is not applicable for Ribosepharm. The impact of Hikma Pharma Co. - Tunisia is not considered material. 12. Net cash from operating activities 2007 2006 USD '000 USD '000 -------- ------- Profit before tax 83,789 75,596 Adjustments for: Depreciation, amortisation and impairment of: Property, plant and equipment 19,374 12,468 Intangible assets 4,059 1,329 Results from associated companies - (938) (Gains) / losses on disposal of property, plant and equipment and intangibles (202) 59 Movement on provisions 1,078 362 Deferred income (78) (59) Cumulative effect of change in fair value of derivatives (256) 27 Stock options / awards granted 1,601 879 Finance income (2,029) (5,258) Interest and bank charges 10,837 4,958 -------- ------- Cash flow before working capital 118,173 89,423 Change in trade and other receivables (29,453) (17,059) Change in due from associate / related party - (896) Change in other current assets (47) (290) Change in inventories (29,065) (17,565) Change in trade and other payables 17,774 610 Change in other current liabilities (6,112) 138 -------- ------- Cash generated by operations 71,270 54,361 Income tax paid (17,987) (19,397) Finance income 2,029 5,258 Interest paid (10,166) (4,972) -------- ------- Net cash generated from operating activities 45,146 35,250 ======== ======= 13. Subsequent events On 17 January 2008, a total of 17.0 million new ordinary shares of 10 pence each in the Group were placed at a price of 480 pence per share, raising gross proceeds of approximately £81.6 million (USD 160.8 million). As part of the Placing 5.23 million shares were placed with Darhold Limited at the Placing Price and 332,663 shares were placed with the Darwazah family and other connected individuals at the Placing Price. The total number of shares issued represents 9.96% of Hikma's issued ordinary share capital prior to the placing. The estimated cost of the placing was USD 2,530,000. The Group used the proceeds from the placing to reduce borrowings incurred in connection with its JD116.0 million (USD163.8 million) acquisition of Arab Pharmaceutical Manufacturing Company thereby providing the Group with increased flexibility to finance future growth. This information is provided by RNS The company news service from the London Stock Exchange
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