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Galen Hldgs (WCRX)

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Tuesday 13 November, 2001

Galen Hldgs

Final Results

Galen Holdings PLC
13 November 2001

A presentation will be held for analysts at 2pm (GMT), 9am (EST) today.
Please call Mo Noonan at Financial Dynamics on 020 7269 7116 for further
details.



                             Galen Holdings PLC

          Preliminary results for the year ended 30 September 2001


Craigavon, Northern Ireland/Rockaway, New Jersey - 13 November 2001, Galen
Holdings PLC ('Galen') (LSE:GAL.L, NASDAQ: GALN), the international specialty
pharmaceutical company, announces its preliminary results for the year ended
30 September 2001.



Financial Highlights (UK GAAP)


                                Year ended                 Year ended
                         30 September 2001          30 September 2000    Change

                                      (£m)                       (£m)       (%)
Turnover                             182.7                       86.0     112.4
Operating profit*                     54.9                       24.1     127.8
Pre-tax profit*                       41.6                       24.4      70.5
Earnings per share*                  23.5p                      15.5p      51.6
Dividend per share                   2.49p                      2.07p      20.3


*  before amortisation of intangible assets, goodwill and exceptional costs
   associated with the acquisition of Warner Chilcott on 29 September 2000

*         Total revenue increased by 112.4 % to £182.7 million from £86.0
          million in fiscal 2000:


          *   Pharmaceutical product revenue contributed £127 million,
              with over 60% of these now generated in the US

          *   Pharmaceutical services revenue grew by 32.8% to £55 million



*         Pre-tax profits up 70.5% to £41.6 million from £24.4 million in
          fiscal 2000

*         Earnings per share of  23.5p versus 15.5p in 2000


*         Proposed final dividend per share 1.66p versus 1.38p in 2000



Business Highlights for the year



*        International Open Offer in June 2001 raised approx. £185 million
         (net of expenses):


         *  shareholder base widened with over 40% of shares in Offer allocated 
            to US investors

         *  strong cash position enables Galen to execute acquisition element of
            growth strategy, particularly in the US


*        Acquisition of Estrace Tablets from Bristol-Myers Squibb in June 2001  
         greatly strengthens position in the US hormone replacement market


*        In September 2001, Menoring, the first IVR product for estrogen        
         replacement therapy, launched in UK


*        Positive Phase III clinical research results of estrogen IVR presented 
         at meeting of the North American Menopause Society in October 2001



Commenting on the results, Dr John King, Chairman, said:



'Galen has made great progress towards the creation of an international
specialty pharmaceutical company.  Our strategy is based on continued organic
growth through our existing businesses, the development and commercialisation
of new proprietary products and selective acquisitions of products which
complement our existing ranges.  Our activities during the year have
demonstrated success in all three elements of this strategy and we have
created strong foundations for further growth in 2002.'


                                  £   £   £



For further information, please contact:


Galen Holdings
John King, Executive Chairman                Today:       + 44 (0) 20 7269 7116
Roger Boissonneault, Chief Executive Officer Thereafter:  +1 973 442 3200

Financial Dynamics
Sophie Pender-Cudlip/Fiona Noblet            Tel:         + 44 (0) 20 7269 7116



For further information on Galen visit: www.galenplc.com



Chairman and Chief Executive Officer's statement



The year ended 30 September 2001 has been transforming for Galen with
excellent progress made following our acquisition of Warner Chilcott and the
access it provides to the US pharmaceutical market.  The Company again
recorded record revenues of £183 million, an overall increase of 112.4% on the
previous year.  In excess of 60% of our revenues are now generated in the US.
Operating profit, before amortisation of intangible assets and goodwill rose
to £54.9 million, a 127.8% increase on 2000.  Earnings per share, before
amortisation of intangible assets and goodwill rose by 51.6% to 23.5p.  These
excellent results reflect continuing strong growth in the business and have
encouraged your Board to recommend the payment of a final dividend of 1.66p
per ordinary share, making a total for the year of 2.49p which represents an
increase of 20.3% over the 2.07p declared for the previous year.



During the year a major focus of activity has been the growth of our
pharmaceutical business following the acquisition of Warner Chilcott in
September 2000.  This has progressed smoothly and has transformed our
pharmaceutical business by creating access to the most important market in the
world for women's healthcare.  We are now leveraging the value of our existing
R&D pipeline with the aim of providing new and exciting opportunities for the
future.



In June 2001 we completed the acquisition of Estracea Tablets from
Bristol-Myers Squibb for a cash consideration of approximately £67.2 million.
This acquisition greatly strengthened our position in the US hormone
replacement therapy market, where Estracea Tablets is the second most widely
prescribed brand.  We envisage significant strategic opportunities for this
product.  The approval of our first intravaginal ring ('IVR') product for
estrogen replacement therapy in the UK was an important milestone in the
commercialisation of this technology.  This achievement represents over five
years' work for the scientists in our R&D division and will provide the basis
for further approvals throughout the world for this and other new products
based on our IVR technology.  The product (Menoringa) was launched in the UK
in September 2001 and has been well received.



In July 2001 we successfully completed an International Open Offer in which we
placed 26.5 million new Galen shares at a price of 755 p per share.  In total
we raised approximately £185 million net of fees. The objective of this
exercise was to prepare our balance sheet for further acquisition
opportunities and widen our equity base in the US following our NASDAQ listing
in September 2000.  Both objectives were successfully achieved with over 40%
of the shares allocated to US investors.  With its strong cash position Galen
is now well placed to execute the acquisition element of its growth strategy,
with particular focus on the US market.



These record financial results were achieved through the continued growth of
the two elements of our business:  sales of branded prescription products
(Pharmaceuticals) and the provision of R&D services to the worldwide
pharmaceutical industry (Pharmaceutical services).  The acquisition of Warner
Chilcott means that pharmaceuticals now represents the substantial element of
our business accounting for 70% of total revenues, with growth of 187% during
the year to £127.4 million.  During the year, our Pharmaceutical Services
revenues increased by 32.8% to £55.3 million.



Pharmaceuticals



Last year saw the impact of the acquisition of Warner Chilcott and the
establishment of a strong pharmaceutical base in the U.S.   Strategically this
was the most significant development for the Company since flotation in 1997
and we are pleased to report the smooth integration of this business.   The
predominant focus for our pharmaceutical activities has now become the US
where we believe the market opportunities exceed those in Europe and other
territories.



We now have significant US presence in the specialties of Women's Health,
Urology and Dermatology where our 225 person sales force is competitively
scaled for the markets in which we operate.



In women's health, our products include Ovcona, our oral contraceptive and our
HRT treatment Estracea Tablets, acquired from Bristol-Myers Squibb in June
2001.  These products give us presence in the two main therapeutic categories
(contraception: US market size $2 billion, and hormone replacement therapy: US
market size $2.5 billion) controlled by the obstetrician and gyneacologist (OB
/GYN).  In its first full year of promotion, Ovcona has demonstrated
significant growth in revenue (£26.8 million) and new prescriptions written,
which is the key indicator for product growth.  Our objective with Estracea
Tablets is to maintain our market position until the expected launch of a line
extension in 2004.  Estracea Cream continues to show sound revenue (£20.4
million) and prescription growth since its acquisition from Bristol-Myers
Squibb in early 2000.



In the Dermatology segment, our focus is on the promotion of our proprietary
pelletised oral formulation of Doxycycline (Doryxa).  We are again pleased to
report strong growth in both revenues (£14.6 million) and prescriptions for
this product which has established our position in the dermatology market
segment.  In the absence of a dermatology R&D pipeline at this stage, we are
now actively pursuing product acquisition opportunities in dermatology to
fully utilise our established and proven infrastructure and provide a greater
presence in the sector.



Other US pharmaceutical products contributed £19.1 million of revenues.



In the UK, our business continues to successfully transition to focus firmly
on the Women's Health category.  Our proprietary anticholinergic, Regurina for
the treatment of urinary incontinence (licensed from Madaus AG Cologne)
progressed well during its launch year and we believe it will become a
significant treatment in this therapeutic category.  In September, we launched
Menoringa, our first IVR product for estrogen replacement therapy.  This
followed a most successful three month early experience programme designed to
provide product knowledge to the major sector clinical opinion leaders as a
basis to the post launch rollout of  Menoringa to the UK medical profession
which is now under way.



Product turnover for the UK and Ireland totalled £46.5 million.



Our key strength in our pharmaceutical business is the brand management
experience of our sales and marketing teams both in the US and UK, where we
now have 225 and 110 strong sales forces, respectively.  We have a proven
track record of successful product launches, sustaining branded product
growth, revitalising acquired products and utilizing precision marketing
techniques to focus our resources for maximum effect.  These skills are now
the basis for the successful development of our business on both sides of the
Atlantic.



Research and Development



Galen's research and development activity continues to be focused on the
development of proprietary products for international commercialisation, which
are based on drug delivery systems such as our IVR.  We also pursue the
development of new products and line extensions that are complementary to our
core prescription businesses.  During the year we have implemented a review of
our R&D activities in the light of our presence in the US market. This has
resulted in the reorganisation of the chronology of our IVR development
programmes to reflect market opportunity, and the establishment of new product
and line extension activities specifically for the US market.



During the year we saw our R&D expenditure increase to £9.3 million.  This
represents 5% of turnover and a 15.1% increase from the previous year and
reflects the effect of our reorganisation during the period.  In subsequent
years, we envisage more substantial investment in R&D.  We anticipate that we
will double our spend to approximately 10% of revenues over the next few
years.



The highlight of the year was clearly the approval in the UK of our IVR for
the delivery of estradiol.  This was an important milestone in our IVR R&D
programme.  In the US, positive clinical research study results were presented
at the annual meeting of the North American Menopause Society held on 5
October 2001.  We are now actively progressing our NDA for this product in the
US, and we are pursuing our  European registration through the Mutual
Recognition Procedure.



We continue to pursue development programmes for other IVR applications.  For
the treatment of bacterial vaginosis, our metronidazole releasing IVR is a
more convenient five-day treatment than the existing gel products that require
daily insertion.  Our testosterone releasing IVR for the treatment of female
sexual dysfunction has completed its first Phase II study in the UK.  In
contraception we continue to collaborate with the Population Council of New
York in the development of an estrogen/progestin contraceptive IVR.



We have established several major programmes to support our market position in
the US following the acquisition of Warner Chilcott. In contraception, a
proprietary dosage form for our Ovcona product has completed pharmaceutical
development. To support our acquisition of Estracea tablets we are developing
proprietary line extensions that will enter Phase III in late 2001.  Our 75 mg
line extension for Doryxa capsules has been approved in the US and the launch
is planned for January 2002.   In the UK we are completing the final stages
for the registration of our controlled release anti-arthritic/analgesic,
Diclodorma.  These projects reflect considerable economic potential,
particularly in the US, and demonstrate a broadening of our product pipeline
which we intend to continue.



Pharmaceutical Services



Revenues from our Pharmaceutical Services division grew by 32.8% to £55.3M
driven by good progress in all our business units.



Our CTS (Clinical Trials Services) and ICTI (Interactive Clinical Technologies
Inc.) businesses remain at the forefront in the supply and distribution of
clinical trials materials internationally and continue to demonstrate sound
growth. .  Investment in new CTS distribution and information technology
systems at Craigavon is now near completion. This represents the final stage
in an investment programme which commenced at flotation in 1997 and which has
added considerably to the excellent growth that has been created in this
business.



CSS (Chemical Synthesis Services) operates an integrated chemical development
service for the pharmaceutical industry through process development to kilo
scale synthesis of intermediates and actives to cGMP standard.  The business
unit has shown sound progress particularly at the bench scale, where it has
forged solid relationships with a significant number of major pharmaceutical
companies.



Galen's People



Total employment within Galen at 30 September 2001 was 1793 of which 702
people are now employed in the US.  Without the skills and dedication of all
our colleagues within the Galen organisation, it would be impossible to
deliver the consistently strong performance from the business.  We thank them
for their contributions.



Last year we reported the retirement of Allen McClay as Chairman of the
Company, after 32 years of service to the Company.  On 30 September 2001 Allen
retired from his positions as non-executive President and Director on our
Board.  On behalf of everyone at Galen we again extend our thanks to Allen and
wish him every success in the future.



Outlook



Galen has made great progress towards the creation of an international
specialty pharmaceutical company.  Our growth strategy is based upon three
elements:



  * Continue to pursue the organic growth of our existing businesses



  * Develop and commercialise new proprietary products; and



  * Selectively acquire products complementary to our existing ranges



The activities of the Company this year have demonstrated success in all three
elements of our strategy and we believe that we have created strong
foundations for further growth.  The Group is now well positioned and has the
capability to unlock the value of our existing product development portfolio
and create new and exciting product development opportunities.  Following an
excellent year we look forward to 2002 with much confidence.




Dr John King                       Roger Boissonneault
Executive Chairman                 Chief Executive Officer





Audited results for the year ended 30 September 2001

Consolidated profit and loss account (UK GAAP)




                                                         Notes     2001    2000
                                                                  £'000   £'000

                                                                  _____   _____
Turnover
Products                                                        127,413  44,397
Services                                                         55,270  41,623

                                                                  _____  ______
Total turnover                                                  182,683  86,020
Cost of sales                                                    64,187  44,222

                                                                  _____   _____
Gross profit                                                    118,496  41,798

                                                                  _____   _____
Net operating expenses
Before exceptional items and amortisation of goodwill            63,555  17,744
and intangibles
Exceptional items                                                     -   3,311
Goodwill and intangibles amortisation                            24,602   1,999

                                                                  _____   _____
Total net operating expenses                                     88,157  23,054

                                                                  _____   _____
Operating profit
Before exceptional items and amortisation of goodwill            54,941  24,054
and intangibles
Exceptional items                                                     - (3,311)
Goodwill and intangibles amortisation                          (24,602) (1,999)

                                                                  _____   _____
Total operating profit                                           30,339  18,744
Investment income                                                 4,455   2,089

                                                                  _____   _____
Profit on ordinary activities before interest                    34,794  20,833
Interest payable and similar charges                             17,848   1,760

                                                                  _____   _____
Profit on ordinary activities before taxation                    16,946  19,073
Tax on profit on ordinary activities                              3,594   4,699

                                                                  _____   _____
Profit on ordinary activities after taxation                     13,352  14,374
Minority interests                                                  122      89

                                                                  _____   _____
Profit for the financial year                                    13,230  14,285
Dividends                                                         4,413   3,036

                                                                  _____   _____
Retained profit for the financial year                            8,817  11,249

                                                                  _____   _____

Earnings per share                                       1        8.20p  11.76p
Adjusted earnings per share                              1       23.45p  15.47p
Diluted earnings per share                               1        8.06p  11.72p
Adjusted diluted earnings per share                      1       23.05p  13.41p

                                                                  _____   _____





Audited results for the year ended 30 September 2001

Consolidated balance sheet (UK GAAP)




                                                              2001         2000
                                                             £'000        £'000

                                                             _____        _____
Fixed assets
Intangible assets                                          510,742      456,102
Tangible assets                                             89,180       79,388

                                                             _____        _____
                                                           599,922      535,490

                                                             _____        _____
Current assets
Stocks                                                      16,563       14,207
Debtors                                                     35,961       34,747
Cash at bank and in hand                                   222,002       77,660

                                                             _____        _____
                                                           274,526      126,614
Creditors: amounts falling due within one year              62,324       54,537

                                                             _____        _____
Net current assets                                         212,202       72,077

                                                             _____        _____
Total assets less current liabilities                      812,124      607,567
Creditors: amounts falling due after more than
 one year                                                  193,144      187,008
Provisions for liabilities and charges                       5,896        3,223
Deferred income                                              5,736        6,670

                                                             _____        _____
Net assets                                                 607,348      410,666

                                                             _____        _____

Capital and reserves
Called up share capital                                     18,931       15,897
Share premium account                                      240,258       55,031
Merger reserve                                             290,685      290,685
Profit and loss account                                     57,231       48,933

                                                            ______        _____
Equity shareholders' funds                                 607,105      410,546
Minority interests - equity                                    243          120

                                                             _____        _____
                                                           607,348      410,666

                                                             _____        _____





Audited results for the year ended 30 September 2001

Consolidated cash flow statement (UK GAAP)




                                                                  2001     2000
                                                       Notes     £'000    £'000

                                                                 _____    _____
Net cash inflow from operating activities              2        53,855   16,659

                                                                 _____    _____
Returns on investments and servicing of finance
Interest paid                                                 (17,848)  (1,501)
Interest received                                                4,455    1,642

                                                                 _____   ______
                                                              (13,393)      141

                                                                 _____   ______
Taxation
United Kingdom corporation tax paid                            (1,115)  (3,242)

                                                                 _____    _____
Capital expenditure
Purchase of tangible fixed assets                             (16,225) (15,454)
Sale of tangible fixed assets                                      250       33
Purchase of intangible fixed assets                           (70,211)  (1,984)
Government grants received                                         454    1,695

                                                                 _____   ______
                                                              (85,732) (15,710)

                                                                 _____   ______
Acquisitions

Purchase of subsidiary undertakings  (including costs         (16,098) (15,063)
of acquisition and deferred consideration payments)

Net funds acquired with subsidiary undertakings                      -      474

                                                                 _____    _____
                                                              (16,098) (14,589)

                                                                 _____    _____
Equity dividends paid                                          (3,464)  (2,278)

                                                                 _____    _____
Net cash flow before management of liquid resources           (65,947) (19,019)
and financing
                                                                 _____    _____
Management of liquid resources

Increase in short term deposits                              (161,000) (24,500)

                                                                ______    _____
Financing
Issue of ordinary share capital (net of expenses)              188,261   36,367

Loans notes repaid                                            (27,323)        -
Loans obtained net of repayments                                49,751   13,476
Principal repayment under hire purchase agreements               (400)    (329)

                                                                 _____    _____
                                                               210,289   49,514

                                                                 _____   ______
(Decrease)/increase in cash in the year                       (16,658)    5,995

                                                                ______   ______





Audited results for the year ended 30 September 2001



Notes to results



1       Earnings per share

Earnings per ordinary share is based on profit for the financial year of £
13,230,000 (2000: £14,285,000) and on 161,354,740 ordinary shares (2000:
121,444,370) the weighted average number of ordinary shares in issue during
the year, excluding those held in the employee share trust.



Adjusted earnings per share reflects the results before the impact of
exceptional items and amortisation of goodwill and intangibles and provides a
clearer understanding of the underlying trading performance of the group.



Diluted earnings per share is calculated using an adjusted number of shares
reflecting the number of dilutive shares under option.



2        Reconciliation of operating profit to net cash inflow from operating   
         activities


                                                               2001        2000
                                                              £'000       £'000

                                                              _____       _____
Operating profit                                             30,339      18,744
Depreciation                                                  6,136       4,352
Amortisation of intangibles                                  24,602       2,068
Capital grants release                                      (1,388)     (1,295)
Loss/(profit) on sale of tangible fixed assets                   25         (9)
Increase in stocks                                          (2,356)     (1,562)
Increase in debtors                                         (1,214)     (5,644)
Decrease in creditors                                         (822)        (99)
Exchange difference                                         (1,467)         104

                                                             ______       _____
Net cash inflow from operating activities                    53,855      16,659

                                                             ______      ______



3      Final dividend


The final dividend will be paid on 28 February 2002 to shareholders on the
register on 25 January 2002.





Summary of differences between UK and US Generally Accepted Accounting
Principles ('GAAP')



(1)               Profit for the financial year and shareholders' funds



The group financial statements are prepared in accordance with UK GAAP which
differs in certain significant respects from US GAAP.  The effect of the US
GAAP adjustments to profit for the financial period and equity shareholders'
funds are set out in the tables below:


                                                               Year ended

                                                               30 September

                                                                  2001     2000
                                                                 £'000    £'000
                                                               Unaudited

(a)        Reconciliation of profit for the financial year to US GAAP

           Profit for the financial period under UK GAAP       13,230   14,285

                                                                 _____    _____
            US GAAP adjustments:
            Amortisation of goodwill                             6,717      393
            Amortisation of intangibles                        (1,061)        -
            In process research and development                      - (16,898)
            Related amortisation of goodwill                        51       51
            Capitalisation of interest                            (35)     (35)
            Deferred taxation                                  (4,209)    (598)
            Compensation expense                               (3,405)  (1,862)
            Inventory step up release                            (986)        -
            Deferred tax effect of US GAAP adjustments           1,065    (220)

                                                                ______   ______
            US GAAP adjustments total                          (1,863) (19,169)

                                                                ______   ______
            Profit/(loss) for the financial period under US GAAP

            - UK pounds                                         11,367  (4,884)

                                                                 _____    _____
            - US dollars                                        16,426  (7,357)

                                                                ______   ______






                                                                     As at
                                                                 30 September
                                                                 2001      2000
                                                                £'000     £'000
                                                                  Unaudited

(b)     Effect on equity shareholders' funds of differences between UK GAAP and 
        US GAAP
            Equity shareholders' funds under UK GAAP          607,105   410,546

                                                               ______
            US GAAP adjustments:
            Acquisition accounting                           (82,849)  (87,072)
            Amortisation of goodwill relating to contingent     1,057       608
            consideration
            In-process research and development              (17,800)  (17,851)
            Capitalisation of interest                          1,657     1,692
            Deferred taxation                                 (9,736)   (6,592)
            Employee benefit trust                            (7,064)   (7,377)
            Share premium account                               7,064     7,377
            Dividends                                           3,142     2,194

                                                               ______    ______
            US GAAP adjustments total                       (104,529) (107,021)

                                                               ______    ______
            Equity shareholders' funds under US GAAP

            - UK pounds                                       502,576   303,525

                                                               ______    ______
            - US dollars                                      738,183   444,269

                                                               ______    ______





Consolidated balance sheets (US GAAP)

(In thousands of US dollars)
                                                                   As at

                                                                September 30
                                                                  2001     2000

                                                                 _____    _____
Assets
Current assets:
  Cash and cash equivalents                                    326,076  113,671
  Accounts receivable, net                                      45,051   44,877
  Inventories                                                   24,328   22,230
  Deferred tax asset                                            13,357    7,000
  Prepaid expense and other assets                               7,595    5,982

                                                                ______   ______
                                                               416,407  193,760

                                                                ______   ______
Property, equipment, furniture and fixtures, net               133,422  118,677
Intangible assets, net                                         582,967  493,474

                                                                ______   ______
Total assets                                                 1,132,796  805,911

                                                                ______   ______
Liabilities
Current liabilities:
  Accounts payable                                              19,148   13,305
  Accrued and other liabilities                                 35,583   45,774
  Current instalments of long-term debt                         17,695   47,146
  Current instalments of obligations under capital leases          538      525
  Income taxes                                                   3,163    3,567
  Deferred consideration                                        10,914    7,000

                                                                ______   ______
Total current liabilities                                       87,041  117,317

                                                                ______   ______
Other liabilities:
  Long-term debt, excluding current instalments                281,107  219,575
  Long-term obligations under capital leases, excluding            583      445
  current instalments
  Deferred income taxes                                         17,099   14,366
  Other non-current liabilities                                  8,426    9,763

                                                                ______   ______
Total liabilities                                              394,256  361,466

                                                                ______   ______
Minority interest                                                  357      176

Shareholders' equity
Ordinary shares, par value (pounds sterling) 0.10 per share;    29,902   25,498
250,000,000 (September 30, 2000;250,000,000) shares
authorised, 189,311,298 shares issued and outstanding at
September 30, 2001 and 158,965,206 issued and outstanding at
September 30, 2000
Additional paid in capital                                     673,144  399,656
Retained earnings                                               53,982   42,568
Treasury stock                                                (11,444) (11,950)
Accumulated other comprehensive loss                           (7,401) (11,503)

                                                                 _____    _____
Total shareholders' equity                                     738,183  444,269

                                                                 _____    _____
Total liabilities and shareholders' equity                   1,132,796  805,911

                                                                ______   ______





Consolidated statement of operations (US GAAP)

(In thousands of US dollars, except per share data)


                                                            Year ended

                                                           September 30
                                                             2001          2000

                                                           ______        ______
Revenues
Products                                                  183,706        69,466
Services                                                   79,857        64,856

                                                           ______        ______
Total revenues                                            263,563       134,322

                                                           ______        ______
Operating expenses
  Cost of sales                                            87,633        61,846
  Selling, general and administrative                      80,468        23,302
  Research and development                                 13,694        12,504
  Depreciation                                              8,902         6,829
  Amortisation                                             27,269         2,538
  Acquired in process research and development                  -        26,400

                                                          _______        ______
Total operating expenses                                  217,966       133,419

                                                          _______        ______
Operating income                                           45,597           903

                                                          _______        ______
Other income (expense)
  Interest income                                           6,537         3,264
  Interest expense                                       (25,854)       (2,750)

                                                           ______        ______
Total other income (expense)                             (19,317)           514

                                                           ______        ______
Income before taxes and minority interest                  26,280         1,417
Provision for income taxes                                (9,677)       (8,636)
Minority interest in earnings of subsidiaries               (177)         (138)

                                                           ______        ______
Net income                                                 16,426       (7,357)

                                                           ______        ______
Net income per ordinary share:
  Basic                                                      0.10        (0.06)

                                                            _____        ______
  Diluted                                                    0.10        (0.06)

                                                           ______        ______
Net income per ADR equivalent:
  Basic                                                      0.41        (0.24)

                                                           ______        ______
  Diluted                                                    0.40        (0.24)

                                                           ______        ______
Weighted average ordinary shares outstanding:
  Basic                                               161,354,740   121,444,372

                                                           ______       _______
  Diluted                                             164,160,276   121,444,372

                                                           ______       _______
Weighted average equivalent ADRs outstanding:
  Basic                                                40,338,685    30,361,093

                                                           ______        ______
  Diluted                                              41,040,069    30,361,093

                                                           ______       _______





Unaudited consolidated statements of cash flows (US GAAP)

(In thousands of US dollars)


                                                                 Year ended

                                                                September 30
                                                                  2001     2000

                                                                ______    _____
Cash flows from operating activities
Net income (loss)                                               16,426  (7,357)
Adjustment to reconcile net income to net cash provided by
operating activities:
Depreciation                                                     8,902    6,829
Acquired in process research and development                         -   26,400
Amortisation of intangibles                                     27,269    2,538
Loss/(gain) on sale of assets                                      139     (13)
Amortisation of government grants                              (2,016)  (2,023)
Stock compensation expense                                       4,946    2,909
Minority interest                                                  177      138
Changes in assets and liabilities, net of effects of
acquisitions:
Increase in accounts receivable, prepaid expense and other     (2,347)  (6,165)
assets
Increase in inventories                                        (2,098)    (670)
Increase/(decrease) in accounts payable, accrued liabilities    10,389  (3,207)
and other liabilities
Income taxes                                                     8,256    1,502
Foreign exchange adjustment                                    (9,551)  (2,071)

                                                                 _____    _____
Net cash provided by operating activities                       60,492   18,810

                                                                 _____    _____

Cash flows from investing activities
Purchase of subsidiary undertakings, net of cash acquired            -   43,122
Purchase of tangible fixed assets                             (23,568) (22,525)
Purchase of intangible fixed assets                          (101,968)  (2,904)
Proceeds from sale of tangible fixed assets                        367       48
Deferred consideration and acquisition costs                  (23,705)  (1,998)

                                                                 _____    _____
Net cash used in investing activities                        (148,874)   15,743

                                                                ______    _____
Cash flows from financing activities                          (41,203)        -

Loan notes repaid
Long  term debt obtained                                        73,285   14,407
Payments under capital leases                                    (577)    (482)
Proceeds from share capital issue (net of expenses)            273,470   56,816
Cash dividends paid                                            (4,998)  (3,400)
Government grants received                                         659    2,481

                                                                ______    _____
Net cash provided by financing activities                      300,636   69,822

                                                                ______   ______

Net increase in cash and cash equivalents                      212,254  104,375
Cash and cash equivalents, beginning of period                 113,671   10,459
Foreign exchange adjustment on cash and cash equivalents           151  (1,163)

                                                                 _____   ______
Cash and cash equivalents, end of period                       326,076  113,671

                                                                 _____   ______