REG - Integrated Diag Hdgs - Final Dividend Distribution

Integrated Diagnostics HoldingsAnnouncement

27/07/2022 10:00

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RNS Number : 9199T  Integrated Diagnostics Holdings PLC  27 July 2022

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INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE
A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.

FOR IMMEDIATE RELEASE

 

Final Dividend Distribution

27 July 2022

(Cairo and London) - On 7 June 2022, at the annual general meeting of
Integrated Diagnostics Holdings plc ("IDH" or "the Company"), the shareholders
of IDH approved a final dividend equivalent to Egyptian Pounds ("EGP") 2.17
per share (EGP 1.3 billion in aggregate) in respect of the year ended 31
December 2021 (to be paid in US dollars ("USD") at the official exchange rate
on that date, which amounts to USD 69.6 million in aggregate) due today to the
holders of shares on the register of members as at the close of business on 17
June 2022 ("Eligible Shareholders") (the "Dividend Payment").

1. Steps taken in respect of the Dividend Payment

In anticipation of the Dividend Payment and prior to the Company's annual
general meeting, IDH's subsidiaries in Egypt and Jordan approved dividend
distributions and up-streamed cash to IDH. These funds remain in reserve for
the purposes of the dividend (alongside other cash set aside for these
purposes). IDH benefits from a strong balance sheet and robust cash
management, as evidenced in its recent results announcement published on 8
June 2022, where IDH's net cash balance amounted to EGP 1,724 million as at 31
March 2022. Based on IDH's management accounts, as at 30 June 2022 IDH's cash
and cash equivalents amounted to EGP 2,182 million. IDH has therefore
sufficient funds in EGP to pay the dividend of EGP 1.3 billion in aggregate,
subject to being able to convert the required amount of EGP into USD on the
foreign exchange market.

Since the recommendation of the final dividend by IDH's board of directors and
the subsequent declaration of the dividend by IDH's shareholders, the
macro-economic situation globally and in Egypt has changed significantly. As
such, despite its financial rigour and planning outlined above, IDH has
encountered significant difficulties in sourcing the required amounts of USD
to exchange for EGP for the purposes of making the Dividend Payment. This is
largely as a consequence of the deteriorating broader macro-economic
situation, including inflationary pressures and other consequences arising
from the conflict in Ukraine, which has led to a scarcity of USD available in
the foreign exchange markets for conversion to EGP.

2. Payment in full of dividend to minority shareholders today

Despite the above-mentioned challenges, IDH has sourced sufficient USD to
cover the full Dividend Payment due to all shareholders with the exception of
its two largest shareholders, Hena Holdings Ltd ("Hena Holdings") and Actis
IDH Limited ("Actis"), which have both agreed to defer their entitlement as
described in section 3 of this release. IDH will begin paying the Dividend
Payment due to all Eligible Shareholders (excluding Hena Holdings and Actis)
as it falls due today (27 July 2022).

 

 

 

3. Deferral of dividend entitlement by IDH's two largest shareholders

In light of these aforementioned difficulties in the foreign exchange market,
IDH's two largest shareholders, Hena Holdings and Actis (the "Deferring
Shareholders"), have agreed with IDH to defer the payment of their pro rata
share of the Dividend Payment (being USD 17.7 million for Hena Holdings and
USD 14.6 million for Actis, respectively) from 27 July 2022 to 27 January 2023
(the "Hena/Actis Deferral").

It is IDH's intention to seek to repay the sums due to both Deferring
Shareholders as soon as it is practicably able to source the required USD
currency. At this time, the Company expects the repayment to take place within
the coming two months.

In consideration for agreeing to defer their right to receive their pro rata
share of the Dividend Payment, IDH has agreed to pay to each Deferring
Shareholder interest on the outstanding amounts due at the rate of 10% per
annum (with interest accruing on a daily basis) for a two-month period
starting 27 July 2022. In the unlikely event there are still outstanding
amounts following this initial two month period, IDH will have the right (at
its sole discretion), to extend the deferral for an additional four months at
an increased interest rate. The interest cost in connection with this deferral
will be reflected in the income statement of IDH for the year ending 31
December 2022.

The independent directors of IDH consider that this course of action is in the
best interests of IDH and its stakeholders.

4. No impact on ongoing operations

IDH's operations performance have not been materially adversely affected by
the lack of availability of USD in the foreign exchange markets for conversion
to EGP. Thanks to IDH's proactive inventory sourcing strategy it is facing no
material issues in securing raw materials and continues to hold sufficient
inventories to cover three months of operations, in line with its standard
operating policy. Going forward, IDH intends to continue leveraging its
long-lasting relationships with its suppliers to secure additional stock at
competitive prices, with the aim of shielding the business from the impacts of
rising inflation and currency fluctuations.

In respect of the ordinary shares of IDH listed on the London Stock Exchange,
the information contained within this announcement is considered by IDH to
constitute inside information as stipulated under the Market Abuse Regulation
(EU) No.596/2014 as it forms part of UK domestic law by virtue of the European
Union (Withdrawal) Act 2018, as amended ("UK MAR"). Upon the publication of
this announcement via a Regulatory Information Service, this inside
information will be considered to be in the public domain.

Questions can be directed to IDH's investor relations director, Nancy Fahmy.

-Ends-

 

About Integrated Diagnostics Holdings (IDH)

IDH is a leading consumer healthcare company in the Middle East and Africa
with operations in Egypt, Jordan, Sudan and Nigeria. IDH's core brands include
Al Borg, Al Borg Scan and Al Mokhtabar in Egypt, as well as Biolab (Jordan),
Ultralab and Al Mokhtabar Sudan (both in Sudan) and Echo-Lab (Nigeria). A long
track record for quality and safety has earned IDH a trusted reputation, as
well as internationally recognised accreditations for its portfolio of over
2,000 diagnostics tests. From its base of 520 branches as of 31 March 2022,
IDH will continue to add laboratories through a Hub, Spoke and Spike business
model that provides a scalable platform for efficient expansion. Beyond
organic growth, IDH's expansion plans include acquisitions in new Middle
Eastern, African, and East Asian markets where its model is well-suited to
capitalise on similar healthcare and consumer trends and capture a significant
share of fragmented markets. IDH has been a Jersey-registered entity with a
Standard Listing on the Main Market of the London Stock Exchange (ticker:
IDHC) since May 2015 with a secondary listing on the EGX since May 2021
(ticker: IDHC.CA). Learn more at idhcorp.com (http://idhcorp.com) .

Contact

Nancy Fahmy

Investor Relations Director

T: +20 (0)2 3345 5530 | M: +20 (0)12 2255 7445 | nancy.fahmy@idhcorp.com
(mailto:nancy.fahmy@idhcorp.com)

Forward-Looking Statements

This communication contains certain forward-looking statements. A
forward-looking statement is any statement that does not relate to historical
facts and events, and can be identified by the use of such words and phrases
as "according to estimates", "aims", "anticipates", "assumes", "believes",
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information on future financial results, plans, or expectations regarding
business and management, future growth or profitability and general economic
and regulatory conditions and other matters affecting IDH and its subsidiaries
(the "Group").

Forward-looking statements reflect the current views of the Group's management
("Management") on future events, which are based on the assumptions of the
Management and involve known and unknown risks, uncertainties and other
factors that may cause the Group's actual results, performance or achievements
to be materially different from any future results, performance or
achievements expressed or implied by these forward-looking statements. The
occurrence or non-occurrence of an assumption could cause the Group's actual
financial condition and results of operations to differ materially from, or
fail to meet expectations expressed or implied by, such forward-looking
statements.

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could also cause a forward-looking statement, estimate or prediction to differ
materially from those expressed or implied by the forward-looking statements
contained in this communication. The information, opinions and forward-looking
statements contained in this communication speak only as at its date and are
subject to change without notice. The Group does not undertake any obligation
to review, update, confirm or to release publicly any revisions to any
forward-looking statements to reflect events that occur or circumstances that
arise in relation to the content of this communication.

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