28th Jun 2013 07:00
MEDILINK-GLOBAL UK LIMITED
("Medilink", the "Company" or the "Group")
FINAL RESULTS
Medilink-Global UK Limited (AIM: MEDI), the electronic health card network service provider, is pleased to announce its audited results for the year ended 31 December 2012. A copy of the annual report and accounts and notice of the Company's annual general meeting, to be held at 4th Floor, Office Tower, Syed Kechik Foundation Building, Jalan Kapas, 59100 Kuala Lumpur, Malaysia on 29 July 2013 at 11.00 am (Malaysian time) has been posted to shareholders today and will be available shortly from the Company's website, www.medilink-global.com.
OPERATIONAL HIGHLIGHTS
Medilink (Beijing) TPA Co., Ltd ("Medilink China"), a wholly owned subsidiary of Medilink-Global UK Limited, continues to secure and renew its Third Party Administrator ("TPA") contracts with reputable and established insurers in China.
·; On 1 Aug 2012, Medilink China renewed its contract with Generali China Life Insurance Co. Ltd("Generali China") for a further 3 year period up to 31 July, 2015.
·; Medilink China has entered into a 3 year TPA contract (renewable on 29 August, 2015) with New China Life Insurance Company Limited, a China-based provider of life insurance services and products; headquartered in Beijing, the People's Republic of China.
·; In October 2012, a 1 year TPA contract was entered into between Medilink China and Quality Healthcare Management Service Ltd Hong Kong, a member of Fortis Global Healthcare. The contract will be automatically renewed upon its expiry date, 30 September, 2013.
·; A 3 year TPA contract (renewable on 30 November, 2015) was entered into between Medilink China and Yong An Insurance Company Limited in December 2012. The insurer was established in 1996 in Xi'an China, it has 20 provincial branches and almost 800 agencies in China. As of 2010, it had captured 1.44% of China's insurance market. The management team of Medilink China is confident that this contract will aid significant growth in TPA membership levels in the near future.
·; In January 2013, a 3 year TPA contract (renewable on 31 December, 2015) was entered into between Medilink China and PICC Health Insurance Company Limited, Shenzhen Branch.
·; In February 2013, a 3 year contract between Medilink China and Sun Life Everbright Life Insurance Company Limited was concluded and will be renewable on 31 January, 2016. The insurer was founded in 2002 and based in Tianjin, China. The company operates as a subsidiary of China Everbright (Group) Co., Ltd.
·; In June 2013, a 1 year contract between Medilink China and Mongol Daatgal LLC, a Mongolia insurance company, was concluded and will be renewable on 31 May, 2014.
·; On 1 March 2012, Datalink Technologies Sdn Bhd (a wholly owned subsidiary of the Company), renewed its Managed Care System maintenance contract with Great Eastern Life Assurance Berhad for one year and it was automatically renewed for another year upon its expiry on 29 February, 2013.
·; On 1 October 2012, Datalink Healthcard Network Sdn Bhd (a wholly owned subsidiary of the Company) renewed a contract with AXA Affin General Insurance Berhad ("AXA"), a relationship which has now been operating successfully for 10 years.
·; The Directors believe there is still an untapped / under-served market especially in the Small and Medium Enterprises, Government-link agencies, Government-link bodies and Government-link Corporations ("GLCs"- collectively referred to as Government-link ABC). Datalink Healthcard Network Sdn Bhd ("DHN") is now focusing its marketing effort in there areas. It has made good progress and has signed up 5 GLCs since the period end.
·; In line with our corporate vision of building a global brand by using our corporate name, Medilink- Global consistently in all markets, the Registrar of Companies has approved our application for the name change for its Malaysian operating subsidiary, from Datalink Healthcard Network Sdn Bhd to MedilinkGlobal (M) Sdn Bhd, in November 2012.
For further information contact:
MediLink-Global UK Limited Shia Kok Fat, Chief Executive Officer www.medilink-global.com
| Tel: + 603 2296 3028 |
Allenby Capital Limited (Nominated Adviser and Broker) Nick Athanas, James Reeve
| Tel: +44 (0)20 3328 5656 |
CHAIRMAN'S STATEMENT
Medilink-Global UK Limited is pleased to present the Group's results for the year ended 31 December 2012.
FINANCIAL REVIEW
The Group recorded revenue of £2.08 million (2011 revenue: £1.85 million) and a loss after taxation of
£0.70 million (2011: loss after taxation £3.34 million) for the year ended 31 December 2012. The
increase in revenue was particularly evident in Malaysia and China. The core TPA business continued to grow steadily at 19% over the previous year. The overall increase in revenue of 13% was lower as a result of the smaller contribution from software licensing of £91K (2011 - £175K). However the cost of sales remained at similar levels to 2011 and as a result gross margins increased from 32% in 2011 to 39% for 2012. The gross profit generated improved by £222K, an increase of 38% over the previous year. The operating cost decreased significantly by £2.44 million from last year mainly as a result of the occurrence in 2011 of an impairment cost of £1.36 million and a share based payment charge of £0.85 million. When these elements are stripped out the administrative costs remained relatively static. This represents a positive sign that the Group is heading towards sustainability in the coming financial year.
GROUP'S OPERATIONS REVIEW
China
Revenue from our China operations continued to grow steadily, achieving a growth rate of 38% to
£0.56 million (China revenue for 2011: £0.405 million) as a result of growth in membership enrolment arising from the TPA Contracts with the Insurance Companies. Its operating cost had stabilised which resulted in a marginal increase of 8% over the previous year.
The average monthly revenue per employee during the year for China operations of £1,090 was an improvement of 42% compared to the previous year figure of £768. We expect the monthly average revenue per employee for China will continue to improve as business volumes increase.
To date, we have signed TPA contracts with 28 insurance companies and 1 corporate customer, of which 8 came on board during the FY 2012. At the end of 2012, there were 348 (2011 : 270) healthcare providers operating in our network in China.
As stated in the previous year's report, it takes a number of months before newly signed-up insurance companies make an impact on revenue in terms of membership enrolment. The increase in membership levels is now beginning to gather pace. The number of members increased by over 4,800 in 2012, which was almost double last year increase. We expect membership levels to accelerate more intensively during the coming year.
Malaysia
The Board's decision to direct the company's resources to focus on TPA business in Malaysia has produced a positive outcome in TPA businesses with revenue growth of 26% compared to 2011. The company's intensified foray into the corporate market and government-linked organisations during the year are expected to produce significant TPA business in the coming financial year. The acquisition of INGMalaysia by AIA is an important corporate development which we expect to create a positive impact for Medilink-Global Malaysia in terms of larger business volume and enhanced market position by virtue that the newly-merged insurance entity has become the number one insurer in the country in terms of total premium size and policy holders' base.
Singapore
As previously reported the Group relocated its Singapore operations to Malaysia in the last quarter of 2011, in order to improve the efficiency of the Group and as a cost saving measure, which has effectively reduced underlying operating cost by 13%. Revenue in Singapore decreased by 2% over the previous year and the number of healthcare providers in our network remained at 146.
PROSPECTS
Medilink will continue to provide excellent services to its customers and we anticipate the Group will be heading towards sustainability for the coming FY 2013 or in early FY 2014.
We will continue to strengthen all areas of the organisation and maintain our position as a leading regional TPA with a global servicing capacity.
The Company will continue to monitor its cash position, which is currently constrained. Cost cutting measures implemented during 2012 and 2013 have assisted in this regard. The Directors will continue to explore options for supplementing the Company's cash resources, which may or may not include new investment at either the Company or subsidiary level.
ACKNOWLEDGMENTS
On behalf of the board, I would like to extend our thanks to our business partners, customers, associates, healthcare providers and valued shareholders for their support throughout the year. We also wish to thank the management and staff of the entire Medilink-Global Group for their continued loyalty and commitment in discharging their duties.
Norman LottChairman
28 June 2013
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2012
Note | |||
2012 | 2011 | ||
£'000 | £'000 | ||
Revenue | 3 | 2,084 | 1,848 |
Cost of sales | (1,274) | (1,260) | |
Gross profit | 810 | 588 | |
Other income | 15 | 50 | |
Administrative expenses | (1,527) | (3,964) | |
Operating loss | (702) | (3,326) | |
Finance expenses | 7 | (3) | (12) |
Loss before taxation | (705) | (3,338) | |
Taxation | 8 | - | - |
Loss after taxation attributable to equity holders | (705) | (3,338) | |
Other comprehensive income | |||
Exchange difference on translation of foreign subsidiaries | (32) | (20) | |
Total comprehensive income for the year attributable to equity holders | (737) | (3,358) | |
Loss per ordinary share (pence) | 19 | ||
Basic | (0.58) | (2.80) | |
Diluted* | (0.58) | (2.80) |
The notes to the financial statements form an integral part of these financial statements.
* In accordance with IAS 33 "Earnings per share" and as the Group has reported a loss for the period the shares are not diluted. The Group has not issued any instruments with dilutive effects.
All operations of the Group are continuing.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AT 31 DECEMBER 2012
Note | 2012 | 2011 | |
ASSETS | £'000 | £'000 | |
Non-current assets | |||
Property plant and equipment | 9 | 116 | 171 |
Intangible assets | 10 | 3,200 | 3,278 |
Total non-current assets | 3,316 | 3,449 | |
Current assets | |||
Trade receivables | 12 | 1,303 | 837 |
Other receivables | 12 | 223 | 148 |
Cash and cash equivalents | 13 | 196 | 290 |
Total current assets | 1,722 | 1,275 | |
TOTAL ASSETS | 5,038 | 4,724 | |
EQUITY | |||
Equity attributable to the equity holders of Medilink-Global UK Ltd: | |||
Share capital | 18 | 6,045 | 6,045 |
Share premium | 1,507 | 1,507 | |
Reserves | (4,990) | (4,253) | |
Total equity | 2,562 | 3,299 | |
Current liabilities | |||
Trade payables | 14 | 847 | 313 |
Other payables | 14 | 762 | 620 |
Advance from directors and a shareholder | 14 | 508 | 449 |
Hire purchase liabilities | 15 | 3 | 3 |
Total current liabilities | 2,120 | 1,385 | |
Non-current liabilities | |||
Hire purchase liabilities | 15 | 12 | - |
Advance from a director | 17 | 300 | - |
Deferred tax | 16 | 44 | 40 |
Total non-current liabilities | 356 | 40 | |
TOTAL EQUITY AND LIABILITIES | 5,038 | 4,724 |
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2012
2012 | 2011 | |
£'000 | £'000 | |
Cash flows from operating activities | ||
Loss before taxation | (705) | (3,338) |
Adjustments for: | ||
Amortisation of intangible assets | 88 | 88 |
Depreciation of property, plant and equipment | 120 | 195 |
Gain on disposal of property, plant and equipment | (1) | (2) |
Impairment loss on trade and other receivables | - | 408 |
Impairment loss on goodwill | - | 1,100 |
Fair value of shares transferred to employees and directors | - | 845 |
Finance costs | 3 | 12 |
Cash from operating activities before changes in working capital | (495) | (692) |
Decrease/(increase) in trade and other receivables | (550) | 73 |
Increase in trade and other payables | 729 | 195 |
Cash flow from operations | (316) | (424) |
Tax refund | - | 12 |
Interest paid | (3) | (12) |
Net cash flow from operations | (319) | (424) |
Investing activities | ||
Purchase of property, plant and equipment | (48) | (237) |
Proceed from disposal of property, plant and equipment | - | 15 |
Cash flow used in investing activities | (48) | (222) |
Financing activities | ||
Proceed from loan by a shareholder | - | 93 |
Loan from a director | 300 | - |
Repayment of hire purchase liabilities | (5) | (19) |
Cash flow from financing activities | 295 | 74 |
Net decrease in cash and cash equivalents | (72) | (572) |
Effect of exchange rate changes | (22) | (18) |
Cash and cash equivalents at the beginning of the year | 290 | 880 |
Cash and cash equivalents at the end of the year | 196 | 290 |
The notes to the financial statements form an integral part of these financial statements.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2012
Share Capital | Share premium | Exchange reserve | Retained earnings | Total | |
£'000 | £'000 | £'000 | £'000 | £'000 | |
Balance at 1 January 2011 | 5,946 | 1,502 | (75) | (1,561) | 5,812 |
Loss for the year | - | - | - | (3,338) | (3,338) |
Exchange differences | - | - | (20) | - | (20) |
Total comprehensive income for the year | - | - | (20) | (3,338) | (3,358) |
Issue of shares | 99 | 5 | - | (104) | - |
Transfer of shares from shareholders to employees and directors | - | - | - | 845 | 845 |
Balance at 31 December 2011 | 6,045 | 1,507 | (95) | (4,158) | 3,299 |
Loss for the year | - | - | - | (705) | (705) |
Exchange differences | - | - | (32) | - | (32) |
Total comprehensive income for the year | - | - | (32) | (705) | (737) |
Balance at 31 December 2012 | 6,045 | 1,507 | (127) | (4,863) | 2,562 |
The notes to the financial statements form an integral part of these financial statements.
NOTES TO THE FINANCIAL INFORMATION
FOR THE YEAR ENDED 31 DECEMBER 2012
1. General information
The Company was incorporated in Jersey as a limited liability par value company under the laws of Jersey, with the name Medilink-Global UK Limited and with company number 99680. The Company is governed by its articles of association and the principal statute governing the Company is Jersey law. The liability of the members of the Company is limited. The Company's registered office is Queensway House, Hilgrove Street, St Helier Road, Jersey, JE1 1ES. The Company is domiciled in Jersey. The Company's principal place of business is Asia.
These financial statements are presented in Pound Sterling ("£") and rounded to the nearest thousand ("000"). The functional currency of the entities in the Group is the Malaysian Ringgit as that is the Currency of the primary economic environment in which the Group operates. The directors have chosen to present these financial statements in Pound Sterling due to the international exposure and shareholders of the entity.
2. Basis of preparation
The financial information has been prepared in accordance with International Financial Reporting Standards as adopted by the European Union and using accounting policies which are consistent with those adopted in the financial statements, with the following comment in respect of going concern made in note 2(v) to the financial statements:
"The directors report that after making enquiry, they have a reasonable expectation that the company and the Group have adequate resources to continue in operational existence. For this reason, they continue to adopt the going concern basis in preparing the financial statements. The Group's ability to continue as a going concern is reliant upon continuing shareholder support or successfully obtaining alternative means of funding as it moves towards self-sustainability and to finance its on-going expansion. In considering the appropriateness of this basis of preparation, the Directors have reviewed the Company's working capital forecasts and performed sensitivity analysis thereon and the key inputs into these can be found in note 10 in the annual report and accounts. They believe that the increasing revenues from trading activities and the support of key shareholders will be sufficient for the Group's purposes for a minimum of 12 months from the date of the approval of these financial statements. The Directors have considered and assessed the letter of support provided by these key shareholders and are satisfied that theywill and can, if required, provide the support for the development of the growth over atleast the next twelve months from signing these financial statements. If the Group was unable to secure sufficient funding to enable it to continue on a going concern basis then adjustments would be necessary to write down assets to their recoverable amounts, reclassify fixed assets and long-term liabilities as current and provide for additional liabilities."
The financial information set out in this announcement does not constitute the Group's statutory financial statements for the year ended 31 December 2011, but was derived from those financial statements. The auditors have reported on the statutory financial statements for the year ended 31 December 2012; this report was unqualified but included the following emphasis of matter:
"In forming our opinion on the financial statements, which is not modified, we have considered the adequacy of the disclosure made in note 2 (v) to the financial statements concerning the company's ability to continue as a going concern. The financial statements have been prepared on the going concern basis, which depends on the continued shareholder support and the generation of increased revenues. These conditions, along with the other matters explained in note 2 (v) to the financial statements, indicate the existence of a material uncertainty which may cast significant doubt about the company's ability to continue as a going concern. The financial statements do not include the adjustments that would result if the company was unable to continue as a going concern."
The financial information set out in this announcement was approved by the board on 28 June 2013.
The directors do not recommend the payment of a dividend.
3. Business segments
The Group applies IFRS 8 Operating Segments. Per IFRS 8 operating segments are based on internal reports about components of the group, which are regularly reviewed and used by the Board of Directors being the Chief Operating Decision Maker ("CODM") for strategic decision making and resource allocation, in order to allocate resources to the segment and to assess its performance. The Group's reportable operating segments are as follows:
i) Third party administrator
ii) Software licensing
The CODM monitors the operating results of each segment for the purpose of performance assessments and making decisions on resource allocation. The management has organised the entity based on differences in products and services. Third party administrator segment is derived from aggregating China, Malaysia and Singapore entity while Software licensing segment represent a single entity from Malaysia. Performance is based on external and internal revenue generations and profit before tax, which the CODM believes are the most relevant in evaluating the results relative to other entities in the industry. Segment assets and liabilities are presented inclusive of inter-segment balances, as inter-segment pricing. Information regarding each of the operations of each reportable segment is included below.
2012 | Third party administrator | Software licensing | Consolidation | Total |
£'000 | £'000 | £'000 | £'000 | |
External revenue | 1,993 | 91 | - | 2,084 |
Internal revenue | - | - | - | - |
Total revenue | 1,993 | 91 | - | 2,084 |
Interest revenue | - | - | - | - |
Interest expenses | (3) | - | - | (3) |
Depreciation and amortization | 207 | 1 | - | 208 |
Corporation tax | ||||
Earnings before tax (EBT) | (520) | (62) | (123) | (705) |
Assets | 2,714 | 148 | 2,176 | 5,038 |
Liabilities | (5,398) | (298) | 3,220 | (2,476) |
(i) The assets of third party administrator are including the goodwill on consolidation of £3,038,000 (2011: £3,038,000)
Revenues from two customers amounted to £476,610: ING Insurance Bhd £243,685 and AXA Insurance Bhd £ 232,925 (2011: £506,000: ING Insurance Bhd £310,000 and AXA Insurance Bhd £196,000), arising from sales by third party administrator segment.
2011 | Third party administrator | Software licensing | Consolidation | Total |
£'000 | £'000 | £'000 | £'000 | |
External revenue | 1,673 | 175 | - | 1,848 |
Internal revenue | - | 74 | (74) | - |
Total revenue | 1,673 | 249 | (74) | 1,848 |
Interest revenue | 1 | - | - | 1 |
Interest expenses | (11) | - | - | (11) |
Depreciation and amortization | (270) | 13 | - | (283) |
Share of associate undertakings' loss
| - | - | - | - |
Corporation tax | ||||
Earnings before tax (EBT) | (3,180) | (158) | - | (3,338) |
Assets | 3,430 | 263 | 1,031 | 4,724 |
Liabilities | (4,599) | (349) | 3,523 | (1,425) |
The geographical split of revenue and non-current assets arises as follows:
2012 | Jersey | Singapore | China | Malaysia | Total |
£'000 | £'000 | £'000 | £'000 | £'000 | |
Revenue | - | 597 | 563 | 924 | 2,084 |
Intangible assets | 33 | - | - | - | 162 |
Goodwill | 3,038 | - | - | - | 3,038 |
PPE | - | 1 | 61 | 54 | 116 |
2011 | Jersey | Singapore | China | Malaysia | Total |
£'000 | £'000 | £'000 | £'000 | £'000 | |
Revenue | - | 6-8 | 4-5 | 835 | 1,848 |
Intangible assets | 107 | - | - | 133 | 240 |
Goodwill | 107 | - | - | - | 3,038 |
PPE | - | 9 | 92 | 70 | 171 |
4. Loss from operation has been arrived at after charging/(crediting):
2012 | 2011 | |
£'000 | £'000 | |
Unrealised loss/(gain) on exchange difference | 73 | 47 |
Depreciation | 120 | 195 |
Amortisation of intangible assets | 88 | 88 |
Auditor remuneration - audit of the company accounts | 30 | 24 |
-non audit services | 1 | 2 |
Impairment of goodwill | - | 1,100 |
Impairment of loan | - | 260 |
Operating lease payment | 142 | 112 |
| ||
5. Directors emoluments
2012 | 2011 | |
£'000 | £'000 | |
Directors' remuneration | 22 | 21 |
Directors' fees | 41 | 32 |
63 | 53 |
All the executive directors have a fixed base fee or salary and participate in discretionary bonus arrangement, according to the performance as determined by the Remuneration Committee.
2012 | 2011 | |
£'000 | £'000 | |
Executive | ||
Shia Kok Fat | 47 | 17 |
Yap Tai Tee | - | - |
Chien Shien Yee | 4 | 21 |
Non-executive | ||
Norman Lott | 12 | 12 |
Ng Lai Siang | - | 3 |
Total | 63 | 53 |
6. Staff costs
2012 | 2011 | |
£'000 | £'000 | |
Wages and salaries | 856 | 967 |
Defined contribution plans | 150 | 126 |
1,006 | 1,093 | |
7. Finance expenses
2012 | 2011 | |
£'000 | £'000 | |
Finance cost bank borrowing and hire purchase | 3 | 12 |
3 | 12 | |
8. Taxation
2012 | 2011 | |
£'000 | £'000 | |
Current tax charge | - | 7 |
Deferred tax | - | 7 |
Factors affecting tax charge | ||
Loss before tax | (705) | (2,083) |
Tax at the corporate rate 26% (2011: 28%) | ||
Tax effects of: | (183) | (583) |
Non deductible expenses | 183 | 583 |
Reversal charges of deferred tax liability | - | 7 |
7 |
The applicable tax of the Group is derived from the consolidation of all Group companies applicable tax band on their domestic tax rates.
9. Property, plant and equipment
GROUP 2012 | |||||
Computer, office equipment | EDC terminals | Furniture, fitting & renovation | Motor vehicles | Total | |
£'000 | £'000 | £'000 | £'000 | £'000 | |
Cost | |||||
As at 1 January 2012 | 295 | 440 | 86 | 1 | 822 |
Exchange differences | 3 | 8 | 1 | - | 12 |
Additions | 26 | 10 | - | 19 | 55 |
Disposal | (1) | (1) | |||
As at 31 December 2012 | 323 | 458 | 87 | 20 | 888 |
Accumulated depreciation | |||||
As at 1 January 2012 | 210 | 356 | 85 | - | 651 |
Exchange differences | 4 | 6 | (8) | - | 2 |
Depreciation | 49 | 56 | 6 | 9 | 120 |
Disposal | (1) | - | - | - | (1) |
As at 31 December 2012 | 262 | 418 | 83 | 9 | 772 |
Net book value | 61 | 40 | 4 | 11 | 116 |
A motor vehicle with the carrying amount of £11,000 (2011: £1,000) was acquired by hire purchase and is pledged as security for liabilities.
GROUP 2011 | |||||
Computer, office equipment | EDC terminals | Furniture, fitting & renovation | Motor vehicles | Total | |
£'000 | £'000 | £'000 | £'000 | £'000 | |
Cost | |||||
As at 1 January 2011 | 271 | 386 | 81 | 21 | 759 |
Exchange differences | (5) | (10) | (3) | - | (18) |
Additions | 29 | 64 | 8 | - | 101 |
Disposal | - | - | - | (20) | (20) |
As at 31 December 2011 | 295 | 440 | 86 | 1 | 822 |
Accumulated depreciation | |||||
As at 1 January 2011 | 152 | 247 | 74 | 3 | 476 |
Exchange differences | (4) | (8) | (1) | - | (13) |
Depreciation | 62 | 117 | 12 | 4 | 195 |
Disposal | - | - | - | (7) | (7) |
As at 31 December 2011 | 210 | 356 | 85 | - | 651 |
Net book value | 85 | 84 | 1 | 1 | 171 |
10. Intangible assets
2012 | Intellectual Property | ||||
Goodwill | Trademark | System software | Contracted customers | Total | |
£'000 | £'000 | £'000 | £'000 | £'000 | |
Cost | |||||
As at 1 January 2012 | 4,138 | 2 | 346 | 213 | 4,699 |
Exchange differences | - | - | 2 | - | 2 |
Addition | - | - | 8 | - | 8 |
As at 31 December 2012 | 4,138 | 2 | 356 | 213 | 4,709 |
Amortisation | |||||
As at 1 January 2012 | 1,100 | 2 | 156 | 163 | 1,421 |
Amortisation | - | - | 45 | 43 | 88 |
As at 31 December 2012 | 1,100 | 2 | 201 | 206 | 1,509 |
Net book value | |||||
As at 31 December 2012 | 3,038 | - | 155 | 7 | 3,200 |
2011 | Intellectual Property | ||||
Goodwill | Trademark | System software | Contracted customers | Total | |
£'000 | £'000 | £'000 | £'000 | £'000 | |
Cost | |||||
As at 1 January 2011 | 4,138 | 2 | 209 | 213 | 4,562 |
Addition | - | - | 137 | - | 137 |
As at 31 December 2011 | 4,138 | 2 | 346 | 213 | 4,699 |
Amortisation | |||||
As at 1 January 2011 | - | 2 | 110 | 121 | 233 |
Amortisation | - | - | 46 | 42 | 88 |
Impairment loss | 1,100 | - | - | - | 1,100 |
As at 31 December 2011 | 1,100 | 2 | 156 | 163 | 1,421 |
Net book value | |||||
As at 31 December 2011 | 3,038- | - | 190 | 50 | 3,278 |
The amortisation recognised in respect of intellectual property has been included in the line item, administrative expenses in the consolidated statement of income.
Description of intangible assets
Goodwill arising on the acquisition of the subsidiaries represents the excess of the cost of acquisition overthe Group's interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the subsidiaries 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. The carrying value of goodwill is allocated to the respective segments as follows: -
2012 2011 £'000 £'000
Third party administrator 2,957 2,957
Software licensing 81 81 Total carrying value of Goodwill 3,038 3,038
System software comprises Electronics Claims Clearance System and Loyalty Programme software. The system software is initially recognised based on the cost that would be incurred in re-creating the asset and is subsequently amortised based on straight-line method over a period of three years. Contracted customers are the existing customers of the acquired subsidiaries. The contracted customers are initially recognised based on the estimated net present value of the service contracts entered into between the customers and subsidiaries acquired and is subsequently amortised based on straight-line method over a period of five years. The recoverable amount of cash generating unit is determined based on value in use calculation as set out below.
The goodwill and other intangible assets are reviewed for impairment annually or more frequently if events or changes in circumstances indicate that the assets might be impaired. The 2012 review was undertaken in the first quarter of year 2013 and the impairment of goodwill amounting to Nil (2011:
£1,100,000) is recognised in the income statement.
Management have approved the forecast for 2013 and have prepared additional projection based on the 2012 numbers for the next five years. This was used as the basis for determining the recoverable amount of each CGU.
In conducting the review we used a market beta of 4 and a growth rate as below:
The growth rate ranges from 26% to 69% per year with an average of 43% with a peak in growth due to arise in the first few years. The discount rate applied had been set at 25%.
Management are satisfied that there are no reasonably possible changes in key assumptions, which would cause the recoverable amount of any of our GGUs to be below their carrying amount.
Sensitivity analysis
A sensitivity analysis has been carried out for each CGU. The results of the analysis can be summarised as follow:
If the estimatedgrowth rate to forecast the revenue had been 10 percentage point lower than the basis assumption, total recoverable amount would be 25 percent lower.
If the estimated discount rate used for the Group's discount cash flow had been one percentage point higher than the starting assumption of 25%, total recoverable amount would be 2% lower.
These calculations are hypothetical and should not be viewed as an indication that these figures are anymore or less likely to be changed. The sensitivity analysis should therefore be interpreted with caution.
11. Investments
2012 | 2011 | |
£'000 | £'000 | |
Company | ||
Cost | ||
Balance as at 1 January | 4,500 | 4,500 |
Additions | - | - |
Balance as at 31 December | 4,500 | 4,500 |
Impairment | ||
Balance as at 1 January | 1,450 | - |
Impairment loss recognized | - | 1,450 |
Balance as at 31 December | 1,450 | 1,450 |
Net book value as at 31 December | 3,050 | 3,050 |
Details of the subsidiaries:
Name of | Country of | Principal activities | 2012 | 2011 |
subsidiaries | incorporation | % held | % held | |
Medilink-Global | Singapore | Investment holding and provision of | 100 | 100 |
(Asia) Pte Ltd | third party administrator services | |||
Medilink (Beijing) | People | Provision of third party | 100 | 100 |
TPA Services Co., | Republic of | administrator services | ||
Ltd | China | |||
MedilinkGlobal | Malaysia | Provision of third party | 100 | 100 |
(Malaysia) Sdn | administrator services | |||
Bhd (formerly | ||||
known as Datalink | ||||
Healthcard | ||||
Network Sdn Bhd) | ||||
Datalink Technologies Sdn | Malaysia | Provision of project management, facilities management and | 100 | 100 |
Bhd | provision of system integration | |||
services to the third party | ||||
administration and insurance | ||||
companies | ||||
Medilink-Global | Singapore | Provision of third party | 100 | 100 |
TPA Pte Ltd | administrator services | |||
Medilink-Global | Hong Kong | Dormant | 100 | 100 |
(HK) Ltd |
Medilink-Global UK Limited is the ultimate parent of the Group
Trade investments
Name of Company | Country of incorporation | Principal activities | 2012 % held | 2011 % held |
Medilink (Thailand) Co Ltd | Thailand | Provision of third party administrator services | 19 | 19 |
12. Trade and other receivables
Group
2012 | 2011 | |
£'000 | £'000 | |
Current assets | ||
Trade and Other receivables | 1,529 | 994 |
Less: Provision of Impairment Loss | (3) | (9) |
1,526 | 985 | |
Company | ||
2012 | 2011 | |
£'000 | £'000 | |
Non-current asset | ||
Other receivable | - | 151 |
Amount owed by Group undertakings | 2,577 | 2,740 |
Less: Provision of amounts owed by Group undertakings | (2,450) | (2,710) |
127 | 181 | |
As at 31 December 2012, trade receivables of £3k (2011: £9k) were impaired. The majority of these receivables were more than 90 days overdue.
As at 31 December 2012, trade and other receivables of £1,526 million (2011: £985) were past due but not impaired. It is management's belief that these debts will be fully repaid by reference to no default experience to date. In determining the recoverability of trade and other receivables, the Group considers any change in the credit quality of the trade receivables from the date credit was initially granted up to the reporting date.
Gross | Impairment | Gross | Impairment | |
2012 | 2012 | 2011 | 2011 | |
£'000 | £'000 | £'000 | £'000 | |
Current | 1,170 | - | 737 | - |
60-90 days | 64 | - | 26 | - |
More than 90 | 295 | (3) | 231 | (9) |
1,529 | (3) | 994 | (9) |
The carrying amounts of the Group's trade and other receivables are denominated in the following currencies:
2012 | 2011 | |
£'000 | £'000 | |
Malaysia Ringgit | 1,011 | 575 |
US Dollar | 10 | 11 |
Chinese Yuan Renminbi | 419 | 322 |
Singapore Dollar | 85 | 77 |
Great Britain Pound Sterling | 1 | - |
1,526 | 985 |
Financial asset
The Group's financial assets by each financial instrument category are as follows:
2012 | 2011 | |
£'000 | £'000 | |
Loan and receivables | ||
Trade receivables | 1,303 | 837 |
Other receivables | 223 | 148 |
Cash and cash equivalents | 196 | 290 |
Total | 1,722 | 1,275 |
13. Cash and cash equivalents
Group
2012 | 2011 | |
£'000 | £'000 | |
Fixed deposit | - | 20 |
Cash and bank balance | 196 | 270 |
196 | 290 | |
Company | ||
2012 | 2011 | |
£'000 | £'000 | |
Cash and bank balance | 10 | 11 |
10 | 11 | |
14. Trade and other payables
Group | ||
2012 | 2011 | |
£'000 | £'000 | |
Trade payables | 847847 | 313 |
Other payables | 762 | 620 |
Amount owed to a shareholder | 440 | 401 |
Amount owed to directors | 68 | 48 |
Hire purchase liabilities | 3 | 3 |
2,120 | 1,385 | |
Company | ||
2012 | 2011 | |
£'000 | £'000 | |
Other payables | 528 | 415 |
528 | 415 | |
The carrying amount of trade and other payables approximates to their fair value.
It is the Group's policy to pay suppliers in accordance with the terms of business agreed with them. The number of days of trade purchases outstanding for the Group at the year end was 90 days (2011: 91days).
The carrying amounts of the Group's trade and other payables are denominated in the following currencies:
2012 | 2011 | |
£'000 | £'000 | |
Malaysia Ringgit | 1,070 | 577 |
Chinese Yuan Renminbi | 257 | 131 |
Singapore Dollar | 190 | 126 |
Great Britain Pound Sterling | 91 | 98 |
Hong Kong Dollar | 1 | 1 |
US Dollar | - | - |
1,609 | 933 |
Financial liabilities
The group's financial liabilities by each financial instrument category are as follows:
2012 | 2011 | |
£'000 | £'000 | |
Amortised cost | ||
Trade and other payables | 1,609 | 933 |
Amount owed to director | 68 | 48 |
Amount owed to a shareholder | 440 | 401 |
Finance lease | 3 | 3 |
Total | 2,129 | 1,385 |
Gross maturity analysis of the financial liabilities is as follows:
2012 | 2011 | |
£'000 | £'000 | |
Non derivatives | ||
Within 1 year | 1,609 | 919 |
Later than 1 year not later than 5 years | 511 | 456 |
Greater than 5 years | - | 10 |
Total | 2,120 | 1,385 |
15. Hire purchase
Group | ||
2012 | 2011 | |
£'000 | £'000 | |
Minimum hire purchase payments: | ||
- not later than one year | 3 | 4 |
- later than one year and not later than five years | 12 | - |
- after five years | - | - |
15 | 4 | |
Less: future interest charges | - | (1) |
15 | 3 | |
Represented by: | ||
Current-not later than one year | 3 | - |
Long term - Later than one year and not later than 5 years | 12 | - |
After five years | 15 | 3 |
16. Deferred taxation
Movements in deferred taxation for the Group during the year are as follows:
2012 | 2011 | |
£'000 | £'000 | |
Balance as at 1 January | 40 | 47 |
Movements in deferred tax | 4 | (7) |
Balance as at year end | 44 | 40 |
Deferred tax asset of £138,000 (2011: £138,000) arising from the unused tax losses has not been recognised and there is no expiry period for the said unrecognised deferred tax assets.
17. Advance from a director
Group | ||
2012 | 2011 | |
£'000 | £'000 | |
Advance from a director | 300 | - |
300 | - | |
Company | 2012 | 2011 |
£'000 | £'000 | |
Advance from a director | 100 | - |
100 | - | |
In March 2012, Mr Shia Kok Fat, had advanced £300,000 to the Group and the terms and conditions of the advance are as follows:-
i) It carries interest at 6% per annum;
ii) The principal amount to be repayable on 31 December 2014. The repayment date of the loan will be capable of being extended beyond 31 December 2014 subject to agreement between the Company and Shia Kok Fat and conditional on the loan being repaid at a minimum rate of
£50,000 per annum thereafter;
18. Share capital
The Company has one class of ordinary share capital which carries no rights to fixed income, any preferences or restrictions.
Company | 2012 | 2011 |
£'000 | £'000 | |
Issued: | ||
120,909,108 Ordinary shares of 5p each | 6,045 | 6,045 |
19. Loss per share
Basic loss per share is calculated by dividing the loss attributable to equity holders of the Company by the weighted average number of ordinary shares in issue during the period. In accordance with IAS 33, and as the Group has reported a loss for the year, the shares are not diluted.
2012 | 2011 | |
Loss after taxation (£'000) | (705) | (3,338) |
Basic weighted average shares in issue | 120,909,108 | 119,181,825 |
Basic and diluted loss per share based on issued share capital as at 31 December (pence) | (0.58) | (2.80) |
20. Financial instruments
Capital management
The Group's objectives when managing capital are to safeguard the Group's ability to continue as a going concern in order to provide returns for shareholders, benefits for other stakeholders and to maintain optimal capital structure to reduce the cost of capital. Management considers, as part of its capital, the financial sources of funding from shareholders and third parties. Our key process for managing capital is regular Board reviews of our capital structure and needs.
The Group's financial instruments, which are recognised in the statement of financial position, comprise cash and cash equivalents, receivables and payables and ordinary shares. The accounting policies and methods adopted, including the basis of measurement applied are disclosed above, where relevant. The information about the extent and nature of these recognised financial instruments, including significant terms and conditions that may affect the amount, timing and certainty of future cash flows are disclosed in the respective notes above, where applicable.
The Group does not generally enter into derivative transactions (such as interest rate swaps and forward foreign currency contracts) and it is, and has been throughout the year, the Group's policy that no trading in financial instruments shall be undertaken.
There were no financial instruments not recognised in the statement of financial position.
The Group's activities expose it to a variety of financial risks: currency risk, credit risk, liquidity risk and cash flow interest-rate risk. These risks are limited by the Group's financial management policies and practices as described below:
(a) Credit risks
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Group's receivables from customers and investment securities.
The Group has credit risk management policies in place and exposure to credit risk is monitored on an ongoing basis. Management generally adopts conservative strategies and tight control on credit policy. The Group has limited the amount of credit exposure to customers.
The average credit period on sales of services is 120 days. No interest is charged on the trade receivables.
Before accepting any new customer, the Group will check the credit worthiness of any new customers.
The credit risk on cash and cash equivalent is limited because the counterparties are banks with high credit ratings recognised by international credit rating agencies.
The maximum exposure to credit risk at the reporting date is the fair value of trade receivables of £1,302,000 (2011: £677,000) and other receivables of £221,000 (2011:
£172,000). The Group does not hold any collateral as security.
(a) Liquidity risks
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group's approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group's reputation.
To ensure liquidity, the Group maintains sufficient cash and cash equivalents on demand to meet its obligations as and when they fall due.
(b) Foreign currency exchange risks
The Group does not hedge its foreign currencies. Transactions with customers and vendors are mainly denominated in Malaysia Ringgit, Singapore Dollars, US Dollars and Chinese Yuan Renminbi. The Group has bank accounts in Malaysia Ringgit, Singapore Dollar, US Dollars and Chinese Yuan Renminbi to mitigate against exchange risks.
The sensitivity analyses in the table below details the impact of changes in foreign exchange rates on the group's post-tax profit for the year ended 31 December 2012 and 31 December 2011.
In each case, it is assumed that the named currency is strengthening or weakening against all other currencies, while all the other currencies remain constant. Results are shown for all currencies where the impact on group post tax profit would be more than 5%. If the GBP weakened or strengthen by 10% against the Chinese Yuan Renminbi, with all other variables in each case remaining constant, then:
Impact on group post-tax profit-gain/(losses) | ||
Strengthening | Weakening | |
£'000 | £'000 | |
2012 | ||
Chinese Yuan Renminbi | (39) | 31 |
2011 | ||
Chinese Yuan Renminbi | (52) | 52 |
(d) Cash flow and fair value interest rate risks
The Group's primary interest rate risk relates to interest bearing debts. Investments in financial assets are mainly short term in nature and are not held for speculative purposes but are placed in fixed deposits.
The Group manages its interest rate exposure by maintaining a fixed rate borrowing to mitigate the risk associated to interest rate fluctuation.
At the reporting date the interest rate profile of the Group's interest-bearing financial instruments were as follows:
2012 | 2011 | |
Fixed rate instruments | £'000 | £'000 |
Financial assets | - | - |
Financial liabilities | (15) | (3) |
Carrying value | (15) | (3) |
21. Related party transactions
Related party transactions during the year were as follow:
2012 | 2011 | |
£'000 | £'000 | |
Adviser fee payable to shareholders | 50 | 50 |
Loan from a shareholder | 400 | 401 |
Advance from a director | 300 | - |
Interest on advance from a director (note 17) | 15 | - |
Amount owing to director | 68 | 48 |
Details of Directors' remunerations (who are considered to be the key management of the Group) are as follows:
2012 | |||
Short term employment benefits | Share-based payment | Total | |
£'000 | £'000 | £'000 | |
Executive directors | 34 | - | 34 |
Non-executive directors | 12 | - | 12 |
Senior management staff | 31 | - | 31 |
2011 | |||
Short term employment benefits | Share-based payment | Total | |
£'000 | £'000 | £'000 | |
Executive directors | 28 | 185 | 223 |
Non-executive directors | 15 | 5 | 20 |
Senior management staff | - | 687 | 687 |
22. Control
The controlling parties of the Group as at 31 December 2012 were Mr. Shia Kok Fat and Heah Zhong Tak. Mr. Shia Kok Fat is a Malaysian and a significant shareholder and director of the Company. Mr Heah Zhong Tak is a Malaysian and a significant shareholder.
23. Commitments
There are no other significant capital commitments contracted for but not provided.
Operating leases
The Group's future minimum lease payments under non-cancellable operating leases are as follows:
As at 31 December 2012 | |
Land and buildings | |
£ | |
Leasees which expire: | |
Within one year | 29,681 |
Within two to five years | 86,909 |
24. Subsequent events
There were no other subsequent events that require adjustment to or disclosure in the financial statements.
Related Shares:
MEDI.L