REG - Animalcare Group PLC - Interim Results for six months ended 30 June 2025
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RNS Number : 3080B Animalcare Group PLC 30 September 2025
Animalcare Group plc
("Animalcare" or the "Group" or the "Company")
Half Year Results for the six months ended 30 June 2025
Strong first-half performance, delivering double-digit revenue and profit
growth with continued delivery against strategic priorities
30 September 2025. Animalcare Group plc (AIM: ANCR), the international animal
health business, announces its unaudited interim results for the six months
ended 30 June 2025.
Animalcare is pleased to report a positive first half performance with
continued strategic delivery and significant growth in both revenue and
profit, underpinned by the successful acquisition and integration of Randlab.
Strong cash generation has enabled further investments in both innovation and
strategic opportunities to drive growth.
Outlook
Based on the first half performance and trading post period end, the Board is
confident that full year results will be in line with expectations. The Group
continues to make good progress optimising its existing portfolio and
developing its innovative pipeline to position the Company for accelerated
sustainable growth in the medium to long-term.
( )
Financial highlights
· Revenues increased 18.5% at actual exchange rates ("AER") to £43.8m (H1 2024:
£36.9m), or 20.8% on a constant exchange rate ("CER") basis
· Underlying(1) EBITDA grew 39.5% to £9.2m (H1 2024: £6.6m) with underlying
EBITDA margins improving to 21.1% from 18.0%
· Significant contribution from Randlab to both revenue and underlying EBITDA
growth, underpinned by its high gross margins
· Organic growth of 1.3% at AER (2.4% at CER) reflecting resilience in varied
end-market conditions
· Underlying profit after tax from continuing operations of £6.7m (H1 2024:
£3.5m); reported profit after tax was £3.3m (H1 2024: £5.1m)
· Underlying continuing basic EPS increased by 67.2% to 9.7 pence (H1 2024: 5.8
pence); reported basic EPS was 4.7 pence (H1 2024: 31.2 pence) with the prior
year boosted by the disposals of Identicare and STEM
· Cash conversion rate of 70.6%, in line with expectations and on track with
FY25 guidance of 80%
· Net debt at 30 June 2025 was £7.9m excluding lease liabilities, £1.1m lower
than FY24, with proforma(2) leverage of c.0.7 times underlying EBITDA
· Board declares 10% increase in the interim dividend, to 2.2 pence per share,
reflecting the strong growth in EPS while balancing current and future
investment capital requirements, notably in R&D
(1. ) The Group presents a number of non-GAAP Alternative
Performance Measures (APMs) which exclude non-underlying items. APMs are
calculated in line with the Group's accounting policies and therefore may not
be directly comparable with other companies.
(2. ) Proforma leverage is a measure of the Group's net debt
compared to its earnings before interest, tax, depreciation and amortisation,
adjusted to include the last 12 months' unaudited results from Randlab as if
it had been part of the Group since 1 July 2024.
Strategic and Operational highlights
Flagship brands continuing to deliver double-digit growth
· Daxocox and Plaqtiv+ again delivered strong double-digit growth supported by
the addition of two new tablet strengths to the Daxocox range and expansion in
territorial reach
· European Union approval received post period end for Daxocox use in a
peri-operative setting, enabling broader market access
Increased scale and international reach through acquisition
· Randlab successfully operating as part of the Group, as reflected in the
strong sales and margin contribution in the first half
· Strategic equity stake secured in Australia-based InVetro, providing
opportunity to expand the Group's companion animal presence in Asia Pacific
Building new product pipeline
· Group committed to expanding and enhancing the product pipeline - targeting
investment of c.5% of revenue per annum to support future growth through
increased proportion of innovative products within the portfolio
· Strengthened R&D pipeline post period end with acquisition of the VHH NGF
antibody programme and related assets and collaboration with 272Bio Limited to
develop innovative treatment for equine sweet itch - two early-stage
opportunities which the Board believes could be transformative to the Group's
medium to long-term growth profile, and into which the Board is adding R&D
investment, in line with its stated growth strategy
· E6132 development for adding a long-acting oral and injectable non-steroidal
option to our pain range due to enter clinical trials in Q4
· Appointed Dr Hafid Benchaoui as Chief Strategy and Science Officer,
underscoring the Group's commitment to strengthening its R&D pipeline and
innovation leadership
Animalcare's Chief Executive Officer, Jenny Winter, commented: "Our positive
first half performance was characterised by strong commercial execution and
progress against our strategic priorities. Revenues and margins materially
benefited from Randlab, our Australian equine business acquired on 3 January
2025, while our key brands, Plaqtiv+ and Daxocox, again recorded double-digit
growth. Accelerated activity and investment in building our development
pipeline provides further opportunities to meet the increasing needs and
growing global demand for innovative treatments in the animal health market.
Looking to the rest of 2025, we are confident in a continued strong trading
performance and strengthening medium to long-term outlook."
Analyst briefing/webcast
A briefing for analysts will be held at 09:00 BST on Tuesday 30 September 2025
via Zoom. Analysts wishing to join should contact animalcare@almastrategic.com
(mailto:animalcare@almastrategic.com) .
A briefing for retail investors will be held at 16:00 BST on Monday 6 October
2025 via the Investor Meet Company platform. Investors wishing to join should
register here:
https://www.investormeetcompany.com/animalcare-group-plc/register-investor
(https://www.investormeetcompany.com/animalcare-group-plc/register-investor)
A copy of the analyst presentation is available on the Group website using the
link below:
https://www.animalcaregroup.com/investors/document-library/results-and-presentations/
(https://www.animalcaregroup.com/investors/document-library/results-and-presentations/)
Enquiries
Animalcare Group Plc +44 (0)1904 487 687
Jenny Winter, Chief Executive Officer
Chris Brewster, Chief Financial Officer
Media/investor relations
communications@animalcaregroup.com (mailto:communications@animalcaregroup.com)
Stifel (Nominated Advisor & Joint Broker) Tel: +44 (0)20 7710 7600
Ben Maddison, Francis North, Jason Grossman
Panmure Liberum (Joint Broker) +44 (0)20 7886 2500
Corporate Finance - Emma Earl/Freddy Crossley
Corporate Banking - Rupert Dearden
Alma Strategic Communications +44 (0)20 3405 0205
Caroline Forde, Kinvara Verdon, Rose Docherty animalcare@almastrategic.com (mailto:animalcare@almastrategic.com)
About Animalcare
Animalcare Group plc is a UK AIM-listed international veterinary sales and
marketing organisation. Animalcare operates in seven European countries as
well as Australia, New Zealand and the UAE and exports to approximately 40
countries in Europe and worldwide. The Group is focused on bringing new and
innovative products to market through its own development pipeline,
partnerships and via acquisition.
For more information about Animalcare, please visit www.animalcaregroup.com
(http://www.animalcaregroup.com)
Chair's Statement
I am pleased to report a strong first-half performance for Animalcare,
delivering robust financial results, including double-digit topline growth,
and continued execution against our strategic priorities.
The Group's significant revenue and profit growth reflects steady organic
progress combined with the successful integration of Randlab. Acquired on 3
January 2025, the Australia-based equine business contributed meaningfully to
our sales and profits, with our Equine portfolio revenues more than doubling
in the period. Organic growth was delivered across our Companion Animals and
Production Animals segments underpinned by the encouraging performance of key
brands, such as Daxocox and our dental range encompassing Orozyme and
Plaqtiv+, with growth supported by innovative launches of products, such as
the ProAuris and ProAtop microbiome treatments.
Underlying EBITDA rose by approximately 40% demonstrating our strategic focus
on higher margin, differentiated products within our portfolio and the
significant profit contribution from Randlab. Cash conversion remains healthy
and in line with our full-year guidance, and we continue to maintain a strong
balance sheet with leverage at 0.7 times proforma EBITDA.
The Group's continuing solid financial platform provides the firepower for
M&A and R&D activity, illustrated during the period by our strategic
equity investment in InVetro Pty Ltd. Our initial 25% stake in the
Australia-based companion animals business builds on our acquisition of
Randlab and further strengthens our position in the global veterinary market,
particularly in the Asia-Pacific region, reflecting our commitment to expand
our geographic footprint.
We continue to focus on developing our pipeline of innovative new treatments,
typically through partnerships with companies seeking to bring their novel
technologies to market. Among recent developments in R&D was our
post-period end acquisition of the VHH NGF programme and related assets,
previously licensed to Animalcare from Orthros Medical. We are now advancing
this programme through collaboration with 272Bio, specialists in antibody
technology. In an additional licencing and research collaboration, the Group
is also partnering with 272Bio on an early-stage programme for the development
of an innovative treatment for sweet itch, a common allergic skin condition
with a significant unmet need in the equine market.
Looking ahead for the full year, we believe the Group is well positioned to
build on the momentum of the first half. We anticipate continued growth from
our core brands and further contribution from Randlab as we expand its
commercial reach. While potential currency headwinds from higher than
anticipated Sterling appreciation are expected to persist, our diversified
geographic footprint and strong operational execution provide resilience.
Strategically, we remain focused on delivering our priorities: enhancing our
product portfolio, accelerating pipeline development, and pursuing
value-generating partnerships and acquisitions. With a clear roadmap and a
strong platform for growth, the Board is confident in the Group's ability to
deliver sustainable value for shareholders in the second half and beyond.
The Board has declared an interim dividend of 2.2 pence per share, up 10% on
the prior period. The decision to increase the interim dividend by 10%
relative to EPS growth of 67% reflects our targeted approach to capital
allocation. We believe retaining capital to prioritise investment in our
R&D pipeline, aiming to spend c.5% of revenue per year, is the most
effective way to drive long-term growth, while preserving balance sheet
flexibility to pursue inorganic opportunities. This approach ensures we reward
shareholders today, while building sustainable value for the future.
Finally, I would like to extend my personal thanks to our shareholders for
their continuing support while recognising the contribution of the entire
Animalcare team for their hard work and commitment underpinning the results
and strategic progress we see today.
Ed Torr, Non-Executive Chair
Business and Financial review
Strong trading performance and execution against growth strategy
The first half of the year has been marked by strong execution and strategic
progress. The acquisition of Randlab has proven transformational, accelerating
our growth and enhancing our profitability. With our growing international
footprint, continued growth in our leading brands, and an increasingly
attractive product portfolio and pipeline, we are confident in our ability to
build on this momentum in the second half.
Strong trading
Total revenues were up 18.5% at AER (20.8% at CER), reflecting the marked
beneficial effect of the successful acquisition and integration of Randlab. In
Companion Animals, flagship brands, such as Daxocox and Plaqtiv+, delivered
strong double-digit momentum, fuelled by the addition of two new tablet
strengths to the Daxocox range and an increased focus on sales and marketing,
while the Production Animals portfolio also contributed positively, reflecting
ongoing demand for several of the Group's leading brands. Notwithstanding
these positive dynamics, overall organic growth in Companion Animals was
tempered by the unexpected introduction of antibiotic consumption surveillance
from January 2025 in Spain. We are in active discussions with regulatory
authorities regarding these challenges, while continuing to simultaneously
target other portfolio areas for additional growth opportunities. Equine
performed very strongly, benefitting from the significant contribution from
Randlab.
Randlab proving a strategic success
The integration of Randlab into the Group is proceeding well, and in some
cases ahead of expectations. The progress and performance in the first half
are testament to the leadership team brought in to oversee the business and
their strong collaboration with the highly experienced local team as well as
their new Animalcare colleagues. Through working together, opportunities were
identified to grow the business, enabling the acceleration of investment plans
within Australia and into new markets to scale commercially, including the
UAE, while at the same time nurturing the local entrepreneurial culture that
defines Randlab and makes it a trusted choice with its loyal customer base.
Continued strategic investment for long-term growth
Inorganic growth is an important pillar of the Group's growth strategy.
Supported by the Group's strong balance sheet, Animalcare continues to pursue
inorganic opportunities that can generate value-creating growth, through
M&A, in-licensing and partnerships, and we have a healthy pipeline at
various stages of assessment, undergoing our disciplined assessment process.
Following the acquisition of Randlab, Animalcare has continued to build scale
internationally, notably via the 25% strategic equity investment in the
Australian development-stage companion animal business, InVetro Pty Ltd, in
June 2025, expanding Animalcare's presence in the growing Asia-Pacific
veterinary market. With a portfolio of pharmaceutical marketing authorisations
and licences enabling immediate and near-term revenue generation, and a
pipeline of products tailored to the Australian market, the Board is confident
InVetro is poised for rapid growth over the next five years.
New product development
Central to the Group's growth strategy is building a balanced pipeline of new
products, to replicate and expand the success of our novel products, Daxocox
and Plaqtiv+, and meet the needs of the animal health market. R&D
activities and investment have accelerated across a range of opportunities
(notably Sweet Itch, VHH NGF and E6132) which the Board believes will drive
transformative growth in the medium to long-term.
In total, the Group now has five major projects in the pipeline at different
stages with large market opportunities (in excess of c.£100m) and unmet need.
Estimated Peak Year Sales are in excess of £15m for each, considerably larger
than the Group's current largest products. These programmes have been selected
due to their strong fit with the Group's strengths, expertise and commercial
relationships across the Equine and Companion Animal markets. All are the
Company's own IP, other than Sweet Itch which is in-licenced.
On 22 August 2025, the Group announced the acquisition of the VHH NGF antibody
programme and related assets for a net cash consideration of €0.7m, which
had previously been licensed from Orthros Medical in March 2022. This provides
Animalcare full ownership and control of the intellectual property and
associated assets, enabling independent development working alongside 272Bio
and commercialisation of the technology to support expansion of the Group's
pain portfolio. The Group is advancing the lead equine asset, and early
results reinforce the Board's confidence in the potential of the programme.
The Group has also recently entered into a licence agreement with 272Bio to
develop a novel biological treatment for a common equine skin condition (sweet
itch) that affects an estimated c.8% of horses globally. The deal structure
includes an initial commitment of c.£2.0m to fund preclinical research which
will be expensed over the next 18 - 24 months as we work towards achieving
proof of concept.
Lifecycle management activities of key brands are ongoing, expanding their
market reach. In late July, Daxocox received European Union approval for use
in a peri-operative setting, adding a new indication for the long-acting
NSAID, enabling broader market access and reinforcing the Group's growth
ambitions for the Daxocox franchise. Meanwhile, the Group continues to seek
regulatory approval for the use of Daxocox in new territories, with approval
granted in Japan post period end, as well as exploring the opportunity to
launch in the US within the next few years.
Post period end, Animalcare has appointed Dr Hafid Benchaoui as Chief Strategy
and Science Officer, to strengthen the development of our new product
pipeline. He will lead R&D at both a strategic and technical level and
join the Senior Executive Team. Previously Head of Global Research and
Development at ECO Animal Health, Hafid brings extensive international animal
health experience to the role.
Financial review - strong growth at higher margins
We delivered a positive overall financial performance, with strong revenue
growth, increased gross margins and continued strong cash generation.
A summary of the underlying financial results for the first half of 2025 is
shown below. The Group presents a number of Alternative Performance Measures
(APM's) which the Directors believe allows investors to better understand the
underlying business and trading performance by excluding certain
non-underlying items as set out in note 3. The consolidated results are split
between existing (Animalcare Europe) and acquired (Randlab) segments as
presented in note 4.
Six months to 30 June 2025 2024 Change at AER
£'000 £'000 %
Revenue 43,759 36,915 18.5%
Gross Profit 25,317 20,871 21.3%
Gross Margin % 57.9% 56.5% 1.4%
Underlying Operating Profit 7,423 5,096 45.7%
Underlying EBITDA 9,244 6,627 39.5%
Underlying EBITDA margin % 21.1% 18.0% 3.1%
Basic Underlying Continuing EPS (p) 9.7p 5.8p 67.2%
Total revenue increased by 18.5% (20.8% at CER), with underlying EBITDA up
39.5% (43.4% at CER), benefitting from the significant contribution from
Randlab, partly offset by adverse movements in foreign exchange translation.
Group like-for-like sales for the period compared to H1 2024 grew by 1.3%
(2.4% at CER) in trading conditions which were varied across our end markets.
Revenue
Revenue performance by product category is shown in the table below:
Six months to 30 June 2025 2024 Change at AER Change at CER
£'000 £'000 % %
Companion Animals 24,864 24,437 1.7% 2.8%
Production Animals 8,964 8,841 1.4% 3.0%
Equine & other (including Randlab) 9,931 3,637 173.1% 184.9%
Total 43,759 36,915 18.5% 20.8%
Companion Animals
Revenue within Companion Animals increased by 1.7% versus the prior period to
£24.9m. This included strong double-digit growth in Daxocox (c.39%) and
Plaqtiv+ (c.30%). This positive momentum was partially offset by the
unexpected regulatory monitoring of the use of topically applied antibiotics,
impacting the sales of certain products such as Conofite. The Group is
actively engaging with regulatory authorities to address these challenges,
while simultaneously targeting other portfolio areas for additional growth
opportunities.
Production Animals
Production Animal revenue growth returned to more typical demand patterns,
increasing by 1.4% during a period marked by changes within our distribution
partner supply base and end markets. This follows a particularly strong first
half in FY24, which saw sales rise by 14.3%. Growth was primarily supported by
several larger-selling brands, including two owned brands within our Top 10
products. Looking ahead, the Group remains focused on leveraging existing
expertise and its established sales footprint. This includes pursuing new
opportunities and partnerships to continue expanding within this important
area of our business.
Equine
Revenue within Equine increased by 173.1% to £9.9m, compromising revenue from
the existing portfolio of £3.5m and acquired revenue from Randlab of £6.4m.
Randlab delivered very strong like-for-like organic growth of approximately
14.0% at CER (c.7.0% at AER), in line with expectations at CER for the first
half taking into account phasing of sales orders during June and July 2024.
This strong performance was principally driven by growth within the core
portfolio and expansion of export market sales. Sales of the ulcer suite of
products, the largest in the Randlab portfolio including Ulcershield, a new
Top 10 product for the Group, outperformed the broader market. Within the
existing portfolio, continued growth in Danilon (up 8.0%) helped to offset a
decline in the equine fluids range, which was affected by market changes and
competition.
Underlying EBITDA and underlying earnings per share
During the period, the Group's underlying EBITDA notably improved to £9.2m
(H1 2024: £6.6m). This 39.5% growth was primarily driven by Randlab's
significant contribution to EBITDA of £3.0m, underpinned by its high gross
margins, further enhancing the Group's overall profitability and leading to a
310bps improvement in the underlying EBITDA margin to 21.1%.
Gross margins improved by 140bps to 57.9%. This performance predominantly
reflects the benefits of the acquired Randlab equine portfolio, which
generated gross margins of 73.0% in the period, in line with expectations
after taking into account reclassification of certain costs from operating
expenses to cost of goods to align with Group accounting policies. On a like
for like basis, gross margins decreased to 55.3% (H1 2024: 56.5%) reflecting
adverse sales mix, principally within Companion Animals, as well as
unfavourable foreign exchange translation effects on our Euro denominated
gross profit. The Group continues to address input cost inflation (COGS)
through targeted pricing strategies wherever possible.
Underlying overheads, defined as gross profit less underlying EBITDA,
increased during the first half to £16.1m (H1 2024: £14.2m), of which £1.7m
represent additional operating costs associated with Randlab. As we have
progressed with the integration and engagement with the local management team,
our confidence in the growth opportunity has been underpinned, leading to
accelerated investment in our commercial infrastructure within Australia, and
post period end, the UAE. The balance of £0.2m principally encompasses
organic investment in people costs alongside good control of our overall
SG&A costs.
Basic underlying continuing EPS increased by 67.2% to 9.7 pence (H1 2024: 5.8
pence) primarily driven by the strong profit contribution from Randlab, higher
finance income largely resulting from unrealised foreign currency translation
exchange gains and a decrease in the underlying effective tax rate to 22.3%
(H1 2024: 27.0%; FY24: 18.9%). These positive factors were partially offset by
the dilutive impact of the equity raise completed in December 2024.
Reported results and non-underlying items
Reported Group profit for the period after accounting for non-underlying items
was £3.3m (H1 2024: £18.8m), with reported earnings per share at 4.7 pence
(H1 2024: 31.2 pence).
Non-underlying items totalling £4.6m relating to profit before tax have been
incurred in the period, as further described in note 3. These principally
comprise:
· Amortisation and impairment of acquisition-related intangibles of £2.9m (H1
2024: £2.1m) predominantly relating to the acquisition of Randlab (£1.2m)
and the reverse acquisition of Ecuphar NV (£1.3m)
· Acquisition and integration costs of £1.1m largely associated with Randlab.
These costs primarily incorporate £0.7m non-underlying cost of sales relating
to the reversal of the fair value uplift on acquired inventories, and £0.4m
transaction-related costs
Total non-underlying items after tax amounted to £3.4m, versus £15.2m profit
in the prior period which included a £13.7m gain on disposal of Identicare
and £3.4m profit on sale of the Group's investment in STEM Animal Health Inc.
Strong cash generation and financial position
During the first half of the year, the Group extended its track record of
generating strong underlying operating cash flows, with cash conversion at
70.6% (H1 2024: 78.3%), enabling continuing investment in initiatives for
future growth while maintaining our strong balance sheet. Our capital
allocation is closely aligned to our three strategic priorities: investment in
organic growth, carefully selected and value-enhancing acquisitions, and
increasing the number of novel and differentiated products in our pipeline.
We are on track to deliver our targeted cash conversion in the region of 80%,
the achievement of which will be largely dependent on trading patterns towards
the end of the second half and any decisions the Group may take in connection
with strategic stock cover to support surety of supply, hence sales, during
2026.
Underlying net cash flow generated by our operations increased to £6.5m (H1
2024: £5.4m) as shown in the table below:
Six months to 30 June 2025 2024
£'000 £'000
Underlying EBITDA - continuing operations 9,244 6,627
Underlying EBITDA - discontinued operations - 249
Total Underlying EBITDA 9,244 6,876
Change in net working capital (1,595) (1,231)
Taxation (1,195) (490)
Non-cash and other adjusting items (1,203) 397
Net cash flow from operations 5,251 5,552
Non-underlying cash items 1,277 (169)
Underlying net cash flow from operations 6,528 5,383
Underlying cash conversion % 70.6% 78.3%
Net working capital increased by £1.6m versus prior period, reflecting good
working capital control, notably within our inventories which reduced by
£0.8m. This compares to a £1.7m increase in inventories during H1 2024 due
to the normalisation of the significant inventory reduction during FY23. The
balance of the net working capital movement largely reflects a £2.0m decrease
in payables driven by trading and inventory buying patterns towards the period
end. Cash tax payments were £0.7m higher compared to 2024, largely reflecting
Randlab's payments on account.
Non-underlying cash items principally comprise £1.0m acquisition and
integration costs relating to Randlab and £0.1m restructuring expenses in our
European operations.
As noted above, our balance sheet position remains strong as summarised below:
£'000
Net debt at 1 January 2025* (9,015)
Net cash flow from operations (excluding M&A fees) 6,274
Net capital expenditure (1,280)
Payment of lease liabilities (649)
Adjusted free cash flow 4,345
Net interest paid (391)
Acquisitions (including M&A fees) (882)
Purchase of equity investments (1,440)
Exercise of share options (3)
Foreign exchange on cash and borrowings (373)
Share issue costs (130)
Net debt at 30 June 2025* (7,889)
*prior to accounting for IFRS16 leases
Net capital expenditure of £1.3m (H1 2024: £1.3m) largely comprised
investment in our product development pipeline and IT business systems and
infrastructure.
During 2025, in line with our capital allocation priorities, we targeted to
increase investment in R&D spend to approximately 5% of revenue. While at
the half year stage the run-rate is below this target, we expect spend to
accelerate in the second half. Post period end, we have acquired the VHH NGF
programme from Orthros for a net cash consideration of €0.7m and expect to
make further investments during H2 in both this programme and Sweet Itch as
well as continuing to allocate capital to product lifecycle management to
broaden the value of certain existing products.
The Group delivered strong free cash generation before Randlab acquisition
costs and after accounting for lease costs, of £4.3m (H1 2024: £3.8m
including £0.4m Identicare contribution), leading to a £1.1m reduction in
net debt which ended the period, pre IFRS 16 leases, at £7.9m (31 December
2024: £9.0m). Net debt including IFRS16 lease liabilities, was £11.1m (31
December 2024: £11.5m) with leverage at c.0.7 times proforma underlying
EBITDA. As of 30 June 2025, the Group had total credit facilities of €52.8m,
provided by a syndicate of four banks, with all facilities set to mature on 31
March 2029. These facilities include a committed €44.0m revolving credit
facility (RCF) and a €8.8m acquisition line, with €32.1m of the RCF
undrawn. Including net cash balances, total headroom on the Group's RCF
facilities was approximately £37.4m at the date of the statement of financial
position. As at 30 June 2025 and throughout the financial period, all covenant
requirements were met with significant headroom across all three measures.
Dividends
The Board is pleased to declare an interim dividend of 2.2 pence per share, up
10% on the prior period. The interim dividend will be paid on 14 November 2025
to shareholders whose names are on the Register of Members at close of
business on 17 October 2025. The ordinary shares will become ex-dividend on 16
October 2025. The Board continues to closely monitor the dividend policy
recognising the need to prioritise investment in our R&D pipeline while
preserving balance sheet flexibility to pursue inorganic opportunities. This
approach ensures we reward shareholders today while building sustainable value
for the future.
Summary and outlook
Animalcare recorded a positive performance in the first six months,
underpinned by the successful acquisition of Randlab and significant progress
in the execution of our strategic priorities. We anticipate continued growth
in the second half of the year from our core brands and further contribution
from Randlab as we expand its commercial reach. Based on this performance and
positive trading post period end, the Board is confident that full year
results will be in line with expectations.
As we look further ahead, the Group's strong cash generation provides the
basis for increased investment in new product development, strengthening our
portfolio and providing the opportunity for transformative growth acceleration
over the longer term. Our five major pipeline projects all have considerable
market opportunity and unmet need with potential peak sales for each project
significantly larger than the Group's current largest product. We also remain
focused on identifying and pursuing further partnerships and M&A to
accelerate the delivery of our strategy and build scale. With these strong
foundations in place, we are confident we have the platform from which to
build a successful, innovative animal health business in our chosen markets.
Jenny
Winter
Chris Brewster
Chief Executive
Officer Chief
Financial Officer
Condensed consolidated income statement
(unaudited)
For the six months ended 30 June
Notes Underlying Non-Underlying (note 3) Total Underlying Non-Underlying (note 3) Total
2025 2025 2025 2024 2024 2024
£'000 £'000 £'000 £'000 £'000 £'000
Revenue 4 43,759 − 43,759 36,915 − 36,915
Cost of sales (18,442) (680) (19,122) (16,044) − (16,044)
Gross profit 25,317 (680) 24,637 20,871 − 20,871
Research and development expenses (953) (451) (1,404) (1,197) (320) (1,517)
Selling and marketing expenses (5,698) (1,059) (6,757) (6,240) − (6,240)
General and administrative expenses (11,245) (1,424) (12,669) (8,356) (1,760) (10,116)
Net other operating income/ (expenses) 2 (999) (997) 18 3,290 3,308
Operating profit/(loss) 7,423 (4,613) 2,810 5,096 1,210 6,306
Finance expenses (639) − (639) (1,051) − (1,051)
Finance income 1,841 − 1,841 737 − 737
Finance income/(cost) net 1,202 − 1,202 (314) − (314)
Share of net profit of joint ventures / associates accounted for using the − − − 31 − 31
equity method
Profit /(loss) before tax 8,625 (4,613) 4,012 4,813 1,210 6,023
Income tax (expense)/income (1,924) 1,177 (747) (1,301) 379 (922)
Net profit/(loss) for the period from continuing operations 6,701 (3,436) 3,265 3,512 1,589 5,101
Profit for the period from discontinued operations 7 − − − 48 13,629 13,677
Profit/(loss) for the period 6,701 (3,436) 3,265 3,560 15,218 18,778
Earnings per share for profit attributable to the ordinary equity holders of
the company:
Total profit for the period
Basic earnings per share 9.7p 4.7p 5.9p 31.2p
Diluted earnings per share 9.7p 4.7p 5.9p 31.0p
Continuing profit for the period
Basic earnings per share 8 9.7p 4.7p 5.8p 8.5p
Diluted earnings per share 8 9.7p 4.7p 5.8p 8.4p
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 note 3.
Condensed consolidated statement of comprehensive income
(unaudited)
For the six months ended 30 June
2025 2024
£'000 £'000
Net profit for the period 3,265 18,778
Other comprehensive expense
Exchange differences on translation of foreign operations (3,247) (276)
Other comprehensive expense, net of tax (3,247) (276)
Total comprehensive income for the period, net of tax 18 18,502
Total comprehensive income attributable to:
The owners of the parent 18 18,502
Total continuing other comprehensive income for the period, net of tax 18 4,825
Total discontinued other comprehensive income for the period, net of tax − 13,677
18 18,502
Condensed consolidated statement of financial position
At 30 June At 30 June At 31
(unaudited) (unaudited) December
Notes 2025 2024 2024
£'000 £'000 £'000
Assets
Non-current assets
Goodwill 5 72,614 39,550 39,360
Intangible assets 42,021 18,072 16,597
Property, plant and equipment 1,204 227 305
Right-of-use-assets 3,074 2,311 2,316
Investment in associates 6 1,430 − −
Deferred tax assets 1,849 1,693 2,192
Other financial assets 76 68 82
Total non-current assets 122,268 61,921 60,852
Current assets
Inventories 14,154 11,241 11,754
Trade receivables 15,438 12,628 13,501
Current tax receivables 651 − 694
Other current assets 1,443 2,788 60,297
Cash and cash equivalents 9,918 34,823 11,715
Total current assets 41,604 61,480 97,961
Total assets 163,872 123,401 158,813
Liabilities
Current liabilities
Borrowings (2,076) − (976)
Lease liabilities (1,155) (884) (841)
Trade payables (12,130) (11,734) (12,908)
Current tax liabilities (1,054) (644) (623)
Accrued charges and contract liabilities (386) (321) (47)
Other current liabilities (4,773) (5,246) (5,213)
Total current liabilities (21,574) (18,829) (20,608)
Non-current liabilities
Borrowings (15,731) (1,904) (19,754)
Lease liabilities (2,061) (1,535) (1,594)
Deferred tax liabilities (11,092) (3,604) (3,395)
Provisions (166) (140) (150)
Total non-current liabilities (29,050) (7,183) (24,893)
Total liabilities (50,624) (26,012) (45,501)
Net assets 113,248 97,389 113,312
Equity
Share capital 13,798 12,075 13,795
Share premium 149,992 132,798 149,992
Reverse acquisition reserve (56,762) (56,762) (56,762)
Accumulated profits 7,377 6,936 4,197
Other reserves (1,157) 2,342 2,090
Equity attributable to the owners of the parent 113,248 97,389 113,312
Total equity 113,248 97,389 113,312
Condensed consolidated statement of changes in equity
Unaudited
Attributable to the owners of the parents
Share Share Reverse acquisition reserve Accumulated (losses)/ profits Other reserve Total equity
capital
premium
£'000 £'000 £'000 £'000 £'000 £'000
At 1 January 2025 13,795 149,992 (56,762) 4,197 2,090 113,312
Net profit − − − 3,265 − 3,265
Other comprehensive income − − − − (3,247) (3,247)
Total comprehensive income − − − 3,265 (3,247) 18
Exercise of share options 3 − − − − 3
Share based payments − − − (85) − (85)
At 30 June 2025 13,798 149,992 (56,762) 7,377 (1,157) 113,248
Attributable to the owners of the parents
Share Share Reverse acquisition reserve Accumulated (losses)/ profits Other reserve Total equity
capital
premium
£'000 £'000 £'000 £'000 £'000 £'000
At 1 January 2024 12,022 132,798 (56,762) (12,781) 2,618 77,895
Net profit − − − 18,778 − 18,778
Other comprehensive income − − − − (276) (276)
Total comprehensive income − − − 18,778 (276) 18,502
Exercise of share options 53 − − − − 53
Share based payments − − − 939 − 939
At 30 June 2024 12,075 132,798 (56,762) 6,936 2,342 97,389
Reverse acquisition reserve
Reverse acquisition reserve represents the reserve that was created upon the
reverse acquisition of Animalcare Group plc.
Other reserve
Other reserve relates to currency translation differences. These exchange
differences arise on the translation of subsidiaries with a functional
currency other than sterling. The increase in the charge through other
comprehensive income compared to the prior period reflects exchange
differences arising from monetary items that form part of the Group's net
investment in a foreign operation.
Condensed consolidated cash flow statements
Unaudited
For the six months ended 30 June
2025 2024
£'000 £'000
Operating activities
Profit before tax from continuing operations 4,012 6,023
Profit before tax from discontinued operations − 13,685
Profit before tax 4,012 19,708
Non-cash and operational adjustments:
Share in net result of joint venture − (31)
Depreciation of property, plant and equipment 703 564
Amortisation of intangible assets 4,052 3,207
Share-based payment (income)/expense (77) 410
Non-cash movement in provisions 421 11
Gain on sale of discontinued operation, net of tax 7 − (13,723)
Movement in allowance for bad debt and inventories 126 155
Finance income (250) (744)
Finance expense 641 484
(Loss)/gain on impact of foreign currencies (1,593) 605
Gain from sale of joint venture and release of associated liabilities, net of 3 − (3,375)
tax
Other 6 2
Movements in working capital
Increase in trade receivables (324) (284)
Decrease/(increase) in inventories 775 (1,723)
(Decrease)/increase in payables (2,046) 776
Income tax paid (1,195) (490)
Net cash flow from operating activities 5,251 5,552
Investing activities
Purchase of property, plant and equipment (139) (58)
Purchase of intangible assets (1,173) (1,238)
Proceeds from the sale of property, plant and equipment 32 −
Proceeds from the sale of joint venture − 3,780
Loans given − (300)
Proceeds from sale of subsidiary, net of cash disposed 7 − 23,888
Purchase of subsidiaries net of cash acquired 5 135 −
Purchase of equity accounted investee 6 (1,440) −
Net cash flow used in investing activities (2,585) 26,072
Financing activities
Repayment of loans and borrowings (3,482) (958)
Repayment IFRS16 lease liability (649) (486)
Exercise of share options (3) 53
Interest paid (454) (235)
Other finance income 63 496
Share issue costs (130) −
Net cash flow used in financing activities (4,655) (1,130)
Condensed consolidated cash flow statements (continued)
(unaudited)
For the six months ended 30 June
2025 2024
£'000 £'000
Net (decrease)/increase in cash and cash equivalents (1,989) 30,494
Cash and cash equivalents at beginning of period 11,715 4,642
Exchange rate gain/(loss) on cash and cash equivalents 192 (313)
Cash and cash equivalents at end of period 9,918 34,823
Reconciliation of net cash flow to movement in net (debt)/funds
Net (decrease)/increase in cash and cash equivalents in the period (1,989) 30,494
Cash flow from decrease in debt financing 3,482 958
Foreign exchange differences on cash and borrowings (373) (242)
Movement in net (debt)/funds in the period 1,120 31,210
Net debt at the start of the period (11,450) (1,234)
Movement in lease liabilities during the period (775) 524
Net (debt)/funds at the end of the period (11,105) 30,500
Notes to the consolidated interim report
1 General information
Animalcare Group plc ("the Company") is a public company limited by shares
incorporated in the United Kingdom under the Companies Act 2006 and is
domiciled in the United Kingdom. The address of its registered office is
Moorside, Monks Cross, York, YO32 9LB. The condensed set of financial
statements as at, and for, the six months ended 30 June 2025 comprises the
Company and its subsidiaries (together referred to as the "Group"). The nature
of the Group's operations and its principal activities are set out in the
latest Annual Report.
2 Basis of preparation and material accounting policies
This interim financial information has not been audited nor reviewed and does
not constitute statutory accounts as defined in Section 434 of the Companies
Act 2006. The information has been prepared in accordance with the recognition
and measurement requirements of UK adopted international accounting standards
(IFRS's) as adopted by the Group and applied described in the annual report
and accounts for the year ended 31 December 2024. The comparative information
for the year ended 31 December 2024 does not constitute statutory accounts
however is based on the statutory accounts for that year, which have been
filed with the Registrar of Companies and are available on the Group's website
www.animalcaregroup.com. The auditors, Grant Thornton UK LLP, reported on
those accounts: their report was unqualified, did not draw attention to any
matters by way of emphasis and did not contain a statement under section 498
(2) or (3) of the Companies Act 2006.
The consolidated financial statements are presented in thousands of pound
sterling (£k or thousands of £) and all "currency" values are rounded to the
nearest thousand (£000), except when otherwise indicated.
The Interim Report for the six months ended 30 June 2025 was approved by the
Board of Directors and authorised for issue on 29 September 2025.
The condensed consolidated interim financial information for the six months
ended 30 June 2025 has been prepared in accordance with UK-adopted
international accounting standards, using accounting policies consistent with
those applied in the Company's annual financial statements for the year ended
31 December 2024. Key estimates, judgments, and assumptions remain consistent
with prior periods, except for those relating to cash generating units,
goodwill impairment, and externally acquired intangible assets. These areas
have been reassessed following the Randlab acquisition and will be discussed
in more detail in the Group's Annual Report for the year ending 31 December
2025. The principal risks facing the Group remain unchanged. For further
information, please refer to the financial statements for the year ended 31
December 2024. As permitted, this interim report has been prepared in
accordance with the AIM rules and not in accordance with IAS 34 "Interim
financial reporting". While the financial figures included have been
recognised and measured in accordance with IFRSs this announcement does not
contain sufficient information to constitute an interim financial report as
defined by IAS 34.
The accounts have been prepared on a going concern basis, the justification
for which is set out in the Going Concern section below.
New standards, interpretations and amendments adopted by the Group
The following new Standards, Interpretations and Amendments issued by the IASB
and the IFRIC as adopted by the European Union are effective for the financial
period:
· Amendments to IAS 21 The Effects of Changes in Foreign Exchange
Rates: Lack of Exchangeability
The adoption of these new standards and amendments has not led to major
changes in the Group's accounting policies.
New and revised standards not yet adopted
The Group elected not to early adopt the following new Standards,
Interpretations and Amendments, which have been issued by the IASB and the
IFRIC but are not yet effective as of 30 June 2025, and/or not yet adopted by
the European Union as of 30 June 2025. The Group intends to adopt these
standards and interpretations if applicable, when they become effective.
· IFRS 18 Presentation and Disclosure in Financial Statements (applicable for
annual periods beginning on or after 1 January 2027, but not yet endorsed
in the EU)
· IFRS 19 Subsidiaries without Public Accountability - Disclosures (applicable
for annual periods beginning on or after 1 January 2027, but not yet
endorsed in the EU)
· Amendments to IFRS 9 and IFRS 7 Classification and Measurement of Financial
Instruments (applicable for annual periods beginning on or after
1 January 2026)
· Annual Improvements - Volume 11 (applicable for annual periods beginning on
or after 1 January 2026, but not yet endorsed in the EU)
· Amendments to IFRS 9 and IFRS 7 Contracts Referencing Nature-dependent
Electricity (applicable for annual periods beginning on or after
1 January 2026)
Going Concern
Banking Facilities and Covenants
As of 30 June 2025, the Group had total credit facilities of €52.8m,
provided by a syndicate of four banks. These facilities include a committed
€44.0m revolving credit facility (RCF) and a €8.8m acquisition line, which
is restricted to acquisition purposes and cannot be used for operational
funding.
The loans carry a variable, EURIBOR-based interest rate with an applicable
margin of either 1.26% or 1.50%. The RCF features bullet repayment at maturity
in March 2029, while the acquisition line is amortised through quarterly
payments, also concluding in March 2029.
The Group manages its banking arrangements centrally through cross-currency
cash pooling. Funds are swept daily from its various bank accounts into
central bank accounts to optimise the Group's net interest payable position.
The facilities remain subject to the following covenants:
· Net debt to underlying EBITDA ratio of 3.5 times;
· Underlying EBITDA to interest ratio of minimum 4 times;
· Solvency (total assets less goodwill/total equity less goodwill)
greater than 25%.
Net debt as at 30 June 2025, pre IFRS 16 leases, was £7.9m. Including the net
cash balance, total headroom on the Group's facilities (excluding the undrawn
acquisition line) was approximately £37.4m at the date of the statement of
financial position. As at 30 June 2025 and throughout the financial period,
all covenant requirements were met with significant headroom across all three
measures. Accordingly, the Directors have concluded that the going concern
basis of preparation remains appropriate.
3 Non-underlying items
For the six months ended 30 June
2025 2024
£'000 £'000
Amortisation and impairment of acquisition related intangibles
Classified within Research and development expenses 451 320
Classified within Selling and marketing expenses 1,059 −
Classified within General and administrative expenses 1,424 1,760
Total amortisation and impairment of acquisition related intangibles 2,934 2,080
Restructuring costs 487 −
Acquisition and integration costs 1,137 43
Divestments and business disposals − 21
Impairment losses on inventory 55 −
Gain on sale of joint venture and release of associated liabilities − (3,375)
Other non-underlying items 21
Total non-underlying items before taxes from continuing operations 4,613 (1,210)
Tax impact (1,177) (379)
Total non-underlying items after taxes from continuing operations 3,436 (1,589)
Other non-underlying items from discontinued operations − 94
Gain on disposal of discontinued operation, net of tax − (13,723)
Total non-underlying items after taxes 3,436 (15,218)
The amortisation and impairment of acquisition-related intangibles charge
totalling £2,934k (2024: £2,080k) relates to the historic Esteve acquisition
of £371k (2024: £565k), the reverse acquisition of Animalcare Group plc of
£1,323k (2024: £1,515k) and the acquisition of Randlab Group of £1,240k
(2024 £nil).
Total acquisition related costs amounted to £1,137k, with the majority
arising from the Group's acquisition of Randlab, which was completed on 3
January 2025. This transaction has resulted in acquisition and integration
costs of £1,038k, including £680k of non-underlying cost of sales due to the
reversal of a fair value uplift on acquired inventories, and £358k of
transaction costs directly associated with the acquisition. Additionally, on
13 June 2025, the Group acquired a 25% equity interest in InVetro Pty Ltd,
incurring further acquisition costs of £81k.
Restructuring costs of £487k are related to an organisational restructuring
program in Germany.
On 12 April 2024 the Group sold its minority interest (33.34%) in STEM Animal
Health Inc. for a cash payment of US$4.7m (£3.8m). In total, a gain of
£3,375k was realised from two distinct agreements. The sale of its equity
holding generated a profit on disposal of £2,654k. In addition, the Group's
requirement to pay a capital contribution of CAD$0.5m (£289k) in September
2024 was terminated. As part of a separate agreement, future milestone
commitments totalling CAD$748k (£432k) were renounced.
On 28 February 2024 the Group disposed of its subsidiary Identicare Ltd,
resulting in a gain on disposal of £13,723k (see note 7).
In the prior year other non-underlying items from discontinued operations
primarily related to share-based payment arrangements in respect of growth
shares in the disposed subsidiary (net of tax). The fair value of this
long-term incentive plan was connected to the future value of the subsidiary
and not trading; hence it had been treated as non-underlying since inception
on 1 January 2022.
4 Segment information - from continuing operations
The Animalcare Europe segment is active in the development and marketing of
innovative pharmaceutical products that provide significant benefits to animal
health across Europe and via the European International Partners network.
The Randlab segment is engaged in the development, manufacture, and
distribution of veterinary pharmaceuticals and nutritional supplements
tailored to the equine market. In addition, the segment provides professional
support services to equine veterinarians across Australia, New Zealand, the
Middle East, and selected international markets.
The measurement principles used by the Group in preparing this segment
reporting are also the basis for segment performance assessment. The Board of
Directors of the Group acts as the Chief Operating Decision Maker. As a
performance indicator, the Chief Operating Decision Maker controls performance
by the Group's revenue, gross margin, Underlying EBITDA and EBITDA. EBITDA is
defined by the Group as net profit plus finance expenses, less financial
income, plus income taxes and deferred taxes, plus depreciation, amortisation
and impairment and is an alternative performance measure. Underlying EBITDA
equals EBITDA plus non-underlying items and is an alternative performance
measure. EBITDA and underlying EBITDA are reconciled to statutory measures
below.
The following table summarises the segment reporting from continuing
operations for 2025 and 2024. As management's internal reporting structure is
principally revenue and profit-based, the reporting information does not
include assets and liabilities by segment and is as such not presented per
segment.
Following the July 2024 IFRIC agenda decision the Group has presented the
material cost of sales per segment within the table below.
For the six months ended 30 June For the six months ended 30 June
2025 2025 2025 2024 2024 2024
Randlab Animalcare Europe * Total Randlab Animalcare Europe * Total
From continuing operations £'000 £'000 £'000 £'000 £'000 £'000
Revenues 6,363 37,396 43,759 − 36,915 36,915
Cost of sales (2,400) (16,722) (19,122) − (16,044) (16,044)
Gross Margin 3,963 20,674 24,637 − 20,871 20,871
Gross Margin % 62.3% 55.3% 56.3% − 56.5% 56.5%
Underlying Gross Margin 4,643 20,674 25,317 20,871 20,871
Underlying Gross Margin % 73.0% 55.3% 57.9% − 56.5% 56.5%
Segment underlying EBITDA 2,961 6,283 9,244 − 6,627 6,627
Segment underlying EBITDA % 46.5% 16.8% 21.1% − 18.0% 18.0%
Segment EBITDA 2,043 5,522 7,565 − 9,917 9,917
Segment EBITDA % 32.1% 14.8% 17.3% − 26.9% 26.9%
*Including International Partners
The 2025 underlying gross margin percentage for the Randlab segment (73.0%)
and the total underlying gross margin percentage for the Group (57.9%)
reflects the exclusion of £680k of non-underlying cost of sales within the
underlying results. This adjustment relates to the reversal of a
non-underlying fair value uplift on inventories acquired as part of the
Group's business combination (see note 3).
The segment EBITDA is reconciled with the consolidated net profit for the year
as follows:
For the six months ended 30 June For the six months ended 30 June
2025 2025 2025 2024 2024 2024
Randlab Animalcare Europe * Total Randlab Animalcare Europe * Total
From continuing operations £'000 £'000 £'000 £'000 £'000 £'000
Segment underlying EBITDA 2,961 6,283 9,244 − 6,627 6,627
Non-underlying items
Restructuring, acquisition and integration costs (918) (706) (1,624) − (43) (43)
Gain on sale of joint venture − − − − 3,375 3,375
Other − (55) (55) − (42) (42)
Segment EBITDA 2,043 5,522 7,565 − 9,917 9,917
Depreciation, amortisation and impairment (1,368) (3,387) (4,755) − (3,611) (3,611)
Operating profit 675 2,135 2,810 − 6,306 6,306
Finance expenses (14) (625) (639) − (1,051) (1,051)
Finance income − 1,841 1,841 − 737 737
Share in net result of joint ventures − − − − 31 31
Income taxes (701) (629) (1,330) − (1,277) (1,277)
Deferred taxes 802 (219) 583 − 355 355
Net profit 762 2,503 3,265 − 5,101 5,101
*Including International Partners
Revenue by product category:
For the six months ended 30 June
2025 2024
£'000 £'000
Companion animals 24,864 24,437
Production animals 8,964 8,841
Equine and other 9,931 3,637
Total 43,759 36,915
Revenue by geographical area:
For the six months ended 30 June
2025 2024
£'000 £'000
Europe 36,814 36,614
Asia-Pacific 6,826 277
Other 119 24
Total 43,759 36,915
During the current reporting period and following the Group's acquisition of
Randlab, the Group has revised its presentation of revenue by geographical
region, to enhance clarity and align with strategic reporting practices. Our
previous categories have been aggregated into three broader geographical
segments: Europe, Asia-Pacific, and Other, this change reflects a more
streamlined view of the Group's global operations and will facilitate improved
comparability in future years.
5 Business combination
On 3 January 2025, via a newly incorporated Australian entity, Animalcare
Australia Pty Ltd, the Group acquired the entire issued share capital of each
Randlab Australia Pty Ltd (and its wholly owned subsidiary, Randlab (New
Zealand) Limited), Randlab Pty Ltd and Randlab Middle East Veterinary Medicine
Trading Single Owner L.L.C. (together "Randlab"). The acquisition is already
delivering on our strategic goals of expanding our geographic reach, acquiring
products and brands that enhance our existing portfolio and building our new
product pipeline.
The transaction has been accounted for using the acquisition method and the
interim condensed consolidated financial statements include the results of
Randlab for the six-month period from the acquisition date.
The provisional fair values of the identifiable assets and liabilities of
Randlab as at the date of acquisition were:
Fair value recognised on acquisition
Assets £'000
Non-current assets
Intangible assets 29,302
Property, plant & equipment 816
Deferred tax assets 130
Total non-current assets 30,248
Current assets
Inventories 3,810
Trade receivables 1,915
Other current assets 39
Cash and cash equivalents 369
Total current assets 6,133
Total assets 36,381
Liabilities
Current liabilities
Trade payables (331)
Tax payables (338)
Other current liabilities (593)
Total current liabilities (1,262)
Non-current liabilities
Provisions (69)
Deferred tax liabilities (9,113)
Total non-current liabilities (9,182)
Total Liabilities (10,444)
Total identifiable net assets at fair value 25,937
Goodwill arising on acquisition 34,263
Consideration transferred 60,200
The fair value assessment of the assets and liabilities acquired has not been
finalised by the date the interim financial statements were approved for issue
by the Board of Directors. Thus, the net assets acquired may be subsequently
adjusted with a corresponding adjustment to goodwill and deferred tax prior to
3 January 2026 (one year after the transaction), as permitted by IFRS 3
Business Combinations.
Analysis of acquisition cash flows:
Acquisition cash flow
£'000
Net cash acquired with the subsidiary (included in cash flows from investing (369)
activities)
Completion payment (included in cash flow from investing activities) 234
Current period cash inflow (135)
Advanced consideration on 31 December 2024 59,966
Total net acquisition cash outflow 59,831
The cash flow associated with the acquisition comprised an initial payment of
AUD$121m (£59,966k) which was paid in advance on 31 December 2024, followed
by a normalised working capital settlement of AUD$487k (£234k) on 15 May
2025. The total cash outflow, net of £369k cash acquired, amounted to
£59,831k.
A reconciliation of the carrying value of goodwill at the beginning and end of
the reporting period is presented below:
Goodwill
Gross carrying value £'000
At 1 January 2025 39,360
Acquisition of subsidiary at acquisition date 34,263
Currency translation (1,009)
At 30 June 2025 72,614
As part of the Group's acquisition accounting, a preliminary Purchase Price
Allocation (PPA) exercise was undertaken to determine the fair value of
identifiable assets and liabilities at the acquisition date. Adjustments to
carrying amounts were made across several areas to align with fair value
measurements in accordance with IFRS 3.
The preliminary acquisition date fair value of the intangible assets amounts
to £29,302k. The assets comprise of brand names, registrations and customer
relationships. The preliminary fair value reflects market participant
assumptions regarding future cash flows, useful life, and contributory asset
charges. The difference between the fair value and carrying amount arises from
an updated assessment of the revenue generating potential and the application
of market-observed discount rates. The disclosures below outline the valuation
methodologies applied and key assumptions used in determining these fair
values.
The preliminary acquisition date fair value of freehold land and property is
£593k. This amount forms part of the total recognised Property, Plant and
Equipment, which reflects a broader portfolio of acquired physical assets. The
valuation of the land and property is based on prevailing market comparables
and incorporates assumptions around unrestricted use. The difference between
the fair value and the previous carrying amount arises from revaluation to
market terms.
The preliminary acquisition date fair value of inventory amounts to £3,810k.
This includes finished goods and raw materials. The fair value was determined
using the estimated selling price in the ordinary course of business less
costs of completion and sale. The uplift from the carrying value reflects
adjustments for obsolescence and alignment with market-based recovery
estimates.
From the date of acquisition, Randlab has contributed £6,363k of revenue and
£762k to the net profit from the continuing operations of the Group.
The goodwill recognised has been allocated to the Randlab cash generating unit
and is primarily attributed to the expected synergies and other benefits from
combining the assets and activities of Randlab with those of the Group. The
goodwill is not deductible for income tax purposes.
Transaction and integration costs within the current period of £358k have
been expensed and are included in non-underlying other operating expenses in
the condensed consolidated income statement and are part of operating cash
flows in the condensed consolidated cash flow statement.
6 Investment in associates
On 13 June 2025 the Group announced that it had acquired a 25% strategic
equity stake in InVetro Pty Ltd ("InVetro"), an Australian-based Companion
Animal health business. The Group acquired it's 25% share, via its 100%
subsidiary Animalcare Australia Pty Ltd, for a cash consideration of AUD$3.0m
(£1.4m), which was payable at the point of completion. Based on the existing
voting rights (25%) and other contractual arrangements, the Group does not
have control over the investee as defined under IFRS 10 Consolidated Financial
Statements.
% of ownership interest Carrying amount
Name of entity Place of business and incorporation 2025 2024 Nature of relationship Measurement method 2025 2024
%
£'000 £'000
%
InVetro Pty Ltd Australia 25.00% - Associate Equity method 1,430 -
The tables below provide summarised financial information for the interest in
InVetro Pty Ltd. which is material to the group. The information disclosed
reflects the amounts presented in the financial statements of InVetro Pty Ltd
and not Animalcare's share of those amounts.
At 30 June 2025
£'000
Non-current assets 71
Current assets 1,463
Total assets 1,534
Non-current liabilities -
Current liabilities (21)
Total liabilities (21)
Net assets 1,513
Group share in acquired net assets 378
Goodwill 1,062
Investment value in InVetro Pty Ltd 1,440
The summarised statement of comprehensive income is immaterial to the Group
for the period of ownership.
Reconciliation of the aforementioned financial information with the carrying
amount of the investment of InVetro, in the consolidated financial statements:
Equity accounted investee
£'000
At 1 January 2025 −
Acquisition in equity accounted investee 1,440
Group share of result for the period −
Currency translation differences (10)
At 30 June 2025 1,430
In the prior year, the Group carried an investment in a joint venture (STEM
Animal Health Inc.) which was accounted for using the equity method up to 12
April 2024 when the interest in the joint venture was sold.
7 Discontinued operations
On 28 February 2024, the Group sold its entire interest in its majority stake
in its subsidiary Identicare Ltd. The Group recognised a gain in relation to
the sale of £13,723k, which was based on total consideration (net of
associated costs and cash disposed) of £23,888k, cash disposed of £340k and
a net asset value of £10,505k. For further details, please refer to the
Group's financial statements for the year ended 31 December 2024.
8 Earnings per share
Basic earnings per share amounts are calculated by dividing the net profit for
the period attributable to ordinary equity holders of the parent company by
the weighted average number of ordinary shares outstanding during the year.
Diluted earnings per share amounts are calculated by dividing the net profit
attributable to ordinary equity holder of the parent company by the weighted
average number of ordinary shares outstanding during the year plus the
weighted average number of ordinary shares that would be issued on conversion
of all potential dilutive ordinary shares.
The following income and share data were used in the earnings per share
computations. As the current period includes only continuing operations,
earnings per share has been disclosed solely on that basis.
For the six months ended 30 June
Underlying Underlying Total Total
2025 2024 2025 2024
£'000 £'000 £'000
Net continuing profit 6,701 3,512 3,265 5,101
Net continuing profit attributable to ordinary equity holders of the parent 6,701 3,512 3,265 5,101
adjusted for the effect of dilution
Average number of shares (basic and diluted):
For the six months ended 30 June
Underlying Underlying Total Total
2025 2024 2025 2024
Number Number Number Number
Weighted average number of ordinary shares for basic 68,747,912 60,204,118 68,747,912 60,204,118
earnings per share
Dilutive potential ordinary shares 433,932 360,005 433,932 360,005
Weighted average number of ordinary shares adjusted for effect of dilution 69,181,844 60,564,123 69,181,844 60,564,123
Basic earnings per share from continuing operations:
For the six months ended 30 June
Underlying Underlying Total Total
2025 2024 2025 2024
Pence Pence Pence Pence
From continuing operations attributable to the ordinary equity holders of the 9.7 5.8 4.7 8.5
company
Total continuing basic earnings per share attributable to the ordinary equity 9.7 5.8 4.7 8.5
holders of the company
Diluted earnings per share from continuing operations:
For the six months ended 30 June
Underlying Underlying Total Total
2025 2024 2025 2024
Pence Pence Pence Pence
From continuing operations attributable to the ordinary equity holders of the 9.7 5.8 4.7 8.4
company
Total continuing diluted earnings per share attributable to the ordinary 9.7 5.8 4.7 8.4
equity holders of the company
9 Dividends
The final dividend for the year ended 31 December 2024 of 3.0 pence per share
was paid to shareholders on 18 July 2025.
The directors have declared an interim dividend of 2.2 pence per share.
As the dividend was declared after the end of the period being reported, it
has not been included as a liability as at 30 June 2025 in accordance with IAS
10 Events after the Balance Sheet date.
10 Related party transactions
Transactions between the Company and its subsidiaries, which are related
parties, are eliminated in the Consolidated Financial Statements and no
information is provided thereon in this section.
11 Events after the reporting period
There are no events after the reporting period other than those described in
note 9.
12 Cautionary statement
This Interim Management Report ("IMR") consists of the Chairman's Statement
and the Business and Financial Review, which have been prepared solely to
provide additional information to shareholders to assess the Group's
strategies and the potential for those strategies to succeed. The IMR should
not be relied upon by any other party or for any other purpose.
The IMR contains a number of forward-looking statements. These statements are
made by the Directors in good faith based upon the information available to
them up to the time of their approval of this report and such statements
should be treated with caution due to the inherent uncertainties, including
both economic and business risk factors, underlying any such forward-looking
information.
This IMR has been prepared for the Group as a whole and therefore emphasises
those matters which are significant to Animalcare Group plc and its
subsidiaries when viewed as a whole.
13 Interim report
The Group's Interim Report for the six months ended 30 June 2025 was approved
and authorised for issue on 30 September 2025. Copies will be available to
download on the Company's website at: www.animalcaregroup.com
(http://www.animalcaregroup.com) .
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