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Oasis Healthcare PLC (OSH)

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Wednesday 16 June, 2004

Oasis Healthcare PLC

Final Results

Oasis Healthcare PLC
16 June 2004

For Immediate Release                                             16 June 2004

                              OASIS HEALTHCARE PLC
                        For the year ended 31 March 2004

Oasis Healthcare Plc ("Oasis" or the "Company"), one of the UK's leading
corporate dentistry operator, announces its Preliminary Results for the year
ended 31 March 2004.

Financial Highlights

• Turnover increased by 58% to £73.9m (2003: £46.9m)

• Group EBITDA £5.5m, an increase of 96% (£2.8m)

• Cash generation of £5.2m (2003: £1.9m)

• Pre-tax loss after exceptional items and goodwill amortisation: £3.4m (2003: 

• Pre-tax, goodwill and exceptionals profit of £1.23m (2003:

• Exceptional items : £2.2m, Goodwill amortisation : £2.4m

Operational Highlights

• Strong growth and successful integration of acquisitions

• Increased margins and turnover from core Oasis estate (82

• Trend towards private dentistry - increased turnover

• Active search for new Chief Executive

Ron Trenter, Chairman said:

"Another year of rapid growth has taken Oasis to 127 practices and turnover of
£74 million. Our core estate has continued to grow and show increased
profitability and returns, but there has been some disappointment at the
performance of a number of recently acquired sites.

"Oasis is strongly cash-generative, £5.2 million last year. We will use this
strength in the coming year to reduce debt and strengthen the balance sheet. So
we enter a year of consolidation on very sound foundations. The expansion of our
private treatment activity inline with the continuing growth in demand for
higher value dentistry will provide further attractive opportunities to increase
revenues and profits for the group."

For further information, please contact :

Oasis Healthcare
Ron Trenter - Chairman
Jeremy Clark - Finance Director                              Tel: 01603 625 335

Buchanan Communications
Tim Anderson/Lisa Baderoon/Rebecca Skye Dietrich             Tel :020 7466 5000

Chairman's Review


The past year has seen a period of further growth and change at Oasis. Following
the prior year acquisitions of Dencare and Ora the focus has been on integrating
these two businesses into the enlarged group and concentrating on maximising the
performance of the existing dental practices. The core Oasis practices have
continued to grow and show increased profitability and returns, but there has
been some disappointment at the performance of a number of the recently acquired
sites. Action is being taken in this regard.


Turnover increased by 58% from £46.9 million to £73.9 million, reflecting in the
main a full year contribution from prior period acquisitions. The trend toward a
higher percentage of private treatments continued and this sector now accounts
for 62.5% of turnover. The national shortage of dentists has had an impact on
our ability to grow sales, but despite this limitation we have still been able
to increase turnover on a like for like basis by 1.8% across the Group as a

Operating profit before exceptional items and goodwill amortisation charges
increased from £1.7 million to £3.5 million. This increase is after higher
depreciation charges of £1.9 million (2003: £1.1 million) arising from our
practice improvement programme.

At the practice level we measure performance based on EBITDA. For the year just
ended, practice EBITDA was £9.5 million at 12.9% of turnover compared to £5.6
million at 11.9% of turnover in the previous year. These figures mask greater
improvements within the core Oasis estate where practice EBITDA was £6.2 million
(13.5% of turnover) after returning like for like sales increase of 4.7%.

Our central costs continue to fall proportionately, now accounting for 5.5% of
our turnover, giving rise to a Group EBITDA before exceptional items of £5.5
million, an increase of 96% over last year's £2.8 million.

Exceptional items of £2.2m relate to provisions for termination costs following
the departure of our Chief Executive (£0.2m), and write-downs of the carrying
value for certain practices (£2.0m). The write-downs in the main reflect the
full impairment of goodwill attributable to the 4 Dentics sites acquired last
year. We have refocused our marketing activities to increase activity levels and
profitability although it is too early to see the results of these changes.

The net interest charge for the year was £2.3 million (2003: £1.2 million) and
has increased due to the full year effect of the additional debt taken on to
fund the acquisitions of Dencare and Ora. Interest cover based on operating
profit before amortisation of goodwill and exceptional items is approximately
1.5 times (2003: 1.4 times), and cash interest cover is approximately 2.3 times
(2003: 1.5 times) based on the operating cash flows.

Net of all charges Oasis incurred a loss before tax of £3.4 million (2003: £ 2.3
million). This loss is after deduction of goodwill amortisation charges of £2.4
million (2003 £1.3 million) and exceptional charges of £2.2 million (2003 £1.4
million). After adjusting for the exceptional items and the amortisation charge
the full year profit is £1.23 million (2003 £0.47 million) which is slightly
ahead of the figure indicated in our trading statement made in February.

Basic loss per share was 4.14p (2003: 2.47p). The earnings per share adjusted to
exclude the impacts of the exceptional items and the amortisation charge is a
profit per share of 1.53p (2003: 1.81p).

Cash flow and net debt

Operating cash flow from the business continues to grow, rising to £5.2 million
(2003: £1.9 million). Utilising our cashflows, £3.0 million of debt repayments
have been made in the year and a further £2.2 million has been spent enhancing
our practice facilities. Our net debt position at the end of the year was £40.1
million (2003: £39.6 million), but with a planned reduction in capital
expenditure for the current year and anticipated improved profitability, we
expect to see a reduction in our net debt position.

Strategy update

At 31 March 2004 we had vacancies for 26 full time equivalent dentists along
with a number of expansion opportunities. Whilst we have been affected to a
lesser extent than the sector generally, the recruitment and retention of
dentists and hygienists remains a key business priority. We continue to work in
the UK, within the enlarged European Union and ex-Commonwealth regions to
attract dentists of the highest calibre.

We also need to make Oasis an attractive and rewarding place for our fee-earners
to work. We have refocused our operations, clinical and central functions to
ensure that the support we provide is designed to achieve this objective. Over
the past 3 years we have invested nearly £10 million into practice
refurbishments and surgery upgrades. Although the scale of our capital
expenditure will be reduced in the current year, our aim is to invest on a
priority basis to ensure we can maximise our earning potential.

By delivering improved returns from our existing portfolio of practices and
focusing our capital expenditure spend more tightly we plan start to reduce our
net debt level in the current year and beyond.

Our people

Malcolm Hughes, our Chief Executive, left the company on 30 April 2004. I would
like to thank Malcolm for his hard work over the last four years. We are
actively seeking to recruit a new Chief Executive and hope to be able to make an
announcement shortly.

David Phillips OBE joined the Board on 1 May 2004 as a Non-Executive Director
and his extensive knowledge and experience of dentistry will be a major asset
for the Company.

My thanks also go to all of our clinicians and staff for the excellent
contributions made to the Group over the last year.


The devolvement of commissioning services from the Department of Health to local
Primary Care Trusts continue to move on target for the Government with an
anticipated start date of April 2005. Whilst the final detail of the
arrangements are yet to be finalised, we believe that due to our scale of
coverage with over 36% of our revenues deriving from NHS dentistry, that we will
continue to be a major provider to this sector.

In addition, the expansion of our private treatment activity in line with the
continuing growth in demand for higher value dentistry will provide further
attractive opportunities to increase revenues and profits for the group.

Whilst the recruitment of dentists remains a concern, the above opportunities
for revenue growth combined with good housekeeping in the form of cost control
provide a sound platform for continued development and improved returns from our
practice estate.

Ron Trenter

Consolidated profit and loss account for the year ended 31 March 2004

                                                               2004       2003
                                                  Notes       £'000      £'000
                      --------------------------- -------    --------   --------

Turnover                                                     73,911     46,870

Cost of sales                                               (44,062)   (28,073)
---------------------------                        -------   --------   --------

Gross profit                                                 29,849     18,797
                      ---------------------------  -------   --------   --------
Other administration expenses                               (24,423)   (16,001)

Amortisation of goodwill                                     (2,403)    (1,304)

Depreciation                                                 (1,887)    (1,080)

Exceptional items                                      3     (2,222)    (1,438)
---------------------------                        -------   --------   --------

Total administrative expenses                               (30,935)   (19,823)
---------------------------                        -------   --------   --------

Total operating (loss)                                       (1,086)    (1,026)

Net interest payable and similar charges                     (2,312)    (1,242)
---------------------------                        -------   --------   --------

Loss on ordinary activities before taxation                  (3,398)    (2,268)

Tax on loss on ordinary activities                               21        686
---------------------------                        -------   --------   --------

Loss for the financial year                                  (3,377)    (1,582)
---------------------------                        -------   --------   --------

(Loss)/Earnings per share                              4
-including exceptionals and goodwill                          (4.14)p    (2.47)p
-excluding exceptionals and goodwill                           1.53p      1.81p

Fully diluted
-including exceptionals and goodwill                          (4.14)p    (2.47)p

There is no difference between the loss on ordinary activities before taxation
and the loss for the year stated above, and their historical cost equivalents.

The Group had no other gains or losses in the year other than those included in
the profit and loss account above.

Consolidated balance sheet at 31 March 2004
                         ------------------------ -------    --------   --------
                                                  Notes        2004       2003
                                                              £'000      £'000
                         ------------------------  -------   --------   --------
Fixed Assets
Intangible assets                                            40,032     44,155
Tangible assets                                              13,385     12,130
Investments                                                       -          -
------------------------                           -------   --------   --------
                                                             53,417     56,285
                         ------------------------  -------   --------   --------
Current assets
Stocks                                                        1,232      1,192
Debtors: amounts falling due within one year                  5,420      5,415
Deferred taxation                                               786        692
Cash at bank and in hand                                        603        704
------------------------                           -------   --------   --------
                                                              8,041      8,003
Creditors: amounts falling due within one year              (18,030)   (13,048)
------------------------                           -------   --------   --------
Net current (liabilities)/assets                             (9,989)    (5,045)
------------------------                           -------   --------   --------
Total assets less current liabilities                        43,428     51,240

Creditors: amounts falling due after more than              (31,222)   (35,497)
one year                                                               
Provision for liabilities and charges                          (444)      (604)
------------------------                           -------   --------   --------
Net assets                                                   11,762     15,139
------------------------                           -------   --------   --------

Capital and reserves
Called up share capital                                         816        816
Share premium account                                  8     13,569     17,362
Profit and loss account                                8     (2,623)    (3,039)
------------------------                           -------   --------   --------
Equity shareholders' funds                                   11,762     15,139
------------------------                           -------   --------   --------

Consolidated cash flow statement for the year ended 31 March 2004

                                                    Notes    2004      2003
                                                             £'000     £'000
                       ---------------------------  -------- --------  --------
Net cash inflow from continuing operating                5     5,222     1,902
activities                                          --------  --------  --------

Returns on investments and servicing of finance
Interest received                                                988        94
Interest paid                                                 (3,162)     (982)
Interest elements of finance lease payments                     (182)     (142)
---------------------------                         --------  --------  --------
Net cash outflow from returns on investments and              (2,356)   (1,030)
servicing of finance                                          
                       ---------------------------  --------  --------  --------

Capital expenditure and financial investment
Purchase of tangible fixed assets                             (2,189)   (3,726)
Net proceeds of sale of tangible fixed assets                      -       226
---------------------------                         --------  --------  --------
Net cash outflow from capital expenditure                     (2,189)   (3,500)
---------------------------                         --------  --------  --------

Purchase of subsidiary undertakings                              (56)   (7,955)
Net overdrafts acquired with subsidiary                            -    (1,536)
Purchase of businesses                                           (65)   (7,112)
---------------------------                         --------  --------  --------
Net cash outflow from acquisitions                              (121)  (16,603)
---------------------------                         --------  --------  --------

Cash inflow/ (outflow) before financing                          556   (19,231)
---------------------------                         --------  --------  --------

Issue of ordinary shares                                           -        65
(Decrease)/increase in debt due after more than               (1,000)   28,924
one year
Settlement of subsidiary's debt                                    -    (9,772)
Payment of deferred consideration                             (1,048)     (650)
Capital element of finance lease payments                     (1,001)     (605)
---------------------------                         --------  --------  --------
                                                              (3,049)   17,962
                       ---------------------------  --------  --------  --------

Decrease in cash in the year                             6    (2,493)   (1,269)
---------------------------                         --------  --------  --------

Notes to the Preliminary Announcement
for the Year ended 31 March 2004


The financial information set out above does not constitute the company's
statutory financial statements for the years ended 31 March 2004 or 31 March
2003 but is derived from those financial statements. Those financial statements
have been reported on by the Company's auditors. The report of the auditors was
unqualified and did not contain a statement under S.237 (2) or (3) Companies Act
1985. The statutory financial statements for the year ended 31 March 2003 have
been delivered to the Registrar of Companies. The statutory financial statements
for the year ended 31 March 2004 will be delivered to the Registrar of Companies
following the Company's Annual General Meeting.

2.     Basis of preparation

The financial statements have been prepared on the basis of the accounting
policies/estimation techniques set out in the Group's statutory financial
statements for the year ended 31 March 2003.

3.     Exceptional items
                              ----------------------------------------  --------
                                                                2004      2003
                              ----------------------------------------  --------
                                                               £'000     £'000
                   --------------------  --------  ---------  --------  --------
Employment costs                                                 189       462
Provision for onerous leases                                       -       354
Abortive acquisition costs                                         -        55
Scrapping of fixed assets                                          -        74
--------------------                     --------  ---------  --------  --------
Costs of subsidiary Head Offices                                   -       493
acquisition and closure
--------------------                     --------  ---------  --------  --------
                                                                 189     1,438
Impairment of goodwill                                         2,033         -
--------------------                     --------  ---------  --------  --------
                                                               2,222     1,438
                   --------------------  --------  ---------  --------  --------

The employment costs relate to the departure of our Chief Executive and the
re-organisation of our operations team. The impairment charges arose as a result
of a review of the carrying value of goodwill for a number of dental practices.

The charges for the prior year relate to additional costs arising from the
acquisition of The Dencare Management Group Limited and Ora Dental Group
Holdings Limited.

4.     (Loss)/earnings per share

                                                            2004         2003
                                                           £'000        £'000
                    ---------------------------------- --------     --------
(Loss) for basic and diluted earnings calculation          (3,377)      (1,582)
----------------------------------                         --------     --------
(Loss) for the year                                        (3,377)      (1,582)
Goodwill amortisation                                       2,403        1,304
Exceptional items                                           2,222        1,438
----------------------------------                         --------     --------
Adjusted profit for basic and diluted earnings              1,248        1,160
calculation                                                --------     --------

Weighted average number of shares in issue             81,646,081   63,939,466
----------------------------------                         --------     --------

The calculation of loss per share is based on the loss after taxation and a
weighted average of ordinary shares of 1p each in issue during the period. The
diluted loss per share calculated is based on the same figures.

For diluted loss per share, the weighted average number of ordinary shares in
issue is adjusted to assume conversion of all potential dilutive ordinary
shares. The Group has only one category of potential dilutive ordinary shares:
those share options granted where the exercise price is less than the average
market price of the Company's ordinary shares during the year. Since the Group
has made a loss in the year, there is no dilution effect of the potential
dilutive ordinary shares.

5.     Reconciliation of operating profit to net cash outflow from operating
                        ----------------------------------  --------    --------
                                                              2004          2003
                                                             £'000         £'000
                        ----------------------------------  --------    --------
Operating profit before exceptional items                    1,136         412
Depreciation on tangible fixed assets                        1,925       1,080
Amortisation of intangible fixed assets                      2,403       1,304
Government grant amortisation                                  (39)        (38)
Loss on sale of tangible fixed assets                            -          30
Increase in stocks                                             (40)       (171)
Increase in debtors                                            (56)       (701)
(Decrease)/increase in creditors and provisions               (107)        950
                        ----------------------------------  --------    --------
Net cash inflow from operating activities before             5,222       2,866
exceptional items
Exceptional items                                                -        (964)
----------------------------------                          --------    --------
Net cash inflow from operating activities                    5,222       1,902
----------------------------------                          --------    --------

6.     Reconciliation of net cash flow to movement in net (debt)
                      ---------------------------------- --------   --------
                                                             2004         2003
                                                            £'000        £'000
                      ---------------------------------- --------   --------
Decrease in cash in the year                               (2,493)      (1,269)
Cash outflow/(inflow) from changes in debt financing        3,049      (17,897)
----------------------------------                         --------     --------
Change in net funds resulting from cash flows                 556      (19,166)
Increase in debt from acquisitions                              -      (11,101)
Non cash movements                                         (1,060)      (1,458)
----------------------------------                         --------     --------
                                                             (504)     (31,725)
Net debt at 1 April 2003                                  (39,579)      (7,854)
----------------------------------                         --------     --------
Net debt at 31 March 2004                                 (40,083)     (39,579)
----------------------------------                         --------     --------

7.     Analysis of net (debt)

                                At 1 April  Cash flow     Non cash   At 31 March
                                      2003                movements  2004
                                £'000       £'000         £'000      £'000

Cash                                 704         (101)           -         603
Overdraft                         (2,099)      (2,392)           -      (4,491)
----------------------            --------     --------     --------    --------
                                  (1,395)      (2,493)           -      (3,888)
Debt due within one year          (1,000)       1,000       (3,750)     (3,750)
Debt due after more than         (33,471)           -        3,685     (29,786)
one year
Finance leases                    (2,170)       1,001         (768)     (1,937)
Deferred consideration            (1,543)       1,048         (227)       (722)
----------------------            --------     --------     --------    --------
                                 (39,579)         556       (1,060)    (40,083)
    ----------------------        --------     --------     --------    --------

8.     Share premium account and reserves

                                               Share premium     Profit and loss
                                                   account             account
                                                     £'000               £'000
        ----------------------------------          --------            --------
At 1 April 2003                                     17,362              (3,039)
Reduction in share premium account                  (3,793)              3,793
Loss for the year                                        -              (3,377)
----------------------------------                  --------            --------
At 31 March 2004                                    13,569              (2,623)
----------------------------------                  --------            --------

Following approval during the year by the courts and the shareholders, the share
premium account has been reduced by £3,793,000 and the cumulative profit and
loss account has been increased by £3,793,000.

                      This information is provided by RNS
            The company news service from the London Stock Exchange

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