REG - Animalcare Group PLC - Full Year Results <Origin Href="QuoteRef">ANCR.L</Origin> - Part 1
RNS Number : 3222UAnimalcare Group PLC15 October 201415th October 2014
Animalcare Group plc
("Animalcare" or the "Group")
Full Year Results
Animalcare Group plc (AIM: ANCR), a leading supplier of veterinary medicines, announces results for the year ended 30th June 2014. This year has seen a solid performance resulting in the Group being cash generative, debt free and adopting a clear strategy for growth.
Animalcare is made up of three product groups: Licensed Veterinary Medicines, Companion Animal Identification and Animal Welfare Products.
Financial Highlights:
Revenues increased 6.3% to 12.9m (2013: 12.1m)
Underlying* EBITDA up 8.4% to 3.2m (2013: 2.9m)
Underlying* operating profit up 4.4% to 2.8m (2013: 2.7m)
- Reflecting investments in our infrastructure and people
Underlying* basic earnings per share increased by 2.9% to 10.8p (2013: 10.5p)
- Reported pre tax profits up 14.7% to 2.7m (2013: 2.3m)
- Reported basic earnings per share up 13.2% to 10.3p (2013: 9.1p)
Strong, debt free balance sheet with net cash of 3.8m (2013: 3.7m)
Total recommended dividend increased in line with earnings to 5.5p (2013: 5.3p). Board intention to maintain this policy during investment phase.
*underlying measures are before the effect of exceptional costs and other items
Operational Highlights:
Strong revenue growth from our Licensed Veterinary Medicines group, up 9.5% to 7.9m (2013: 7.2m)
Companion Animal Identification group sales and marketing strategy started to deliver with revenue growth of 7.8% to 2.4m (2013: 2.2m)
Animal welfare products has seen top line decline, with margin improvement in line with management intention to streamline lower value products
Three new products launched this year
Investment in infrastructure and senior management team to drive future growth
IT investment creating a more robust infrastructure to business and Identichip database
Iain Menneer, Chief Executive Officer of Animalcare, said: "These are a solid set of results which show good overall growth. It is pleasing that with our strong cash position we will be able to fund our investment programme while maintaining the dividend policy. Our investment in infrastructure and people, as well as our pipeline of enhanced generic products, provides a strong platform for a business that is already debt free and cash generative, and hence is well positioned for future growth."
Animalcare Group plc
Tel: 01904 487 687
Iain Menneer, Chief Executive Officer
Chris Brewster, Chief Financial Officer
Panmure Gordon (Nominated Adviser and Broker)
Joanne Lake/Peter Steel
Tel: 0113 357 1150
Walbrook PR Ltd
Tel: 020 7933 8780 or animalcare@walbrookpr.com
Paul McManus / Lianne Cawthorne
Mob: 07980 541 893 /07584 391 303
Notes to editors
Animalcare is a leading veterinary sales and marketing company based in York with 57 employees including a field sales force of 16 representatives selling to all veterinary practices around the United Kingdom.
Animalcare has developed a range of generic veterinary medicines and animal identification products primarily to companion animal veterinary markets.
Animalcare operates in three product areas:
Licensed Veterinary Medicines - a range of branded veterinary licensed pharmaceuticals sold to veterinary professionals in the UK and selected markets in Northern Europe. The range can be divided intofour main categories;antibacterials, anaesthetics and analgesics,Aqupharmintravenous fluids andvitamins & speciality pharmaceuticals.
Companion Animal Identification - Identichip is the pioneering microchip identification system in the UK. Animalcare also owns and operates the Anibase database; together the market leader in electronic identification for pets in the UK.
Animal Welfare Products - a range used by veterinary professionals in the diagnosis and care of their patients, for example intravenous infusion accessories, ophthalmic instruments, hygiene solutions and bandages and dressings.
Chairman's Statement
Introduction
Animalcare is made up of three product groups: Licensed Veterinary Medicines, Companion Animal Identification and Animal Welfare products that are sold mainly through veterinary practices. I am pleased to announce thatall three product areas have continued to show solidperformance during the 2014 financial year. The Licensed Veterinary Medicines group, which is the main focus of our investment, has grown strongly in the current year by9.5%.
Financial Trading
Group revenues increased by 6.3% from 12.1m to a record 12.9m,driven by increasing our market share in the Licensed Veterinary Medicines market and continuing to grow in the animal identification market. This performance has resulted in pre tax profits increasing by 14.7% from 2.3m to 2.7m and basic earnings per share increased from 9.1 pence per shareto 10.3 pence per share,or13.2%. Year end cash increased by 0.1m to 3.8m, with the decision taken during the yearto increase stock levels ofcertain licensed veterinary medicines with long lead times.
People
Under Chief ExecutiveIain Menneer's leadership, we invested inincreasing the quality and strength of the senior management team to position your Company for much increased product development in future years. I am therefore delighted that we have a new Head of Sales, Director of Business Development and several new colleagues across the business to support their work. This as we announced with our interimresults will allow a step change in our ability to bring an increased number of new and important generic veterinary medicines to market from 2016-2017 onwards. This should make a real difference toAnimalcare's future prospects.
Dividend
Your Board proposes, subject to shareholderapproval, an increased final dividend of 4.0 pence per share (2013: 3.8 pence).With 1.5 pence per share being paid as the interim dividend, this brings the total dividend for 2014 to 5.5 pence per share,representing growth over the prior year of 4%, in line with our underlying earnings.
Prospects
Your Board, I believe, has totally repositioned Animalcare over the past year or so to allow the use of the Company's cash to rapidly grow the business organicallyfrom 2016 onwards. We are working to developa high quality, experienced senior management teamto deliver this growth plan. With the new share incentive scheme that has been introduced during the year for bothexecutive directors, the interests of shareholders and colleagues are aligned to deliver an exciting and profitable growth phase for your business.
James Lambert
ChairmanChief Executive's Review
Introduction
Animalcare has again delivered record sales, up 6.3% to 12.9m, continuing its track record oftop line growth.
This result has been achieved against a backdrop of a veterinary market that is very slowly responding to the strengthening economy.
Activities in the period can be split into the following three main areas: revenue delivery, product development pipeline and business infrastructure. I am very pleased with the progress we have made in all these areas.
Animalcare has changed significantly in the last decade and achieved much; as we move into the nextstage of the journey the business must change further for it to achieve even more.
The veterinary market is evolving and consolidating; it is imperative therefore that Animalcare develops a new approach too, whilst not losing sight of its core strengths that set it apart from its competitors.
Our objective is to deliver further growth from the current core business and to accelerate that growth with the introduction of enhanced generic veterinary medicines. In response tothe number of opportunities available, we havedeveloped a morestructured approach for managing and monitoring progress in our development pipeline.
MarketReview
Whilst surveys have shown consumers are generally feeling better off now than a year ago, this nascent confidence has been slow to flow through to veterinary practices. Results from a survey carried out annually show that 37% of UK veterinary practices believe that "things are still the same", with 35%saying things had improved and 29%that they had got worse. (CM Research July 2014)
In contrast, according to the latest available data, the pet medicines market reportedly grew by 10.7% for the year ended December 2013 (National Office of Animal Healthwww.noah.co.uk).
The veterinary industry has seen further consolidation during the period under review on two fronts: veterinary practices and pharmaceutical manufacturers and suppliers.
Listed and private equity backed consolidators have continued to swell their estates with double digit percentage acquisition growth. These key accounts offer an opportunity for Animalcare to negotiate significant revenues and buy-in from the centre; though of course this comes at a cost. Buying groups have also grown during the period, however as this model matures this growth has been mainly in member numbers and inter-group switching rather than number of buying groups. The crowded space has prompted an increasing number of buying groups to seek to differentiate themselves through premium service offerings which gives Animalcare an opportunity to engage more.
There has been a 9% growth in the number of independent small animal practices in the UK over the last three years, with a 25% increase in the number of corporate and charity practices. The number of practices joining a buying group has grown by 74% over the same period (Veterinary Record, January 2014).
The European animal health (AH) sector has experienced unprecedented merger and acquisition activity during the past 12 months, most notably with the sale of Novartis AH to Elanco (Ely Lilly) for $5.4bn.Within the UK, one competitor, Alstoe AH, was purchased by the French company Sogeval, only for the latter to be purchased itself by Ceva Sant Animale (Fr). There are unlikely to be many product acquisition possibilities from this activity but the industry consolidation and distraction does give Animalcare other opportunities in the marketplace as a result.
Business Review
Licensed Veterinary Medicines
Our Licensed Veterinary Medicines product group grew by 9.5% to 7.9m and gross profit by 6.2% to 4.4m representing a strong result against the prior period and in line with the companion animal pharmaceutical market.
The proportion of totalGroup revenue from veterinary pharmaceuticals has grown again in the year, up almost 2%, to 61.2%. Sales of products from our development pipeline grew in the period and importantly the group of older, lower margin legacy medicines has experiencedstrong growth too.
The change in sales mix asa result ofthe strength of our lower gross margin older products has had a modesteffect on the overall gross margin of the product group compared to the prior period. The consolidation in our customer base has also meant that margins are under some pressure from the increased buying power.
Our strategy of progress through new products has continued with three launches in the period.
The first, early in the period, was an extension to the range of Phenoleptil tablets, the epileptic treatment for dogs. The addition of 25mg and 100mg tablet strengths to the existing range launched previously and gives veterinary surgeons a range of options to fine tune the dosing of patients. As expected,Phenoleptil saleshave been increasing slowly as patients must be transferred very carefully from other therapies.
In January, Animalcare launched Thiafeline, a treatment for hyperthyroidism in cats, a chronic disease affecting an estimated 12% of the UK cat population.Thiafeline is the first generic to be launched in this therapy area in the UK. Sales are growing steadily and we believe there is good potential for the product as hyperthyroidism is under-diagnosed, whichgives Animalcare the opportunity to penetrate the existing market and also grow the total market through education and technical support.
The third launch of the year was Marbocare tablets, the associated in-house development of Marbocare injection launched last period. Marbocare contains an antibiotic for the treatment of infections in dogs and cats. Restrictions on the use of antibiotics in production animals are having an impact on their use in companion animals too. Several other generic products were also launched in the year having an impact on the anticipated growth of Marbocare.
Companion Animal Identification
Our Companion Animal Identification group sales and marketing strategy has started to deliver results with revenue growth of 7.8% to 2.4m and gross profit up by 6.0% to 1.7m, an even more pleasing result against the backdrop of uncertainty over new legislation and the Dogs Trust free microchipping campaign through veterinary practices.
Microchip sales grew by 8.2% whilst our database of pet owners, Anibase, has now grown to 4.0 million. The revenues derived from services sold to these owners also grew in line with microchip sales revenues, at 7.1%.
In February 2013, the English Parliament announced that it would be compulsory for all dogs in England to be implanted with a microchip and have up-to-date owner contact details on a database from April 2016 onwards. This was soon followed by the Welsh Assembly announcing the same legislation would be introduced in March 2015 for dogs in Wales. It is already compulsory in Northern Ireland and the Scottish Parliament is reviewing the situation.
At the same time as the English Parliament's announcement the Dogs Trust announced it would fund a million free microchips in a year-long campaign leading up to April 2016.
As a result of this activity the microchip market has seen some price pressure in the short-term.
The lack of clarity and disruption in the market around both announcements has now settled and we better understand how both will be implemented, however uncertainty remains as to what extent owners and veterinary practices will engage in either the legislation or free microchipping campaign respectively.
Animal Welfare Products
We further rationalisedsome of our lower margin, commoditised lines in the Animal Welfare Products groupresulting in a fall in revenue of 3.6% to 2.6m but gross profit increasing by 0.5% to 1.1m. Approximately half of the revenue from this group is generated from our growing infusions accessories range which complements our intravenous fluids portfolio.
Operational Overview
As one of the three focus areas over the past twelve months, a lot of work has gone into building a strong foundation to underpin our investment phase over the next three to five years.
These infrastructure improvements outlined below have all been implemented in a planned and measured way, keeping control of our cost base whilst not restricting our growth.
People
Sales
Our sales team is a rare asset in the animal health sector and vital for our success. Our new Head of Sales, Samantha Williamson, joined us from a senior sales role in Novartis human health and has had an immediate impact on the shape and culture of the team. The UK sales team has been split into two geographic territories with stronger management support and coaching. In addition, Animalcare has embarked on a long-held plan and is introducing a telesales team. The breadth of products across all three product groups means we need to identify new channels to better address our market. The new structure has allowed our Head of Sales to invigorate our approach to key accounts, the corporate, charity and buying groups mentioned earlier. All three elements of our rejuvenated sales operations will take time to show full effect, however the early signs in all areas are promising.
Technical and Business Development
Karolyn Tapper, Director of Business Development, was appointed at the start of August 2013, allowing for a thorough hand over of projects and responsibilities from Stephen Wildridge, Animalcare's previousDirector of Strategy and Business Development who left the Company in October 2013. Karolyn joined Animalcare from Catalent, the global pharmaceutical manufacturer, with a wealth of formulation, project management and development experience. At the same time, Torben Orskov was promoted to Director of Technical and Regulatory Affairs. Torben was a practising large and small animal veterinary surgeon forten years before joining Animalcare in 2007. It became clear that the number of opportunities available to Animalcare meant more resource was required in our Technical and Business Development departments. In the second half of the period both departments were enlarged. These appointments have not only increased the capacity of both teams but this has in turn allowed both senior managers more time to drive our product development strategy.
Moreover, the addition of more veterinary qualified staff across technical, marketing and sales functions means our expertise and service to our customers will improve further still.
General
Animalcare recognises the dedication and calibre of its employees. The growth in the business has opened up internal promotions and career progression opportunities; hard earned expertise being retained, complemented by the freshness of a 'new' career.
Underpinning our growing business, our suite of personnel systems and policies has been brought up-to-date to further reinforce commitment to our valued team.
IT
We have carried out upgrades to our computing infrastructure during the period to both the core business and the microchip database, Anibase. Virtualised servers, which provide smooth and uninterrupted operation, have significantly reduced the risk of downtime.
In the second half of the period we started the roll out of a new sales Customer Relationship Management (CRM) software system.This is now implemented and beginning to add value to many areas of the business.
Inventories
During the period Animalcare increased itsinventory levels of certain key products. The increase applied particularly to two product lines, microchips and Buprecare. In the case of the former, this was in readiness for an anticipatedsurge in demand following the announcement of planned compulsory microchipping by the English Parliament and Welsh Assembly. Now that we understand more of the dynamics of this legislation and the activities of the Dogs Trust we will manage stock levels accordingly. Buprecare ampouleswere reintroduced into the market in January 2013 and we have built stock of this key product line to ensure continuity of supply.
We will continue to balance having sufficient stocks to meet demand and contingency to protect us from unexpected eventualities in our supply chain whilst, at the same time,keeping our working capital at an acceptable level. The nature of a highly regulated industry with prescribed batch sizes, and prohibitively expensive regulatory costs to maintain a second supplier, means that this process has to be managed carefully.
Future Developments
Animalcare will be launching two new veterinary medicines in the second half of the new financial year on distribution from one of our key European partners. These complement existing products within the range very well. A third distribution product may be launched towards the end of the second half of the current financial year dependent on exact timing of regulatory packaging approvals.
Development of new non-pharmaceutical products and services is still commercially attractive where this can build on our core strengths and improve profitability; where this is not possible we will continue to review and potentially remove more products from our Animal Welfare Products range.
Outlook
In the short-term there is still great potential in our existing product range and imminent launches to keep our momentum and grow further. Moreover, there is capacity for Animalcare to grow sales through building better relationships with the key account market.
The strength of our business will continue to generate the necessary cash to meet our development and dividend targets, particularly through our investment phase.
I am confident that we can keep our pipeline well stocked with new product candidates into the medium-term.
I have outlined above the dynamics in the European animal health space, leading to a more crowded medicines market and pressure on margins from veterinary channel consolidation. Our strategy to complement (un)/differentiated generic medicine launches with enhanced generic product development will enable us to grow market share and protect margin.
Additions we have made to our team and improved structure to our development process will ensure we are on course to meet our objectives.
Iain Menneer
Chief Executive OfficerFinancial Review
The Group delivered another solid performance during the financial year to 30thJune 2014. Underlying operating profit, our measure of trading performance excluding exceptional costs, grew by 4.4% to 2.8m. This reflects our continued strong revenue growth together with increased investment in our business to provide a solid platform for future growth.
We continue to operate a strong, debt-free, balance sheet. This not only provides us with the ability to invest significantly in new product development opportunities to drive long-term growth, but also maintenance of the dividend during our planned investment cycle.
Revenue and gross profit
Group revenues increased by 6.3%, broadly comparable to the 5.9% delivered in the first half of the financial year. Our Licensed Veterinary Medicines product group continues to be the main driver for growth, with sales up 9.5% on prior year to 7.9m, 8.5% of which is like-for-like growth.
Our Companion Animal Identification grouping has returned to growth, delivering an overall increase in sales of 7.8% to 2.4m. This growth rate was approximately evenly spread across both microchips and database services.
As stated in theChief Executive's Review, we took action to rationalise some of the older, uncompetitive and less profitable products from the Animal Welfare Products group. This planned rationalisation led to a reduction in revenues of 3.6% to 2.6m however with gross margins improving, overall gross profitability has been maintained.
Gross profit increased by 5.2% to 7.1m. Our gross margins fell modestly to 55.4% (2013: 56.0%) reflecting the higher proportion of export sales, which are generally at lower margin, together with the continued competitive market conditions.
Operating results
2014
2013
%
changeUnderlying* EBITDA
3,162
2,916
8.4%
Depreciation & amortisation
(360)
(232)
Underlying* operating profit
2,802
2,684
4.4%
Profit before tax
2,672
2,330
14.7%
Underlying* operating profit increased by 4.4% to 2.8m which was achieved by increasing gross profits whilst maintaining overheads (excluding research and development expenses) at around 32% of revenue.This was in part achievedthrough a thoroughreview of selected operational overheadswhich generated an average of5% to 10% savings on an annualised basis.
As noted in theChairman's Statement, the business took a decision during the last financial year, in light of our continued solid trading performance, to invest in the infrastructure and senior management team to position ourselves for future growth. This investment included the relocation to our new premises during March 2013 together with the increase and strengthening of our employee base, in particular, our senior management, sales and product development teams.
Research and development costs, which incorporate a share of the enhanced product development team, are separately analysed in the income statement for the first time in preparation for the expected significant increase from FY15.
Non-underlying items of 0.2m are 0.2m lower than prior year, principally reflecting the one-off costs incurred during 2013 in respect of executive Board changes and head office relocation costs. Further details are provided in note 4.
Reflecting all of the above, Group profit before tax was up 14.7% to 2.7m.
Cash flow
Cash flows generated by operations were 1.6m (2013: 3.1m). During the year, the Group increased its stock levels by 1.0m to ensure we have the inventory depth to improve surety of supply of key products and in addition, to support certain strategic projects.
The increase in our stock levels was planned; similarly we expect to see a reduction of circa 0.3m during the next financial year as the run up to compulsory microchipping concludes.
Net income taxes paid increased by 0.3m to 0.6m, the movement primarily reflecting the lower cash benefit in relation to prior year research and development tax credits. We continue to take full advantage of the UK's R&D tax relief where appropriate.
Following the relocation of our offices in March 2013, total capital expenditure reduced by 0.3m to 0.2m. The 2014 expenditure primarily related to product development which remained broadly in line with prior year. Whilst our spend was lower than anticipated, the positive impact of the enhanced focus on our product pipeline is clear.
Group cash balances at 30thJune 2014 were 3.8m (2013: 3.7m).
Earnings per share ("EPS")
Basic underlying* EPS improved by 2.9% to 10.8 pence (2013: 10.5 pence). Basic earnings per share rose more significantly by 13.2% to 10.3 pence (2013: 9.1 pence) reflecting the lower cost of exceptional items incurred during 2014.
Dividend
As stated during our interim reporting at 31stDecember 2013, the Board intends to maintain the dividend flow during the investment cycle. This reflects the continuing strength of our balance sheet and cash position. The Board will monitor the Group's cash balances, paying particular regard to future investment opportunities.
As a result, the Board is proposing a final dividend in respect of the year of 4.0 pence per share, giving a total dividend of 5.5 pence per share for 2014 (2013: 5.3 pence per share). This final dividend is subject to shareholder approval at the Annual General Meeting on 18thNovember 2014 and will be paid on 28thNovember 2014 to shareholders on the register at the close of business on 24thOctober 2014. The ordinary shares will become ex-dividend on 23rdOctober 2014.The total dividend is covered2.0 times underlying* earnings (2013 - 2.0 times)
Summary and outlook
Current trading during the first three periods of the year is in line with management expectations.
Building on the strong, solid foundations laid down during the year, we will continue to invest in the long-term growth and development of the business. In the shorter term, this will lead to higher research and development costs, which will impact both our cost base as well as capital expenditure. Nonetheless, short-term revenue growth is important to the business, and we expect to benefit from the sales and marketing investments made in the second half of 2014.
Chris Brewster
Chief Financial Officer* Underlying measures are before the effect of exceptional costs and other items. These are disclosed innote 4to the financial statements.
Consolidated Statement of Comprehensive Income
Year ended 30 June 2014
Note
Underlying
results before
exceptional and
other items
2014
'000Exceptional and
other items (i)
2014
'000Total
2014
'000Underlying
results before
exceptional and
other items
2013
'000Exceptional and
other items(i)
2013
'000Total
2013
'000Revenue
5
12,881
-
12,881
12,118
-
12,118
Cost of sales
(5,739)
-
(5,739)
(5,337)
-
(5,337)
Gross profit
7,142
-
7,142
6,781
-
6,781
Distribution costs
(257)
-
(257)
(271)
-
(271)
Administrative expenses
(3,823)
(119)
(3,942)
(3,619)
(392)
(4,011)
Research & development expenses
(260)
-
(260)
(207)
-
(207)
Operating profit/(loss)
4,6
2,802
(119)
2,683
2,684
(392)
2,292
Finance income
27
-
27
27
11
38
Finance expense
9
-
(38)
(38)
-
-
-
Profit/(loss) before tax
4,6
2,829
(157)
2,672
2,711
(381)
2,330
Income tax (expense)/credit
10
(570)
35
(535)
(535)
90
(445)
Total comprehensive income/(loss) for the year
2,259
(122)
2,137
2,176
(291)
1,885
Earnings per share
Basic
12
10.8p
10.3p
10.5p
9.1p
Fully diluted
12
10.8p
10.2p
10.4p
9.0p
Total comprehensive income/(loss)for the year is attributable to the equity holders of the parent.
i. In order to aid understanding of underlying business performance, the Directors have presented underlying results before the effect of exceptional and other items. These exceptional and other items are analysed in detail innote 4to these financial statements.
Statements of Changes in Shareholders' Equity
Year ended 30 June 2014
Group
Note
Share Capital
'000Share Premium Account
'000Retained Earnings
'000Total
'000Balance at 1stJuly 2012
4,144
6,173
6,520
16,837
Total comprehensive profit for the year
-
-
1,885
1,885
Transactions with owners of the Company, recognised in equity:
Dividends paid
11
-
-
(932)
(932)
Issue of share capital
23
5
19
-
24
Share-based payments
-
-
148
148
Balance at 1stJuly 2013
4,149
6,192
7,621
17,962
Total comprehensive profit for the year
-
-
2,137
2,137
Transactions with owners of the Company, recognised in equity:
Dividends paid
11
-
-
(1,103)
(1,103)
Issue of share capital
23
43
199
-
242
Share-based payments
-
-
215
215
Balance at 30thJune 2014
4,192
6,391
8,870
19,453
Company
Note
Share Capital
'000Share Premium Account
'000Retained Earnings
'000Total
'000Balance at 1stJuly 2012
4,144
6,173
3,712
14,029
Total comprehensiveloss for the year
-
-
(471)
(471)
Transactions with owners of the Company, recognised in equity:
Dividends paid
11
-
-
(932)
(932)
Issue of share capital
23
5
19
-
24
Share-based payments
-
-
90
90
Balance at 1stJuly 2013
4,149
6,192
2,399
12,740
Total comprehensiveprofit for the year
-
-
2,166
2,166
Transactions with owners of the Company, recognised in equity:
Dividends paid
11
-
-
(1,103)
(1,103)
Issue of share capital
23
43
199
-
242
Share-based payments
-
-
86
86
Balance at 30thJune 2014
4,192
6,391
3,548
14,131
As permitted by section 408 of the Companies Act 2006, the statement of comprehensive income of the parent Company is not presented as part of these financial statements.
Balance Sheets
30 June 2014
Group
Company
Note
2014
'0002013
'0002014
'0002013
'000Non-current assets
Goodwill
13
12,711
12,711
-
-
Other intangible assets
14
1,327
1,538
-
-
Property, plant and equipment
15
372
412
-
-
Investments in subsidiary companies
16
-
-
14,361
14,361
Deferred tax asset
22
-
-
39
32
14,410
14,661
14,400
14,393
Current assets
Inventories
17
2,420
1,418
-
-
Trade and other receivables
18
1,883
1,662
144
578
Cash and cash equivalents
19
3,812
3,745
1,315
1,791
8,115
6,825
1,459
2,369
Total assets
22,525
21,486
15,859
16,762
Current liabilities
Trade and other payables
19
(1,606)
(1,982)
(1,728)
(4,022)
Current tax liabilities
(385)
(362)
-
-
Deferred income
21
(242)
(231)
-
-
Current liabilities
(2,233)
(2,575)
(1,728)
(4,022)
Net current assets/(liabilities)
5,882
4,250
(269)
(1,653)
Non-current liabilities
Deferred income
21
(730)
(790)
-
-
Deferred tax liabilities
22
(109)
(159)
-
-
(839)
(949)
-
-
Total liabilities
(3,072)
(3,524)
(1,728)
(4,022)
Net assets
19,453
17,962
14,131
12,740
Capital and reserves
Called up share capital
23
4,192
4,149
4,192
4,149
Share premium account
6,391
6,192
6,391
6,192
Retained earnings
8,870
7,621
3,548
2,399
Equity attributable to equity holders of
the parent19,453
17,962
14,131
12,740
The financial statements of Animalcare Group plc, registered number 1058015, were approved by the Board
of Directors and authorised for issue on14thOctober2014.
They were signed on its behalf by:
Chris Brewster
Chief Financial OfficerCash Flow Statements
Year ended 30 June 2014
Group
Company
Note
2014
'0002013
'0002014
'0002013
'000Comprehensive income/(loss) for the year before tax
10
2,672
2,330
(519)
(596)
Adjustments for:
Depreciation of property, plant and equipment
15
69
32
-
-
Amortisation of intangible assets
14
410
319
-
-
Finance income
9
(27)
(27)
(20)
(25)
Share-based payment expense
25
152
149
86
90
Release of deferred income
21
(49)
(30)
-
-
Loss on disposal ofproperty, plant and equipment
-
21
-
-
Operating cash flows before movements in working capital
3,227
2,794
(453)
(531)
(Increase)/decrease in inventories
17
(1,002)
2
-
-
(Increase)/decrease in receivables
18
(221)
(365)
7
413
Decrease/(increase) in payables
19
(376)
665
(2,294)
1,056
Cash generated by operations
1,628
3,096
(2,740)
938
Income taxes (paid)/received
(561)
(265)
552
-
Net cash flow from operating activities
1,067
2,831
(2,188)
938
Investing activities:
Payments to acquire intangible assets
14
(199)
(129)
-
-
Payments to acquire property, plant and equipment
15
(32)
(379)
-
-
Receipts from sale of property, plant and equipment
2
-
-
-
Dividends received
-
-
2,553
-
Interest received
27
25
20
23
Net cash (used in)/generated by investing activities
(202)
(483)
2,573
23
Financing:
Receipts from issue of share capital
305
24
242
24
Equity dividends paid
11
(1,103)
(932)
(1,103)
(932)
Net cash used in financing activities
(798)
(908)
(861)
(908)
Net increase in cash and cash equivalents
67
1,440
(476)
53
Cash and cash equivalents at start of year
3,745
2,305
1,791
1,738
Cash and cash equivalents at end of year
3,812
3,745
1,315
1,791
Comprising:
Cash and cash equivalents
18
3,812
3,745
1,315
1,791
Notes to the Accounts
Year ended 30 June 2014
1. General Information
Animalcare Group plc ("the Company") is a company incorporated in England and Wales under the Companies Act 2006 and is domiciled in the United Kingdom. The Group comprises Animalcare Group plc and its subsidiaries. The nature of the Group's operations and its principal activities are set out innote 5and within theDirectors' Report.
The IASB and IFRIC have issued the following standards and interpretations, endorsed by the EU, with an effective date after the date of these financial statements. Their adoption, where applicable, is not expected to have a material effect on the financial statements of the Group.
International Financial Reporting Standards
Applies to periods beginning after
IFRS 10 Consolidated Financial Statements
January 2014
IFRS 12 Disclosure of Interests in Other Entities
January 2014
IFRS 13 Fair value measurement
January 2014
IAS 27(Revised) Separate Financial Statements
January 2014
2. Significant Accounting Policies
Basis of preparation
The Group and Company financial statements have been prepared and approved by the Directors under the historical cost convention, except for the revaluation of certain financial instruments, in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union ("adopted IFRSs") and the Companies Act 2006 as applicable to companies reporting under IFRS. They have also been prepared in accordance with the requirements of the AIM Rules.
This announcement has been prepared based on accounting policies which are consistent with those described in the Annual Report for the year ended 30 June 2013. Whilst the financial information included in this preliminary announcement has been computed in accordance with IFRS as adopted by the European Union, this announcement does not itself contain sufficient information to comply with IFRS. The Company expects to publish full financial statements in October 2014.
The financial information set out above does not constitute the Company's statutory accounts for the years ended 30 June 2014 or 2013 but is derived from the 2014 accounts. Statutory accounts for 2013 have been delivered to the Registrar of Companies and those for 2014 will be delivered in due course. The Auditor has reported on those accounts; the report was (i) unqualified, (ii) did not include references to any matters to which the Auditor drew attention by way of emphasis without qualifying the reports and (iii) did not contain statements under section 498(2) or (3) of the Companies Act 2006.
Going concern
An analysis of thefactors likely to impact on the Group's future business activities, performance and strategy are set out in the Chief Executive's Review and Financial Review. Theprincipal risks and uncertaintiesfacing the Group are set out in theDirectors' Report.
For the purposes of their assessment of the appropriateness of the preparation of the Group's accounts on a going concern basis, the Directors have considered the current cash position and forecasts of future trading including working capital and investment requirements.
During the year theGroup met its day-to-day general corporate and working capital requirements through existing cash resources. At 30thJune 2014 the Group had cash on hand of 3.8m (30thJune 2013 - 3.7m).
Overall, the Directors believe the Group is well placed to manage its business risks successfully despite the current uncertain economic outlook. The Group's forecasts and projections, taking account of reasonable possible changes in trading performance, show that the Group should have sufficient cash resources to meet its requirements for at least the next 12 months. Accordingly, the adoption of the going concern basis in preparing the financial statements remains appropriate.
Basis of consolidation
The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries) made up to 30thJune each year. Control is achieved where the Company has the power to govern the financial and operating policies of an investee entity so as to obtain benefits from its activities.
The results of subsidiaries acquired or disposed of during the year are included in the consolidated statement of comprehensive income from the effective date of acquisition or up to the effective date of disposal, as appropriate.
Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by the Group.
All intra-Group transactions, balances, income and expenses are eliminated on consolidation.
Exceptional and other items
Exceptional items are material items of income or expense which, because of their nature and the expected frequency of the events giving rise to them, merit separate disclosure.
Other items relate to the amortisation of acquired intangible assets and fair value movements onforeign exchangehedging.
The separate presentation of exceptional and other items enables the users of the accounts to better understand the elements of financial performance during the year and hence to better assess trends in that financial performance.
Goodwill
Goodwill arising on consolidation represents the excess of the cost of acquisition over the Group's interest in the fair value of the identifiable assets and liabilities of a subsidiary, associate or jointly controlled entity at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less any accumulated impairment losses. Goodwill which is recognised as an asset is reviewed for impairment at least annually. Any impairment is recognised immediately in comprehensive income and is not subsequently reversed.
For the purpose of impairment testing, goodwill is allocated to each of the Group's cash-generating units ("CGUs") expected to benefit from the synergies of the combination. CGUs to which goodwill has been allocated are tested for impairment annually, or more frequently when there is an indication that the CGU may be impaired. If the recoverable amount of the CGU is less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the CGU pro rata on the basis of the carrying amount of each asset in the CGU. An impairment loss recognised for goodwill is not reversed in a subsequent period.
On disposal of a subsidiary, associate or jointly controlled entity, the attributable amount of goodwill is included in the determination of the profit or loss on disposal.
Intangible assets
The Group recognises intangible assets at cost less accumulated amortisation and impairment losses. Intangible assets arise both as a result of applying IFRS 3 which requires the separate recognition of intangible assets from goodwill on all business combinations from 1stJanuary 2004, and from the purchase of software (that is separable from any associated hardware), and development machinery and from research and development (see below).
Intangible assets are amortised on a straight-line basis over their useful economic lives as follows:
Customer relationships
10 years
Brands
15 years
Software
Estimated useful life, typically 2-4 years
New product development costs
Estimated economic life, normally 4-7 years
Research and development costs
Expenditure on research activities, undertaken with the prospect of gaining new scientific or technical knowledge and understanding, is recognised as an expense in the year in which it is incurred.
An internally generated intangible asset arising from the Group's new product development is recognised only if all of the following conditions are met:
an asset is created that can be identified (such asa new pharmaceutical product);
it is probable that the asset created will generate future economic benefits; and
the development cost of the asset can be measured reliably.
Internally generated intangible assets are amortised on a straight-line basis over their estimatedeconomic lives. Where no internally generated intangible asset can be recognised, development expenditure is recognised as an expense in the year in which it is incurred.
Revenue recognition
Revenue is measured at the fair value of the consideration received or receivable and represents amounts receivable for goods and services provided in the normal course of business, net of discounts, VAT and other sales related taxes.
Revenue from the sale of goods is recognised when the risks and rewards of ownership are transferred which is generally when goods are delivered.
Income received in relation to long-term service contracts is deferred and subsequently recognised over the life of the relevant contracts. Further details are contained innote 21.
Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset's net carrying value.
Leasing
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.
The Group as lessee
Rentals payable under operating leases are charged to income on a straight-line basis over the term of the relevant lease.
Retirement benefit costs
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due. Payments made to state-managed retirement benefit schemes are dealt with as payments to defined contribution schemes where the Group's obligations under the schemes are equivalent to those arising in a defined contribution retirement benefit scheme.
Foreign currencies
In preparing the financial statements of the individual companies, transactions in currencies other than the entity's functional currency (foreign currencies) are recorded at the rates of exchange prevailing on the dates of the transactions. At each balance sheet date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the balance sheet date. Non-monetary items carried at fair value that are denominated in foreign currencies are translated at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.
Exchange differences arising on the settlement of monetary items, and on the retranslation of monetary items, are included in comprehensive income for the year.
Segment reporting
An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur expenses, including revenues and expenses that relate to transaction with any of the Group's other components. An operating segment's operating results are reviewed regularly by the Chief Executive Officer to make decisions about resources to be allocated to the segment and assess its performance, and for which discrete financial information is available.
Inventories
Inventories are stated at the lower of cost and net realisable value. Cost comprises direct materials and where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition. Cost is calculated using thefirst-in, first-out principle. Net realisable value represents the estimated selling price less all estimated costs of completion and costs to be incurred in marketing, selling and distribution.
Dividends
Dividends paid are recognised within the Statement of Changes in Equity only when an obligation to pay the dividend arises prior to the year end.
Share-based payments
The Group issues equity-settled share-based payments to certain employees. Equity-settled share-based payments are measured at fair value (excluding the effect of non market-based vesting conditions) at the date of grant. The fair value determined at the grant date of such equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Group's estimate of shares that will eventually vest and adjusted for the effect of non market-based vesting conditions (with a corresponding movement in equity).
Fair value is measured by use of the Black-Scholes model. The expected life used in the model has been adjusted, based on management's best estimate, for the effects of non-transferability, exercise restrictions, and behavioural considerations.
The fair value of the shares issued under the new Long Term Incentive Plan were valued on a discounted cash flow basisin conjunction with a third party valuation specialist.
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the statement of comprehensive income because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Group's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date.
Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from the initial recognition of goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.
Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the statement of comprehensive income, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the Group intends to settle its current tax assets and liabilities on a net basis.
Property, plant and equipment
Land and buildings and other assets held for use in the production or supply of goods and services or for administrative purposes, fixtures and equipment are stated at cost less accumulated depreciation and any recognised impairment loss.
Other than for land, which is not depreciated, depreciation is charged so as to write off the cost of assets, less their estimated residual value, over their estimated useful lives, as follows:
Straight-line
Freehold Buildings
50 years
Leasehold improvements
10 years
Plant and equipment
4 to 7 years
Office furniture and equipment
3 to 5 years
The gain or loss arising on the disposal or retirement of an asset is determined as the difference between the net sales proceeds and the carrying amount of the asset and is recognised in the statement of comprehensive income as incurred.
Provisions
Provisions are recognised when the Group has a present obligation as a result of a past event, and it is probable that the Group will be required to settle that obligation. Provisions are measured at the Directors' best estimate of the expenditure required to settle the obligation outstanding at the balance sheet date, and are discounted to present value where the effect is material.
Impairment of tangible and intangible assets excluding goodwill
At each balance sheet date, the Group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where the asset does not generate cash flows that are independent from other assets, the Group estimates the recoverable amount of the cash-generating unit (CGU) to which the asset belongs. An intangible asset with an indefinite useful life is tested for impairment annually and whenever there is an indication that the asset may be impaired.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (CGU) is estimated to be less than its carrying amount, the carrying amount of the asset (CGU) is reduced to its recoverable amount. An impairment loss is recognised as an expense immediately.
Where an impairment loss subsequently reverses, the carrying amount of the asset (CGU) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (CGU) in prior years. A reversal of an impairment loss is recognised as income immediately.
Financial instruments
Financial assets and financial liabilities are recognised in the Group's balance sheet when the Group becomes a party to the contractual provisions of the instrument.
Trade receivables
Trade receivables are measured at initial recognition at fair value, and are subsequently measured at amortised cost using the effective interest rate method. Appropriate allowances for estimated irrecoverable amounts are recognised in comprehensive income when there is objective evidence that the asset is impaired. The allowance recognised is measured as the difference between the asset's carrying amount and the present value of estimated future cash flows discounted at the effective interest rate computed at initial recognition.
Investments
Investments in Group companies are stated at cost less provisions for impairment losses.
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand, deposits repayable on demand, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value.
Financial liabilities and equity
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Group after deducting all of its liabilities.
Trade payables
Trade payables are initially measured at fair value, and are subsequently measured at amortised cost, using the effective interest rate method.
3. Critical Accounting Judgements and Key Sources of Estimation UncertaintyCritical judgements in applying the Group's accounting policies
In the process of applying the Group's accounting policies, which are described innote 2, management has made the following judgements that have the most significant effect on the amounts recognised in the financial statements (apart from those involving estimations, which are dealt with below).
Capitalisednew product development expenditure
It is the Group's policy, where the relevant criteria of IAS 38 "Intangible Assets" are met,to capitalise new product development expenditure and to amortise this expenditure over the estimated economic life of the asset (product). Judgement is required when assessing the technical and commercial feasibility of new product development projects including whether regulatory approval will ultimately be achieved.
Capitalised software expenditure
The Group has historically capitalised software projects and developments. Expenditure on a bespoke web based system, designed to facilitate online ordering of its products and services, is currently capitalised in the Group's financial statements as the Directors have adjudged it to meet the relevant criteria.
The rate of depreciation on capitalised software is set so as to reflect the pattern of usage and the level of pace of change within the global information technology market.
Key sources of estimation uncertainty
Impairment of non-current assets
Determining whether a non-current asset is impaired requires an estimation of the "value in use" and/or the "fair value less costs to sell" of the cash-generating units ("CGUs") to which the non-current asset has been allocated. The value in use calculation requires an estimate of the future cash flows expected to arise from the CGU and a suitable discount rate in order to calculate present value. The key assumptions for these value in use calculations are those regarding discount rates, growth rates and expected changes to selling prices and direct costs. The Directors estimate discount rates using pre-tax rates that reflect current market assessments of the time value of money and the risks specific to the individual CGU. In the current year the Directors estimated the applicable rate to be 10.2% (2013: 11.9%). The Directors' sensitivity analysis indicates significant headroomto the carrying value of the CGU when taking into account a reasonably possible change in any one of thekey assumptions used in the value in use calculations.
The Group prepares cash flow forecasts derived from the most recent financial budgets and projections approved by management for the nextfive years, thereafter assuming an estimated growth rate of2% (2013: 1.3%). The growth rates for the five year period are based on current performance of the existing product portfolio and the estimated contribution from the Group's new product development pipeline. The Directors believe that the long-term growth rate does not exceed the average long-term growth rate for the UK economy.
Impairment of slow-moving and obsolete inventory
The Group performsregular stockholding reviews, in conjunction with sales and market information, to help determine any slow-moving or obsolete lines. Where identified,adequate provision is made inthe financial statements for writing down or writing off the value of such lines in order to reflect the realisablevalue of its stock.
4. Exceptional and Other Items
Note
2014
'0002013
'000Executive and management severance payments
-
152
Amortisation of acquired intangible assets
14
119
119
Head office relocation
-
121
Fair value movements on foreign currency hedging
9
38
(11)
Total exceptional and other items
157
381
During the previous financial year,Stephen Wildridge stepped down from the position as Group CEO and remainedin theGroup until31stOctober 2013 as Director of Strategy and Business Development. The total compensation package agreed on 11thJanuary 2013 in relation to Stephen stepping down as CEOof 71,000 was paid on31stOctober 2013.In addition, an accelerated share based payments charge of 39,000 wasrecognised to reflect Stephen's ability to exercise early any outstanding share options at 31stOctober 2013. These options, where Stephen chose to do so, were exercised during FY14. The balance of 42,000 related to other management severance payments.
During March 2013, the Group relocated to its new premises.Associated relocation costs principallycomprised the costs of the new premises whilst unoccupied together withan estimate of the one-off regulatory costsassociated withchanging theaddress on our pharmaceutical licences.The latter has been fully settled during FY14.
The amortisation chargetotalling 119,000 (2013: 119,000) relates tobrand and customer relationship intangible assets recognised on the acquisition of Animalcare Ltd in January 2008.
5. Revenue and Operating Segments
IFRS 8 requires operating segments to be identified on the basis of internal reports about components of the Group that are regularly reviewed by the Chief Operating Decision Maker to allocate resources and assess performance. The Chief Operating Decision Maker is considered to be the Chief Executive Officer of Animalcare Group plc. Performance assessment is based on underlying operating profit.
The Group solely comprises one reportable segment, being Companion Animal.
Note
Companion Animal
2014
'000Companion Animal
2013
'000Revenue
12,881
12,118
Gross Profit
7,142
6,781
Underlying Operating Profit
2,802
2,684
Other Items
4
(119)
(119)
Exceptional items
4
-
(273)
Operating Profit
2,683
2,292
Finance income
9
27
38
Finance expense
9
(38)
-
Profit before tax
2,672
2,330
Note
Companion Animal
2014
'000Companion Animal
2013
'000Products and Services
Licensed veterinary
7,883
7,200
Animal identification
2,418
2,244
Animal welfare
2,580
2,674
12,881
12,118
Other information
Intangible asset additions
14
199
129
Property, plant and equipment additions
15
32
379
Depreciation and amortisation
14,15
479
351
Consolidated assets
22,525
21,486
Consolidated liabilities
(3,072)
(3,524)
Consolidated net assets
19,453
17,962
2014
'0002013
'000Key customers
Number
3
3
Percentage of total revenue
82%
80%
Key customers, all within the Companion Animal segment, are those responsible for 10% or more of segmental revenue.
2014
'0002013
'000Geographical market
United Kingdom
11,557
11,061
Europe and Rest of World
1,324
1,057
12,881
12,118
All the Group assets are wholly located in the United Kingdom and accordingly no geographical analysis of assets and liabilities is presented.
An analysis of total Group revenue is as follows:
2014
'0002013
'000Revenue from sale of goods
11,951
11,250
Revenue from provision of services
930
868
12,881
12,118
Finance income
27
27
12,908
12,145
6. Total Comprehensive Income for the Year
2014
'0002013
'000Total comprehensive income for the year has been arrived at after charging:
Cost of inventories recognised as expense
5,639
5,218
Depreciation of tangible assets
69
32
Amortisation of intangible assets
410
319
Research and development
260
207
Operating lease rentals
187
211
Foreign exchange losses
21
24
Increase in provision for receivables
9
6
Increase in provision for inventories
34
18
The above items are those charged to total comprehensive income only. Full details on items charged/(credited) to exceptional and other items are contained innote 4.
The analysis of remuneration paid to the Company's auditor is as follows:
2014
'0002013
'000Fees payable to the Company's auditor for the audit of the Company's annual accounts
12
13
Fees payable to the Company's auditor for other services to the Group
-
-
The audit of the Company's subsidiaries pursuant to legislation
20
17
Total audit fees
32
30
Tax services
16
11
Other services
44
3
Total non-audit fees
60
14
Total auditors' remuneration
93
44
7. Directors' Remuneration and InterestsEmoluments
The various elements of remuneration received by each Director were as follows:
Year ended 30thJune 2014
Salary
'000Bonus
'000Company pension
contributions
'000Benefits
'000Compensation for
loss of office
'000Total
'000J S Lambert*
33
-
-
-
-
33
Lord Downshire*
22
-
-
2
-
24
R B Harding*
22
-
-
-
-
22
S M Wildridge
(resigned 31stOctober 2013)
30
34
-
-
66
130
Dr I D Menneer
135
23
16
7
-
181
C J Brewster
102
16
11
1
-
130
Total
344
73
27
10
66
520
Year ended 30thJune 2013
J S Lambert*
33
-
-
-
-
33
Lord Downshire*
22
-
-
2
-
24
R B Harding*
22
-
-
-
-
22
S M Wildridge
128
-
-
-
-
128
Dr I D Menneer
100
-
12
6
-
118
C J Brewster
92
8
11
1
-
112
Total
397
8
23
9
-
437
* Indicates Non-Executive Directors.
All Company pension contributions relate to defined contribution pension schemes. Benefits consist of company carand private medical insurance. The compensation for loss of office in relation to S M Wildridge was settledon 31stOctober 2013.
Share options
The Directors had the following beneficial options:
S M Wildridge
Scheme
Unapproved
EMI
Unapproved
EMI
Total
Exercise Price
0.975
1.675
1.675
1.30
Date of Grant
9thJuly 2009
14thOctober 2011
14thOctober 2011
2ndAugust 2012
Outstanding at 30thJune 2013
100,000
71,600
28,400
100,000
300,000
Exercised during the year
(100,000)
-
-
(100,000)
(200,000)
Lapsedduring the year
-
(71,600)
(28,400)
-
(100,000)
Outstanding at 30thJune 2014
-
-
-
-
-
I D Menneer
Scheme
EMI
SAYE
EMI
EMI
EMI
Unapproved
SAYE
Unapproved
Total
Exercise Price
0.975
1.34
1.675
1.30
1.325
1.40
1.03
1.415
Date of Grant
28th August 2009
4thOctober 2011
14thOctober 2011
2ndAugust 2012
20thNovember 2012
21stFebruary 2013
22ndMay 2013
20thJune 2013
Outstanding at 30thJune 2013
5,000
3,358
60,000
60,000
50,000
90,000
4,377
90,000
362,735
Exercisedduring the year
(5,000)
-
-
-
-
-
-
-
(5,000)
Outstanding at 30thJune 2014
-
3,358
60,000
60,000
50,000
90,000
4,377
90,000
357,735
C J Brewster
Scheme
EMI
EMI
SAYE
EMI
Total
Exercise Price
1.30
1.30
1.03
1.415
Date of Grant
22ndJune 2012
2ndAugust 2012
22ndMay 2013
20thJune 2013
Outstanding at 30thJune 2013 and30thJune 2014
30,000
30,000
8,754
40,000
108,754
The Directors' interests in the shares of the Company as at 30thJune are set out below:
2014
2013
Ordinary shares of 20p
Ordinary shares of 20p
J S Lambert
1,413,691
1,413,691
Lord Downshire
1,109,583
1,109,583
I D Menneer
14,381
9,381
C J Brewster
4,079
4,079
In addition to the above, Lord Downshire had a non-beneficial interest in 310,446 shares.
S M Wildridge, who resigned as Director on 31stOctober 2013, had interests in287,068shares of the Company at 30thJune 2014 (2013- 177,068 shares).
New Long Term Incentive Plan
As part of the Animalcare board's consideration of its overall growth strategy, its Remuneration Committee has been reviewing the most effective means of providing a mechanism for senior executives to participate in the Company's equity at a meaningful level.
In this regard, on 20thJune 2014, the Board approved the Company's new senior executive Long Term Incentive Plan (the "Plan"). On 27thJune 2014, Iain Menneer, Chief Executive Officer, and Chris Brewster, Chief Financial Officer,subscribed for growth shares in the capital of Animalcare Ltd, a subsidiary of the Company, under the Plan as follows:
Iain Menneer - 31,955 A Ordinary Shares of 1.00 each ("A Shares") for a total cash subscription of 31,955, representing 5.2% of Animalcare Ltd's issued share capital; and
Chris Brewster - 19,173 A Shares, representing 3% of Animalcare Ltd's issued share capital and 11,800 B Ordinary Shares of 1.00 each ("B Shares"), representing a further 2% of Animalcare Ltd's issued share capital, for a total cash subscription of 30,973.
Dr Menneer and Mr Brewster have the right to sell their A Shares to the Company at any time after 27thJune 2017 in exchange for Ordinary Shares of 20 pence each in the Company ("Ordinary Shares"). The rights of Dr Menneer and Mr Brewster to sell their A Shares are subject to, amongst other provisions, the Company having a market capitalisation in excess of 39.0m ("the Hurdle") at the time of sale. The Hurdle was determined by Animalcare's Remuneration Committee and broadly represented a 20% premium to the Company'smarket capitalisation on 27thJune 2014.
Each holder of A Shares would, on a sale of his entire holding to the Company, be entitled to receive Ordinary Shares representing a percentage of the increase in the Company's market capitalisation above the Hurdle; being 5% for Dr Menneer and 3% for Mr Brewster.
The B Shares are not entitled to participate in any increase in the value of the Company above the Hurdle but can be exchanged for Ordinary Shares of an equal value at any time after 27thJune 2017.
Further details of the Plan, including the Hurdle, anti-dilution and other provisions, are set out in Animalcare Ltd's articles of association, which is available on the investor relations section of the Company's website http://www.animalcaregroup.co.uk.
8. Staff Costs
2014
2013
Number of employees
The average monthly number of employees (including Directors) during the year was:
Production and distribution
4
4
Selling and administration
53
53
57
57
2014
'0002013
'000Related costs
Wages and salaries
1,820
1,810
Social security costs
166
191
Other pension costs
89
78
2,075
2,079
9. Finance Costs and Finance Income
2014
'0002013
'000Fair value losses on financial instruments*
38
-
Finance costs
38
-
Other net finance income:
Fair value gains on financial instruments*
-
(11)
Interest income on bank deposits
(27)
(27)
Finance income
(27)
(38)
Net finance costs/(income)
11
(38)
* Financegains and losses arising from derivatives held at fair value through profit and loss relate to fair value movements on the Group's foreign exchange hedges. These gains and losses are included within "other items" on the face of the statement of comprehensive income.
10. Income Tax Expense
Note
2014
'0002013
'000The income tax expense comprises:
Current tax expense
690
632
Adjustment in the current year in relation to prior years
(105)
(175)
585
457
The deferred tax (credit)/expense comprises:
Origination and reversal of temporary differences
22
(70)
(18)
Adjustment in the current year in relation to prior years
22
20
6
(50)
(12)
Total tax expense for the year
535
445
The total tax charge can be reconciled to the accounting profit as follows:
Total comprehensive income for the year
2,137
1,885
Total tax expense
535
445
Profit before tax
2,672
2,330
Income tax calculated at 22.5% (2013 - 23.75%)
601
553
Effect of expenses not deductible
55
48
Effect of share-based deductions
(13)
20
Change in UK tax rate
(23)
(7)
Effect of adjustments in respect of prior years
(85)
(169)
535
445
The tax credit of 35,000 (2013 : 90,000)shown within "exceptional and other items" on the face of the statement of comprehensive income, which forms part of the overall tax charge of 535,000 (2013 :445,000)relates to the items analysed innote 4.
The prior year current tax credits in respect of both 2014 and 2013 primarily relate to research and development tax credits.
Reductions in the UK corporation tax rate to 21% (effective from 1stApril 2014) and 20% (effective from 1stApril 2015) were substantively enacted on 2ndJuly 2013. Deferred tax balances have been calculated at an effective rate of 20%, being the substantively enacted rate at 30thJune 2014. The future rate reductions will affect the Group's future current tax charges.
11. Dividends
2014
'0002013
'000Ordinary final dividend paid in respect of prior year
788
621
Ordinary interim dividend paid
315
311
1,103
932
The final dividend paid during the year ended 30thJune 2014 was3.8 pence per share (2013: 3.0 pence per share). The interim dividend paid during the year ended 30thJune 2014 was 1.5 pence per share (2013: 1.5 pence per share).
The proposed final dividend was approved by the Board of Directors on 15thOctober 2014 and is subject to approval of shareholders at the Annual General Meeting. The proposed dividend has not been included as a liability as at 30thJune 2014, in accordance with IAS 10 "Events After the Balance Sheet Date".
12. Earnings per Share
Basic earnings per share amounts are calculated by dividing the total comprehensive income for the year attributable to ordinary equity holders of the Company by the weighted average number of fully paid ordinary shares outstanding during the year.
The following income and share data was used in the basic earnings per share computations:
Underlying
earnings before
exceptional and
other items
2014
'000Underlying
earnings before
exceptional and
other items
2013
'000Total
earnings
2014
'000Total
earnings
2013
'000Total comprehensive income attributable to equity holders
of the Company
2,259
2,176
2,137
1,885
2014
No.2013
No.2014
No.2013
No.Basic weighted average number of shares
20,824,931
20,732,636
20,824,931
20,732,636
Dilutive potential ordinary shares
126,980
124,519
126,980
124,519
20,951,911
20,857,155
20,951,911
20,857,155
Earnings per share:
Basic
10.8p
10.5p
10.3p
9.1p
Fully diluted
10.8p
10.4p
10.2p
9.0p
13. Goodwill
Group
'000Cost
At 1stJuly 2012, 1stJuly 2013and30thJune 2014
12,711
Accumulated impairment losses
At 1stJuly 2012, 1stJuly 2013 and30thJune 2014
-
Net book value
At 30thJune 2014and30thJune 2013
12,711
The carrying amount of Group goodwill is allocated to the Group's sole cash-generating unit ("CGU"), being the Companion Animal segment.
The recoverable amount of goodwill is determined from value in use calculations.
The Group prepares cash flow forecasts derived from the most recent financial budgets and projections approved by management for the nextfive years and thereafter assuming an estimated long-term annual growth rate of 2.0% (2013: 1.3%).
The financial budgets and projections are based on past experience and actual operating results. The growth rates for the five year period are based on current performance of the existing product portfolio and the estimated contribution from the Group'snew product development pipeline. The Directors believe that the long-term growth rate does not exceed the average long-term growth rate for the UK economy.
The Directors estimate the discount rates using the post-tax rates that reflect the current market assessments of the time value of money and the risks specific to the cash-generating unit. In the current year the Directors estimated the applicable pre-tax rate to be 10.2% (2013: 11.9%).
The Directors modelled a range of different scenarios by applying sensitivities to both the cash flow assumptions and the discount rate. Based on this sensitivity analysis there is significant headroom between the value in use calculation and the carrying value of the CGU.
14. Other Intangible Assets
Group
Acquired
brands and
customer
relationships
'000New product
development
costs
'000Capitalised
software
'000Total
'000Cost
At 1stJuly 2012
1,361
1,389
95
2,845
Additions
-
102
27
129
At 30thJune 2013
1,361
1,491
122
2,974
Additions
-
156
43
199
At 30thJune 2014
1,361
1,647
165
3,173
Amortisation
At 1stJuly 2012
534
562
21
1,117
Charge for the year
119
175
25
319
At 30thJune 2013
653
737
46
1,436
Charge for the year
119
253
38
410
At 30thJune 2014
772
990
84
1,846
Carrying value
At 30thJune 2014
589
657
81
1,327
At 30thJune 2013
708
754
76
1,538
Veterinary medicine product development costs are amortised over four to seven years, acquired brands are amortised over 15 years and acquired customer relationships are amortised over ten years. The amortisation period for capitalised software, which principally relates to the bespoke online ordering system, is four years.
15. Property, Plant And Equipment
Group
Leasehold
improvements
'000Plant and
equipment
'000Office
furniture and
equipment
'000Motor
vehicles
'000Total
'000Cost
At 1stJuly 2012
-
63
133
10
206
Additions
187
44
131
17
379
Disposals
-
-
(1)
(27)
(28)
At 1stJuly 2013
187
107
263
-
557
Additions
-
27
5
-
32
Disposals
(3)
-
-
-
(3)
At 30thJune 2014
184
134
268
-
586
Depreciation
At 1stJuly 2012
-
40
73
10
123
Charge for the year
3
2
27
-
32
Disposals
-
-
-
(10)
(10)
At 1stJuly 2013
3
42
100
-
145
Charge for the year
19
14
36
-
69
At 30thJune 2014
22
56
136
-
214
Net book value
At 30thJune 2014
162
78
132
-
372
At 30thJune 2013
184
65
163
-
412
16. Investments in Subsidiaries
Subsidiary undertakings
Company
2014
'0002013
'000Cost and net book value
At 1stJuly 2012, 2013 and 30thJune 2014
14,361
14,361
The principal subsidiary undertakings of the Company are summarised below. The companies listed include all those which principally affected the earnings and assets of the Group.
Country of
registration or
incorporationClass
Shares held
%Animalcare Ltd
England
Ordinary
90
Naychem Limited
England
Ordinary
100
The principal activity of these undertakings for the last financial year was as follows:
Principal activity
Animalcare Ltd
Sale of companion animal products and services
Naychem Limited
Non-trading
17. Inventories
Group
2014
'0002013
'000Finished goods and goods for resale
2,420
1,418
In the Directors' opinion, the replacement cost of inventories is not materially different from their balance sheet value.
18. Other Financial Assets
Trade and other receivables
Group
Company
2014
'0002013
'0002014
'0002013
'000Trade receivables
1,577
1,386
-
-
Amounts receivable from subsidiaries
-
-
-
-
Corporation tax - Group relief
-
-
129
556
Other receivables
4
8
4
7
Derivative financial instruments (see
note 20)-
11
-
-
Prepayments and accrued income
302
257
11
15
1,883
1,662
144
578
The Directors consider that the carrying amount of trade and other receivables approximates to their fair value.
Movement in allowance for doubtful debts
Group
Company
2014
'0002013
'0002014
'0002013
'000Balance at 1stJuly
6
-
-
-
Impairment losses recognised
9
6
-
-
Balance at 30thJune
15
6
-
-
Ageing of past due but not impaired receivables
Group
2014
'0002013
'0001-30 days past due
59
-
31-90 days past due
-
4
91 days and more
-
2
59
6
Cash and cash equivalents
Group
Company
2013
'0002013
'0002014
'0002013
'000Cash and cash equivalents
3,812
3,745
1,315
1,791
Cash and cash equivalents comprise cash and short-term bank deposits with an original maturity of three months or less.
The carrying amount of these assets approximatesto their fair value.
Credit risk
The Company's principal financial assets are bank balances and cash, and trade and other receivables. The Company's credit risk is primarily attributable to its trade receivables. The amounts presented in the balance sheet are net of allowances for doubtful receivables. An allowance for impairment is made where there is an identified loss event which, based on previous experience, is evidence of a reduction in the recoverability of the cash flows. The allowance for doubtful debts represents the difference between the carrying value of the specific trade receivables and the present value of the expected recoverable amount.
The average credit period on sales of goods is36 days (2013 : 32days). No interest has been charged on overdue receivables.
19. Other Financial Liabilities
Group
Company
2014
'0002013
'0002014
'0002013
'000Trade payables
858
983
63
62
Amounts payable to subsidiaries
-
-
1,570
3,757
Other taxes and social security costs
226
369
40
39
Other creditors
299
288
15
18
Derivative financial instruments (seenote 20)
28
-
-
-
Accruals
195
342
40
146
1,606
1,982
1,728
4,022
The Directors consider that the carrying amount of trade and other payables approximates to their fair value.
20. Financial Instruments
Capital and liquidity risk management
At 30thJune the Group was contractually obliged to make repayments of principal and payments of interest as detailed below:
Within one year
or on demand
'0001-2 years
'0003-5 years
'000More than
5 years
'000Total
'0002014
Trade and other payables
1,606
-
-
-
1,606
2013
Tradeand other payables
1,982
-
-
-
1,982
Categories and Fair Value of Financial InstrumentsCarrying value
2014
'0002013
'000Financial assets
Trade and other receivables (including cash and cash equivalents)
5,393
5,139
Financial liabilities
Trade and other payables
(1,606)
(1,982)
The fair values of the Group's financial assets and liabilities are not materially different from their carrying values.
Foreign Currency Risk Management
The Group undertakes transactions denominated in foreign currencies which gives rise to the risks associated with currency exchange rate fluctuations. Exposures are managed by a combination of matching foreign currency income and expenditure, maintaining foreign currency deposits and the use of forward exchange contracts. The carrying value of the Group's foreign currency assets and liabilities at the reporting date was:
Assets
Liabilities
2014
'0002013
'0002014
'0002013
'000Euro
459
233
51
33
US Dollar
34
142
65
21
Foreign Currency Sensitivity Analysis
At 30thJune 2014 the Group is mainly exposed to the Euro and the US Dollar. The following table details the effect of a 10% increase and decrease in the exchange rate of these currencies against Sterling when applied to outstanding monetary items denominated in foreign currency as at 30thJune 2014. A positive number indicates that an increase in profit would arise from a 10% strengthening of Sterling against these currencies, a negative number indicates that a decrease would arise.
Strengthening
'000Weakening
'000Euro
(37)
45
US Dollar
3
(3)
Interest Rate Sensitivity Analysis
This sensitivity analysis was not performed as the Group had no exposure to interest rates for either derivatives or non-derivative instruments at the balance sheet date.
Forward Foreign Exchange Contracts
The Group hadfour (2013 - nine) open foreign exchange contracts at 30thJune 2014. The values are shown below:
2014
'0002013
'000Principal value
752
285
Fair value
(28)
11
Capital Management
In line with the disclosure requirements of IAS 1, "Presentation of Financial Statements", the Company regards its capital as being the issued share capital together with its banking facilities, used to manage short-term working capital requirements.Note23to the financial statements provides details regarding the Company's share capital and movements in the period. There were no breaches of any requirements with regard to any relevant conditions imposed by the Company's Articles of Association during the periods under review.
21. Deferred IncomeDeferred income arises from certain services sold by the Group's subsidiary Animalcare Ltd. In return for a single up-front payment, Animalcare Ltd commits to a fixed term contract to provide certain database, pet reunification and other support services to customers. There is no contractual restriction on the amount of times the customer makes use of the service. At the commencement of the contract it is not possible to determine how many times the customer will make use of the services, nor does historical evidence provide indications of any future pattern of use. As such, income is recognised evenly over the term of the contract, currently eight years.
Movements in the Group's deferred income liabilities during the current and prior reporting period are as follows:
2014
'0002013
'000Balance at the beginning of the period
1,021
1,051
Income deferred to future periods
182
177
Release of income deferred from previous periods
(231)
(207)
Balance at end of the period
972
1,021
The deferred income liabilities fall due as follows:
2014
'0002013
'000Within one year
242
231
After one year
730
790
972
1,021
Income recognised during the year is set out below:
2014
'0002013
'000Income received
195
190
Income deferred to future periods
(182)
(177)
Release of income deferred from previous periods
231
207
Income recognised in the year
244
220
22. Deferred Tax LiabilitiesThe following are the major components of the deferred tax liabilities/(assets) recognised by the Group, and the movements thereon, during the current and prior reporting period.
Property, Plant and Equipment
'000Share based
payments
'000Other
'000Intangible fixed assets
'000Total
'000Balance at 1stJuly 2012
(14)
(11)
(2)
198
171
Charge/(credit) to income
41
(13)
(5)
(35)
(12)
Balance at 30thJune 2013
27
(24)
(7)163
159
Charge/(credit) to income
14
(19)
-
(45)
(50)
Balance at 30thJune 2014
41
(43)
(7)
118
109
As set out innote 10deferred tax balances have been calculated at an effective rateof 20%, being the substantively enacted rate at30thJune 2014.
The following are the major components of the deferred tax assets recognised by the Company, and the movements thereon, during the current and prior reporting period:
Accelerated
tax depreciation
'000Share-based
payments
'000Other
'000Total
'000Balance at 1stJuly 2012
(21)
(8)
(2)
(31)
Charge/(credit) toincome
4
(5)
-
(1)
Balance at 30thJune 2013
(17)
(13)
(2)
(32)
Charge/(credit) to income
5
(12)
-
(7)
At 30thJune 2014
(12)
(25)
(2)
(39)
As set out innote 10deferred tax balances have been calculated at an effective rateof 20%, being the substantively enacted rate at30thJune 2014.
23. Share Capital
2014
No.2013
No.Allotted, called up and fully paid ordinary shares of 20p each
20,960,204
20,745,204
2014
'0002013
'000Allotted, called up and fully paid ordinary shares of 20p each
4,192
4,149
During the year 43,000 (2013 : 5,000) of ordinary shares were issued for proceeds of 242,125 (2013 : 24,375) resulting in a share premium of 199,125 (2013 : 19,375).
24. Operating Lease Arrangements
The Group as lessee
2014
'0002013
'000Lease payments under operating leases recognised as an expense in the year
187
211
At the balance sheet date, the Group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
2014
'0002013
'000Within one year
162
165
In the second to fifth years inclusive
252
334
After five years
110
143
524
642
Operating lease payments principally represent rentals payable by the Group forits office and warehouse properties andmotor vehicles.
25. Share-based Payments
During the year the Group operated the Animalcare Group plc Executive Share Option Scheme, the Save As You Earn (SAYE) Share Option Scheme and the new Long Term Incentive Plan as described below:
Animalcare Group plc Executive Share Option Scheme
Under this scheme, options may be granted to certain Executives and senior employees of the Group to subscribe for new shares in the Company at a fixed price equal to themarket value at the time of grant. The options are exercisable three years after the date of grant. Once vested, options must be exercised within six years of the date of grant. The exercise of these options is not subject to any performance criteria.
SAYE Option Scheme
This scheme is open to all UK employees to encourage share ownership. Share options are granted at an option price fixed at a 20% discount to the market value at the start of the savings period.The SAYE options vest and are exercisable three years after the date of grant and must ordinarily be exercised within six months of the completion of the relevant savings period.
Details of the movement in all share option schemesduring the year are as follows:
EMI
SAYE
Unapproved
Options
Price
Options
Price
Options
Price
Outstanding at beginning of year
676,600
1.392
138,845
1.084
308,400
1.292
Granted during the year
105,000
1.524
-
-
-
-
Lapsed during the year
(106,600)
1.575
(26,673)
-
(28,400)
1.618
Exercised during the year
(115,000)
1.258
-
-
(100,000)
0.975
Open at 30thJune 2014
560,000
1.413
112,172
1.084
180,000
1.408
Exercisable at the end of the year
5,000
0.975
-
-
-
-
The weighted average inputs into the Black-Scholes model at the time of grant were as follows:
EMI
SchemeSAYE
SchemeUnapproved
SchemeWeighted average share price
135p
144p
121p
Weighted average exercise price
137p
115p
125p
Expected volatility
50%
54%
45%
Expected life
3.1 years
3.1 years
3.1 years
Risk-free rate
0.6%
0.5%
0.7%
Expected volatility was determined by calculating the historical volatility of the Group's share price over the previous three years. The expected lives used in the model were estimated based on management's best estimate for the effects of non-transferability, exercise restrictions, and behavioural considerations.
The aggregate estimated fair value of the options granted during the year was nil (2013: nil).
The Group recognised total expenses of 152,000 (2013: 149,000), 152,000(2013 : 110,000) within administrative expenses and nil (2013: 39,000) within exceptional and other items as disclosed innote 4.
New Long Term Incentive Plan
On 20thJune 2014, the Board approved the Company's new senior executive Long Term Incentive Plan (the "Plan"). On 27thJune 2014, Iain Menneer, Chief Executive Officer, and Chris Brewster, Chief Financial Officer,subscribed for growth shares in the capital of Animalcare Ltd, a subsidiary of the Company, under the Plan as follows:
Iain Menneer - 31,955 A Ordinary Shares of 1.00 each ("A Shares") for a total cash subscription of 31,955, representing 5.2% of Animalcare Ltd's issued share capital; and
Chris Brewster - 19,173 A Shares, representing 3% of Animalcare Ltd's issued share capital and 11,800 B Ordinary Shares of 1.00 each ("B Shares"), representing a further 2% of Animalcare Ltd's issued share capital, for a total cash subscription of 30,973.
Further details of the Plan are provided innote 7.
The charge for the year to the income statement in respect of the Plan is nil.
26. Related Party Transactions
Trading transactions
During the year ended 30thJune, the following trading transactions took place between the Company and its subsidiaries listed innote 16:
2014
Animalcare Ltd
'000Total
'000Management Charges levied
240
240
2013
Animalcare Ltd
'000Total
'000Management Charges levied
240
240
Remuneration of key management personnel
The remuneration of the Directors, who are the key management personnel of the Group, is set out in aggregate for each of the categories specified in IAS 24 "Related Party Disclosures". Further information about the remuneration of Directors is provided innote 7.
The Directors' interests in the shares of the Company are contained innote 7.
27. Annual Report
The Group's Annual Report and Financial Statements for the year ended 30th June 2014 were approved 14th October 2014 and are expected to be posted to shareholders during the week commencing 27th October 2014. Further copies will be available to download on the Company's website at: www.animalcaregroup.co.uk and will also be available from the Company's head office at 10 Great North Way, York Business Park, Nether Poppleton, York, YO26. 6RB.
This information is provided by RNSThe company news service from the London Stock ExchangeENDFR MMMMGGDRGDZZ
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