Interim Results

Aortech International PLC 19 November 2002 AORTECH INTERNATIONAL PLC Interim Results for the six months to 30 September 2002 Proposed move to the Alternative Investment Market AorTech International plc, the Scottish-based manufacturer of cardio-vascular devices, announces its Interim Results for the six months ended 30 September 2002 and its proposed move to the Alternative Investment Market Highlights • Operating loss for the period: £7.6 million (H1 2001: loss £5.1 million) • Increased loss for the period reflects lower gross margins from product sales, costs associated with the aborted Becton Dickinson acquisition and a one time rationalization charge of £1.2 million • Completion of restructuring programme • Projected annualised cash burn expected to be reduced to £6 million compared to £16 million for the year to 31 March 2002 • New tissue valve manufacturing plant in Leeds became operational in April • Tri-Leaflet Heart Valve - Root causes of the adverse performance issues identified, with corrective action programme underway. Post-Period Events • Laurie Rostron to succeed Eddie McDaid as Chairman on 20 November 2002 • Application for Admission to AIM, dealings expected to commence on 18 December 2002 Eddie McDaid, Chairman, commented: 'During the last six months, the Company has completed a restructuring and rationalization programme. Having completed six years as Chief Executive and latterly Chairman, I feel that now is the appropriate time to step down and hand over the reins to the new management team who are well placed to maximize the value of AorTech's technologies for shareholders'. 19th November 2002 ENQUIRIES: AorTech International plc Tel: 01698 746 699 Bill Strachan, Chief Executive Ian Cameron, Finance Director College Hill Tel: 020 7457 2020 Nicholas Nelson Clare Warren CHAIRMAN'S STATEMENT Results On 25 September 2002, the Company announced that it anticipated a reduction of 45% in its turnover for the six month period to 30 September 2002 relative to the six month period to 30 September 2001. The actual reduction in turnover is 57%, the further decline arising from the unforeseen return of product from a customer immediately prior to the period end. This disappointing performance during the period was due to three factors: Sales of heart valves were well down on last year. Although there was volume growth in the UK, lower pricing in Europe and the Far East, together with the return of valves following the cancellation of a distributor agreement, have put the valve business under pressure this year. The uptake of TruCCOMS (Continuous Cardiac Output Monitoring System) has been slower than anticipated. In addition, the cancellation of the distribution agreement with Becton Dickinson and the closure of our US office resulted in product returns as we endeavoured to reduce the level of unsold stock in the market place. Sub-contract work ended during the period, reflecting a decision by our customers to move to in-house manufacture of their own products, and as a result was substantially down on the same period last year. The loss for the period was £7.6 million. This increased loss of just over £2.5 million compared with the same period last year reflects lower gross margins from product sales, costs associated with the aborted Becton Dickinson acquisition of £0.5 million and one off rationalisation charges of £1.2 million associated with the restructuring programme to reduce cash burn. Mechanical and Tissue Heart Valves The market for replacement heart valves continues to move toward tissue products as surgeons experience the increased duration of these valves in patients and as the patient age profile moves under 70 years of age. Our new tissue valve manufacturing plant in Swillington, Leeds, became operational in April for the production of porcine tissue valves. We expect a resumption to growth in sales of these products following our set backs in the first six months of this financial year. TruCCOMS The TruCCOMS technology continues to be one of AorTech's value propositions. The product's feature and benefit profile is of particular relevance in open heart surgery where we believe that continuous cardiac output is an important requirement for the cardiac anaesthetist. Regrettably, the distribution agreement with Becton Dickinson was not producing the desired level of uptake and was terminated on 30 September 2002. We are in the process of setting up a new distribution network in Europe with the initial focus in the cardiac theatre as opposed to intensive care. Market experience to date has confirmed the potential of TruCCOMS in open heart surgery with a number of centres becoming early adopters. In particular, good progress has recently been made in Italy and in the UK, where sales are already ahead of the levels achieved under the previous distribution agreement. Tri-Leaflet Heart Valve We announced in May 2002 that adverse performance issues had arisen with several of the valves during the regulatory testing phase. The root causes of these performance issues have been identified and steps are currently underway to implement a corrective action programme. We anticipate that the results of this work will be available next year after which we will be in a position to resume the implant study. The innovative tri-leaflet project is a key constituent of the Company's intellectual property portfolio and represents a considerable commercial opportunity. Surgeons worldwide continue to have a desire for a polymer heart valve which will overcome the limitations present with both mechanical and tissue valves. Elast-Eon Material Work continues to establish further material evaluation agreements with the leading medical device companies. Elast-Eon's unique bio-stability makes it an attractive substance for a number of implantable medical products, not least the tri-leaflet heart valve. A number of companies are re-evaluating the material with encouraging results and negotiations are ongoing. Elast-Eon is a significant value builder for AorTech and is a key element of our intellectual property. Becton Dickinson In August, the Company announced that it would not proceed with the proposed acquisition of the Critical Care business of Becton Dickinson and Company. During the later stages of due diligence, and despite funding being in place, technical issues arose which could not be resolved to our satisfaction. As a result, the Directors concluded that it would not be in the best interests of AorTech to proceed with the acquisition. Company Outlook Significant restructuring has taken place within the Company over the past six months in order to reduce costs and redefine our strategic direction. Our projected annual cash consumption will drop markedly to around £6 million compared to £16 million for the year to 31 March 2002 and the organisation is undoubtedly leaner than it was. Nevertheless, high costs and insufficient volume continue to be a barrier to profitability. Focus on cost is a continued necessity in parallel with expansion of sales. Expectations for the TruCCOMS technology are more conservative than before, since our marketing plan is centred on cardiac surgery. To capitalise on opportunities and to compete effectively in the large intensive care market, the product requires additional investment. Consequently, business development activity has focussed on finding investment partners for TruCCOMS and Elast-Eon as we seek to unlock the value in AorTech's intellectual property. The Company will continue to take steps to reduce cash burn and to maximise the value of its technologies for shareholders. This may involve disposal of parts of the Company not considered core to this strategy. It is, therefore, clear to the management team that some key strategic choices lie ahead in the immediate future. A number of options are under review. At 30 September 2002 the Company had cash reserves of £9 million. Alternative Investment Market Given its lower capitalised value, the Directors believe that the interests of the Company and its shareholders will be better served through a quotation on the Alternative Investment Market ('AIM') rather than the Official List. We are today making application for admission to AIM. We anticipate that dealings will cease on the Official List with effect from close of business on 17 December 2002 and commence on AIM on 18 December 2002. Board Changes This will be my last report for AorTech. On 20 November 2002, I will step down from the Board and Laurie Rostron, currently Non-Executive Chairman of Ranier Technology Limited and a Non-Executive Director of a number of other companies, will be appointed Non-Executive Chairman of the Group. Laurie has considerable experience as a Venture Capitalist in the healthcare industry and has a successful track record working with small companies. His skill base will bring new disciplines to the Company and I wish him every success At the same time Francis Madden will also step down as Non-Executive Director. Francis has been a Non-Executive Director since 1997 and I thank him for his hard work over the years. During the last six months, the Company has completed a restructuring and rationalisation programme which has seen the formation of a new management team under the leadership of Bill Strachan, our Chief Executive, who was appointed in July this year. I have completed six years as CEO and latterly Chairman of the Group and I feel that now is an appropriate time for me to step down and hand over the reins to a highly competent professional management team. I take this opportunity to thank all of the directors, employees and shareholders for their support over the past six years, particularly these past twelve months. I am confident that Bill and Laurie with the support of the Executive Management team will be able to increase value from the technology base that AorTech has developed. Personnel The last six months have been a difficult period for the Group and management acknowledges the uncertainty that this has caused amongst our employees. I would like to thank all staff everywhere for their continued enthusiasm and commitment to the Company. We are blessed with talented people who have a deep desire to see AorTech succeed. E.McDaid Chairman 19 November 2002 CONSOLIDATED PROFIT AND LOSS ACCOUNT (UNAUDITED) restated six months ended six months ended year ended 30 September 2002 30 September 2001 31 March 2002 Note £ £ £ Turnover 2 851,690 1,963,743 4,626,955 Cost of sales (570,439) (1,118,979) (2,555,856) Gross Profit 281,251 844,764 2,071,099 Selling and marketing costs (1,275,382) (1,140,708) (2,863,689) Administrative expenses (6,874,996) (5,296,096) (13,022,661) Administrative expenses include: Development expenditure (2,503,420) (2,850,076) (6,811,308) Amortisation of intangible fixed assets (620,301) (615,222) (1,247,469) Costs of proposed acquisition 3 (467,915) - (1,267,474) Rationalisation costs 4 (1,163,006) - - Loss on ordinary activities before interest (7,869,127) (5,592,040) (13,815,251) Interest receivable 244,263 524,606 931,594 Loss on ordinary activities before and after taxation 2 (7,624,864) (5,067,434) (12,883,657) Loss per ordinary share 5 (20.01p) (14.00p) (34.69p) Statement of total recognised losses Loss for the period (7,624,864) (5,067,434) (12,883,657) Currency translation differences arsing on Consolidation (142,226) (126,571) (47,487) Total recognised losses (7,767,090) (5,194,005) (12,931,144) Prior year adjustment 7 (53,487) (12,984,631) CONSOLIDATED BALANCE SHEET (UNAUDITED) restated 30 September 30 September 31 March 2002 2001 2002 £ £ £ Fixed assets Intangible assets 20,402,981 21,540,048 21,075,294 Tangible assets 4,843,081 3,398,653 4,828,832 25,246,062 24,938,701 25,904,126 Current assets Stocks 4,398,018 3,640,355 3,992,311 Debtors 1,460,150 2,348,844 2,381,808 Cash at bank 9,011,603 24,953,169 16,558,880 14,869,771 30,942,368 22,932,999 Creditors: amounts falling due within one year (1,586,491) (1,792,044) (2,508,234) Net current assets 13,283,280 29,150,324 20,424,765 Total assets less current liabilities 38,529,342 54,089,025 46,328,891 Accruals and deferred income (87,613) (92,922) (120,072) Net assets 38,441,729 53,996,103 46,208,819 Capital and reserves Called up share capital 9,525,696 9,525,696 9,525,696 Share premium account 63,359,593 63,409,738 63,359,593 Other reserve (2,003,143) (2,003,143) (2,003,143) Profit and loss account (32,440,417) (16,936,188) (24,673,327) 38,441,729 53,996,103 46,208,819 CONSOLIDATED CASH FLOW STATEMENT (UNAUDITED) restated 30 September 2002 30 September 31 March 2001 2002 £ £ £ Net cash outflow from operating activities (see below) (7,366,419) (5,922,119) (13,821,019) Returns on investment and servicing of finance 348,941 456,182 832,425 Capital expenditure and financial investment (537,658) (1,238,852) (2,982,325) Cash outflow before management of liquid resources and financing (7,555,136) (6,704,789) (15,970,919) Management of liquid resources 7,268,666 (17,180,815) (8,335,126) Financing - 23,339,114 24,186,714 Decrease in cash in the period (286,470) (546,490) (119,331) Reconciliation of operating loss to net cash outflow from operating activities Continuing activities Operating loss (7,869,127) (5,592,040) (13,815,251) Amortisation of intangible fixed assets 620,301 615,222 1,247,469 Depreciation of tangible fixed assets 433,758 236,654 744,153 Loss on sale of tangible fixed assets - - 28,172 Release from deferred grants (32,459) (46,162) (147,762) Increase in stocks (410,830) (1,006,052) (1,358,008) Decrease/(increase) in trade debtors 730,682 (56,110) (400,583) (Increase)/decrease in prepayments (5,820) (106,480) 358 Decrease/(increase) in other debtors 89,892 (200,565) (47,300) (Decrease)/increase in trade creditors (796,095) 95,193 (499,425) Increase in other taxes and social security 44,732 152,339 166,706 (Decrease)/increase in accruals and other creditors (171,453) (14,118) 260,452 Net cash outflow from operating activities (7,366,419) (5,922,119) (13,821,019) NOTES 1. These unaudited interim financial statements have been prepared on the basis of the accounting policies set out in the Group's annual report for the year ended 31 March 2002. The financial information contained in these interim financial statements does not constitute statutory accounts within the meaning of Section 240 of the Companies Act 1985. The financial information for the year ended 31 March 2002 is an extract from the latest published financial statements that have been delivered to the Registrar of Companies and on which the auditors' report was unqualified. 2. Segmental analysis by class of business and geographical area (a) class of business The Group operates in one class of business. (b) geographical area The analysis by geographical area of the Group's turnover, loss before tax and net assets is set out below: (i) turnover Restated six months ended six months ended year ended 30 September 2002 30 September 2001 31 March 2001 sales by sales by sales by sales by sales by sales by destination origin destination origin destination origin £ £ £ £ £ £ Geographical segment United Kingdom 385,205 614,189 606,062 1,399,840 1,170,269 3,541,413 Rest of Europe 429,070 217,463 1,273,593 494,427 2,918,684 818,863 Rest of World 37,415 20,038 84,088 69,476 538,002 266,679 851,690 851,690 1,963,743 1,963,743 4,626,955 4,626,955 (ii) profit/(loss) before tax restated six months ended six months ended year ended 30 September 30 September 31 March 2002 2001 2002 £ £ £ Geographical segment United Kingdom (6,087,448) (4,278,108) (11,497,728) Rest of Europe 31,383 (81,209) 88,592 Rest of World (1,813,062) (1,232,723) (2,406,115) Loss before interest (7,869,127) (5,592,040) (13,815,251) Net interest receivable 244,263 524,606 931,594 Loss before and after tax (7,624,864) (5,067,434) (12,883,657) (iii) net assets restated 30 September 30 September 31 March 2002 2001 2002 £ £ £ Geographical segment United Kingdom 35,891,512 50,954,786 43,333,313 Rest of Europe 301,046 363,835 401,507 Rest of World 2,249,171 2,677,482 2,473,999 38,441,729 53,996,103 46,208,819 3. Costs of proposed acquisition The costs relate to the proposed acquisition of the Critical Care business of Becton Dickinson. On 23 August 2002, the Company announced that it would not be proceeding with the proposed acquisition due to certain technical difficulties which arose during the due diligence process. 4. Rationalisation Costs Rationalisation costs comprise the costs associated with the restructuring programme to reduce cash burn. 5. Loss per ordinary share The basic loss per ordinary share is calculated on the loss of the Group of £7,624,864 for the six months to 30 September 2002 (six months ended 30 September 2001: £5,067,434, year ended 31 March 2002: £12,883,657) and on the following number of shares: a) 38,102,783 equity shares being the weighted average number of shares in issue during the six months ended 30 September 2002. b) 36,176,714 equity shares being the weighted average number of shares in issue during the six months ended 30 September 2001. c) 37,137,110 equity shares being the weighted average number of shares in issue during the year ended 31 March 2002. No material dilution of loss per ordinary share would arise if all share options were exercised. 6. Analysis of net funds 1 April cash non-cash 30 September 2002 flow changes 2002 £ £ £ £ Net Cash: Cash at bank and in hand 16,558,880 (7,555,136) 7,859 9,011,603 Deposits treated as liquid resources (15,877,759) 7,268,666 - (8,609,093) 681,121 (286,470) 7,859 402,510 Liquid resources: Deposits included in cash 15,877,759 (7,268,666) - 8,609,093 Net funds 16,558,880 (7,555,136) 7,859 9,011,603 7. Prior year adjustment During the year ended 31 March 2002, the Group changed its accounting policy with regard to revenue recognition. Comparative figures for the six months ended 30 September 2001 have been adjusted to reflect this change, the effect being to increase the loss for that period by £43,353 and to reduce shareholders' funds at 30 September 2001 by £96,840. This information is provided by RNS The company news service from the London Stock Exchange
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