HUNTINGDON LIFE SCIENCES GROUP PLC
10-Q, EX-99, 2000-08-14
ENGINEERING SERVICES
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PRESS RELEASE                       Huntingdon Life Sciences Group plc
                                    ("Huntingdon") (NYSE/SEAQ:HTD)
                                    Woolley Road, Alconbury, Huntingdon
                                    Cambs PE28 4HS, England

                                    For Further Information:
                                    Richard A. Michaelson
                                    Phone:   UK: +44 (0) 1480 892194
                                             US: (201) 525-1819
                                    e-mail: [email protected]


August 14, 2000

                     HUNTINGDON ANNOUNCES HALF YEAR RESULTS

Huntingdon,  England,  August 14,  2000 -  Huntingdon  Life  Sciences  Group plc
("Huntingdon" or the "Company") (NYSE:HTD) announced today that net revenues for
the quarter  ended June 30, 2000 were  (pound)15.9  million  ($24.3  million) an
increase  of  11.7%  from  revenues  for  the  equivalent  period  last  year of
(pound)14.3  million  ($23.0  million).  Under UK GAAP the  Company  reported an
operating  loss of  (pound)0.2  million  ($0.3  million),  down from  (pound)0.8
million ($1.3 million) last year. Net loss after taxation for the second quarter
was  (pound)2.5  million ($3.8  million)  compared to  (pound)2.3  million ($3.7
million) for the equivalent  period last year.  These losses  included  non-cash
exchange losses on the conversion of dollar  denominated  assets and liabilities
into  sterling of  (pound)1.1  million  compared to exchange  losses in the same
period last year of  (pound)0.5  million.  Net loss per  ordinary  share was 0.8
pence  compared to 0.8 pence last year. Net loss per ADR was 33.3 cents compared
to 31.7 cents last year, these net losses are calculated using the new ADR ratio
which was effective from July 10, 2000.

Net  revenues  for the half year ended June 30,  2000 were  (pound)31.4  million
($49.3 million) an increase of 13.5% from revenues of (pound)27.7 million ($44.8
million) in the same period last year.  The Company  reported an operating  loss
for the half year of (pound)0.5  million ($0.7 million) compared to an operating
loss of  (pound)2.1  million  ($3.3  million) in the same period last year.  Net
losses after  taxation and  interest for the half year were  (pound)3.9  million
($6.1 million) compared to (pound)5.1  million ($8.2 million) in the same period
last year. Net loss per ordinary  share was 1.3 pence,  compared to 1.7 pence in
the same period last year.  Net loss per ADR was 52.8 cents  compared  with 70.6
cents in the same period last year.

Under US GAAP the Company  reported an  operating  profit for the quarter  ended
June 30, 2000 of (pound)0.1 million ($0.1 million) compared to an operating loss
of (pound)0.8  million ($1.3 million) for the  equivalent  period last year. Net
loss after taxation for the second quarter was (pound)2.2 million ($3.4 million)
compared to (pound)1.7  million ($2.7  million)  last year,  including  non-cash
exchange losses on the conversion of dollar  denominated  assets and liabilities
into  sterling of  (pound)1.4  million  compared to exchange  losses in the same
period last year of  (pound)0.5  million.  Net loss per  ordinary  share was 0.8
pence compared to 0.6 pence last year. Net loss per ADR was 30 cents compared to
23.5 cents last year. The principal  differences  between the UK and US reported
results are  non-cash  charges  associated  with  pension  accounting,  deferred
taxation and foreign currency translation.

Andrew Baker,  Huntingdon's  Executive  Chairman said:  "The recently  announced
refinancing  plan for the Company's bank debt provides us confidence that we are
putting in place  appropriate  long term finance for the business.  We believe a
key benefit of this will be to strengthen  client support and confidence,  which
in turn will enable us to  continue  the  consistent  growth in revenues we have
achieved since the end of 1998".

Brian Cass,  Huntingdon's  Managing  Director added:  "New orders for the second
quarter  were 13% up on the  second  quarter  of last year,  which  brought  the
increase  in orders for the year to date to 15% over last  year.  Orders for the
second  quarter  were  similar  to the  first  quarter,  but  following  today's
announcement of our refinancing plans we expect to resume the quarter on quarter
growth in orders that has been more typical of the last  eighteen  months.  With
the increase in orders, revenues continue to grow; part of this increase was due
to exchange rate movements so  incremental  margins were lower than in the first
quarter, but still a healthy 34%".

Huntingdon  Life  Sciences  Group  plc is one of the  world's  leading  Contract
Research   Organisations   providing   product   development   services  to  the
pharmaceutical,  agrochemical and  biotechnology  industries.  Huntingdon brings
leading technology and capability to support its clients in non-clinical  safety
testing of new compounds in early stage  development and assessment.  Huntingdon
operates research facilities in the United Kingdom (Huntingdon and Eye, England)
and the United States (The Princeton Research Centre, New Jersey).

This announcement  contains statements that may be forward-looking as defined by
the USA's Private  Litigation  Reform Act of 1995.  These  statements  are based
largely on  Huntingdon's  expectations  and are subject to a number of risks and
uncertainties,  certain of which are beyond Huntingdon's  control, as more fully
described in  Huntingdon's  Form 10-K for the year ended  December 31, 1999,  as
filed with the US Securities and Exchange Commission.



                          * * * TABLES TO FOLLOW * * *


<PAGE>

<TABLE>

                       HUNTINGDON LIFE SCIENCES GROUP plc

                                 ("HUNTINGDON")
                                (NYSE/SEAQ - HTD)

            SUMMARY OF UNAUDITED CONSOLIDATED PROFIT & LOSS ACCOUNTS
<CAPTION>

3 Months ended June 30                                            2000               1999
----------------------
                                                          (pound)000's       (pound)000's
<S>                                                       <C>                <C>
Revenues                                                        15,950             14,283

Cost of sales                                                 (13,898)           (12,858)
                                                          -------------      -------------

Gross profit                                                     2,052              1,425
Selling and administration                                     (2,294)            (2,229)
                                                          -------------      -------------

Loss on ordinary activities before interest                      (242)              (804)
Interest receivable and similar income                             585                227
Interest payable and similar charges                           (2,811)            (1,700)
                                                          -------------      -------------

Loss on ordinary activities before taxation                    (2,468)            (2,277)
Taxation                                                             -                  -
                                                          -------------      -------------


Loss after taxation                                            (2,468)            (2,277)
                                                          -------------      -------------

Loss per share (pence)      - basic                              (0.8)              (0.8)
                            - diluted                            (0.9)              (0.8)
                                                          -------------      -------------

Loss per ADR  (cents)       - basic                             (33.3)             (31.7)
                            - diluted                           (35.7)             (32.7)
                                                          -------------      -------------

</TABLE>

<PAGE>

<TABLE>

            SUMMARY OF UNAUDITED CONSOLIDATED PROFIT & LOSS ACCOUNTS
<CAPTION>


6 Months ended June 30                                           2000             1999
----------------------
                                                         (pound)000's     (pound)000's
<S>                                                     <C>               <C>
Revenues                                                       31,413           27,666

Cost of sales                                                (27,229)         (25,026)
                                                        --------------    -------------

Gross profit                                                    4,184            2,640
Selling and administration                                    (4,661)          (4,694)
                                                        --------------    -------------

Loss on ordinary activities before interest                     (477)          (2,054)
Interest receivable and similar income                            792              599
Interest payable and similar charges                          (4,232)          (3,615)
                                                        --------------    -------------

Loss on ordinary activities before taxation                   (3,917)          (5,070)
Taxation                                                            -                -
                                                        --------------    -------------

Loss after taxation                                           (3,917)          (5,070)
                                                        --------------    -------------

Loss per share (pence)      - basic                             (1.3)            (1.7)
                            - diluted                           (1.4)            (1.8)
                                                        --------------    -------------

Loss per ADR  (cents)       - basic                            (52.8)           (70.6)
                            - diluted                          (56.2)           (73.2)
                                                        --------------    -------------

</TABLE>

<PAGE>

<TABLE>

Consolidated Statement of Total Recognised Gains and Losses

<CAPTION>

For the 6 months ended June 30
                                                                    2000              1999
                                                            (pound)000's      (pound)000's
<S>                                                       <C>                 <C>
Loss for the period                                              (3,917)           (5,070)

                                                          ---------------     -------------
Total losses recognised since last report and accounts           (3,917)           (5,070)
                                                          ---------------     -------------

</TABLE>
<PAGE>

<TABLE>

                SUMMARY OF UNAUDITED CONSOLIDATED BALANCE SHEETS
<CAPTION>

As at June 30                                             2000                 1999
-------------
                                                  (pound)000's          (pound)000's
                                                                         As restated
<S>                                             <C>                   <C>
Fixed Assets                                            67,552                74,556
                                                ---------------        --------------

Stock                                                      658                 1,371
Debtors                                                 19,415                15,384
Cash at bank and in hand                                 1,223                 6,697
                                                ---------------        --------------

Current assets                                          21,296                23,452

Bank loans                                            (22,586)                     -
Creditors and taxation                                (17,636)              (21,101)
                                                ---------------        --------------

Net current (liabilities)/assets                      (18,926)                 2,351
                                                ---------------        --------------

Total assets less current liabilities                   48,626                76,907

Convertible capital bonds                             (32,389)              (30,726)
Long term loans                                              -              (24,500)
Provisions for liabilities and charges                 (2,550)               (2,538)
                                                ---------------        --------------

Shareholder funds - all equity                          13,687                19,143
                                                ---------------        --------------
</TABLE>


<PAGE>

<TABLE>

                  SUMMARY OF UNAUDITED CONSOLIDATED CASH FLOWS

<CAPTION>

3 Months ended June 30                                        2000                1999
----------------------
(see also Note 8 in the press release)                (pound)000's        (pound)000's
                                                                           As restated

<S>                                                   <C>                <C>
Net cash (outflow)/inflow from operating activities        (1,551)                  24
                                                      -------------      --------------
Returns on investment and servicing of finance
Interest received and similar income                            45                 140
Interest paid and similar charges                            (470)               (440)
                                                      -------------      --------------
                                                             (425)               (300)
                                                      -------------      --------------
Taxation
UK Corporation tax received                                      -                  28
                                                      -------------      --------------
Capital expenditure and financial investment
Purchase of tangible fixed assets                            (376)               (549)
                                                      -------------      --------------

Net cash outflow before use of liquid resources
  and financing
                                                           (2,352)               (797)
                                                      -------------      --------------
Management of liquid resources
Movement in short term investments                               -               7,000
                                                      -------------      --------------

Financing:
Repayments of amounts borrowed                                   -               (500)
                                                      -------------      --------------

(Decrease)/increase in cash                                (2,352)               5,703
                                                      -------------      --------------

</TABLE>
<PAGE>
<TABLE>

                  SUMMARY OF UNAUDITED CONSOLIDATED CASH FLOWS
<CAPTION>


6 Months ended June 30                                            2000                    1999
----------------------
(see also Note 8 in the press release)                    (pound)000's            (pound)000's
                                                                                   As restated

<S>                                                       <C>                    <C>
Net cash outflow from operating activities                       (913)                 (2,281)
                                                          -------------          --------------
Returns on investment and servicing of finance
Interest received and similar income                                86                     248
Interest paid and similar charges                              (2,112)                 (2,065)
                                                          -------------          --------------
                                                               (2,026)                 (1,817)
                                                          -------------          --------------
Taxation
UK Corporation tax received                                          -                      28
                                                          -------------
                                                                                 --------------
Capital expenditure and financial investment
Purchase of tangible fixed assets                              (1,096)                 (1,566)
                                                          -------------          --------------

Net cash outflow before use of liquid resources
   and financing
                                                               (4,035)                 (5,636)
                                                          -------------          --------------
Management of liquid resources
Movement in short term investments                               2,200                  11,000
                                                          -------------          --------------
Financing:
Repayments of amounts borrowed                                       -                 (1,000)
                                                          -------------          --------------

(Decrease)/increase in cash                                    (1,835)                   4,364
                                                          -------------          --------------


</TABLE>
<PAGE>

Notes:

(1) Bank loans  totalling  (pound)22,586,000  are repayable on October 31, 2000.
    The directors have entered into an agreement, in principle,  with FHP Realty
    LLC, a private US  investment  firm  affiliated  with current  directors and
    shareholders  of the  Company  to  effect  a  refinancing  of the  Company's
    existing  bank  debt.  The  refinancing   contemplates  sale  and  leaseback
    transactions  of the  Company's  Princeton  and  Huntingdon  sites and a new
    $15,000,000,  asset-backed  lending facility for the Company.  Proceeds from
    the FHP  Realty  transaction  will be used to repay  in full  the  Company's
    current bank  indebtedness.  The Company's current bank facility,  which had
    been  scheduled to expire on August 31, 2000 has been extended to facilitate
    this transaction.

    The refinancing plans are subject to shareholder  approval and depend on the
    successful completion of the FHP Realty and sale and leaseback transactions.
    However,  the directors are confident that the refinancing will be completed
    and hence have formed a judgement  that it is appropriate to adopt the going
    concern  basis in preparing the  accounts.  The financial  statements do not
    include  any  adjustments  that would  result  from an  inability  to secure
    adequate finance.

(2) These  results have been  prepared in  accordance  with UK GAAP,  but do not
    constitute  Statutory  Accounts as defined by the UK Companies  Act 1985 and
    have not been audited.

(3) Certain  figures in the accounts for the six months ended June 30, 1999 have
    been  reclassified so that their  presentation  mirrors that in the accounts
    for the six months ended June 30, 2000.  These are the provision for pension
    costs, exchange differences on the Convertible Capital Bonds, and short-term
    investments.

(4) Loss per share is based on an average  of  291,010,294  (1999,  291,010,294)
    Ordinary Shares  outstanding during the six month period ended June 30, 2000
    and  an  average  of  291,010,294   (1999,   291,010,294)   Ordinary  Shares
    outstanding during the three month period ended June 30, 2000.

(5) Diluted  loss  per  share  is  based  on  an  average   273,738,353   (1999,
    280,569,558)  Ordinary Shares  outstanding during the six month period ended
    June 30, 2000 and on an average of 271,167,949 (1999,  281,738,254) Ordinary
    Shares outstanding during the three month period ended June 30, 2000.

(6) Loss per ADR is  calculated  using an exchange  rate of $1.57 =  (pound)1.00
    (1999,  $1.62 =  (pound)1.00).  On July 10, 2000 the Company changed its ADR
    ratio to one ADR  representing  twenty five Ordinary Shares and the loss per
    ADR for each period has been  calculated  using this ratio;  previously each
    ADR represented  five Ordinary  Shares.  The ratio change was implemented to
    assure  compliance with the New York Stock  Exchange's  listing  requirement
    that ADR's trade at a minimum price of $1.00 per share.

(7) For the  purposes  of  consolidation  an  average  exchange  rate of $1.57 =
    (pound)1.00 has been used in the six month period ended June 30, 2000 (1999,
    $1.62 = (pound)1.00) and $1.53 = (pound)1.00  (1999, $1.61 = (pound)1.00) in
    the three month period ended June 30, 2000.

(8) Reconciliation of operating loss and net cash (outflow)/inflow from
    operating activities
<TABLE>
<CAPTION>

                                                3 months ended June 30               6 months ended June 30
                                                   2000           1999              2000               1999
                                            (pound)'000    (pound)'000       (pound)'000        (pound)'000
 <S>                                       <C>              <C>             <C>              <C>
  Operating loss                                  (242)          (804)             (477)            (2,054)
  Depreciation                                    1,517          1,485             2,976              2,970
  Decrease/(increase) in stock                      181          (248)               145              (234)
  Increase in debtors                           (2,993)        (1,367)           (2,899)            (2,102)
  Increase/(decrease) in creditors                   80          1,238             (452)                653
  Movement in provisions                           (94)          (280)             (206)            (1,514)
                                           -------------    -----------     -------------    ---------------
                                                (1,551)             24             (913)            (2,281)
                                           -------------    -----------     -------------    ---------------
</TABLE>

(9) A printed copy of this quarterly  report is being posted to  shareholders
    and is available on request from the Registered Office at Woolley Road,
    Alconbury, Huntingdon Cambs PE28 4HS.



Independent review report to Huntingdon Life Sciences Group plc
-------------------------------------------------------------------------------

Introduction

We have been  instructed by the Company to review the financial  information set
out on pages 3 and 4 and we have read the  other  information  contained  in the
interim report and considered whether it contains any apparent  misstatements or
material inconsistencies with the financial information.

Directors' responsibilities

The interim report,  including the financial  information  contained therein, is
the  responsibility  of, and has been approved,  by the  Directors.  The Listing
Rules of the UK Listing  Authority  require  that the  accounting  policies  and
presentation  applied to the interim  figures  should be  consistent  with those
applied in preparing the preceding annual accounts except where any changes, and
the reasons for them, are disclosed.

Going concern

In arriving at our review  conclusion,  we have  considered  the adequacy of the
disclosures  made in Note 1 to the financial  information on the Company's plans
for  refinancing  the  existing  bank  debt  due on  October  31,  2000  and the
uncertainty  surrounding  this. In view of the significance of this uncertainty,
we consider that it should be drawn to your attention.

Review work performed

We conducted our review in accordance with guidance  contained in Bulletin1999/4
issued by the Auditing Practices Board. A review consists  principally of making
enquiries  of  group  management  and  applying  analytical  procedures  to  the
financial information and underlying financial data, and based thereon assessing
whether the accounting policies and presentation have been consistently  applied
unless otherwise disclosed.  A review excludes audit procedures such as tests of
control  and  verification  of  assets,  liabilities  and  transactions.  It  is
substantially  less in scope than an audit performed in accordance with Auditing
Standards  and  therefore  provides a lower  level of  assurance  than an audit.
Accordingly, we do not express an audit opinion on the financial information.

Review conclusion

On the basis of our review we are not aware of any material  modifications  that
should be made to the  financial  information  as  presented  for the six months
ended June 30,  2000.  Deloitte & Touche,  Chartered  Accountants,  Leda  House,
Station Road, Cambridge, August 14, 2000.
-------------------------------------------------------------------------------




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