TIDMEAH
RNS Number : 3679G
Eco Animal Health Group PLC
26 July 2021
26 July 2021
ECO Animal Health Group plc ("ECO")
(AIM: EAH)
Results for the year ended 31 March 2021
ECO REPORTS A RECORD PERFORMANCE
HIGHLIGHTS
Financials
-- Sales up 46% at GBP105.6m (2020: GBP72.1m)
-- Gross margin increased to 51% (2020: 46%)
-- Profit before tax increased significantly to GBP20.3m (2020 restated: GBP6.1m)
-- Earnings per share increased significantly to 12.08p (2020 restated: 5.77p)
-- Cash generated from operations significantly stronger at GBP15.8m (2020: GBP5.5m)
-- Net cash at the end of the period GBP19.5m (2020: GBP9.8m)
-- New product development expenditure 17% lower at GBP9.1m (2020: GBP10.9m)
-- Dividend re-introduced - 1p per share (2020: Nil)
Operations
-- Aivlosin(R) demand increased by 44% led by
o Rapid recovery & return to profitability in China as swine
herds rebuilt following worst effects of African Swine Fever
(ASF)
o Strong growth in USA amid domestic demand & strengthening
exports
o Strong export driven growth in Brazil
-- Aivlosin(R) water soluble formulation approval in pigs for M.
hyopneumoniae granted in USA, Canada & EU
-- First vaccine licence approval in Brazil
-- Two worldwide exclusive research partnerships signed to
develop & licence novel vaccines for pigs against Porcine
Respiratory & Reproductive Syndrome virus (PRRSV)
-- Business logistics, volumes and access uninterrupted during COVID-19 remote working
Marc Loomes, CEO of ECO Animal Health Group plc, commented:
"These excellent results reflect the strong recovery in selected
key markets which, together with the adaptability and innovation
shown by our employees has delivered a record result during a year
of formidable operational challenges arising from macroeconomic
events. We are excited about the progress within our new product
development programmes, with previous announcements demonstrating
the potential of our in-house science and external collaborations.
This year has had a solid start, we carefully monitor the demand
for our products and recognise the easing in China, but remain
confident of a successful out-turn for the year."
The information contained within this announcement is deemed by
the Group to constitute inside information as stipulated under the
Market Abuse Regulations (EU) No. 596/2014 ("MAR") as it forms part
of United Kingdom domestic law by virtue of the European Union
(Withdrawal) Act 2018. Upon the publication of this announcement
via a Regulatory Information Service ("RIS"), this inside
information is now considered to be in the public domain.
Forward-Looking Statements
This announcement contains certain forward-looking statements.
The forward-looking statements reflect the knowledge and
information available to the Company and Group during preparation
and up to the publication of this announcement. By their very
nature, these statements depend upon circumstances and relate to
events that may occur in the future and thereby involving a degree
of uncertainty. Therefore, nothing in this announcement should be
construed as a profit forecast by the Company or Group.
Contacts
ECO Animal Health Group plc
Marc Loomes (CEO)
Christopher Wilks (CFO) 020 8447 8899
IFC Advisory
Graham Herring
Zach Cohen 020 3934 6630
Singer Capital Markets (Nominated Adviser
& Joint Broker)
Mark Taylor
Peter Steel
Iqra Amin 020 7496 3000
Peel Hunt LLP (Joint Broker)
James Steel
Dr Christopher Golden 020 7418 8900
CHAIRMAN'S STATEMENT
FOR THE YEARED 31 MARCH 2021
This has been a year of exceptional performance, where we passed
the milestone of GBP100m of sales and saw major growth in profit
and cash flow.
The main contributor to the growth was China where a favourable
combination of industry structural changes and restocking of the
pig herd after the ASF epidemic together with changes in
regulations for use of antibiotics in feed created exceptional
levels of demand and sales opportunity for Aivlosin(R).
Additionally, we also saw good growth of our business in the key
territories of North America and Brazil and steady progress in
others.
This would have been a great achievement in any year, but in a
year where the world has been in the grips of COVID-19 and when the
UK finally implemented Brexit, it is an exceptional
performance.
Staff throughout the business have quickly adapted to new ways
of working and risen to the many challenges they faced to deliver a
year of considerable financial performance.
We have also made excellent progress with our strategy to build
on our strong position with Aivlosin(R) in pig and poultry markets
with a new complementary range of vaccines. We have an excellent
portfolio of vaccine projects that are progressing well through the
development process, backed by a team of highly experienced R&D
scientists. The Board is excited by the value creation potential of
our R&D programmes.
The performance has resulted in a strong recovery of our profits
and cash generation from operations compared with the prior year.
We are pleased to propose the resumption of the payment of a
dividend. The Board is proposing a dividend of 1.00p per share,
which subject to shareholder approval will be paid on 22 October
2021 to shareholders on the register on 24 September 2021. The
ex-dividend date will be 23 September 2021.
We have made substantial progress in strengthening governance
systems in the Company and continue to build on this:
-- The work to restate historical financial statements is now complete.
-- Shareholders approved the new Annual Bonus Plan (including a
deferred element) and Long-Term Incentive Plan ("LTIP") at a
General Meeting in March 2021, and implementation of these schemes
is now underway. We believe these rewards schemes will drive both
shorter- and longer-term value and better align the interests of
management with shareholders.
-- We recognise the importance of clear and transparent
reporting on how the Company approaches activities that relate to
Environmental, Social and Governance matters. We have for the first
time included in this Annual Report a specific section, entitled
"Sustainability Report" as a first step and plan to make a full
review during the year and report in the next Annual Report.
I have already mentioned the great contribution by management
and staff throughout the Company which led to the excellent
recovery and growth in the business. I am hugely grateful for their
commitment and energy in moving ECO to a significantly stronger
position than it has been before.
We have today also announced the intention of Marc Loomes to
retire. He wishes to retire on 31 December 2022 and will support
the smooth transition to his successor. We are hugely grateful to
Marc for his significant contribution and strong leadership he has
provided over the last 17 years, and his total commitment to ensure
a smooth succession process. I have particularly enjoyed my time
working with Marc and he can be truly proud of the business that he
has created and led.
I would also like to once again sincerely thank our shareholders
for their support. The last two years have seen huge challenges for
the Company and the Board is highly appreciative of the continued
loyalty and support from investors.
Outlook
Performance in our first three months of the current financial
year ending 31 March 2022 has been solid with Group revenue
marginally behind the corresponding prior year period.
The strength seen in our Chinese market at the end of the last
financial year has eased significantly following the recent pork
price declines. This decline began to reverse ahead of the recent
announcement on 28(th) June 2021 by the China state planner that
central and local governments will start buying pork for state
reserves. We have seen continuing strength in Latin America and
early signs of recovery in Southeast Asia.
The Group's historical pattern of second half revenue weighting
is expected to be retained during the current financial year
particularly in relation to China where the market softness in the
first three months of our current financial year is expected to
reverse later in the year as state purchasing of pork improves the
producer margins and encourages the purchasing of the Group's
products.
We look forward to the rest of this financial year and our
reporting prospects for 2022 with cautious optimism.
Dr Andrew Jones Chairman
25 July 2021
CHIEF EXECUTIVE'S REPORT
FOR THE YEARED 31 MARCH 2021
I am delighted to report on a year of unprecedented performance
which culminated in a record performance for the year ended 31
March 2021 exceeding the upgraded market expectations.
The Company encountered a series of formidable operational
challenges during a period of remarkable change; the global
COVID-19 pandemic which disrupted work locations and practices, the
consummation of Brexit and several ongoing regional outbreaks of
African Swine Fever (ASF) in China and in other territories,
required our employees to adapt, to innovate and to remain focused
on the business. It is these staff attributes that have enabled the
delivery of these notable results.
Operational Review
Global revenue grew by 46% to GBP105.6 million reflecting the
rapid restructuring and return to profitability of the Chinese pork
market, supported by solid growth in the important North American
and Brazilian domestic and export markets. Good progress was made
in a number of key territories reflecting the value of ECO's global
footprint with sales generated in more than seventy countries,
reflecting the global commoditised nature of pork and poultry
production.
Sales of Aivlosin(R), our patented antimicrobial which is used
under veterinary prescription for the treatment of economically
important diseases in pigs and poultry, increased by 44% to GBP87.5
million (2020: GBP60.7 million), accounting for 83% of total
revenue.
Sales of the smaller Ecomectin(R) anti-parasitic range at GBP4.2
million (2020: GBP4.0 million), increased by 7% and represented 4%
of the Group's revenue.
Sales of all other products were GBP13.8 million (2020: GBP7.5
million) and mainly comprised a range of supportive antimicrobial
products for pigs in China.
Revenue from our external customers in China increased by 178%.
This growth was underpinned by structural changes to the pork
producing industry forced by the ASF pandemic and consequent rapid
restocking of pig herds by major producers. Our Chinese subsidiary
has focused on the respiratory health benefits of Aivlosin(R) for
replacement breeding sows and piglets whose numbers at the major
producers have increased rapidly in response to the pork shortage
and very high pork prices. The value of these sows and their
offspring has enabled the subsidiary to secure the business of an
increasing number of key accounts as the industry faced the
withdrawal of antimicrobials used as growth promoters together with
a long hard winter which resulted in high respiratory disease
prevalence.
Revenue in Japan declined by 7% with COVID-19 restrictions
limiting access to producers.
North American revenue from external customers increased
strongly by 19% reflecting the growing importance of Aivlosin(R)'s
low yet effective dose rate and short treatment duration in
medication protocols as veterinarians and producers adhere to
responsible use of antimicrobial guidelines.
In the USA, revenue was 28% higher at GBP10.6 million,
reflecting rapidly rising farm incomes, profitability at the
producer and at the packer level, and buoyant exports brought about
by ASF in China. Our strengthened sales and technical teams have
focused on further business expansion at both key producers and
dispensing veterinary practices.
Canadian revenue fell by 2% to GBP3.3 million largely because
COVID-19 related enhanced biosecurity measures resulted in an
exceptional overall health status of the national swine herd.
Brazilian revenue rose strongly by 32% to GBP7.1 million
reflecting the benefits of ECO's key account management approach
and the development of a very strong partnership with our local
third-party distributor. Important supply tenders to major
producers were won and the customer base broadened in a market
where exports were strong but domestic demand subdued. The Mexican
subsidiary's revenue fell by 7% to GBP4.8 million hampered by stock
availability in a particularly difficult COVID-19 trading
environment. Revenue across the other Latin American countries
increased by 14% despite the extremely challenging economic and
social conditions where gains in Bolivia, Cuba and Chile were
partly offset by declines in Argentina, Colombia and Peru.
In South and Southeast Asia, revenue declined significantly by
36% to GBP9.1 million reflecting the impact of both ASF and
COVID-19 across the region, notably in Thailand, our largest
market, where despite difficulties the Company gained a positive
treatment protocol listing for Aivlosin(R) with a major global
producer. A new distributor was appointed in the Philippines, a
recruitment process initiated for a key account manager in
Indonesia for poultry where the business held up very well, and
there were signs of an early and strong recovery in Vietnam. In
India poultry market conditions remained extremely challenging.
European revenue declined by 13% to GBP6.6 million. Aivlosin(R)
sales were strong in key markets such as Spain although overall
revenue into continental markets fell.
Sales in the United Kingdom, which represented less than 2% of
global revenue, declined by 17% to GBP1.5 million, across all
products reflecting the difficult trading environment.
In Russia, an increasingly active exporter of pork and poultry
meat, revenue was affected by disease outbreaks in swine and in
poultry although relationships with the most important customers
were strengthened.
Sales in the Rest of the World increased by 16% to GBP1.3
million largely due to strong demand for Aivlosin(R) in Egypt
offsetting a declining presence in South Africa.
Product Approvals
Aivlosin(R) marketing authorisations for swine were received
from the European Medicines Agency (EMA), the United States Center
for Veterinary Medicine of the Food and Drug Administration and
from the Veterinary Drugs Directorate of Health Canada. These
approvals added the treatment and control of Mycoplasma
hyopneumoniae to the Aivlosin(R) Water Soluble Granules formulation
label. M. hyopneumoniae is a primary pathogen in swine respiratory
disease ("SRD") complexes playing an important role in facilitating
the entry of other bacterial and viral pathogens. SRD occurs
worldwide and causes major economic losses to the pig industry.
A marketing authorisation from Brazil's Ministry of Agriculture,
Livestock and Food Supply was received for Circo/MycoGard(R), a
vaccine for piglets against Porcine Circovirus type 2 ("PCV2") and
M. hyopneumoniae, two of the most common primary pig respiratory
disease pathogens affecting the health and productivity of swine
globally. This first vaccine marketing authorisation, obtained in
collaboration with Pharmgate Corp, USA marks a significant
milestone as the Company builds capability with vaccines and
broadens its product portfolio.
Pipeline
The Company's early-stage research and proof of concept
development activities are managed through collaborations with
leading research institutions and universities with later stage
full development work managed in-house. This model mitigates the
significant costs associated with in-house laboratories and Company
owned research functions.
ECO has a formidable team of scientists and is building a
significant product portfolio pipeline with a mix of
well-established concepts and novel, highly competitive
technologies and approaches with the emphasis on vaccines and other
new products to complement our existing antimicrobial business. The
pipeline is focused on providing solutions to respiratory and
gastrointestinal (gut) diseases of major economic importance in
pigs and poultry.
Two worldwide exclusive research partnerships were signed in
October 2020 with The Pirbright Institute in the UK and The Vaccine
Group, also in the UK, to develop and licence novel vaccines for
use in pigs against porcine respiratory and reproductive syndrome
virus ("PRRSV"), one of the most economically damaging diseases to
the global pig industry.
New product development expenditure in the year was capped at
GBP9.1 million (2020: GBP10.9 million) reflecting the Board's
initiation of a project prioritisation exercise within the R&D
development portfolio to conserve cash in response to the COVID-19
pandemic. Expenditure has been reinstated at the significant level
of GBP10.2 million in 2021/22 which will ensure the acceleration of
several key projects and that the product development portfolio is
constantly refreshed. Our objective is to have several mid and
late-stage projects able to deliver first revenues from the middle
of the decade onwards.
COVID-19 Impact
The Group's transition to effective homeworking has been smooth.
All staff have been retained and ECO has not required assistance
from any UK or US Government financial support schemes. The
Company's outsourced manufacturing model, the supply chain and our
routes to market have, in most locations, functioned robustly.
Brexit
ECO's EU marketing authorisations have been transferred to the
European subsidiary, ECO Animal Health Europe Limited registered in
Dublin, Republic of Ireland and our contingency product supply
plans are operational. The limited ongoing financial impact of
Brexit is expected to be further mitigated as our new systems bed
in. ECO's sales to the EU (excluding the UK) represented 6.2% of
total revenue for the year.
People
ECO has provided flexibility to all our employees, supporting
those with childcare and other caring responsibilities and ensured
that homeworking has been as effective as possible. Notwithstanding
this, our employees have demonstrated extraordinary levels of
energy, engagement and professionalism in addressing the
considerable challenges of the past year. Individually and
collectively their ability to innovate and to adapt combined with
sheer hard work and considerable fortitude underpins both these
results and ECO's prospects. It is these characteristics that will
enable ECO to meet current and future market challenges and for
this I thank them.
We have today also announced my intention to retire on 31
December 2022. After 17 years I feel it is the right time to seek
my retirement and I look forward to working with the Board to
effect a smooth transition to my successor. I am immensely grateful
for the support I have enjoyed over the years from colleagues and
friends both within the business and outside. I will be available
to help my successor in any way possible.
Marc Loomes
Chief Executive Officer
25 July 2021
FINANCE DIRECTOR'S REPORT
FOR THE YEARED 31 MARCH 2021
Introduction
I am pleased to present my second report as the Group Finance
Director of ECO.
The year ended 31 March 2021 has been a significant year, most
obviously marked by the need to work remotely and without the
benefits of physical communication with customers, suppliers and
colleagues. Naturally this has brought challenges, but we are proud
to be able to report that ECO has worked through this period with
minimal interruption. We have chosen not to access any governmental
support, staff and external stakeholder morale has remained good
and the business is reporting record revenues and earnings in the
year ended 31 March 2021.
The "journey of change" I spoke about last year has continued
throughout this financial year and the benefits are beginning to be
seen. In particular, the audit this year has been a considerably
smoother process and the financial control system improvements have
functioned well. The internal audit function has conducted some
useful reviews albeit that their inability to travel has hampered
the geographical reach of their work this year.
Trading
In last year's accounts we reported a very strong second half
revenue performance; the second half representing circa 60% of the
overall total for the year. This second half weighting was repeated
in the latest financial year and arose - much as it did last year,
from growth in China. The recovery from the African Swine Fever
outbreak in China has been widely reported and the combination of
governmental incentives and commodity price drivers has benefitted
major producers who have gained a larger market share among pork
producers in China. These major producers represent the target
market for Aivlosin(R).
A geographical analysis of revenue is as follows:
Revenue Summary Year ended 31 March
2021 2020 % change
(GBP'm) (GBP'm)
China and Japan 58.9 23.1 154%
North America (USA and Canada) 13.9 11.6 19%
South and South East Asia 9.1 14.2 (36%)
Latin America 14.3 12.6 13%
Europe 6.6 7.6 (13%)
Rest of World and UK 2.8 3.0 (4%)
105.6 72.1 46%
------------------------------- ---------- --------- --------
Revenue from China and Japan in the second half of the year was
GBP38.1 million compared to the first six months ended 30 September
2020 of GBP20.8 million and the six months ended 31 March 2020 of
GBP16.1 million. Japan represents less than 5% of the combined
revenues. These successive six month increases in revenue in China
demonstrated the ability of ECO to harness the market potential at
a time when a favourable combination of herd restocking,
and very high pork prices created exceptional levels of demand.
The last full year of revenue in China and Japan before the ASF
outbreak was the year ended 31 March 2018 and amounted to GBP27.6
million. This more than doubling of revenue compared to the last
full year without ASF is significant but this may in part reflect a
re-bound which is to be expected following a period of abnormally
low demand.
North America and Latin America have also advanced well during
the year; commodity price stabilisation in the USA and export
market opportunities in Brazil underpinning the ECO
performance.
The sales performance in South and South East Asia has been
disappointing, reflecting the impact of both ASF and COVID-19 in
these markets. After a year of strong growth (the increase in 2020
compared to 2019 was 75%) the revenue has settled to GBP9.1 million
(2020: GBP14.2 million) compared with GBP8.1 million in the year
ended 31 March 2019. As highlighted in the CEO report there has
been some positive commercial news in Thailand, encouraging
developments in The Philippines and Indonesia and early signs of
market recovery in Vietnam. India remains challenging where the
poultry market has for the last 18 months been suffering with very
low commodity prices and reduced demand.
Gross margins at 51% in the year ended 31 March 2021 (2020: 46%)
showed a significant improvement. These gains were largely as a
result of a favourable geographical mix - China and Japan
represented 56% of Group revenues in the year ended 31 March 2021
(2020: 32%), where the margins are higher than the average of the
rest of the Group.
Overheads, at GBP33.6 million were significantly greater in the
year ended 31 March 2021 compared with the year ended 31 March 2020
(restated: GBP27.3 million). Wages and salaries increased to
GBP12.4 million (2020: GBP8.2 million) reflecting a greater bonus
accrual - specifically in China - as well as investment in sales
and marketing, R&D and the finance team. In addition, the
effect of the US Dollar weakening compared with Sterling resulted
in a foreign exchange loss which increased by GBP1.7 million.
Increases in insurance (greater revenue) and audit fee (new
auditors with cost overruns incurred last year but impacting this
year) were offset by COVID-19 related savings in advertising,
travel expenditure and R&D.
Total cash expenditure on research and development in the year
was GBP9.1 million (2020: GBP10.9 million). The total cash
expenditure in R&D can be analysed as follows:
Year ended 31 March
2021 2020
GBP000's GBP000's
Research expenditure - included in administrative
expenses 8,072 8,775
Development expenditure - capitalised in intangible
assets 986 2,115
Total cash expenditure 9,058 10,890
Overall R&D expenditure in the year reduced as a consequence
of a cautious approach taken by the Board in the light of the
COVID-19 pandemic. At the half year, the Board decided to increase
expenditure once the trading patterns could be confidently
discerned, and it was clear that the Group had adapted to the new
ways of working. This expenditure was expensed to the extent that
it related to projects at the research phase and capitalised in
accordance with IAS38 to the extent that it related to projects in
the latter stage (development phase) of the project life-cycle.
About 11% of expenditure was capitalised in the year ended 31 March
2021 (2020: 19%) - this reflects the greater proportion of earlier
stage project work such as vaccine and biologicals development.
EBITDA has historically represented a key performance measure;
the removal of amortisation (which is a significant annual non-cash
charge to profits) and depreciation provides a good indication of
the underlying cash trading performance of the business. The charge
for amortisation of intangible assets and depreciation in the year
was GBP1.3 million (2020 restated: GBP1.1 million). The EBITDA
margin (excluding foreign exchange movements and expressed as a
percentage of revenue in the period) was 23.1% in the year ended 31
March 2021 compared with 11.6% in the year ended 31 March 2020.
This doubling in the EBITDA margin arises in part from the
increased gross margin; the remainder is the result of operational
gearing from increasing revenue with overheads increasing at a
lower rate. Greater emphasis is now placed by the Board and the
Leadership team on profit before income tax which includes all
elements of charges (both cash and non-cash). As described in the
Remuneration Committee report the key profit measure by which
executive management are rewarded is profit before tax.
Accordingly, EBITDA will have far less prominence in the
future.
Profit before income tax has increased to GBP20.3 million in the
year ended 31 March 2021 (2020 restated: GBP6.1 million), through a
combination of greater revenue (profit contribution of GBP15.5
million), stronger margins (profit contribution of GBP4.7 million)
and lower investment in expensed research (GBP0.7 million) offset
by increased foreign exchange differences (GBP1.7 million) and
increased administrative expenses (GBP5.0 million).
The Group continues to benefit from a low effective tax rate in
the UK due to the significant expenditure in the R&D programme
for which R&D tax credits are claimed. Historic tax losses
result in zero tax payable in the UK in the year. For the Group
overall, in the year ended 31 March 2021 the effective tax rate was
17.9% (2020 restated: 10.7%). The increase in the rate this year
reflects, in the main, a greater proportion of the Group's profits
being taxed in higher tax rate jurisdictions such as China (which
has a headline corporation tax rate of 25%).
Profit after tax was GBP16.6 million in the year ended 31 March
2021 (2020 restated: GBP5.5 million) reflecting the profit drivers
described above offset by the higher effective tax rate. Earnings
per share ("EPS") has grown from 5.77 pence in the year ended 31
March 2020 (restated) to 12.08 pence in the year ended 31 March
2021; the increase in EPS is less than the proportionate increase
in profit after tax because the minority interest relating to the
Group's joint venture partner in China was greater in the year
ended 31 March 2021 arising from the significantly stronger trading
in China.
The consolidated cash position in the Group has increased from
GBP11.9 million at 31 March 2020 to GBP19.5 million at 31 March
2021. This consolidated cash position at 31 March 2021 includes
GBP13.7 million (2020: GBP5.3 million) which is held in the Group's
subsidiary in China. A portion of this cash is repatriated from
China once per annum by dividend declaration; the Group's share of
the China cash distribution which is received in the UK is 51%.
During the year the dividend received from the Group's holding in
the China subsidiary was GBP0.6 million - related to the China
profitability in the year ended 31 December 2019 (2020: GBP1.0
million - related to year ended 31 December 2018). The greater
impact from ASF in China arose in the year ended 31 December
2019.
The cash generated from operations was significantly greater in
the year ended 31 March 2021 at GBP15.8 million (2020: GBP5.5
million) reflecting the increased profitability of the Group. The
cash conversion ratio (calculated as cash generated from operations
divided by profit before income tax) decreased from 89% to 78%
primarily due to an absorption of cash into inventories associated
with rising revenues. Trade receivables increased by only 15%
despite an increase in Group revenues of 46%, reflecting improved
credit control. From operating cashflow, the overdraft was paid
down (GBP2.0 million), income tax of GBP3.8 million was paid,
investment of GBP0.9 million was made in capitalised development
costs, dividends were paid to the minority interest in China
(GBP0.6 million), the US Dollar and other foreign denominated cash
balances translated to a foreign exchange loss of GBP0.7 million
and other sundry cash movements (GBP0.1 million) resulted in an
overall net cash improvement of GBP9.7 million and the higher cash
balance at 31 March 2021. The Group's GBP5 million overdraft
facility (undrawn at the year end) remains in place.
The non-controlling interest element of the consolidated Group
profit is that portion of the profit attributable to the Group's
49% joint venture partner in China. The portion of the consolidated
profit attributable to the non-controlling interest was 51% in the
year ended 31 March 2021 (2020: 29%). This increase arises for two
reasons: the significant increase in the Group's profits derived
from China (the revenue analysis above shows that China represented
over half the Group's revenue in 2021 compared with less than a
third in 2020) and, secondly, the research and development for the
Group being undertaken in the UK - this results in the net profit
margin in the UK portion of the Group being less than the net
margin in China. Advice has been received following a transfer
pricing study which supports a royalty charge and an appropriate
royalty agreement will be put in place to more equitably share the
profitability relating to the exploitation of the Group's
intellectual property.
Audit
The audit for the year ended 31 March 2021 was a more
expeditious process than last year: this was the second year of
auditing the ECO Group by BDO and the prior year balance sheet did
not require a re-audit. BDO attended stock takes, providing them
with the required support for the stock on hand at 31 March
2021.
The audit opinion for the year ended 31 March 2020 was qualified
by virtue of limitation in scope on two grounds:
-- Non-attendance at certain stock takes due to the outbreak of the COVID-19 pandemic
-- The inability to access records to support intangible assets
capitalised relating to costs incurred prior to 2012.
For the year ended 31 March 2021 the limitation of scope
qualification in respect of non-attendance at stock takes is
repeated only in respect of the comparative period.
Much work was undertaken on Intangible Assets in the balance
sheet to finalise the Directors' assessment of costs in periods
prior to 2014 and to remove the limitation in scope from the audit
opinion.
In agreement with the auditors, the Directors concluded that IAS
8 allows previously capitalized development cost balances in the
balance sheet, which as part of a prior period error adjustment
exercise, cannot be supported due to a lack of accounting records,
to be expensed. For the year ended 31 March 2020 annual report and
accounts, the Directors applied estimates of what proportion of
costs should be expensed, for earlier periods where accounting
records could not be located in the available time before the 2020
Annual Report and Accounts were signed. Those estimates were
consistent with the proportion of costs expensed as part of the
prior year adjustment exercise for more recent periods where
accounting records were available and reviewed. In order to effect
this adjustment (and remove the audit qualification), a revision to
the Prior Period Adjustment presented last year has been required
and we include an explanatory note to describe this adjustment
(note 3 in this Annual Report). The effect of the adjustment at 31
March 2019 is to reduce the carrying value of intangible assets and
retained earnings by GBP6.4 million; at 31 March 2020 to reduce the
carrying value of intangible assets by GBP5.4 million, reduce
non-current liabilities by GBP0.4 million and to reduce retained
earnings by GBP5.0 million; and reduce amortisation within
administrative expenses, resulting in an increase in operating
profit and profit before tax for the year ended 31 March 2020 of
GBP0.9 million, and a decrease in income tax charge of GBP0.4m.
Having undertaken this adjustment, BDO has now been able to remove
the audit qualification and are able to satisfactorily conclude
their opinion on the carrying value of intangible assets. This
reduction in the carrying value of intangible assets at 31 March
2019 and 31 March 2020 has the secondary benefit of reducing the
on-going amortisation charge.
Post balance sheet events
Awards were made to the CEO and the Finance Director under the
new LTIP post year end on 28 April 2021. Further details are
provided in the Remuneration Committee Report.
Marc Loomes, who joined ECO Animal Health Group plc in 2004,
became Managing Director in 2005 and CEO in 2010, has informed the
Board that he plans to retire on the 31 December 2022. The Board
has commenced a process with a leading executive search consultancy
to identify and appoint a successor to take over from Marc during
the 2022-23 financial year.
Christopher Wilks
Finance Director
25 July 2021
CONSOLIDATED INCOME STATEMENT
FOR THE YEARED 31 MARCH 2021
2021 2020
Notes GBP000's GBP000's
Restated*
Revenue 4 105,607 72,106
Cost of sales (51,990) (38,742)
--------- -----------
Gross profit 53,617 33,364
Other income 5 319 105
Administrative expenses (33,619) (27,334)
Profit from operating activities 6 20,317 6,135
Finance income 7 129 112
Finance costs 7 (200) (142)
--------- -----------
Net finance (expense)/income (71) (30)
--------- -----------
Share of profit of associate 16 38 42
38 42
--------- -----------
Profit before income tax 20,284 6,147
Income tax charge 9 (3,635) (659)
--------- -----------
Profit for the year 16,649 5,488
========= ===========
Profit attributable to:
Owners of the parent Company 8,158 3,895
Non-controlling interest 26 8,491 1,593
--------- -----------
Profit for the year 16,649 5,488
========= ===========
Earnings per share (pence) 8 12.08 5.77
========= ===========
Diluted earnings per share (pence) 8 12.07 5.54
========= ===========
Earnings before Interest, Tax, Depreciation,
Amortisation, Share Based Payments and Foreign
Exchange Differences 6 24,400 8,362
========= ===========
*Please refer to note 3 for further details on the prior year
restatement.
The notes on pages 20 to 90 form part of these financial
statements.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEARED 31 MARCH 2021
2021 2020
Notes GBP000's GBP000's
Restated*
Profit for the year 16,649 5,488
Other comprehensive income/(losses):
Items that may be reclassified to profit
or loss:
Foreign currency translation differences (258) 98
Items that will not be reclassified to profit
or loss:
Revaluation of freehold property 13 - (92)
Deferred tax on property revaluations 84 -
Remeasurement of defined benefit pension
schemes 23 (32) 12
Other comprehensive income/(losses) for
the year (206) 18
--------- -----------
Total comprehensive income for the year 16,443 5,506
Attributable to:
Owners of the parent Company 8,233 3,874
Non-controlling interest 26 8,210 1,632
--------- -----------
16,443 5,506
========= ===========
*Please refer to note 3 for further details on the prior year
restatement.
The notes on pages 20 to 90 form part of these financial
statements.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEARED 31 MARCH 2021
Share Share Revaluation Other Foreign Retained Total Non- Total
Capital Premium Reserve Reserves Exchange Earnings controlling Equity
Account Reserve Interest
GBP000's GBP000's GBP000's GBP000's GBP000's GBP000's GBP000's GBP000's GBP000's
Balance as at
31
March 2019 -
as reported 3,372 62,650 664 106 467 17,214 84,473 5,102 89,575
Prior year
adjustments* - - - - - (6,359) (6,359) - (6,359)
Balance as at
31
March 2019 -
as restated 3,372 62,650 664 106 467 10,855 78,114 5,102 83,216
Profit for the
year
- restated* - - - - - 3,895 3,895 1,593 5,488
Other
comprehensive
income:
Foreign
currency
differences - - - - 59 - 59 39 98
Revaluation of
freehold
property - - (92) - - - (92) - (92)
Actuarial
gains on
pension
scheme assets - - - - - 12 12 - 12
Total
comprehensive
income/(loss)
for
the year - - (92) - 59 3,907 3,874 1,632 5,506
Transactions
with
owners:
Issue of
shares in
the year 5 232 - - - - 237 - 237
Share-based
payments - - - - - 284 284 - 284
Deferred tax
on
share-based
payments - - - - - (373) (373) - (373)
Dividends - - - - - (7,453) (7,453) (968) (8,421)
Transactions
with
owners 5 232 - - - (7,542) (7,305) (968) (8,273)
Balance as at
31
March 2020 -
as restated 3,377 62,882 572 106 526 7,220 74,683 5,766 80,449
========= ========= ============ ========= ========= ========= ========= ============ =========
Profit for the
year - - - - - 8,158 8,158 8,491 16,649
Other
comprehensive
income:
Foreign
currency
differences - - - - 23 - 23 (281) (258)
Deferred tax
on property
revaluations - - 84 - - - 84 - 84
Actuarial
gains on
pension
scheme assets - - - - - (32) (32) - (32)
Total
comprehensive
income/(loss)
for
the year - - 84 - 23 8,126 8,233 8,210 16,443
Transactions
with
owners:
Issue of
shares in
the year 2 376 - - - - 378 - 378
Share-based
payments - - - - - 123 123 - 123
Deferred tax - - - - - - - - -
on share-based
payments
Dividends - - - - - - - (562) (562)
Transactions
with
owners 2 376 - - - 123 501 (562) (61)
Balance as at
31
March 2021 3,379 63,258 656 106 549 15,469 83,417 13,414 96,831
========= ========= ============ ========= ========= ========= ========= ============ =========
* Please refer to note 3 for further details on the prior year restatement.
The notes on pages 20 to 90 form part of these financial
statements.
STATEMENT OF CHANGES IN EQUITY
FOR THE YEARED 31 MARCH 2021
Company
Share Share Other Revaluation Retained Total
Capital Premium Reserves Reserve Earnings
Account
GBP000's GBP000's GBP000's GBP000's GBP000's GBP000's
Balance as at 31 March
2019 3,372 62,650 106 395 18,509 85,032
Loss for the year - - - - (151) (151)
Other comprehensive income:
Revaluation of freehold
property - - - (92) - (92)
Actuarial gain on pension
scheme assets - - - - 12 12
--------- --------- --------- ------------ --------- ---------
Total comprehensive loss
for the year - - - (92) (139) (231)
--------- --------- --------- ------------ --------- ---------
Transactions with owners
Issue of shares in the
year 5 232 - - - 237
Share-based payments - - - - 284 284
Deferred tax on share-based
payments - - - - (63) (63)
Deferred tax on property
revaluations - - - (1) - (1)
Dividends - - - - (7,453) (7,453)
--------- --------- --------- ------------ --------- ---------
Transactions with owners 5 232 - (1) (7,232) (6,996)
--------- --------- --------- ------------ --------- ---------
Balance as at 31 March
2020 3,377 62,882 106 302 11,138 77,805
========= ========= ========= ============ ========= =========
Loss for the year - - - - (903) (903)
Other comprehensive income:
Deferred tax on property
revaluations - - - 83 - 83
Actuarial loss on pension
scheme assets - - - - (32) (32)
---------
Total comprehensive loss
for the year - - - 83 (935) (852)
--------- --------- --------- ------------ --------- ---------
Transactions with owners
Issue of shares in the
year 2 376 - - - 378
Share-based payments - - - - 123 123
Dividends - - - - - -
---------
Transactions with owners 2 376 - - 123 501
--------- --------- --------- ------------ --------- ---------
Balance as at 31 March
2021 3,379 63,258 106 385 10,326 77,454
========= ========= ========= ============ ========= =========
The notes on pages 20 to 90 form part of these financial
statements.
STATEMENTS OF FINANCIAL POSITION (CO. NUMBER: 01818170)
AS AT 31 MARCH 2021
Group Company
2021 2020 2019 2021 2020
Notes GBP000's GBP000's GBP000's GBP000's GBP000's
Restated* Restated*
Non-current assets
Intangible assets 12 36,108 36,020 34,650 - -
Property, plant and equipment 13 2,181 2,426 2,144 651 622
Investment property 14 305 305 200 305 305
Right-of-use assets 15 1,399 1,658 1,675 37 25
Investments 16 180 166 116 20,032 20,032
Amounts due from subsidiary
Company 18 - - - 55,909 59,295
Deferred tax assets - - - - -
Total non-current assets 40,173 40,575 38,785 76,934 80,279
Current assets
Inventories 17 20,504 17,264 19,477 - -
Trade and other receivables 18 32,452 28,353 23,333 281 55
Income tax recoverable 3,475 1,265 827 - -
Other taxes and social
security 496 652 462 27 36
Cash and cash equivalents 20 19,523 11,877 16,863 819 177
--------- ----------- ----------- --------- ---------
Total current assets 76,450 59,411 60,962 1,127 268
--------- ----------- ----------- --------- ---------
TOTAL ASSETS 116,623 99,986 99,747 78,061 80,547
Current Liabilities
Trade and other payables 21 (14,521) (14,486) (13,363) (524) (567)
Borrowings 22 - (2,032) - - (2,001)
Income tax payable (3,015) (940) (816) - -
Other taxes and social
security (501) - (533) - -
Lease liabilities 22 (311) (342) (330) (7) (24)
Dividends (50) (50) (49) (50) (50)
--------- ----------- ----------- --------- ---------
Current liabilities (18,398) (17,850) (15,091) (581) (2,642)
--------- ----------- ----------- --------- ---------
Net current assets/(liabilities) 58,052 41,561 45,871 546 (2,374)
--------- ----------- ----------- --------- ---------
Total assets less current
liabilities 98,225 82,136 84,656 77,480 77,905
Non-current liabilities
Deferred tax 19 (183) (263) - 6 (95)
Lease liabilities 22 (1,211) (1,424) (1,440) (32) (5)
TOTAL ASSETS LESS TOTAL
LIABILITIES 96,831 80,449 83,216 77,454 77,805
========= =========== =========== ========= =========
EQUITY
Issued share capital 25 3,379 3,377 3,372 3,379 3,377
Share premium account 63,258 62,882 62,650 63,258 62,882
Revaluation reserve 656 572 664 385 302
Other reserves 27 106 106 106 106 106
Foreign exchange reserve 27 549 526 467 - -
Retained earnings 15,469 7,220 10,855 10,326 11,138
--------- ----------- ----------- --------- ---------
Shareholders' funds 83,417 74,683 78,114 77,454 77,805
Non-controlling interests 26 13,414 5,766 5,102 - -
--------- ----------- ----------- --------- ---------
Total equity 96,831 80,449 83,216 77,454 77,805
========= =========== =========== ========= =========
Approved by the Board and authorised for issue on 25 July
2021
Dr Andrew Jones, Chairman.
*Please refer to note 3 for further details on the prior year
restatement.
The notes on pages 20 to 90 form part of these financial
statements.
STATEMENTS OF CASH FLOWS
FOR THE YEARED 31 MARCH 2021
Group Company
2021 2020 2021 2020
Notes GBP000's GBP000's GBP000's GBP000's
Restated* Restated*
Cash flows from operating
activities
Profit/(loss) before income
tax 20,284 6,147 (916) (151)
Adjustment for:
Finance income 7 (129) (112) (875) (895)
Finance cost 7 200 142 65 30
Foreign exchange (gain)/loss 559 62 (3) -
Depreciation 13 430 334 15 17
Amortisation of right-of-use
assets 15 403 389 24 32
Revaluation of investment
property 14 - (64) - (64)
Amortisation of intangible
assets 12 898 745 - -
Share of associate's results 16 (38) (42) - -
Impairment of investments 16 - - - 45
Share based payment charge 123 284 8 114
Dividends received - - (46) (77)
Operating cash flows before
movements in working capital 22,730 7,885 (1,728) (949)
Change in inventories (3,698) 2,212 - -
Change in receivables (3,959) (5,209) 3,169 962
Change in payables 753 603 33 253
--------- ----------- --------- -----------
Cash generated from operations 15,826 5,491 1,474 266
Finance costs (79) (17) (54) (30)
Income tax (3,766) (1,076) (5) -
--------- ----------- --------- -----------
Net cash from operating activities 11,981 4,398 1,415 236
--------- ----------- --------- -----------
Cash flows from investing
activities
Acquisition of property,
plant and equipment 13 (212) (767) (37) (1)
Disposal of property, plant
and equipment 13 11 - - -
Purchase of intangibles 12 (861) (2,115) - -
Finance income 7 129 112 875 895
Dividends received - - 46 77
--------- ----------- --------- -----------
Net cash (used in)/from investing
activities (933) (2,770) 884 971
--------- ----------- --------- -----------
Cash flows from financing
activities
Proceeds from issue of share
capital 378 237 378 237
Interest paid on lease liabilities 22 (122) (124) (11) (13)
Principal paid on lease liabilities 22 (378) (365) (23) (38)
Dividends paid (562) (8,421) - (7,453)
--------- ----------- --------- -----------
Net cash (used in)/from financing
activities (684) (8,673) 344 (7,267)
--------- ----------- --------- -----------
Net increase/(decrease) in
cash and cash equivalents 10,364 (7,045) 2,643 (6,060)
Foreign exchange movements (686) 27 - -
Balance at the beginning
of the period 9,845 16,863 (1,824) 4,236
Balance at the end of the
period** 20 19,523 9,845 819 (1,824)
========= =========== ========= ===========
*Please refer to note 3 for further details on the prior year
restatement.
**In the statement of cash flows, cash and cash equivalent is
presented net of balances outstanding on bank overdrafts. Please
refer to note 20 for further details.
The notes on pages 20 to 90 form part of these financial
statements.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARED 31 MARCH 2021
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.
The financial information set out in the announcement does not
constitute the Group's statutory accounts for the year ended 31
March 2021 or 31 March 2020. The auditors reported on those
accounts and their report (i) was qualified at both year ends by
virtue of limitation in scope in respect of non-attendance at
certain physical inventory counts on 31 March 2020 and, in respect
of 31 March 2020 alone, qualified due to non-availability of
accounting records prior to 2013 in relation to verification of
capitalised development costs, (ii) did not include references to
any matters to which the auditors drew attention by way of emphasis
without qualifying their report and (iii) did not contain
statements under section 498 (2) or (3) of the Companies Act 2006.
The statutory accounts for the year ended 31 March 2021 have not
yet been delivered to the Registrar of Companies.
2. Summary of significant accounting policies
2.1 Basis of preparation
The Group has presented its annual report and accounts in
accordance with international accounting standards in conformity
with the requirements of the Companies Act 2006, IFRIC
interpretations and the Companies Act 2006 applicable to companies
reporting under IFRS.
The preparation of financial statements, in conformity with
international accounting standards in conformity with the
requirements of the Companies Act 2006, 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.
Further details of estimates and judgements are provided in note
2.30 .
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.
Going Concern
After making appropriate enquiries, the Directors have, at the
time of approving the financial statements, formed a judgement that
there is a reasonable expectation that the Company and Group have
adequate resources to continue in operational existence for the
foreseeable future. For this reason, the Directors continue to
adopt the going concern basis in preparing the financial
statements.
This conclusion is based on a review of the resources available
to the Group, taking account of the Group's financial projections
together with available cash and committed borrowing facilities.
The Directors have performed a reverse stress test on the business,
by considering what quantum of revenue and gross margin reduction
would be required to exhaust all available funds within 12 months
of the date of approving the accounts. The Directors concluded that
the likelihood of such a reduction was remote, and therefore that
no material uncertainty exists with respect of going concern.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
2.2 Adoption of new and revised standards
The following new standards, amendments and interpretations for
existing standards became effective in the financial year. These
standards have been applied in preparing these consolidated
financial statements but did not have a material effect on the
Group.
-- Definition of a Business (Amendments to IFRS 3);
-- Interest Rate Benchmark Reform (Amendments to IFRS 9 and IFRS
7);
-- COVID-19-Related Rent Concessions (Amendments to IFRS
16);
-- IAS 1 Presentation of financial statements, and IAS 8
Accounting policies, changes in accounting estimates and errors
(Amendment - Definition of Material); and
-- Revisions to the Conceptual Framework for Financial
Reporting.
There are a number of standards, amendments to standards, and
interpretations which have been issued by the IASB that are
effective in future accounting periods that the Group has decided
not to adopt early.
The following amendments are effective for the period beginning
1 January 2022:
-- Onerous Contracts - Cost of Fulfilling a Contract (Amendments
to IAS 37);
-- Property, Plant and Equipment: Proceeds before Intended Use
(Amendments to IAS 16);
-- Annual Improvements to IFRS Standards 2018-2020 (Amendments
to IFRS 1, IFRS 9, IFRS 16 and IAS 41); and
-- References to Conceptual Framework (Amendments to IFRS
3).
The Directors do not expect that the adoption of the Standards
and Interpretations listed above will have a material impact on the
financial statements of the Group in future periods.
Beyond the information above, it is not practicable to provide a
reasonable estimate of the effect of these standards until a
detailed review has been completed.
2.3 Basis of consolidation
The consolidated financial statements comprise the accounts of
the Company and its subsidiaries drawn up to 31 March 2021.
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. 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 non-controlling 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.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
2.3 Basis of consolidation (continued)
Accounting policies of subsidiaries have been changed where
material to ensure consistency with the policies adopted by the
Group. Although the subsidiaries in Brazil and China and the joint
operations in the USA and Canada all 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.
The Group initially recognised any non-controlling interest in
the acquiree at the non-controlling interest's proportionate share
of the acquiree's net assets. For each business combination, the
Group elects whether to measure the non-controlling interests in
the acquiree at fair value or at the proportionate share of the
acquiree's identifiable net assets. Acquisition-related costs are
expensed as incurred and included in administrative expenses. The
Group has not elected to take the option to use fair value in
acquisitions completed to date.
Profit or loss and each component of Other Comprehensive Income
are attributed to the equity holders of the parent of the Group and
to the non-controlling interests, even if this results in the
non-controlling interests having a deficit balance.
2.4 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.
2.5 Foreign currency translation
(a) Functional and presentation 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
presentation 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 within
administrative expenses.
Foreign exchange gains and losses that relate to borrowing and
cash and cash equivalents are presented in the income statement
within administrative expenses.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
2.5 Foreign currency translation (continued)
(c) Group companies
The results and financial position of all Group entities that
have a functional currency different from the Group's functional
and presentation currency are translated into the Group's
functional and presentation currency as follows;
-- assets and liabilities for each Statement of financial
position presented are translated at the closing exchange rate at
the date of the Statement of financial position;
-- 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 through
other comprehensive income 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.
2.6 Financial instruments
Financial assets
The Group's financial assets comprise mainly trade and other
receivables and cash and cash equivalents in the consolidated
statement of financial position. These financial assets arise
principally from the provision of goods to customers and are
measured at amortised cost.
Impairment provisions for current and non-current trade
receivables are recognised based on the simplified approach within
IFRS 9 using a provision matrix in the determination of the
lifetime expected credit losses. During this process, the
probability of the non-payment of the trade receivables is
assessed. This probability is then multiplied by the amount of the
expected loss arising from default to determine the lifetime
expected credit loss for the trade receivables. For trade
receivables, which are reported net, such provisions are recorded
in a separate provision account with the loss being recognised
within Administrative expenses in the consolidated income
statement. On confirmation that the trade receivable will not be
collectable, the gross carrying value of the asset is written off
against the associated provision.
Impairment provisions for receivables from related parties and
loans to related parties are recognised based on a forward looking
expected credit loss model. The methodology used to determine the
amount of the provision is based on whether there has been a
significant increase in credit risk since initial recognition of
the financial asset. For those where the credit risk has not
increased significantly since initial recognition of the financial
asset, twelve month expected credit losses along with gross
interest income are recognised. For those for which credit risk has
increased significantly, lifetime expected credit losses along with
the gross interest income are recognised. For those that are
determined to be credit impaired, lifetime expected credit losses
along with interest income on a net basis are recognised.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
2.6 Financial instruments (continued)
Financial liabilities
The Group's financial liabilities comprise mainly trade and
other payables and bank overdrafts in the consolidated statement of
financial position. These financial liabilities are initially
recognised at fair value and subsequently measured at amortised
cost in accordance with IFRS 9.
2.7 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 annually.
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.
2.8 Other intangible assets
IAS 38 - Intangible Assets includes guidance on the accounting
for Research and Development expenditure. Such an intangible asset
is a resource that is controlled by the entity as a result of past
events (for example, purchase or self-creation) and from which
future economic benefits (inflows of cash or other assets) are
expected. The three critical attributes of an intangible asset
are:
-- identifiability
-- control (power to obtain benefits from the asset)
-- future economic benefits (such as revenues or reduced future costs)
Identifiability
An intangible asset is identifiable when it:
-- is separable (capable of being separated and sold,
transferred, licensed, rented, or exchanged, either individually or
together with a related contract) or
-- arises from contractual or other legal rights, regardless of
whether those rights are transferable or separable from the entity
or from other rights and obligations.
Development expenditure - whether purchased or self-created
(internally generated) is an example of an intangible asset,
governed under IAS 38.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
2.8 Other intangible assets (continued)
Recognition criteria
IAS 38 requires an entity to recognise an intangible asset (at
cost) if, and only if:
-- it is probable that the future economic benefits that are
attributable to the asset will flow to the entity; and
-- the cost of the asset can be measured reliably.
IAS 38 includes additional recognition criteria for internally
generated intangible assets.
Expenditure on the research phase of an internal project is
expensed as incurred. Expenditure in the development phase of an
internal project is capitalised if the entity can demonstrate:
a) the technical feasibility of completing the intangible asset
so that it will be available for use or sale.
b) its intention to complete the intangible asset and use or sell it.
c) its ability to use or sell the intangible asset.
d) how the intangible asset will generate probable future
economic benefits. Among other things, the entity can demonstrate
the existence of a market for the output of the intangible asset or
the intangible asset itself or, if it is to be used internally, the
usefulness of the intangible asset.
e) the availability of adequate technical, financial and other
resources to complete the development and to use or sell the
intangible asset.
f) its ability to measure reliably the expenditure attributable
to the intangible asset during its development.
The probability of future economic benefits must be based on
reasonable and supportable assumptions about conditions that will
exist over the life of the asset.
If an entity cannot distinguish the research phase of an
internal project to create an intangible asset from the development
phase, the entity treats the expenditure for that project as if it
were incurred in the research phase only.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
2.8 Other intangible assets (continued)
The Group context of IAS 38
Since the early start-up stages of the business, the Group has
and continues to invest significant expenditure in research and
development into new animal treatments and therapies. This has
resulted in a significant family of pharmaceutical treatments for
pigs and poultry. Branded as Aivlosin, this product has developed
over 20 years into treatments for multiple respiratory and
intestinal infections - each of which have separate regulatory and
marketing approvals in each target market. The work to bring
Aivlosin from the laboratory to the commercial farm has moved
through the classical phases of pharmaceutical development and the
ECO Animal Health R&D model can be described by the following
broad phases:
-- The discovery phase - in vitro, in laboratory
-- The proof of concept phase - key efficacy trials in small groups of animals
-- The exploratory development phase - optimisation of dose, economic validation
-- The full development phase - building the data set for dossier submission
-- Submission of an application for regulatory approval
-- Marketing and regulatory approval granted - commercial revenue begins
The application of the principles of IAS 38 to the above model
is to treat expenditure on Research and Development as an expense
until the likely commercial benefits that will flow from the
project can be judged to be highly probable. This means that the
technical feasibility (judged by reference to efficacy) must be
certain, the economic feasibility (judged by reference to
manufacturing methodology, market intelligence, overall programme
cost) has to be highly probable and the likelihood of gaining
regulatory approval must be judged to be highly probable. The
Directors consider that capitalisation will generally commence once
a project enters the full development phase.
In practice, work that is undertaken to build towards regulatory
approval for a new treatment claim using Aivlosin (or other
product) or an approval for marketing Aivlosin in a new
geographical market can be viewed as starting at the full
development phase and are likely to meet the capitalisation
criteria whereas costs in relation to some of the Group's more
recently announced projects (for example the vaccine collaboration
projects with The Pirbright Institute) would be considered to have
not yet met the criteria for capitalisation and should have
therefore been expensed. Such projects' costs are likely to meet
the capitalisation requirements once they are approved internally
to commence the full development phase, subject to careful
consideration of residual technical feasibility/risk.
Amortisation of capitalised expenditure is determined with
reference to the point at which regulatory approval is given to the
product to which the expenditure relates. For historic periods, the
approach adopted has been to amalgamate the expenditure incurred on
all projects relating to the same product, since the last
regulatory approval and then identify the next nearest regulatory
approval given for that product in either the same or a subsequent
half-year. Amortisation begins in the half-year following the
receipt of regulatory approval. A full six months of amortisation
is charged in the first half-year for which costs are
amortised.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
2.8 Other intangible assets (continued)
Where the Group has capitalised costs which relate to multiple
products, a proportional method is adopted to determined what ratio
of costs capitalised to date should be subject to amortisation.
This method first looks at capitalised costs that relate to
specific products and identifies the proportion of such costs that
are subject to amortisation at the end of any given half-year
period. The ratio thus calculated is then applied to those costs
that relate to multiple products to determine the portion that
should be subject to amortisation.
These approaches have been modified where it is possible to
allocate an individual capitalised cost to a single identifiable
project. In these cases the start date for amortisation is the
half-year following the half-year period in which the project
receives regulatory approval. Where regulatory approval has not
been received for a project, the amortisation has not started.
Amortisation is provided at rates calculated to write off the
cost less estimated residual value of each asset over its expected
useful life, as follows:
Aivlosin 5% on cost
Ecomectin 10% on cost
Trade marks and patents 10% on cost
2.9 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 10%-20 % on cost
Fixtures, fittings and equipment 10%-20 % on cost
Motor vehicles 25 % on cost
Freehold land and buildings valuations are measured as a level 3
recurring fair value measurement. The property is professionally
valued by a qualified surveyor at least once every three years.
Surpluses (which are not reversals of previous deficits) arising
from the periodic valuations are taken to other comprehensive
income, and deficits (which are not reversals of previous
surpluses) are taken to the income statement within administrative
expenses. Depreciation is provided at a rate calculated to expense
the valuation less estimated residual value over the remaining
useful life of the building at a rate of 2% per annum on a straight
line basis. Land is not depreciated.
2.10 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
or not available for use, an impairment test is performed at each
year end.
In assessing value in use, the expected future cashflows 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.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
2.10 Impairment of non-financial assets (continued)
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 for costs other than
goodwill 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 and no reversal of
impairment losses recognised on goodwill.
2.11 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 fair value as a level 3 recurring fair
value measurement.
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 income statement within
administrative expenses.
2.12 Investments in subsidiaries
An investment in a subsidiary is where the Group own a
controlling interest in an entity. Investments in subsidiaries are
stated at cost less impairment in the Parent Company's statement of
financial position.
Other non-current asset investments are stated at fair value.
They are recognised or derecognised on the date when the contract
for acquisition or disposal requires the delivery of that
investment.
An impairment is recognised in profit or loss when there is
objective evidence that the asset is impaired and is measured as
the difference between the investment's carrying amount and the
present value of estimated future cashflows 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.
2.13 Joint Arrangements
A joint arrangement 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.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
2.13 Joint Arrangements (continued)
The group classifies its interests in joint arrangements as
either:
- Joint ventures: where the group has rights to only the net assets of the joint arrangement
- Joint operations: where the group has both the rights to
assets and obligations for the liabilities of the joint
arrangement.
In assessing the classification of interests in joint
arrangements, the Group considers:
- The structure of the joint arrangement
- The legal form of joint arrangements structured through a separate vehicle
- The contractual terms of the joint arrangement agreement
- Any other facts and circumstances (including any other contractual arrangements).
The Group has interests in joint operations. The Group
recognises its share of the assets, liabilities, income, expenses
and cashflows of joint operations combined with the equivalent
items in the consolidated financial statements on a line by line
basis.
2.14 Investments in Associates
An associate is an entity in which an investor has significant
influence but not control or joint control. Significant influence
is defined as "the power to participate in the financial and
operating policy decisions but not to control them".
The Group reports its interests in associates using the equity
method of accounting. Under this method, an equity investment is
initially recorded at cost (subject to initial fair value
adjustment if acquired as part of the acquisition of a subsidiary)
and is subsequently adjusted
to reflect the Group's share of the net profit or loss of the
associate. If the Group's share of losses of an associate equals or
exceeds its "interest in the associate", the Group discontinues
recognising its share of further losses. If the associate
subsequently reports profits, the investor resumes recognising its
share of those profits only after its share of the profits equals
the share of losses not recognised.
2.15 Leasing
The Group assesses at contract inception whether a contract is,
or contains, a lease. That is, if the contract conveys the right to
control the use of an identified asset for a period of time in
exchange for consideration.
The Group applies a single recognition and measurement approach
for all leases under IFRS 16, except for short-term leases and
leases of low-value assets.
Right-of-use assets
The Group recognises right-of-use assets at the commencement
date of the lease, which is the date the underlying asset is
available for use. Right-of-use assets are measured at cost, less
any accumulated depreciation and impairment losses, and adjusted
for any re-measurement of lease liabilities. The cost of
right-of-use assets includes the amount of lease liabilities
recognised, initial direct costs incurred, and lease payments made
at or before the commencement date, less any lease incentives
received. Right-of-use assets are depreciated on a straight-line
basis over the lease term.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
2.15 Leasing (continued)
If ownership of the leased asset transfers to the Group at the
end of the lease term or the cost reflects the exercise of a
purchase option, depreciation is calculated using the estimated
useful life of the asset.
The right-of-use assets are also subject to impairment. Refer to
the accounting policies in the section 2.10 for further
details.
Lease liabilities
At the commencement date of the lease, the Group recognises
lease liabilities measured at the present value of the lease
payments to be made over the lease term. The lease liabilities
include the present value of the following lease payments:
-- fixed payments (including in-substance fixed payments), less
any lease incentives receivable;
-- variable lease payments that are based on an index or a rate,
initially measured using the index or rate as at the commencement
date;
-- amounts expected to be payable by the Group under residual value guarantees;
-- the exercise price of a purchase option if the Group is
reasonably certain to exercise that option; and
-- payments of penalties for terminating the lease, if the lease
term reflects the Group exercising that option.
Lease payments to be made under reasonably certain extension
options are also included in the measurement of the liability.
The lease payments are discounted using the interest rate
implicit in the lease. If that rate cannot be readily determined,
the lessee's incremental borrowing rate is used, being the rate
that the individual lessee would have to pay to borrow the funds
necessary to obtain an asset of similar value to the right-of-use
asset in a similar economic environment with similar terms,
security and conditions. In addition, the carrying amount of lease
liabilities is re-measured if there is a modification, a change in
the lease term, a change in the lease payments (for example,
changes to future payments resulting from a change in an index or
rate used to determine such lease payments) or a change in the
assessment of an option to purchase the underlying asset.
The Group is exposed to potential future increases in variable
lease payments based on an index or rate, which are not included in
the lease liability until they take effect. When adjustments to
lease payments based on an index or rate take effect, the lease
liability is reassessed and adjusted against the right-of-use
asset.
Lease payments are allocated between principal and finance cost.
The finance cost is charged to profit or loss over the lease period
to produce a constant periodic rate of interest on the remaining
balance of the liability for each period.
Extension and termination options
Extension and termination options are included in a number of
property and equipment leases across the Group. These are used to
maximise operational flexibility in terms of managing the assets
used in the Group's operations. The majority of extension and
termination options held are exercisable only by the Group and not
by the respective lessor.
The Group applies judgement in evaluating whether it is
reasonably certain whether or not to exercise the option to renew
or terminate the lease. That is, it considers all relevant factors
that create an economic incentive for it to exercise either the
renewal or termination. After the commencement date, the Group
reassesses the lease term if there is a significant event or change
in circumstances that is within its control and affects its ability
to exercise or not to exercise the option to renew or to
terminate.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
2.15 Leasing (continued)
Recognition exemptions
The Group applies the short-term lease recognition exemption to
its short-term leases, being those leases that have a lease term of
twelve months or less from the commencement date and do not contain
a purchase option.
The Group also applies the recognition exemption to leases of
which the underlying asset is of low value, comprising assets below
the Group's capitalisation threshold. Lease payments on short-term
leases and leases of low-value assets are recognised as an expense
on a straight-line basis over the lease term.
Practical expedients
The Group applies a single discount rate to a portfolio of
leases with reasonably similar characteristics.
2.16 Inventories
Inventories are valued at the lower of cost and net realisable
value. Cost is determined using the historical batch price of the
principal raw materials and the weighted average cost for other
ingredients and other product costs. The cost of finished goods
comprises raw materials, packaging costs and sub-contracted
manufacturing costs. Net realisable value is the estimated selling
price in the ordinary course of business, less any costs which
would be incurred in completing the goods ready for sale.
2.17 Trade receivables
Trade receivables are initially measured at fair value and are
subsequently measured at amortised cost using the effective
interest rate method. Trade receivables are presented net of
discounts or other variable consideration adjustments earned, where
the expectation and intention is to settle the balance net.
Impairment provisions are recognised based on the simplified
approach in accordance with IFRS 9 using a provision matrix in the
determination of the lifetime expected credit losses. See
impairment section in section '2.6 Financial instruments' for more
details.
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. Bank overdrafts are
shown within borrowings in current liabilities in the statement of
financial position.
For the purpose of the statement of cash flows, bank overdrafts
are included in the presentation of cash and cash equivalents.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
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 amortised
cost 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. The Group's revenue is principally derived from
selling goods with revenue recognised at a point in time when
control of the goods has transferred to the customer.
Revenue is shown net of value added tax, returns, rebates and
discounts and after eliminating sales within the Group. Transaction
price is determined by the contract and variable consideration
relating to discounts, free goods or volume rebates have been
constrained in estimating contract revenue that is highly probable
by using the most likely amount method.
The Group's contracts for delivery of goods are less than 12
months, there are no warranties within its sales contracts.
Revenue is recognised when the performance obligation is
fulfilled and the amount can be measured reliably. The performance
obligation is fulfilled when control of the goods passes to the
customer, which is normally in accordance with Incoterms or receipt
by customer. No goods are dispatched on a sale or return basis.
Distributors trade on their own account and not as agents.
The Group also receives interest and royalty income, which are
recognised on an accruals basis.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
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.
The present value of the defined benefit obligation less the fair
value of the plan assets is disclosed as an asset or liability in
the statement of financial position in accordance with IAS 19. The
disclosure of a net defined benefit asset is limited to the present
value of any economic benefit available in the form of refunds from
the plan or reductions in future contributions to the plan.
Actuarial gains or losses are recognised through other
comprehensive income.
2.25 Share-based payments
The Group issues equity-settled share options to certain
employees in exchange for services from those employees.
Equity-settled share options 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 date of such
equity-settled share options 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).
Fair value is measured by use of the Black-Scholes model. The
expected life used in the model has been established based on
management's best estimate of 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 24 to the accumulating share based payment charges in
reserves. Share-based payment charges are credited to retained
earnings only; the share-based payment reserve account balance is
subsumed within retained earnings.
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 profit or loss or
other 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.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
2.26 Taxation (continued)
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.
IFRIC 23 Uncertainty over Income Tax Treatments
IFIRC 23 provides guidance on the accounting for current and
deferred tax liabilities and assets in circumstances in which there
is uncertainty over income tax treatments. The interpretation
requires:
-- The Group to determine whether uncertain tax treatments
should be considered separately, or together as a group, based on
which approach provides better predictions of the resolution;
-- The Group to determine if it is probable that the tax
authorities will accept the uncertain tax treatment; and
-- If it is not probable that the uncertain tax treatment will
be accepted, measure the tax uncertainty based on the most likely
amount or expected value, depending on whichever method better
predicts the resolution of the uncertainty. The measurement is
required to be based on the assumption that each of the tax
authorities will examine amounts they have a right to examine and
have full knowledge of all related information when making those
examinations.
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.
Amounts arising from share-based payment expenses recorded in
the Group's results are recorded within retained earnings.
The cost of its own shares bought into treasury by the Company
is debited to retained earnings as required by the Companies Act
2006. A subsequent sale of these shares would result in this entry
being wholly or partly reversed with any profit on the sale being
credited to Share Premium.
Amounts arising from the revaluation of non-monetary assets and
liabilities held in foreign subsidiaries, and joint operations are
held within the foreign exchange revaluation reserve.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
2.28 Non-controlling interest
For each business combination, the Group elects to measure any
non-controlling interest in the acquiree either at fair value or at
their proportionate share of the acquiree's identifiable net
assets. Changes in the Group's interest in a subsidiary that do not
result in a loss of control are accounted for as transactions with
owners in their capacity as owner. Adjustments to non-controlling
interests are based on a proportionate amount of the net assets of
the subsidiary. No adjustments are made to goodwill and no gain or
loss is recognised in the statement of profit or loss.
2.29 Dividend distribution
Dividends are recorded when they become a legal obligation of
the Company. For final dividends, this will be when they are
approved by the shareholders at the AGM. For interim dividends,
this will be when they have been paid.
2.30 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 as follows:
Capitalisation and impairment review of intangible assets
The Group assesses development costs incurred for capitalisation
in accordance with the requirements of IAS38 and the Group's
accounting policy described in note 2.8. The stage of development
and assessment of technical and commercial feasibility, in
particular, require the use of judgements and estimates in
consultation with the new product development team.
The Group tests annually whether intangible assets with
indefinite life, or not yet available for use, 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.
The recoverable amounts of the Cash Generating Units (CGU's) to
which intangible assets are allocated 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. The Group also
reviews and quantifies the tax implications related to any
recognised impairments and these are included within tax
calculations as appropriate.
Further details of the impairment reviews performed can be found
in note 12 of the financial statements.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
2.30 Critical accounting estimates and judgements (continued)
Income taxes
The Group is subject to income taxes predominantly in the United
Kingdom but also in other jurisdictions.
Significant judgements are required in determining the provision
for income taxes including the use of tax losses and in estimating
deferred tax assets arising from unused tax losses or credits.
There are some transactions and calculations for which the ultimate
tax determination is uncertain, including tax credits for research
and development expenditures. 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.
Deferred tax assets on timing differences are recognised to the
extent by which the Directors estimate that future profits will be
generated to utilise the underlying costs or losses to which they
relate.
Pension scheme
The Group maintains one defined benefit pension scheme which has
been accounted for according to the provisions of IAS 19. 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 23 of the financial statements.
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 valuation model, as disclosed in
note 24. Variations in those assumptions in the model may have a
material impact on the Group's results and financial position at
the time of valuation.
Leases - estimating the incremental borrowing rate
Where the Group cannot readily determine the interest rate
implicit in the lease, it uses its incremental borrowing rate (IBR)
to measure lease liabilities. The IBR is the rate of interest that
the Group would have to pay to borrow over a similar term, and with
a similar security, the funds necessary to obtain an asset of a
similar value to the right-of-use asset in a similar economic
environment. The IBR therefore reflects what the Group 'would have
to pay', which requires estimation when no observable rates are
available or when they need to be adjusted to reflect the terms and
conditions of the lease.
In practice, the Group considered the following aspects in the
assessment of IBR. Once decided, the IBR will remain unchanged
unless there are modifications in lease terms or changes in the
assessment of an option to purchase the underlying asset.
A base rate that reflects economic environment and the term of
the lease. This is mainly derived from the yield of a government
bond issued by the country in which the Group has in scope leases.
Where the term of the lease does not conform with the maturity
period of the bond, the Group considered other available
information such as yields on the bonds with the nearest maturity
period, or the yield curve published by the country's treasury
department. Considering there is often a difference in the cash
flow profile between a lease and government bond, the Group has
decided to reduce the base rate by 0.05% to 0.10%.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
2.30 Critical accounting estimates and judgements (continued)
Financing factors that reflect the lessee companies' risk
premium on borrowing. Management considered the financial strength
and credit risk of the lessee companies and has estimated the
credit spread to be in the range of 1.50% to 5.00%.
Asset factors that reflect the quality of hypothetical security.
Depending on the location and type of underlying assets, the Group
expects the quality of security in this hypothetical borrowing
transaction to vary. For example, the right to use a warehouse in
rural areas may provide less relevant security compared to
commercial office in a major city's central business district.
Based on the Group's assessment, the asset factor ranges between -
0.45% to - 0.50%.
The weighted average of the discount rates applied by the Group
is as follows:
2021 2020
Property 5.9% 5.9%
Vehicle 29.0% 29.0%
Other 4.0% 4.0%
Weighted average 7.2% 7.1%
Fair value measurement
A number of assets and liabilities included in the Group's
financial statements require measurement, and/or disclosure of,
fair value.
The fair value measurement of the Group's financial and
non-financial assets and liabilities utilises market observable
inputs and data as far as possible. Inputs used in determining fair
value measurements are categorised into different levels based on
how observable the inputs used in the valuation technique utilised
are (the 'fair value hierarchy'):
- Level 1 : Quoted prices in active markets for identical items (unadjusted)
- Level 2 : Observable direct or indirect inputs other than Level 1 inputs
- Level 3 : Unobservable inputs (i.e. not derived from market data).
The classification of an item into the above levels is based on
the lowest level of inputs used that has a significant effect on
the fair value measurement of the item.
The Group measures a number of items at fair value,
including:
-- Land and buildings (note 13 );
-- Investment property (note 14 );
-- Pension and other post-retirement benefit commitments (note
23 );
-- Share-based payments (note 24 ); and
-- Initial recognition of financial instruments (note 32 ).
For more detailed information in relation to the fair value
measure of the items above please refer to the applicable
notes.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
3. Prior year restatement
Development costs capitalisation reassessment
The Group recognises certain costs as intangible assets,
including costs relating to the development of drugs registration,
patents, licenses, and distribution rights. Prior to recognising
these intangible assets, the Group assesses the assets for
attributes including identifiability, control, and future economic
benefits as set out in note 2.8 of these financial statements.
For the year ended 31 March 2020 annual report and accounts, the
Directors performed a detailed exercise to re-visit all prior
periods' capitalised development costs, in order to determine which
costs met the capitalisation criteria at the date they were
incurred, based on all available accounting records and
information, and recorded a prior period adjustment to expense all
such costs which did not meet the capitalisation criteria. The
Directors applied estimates of what proportion of capitalised
development costs should have been expensed, for periods prior to
2014, where all applicable accounting records could not be located
in the available time before the 2020 Annual Report and Accounts
were signed. Those estimates were consistent with the proportion of
capitalised costs subsequently expensed as part of the overall
prior year adjustment exercise, which considered all prior periods'
capitalised development costs, for more recent periods where
accounting records were available and reviewed.
For the year ended 31 March 2021 annual report and accounts, the
Directors revisited costs in respect of periods prior to 2014 and
completed their search for all available evidence. The Directors
also completed their search and provision of evidence to support
the capitalisation of costs, incurred during the periods from 2014
to 31 March 2018, for audit purposes.
There were certain staff costs capitalised between 31 March 2011
and 31 March 2013 where there were insufficient records to support
the time spent by certain development staff on projects qualifying
for capitalisation.
For assets recognised prior to 31 March 2011, only limited
records were available, and it was not possible to definitively
support the original recognition of these assets. The Directors
concluded, after extensive efforts, that it is no longer possible
to locate or reconstruct these records.
As the Directors identified errors in the capitalisation of
costs where sufficient records are still available, they
reconsidered the requirements of IAS 8 for those costs for which
sufficient records are not available (i.e. all costs prior to 31
March 2011 and staff costs prior to 31 March 2013) as they consider
it is likely that further errors were made but the lack of records
make it impracticable to fully quantify the errors.
The Directors concluded that, given the practical limitations to
full retrospective restatement to correct the errors and the
requirements of IAS 8 where such limitations exist, it is
appropriate to retrospectively de-recognise any capitalised
development cost balances in the balance sheet relating to the
period before 31 March 2011 and any development staff costs prior
to 31 March 2013. It is not practicable to determine what balances
should have been recognised in their place.
In order to reflect the impact of this final exercise, a
revision to the prior period adjustment in respect of development
costs recorded in the 31 March 2020 Annual Report, has been
required.
As a result, the Group has de-recognised all intangible assets
relating to drugs registration, patents, licenses, and distribution
rights recognised prior to 31 March 2011 and the aforementioned
intangible assets relating to certain development staff costs
capitalised between 31 March 2011 and 31 March 2013. The effect is
equivalent to these assets not having been recognised
originally.
The prior year restatement did not have an impact on the
individual financial statements of the Company.
The impact of the prior year restatement on the Group's
financial statements is detailed below.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
3 . Prior year restatement (continued)
Impact on the Group consolidated income statement for the year
to 31 March 2020
As Adjustments As
reported restated
GBP000's GBP000's GBP000's
Revenue 72,106 - 72,106
Cost of sales (38,742) - (38,742)
---------- ------------ ----------
Gross profit 33,364 - 33,364
Other income 105 - 105
Administrative expenses (28,274) 940 (27,334)
Profit from operating activities 5,195 940 6,135
Finance income 112 - 112
Finance costs (142) - (142)
---------- ------------ ----------
Net finance (expense)/income (30) - (30)
---------- ------------ ----------
Share of profit of associate 42 42
42 - 42
---------- ------------ ----------
Profit before income tax 5,207 940 6,147
Income tax charge (1,032) 373 (659)
---------- ------------ ----------
Profit for the year 4,175 1,313 5,488
========== ============ ==========
Profit attributable to:
Owners of the parent Company 2,582 1,313 3,895
Non-controlling interest 1,593 - 1,593
---------- ------------ ----------
Profit for the year 4,175 1,313 5,488
========== ============ ==========
Earnings per share (pence) 3.82 1.95 5.77
========== ============ ==========
Diluted earnings per share (pence) 3.67 1.87 5.54
========== ============ ==========
Earnings before Interest, Tax, Depreciation,
Amortisation, Share Based Payments
and Foreign Exchange Differences 8,362 - 8,362
========== ============ ==========
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
3 . Prior year restatement (continued)
Impact on the Group statement of comprehensive income for the
year to 31 March 2020
As Adjustments As
reported restated
GBP000's GBP000's GBP000's
Profit for the year 4,175 1,313 5,488
Other comprehensive income/(losses)
net of related tax effects:
Revaluation of freehold property (92) - (92)
Foreign currency translation differences 98 - 98
Deferred tax on property revaluations - - -
Remeasurement of defined benefit pension
schemes 12 - 12
Other comprehensive income/(losses)
for the year 18 - 18
---------- ------------ ----------
Total comprehensive income for the
year 4,193 1,313 5,506
Attributable to:
Owners of the parent Company 2,561 1,313 3,874
Non-controlling interest 1,632 - 1,632
---------- ------------ ----------
4,193 1,313 5,506
========== ============ ==========
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
3 . Prior year restatement (continued)
Impact on consolidated Statement of financial position
2020 Adjustments 2020 2019 Adjustments 2019
as reported as as reported as restated
restated
GBP000's GBP000's GBP000's GBP000's GBP000's GBP000's
Non-current assets
Intangible assets 41,439 (5,419) 36,020 41,009 (6,359) 34,650
Property, plant and equipment 2,426 - 2,426 2,144 - 2,144
Investment property 305 - 305 200 - 200
Right-of-use assets 1,658 - 1,658 1,675 - 1,675
Investments 166 - 166 116 - 116
Amounts due from subsidiary - - - - - -
Company
Deferred tax assets - - - - -
Total non-current assets 45,994 (5,419) 40,575 45,144 (6,359) 38,785
Current assets
Inventories 17,264 - 17,264 19,477 - 19,477
Trade and other receivables 28,353 - 28,353 23,333 - 23,333
Income tax recoverable 1,265 - 1,265 827 - 827
Other taxes and social
security 652 - 652 462 - 462
Cash and cash equivalents 11,877 - 11,877 16,863 - 16,863
------------- ------------ ---------- ------------- ------------ -------------
Total current assets 59,411 - 59,411 60,962 - 60,962
------------- ------------ ---------- ------------- ------------ -------------
TOTAL ASSETS 105,405 (5,419) 99,986 106,106 (6,359) 99,747
Current Liabilities
Trade and other payables (14,486) - (14,486) (13,363) - (13,363)
Borrowings (2,032) - (2,032) - - -
Income tax payable (940) - (940) (816) - (816)
Other taxes and social
security - - - (533) - (533)
Lease liabilities (342) - (342) (330) - (330)
Dividends (50) - (50) (49) - (49)
------------- ------------ ---------- ------------- ------------ -------------
Current liabilities (17,850) - (17,850) (15,091) - (15,091)
------------- ------------ ---------- ------------- ------------ -------------
Net current assets/(liabilities) 41,561 - 41,561 45,871 - 45,871
------------- ------------ ---------- ------------- ------------ -------------
Total assets less current
liabilities 87,555 (5,419) 82,136 91,015 (6,359) 84,656
Non-current liabilities
Deferred tax (636) 373 (263) - - -
Lease liabilities (1,424) - (1,424) (1,440) - (1,440)
TOTAL ASSETS LESS TOTAL
LIABILITIES 85,495 (5,046) 80,449 89,575 (6,359) 83,216
============= ============ ========== ============= ============ =============
EQUITY
Issued share capital 3,377 - 3,377 3,372 - 3,372
Share premium account 62,882 - 62,882 62,650 - 62,650
Revaluation reserve 572 - 572 664 - 664
Other reserves 106 - 106 106 - 106
Foreign exchange reserve 526 - 526 467 - 467
Retained earnings 12,266 (5,046) 7,220 17,214 (6,359) 10,855
------------- ------------ ---------- ------------- ------------ -------------
Shareholders' funds 79,729 (5,046) 74,683 84,473 (6,359) 78,114
Non-controlling interests 5,766 - 5,766 5,102 - 5,102
------------- ------------ ---------- ------------- ------------ -------------
Total equity 85,495 (5,046) 80,449 89,575 (6,359) 83,216
============= ============ ========== ============= ============ =============
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
3 . Prior year restatement (continued)
Impact on the Group statement of cash flows for the year ended
31 March 2020:
As Adjustments As
reported restated
GBP000's GBP000's GBP000's
Cash flows from operating activities
Profit/(loss) before income tax 5,207 940 6,147
Adjustment for:
Finance income (112) - (112)
Finance cost 142 - 142
Foreign exchange gain/(loss) 62 - 62
Depreciation 334 - 334
Amortisation of right-of-use assets 389 - 389
Revaluation of investment property (64) - (64)
Amortisation of intangible assets 1,685 (940) 745
Share of associate's results (42) - (42)
Impairment of investments - - -
Share based charge 284 - 284
Dividends received - - -
Operating cash flows before movements
in working capital 7,885 - 7,885
Change in inventories 2,212 - 2,212
Change in receivables (5,209) - (5,209)
Change in payables 603 - 603
---------- ------------ ----------
Cash generated from operations 5,491 - 5,491
Finance costs (17) - (17)
Income tax (1,076) - (1,076)
---------- ------------ ----------
Net cash from operating activities 4,398 - 4,398
---------- ------------ ----------
Cash flows from investing activities
Acquisition of property, plant and equipment (767) - (767)
Disposal of property, plant and equipment - - -
Purchase of intangibles (2,115) - (2,115)
Finance income 112 - 112
Dividends received - - -
---------- ------------ ----------
Net cash (used in)/from investing activities (2,770) - (2,770)
---------- ------------ ----------
Cash flows from financing activities
Proceeds from borrowings (note 20) 2,032 (2,032) -
Proceeds from issue of share capital 237 - 237
Interest paid on lease liabilities (125) - (125)
Principal paid on lease liabilities (364) - (364)
Dividends paid (8,421) - (8,421)
---------- ------------ ----------
Net cash (used in)/from financing activities (6,641) (2,032) (8,673)
---------- ------------ ----------
Net increase/(decrease) in cash and cash
equivalents (5,013) (2,032) (7,045)
Foreign exchange movements 27 - 27
Balance at the beginning of the period 16,863 - 16,863
Balance at the end of the period 11,877 (2,032) 9,845
========== ============ ==========
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
4. Segment information
Management has determined the operating segments based on the
reports reviewed by the Board to make strategic decisions. The
Board considers the business from a geographical perspective.
Geographically, management considers the performance in the
Corporate/UK, China and Japan, North America, South and South East
Asia, Latin America, Europe and the Rest of the World.
Revenues are geographically allocated by the destination of
customer.
The performance of these geographical segments is measured using
Earnings before Interest, Tax, Depreciation and Amortisation
("Adjusted EBITDA*"), adjusted to exclude share based payments
expenses.
Corporate China North S & Latin Europe Rest Total
/U.K. & Japan America SE Asia America of World
GBP000's GBP000's GBP000's GBP000's GBP000's GBP000's GBP000's GBP000's
Year ended 31 March
2021
Revenue from external
customers 1,471 58,906 13,887 9,118 14,265 6,580 1,380 105,607
---------- --------- --------- --------- --------- --------- ---------- ---------
Sale of goods 1,471 58,906 13,887 9,118 14,265 6,580 1,204 105,431
Royalties - - - - - - 176 176
---------- --------- --------- --------- --------- --------- ---------- ---------
1,471 58,906 13,887 9,118 14,265 6,580 1,380 105,607
---------- --------- --------- --------- --------- --------- ---------- ---------
Adjusted EBITDA** (17,644) 26,080 4,973 3,390 3,260 1,597 515 22,171
Total Assets 33,136 59,568 8,109 3,165 9,641 2,250 754 116,623
========== ========= ========= ========= ========= ========= ========== =========
Year ended 31 March
2020
Revenue from external
customers 1,768 23,148 11,635 14,175 12,601 7,590 1,189 72,106
---------- --------- --------- --------- --------- --------- ---------- ---------
Sale of goods 1,768 23,148 11,635 14,175 12,601 7,590 1,032 71,949
Royalties - - - - - - 157 157
---------- --------- --------- --------- --------- --------- ---------- ---------
1,768 23,148 11,635 14,175 12,601 7,590 1,189 72,106
---------- --------- --------- --------- --------- --------- ---------- ---------
Adjusted EBITDA** (15,011) 6,499 4,196 6,266 2,286 2,951 636 7,823
Total Assets - restated 25,504 31,417 17,212 7,968 12,355 4,585 945 99,986
========== ========= ========= ========= ========= ========= ========== =========
During the year, the revenue from sales to one particular
customer in the 'China & Japan' segment was GBP15,692,000
(2020: GBP5,898,000), which is greater than 10 percent of the
revenue of the Group.
Goodwill and other intangible assets are initially allocated to
the geographical segments on the basis of the proportion of sales
achieved by each segment.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
4. Segment information (continued)
A reconciliation of adjusted EBITDA for reportable segments to
profit from operating activities is provided as follows:
2021 2020
GBP000's GBP000's
Restated*
Adjusted EBITDA for reportable
segments 22,171 7,823
Depreciation (430) (334)
Amortisation of right-of-use assets (403) (389)
Revaluation of investment property - 64
Amortisation (898) (745)
Share-based payment charges (123) (284)
Profit from operating activities 20,317 6,135
========= ==========
* Please refer to note 3 for further details on the prior year restatement.
**Adjusted EBITDA reported for the segments includes foreign
exchange gains and losses. The Adjusted EBITDA for the Group is
presented in note 6 .
Product Revenues
2021 2020
GBP000's GBP000's
Aivlosin 87,549 60,686
Ecomectin 4,234 3,951
Others 13,824 7,469
Total 105,607 72,106
========= =========
Contract Balances
2021 2020
Within one year or on demand GBP000's GBP000's
At 1 April 594 847
--------- ---------
Amounts included in contract liabilities that was
recognised as revenue during the period (594) (847)
Cash received in advance of performance and not
recognised as revenue during the period 2,155 594
At 31 March 2,155 594
========= =========
The Group recognised contract liabilities of GBP2,155,000 at 31
March 2021 (2020: GBP594,000). The Group does not hold any long
term sales contracts and any rebates, discounts or free goods
incentives are settled and recognised as revenue within the next
accounting period. Contract balances are reported within trade and
other payables on the Statement of Financial Position.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
5. Other income
2021 2020
GBP000's GBP000's
Management charges - 7
Sundry income 319 98
319 105
--------- ---------
6. Result from operating activities
2021 2020
Notes GBP000's GBP000's
Restated*
Result from operating activities is stated
after charging/(crediting):
Cost of inventories recognised as an expense 51,864 38,381
Employee benefits expenses 14,867 9,968
Amortisation of intangible assets 12 898 745
Depreciation 13 430 334
Amortisation of right-of-use assets 15 403 389
Revaluation of investment property 14 - (64)
Loss/(gain) on foreign exchange transactions 2,230 539
Research and development 8,072 8,775
Impairment losses on trade receivables (65) 139
Fees payable to the Company's auditor for
the audit of the parent Company and Group
annual accounts 442 54
Fees payable to the Company's auditor and
its associates for the audit of the Company's
subsidiaries 475 47
Fees payable to the Company's auditor for the audit of the
parent Company and Group annual accounts, for the year ended 31
March 2021, were GBP350,000 (2020: GBP414,000), and fees payable to
the Company's auditor and its associates for the audit of the
Company's subsidiaries were GBP48,000 (2020: GBP460,000).
2021 2020
GBP000's GBP000's
Restated*
Earnings before interest, tax, depreciation,
amortisation and impairment, share-based
payments and foreign exchange differences
(adjusted EBITDA)
Profit from operating activities 20,317 6,135
Depreciation 430 334
Amortisation of right-of-use assets 403 389
Revaluation of investment property - (64)
Amortisation 898 745
Share-based payments 123 284
--------- -----------
22,171 7,823
Foreign exchange differences 2,230 539
--------- -----------
Adjusted EBITDA 24,401 8,362
--------- -----------
* Please refer to note 3 for further details on the prior year restatement.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
6 . Result from operating activities (continued)
Management believe that adjusted EBITDA is an appropriate
measure of the Group's performance as it is the initial source for
all re-investment and for all returns to shareholders. Investors,
bankers and analysts all focus on this important measure of
underlying performance because it enables them to make judgements
about the Group's ability to generate sufficient cash to meet all
the re-investment needs of the business while still providing
adequate returns to shareholders. Therefore, adjusted EBITDA has a
direct relationship with the value of the Group and is seen by our
investors as a Key Performance Indicator for management.
The following items are adjusted for in the calculation of
adjusted EBITDA as defined by the Group.
Item Rationale for Adjustment
Depreciation and Amortisation These items are a result of
past investments and therefore,
although they are correctly
recorded as a cost of the business,
they do not reflect current
or future cash outflows.
Additionally, Depreciation and
Amortisation calculations are
subject to judgement regarding
useful lives and residual values
of particular assets and the
adjustment removes the element
of judgement.
Revaluation of Investment Property These are subject to judgement
and do not reflect cash flows.
Gains and Losses on Disposal These items are a result of
of Fixed Assets and Impairment past investments and therefore,
of Intangibles although they are correctly
recorded as income or cost of
the business, they do not reflect
current or future cash outflows.
Share Based Payments This item is subject to judgement
and will never be reflected
in the Group's cash flows.
Foreign Exchange differences Since the key driver of this
figure is the revaluation of
monetary assets denominated
in foreign currency at the period
end, which may reverse prior
to settlement, taking this figure
out of the EBITDA figure removes
volatility from the performance
measure. Foreign exchange movements
are largely outside of the Group's
control, so this gives a better
measure of the Group's progress
than statutory profit measures
which include them.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
7. Finance income/(expense)
2021 2020
GBP000's GBP000's
Finance income
Interest received on short term bank deposits 129 112
Finance costs
Interest paid (79) (18)
Interest paid on lease liabilities (121) (124)
(200) (142)
--------- ---------
(71) (30)
========= =========
8. 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.
2021 2020 Restated*
Earnings Weighted Per share Earnings Weighted Per share
average amount average amount
number number
of shares of shares
GBP000's 000's pence GBP000's 000's pence
Earnings attributable
to ordinary shareholders
on continuing operations
after tax 8,158 67,559 12.08 3,895 67,530 5.77
Dilutive effect of
share options - 44 (0.01) - 2,783 (0.23)
Diluted earnings per
share 8,158 67,603 12.07 3,895 70,313 5.54
--------- ----------- ---------- --------- ----------- ----------
Diluted earnings per share takes into account the dilutive
effect of share options.
* Please refer to note 3 for further details on the prior year restatement.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
9. Taxation
2021 2020
GBP000's GBP000's
Restated*
Current tax
Foreign corporation tax on profits for the
year 5,921 1,520
Withholding tax on intercompany dividend 31 54
Research and development tax credits claimed
in the year (1,569) (1,000)
Research and development tax credits - adjustment
for prior year (752) 196
Deferred tax
Origination and reversal of temporary differences 4 (186)
Due to change in effective rate - 75
Income tax charge 3,635 659
========= ===========
Origination and reversal of temporary differences (84) 373
Due to change in effective rate - 1
========= ===========
Deferred tax recognised through reserves (84) 374
========= ===========
GBP000's GBP000's
Restated*
Factors affecting the tax charge for the
year
Profit on ordinary activities before taxation 20,284 6,147
========= ===========
Profit on ordinary activities before taxation
multiplied by the applicable rate of UK
corporation tax of 19% (2020: 19%) 3,854 1,168
Effects of:
Non-deductible expenses 326 165
Non-chargeable credits (141) (68)
Right-of-use assets depreciation (40) (35)
Withholding tax on inter-company dividends 31 54
Enhanced allowance on research and development
expenditure (990) (560)
Adjustment in respect of prior years (751) (196)
Different tax rate for foreign subsidiaries 1,273 165
Reduced effective deferred tax rate - 76
Origination and reversal of temporary differences (116) (346)
Unused tax losses carried forward 189 236
Income tax charge 3,635 659
========= ===========
* Please refer to note 3 for further details on the prior year restatement.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
9 . Taxation (continued)
2021 2020
% %
Restated*
Applicable tax rate per UK legislation 19.00 19.00
Effects of:
Non-deductible expenses 1.61 2.69
Non-chargeable credits (0.70) (1.10)
Right-of-use assets depreciation (0.20) (0.56)
Withholding tax on inter-company dividends 0.15 0.88
Enhanced allowance on research and development
expenditure (8.58) (12.30)
Adjustment in respect of prior years (3.70) (3.19)
Different tax rate for foreign subsidiaries 6.28 2.68
Reduced effective deferred tax rate - 1.24
Origination and reversal of temporary differences (0.57) (5.63)
Unused tax losses carried forward 0.93 3.84
Effective tax rate 17.92 10.74
======= ===========
Future tax changes
On 5 March 2021 it was announced that the rate of UK corporation
tax would be increased to 25% from 1 April 2023; however, at the
reporting date of 31 March 2021, this change had not been
substantively enacted. As such, the UK deferred tax assets and
liabilities have been calculated based on the enacted rate of
19%.
At the year ended 31 March 2021 the Group had unused overseas
tax losses amounting to GBPnil (2020: GBP3.8 million) for which no
deferred tax asset has been recognised.
10. Profit for the financial year
2021 2020
GBP000's GBP000's
Parent Company's profit/(loss) for the financial
year (903) (151)
========= =========
The Company has elected to take the exemption under Section 408
of the Companies Act 2006 not to present the Parent Company income
statement.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
11. Dividends
2021 2020
GBP000's GBP000's
Cash dividends on ordinary shares declared
and paid:
Interim dividend for the year ended 31 March
2019 at 4.0p per ordinary share (settled
12 April 2019) - 2,698
Final dividend for the year ended 31 March
2019 at 7.04p per ordinary share (settled
16 October 2019) - 4,755
- 7,453
========================================================= =========
Proposed dividends on ordinary shares:
Final dividend for the year end 31 March 677 -
2021 at 1.0p per ordinary share
========= =========
The Board of Directors proposes that a dividend of 1.0p per
ordinary share to be paid for the year ended 31 March 2021 (2020:
GBPnil).
Proposed dividends on ordinary shares are subject to approval at
the annual general meeting and are not recognised as a liability as
at date of the Statement of Financial Position.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
12. Intangible fixed assets
Group Goodwill Distribution Drug registrations, Total
rights patents
and license
costs
GBP000's GBP000's GBP000's GBP000's
Cost
At 31 March 2019 - as reported 17,930 1,442 39,470 58,842
Prior year adjustment - (1,035) (18,608) (19,643)
At 31 March 2019 - as restated 17,930 407 20,862 39,199
Additions - - 2,115 2,115
At 31 March 2020 - as restated 17,930 407 22,977 41,314
Additions - - 986 986
At 31 March 2021 17,930 407 23,963 42,300
--------- ------------- -------------------- ---------
Amortisation
At 31 March 2019 - as reported - (735) (17,098) (17,833)
Prior year adjustment - 635 12,649 13,284
At 31 March 2019 - as restated - (100) (4,449) (4,549)
Charge for the year - (70) (1,615) (1,685)
Prior year adjustment - 50 890 940
At 31 March 2020 - as restated - (120) (5,174) (5,294)
Charge for the year - (19) (879) (898)
At 31 March 2021 - (139) (6,053) (6,192)
--------- ------------- -------------------- ---------
Net Book Value
At 31 March 2021 17,930 268 17,910 36,108
========= ============= ==================== =========
At 31 March 2020 - as restated 17,930 287 17,803 36,020
========= ============= ==================== =========
At 31 March 2019 - as restated 17,930 307 16,413 34,650
========= ============= ==================== =========
The amortisation and impairment charges are included within
administrative expenses in 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 ranged from 4 to 20 years.
Please refer to note 3 for further details on the prior year
restatement.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
12 . Intangible fixed assets (continued)
The carrying value of goodwill is attributable to the following
cash generating units:
Entity Date of acquisition 2021
& 2020
GBP000's
ECO Animal Health Limited 1 October 2004 17,359
Zhejiang Eco Biok Animal Health Products
Limited 1 April 2007 94
24 December
ECO Animal Health Japan Inc 2009 477
17,930
=========
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.
The Group prepares cashflow forecasts that cover the two year
period after the Statement of Financial Position date and then
extrapolates them assuming a 3 % annual growth rate which is well
below the past performance of the business. The Directors believe
that the long-term growth rate assumed does not exceed the average
long-term growth rate for the relevant markets.
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 8 % (2020: 8%) . Management
considers that there is adequate headroom when comparing the net
present value of the cashflows to the carrying value of goodwill to
conclude that no impairment is necessary this year. On assumptions
as at each period end the excess of recoverable amount over
carrying value is over GBP76 million (2020: GBP130 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 GBP73 million (2020: GBP119 million) more than
the carrying value and no impairment would be necessary.
The net book value of Drug registrations, patents and license
costs can be broken down as follows:
2021 2020
GBP000's GBP000's
Restated*
Aivlosin 15,161 15,041
Ecomectin 2,466 2,449
Others 283 313
17,910 17,803
========= ===========
*Please refer to note 3 for further details on the prior year
adjustment
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
12 . Intangible fixed assets (continued)
Aivlosin is a highly effective antibiotic that treats a range of
specific enteric (gut) and respiratory diseases in pigs and
poultry, ensuring a rapid return to health. In addition to the
welfare benefits, healthy animals gain weight faster, digest food
more efficiently and get to market earlier which all bring economic
benefit to the farmer. Substantial ongoing product development
covering more formulations, species and diseases is expected to
substantially further increase its revenue generating potential.
The remaining useful life is from 4 to 20 years.
Ecomectin is an endectocide that controls worms, ticks, lice and
mange in grazing stock and pigs. The remaining useful life is 0 to
10 years.
At 31 March 2021 Intangible assets included GBP5,791,000 (2020
restated: GBP4,822,000) of assets capitalised that had not
commenced their useful life, of which approximately GBP4,909,000
(2020 restated: GBP3,985,000) were Aivlosin related products. The
directors have conducted impairment reviews and no impairment is
required. Following restatement, no impairment indicators have been
identified in relation to intangible assets in commercial use.
Drug registrations and licences are amortised over their
estimated useful lives of 10 to 20 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. All such costs are
recorded in the UK/Corporate reporting segment.
The Directors have assessed the carrying value of intangible
assets for indicators of value impairment for the year ended 31
March 2021 and have concluded that no impairment is necessary.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
13. Property, plant and equipment
Group Freehold Leasehold Plant Fixtures, Motor Total
Land improvements and Machinery Fittings Vehicles
and Buildings and Equipment
GBP000's GBP000's GBP000's GBP000's GBP000's GBP000's
Cost or valuation
At 1 April 2019 760 - 1,886 1,282 82 4,010
Additions - 555 40 157 15 767
Disposals - - - (432) (6) (438)
Revaluation in the
year (145) - - - - (145)
Reclassification 53 - (937) 648 236 -
Foreign exchange movements - - (3) (5) (16) (24)
At 31 March 2020 668 555 986 1,650 311 4,170
Additions - - 64 153 2 219
Disposals - - (247) (34) (29) (310)
Foreign exchange movements (1) - (16) (21) (15) (53)
At 31 March 2021 667 555 787 1,748 269 4,026
--------------- -------------- --------------- --------------- ---------- ---------
Depreciation
At 1 April 2019 - - (978) (860) (28) (1,866)
Charge for the year (15) - (44) (241) (34) (334)
Disposals - - - 426 4 430
Revaluation in the
year 13 - - - - 13
Reclassification (7) - 310 (137) (166) -
Foreign exchange movements - - 2 - 11 13
At 31 March 2020 (9) - (710) (812) (213) (1,744)
Charge for the year (14) (103) (47) (238) (28) (430)
Disposals - - 244 29 26 299
Foreign exchange movements - - 10 10 10 30
At 31 March 2021 (23) (103) (503) (1,011) (205) (1,845)
--------------- -------------- --------------- --------------- ---------- ---------
Net Book Value
At 31 March 2021 644 452 284 737 64 2,181
=============== ============== =============== =============== ========== =========
At 31 March 2020 659 555 276 838 98 2,426
=============== ============== =============== =============== ========== =========
At 31 March 2019 760 - 908 422 54 2,144
=============== ============== =============== =============== ========== =========
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
13 . Property, plant and equipment (continued)
The freehold land and buildings at Coombe Road, New Malden was
valued at GBP615,000 at 31 March 2020 by Colliers International
Valuation UK LLP (external independent qualified valuers). The fair
value of the freehold property was determined by applying a 7.5 %
discount rate to the annual rental value of the property as
determined by local market conditions. The Group considers the fair
value of the property determined. This property will continue to be
valued on a regular basis.
Valuation Technique Significant unobservable Inter-relationship
used inputs between key unobservable
inputs and fair value
RICS Valuation - Global Reduced marketability
Standards ('Red Book * Estimated market rent and hence rent achievable
Global Standards') by the property.
* Capital Value
* Price per square foot in local market.
* Yield in local market
* General condition
* Statutory searches
* Environmental matters
---------------------------------------------- ---------------------------
In determining the fair value of freehold land and buildings
level-3 fair value inputs are used. The significant unobservable
inputs used in establishing the fair value of freehold land and
buildings are the estimated market rent and capital value. The
Directors believe that the fair value of freehold land and
buildings reflects the carrying value and a significant change in
unobservable inputs would not significantly increase or reduce the
fair value of the freehold land and buildings.
The freehold property of 78 Coombe Road, New Malden is subject
to a legal charge held by the Company's bankers dated 20 March
1987.
The value of the freehold property would have been recorded at
GBP239,000 (2020: GBP249,000) on a historical cost basis.
Depreciation has been included in the administrative expenses
line in the income statement, except for GBP118,000 (2020:
GBP129,000) of depreciation of production equipment in the Chinese
subsidiary ECO Biok and for GBP6,000 (2020: GBP1,000) of
depreciation in Pharmgate Animal Health USA LLC, which are included
within cost of sales.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
13 . Property, plant and equipment (continued)
Company Freehold Fixtures, Total
Land Fittings
and Buildings and Equipment
GBP000's GBP000's GBP000's
Cost or valuation
At 1 April 2019 760 167 927
Additions - 1 1
Disposals - (154) (154)
Revaluation in the
year (145) - (145)
At 31 March 2020 615 14 629
Additions - 44 44
At 31 March 2021 615 58 673
--------------- --------------- ---------
Depreciation
At 1 April 2019 - (158) (158)
Charge for the year
restated (13) (4) (17)
Disposals - 155 155
Revaluation in the
year 13 - 13
At 31 March 2020 - (7) (7)
Charge for the year (12) (3) (15)
At 31 March 2021 (12) (10) (22)
--------------- --------------- ---------
Net Book Value
At 31 March 2021 603 48 651
=============== =============== =========
At 31 March 2020 615 7 622
=============== =============== =========
At 31 March 2019 760 9 769
=============== =============== =========
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
14. Investment property
Group and Company Freehold
Land
and Buildings
GBP000's
At 1 March 2019 200
Revaluation in 2020 105
At 31 March 2020 305
Revaluation in 2021 -
At 31 March 2021 305
===============
The property in Western Road, Mitcham was valued at GBP305,000
as at 31 March 2020 by Colliers International Valuation UK LLP
(external independent qualified valuer). The fair value of the
investment property was determined by applying a 7.75 % discount
rate to the annual rental value of the property as determined by
local market conditions. The Group considers the fair value of the
property determined in this valuation continues to be reflective of
the fair value of the property at 31 March 2021 and is not
significantly different to the open market value. No significant
costs have been incurred in the repairs and maintenance of the
property during the year.
The value of the investment property would have been recorded at
GBP130,000 on a historical cost basis.
Valuation Technique Significant unobservable Inter-relationship
used inputs between key unobservable
inputs and fair value
RICS Valuation - Global Reduced marketability
Standards ('Red Book * Estimated market rent and hence rent achievable
Global Standards') by the property.
* Capital value
* Price per square foot in local market.
* Yield in local market
* General condition
* Statutory searches
* Environmental matters
---------------------------------------------- ---------------------------
In determining the fair value of investment property level-3
fair value inputs are used. The significant unobservable inputs
used in establishing the fair value of investment property are the
estimated market rent and capital value. The Directors believe that
the fair value of investment property reflects the carrying value
and a significant change in unobservable inputs would not
significantly increase or reduce the fair value of the investment
property.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
15. Right-of-use assets
Group Property Vehicles Other Total
GBP000's GBP000's GBP000's GBP000's
Cost or valuation
At 1 April 2019 2,239 229 22 2,490
Additions 370 - - 370
Disposals (494) (33) - (527)
Foreign exchange movements (2) 2 1 1
At 31 March 2020 2,113 198 23 2,334
Additions 129 58 - 187
Disposals - (109) - (109)
Foreign exchange movements (41) - (1) (42)
At 31 March 2021 2,201 147 22 2,370
--------- --------- --------- ---------
Depreciation
At 1 April 2019 (714) (91) (10) (815)
Charge for the year (323) (61) (5) (389)
Disposals 494 33 - 527
Foreign exchange movements 1 - - 1
At 31 March 2020 (542) (119) (15) (676)
Charge for the year (347) (52) (4) (403)
Disposals - 96 - 96
Foreign exchange movements 11 - 1 12
At 31 March 2021 (878) (75) (18) (971)
--------- --------- --------- ---------
Net Book Value
At 31 March 2021 1,323 72 4 1,399
========= ========= ========= =========
At 31 March 2020 1,571 79 8 1,658
========= ========= ========= =========
At 31 March 2019 1,525 138 12 1,675
========= ========= ========= =========
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
15 . Right of use assets (continued)
Company Vehicles Other Total
GBP000's GBP000's GBP000's
Cost or valuation
At 1 April 2019 115 7 122
Additions - - -
Disposals (19) - (19)
Foreign exchange movements (1) - (1)
At 31 March 2020 95 7 102
Additions 40 - 40
Disposals (67) - (67)
Foreign exchange movements - - -
At 31 March 2021 68 7 75
--------- --------- ---------
Depreciation
At 1 April 2019 (61) (4) (65)
Charge for the year (31) (1) (32)
Disposals 19 - 19
Foreign exchange movements 1 - 1
At 31 March 2020 (72) (5) (77)
Charge for the year (23) (1) (24)
Disposals 63 - 63
Foreign exchange movements - - -
At 31 March 2021 (32) (6) (38)
--------- --------- ---------
Net Book Value
At 31 March 2021 36 1 37
========= ========= =========
At 31 March 2020 23 2 25
========= ========= =========
At 31 March 2019 54 3 57
========= ========= =========
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
16. Fixed asset investments
Group Investment Unlisted Total
in Associate investments
GBP000's GBP000's GBP000's
At 31 March 2019 107 9 116
Share of associate's result
for the year 42 - 42
Foreign exchange differences 8 - 8
At 31 March 2020 157 9 166
Share of associate's result
for the year 38 - 38
Foreign exchange differences (24) - (24)
At 31 March 2021 171 9 180
============== ================ =========
Company Unlisted Total
investments
(subsidiaries)
GBP000's GBP000's
Cost
At 31 March 2019, 2020 20,077 20,077
Disposed (25) (25)
At 31 March 2021 20,052 20,052
================ =========
Impairment
At 1 April 2019 - -
Impairment charge (45) (45)
At 31 March 2020 (45) (45)
Impairment charge - -
Disposal 25 25
At 31 March 2021 (20) (20)
================ =========
Net Book Value
At 31 March 2021 20,032 20,032
At 31 March 2020 20,032 20,032
================ =========
At 31 March 2019 20,077 20,077
================ =========
Petlove Limited, a former subsidiary of the Company, which was
fully impaired in the financial year ended 31 March 2020, was
dissolved on 27 October 2020.
The Company holds more than 20 % of the share capital of the
following companies:
Subsidiary undertakings held by the Company
Company Registered office address Country of Class Shares
registration held
or incorporation %
Zhejiang ECO Biok
Animal Health Products Zhongguan Industrial Area,
Limited Deqing, Zhejiang Province P. R. China Ordinary 3*
ECO Animal Health 78 Coombe Road, New Malden,
Limited Surrey, KT3 4QS Great Britain Ordinary 100
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
16 . Fixed asset investments (continued)
Subsidiary undertakings held by the Group
Company Registered office address Country of Class Shares
registration held
or incorporation %
ECO Animal Health
Southern Africa 228 Athol Road, Highlands
(Pty) Limited. North, Johannesburg 2192 South Africa Ordinary 100
Zhejiang ECO Biok
Animal Health Products Zhongguan Industrial Area,
Limited. Deqing, Zhejiang Province P. R. China Ordinary 51*
Shanghai ECO Biok
Veterinary Drug
Sale Company Ltd.
(via Zhejiang ECO Room 1502-3, Imago Plaza,
Biok Animal Products No. 99 Wuning Road, Ptro
Ltd.) District, Shanghai 200063 P. R. China Ordinary 51
ECO Animal Health
do Brasil Comercio Av. Dr. Cardoso de Melo,
de Produtos Veterinarios 1470, Cl311, Villa Olimpia,
Ltda. CEP 04548-005, Sao Paulo Brazil Ordinary 100
ECO Animal Health 1-2-1, Hamamatsu-cho,
Japan Inc. Minato-Ku, Tokyo Japan Ordinary 100
ECO Animal Health 344 Nassau Street, Princeton,
USA Corp. New Jersey, 08540 U.S.A. Ordinary 100
3775 Columbia Pike, Ellicott
Interpet LLC. City, Maryland, 21043 U.S.A. Ordinary 100
ECO Animal Health Av Techologico Sur 134-4,
de Mexico, S de Unidad Habitacional Moderna,
R.L. de C.V. Queretaro, 76030 Mexico Ordinary 100
Calle 4 E 43/44 N: 581
ECO Animal Health P.6 D:B La Plata, Buenos
de Argentina S.A. Aires Argentina Ordinary 100
10(th) Floor, Menara Hap
Seng, No 1 & 3, Jalan
ECO Animal Health P Ramlee, 50250 Kuala
Malaysia Sdn. Bhd. Lumpur Malaysia Ordinary 100
No 33/5, Second Floor,
Mount Kailash Building,
ECO Animal Health Meanee Avenue Road, Ulsoor
India (Private) Bangalore, Karnataka,
Ltd 560042 India Ordinary 100
ECO Animal Health 6 Northbrook Road, Dublin Republic
Europe Ltd 6, Eire of Ireland Ordinary 100
*The Group's control over its China based subsidiary Zhejiang
ECO Biok Animal Health Products Limited is achieved via a joint
holding of 51% of the entity's Ordinary share capital between the
Company (3%) and its UK based trading subsidiary ECO Animal Health
Limited (48%).
Shanghai ECO Biok Veterinary Drug Sale Company Ltd is a 100%
subsidiary of Zhejiang ECO Biok Animal Health Products Limited.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
16 . Fixed asset investments (continued)
Subsidiary undertakings held by the Group (continued)
The principal activity of these undertakings for the last
relevant financial year was as follows:
Company Name Principal activity
ECO Animal Health Limited Distribution of animal
drugs
ECO Animal Health Southern Africa (Pty) Non-trading
Limited
Zhejiang ECO Biok Animal Health Products Manufacture of animal
Limited drugs
Shanghai ECO Biok Veterinary Drug Sale Company Distribution of animal
Ltd. drugs
ECO Animal Health do Brasil Comercio de Distribution of animal
Produtos Veterinarios Ltda drugs
ECO Animal Health Japan Inc. Distribution of animal
drugs
ECO Animal Health USA Corp. Distribution of animal
drugs
Interpret LLC Non-trading
ECO Animal Health de Mexico , S. de R. L. Distribution of animal
de C. V. drugs
ECO Animal Health de Argentina S.A. Non-trading
ECO Animal Health Malaysia Sdn. Bhd Non-trading
ECO Animal Health India (Private) Ltd Non-trading
ECO Animal Health Europe Ltd Non-trading
The aggregate amount of capital and reserves and the results of
these undertakings for the last relevant financial year were:
2021 2020
Equity Profit/(loss) Equity Profit/(loss)
for the for the
year year
GBP000's GBP000's GBP000's GBP000's
ECO Animal Health Limited (5,088) (1,816) 1,021 1,834
ECO Animal Health Southern
Africa (Pty) Limited 280 4 276 19
Zhejiang ECO Biok Animal Health
Products Ltd 27,384 17,340 11,965 3,473
ECO Animal Health do Brasil
Comercio de Produtos Veterinarios
Ltda. 553 847 (227) (571)
ECO Animal Health Japan Inc. 1,398 (16) 1,505 152
ECO Animal Health de Mexico,
S. de R. L. de C. V. 578 151 141 99
ECO Animal Health USA Corp. (1,382) 111 (1,648) (997)
ECO Animal Health India (Private)
Ltd (1) (2) - -
ECO Animal Health Europe Ltd - - - -
ECO Animal Health Malaysia
Sdn Bhd (21) (1) (21) (7)
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.
All of the subsidiaries listed above were included in the
consolidation for the year.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
16 . Fixed asset investments (continued)
Zhejiang ECO Biok 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.
Interpet LLC has been excluded from consolidation as it holds no
assets or liabilities and has ceased trading.
The following trading subsidiaries have no requirement for audit
under local legislation:
ECO Animal Health do Brasil Comercio de Produtos Veterinarios
Ltda.
ECO Animal Health Japan Inc.
ECO Animal Health USA Corp.
ECO Animal Health de Mexico, S. de R. L. de C. V.
ECO Animal Health Group PLC has given statutory guarantees
against all the outstanding liabilities of ECO Animal Health Ltd,
thereby allowing its subsidiary to be exempt from the annual audit
requirement under Section 479A of the Companies Act, for the year
ended 31 March 2021.
Non-controlling interests
Zhejiang ECO Biok Animal Health Products Limited (Zhejiang ECO
Biok) and Shanghai ECO Biok Veterinary Drug Sale Company Limited
(Shanghai ECO Biok), both 51% owned subsidiaries of the Group, have
material non-controlling interests (NCI). Summarised financial
information in relation to these two subsidiaries is presented
below together with amounts attributable to NCI.
Please note that as Shanghai ECO Biok is a 100% owned subsidiary
of Zhejiang ECO Biok, the summarised results below are consolidated
on Zhejiang ECO Biok level, before wider group eliminations.
Summarised statement of comprehensive 2021 2020
income
For the year ended 31 March GBP000's GBP000's
Revenue 56,179 20,169
Cost of sales (25,527) (10,374)
Gross Profit 30,652 9,795
Administrative expenses (7,619) (5,275)
Operating profit 23,033 4,520
Other income 6 -
Finance income/(expense) 31 (67)
Profit before tax 23,070 4,453
Tax expense (5,730) (1,201)
Profit after tax 17,340 3,252
Profit/(loss) allocated to NCI 8,491 1,593
Other comprehensive income allocated
to NCI (281) 39
Dividend paid to NCI (562) (968)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
16 . Fixed asset investments (continued)
Summarised balance sheet 2021 2020
As at 31 March GBP000's GBP000's
Assets:
Property, plant and equipment 626 704
Right-of-use assets 755 891
Deferred tax assets - 30
Inventories 4,967 3,150
Trade and other receivables 18,161 6,457
Cash and cash equivalents 13,651 5,339
38,160 16,571
Liabilities:
Trade and other payables 7,785 3,306
Contract liabilities 2,155 605
Lease liabilities - short
term 82 96
Lease liabilities - long term 753 857
10,775 4,864
Accumulated NCI 13,413 5,766
Summarised cash flows 2021 2020
For the year ended 31 March GBP000's GBP000's
Cash flows from operating
activities 10,359 3,493
Cash flows from investing
activities 20 (24)
Cash flows from financing
activities (1,310) (2,192)
Foreign exchange movements (757) 17
Net increase/(decrease) in cash and
cash equivalents 8,312 1,294
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
16 . Fixed asset investments (continued)
Joint Operations
The Group also holds (by means of its ownership of ECO Animal
Health USA Corp.), a 50 % interest in Pharmgate Animal Health LLC,
which is resident in the U.S.A. Pharmgate Animal Health LLC
distributes the Group's products in the U.S.A.
The Group also holds (by means of its ownership of ECO Animal
Health Ltd) a 50 % interest in Pharmgate Animal Health Canada Inc,
which distributes its products into Canada.
The Group also holds (by means of its ownership of ECO Animal
Health Europe Ltd) a 50 % interest in ECO-Pharm Limited, based in
the Republic of Ireland. ECO-Pharm Limited has not yet commenced
trading.
Both Pharmgate Animal Health LLC and Pharmgate Animal Health
Canada Inc. have accounting years which end on 31 December.
The Group's holdings in each of the joint operations' share
capital is given in the table below:
Pharmgate Animal Health Canada Inc Holding Shares Holding
(shares) in issue %
Common Shares 100 200 50
Class A Shares 100 100 100
Class B Shares - 100 -
Pharmgate Animal Health USA LLC Holding Shares Holding
(shares) in issue %
Common Shares 100 200 50
Class A Shares 100 100 100
Class B Shares - 100 -
ECO-Pharm Limited Holding Shares Holding
(shares) in issue %
Common Shares 25,000 50,000 50
Class A Shares 1 1 100
Class B Shares - 1 -
In the case of Pharmgate Animal Health Canada Inc and Pharmgate
Animal Health USA LLC, A shares carry the rights to dividends
payable out of profits attributable to the Group. These are made up
of profits made by products supplied by the ECO Group plus 50 % of
any profit relating to new products developed jointly by the
partners to the joint operation.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
16 . Fixed asset investments (continued)
In the case of ECO-Pharm Limited, profits attributable to the
Group are made up of profits made by products supplied by the ECO
Group plus 33 % of any profit relating to new products developed
jointly by the partners to the joint operation.
The following amounts included in the Group's financial
statements are related to its interest in these joint
operations.
Pharmgate Animal Pharmgate Animal
Health LLC Health Canada
Inc
2021 2020 2021 2020
GBP000's GBP000's GBP000's GBP000's
Non-current assets 18 - - -
Current assets 1,055 2,325 545 511
Current liabilities (1,047) (2,310) (544) (510)
Sales 10,745 7,612 3,300 3,358
Profit after tax - - - -
Associated Company
The Group also holds (by means of its ownership of ECO Animal
Health Japan Inc.) a 47.62 % interest in EcoPharma.com which is
resident in Japan. This Company distributes Animal Health products
and other general merchandise within Japan.
ECO Animal Health Japan Inc's holding in EcoPharma.com is
10,000,000 shares out of a total of 21,000,000 shares.
The following amounts included in the Group's financial
statements are related to its interests in this associated
Company.
2021 2020
GBP000's GBP000's
Investments (share of net
assets)
At 1 April 157 107
Share of results for the year 38 42
Foreign exchange movement (24) 8
At 31 March 171 157
--------- ---------
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
16 . Fixed asset investments (continued)
2021 2020
Summarised financial information GBP000's GBP000's
At 31 March
Current assets 938 541
Non-current assets 44 19
Current liabilities 208 221
Non-current liabilities 415 12
Net assets (100%) 359 327
Group share of net assets
(47.62%) 171 157
Year ended 31 March
Revenue 1,704 1,634
Net profit 80 79
17. Inventories
Group Company
2021 2020 2021 2020
GBP000's GBP000's GBP000's GBP000's
Raw materials and consumables 11,488 6,734 - -
Finished goods and goods for
resale 5,433 4,397 - -
Work in progress 3,583 6,133 - -
--------- --------- --------- ---------
20,504 17,264 - -
========= ========= ========= =========
The cost of inventories recognised as an expense and included in
cost of sales in the financial year amounted to GBP51,864,000
(2020: GBP 38,381,000 ).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
18. Trade and other receivables
Group Company
2021 2020 2021 2020
GBP000's GBP000's GBP000's GBP000's
Non-current:
Amounts owed by group undertakings - - 55,909 59,295
========== ========== ========= =========
The intercompany debt is due on demand, however the company has
classified the receivable as a non-current asset as it does not
expect to realise the asset within 12 months after the reporting
period.
Group Company
2021 2020 2021 2020
GBP000's GBP000's GBP000's GBP000's
Current:
Trade receivables 29,838 25,974 - -
Other receivables 1,688 1,884 69 30
Prepayments and accrued income 926 495 212 25
--------- --------- --------- ---------
32,452 28,353 281 55
========= ========= ========= =========
As at 31 March 2021, trade receivables of GBP 3,170,000 (2020:
GBP11,402,000) due to the Group and GBPnil (2020: GBPnil) 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
2021 2020 2021 2020
GBP000's GBP000's GBP000's GBP000's
Up to 3 months past due 2,098 6,974 - -
3 to 6 months past due 468 2,899 - -
Over 6 months past due 604 1,529 - -
3,170 11,402 - -
========= ========= ========= =========
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021 18 . Trade and other receivables (continued)
As at 31 March 2021, impairment provisions of GBP 351,000 on
gross receivables of GBP729,000 (2020: GBP419,000 on gross
receivables of GBP705,000) were recognised. The impaired
receivables mainly relate to 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 Group has experienced minimal bad debt history and
considered this in arriving at the impairment provision recognised.
This consideration includes the potential risks arising from COVID
on its customers. Its experience with customers since 31 March
2021, is consistent with those considerations that credit risk has
not increased. No collateral is held against customer receivable
balances.
The ageing analysis of the impaired balances is as follows:
Group Company
2021 2020 2021 2020
GBP000's GBP000's GBP000's GBP000's
Current debt 6 152
Up to 3 months past due 97 4 - -
3 to 6 months past due 1 2 - -
Over 6 months past due 247 261 - -
351 419 - -
========= ========= ========= =========
Movement on the Group provision for impairment of trade
receivables is as follows:
Group 2021 2020
GBP000's GBP000's
Balance at 1 April 419 280
Additional provision made 71 140
(Recovered) in the year (136) -
Written off in the year - (1)
Foreign exchange movements (3) -
Balance at 31 March 351 419
========= =========
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021 18 . Trade and other receivables (continued)
The carrying amounts of trade and other receivables are
denominated in the following currencies:
Group Company
2021 2020 2021 2020
GBP000's GBP000's GBP000's GBP000's
British Pounds Sterling 1,192 759 281 55
U S Dollars 8,067 12,875 - -
Euros 1,749 2,875 - -
Chinese RMB 18,161 6,757 - -
Japanese Yen 175 841 - -
Brazilian Real 363 2,233 - -
Canadian dollars 545 511 - -
Mexican Pesos 1,997 1,499 - -
Other currencies 203 3 - -
32,452 28,353 281 55
========= ========= ========= =========
The carrying amounts of trade and other receivables are not
significantly different to their fair values.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
19. Deferred tax
Group
Deferred tax assets and liabilities are attributable to the
following:
Assets/(Liabilities) Net
2021 2020 2021 2020
GBP000's GBP000's GBP000's GBP000's
Restated* Restated*
Trade related temporary differences (2,294) (2,114) (2,294) (2,114)
Overseas trade related temporary
differences 3 30 3 30
Freehold property 8 (76) 8 (76)
Investment property (1) (19) (1) (19)
Plant and equipment (12) (77) (12) (77)
Deferred tax on share options 120 - 120 -
Tax losses carried forward 1,993 1,993 1,993 1,993
Amount (payable) after more
than one year (183) (263) (183) (263)
========== =========== ========= ===========
The movement on the deferred tax account can be summarised as
follows:
Trade-related Freehold Investment Plant Share Total
temporary property property and options
differences machinery
GBP000's GBP000's GBP000's GBP000's GBP000's GBP000's
At 1 April 2020 - restated* (91) (76) (19) (77) - (263)
(Charge) for the year through
income statement (206) - - - - (206)
Credit for the year through
income statement - - 17 65 120 202
Credit for the year through
reserves - 84 - - - 84
At 31 March 2021 (297) 8 (2) (12) 120 (183)
============== ========== =========== =========== ========= =========
Trade related temporary differences are predominantly related to
research and development tax deductions claimed in advance of
expense recognition in the income statement. 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 5 % withholding tax. The deferred tax liability in respect of
this has not been recognised.
*Please refer to note 3 for further details on the prior year
restatement.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
19 . Deferred tax (continued)
Company Freehold Investment Share Total
property property options
GBP000's GBP000's GBP000's GBP000's
At 1 April 2019 (75) (10) 85 -
(Charge) for the year through
income statement - (9) (22) (31)
(Charge) for the year through
reserves (1) - (63) (64)
At 31 March 2020 (76) (19) - (95)
---------- ----------- --------- ---------
Credit for the year through
income statement - 17 - 17
Credit for the year through
reserves 84 - - 84
At 31 March 2021 8 (2) - 6
========== =========== ========= =========
At 31 March 2021 the Group had a deferred tax asset of GBPnil on
share options (2020: GBPnil).
At the year ended 31 March 2021 the Group has an unrecognised
deferred tax asset in relation to unused overseas tax losses
amounting to GBPnil (2020: GBP700,000). These tax losses are not
expected to expire.
20. Cash and cash equivalents
Cash and cash equivalents for statement of financial position
presentation purposes, comprise cash, short-term deposits held by
the Group. The carrying amount of these assets are not
significantly different to their fair value.
Group Company
2021 2020 2021 2020
GBP000's GBP000's GBP000's GBP000's
Cash and cash equivalents 19,523 11,877 819 177
Bank overdraft - (2,032) - (2,001)
Cash and cash equivalents presented
in the statement of cash flows
(restated) 19,523 9,845 819 (1,824)
========= ========= ========= =========
Balances drawn on the bank overdraft facility are repayable on
demand and form an integral part of the cash management of the
Group and Company. In the statement of cash flows, the Group and
the Company have presented cash and cash equivalents net of
balances outstanding on bank overdrafts, which is an updated
presentation on prior year. Amounts drawn and repaid on the
overdraft facility are therefore considered as part of changes in
cash and cash equivalents and are not presented as financing cash
flows.
The presentation in the prior year has been amended
accordingly.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
20 . Cash and cash equivalents (continued)
Significant non-cash transactions from investing activities are
as follows:
Group Company
2021 2020 2021 2020
GBP000's GBP000's GBP000's GBP000's
Acquisition of property, plant
and equipment by means of leases
or not yet paid at year end 187 370 40 -
Acquisition of intangible assets 125 - - -
not yet paid at year end
21. Trade and other payables
Group Company
2021 2020 2021 2020
GBP000's GBP000's GBP000's GBP000's
Trade payables 7,918 7,608 58 189
Contract liabilities 2,155 594 - -
Other payables 683 2,093 147 197
Accruals and deferred income 3,765 4,191 319 181
14,521 14,486 524 567
========= ========= ========= =========
22. Borrowings
Group Company
2021 2020 2021 2020
GBP000's GBP000's GBP000's GBP000's
Cash and cash equivalents 19,523 11,877 819 177
Bank overdraft - (2,032) - (2,001)
Lease liabilities (1,522) (1,766) (39) (27)
Net Cash 18,001 8,079 780 (1,851)
========= ========= ========= =========
The Group has a overdraft facility in certain currencies in
respect of a pool of bank accounts held with NatWest Bank plc.
The interest rate for all currency overdrafts is 1.8% over the
relevant currency base rate and the borrowings are secured by two
debentures held over the assets of the Group. Any drawdown of this
facility is repayable on demand. The Company and ECO Animal Health
Limited have each given a guarantee to the Group's bankers for the
overdraft facility. The facility has a gross and net limit of
GBP5,000,000, which may be borrowed and repaid at will.
At 31 March 2021, the undrawn facility was GBP5,000,000 (2020:
GBP2,968,000).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
22 . Borrowings (continued)
Reconciliation of Lease Liabilities
Group Company
2021 2020 2021 2020
GBP000's GBP000's GBP000's GBP000's
Opening lease liabilities (1,766) (1,770) (29) (65)
========= ========= ========= =========
New lease liabilities (188) (359) (43) -
Repayment 500 489 35 51
Lease liabilities interest (122) (124) (11) (13)
Disposal 18 - 6 -
Foreign exchange 36 (2) 3 (2)
Closing lease Liabilities (1,522) (1,766) (39) (29)
========= ========= ========= =========
Current lease liabilities (311) (342) (7) (24)
Non-current lease liabilities (1,211) (1,424) (32) (5)
========= ========= ========= =========
The Group leases a number of properties and motor vehicles in
the jurisdictions it operates in. At 31 March 2021 there were no
termination or extension options on leases.
The Group expensed GBP55,000 for the year ended 31 March 2021
(2020: GBP47,000) for short term leases.
Group Leases Maturity
At 31 March 2021 the Group held the following number of leases
in each of the maturity categories below.
At 31 March 2021 Property Vehicle Other Total
Number Number Number Number
Up to 1 year 5 5 3 13
Between 1 - 5 years 2 5 - 7
Over 5 years 2 - - 2
Total number of leases 9 10 3 22
========= ======== ======= =======
Average remaining lease term
(in years) 7.1 1.3 0.7 3.6
At 31 March 2020 Property Vehicle Other Total
Number Number Number Number
Up to 1 year - 3 - 3
Between 1 - 5 years 5 8 3 16
Over 5 years 3 - - 3
Total number of leases 8 11 3 22
========= ======== ======= =======
Average remaining lease term
(in years) 8.7 1.6 1.6 4.2
The weighted average incremental borrowing rate applied to lease
liabilities recognised in the statement of financial position was
7.2% at 31 March 2021 (2020: 7.10%).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
22 . Borrowings (continued)
Weighted average incremental borrowing rate :
Group 2021 2020
Property 5.9% 5.9%
Vehicle 29.0% 29.0%
Other 4.0% 4.0%
Weighted average 7.2% 7.1%
------ ------
Amounts payable under lease arrangements for the Group
The undiscounted contractual cash flows payable under the
existing lease arrangements at 31 March 2021 are analysed into the
following maturity categories.
Up to Between Over Total
1 year 1 - 5 5 years
years
GBP000's GBP000's GBP000's GBP000's
Amounts payable under lease
arrangements 415 768 768 1,951
--------- --------- --------- ---------
23. Pension and other post-retirement benefit commitments
Defined Contribution Pension Scheme
The Group operates defined contribution pension schemes. 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 GBP105,000 (2020: GBP262,000).
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 2018 and updated to 31 March 2021 for IAS 19 purposes by a
qualified independent actuary. The major assumptions used by the
actuary were:
31-Mar 31-Mar
2021 2020
Discount rate 1.90% 2.40%
Pension revaluation 3.40% 2.70%
Inflation assumption with a maximum
of 5% p.a. 3.40% 2.70%
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
23 . Pension and other post-retirement benefit commitments (continued)
Mortality rates
No pre-retirement mortality is assumed (2020: none). Post
retirement mortality is based on 100 % of the SAPS "S2" normal
tables, based on the members' year of birth, improving in line with
CMI 2020 projections with a 1.25 % long term trend rate (2020: CMI
2019 ).
U nder these mortality assumptions, the expected future lifetime
for a member retiring at age 65 at the year-end would be 22.1 years
for males (2020: 22.4 years) and 24.2 years for females (2020: 24.4
years). For members retiring in 20 years' time, the expectation of
life would be 23.4 years for males (2020: 23.7 years) and 25.7
years for females (2020: 25.9 years).
The weighted average term of the liabilities is 10 years (2020:
10 years).
The scheme is exposed to a number of risks including:
-- Interest rate risk: Movements in the discount rate used could
affect the present value of the defined benefit pension
obligations.
-- Longevity risk: Changes in the estimated mortality rates of
former employees could affect the present value of the defined
benefit pension obligations.
-- Investment risk: Variations in the actual return from the
scheme's investments could affect the scheme's ability to meet its
future pension obligations
2021 2020
GBP000's GBP000's GBP000's GBP000's
Assets at start of year 1,787 1,802
Defined benefit obligation
at start of year (1,814) (1,899)
Net (liability) at 1 April (27) (97)
Return on assets 42 38
Interest cost (42) (39)
Past service cost (4) -
--------- ---------
(4) (1)
Gain/(loss) on asset return (4) (2)
(Loss)/gain on changes in assumptions (28) 14
--------- ---------
Statement of other comprehensive
income (32) 12
Employer contributions (gross) 59 59
Net (liability) at 31 March (4) (27)
========= =========
Actual assets at end of year 1,795 1,787
Actual defined benefit obligation
at end of year (1,799) (1,814)
(Loss)/gain on changes in assumptions comprises a gain of
GBP3,000 (2020: GBP4,000 loss) relating to changes in demographic
assumptions and a loss of GBP31,000 (2020: GBP18,000 gain) relating
to changes in financial assumptions.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
23 . Pension and other post-retirement benefit commitments (continued)
The pension fund assets (principally made up of annuities for
the benefit of active pensioners) are all held within a policy
managed by an insurance company regulated by the Financial Conduct
Authority of the United Kingdom and the United Kingdom Pensions
Regulator. By law, the trustees are required to act in the best
interests of participants to the schemes. Responsibility for
governance of the plans - including investment decisions and
contributions schedules lies with trustees.
Reconciliation of changes in the asset value during the year
2021 2020
GBP000's GBP000's GBP000's GBP000's
Fair value of assets at 1
April 1,787 1,802
Return on assets 42 38
Gain/(loss) on asset return (4) (2)
Employer contributions (gross) 59 59
(Decrease)/increase in secured
pensioners' value due to scheme
experience (89) (110)
Benefits paid - -
--------- ---------
Fair value of assets at 31
March 1,795 1,787
========= =========
Reconciliation of changes in the liability
value during the year
Defined benefit obligation
at 1 April 1,814 1,899
Interest cost 42 39
Past service cost 4 -
(Gain)/loss on changes in
assumptions 28 (14)
(Decrease)/increase in secured
pensioners' value due to scheme
experience (89) (110)
Benefits paid - -
--------- ---------
Defined benefit obligation
at 31 March 1,799 1,814
========= =========
The amount of annual contribution to be paid by the employer of
GBP59,000 (2020: GBP59,000) is expected to continue until December
2021.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
23 . Pension and other post-retirement benefit commitments (continued)
Year ended 31 March 2021 2020 2019 2018 2017
GBP000's GBP000's GBP000's GBP000's GBP000's
Fair value of plan assets 1,795 1,787 1,802 2,503 2,314
Present value of defined benefit
obligation 1,799 1,814 1,899 2,603 2,435
(Deficit)/Surplus in plan (4) (27) (97) (100) (121)
Experience (losses)/gains
on plan liabilities (4) (2) (38) (7) (300)
Plan Assets
2021 2020
GBP000's GBP000's
Assets under management 205 145
Annuities 1,590 1,642
Total 1,795 1,787
========= =========
Assets under management composition
2021 2020
Corporate Bonds 43.4% 37.0%
Overseas Equities 28.4% 26.1%
UK Equities 17.8% 15.6%
Property 8.9% 10.1%
Cash 1.2% 1.4%
Derivatives 0.3% -
Gilts - 9.8%
100.0% 100.0%
======= =======
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
23 . Pension and other post-retirement benefit commitments (continued)
Defined benefit obligation - sensitivity analysis
The following amounts are the effect (on the defined benefit
obligation) of reasonably possible changes to the key actuarial
assumptions, as required by IAS 19.
Actuarial assumptions - Reasonably (Decrease)/Increase in Defined
Possible Change Benefit Obligation
2021 2020
GBP000's GBP000's GBP000's GBP000's
Discount rate: +/- 0.1% (2020:
+/- 0.25%) (20) 20 (42) 44
Members' life expectancy: +/-
1 year (100) 100 (97) 101
The above sensitivity analyses are based on a change in an
assumption while holding all other assumptions constant. In
practice, this is unlikely to occur, and changes in some of the
assumptions may be correlated. When calculating the sensitivity of
the defined benefit obligation to significant actuarial assumptions
the same method (present value of the defined benefit obligation
calculated with the projected unit credit method at the end of the
reporting period) has been applied as when calculating the defined
benefit liability recognised in the Statement of financial
position.
The methods and types of assumptions used in preparing the
sensitivity analysis did not change compared to the prior
period.
The Company has given a floating charge dated 1 December 2006
over all of its assets to the trustees of the pension fund to
secure all present and future obligations and liabilities to the
pension fund.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
24. Share-based payments
The expense recognised for share-based payments made during the
year is shown in the following table:
2021 2020
GBP000's GBP000's
Total expense arising from equity settled
share-based payments transactions 123 284
========= =========
The share-based payment plans are described below:
Movements in issued share options during the year
The following table illustrates the number and weighted average
exercise prices (WAEP) of, and movements in, share options during
the period:
Options Options
2021 2021 2020 2020
000's WAEP (GBP) 000's WAEP (GBP)
Outstanding at 1 April 3,519 3.68 4,292 3.62
Granted during the period - - - -
Cancelled during the period - - (668) 3.55
Exercised during the period (149) 2.54 (105) 2.27
-
Outstanding at 31 March 3,370 3.73 3,519 3.68
Exercisable at 31 March 3,005 3.72 2,812 3.36
The average share price during the year was 253.12p (2020:
319.10p).
The maximum aggregate number of shares over which options may
currently be granted cannot exceed 10% of the nominal share capital
of the Company on the grant date. The options outstanding at 31
March 2021 had a weighted average exercise price of GBP3.73 (2020:
GBP3.68) and a weighted average remaining contractual life of 2.6
years (2020: 3.1 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 Directors and employees
who devote at least 25 hours per week to the performance of duties
or employment with the Company.
No share options have been granted in the year (2020: none).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
24 . Share-based payments (continued)
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 respectively.
An analysis of the expiry dates of the outstanding options at 31
March 2021 is given below:
Date of grant Unapproved Approved Exercise Expiry date
price
(pence)
11 October 11 8,000 186.50 11 October 21
09 October 13 11,100 196.00 09 October 23
21 August 14 14,400 161.50 07 August 24
21 August 14 5,500 161.50 07 August 21
13 February
13 February 15 34,500 200.50 25
13 February
13 February 15 121,500 200.50 22
26 August 15 24,850 265.00 26 August 25
26 August 15 511,650 265.00 26 August 22
18 December
18 December 15 600,000 312.50 22
18 January 16 10,200 315.00 18 January 26
18 January 16 252,800 315.00 18 January 23
17 February
17 February 16 19,600 312.50 26
17 February
17 February 16 400 312.50 23
01 March 16 9,600 312.50 01 March 26
01 March 16 40,400 312.50 01 March 23
12 September
12 September 16 25,100 432.50 26
12 September
12 September 16 423,900 432.50 23
15 September
15 September 16 5,900 435.00 26
15 September
15 September 16 544,100 435.00 23
21 September
21 September 17 53,475 620.00 27
21 September
21 September 17 287,525 620.00 24
12 April 18 3,900 545.00 12 April 28
23 October 18 75,200 380.00 23 October 28
23 October 18 276,800 380.00 23 October 25
19 December
19 December 18 7,800 380.00 28
19 December
19 December 18 2,200 380.00 25
3,066,775 303,625
============= ============
The market price of the shares at 31 March 2021 was 322.5p
(2020: 220.0p) with a range in the year of 198.0p to 371.0p (2020:
135.0p to 445.0p).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
24. Share-based payments (continued)
The Company uses a Black-Scholes model to value share-based
payments and the following table lists the inputs to this model for
the last five years. No new options were issued in the year ended
31 March 2021.
2021 2020 2019 2018 2017
Vesting period (years) n/a n/a 3 3 3
Option expiry (years) 7-10 7-10 7-10
yrs yrs yrs
Dividends expected on the shares 1.90% 1.10% 1.50%
Risk free rate (average) 1.00% 1.00% 1.00%
Volatility of share price 20.00% 20.00% 20.00%
Weighted average fair value
(pence) 51.0 98.6 61.4
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.
25. Share capital
2021 2020
GBP000's GBP000's
Authorised
68,100,000 ordinary shares of 5p each 3,405 3,405
10,790 deferred ordinary shares of
10p each 1 1
32,334 convertible preference shares
of GBP1 each 32 32
3,438 3,438
========= =========
Allotted, called up and fully
paid
67,696,416 (2020: 67,547,626) ordinary
shares of 5p each 3,379 3,377
========= =========
During the year 148,790 shares were issued at a premium of
GBP367,000 as a result of the exercise of options by employees.
(2020: 104,500 shares at a premium of GBP232,000).
All share issued are non-redeemable and rank equally in terms of
voting rights (one vote per share); rights to participate in all
approved dividend distribution for that class of shares; and right
to participate in any capital distribution on winding up.
The shares in the original or any increased capital of the
Company may be issued with such preferred, deferred or other
special rights or restrictions, whether in regard to dividend,
voting, return of capital as the Company may from time to time
determine.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
26. Non-controlling (minority) interests
2021 2020
Restated*
GBP000's GBP000's
Balance as at 1 April 5,766 5,102
Share of subsidiary's profit for the year 8,491 1,593
Share of foreign exchange gain/(loss) on
net investment (281) 39
8,210 1,632
Share of dividend paid by subsidiary (562) (968)
Balance as at 31 March 13,414 5,766
========= ===========
27. Other reserves
The Group and Company held a Capital redemption reserve of
GBP106,000 as at 31 March 2021 (2020: GBP106,000).
Included in the Group's foreign currency revaluation reserve are
the following exchange movements on consolidation of the
subsidiaries and joint operations listed below:
At Movement At
31 March in the 31 March
2020 year 2021
GBP000's GBP000's GBP000's
In respect of:
Zhejiang ECO Biok Animal Health Products
Limited 894 (259) 635
ECO Animal Health do Brasil Comercio
de Produtos Veterinarios Ltda (346) (66) (412)
ECO Animal Health Japan Inc. 94 (90) 4
ECO Animal Health USA Corp. (67) 155 88
ECO Animal Health de Mexico, S. de R.
L. de C. V. (60) 286 226
Pharmgate LLC 11 (3) 8
Foreign currency differences attributable
to owner credited directly to reserves 526 23 549
========== ========= ==========
28. Capital commitments
The Group had no authorised capital commitments as at 31 March
2021 (2020: GBPNil).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
29. Directors' emoluments
2021 2020
GBP000's GBP000's
Emoluments for qualifying services 1,086 847
Company pension contributions to money
purchase schemes 34 26
Share-based payments 1 70
Benefits in kind 5 11
1,126 954
========= =========
During the year no directors exercised share options (2020:
none) realising a gain of GBPnil (2020: GBPnil).
The highest paid director received GBP541,000 (2020: GBP385,000)
including GBP1,000 (2020: GBP38,000) of share-based payments and
GBP10,000 (2020: GBP10,000) of pension contributions.
30. Employees
Number of employees
The average number of employees (including Directors) during the
year was:
2021 2020
Number Number
Directors 5 5
Production and development 66 66
Administration 48 45
Sales 88 88
207 204
======= =======
Employment costs (including amounts capitalised)
2021 2020
GBP000's GBP000's
Wages and salaries 13,776 9,584
Share-based payments 123 284
Social security costs 863 764
Other pension costs 105 269
14,867 10,901
========= =========
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
31. Related party transactions
During the year ended 31 March 2020 Julia Trouse, a longstanding
former Director and Company Secretary of the Group, withdrew cash
from the Company totalling GBP25,748 which was recorded in the
Company and Group's financial statements as administrative costs in
each period.
Mrs Trouse withdrew further cash over an extended period
starting in 2014, the cumulative amount of which was GBP322,109 as
at 31 March 2020 (GBP296,361 as at 31 March 2019; and GBP249,441 as
at 31 March 2018). These withdrawals were not approved, were
outside the normal course of the Group's business and were in
excess of Mrs Trouse's contractual remuneration levels. The highest
total value of withdrawals in any year was GBP87,187. No
reimbursement of these withdrawals was assumed at any of the
reporting dates to 31 March 2020, therefore all amounts remain
expensed in the periods in which each payment was made and no asset
for reimbursement was included in the financial statements as at 31
March 2020. Mrs Trouse resigned as a director of the Company on 19
August 2019 and ceased employment with the Company on 31 January
2020.
The Group's Internal Audit department identified the payments
and reported their findings to the Board in April 2020. Further
work was performed to help assess the full extent of the
withdrawals. Mrs Trouse agreed to repay these amounts to the
Company and Group and a repayment of GBP307,113 was made in August
2020. No interest was received. The reimbursement is recorded as
Other Income in the financial statements for the year ending 31
March 2021.
Mrs Trouse has repaid the remaining balance without interest in
February 2021.
During the year ended 31 March 2020, the group paid consultancy
fees of GBP14,500 (2021: GBPnil) to Clemo Consultancy Ltd, a
company in which B Clemo a former director (resigned 19 August
2019) had significant control.
During the year Mr P Lawrence (a significant shareholder) and
his family received dividends to the value of GBPnil (2020:
GBP489,000).
The other Directors and their families received dividends to the
value of GBPnil (2020: GBP1,000).
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 GBP775,000
(2020: GBP475,000) and charged interest of GBP875,000 (2020:
GBP890,000) to the subsidiary company. Both of these transactions
were made through the inter-company account and were eliminated on
consolidation.
During the year Zhejiang ECO Biok Animal Health Products Limited
paid dividends of GBP45,000 to ECO Animal Health Group plc (2020:
GBP77,000) and GBP540,000 to ECO Animal Health Limited (2020:
GBP930,000).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
31 Related party transactions (continued)
Key management compensation
The Group regards the Board of Directors as its key
management.
2021 2020
GBP000's GBP000's
Salaries and short-term benefits 1,092 858
Retirement benefits 33 26
Share-based payments 1 70
1,126 954
========= =========
The number of Directors for which retirement benefits were
accruing was 2 (2020: 4).
32. Financial instruments
The Group uses financial instruments comprising borrowings, cash
and cash equivalents 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 capital and liquidity risk, credit risk and foreign
currency risks and they are summarised below. The policies have
remained unchanged throughout the year.
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 cash and cash equivalents in note 20 , borrowings
in note 22 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.
The Group's objectives when maintaining capital are:
- to safeguard the entity's ability to continue as a going
concern, so that it can continue to provide returns for
shareholders and benefits for other stakeholders; and
- to provide an adequate return to shareholders by pricing
products and services commensurately with the level of risk.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021
32 . Financial instruments (continued )
The Group sets the amount of capital it requires in proportion
to risk. The group manages its capital structure and makes
adjustments to it in the light of changes in economic conditions
and the risk characteristics of the underlying assets. In order to
maintain or adjust the capital structure, the Group may adjust the
amount of dividends paid to shareholders, return capital to
shareholders, issue new shares, or sell assets to reduce debt.
As an AIM quoted company, our governance framework is
underpinned by the AIM Rules and the Quoted Companies Alliance
(QCA) Corporate Governance Code 2018 (the 'QCA Code'). In addition
to the QCA Code, we monitor developments and guidance in the UK
Corporate Governance Code, applicable to main market listed
companies, to keep abreast of matters which we feel could also be
embedded as best practice as part of a progressive approach. We
also review the Investment Association guidelines and seek to
comply with these where applicable.
At 31 March 2021, the Group was contractually obliged to make
repayments as detailed below:
2021 2020
Within one year or GBP000's GBP000's
on demand
Trade payables 7,918 7,608
Other payables 683 2,093
Accruals 3,765 4,191
Borrowings - 2,032
12,366 15,924
========= =========
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 is
limited because the counterparties are banks with good credit
ratings.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021 32 . Financial instruments (continued )
The Group operates in certain geographical areas which are from
time to time subject to restrictions in the free movement of funds.
The Board seeks to minimise the Group's exposure to these markets
but the nature of our business makes it impossible to eliminate
this exposure completely.
None of those receivables has been subject to a significant
increase in credit risk since initial recognition and,
consequently, 12-month expected credit losses have been recognised,
and there are no non-current receivable balances lifetime expected
credit losses.
Currency risk
The Group operates in overseas markets particularly through its
subsidiaries in China, Brazil, Mexico, the USA and Japan as well as
its joint operation in Canada and is therefore subject to currency
exposure on transactions undertaken during the year. The Group does
some simple economic hedging of receivables when the Board feels it
is appropriate to do so and foreign exchange differences on
retranslation of foreign monetary items are recorded in
administrative expenses in 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:
US Dollar Euros Chinese Japanese Brazilian Canadian Mexican Other
RMB Yen Real Dollar Peso
2021 GBP000's GBP000's GBP000's GBP000's GBP000's GBP000's GBP000's GBP000's
Trade and other
receivables 8,063 1,749 17,783 160 359 533 1,849 175
Trade and other
payables (3,773) (757) (5,273) (64) (74) (498) (87) (134)
Cash and cash equivalents 2,331 248 14,140 271 1,165 305 217 58
Total 6,621 1,240 26,650 367 1,450 340 1,979 99
========== ========= ========= ========= ========== ========= ========= =========
US Dollar Euros Chinese Japanese Brazilian Canadian Mexican Other
RMB Yen Real Dollar Peso
2020 GBP000's GBP000's GBP000's GBP000's GBP000's GBP000's GBP000's GBP000's
Trade and other
receivables 12,850 2,875 6,650 837 2,230 511 1,472 3
Trade and other
payables (1,183) (12) (3,375) (233) (131) (129) (329) (1)
Cash and cash equivalents 4,527 525 5,609 80 360 452 200 123
Total 16,194 3,388 8,884 684 2,459 834 1,343 125
========== ========= ========= ========= ========== ========= ========= =========
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEARED 31 MARCH 2021 32 . Financial instruments (continued )
At 31 March 2021 the Group was mainly exposed to the US Dollar,
Euro, Chinese RMB, Japanese Yen, Brazilian Real, Canadian Dollar
and Mexican Peso. The following table details the effect of a 10%
movement in the exchange rate of these currencies against sterling
when applied to outstanding monetary items denominated in foreign
currency as at 31 March 2021.
2021 2020
GBP000's GBP000's
U S Dollar 736 1,799
Euro 138 376
Chinese RMB 2,961 987
Japanese Yen 41 76
Brazilian Real 161 273
Canadian Dollar 38 93
Mexican Peso 220 149
Analysis of financial instruments by category
Group Financial Financial Total
assets liabilities
2021 GBP000's GBP000's GBP000's
Trade and other receivables 31,526 - 31,526
Cash and cash equivalents 19,523 - 19,523
Trade and other payables - (12,416) (12,416)
Amounts due under
leases - (1,522) (1,522)
Borrowings - - -
2020 GBP000's GBP000's GBP000's
Trade and other receivables 27,858 27,858
Cash and cash equivalents 11,877 - 11,877
Trade and other payables - (13,892) (13,892)
Amounts due under
leases - (1,766) (1,766)
Borrowings - (2,032) (2,032)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)
FOR THE YEAR ENDED 31 MARCH 2021
32 . Financial instruments (Continued)
Analysis of financial instruments by category (continued)
Company
Financial Financial Total
assets liabilities
2021 GBP000's GBP000's GBP000's
Trade and other receivables 69 - 69
Cash and cash equivalents 819 - 819
Trade and other payables - (574) (574)
Amounts due under
leases - (39) (39)
Borrowings - - -
Amounts due from group undertakings 55,909 55,909
2020 GBP000's GBP000's GBP000's
Trade and other receivables 30 - 30
Cash and cash equivalents 177 - 177
Trade and other payables - (567) (567)
Amounts due under
leases - (29) (29)
Borrowings - (2,001) (2,001)
Amounts due from group undertakings 59,295 59,295
All financial assets and 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.
33. Post balance sheet events
Retirement of the Chief Executive Officer
Marc Loomes, who joined ECO Animal Health Group plc in 2004,
became Managing Director in 2005 and CEO in 2010, has informed the
Board that he plans to retire on the 31 December 2022.
The Board has commenced a process with a leading executive
search consultancy to identify and appoint a successor to take over
from Marc during the 2022-23 financial year.
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END
FR DKPBQCBKDBOB
(END) Dow Jones Newswires
July 26, 2021 02:00 ET (06:00 GMT)
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