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TSTL Tristel Plc

462.50
7.50 (1.65%)
24 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Tristel Plc LSE:TSTL London Ordinary Share GB00B07RVT99 ORD 1P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  7.50 1.65% 462.50 455.00 470.00 462.50 455.00 455.00 41,048 14:06:06
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Med, Dental, Hosp Eq-whsl 36.01M 4.46M 0.0941 49.15 219.23M

Tristel PLC Half-year Report (9301Q)

25/02/2019 7:00am

UK Regulatory


Tristel (LSE:TSTL)
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TIDMTSTL

RNS Number : 9301Q

Tristel PLC

25 February 2019

TRISTEL plc

("Tristel", the "Company" or the "Group")

Half-year Report

Unaudited Interim Results for the six months ended 31 December 2018

Tristel plc (AIM: TSTL), the manufacturer of infection prevention and contamination control products utilising proprietary chlorine dioxide chemistry, announces its interim results for the six months ended 31 December 2018, ahead of guidance at the December AGM.

Financial highlights

   --     Revenue up 12% to GBP12m (2017: GBP10.7m) 

-- Overseas sales up 19% to GBP6.4m (2017: GBP5.4m), representing 53% of total sales (2017: 50%)

   --     Gross margin increased to 78% from 75% in 2017 
   --     EBITDA before share-based payments up 19% to GBP3.2m (2017: GBP2.7m) 

-- PBT before share-based payments up 20% to GBP2.4m (2017: GBP2m). Unadjusted PBT of GBP2.2m (GBP1.8m)

-- EPS before share-based payments up 13% to 4.5p (2017: 4p). Unadjusted EPS of 4.05p (2017: 3.62p)

   --     Interim dividend of 2.04p per share (2017: 1.6p), up 28% 

-- Cash of GBP4.5m (2017: GBP4.9m), after GBP2.96m paid in November for the Ecomed companies ("Ecomed Group")

Operational highlights

   --     Successful integration of the Ecomed Group acquired on 15 November 2018 

-- Received second expanded USA Environmental Protection Agency (EPA) approval for Duo surface disinfectant and first EPA approval for Jet surface disinfectant

-- Successfully transferred the responsibility for CE marking Tristel's medical device products from BSI UK to BSI Amsterdam to mitigate Brexit-related risks

   --     Established a warehouse hub in Antwerp and leased a new 23,000 sq ft warehouse in Newmarket 

Commenting on current trading, Paul Swinney, Chief Executive of Tristel, said: "We are very pleased with our progress in the first half. Sales growth has been in the middle of our target range.

Sales benefitted from just over one month's contribution of GBP0.4m from the Ecomed Group, whose audited and adjusted EBITDA for the calendar year 2018 of EUR1.17m compares to a threshold target of EUR0.84m, meaning that the conditions of the acquisition earn-out have already been met. We expect a solid contribution from Ecomed Group in the second half and for the acquisition to be materially earnings enhancing in the years ahead.

Sales growth in the UK human health division, which accounts for 84% of all UK sales, was up by 8% half-on-half. This is encouraging given that UK sales growth has been relatively flat for the past few years. Moreover, overseas sales continued to grow at a very healthy rate of 19%.

We continue to advance our USA regulatory project although the exact timing of further approvals remains hard to predict. This project commenced in 2015 and the cumulative investment made to end December 2018 has been GBP1.3m, with costs of GBP0.1m incurred in the first half.

The re-shaping of our Board has progressed with the appointment of Bart Leemans as an Executive Director and Dr Bruno Holthof as a Non-Executive Director.

We have put in place the best plans that we think possible to mitigate the potential effects of a no-deal Brexit and look forward with a high degree of confidence".

 
  Tristel plc                                                       www.tristel.com 
 Paul Swinney, Chief Executive                                   Tel: 01638 721 500 
 Liz Dixon, Finance Director 
 
 finnCap 
 Geoff Nash / Giles Rolls, Corporate                             Tel: 020 7220 0500 
  Finance 
 Alice Lane, ECM 
 
 Walbrook PR Ltd                       Tel: 020 7933 8780 or tristel@walbrookpr.com 
 Paul McManus                                                    Mob: 07980 541 893 
 Lianne Cawthorne                                                Mob: 07584 391 303 
 

Chairman's Statement

The Company has had a good first half, growing revenues by 12%. In mid-November we concluded the acquisition of the Ecomed Group which has given us a direct presence in Belgium, the Netherlands and France. The significance of this acquisition is that we are now directly represented throughout most of continental Europe and have a combined sales force in the UK and Europe of 31 people, up from 19 at 31 December 2017.

Encouragingly, the UK hospital business grew sales by 8% half-on-half after a period of flat performance. Our recently introduced new surface disinfectants have helped drive this uptick in sales growth. Further afield, Hong Kong delivered an excellent performance following our decision this time last year to establish a direct presence in that market. Only China, where we have a small four-person team, took a backward step. This was planned as we moved away from selling a capital equipment product through national distributors to concentrate our efforts on selling our consumable medical device disinfectants directly to hospitals, and to limit our focus to only Shanghai and Beijing hospitals for the next 12 months.

We were able to increase gross margin by 3% through a combination of better buying, product sales mix and efficiency gains. Operating expenses excluding the share-based payment charge increased by 16% half-on-half but were inflated by overhead of the Ecomed Group of GBP0.2m, and one-off acquisition costs of GBP0.2m. Excluding these Ecomed Group related costs, underlying operating expenses increased by 9%. The pre-tax margin before share-based payments increased by 1% to 20%.

The combination of organic growth and selective acquisition prepares us well to meet our revenue growth target of 10% to 15% this year. The table below shows the progress that we are making around the globe.

 
 Global sales                First half   First half   Period-on-period   Period-on-period growth 
                               2018-19      2017-18         growth          at constant currency 
                                GBPm         GBPm             %                      % 
                            -----------  -----------  -----------------  ------------------------ 
 Australia (subsidiary)         1.25         1.16             8%                    15% 
                            -----------  -----------  -----------------  ------------------------ 
 New Zealand (subsidiary)       0.41         0.37            11%                    15% 
                            -----------  -----------  -----------------  ------------------------ 
 Hong Kong (subsidiary)         0.46         0.22            109%                  115% 
                            -----------  -----------  -----------------  ------------------------ 
 China (subsidiary)             0.10         0.30           (67%)                  (69%) 
                            -----------  -----------  -----------------  ------------------------ 
 Germany & Central 
  Europe (subsidiaries)         2.23         1.95            14%                    13% 
                            -----------  -----------  -----------------  ------------------------ 
 Northern Europe 
  (subsidiaries)                0.40                         100%                  100% 
                            -----------  -----------  -----------------  ------------------------ 
 All other overseas 
  markets (distributors)        1.56         1.37            14%                    14% 
                            -----------  -----------  -----------------  ------------------------ 
 Total overseas 
  sales                         6.41         5.37            19%                    21% 
                            -----------  -----------  -----------------  ------------------------ 
 Total UK sales                 5.60         5.35             5%                    5% 
                            -----------  -----------  -----------------  ------------------------ 
 Of which: 
                            -----------  -----------  -----------------  ------------------------ 
 Human health                   4.73         4.40             8% 
                            -----------  -----------  -----------------  ------------------------ 
 Animal health                  0.29         0.33           (12%) 
                            -----------  -----------  -----------------  ------------------------ 
 Contamination control          0.58         0.62            (6%) 
                            -----------  -----------  -----------------  ------------------------ 
 Global sales                  12.01        10.72            12%                    13% 
                            -----------  -----------  -----------------  ------------------------ 
 

USA regulatory project and our global outlook

In 2015 we announced our intention to seek regulatory approvals in the USA to enable us to enter the hospital market. With no prior experience of working with the USA government agencies, at the project's outset we were only able to estimate the cost and time the project might take with the advice of advisors. Consequently, from the start of the project we imposed a control measure on ourselves which has been to maintain a pre-tax margin before share-based payments of at least 17.5% whilst expensing all project costs. The table below summarises our progress to date.

 
 Financial   Agency: EPA                                               Agency: FDA                                              Commercial achievements 
 Year         Product purpose:                                          Product purpose: 
 30(th)       Surface disinfectant                                      High-Level Medical 
 June                                                                   Device disinfectant 
 2015 
               *    Portfolio screening, engagement of consultants, 
                    selection of regulatory pathway 
 
 
               *    Selection of Duo for both EPA & FDA 
            -----------------------------------------------------------------------------------------------------------------  ------------------------------------------------------- 
 2016 
               *    Standard EPA pathway to be pursued                   *    01/16, 1(st) FDA pre-submission meeting request 
 
 
                                                                         *    04/16, 1(st) FDA consultation 
 
 
                                                                         *    FDA 510(K) Predicate (1) pathway accepted 
            --------------------------------------------------------  -------------------------------------------------------  ------------------------------------------------------- 
 2017 
               *    09/16, EPA pre-submission meeting request            *    11/16, 2(nd) FDA pre-submission meeting request 
 
 
               *    10/16, EPA consultation                              *    02/17, 2(nd) FDA consultation 
 
 
               *    06/17, 1(st) EPA submission 
            --------------------------------------------------------  -------------------------------------------------------  ------------------------------------------------------- 
 2018 
               *    11/17, additional data requirements submitted                                                                *    11/17, Incorporated Tristel Inc. 
 
 
               *    4/18, 1(st) EPA approval granted                                                                             *    03/18 Manufacturing and marketing agreement with 
                                                                                                                                      Parker Laboratories Inc. 
            --------------------------------------------------------  -------------------------------------------------------  ------------------------------------------------------- 
 2019 
              *    07/18, 2(nd) EPA submission - 21 additional micro    *    07/18, pre-submission review lodged with FDA for 
                   claims for Duo & 1(st) application for Jet                written feedback 
 
 
              *    01/19, 2(nd) EPA approval granted - 14 claims        *    9/18, FDA feedback received - advised by FDA to 
                   admitted for Duo, and Jet approved                        pursue De Novo(2) pathway 
            --------------------------------------------------------  -------------------------------------------------------  ------------------------------------------------------- 
 1 Predicate is following a previously granted pathway precedent 
  2 De Novo pathway is one where the Company has to prepare and submit 
  data and finding without reference to a previously approved pathway 
  precedent 
 

Just as we had no prior experience of obtaining regulatory approval in the USA, the EPA and FDA had no prior experience of chlorine dioxide, our proprietary chemistry, when used for medical device disinfection. Whilst these have been significant hurdles to overcome, we have succeeded in making considerable progress during the past four years. Conferring with consultants, peer companies and industry experts, we are led to believe that we should not be dismayed by the time it has taken to reach the point we are at today; nor by the cumulative cost, which amounted at 31 December 2018 to GBP1.3m. To date, we have met our goal of protecting the Group's pre-tax margin (before share-based payments), exceeding our minimum threshold in each of the past four years.

We have not included any contribution to revenue and profit from the USA in our internal budget for the current financial year (which is the final year of a three-year plan that we shared with our shareholders in 2016-17). There is also no material contribution from the USA in our market forecasts for this financial year and next. In July 2019, at our shareholder open day, we intend to set out our targets for the next three years to 2021-22. Again, we will not incorporate into that plan any revenue or profit contribution from the United States; and we will only do so once an FDA approval has been granted.

Furthermore, we have decided that our most prudent approach is to postpone commercialising the EPA approvals already obtained for our Duo and Jet products until we have greater visibility of the way ahead for the FDA project. We received the FDA's feedback on 25 September 2018 to the pre-submission written review which we lodged in July 2018. Their feedback was to follow a De Novo pathway rather than the Predicate pathway. We have digested the implications of this advice and have commenced the human factors and usability engineering evaluation and additional microbiological efficacy testing that are now required. We have started with a pilot human factors study and will submit the data generated to the FDA for further guidance before proceeding further. Given the opacity of the American regulatory system we conclude that at this moment it would be folly to try and predict when we may finally achieve FDA approval, but we will continue to invest in the FDA project and pursue that future approval.

To exploit the same market opportunity in the USA hospital market that we enjoy everywhere else in the world we ideally require approvals from both agencies. We will pursue a different commercial strategy with both than we would with one only, and it would be premature to push further and faster with Duo and Jet as surface disinfectants until the way forward with the FDA is clear.

In the first half our business generated a pre-tax margin before share-based payments of 20% which would have been 21% if USA costs were excluded. The Group's achievements to date have been founded upon our presence in a global marketplace that excludes the USA. Our geographical footprint covers 40 countries in which we already have the regulatory approvals required to sell our products. Many significant regulatory submissions which will open markets such as India and South Korea are close to grant: all achieved at a fraction of the cost of the USA.

Ecomed Group earn-out and share issue

In accordance with the terms of the acquisition agreement, the earn-out conditions have been met and the deferred consideration of EUR1.8m is payable in full. The vendors have elected to receive EUR384,300 of the consideration by the issue of ordinary shares at 242.7 pence and a cash payment of EUR1,415,700. The issue price of 242.7 pence was the price agreed for the consideration shares in the acquisition agreement. The exact number of shares to be issued will be determined on the consideration settlement date of 28 February with reference to the closing EUR/GBP exchange rate on 27 February.

Earnings and Dividends

Adjusted earnings per share (EPS), before share-based payments, were 4.5 pence, up 13% from 4 pence last year. Basic EPS were 4.05 pence, a 12% increase from last year.

The Company has continued to be highly cash generative and on 31 December 2018 the cash balance was GBP4.5m (2017: GBP4.9m). Our cash balance followed the payment in November of the initial cash consideration payment for the Ecomed Group of GBP2.96m.

In line with the Company's ordinary dividend policy, the Board is recommending that the interim dividend is 2.04 pence (2017: 1.6 pence), an increase of 28%. The interim dividend will be paid on 30 April 2019 to shareholders on the register on 29 March 2019, with an ex-dividend date of 28 March 2019.

Outlook

The prospects for the Company remain very encouraging and we look forward to further progress in the second half of the year and beyond.

Paul Barnes

Chairman

25 February 2019

Condensed Consolidated Income Statement for the six months ended 31 December 2018

 
                                                6 months ended  6 months ended  Year ended 
                                                     31-Dec-18       31-Dec-17   30-Jun-18 
                                                   (unaudited)     (unaudited)   (audited) 
                                          Note         GBP'000         GBP'000     GBP'000 
Revenue                                    2            12,018          10,727      22,220 
Cost of sales                                          (2,600)         (2,643)     (5,040) 
                                                --------------  --------------  ---------- 
Gross profit                                             9,418           8,084      17,180 
Admin expenses - share based payments                    (196)           (164)       (665) 
Admin expenses - depreciation and 
 amortisation                                            (781)           (713)     (1,564) 
Admin expenses - other                                 (6,252)         (5,367)    (10,971) 
                                                --------------  --------------  ---------- 
Total administrative expenses                          (7,229)         (6,244)    (13,200) 
Operating profit                                         2,189           1,840       3,980 
Finance income                                               2               1           2 
Other income                                               (1)               -           - 
Results from equity accounted associate                     16               8          24 
                                                --------------  --------------  ---------- 
Profit before taxation                                   2,206           1,849       4,006 
Taxation                                                 (433)           (296)       (734) 
 
Profit for the period                                    1,773           1,553       3,272 
                                                ==============  ==============  ========== 
Attributable to: 
Equity holders of the parent                             1,773           1,553       3,272 
                                                --------------  --------------  ---------- 
                                                         1,773           1,553       3,272 
                                                ==============  ==============  ========== 
Earnings per share from continuing 
 operations 
attributable to equity holders 
 of the parent 
Basic (pence)                              4              4.05            3.62        7.62 
                                                ==============  ==============  ========== 
Diluted (pence)                                           3.92            3.46        7.33 
                                                ==============  ==============  ========== 
 

The above results were derived from continuing operations.

Condensed Consolidated Statement of Comprehensive Income for the six months ended 31 December 2018

 
                                       6 months ended  6 months ended  Year ended 
                                            31-Dec-18       31-Dec-17   30-Jun-18 
                                          (unaudited)     (unaudited)   (audited) 
                                              GBP'000         GBP'000     GBP'000 
Profit for the period                           1,773           1,553       3,272 
Items that will be reclassified 
 subsequently to Profit and loss 
Exchange differences on translation 
 of foreign operations                             25               6       (112) 
                                       --------------  --------------  ---------- 
Other comprehensive income for the 
 period                                            25               6       (112) 
 
Total comprehensive income for the 
 period                                         1,798           1,559       3,160 
                                       ==============  ==============  ========== 
Attributable to: 
Equity holders of the parent                    1,798           1,559       3,160 
                                       --------------  --------------  ---------- 
                                                1,798           1,559       3,160 
                                       ==============  ==============  ========== 
 

Condensed Consolidated Statement of Financial Position as at 31 December 2018

 
                                         6 months ended  6 months ended  Year ended 
                                              31-Dec-18       31-Dec-17   30-Jun-18 
                                            (unaudited)     (unaudited)   (audited) 
                                                GBP'000         GBP'000     GBP'000 
Non-current assets 
Investment                                          709             589         589 
Goodwill and other Intangible assets             12,738           6,815       6,952 
Property, plant and equipment                     1,339           1,518       1,328 
Deferred tax asset                                  195               -         399 
                                         --------------  --------------  ---------- 
                                                 14,981           8,922       9,268 
                                         --------------  --------------  ---------- 
Current assets 
Inventories                                       2,768           2,226       2,279 
Trade and other receivables                       4,650           3,871       4,332 
Cash and cash equivalents                         4,486           4,945       6,661 
                                         --------------  --------------  ---------- 
                                                 11,904          11,042      13,272 
                                         --------------  --------------  ---------- 
Total assets                                     26,885          19,964      22,540 
                                         ==============  ==============  ========== 
Capital and reserves 
Called up share capital                             443             429         432 
Share premium account                            11,227          10,892      11,058 
Merger reserve                                    1,865             478         478 
Foreign exchange reserves                          (41)              52        (66) 
Retained earnings                                 7,184           4,986       6,518 
                                         --------------  --------------  ---------- 
Equity attributable to equity holders 
 of parent                                       20,678          16,837      18,420 
Non-controlling interests                             7               7           7 
 
Total equity                                     20,685          16,844      18,427 
                                         ==============  ==============  ========== 
Current liabilities 
Trade and other liabilities                       3,491           2,296       3,201 
Contingent liability                              1,567               -           - 
Current tax liabilities                             973             639         707 
                                         --------------  --------------  ---------- 
Total current liabilities                         6,031           2,935       3,908 
                                         ==============  ==============  ========== 
Non-current liabilities 
Deferred tax liability                              169             185         205 
                                         --------------  --------------  ---------- 
Total liabilities                                 6,200           3,120       4,113 
                                         --------------  --------------  ---------- 
Total equity and liabilities                     26,885          19,964      22,540 
                                         ==============  ==============  ========== 
 
 
Condensed             Share        Share      Merger    Foreign   Retained         Total  Non-controlling        Total 
Consolidated        Capital      Premium     reserve   exchange   earnings  attributable        interests       Equity 
Statement                                               reserve                to owners 
of Changes in                                                                     of the 
Equity for the                                                                    parent 
six 
months ended 
31 December 
2018 
                    GBP'000      GBP'000     GBP'000    GBP'000    GBP'000       GBP'000          GBP'000      GBP'000 
30 June 2017            427       10,705         478         46      4,399        16,055                7       16,062 
Transactions 
with owners 
Dividends paid            -            -           -          -    (1,130)       (1,130)                -      (1,130) 
Shares issued             2          187           -          -          -           189                -          189 
Share-based 
 payments                 -            -           -          -        164           164                -          164 
                -----------  -----------  ----------  ---------  ---------  ------------  ---------------  ----------- 
Total 
 transactions 
 with owners              2          187           -          -      (966)         (777)                -        (777) 
                -----------  -----------  ----------  ---------  ---------  ------------  ---------------  ----------- 
Profit for the 
 period ended 
 31 
 December 2017            -            -           -          -      1,553         1,553                -        1,553 
Other 
comprehensive 
income :- 
Exchange 
 differences 
 on 
 translation 
 of foreign 
 operations               -            -           -          6          -             6                -            6 
Total 
 comprehensive 
 income                   -            -           -          6      1,553         1,559                -        1,559 
                -----------  -----------  ----------  ---------  ---------  ------------  ---------------  ----------- 
31 December 
 2017                   429       10,892         478         52      4,986        16,837                7       16,844 
                ===========  ===========  ==========  =========  =========  ============  ===============  =========== 
Transactions 
with owners 
Dividends paid            -            -           -          -      (688)         (688)                -        (688) 
Shares issued             3          166           -          -          -           169                -          169 
Share-based 
 payments                 -            -           -          -        501           501                -          501 
                -----------  -----------  ----------  ---------  ---------  ------------  ---------------  ----------- 
Total 
 transactions 
 with owners              3          166           -          -      (187)          (18)                -         (18) 
                -----------  -----------  ----------  ---------  ---------  ------------  ---------------  ----------- 
Profit for the 
 period ended 
 30 
 June 2018                -            -           -          -      1,719         1,719                -        1,719 
Other 
comprehensive 
income :- 
Exchange 
 differences 
 on 
 translation 
 of foreign 
 operations               -            -           -      (118)          -         (118)                -        (118) 
Total 
 comprehensive 
 income                   -            -           -      (118)      1,719         1,601                -        1,601 
                -----------  -----------  ----------  ---------  ---------  ------------  ---------------  ----------- 
30 June 2018            432       11,058         478       (66)      6,518        18,420                7       18,427 
                ===========  ===========  ==========  =========  =========  ============  ===============  =========== 
Transactions 
with owners 
Dividends paid            -            -           -          -    (1,303)       (1,303)                -      (1,303) 
Shares issued            11          169       1,387          -          -         1,567                -        1,567 
Share-based 
 payments                 -            -           -          -        196           196                -          196 
                -----------  -----------  ----------  ---------  ---------  ------------  ---------------  ----------- 
Total 
 transactions 
 with owners             11          169       1,387          -    (1,107)           460                -          460 
                -----------  -----------  ----------  ---------  ---------  ------------  ---------------  ----------- 
Profit for the 
 period ended 
 31 
 December 2018            -            -           -          -      1,773         1,773                -        1,773 
Other 
comprehensive 
income :- 
Exchange 
 differences 
 on 
 translation 
 of foreign 
 operations               -            -           -         25          -            25                -           25 
Total 
 comprehensive 
 income                   -            -           -         25      1,773         1,798                -        1,798 
                -----------  -----------  ----------  ---------  ---------  ------------  ---------------  ----------- 
31 December 
 2018                   443       11,227       1,865       (41)      7,184        20,678                7       20,685 
                ===========  ===========  ==========  =========  =========  ============  ===============  =========== 
 

Condensed Consolidated Statement of Cash Flows for the six months ended 31 December 2018

 
                                              6 months ended  6 months ended   Year ended 
                                                 31-Dec-2018     31-Dec-2017  30-Jun-2018 
                                                 (unaudited)     (unaudited)    (audited) 
                                                     GBP'000         GBP'000      GBP'000 
Cash flows from operating activities 
Profit before tax                                      2,206           1,849        4,006 
Adjustments to cash flows from non-cash 
 items 
Depreciation of plant, property & 
 equipment                                               337             276          548 
Amortisation of intangible asset                         444             437          950 
Impairment of intangible asset                             -               -           67 
Share based payments - IFRS 2                            196             164          665 
(Profit)/loss on disposal of property, 
 plant and equipment                                    (14)               -         (17) 
Unrealised loss in foreign exchange                        -               -         (78) 
Finance income                                           (2)             (1)          (2) 
                                              --------------  --------------  ----------- 
                                                       3,167           2,725        6,139 
Working capital adjustments 
(Increase)/decrease in inventories                     (489)              66           13 
(Increase) in trade and other receivables              (285)           (126)        (587) 
Increase/(decrease) in trade and other 
 payables                                                290           (851)           54 
Corporation tax paid                                     (3)           (375)      (1,124) 
                                              --------------  --------------  ----------- 
Net cash flow from operating activities                2,680           1,439        4,495 
                                              --------------  --------------  ----------- 
Cash flows from investing activities 
Interest received                                          2               1            2 
Purchase of intangible assets                          (382)           (263)        (997) 
Purchase of investments                              (3,080)               -            - 
Purchase of property plant and equipment               (316)           (402)        (516) 
Proceeds from sale of property plant 
 and equipment                                            19              17           63 
                                              --------------  --------------  ----------- 
Net cash used in investing activities                (3,757)           (647)      (1,448) 
                                              --------------  --------------  ----------- 
Cash flows from financing activities 
Share issues                                             180             189          358 
Dividends paid                                       (1,303)         (1,130)      (1,818) 
                                              --------------  --------------  ----------- 
Net cash used in financing activities                (1,123)           (941)      (1,460) 
                                              --------------  --------------  ----------- 
Net (Decrease)/increase in cash and 
 cash equivalents                                    (2,200)           (149)        1,587 
Cash and cash equivalents at the beginning 
 of the period                                         6,661           5,088        5,088 
Exchange differences on cash and cash 
 equivalents                                              25               6         (14) 
                                              --------------  --------------  ----------- 
Cash and cash equivalents at the end 
 of the period                                         4,486           4,945        6,661 
                                              ==============  ==============  =========== 
 

Notes to the Financial Statements for the six months ended 31 December 2018

 
1  Accounting policies 
 

Basis of Preparation

For the year ended 30 June 2018, the Group prepared consolidated financial statements under International Financial Reporting Standards ('IFRS') as adopted by the European Commission. These condensed consolidated interim financial statements (the interim financial statements) have been prepared under the historical cost convention. They are based on the recognition and measurement principles of IFRS in issue as adopted by the European Union (EU) which are effective from 1 July 2018.

Standards effective from 1 January 2018

The following standards and interpretations apply for the first time to financial reporting periods commencing on or after 1 January 2018:

-- IFRS 9 Financial instruments (effective 1 January 2018)

-- IFRS 15 Revenue from contracts with customers (effective 1 January 2018)

IFRS 15 - 'Revenue from contracts with customers' was adopted for the financial year commencing 1 July 2018. Under IFRS 15 the company must evaluate contracts with customers to determine the distinct performance obligations and consider the appropriate timing of revenue recognition based on when control of the product sales has passed to the buyer. Whilst the new financial reporting standard represents significant new guidance, the implementation of this guidance has not had a significant impact on the timing or amount of revenue recognised by the Group in any year.

Accounting Policies

The interim report is unaudited and has been prepared on the basis of IFRS accounting policies.

The accounting policies adopted in the preparation of this unaudited interim financial report are consistent with the most recent annual financial statements being those for the year ended 30 June 2018.

The financial information for the six months ended 31 December 2018 and 31 December 2017 has not been audited and does not constitute full financial statements within the meaning of Section 434 of the Companies Act 2006.

The financial information relating to the year ended 30 June 2018 does not constitute full financial statements within the meaning of Section 434 of the Companies Act 2006. This information is based on the Group's statutory accounts for that period. The statutory accounts were prepared in accordance with International Financial Reporting Standards ("IFRS") and received an unqualified audit report and did not contain statements under Section 498(2) or (3) of the Companies Act 2006. These financial statements have been filed with the Registrar of Companies.

Notes to the Financial Statements for the six months ended 31 December 2018

 
2  Segmental Analysis 
 

The Board considers the Group's revenue lines to be split into three operating segments, which span the different Group entities. The operating segments consider the nature of the product sold, the nature of production, the class of customer and the method of distribution. The Group's operating segments are identified from the information which is reported to the chief operating decision maker.

The first segment concerns the manufacture, development and sale of infection control and hygiene products which incorporate the Company's chlorine dioxide chemistry, and are used primarily for infection control in hospitals ("Human Health"). This segment generates approximately 91% of Group revenues.

The second segment, which constitutes 3% of the business activity, relates to manufacture and sale of disinfection and cleaning products, principally into veterinary and animal welfare sectors ("Animal Health").

The third segment addresses the pharmaceutical and personal care manufacturing industries ("Contamination Control"). This activity has generated 6% of the Group's revenue for the period.

The operation is monitored and measured on the basis of the key performance indicators of each segment, these being revenue and gross profit; strategic decisions are made on the basis of revenue and gross profit generating from each segment.

The Group's centrally incurred administrative expenses and operating income are not attributable to individual segments.

Notes to the Financial Statements for the six months ended 31 December 2018

 
2          Segmental Analysis (continued) 
                         6 Months ended                            6 Months ended                              Year ended 
                        31 December 2018                          31 December 2017                            30 June 2018 
                          (unaudited)                               (unaudited)                                 (audited) 
                 Human      Animal   Cont'n                Human      Animal   Cont'n                Human      Animal   Cont'n 
            Healthcare  Healthcare  Control    Total  Healthcare  Healthcare  Control    Total  Healthcare  Healthcare  Control     Total 
               GBP'000     GBP'000  GBP'000  GBP'000     GBP'000     GBP'000  GBP'000  GBP'000     GBP'000     GBP'000  GBP'000   GBP'000 
Revenue         10,919         413      686   12,018       9,535         488      704   10,727      19,869         919    1,432    22,220 
Cost of 
 material      (2,216)       (145)    (239)  (2,600)     (2,213)       (179)    (251)  (2,643)     (4,161)       (369)    (510)   (5,040) 
 
Gross 
 profit          8,703         268      447    9,418       7,322         309      453    8,084      15,708         550      922    17,180 
 
Centrally incurred income and expenses 
 not attributable to individual segments: 
Depreciation and amortisation of 
 non-financial 
 assets                                        (781)                                     (713)                                    (1,564) 
Other administrative expenses                (6,252)                                   (5,367)                                   (10,971) 
Share-based payments                           (196)                                     (164)                                      (665) 
                                             -------                                   -------                                   -------- 
Segment operating profit                       2,189                                     1,840                                      3,980 
Segment operating profit can be reconciled 
 to Group profit before tax as follows: 
Segment operating profit                                                                 1,840                                      3,980 
Finance income                                     2                                         1                                          2 
Finance costs                                    (1)                                         -                                          - 
Results from equity accounted associate           16                                         8                                         24 
                                             -------                                   -------                                   -------- 
Group profit                                   2,206                                     1,849                                      4,006 
                                             =======                                   =======                                   ======== 
 
 

Notes to the Financial Statements for the six months ended 31 December 2018

 
2         Segmental Analysis (continued) 
                        6 Months ended                            6 Months ended                              Year ended 
                       31 December 2018                          31 December 2017                            30 June 2018 
                         (unaudited)                               (unaudited)                                (audited) 
                Human      Animal   Cont'n                Human      Animal   Cont'n                Human      Animal   Cont'n 
           Healthcare  Healthcare  Control    Total  Healthcare  Healthcare  Control    Total  Healthcare  Healthcare  Control    Total 
              GBP'000     GBP'000  GBP'000  GBP'000     GBP'000     GBP'000  GBP'000  GBP'000     GBP'000     GBP'000  GBP'000  GBP'000 
United 
 Kingdom        4,731         295      584    5,610       4,397         337      620    5,354       8,912         665    1,258   10,835 
Germany         1,995           -       16    2,011       1,881           -       27    1,908       3,989           -       34    4,023 
Rest of 
 the 
 World          4,193         118       86    4,397       3,257         151       57    3,465       6,973         254      135    7,362 
           ----------  ----------  -------  -------  ----------  ----------  -------  -------  ----------  ----------  -------  ------- 
               10,919         413      686   12,018       9,535         488      704   10,727      19,874         919    1,427   22,220 
           ==========  ==========  =======  =======  ==========  ==========  =======  =======  ==========  ==========  =======  ======= 
 
 

Notes to the Financial Statements for the six months ended 31 December 2018

 
3  Dividends 
 

Amounts recognised as distributions to equity holders in the year:

 
                                             6 months ended  6 months ended    Year ended 
                                                31 December     31 December  30 June 2018 
                                                       2018            2017 
                                                (unaudited)     (unaudited)     (audited) 
                                                    GBP'000         GBP'000       GBP'000 
Ordinary shares of 1p each 
Final dividend for the year ended 30 
 June 2018 of 2.98p (2017:2.63p) per share 
 **                                                   1,303           1,130         1,130 
Interim dividend for the year ended 30 
 June 2018 of 1.60p (2017: 1.40p) per 
 share                                                    -               -           688 
                                             --------------  --------------  ------------ 
                                                      1,303           1,130         1,818 
                                             ==============  ==============  ============ 
Proposed interim dividend for the year 
 ended 30 June 2019 of 2.04p (2018: 1.60p) 
 per share                                              893             688             - 
                                             ==============  ==============  ============ 
 

** Based on shares in issue at 14 December 2018 of 43,730,048

The proposed interim dividend has not been included as a liability in the financial statements.

Notes to the Financial Statements for the six months ended 31 December 2018

 
4  Earnings per share 
 

The calculations of earnings per share are based on the following profits and number of shares:

 
                                              6 months ended  6 months ended    Year ended 
                                                 31 December     31 December  30 June 2018 
                                                        2018            2017 
                                                 (unaudited)     (unaudited)     (audited) 
                                                     GBP'000         GBP'000       GBP'000 
Retained profit for the financial year 
 attributable to equity holders of the 
 parent                                                1,773           1,553         3,272 
                                              --------------  --------------  ------------ 
                                                      Shares          Shares        Shares 
                                                        '000            '000          '000 
                                                      Number          Number        Number 
Weighted average number of ordinary shares 
 for the purpose of basic earnings per 
 share                                                43,744          42,884        42,956 
Share options                                          1,511           1,942         1,688 
                                              --------------  --------------  ------------ 
                                                      45,255          44,826        44,644 
                                              --------------  --------------  ------------ 
Earnings per ordinary share 
Basic (pence)                                           4.05            3.62          7.62 
Diluted (pence)                                         3.92            3.46          7.33 
                                                     GBP'000         GBP'000       GBP'000 
Retained profit for the financial year 
 attributable to equity holders of the 
 parent                                                1,773           1,553         3,272 
                                              --------------  --------------  ------------ 
Adjustments: 
Share based payments                                     196             164           665 
                                              --------------  --------------  ------------ 
Net adjustments                                          196             164           665 
Adjusted earnings                                      1,969           1,717         3,937 
                                              --------------  --------------  ------------ 
Adjusted basic earnings per ordinary 
 share (pence)                                          4.50            4.00          9.16 
                                              --------------  --------------  ------------ 
5                                            Acquisition 
 
 

Ecomed

In November 2018, the Group acquired the operations of Ecomed in Belgium, Netherlands and France for initial consideration of EUR3.4 million in cash and EUR1.6 million from the issue of 573,860 shares at 242.7 pence each and a further earn out of EUR1.8m which was contingent on adjusted EBITDA targets for the 2018 calendar year. The targets were exceeded, and the maximum earn out is to be settled on 28 February 2019 by a cash payment of EUR1,415,700 and EUR384,300 by the issue of ordinary shares. The shares will be issued at a price of 242.7 pence and the exact number to be issued will be determined on the settlement date by reference to the closing EUR/GBP exchange rate on 27 February 2019.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

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