ECO Animal Health Group plc
(AIM: EAH)
Results for the year ended 31 March 2012
HIGHLIGHTS
-
First Aivlosin® marketing authorisation for US received
after year end, further approvals expected
-
31.8 per cent increase in profit after tax to £2.6 million (2011: £2.0
million)
-
41.6 per cent uplift in diluted earnings per share to 4.19 pence
(2011: 2.96 pence)
-
Rise to £6.5 million (2011: £6.4 million) in profit attributable to
shareholders before interest, tax, depreciation, amortisation, share
based payments, impairment, foreign exchange and minorities.
-
25 per cent increase in dividend to 3.75 pence per share (2011: 3.0
pence)
-
Net cash of £9.5 million at year end
-
Continuing strong Aivlosin® sales in key markets
-
New subsidiary formed in Mexico
Peter Lawrence, Executive Chairman of ECO Animal Health Group plc,
commented:
"ECO Animal Health Group has delivered another strong set of results for
the year ended 31 March 2012 and the current year has started well. We
are confident that the long awaited marketing authorisations in the US
and Canada will have a major positive effect on the development of ECO,
although it will be some months before the product launches gain
momentum. We do not expect a noticeable impact on our financial
performance until next year.
ECO is very well placed to further broaden its product ranges and its
global reach will ensure that it capitalises on opportunities as they
arise in all the Company's major markets. The Company is set for an
exciting future and looks forward to maximising value for shareholders"
Contacts:
ECO Animal Health Group plc
Peter Lawrence 020 8336 6190
Spiro Financial
Anthony Spiro 020 8336 6196
Cenkos Securities plc (Nominated Adviser)
Stephen Keys 020 7397 8926
ECO Animal Health Group plc is a leader in the development, registration
and marketing of pharmaceutical products for animals. Our products for
these global growth markets promote well-being. Our financial goals are
achieved through the careful and responsible application of science to
generate value for our shareholders.
CHAIRMANS STATEMENT
FOR THE YEAR ENDED 31 MARCH 2012
I am pleased to report that ECO Animal Health Group has delivered
another sound set of results for the year ended 31 March 2012. In the
Interim Report issued in December 2011, I advised that the second half
had started well with a significant increase in sales; I am pleased to
report that this performance was maintained for the balance of the year.
The results for the year have been achieved in a marketplace under
considerable pressure from the ongoing global economic difficulties and
it is particularly encouraging that the overall consumption of meat
protein continues to grow and the animal health industry along with it.
The most important event affecting the future performance of the Group
occurred after the year end when, in July 2012, the Center for
Veterinary Medicine (CVM) of the US Food and Drug Administration (FDA)
granted ECO a marketing authorisation in the United States for Aivlosin®
625 mg/g water soluble granules for swine. This long awaited
decision follows an enormous amount of product development and
regulatory work by our staff for the US authorities and represents the
culmination of a huge investment by the Group over the past decade. The
significance of this initial approval cannot be over stated as it allows
ECO to enter a market that is one third of the global market for its
products, which until now was closed to the Group.
FINANCIAL
Group turnover increased by close to 5 per cent to £28.3 million (2011:
£27.1 million) while in US dollar terms the increase was 7 per cent. The
US dollar exchange rate against other major currencies has a significant
influence on ECO's performance as a large portion of the Group's sales
and purchases are in US dollars and the value of that currency
influences the translation of our results into sterling. As a global
business, it is inevitable that we are impacted by currency movements
and we take steps, where appropriate, to hedge that risk. In the year
under review, the US dollar weakened against sterling and the Group
hedged its exposure about half way through the period, albeit at some
initial expense, but this has subsequently proved to have been the
correct course of action.
Profit after tax for the year increased by 31.8 per cent to over £2.6
million (2011: £2.0 million) and profit before interest and non cash
charges of tax, depreciation and amortisation, share based payments,
impairment, foreign exchange and minorities rose to £6.5 million (2011:
£6.4 million). I believe that this measure is a truer reflection of the
state of the business than profit before tax, because we are required to
amortise or depreciate drug registration costs, rather than to assess
them by the increase in their fair value. The depreciation figure alone
in our financial statements leads to an understatement of the actual
value of our marketing authorisations worldwide and therefore of the
total return to shareholders. Further, the figure for share based
payments (which we are required to recognise in the income statement as
a measure of the non cash remuneration received by our employees in
return for their efforts during the year) has a significant impact on
our reported profit. The method of calculating the amount charged to the
income statement is an inexact science and will vary from award to
award, as market conditions change. This is because the value of any
award can be based on a variety of complex assumptions, variables and
models, which inevitably, are subject to review and will change as
further data becomes available over time.
Diluted earnings per share advanced 41.6 per cent reaching 4.19 pence
(2011: 2.96 pence) The Group continues to benefit from enhanced tax
allowances associated with the costs of developing its drugs. As a
result of this and the favourable resolution of tax enquiries relating
to previous years, the Group continues to accumulate tax losses, which
have served to reduce the necessary level of deferred tax provision when
compared to prior years. As a result, the Group does not expect to have
a liability in respect of UK Corporation Tax for some years. Cash
generated from operations during the year exceeded £6 million and the
Group was able to deliver net cash balance at the year end of £9.5
million, a slight increase on the previous year.
The Board is pleased to declare a dividend of 3.75 pence per share
(2011: 3.00 pence) which is an increase of 25 per cent and reflects our
continued confidence in the business and the anticipated further profit
contribution from its product portfolio. This will be paid on 5 October
2012 to shareholders on the register on 28 August 2012. Once again, we
are offering shareholders a scrip alternative to the cash dividend and
remain grateful to the many shareholders who support us in this way and
help to conserve cash within the Company.
OPERATIONS
Overall ECO sales were ahead by nearly 5 per cent in the year to 31
March 2012 and the increase in the second half of the year, over the
equivalent period in 2011, was in excess of 11 per cent. This
accelerating trend is encouraging and was achieved in tough global
markets, where pricing pressures intensified during the year, reflecting
the generally difficult environment. ECO responded rapidly to the
changing market dynamics by introducing pricing strategies to retain
and, where possible grow, market shares.
We were particularly pleased to see a rise of 23 per cent in our
turnover in Latin America, which delivered an increase in earnings of
over 40 per cent from this important and fast growing region. The growth
was driven principally by advances in Aivlosin® sales to
Argentina and Venezuela, underpinned by continuing substantial sales in
Brazil. ECO set up a new subsidiary in Mexico which should generate
increased sales of Aivlosin® and other ECO products to the
large and growing Mexican and Central American markets.
Further growth was driven by strong sales of Aivlosin® in
China, India and Malaysia. Sales from our Chinese subsidiary, Zhejiang
ECO Biok Animal Health Products Limited, also continued to grow, rising
a further 7 per cent during the year. As this important business is
currently focused on pigs, the next significant strategic step is to
broaden its product offering by entering the poultry sector in China for
which the company already holds a number of marketing authorisations..
Aivlosin®'s excellent product performance in India, Malaysia and Turkey
and its growing reputation, is leading to increased penetration in these
rapidly developing markets for poultry.
The difficulties within the Eurozone, coupled with the decline in the
value of the Euro against sterling and the US dollar, meant that the
sterling value of turnover and earnings arising from within that area
dropped back slightly. Substantial investment and progress has since
been made that will support future Aivlosin® growth, including an
adjustment in strategy with increased focus on key markets, employment
of additional sales support staff, the appointment of a new distributor
in France and obtaining an important new approval for Aivlosin®
Water Soluble Granules for use in poultry in Turkey. The European
markets remain important to ECO, although their potential is not as
significant as those territories with faster growing animal production
where in general our presence is strong.
We were also particularly encouraged by the growth in UK sales of over
30 per cent, reflecting the continued success of our direct- to- market
strategy with Aivlosin®.
Although the initial signs of recovery in Japan were promising,
following the natural disasters of March 2011, it is now apparent that
the full impact of these cataclysmic events is taking longer to overcome
than previously thought. Many farmers were put out of business either
through flooding, nuclear contamination or logistical problems and the
cumulative effect has caused our business there to suffer for much of
the year. Confidence in the economy and particularly in local
agriculture was badly damaged, but following a series of initiatives
undertaken by our Ecopharma subsidiary, its sales have been showing
signs of a firm recovery since the year end.
Aivlosin®- North America
The last few months have been transformational in ECO's development of
Aivlosin®. North America is an extremely important market for
this product and access is dependent on obtaining the necessary
regulatory approvals, which is a very lengthy, costly and exacting
process. In November 2011 the Veterinary Drugs Directorate (VDD) of
Health Canada granted a marketing authorisation for Aivlosin®
625 mg/g water soluble granules for pigs for the treatment of
ileitis, an enteric (gut) disease in pigs. The Health Canada approval
was the first in North America for Aivlosin®. Initial sales
in Canada, which started in March 2012, have been very encouraging and
the feedback from veterinarians is positive.
In July 2012, after years of trials and preparatory work by ECO's
product development and regulatory specialists in the UK and North
America, the US Food and Drug Administration (FDA) also granted ECO a
marketing authorisation in the United States for Aivlosin®
625 mg/g water soluble granules for pigs for the treatment of
ileitis. The FDA's approval is ECO's first in the United States and
marks a very important step in the Group's continuing development of
Aivlosin® as a global veterinary product. ECO established a
joint venture sales and marketing company, Pharmgate Animal Health LLC,
in the US in 2010 to prepare for the launch of Aivlosin®.
These approvals will, in due course, be followed by further
authorisations for other formulations and indications.
PEOPLE
We now employ over 150 people in our 14 offices around the world and we
are, as always, grateful to our dedicated, hard working team of highly
qualified specialists who are making our Group a leading force in the
global animal health markets.
OUTLOOK
We are confident that the long awaited marketing authorisations in the
US and Canada will have a major positive effect on the development of
ECO, although it will be some months before the product launches gain
momentum. We do not expect a noticeable impact on our financial
performance until next year. ECO is very well placed to further broaden
its product ranges and its global spread will ensure that it capitalises
on opportunities as they arise in all the Group's major markets. The
Group is set for an exciting future and looks forward to maximising
value for shareholders.
Peter Lawrence
Executive Chairman
19 July 2012
CONSOLIDATED INCOME STATEMENT
FOR THE YEAR ENDED 31 MARCH 2012
|
|
|
|
|
2012
|
|
|
|
2011
|
|
|
|
|
Notes
|
|
£
|
|
|
|
£
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
2,3
|
|
28,322,177
|
|
|
|
27,078,262
|
|
|
Cost of sales
|
|
|
|
(17,504,226)
|
|
|
|
(16,365,337)
|
|
|
Gross profit
|
|
|
|
10,817,951
|
|
|
|
10,712,925
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income
|
|
4
|
|
760,062
|
|
|
|
178,961
|
|
|
Administrative expenses
|
|
|
|
(9,373,175)
|
|
|
|
(8,422,529)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit from operating activities
|
|
5
|
|
2,204,838
|
|
|
|
2,469,357
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Finance income
|
|
6
|
|
130,931
|
|
|
|
73,116
|
|
|
Finance costs
|
|
6
|
|
(15,427)
|
|
|
|
(250,857)
|
|
|
Net finance income/(expense)
|
|
|
|
115,504
|
|
|
|
(177,741)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit before income tax
|
|
|
|
2,320,342
|
|
|
|
2,291,616
|
|
|
Income tax credit/(charge)
|
|
8
|
|
306,584
|
|
|
|
(297,813)
|
|
|
Profit for the year
|
|
|
|
2,626,926
|
|
|
|
1,993,803
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit attributable to:
|
|
|
|
|
|
|
|
|
|
|
Owners of the parent company
|
|
|
|
2,217,627
|
|
|
|
1,590,781
|
|
|
Minority interest
|
|
24
|
|
409,299
|
|
|
|
403,022
|
|
|
Profit for the year
|
|
|
|
2,626,926
|
|
|
|
1,993,803
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted earnings per share (pence)
|
|
7
|
|
2012
|
|
|
|
2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Post tax earnings per share
|
|
|
|
4.24
|
|
|
|
3.07
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings per share (pence)
|
|
|
|
4.19
|
|
|
|
2.96
|
|
The consolidated income statement has been prepared on the basis that
all operations are continuing operations.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2012
|
|
|
|
|
2012
|
|
|
|
2011
|
|
|
|
|
Notes
|
|
£
|
|
|
|
£
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit for the year
|
|
|
|
2,626,926
|
|
|
|
1,993,803
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income:
|
|
|
|
|
|
|
|
|
|
|
Foreign currency translation differences
|
|
|
|
200,872
|
|
|
|
203,229
|
|
|
Defined benefit plan actuarial (losses)/gains
|
|
21
|
|
(151,000)
|
|
|
|
14,000
|
|
|
Revaluation of investments
|
|
|
|
(2,828)
|
|
|
|
61,594
|
|
|
Transfer on disposal of investment
|
|
|
|
(58,766)
|
|
|
|
-
|
|
|
Revaluation of freehold property
|
|
|
|
-
|
|
|
|
52,000
|
|
|
Deferred tax on revaluations
|
|
|
|
14,782
|
|
|
|
(87,373)
|
|
|
Other comprehensive income for the year
|
|
|
|
3,060
|
|
|
|
243,450
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income for the year
|
|
|
|
2,629,986
|
|
|
|
2,237,253
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Attributable to:
|
|
|
|
|
|
|
|
|
|
|
Owners of the parent company
|
|
|
|
2,140,405
|
|
|
|
1,754,161
|
|
|
Minority interest
|
|
24
|
|
489,581
|
|
|
|
483,092
|
|
|
|
|
|
|
2,629,986
|
|
|
|
2,237,253
|
|
All items listed in other comprehensive income have gone through
reserves and are shown in the consolidated statement of changes in
equity.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2012
|
CONSOLIDATED
|
|
Attributable to the owners of the Parent
|
|
|
|
|
Share
|
|
Share
|
|
Treasury
|
|
Revaluation
|
|
Other
|
|
Retained
|
|
Total
|
|
Minority
|
|
Total
|
|
|
|
|
Capital
|
|
premium
|
|
Reserve
|
|
Reserve
|
|
Reserves
|
|
Earnings
|
|
|
|
Interest
|
|
Equity
|
|
|
|
|
|
|
Account
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
£
|
|
£
|
|
£
|
|
£
|
|
£
|
|
£
|
|
£
|
|
£
|
|
£
|
|
|
Balance as at 31 March 2010
|
|
2,580,637
|
|
45,487,897
|
|
-
|
|
519,319
|
|
1,141,591
|
|
4,569,844
|
|
54,299,288
|
|
1,400,296
|
|
55,699,584
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit for the year
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
1,590,781
|
|
1,590,781
|
|
403,022
|
|
1,993,803
|
|
|
Other comprehensive income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign currency differences
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
123,159
|
|
123,159
|
|
80,070
|
|
203,229
|
|
|
Actuarial losses on pension scheme assets
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
14,000
|
|
14,000
|
|
-
|
|
14,000
|
|
|
Revaluation of investment
|
|
-
|
|
-
|
|
-
|
|
61,594
|
|
-
|
|
-
|
|
61,594
|
|
-
|
|
61,594
|
|
|
Revaluation of freehold property
|
|
-
|
|
-
|
|
-
|
|
52,000
|
|
-
|
|
-
|
|
52,000
|
|
-
|
|
52,000
|
|
|
Deferred taxation
|
|
-
|
|
-
|
|
-
|
|
(87,373)
|
|
-
|
|
-
|
|
(87,373)
|
|
-
|
|
(87,373)
|
|
|
Total comprehensive income for the year
|
|
-
|
|
-
|
|
-
|
|
26,221
|
|
-
|
|
1,727,940
|
|
1,754,161
|
|
483,092
|
|
2,237,253
|
|
|
Transactions with owners recorded directly in equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Contributions by and distributions to owners
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issue of shares in the year
|
|
29,121
|
|
781,203
|
|
-
|
|
-
|
|
-
|
|
-
|
|
810,324
|
|
-
|
|
810,324
|
|
|
Share-based payments
|
|
-
|
|
-
|
|
-
|
|
-
|
|
303,504
|
|
-
|
|
303,504
|
|
-
|
|
303,504
|
|
|
Transfers on expiry of options
|
|
-
|
|
-
|
|
-
|
|
-
|
|
(114,865)
|
|
114,865
|
|
-
|
|
-
|
|
-
|
|
|
Dividends relating to 2010
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
(1,190,888)
|
|
(1,190,888)
|
|
(92,801)
|
|
(1,283,689)
|
|
|
Transactions with owners
|
|
29,121
|
|
781,203
|
|
-
|
|
-
|
|
188,639
|
|
(1,076,023)
|
|
(77,060)
|
|
(92,801)
|
|
(169,861)
|
|
|
Balance as at 31 March 2011
|
|
2,609,758
|
|
46,269,100
|
|
-
|
|
545,540
|
|
1,330,230
|
|
5,221,761
|
|
55,976,389
|
|
1,790,587
|
|
57,766,976
|
|
|
Profit for the year
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
2,217,627
|
|
2,217,627
|
|
409,299
|
|
2,626,926
|
|
|
Other comprehensive income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign currency differences
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
120,590
|
|
120,590
|
|
80,282
|
|
200,872
|
|
|
Actuarial losses on pension scheme assets
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
(151,000)
|
|
(151,000)
|
|
-
|
|
(151,000)
|
|
|
Revaluation of investment
|
|
-
|
|
-
|
|
-
|
|
(2,828)
|
|
-
|
|
-
|
|
(2,828)
|
|
-
|
|
(2,828)
|
|
|
Transfer on disposal of investment
|
|
-
|
|
-
|
|
-
|
|
(58,766)
|
|
-
|
|
-
|
|
(58,766)
|
|
-
|
|
(58,766)
|
|
|
Deferred taxation
|
|
-
|
|
-
|
|
-
|
|
14,782
|
|
-
|
|
|
|
14,782
|
|
-
|
|
14,782
|
|
|
Total comprehensive income for the year
|
|
-
|
|
-
|
|
-
|
|
(46,812)
|
|
-
|
|
2,187,217
|
|
2,140,405
|
|
489,581
|
|
2,629,986
|
|
|
Transactions with owners recorded directly in equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Contributions by and distributions to owners
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issue of shares in the year
|
|
146,202
|
|
4,587,817
|
|
-
|
|
-
|
|
-
|
|
-
|
|
4,734,019
|
|
-
|
|
4,734,019
|
|
|
Share-based payments
|
|
-
|
|
-
|
|
-
|
|
-
|
|
290,890
|
|
-
|
|
290,890
|
|
-
|
|
290,890
|
|
|
Transfers on expiry of options
|
|
-
|
|
-
|
|
-
|
|
-
|
|
(96,989)
|
|
96,989
|
|
-
|
|
-
|
|
-
|
|
|
Dividends relating to 2011
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
(1,567,595)
|
|
(1,567,595)
|
|
(388,581)
|
|
(1,956,176)
|
|
|
Cancellation of share premium account
|
|
-
|
|
(13,250,000)
|
|
-
|
|
-
|
|
3,250,000
|
|
10,000,000
|
|
-
|
|
-
|
|
-
|
|
|
Treasury reserve arising from issue of jointly owned shares
|
|
-
|
|
-
|
|
(5,217,580)
|
|
-
|
|
-
|
|
-
|
|
(5,217,580)
|
|
-
|
|
(5,217,580)
|
|
|
Transactions with owners
|
|
146,202
|
|
(8,662,183)
|
|
(5,217,580)
|
|
-
|
|
3,443,901
|
|
8,529,394
|
|
(1,760,266)
|
|
(388,581)
|
|
(2,148,847)
|
|
|
Balance as at 31 March 2012
|
|
2,755,960
|
|
37,606,917
|
|
(5,217,580)
|
|
498,728
|
|
4,774,131
|
|
15,938,372
|
|
56,356,528
|
|
1,891,587
|
|
58,248,115
|
|
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2012
|
COMPANY
|
|
Attributable to the owners of the Parent
|
|
|
|
|
Share
|
|
Share
|
|
Treasury
|
|
Revaluation
|
|
Other
|
|
Retained
|
|
Total
|
|
|
|
|
Capital
|
|
premium
|
|
Reserve
|
|
Reserve
|
|
Reserves
|
|
Earnings
|
|
|
|
|
|
|
|
|
Account
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
£
|
|
£
|
|
£
|
|
£
|
|
£
|
|
£
|
|
£
|
|
|
Balance as at 31 March 2010
|
|
2,580,637
|
|
45,487,897
|
|
-
|
|
250,457
|
|
1,141,591
|
|
4,902,393
|
|
54,362,975
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit for the year
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
1,353,391
|
|
1,353,391
|
|
|
Other comprehensive income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Actuarial losses on pension scheme assets
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
14,000
|
|
14,000
|
|
|
Revaluation of investment
|
|
-
|
|
-
|
|
-
|
|
61,594
|
|
-
|
|
-
|
|
61,594
|
|
|
Revaluation of freehold property
|
|
-
|
|
-
|
|
-
|
|
52,000
|
|
-
|
|
-
|
|
52,000
|
|
|
Deferred taxation
|
|
-
|
|
-
|
|
-
|
|
(87,372)
|
|
-
|
|
-
|
|
(87,372)
|
|
|
Total comprehensive income for the year
|
|
-
|
|
-
|
|
-
|
|
26,222
|
|
-
|
|
1,367,391
|
|
1,393,613
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Transactions with owners recorded directly in equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Contributions by and distributions to owners
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issue of shares in the year
|
|
29,121
|
|
781,203
|
|
-
|
|
-
|
|
-
|
|
-
|
|
810,324
|
|
|
Share-based payments
|
|
-
|
|
-
|
|
-
|
|
-
|
|
303,504
|
|
-
|
|
303,504
|
|
|
Transfer to retained earnings re expired options
|
|
-
|
|
-
|
|
-
|
|
-
|
|
(114,865)
|
|
114,865
|
|
-
|
|
|
Dividends relating to 2010
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
(1,190,888)
|
|
(1,190,888)
|
|
|
Transactions with owners
|
|
29,121
|
|
781,203
|
|
-
|
|
-
|
|
188,639
|
|
(1,076,023)
|
|
(77,060)
|
|
|
Balance as at 31 March 2011
|
|
2,609,758
|
|
46,269,100
|
|
-
|
|
276,679
|
|
1,330,230
|
|
5,193,761
|
|
55,679,528
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit for the year
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
739,303
|
|
739,303
|
|
|
Other comprehensive income:
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
|
Actuarial losses on pension scheme assets
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
(151,000)
|
|
(151,000)
|
|
|
Revaluation of investment
|
|
-
|
|
-
|
|
-
|
|
(2,828)
|
|
-
|
|
-
|
|
(2,828)
|
|
|
Transfer on disposal of investment
|
|
-
|
|
-
|
|
-
|
|
(58,766)
|
|
-
|
|
-
|
|
(58,766)
|
|
|
Deferred taxation
|
|
-
|
|
-
|
|
-
|
|
14,782
|
|
-
|
|
-
|
|
14,782
|
|
|
Total comprehensive income for the year
|
|
-
|
|
-
|
|
-
|
|
(46,812)
|
|
-
|
|
588,303
|
|
541,491
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Transactions with owners recorded directly in equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Contributions by and distributions to owners
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issue of shares in the year
|
|
146,202
|
|
4,587,817
|
|
-
|
|
-
|
|
-
|
|
-
|
|
4,734,019
|
|
|
Share-based payments
|
|
-
|
|
-
|
|
-
|
|
-
|
|
290,890
|
|
-
|
|
290,890
|
|
|
Transfers on expiry of options
|
|
-
|
|
-
|
|
-
|
|
-
|
|
(96,989)
|
|
96,989
|
|
|
|
|
Dividends relating to 2011
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
(1,567,595)
|
|
(1,567,595)
|
|
|
Cancellation of share premium account
|
|
-
|
|
(13,250,000)
|
|
-
|
|
-
|
|
3,250,000
|
|
10,000,000
|
|
-
|
|
|
Treasury reserve arising from issue of jointly owned shares
|
|
-
|
|
-
|
|
(5,217,580)
|
|
-
|
|
-
|
|
-
|
|
(5,217,580)
|
|
|
Transactions with owners
|
|
146,202
|
|
(8,662,183)
|
|
(5,217,580)
|
|
-
|
|
3,443,901
|
|
8,529,394
|
|
(1,760,266)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as at 31 March 2012
|
|
2,755,960
|
|
37,606,917
|
|
(5,217,580)
|
|
229,867
|
|
4,774,131
|
|
14,311,458
|
|
54,460,753
|
|
STATEMENTS OF FINANCIAL POSITION (CO. NUMBER: 01818170)
AS AT 31 MARCH 2012
|
|
|
|
|
Group
|
|
Company
|
|
|
|
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
|
Notes
|
|
£
|
|
£
|
|
£
|
|
£
|
|
|
Non-current assets
|
|
|
|
|
|
|
|
|
|
|
|
|
Intangible assets
|
|
11
|
|
39,109,147
|
|
38,636,816
|
|
-
|
|
-
|
|
|
Property, plant and equipment
|
|
12
|
|
1,268,063
|
|
1,277,586
|
|
662,599
|
|
655,611
|
|
|
Investment property
|
|
13
|
|
154,773
|
|
-
|
|
154,773
|
|
-
|
|
|
Investments
|
|
14
|
|
8,738
|
|
350,888
|
|
20,082,240
|
|
20,393,834
|
|
|
|
|
|
|
40,540,721
|
|
40,265,290
|
|
20,899,612
|
|
21,049,445
|
|
|
Current assets
|
|
|
|
|
|
|
|
|
|
|
|
|
Inventories
|
|
15
|
|
4,417,317
|
|
4,803,929
|
|
-
|
|
-
|
|
|
Trade and other receivables
|
|
16
|
|
10,755,390
|
|
9,642,817
|
|
28,912,983
|
|
28,625,161
|
|
|
Income tax recoverable
|
|
|
|
15,921
|
|
355,667
|
|
-
|
|
213,622
|
|
|
Other taxes and social security
|
|
|
|
292,182
|
|
94,712
|
|
229,630
|
|
3,588
|
|
|
Cash and cash equivalents
|
|
18
|
|
14,002,422
|
|
9,471,537
|
|
9,793,239
|
|
6,243,597
|
|
|
Total current assets
|
|
|
|
29,483,232
|
|
24,368,662
|
|
38,935,852
|
|
35,085,968
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade and other payables
|
|
19
|
|
(6,705,991)
|
|
(5,795,322)
|
|
(734,166)
|
|
(226,588)
|
|
|
Short -term borrowings
|
|
20
|
|
(4,492,690)
|
|
(53,196)
|
|
(4,492,690)
|
|
(53,196)
|
|
|
Income tax
|
|
|
|
(58,084)
|
|
(77,529)
|
|
-
|
|
-
|
|
|
Other taxes and social security
|
|
|
|
(157,572)
|
|
(76,699)
|
|
(44,143)
|
|
(54,628)
|
|
|
Dividends
|
|
|
|
(31,122)
|
|
(32,369)
|
|
(31,122)
|
|
(32,369)
|
|
|
Current liabilities
|
|
|
|
(11,445,459)
|
|
(6,035,115)
|
|
(5,302,121)
|
|
(366,781)
|
|
|
Net current assets
|
|
|
|
18,037,773
|
|
18,333,547
|
|
33,633,731
|
|
34,719,187
|
|
|
Total assets less current liabilities
|
|
|
|
58,578,494
|
|
58,598,837
|
|
54,533,343
|
|
55,768,632
|
|
|
Non current liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred tax
|
|
17
|
|
(330,379)
|
|
(831,861)
|
|
(72,590)
|
|
(89,104)
|
|
|
TOTAL ASSETS LESS TOTAL LIABILTIES
|
|
|
|
58,248,115
|
|
57,766,976
|
|
54,460,753
|
|
55,679,528
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EQUITY
|
|
|
|
|
|
|
|
|
|
|
|
|
Issued share capital
|
|
23
|
|
2,755,960
|
|
2,609,758
|
|
2,755,960
|
|
2,609,758
|
|
|
Share premium account
|
|
|
|
37,606,917
|
|
46,269,100
|
|
37,606,917
|
|
46,269,100
|
|
|
Treasury reserve
|
|
25
|
|
(5,217,580)
|
|
-
|
|
(5,217,580)
|
|
-
|
|
|
Revaluation reserve
|
|
|
|
498,728
|
|
545,540
|
|
229,867
|
|
276,679
|
|
|
Other reserves
|
|
26
|
|
4,774,131
|
|
1,330,230
|
|
4,774,131
|
|
1,330,230
|
|
|
Retained earnings
|
|
|
|
15,938,372
|
|
5,221,761
|
|
14,311,458
|
|
5,193,761
|
|
|
|
|
|
|
56,356,528
|
|
55,976,389
|
|
54,460,753
|
|
55,679,528
|
|
|
Minority interests
|
|
24
|
|
1,891,587
|
|
1,790,587
|
|
-
|
|
-
|
|
|
TOTAL EQUITY
|
|
|
|
58,248,115
|
|
57,766,976
|
|
54,460,753
|
|
55,679,528
|
|
Approved by the Board and authorised for issue on 19 July 2012
Peter Lawrence Director
The notes on pages 18 to 62 form part of these financial statements.
STATEMENT OF CASHFLOWS
FOR THE YEAR ENDED 31 MARCH 2012
|
|
|
|
|
Group
|
|
Group
|
|
Company
|
|
Company
|
|
|
|
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
|
Notes
|
|
£
|
|
£
|
|
£
|
|
£
|
|
|
Cashflows from operating activities
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit before income tax
|
|
|
|
2,320,342
|
|
2,291,616
|
|
732,074
|
|
1,352,597
|
|
|
Adjustment for:
|
|
|
|
|
|
|
|
|
|
|
|
|
Net finance costs/(income)
|
|
|
|
(115,504)
|
|
177,741
|
|
(398,154)
|
|
(406,817)
|
|
|
Depreciation
|
|
12 & 13
|
|
98,219
|
|
88,543
|
|
21,932
|
|
20,859
|
|
|
Amortisation of intangible assets
|
|
11
|
|
3,593,365
|
|
3,239,948
|
|
-
|
|
-
|
|
|
Pension payments
|
|
21
|
|
(64,000)
|
|
(59,000)
|
|
(64,000)
|
|
(59,000)
|
|
|
Pension operating costs
|
|
21
|
|
3,000
|
|
2,000
|
|
3,000
|
|
2,000
|
|
|
Share based payments
|
|
22
|
|
290,890
|
|
303,504
|
|
290,890
|
|
303,504
|
|
|
Profit on disposal of investment
|
|
|
|
(28,210)
|
|
-
|
|
(58,766)
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating cash flows before movements in working capital
|
|
|
|
6,098,102
|
|
6,044,352
|
|
526,976
|
|
1,213,143
|
|
|
Change in inventories
|
|
|
|
386,612
|
|
893,380
|
|
-
|
|
-
|
|
|
Change in receivables
|
|
|
|
(1,396,043)
|
|
(421,077)
|
|
(599,864)
|
|
772,301
|
|
|
Change in payables
|
|
|
|
991,542
|
|
2,158,550
|
|
497,093
|
|
146,407
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash generated from operations
|
|
|
|
6,080,213
|
|
8,675,205
|
|
424,205
|
|
2,131,851
|
|
|
Finance costs
|
|
|
|
(90,356)
|
|
(54,169)
|
|
(89,831)
|
|
(52,866)
|
|
|
Income tax
|
|
|
|
140,185
|
|
(155,860)
|
|
219,119
|
|
(742)
|
|
|
Net cash from operating activities
|
|
|
|
6,130,042
|
|
8,465,176
|
|
553,493
|
|
2,078,243
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities
|
|
|
|
|
|
|
|
|
|
|
|
|
Disposal of investment
|
|
|
|
308,766
|
|
-
|
|
308,766
|
|
-
|
|
|
Acquisition of property, plant and equipment
|
|
12
|
|
(140,457)
|
|
(151,257)
|
|
(27,143)
|
|
(3,766)
|
|
|
Acquisition of investment property
|
|
13
|
|
(156,550)
|
|
-
|
|
(156,550)
|
|
-
|
|
|
Purchase of drug registrations
|
|
11
|
|
(4,063,647)
|
|
(4,269,988)
|
|
-
|
|
-
|
|
|
Finance income
|
|
|
|
126,931
|
|
73,116
|
|
483,985
|
|
459,683
|
|
|
Net cash used in investing activities
|
|
|
|
(3,924,957)
|
|
(4,348,129)
|
|
609,058
|
|
455,917
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities
|
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from issue of share capital
|
|
|
|
4,390,913
|
|
305,995
|
|
4,390,913
|
|
305,995
|
|
|
Dividends paid
|
|
|
|
(1,614,317)
|
|
(776,145)
|
|
(1,225,736)
|
|
(683,344)
|
|
|
Purchase of own shares
|
|
|
|
(5,217,580)
|
|
-
|
|
(5,217,580)
|
|
-
|
|
|
Net cash used in financing activities
|
|
|
|
(2,440,984)
|
|
(470,150)
|
|
(2,052,403)
|
|
(377,349)
|
|
|
Net (decrease)/increase in cash and cash equivalents
|
|
|
|
(235,899)
|
|
3,646,897
|
|
(889,852)
|
|
2,156,811
|
|
|
Foreign exchange movements
|
|
|
|
327,290
|
|
(131,405)
|
|
-
|
|
-
|
|
|
Balance at 1 April 2011
|
|
|
|
9,418,341
|
|
5,902,849
|
|
6,190,401
|
|
4,033,590
|
|
|
Balance at 31 March 2012
|
|
18
|
|
9,509,732
|
|
9,418,341
|
|
5,300,549
|
|
6,190,401
|
|
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2012
1. General information
Eco Animal Health Group plc ("the company") and its subsidiaries
(together "the group") manufacture and supply animal health products
globally.
The Company is traded on the AIM market of the London Stock Exchange and
is incorporated and domiciled in the UK. The address of its registered
office is 78 Coombe Road, New Malden, Surrey, KT3 4QS.
2. Summary of significant accounting policies
2.1 Basis of preparation
The group has presented its annual report and accounts in accordance
with International Financial reporting Standards (IFRS), as adopted by
the European Union, IFRIC interpretations and the Companies Act 2006
applicable to companies reporting under IFRS.
The preparation of financial statements, in conformity with IFRS as
adopted by the European Union, requires the use of estimates and
assumptions that affect the reported amounts of assets and liabilities
at the date of the financial statements and the reported amounts of
revenue and expenses during the reporting period. Although these
estimates are based on management's best knowledge of the amount, event
or actions, actual results ultimately may differ from those estimates.
The estimates and underlying assumptions are reviewed on an ongoing
basis. Revisions to accounting estimates are recognised in the period in
which the estimate is revised if the revision affects only that period
or in the period of the revision and future periods if the revision
affects both current and future periods.
The principal accounting policies of the group are set out below and
have been applied consistently in dealing with items which are
considered material in relation to the Group's financial statements.
2.2 Adoption of new and revised standards
At the date of authorisation of these financial statements, the
following standards and interpretations to existing standards are
mandatory for the first time for the accounting period ended 31 March
2012.
|
|
|
|
|
Effective from
|
|
|
|
|
|
|
|
IFRIC 19 (issued 2009)
|
|
"Extinguishing Financial Liabilities with Equity Instruments"
|
|
01 July 2010
|
|
IFRS 1 (amended 2010)
|
|
"Limited Exemption from Comparative IFRS Disclosures for first time
Adoptors"
|
|
01 July 2010
|
|
IFRS 3
|
|
"Measurement of non-controlling interests"
|
|
01 July 2010
|
|
IFRIC 14 (amended 2009)
|
"Prepayments of a Minimum Funding Requirement"
|
|
01 January 2011
|
|
IAS 24 (revised 2009)
|
|
"Related Party Disclosures"
|
|
01 January 2011
|
|
IAS 34
|
|
"Significant events and transactions"
|
|
01 January 2011
|
|
IFRIC 13
|
|
"Fair value of award credit"
|
|
01 January 2011
|
2.3 Adoption of new and revised standards (continued)
The adaption of these standards and interpretations has not had a
significant impact on the Group. At the date of the authorisation of
these financial statements, the following standards and interpretations
were in issue but not yet effective.
|
|
|
|
|
Effective from
|
|
|
|
|
|
|
|
IFRS 1 (amended 2010)
|
|
"Severe Hyperinflation and Removal of Fixed Dates for First-time
Adoptors"
|
|
01 July 2011
|
|
IFRS 7 (amended 2010)
|
|
Financial Instruments: Disclosures"
|
|
01 July 2011
|
|
IAS12 (amended 2012)
|
|
"Deferred Tax: Recovery of Underlying Assets"
|
|
01 January 2012
|
|
IFRS 9 (issued 2009)
|
|
"Financial Instruments"
|
|
01 January 2013
|
|
IFRS 10 (issued 2011)
|
|
"Consolidated Financial Statements"
|
|
01 January 2013
|
|
IFRS 11 (issued 2011)
|
|
"Joint arrangements"
|
|
01 January 2013
|
|
IFRS 12 (issued 2011)
|
|
"Disclosure of Interests in Other Entities"
|
|
01 January 2013
|
|
IFRS 13 (issued 2011)
|
|
"Fair Value Measurement"
|
|
01 January 2013
|
|
IAS 1 (issued 2011)
|
|
"Presentation of other items of Comprehensive Income"
|
|
01 July 2012
|
|
IAS 19
|
|
"Employee Benefits (Revised)"
|
|
01 January 2013
|
A review of the impact of these standards, amendments and
interpretations continues. At this stage the directors do not believe
that they will give rise to any significant financial impact.
The Group did not adopt any new or amended standards early during the
year and does not plan to early adopt any of the standards issued but
not yet effective.
2.4 Basis of consolidation
The consolidated financial statements comprise the accounts of the
Company and its subsidiaries drawn up to 31 March 2012.
An entity is classed as a subsidiary of the Company when as a result of
contractual arrangements the Company has the power to govern its
financial and operating policies so as to obtain benefits from its
activities.
The purchase method of accounting is used to account for the acquisition
of subsidiaries by the Group. The cost of an acquisition is measured, as
the fair value of the assets given, equity instruments issued and
liabilities incurred or assumed at the date of exchange, plus costs
directly attributable to the acquisition. Identifiable assets acquired
and contingent liabilities assumed in a business combination are
measured initially at their fair values at the acquisition date,
irrespective of the extent of any minority interest. The excess of the
cost of acquisition over the fair value of the Group's share of the
identifiable net assets acquired is recorded as goodwill. If the cost of
acquisition is less than the fair value the difference is recognised
directly in the income statement.
Accounting policies have been changed where material to ensure
consistency with the policies adopted by the Group. Although the
subsidiaries in Brazil and China have December year ends, the Group uses
management accounts to the end of March to prepare the Group accounts.
Subsidiaries are wholly consolidated from the date on which control is
transferred to the Group. They are deconsolidated from the date that
control ceases.
Intercompany transactions, balances and unrealised gains on transactions
between group companies are eliminated on consolidation.
2.5 Segment reporting
Operating segments are reported in a manner consistent with the internal
reporting to the chief operating decision-maker. The chief operating
decision-maker who is responsible for allocating resources and assessing
performance of the operating segments has been identified as the Board.
2.6 Foreign currency translation
(a) Functional and presentational currency
Items included in the financial statements of each of the Group's
entities are measured using the currency of the primary economic
environment in which the entity operates ("functional currency"). The
consolidated financial statements are presented in Pounds Sterling,
which is the Company's functional and the Group's presentational
currency.
(b) Transactions and balances
Monetary assets and liabilities denominated in foreign currencies are
translated into Pounds Sterling at the rates of exchange ruling at the
date of the financial statements.
Foreign currency transactions are translated into the functional
currency using the exchange rates prevailing at the date of the
transactions. Foreign exchange gains and losses resulting from the
settlement of such transactions and from the translation at period end
exchange rates of monetary assets and liabilities denominated in foreign
currencies are recognised in the income statement.
Foreign exchange gains and losses that relate to borrowing and cash and
cash equivalents are presented in the income statement within finance
income or finance costs.
(c) Group companies
The results and financial position of all Group entities that have a
functional currency different from the presentation currency are
translated into the presentation currency as follows;
-
assets and liabilities for each balance sheet presented are translated
at the closing exchange rate at the date of the balance sheet;
-
income and expenses for each income statement are translated at
average exchange rates unless this average is not a reasonable
approximation of the cumulative effect of the rates prevailing on the
transaction dates, in which case the income and expenses are
translated at the rate on the dates of the transaction; and
-
all resulting exchange differences are recognised as a separate
component of equity.
When a foreign operation is partially disposed or sold, exchange
differences that were recognised in equity are recognised in the income
statement as part of the gain or loss on sale. Goodwill and fair value
adjustments arising on the acquisition of a foreign entity are treated
as assets and liabilities of the foreign entity and translated at the
closing exchange rate.
2.7 Financial instruments
Non-derivative financial assets
The Group initially recognises loans and receivables and deposits on the
date that they are originated. All other financial assets (including
assets designated at fair value through profit or loss) are recognised
initially on the trade date at which the Group becomes a party to the
contractual provisions of the instrument.
The Group derecognises a financial asset when the contractual rights to
the cash flows from the asset expire, or it transfers the rights to
receive the contractual cash flows from the financial asset in a
transaction in which substantially all the risks and rewards of
ownership of the financial asset are transferred. Any interest in
transferred financial assets that is created or retained by the Group is
recognised as a separate asset or liability.
Financial assets and liabilities are offset and the net amount presented
in the statement of financial position when, and only when, the Group
has a legal right to offset the amounts and intends to settle on a net
basis or to realise the asset and settle the liability simultaneously.
The Group has the following non-derivative financial assets:
Loans and receivables
Loans and receivables are financial assets with fixed or determinable
payments that are not quoted in an active market. Such assets are
recognised initially at fair value plus any directly attributable
transaction costs. Subsequent to initial recognition loans and
receivables are measured at amortised cost using the effective interest
method, less any impairment losses.
Loans and receivables comprise trade and other receivables and cash and
cash equivalents.
Cash and cash equivalents comprise cash balances and call deposits with
original maturities of three months or less. Bank overdrafts that are
repayable on demand and form an integral part of the Group's cash
management are included as a component of cash and cash equivalents for
the purpose of the statement of cash flows.
Non-derivative financial liabilities
All financial liabilities (including liabilities designated at fair
value through profit or loss) are recognised initially on the date at
which the Group becomes a party to the contractual provisions of the
instrument.
The Group derecognises a financial liability when its contractual
obligations are discharged or cancelled or expire.
The Group has the following non-derivative financial liabilities: bank
overdrafts and trade and other payables.
Such financial liabilities are recognised initially at fair value plus
any directly attributable transaction costs. Subsequent to initial
recognition these financial liabilities are measured at amortised cost
using the effective interest method.
2.8 Goodwill
Goodwill arising on the acquisition of an entity represents the excess
of the costs of acquisition over the Group's interest in the net fair
value of the identifiable assets, liabilities and contingent liabilities
of the entity recognised at the date of acquisition.
Goodwill is initially recognised as an asset at cost and is subsequently
measured at cost less any accumulated impairment losses. Goodwill is not
subject to amortisation but is tested for impairment.
Negative goodwill arising on an acquisition is recognised directly in
the income statement. On disposal of a subsidiary or a jointly
controlled entity, the attributable amount of goodwill is included in
the determination of the profit or loss recognised in the income
statement on disposal. Goodwill arising before the date of transition to
IFRS, on 1 April 2004, has been retained at the previous UK GAAP
amounts, subject to being tested for impairment at that date. Goodwill
written off to reserves
under UK GAAP prior to 1998 has not been reinstated and is not included
in determining any subsequent profit or loss on disposal.
2.9 Other intangible assets
Drug registrations, patents and licences
The Group recognises internally generated or externally acquired
intangible assets at cost and subsequently recognises them at cost less
accumulated amortisation and impairment losses. Intangible assets
acquired as part of a business combination are recognised at fair value.
Expenditure on drug registrations and licences is recognised as an
internally generated or externally acquired intangible asset only if all
the following conditions are met:
-
an asset is created that can be identified
-
it is probable that the asset created will generate future economic
benefits: and
-
the development cost of the asset can be measured reliably.
All drug registrations and licences are amortised on a straight-line
basis over their useful economic life of 10 years.
Distribution rights
Distribution rights are recognised at cost and amortised on a straight
line basis over their estimated useful economic life of 20 years. They
are reviewed for impairment when any indication of potential impairment
exists.
2.10 Property, plant and equipment and depreciation
Plant and equipment are stated at cost less depreciation. Depreciation
is provided at rates calculated to write off the cost less estimated
residual value of each asset over its expected useful life, as follows;
Plant and machinery 20% on cost
Fixtures, fittings and equipment 20% on cost
Motor Vehicles 25% on cost
Freehold land and buildings are stated at valuation less depreciation.
The property is professionally valued by a qualified surveyor at least
once every three years. Surpluses and deficits arising from the periodic
valuations are taken to the revaluation reserve in the statement of
financial position and are recognised in the statement of comprehensive
income for the year. Depreciation is provided at a rate calculated to
write off the valuation less estimated residual value over the remaining
useful life of the building at a rate of 2 per cent per annum. Land is
not depreciated.
2.11 Impairment of non-financial assets
The carrying amounts of the Group's assets are reviewed at each year
end, to determine whether there is any indication of impairment. If any
such indication exists, the asset's recoverable amount is estimated in
order to determine the impairment loss if any. The recoverable amount is
the higher of its fair value and its value in use. For intangible assets
with an indefinite useful life, an impairment test is performed at each
year end.
In assessing value in use, the expected future cash flows from the asset
are discounted to their present value using a pre-tax discount rate that
reflects current market assessments of the time value of money and the
risks specific to the asset. An impairment loss is recognised in the
income statement whenever the carrying amount of an asset or its
cash-generating unit exceeds its recoverable amount.
A previously recognised impairment loss is reversed if the recoverable
amount increases as a result of a change in the estimates used to
determine the recoverable amount, but not to an amount higher
than the carrying amount that would have been determined (net of
depreciation) had no impairment loss been recognised in prior years.
2.12 Investment property
Investment property is property held either to earn rental income or for
capital appreciation or for both, but not for sale in the ordinary
course of business, use in the production or supply of goods or services
or for administrative purposes. Investment property is measured at cost
on initial recognition and subsequently at its cost less any accumulated
impairment and depreciation.
2.13 Leasing
The Group leases certain property, plant and equipment.
Assets obtained under finance leases, where the Group has substantially
all the risks and rewards of ownership are capitalised as property,
plant and equipment and depreciated over the shorter of the lease term
and their useful lives. Obligations under such agreements are included
in borrowings net of the financial charge allocated to future periods.
The financial element of the rental payment is charged to the income
statement so as to produce constant periodic rates of charge on the net
obligations outstanding in each period.
Leases in which a significant portion of the risks and rewards of
ownership are retained by the lessor are classified as operating leases.
Payments made under operating leases are charged to the income statement
on a straight-line basis over the period of the lease.
2.14 Inventories
Inventories are valued at the lower of cost and net realisable value.
Cost is determined using the first-in, first-out method. The cost of
finished goods comprises raw materials, direct labour and other direct
costs. Net realisable value is the estimated selling price in the
ordinary course of business.
2.15 Trade receivables
Trade receivables are measured at initial recognition at fair value and
are subsequently measured at amortised cost using the effective interest
rate method. Appropriate allowance for estimated, irrecoverable amounts
are recognised in profit or loss when there is objective evidence that
the asset is impaired. The allowance recognised is measured as the
difference between the asset's carrying amount and the present value of
estimated future cash flows discounted at the effective interest rate
computed at initial recognition.
2.16 Investments
Non-current asset investments are stated at fair value, including
transaction costs, less impairment. They are recognised or derecognised
on the date when the contract for acquisition or disposal requires the
delivery of that investment.
Investments in subsidiaries are stated at cost less impairment in the
Parent Company's statement of financial position.
An impairment is recognised in profit or loss when there is objective
evidence that the asset is impaired and is measured on the difference
between the investment's carrying amount and the present value of
estimated future cash flows discounted at the effective interest rate
adjusted for a risk premium. Impairment losses are reversed in
subsequent periods when an increase in the investment's recoverable
amount can be related objectively to an event occurring after the
impairment was recognised, subject to the restriction that the carrying
amount of the investment at the date the impairment is reversed shall
not exceed what the amortised costs would have been had the impairment
not been recognised.
Investments classified as available-for-sale are stated at fair value.
Where securities are held for trading purposes, gains and losses arising
from changes in fair value are included in net profit or loss for the
period. For available-for-sale investments, gains and losses arising
from changes in fair value are recognised directly in equity, until the
security is disposed of or is determined to be impaired, at which time
the cumulative gain or loss previously recognised in equity, determined
using the weighted average cost method, is included in the net profit or
loss for the period.
2.17 Interest in joint ventures
A joint venture is a contractual arrangement whereby the Group and other
parties undertake an economic activity that is subject to joint control;
that is, when the strategic financial and operating policy decisions
relating to the activities require the unanimous consent of the parties
sharing control.
The Group reports its interests in jointly controlled entities using
proportionate consolidation. The group's share of the assets,
liabilities, income, expenses and cash flows of jointly controlled
entities are combined with the equivalent items in the results on a
line-by-line basis.
2.18 Cash and cash equivalents
Cash and cash equivalents include cash in hand, deposits held on call
with banks, other short-term highly liquid investments with original
maturities of three months or less and bank overdrafts. Bank overdrafts
are shown within borrowings in current liabilities in the statement of
financial position.
2.19 Financial liabilities and equity
Financial liabilities and equity instruments are classified according to
the substance of the contractual arrangements entered into. An equity
instrument is any contract that evidences a residual interest in the
assets of the Group after deducting all of its liabilities.
2.20 Bank borrowings and loans
Interest-bearing bank loans and overdrafts are recorded as the proceeds
received, net of direct issue costs (which equate to fair value).
Finance charges including premiums payable on settlement or redemption
and direct issue costs are accounted for on an accruals basis in profit
or loss using the effective interest rate method and are added to the
carrying amount of the instrument to the extent that they are not
settled in the period in which they arise.
2.21 Trade payables
Trade payables are initially measured at fair value and are subsequently
measured at amortised cost using the effective interest rate method.
2.22 Provisions
Provisions are recognised when the Group has a present obligation as a
result of a past event and it is probable that the Group will be
required to settle the obligation. Provisions are measured at the
directors' best estimate of the expenditure required to settle the
obligation outstanding at the year end and are discounted to present
value where the effect is material.
2.23 Revenue recognition
Revenue comprises the fair value of the consideration received or
receivable for the sale of goods in the ordinary course of the Group's
activities. Revenue is shown net of value added tax, returns, rebates
and discounts and after eliminating sales within the Group.
The Group recognises revenue on despatch of the goods (which the
directors believe transfers substantially all the risks and rewards of
ownership to the buyer). No goods are despatched on a sale or return
basis. Distributors trade on their own account and not as agents.
The Group also receives interest, royalty income and management charges
in respect of accounting services supplied to certain ex-subsidiaries.
The amounts are small and are recognised on an accruals basis.
2.24 Pensions
Defined Contribution Scheme
The pension costs charged against operating profits represent the amount
of the contributions payable to the schemes in respect of the accounting
period.
Defined Benefit Scheme
The regular cost of providing retirement pensions and related benefits
is charged to the income statement over the employees' service lives on
the basis of a constant percentage of earnings. Any difference between
the charge to the income statement and the contributions paid to the
scheme are disclosed as an asset or liability in the statement of
financial position in accordance with IAS 19. Actuarial gains or losses
are taken directly to equity in the statement of comprehensive income.
2.25 Share-based payments
The Group has applied the requirements of IFRS2 Share-based payments. In
accordance with the transitional provisions, IFRS2 has been applied to
all grants of equity instruments after 7 November 2002 that were
unvested at 1 January 2005.
The Group issues equity-settled share-based payments to certain
employees in exchange for services from those employees. Equity-settled
share-based payments are measured at fair value (excluding the effect of
non market-based vesting conditions) at the date of grant. The fair
value determined at the grant of such equity-settled share-based
payments is expensed on a straight-line basis over the vesting period,
based on the Group's estimate of shares that will eventually vest and
adjusted for the effect of non market-based vesting conditions (with a
corresponding movement in equity).
The Group's Employee Benefit Trust ("the Trust") was set up on 6 October
2011 to administer the Group's Joint Share Ownership Plan (JSOP). The
trust was funded by loans from the Group, with its assets comprising
shares in the Company. The Group recognised the assets and liabilities
of the Trust in its own accounts and the carrying value of the Company's
shares held by the Trust were recorded as a deduction in total equity
until such a time as the shares vest unconditionally to employees.
Fair value, for both options and jointly owned shares is measured by use
of the Black-Scholes model. The expected life used in the model has been
adjusted, based on management's best estimate, for the effects of
non-transferability, exercise restrictions and behaviour considerations.
Further details of the inputs to the Black-Scholes model can be found in
note 22 to the accounts.
2.26 Taxation
Tax expense for the period comprises current and deferred tax.
Current tax, including UK corporation tax and foreign tax is provided at
amounts expected to be paid (or recovered) using the tax rates and laws
that have been enacted or substantially enacted by the year end. Tax
expenses are recognised in the income statement or statement of
comprehensive income according to the treatment of the transactions
which give rise to them.
Deferred income tax is recognised, using the liability method, on
temporary differences arising between the tax basis of assets and
liabilities and their carrying amount in the financial statements.
Deferred income tax is determined using tax rates (and laws) that have
been enacted, or substantially enacted, by the date of the statement of
financial position and are expected to apply when the related deferred
tax asset is realised or deferred tax liability is settled.
Deferred tax assets are recognised only to the extent that it is
probable that future taxable profits will be available against which the
temporary differences can be utilised.
2.27 Equity
Ordinary shares are classified as equity. Incremental costs directly
attributable to the issue of new shares or options are shown in equity
as a deduction, net of tax, from the proceeds.
Amounts arising on the restructuring of equity and reserves to protect
creditor interests are credited to the capital redemption reserve.
The Treasury reserve arises when the Company issues equity share capital
under its Joint Share Ownership Plan, which is held in trust by ECO
Animal Health Group plc Employee Benefit Trust. The interests of this
trust are consolidated into the Group's financial statements and the
relevant amount treated as a reduction in equity. The expenses of the
trust are included in the consolidated income statement.
2.28 Dividend distribution
Final dividend distributions to the Company's shareholders are
recognised as liabilities in the financial statements in the period in
which they are approved by the Company's shareholders. Interim dividends
are recognised when they are paid.
2.29 Critical accounting estimates and judgements
The Group makes estimates and assumptions concerning the future. The
resulting accounting estimates will, by definition, seldom equal the
related actual results. The estimates and assumptions that have a
significant risk of causing a material adjustment to the carrying
amounts of assets and liabilities within the next financial year are:
(a) Estimated impairment value of intangible assets
The Group tests annually whether intangible assets with indefinite life
have suffered any impairment. Other intangible assets are reviewed for
impairment when an indication of
potential impairment exists. Impairment provisions are recorded as
applicable based on directors' estimates of recoverable values. Details
of the impairment reviews performed can be found in note 11 of the
financial statements.
(b) Income taxes
The Group is subject to income taxes predominantly in the United Kingdom
but also in other jurisdictions.
Significant estimates are required in determining the provision for
income taxes. There are some transactions and calculations for which the
ultimate tax determination is uncertain. The Group recognises assets and
liabilities based on estimates of the final agreed position. Where the
final tax outcome of these matters is different from the amounts that
were initially recorded, such differences will impact the income tax and
deferred tax provisions in the period in which such determination is
made.
(c) Pension scheme
The Group maintains one defined benefit pension scheme which has been
accounted for according to the provisions of IAS19. Although the
assumptions were determined by a qualified actuary, any change in those
assumptions may materially impact the financial position and results of
the Group. Details of the assumptions used can be found in note 21 of
the financial statements.
(d) Share-based payments
The charge to the Income Statement in respect of share-based payments
has been externally calculated using management's best estimates of the
amount of options expected to vest and various other inputs to the
Black-Scholes model, as disclosed in note 22. Any variation in those
assumptions may have a material impact on the Group's future results and
financial position.
3. Segment information
Management has determined the operating segments based on the reports
reviewed by the Board that are used to make strategic decisions. The
Board considers the business from a geographical perspective.
Geographically, management considers the performance in the UK and
Europe, China, Japan and the Indian subcontinent, Latin America and the
rest of the world. The segment information provided to the Board for the
year ended 31 March 2012 is as follows;
Management considers Earnings before Interest, Tax, Depreciation and
Amortisation ("EBITDA"), adjusted for share-based payments.
|
|
|
U.K.
|
|
Europe
|
|
China, Japan and the Indian subcontinent
|
|
Latin America
|
|
Rest of the world
|
|
Total
|
|
|
|
|
£
|
|
£
|
|
£
|
|
£
|
|
£
|
|
£
|
|
|
Year ended 31 March 2012
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total segmental revenue
|
|
760,235
|
|
4,201,343
|
|
11,546,943
|
|
11,791,871
|
|
4,644,930
|
|
32,945,322
|
|
|
Inter-segment revenue
|
|
-
|
|
-
|
|
(2,421,888)
|
|
(2,196,659)
|
|
(4,598)
|
|
(4,623,145)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue from external customers
|
|
760,235
|
|
4,201,343
|
|
9,125,055
|
|
9,595,212
|
|
4,640,332
|
|
28,322,177
|
|
|
Sale of goods
|
|
760,235
|
|
4,201,343
|
|
9,125,055
|
|
9,595,212
|
|
4,325,068
|
|
28,006,913
|
|
|
Royalties
|
|
-
|
|
-
|
|
-
|
|
-
|
|
315,264
|
|
315,264
|
|
|
|
|
760,235
|
|
4,201,343
|
|
9,125,055
|
|
9,595,212
|
|
4,640,332
|
|
28,322,177
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA
|
|
(846,287)
|
|
1,103,737
|
|
1,934,133
|
|
2,636,392
|
|
1,359,337
|
|
6,187,312
|
|
|
Total assets
|
|
15,285,976
|
|
9,464,789
|
|
20,078,286
|
|
16,556,570
|
|
8,638,332
|
|
70,023,953
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year ended 31 March 2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total segmental revenue
|
|
567,921
|
|
4,344,378
|
|
12,198,318
|
|
10,095,787
|
|
4,433,739
|
|
31,640,143
|
|
|
Inter-segment revenue
|
|
-
|
|
-
|
|
(2,218,332)
|
|
(2,343,549)
|
|
-
|
|
(4,561,881)
|
|
|
Revenue from external customers
|
|
567,921
|
|
4,344,378
|
|
9,979,986
|
|
7,752,238
|
|
4,433,739
|
|
27,078,262
|
|
|
Sale of goods
|
|
567,921
|
|
4,344,378
|
|
9,979,986
|
|
7,752,238
|
|
4,091,730
|
|
26,736,253
|
|
|
Royalties
|
|
-
|
|
-
|
|
-
|
|
-
|
|
342,009
|
|
342,009
|
|
|
|
|
567,921
|
|
4,344,378
|
|
9,979,986
|
|
7,752,238
|
|
4,433,739
|
|
27,078,262
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA
|
|
(935,268)
|
|
1,416,463
|
|
2,481,290
|
|
1,849,331
|
|
1,289,536
|
|
6,101,352
|
|
|
Total assets
|
|
11,843,501
|
|
9,446,879
|
|
20,182,417
|
|
14,721,730
|
|
8,439,425
|
|
64,633,952
|
|
Goodwill and other intangible assets are initially allocated to the
geographical segments on the basis of the proportion of sales achieved
by each segment.
A reconciliation of adjusted EBITDA to profit before tax is provided as
follows:
|
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
|
Adjusted EBITDA for reportable segments
|
|
6,187,312
|
|
6,101,352
|
|
|
Depreciation
|
|
(98,219)
|
|
(88,543)
|
|
|
Amortisation
|
|
(3,593,365)
|
|
(3,239,948)
|
|
|
Share-based payment charges
|
|
(290,890)
|
|
(303,504)
|
|
|
Finance income/(expense)
|
|
115,504
|
|
(177,741)
|
|
|
Profit before tax
|
|
2,320,342
|
|
2,291,616
|
|
4. Other income
This includes an amount of £550,000 received in compensation for a claim
against a former adviser relating to tax losses not claimed within the
statutory time limit.
5. Result from operating activities
|
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
|
Result from operating activities is stated after charging:
|
|
|
|
|
|
|
Cost of inventories recognised as an expense
|
|
17,504,226
|
|
16,365,337
|
|
|
Employee benefits expenses
|
|
2,967,640
|
|
2,879,736
|
|
|
Amortisation of intangible assets
|
|
3,593,365
|
|
3,239,948
|
|
|
Depreciation
|
|
98,219
|
|
88,543
|
|
|
Loss on foreign exchange transactions
|
|
332,411
|
|
268,757
|
|
|
Research and development
|
|
37,561
|
|
29,245
|
|
|
Operating lease rentals
|
|
178,625
|
|
146,221
|
|
|
|
|
|
|
|
|
|
Fees payable to the Company's auditor for the audit of the parent
Company and Group annual accounts
|
|
18,000
|
|
18,000
|
|
|
Fees payable for audit of the Company's subsidiaries pursuant to
legislation
|
|
27,000
|
|
27,000
|
|
|
|
|
|
|
|
|
|
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
|
Earnings due to shareholders before interest, tax, depreciation,
amortisation, share-based payments and foreign exchange differences.
|
|
|
|
|
|
|
Profit from operating activities
|
|
2,204,838
|
|
2,469,357
|
|
|
Depreciation
|
|
98,219
|
|
88,543
|
|
|
Amortisation
|
|
3,593,365
|
|
3,239,948
|
|
|
Share-based payments
|
|
290,890
|
|
303,504
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,187,312
|
|
6,101,352
|
|
|
Foreign exchange differences
|
|
332,411
|
|
268,757
|
|
|
|
|
|
|
|
|
|
|
|
6,519,723
|
|
6,370,109
|
|
|
Minorities
|
|
(409,299)
|
|
(403,022)
|
|
|
|
|
|
|
|
|
|
|
|
6,110,424
|
|
5,967,087
|
|
6. Finance cost/income
|
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
|
Finance costs
|
|
|
|
|
|
|
Interest paid
|
|
(90,356)
|
|
(54,169)
|
|
|
Foreign exchange differences on bank loans and overdrafts
|
|
74,929
|
|
(196,688)
|
|
|
|
|
|
|
|
|
|
Finance income
|
|
|
|
|
|
|
On short term bank deposits
|
|
130,931
|
|
73,116
|
|
|
Net finance income/(expense)
|
|
115,504
|
|
(177,741)
|
|
7. Earnings per share
The calculation of basic earnings per share is based on the post tax
profit for the year divided by the weighted average number of shares in
issue during the year.
|
|
|
2012
|
|
2011
|
|
|
|
|
Earnings
|
|
Weighted average number of shares
|
|
Per share amount
|
|
Earnings
|
|
Weighted average number of shares
|
|
Per share amount
|
|
|
|
|
£'000
|
|
000
|
|
(pence)
|
|
£'000
|
|
000
|
|
(pence)
|
|
|
Earrnings attributable to ordinary shareholders on continuing
operations after tax
|
|
2,218
|
|
52,333
|
|
4.24
|
|
1,590
|
|
51,873
|
|
3.07
|
|
|
Dilutive effect of share options
|
|
-
|
|
553
|
|
(0.05)
|
|
-
|
|
1,860
|
|
(0.11)
|
|
|
Fully diluted earnings per share
|
|
2,218
|
|
52,886
|
|
4.19
|
|
1,590
|
|
53,733
|
|
2.96
|
|
Dilutive earnings per share takes into account the dilutive effect of
share options. For the purposes of calculating earnings per share,
shares held by the Employee Benefit Trust as part of the Joint Share
Ownership Plan are excluded from the calculation of the weighted average
number of shares. The weighted average number of shares held by the
Trust during the year was 1,233,950.
8. Taxation
|
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
|
Current tax year
|
|
|
|
|
|
|
Foreign corporation tax on profits for the year
|
|
189,527
|
|
189,248
|
|
|
Adjustment for prior years
|
|
(9,411)
|
|
(14,205)
|
|
|
Current tax
|
|
180,116
|
|
175,043
|
|
|
|
|
|
|
|
|
|
Deferred tax
|
|
|
|
|
|
|
Origination and reversal of temporary differences
|
|
(486,700)
|
|
122,770
|
|
|
Income tax(credit)/charge
|
|
(306,584)
|
|
297,813
|
|
|
Factors affecting the tax charge for the year
|
|
|
|
|
|
|
Profit on ordinary activities before taxation
|
|
2,320,342
|
|
2,291,616
|
|
|
|
|
|
|
|
|
|
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
|
Profit on ordinary activities before taxation multiplied by the
applicable rate of UK corporation tax of 26% (2011: 28%)
|
|
603,289
|
|
641,652
|
|
|
Effects of:
|
|
|
|
|
|
|
Non deductible expenses
|
|
148,535
|
|
73,425
|
|
|
Non chargeable credits
|
|
(453,659)
|
|
(113,993)
|
|
|
Enhanced allowance on research and development expenditure
|
|
(742,797)
|
|
(153,062)
|
|
|
Lower tax rate for Chinese subsidiary
|
|
(116,428)
|
|
(153,561)
|
|
|
Unused tax losses carried forward
|
|
263,899
|
|
-
|
|
|
Other tax adjustments
|
|
(9,423)
|
|
3,352
|
|
|
Income tax charge
|
|
(306,584)
|
|
297,813
|
|
|
|
|
|
|
|
|
|
|
|
2012
|
|
2011
|
|
|
|
|
%
|
|
%
|
|
|
Applicable tax rate per UK legislation
|
|
26.00
|
|
28.00
|
|
|
Effects of:
|
|
|
|
|
|
|
Non deductible expenses
|
|
6.40
|
|
3.20
|
|
|
Non chargeable credits
|
|
(19.55)
|
|
(4.97)
|
|
|
Enhanced allowance on research and development expenditure
|
|
(32.01)
|
|
(6.68)
|
|
|
Lower tax rate for Chinese subsidiary
|
|
(5.02)
|
|
(6.70)
|
|
|
Unused tax losses carried forward
|
|
11.37
|
|
-
|
|
|
Other tax adjustments
|
|
(0.40)
|
|
0.15
|
|
|
Effective tax rate
|
|
(13.21)
|
|
13.00
|
|
9. Profit for the financial year
|
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
Parent Company's profit for the financial year
|
|
739,303
|
|
1,353,391
|
|
10. Dividends
|
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
Dividend for the period ended 31 March 2010 of 2.3p per ordinary
share
|
|
-
|
|
1,190,888
|
|
|
Dividend for the period ended 31 March 2011 of 3.0p per ordinary
share
|
|
1,567,595
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
1,567,595
|
|
1,190,888
|
|
The Board is declaring a dividend of 3.75 pence per share in respect of
the year ended 31 March 2012. A scrip dividend alternative will be
offered.
11. Intangible fixed assets
|
Group
|
|
Goodwill
|
|
Distribution rights
|
|
Drug registrations, patents and licence costs
|
|
Total
|
|
|
Cost
|
|
£
|
|
£
|
|
£
|
|
£
|
|
|
At 1 April 2010
|
|
17,930,495
|
|
1,034,860
|
|
31,127,251
|
|
50,092,606
|
|
|
Additions
|
|
-
|
|
-
|
|
4,269,988
|
|
4,269,988
|
|
|
Foreign exchange movements
|
|
-
|
|
-
|
|
63,209
|
|
63,209
|
|
|
At 1 April 2011
|
|
17,930,495
|
|
1,034,860
|
|
35,460,448
|
|
54,425,803
|
|
|
Additions
|
|
-
|
|
-
|
|
4,063,647
|
|
4,063,647
|
|
|
At 31 March 2012
|
|
17,930,495
|
|
1,034,860
|
|
39,524,095
|
|
58,489,450
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortisation
|
|
|
|
|
|
|
|
|
|
|
At 1 April 2010
|
|
-
|
|
315,726
|
|
12,233,313
|
|
12,549,039
|
|
|
Charge for the year
|
|
-
|
|
55,318
|
|
3,184,630
|
|
3,239,948
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 1 April 2011
|
|
-
|
|
371,044
|
|
15,417,943
|
|
15,788,987
|
|
|
Charge for the year
|
|
-
|
|
51,743
|
|
3,541,622
|
|
3,593,365
|
|
|
Foreign exchange movements
|
|
-
|
|
-
|
|
(2,049)
|
|
(2,049)
|
|
|
At 31 March 2012
|
|
-
|
|
422,787
|
|
18,957,516
|
|
19,380,303
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Book Value
|
|
|
|
|
|
|
|
|
|
|
At 31 March 2012
|
|
17,930,495
|
|
612,073
|
|
20,566,579
|
|
39,109,147
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 31 March 2011
|
|
17,930,495
|
|
663,816
|
|
20,042,505
|
|
38,636,816
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 1 April 2010
|
|
17,930,495
|
|
719,134
|
|
18,893,938
|
|
37,543,567
|
|
The amortisation charge is included within administrative expenses on
the income statement.
Distribution rights are amortised over their estimated useful life of 20
years and reviewed for impairment when any indication of potential
impairment exists. The remaining amortisation period at the date of the
financial statements was 11 years.
The carrying value of goodwill is attributable to the following cash
generating units:
|
Entity
|
|
Date of acquisition
|
|
£
|
|
|
Eco Animal Health Limited (remaining 50%)
|
|
1 October 2004
|
|
17,358,621
|
|
|
Zhejiang Eco Biok Animal Health Products Limited
|
|
1 April 2007
|
|
94,257
|
|
|
ECOpharma Inc. (remaining 80%)
|
|
24 December 2009
|
|
477,617
|
|
|
|
|
|
|
-------------------------------------------------
|
|
|
|
|
|
|
17,930,495
|
|
|
|
|
|
|
===================
|
|
Goodwill acquired in a business combination is allocated at acquisition
to the cash generating units (CGU's) that are expected to benefit from
the business combination.
The recoverable amounts of the CGU's are determined from value in use
calculations. The key assumptions for the value in use calculations are
those regarding discount rates, growth rates and the estimated remaining
useful life of the asset which is maintained at 30 years through ongoing
investment in the cash generating unit.
The Group prepares cash flow forecasts derived from the most recent
financial budgets and projections that are approved by management for
the year ahead and then extrapolates them assuming a 3% annual growth
rate which is well below the current performance of the existing
business. The directors believe that the long term growth rate assumed
does not exceed the average long term growth rate for the relevant
markets. The exception to this rule is ECOpharma Inc. In this case the
directors believe that a 5 percent growth rate in sales and margin for
the second to fifth years, followed by a 3 per cent growth rate
thereafter is appropriate.
Management estimates discount rates using the pre-tax rates that reflect
current market assessments of the time value of money and the risks
specific to the CGU's. In the current year management estimated the
applicable rate to be 11%. Despite general economic conditions,
management considers that there is adequate headroom when comparing the
net present value of the cash flows to the carrying value of goodwill to
conclude that no impairment is necessary this year. On current
assumptions the excess of recoverable amount over carrying value is over
£35 million.
Management believes that the most significant assumption in the
calculation of value in use is the estimated growth rate. However, even
if the growth rate were to be zero, the recoverable amount would still
be over £16 million more than the carrying value and no impairment would
be necessary. This assumes an earnings multiple of 10 on the current
budgeted results in estimating fair value which has been derived from
historical data.
Drug registrations and licences are amortised over their estimated
useful lives of 10 years, which is the directors' estimate of the time
it would take to develop a new product allowing for the Group's patent
protection and the exclusivity period which comes with certain
registrations. Given the economic climate the directors have conducted
an impairment review in the current year by preparing cash flow
projections for the year ahead and extrapolating the results for the
remaining life of the registrations assuming zero growth and an 11%
discount rate to establish value in use. On the current assumptions the
excess of the recoverable amount over carrying value is more than £18
million. The calculations have also shown that on current budget figures
a 5 year life is more than enough to justify the current carrying value
of these registrations. Moreover, fair value calculated as 10 times the
current cash generated by the registrations gives an even higher result,
so management has again concluded that no impairment is necessary.
12. Property, plant and equipment
|
Group
|
|
Land and Buildings (freehold)
|
|
Plant and machinery
|
|
Fixtures, fittings and equipment
|
|
Motor Vehicles
|
|
Total
|
|
|
Cost or valuation
|
|
£
|
|
£
|
|
£
|
|
£
|
|
£
|
|
|
At 1 April 2010
|
|
650,000
|
|
762,411
|
|
535,296
|
|
-
|
|
1,947,707
|
|
|
Additions
|
|
-
|
|
93,456
|
|
15,590
|
|
42,211
|
|
151,257
|
|
|
Foreign exchange movements
|
|
-
|
|
280,133
|
|
-
|
|
-
|
|
280,133
|
|
|
At 1 April 2011
|
|
650,000
|
|
1,136,000
|
|
550,886
|
|
42,211
|
|
2,379,097
|
|
|
Additions
|
|
-
|
|
6,117
|
|
74,749
|
|
59,591
|
|
140,457
|
|
|
Foreign exchange movements
|
|
-
|
|
43,660
|
|
-
|
|
-
|
|
43,660
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 31 March 2012
|
|
650,000
|
|
1,185,777
|
|
625,635
|
|
101,802
|
|
2,563,214
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation
|
|
|
|
|
|
|
|
|
|
|
|
|
At 1 April 2010
|
|
52,000
|
|
359,139
|
|
448,434
|
|
-
|
|
859,573
|
|
|
Charge for the year
|
|
9,400
|
|
29,058
|
|
42,125
|
|
7,960
|
|
88,543
|
|
|
Foreign exchange movements
|
|
-
|
|
203,463
|
|
(151)
|
|
2,083
|
|
205,395
|
|
|
Revaluation adjustment
|
|
(52,000)
|
|
-
|
|
-
|
|
-
|
|
(52,000)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 1 April 2011
|
|
9,400
|
|
591,660
|
|
490,408
|
|
10,043
|
|
1,101,511
|
|
|
Charge for the year
|
|
9,400
|
|
33,433
|
|
37,597
|
|
16,012
|
|
96,442
|
|
|
Foreign exchange movements
|
|
-
|
|
97,190
|
|
8
|
|
-
|
|
97,198
|
|
|
At 31 March 2012
|
|
18,800
|
|
722,283
|
|
528,013
|
|
26,055
|
|
1,295,151
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Book Value
|
|
|
|
|
|
|
|
|
|
|
|
|
At 31 March 2012
|
|
631,200
|
|
463,494
|
|
97,622
|
|
75,747
|
|
1,268,063
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 31 March 2011
|
|
640,600
|
|
544,340
|
|
60,478
|
|
32,168
|
|
1,277,586
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 1 April 2010
|
|
598,000
|
|
403,272
|
|
86,862
|
|
-
|
|
1,088,134
|
|
The freehold property at 78 Coombe Road, New Malden was valued on 28
April 2010 by Mr R Sworn of Kelion Sworn Chartered Surveyors and
Valuers, London, W1. The fair value in use of the freehold property was
determined at £650,000 by means of applying a 7.5% discount rate to the
annual rental value of the property as determined by local market
conditions. The property will continue to be valued on a regular basis
The value of non depreciable land included within Land and Buildings is
£180,000.
The value of the freehold property would have been recorded at £328,743
(2011: £340,049) on a historical cost basis giving rise to the current
revaluation surplus of £229,867.This balance is not distributable to
shareholders.
Depreciation has been included in the administrative expenses line on
the income statement.
13. Investment property
|
Group and Company
|
|
Land and Buildings (freehold)
|
|
Total
|
|
|
|
|
£
|
|
£
|
|
|
Cost
|
|
|
|
|
|
|
Additions
|
|
156,550
|
|
156,550
|
|
|
At 31 March 2012
|
|
156,550
|
|
156,550
|
|
|
|
|
|
|
|
|
|
Depreciation
|
|
|
|
|
|
|
Charge for the year
|
|
1,777
|
|
1,777
|
|
|
At 31 March 2012
|
|
1,777
|
|
1,777
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Book Value
|
|
|
|
|
|
|
At 31 March 2012
|
|
154,773
|
|
154,773
|
|
|
|
|
|
|
|
|
|
At 31 March 2011
|
|
-
|
|
-
|
|
The investment property was purchased at open market value during the
year.
Depreciation has been included in the administrative expenses line on
the income statement.
14. Fixed asset investment
|
Group
|
|
|
|
|
|
|
|
|
|
|
Available for sale quoted assets at fair value
|
|
Unlisted investments
|
|
Total
|
|
|
Cost or fair value
|
|
£
|
|
£
|
|
£
|
|
|
At 1 April 2010
|
|
250,000
|
|
39,294
|
|
289,294
|
|
|
Revaluation in the year
|
|
61,594
|
|
-
|
|
61,594
|
|
|
At 31 March 2011
|
|
311,594
|
|
39,294
|
|
350,888
|
|
|
Revaluation in the year
|
|
(2,828)
|
|
(30,556)
|
|
(33,384)
|
|
|
Disposals
|
|
(308,766)
|
|
-
|
|
(308,766)
|
|
|
|
|
|
|
|
|
|
|
|
At 31 March 2012
|
|
-
|
|
8,738
|
|
8,738
|
|
|
|
|
|
|
|
|
|
|
|
Net Book Value
|
|
|
|
|
|
|
|
|
At 31 March 2012
|
|
-
|
|
8,738
|
|
8,738
|
|
|
|
|
|
|
|
|
|
|
|
At 31 March 2011
|
|
311,594
|
|
39,294
|
|
350,888
|
|
|
|
|
|
|
|
|
|
|
|
At 1 April 2010
|
|
250,000
|
|
39,294
|
|
289,294
|
|
The available for sale asset (the holding in Anpario plc (formerly
Kiotech International plc)) was sold during the year.
The Company holds more than 20% of the share capital of the following
companies:
|
Company
|
|
Country of registration or incorporation
|
|
Class
|
|
Shares held %
|
|
|
|
|
|
|
|
|
|
|
|
Subsidiary undertakings held by Company
|
|
|
|
|
|
|
|
|
Zhejiang ECO Biok Animal Health Products Limited
|
|
P. R. China
|
|
Ordinary
|
|
3
|
|
|
Petlove Limited
|
|
Great Britain
|
|
Ordinary
|
|
91
|
|
|
Eco Animal Health Limited
|
|
Great Britain
|
|
Ordinary
|
|
100
|
|
|
|
|
|
|
|
|
|
|
|
Subsidiary undertakings held by Group
|
|
|
|
|
|
|
|
|
ECO Animal Health Southern Africa (Pty) Limited
|
|
South Africa
|
|
Ordinary
|
|
100
|
|
|
Zhejiang ECO Biok Animal Health Products Limited
|
|
P. R. China
|
|
Ordinary
|
|
48
|
|
|
Shanghai ECO Biok Veterinary Drug Sale Company Ltd. (via Zhejiang
ECO Biok Animal Products Ltd.)
|
|
P. R. China
|
|
Ordinary
|
|
48
|
|
|
ECO Animal Health do Brasil Comercio de Produtos Veterinarios Ltda.
|
|
Brazil
|
|
Ordinary
|
|
100
|
|
|
ECOpharma Inc.
|
|
Japan
|
|
Ordinary
|
|
100
|
|
|
ECO Animal Health USA Corp.
|
|
U.S.A.
|
|
Ordinary
|
|
100
|
|
|
Interpet LLC
|
|
U.S.A.
|
|
Ordinary
|
|
100
|
|
|
ECO Animal Health de Mexico
|
|
Mexico
|
|
Ordinary
|
|
100
|
|
|
ECO Argentina S.A.
|
|
Argentina
|
|
Ordinary
|
|
100
|
|
The principal activity of these undertakings for the last relevant
financial year was as follows:
|
|
|
Principal activity
|
|
|
ECO Animal Health Limited
|
|
Distribution of animal drugs
|
|
|
ECO Animal Health Southern Africa (Pty) Limited
|
|
Non-trading
|
|
|
Petlove Limited
|
|
Non-trading
|
|
|
Zhejiang ECO Biok Animal Health Products Limited
|
|
Manufacture of animal drugs
|
|
|
Shanghai ECO Biok Veterinary Drug Sale Company Ltd.
|
|
Distribution of animal drugs
|
|
|
ECO Animal Health do Brasil Comercio de Produtos Veterinarios Ltda
|
|
Distribution of animal drugs
|
|
|
ECOpharma Inc.
|
|
Distribution of animal drugs
|
|
|
ECO Animal Health USA Corp.
|
|
Non-trading
|
|
|
Interpet LLC
|
|
Non-trading
|
|
|
ECO Animal Health de Mexico
|
|
Distribution of animal drugs
|
|
|
ECO Argentina S.A.
|
|
Non-trading
|
|
The aggregate amount of capital and reserves and the results of these
undertakings for the last relevant financial year were:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity
|
|
Profit/loss for the year
|
|
Equity
|
|
Profit/loss for the year
|
|
|
|
|
2012
|
|
2012
|
|
2011
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ECO Animal Health Limited
|
|
3,345,471
|
|
2,068,100
|
|
1,277,371
|
|
1,237,171
|
|
|
Zhejiang ECO Biok Animal Health Products Ltd
|
|
3,855,323
|
|
835,305
|
|
3,649,202
|
|
822,493
|
|
|
ECO Animal Health do Brasil Comercio de Produtos Veterinarios Ltda
|
|
(129,901)
|
|
(197,683)
|
|
41,893
|
|
(45,195)
|
|
|
ECOpharma Inc
|
|
671,451
|
|
(98,253)
|
|
758,461
|
|
224,171
|
|
|
ECO Animal Health de Mexico
|
|
9,233
|
|
9,093
|
|
-
|
|
-
|
|
The equity and results of Shanghai ECO Biok Veterinary Drug Sale Company
Ltd are included within those disclosed for Zhejiang ECO Biok Animal
Health Products Limited.
During the year ECO Animal Health (Europe) Limited was taken out of the
group structure and dissolved.
All of the subsidiaries listed above were included in the consolidation
for the year.
Zhejiang ECO Animal Health Products Limited and ECO Animal Health do
Brasil Comercio de Produtos Veterinarios Ltda both have 31 December year
ends. The Group receives management accounts for the three months to 31
March for these subsidiaries for use in preparing the consolidated
financial statements. ECOpharma Inc has changed its year end to March
with effect from 31 March 2012.
ECO Argentina S.A. which holds neither assets nor liabilities and which
has not traded since its formation has been excluded from consolidation.
The Group also holds (by means of its ownership of ECO Animal Health USA
Corp.), a 50% joint venture interest in Pharmgate LLC, which is resident
in U.S.A. Pharmgate LLC will distribute the group's products in the
U.S.A. once marketing authorisations are granted.
The Group has also entered into a new 50% joint venture, Pharmgate
Animal Health Canada Inc, to
The following amounts included in the group's financial statements are
related to its interest in these joint ventures.
|
|
|
Pharmgate LLC
|
|
Pharmgate Animal Health Canada Inc
|
|
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
£
|
|
£
|
|
|
Current assets
|
|
31,803
|
|
20,439
|
|
16,377
|
|
-
|
|
|
Current liabilities
|
|
(9,851)
|
|
(4,751)
|
|
(14,705)
|
|
-
|
|
|
Sales
|
|
-
|
|
-
|
|
5,644
|
|
-
|
|
|
Margins
|
|
-
|
|
-
|
|
4,599
|
|
-
|
|
|
Expenses
|
|
(100,153)
|
|
100,153
|
|
-
|
|
-
|
|
15. Inventories
|
|
|
Group
|
|
Company
|
|
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Raw materials and consumables
|
|
2,279,354
|
|
2,935,528
|
|
-
|
|
-
|
|
|
Finished goods and goods for resale
|
|
2,137,963
|
|
1,868,401
|
|
-
|
|
-
|
|
|
At 31 March 2012
|
|
4,417,317
|
|
4,803,929
|
|
-
|
|
-
|
|
The cost of inventories recognised as an expense and included in cost of
sales in the period amounted to £17,504,226 (2011: £16,635,337).
16. Trade and other receivables
|
|
|
Group
|
|
Company
|
|
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade receivables
|
|
9,616,990
|
|
9,015,511
|
|
-
|
|
-
|
|
|
Amounts owed by group undertakings
|
|
-
|
|
-
|
|
28,418,185
|
|
28,184,995
|
|
|
Other receivables
|
|
768,301
|
|
391,384
|
|
226,630
|
|
281,542
|
|
|
Prepayments and accrued income
|
|
370,099
|
|
235,922
|
|
268,168
|
|
158,624
|
|
|
|
|
10,755,390
|
|
9,642,817
|
|
28,912,983
|
|
28,625,161
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non current
|
|
100,225
|
|
128,224
|
|
28,373,610
|
|
28,313,219
|
|
|
Current
|
|
10,655,165
|
|
9,514,593
|
|
539,373
|
|
311,942
|
|
|
|
|
10,755,390
|
|
9,642,817
|
|
28,912,983
|
|
28,625,161
|
|
As at 31 March 2012, trade receivables of £2,102,528 (2011: £1,324,362)
due to the Group and £nil (2011: £nil) due to the Company were past due
but not impaired. These relate to long standing distributors with whom
we have agreed settlement terms and with whom there is no history of
default. The ageing analysis of these trade receivables is as follows:
|
|
|
Group
|
|
Company
|
|
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Up to 3 months past due
|
|
1,731,377
|
|
1,238,808
|
|
-
|
|
-
|
|
|
3 to 6 months past due
|
|
286,649
|
|
33,021
|
|
-
|
|
-
|
|
|
Over 6 months past due
|
|
84,502
|
|
52,533
|
|
-
|
|
-
|
|
|
|
|
2,102,528
|
|
1,324,362
|
|
-
|
|
-
|
|
As at 31 March 2012, trade receivables of £32,379 were impaired and
provided for. The impaired receivables mainly relate to historic debt
for which recovery is still being sought. The Group mitigates its
exposure to credit risk by extensive use of commercial credit reference
agencies, close management of its customers' trading against terms
offered and use of retention of title clauses wherever possible. The
ageing analysis of the impaired balances is as follows:
|
|
|
Group
|
|
Company
|
|
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
£
|
|
£
|
|
|
Current
|
|
-
|
|
1,379
|
|
-
|
|
-
|
|
|
Up to 3 months past due
|
|
-
|
|
27,622
|
|
-
|
|
-
|
|
|
3 to 6 months past due
|
|
-
|
|
26,478
|
|
-
|
|
-
|
|
|
Over 6 months past due
|
|
32,379
|
|
68,869
|
|
-
|
|
-
|
|
|
|
|
32,379
|
|
124,348
|
|
-
|
|
-
|
|
Movement on the Group provision for impairment of trade receivables is
as follows:
|
|
|
Group
|
|
|
Group
|
|
2012
|
|
|
|
|
£
|
|
|
|
|
|
|
|
Balance at 1 April
|
|
124,348
|
|
|
Recovered in the year
|
|
(75,605)
|
|
|
Written off in the year
|
|
(16,364)
|
|
|
Balance at 31 March
|
|
32,379
|
|
The directors are pleased to note that the active management of the
Latin American accounts provided for in 2009 as a result of the economic
conditions at that time, has resulted in a positive outcome in almost
all cases and that the remaining general provision in respect of this
region could be released during the year.
The carrying amounts of trade and other receivables are denominated in
the following currencies:
|
|
|
Group
|
|
Company
|
|
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
£
|
|
£
|
|
|
Pounds Sterling
|
|
776,993
|
|
633,540
|
|
28,780,350
|
|
28,478,774
|
|
|
Euros
|
|
2,857,514
|
|
2,806,327
|
|
-
|
|
-
|
|
|
U S Dollars
|
|
5,513,412
|
|
4,070,628
|
|
132,633
|
|
146,387
|
|
|
Chinese RMB
|
|
411,957
|
|
544,793
|
|
-
|
|
-
|
|
|
Brazilian Real
|
|
357,576
|
|
606,322
|
|
-
|
|
-
|
|
|
Japanese Yen
|
|
492,684
|
|
757,984
|
|
-
|
|
-
|
|
|
Other currencies
|
|
345,254
|
|
223,223
|
|
-
|
|
-
|
|
|
|
|
10,755,390
|
|
9,642,817
|
|
28,912,983
|
|
28,625,161
|
|
The carrying amounts of trade and other receivables are not
significantly different to their fair values.
17. Deferred tax
Group
Deferred tax assets and liabilities are attributable to the following:
|
|
|
Liabilities
|
|
Net
|
|
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Drug registration expenditure
|
|
(2,139,050)
|
|
(2,281,894)
|
|
(2,139,050)
|
|
(2,281,894)
|
|
|
Freehold property
|
|
(72,590)
|
|
(72,590)
|
|
(72,590)
|
|
(72,590)
|
|
|
Plant and equipment
|
|
(12,094)
|
|
(2,050)
|
|
(12,094)
|
|
(2,050)
|
|
|
Investments
|
|
-
|
|
(14,782)
|
|
-
|
|
(14,782)
|
|
|
Tax losses carried forward
|
|
1,893,355
|
|
1,539,455
|
|
1,893,355
|
|
1,539,455
|
|
|
Amount (payable) after more than one year
|
|
(330,379)
|
|
(831,861)
|
|
(330,379)
|
|
(831,861)
|
|
The movement on the deferred tax account can be summarised as follows:
|
|
|
Drug registration expenditure
|
|
Freehold property
|
|
Property, plant and equipment
|
|
Investments
|
|
Total
|
|
|
|
|
£
|
|
£
|
|
£
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 31 March 2011
|
|
(742,439)
|
|
(72,590)
|
|
(2,050)
|
|
(14,782)
|
|
(831,861)
|
|
|
Credit/(charge) for the year through income statement
|
|
496,744
|
|
-
|
|
(10,044)
|
|
-
|
|
486,700
|
|
|
Movement through the year through revaluation reserve
|
|
-
|
|
-
|
|
-
|
|
14,782
|
|
14,782
|
|
|
At 31 March 2012
|
|
(245,695)
|
|
(72,590)
|
|
(12,094)
|
|
-
|
|
(330,379)
|
|
The tax losses carried forward are not expected to expire under current
legislation.
Any future dividend received from the Chinese subsidiary Zhejiang ECO
Biok Animal Health Products Limited will be subject to a 10 per cent
withholding tax. The deferred tax liability in respect of this has not
been recognised.
18. Cash and cash equivalents
Cash and cash equivalents comprise cash and short term deposits held by
the Group. The carrying amount of these assets are not significantly
different to their fair value.
|
|
|
Note
|
|
Group
|
|
Company
|
|
|
|
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
|
|
|
£
|
|
£
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
|
14,002,422
|
|
9,471,537
|
|
9,793,239
|
|
6,243,597
|
|
|
Overdrafts
|
|
20
|
|
(4,492,690)
|
|
(53,196)
|
|
(4,492,690)
|
|
(53,196)
|
|
|
Net funds per cash flow
|
|
|
|
9,509,732
|
|
9,418,341
|
|
5,300,549
|
|
6,190,401
|
|
19. Trade and other payables
|
|
|
Group
|
|
Company
|
|
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade payables
|
|
5,410,817
|
|
4,904,967
|
|
124,057
|
|
135,904
|
|
|
Other payables
|
|
887,400
|
|
514,654
|
|
565,651
|
|
69,025
|
|
|
Accruals and deferred income
|
|
407,774
|
|
375,701
|
|
44,458
|
|
21,659
|
|
|
|
|
6,705,991
|
|
5,795,322
|
|
734,166
|
|
226,588
|
|
20. Borrowings
Included within payables on the statement of financial position are the
following amounts at fair value secured by a debenture on the assets of
the group:
|
|
|
Group
|
|
Company
|
|
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short term borrowings
|
|
4,492,690
|
|
53,196
|
|
4,492,690
|
|
53,196
|
|
Currency analysis of short term borrowings
|
|
|
Group
|
|
Company
|
|
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U S Dollars
|
|
4,072,226
|
|
-
|
|
4,072,226
|
|
-
|
|
|
Euros
|
|
420,464
|
|
53,196
|
|
420,464
|
|
53,196
|
|
|
|
|
4,492,690
|
|
53,196
|
|
4,492,690
|
|
53,196
|
|
The Group has no net overdraft facilities in place at the year end,
although it has the facility to overdraw in specific currencies within a
positive total cash balance. The interest rate for all currency
overdrafts is 2.75 per cent over the relevant currency base rate.
21. Pension and other post-retirement benefit commitments
Defined Contribution pension Scheme
The Group operates defined contribution pension schemes for the benefit
of certain directors and senior employees. The assets of the schemes are
held separately from the Group and independently administered by
insurance companies. The pension cost charge represents contributions
payable to the funds in the year and amounted to £316,853 (2011:
£201,994).
Defined Benefit Pension Scheme
The Group operates a defined benefit scheme in the UK for ex-employees
only. A full actuarial valuation was carried out at 6 April 2009 and
updated 31 March 2012 by a qualified independent actuary. The major
assumptions used by the actuary were:
|
|
|
31 March
|
|
1 April
|
|
|
|
|
2012
|
|
2011
|
|
|
Discount rate
|
|
4.6%
|
|
5.5%
|
|
|
Rate of increase in pension payment
|
|
2.9%
|
|
3.4%
|
|
|
Inflation assumption with a maximum of 5% p.a.
|
|
2.9%
|
|
3.4%
|
|
Mortality rates
Pre retirement mortality is based on the mortality table known as AMCOO
for males and AFCOO for females and 70% of the mortality indicated by
this table has been taken, as in the previous year.
Post retirement mortality is based on the mortality table known as
PCMAOO for males and PCFAOO for females. Allowance has been made for the
improvement in mortality experienced recently and expected in the future
by using 100% for males and 70% for females of the "Medium Cohort"
improvement table, subject to a minimum improvement rate of 1.4% p.a.
for males and 1.1% p.a. for females. To allow for the expected
additional cost of purchasing annuities on retirement, only 60% of the
mortality indicated by these projections has been taken into the
calculations.
Expectation of life at retirement age of 65 is 25.2 (2011: 25.1) years
for males and 29.1 (2011: 29.0) years for females. For members retiring
in 20 years time, the expectation of life at age 65 would be 28.1 (2011:
28.0) years for males and 31.3 (2011: 31.2) years for females.
|
Results
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
£
|
|
£
|
|
|
Assets at start of year
|
|
2,684,000
|
|
|
|
2,592,000
|
|
|
|
|
Defined benefit obligation at start of year
|
|
(2,596,000)
|
|
|
|
(2,575,000)
|
|
|
|
|
Net asset at 1 April
|
|
|
|
88,000
|
|
|
|
17,000
|
|
|
Current service cost, including risk benefits
|
|
(3,000)
|
|
|
|
(2,000)
|
|
|
|
|
|
|
|
|
(3,000)
|
|
|
|
(2,000)
|
|
|
Expected return on assets
|
|
150,000
|
|
|
|
144,000
|
|
|
|
|
Interest cost
|
|
(139,000)
|
|
|
|
(138,000)
|
|
|
|
|
|
|
|
|
11,000
|
|
|
|
6,000
|
|
|
(Loss)/gain on asset return
|
|
(26,000)
|
|
|
|
10,000
|
|
|
|
|
Experience (loss)/gain
|
|
(5,000)
|
|
|
|
1,000
|
|
|
|
|
(Loss)/gain on changes in assumptions
|
|
(120,000)
|
|
|
|
3,000
|
|
|
|
|
Statement of other comprehensive income
|
|
|
|
(151,000)
|
|
|
|
14,000
|
|
|
Employer contributions gross
|
|
64,000
|
|
|
|
59,000
|
|
|
|
|
Expenses paid by trustees
|
|
(7,000)
|
|
|
|
(6,000)
|
|
|
|
|
|
|
|
|
57,000
|
|
|
|
53,000
|
|
|
Net asset at 31 March 2012
|
|
|
|
2,000
|
|
|
|
88,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Actual assets at end of year
|
|
|
|
2,959,000
|
|
|
|
2,684,000
|
|
|
Actual defined benefit obligation at end of year
|
|
2,957,000
|
|
|
|
2,596,000
|
|
The pension fund assets are all held within a policy managed by an
insurance company.
Reconciliation of changes in the asset value during the year
|
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
£
|
|
£
|
|
|
Fair value of assets at 1 April
|
|
2,684,000
|
|
|
|
2,592,000
|
|
|
|
|
Expected return on assets
|
|
150,000
|
|
|
|
144,000
|
|
|
|
|
(Loss)/gain on asset return
|
|
(26,000)
|
|
|
|
10,000
|
|
|
|
|
Employer contributions (gross)
|
|
64,000
|
|
|
|
59,000
|
|
|
|
|
Death in service insurance premiums paid
|
|
(3,000)
|
|
|
|
(2,000)
|
|
|
|
|
Expenses paid by trustees
|
|
(7,000)
|
|
|
|
(6,000)
|
|
|
|
|
Increase/(decrease) in secured pensioners value due to scheme
experience
|
|
97,000
|
|
|
|
(113,000)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value of assets at 31 March 2012
|
|
|
|
2,959,000
|
|
|
|
2,684,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of changes in the liability value during the year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Defined benefit obligation at 1 April
|
|
2,596,000
|
|
|
|
2,575,000
|
|
|
|
|
Interest cost
|
|
139,000
|
|
|
|
138,000
|
|
|
|
|
Experience loss/(gain) on liabilities
|
|
5,000
|
|
|
|
(1,000)
|
|
|
|
|
Loss/(gain) on changes in assumptions
|
|
120,000
|
|
|
|
(3,000)
|
|
|
|
|
Increase/(decrease) in secured pensioners value due to scheme
experience
|
|
97,000
|
|
|
|
(113,000)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Defined benefit obligation at 31 March 2012
|
|
|
|
2,957,000
|
|
|
|
2,596,000
|
|
The expected contribution to be paid by the employer during the next
accounting year is £59,000. This includes a provision of £3,000 for
death in service risk premium, (2011: £5,000).
|
Year ended 31 March
|
|
2012
|
|
2011
|
|
2010
|
|
2009
|
|
2008
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Present value of defined benefit obligation
|
|
2,959,000
|
|
2,596,000
|
|
2,575,000
|
|
2,227,000
|
|
2,325,000
|
|
|
Fair value of plan assets
|
|
2,957,000
|
|
2,684,000
|
|
2,592,000
|
|
2,224,000
|
|
2,368,000
|
|
|
Surplus/(deficit) in plan
|
|
2,000
|
|
88,000
|
|
17,000
|
|
(3,000)
|
|
43,000
|
|
|
Experience (loss)/gains on plan liabilities
|
|
(5,000)
|
|
1,000
|
|
9,000
|
|
3,000
|
|
8,000
|
|
22. Share-based payments
The measurement requirements of IFRS2 have been implemented in respect
of share options that were granted after 7 November 2002. The expense
recognised for share based payments made during the year is shown in the
following table:
|
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
Total expense arising from equity settled share-based transactions
|
|
290,890
|
|
303,504
|
|
The share based payment plans are described below:
Movements in issued share options and jointly owned shares during the
year
The following table illustrates the number and weighted average exercise
prices (WAEP) of and movements in, share options and jointly owned
shares during the period:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Options
|
|
Jointly owned shares
|
|
Options
|
|
|
|
|
2012
|
|
2012
|
|
2012
|
|
2012
|
|
2011
|
|
2011
|
|
|
|
|
|
|
WAEP
|
|
|
|
WAEP
|
|
|
|
WAEP
|
|
|
|
|
|
|
£
|
|
|
|
£
|
|
|
|
£
|
|
|
Outstanding at 1 April
|
|
4,007,390
|
|
1.23
|
|
-
|
|
-
|
|
3,307,390
|
|
1.14
|
|
|
Granted during the period
|
|
456,500
|
|
1.87
|
|
2,603,290
|
|
2.00
|
|
985,000
|
|
1.48
|
|
|
Expired/cancelled during the period
|
|
-
|
|
-
|
|
-
|
|
-
|
|
(30,000)
|
|
1.39
|
|
|
Exercised during the period
|
|
(1,206,040)
|
|
1.03
|
|
-
|
|
-
|
|
(255,000)
|
|
1.09
|
|
|
Outstanding at 31 March
|
|
3,257,850
|
|
1.39
|
|
2,603,290
|
|
2.00
|
|
4,007,390
|
|
1.23
|
|
|
Exercisable at 31 March
|
|
1,129,350
|
|
1.11
|
|
-
|
|
-
|
|
1,905,390
|
|
1.12
|
|
The maximum aggregate number of shares over which options may currently
be granted cannot exceed 10 per cent of the nominal share capital of the
Company on the grant date. The options outstanding at 31 March 2012 had
a weighted average share price of £1.39 and a weighted average
contractual life of 5.2 years.
Eco Animal Health Group plc Executive Share Option Scheme
In accordance with the Executive Share Option Scheme, approved and
unapproved share options are granted to full time directors and
employees who devote at least 25 hours per week to the performance of
duties or employment with the Company.
Details of options granted to directors can be found in the Directors
Report and notes 29 (Directors Emoluments) and 31 (Related Party
Transactions).
The exercise price of the options is equal to the market price of the
shares at the date of grant. The options vest three years from the date
of grant and if the option holder ceases to be a director or employee of
the Company due to injury, disability, redundancy or retirement on
reaching pensionable age or any other age at which they are bound to
retire at in accordance with the terms of their contract of employment,
the option may be exercised within a period of six months after the
option holders so ceasing, although the Board may, at its discretion,
extend this period by up to 36 months after the date of cessation.
If the option holder ceases employment for any other reason, the option
may not be exercised unless the Board permits. The approved and
unapproved options will be forfeited where they remain unexercised at
the end of their respective contractual lives of ten and seven years.
An analysis of the expiry dates of the outstanding options is given
below:
|
Date of grant
|
|
Unapproved
|
|
Approved
|
|
Exercise price (pence)
|
|
Expiry date
|
|
|
|
|
|
|
|
|
|
|
|
|
|
06 August 2003
|
|
|
|
10,000
|
|
202.50
|
|
06 August 2013
|
|
|
25 October 2005
|
|
10,000
|
|
|
|
340.00
|
|
25 October 2012
|
|
|
20 February 2006
|
|
|
|
11,880
|
|
252.50
|
|
20 February 2016
|
|
|
10 August 2006
|
|
|
|
12,600
|
|
238.00
|
|
10 August 2016
|
|
|
03 March 2008
|
|
|
|
490,900
|
|
108.50
|
|
03 March 2018
|
|
|
03 March 2008
|
|
443,970
|
|
|
|
108.50
|
|
03 March 2015
|
|
|
18 September 2008
|
|
|
|
35,000
|
|
85.00
|
|
18 September 2018
|
|
|
18 September 2008
|
|
115,000
|
|
|
|
85.00
|
|
18 September 2015
|
|
|
30 April 2009
|
|
|
|
55,550
|
|
147.00
|
|
30 April 2019
|
|
|
30 April 2009
|
|
481,450
|
|
|
|
147.00
|
|
30 April 2016
|
|
|
06 August 2009
|
|
|
|
22,000
|
|
135.00
|
|
06 August 2019
|
|
|
06 August 2009
|
|
103,000
|
|
|
|
135.00
|
|
06 August 2016
|
|
|
24 December 2009
|
|
|
|
29,350
|
|
155.00
|
|
24 December 2019
|
|
|
24 December 2009
|
|
10,650
|
|
|
|
155.00
|
|
24 December 2016
|
|
|
12 April 2010
|
|
375,000
|
|
|
|
150.00
|
|
12 April 2017
|
|
|
20 May 2010
|
|
|
|
115,100
|
|
140.00
|
|
20 May 2020
|
|
|
20 May 2010
|
|
389,900
|
|
|
|
140.00
|
|
20 May 2017
|
|
|
13 September 2010
|
|
90,000
|
|
|
|
161.00
|
|
13 September 2017
|
|
|
11 October 2011
|
|
|
|
154,100
|
|
186.50
|
|
11 October 2021
|
|
|
11 October 2011
|
|
302,400
|
|
|
|
186.50
|
|
11 October 2018
|
|
|
|
|
2,321,370
|
|
936,480
|
|
|
|
|
|
ECO Animal Health Group plc Joint Share Ownership Plan
In accordance with the newly established Joint Share Ownership Plan
(JSOP), jointly owned shares may be awarded to directors and employees
of the company.
The shares are awarded at the market price on the day of the award and
are held jointly by the employee concerned and the ECO Animal Health
Group plc Employee Benefit Trust. After a three year vesting period, the
shares may be sold at the option of the employee. The proceeds of sale
are split between the trust and the employee so that the Trust receives
the original market value of the shares sold plus a 5.9% per annum carry
charge, with the employee receiving any excess over this amount.
Because these are actual issued shares in the company rather than
options there is no expiry date associated with jointly owned shares.
However, they will normally be forfeit if the employee ceases to be an
employee of the company for any reason other than death, injury,
redundancy, retirement on or after normal retirement age or disposal by
the Group of the employing business entity.
The market price of the shares at 31 March 2012 was 207.5p with a range
in the year of 185p to
Inputs to the Valuation Model (for options and jointly owned shares)
The fair value of share options granted prior to 31 March 2007 were
estimated at the time of grant using trinomial pricing model, taking
into account all the terms and conditions upon which the options were
granted. For options issued after 1 April 2007, the directors took the
decision that a Black-Scholes model would be more appropriate.
The following table lists the inputs to the Black-Scholes model which
applies to both options and jointly owned shares.
|
|
|
2012
|
|
2011
|
|
2010
|
|
2009
|
|
2008
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Vesting period (years)
|
|
3
|
|
3
|
|
3
|
|
3
|
|
3
|
|
|
Option expiry (years)
|
|
7-10 yrs
|
|
7-10 yrs
|
|
7-10 yrs
|
|
7-10 yrs
|
|
7-10 yrs
|
|
|
Dividends expected on the shares
|
|
1.00%
|
|
4.50%
|
|
5.00%
|
|
4.50%
|
|
5.00%
|
|
|
Risk free rate
|
|
2.00%
|
|
2.00%
|
|
2.40%
|
|
4.19%
|
|
4.66%
|
|
|
Volatility of share price
|
|
27%
|
|
45%
|
|
40%
|
|
30%
|
|
25%
|
|
|
Weighted average fair value of options
|
|
41.0p
|
|
37.78p
|
|
32.6p
|
|
16.8p
|
|
18.7p
|
|
The risk free rate has been based on the yield from UK Government
treasury coupons. The volatility of the share price was estimated based
on standard deviation calculations on the historic share price.
Under the terms of the Group's Joint Share Ownership Plan (JSOP) on 6
October 2011, the Group issued a part interest in 1,819,290 Ordinary
shares of 5p each to the Executive Directors at a price of 194p per
share as an effective modification to existing benefits under the
Group's Unapproved Share Option Scheme.
As part of this transaction the Directors exercised 1,039,290 of vested
options and agreed that a further 780,000 of unvested options would be
effectively capped at the 6 October 2011 market price of 194p by means
of a partial waiver of these options. The jointly owned shares and the
capped options are therefore treated as one instrument when looking at
the overall limit on outstanding share options and jointly owned shares.
On 21 October 2011, the Group issued a part interest in a further
784,000 Ordinary shares of 5p each to the Executive Directors and
certain other senior employees below board level as an alternative to
unapproved options. These shares were issued at a price of 214p per
share and have a vesting period of three years.
The fair value of the part interest in the jointly owned shares was
calculated using a Black-Scholes model with the same assumptions as
those used for the options issued during the year. The weighted average
fair value of each jointly owned share issued during the year was 26.15
pence.
23. Share capital
|
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
|
Authorised
|
|
|
|
|
|
|
68,100,000 Ordinary shares of 5p each
|
|
3,405,000
|
|
3,405,000
|
|
|
10,790 Deferred ordinary shares of 10p each
|
|
1,079
|
|
1,079
|
|
|
32,334 Convertible preference shares of £1 each
|
|
32,334
|
|
32,334
|
|
|
|
|
3,438,413
|
|
3,438,413
|
|
|
|
|
|
|
|
|
|
Allotted, called up and fully paid
|
|
|
|
|
|
|
55,119,201 ( 2011: 52,195,172) Ordinary shares of 5p each
|
|
2,755,960
|
|
2,609,758
|
|
During the year a further 173,989 shares were issued at a premium of
£334,406 as a result of the take up of the scrip dividend option and
1,206,040 more shares were issued at a premium of £1,182,451 as a result
of the exercise of options by employees. In addition, 1,544,000 shares
were issued as a result of the Group's new share ownership scheme at a
premium of £3,070,960.
During the year the Company obtained a court order authorising the
cancellation of £10,000,000 of the total share premium. This amount was
transferred to the credit of the Company's retained earnings in
accordance with the resolution approved by the shareholders at the
Annual General Meeting on 2 September 2011. At the same time an amount
of £3,250,000 was transferred from the Share Premium Account to a
non-distributable Special Reserve for the protection of creditors. This
transfer will be reversed when all creditors outstanding as at the date
of the court order have been paid or alternatively, when a further
£3,250,000 has been credited to the Share Premium Account as a result of
the issue of equity.
24. Minority interests
|
|
|
2012
|
|
2012
|
|
2011
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 1 April
|
|
|
|
1,790,587
|
|
|
|
1,400,296
|
|
|
Share of subsidiary's profit for the year
|
|
409,299
|
|
|
|
403,022
|
|
|
|
|
Share of foreign exchange gain on net investment
|
|
80,282
|
|
|
|
80,070
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
489,581
|
|
|
|
483,092
|
|
|
Share of dividend paid by subsidiary
|
|
|
|
(388,581)
|
|
|
|
(92,801)
|
|
|
Balance at 31 March
|
|
|
|
1,891,587
|
|
|
|
1,790,587
|
|
25. Treasury share reserve
|
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
Balance at 1 April
|
|
-
|
|
-
|
|
|
Arising in the year
|
|
5,217,580
|
|
-
|
|
|
Balance at 31 March
|
|
5,217,580
|
|
-
|
|
Treasury share reserve includes £5,217,580 (2011: £nil), being the cost
of 2,603,290 shares in the Company held by the Group's JSOP.
26. Other reserves
|
Group and Company
|
|
Capital redemption reserve
|
|
Special reserve
|
|
Reserve for share-based payment
|
|
Total
|
|
|
|
|
£
|
|
£
|
|
£
|
|
£
|
|
|
At 1 April 2010
|
|
105,829
|
|
-
|
|
1,035,762
|
|
1,141,591
|
|
|
Share-based payments
|
|
-
|
|
-
|
|
303,504
|
|
303,504
|
|
|
Transfer to retained earnings on expiry of options
|
|
-
|
|
-
|
|
(114,865)
|
|
(114,865)
|
|
|
At 31 March 2011
|
|
105,829
|
|
-
|
|
1,224,401
|
|
1,330,230
|
|
|
Share-based payments
|
|
-
|
|
-
|
|
290,890
|
|
290,890
|
|
|
Transfer to retained earnings on expiry of options
|
|
-
|
|
-
|
|
(96,989)
|
|
(96,989)
|
|
|
Transfer on reduction of share premium for protection of creditors
|
|
-
|
|
3,250,000
|
|
-
|
|
3,250,000
|
|
|
At 31 March 2012
|
|
105,829
|
|
3,250,000
|
|
1,418,302
|
|
4,774,131
|
|
Included in the Group's retained earnings are the following exchange
movements which have been taken directly to reserves on consolidation of
the subsidiaries listed below:
|
|
|
At 1 April 2011
|
|
Movement in the year
|
|
At 31 March 2012
|
|
|
|
|
£
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
|
|
In respect of:
|
|
|
|
|
|
|
|
|
Zhejiang Eco Biok Animal Health Products Limited
|
|
325,638
|
|
83,555
|
|
409,193
|
|
|
Eco Animal Health do Brasil Comercio de Produtos Veterinarios Ltda
|
|
2,281
|
|
25,891
|
|
28,172
|
|
|
ECOpharma Inc.
|
|
49,254
|
|
11,243
|
|
60,497
|
|
|
ECO Animal Health Southern Africa (pty) Ltd
|
|
38
|
|
(131)
|
|
(93)
|
|
|
Interpet LLC
|
|
2,245
|
|
84
|
|
2,329
|
|
|
Pharmgate LLC
|
|
(629)
|
|
(52)
|
|
(681)
|
|
|
Foreign currency differences attributable to owner credited directly
to reserves.
|
|
|
|
120,590
|
|
|
|
27. Financial commitments
At 31 March 2012 the Group had minimum commitments under non-cancellable
operating leases as follows:
|
|
|
Land and Buildings
|
|
Motor vehicles
|
|
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
£
|
|
£
|
|
|
Expiry date:
|
|
|
|
|
|
|
|
|
|
|
Within one year
|
|
10,377
|
|
-
|
|
4,988
|
|
3,168
|
|
|
Between two and five years
|
|
536,971
|
|
713,846
|
|
62,136
|
|
67,244
|
|
|
In over five years
|
|
2,197,631
|
|
2,293,625
|
|
-
|
|
-
|
|
|
|
|
2,744,979
|
|
3,007,471
|
|
67,124
|
|
70,412
|
|
28. Capital commitments
The group had no authorised capital commitments as at 31 March 2012
(2011: Nil).
29. Directors' emoluments
|
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
Emoluments for qualifying services
|
|
386,008
|
|
439,520
|
|
|
Company pension contributions to money purchase schemes
|
|
183,024
|
|
94,074
|
|
|
Share-based payments
|
|
174,979
|
|
157,288
|
|
|
Benefits in kind
|
|
22,317
|
|
19,577
|
|
|
|
|
766,328
|
|
710,459
|
|
During the year the directors exercised 1,059,290 (2011: nil) share
options realising a gain of £968,243 (2011: £nil).
The number of directors for whom retirement benefits are accruing under
money purchase pension schemes amounted to 3 (2011: 3). No directors
accrued benefits under defined benefit schemes for this or the previous
year.
The highest paid director received £304,766 (2011: £266,565) including
share-based payments and £120,854 (2011: £79,220) of pension
contributions.
30. Employees
Number of employees
The average number of employees (including directors) during the year
was:
|
|
|
2012
|
|
2011
|
|
|
|
|
Number
|
|
Number
|
|
|
|
|
|
|
|
|
|
Directors
|
|
7
|
|
7
|
|
|
Production and development
|
|
49
|
|
47
|
|
|
Administration
|
|
34
|
|
39
|
|
|
Sales
|
|
55
|
|
51
|
|
|
|
|
145
|
|
144
|
|
|
|
|
|
|
|
|
|
Employment costs (including amounts capitalised)
|
|
|
|
|
|
|
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
Wages and salaries
|
|
3,628,585
|
|
3,512,002
|
|
|
Share-based payments
|
|
290,890
|
|
303,504
|
|
|
Social security costs
|
|
329,837
|
|
277,724
|
|
|
Other pension costs
|
|
319,853
|
|
203,994
|
|
|
|
|
4,569,165
|
|
4,297,224
|
|
31. Related party transactions
At the year end ECO Animal Health Group plc owed P A Lawrence, a
director of ECO Animal health Group plc and members of his family a
balance amounting to £512,337 (2011: £62,886).
During the year, the Group provided management services to Anpario plc
(formerly Kiotech International plc), a company in which P A Lawrence is
a Director and holds share options. Fees of £26,000 (2011: £26,000) were
charged.
During the year, the Group provided the services of two employees to
C-Corp Limited, a company in which P A Lawrence is a Director and
shareholder. Fees of £48,970 (2011: £44,279) were charged.
During the year ECO Animal Health Limited made sales on an at arm's
length basis to the following other companies. The sales and year end
balances are given in the table below. Since all of these companies are
wholly owned by the Group, these transactions and balances have all been
eliminated on consolidation.
|
Subsidiary companies
|
|
Sales
|
|
Year end receivables
|
|
Sales
|
|
Year end receivables
|
|
|
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Zhejiang Eco Biok Animal Health Products Limited
|
|
1,854,311
|
|
558,361
|
|
1,119,737
|
|
541,705
|
|
|
Eco Animal Health do Brasil Comercio de Produtos Veterinarios Ltda.
|
|
2,196,659
|
|
1,250,962
|
|
2,343,549
|
|
1,371,550
|
|
|
Ecopharma Inc.
|
|
567,577
|
|
344,499
|
|
1,098,594
|
|
337,958
|
|
|
ECO Animal Health de Mexico
|
|
-
|
|
175,411
|
|
-
|
|
-
|
|
|
ECO Animal Health USA Corp.
|
|
-
|
|
22,633
|
|
-
|
|
-
|
|
Interest and management charges from Parent to the other Group
companies
During the year the Company made management charges on an arm's length
basis to ECO Animal Health Limited amounting to £195,598 (2011:
£187,222) and charged interest of £397,298 (2011: £304,705) to the
Company. Both of these charges were made through the inter-company
account and were eliminated on consolidation.
ECO Animal Health Limited also made management charges on an arm's
length basis to ECOpharma Inc. amounting to £32,316 (2011: £85,828). The
whole transaction was eliminated on consolidation.
ECO Animal Health Limited also paid £109,011 (2011: £100,153) of
management charges to ECO Animal Health USA Corp. which were that
company's share of the expenses incurred by Pharmgate LLC prior to
commencement of sales in the USA. This transaction was eliminated on
consolidation.
During the year ECO Animal Health Limited paid no dividend (2011:
£1,500,000) to ECO Animal Health Group plc.
During the year Zhejiang ECO Biok Animal Health Products Limited paid
dividends of £31,085 (2011: £7,425) to ECO Animal Health Group plc and
£373,356 (2011: £89,164) to ECO Animal Health Limited. Both amounts were
eliminated on consolidation.
During the year P Lawrence and his family received dividends in the form
of cash and shares to the value of £333,185 (2011: £252,934), and the
other directors and their families received dividends in the form of
cash and shares to the value of £895 (2011: £662).
During the year the Company acquired at open market value a freehold
property from C-Corp Limited of which P A Lawrence is a Director and
Shareholder, for a total cost of £156,550 including 1% stamp duty.
Joint Ventures
During the year ECO Animal Health Limited made sales on an arm's length
basis of £4,515 to ECO Animal Health Canada LLC. This balance remained
outstanding at the year end.
Key management compensation
The group regards the directors as its key management.
|
|
|
2012
|
|
2011
|
|
|
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
Salaries and short term benefits
|
|
461,639
|
|
507,343
|
|
|
Retirement benefits
|
|
183,024
|
|
94,074
|
|
|
Share-based payments
|
|
174,979
|
|
157,288
|
|
|
|
|
819,642
|
|
758,705
|
|
32. Financial instruments
The Group uses financial instruments comprising borrowings, cash and
liquid resources and various items, such as trade receivables, trade
payables etc. that arise directly from its operations. The main purpose
of these financial instruments is to raise finance for the Group's
operations. The directors are responsible for the overall risk
management.
The main risks arising from the Group's use of financial instruments are
interest rate risk, capital and liquidity risk, credit risk and foreign
currency risks and they are summarised below. The policies have remained
unchanged throughout the year.
Interest rate risk
The Group finances its operations through a mixture of retained earnings
and bank borrowings. At the year end the interest rate exposure of the
Group arose on currency overdraft facilities of £4,492,690 (2011:
£53,196), details of which are shown in the note below on capital and
liquidity risk. IFRS7 requires the disclosure of a sensitivity analysis
that details the effects on the Group's profit or loss and other equity
of reasonably possible fluctuations in market rates. This sensitivity
analysis has been determined based on exposure at the year end date. If
interest rates had been 1 per cent higher or lower and all other
variables were held constant the Group's profit would have
decreased/increased
Capital and liquidity risk
The Group manages its capital to ensure continuity as a going concern
whilst maximising returns through the optimisation of debt and equity.
As part of this, the Board considers the cost and risk associated with
each class of capital. The capital structure of the Group consists of
debt which includes the borrowings disclosed in note 20, cash and cash
equivalents in note 18 and equity attributable to equity holders of the
parent comprising issued capital, reserves and retained earnings as
disclosed in the Group's statement of changes in equity.
Liquidity risk is managed by maintaining adequate reserves and banking
facilities with continuous monitoring of the latest developments by
management.
At 31 March 2012 the Group was contractually obliged to make repayments
as detailed below:
|
|
|
2012
|
|
2011
|
|
|
WITHIN ONE YEAR OR ON DEMAND
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
Bank overdrafts
|
|
4,492,690
|
|
53,196
|
|
|
Trade payables
|
|
5,410,817
|
|
4,904,967
|
|
|
|
|
|
|
|
|
|
|
|
9,903,507
|
|
4,958,163
|
|
Credit risk
Credit risk is that of financial loss as a result of default by a
counterparty on its contractual obligations. The Group's exposure to
credit risk arises principally in relation to trade receivables from
customers and on short term bank deposits. Customers' creditworthiness
is wherever possible checked against independent rating databases and
filing authorities or otherwise assessed on the basis of trade knowledge
and experience. Exposure and customer credit limits are continually
monitored both on specific debts and overall.
The credit risk in relation to short term bank deposits and derivatives
is limited because the counterparties are banks with good credit ratings.
Currency risk
The Group operates in overseas markets particularly through its
subsidiaries in China, Brazil and Japan and is subject to currency
exposure on transactions undertaken during the year. The Group does some
hedging of receivables when the Board feels it is appropriate to do so
and foreign exchange differences on retranslation of foreign monetary
items are taken to the income statement.
The table below shows the extent to which the Group companies have
monetary assets and liabilities in currencies other than in Sterling:
|
Foreign currency of Group operations
|
|
|
|
|
|
|
|
|
|
|
|
|
2012
|
|
US Dollar
|
|
Euros
|
|
Rand
|
|
Chinese RMB
|
|
Japanese Yen
|
|
Brazilian Real
|
|
Other
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sterling equivalent (000's)
|
|
(1,930)
|
|
2,141
|
|
266
|
|
2,790
|
|
438
|
|
794
|
|
192
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sterling equivalent (000's)
|
|
4,508
|
|
2,410
|
|
204
|
|
2,867
|
|
165
|
|
835
|
|
52
|
|
At 31 March 2012 the Group was mainly exposed to the U S Dollar, the
Euro, the Chinese RMB and the Brazilian Real. The following table
details the effect of a 10 per cent movement in the exchange
rate of these currencies against sterling when applied to outstanding
monetary items denominated in foreign currency as at 31 March 2012. A
positive number indicates the decrease in profit which would arise from
a 10 per cent weakening of the foreign currency concerned.
|
|
2012
|
|
2011
|
|
|
£'000
|
|
£'000
|
|
|
|
|
|
|
U S Dollar
|
(175)
|
|
410
|
|
Euro
|
195
|
|
219
|
|
Chinese RMB
|
254
|
|
261
|
|
Brazilian Real
|
72
|
|
76
|
Analysis of financial instruments by category
Group
|
|
|
Loans and receivables
|
|
Available for sale
|
|
Total
|
|
|
2012
|
|
£
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
|
|
Investments
|
|
8,738
|
|
-
|
|
8,738
|
|
|
Trade and other receivables (excluding prepayments)
|
|
10,385,291
|
|
-
|
|
10,385,291
|
|
|
Cash and cash equivalents
|
|
14,002,422
|
|
-
|
|
14,002,422
|
|
|
|
|
|
|
|
|
|
|
|
2011
|
|
Loans and receivables
|
|
Available for sale
|
|
Total
|
|
|
|
|
£
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
|
|
Investments
|
|
43,461
|
|
311,594
|
|
355,055
|
|
|
Trade and other receivables (excluding prepayments)
|
|
9,406,895
|
|
-
|
|
9,406,895
|
|
|
Cash and cash equivalents
|
|
9,594,403
|
|
-
|
|
9,594,403
|
|
Company
|
|
|
Loans and receivables
|
|
Available for sale
|
|
Total
|
|
|
2012
|
|
£
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
|
|
Trade and other receivables (excluding prepayments)
|
|
28,644,815
|
|
-
|
|
28,644,815
|
|
|
Cash and cash equivalents
|
|
9,793,239
|
|
-
|
|
9,793,239
|
|
|
|
|
|
|
|
|
|
|
|
2011
|
|
Loans and receivables
|
|
Available for sale
|
|
Total
|
|
|
|
|
£
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
|
|
Investments
|
|
-
|
|
311,594
|
|
311,594
|
|
|
Trade and other receivables (excluding prepayments)
|
|
28,466,537
|
|
-
|
|
28,466,537
|
|
|
Cash and cash equivalents
|
|
6,243,597
|
|
-
|
|
6,243,597
|
|
All financial liabilities in the Group's and Company's statements of
financial position are classified as held at amortised cost for both the
current and previous year.

Copyright Business Wire 2012