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REG - Animalcare Group PLC - Proposed Acquisition of Ecuphar NV and Placing <Origin Href="QuoteRef">ANCR.L</Origin> - Part 4

- Part 4: For the preceding part double click  ID:nRSW9589Ic 

18-Transfers of Assets from Customers and SIC
31-Revenue-Barter Transactions involving Advertising Services. The Standard will be effective for annual periods beginning
on or after 1 January 2018. The Ecuphar Group will make more detailed assessments of the impact over the next months and
expect to complete the assessment in the third quarter of 2017. 
 
IFRS 16 Leases 
 
On 13 January 2016, the IASB issued IFRS 16, Leases, which provides lease accounting guidance. Under the new guidance,
lessees will be required to present right-of-use assets and lease liabilities on the statement of financial position. At
the lease commencement date, a lessee is required to recognize a lease liability, which is the lessee's discounted
obligation to make lease payments arising from a lease, as well as a right of use asset, representing the lessee's right to
use, or control the use of, a specified asset for the lease term. IFRS 16 is effective for annual reporting periods
beginning on or after 1 January 2019, subject to endorsement by the European Union. Earlier application is permitted for
entities that apply IFRS 15, Revenue from Contracts with Customers, at or before the initial application of IFRS 16. 
 
As at the reporting date, the Ecuphar Group has non-cancellable operating lease commitments of £2,759k, see Note 22.
However, the Ecuphar Group has not yet determined to what extent these commitments will result in the recognition of an
asset and a liability for future payments and how this will affect the Ecuphar Group's profit and classification of cash
flows. 
 
The other standards, interpretations and amendments issued by the IASB (all of them still subject to endorsement by the
European Union), but not yet effective are not expected to have a material impact on the Ecuphar Group's future
consolidated financial statements and those applicable for the Ecuphar Group are listed below: 
 
·        Amendments to IAS 12: Recognition of Deferred Tax Assets for Unrealized Losses (issued on 19 January 2016) and
effective for annual periods on 1 January 2017, subject to endorsement by the European Union; 
 
·        Amendments to IAS 7: Disclosure Initiative (issued on 29 January 2016) and effective for annual periods on 1
January 2017; 
 
·        Clarifications to IFRS 15 Revenue from Contracts with Customers (issued on 12 April 2016) and effective for annual
periods on 1 January 2018; 
 
·        Annual Improvements to IFRS Standards 2014-2016 Cycle (issued on 8 December 2016) and effective for annual periods
on 1 January 2018; 
 
Significant accounting judgments, estimates and assumptions 
 
The preparation of the Ecuphar Group's consolidated special purpose financial statements requires management to make
judgments, estimates and assumptions that affect the reported amounts of revenue, expenses, assets and liabilities, and the
accompanying disclosures. Uncertainty about these assumptions and estimates could result in outcomes that require a
material adjustment to the carrying amount of assets or liabilities for future periods. 
 
On an ongoing basis, the Ecuphar Group evaluates its estimates, assumptions and judgments, including those related to
revenue recognition, development expenses, income taxes, impairment of goodwill, intangible assets and property, plant &
equipment and business combinations. 
 
The Ecuphar Group based its assumptions and estimates on parameters available when the consolidated special purpose
financial statements were prepared. Existing circumstances and 
 
assumptions about future developments, however, may change due to market changes or circumstances arising beyond the
control of the Ecuphar Group. Such changes are reflected in the assumptions when they occur. 
 
Internally-developed intangible assets 
 
Under IAS 38, internally generated intangible assets from the development phase are recognized if certain conditions are
met. These conditions include the technical feasibility, intention to complete, the ability to use or sell the asset under
development, and the demonstration of how the asset will generate probable future economic benefits. The cost of a
recognized internally generated intangible asset comprises all directly attributable cost necessary to make the asset
capable of being used as intended by management. In contrast, all expenditures arising from the research phase are expensed
as incurred. 
 
Determining whether internally generated intangible assets from development are to be recognized as intangible assets
requires significant judgment, particularly in determining whether the activities are considered research activities or
development activities, whether the product enhancement is substantial, whether the completion of the asset is technical
feasible considering a company-specific approach, the probability of future economic benefits from the sale or use. 
 
Management has determined that the conditions for recognizing internally generated intangible assets from product
development activities are not met until shortly before the developed products are available for sale. This assessment is
monitored by the Ecuphar Group on a regular basis. 
 
Income taxes 
 
Deferred tax assets are recognized for unused tax losses to the extent that it is probable that taxable profit will be
available against which the losses can be utilized. Significant management judgment is required to determine the amount of
deferred tax assets that can be recognized, based upon the likely timing and the level of future taxable profits together
with future tax planning strategies. 
 
As at 31 December 2016, the Ecuphar Group had £255k (2015: £58k; 2014: £142k) of tax losses carry forward and other tax
credits such as investment tax credits and notional interest deduction. These losses relate to the subsidiaries that have a
history of losses, do not expire and may not be used to offset taxable income elsewhere in the Ecuphar Group. 
 
The Ecuphar Group may also be required to evaluate some uncertainty surrounding potential liability in relation to
uncertain tax positions. Uncertain tax positions (whether assets or liabilities) are recognized using a 'probable'
threshold in accordance with IAS 12, and they are reflected at the amount expected to be recovered from, or paid to, the
taxation authorities. It may also include interpretations of complex tax laws as well as transfer pricing considerations
which could be disputed by tax authorities. Assessing uncertain tax positions requires significant judgement from
Management. 
 
Impairment of goodwill 
 
The Ecuphar Group has goodwill for a total amount of £9,959k (2015: £8,974k; 2014: £2,083k) which has been subject to an
impairment test. The goodwill is tested for impairment based on a discounted cash flow model with cash flows for the next
five years derived from the budget and a residual value considering a perpetual growth rate. The recoverable amount is
sensitive to the discount rate used for the DCF model as well as the expected future cash-inflows and the growth rate used
for extrapolation purposes. The key assumptions used to determine the recoverable amount for the different CGUs are
disclosed and further explained in Note 5. 
 
No impairment charges have been recorded during the reported periods. 
 
Business combinations 
 
The Ecuphar Group determines and allocates the purchase price of an acquired business to the assets acquired and
liabilities assumed as of the business combination date. The purchase price allocation process requires the Ecuphar Group
to use significant estimates and assumptions, including: 
 
·        estimated fair value of the acquired intangible assets; and 
 
·        estimated fair value of property, plant and equipment. 
 
While the Ecuphar Group is using its best estimates and assumptions as part of the purchase price allocation process to
accurately value assets acquired and liabilities assumed at the date of acquisition, our estimates and assumptions are
inherently uncertain and subject to refinement. Examples of critical estimates in valuing certain of the intangible assets
the Ecuphar Group has acquired or may acquire in the future include but are not limited to: 
 
·        future expected cash flows from customer contracts and relationships, software license sales and maintenance
agreements; 
 
·        the fair value of the plant and equipment; 
 
·        the fair value of the deferred revenue; 
 
·        discount rates; and 
 
·        the determination of useful lives and amortization period of acquired intangible assets. 
 
4          Business Combinations and disposals of subsidiaries 
 
Business combinations 
 
The Ecuphar Group did not complete any business combinations during the year ended 31 December 2016. 
 
Esteve 
 
On 30 April 2015, the Ecuphar Group acquired the assets related to the Animal Health business of Esteve SA, a Spanish
pharmaceutical company, through an asset purchase agreement. The consideration paid in cash for those assets amounted to
£26,125k (E36,000k). This acquisition related in substance to an integrated set of activities as defined by IFRS 3 Business
Combinations. As a result a purchase price allocation was performed at the date of acquisition. The fair values of the
related assets at acquisition date are described below. 
 
 in £'000Assets                           Carrying      Fair value    Fair value    
                                          value at      adjustments   acquisition   
                                          acquisition                 at date       
                                          date                                      
                                                                      
 Intangible assets                        −             14,582        14,582        
 Other non-current assets                 −             124           124           
 Inventory                                4,523         423           4,946         
 Trade receivables                        −             −             −             
 Other current assets                     −             −             −             
 Cash                                     −             −             −             
                                          4,523         15,129        19,652        
 Liabilities                                                                        
 Financial debts                          −             −             −             
 Deferred tax liabilities                 −             (443)         (443)         
 Trade payables                           −             −             −             
 Other liabilities                        −             −             −             
                                          −             (443)         (443)         
 Total identified assets and liabilities  4,523         14,686        19,209        
 Goodwill                                                             6,916         
 Acquisition price                        −             −             26,125        
 
 
The purchase price allocation resulted in a residual goodwill balance recognized of £6,916k. The impact on the cash flow
position of the Ecuphar Group resulting from this business combination is as follows: 
 
Cash flow from business combination 
 
 Consideration paid in cash  26,125  
 Total cash flow             26,125  
 
 
The asset purchase agreement did not include any contingent consideration payable in addition to the purchase price. 
 
The goodwill is mainly attributable to Esteve's significant commercial leverages opportunities, the value of the trained
and knowledge workforce and the significant operational and commercial synergies realized. 
 
The acquisition has contributed since the date of acquisition until 31 December 2015 a total revenue of £16,005k and a net
loss of £(605)k. The Ecuphar Group does not have the information to disclose the impact on the revenue and the net profit
as if the acquisition has been completed on 1 January 2015. 
 
Disposals of subsidiaries Nutriscience 
 
On 31 October 2016, the Ecuphar Group entered into a share purchase agreement with Swedencare AB regarding the sale of one
of its subsidiaries, Nutriscience Ltd. The consideration received by the Ecuphar Group amounts to £3,507k and this resulted
in a gain of £2,432k. The effect of this transaction on the financial position and cash flows of the Ecuphar Group is as
follows: 
 
Nutriscience 
 
 in £'000Assets                       Carrying value at selling date         
                                                                      
 Goodwill                             419                                    
 Property, plant and equipment        53                                     
                                      Inventories                     407    
                                      Trade receivables               419    
 Other receivables                    37                                     
 Cash and cash equivalents            296                                    
                                      1,631                                  
 Liabilities                                                                 
 Financial debts                      −                                      
 Trade payables                       (315)                                  
 Other payables                       (241)                                  
                                      (556)                                  
 Total assets and liabilities         1,075                                  
                                      Gain on sale Nutriscience       2,432  
                                      Selling price received in cash  3,507  
 Cash flow from sale                                                         
 Cash & cash equivalents transferred  (296)                                  
 Selling price                        3,507                                  
 Total cash flow                      3,211                                  
                                                                                 
 
 
This disposal did not meet the IFRS 5 criteria as component of a group, as separate major line of business nor as
geographical areas of operations. Therefore discontinued operations and asset held for sale disclosures are not required. 
 
5         Goodwill 
 
The goodwill has been allocated to the cash generating units ("CGU") as follows: 
 
For the year ended 31 December 
 
 in £'000              2016   2015   2014   
 CGU: Pharmaceuticals  9,425  8,513  1,593  
 CGU: Wholesale        534    461    490    
 Total                 9,959  8,974  2,083  
 
 
The changes in the carrying value of the goodwill can be presented as follows for the years 2016, 2015 and 2014: 
 
 in £'000               Gross  Impairment  Total  
 At 1 January 2014      2,229  −           2,229  
 Additions              −      −           −      
 Currency translation   (145)  −           (145)  
 At 31 December 2014    2,083  −           2,083  
 Additions/(disposals)  6,917  −           6,917  
 Currency translation   (25)   −           (25)   
 At 31 December 2015    8,974  −           8,974  
 Additions/(disposals)  (419)  −           (419)  
 Currency translation   1,403  −           1,403  
 At 31 December 2016    9,958  −           9,958  
 
 
In addition to currency translation effects the goodwill balance increased as a result of the Esteve business combination
in 2015 with £6,917k and decreased as a result of the disposal of Nutriscience Ltd in 2016 with £(419)k (see Note 4). 
 
As of 31 December 2016 goodwill allocated to the Pharmaceuticals CGU includes goodwill recognized as a result of past
business combinations of Esteve, Equipharma NV, Ecuphar BV and Cardon Chemicals NV. As of 31 December 2016 goodwill
allocated to the Wholesale CGU includes goodwill recognized as a result of the past business combinations of Medini NV and
Orthopaedics NV. 
 
The Ecuphar Group has performed an impairment test based on a discounted cash flow model including cash flows derived from
the three year budget plan and residual value as of the fourth year. 
 
Both the Pharmaceuticals and Wholesale CGU are included in their respective reportable segment Pharmaceuticals and
Wholesale. 
 
CGU Pharmaceuticals 
 
The recoverable amount of this cash-generating unit is determined based on a value in use calculation which uses cash flow
projections based on financial budgets approved by management covering a 5-year period. The cash flows beyond that
five-year period have been extrapolated using a steady 2% per annum growth rate. The main assumptions used for the goodwill
impairment testing include a pre-tax discount rate based on a weighted average cost of capital ("WACC") of 10.56%. Other
assumptions include the year-on-year growth rate of the revenue, gross margin and the operating costs which has been
determined by management based on past experience. It was concluded that the recoverable amount of £61,892k is
approximately £43,804k higher than the carrying value of the cash generating unit. If the year-on-year growth rate of the
revenue, gross margin and the operating costs would be zero, the headroom would decrease by approximately £16,784k. If the
discount rate would increase by 1%, the headroom would decrease by 
 
approximately £8,349k. In both sensitivity analyses, the net recoverable amount is significantly higher than the carrying
value of the cash generating units. 
 
CGU Wholesale 
 
The recoverable amount of this cash-generating unit is determined based on a value in use calculation which uses cash flow
projections based on financial budgets approved by management covering a 5-year period. The cash flows beyond that
five-year period have been extrapolated using a steady 2% per annum growth rate. The main assumptions used for the goodwill
impairment testing include a pre-tax discount rate (based on WACC) of 10.56%. Other assumptions include the year-on-year
growth rate of the revenue, gross margin and the operating costs which has been determined by management based on past
experience. It was concluded that the recoverable amount of £5,895k is approximately £4,127k higher than the carrying value
of the cash generating unit. If the year-on-year growth rate of the revenue, gross margin and the operating costs would be
zero, the headroom would decrease by approximately £1,345k. If the discount rate would increase by 1%, the headroom would
decrease by approximately £628k. In both sensitivity analyses, the net recoverable amount is higher than the carrying value
of the cash generating units. 
 
6           Intangible assets 
 
The changes in the carrying value of the intangible assets can be presented as follows for the years 2016, 2015 and 2014: 
 
 in £'000Acquisition value            In Process R&D  Patents,       Product               Capitalized software  Total          
                                                      distribution   portfolios &product                                        
                                                      rights &       developmentcosts                                           
                                                      licenses                                                                  
                                                                                                                 
 At 1 January 2014                    −               1,580          10,325                −                     11,905         
 Additions                            (11)            1,999          543                   −                     2,531          
 Change due to business combinations  −               −              −                     −                     −              
 Disposals                            −               (1,211)        −                     −                     (1,211)        
 Exchange differences                 −               (127)          (690)                 −                     (817)          
 Other                                11              −              −                     −                     11             
 At 31 December 2014                  −-------        2,241-------   10,178-------         −-------              12,419-------  
 Additions                            −               34             747                   −                     781            
 Change due to business combinations  2,417           8,798          3,367                 −                     14,582         
 Disposals                                            −              (15)                  −                     (15)           
 Currency translation                 34              (8)            (542)                 −                     (516)          
 Other                                −               −              −                     −                     −              
 At 31 December 2015                  2,451-------    11,065-------  13,735-------         −-------              27,251-------  
 Additions                            −               1,735          1,036                 −                     2,771          
 Change due to business combinations  −               −              −                     −                     −              
 Disposals                            −               (2,090)        −                     −                     (2,090)        
 Currency translation                 388             1,736          2,219                 8                     4,351          
 Transfers                            −               −              −                     179                   179            
 Other                                −               (9)            (34)                  −                     (43)           
 At 31 December 2016                  2,839           12,437         16,956                187                   32,419         
 
 
------- ------- ------- ------- ------- 
 
                                      In Process R&D  Patents,        Product               Capitalized software  Total           
                                                      distribution    portfolios &product                                         
                                                      rights &        developmentcosts                                            
                                                      licenses                                                                    
 AmortizationAt 1 January 2014        −               (156)           (4,323)               −                     (4,479)         
                                                                                                                                  
 Additions                            2               (1,238)         (956)                 −                     (2,192)         
 Disposals                            −               1,211           −                     −                     1,211           
 Change due to business combinations  −               −               −                     −                     −               
 Impairments                          −               −               −                     −                     −               
 Currency translation                 −               11              311                   −                     322             
 Other                                (2)             −               −                     −                     (2)             
 At 31 December 2014                  −               (172)           (4,968)               −                     (5,140)         
 Additions                            (159)           (1,635)         (1,163)               −                     (2,957)         
 Disposals                            −               −               −                     −                     −               
 Change due to business combinations  −               −               −                     −                     −               
 Impairments                          −               −               −                     −                     −               
 Currency translation                 (2)             (13)            276                   −                     261             
 Other                                1               −               (1)                   −                     −               
 At 31 December 2015                  (160)  -------  (1,820)-------  (5,856)-------        −-------              (7,836)-------  
 Additions                            (268)           (2,256)         (1,457)               −                     (3,981)         
 Disposals                            −               2,016           7                     −                     2,023           
 Change due to business combinations  −               −               −                     −                     −               
 Currency translation                 (39)            (299)           (991)                 (2)                   (1,331)         
 Transfers                            −               −               (1)                   (55)                  (56)            
 Other                                −               8               −                     −                     8               
 At 31 December 2016                  (467)           (2,351)         (8,298)               (57)                  (11,116)        
 Net carrying value                                                                                                               
 At 31 December 2016                  2,372           10,086          8,658                 130                   21,246          
 At 31 December 2015                  2,291           9,245           7,879                 −                     19,415          
 At 31 December 2014                  −               2,069           5,210                 −                     7,279           
 
 
In Process Research & Development relates to acquired development projects as part of the Esteve business combination in
2015. 
 
Patents, distribution rights & licenses include amounts paid for exclusive distribution rights as well as distribution
rights acquired as part of the Esteve business combination in 2015. 
 
Product portfolios & product development costs relate to amounts paid for acquired brands as well as external and internal
product development costs capitalized on the development projects in the pipeline for which the capitalization criteria are
met. 
 
At 31 December 2016, the remaining amortization period for the in process R&D intangibles amounts to 8.3 years. 
 
The total amortization charge for 2016 is £3,981k (2015: £2,957k; 2014: £2,192k) which is included in lines cost of sales,
research and development expenses, sales and marketing expenses and general and administrative expenses of the consolidated
income statement. 
 
7           Property, plant & equipment 
 
The changes in the carrying value of the property, plant and equipment can be presented as follows for the years 2016, 2015
and 2014: 
 
 in £'000Acquisition value At 1 January 2014AdditionsChange due to business combinations  Equipment             Office          Finance                                                                                                                                                                                                               Leasehold      Total                
                                                                                                                furniture and   leases                                                                                                                                                                                                                improvements                        
                                                                                                                equipment                                                                                                                                                                                                                                                                 
 366                                                                                      953                   −               377                                                                                                                                                                                                                   1,696                        
 63−                                                                                      175−                  −−              52−                                                                                                                                                                                                                   290−                         
 Disposals                                                                                (40)                  (146)           −                                                                                                                                                                                                                     (92)           (278)                
                                                                                          Transfers             −               −                                                                                                                                                                                                                     −              −             −      
                                                                                          Currency Translation  (25)            (63)                                                                                                                                                                                                                  −              (23)          (111)  
 Other                                                                                    −                     −               −                                                                                                                                                                                                                                                         
 At 31 December 2014                                                                      364                   919             −                                                                                                                                                                                                                     314            1,597                
 Additions                                                                                84                    250             51                                                                                                                                                                                                                    73             458                  
 Change due to business combinations                                                      −                     −               −                                                                                                                                                                                                                     −              −                    
 Disposals                                                                                −                     (103)           −                                                                                                                                                                                                                     −              (103)                
 Transfers                                                                                −                     −               −                                                                                                                                                                                                                     −              −                    
 Currency Translation                                                                     (20)                  (52)            1                                                                                                                                                                                                                     (17)           (88)                 
 Other                                                                                    −                     −               −                                                                                                                                                                                                                     −              −                    
 At 31 December 2015                                                                      428-------            1,014-------    52-------                                                                                                                                                                                                             370-------     1,864-------         
 Additions                                                                                25                    391             −                                                                                                                                                                                                                     47             463                  
 Change due to business combinations                                                      (196)                 (59)            −                                                                                                                                                                                                                     (164)          (419)                
                                                                                          Disposals             −               (23)                                                                                                                                                                                                                  −              −             (23)   
 Transfers                                                                                −                     (174)           −                                                                                                                                                                                                                     −              (174)                
 Currency Translation                                                                     60                    166             8                                                                                                                                                                                                                     53             287                  
 Other                                                                                    −                     −               −                                                                                                                                                                                                                     −              −                    
 At 31 December 2016                                                                      317                   1,315           60-------                                                                      -------                                   -------     -------                                                                 -------  306            1,998                
                                                                                                                                                                                                                                                                                                                                                                                                      
 
 
 in £'000Depreciation                                                                    Equipment     Officefurniture and equipment  Finance       Leaseholdimprovements   Total    
                                                                                                                                      leases                                         
                                                                                                                                                                            
 At 1 January 2014                                                                       (323)         (710)                          −             (334)                   (1,367)  
 Depreciation charge for the year                                                        (20)          (108)                          −             (26)                    (154)    
 Disposals                                                                               37            98                             −             90                      225      
 Transfers                                                                               −             −                              −             −                       −        
 Change due to business combinations                                                     −             −                              −             −                       −        
 Currency Translation                                                                    20            47                             −             20                      87       
 Other                                                                                   −             (2)                            −             −                       (2)      
 At 31 December 2014                                                                     (286)-------  (675)-------                   −-------      (250)-------   -------  (1,211)  
 Depreciation charge for the year                                                        (32)          (95)                           (10)          (21)                    (158)    
 Disposals                                                                               −             96                             −             −                       96       
 Transfers                                                                               −             −                              −             −                       −        
 Change due to business combinations                                                     −             −                              −             −                       −        
 Currency Translation                                                                    15            40                             −             14                      69       
 Other                                                                                   −             2                              −             −                       2        
 At 31 December 2015                                                                     (303)-------  (632)-------                   (10) -------  (257)-------   -------  (1,202)  
 Depreciation charge for the year                                                        (37)          (234)                          (11)          (44)                    (326)    
 Disposals                                                                               −             17                             −             −                       17       
 Transfers                                                                               −             52                             −             −                       52       
 Change due to business combinations                                                     149           57                             −             160                     366      
 Currency translation                                                                    (43)          (105)                          (2)           (36)                    (186)    
 At 31 December 2016                                                                     (234)         (845)                          (23)          (177)                   (1,279)  
 Net book valueAt 31 December 2016                                                       83            470                            37            129                     719      
 At 31 December 2015                                                                     125           382                            42            113                     662      
 At 31 December 2014                                                                     78            244                            −             64                      386      
 At 1 January 2014                                                                       43            243                            −             43                      329      
 The investments in property, plant & equipment in 2016 amounted to £463k (2015: £458k;  2014:         
 
 
£290k) and mainly related to the acquisitions of IT and office equipment. The additions of 2015 and 2014 essentially
related to acquisitions of office furniture and vehicles. 
 
The Ecuphar Group realized a net result on disposals of property, plant and equipment of £0k in 2016 (2015: gain of £7k;
2014: loss of £1k). 
 
No impairment of property, plant and equipment was recorded. Finance leases 
 
The carrying value assets held under finance leases at 31 December 2016 was £37k (2015: £42k; 2014: £0k). Finance leases
mainly relate to leased trucks. 
 
Borrowing costs 
 
No borrowing costs were capitalized during any of the years ended 31 December 2016, 2015 and 2014. 
 
9           Inventories 
 
Inventories include the following: 
 
 in £'000                                             For the year ended 31 December  1 January  
 2016                                                 2015                            2014       2014   
 Raw materials                                        966                             768        844    876    
 Goods purchased for resale                           12,288                          12,256     5,539  6,060  
 Total inventories (at cost or net realizable value)  13,254                          13,024     6,383  6,936  
 
 
The amount of inventory recognized as an expense during 2016 amounts to £38,918k (2015: £29,561k; 2014: £23,331k).
Inventory write downs during 2016 amounted to £523k (2015: £621k; 2014: £167k). 
 
10 Trade receivables 
 
The trade receivables include the following: 
 
For the year ended 31 December                              1 January 
 
 in £'000                        2016    2015   2014   2014   
 Trade receivables               10,905  9,825  3,914  3,726  
 Allowance on trade receivables  (123)   (23)   (25)   (27)   
 Total                           10,781  9,801  3,889  3,699  
 
 
Trade receivables are non-interest bearing and are generally on payment terms of 30 to 90 days. 
 
As at 31 December 2016, trade receivables of an initial value of £123k (2015: £23k; 2014: £25k) were impaired and fully
provided for. The table below shows the changes in the allowance of receivables. 
 
in £'000 
 
 At 1 January 2014              (27)   
 Exchange difference            2      
 At 31 December 2014            (25)   
 Reversal impairment            1      
 Exchange difference            2      
 Other movement                 (1)    
 At 31 December 2015            (23)   
 Additional impairments         (102)  
 Change in consolidation scope  9      
 Exchange difference            (8)    
 Other movement                 1      
 At 31 December 2016            (123)  
 
 
11 Cash and cash equivalents and held to maturity investments Cash and cash equivalents include the following: 
 
For the year ended 31 December                                1 January 
 
 in £'000          2016  2015  2014  2014   
 Cash at bank      945   746   958   1,114  
 Cash equivalents  6     3     8     39     
 Total             951   749   966   1,153  
 
 
There were no restrictions on cash during 2016, 2015 or 2014. 
 
12 Equity Share capital 
 
The share capital of the parent company Ecuphar NV consists of 14,174,000 ordinary nominative shares at 31 December 2016
(2015: 14,174,000; 2014: 11,614,000) with no nominal but par value of 0.51 in 2016 (2015: 0.51; 2014: 0.44) for a total
amount £7,255k at 31 December 2016 
 
 (2015: £7,255k; 2014: £5,148k).in £'000, except share data  Total number of shares  Total share-  Total share-  
                                                                                     holders'      premium       
                                                                                     capital                     
 Outstanding at 1 January 2014                               11,614,000              5,148         −             
 Capital increase in cash                                    −                       −             −             
 Other                                                       −                       −             −             
 Outstanding on 31 December 2014                             11,614,000              5,148         −             
 Capital increase in cash                                    2,560,000               2,107         8,821         
 Other                                                                                                           
 Outstanding on 31 December 2015                             14,174,000              7,255         8,821         
 Capital increase in cash                                    −                       −             −             
 Other                                                       −                       −             −             
 Outstanding on 31 December 2016                             14,174,000              7,255         8,821         
 Par Value 2016                                                                      0.5119                      
 Par Value 2015                                                                      0.5119                      
 Par Value 2014                                                                      0.4433                      
 
 
During 2015 two capital increases occurred through subscriptions in cash, the first on 15 July 2015 representing 2,500,000
shares for a total consideration £2,068k and the second on 26 October 2015 representing 60,000 shares for a total
consideration of £39k. Ordinary shares are not divided into categories. 
 
Share premium 
 
In Belgium, the portion of the capital increase in excess of par value is typically allocated to share premium. 
 
The carrying value of the share premium is £8,821k at 31 December 2016 (2015: £8,821k; 2014: £0k). The change in 2015 of
£8,821k is the result of the capital increases explained in the paragraph above. 
 
Other reserves 
 
The nature and purpose of the reserves is as follows: 
 
For the year ended 31 December                                1 January 
 
 in £'000                    2016   2015   2014   2014  
 Legal reserve               515    515    515    515   
 Other comprehensive income  2,003  (507)  (354)  −     
 Other reserves              2,518  8      161    515   
 
 
The legal reserve is increased by reserving 5% of the yearly Belgian statutory profit until the legal reserve reaches at
least 10% of the shareholders' capital. The legal reserve cannot be distributed to the shareholders. 
 
Dividends 
 
The Ecuphar Group paid dividends to its ordinary shareholders during 2016 for an amount of £1,469k (2015: £108k; 2014:
£0k). 
 
Non-controlling interest 
 
The non-controlling interest is £2k at 31 December 2016 (2015: £2k; 2014: £2k). This non-controlling interest represents
0.2% of the share capital of Medini NV and 0.02% of Orthopaedics.be NV which are held by third parties. 
 
14 Borrowings 
 
The loans and borrowings include the following: 
 
 in £'000 (except if mentioned otherwise)  Interest  Maturity  For the year ended 31 December  1 January  
                                           rate                                                           
 2016                                      2015      2014      2014                            
 Investment loan E1,500,000                Euribor                                                                        
                                           +1.25%    Aug18     −                               421        615     837     
 Investment loan E750,000                  2.52%     Dec16     −                               184        391     627     
 Investment loan E1,500,000                3.97%     Jun18     −                               394        586     806     
 Investment loan E750,000                  2.60%     Jan18     −                               318        481     −       
 Investment loan E250,000                  2.11%     Dec17     −                               94         148     209     
 Investment loan E2,489,820                3.75%     March16   −                               87         371     700     
 Investment loan E800,800                  1.50%     Feb18     −                               331        509     −       
 Investment loan E1,500,000                3.75%     Jul18     −                               434        628     851     
 Investment loan E1,500,000                1.50%     Feb18     −                               621        953     −       
 Investment loan E1,500,000                4.03%     Jun18     −                               407        600     821     
 Investment loan E750,000                  2.36%     Dec17     −                               276        440     627     
 Other loans                               1.44%               75                              250        312     25      
 Revolving credit facilities               Euribor                                                                        
                                           +1.50%    March 22  21,482                          −          −       −       
 Roll over investment facility             Euribor                                                                        
                                           +1.50%    March 22  3,176                           −          −       −       
 Straight loans                            Euribor                                                                        
                                           +2%                 −                               24,811     4,711   5,981   
 Other loans                                                   −                               −          −       −       
                                                               ------                          ------     ------  ------  
 Total loans and borrowings                                    24,733                          28,628     10,745  11,484  
 of which   non-current                                        24,102                          2,019      3,837   4,020   
 current                                                       631                             26,609     6,908   7,464   
 
 
Revolving credit facilities and roll over investment facilities 
 
Mid 2016, the Ecuphar Group refinanced all its outstanding investment loans with different banks. Financing arrangements
have been entered into with four Belgian banks. These financing arrangements have been split equally amongst these four
banks. The new agreements consist of: 
 
·        E 41.5m Revolving credit facilities 
 
·        E 10m available acquisition financing 
 
·        E 4.08m investment loans 
 
The loans have a variable, EURIBOR based interest rate, increased with a margin of 1.5%. The revolving credit facilities
and the acquisition financing have a bullet maturity on March 2022. The investment loans are repaid in 23 monthly
instalments. 
 
15 Provisions 
 
Provisions consist of the following: 
 
For the year ended 31 December                                1 January 
 
 in £'000                          2016  2015  2014  2014  
 Provisions for redundancy         20    −     −     −     
 Provisions for risks and charges  196   25    8     −     
 Total                             216   25    8     −     
 
 
Provisions for risks and charges amount to £196k at 31 December 2016 (2015: £25k; 2014: £8k) and relate to various
obligations which are not individually significant. 
 
The assessment of the accounting treatment of the Belgian employee benefit contribution plans with a minimal guaranteed
return was based on actuarial calculations which resulted in an immaterial impact as only a limited number of individuals
can benefit from the plan and given the limited fixed amount which is being covered per covered individual. No provision
has been recognized as of 31 December 2016, 2015 and 2014. As a result no further disclosures have been provided. 
 
16 Deferred income and accrued charges 
 
Deferred income and accrued charges consists of the following: 
 
For the year ended 31 December 
 
 in £'000         2016  2015  2014  
 Accrued charges  806   194   129   
 Deferred income  6     93    −     
 Other            −     (1)   −     
 Total            812   286   129   
 
 
Accrued charges mainly relate to accrued management bonuses in Ecuphar NV for £350k and several accrued charges in Ecuphar
Veterinaria for an amount of £318k. 
 
17        Other current liabilities 
 
Other current liabilities include the following: 
 
 in £'000                     For the year ended 31 December  1 January  
 2016                         2015                            2014       2014   
 Payroll-related liabilities  572                             683        253    281    
 Other                        −                               −          1      −      
 Other current liabilities    1,665                           905        1,903  1,257  
 Total                        2,237                           1,588      2,157  1,538  
 
 
Other current liabilities mainly relate to an outstanding payable at year-end for expected contractual pay-outs under a
license agreement, amounting to £1,655k at 31 December 2016 (2015: £892k; 2014: £1,896k; 1 January 2014: £1,255k). 
 
18        Fair value 
 
Financial assets 
 
The carrying value and fair value of the financial assets for 31 December 2016, 2015 and 2014 can be presented as follows: 
 
                                                                  Carrying value                                                                                                                                                                                                                                                                                                                                                                                             Fair value                                   
 in £'000                                          2016---------  2015---------   2014---------  1 Jan 2014                                                                                                                                                                                                                                                                                                                                                                  2016---------  2015---------  2014---------  1 Jan 2014    
                                                                                  
 Financial assets measured at fair value                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
 Assets available for sale at                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
 FV through OCI                                    423            1               1              −                                                                                                                                                                                                                                                                                                                                                                           423            1              1              −             
 Loans and receivables measured at amortized cost                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
 Trade and other receivables (current)             11,737         11,032          4,166          4,001                                                                                                                                                                                                                                                                                                                                                 

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