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Half Year Results for period ended 30 June 2016

25th Aug 2016 07:00

RNS Number : 0736I
Circle Holdings PLC
25 August 2016
 

Circle Holdings plc

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

Half year results

For the period ended June 2016

 

London, 25 August 2016: Circle Holdings plc (LSE: CIRC), the employee co-owned health group, today announces its results for the half-year ended 30 June 2016.

 

Highlights

Core business highlights

Group revenue increased by 6% to £66.5million from H1 2015

Group gross profit margin improved by 3% to 30%

Excluding Head Office recharges, net EBITDA from Circle operations increased 60% to £4.2m

Patient satisfaction consistently high at 99% across Circle hospitals

Patient choice driving NHS growth with over 87% of NHS work coming through the e-Referral system

Circle Bedfordshire won HealthInvestor's Public/Private Partnership of the Year award

Growth highlights

Announced 20-year management agreement with a Chinese investor group to develop and operate a state-of-the-art medical facility in Shanghai

Selected as preferred bidder by Greenwich CCG to manage a five-year MSK integrated services contract, Circle's second

Pilot rehabilitation offering planned to open in Q1 2017

 

Chairman's statement

 

"In the midst of a volatile UK health economy, I am happy that Circle has made a number of significant steps forward, but acknowledge that we still have more work to do.

 

Existing sites continue to further embed themselves in their local areas. CircleBath and CircleReading have maintained high clinical standards throughout the start of this year, but further EBITDA enhancement is clearly necessary. CircleNottingham has had another positive period, securing several local contracts and increasing patient volumes, particularly of inpatients, which has led the hospital to explore adding more inpatient beds to cope with the increased demand. The MSK service in Bedfordshire again proved itself to be a model of collaboration as it enters its third year of operation.

 

The last six months have been tumultuous in national politics, which has exacerbated uncertainty around the public funding of healthcare. This does not alter increasing demand for healthcare services: Circle's model is based more on long-term demographics than short-term policy, and we are pleased that we have maintained a healthy balance between NHS and private patients across the Group.

 

Looking forwards, we are delighted to have been confirmed as the preferred bidder to manage MSK services for the adult population in Greenwich and look forward to finalising contractual terms with commissioners before the end of the year.

 

Circle's experience in MSK and orthopaedic procedures has enabled us to identify a gap in the market for rehabilitation services in the UK. In many European countries, rehabilitation services are provided on an inpatient basis and typically in a lower cost setting than in the UK. In light of growing demand for rehabilitation services (orthopaedic, neurology and cardiology) and the emergence of a national "bed blocking" problem within the NHS, Circle believes there is a significant addressable market for inpatient rehabilitation services and we anticipate rolling out an offering at our Reading facility in Q1 2017.

 

Finally, we are also broadening our horizons beyond the UK market. This half-year has seen Circle deliver on one of our major new business opportunities, as we announced the signing of a contract with Chinese partners to run a premium integrated health clinic in Shanghai. It has long been our intention to export our recognised standards of patient care to other markets, and the signing of this contract moves us one step closer to that goal.

 

The Board and management continue to support the business as it evolves and grows. Even as UK healthcare funding remains in a state of flux, we are confident that as Circle continues to pursue its essential ideas of patient focus, clinical leadership and staff engagement, it is well-placed to thrive."

 

Michael J Kirkwood CMG

Chairman

 

Chief Executive Officer's Statement

 

"This half saw Circle increase revenues by 6%, patient volumes by 1%, and reduced EBITDA loss to £1.9m. 

 

The strategy we outlined last year was, first to continue to grow our existing sites' revenue and margins; and second, to take the experience and intellectual property that we have developed and apply it to new settings and markets, both on our own and with other organisations who offer a compelling partnership.

 

The continued growth of existing sites has seen some positives and negatives in performance between sites, but in broad terms, the Group continues to move towards sustainability.

 

Being selected as preferred bidder to manage a second integrated MSK service contract and the management agreement in China is evidence that the second component of our strategy is also yielding results.

 

Combined with our innovative rehabilitation product, the expected start to our fourth hospital in Birmingham, I am confident that Circle's strategic direction is correct."

 

Steve Melton

Chief Executive Officer

 

For further information, please contact:

 

Circle Holdings plc Tel: +44 20 7034 5270

Steve Melton, Chief Executive Officer

Paolo Pieri, Chief Financial Officer

Elizabeth Matthews, Investor Relations Lead

 

Numis Securities Tel: +44 20 7260 1000

Michael Meade, Nominated Adviser

Alex Ham, Ben Stoop, Corporate Broking

 

An analyst briefing and live conference call will be held at 12:00 BST today at the offices of Numis, 10 Paternoster Square, London EC4M 7LT. If you are unable to attend please contact Elizabeth Matthews on 0207 034 5270 for dial-in details.

 

Chief Executive Officer's Report

 

Operating Environment

 

UK healthcare is seeing an ever increasing demand for healthcare services, a trend that is unlikely to subside in the near future due to the projected population growth, in particular in the over 65 age group.

 

These unprecedented pressures facing the NHS has seen an increase in 14% of its patients waiting longer than the prescribed 18 weeks for treatment and an increasing number of delayed transfers of care.

 

The impact of these pressures on the private sector has been an increase in referrals of NHS patients along with growth of the number of patients willing to pay for treatment. In contrast, private medical cover, traditionally the largest funding source for private hospitals, has seen only very marginal growth.

 

What has become apparent in recent years is that the opportunity for improved efficiency is greatest when considering the whole system, as opposed to individual silos of provision within the system. This is in line with the thinking set out in the NHS Five Year Forward View which advocates a move towards more joined-up healthcare where principles of early care and intervention are applied. Our Bedfordshire MSK service is an excellent example of how this works in practice; delivering cost savings across the system while simultaneously providing the patient with an enhanced experience.

 

A similar principle underpins the need for a more coherent rehabilitation offering in the UK. Too many patients, capable of independent or supported living, are either leaving hospital without the required onward care or are continuing treatment in a high-cost acute care setting. Rehabilitation can offer cost savings to the healthcare system and better meet the patient needs.

 

Hospital Services

 

All Circle hospitals made steady progress in this financial period, with Nottingham in particular performing well.

 

The attraction of treatment at a premium facility continues to be demonstrated at CircleBath where we have seen continued growth in patient volumes and revenue growth of 4% and 7%, respectively. Furthermore, a majority of CircleBath's NHS patients (82%) were treated at the facility because they chose to be, rather than being transferred from an NHS hospital. We are delighted at the continued recognition CircleBath is receiving from patients, demonstrated by a recommendation rate of 99%.

 

Previous discussion on CircleBath has highlighted the expenditure on agency staff and to date in 2016 this challenge continues. Efforts to fill permanent nurse vacancies and build up a staff bank have been slower to materialise, with CircleBath seeing an increased expenditure on agency staff to £475,000 in this period (H1 2015: £326,000). We have been affected by the national nursing shortage more at CircleBath than our other facilities due to its location and a more competitive marketplace. Work continues to ensure CircleBath is an attractive working environment and to ensure that we are innovative in our recruitment methodology to deal with the shortfall of nurses in the area. While we do expect our spending on agency staff to reduce, challenges are likely to continue into the second half of 2016, which will impact margins, with improvements targeted towards the end of the year.

 

In contrast, CircleReading has reduced its agency spend from £328,000 in H1 2015 to £209,000 in H1 2016. We maintained a high level of patient satisfaction with 100% of patients recommending the service and over 93% of our NHS patients came to the hospital through their own choice.

 

CircleReading saw slower-than-expected growth due to discontinuing some of our less profitable specialties which has allowed an increased focus on core specialities. We were pleased to continue our growth in orthopaedics with a 15% increase in the number of joint replacements completed, a trend we expect to see continue into the second half of 2016, contributing to an increased H2 revenue. With an expanding number of doctors with practicing privileges at the facility, the expected introduction of our pilot rehabilitation model in early 2017, and the launch of health screening we expect improved results from prior year and positive full year EBITDA in 2017.

 

Last year we were delighted to report on CircleNottingham's 'Outstanding' CQC rating for surgery and now we have more recognition of quality offered by the facility and its staff. The GMC have approved Circle Nottingham to offer training to post-graduate NHS doctors, the first independent sector provider to hold this approval. 

 

CircleNottingham continues to go from strength to strength as this period saw another substantial increase in total revenue of 7% over the same period in 2015; driven largely by increased activity in orthopaedics. Consequently, work is underway to expand the short stay unit from the current 11 beds to accommodate an additional 5 beds.

 

As part of CircleNottingham's continued integration into its local healthcare economy we were delighted that the facility secured two contracts from local CCGs to deliver an integrated clinical assessment and treatment service for orthopaedics. EBITDA for CircleNottingham will continue its positive trend but will be slightly offset by the updated management fee charge which better reflect the use of head office management resources across our Circle facilities.

 

Other Circle Services

 

Like CircleNottingham, the Bedfordshire MSK service has also received recognition of its quality and was recently awarded 'Public-Private Partnership of the year' at the 2016 HealthInvestor Awards.

 

The contract in Bedfordshire is to manage the services for musculoskeletal conditions for the entire local adult population within a capitated budget. During the past six months, more patients have received the most appropriate treatment first time around as we increase the level of referrals directly to our triage hub. All patients receive a choice of where to receive treatment. Patient satisfaction and outcomes remain very high, demonstrating the ability of the service to deliver not only good financial results for the commissioner but also a superior outcome for patients.

 

Outlook Statements

 

Each site has contributed to our improved Group financials, where we have seen a further reduction in EBITDA losses of 11%.

 

On a full year basis, we expect to achieve solid progress in our core business and anticipate overall Group results to deliver strong improvement versus last year. As mentioned, there are some specific operational challenges at CircleBath and CircleReading that may result in a slightly weaker than expected financial performance at those sites, however, with a focussed recovery plan now in place, we believe many of these challenges will be resolved by the end of 2016.

 

CircleBirmingham

 

We hope to confirm the commencement of the construction work for our fourth new-build facility, CircleBirmingham, in Q4 2016. There have been delays in commencement to allow for some planning changes in anticipation of a flagship rehabilitation facility to be incorporated into the building and also due to more complex ground conditions than originally anticipated. This facility has been designed to be built as a nucleus hospital, incorporating three theatres initially with potential for expansion at a later date as and when the market dictates. At present, we plan to complete construction and open mid-2018. 

 

Circle Rehabilitation

 

We have spent time with our clinical partner to adapt our offering to the UK market. We are now looking to finalise the terms of our partnership in Q4 2016.

 

With a focus on the latest technology and evidence-based outcomes, our rehabilitation model is synergistic with our existing business model as it allows us to extend our service offering to rehabilitation across many of our core specialities. In addition, rehabilitation provides a solution to many current problems facing the wider healthcare system by providing a more appropriate level of treatment at a lower cost.

 

Current intentions are to introduce a pilot rehabilitation offering in early 2017, utilising space within CircleReading hospital. Designs for our new-build Birmingham hospital are being revised to incorporate a full-scale rehabilitation facility of 120 beds with a view to open in mid-2018.

 

We are currently assessing other UK locations for rehabilitation facilities, as well as holding a number of discussions with individual Trusts. We envisage that the market for rehabilitative care will see considerable growth in the next 5-10 years, for both the public and private sector.

 

Circle Harmony

 

We were pleased to have recently announced our plans for opening premium brand clinics in China through a joint venture, Circle Harmony, with our partner Deep Sea Capital. We believe we have identified a gap in the market to provide a premium service that offers the capacity to meet growing demand for high quality private healthcare in Chinese cities as well as utilising the best quality local doctors in China through partnerships with state hospitals. The service will offer a range of primary care, diagnostic and outpatient services, as well as providing reliable links for patients to leading hospitals, both in China and internationally for specialist treatments

 

Circle Harmony has entered a 20-year management agreement with a group of investors, who have committed RMB 200 million (c.£23million) to support development of the first facility in Shanghai. 

 

The investment comes from an equal split of state-owned and private investment organisations including China Taiping, one of China's largest insurance companies and also XinXing, a global Fortune 500 conglomerate. We anticipate opening the initial facility in Shanghai in late 2017/early 2018 with a view to opening an additional nine clinics within six years.

 

Circle will provide development and clinical management services to the joint venture and will be able to recover costs associated with these services, roughly £700,000 per clinic. Once the facility is operational, Circle will receive a share of profits projected to be circa £0.5m per year, per facility. In addition, Circle Harmony has received warrants equal to 20% of the investor-owned entity (of which, Circle's share will be 10%).

 

By entering this fast growing international market, Circle is able to leverage its considerable experience in providing a premium private healthcare experience for patients, while minimising the risks of operating in an emerging healthcare market by working alongside reputable Chinese organisations that fully understand the financial and clinical environment in which the facilities will operate.

 

Greenwich MSK Service

 

Finally, we were pleased to announce recently that Greenwich CCG have confirmed Circle as the preferred bidder to provide integrated musculoskeletal services in Greenwich.

 

Under the proposed five-year arrangement, which is subject to contract, Circle will be responsible for managing MSK services for 276,000 Greenwich residents. The contract is valued at approximately £73.7 million and is expected to deliver estimated savings of £12 million for the CCG over the initial five-year term, which is renewable for up to two additional years.

 

Our approach in Greenwich will see Circle introduce the same kind of innovation and reform that have enabled us to ensure more appropriate and timely clinical care for Bedfordshire patients. Finalisation of the contractual terms will take place over the coming weeks with service commencement expected in Q4 2016.

 

Steve Melton

Chief Executive Officer

 

Chief Financial Officer's report

Financial review

 

Introduction

 

The first half of 2016 saw Group revenue grow by 6%, gross profit improved by 16% and operating losses1 reduced by 32% compared to the same period in 2015.

 

The core operations of the Group continue to experience steady growth while maintaining the delivery of high quality healthcare. Revenue growth at the hospital sites has been driven by a combination of: a larger proportion of the orthopaedic market share being captured; an increase in the number of NHS e-referral slots published to meet heightening patient demand; and the recruitment of new specialist consultants into our Circle partnership. We have seen increases in inpatient and daycase activity as well as improvements in revenue per inpatient/daycase across the Group. We continue to see an increase in activity that is driven by patients choosing to come to our Circle hospitals: this is indicative of the high quality care that we offer to all our patients. Specialised orthopaedic procedures, specifically joint replacements, have increased by 27% on prior year across all our hospital sites. Our growth in the orthopaedic market is reflective of our strong and innovative musculoskeletal expertise.

 

Group gross profit increased by 16% to £19.8 million and gross profit margin by 3% to 30% on the same period in 2015. Our efforts to improve the operational efficiency of the business have produced some positive results, reducing EBITDA2 loss by 47% on prior year to EBITDA2 loss of £1.9m. EBITDA results have improved on prior year across all Circle facilities and significant cost savings were also achieved at Head Office of approximately £0.9m year-on-year. At our operational sites, the net EBITDA profit excluding Head Office management fee was £4.2m, 60% higher than the profit achieved in the first half of 2015.

 

The Group generated an operating loss before exceptional items and Project Reset charge of £3.5m, an improvement of 32%, while the 'loss per share' now stands at 2.2 pence, improved from a 'loss per share' of 2.5 pence.

 

We have achieved some promising results for the first half of 2016 and looking ahead at year end, we anticipate the core business to grow in line with overall expectations while the cost challenges experienced in the first half are expected to wane. 

 

Highlights

 

 

 

Six months to

 

Six months to

 

Variance %

30-Jun-16

30-Jun-15

 

 

 

 

£'000

 

£'000

 

 

 

 

 

 

 

 

 

Group revenue

 

66,452

 

62,509

 

6%

 

 

 

 

 

 

 

Earnings before interest, tax, depreciation and amortisation ('EBITDA') before exceptional items and Project Reset charge3

 

(1,931)

 

(3,668)

 

(47%)

 

 

 

 

 

 

 

Operating loss before exceptional items and Project Reset charge

 

(3,544)

 

(5,199)

 

(32%)

 

 

 

 

 

 

 

Loss for the period attributable to equity holders of the parent

 

(5,514)

 

(6,085)

 

(9%)

 

 

 

 

 

 

 

Net assets

 

21,320

 

28,849

 

(26%)

 

 

 

 

Patient numbers

 

 

 

 

 

 

 

 

Six months to

 

Six months to

 

Variance %

 

 

30-Jun-16

 

30-Jun-15

 

 

 

 

Number

 

Number

 

 

Daycase and inpatients

 

25,500

 

24,135

 

6%

 

 

 

 

 

 

 

Outpatients

 

159,597

 

158,407

 

1%

 

 

 

 

 

 

 

Total patients

 

185,097

 

182,542

 

1%

 

 

 

Review of performance

 

Patient volumes continue to increase at our Circle hospital facilities, particularly in daycase and inpatient activity. Outpatient activity has increased by a smaller percentage, primarily due to outpatient activity at CircleNottingham, where the number of follow up appointments has significantly reduced. In addition, our telederm service has created an innovative and more efficient method of diagnosing dermatology conditions, enabling the patients to receive care remotely.

 

CircleNottingham's short stay unit continues to garner recognition in the local market, with increasing number of patients actively selecting CircleNottingham as their favoured provider for treatment. Inpatient volumes increased by 62% from 2015. The increase is primarily in orthopaedic and gynaecology procedures, resulting in inpatient revenues contributing towards 8% of total revenues (H1 2015: 5%). As the Group's most mature asset, we are yet again encouraged by CircleNottingham's continuing strong growth performance. We anticipate that local commissioners will commence in early 2017 the process to re-procure the existing contract to operate the Nottingham Treatment Centre, which ends in July 2018.

 

Total patient volumes at CircleBath have grown 4% on prior year and total revenues increased by 8% on prior year to £13.0m for the first six months of 2016. We envisage a similar level of growth to continue into the second half of 2016. As mentioned in the Chief Executive Officer's Report, we are currently behind our margin targets, a key area of focus that we are working hard to address. Nevertheless, we have seen some positive growth trends in the first half, with average daycase and inpatient revenue per case growing by 4%. The number of joint replacements conducted in H1 2016 is 14% higher than prior year.

 

CircleReading has also increased patient volumes by 4%, driving revenue growth of 3% on prior year. The increase in activity is attributable to a rise in orthopaedic procedures undertaken while we have also grown our daycase offerings by appointing two new consultants, one specialising in shoulder procedures and the other in gynaecology. We expect this positive growth to further improve in H2 2016 following the roll-out of various plans to extend market reach.

 

Overall, however, we are seeing a positive trend in increasing the Group's overall gross profit margin and our two largest facilities, Circle Nottingham and CircleReading, each improved gross profit margins by 2% on prior year.

 

In the first half of 2016, CircleBedfordshire MSK have made further advances in engaging Bedfordshire GPs to utilise the referral process managed by Circle: 95% of system-wide referrals now come through the Circle Hub (H1 2015: 86%). Although we have seen an increase in patient referrals, the combination of greater control of the patient pathway with patients receiving more appropriate treatment leading to an improvement in financial results. CircleBedfordshire has grown in line with management expectations and we plan to continue our focus to reduce circumvention of the Circle triage facility by working closely with Bedfordshire CCG and local providers.

At a Group level, we are pleased with our continual progress to reduce operating overheads. From January 2016, the Group management fee allocation method was revised prospectively to better reflect the use of head office management resources across our Circle facilities. The impact of this is an increase of management fees recharged to Circle hospitals of £0.5m.

 

Closing cash balance as at 30 June 2016 was £12.7m. Net cash generated from operating activities was £0.7m (H1 2015: £3.7m), with the variance on prior year attributable to the timing of working capital.

 

In the 2015 Annual Report, we noted that the Manchester land owned by Circle was being marketed for sale. Negotiations for sale are now in advanced stages and we expect to complete the sale by the end of 2016. 

 

This month, the latest policy proposals for the 2017 to 2019 NHS national tariff were published by Monitor. One of the most significant changes proposed is a tariff decrease for orthopaedic procedures and outpatient consultation revenue. As in prior years, when similar tariffs have been proposed, we will engage with Monitor, professional bodies and other NHS and independent sector providers in respect of these proposals that we believe could have an adverse impact on waiting times for patients.

 

The first half of the year demonstrated good growth in our core business and we are now set to further enhance our strategic model with complementary growth options, both in the UK and abroad.

 

Paolo Pieri

Chief Financial Officer

 

Footnotes

Operating loss before exceptional items and Project Reset charge.

EBITDA loss before exceptional items and Project Reset charge.

Project Reset charge relates to the IFRS 2 share-based payment charge for share options granted to Circle employees and clinical partners.

 

Circle Holdings plc

 

 

 

 

 

 

 

 

 

 

Consolidated income statementFor the six months ended 30 June 2016

 

 

 

 

 

 

 

 

 

 

 

 

Unaudited

 

Unaudited

 

Audited

 

 

 

Six months to 30 June 2016

 

Six months to 30 June 2015

 

Year to 31December 2015

 

 

Notes

£'000

 

£'000

 

£'000

 

 

 

 

 

 

 

 

Revenue

 

66,452

 

62,509

 

127,790

Cost of sales

 

(46,671)

 

(45,390)

 

(90,335)

 

 

 

 

 

 

 

Gross profit

 

19,781

 

17,119

 

37,455

 

 

 

 

 

 

 

Administrative expenses before exceptional items

 

(24,944)

 

(22,654)

 

(47,934)

 

 

 

 

 

 

 

 

Operating loss before exceptional items

4

(5,163)

 

(5,535)

 

(10,479)

 

 

 

 

 

 

 

 

Exceptional operating items

4

-

 

(138)

 

(389)

 

 

 

 

 

 

 

 

Operating loss

 

(5,163)

 

(5,673)

 

(10,868)

 

 

 

 

 

 

 

 

Finance income

5

2

 

1

 

5

Finance costs

6

(353)

 

(413)

 

(793)

 

 

 

 

 

 

 

 

Loss before taxation

 

(5,514)

 

(6,085)

 

(11,656)

Tax

 

-

 

-

 

-

 

 

 

 

 

 

 

Loss and total comprehensive loss for the financial period / year

 

(5,514)

 

(6,085)

 

(11,656)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted loss per share (pence)

7

(2.2)

 

(2.5)

 

(4.7)

 

 

 

           

 

 

Consolidated balance sheetAs at 30 June 2016

 

Unaudited

 

Unaudited

 

Audited

 

30 June 2016

 

30 June 2015

 

31 December 2015

Non-current assets

£'000

 

£'000

 

£'000

 

 

 

 

 

 

Intangible assets

5,446

 

5,414

 

5,340

Property, plant and equipment

19,581

 

16,717

 

17,550

Trade and other receivables

2,500

 

2,500

 

2,500

 

 

 

 

 

 

 

27,527

 

24,631

 

25,390

Current assets

 

 

 

 

 

 

 

 

 

 

 

Inventories

1,647

 

1,679

 

1,876

Trade and other receivables

20,158

 

22,924

 

14,692

Cash and cash equivalents

12,683

 

26,722

 

14,998

 

 

 

 

 

 

 

34,488

 

51,325

 

31,566

Total assets

62,015

 

75,956

 

56,956

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

 

 

 

 

Trade and other payables

(28,427)

 

(35,024)

 

(19,902)

Loans and other borrowings

(2,215)

 

(2,022)

 

(2,332)

Provisions for other liabilities and charges

-

 

(134)

 

-

 

 

 

 

 

 

 

(30,642)

 

(37,180)

 

(22,234)

Non-current liabilities

 

 

 

 

 

 

 

 

 

 

 

Trade and other payables

(3,773)

 

(2,027)

 

(1,979)

Loans and other borrowings

(6,230)

 

(7,850)

 

(7,282)

Provisions for other liabilities and charges

(50)

 

(50)

 

(50)

 

 

 

 

 

 

 

(10,053)

 

(9,927)

 

(9,311)

Total liabilities

(40,695)

 

(47,107)

 

(31,545)

Net assets

21,320

 

28,849

 

25,411

 

 

 

 

 

 

 

 

 

Shareholders' equity

 

 

 

 

 

 

 

 

 

 

 

Share capital

4,956

 

4,956

 

4,956

Share premium

236,795

 

236,795

 

236,795

Other reserve

22,182

 

22,182

 

22,182

Warrant reserve

22,703

 

22,703

 

22,703

Share-based charges reserve

5,958

 

2,402

 

4,535

Treasury share reserve

(9,587)

 

(9,587)

 

(9,587)

Retained deficit

(261,687)

 

(250,602)

 

(256,173)

 

 

 

 

 

 

Total shareholders' equity

21,320

 

28,849

 

25,411

 

 

 

 

Consolidated statement of changes in equity(unaudited at 30 June 2016 and 2015)For the six months ended 30 June 2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share capital

Share premium

Other reserve

Warrant reserve

Treasury share reserve

Share-based charges reserve

Retained deficit

Total share-holders' equity

 

 

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

 

 

 

 

 

 

 

 

 

 

At 1 January 2015

4,956

236,795

22,182

22,703

(9,587)

1,842

(244,517)

34,374

Loss and total comprehensive loss for the period

-

-

-

-

-

-

(6,085)

(6,085)

Share-based charges

-

-

-

-

-

560

-

560

 

 

 

 

 

 

 

 

 

 

At 30 June 2015

4,956

236,795

22,182

22,703

(9,587)

2,402

(250,602)

28,849

Loss and total comprehensive loss for the period

-

-

-

-

-

-

(5,571)

(5,571)

Share-based charges

-

-

-

-

-

2,133

-

2,133

 

 

 

 

 

 

 

 

 

 

At 31 December 2015

4,956

236,795

22,182

22,703

(9,587)

4,535

(256,173)

25,411

Loss and total comprehensive loss for the period

-

-

-

-

-

-

(5,514)

(5,514)

Share-based charges

-

-

-

-

-

1,423

-

1,423

 

 

 

 

 

 

 

 

 

 

At 30 June 2016

4,956

236,795

22,182

22,703

(9,587)

5,958

(261,687)

21,320

 

 

 

 

 

 

 

 

                 

 

Consolidated statement of cash flowsFor the six months ended 30 June 2016

 

 

 

 

 

 

 

 

 

 

 

 

 

Unaudited

 

Unaudited

 

Audited

 

 

 

Six months to30 June 2016

 

Six months to30 June 2015

 

Year to 31December 2015

 

 

Notes

£'000

 

£'000

 

£'000

 

 

 

 

 

 

 

 

Cash flows from operating activities

 

 

 

 

 

 

Cash flows from/(used in) operating activities

8

1,036

 

4,159

 

(4,642)

Interest paid

 

(353)

 

(413)

 

(793)

 

 

 

 

 

 

 

 

Net cash flows from/(used in) operating activities

683

 

3,746

 

(5,435)

 

 

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

 

 

Purchase of computer software

 

(205)

 

(28)

 

(51)

Purchase of property, plant and equipment

 

(1,625)

 

(574)

 

(1,998)

 

 

 

 

 

 

 

 

Net cash used in investing activities

 

(1,830)

 

(602)

 

(2,049)

 

 

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

 

Repayment of finance lease

 

(1,169)

 

(919)

 

(2,019)

Interest received

 

1

 

1

 

5

 

 

 

 

 

 

 

 

Net cash inflow / (outflow) from financing activities

 

(1,168)

 

(918)

 

(2,014)

 

 

 

 

 

 

 

 

Net increase / (decrease) in unrestricted cash and cash equivalents

 

(2,315)

 

2,226

 

(9,498)

Unrestricted cash and cash equivalents at the beginning of the period / year

14,998

 

24,496

 

24,496

 

 

 

 

 

 

 

 

Unrestricted cash and cash equivalents at the end of the period / year

12,683

 

26,722

 

14,998

 

 

 

 

 

Notes to the consolidated interim financial informationFor the six months ended 30 June 2016

 

 

 

 

 

1

General information

 

 

 

 

 

Circle Holdings plc (the 'Company') and its subsidiaries (together, the 'Group') provide healthcare services in the UK.

 

 

 

 

 

The Company is a public limited company and is incorporated in Jersey, but resident in the UK for tax purposes. The registered office is 12 Castle Street, St Helier, Jersey, JE2 3RT.

 

 

 

 

 

2

Basis of preparation and accounting policies

 

 

 

 

 

Basis of preparation

 

 

 

 

 

The Interim report and financial information for the six months ended 30 June 2016 has been prepared on a going concern basis in line with projections of the Group's anticipated results, which show that the Group has adequate resources to continue in existence for the foreseeable future. The Interim report and financial information should be read in conjunction with the Annual Report and financial statements for the year ended 31 December 2015, which were prepared in accordance with IFRS and IFRIC interpretations as endorsed by the EU, under the historical cost convention, as modified by the revaluation of derivative financial instruments and the fair valuing of share-based charges and certain loans. As the Group is listed on AIM, it is not required to adopt IAS 34 'Interim Financial Reporting' in preparing the consolidated interim financial information.

The Interim report and financial information is unaudited and has not been reviewed by external auditors. The condensed set of financial information in the Interim report does not constitute statutory accounts within the meaning of section 434 of the Companies Act 2006. The Group's Annual Report and financial statements for the year ended 31 December 2015 were approved by the Board of Directors on 29 March 2016. The report of the auditors on those accounts was unqualified and did not contain an emphasis of matter paragraph or a statement under Section 498 of the Companies Act 2006. The Interim report and financial information was approved by the Board of Directors on 24 August 2016.

 

 

 

 

 

Going concern

The consolidated financial statements have been prepared on a going concern basis which assumes that the Group will continue in operational existence for the foreseeable future. The directors have prepared cash flow forecasts for a period of 18 months from the date of the signing of the financial statements for the six months ended 30 June 2016. These forecasts have been prepared based on the expected cash flows from the Group's existing operating businesses, as well as the commitments associated with new projects as discussed in the Chief Executive Officer's Report. Management believe that if any significant variances from the underlying assumptions of the forecasts were to materialise, the negative impact to cash flows could be mitigated by undertaking a number of actions including reducing Head Office costs, reducing the scale or timing of investment in new projects, or seeking further funding opportunities. The Directors are also seeking to generate further capital through the sale of land in Manchester. Accordingly, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future and conclude that it is appropriate for these accounts to be prepared on a going concern basis.

 

 

 

 

 

Significant accounting policies

 

 

 

 

 

The accounting policies adopted in the preparation of the Interim report and financial information are consistent with those of the Group's Annual Report and financial statements for the year ended 31 December 2015. In addition, at interim periods, taxes on income are accrued using the tax rate that is expected to be applicable for the full financial year and the impact of other relevant taxes.

 

 

 

 

 

Significant accounting judgements and estimates

 

 

 

 

 

The judgements and estimates which have the most significant effect on the amounts recognised in the Interim report and financial information are consistent with those reported in the Annual Report and financial statements for the year ended 31 December 2015.

 

3

Segmental reporting

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The chief operating decision-maker has been identified as the Board. The Board reviews the Group's internal reporting in order to assess performance and allocate resources, and to date has divided the Group into three reportable business segments based on the Group's management and internal reporting structure. The Board assesses the performance of the segments based on revenue, gross profit, EBITDA before exceptional items and operating (loss) / profit. These are all measured on a basis consistent with that of the consolidated income statement. Revenue charged between segments has been charged at arm's length and eliminated from the Group financial statements.

 

 

 

 

 

 

 

 

 

Revenue from external customers in the segmental analysis is also measured in a manner consistent with the income statement. This is split by hospital rather than by patient. Circle hospital services include CircleReading, CircleBath and CircleNottingham. Other Circle Services includes other non-hospital management services such as the contract with Bedfordshire CCG to provide musculoskeletal services ('MSK') to patients in Bedfordshire. Geographic factors are not considered as all of the Group's operations take place within the United Kingdom. From January 2016, the Group management fee allocation method was revised prospectively to better reflect the use of head office management resouces across the Circle operations. The impact of this is that a higher proportion of Head Office resources is recharged to Circle operations.

 

 

 

 

 

 

 

 

 

Six months ended 30 June 2016(unaudited)

Circle hospital services

 

Other Circle services

 

All Other Segments and Unallocated Items

 

Total Group

 

 

£'000

 

£'000

 

£'000

 

£'000

 

 

 

 

 

 

 

 

 

Revenue

52,158

 

14,294

 

-

 

66,452

Gross profit

18,025

 

1,756

 

-

 

19,781

EBITDA before exceptional items

937

 

114

 

(4,601)

 

(3,550)

Operating profit / (loss)

(570)

 

96

 

(4,689)

 

(5,163)

 

 

 

 

 

 

 

 

 

Finance income

 

 

 

 

 

 

2

Finance costs

 

 

 

 

 

 

(353)

 

 

 

 

 

 

 

 

 

Loss before taxation

 

 

 

 

 

 

(5,514)

 

Six months ended 30 June 2015(unaudited)

Circle hospital services

 

Other Circle services

 

All Other Segments and Unallocated Items

 

Total Group

 

 

£'000

 

£'000

 

£'000

 

£'000

 

 

 

 

 

 

 

 

 

Revenue

49,024

 

13,481

 

4

 

62,509

Gross profit

16,339

 

775

 

4

 

17,119

EBITDA before exceptional items

307

 

(15)

 

(4,296)

 

(4,004)

Operating profit / (loss)

(1,062)

 

(20)

 

(4,592)

 

(5,673)

 

 

 

 

 

 

 

 

 

Finance income

 

 

 

 

 

 

1

Finance costs

 

 

 

 

 

 

(413)

 

 

 

 

 

 

 

 

 

Loss before taxation

 

 

 

 

 

 

(6,085)

 

 

 

 

 

 

 

 

 

Year ended 31 December 2015(audited)

Circle hospital services

 

Other Circle services

 

All Other Segments and Unallocated Items

 

Total Group

 

 

£'000

 

£'000

 

£'000

 

£'000

 

 

 

 

 

 

 

 

 

Revenue

98,952

 

28,771

 

67

 

127,790

Gross profit

33,441

 

3,947

 

67

 

37,455

EBITDA before exceptional items

537

 

1,306

 

(9,270)

 

(7,427)

Operating profit / (loss)

(2,245)

 

1,290

 

(9,913)

 

(10,868)

 

 

 

 

 

 

 

 

 

Finance income

 

 

 

 

 

 

5

Finance costs

 

 

 

 

 

 

(793)

 

 

 

 

 

 

 

 

 

Loss before taxation

 

 

 

 

 

 

(11,656)

 

4

EBITDA and exceptional items

 

 

 

 

 

 

 

 

 

 

 

 

Exceptional operating items

Unaudited

 

Unaudited

 

Audited

 

 

Six months to 30 June 2016

 

Six months to 30 June 2015

 

Year to 31December 2015

 

 

£'000

 

£'000

 

£'000

Exceptional share-based charges

-

 

301

 

552

Other exceptional expense

-

 

(163)

 

(163)

 

 

 

 

 

 

 

 

 

-

 

138

 

389

 

 

 

 

 

 

 

 

 

 

There are no exceptional operating items for the period to 30 June 2016. Share-based charges for share options granted to Circle partners and employees continue to be recognised as an ongoing cost within administrative expenses.

 

Operating loss, EBITDA and EBITDAR before exceptional items

Unaudited

 

Unaudited

 

Audited

 

 

Six months to 30 June 2016

 

Six months to 30 June 2015

 

Year to 31December 2015

 

 

£'000

 

£'000

 

£'000

 

 

 

 

 

 

 

Operating loss before exceptional items

(5,163)

 

(5,535)

 

(10,479)

Depreciation

1,514

 

1,355

 

2,779

Amortisation of intangibles

99

 

176

 

273

 

 

 

 

 

 

 

EBITDA before exceptional items

(3,550)

 

(4,004)

 

(7,427)

 

 

 

 

 

 

 

 

 

Operating lease rental

272

 

443

 

776

Building rental

5,149

 

4,774

 

9,669

 

 

 

 

 

 

 

EBITDAR before exceptional items

1,871

 

1,213

 

3,018

 

 

 

 

 

 

 

 

 

 

This information is included here as it provides useful insight to the reader of the accounts for understanding operational performance.

 

 

 

 

 

 

 

5

Finance income

 

 

 

 

 

 

 

Unaudited

 

Unaudited

 

Audited

 

 

Six months to 30 June 2016

 

Six months to 30 June 2015

 

Year to 31December 2015

 

 

£'000

 

£'000

 

£'000

 

 

 

 

 

 

 

Bank interest receivable

2

 

1

 

5

 

 

 

 

 

 

 

 

 

2

 

1

 

5

 

 

 

 

 

 

 

6

Finance costs

 

 

 

 

 

 

 

Unaudited

 

Unaudited

 

Audited

 

 

Six months to 30 June 2016

 

Six months to 30 June 2015

 

Year to 31December 2015

 

£'000

 

£'000

 

£'000

Finance lease interest

353

 

413

 

745

Other bank charges

-

 

-

 

48

 

 

 

 

 

 

 

 

 

353

 

413

 

793

 

 

 

 

7

Loss per share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic loss per share is calculated by dividing the loss attributable to equity holders of the parent by the weighted average number of share capital in issue during the year. Diluted loss per share is calculated by adjusting the weighted average number of shares outstanding to assume the conversion of all potentially dilutive ordinary shares. Share warrants in issue represent the only category of dilutive ordinary shares for the Group.

 

 

 

 

 

 

 

 

 

The following table sets out the computation for basic and diluted net loss per share for the six months ended 30 June 2016 and 2015 and the year ending 31 December 2015:

 

 

 

 

 

 

 

 

 

 

 

 

 

Unaudited

 

Unaudited

 

Audited

 

 

 

 

Six monthsto 30 June2016

 

Six monthsto 30 June2015

 

Year to31 December 2015

 

 

 

 

 

 

 

 

 

Loss attributable to equity holders of parent (£000's)

(5,514)

 

(6,085)

 

(11,656)

 

 

 

 

 

 

 

 

 

Weighted average number of shares in issue

 

247,797,188

 

247,797,188

 

247,797,188

 

 

 

 

 

 

 

 

 

Basic and diluted loss per share (pence)

(2.2)

 

(2.5)

 

(4.7)

 

 

 

 

 

 

 

 

 

There is no difference in the weighted average number of shares used for basic and diluted net loss per share as the effect of all potentially dilutive shares outstanding is anti-dilutive.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

8

Net cash outflow from operating activities

 

 

 

 

 

 

 

 

 

Unaudited

 

Unaudited

 

Audited

 

 

 

 

Six monthsto 30 June2016

 

Six monthsto 30 June2015

 

Year to31 December 2015

 

 

 

 

£'000

 

£'000

 

£'000

 

 

 

 

 

 

 

 

 

Loss before tax

 

 

(5,514)

 

(6,085)

 

(11,656)

Finance costs

 

353

 

413

 

793

Finance income

 

(2)

 

(1)

 

(5)

Depreciation of property, plant and equipment

 

1,514

 

1,355

 

2,779

Amortisation of intangible assets

 

99

 

176

 

273

Loss on sale of tangible fixed assets

 

-

 

-

 

9

Share-based charges

 

1,423

 

560

 

2,693

Movements in working capital:

 

 

 

 

 

 

-

Decrease / (increase) in inventories

 

229

 

127

 

(70)

-

(Increase)/decrease in trade and other receivables

 

(5,408)

 

(6,241)

 

1,990

-

Increase/(decrease) in trade and other payables

 

8,342

 

13,721

 

(1,448)

-

Increase/(decrease) in provisions

 

-

 

134

 

-

 

 

 

 

 

 

 

 

 

Cash flows from operating activities

 

1,036

 

4,159

 

(4,642)

 

 

 

 

9

Reconciliation of net debt

 

 

 

 

 

 

 

 

 

 

 

Six monthsto 30 June2016

 

Six monthsto 30 June2015

 

Year to31 December 2015

 

 

 

 

 

£'000

 

£'000

 

£'000

 

 

 

 

 

 

 

 

 

 

(Decrease)/Increase in unrestricted cash in the period / year

 

(2,315)

 

2,226

 

(9,498)

Repayment of finance lease

 

1,169

 

919

 

2,019

 

 

 

 

 

 

 

 

 

Movement in net debt from cash flow

 

(1,146)

 

3,145

 

(7,479)

 

 

 

 

 

 

 

 

 

Other non-cash movements

 

 

 

-

 

-

 

(842)

 

 

 

 

 

 

 

 

 

Movement in net debt

 

 

 

(1,146)

 

3,145

 

(8,321)

 

 

 

 

 

 

 

 

 

Net debt at 1 January

 

 

 

5,384

 

13,705

 

13,705

 

 

 

 

 

 

 

 

 

Net debt at 30 June / 31 December

 

4,238

 

16,850

 

5,384

 

 

 

 

 

 

 

 

 

 

 

 

 

 

June 2016

 

At 1 January 2016

 

Cash flow

 

Reclassifications

 

At 30 June 2016

 

 

 

£'000

 

£'000

 

£'000

 

£'000

 

 

 

 

 

 

 

 

 

 

Liquid resources

 

 

 

 

 

 

 

 

Unrestricted cash

 

14,998

 

(2,315)

 

-

 

12,683

 

 

 

 

 

 

 

 

 

 

Debt due within one year

 

 

 

 

 

 

 

 

Finance leases

 

(2,332)

 

1,169

 

(1,052)

 

(2,215)

 

 

 

 

 

 

 

 

 

 

Debt due after one year

 

 

 

 

 

 

 

 

Finance leases

 

(7,282)

 

-

 

1,052

 

(6,230)

 

 

 

 

 

 

 

 

 

 

Net debt

 

5,384

 

(1,146)

 

-

 

4,238

 

June 2015

At 1 January 2015

 

Cash flow

 

Reclassifications

 

Other non-cash changes

 

At 30 June 2015

 

 

£'000

 

£'000

 

£'000

 

£'000

 

£'000

 

 

 

 

 

 

 

 

 

 

 

Liquid resources

 

 

 

 

 

 

 

 

 

Unrestricted cash

24,496

 

2,226

 

-

 

-

 

26,722

 

 

 

 

 

 

 

 

 

 

 

Debt due within one year

 

 

 

 

 

 

 

 

 

Finance leases

(1,922)

 

919

 

(1,019)

 

-

 

(2,022)

 

 

 

 

 

 

 

 

 

 

 

Debt due after one year

 

 

 

 

 

 

 

 

 

Finance leases

(8,869)

 

-

 

1,019

 

-

 

(7,850)

 

 

 

 

 

 

 

 

 

 

 

Net debt

13,705

 

3,145

 

-

 

-

 

16,850

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 2015

At 1 January 2015

 

Cash flow

 

Reclassifications

 

Other non-cash changes

 

At 31 December 2015

 

 

£'000

 

£'000

 

£'000

 

£'000

 

£'000

 

 

 

 

 

 

 

 

 

 

 

Liquid resources

 

 

 

 

 

 

 

 

 

Unrestricted cash

24,496

 

(9,498)

 

-

 

-

 

14,998

 

 

 

 

.

 

 

 

 

 

 

Debt due within one year

 

 

 

 

 

 

 

 

 

Finance leases

(1,922)

 

2,019

 

(2,152)

 

(277)

 

(2,332)

 

 

 

 

 

 

 

 

 

 

 

Debt due after one year

 

 

 

 

 

 

 

 

 

Finance leases

(8,869)

 

-

 

2,152

 

(565)

 

(7,282)

 

 

 

 

 

 

 

 

 

 

 

Net debt

13,705

 

(7,479)

 

-

 

(842)

 

5,384

 

 

 

 

 

 

10

Related party transactions

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

There have been no material changes to the principal subsidiaries and joint ventures as listed in the Annual Report and financial statements for the year ended 31 December 2015.

 

 

 

 

 

 

 

 

 

All related party transactions between subsidiaries and joint ventures arose during the ordinary course of business and were on an arm's length basis.

 

 

 

 

 

 

 

 

 

11

Events after the balance sheet date

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

There are no events subsequent to balance sheet date which would have a material effect on the Company's financial statements at 30 June 2016.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Statement of directors' responsibilities

 

 

 

 

 

 

 

 

 

The directors confirm that the condensed set of consolidated financial information in the Interim report has been prepared in accordance with International Accounting Standard 34 'Interim Financial Reporting' as adopted by the European Union and that the Interim report includes a fair review of the information, including:

 

 

 

 

 

 

 

 

 

-

an indication of important events that have occurred during the first six months and their impact on the condensed set of consolidated financial information;

-

a description of the principal risks and uncertainties for the remaining six months of the financial year; and

-

material related party transactions in the first six months and any material changes in the related party transactions described in the last Annual Report and financial statements.

 

 

 

 

 

 

 

 

 

The directors and their positions held during the period were as published in the Annual Report and financial statements for the year ended 31 December 2015.

 

 

 

 

 

 

 

 

 

On behalf of the Board

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Steve Melton

 

 

 

Paolo Pieri

 

Chief Executive Officer

25 August 2016

 

 

 

Chief Financial Officer

 

           

 

 

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