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Interim Results

25 Aug 2011 07:00

RNS Number : 0006N
Hikma Pharmaceuticals Plc
25 August 2011
 



 

PRESS RELEASE

 

 

Hikma delivers a resilient H1 performance and is on track to deliver full year guidance for revenue growth and gross margin

 

London, 25 August 2011 - Hikma Pharmaceuticals PLC (LSE: HIK) (NASDAQ DUBAI: HIK), the fast growing global pharmaceutical group, today reports its interim results for the six months ended 30 June 2011.  

 

H1 2011 highlights

 

·; Group revenue increased by 10.4% to $394.8 million, with organic¹ growth of 3.2%

 

·; Branded revenue increased by 3% despite disruptions in several MENA markets and remains on track for around 7% full year growth

 

·; Continued investment in our people, our facilities and our overall operations in MENA during the period, reflecting our commitment to the region

 

·; Generic revenues declined bv 12.4% as expected, reflecting the exceptional colchicine sales in the first half of 2010. Excluding colchicine, Generics delivered double-digit revenue growth and remains on track to achieve around $160 million in revenue for the full year

 

·; Excellent revenue growth in the global Injectables business of 55.9%, with organic¹ revenue growth of 21.6% and organic operating profit up 41.0%

 

·; Closed the MSI transaction following a significant regulatory delay, giving rise to higher transaction costs of $5.4 million and a net loss of $5.0 million in the two months to 30 June 2011. MSI is expected to break even in the second half and achieve EBITDA margin of at least 10% in 2012

 

·; Gross margin was 43.7% compared to 49.9% and operating margin was 12.4% compared to 20.8%, reflecting the discontinuation of high margin colchicine sales, the consolidation of the Multi-Source Injectables (MSI) business, disruptions in the MENA region and the impact of currency movements

 

·; Profit attributable to shareholders of $33.1 million, compared to $54.7 million in the first half of 2010. On an adjusted basis² profit attributable to shareholders was $41.1 million, compared to $52.8 million

 

·; Continued new product delivery across all countries and markets - launched 44 products and received 71 product approvals

 

·; Maintained the interim dividend at 5.5 cents per share

 

·; Successfully completed investments in India and China, strengthening the quality and sourcing of Active Pharmaceutical Ingredients (APIs) and enhancing our R&D capabilities

 

1Before the consolidation of the Multi-Source Injectables business

2 Before the amortisation of intangible assets (excluding software) of $4.0 million in H1 2011 and $3.7 million in H1 2010 and before exceptional items. In H1 2011, exceptional items included transaction costs of $5.4 million, a fair value inventory adjustment of $1.2 million and the amortisation of pre-paid integration costs of $0.6 million, all of which relate to the MSI acquisition. In H1 2010, exceptional items included transaction costs of $2.3 million and non-recurring revaluation gains of $7.2 million

 

Said Darwazah, Chief Executive Officer of Hikma, said:

 

"I am very pleased with the resilient performance across the Group in the first half. While successfully managing unprecedented change and significant disruption in the MENA region, we have continued to invest in our MENA businesses. These investments - in our people, our facilities and our overall operations - reflect our commitment to the region.

 

We are delivering on our strategy to increase the scale of our global Injectables business. The organic business is performing very well and after an extended FTC approval process, our team in the US is rapidly integrating the MSI business and restructuring the operations to maximise operating efficiencies. At the same time, we are implementing our plans to capitalise on the exciting opportunities this business offers.

 

Excluding colchicine, which was discontinued in the second half of 2010, our Generics business achieved double-digit growth and we continue to leverage our FDA-approved operations in the MENA region to maximise the potential of our US product portfolio.

 

We have benefited once again from the diversity of our business model. We continue to expect a strong performance in the second half of the year and believe the Group remains well positioned for 2011 and beyond."

 

Enquiries

Hikma Pharmaceuticals PLC +44 (0)20 7399 2760

Susan Ringdal, Investor Relations Director

 

Financial Dynamics +44 (0)20 7831 3113

Ben Atwell /Julia Phillips/Jonathan Birt/Matthew Cole

 

 

About Hikma

Hikma Pharmaceuticals PLC is a fast growing global pharmaceutical group focused on developing, manufacturing and marketing a broad range of both branded and non-branded generic and in-licensed products. Hikma's operations are conducted through three businesses: "Branded", "Injectables" and "Generics" based primarily in the Middle East and North Africa ("MENA") region, where it is a market leader, the United States and Europe. In 2010, Hikma achieved revenues of $730.9 million and profit attributable to shareholders of $98.8 million.

 

A presentation for analysts will take place today at 09:00 at Financial Dynamics. Please call Mo Noonan for details on +44 (0) 20 7831 3113.

 

A video interview of Said Darwazah, CEO, is available at www.hikma.com and www.cantos.com.

 

Interim management report

 

Overview

Hikma's Group revenue increased by 10.4% to $394.8 million in the first half of 2011. Excluding the contribution of the MSI acquisition, organic sales growth was 3.2%.

In the first half, on a reported basis, Group gross profit decreased by 3.3% to $172.6 million and operating profit decreased by $25.2 million or 34.0% to $49.0 million. The decline in profitability reflects an exceptionally strong comparator period that included non-recurring profits from high margin colchicine sales. It also reflects the consolidation of the MSI business, disruptions in MENA and an increase in employee benefits across the region, and the impact of currency movements.

 

The Group is on track to meet our full year target of around 7% revenue growth and around 47% gross margin, before the consolidation of the MSI business.

 

Summary P&L

$ million

H1 2011

Reported

H1 2010

Reported

Change

Revenue

394.8

357.7

+10.4%

Gross profit

172.6

178.5

-3.3%

Reported operating profit

49.0

74.3

-34.0%

Adjusted operating profit3

60.3

73.2

-17.5%

Reported profit attributable to shareholders

33.1

54.7

-39.4%

Adjusted profit attributable to shareholders3

41.1

52.8

-22.1%

Diluted earnings per share (cents)

16.7

27.9

-40.1%

Adjusted diluted earnings per share (cents) 3

20.7

26.9

-23.3%

Dividend per share (cents)

5.5

5.5

-

Net cash flow from operating activities

19.2

65.3

-70.6%

 

During the period, our team in the MENA region did an excellent job of managing unprecedented disruptions in several markets and we have invested in strengthening our sales and manufacturing operations. With the exception of the markets affected by political unrest, we delivered double-digit growth in most other markets and 3.0% revenue growth for the Branded segment overall.

 

As expected, Generics revenues declined by 12.4% on a reported basis in the first half of 2011, reflecting the exceptional colchicine sales in the first half of 2010. If we exclude these, the Generics business achieved double-digit growth, demonstrating the strength of our underlying product portfolio. We reiterate our full year revenue guidance of around $160.0 million for the Generics business and expect operating margin in the low teens.

 

The organic4  Injectables business delivered an excellent performance during the period, with growth of 21.6% and strong performances in all regions, reflecting our expanding product portfolio, growth in contract manufacturing, the benefits of our global scale and the more aggressive approach we have taken to tenders. We expect this strong performance to continue in the second half and expect strong operating margin expansion for the full year.

 

3 Before the amortisation of intangible assets (excluding software) of $4.0 million in H1 2011 and $3.7 million in H1 2010 and before exceptional items. In H1 2011, exceptional items included transaction costs of $5.4 million, a fair value inventory adjustment of $1.2 million and the amortisation of pre-paid integration costs of $0.6 million, all of which relate to the MSI acquisition. In H1 2010, exceptional items included transaction costs of $2.3 million and non-recurring revaluation gains of $7.2 million

4 Before the consolidation of the Multi-Source Injectables business

 

Our acquisition of Baxter's Multi-Source Injectables (MSI) business was completed on 2 May 2011 and the results of MSI have been consolidated for the two months to 30 June 2011, contributing additional sales of $25.5 million to our Injectables business for the first half.

 

Due to the significant delay in closing the MSI transaction, caused by an extended FTC review, we have incurred higher than expected integration and transaction costs of $5.4 million, giving rise to an operating loss of $6.9 million and a net loss of $5.0 million for the MSI business in the two months to 30 June 2011.

 

Since closing, the integration process has proceeded apace. We have identified opportunities for cost savings, operational synergies and portfolio optimisation and we are rapidly implementing our restructuring plans. We have also begun actively pursuing the excellent long term growth opportunities in respect of the product portfolio that made this such an attractive investment to us. We expect the MSI business to break even in the second half of 2011. For 2012, we expect MSI to contribute revenues of at least $180.0 million and EBITDA margin of at least 10.0%.

 

Currency movements, particularly the Sudanese Pound, the Japanese Yen and the Euro, had a negative impact on our results in the first half of 2011 compared to the first half of 20105. In constant currency, Group operating profit would have been 11.4% or $5.6 million higher in the first half of the year. We expect the adverse currency impact on reported operating profit for the full year to be around $10.0 million.

During the first half of 2011, we have had success in executing our strategy to build our API and R&D capabilities through strategic minority investments. We acquired a minority stake in Unimark Remedies Limited (Unimark), a leading manufacturer of API ingredients and API intermediates. We will collaborate with Unimark to develop new strategic APIs and ANDAs. This will enable us to bring more products in more therapeutic areas to market globally.

 

We also acquired a minority stake in Hubei Haosun Pharmaceutical Co Ltd (Haosun), a Chinese company that develops and manufactures niche, difficult to make APIs. This investment will give us access to a high quality, long term source of oncology API.

 

We are also pleased to announce today that Robert Pickering will be appointed to Hikma's Board of Directors on 1 September 2011 as an independent non-executive director. Robert brings extensive experience in advising high growth companies on issues relating to corporate governance, strategy and global operations. Robert spent 23 years at Cazenove & Co. becoming the first Chief Executive of Cazenove Group PLC in 2001. He served as Chief Executive of Cazenove and also JP Morgan Cazenove, the joint venture partnership, until his retirement in 2008. He has extensive experience of capital raising, mergers and acquisitions and of the relationship between quoted companies and investors. Robert is a qualified solicitor with a law degree from Lincoln College, Oxford. He is a non-executive director of Neptune Asset Management.

 

5 The first half results are based on average exchange rates, principally $1/3.07 Sudanese Pound, $1/Yen 81.94, $1/€1.40. Comparative exchange rates for the first half of 2010 were $1/2.39 Sudanese Pound, $1/Yen 91.47, $1/€1.33

 

Branded

 

H1 2011 highlights:

 

Branded revenue increased by 3.0%, demonstrating the resilience of our business in the MENA region

 

On track to meet Branded revenue guidance of around 7% growth for the full year

 

Branded revenue increased by 3.0% in the first half of 2011 to $199.6 million, despite challenging market conditions in some territories. In constant currency, Branded revenue increased by 4.9%.

 

With the exception of the markets affected by political unrest during the period, we achieved double-digit growth in most of our other MENA markets, with an excellent performance in Algeria, Sudan and Iraq. This growth was partially offset by disruptions to our operations in Tunisia, Egypt, Libya, Yemen and Bahrain, which were impacted by political unrest. Our experience in operating in more challenging market conditions enabled us to respond quickly and effectively to the disruptions to our operations in Tunisia, Egypt and Bahrain and to minimise their impact. These markets are now recovering well and we expect that our performance in these territories will continue to improve in the second half provided market conditions remain stable. In Libya, where tensions have been more protracted, we are only now beginning to see a recovery.

 

During the first half we continued to see a good performance in our core Anti-Infective business and have continued to build our capabilities in the Cardiovascular and Diabetes market. Sales in our Central Nervous System (CNS) business are accelerating and we delivered strong growth from some of our recently launched products across a range of therapeutic areas. We also continued to invest in our manufacturing facilities during the period. We completed upgrades of our facilities in Tunisia and Egypt and are nearing completion of our new Anti-Infective facility in Algeria.

 

In the first half, the Branded business launched a total of 16 products across all markets, including 2 new compounds and 3 new dosage forms and strengths. Through the launch of these products, we are bringing new solutions for the treatment and care of patients with heart disease and cancer and enhancing our Anti-Infective portfolio. The Branded business also received 27 regulatory approvals across the region, including 4 for new products, of which two will enhance our CNS portfolio and one will enhance our portfolio of palliative care products for cancer.

 

During the first half, the use of Actos, a product we license from Takeda for the treatment of Type 2 diabetes, was suspended by regulatory authorities in Lebanon, Tunisia and Algeria due to concerns regarding a slight increase in the risk of bladder cancer in long-term users. The FDA and the EMA have not recommended suspension or withdrawal of Actos from their markets and we have been able to continue to sell Actos in all other markets where we have registered the product, though in some markets we expect to be impacted by more restrictive labelling requirements.

 

Revenue from in-licensed products declined slightly in the first half of 2011 to $80.9 million (representing 40.5% of Branded sales), compared to $82.6 million in the comparative period.

 

Our rapid response to events in the region, and in Egypt and Tunisia in particular, enabled us to limit the impact on Branded profitability. Branded gross profit of $99.2 million in the first half of 2011 was just $3.0 million lower than the comparative period and gross margin declined from 52.7% to 49.7%. The decline is primarily the result of lost sales in Libya and Yemen and of action we took to increase salaries and employee benefits across the MENA region to minimise the impact of market disruptions. The decline also relates to the negative impact of currency movements against the US dollar in the first half of 2011 compared to the first half of 2010. In particular, the significant depreciation of the Sudanese Pound reduced the translation rate for our reported sales and the appreciation of the Japanese Yen significantly increased the cost of raw materials for in-licensed products.

 

Operating profit in the Branded business was $45.2 million, compared to $54.3 million in the first half of 2010. Operating margin was 22.6%, compared to an operating margin of 28.0% in the first half of 2010. Excluding the non-recurring gain of $7.2 million that we benefited from in the prior year period, the reduction in operating profit was $1.9 million. This difference is explained by the impact of foreign exchange movements, the improvements that we have made in employee benefits across the region and our investment in the sales and marketing teams in MENA, which were partially offset through tight cost control.

 

We are confident that the Branded business will deliver stronger sales growth in the second half in our key markets. We therefore expect to achieve our target of around 7.0% revenue growth for the full year and we expect full year operating margin of around 23.0%.

 

 

Injectables

 

H1 2011 highlights:

 

·; Excluding MSI, Injectables revenue grew by 21.6%, driven by a strong performance across all three regions

 

·; Injectables operating margin, excluding MSI, improved by 220 basis points to 16.4%

 

·; Closed MSI acquisition on 2 May 2011 and swiftly implementing integration and restructuring plans

 

 

Summary P&L

$ million

H1 2011

Group ex MSI

H1 2011

MSI

H1 2011

Group Consolidated

Revenue

369.2

25.5

394.8

Gross profit

167.0

5.6

172.6

Operating profit

56.0

(6.9)

49.0

Adjusted operating profit6

59.7

0.6

60.3

Profit attributable to shareholders

38.1

(5.0)

33.1

Adjusted profit attributable to shareholders

41.1

-

41.1

6 Before the amortisation of intangible assets (excluding software) of $4.0 million and exceptional items, which include transaction costs of $5.4 million, a fair value inventory adjustment of $1.2 million and the amortisation of pre-paid integration costs of $0.6 million, all of which relate to the MSI acquisition

 

Injectables revenue by region

H1 2011

H1 2010

MENA

31.1%

40.0%

US

37.6%

17.4%

Europe and ROW

31.3%

42.6%

 

Revenue in our global Injectables business increased by 55.9% to $116.1 million, compared to $74.5 million in the first half of 2010. Excluding $25.5 million from the MSI acquisition, consolidated for May and June, organic revenue growth was 21.6%.

 

In the MENA region, Injectables sales increased by 21.3% to $36.1 million, compared to $29.8 million in the first half of 2010. This reflects significant growth in private sales in Saudi Arabia, Sudan, Algeria and Iraq and a more aggressive approach to tenders driving an increased win rate.

 

Sales in our European Injectables business grew by 14.6% to $36.4 million in the first half. An increase in contract manufacturing as well as new product launches enabled us to offset continued price declines across our European markets.

 

Excluding MSI, our Injectables business in the US grew by 39.7% to $18.1 million, driven by growth in sales of existing products, new product launches and increased demand for contract manufacturing. As mentioned above, the MSI business contributed an additional $25.5 million in sales.7

 

During the first half of 2011, the Injectables business launched a total of 25 products across all markets, including 4 new compounds and 8 new dosage forms and strengths. The Injectables business also received a total of 32 regulatory approvals across all regions and markets, including 20 in MENA, 10 in Europe and 2 in the US.

 

On 17 August, Hikma announced that it had entered into a licensing and distribution agreement with Vifor Pharma, a wholly-owned subsidiary of the Galenica Group, under which Hikma will market Ferinject®, Vifor Pharma's innovative treatment for iron deficiency, in the MENA region. The agreement will leverage Hikma's local presence, regional marketing and regulatory expertise, allowing Hikma to maximise the potential of one of the world's fastest-growing markets for iron deficiency products.

 

On 17 May 2011, Hikma announced that it had entered into an exclusive co-promotion agreement with Therabel Pharma Deutschland GmbH to support the launch of Loramyc® for cancer patients in the retail oncology community. The agreement brings together Therabel's strong knowledge and broad coverage of the German hospital market and Hikma's extensive experience in the oncology segment, to provide the market access required to ensure the success of this specialty drug in the oncology segment.

 

Injectables gross profit increased by 27.0% to $43.6 million in the first half of 2011, compared to $34.3 million in the first half of 2010, with gross margin decreasing to 37.5%, compared to 46.1% in the comparative period. The reduction in margin reflects the integration of the lower margin MSI business, higher raw material prices as a result of a strengthening of the Euro and an increase in overhead costs as we scale up the new lyophilized plant in Portugal in 2011.

 

Operating profit for the Injectables business increased by 26.5% to $13.3 million in the first half of the year. Operating margin declined from 14.2% to 11.5%. This includes operating losses of $1.5 million incurred by the MSI business in the two months to 30 June 2011 but excludes transaction costs of $5.4 million, which have been classified as corporate expenses.

 

Excluding the MSI business, Injectables operating profit increased by 41.0% to $14.9 million and operating margin increased to 16.4%. This excellent improvement in operating margin reflects expansion of our product portfolio, growth in contract manufacturing, the benefits of global economies of scale and better cost control.

 

7Following changes in the contractual arrangements with wholesalers since acquiring the MSI business, Baxter's 'fees for service arrangements' with wholesalers have now become 'direct rebates' under Hikma's contracts with wholesalers. This change in contractual arrangements has no impact on operating margin, however, it reduces MSI's net sales as reported by Hikma.

 

We anticipate that the strong first half performance of the organic Injectables business will continue for the remainder of 2011. The integration of the MSI operations in the US is progressing well, as we focus on restructuring the operations to drive operating efficiencies and to maximise the potential of the product portfolio. We are also actively pursuing the excellent long term growth opportunities that made this acquisition attractive. The MSI business is expected to contribute net sales of around $100 million to $105 million for the full year in 2011 and a net loss of around $5.0 million (including $5.4 million of transaction costs). For 2012, we expect MSI to contribute revenues of at least $180.0 million and EBITDA margin of at least 10.0%.

 

Generics

 

H1 2011 highlights:

 

·; Generics revenue declined by 12.4% to $76.4 million in the first half of 2011 due to the discontinuation of colchicine sales8

 

·; Excluding colchicines sales, we achieved double-digit growth in Generics revenue

 

·; Significant investments made to strengthen the senior management team in preparation for future growth

 

Generics revenue declined by 12.4% to $76.4 million in the first half, compared to $87.2 million in the first half of 2010. This decline is due to the discontinuation of colchicine sales, which provided us with an opportunity to achieve exceptional sales in 2010 that was not available in 2011. Excluding the impact of colchicine, we achieved double-digit growth in the Generics business over the comparative period.

 

This strong underlying performance was driven in part by our ability to drive sufficient volume growth to offset a slight increase in pricing pressure. Our ability to leverage our global manufacturing capabilities also helped to drive sales. We now have 10 products in 29 dosage forms and strengths which we produce at our MENA facilities for sale in the US market. These products represented 24.8% of Generics sales during the period, compared to 20.9% in the first half of 2010.

 

During the first half of 2011, the Generics business received 3 ANDA approvals.

 

Generics gross profit was $29.2 million, compared to $41.8 million in the first half of 2010 and gross margin was 38.3% compared to 47.9% in the first half of 2010. This reflects the loss of the exceptional benefit of high margin colchicine sales in the prior year period.

Generics operating profit decreased by 61.1% to $10.2 million in the first half of 2011, down from $26.1 million in the comparative period. Operating margin returned to a more sustainable 13.3%, compared to 30.0%, principally due to the lack of colchicine sales in 2011. We have also slightly increased the operating costs of the Generics business through higher provisions for slow moving items and through investments to strengthen our senior management team. We have hired experienced individuals to enhance key functions of the Generics business including finance, supply chain management, operations, compliance and HR.

 

We expect the strong performance of the business in the first half of 2011 to continue during the second half of the year and reiterate our guidance for full year Generics revenue of around $160 million. We expect Generics operating margin for the full year will be in the low teens.

 

 

 

 

8During 2010 we were able to take advantage of some specific market opportunities. The most notable related to the sale of colchicine, an oral drug recommended for the treatment of gout. This opportunity was finite and on 30 September 2010, West-Ward Pharmaceuticals, Hikma's wholly-owned subsidiary in the US, discontinued sales of oral colchicine to comply with regulatory requirements of the US Food and Drug Administration.

 

Other businesses

Other businesses, which primarily comprise Arab Medical Containers, a manufacturer of plastic specialised packaging, International Pharmaceuticals Research Centre, which conducts bio-equivalency studies, and the chemicals division of Hikma Pharmaceuticals PLC, contributed revenues of $2.7 million, compared to aggregate revenue of $2.2 million in the first half of 2010.

 

These other businesses delivered an operating loss of $1.6 million in the first half of 2011, compared to a loss of $1.9 million in the first half of 2010.

 

 

Group

Revenue for the Group grew by 10.4% to $394.8 million in the first half of 2011, compared to $357.7 million in the first half of 2010. Excluding the impact of the recent MSI acquisition, Group revenues grew by $11.5 million, or 3.2%, driven by growth across all segments of our underlying business.

The Group's gross profit decreased by 3.3% to $172.6 million in the first half of 2011, compared to $178.5 million in the first half of 2010. Group gross margin was 43.7%, compared to 49.9% in the previous period, primarily due to the discontinuation of high margin colchicine sales, the consolidation of the MSI business, disruptions in the MENA region and the impact of currency movements.

 

Group operating expenses grew by 18.6% to $123.6 million in the first half of 2011, compared to $104.2 million in the first half of 2010. Excluding the amortisation of intangible assets (excluding software) and exceptional items9, adjusted Group operating expenses grew by 6.6% to $112.3 million. The paragraphs below address the Group's main operating expenses in turn.

 

Sales and marketing expenses remained stable as a percentage of sales at 14.4%, reaching $57.0 million for the first half of 2011, compared to $52.7 million in the comparative period. We are continuing to invest in the growth of our MENA sales force and at the same time we are achieving the benefits of scale in our global Injectables business.

 

General and administrative expenses increased by $7.5 million or 20.1% to $45.1 million in the first half. As a percentage of sales, general and administrative expenses increased to 11.4%, up from 10.5% in the first half of 2010. This is principally due to an increase in transaction costs of $5.4 million and integration costs of $0.6 million in the first half of 2011, compared to transaction costs of $2.3 million in the first half of 2010. It also reflects our significant investment in our US management team in preparation for the integration of the recently acquired MSI business and the development of the combined US operations.

 

Investment in R&D grew by 12.6% to $11.5 million, with total investment in R&D representing 2.9% of Group revenues, compared to 2.8% in the first half of 2010. We expect R&D spend will increase in the second half of the year as we continue to execute our plans to develop our R&D pipeline, particularly for injectable products.

 

Other net operating expenses increased on a reported basis by $6.2 million to $10.1 million. Excluding $7.2 million of non-recurring revaluation gains on equity interests from the comparable period, other net operating expenses decreased by $1.0 million.

 

9 In H1 2011, amortisation of intangible assets (excluding software) was $4.0 million (H1 2010: $3.7 million). In H1 2011, exceptional items include transaction costs of $5.4 million, a fair value inventory adjustment of $1.2 million and the amortisation of pre-paid integration costs of $0.6 million, all of which relate to the MSI acquisition. In H1 2010, exceptional items include transaction costs of $2.3 million and non-recurring revaluation gains of $7.2 million

 

Operating profit for the Group declined by 34.0% to $49.0 million in the first half of 2011. Group operating margin declined to 12.4%, down from 20.8% in the first half of 2010. On an adjusted basis, Group operating profit declined by 17.5% to $60.3 million and operating margin declined from 20.5% to 15.3%.

 

 

Research & Development10

The Group's product portfolio continues to grow. During the first half of 2011, we launched 7 new compounds, expanding the Group portfolio to 462 compounds in 911 dosage forms and strengths. We manufacture and/or sell 50 of these compounds under-license from the originator.

 

Across all businesses and markets, a total of 44 products were launched during the first half. In addition, the Group received 71 approvals.

 

Total marketed products

Products launched in H1 2011

Compounds

Dosage forms and strengths

New compounds

New dosage forms and strengths

Total launches across all countries11

Branded

255

488

2

3

16

Injectables

158

305

4

8

25

Generics

49

118

1

3

3

Group

462

911

7

14

44

 

10Products are defined as pharmaceutical compounds sold by the Group. New compounds are defined as pharmaceutical compounds not yet launched by the Group and existing compounds being introduced into a new segment.

11Totals include all compounds and formulations that are either launched, approved or pending approval across all markets.

Products approved in H1 2011

 

Products pending approval as at 30 June 2011

New compounds

New dosage forms and strengths

Total approvals across all countries11

New compounds

New dosage forms and strengths

Total pending approvals across all countries 11

Branded

4

10

27

74

144

19612  

Injectables

1

2

32

68

115

23112

Generics

3

12

12

23

23

23

Group

8

24

71

165

282

450

 

12 Includes all submissions made for the first time in a particular market, but excludes re-submissions, which have historically been included in this calculation.

 

To ensure the continuous development of our product pipeline, we submitted 81 regulatory filings in the first half of the year across all regions and markets. As of 30 June 2011, we had a total of 450 pending approvals across all regions and markets.

 

At 30 June 2011, we had a total of 144 new products under development, the majority of which should receive several marketing authorisations for different strengths and/or product forms over the next few years.

 

Net finance expense

Net finance expense increased to $9.3 million, compared to $6.4 million in the first half of 2010 due to the higher net debt as explained in the net cash flow, working capital and net debt section below.

 

Profit before tax

Profit before tax for the Group decreased by 40.9% to $39.9 million, compared to $67.5 million in the first half of 2010. Adjusted profit before tax decreased by 22.9% to $51.1 million.

 

Tax

The Group incurred a tax expense of $4.8 million in the first half, compared to $12.9 million in the first half of 2010. The effective tax rate was 11.9%, compared to 19.1% in the first half of 2010. The decrease in the tax rate is mainly attributable to the reduced profitability of the US business.

 

Profit for the period

The Group's profit attributable to equity holders of the parent decreased by 39.4% to $33.1 million in the first half of 2011. Adjusted profit attributable to equity holders of the parent decreased by 22.1% to $41.1 million.

 

Earnings per share

Diluted earnings per share decreased by 40.1% to 16.7 cents, compared to 27.9 cents in the first half of 2010. Adjusted diluted earnings per share were 20.8 cents, a decrease of 22.7% over the first half of 2010.

 

Dividend

The Board has declared an interim dividend of 5.5 cents per share (approximately 3.3 pence per share), compared to 5.5 cents per share for the first half of 2010. The interim dividend will be paid on 13 October 2011 to eligible shareholders on the register at the close of business on 9 September 2011. The ex-dividend date is 7 September 2011 and the final date for currency elections is 23 September 2011.

 

Net cash flow, working capital and net debt

The Group generated operating cash flow of $19.2 million in the first half of 2011, compared to $65.3 million in the first half of 2010. This reduction in operating cash flow reflects the funding requirements of the MSI business and an increase in Group inventories.

 

The consolidation of the MSI balance sheet at 30 June 2011 increased Group working capital by $69.3 million compared to June 2010. The MSI transaction was structured as an asset purchase which included the purchase of $52.5 million of inventories but no other working capital. Following the acquisition, Hikma made a cash injection of $18.9 million to fund the working capital of MSI in the first two months of trading.

 

Excluding the impact of MSI, Group inventory has increased by $42.5 million compared to June 2010 and inventory days increased by 18 days to 193 days. The increase was partially due to higher inventories being held in MENA due to the market disruptions and in anticipation of higher sales in the second half of 2011. In addition, the Generics business took a strategic decision to hold higher inventories this year to enable the business to be opportunistic in respect of product shortages in the market, as well as to be competitive in delivering an outstanding service level.

 

Excluding MSI, Group receivable days decreased by four days to 103 days at 30 June 2011. This improvement reflects a focus on enhanced cash collection arrangements in the MENA region. Group payable days increased by five days to 82 days at 30 June 2011, reflecting an increased emphasis on payables management across the Group.

 

Overall, Group working capital days increased from 205 days at June 2010 to 214 days at June 2011, excluding the MSI impact.

 

Capital expenditures increased to $33.2 million, compared to $23.4 million in the first half of 2010. A total of $25.6 million was spent in MENA alone on facility enhancement and expansion projects in Egypt, Tunisia and Algeria. This underlines our future growth expectation in MENA and our commitment to the region. Other investments included machinery and equipment for the new lyophilisation facility in Portugal and machinery upgrades in the US. The estimated capex for the second half of 2011 is around $45.0 million, which includes investment in the MSI business. 

 

Group net debt increased from $123.6 million at 30 June 2010 to $322.7 million at 30 June 2011. Net debt on 31 December 2010 stood at $101.1 million. The increase in borrowing in the first half of 2011 was principally to finance the initial consideration of $103.8 million for the MSI acquisition, 13 as well as incremental financing to fund $38.6 million of investments in India and China. The higher net debt balance also reflects the deferred consideration for the MSI acquisition of $12.7 million, the finance lease obligations acquired in the transaction of $15.1 million, transaction costs of $5.4 million and the cash injection of $18.9 million to fund the working capital of MSI in the two months of trading post the acquisition.

 

Balance sheet

During the period, shareholder equity increased by $14.4 million reflecting an unrealised increase due to the exchange difference on translation of foreign operations. The increase primarily reflects the Euro/US dollar spot rate, which has appreciated by nearly 9.0% as of 30 June 2011 (1.4391) compared to 31 December 2010 (1.3253), and is the result of the revaluation of net assets denominated in currencies other than US dollars.

 

Summary and Outlook

Despite an exceptionally strong comparator period in the first half of 2010 and challenging MENA markets, Hikma has delivered a resilient performance in the first half of 2011. The MENA business is performing well, Injectables is growing very strongly and the Generics business, excluding colchicine, is delivering double-digit growth.

 

The Group remains on track to meet our full year target of around 7% revenue growth and around 47% gross margin, before the consolidation of the MSI business.

 

We are expecting stronger sales growth in the MENA region in the second half and we continue to expect our Branded business to deliver around 7% revenue growth for the full year, with operating margin of around 23%.

 

13 The consideration for the MSI acquisition was $112 million plus an additional inventory payment of $4.5 million. The total consideration of $116.5 million includes deferred consideration of $12.7 million.

 

 

We expect ongoing growth in our Generics business and we reiterate our guidance of around $160 million in revenue for the full year and expect operating margin in the low teens.

 

Our organic Injectables business is expected to continue to perform well with significant operating margin expansion for the full year. The MSI business is expected to contribute net sales of around $100 million to $105 million and a net loss of around $5.0 million (including transaction costs of $5.4 million) for the full year in 2011. For 2012, we expect MSI to contribute revenues of at least $180 million and EBITDA margin of at least 10%.

 

Overall we are pleased with the progress of the Group in the first half of 2011 and expect Hikma's long track record of doubling the business every four years to continue over the medium term.

 

Going concern statement

 

As stated in note 2 to the condensed financial statements, the Directors are satisfied that the Group has sufficient resources to continue in operation for the foreseeable future, a period of not less than twelve months from the date of this report. Accordingly they continue to adopt the going concern basis in preparing the condensed financial statements.

 

Responsibility statement

 

The Board confirms that to the best of its knowledge:

 

(a) the condensed set of financial statements has been prepared in accordance with IAS 34 'Interim Financial Reporting';

 

(b) the interim management report includes a fair review of the information required by DTR 4.2.7R (indication of important events during the first six months including their impact on the financial statements and description of principal risks and uncertainties for the remaining six months of the year); and

 

(c) the interim management report includes a fair review of the information required by DTR 4.2.8R (disclosure of related parties' transactions and changes therein which have had or could have a material financial effect on the financial position of the Group during the period).

 

 

By order of the Board

 

 

 

Said Darwazah

Chief Executive Officer

 

25 August 2011

 

 

Cautionary statement

This Interim Management Report ("IMR") has been prepared solely to provide additional information to shareholders to assess the Group's strategies and the potential for those strategies to succeed. The IMR should not be relied on by any other party or for any other purpose.

 

Forward looking statements

 

Certain statements in this announcement are forward-looking statements - using words such as "intends", "believes", anticipates" and "expects". Where included, these have been made by the Directors in good faith based on the information available to them up to the time of their approval of this announcement. By their nature, forward-looking statements are based on assumptions and involve inherent risks and uncertainties that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements, and should be treated with caution. These risks, uncertainties or assumptions could adversely affect the outcome and financial effects of the plans and events described in this announcement. Forward-looking statements contained in this announcement regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. You should not place undue reliance on forward-looking statements, which speak as only of the date of the approval of this announcement.

 

Except as required by law, the Company is under no obligation to update or keep current the forward-looking statements contained in this announcement or to correct any inaccuracies which may become apparent in such forward-looking statements.

 

 

 

Hikma Pharmaceuticals PLC

 

INDEPENDENT REVIEW REPORT TO HIKMA PHARMACEUTICALS PLC

 

We have been engaged by the company to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2011 which comprises the condensed consolidated statement of comprehensive income, the condensed consolidated balance sheet, the condensed consolidated statement of changes in equity, the condensed consolidated cash flow statement and related notes 1 to 16. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.

 

This report is made solely to the company in accordance with International Standard on Review Engagements (UK and Ireland) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board. Our work has been undertaken so that we might state to the company those matters we are required to state to them in an independent review report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company, for our review work, for this report, or for the conclusions we have formed.

 

Directors' responsibilities

 

The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the half-yearly financial report in accordance with the Disclosure and Transparency Rules of the United Kingdoms' Financial Services Authority.

 

As disclosed in note 2, the annual financial statements of the Group are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with International Accounting Standard 34, "Interim Financial Reporting," as adopted by the European Union.

 

Our responsibility

 

Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review.

 

Scope of review

 

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

 

Conclusion

 

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2011 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority.

 

 

Deloitte LLP

Chartered Accountants and Statutory Auditor

London, United Kingdom

 

24 August 2011

 

Hikma Pharmaceuticals PLC

 

Condensed consolidated statement of comprehensive income

 

Notes

H12011

H12010

FY2010

$000 (Unaudited)

$000 (Unaudited)

$000 (Audited)

Continuing operations

Revenue

3

394,759

357,694

730,936

Cost of sales

3

(222,141)

(179,187)

(373,592)

Gross profit

3

172,618

178,507

357,344

Sales and marketing costs

(56,988)

(52,692)

(106,673)

General and administrative expenses

(45,073)

(37,536)

(84,755)

Research and development costs

(11,459)

(10,173)

(23,608)

Other operating expenses (net)

(10,053)

(3,828)

(7,213)

Total operating expenses

(123,573)

(104,229)

(222,249)

Adjusted operating profit

60,317

73,154

143,025

Exceptional items

 - Acquisition related expenses

4

(6,055)

(2,306)

(7,705)

 - Gains on revaluation of previously held equity interests

4

-

7,176

7,176

 - Inventory related adjustment

4

(1,203)

-

-

Intangible amortisation*

4

(4,014)

(3,746)

(7,401)

Operating profit

49,045

74,278

135,095

Finance income

154

97

346

Finance expense

(9,484)

(6,519)

(13,856)

Other income/(expense)

152

(382)

(603)

Profit before tax

39,867

67,474

120,982

Tax

5

(4,755)

(12,856)

(21,455)

Profit for the period/year

35,112

54,618

99,527

Attributable to:

Non-controlling interests

1,987

(53)

678

Equity holders of the parent

33,125

54,671

98,849

35,112

54,618

99,527

Cumulative effect of change in fair value of available for sale investments

(9)

41

75

Cumulative effect of change in fair value of financial derivatives

(601)

(180)

(256)

Exchange difference on translation of foreign operations

14,381

(28,850)

(19,532)

Total comprehensive income before tax relating to components of other comprehensive income

48,883

25,629

79,814

Total comprehensive income for the period/ year

48,883

25,629

79,814

Attributable to:

Non-controlling interests

2,537

(633)

(1,023)

Equity holders of the parent

46,346

26,262

80,837

48,883

25,629

79,814

Earnings per share (cents)

Basic

7

17.1

28.5

51.4

Diluted

7

16.7

27.9

50.2

Adjusted basic

7

21.3

27.5

53.6

Adjusted diluted

7

20.8

26.9

52.4

 

On this page and throughout this interim financial information "H1 2011" refers to the six months ended 30 June 2011, "H1 2010" refers to the six months ended 30 June 2010 and "FY 2010" refers to the year ended 31 December 2010.

* Intangible amortisation comprises the amortisation on intangible assets other than software.

 

 

Hikma Pharmaceuticals PLC

 

Condensed consolidated balance sheet

 

 

 

30 June

30 June

 31 December

Notes

2011

2010

2010

$000(Unaudited)

$000(Unaudited)

$000 (Audited)

Non-current assets

Intangible assets

8

294,804

265,521

269,120

Property, plant and equipment

391,842

301,710

317,463

Investment in associated companies

16

38,610

-

-

Deferred tax assets

23,443

19,953

23,288

Available for sale investments

468

583

477

Financial and other non-current assets

11,050

548

11,357

760,217

588,315

621,705

Current assets

Inventories

9

269,490

171,445

182,192

Trade and other receivables

10

273,239

238,944

228,703

Collateralised cash

2,510

7,045

3,573

Cash and cash equivalents

89,526

60,996

62,718

Other current assets

2,934

1,043

929

637,699

479,473

478,115

Total assets

1,397,916

1,067,788

1,099,820

Current liabilities

Bank overdrafts and loans

159,119

85,680

81,015

Obligations under finance leases

3,727

1,112

2,251

Trade and other payables

11

146,747

117,817

127,555

Income tax provision

10,652

12,069

12,621

Other provisions

9,176

7,572

8,641

Other current liabilities

15,254

22,980

20,540

344,675

247,230

252,623

Net current assets

293,024

232,243

225,492

Non-current liabilities

Long-term financial debts

12

231,999

98,543

78,040

Deferred income

318

348

335

Obligations under finance leases

19,894

6,334

6,118

Deferred tax liabilities

12,353

13,593

12,404

264,564

118,818

96,897

Total liabilities

609,239

366,048

349,520

Net assets

788,677

701,740

750,300

Equity

Share capital

34,937

34,501

34,525

Share premium

277,440

275,203

275,968

Own shares

(2,292)

(2,251)

(2,220)

Other reserves

469,029

387,517

435,649

Equity attributable to equity holders of the parent

779,114

694,970

743,922

Non-controlling interest

9,563

6,770

6,378

Total equity

788,677

701,740

750,300

 

Hikma Pharmaceuticals PLC

 

Condensed consolidated statement of changes in equity

 

 

Merger reserve$000

Revaluation reserves$000

Translation reserves$000

Retained earnings$000

Total reserves$000

Share capital$000

Share premium$000

Own shares$000

Total equity attributable to equity shareholders of the parent$000

Non-controlling interest$000

Total equity$000

Balance at 1 January 2010 (Audited)

33,920

4,266

5,751

327,130

371,067

34,236

272,785

(2,203)

675,885

7,372

683,257

Profit for the period

-

-

-

54,671

54,671

-

-

-

54,671

(53)

54,618

Cumulative effect of change in fair value of available for sale investments

-

-

-

41

41

-

-

-

41

-

41

Cumulative effect of change in fair value of financial derivatives

-

-

-

(180)

(180)

-

-

-

(180)

-

(180)

Realisation of revaluation reserve

-

(91)

-

91

-

-

-

-

-

-

-

Currency translation loss

-

-

(28,270)

-

(28,270)

-

-

-

(28,270)

(580)

(28,850)

Total comprehensive income for the period

-

(91)

(28,270)

54,623

26,262

-

-

-

26,262

(633)

25,629

Issue of equity shares

-

-

-

-

-

265

2,418

-

2,683

-

2,683

Acquisition of own shares

-

-

-

-

-

-

-

(108)

(108)

-

(108)

Cost of equity settled employee share scheme

-

-

-

2,090

2,090

-

-

-

2,090

-

2,090

Exercise of employees long term incentive plan

-

-

-

(60)

(60)

-

-

60

-

-

-

Current and deferred tax arising on share-based payments

-

-

-

632

632

-

-

-

632

-

632

Dividends on ordinary shares

-

-

-

(12,474)

(12,474)

-

-

-

(12,474)

-

(12,474)

Acquisition of subsidiaries

-

-

-

-

-

-

-

-

-

31

31

Balance at 30 June 2010 (Unaudited)

33,920

4,175

(22,519)

371,941

387,517

34,501

275,203

(2,251)

694,970

6,770

701,740

Balance at 1 January 2010 (Audited)

33,920

4,266

5,751

327,130

371,067

34,236

272,785

(2,203)

675,885

7,372

683,257

Profit for the year

-

-

-

98,849

98,849

-

-

-

98,849

678

99,527

Cumulative effect of change in fair value of available for sale investments

-

-

-

75

75

-

-

-

75

-

75

Cumulative effect of change in fair value of financial derivatives

-

-

-

(256)

(256)

-

-

-

(256)

-

(256)

Realisation of revaluation reserve

-

(181)

-

181

-

-

-

-

-

-

-

Currency translation loss

-

-

(17,831)

-

(17,831)

-

-

-

(17,831)

(1,701)

(19,532)

Total comprehensive income for the year

-

(181)

(17,831)

98,849

80,837

-

-

-

80,837

(1,023)

79,814

Issue of equity shares

-

-

-

-

-

289

3,183

-

3,472

-

3,472

Acquisition of own shares

-

-

-

-

-

-

-

(107)

(107)

-

(107)

Cost of equity settled employee share scheme

-

-

-

4,473

4,473

-

-

-

4,473

-

4,473

Exercise of employees long term incentive plan

-

-

-

(90)

(90)

-

-

90

-

-

-

Current and deferred tax arising on share-based payments

-

-

-

2,435

2,435

-

-

-

2,435

-

2,435

Dividends on ordinary shares

-

-

-

(23,073)

(23,073)

-

-

-

(23,073)

-

(23,073)

Acquisition of subsidiaries

-

-

-

-

-

-

-

-

-

29

29

Balance at 31 December 2010 (Audited)

33,920

4,085

(12,080)

409,724

435,649

34,525

275,968

(2,220)

743,922

6,378

750,300

Profit for the period

-

-

-

33,125

33,125

-

-

-

33,125

1,987

35,112

Cumulative effect of change in fair value of available for sale investments

-

-

-

(9)

(9)

-

-

-

(9)

-

(9)

Cumulative effect of change in fair value of financial derivatives

-

-

-

(601)

(601)

-

-

-

(601)

-

(601)

Realisation of revaluation reserve

-

(91)

-

91

-

-

-

-

-

-

-

Currency translation gain

-

-

13,831

-

13,831

-

-

-

13,831

550

14,381

Total comprehensive income for the period

-

(91)

13,831

32,606

46,346

-

-

-

46,346

2,537

48,883

Issue of equity shares

-

-

-

-

-

412

1,472

-

1,884

-

1,884

Acquisition of own shares

-

-

-

-

-

-

-

(112)

(112)

-

(112)

Cost of equity settled employee share scheme

-

-

-

3,634

3,634

-

-

3,634

-

3,634

Exercise of employees long term incentive plan

-

-

-

(40)

(40)

-

-

40

-

-

-

Current and Deferred tax arising on share-based payments

-

-

-

(3,327)

(3,327)

-

-

-

(3,327)

-

(3,327)

Dividends on ordinary shares

-

-

-

(14,497)

(14,497)

-

-

-

(14,497)

-

(14,497)

Dividends paid to minority shareholders

-

-

-

-

-

-

-

-

-

-

-

Partial disposal of an investment in a subsidiary (without loss of control)

1,264

1,264

1,264

160

1,424

Issue of equity shares of subsidiaries

-

-

-

-

-

-

-

-

488

488

Balance at 30 June 2011 (Unaudited)

33,920

3,994

1,751

429,364

469,029

34,937

277,440

(2,292)

779,114

9,563

788,677

 

 

Hikma Pharmaceuticals PLC

 

Condensed consolidated cash flow statement

 

Note

H12011

H12010

FY2010

$000 (Unaudited)

$000 (Unaudited)

$000 (Audited)

Net cash from operating activities

13

19,220

65,306

152,540

Investing activities

Purchases of property, plant and equipment

(33,199)

(23,354)

(49,121)

Proceeds from disposal of property, plant and equipment

313

785

1,556

Purchase of intangible assets

(7,179)

(1,156)

(4,074)

Proceeds from disposal of intangible assets

66

-

566

Investment in associated companies

(38,610)

-

-

Investment in financial and other non current assets

307

6

(10,800)

Proceeds from available for sale investments (net)

-

-

140

Acquisition of subsidiary undertakings, net of cash acquired

(105,825)

(22,796)

(23,000)

Payments of costs directly attributable to acquisitions

4

(3,892)

(2,306)

(7,705)

Finance income

154

97

 346

Net cash used in investing activities

(187,865)

(48,724)

(92,092)

Financing activities

Increase/(decrease) in collateralised cash

1,063

(4,609)

(1,140)

Increase in long-term financial debts

197,695

12,758

19,045

Repayment of long-term financial debts

(51,488)

(32,465)

(59,177)

Increase in short-term borrowings

69,769

18,271

14,147

Decrease in obligations under finance leases

(489)

(1,557)

(616)

Dividends paid

(14,497)

(12,474)

(23,073)

Purchase of own shares

-

(108)

-

Interest paid

(9,555)

(6,320)

(13,754)

Proceeds from issue of new shares

1,772

2,683

3,365

Proceeds from non-controlling interest for capital increase in subsidiaries

 

488

-

-

Net cash from/(used in) financing activities

194,758

(23,821)

(61,203)

Net increase/(decrease) in cash and cash equivalents

26,113

(7,239)

(755)

Cash and cash equivalents at beginning of period

62,718

65,663

65,663

Foreign exchange translation movement

695

2,572

(2,190)

Cash and cash equivalents at end of period

89,526

60,996

62,718

 

Hikma Pharmaceuticals PLC

 

Notes to the condensed set of financial statements - continued

1. General information

The financial information for the year ended 31 December 2011 does not constitute statutory accounts within the meaning of Section 434 of the Companies Act 2006. Statutory accounts for the year ended 31 December 2010, which were prepared under International Financial Reporting Standards (IFRSs) issued by the International Accounting Standards Board, have been filed with the Registrar of Companies. The auditors' report on those accounts was unqualified, did not draw attention to any matters by way of emphasis and did not contain any statement under Section 498 (2) or (3) of the Companies Act 2006.

 

2. Accounting policies

 

The unaudited condensed set of financial statements for the six months ended 30 June 2011 have been prepared using the same accounting policies and on a basis consistent with the audited results for the year ended 31 December 2010. The financial information has been prepared under the historical cost convention, except for the revaluation to market value of certain financial assets and liabilities.

 

Basis of preparation

The currency used in the preparation of the accompanying consolidated financial statements is the US Dollar ($) as the majority of the Group's business is conducted in US Dollars.

The Group's condensed consolidated financial statements included in this half yearly financial report are prepared in accordance with IAS 34 'Interim Financial Reporting' as adopted by the European Union. They were approved by the Board on 24 August 2011.

 

Going concern

 

The Group has $751.8 million of banking facilities of which $335.5 million were undrawn as at 30 June 2011. Of the undrawn facilities, $172.2 million was committed. These facilities are well diversified across the operating subsidiaries of the Group with a number of financial institutions.

About 50% of the Group's short-term and undrawn long-term facilities are of a committed nature.

We continue to expect the short-term facilities to be renewed upon maturity. In addition the Group maintained cash balances of $90 million as at 30 June 2011. The Group's forecasts, taking into account reasonable possible changes in trading performance, facility renewal sensitivities and maturities of long-term debt, show that the Group should be able to operate within the levels of its facilities.

Although the current economic conditions may affect short-term demand for our products, as well as placing pressure on customers and suppliers which may face liquidity issues, the Group's geographic spread, product diversity, large customer and supplier base substantially mitigate these risks.

In addition, the Group operates in the relatively defensive generic pharmaceuticals industry which we expect to be less affected compared to other industries that are subject to greater cyclical changes.

After making enquiries, the Directors believe that the Group is adequately placed to manage its business and financing risks successfully despite the current uncertain economic outlook. Accordingly, they continue to adopt the going concern basis in preparing the half- yearly condensed financial statement.

 

Changes in accounting policy

 

The same accounting policies, presentation and methods of computation are followed in the condensed set of financial statements as applied in the Group's latest annual audited financial statements.

 

3. Business and geographical segments

 

For management purposes, the Group is currently organised into three operating divisions - Branded , Injectables and Generics. These divisions are the basis on which the Group reports its primary segment information.

Segment information about these businesses is presented below.

Six months ended

30 June 2011 (unaudited)

Branded

Injectables

Generic

Others

Group

$000

$000

$000

$000

$000

Revenue

199,623

116,105

76,376

2,655

394,759

Cost of sales

(100,447)

(72,555)

(47,161)

(1,978)

(222,141)

Gross profit

99,176

43,550

29,215

677

172,618

Result

Adjusted segment result

47,548

16,822

 10,173

(1,591)

72,952

Exceptional items :

 - Acquisition related expenses

-

(600)

-

-

(600)

 - Inventory related adjustment

-

(1,203)

-

-

(1,203)

Intangible amortisation*

(2,345)

(1,669)

-

-

(4,014)

Segment result

45,203

13,350

10,173

(1,591)

67,135

Adjusted Unallocated corporate expenses

(12,635)

Exceptional items :

 - Acquisition related expenses

(5,455)

Unallocated corporate expenses

(18,090)

Operating profit

49,045

Finance income

154

Finance expense

(9,484)

Other income

152

Profit before tax

39,867

Tax

(4,755)

Profit for the period

35,112

Attributable to:

Non-controlling interest

1,987

Equity holders of the parent

33,125

35,112

 

Segment result is defined as operating profit for each segment.

*Intangible amortisation comprises the amortisation on intangible assets other than software.

 

"Others" mainly comprise Arab Medical Containers Ltd, International Pharmaceutical Research Center Ltd and the chemicals division of Hikma Pharmaceuticals Ltd Jordan.

Unallocated corporate expenses are primarily made up of employee costs, office costs, professional fees, donations and certain acquisition related expenses.

3. Business and geographical segments (continued)

Other information 30 June 2011 (unaudited)

Branded

Injectables

Generic

Others

Group

$000

$000

$000

$000

$000

Additions to property, plant and equipment (cost)

24,057

3,048

3,761

 2,119

32,985

Acquisition of subsidiary's property, plant and equipment (net book value)

-

50,342

-

-

50,342

Additions to intangible assets

6,191

988

-

-

7,179

Intangible assets arising on acquisition

-

18,060

-

-

18,060

Total property, plant and equipment and intangible assets (net book value)

415,339

226,018

33,969

11,320

686,646

Depreciation

9,648

3,749

2,363

480

16,240

Amortisation (including software)

3,078

1,904

96

98

5,176

Balance sheet

Segment assets

 859,181

370,078

137,807

30,850

1,397,916

Segment liabilities

 334,498

245,730

16,600

12,411

609,239

 

 

Six months ended

30 June 2010 (unaudited)

Branded

Injectables

Generic

Others

Group

$000

$000

$000

$000

$000

Revenue

193,848

74,461

87,151

2,234

357,694

Cost of sales

(91,675)

(40,166)

(45,384)

(1,962)

(179,187)

Gross profit

102,173

34,295

41,767

272

178,507

Result

Adjusted segment result

49,460

11,836

 26,286

(1,935)

85,647

Exceptional items :

 - Gains on revaluation of previously held equity interests

7,176

-

-

-

7,176

Intangible amortisation*

(2,302)

(1,283)

(161)

-

(3,746)

Segment result

54,334

10,553

26,125

(1,935)

89,077

Adjusted Unallocated corporate expenses

(12,493)

Exceptional items :

 - Acquisition related expenses

(2,306)

Unallocated corporate expenses

(14,799)

Operating profit

74,278

Finance income

97

Finance expense

(6,519)

Other expense

(382)

Profit before tax

67,474

Tax

(12,856)

Profit for the period

54,618

Attributable to:

Non-controlling interest

(53)

Equity holders of the parent

54,671

54,618

 

 

Segment result is defined as operating profit for each segment.

 

 *Intangible amortisation comprises the amortisation on intangible assets other than software.

 

 "Others" mainly comprise Arab Medical Containers Ltd, International Pharmaceutical Research Center Ltd and the chemicals division of Hikma Pharmaceuticals Ltd Jordan.

Unallocated corporate expenses are primarily made up of employee costs, office costs, professional fees, donations and certain acquisition related expenses.

 

Other information 30 June 2010 (unaudited)

Branded

Injectables

Generic

Other

Group

$000

$000

$000

$000

$000

Additions to property, plant and equipment (cost)

17,797

2,074

2,785

698

23,354

Acquisition of subsidiary's property, plant and equipment (net book value)

24,437

-

-

-

24,437

Additions/(disposals) to intangible assets

708

423

5

20

1,156

Intangible assets arising on acquisition

28,066

-

-

-

28,066

Total property, plant and equipment and intangible assets (net book value)

392,698

134,441

31,164

8,928

567,231

Depreciation

8,739

2,692

2,181

526

14,138

Amortisation (including software)

2,919

1,452

260

26

4,657

Balance sheet

Segment assets

766,483

164,463

118,475

18,367

1,067,788

Segment liabilities

260,265

73,852

19,743

12,188

366,048

 

Year ended

31 December 2010 (audited)

Branded

Injectables

Generic

 Others

Group

$000

$000

$000

$000

$000

Revenue

394,166

157,439

174,491

4,840

730,936

Cost of sales

(190,733)

(86,437)

(92,710)

(3,712)

(373,592)

Gross profit

203,433

71,002

81,781

1,128

357,344

Result

Adjusted segment result

96,230

26,224

 51,258

(2,889)

 170,823

Exceptional items :

 - Gains on revaluation of previously held equity interests

7,176

-

-

-

7,176

Intangible amortisation*

(4,732)

(2,500)

(169)

-

(7,401)

Segment result

98,674

23,724

51,089

(2,889)

170,598

Adjusted Unallocated corporate expenses

(27,798)

Exceptional items :

 - Acquisition related expenses

(7,705)

Unallocated corporate expenses

(35,503)

Operating profit

135,095

Finance income

346

Finance expense

(13,856)

Other expense

(603)

Profit before tax

120,982

Tax

(21,455)

Profit for the year

99,527

Attributable to:

Non-controlling interest

678

Equity holders of the parent

98,849

99,527

 

 

 

Segment result is defined as operating profit for each segment.

 

 

*Intangible amortisation comprises the amortisation on intangible assets other than software.

 

"Others" mainly comprise Arab Medical Containers Ltd, International Pharmaceutical Research Center Ltd and the chemicals division of Hikma Pharmaceuticals Ltd Jordan.

Unallocated corporate expenses are primarily made up of employee costs, office costs, professional fees, donations and certain acquisition related expenses.

 

Other information 31 December 2010 (audited)

Branded

Injectables

Generic

Other

Group

$000

$000

$000

$000

$000

Additions to property, plant and equipment (cost)

32,747

7,428

6,798

2,125

49,098

Acquisition of subsidiary's property, plant and equipment (net book value)

24,437

-

-

-

24,437

Additions to intangible assets

2,147

1,902

5

20

4,074

Intangible assets arising on acquisition

28,066

-

-

-

28,066

Total property, plant and equipment and intangible assets (net book value)

397,301

146,818

32,682

9,782

586,583

Depreciation

16,032

5,517

6,373

1,169

29,091

Amortisation (including software)

6,044

2,848

365

85

9,342

Balance sheet

Segment assets

748,353

184,039

141,599

25,829

1,099,820

Segment liabilities

232,855

77,217

18,551

20,897

349,520

 

 

 

The following table provides an analysis of the Group's sales by geographical market, irrespective of the origin of the goods/services:

 

Sales revenue by geographical market

H1 2011

H1 2010

FY 2010

$000

$000

$000

(Unaudited)

(Unaudited)

(Audited)

Middle East and North Africa

229,849

218,047

446,524

United States

120,013

100,116

204,389

Europe and Rest of the World

43,922

39,243

79,133

United Kingdom

975

288

890

394,759

357,694

730,936

 

 

Included in revenues arising from the Branded and Injectables segments are revenues of approximately $43,301,000 (30 June 2010: $39,226,000 and 31 December 2010: $99,371,000) which arose from the Group's largest customer, based in Saudi Arabia.

 

4. Exceptional items and intangible amortisation

 

Exceptional items are defined as those that are material in nature or amount and are non-recurring. Exceptional items are disclosed separately in the condensed consolidated statement of comprehensive income to assist in the understanding of the Group's underlying performance.

 

 H12011

 H12010

 FY2010

 $000

 $000

 $000

Acquisition related expenses

(6,055)

(2,306)

(7,705)

Gains on revaluation of previously held equity interests

-

7,176

7,176

 - Inventory related adjustment

(1,203)

-

-

Exceptional items

(7,258)

4,870

(529)

Intangible amortisation *

(4,014)

(3,746)

(7,401)

Exceptional items and intangible amortisation

(11,272)

1,124

(7,930)

Tax effect

3,265

775

3,666

Impact on profit for the period/year

(8,007)

1,899

(4,264)

 

*Intangible amortisation comprises the amortisation of intangible assets other than software.

Acquisition related expenses relate to transaction and integration costs incurred in acquiring the Baxter Healthcare Multi-Source injectables business (MSI) in the USA. These are mainly included in the unallocated corporate expenses. Further details are set out in note 15 "Acquisition of subsidiaries". The results of MSI have been included in the Injectables segment.

These costs mainly comprises of third party consulting services, legal and professional fees.

$3.9 million (30 June 2010: $2.3 million and 31 December 2010: $7.7 million) of costs have been classified as investing activities in the cash flow statement relating to the cash outflow in respect of these costs in the period.

The inventory related adjustments reflect the fair value uplift (recognised in costs of sales) of the inventory acquired as part of the MSI acquisition (refer to note 15).

In the prior year, acquisition related expenses related to transaction costs incurred in acquiring Ibn Al Baytar, Al Dar Al Arabia and MSI which was in the process of completion. These were included in the unallocated corporate expenses.

Gains on revaluation of previously held equity interests related to gains arising from the remeasurement to fair value of the previously held equity interests in Ibn Al Baytar and Al Dar Al Arabia. These were included within other operating expenses (net).

 

5. Tax

 

 

H1 2011

H1 2010

FY 2010

$000

$000

$000

(Unaudited)

(Unaudited)

(Audited)

Current tax:

Foreign tax

4,423

15,007

27,037

Prior year adjustments

450

(882)

(691)

Deferred tax

(118)

(1,269)

(4,891)

4,755

12,856

21,455

 

6. Dividends

H1 2011

H1 2010

FY 2010

$000

$000

$000

(Unaudited)

(Unaudited)

(Audited)

Amounts recognised as distributions to equity holders in the period:

Final dividend for the year ended 31 December 2010 of 7.5 cents (2009: 6.5 cents) per share

14,497

12,473

12,473

Interim dividend for the year ended 31 December 2010 of 5.5 cents per share

-

-

10,600

14,497

12,473

23,073

The proposed interim dividend for the period ended 30 June 2011 is 5.5 cents (30 June 2010: 5.5 cents) per share.

7. Earnings per share

Earnings per share are calculated by dividing the profit attributable to equity holders of the parent by the weighted average number of ordinary shares. The number of ordinary shares used for the basic and diluted calculations are shown in the table below. Adjusted basic earnings per share and adjusted diluted earnings per share are intended to highlight the adjusted results of the Group before exceptional items and intangible amortisation*. A reconciliation of the basic and adjusted earnings used is also set out below:

 

 

 

H1 2011

H1 2010

FY 2010

$000

$000

$000

(Unaudited)

(Unaudited)

(Audited)

Earnings for the purposes of basic and diluted earnings per share being net profit attributable to equity holders of the parent

33,125

54,671

98,849

Exceptional items

7,258

(4,870)

529

Intangible amortisation*

4,014

3,746

7,401

Tax effect of adjustments

(3,265)

(775)

(3,666)

Adjusted earnings for the purposes of adjusted basic and diluted earnings per share being adjusted net profit attributable to equity holders of the parent

41,131

52,772

103,113

Number

Number

Number

Number of shares

'000

'000

'000

Weighted average number of Ordinary Shares for the purposes of basic earnings per share

193,330

191,792

192,304

Effect of dilutive potential Ordinary Shares :

Share options

4,878

4,059

4,551

Weighted average number of Ordinary Shares for the purposes of diluted earnings per share

198,208

195,851

196,855

H1 2011

H1 2010

FY 2010

 Earnings per share

Earnings per share

Earnings per share

Cents

Cents

Cents

Basic

17.1

28.5

51.4

Diluted

16.7

27.9

50.2

Adjusted basic

21.3

27.5

53.6

Adjusted diluted

20.8

26.9

52.4

 

 

 

*Intangible amortisation comprises the amortisation of intangible assets other than software.

 

8. Intangible assets

Goodwill

Marketing rights

 Customer relationships

Product related intangibles

In process R&D

Trade names

Other acquisition related intangibles

Software

Total

$000

$000

$000

$000

$000

$000

$000

$000

$000

Cost

Balance at 1 January 2010

156,066

8,826

64,804

23,746

4,276

 6,401

3,214

12,902

280,235

Additions

-

417

-

202

5

-

-

541

1,165

Acquisition of subsidiaries

26,859

767

-

233

632

-

-

256

28,747

Disposals

-

(51)

-

(5)

-

-

-

-

(56)

Translation adjustments

 

(8,680)

(954)

(2,899)

(1,332)

(96)

 

(890)

 

 (456)

 

 (395)

 (15,702)

Balance at 30 June 2010

174,245

9,005

61,905

22,844

4,817

 5,511

2,758

13,304

294,389

Cost

Balance at 1 January 2010

156,066

8,826

64,804

23,746

4,276

 6,401

3,214

12,902

280,235

Additions

-

251

-

2,509

-

-

-

1,314

4,074

Acquisition of subsidiaries

26,859

-

-

224

610

 1,068

-

246

29,007

Disposals

-

(249)

-

(155)

-

-

-

-

(404)

Translation adjustments

(5,240)

 (476)

(2,067)

(722)

(55)

(520)

(232)

 (231)

(9,543)

Balance at 31 December 2010

177,685

8,352

62,737

25,602

4,831

 6,949

2,982

14,231

303,369

Additions

-

521

-

6,170

-

-

-

488

7,179

Acquisition of subsidiaries

5,804

-

-

12,195

-

-

61

-

18,060

Disposals

-

-

-

(50)

-

-

-

-

(50)

Translation adjustments

 

 

 3,243

 468

694

771

11

528

 244

 

197

6,156

Balance at 30 June 2011

186,732

9,341

63,431

44,688

4,842

 7,477

3,287

14,916

334,714

Amortisation

Balance at 1 January 2010

(608)

(2,402)

 (10,014)

(3,977)

(601)

(38)

(773)

(6,126)

(24,539)

Charge for the year

-

(528)

(2,119)

(856)

(141)

(9)

(93)

(911)

(4,657)

Acquisition of subsidiaries

-

-

-

(24)

(432)

-

-

(225)

(681)

Translation adjustments

-

261

145

278

52

-

84

189

1,009

Balance at 30 June 2010

(608)

(2,669)

(11,988)

(4,579)

(1,122)

(47)

(782)

(7,073)

 (28,868)

Amortisation

Balance at 1 January 2010

(608)

(2,402)

 

(10,014)

 

(3,977)

(601)

 

(38)

(773)

(6,126)

 (24,539)

Charge for the period

-

(817)

(4,219)

(1,760)

(332)

(88)

(185)

(1,941)

(9,342)

Acquisition of subsidiaries

-

-

-

(211)

(513)

-

-

(217)

(941)

Translation adjustments

-

125

154

140

21

(1)

39

95

573

Balance at 31 December 2010

(608)

(3,094)

(14,079)

(5,808)

(1,425)

(127)

(919)

(8,189)

 (34,249)

Charge for the period

-

(440)

(2,118)

(1,161)

(140)

(57)

(98)

(1,162)

(5,176)

Translation adjustments

-

(135)

39

(182)

(24)

(5)

(59)

(119)

(485)

Balance at 30 June 2011

(608)

(3,669)

(16,158)

(7,151)

(1,589)

(189)

(1,076)

(9,470)

 (39,910)

Carrying amount

At 30 June 2011

186,124

5,672

47,273

37,537

3,253

 7,288

2,211

5,446

 294,804

At 31 December 2010

177,077

5,258

48,658

19,794

3,406

 6,822

2,063

6,042

269,120

At 30 June 2010

173,637

6,336

49,917

18,265

3,695

 5,464

1,976

6,231

265,521

 

The current period intangibles arising from the acquisition of subsidiaries relate to the acquisition of MSI, as set out below in note 15.

The current period additions mainly relate to licences for products.

 

9. Inventories

H1 2011

H1 2010

FY 2010

$000

$000

$000

(Unaudited)

(Unaudited)

(Audited)

Finished goods

85,670

55,942

50,829

Work-in-progress

33,329

30,816

29,592

Raw and packing materials

136,561

70,794

81,864

Goods in transit

13,930

13,893

19,907

269,490

171,445

182,192

 

Goods in transit include inventory held at third parties whilst in transit between Group companies.

 

10. Trade and other receivables

30 June

30 June

31 December

2011

2010

2010

$000(Unaudited)

$000(Unaudited)

$000 (Audited)

Trade receivables

233,871

210,187

200,334

Prepayments

32,386

19,644

22,305

Value added tax recoverable

3,912

6,383

3,883

Interest receivable

701

217

223

Employee advances

2,369

2,513

1,958

273,239

238,944

228,703

11. Trade and other payables

30 June

30 June

 31 December

2011

2010

2010

$000 (Unaudited)

$000 (Unaudited)

$000 (Audited)

Trade payables

102,341

74,675

74,936

Accrued expenses

31,973

30,484

42,428

Employees' provident fund *

3,072

1,943

2,625

VAT and sales tax payables

845

3,496

452

Dividends payable **

2,228

2,320

2,256

Social security withholdings

1,230

795

1,130

Income tax withholdings

2,456

1,434

2,074

Other payables

2,602

2,670

1,654

146,747

117,817

127,555

 

 

 

 

* The employees' provident fund liability represents outstanding contributions to Hikma Pharmaceuticals Limited - Jordan retirement benefit plan, on which the fund receives 5% interest.

 

** Dividends payable includes $2,044,526 (30 June 2010: $2,100,000 and 31 December 2010: $2,072,000) due to the previous shareholders of Arab Pharmaceutical Manufacturing.

 

 

 12. Long-term financial debts

 

30 June

30 June

31 December

2011

2010

2010

$000 (Unaudited)

$000 (Unaudited)

$000 (Audited)

Total loans

285,809

131,954

114,235

Less: current portion of loans

(53,810)

(33,411)

(36,195)

Long-term financial loans

231,999

98,543

78,040

Breakdown by maturity:

Within one year

53,810

33,411

36,195

In the second year

70,930

40,187

34,193

In third year

45,271

32,490

26,700

In the fourth year

54,454

15,579

6,167

In the fifth year

49,987

3,044

3,735

Thereafter

11,357

7,243

7,245

285,809

131,954

114,235

 

The increase of long term -debts is mainly due to the new loans of $139 million withdrawn to finance the new acquisitions of MSI, Unimark Remedies Limited and Hubei Haosun Pharmaceutical Co.Ltd (Haosun).

 

13. Net cash from operating activities

H12011

H12010

FY2010

$000 (Unaudited)

$000 (Unaudited)

$000 (Audited)

Profit before tax

39,867

67,474

120,982

Adjustments for:

Depreciation, amortisation and impairment of:

Property, plant and equipment

16,240

14,138

29,091

Intangible assets

5,176

4,657

9,342

Gain on revaluation of previously held equity interest

-

(7,176)

(7,176)

Loss on disposal of property, plant and equipment

17

57

376

(Gains)/losses on disposal of intangible assets

(17)

56

(162)

Movement on provisions

535

681

2,488

Movement on deferred income

(16)

(146)

(159)

Cost of equity settled employee share scheme

3,634

2,090

4,473

Payments of costs directly attributable to acquisitions *

3,892

2,306

7,705

Finance income

(154)

(98)

(346)

Interest and bank charges

9,484

6,519

13,856

Cash flow before working capital

78,658

90,558

180,470

Change in trade and other receivables

(35,947)

(5,152)

10,689

Change in other current assets

(1,775)

208

322

Change in inventories

(31,145)

(9,144)

(19,295)

Change in trade and other payables

15,486

5,998

16,102

Change in other current liabilities

(1,220)

817

(3,091)

Cash generated by operations

24,057

83,285

185,197

Income tax paid

(4,837)

(17,979)

(32,657)

Net cash generated from operating activities

19,220

65,306

152,540

* Please refer to note 4

14. Related party balances

Intra-group transactions have been eliminated on consolidation and are not disclosed in this note.

During the period, the Group had the following relationships and entered into the following transactions with related parties:

Darhold Limited: is a related party of the Group because it is one of the major shareholders of Hikma Pharmaceuticals PLC with ownership percentage of 29.3% at 30 June 2011 (30 June 2010: 29.6% and 31 December 2010: 29.5%).

Other than dividends (as paid to all shareholders), there were no transactions between the Group and Darhold Limited during the period.

Capital Bank - Jordan: is a related party of the Group because during the period three board member of the Bank are also board members of Hikma Pharmaceuticals PLC. Total cash balances at Capital Bank - Jordan were USD 462,000 (30 June 2010: USD 233,000 and 31 December 2010: USD 2,169,000). Loans and overdrafts granted by Capital Bank to the Group amounted to USD 372,000 (30 June 2010: USD 125,000 and 31 December 2010: USD 48,000) with interest rates ranging between 9 % and 3 month LIBOR + 3. Total interest expense incurred against Group facilities was USD 9,000 (H1 2010: USD 6,000 and FY 2010: USD 18,000). Total interest income received was Nil (H1 2010: Nil and 2010 FY: USD 8,000) and total commission paid in the period was USD 16,000 (H1 2010: USD 14,000 and 2010: USD 76,000).

Jordan International Insurance Company: is a related party of the Group because one board member of the insurance company is also a board member of Hikma Pharmaceuticals PLC. Total insurance premiums paid by the Group to Jordan International Insurance Co during the period were USD 2,329,000 (H1 2010: USD 1,868,000 and FY 2010: USD 2,166,000). The Group's insurance expense for Jordan International Insurance Co contracts in the period was USD 1,953,000 (H1 2010: USD 1,548,000 and FY 2010: USD 2,481,000). The amounts due to Jordan International Insurance Co at 30 June 2011 were USD 272,000 (30 June 2010: USD 74,000 and 31 December 2010: USD 66,000).

Labatec Pharma: is a related party of the Group because it is owned by Mr. Samih Darwazah. During the period to 30 June 2011 the Group total sales to Labatec Pharma amounted to USD Nil (H1 2010: USD Nil and FY 2010: USD 414,000) and the Group total purchases from Labatec Pharma amounted to USD 1,177,000 (H1 2010: USD 139,000 and FY 2010 USD 1,373,000). At 30 June 2011 the amount owed to Labatec Pharma by the Group was USD 1,269,000. The amount owed by Labatec Pharma to the Group was (30 June 2010: USD 5,000 and 31 December 2010: USD 193,000).

Mr. Yousef Abd Ali: Mr. Yousef Abd Ali is a related party of the Group because he holds 33% of Hikma Liban SARL in Lebanon. The amount owed to Mr. Yousef by the Group as at 30 June 2011 was USD 161,000 (30 June 2010: USD 161,000 and 31 December 2010: USD 161,000).

King and Spalding: is a related party of the Group because the partner of the firm is a board member and company secretary of West-ward Pharmaceutical Corp. King and Spalding is an outside legal counsel firm that handles general legal matters for West-ward. During the period to June 2011 fees of USD 951,000 (H1 2010: USD 47,000 and FY 2010: USD 927,000) were paid for legal services provided.

 

15. Acquisition of subsidiaries

 

On 2 May 2011, the Group completed the acquisition of 100% of Baxter Healthcare Corporation's Multi-Source Injectables (MSI) business for cash consideration of $103,839,000 and deferred consideration of $12,684,000 of which $11,542,000 is a discounted value of non interest bearing note and due in two payments, February 2012 and November 2012. This deferred consideration has been treated as a financial liability in accordance with IAS 32 Financial Instruments: Presentation and IFRS 3 revised (2008): Business Combinations.

 

The purpose of the acquisition was to significantly enhance the scale and scope of Hikma's global Injectables platform.

The acquisition was a trade and asset based transaction. It is considered a business combination in accordance with IFRS 3 revised (2008): Business Combinations as Hikma's wholly owned subsidiary West-Ward Pharmaceuticals acquired an integrated set of activities and assets that can be managed for the purpose of providing a return to the shareholders.

Due to the timing of the acquisition, closing on 2 May 2011, the fair value and goodwill arising on acquisition stated below are considered to be provisional.

The goodwill arising represents the synergies that will be obtained by integrating MSI into the existing business and increasing the scale of Hikma's Injectables business.

 

The Group's condensed consolidated statement of comprehensive income for the period ended 30 June 2011 includes acquisition related costs amounting to $5,455,000 and the amortisation of prepaid integration costs of $600,000 and a fair value inventory adjustment of $1,203,000.

 

The net assets acquired in the transaction and the provisional goodwill arising are set out below:

Multi-Source Injectables

 Book value

 Fair value adjustment

Fair value

 $000

 $000

 $000

Product rights

-

12,195

a

12,195

Other intangible assets

-

61

61

Property, plant and equipment

125,263

(74,921)

b

50,342

Inventories

48,312

4,235

c

52,547

Prepaid expenses

7,906

-

7,906

Other current assets

204

231

d

435

Deferred taxes asset

-

3,340

e

3,340

Other current liabilities

(985)

-

(985)

Capital lease obligations

(10,483)

(4,639)

f

(15,122)

Identifiable net assets

170,217

(59,498)

110,719

Consideration

116,523

Less: identifiable net assets

(110,719)

Goodwill

5,804

Consideration is satisfied by :

Cash

103,839

Deferred consideration

12,684

116,523

Cash consideration

103,839

Cash and cash equivalents acquired

-

Net cash outflow arising on acquisition

103,839

 

 

a. Product rights relating to thirty six product licences and approvals has been valued based on the type of rights acquired. A discounted cashflow approach has been taken based on excess earnings by product group, applying a discount rate applicable for any market participant.

Useful lives of 10 - 15 years have been determined.

b. The property, plant and equipment acquired have been valued by a third party expert at current market values.

c. Inventories have been valued as follows:

a. Raw materials at the current replacement cost.

b. Finished goods and work in process at the estimated selling prices less a cost to dispose and complete and less a reasonable profit attributable to selling effort.

d. Other current assets include back orders which have been valued by estimating the amount of expected profit that is attributable to the efforts of the seller.

e. Taxable temporary differences have been identified by reference to IAS 12 "income tax"

f. Finance lease obligations acquired have been revalued using a discounted future cash flow method and applying the Company's incremental borrowing rate as the discount rate.

 

As part of the acquisition West-Ward was assigned a long term API supply agreement that contains fixed minimum purchase obligations. The Company is in the process of evaluating whether any fair value adjustments should be recorded with respect to this contract. The contract contains a clause that anticipates termination in certain market conditions.

 

Goodwill recognised is expected to be deductible for income tax purposes.

 

Full year impact of acquisition:

The revenue and net loss excluding pre tax transaction costs of $5.4 million of MSI from the date of the acquisition that is included in the Group's condensed consolidated statement of comprehensive income for the period amounted to $25,528,028 and $1,470,000 respectively.

If the acquisition of MSI had been completed on the first day of the financial year, the Group's revenues for the period would have been approximately $452,730,000 and the Group's profit attributable to equity holders of the parent would have been approximately $36,225,000.

The appropriate additional contribution for the period from the beginning of the year up to the acquisition date is illustrated in the table below:

Effect on Group's revenues

Effect on Group's profit

 $000

 $000

MSI

57,971

3,100

57,971

3,100

 

 

16. Investment in Associates

 

On April 15, 2011 the Group acquired a non controlling interest of 23.07% in the Indian company Unimark Remedies Limited through the subscription of new equity for a cash consideration of $ 33.6 million. Through this strategic partnership, Hikma and Unimark will collaborate on the development of strategic APIs and ANDAs. Unimark's strong technical and R&D capabilities will complement Hikma's in-house R&D efforts and are expected to enable Hikma to bring more products in more therapeutic categories to market globally.

 

 

On June 28, 2011 the Group acquired a non controlling interest of 30% in Hubei Haosun Pharmaceutical Co.Ltd (Haosun) through the subscription of new equity for a cash consideration of $5 million.

Through this partnership Hikma gains access to a high quality, long term source of API, particularly in the strategically important area of oncology.

 

 

Principal Risks and Uncertainties

The Group's business faces risks and uncertainties. The section below sets out the principal risks and uncertainties that the Group considers could have a significant effect on its financial condition, results of operations or future performance. The list is not set out in order of priority and other risks, currently unknown or not considered material, could have a similar effect.

 

Operational risks

 

Risk

Potential impact

Mitigation

Compliance with cGMP

> Non-compliance with manufacturing standards (often referred to as 'Current Good Manufacturing Practices' or cGMP)

> Delays in supply or an inability to market or develop the Group's products

 

> Delayed or denied approvals for the introduction of new products

 

> Product complaints or recalls

 

> Bans on product sales or importation

 

> Disruptions to operations

 

> Litigation

 

> Commitment to maintain the highest levels of quality across all manufacturing facilities

 

> Strong global compliance function that oversees compliance across the Group

 

> Remuneration and reward structure that helps retain experienced personnel

 

> Continuous staff training

Regulation

> Unanticipated legislative and other regulatory actions and developments concerning various aspects of the Group's operations and products

> Restrictions on the sale of one or more of our products

 

> Restrictions on our ability to sell our products at a profit

 

> Unexpected additional costs required to produce, market or sell our products

 

> Increased compliance costs

 

> Local operations in most of our key markets

 

> Strong oversight of local regulatory requirements to help anticipate potential changes to the regulatory environments in which we operate

 

> Representation and/or affiliation with local industry bodies

 

>

Commercialisation of new products

> Delays in the receipt of marketing approvals, the authorisation of price and re-imbursement

 

> Lack of approval and acceptance of new products by physicians, patients and other key decision-makers

 

> Inability to confirm safety, efficacy, convenience and/or cost-effectiveness of our products as compared to competitive products

 

> Inability to participate in tender sales

> Slowdown in revenue growth from new products

 

> Inability to deliver a positive return on investments in R&D, manufacturing and sales and marketing

 

> Experienced regulatory teams able to accelerate submission processes across all of our markets

 

> Highly qualified sales and marketing teams across all markets

 

> A diversified product pipeline with over 60 new compounds pending approval, covering a broad range of therapeutic areas

 

> A systematic commitment to quality that helps to secure approval and acceptance of new products and mitigate potential safety issues

Product development

> Failure to secure new products or compounds for development, either through internal research and development efforts, in-licensing, or acquisition

> Inability to grow sales and increase profitability for the Group

> Lower return on investment in research and development

 

> Experienced and successful in-house research and development team

 

> Strong business development team

 

> Track record of building in-licensed brands

 

Partnerships

> Inability to renew or extend in-licensing or other partnership agreements with a third-party

> Loss of products from our portfolio

 

> Revenue interruptions

 

> Failure to recoup sales and marketing and business development costs

 

 

> Long-term relationships with existing in-licensing partners

 

> Experienced legal team capable of negotiating robust agreements with our licensing partners

 

> Continuous development of new licensing partners

 

> Diverse revenue model with in-house research and development capabilities

 

 

 

 

 

 

Disruptions in the manufacturing supply chain

> Inability to procure active ingredients from approved sources

 

> Inability to procure active ingredients on commercially viable terms

 

> Inability to procure the quantities of active ingredients needed to meet market requirements

 

> Inability to supply finished product to our customers in a timely fashion

 

> Inability to develop and/or commercialise new products

 

> Inability to market existing products as planned

 

> Lost revenue streams on short notice

 

> Reduced service levels and damage to customer relationships

 

 

> Alternate approved suppliers of active ingredients

 

> Long-term relationships with reliable raw material suppliers

 

> Corporate auditing team continuously monitors regulatory compliance of API suppliers

 

> Focus on improving service levels and optimising our supply chain

Economic and political and unforeseen events

> The failure of control, a change in the economic conditions or political environment or sustained civil unrest in any particular market or country

 

> Unforeseen events such as fire or flooding could cause disruptions to manufacturing or supply

> Disruptions to manufacturing and marketing plans

 

> Lost revenue streams

 

> Inability to market or supply products

> Geographic diversification, with 15 manufacturing facilities and sales in more than 40 countries

 

> Product diversification, with 423 products and 817 dosage strengths and forms

Litigation

> Commercial, product liability and other claims brought against the Group

> Financial impact on Group results from damages awards

 

> Reputational damage

> In-house legal counsel with relevant jurisdictional experience

 

Financial risks

 

Risk

Impact

Mitigation

Foreign exchange risk

> Exposure to foreign exchange movements, primarily in the European, Algerian, Sudanese and Egyptian currencies

> Fluctuations in the Group's net asset values and profits upon translation into US dollars

> Entering into currency derivative contracts where possible

 

> Foreign currency borrowing

 

> Matching foreign currency revenues to costs

Interest rate risk

> Volatility in interest rates

> Fluctuating impact on profits before taxation

> Optimisation of fixed and variable rate debt as a proportion of our total debt

 

> Use of interest rate swap agreements

 

 

Credit Risk

> Inability to recover trade receivables

 

> Concentration of significant trade balances with key customers in the MENA region and the US1

 

> Reduced working capital funds

 

> Risk of bad debt or default

> Clear credit terms for settlement of sales invoices

 

> Group Credit policy limiting credit exposures

 

> Use of various financial instruments such as letters of credit, factoring and credit insurance arrangements

 

Liquidity Risk

> Insufficient free cash flow and borrowings headroom

> Reduced liquidity and working capital funds

 

> Inability to meet short-term working capital needs and, therefore, to execute our long term strategic plans

> Continual evaluation of headroom and borrowing

 

> Committed debt facilities

 

> Diversity of institution, subsidiary and geography of borrowings

 

Tax

> Changes to tax laws and regulations in any of the markets in which we operate

> Negative impact on the Group's effective tax rate

 

> Costly compliance requirements

> Close observation of any intended or proposed changes to tax rules, both in the UK and in other key countries where the Group operates

 

 

 

 

 

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