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Third Age Health Half Year Results

Half Year Results27 November 2022TAHConsumer Discretionary

NZX Announcement


28 November 2022

Primary care provider, Third Age Health Services (NZX: TAH), has today reported its unaudited results

for the six months to 30 September 2022 (1H23).

During the first half of the financial year, we were pleased to have been able to successfully execute

on a growth strategy, while at the same time ensuring that our underlying work within the aged care

sector has increased. The growth strategy has, however, come at a cost through the direct and

indirect costs of both acquiring and consolidating business units, and this is acutely felt in the first half

of this year.

Financial summary

Our core business of providing primary medical services into Aged Residential Care (ARC) settings

saw strong organic growth with enrolled patients of 3,414, up 6.7% against the number of patients

during the prior comparative period (pcp) as at 30 September 2021, and up 3.0% compared with the

number of aged residential care patients enrolled with us at 31 March 2022. This increase drove

organic revenue growth for the period of 16.7% on pcp to $2.8 million.

We have focussed on strengthening key relationships with our current and potential aged residential

care customers and as a result we now have a large backlog of demand for our services. The future

rate of growth is dependent on our ability to improve productivity and utilisation, and to recruit

additional clinical practitioners.

General practices which we owned during the first half of the last financial year (1H22) experienced

strong organic growth during the first half of this financial year (1H23) with enrolled patients at 30

September 2022 of 3,425 up 14.2% on pcp, and 7.2% compared to 31 March 2022. General practice

revenue in total of $1.8 million is up 304.3% on pcp and 137.0% against the 6-month period ended

31 March 2022. Organic revenue growth was 23.5% on pcp, with the remainder contributed by

practices that were acquired. During 1H23 we completed the acquisition of an additional general

practice in Auckland and partnered to commence a new green fields general practice in

Christchurch.

While it has been pleasing to see the work of the team reflected in increased revenue as well as the

improvements made to our systems and processes, it is a disappointment to not yet see these

improvements reflected in net earnings. During this half our net earnings after tax decreased 51.8%

on pcp to $0.3 million.


NZX Announcement
There were three key factors which lead to this decrease:

First, we needed to front load resources to bolster capabilities and infrastructure that was not

previously in place but was needed to protect existing business and provide a platform from which

to grow sustainably and profitably.

Second, the integration of the practices acquired this year was slower than planned which

contributed to lower earnings. In addition, there were one off legal and acquisition related costs

incurred of $50k.

The third factor is that reported net earnings were impacted by an increase in the amount of non-

cash amortisation charges arising as a result of purchase accounting rules. Amortisation charges are

taken to reflect the decrease in value of intangible assets recognised when new businesses are

acquired. While appropriate in some cases, the concept of recognising these charges against

intangibles such as patient relationships and funding agreements does not, in our opinion reflect

economic reality. This amounted to a reduction in NPAT of a further $60K.

Shown below is Net Profit after tax adjusted for Amortisation (NPATA) which we believe better

reflects underlying earnings.



30 September 2022 30 September 2021


(Unaudited) (Unaudited)


$000 $000

Net profit after tax

324 672

Add back amortisation of intangibles

(net of 28% tax)

1


60 19

Net profit after tax and before amortisation

384 691


1. With the amortisation of intangibles of $84k for 1H23 ($27k for 1H22) there is a corresponding deferred tax credit calculated at 28%.


Challenging environment

Aged care is undergoing a challenging period over the short to medium term. The well-

acknowledged health workforce crisis, which has been compounded by the slow border

openings and immigration settings, combined with lower than needed funding outcomes for

aged care providers, continues to impact the sector. We are acutely aware that the nursing

workforce shortage has impacted some aged care clients, with several having to reduce bed

numbers. In some instances, this has had a flow on impact for us with a slowing of patient

enrolments from some facilities who are not able to operate at full capacity. While this

causes some issues in respect to contract rates and medium-term patient numbers, it does

need to be noted that all aged care providers must have a General Practitioner or Nurse

Practitioner available to their residents.

NZX Announcement
The workforce crisis also extends to clinicians, and the shortage of clinicians has impacted our

ability to grow in some regions where we have a backlog of demand.

Additionally, although we believe the business retains its longer-term pricing power it is not

completely immune to the effects of high inflation in the near term.

Despite these short to medium term sector challenges, the longer-term outlook for the

business remains positive as an aging population will continue to drive increased demand for

quality primary care medical services. Our business is well positioned to capture additional

market share due in part to the very strong relationships with existing clients, who

themselves have significant growth plans. In addition, we are forging new client relationships

in the sector.

Our people

Delivery of front-line clinical care during the pandemic has not been easy and our team

adapted well to the many challenges. We are grateful to have a high performing team with

many long-standing practitioners who are dedicated to providing the best clinical care.

Our people are our greatest asset, and we are working to equip them with the tools to

systematically focus on continuous improvement, customer satisfaction and profitable

growth.

Performance improvement

While we have outlined a number of factors that have influenced the results for this half

year, we do need to also state that we are not satisfied with the level of net earnings

achieved and are expending every effort to see them returned to a proper level.

A focus on operational efficiencies in our newly acquired general practices is showing

promising early results. Additionally, a plan to rebalance resources across the group will

deliver a reduction in annualised costs of at least $150k p.a. from January 2023.

We have several new clinicians starting in the second half of this financial year which will

enable us to increase patient numbers in general practice and share these resources to fill

unmet need with our aged care clients. Following further success in recruitment of clinicians

we will be able to meet the strong pipeline of new business which is expected to deliver

profitable growth.

We expect to achieve improved profit margins and net earnings in the second half of this

financial year with both expected to be well ahead of those achieved in the first half.

We do not measure success by the overall size of your company, or the total reported profit.

Our goal over the long term is to maximise both returns on capital and the average annual

rate of increase in intrinsic value per share.

NZX Announcement

EastMed Doctors

The business acquired a majority share in EastMed Doctors, a key acquisition in St Heliers

Auckland, which was settled after period end on 3 October 2022, and early results are in line

with expectations.

EastMed Doctors is ideally located next to Ryman’s premium Grace Joel Retirement Village

and in easy reach of eight aged care facilities, representing opportunity for growth.

CFO transition

The Board is pleased to announce that Denice Bennett has been appointed as the new Chief Financial

Officer (CFO) and joins the company in January 2023. Neil Hopkins, who joined the business as Acting

CFO in mid-2021 has indicated he plans to reduce his work commitments next year. The Board and

management wish to thank Neil for his contribution in guiding and supporting the business following

NZX listing and through our period of growth over the past twelve months.

The transition of the CFO will take place in the early part of 2023, with Neil’s support. Denice is a

Chartered Accountant with over 20 years’ experience in a range of CFO and management roles and is

currently Acquisitions and Integration Manager at Tāmaki Health.

Release of results

Going forward, to ensure all shareholders have adequate time to read and thoughtfully digest the

progress of the company before the market opens, we plan to release half-year and full-year updates

post market close on a Friday afternoon.

Dividend

In line with our dividend policy the Board has declared a fully imputed dividend of 2.45 cents per

share.


John Fernandes Tony Wai

Chairman CEO

[ENDS]

For more information, please contact:

Ruth Morse, Head of Communications, Marketing and Engagement

Third Age Health

+64 21 263 1415

ruthm@thirdagehealth.co.nz

---

INTERIM REPORT
For the six months ended

30 September 2022

John Fernandes
Chairman

28 November 2022

On behalf of the Board and management of Third Age

Health, I am pleased to present the Third Age Health

Services Limited Interim Report for the six months

ended 30 September 2022.

CONTENTS

Chairman and CEO report

Interim financial statements

Notes to financial statements

3 - 6

9 - 12

13 - 24

CHAIRMAN AND CEO REPORT
During the first half of the financial year, we were pleased to have been able to

successfully execute on a growth strategy, while at the same time ensuring that

our underlying work within the aged care sector has increased. The growth

strategy has, however, come at a cost through the direct and indirect costs of

both acquiring and consolidating business units, and this is acutely felt in the

first half of this year.


Financial summary

Our core business of providing primary medical services into Aged Residential Care

(ARC) settings saw strong organic growth with enrolled patients of 3,414, up 6.7%

against the number of patients during the prior comparative period (pcp) as at 30

September 2021, and up 3.0% compared with the number of aged residential care

patients enrolled with us at 31 March 2022. This increase drove organic revenue

growth for the period of 16.7% on pcp to $2.8 million.

We have focussed on strengthening key relationships with our current and potential

aged residential care customers and as a result we now have a large backlog of

demand for our services. The future rate of growth is dependent on our ability to

improve productivity and utilisation, and to recruit additional clinical practitioners.

General practices which we owned during the first half of the last financial year

(1H22) experienced strong organic growth during the first half of this financial year

(1H23) with enrolled patients at 30 September 2022 of 3,425 up 14.2% on pcp, and

7.2% compared to March 2022. General practice revenue in total of $1.8 million is up

304.3% on pcp and 137.0% against the 6-month period ended 31 March 2022. Organic

revenue growth was 23.5% on pcp, with the remainder contributed by practices that

were acquired. During 1H23 we completed the acquisition of an additional general

practice in Auckland and partnered to commence a new green fields general practice

in Christchurch.

While it has been pleasing to see the work of the team reflected in increased revenue

as well as the improvements made to our systems and processes, it is a

disappointment to not yet see these improvements reflected in net earnings. During

this half our net earnings after tax decreased 51.8% on pcp to $0.3 million.

There were three key factors which lead to this decrease:

First, we needed to front load resources to bolster capabilities and infrastructure

that was not previously in place but was needed to protect existing business and

provide a platform from which to grow sustainably and profitably.

Second, the integration of the practices acquired this year was slower than planned

which contributed to lower earnings. In addition, there were one off legal and

acquisition related costs incurred of $50k.

3

*With the amortisation of intangibles of $84k for 1H23 ($27k for 1H22) there is a corresponding deferred tax credit calculated at 28%.

The third factor is that reported net earnings were impacted by an increase in the

amount of non-cash amortisation charges arising as a result of purchase accounting

rules. Amortisation charges are taken to reflect the decrease in value of intangible

assets recognised when new businesses are acquired. While appropriate in some cases,

the concept of recognising these charges against intangibles such as patient

relationships and funding agreements does not, in our opinion reflect economic reality.

This amounted to a reduction in NPAT of a further $60K.

Shown below is Net Profit after tax adjusted for Amortisation (NPATA) which we believe

better reflects underlying earnings.


Challenging environment

Aged care is undergoing a challenging period over the short to medium term. The well-

acknowledged health workforce crisis, which has been compounded by the slow border

openings and immigration settings, combined with lower than needed funding

outcomes for aged care providers, continues to impact the sector. We are acutely

aware that the nursing workforce shortage has impacted some aged care clients, with

several having to reduce bed numbers. In some instances, this has had a flow on impact

for us with a slowing of patient enrolments from some facilities who are not able to

operate at full capacity. While this causes some issues in respect to contract rates and

medium-term patient numbers, it does need to be noted that all aged care providers

must have a General Practitioner or Nurse Practitioner available to their residents.

The workforce crisis also extends to clinicians, and the shortage of clinicians has

impacted our ability to grow in some regions where we have a backlog of demand.

Additionally, although we believe the business retains its longer-term pricing power it is

not completely immune to the effects of high inflation in the near term.

Despite these short to medium term sector challenges, the longer-term outlook for the

business remains positive as an aging population will continue to drive increased

demand for quality primary care medical services. Our business is well positioned to

capture additional market share due in part to the very strong relationships with

existing clients, who themselves have significant growth plans. In addition, we are

forging new client relationships in the sector.

30 September 2022 30 September 2021

(Unaudited) (Unaudited)

$000 $000


Net profit after tax 324 672

Add back amortisation of intangibles 60 19

(net of 28% tax)*

Net profit after tax and before amortisation 384 691


4

Our people
Delivery of front-line clinical care during the pandemic was not easy and our team

adapted well to the many challenges. We are grateful to have a high performing team

with many long-standing practitioners who are dedicated to providing the best

clinical care.

Our people are our greatest asset, and we are working to equip them with the tools

to systematically focus on continuous improvement, customer satisfaction and

profitable growth.

Performance improvement

While we have outlined a number of factors that have influenced the results for this

half year, we do need to also state that we are not satisfied with the level of net

earnings achieved and are expending every effort to see them returned to a proper

level.

A focus on operational efficiencies in our newly acquired general practices is

showing promising early results. Additionally, a plan to rebalance resources across

the group will deliver a reduction in annualised costs of at least $150k p.a. from

January 2023.


We have several new clinicians starting in the second half of this financial year which

will enable us to increase patient numbers in general practice and share resources to

fill unmet need with our aged care clients. Following further success in recruitment

of clinicians we will be able to meet the strong pipeline of new business which is

expected to deliver profitable growth.

We expect to achieve improved profit margins and net earnings in the second half of

this financial year with both expected to be well ahead of those achieved in the first

half.

We do not measure success by the overall size of your company, or the total

reported profit. Our goal over the long term is to maximise both returns on capital

and the average annual rate of increase in intrinsic value per share.

EastMed Doctors

The business acquired a majority share in EastMed Doctors, a key acquisition in St

Heliers Auckland, which was settled after period end on 3 October 2022, and early

results are in line with expectations.

EastMed Doctors is ideally located next to Ryman’s premium Grace Joel Retirement

Village and in easy reach of eight aged care facilities, representing opportunity for

growth.

5

CFO transition
The Board is pleased to announce that Denice Bennett has been appointed as the

new Chief Financial Officer (CFO) and joins the company in January 2023. Neil

Hopkins, who joined the business as Acting CFO in mid-2021 has indicated he plans

to reduce his work commitments next year. The Board and management wish to

thank Neil for his contribution in guiding and supporting the business following NZX

listing and through our period of growth over the past twelve months.

The transition of the CFO will take place in the early part of 2023, with Neil’s support.

Denice is a Chartered Accountant with over 20 years’ experience in a range of CFO

and management roles and is currently Acquisitions and Integration Manager at

Tāmaki Health.

Release of results

Going forward, to ensure all shareholders have adequate time to read and

thoughtfully digest the progress of the company before the market opens, we plan to

release half-year and full-year updates post market close on a Friday afternoon.

Dividend

In line with our dividend policy the Board has declared a fully imputed dividend of

2.45 cents per share.

John Fernandes Tony Wai

Chairman CEO

6

FINANCIAL STATEMENTS

Third Age Health Services Limited and subsidiaries
Condensed Consolidated Financial Statements

For the six months ended 30 September 2022


8



Approval and issue of Condensed Consolidated Financial Statements


The Directors are pleased to present the Condensed Consolidated Financial Statements of Third Age Health

Services Limited and its subsidiaries (the “Group’) for the six-months ended 30 September 2022.

The Board of Directors of the Group authorised the Condensed Consolidated Financial Statements, set out on

pages 9 to 24 for issue on 28 November 2022.






John Fernandes

Independent Chairman

Wayne Williams

Independent Director and Audit Committee Chair





Third Age Health Services Limited and subsidiaries
Condensed Consolidated Statement of Comprehensive Income

For the six months ended 30 September 2022



9



30 September 2022 30 September 2021


(Unaudited) (Unaudited)

Notes $000 $000

Total revenues 3

4,578 2,840

Cost of services


(2,098) (1,187)

Gross profit


2,480 1,653



Other income


8 18



Employees and contractors 5

(1,139) (315)

Professional and consulting fees 6

(280) (262)

Other expenses 7

(374) (100)

Operational expenses


(1,793) (677)



Earnings before interest, tax, depreciation and amortisation

695 994



Depreciation and amortisation 8

(182) (56)

Finance costs 9

(48) (4)



Profit before income tax


465 934



Income tax expense


(141) (262)



Profit for the period


324 672



Total comprehensive income for the period


324 672


Earnings per share (note 11)


From continuing operations:


Basic earnings per share (cents per share)


3.26 6.89

Diluted earnings per share (cents per share)


3.24 6.84





These financial statements are to be read in conjunction with the accompanying notes.

Third Age Health Services Limited and subsidiaries
Condensed Consolidated Statement of Financial Position

As at 30 September 2022



10



30 September 2022 31 March 2022


(Unaudited) (Audited)

Notes $000 $000

Current assets



Cash and cash equivalents


934 1,124

Trade and other receivables

12

837 386

Loan receivable

13

313 313

Total current assets


2,084 1,823




Non-current assets



Property, plant and equipment


89 22

Right-of-use-assets

14

1,175 1,093

Intangible assets


2,276 1,902

Trade and other receivables


20 20

Total non-current assets


3,560 3,037




Total assets


5,644 4,860




Current liabilities



Trade and other payables


839 668

Current tax liabilities


(40) 55

Employee share purchase plan deposits


75 75

Lease liabilities

14

143 111

Total current liabilities


1,017 909




Non current liabilities



Trade and other payables


27 29

Lease liabilities 14 1,047 977

Deferred tax liability


334 249

Bank Loan 16 593 -

Total non current liabilities


2,001 1,255




Total liabilities


3,018 2,164




Net assets


2,626 2,696

Equity



Share capital

17

519 515

Share based payments reserve


648 643

Retained earnings


1,459 1,538

Total equity


2,626 2,696






These financial statements are to be read in conjunction with the accompanying notes.

Third Age Health Services Limited and subsidiaries
Condensed Consolidated Statement of Changes in Equity

For the six months ended 30 September 2022



11



Share

Capital

Share

Based

Payments

Reserve

Retained

earnings Total

Notes $000 $000 $000 $000

Balance at 1 April 2022 (Audited)


515 643 1,538 2,696




Profit for the period


- - 324 324

Total comprehensive income for the period


- - 324 324




Shares issued 17 4 - - 4

Dividend 18 - - (403) (403)

Share based payments


- 5 - 5

Balance at 30 September 2022 (unaudited)


519 648 1,459 2,626


Balance at 1 April 2021 (Audited)


173 607 1,196 1,976


Profit for the period


- - 672 672

Total comprehensive income for the period


- - 672 672


Dividend 18 - - (381) (381)

Share based payments


- - - -

Balance at 30 September 2021 (unaudited)


173 607 1,487 2,267





These financial statements are to be read in conjunction with the accompanying notes.

Third Age Health Services Limited and subsidiaries
Condensed Consolidated Statement of Cash Flows

For the six months ended 30 September 2022



12



30 September 2022 30 September 2021


(Unaudited) (Unaudited)

Notes $000 $000

Cash flows from operating activities


Receipts from operating activities


4,321

2,803

Payments to suppliers and employees


(3,721)

(1,921)

Interest received


- 7

Interest paid


(44)

(4)

Income taxes paid


(260)

(514)

Net cash flows from operating activities 10

296 371




Cash flows from investing activities




Payments to purchase property, plant and equipment


(18)

(3)

Acquisition of general practices


(594)

-

Net cash flows used in investing activities


(612)

(3)




Cash flows from financing activities




Proceeds from issuing shares 17 4 -

Deposits received under share purchase plan


- 19

Principal elements of loan repayments


- 21

Payment of principal portion of lease liabilities


(68) (26)

Dividend paid 18 (403) (381)

Cash received under ANZ debt facility 16 593 -

Net cash flows from financing activities


126 (367)




Net movement in cash and cash equivalents


(190) 1




Cash and cash equivalents at the beginning of the period


1,124 1,829

Cash and cash equivalents at the end of the period


934 1,830




These financial statements are to be read in conjunction with the accompanying notes.

Third Age Health Services Limited and subsidiaries
Notes to the condensed consolidated financial statements

For the six months ended 30 September 2022



13


1. Reporting Entity


The consolidated interim financial statements for Third Age Health Services Limited and its subsidiaries (the

"Group") are for the economic entity comprising Third Age Health Services Limited (the “Company” or

"Parent") and its subsidiaries. The Parent is incorporated and domiciled in New Zealand and registered under

the Companies Act 1993 and is a Financial Market Conduct (FMC) entity for the purposes of the Financial

Reporting Act 2013 and the Financial Markets Conduct Act 2013. The Financial Statements have been prepared

in accordance with each of these Acts. The Company is listed on the NZX Main Board ("NZX").


The principal trading activity of the Group is the provision of medical services to the aged care sector. Those

companies included in the Group are disclosed in note 15. These condensed consolidated interim financial

statements are for the 6 months ended 30 September 2022. The Group’s current operations do not follow a

seasonal or cyclical pattern.



2. Significant Accounting Policies


2.1. Statement of compliance and reporting framework


These unaudited condensed consolidated interim financial statements have been prepared in accordance with

New Zealand Generally Accepted Accounting Practice ("NZ GAAP"). They comply with the New Zealand

equivalent to International Accounting Standard 34 ("NZ IAS 34") Interim Financial Reporting. For the purposes

of complying with NZ GAAP, the Group is a for-profit entity.


The interim financial statements do not include all of the information required for full year financial

statements and should be read in conjunction with the Company's annual financial report for the year ended

31 March 2022. Consistent accounting policies with the full financial statements for the year ended 31 March

2022 have been applied in preparation of these interim financial statements.


2.2. Basis of preparation


The financial statements for the six months ended 30 September 2022 and the comparative six months ended

30 September 2021 are unaudited. Remuneration of medical practitioners in general practice is now treated as

part of the cost of services in the statement of comprehensive income. Previously it had been treated as an

employee and contractor expense. This expense for the prior period ended 30 September 2021 has been

reclassified as cost of services.


2.3. COVID-19


The Company continues to monitor the impact of COVID 19 both locally and globally as well as the

recommendations from the New Zealand Government. The Group continues to operate through adoption of

recommended safety measures and utilising core infrastructures such as virtual meetings and collaboration

tools in place prior to the pandemic.


The Board note the level of business uncertainty that continues to exist in relation to the impacts of the

COVID-19 pandemic including the possibility of business disruption, shortage of recruiting new medical

Third Age Health Services Limited and subsidiaries
Notes to the condensed consolidated financial statements

For the six months ended 30 September 2022



14


clinicians and erosion of consumer spending. There are no provisions in these statements for the financial

impacts of COVID-19.



3. Revenue


Revenues from agreements and contracts with customers and public health organisations (PHOs)



30 September 2022 30 September 2021


(Unaudited) (Unaudited)


$000 $000

Capitation revenue


Aged medical care services 884 765

General practice medical services 1,065 334


Consultation revenue


Aged medical care services 1,800 1,576

General practice medical services 502 105


Other revenues


Aged medical care services 119 60

General practice medical services 208 0


Total revenue from contracts with customers and PHOs 4,578 2,840



4. Segment Information


Products and services from which reportable segments derive their revenue


The Group's reportable segments are as follows:

• Aged medical care services: the provision of medical care services to the aged care sector,

• General practice medical services: the provision of general medical care services to the community.


Segment revenues and profit before tax


The following is an analysis of the Group’s revenue and results from continuing operations by reportable

segment


Segment revenue

30 September 2022 30 September 2021


(Unaudited) (Unaudited)


$000 $000

Aged medical care services

2,803 2,401

General practice medical services

1,775 439

Total for continuing operations

4,578 2,840


Third Age Health Services Limited and subsidiaries
Notes to the condensed consolidated financial statements

For the six months ended 30 September 2022



15


Segment profit before tax

30 September 2022 30 September 2021


(Unaudited) (Unaudited)


$000 $000

Aged medical care services

410 761

General practice medical services

55 173

Total for continuing operations

465 934


Segment profit before tax for the General practice medical services includes $17,595 of finance cost from the

ANZ loan facility (note 16). This cost is allocated to this segment, as the loan facility was utilised to fund the

acquisition of general practices.


Segment profit includes the following items:


For the period ended 30 September 2022

Aged care General practice


medical services medical services


(Unaudited) (Unaudited)


$000 $000

Earnings before interest, tax, depreciation and amortisation

412 283

Depreciation & amortisation

(2) (180)

Finance costs -

(48)

Profit before tax

410 55

Income tax expense

(115) (26)

Profit for the period

295 29



For the period ended 30 September 2021

Aged care General practice


medical services medical services


(Unaudited) (Unaudited)


$000 $000

Earnings before interest, tax, depreciation and amortisation 761 233

Depreciation & amortisation - (56)

Finance costs - (4)

Profit before tax 761 173

Income tax expense (214) (48)

Profit for the period 547 125



Segment assets and liabilities


Segment assets

30 September 2022 31 March 2022


(Unaudited) (Audited)


$000 $000

Aged medical care services New Zealand 1,898 1,513

General practice medical services 4,516 4,014

Total assets by segment 6,414

5,527


Intercompany elimination (770) (667)

Total assets

5,644

4,860

Third Age Health Services Limited and subsidiaries
Notes to the condensed consolidated financial statements

For the six months ended 30 September 2022



16


Segment liabilities

30 September 2022 31 March 2022


(Unaudited) (Audited)


$000 $000

Aged medical care services New Zealand

1,471 922

General practice medical services

2,317 1,909

Total liabilities by segment

3,788 2,831



Intercompany elimination (770) (667)

Total liabilities

3,018 2,164



5. Employees and contractors


30 September 2022 30 September 2021


(Unaudited) (Unaudited)


$000 $000

Salaries and wages

991 147

Short term incentives

20

-

Defined contribution (KiwiSaver)

32 5

Share based payments expense

4 1

Employee benefit expense

1,047 153



Contractors

92 162


1,139 315


Total employee costs are split between costs associated with operations that existed in the prior period and

new acquisitions since October 2021.


30 September 2022 30 September 2021


(Unaudited) (Unaudited)


$000 $000


Existing operations 908

315

New acquired subsidiaries 231

-


1,139 315


The increase in costs in existing operations arises from increased general and clinical staff and management, to

support the growth in the business since listing and to enable the execution of strategy.



6. Professional and consulting fees


30 September 2022 30 September 2021


(Unaudited) (Unaudited)


$000 $000

Fees paid to auditor

46

23

Accounting and taxation services

22

84

Legal expenses

74

26

Directors' fees

78

63

Listing and share registry costs

26

19

CEO Recruitment

-

6

Other consultancy costs

34

41


280 262

Third Age Health Services Limited and subsidiaries
Notes to the condensed consolidated financial statements

For the six months ended 30 September 2022



17


Legal fees include $49,900 (2021: $10,010) of fees in respect of work undertaken on acquisitions including the

acquisition of EastMed settled after period end.



7. Other expenses


30 September 2022 30 September 2021

(Unaudited) (Unaudited)

$000 $000

Computer/IT infrastructure 167 43

Practice medical supplies 61 8

Professional operational services 43 21

Travel 27 6

Office and general 76 24

374 102


Total other expenses are split between costs associated with operations that existed in the prior period and

new acquisitions since October 2021.




30 September 2022 30 September 2021


(Unaudited) (Unaudited)


$000 $000


Existing operations 240 102

New acquired subsidiaries 134

-


374 102


The increase in costs for existing operations is due to essential upgrades to computer and IT platforms, travel

to support the nationwide growth of ARC and costs associated with recruitment of clinical resources.



8. Depreciation and amortisation



30 September 2022 30 September 2021


(Unaudited) (Unaudited)


$000 $000

Depreciation of right-of-use assets

88 28

Amortisation of Intangibles

84 27

Depreciation of property plant and equipment

10 1


182 56


The increase in depreciation of right of use assets and amortisation of intangibles arise from the acquisitions of

new subsidiaries since October 2022 (see note 15).






Third Age Health Services Limited and subsidiaries
Notes to the condensed consolidated financial statements

For the six months ended 30 September 2022



18


9. Finance costs


30 September 2022

30 September 2021



(Unaudited) (Unaudited)


Notes

$000 $000

Interest expense on leases 14 30 4

Fees and Interest on ANZ loan facility

16

18 -



48 4



10. Reconciliation of profit before tax to net cash from operating activities



30 September 2022 30 September 2021


(Unaudited) (Unaudited)


$000 $000

Profit before income tax 465 934


Adjustments to reconcile profit before tax to net cash flows:


Depreciation and other amortisation 182 56

Share based payments expense 4 1

Interest charged on loan receivable - (3)


Working capital adjustments:


Trade and other receivables (261) (37)

Trade and other payables 166 (66)


556 885

Income tax paid (260) (514)


Net cash from operating activities 296 371



11. Earnings per share


Basic and diluted earnings per share


30 September 2022 30 September 2021


(Unaudited) (Unaudited)


$000 $000

Net profit attributable to the ordinary shareholders of the

Group

324 672

Earnings used in the calculation of basic earnings per share

from continuing operations

324 672


Weighted average number of shares used as the denominator


Shares Shares


000's 000's

Weighted average number of ordinary shares used as the

denominator in calculating basic earnings per share

9,952 9,750


Adjustments for calculation of diluted earnings per share:



Employee share options 34 72


Weighted average number of ordinary shares and potential

ordinary shares used as the denominator in calculating diluted

earnings per share

9,985 9,822

Third Age Health Services Limited and subsidiaries
Notes to the condensed consolidated financial statements

For the six months ended 30 September 2022



19



From continuing operations:

Cents per share Cents per share

Basic earnings per share 3.26 6.89

Diluted earnings per share 3.24 6.84


Number of ordinary shares excludes shares held by the Third Age Employee Purchase Plan.



12. Trade and other receivables


Trade and other receivables


30 September 2022 31 March 2022


(Unaudited) (Audited)


Note

$000 $000

Trade receivables


440 330

Purchase deposit for acquisition

20

193 0

Prepayments and other receivables


124 42

Accrued revenue


80 14



837 386


Trade and other receivables (non-current)


30 September 2022 31 March 2022


(Unaudited) (Audited)



$000 $000

Deposit with NZX


20 20



20 20



13. Loan receivable


The loan receivable is due from Third Age Digital Health Limited (TADH), a separate entity that does not

provide any services to the Company. While it has a few common shareholders, and owes the Company, it is

not related in any other way.



30 September 2022 31 March 2022


(Unaudited) (Audited)


$000 $000

Current 313 313


313 313


Following the failure of TADH to maintain monthly repayments of the loan, during the period the Company

sought application to have TADH placed in liquidation and liquidators were appointed. The independent

directors continue to work with the liquidators to seek full recovery.


Michael Haskell is the Director of TADH, and its major shareholders are Michael Haskell & Associates Limited

and Bevan Walsh, both major shareholders of the Company. As such the loan is considered a related party loan

(note 19).


Third Age Health Services Limited and subsidiaries
Notes to the condensed consolidated financial statements

For the six months ended 30 September 2022



20


14. Right of use assets and leases liabilities


The following tables show the movement in right of use assets and lease liabilities which reflects an additional

lease arising from the acquisition of Devonport Family Medicine during the period (see note 15).


Movements in the amounts recognised in the statement of financial position as at 30 September 2022 and

the prior corresponding period


Right-of-use-asset


30 September 2022 30 September 2021


(Unaudited) (Unaudited)


$000 $000

Opening balance at beginning of period (Audited)

1,093

227

Additions and reassessments

170 334

Depreciation

(88) (28)

Closing balance

1,175 533


Lease liabilities


30 September 2022 30 September 2021


(Unaudited) (Unaudited)


$000 $000

Balance at beginning of period (Audited)

1,088

233

Additions and reassessments

170 334

Interest

30 4

Repayments

(98) (30)

Closing balance

1,190

541


Current

143 49

Non-current

1,047 492


1,190

541



Amounts recognised in the statement of profit or loss


30 September 2022 30 September 2021


(Unaudited) (Unaudited)


$000

$000

Depreciation of right-of-use assets property

88 28

Interest expense (included in finance cost)

30 4


The total cash outflow for leases in the 6-month period ended September 2022 was $98,017 (2021: $30,571).








Third Age Health Services Limited and subsidiaries
Notes to the condensed consolidated financial statements

For the six months ended 30 September 2022



21


15. Business combinations


Group composition


The parent entity is Third Age Health Services Limited, a company incorporated in New Zealand. The Group

had the following subsidiaries as of 30 September 2022. The current reporting period includes results from

three new subsidiaries that were not part of the group for the same period last year.


Subsidiary name Country of incorporation 30 September

2022 Ownership

31 March 2022

Ownership

Hawkes Bay Wellness Centre Limited New Zealand

100% 100%

Belmont Medical Centre Limited (acquired

11 October 2021)

New Zealand

100% 100%

Ponsonby Medical (Third Age Health)

Limited (acquired 31 March 2022)

New Zealand

100% 100%

Devonport Family Medicine (Third Age

Health) Limited (acquired 2 May 2022)

New Zealand

100%

-

Third Age Employee Share Purchase Plan

Trust

New Zealand

100% 100%

Phoenix Health Hub Limited New Zealand

10%

-


Phoenix Health Hub Limited (Phoenix) is an investment by the Company in a Christchurch based clinic to realise

a new integrated general practice and allied health clinic to support unmet health needs. The Company holds a

10% share in Phoenix and is treated as an investment, recorded at cost. As of 30 September 2022, the cost was

nil.


On 3 October 2022 the Company settled the acquisition of a 66.6% share of EastMed St Heliers Limited, a

company incorporated in New Zealand (note 20).


Acquisition of Devonport Family Medicine (Third Age Health) Limited


During the period ended 30 September 2022 the Company completed the acquisition of a general practice,

Devonport Family Medicine (DFM), to support the Group’s future growth strategy around providing a

consistent primary health service as people move from community living into the aged care setting.


The Group acquired the assets and business of Devonport Family Medicine on 2 May 2022, through a new

wholly owned Group entity. The results of the practice since acquisition are included in these Consolidated

Financial Statements for the period ended 30 September 2022, contributing $337,548 to Group revenues and

$11,684 to Group EBITDA.








Third Age Health Services Limited and subsidiaries
Notes to the condensed consolidated financial statements

For the six months ended 30 September 2022



22


Details of the fair value of identifiable assets and liabilities, acquired purchase consideration and goodwill are

as follows:


$000

Cash 401

Total consideration transferred 401


Non-current assets


Property, plant and equipment 59

Right of use asset 170

Intangible Assets 416

Total assets acquired 645


Non-current liability


Lease Liability (170)

Non-current liability


Deferred tax liability (117)

Total net assets acquired 358

Goodwill 43


Given the short timeframe since acquisition date and the complexity involved, the accounting for the business

combination under NZ IFRS 3 Business Combinations has not been finalised as at the date of this report.



16. Bank loan


The Company entered into a $3 million debt facility with ANZ Bank New Zealand Limited to provide capital to

support the Group’s planned acquisition strategy. The term is for two years with a covenant requiring Debt-to-

EBITDA ratio (based on 12 “months” results) capped at two times, tested at each reporting date. As at 30

September 2022, the Debt to EBITDA ratio was 0.356. Security for the loan is a first ranking security over the

Company and the Group which includes cross guarantees and indemnity of debt.


During the period, the loan was drawn to fund the acquisition of Devonport Family Medicine and a deposit

payment for the acquisition of EastMed (note 20). Total fees and interest charged on the loan in the period

was $17,595.


Subsequent to period end the facility has been restructured, see note 20.



17. Share capital


Share capital increased by $3,821 during the period as a result of the issue of 1,363 ordinary shares to

shareholders who opted to join the Dividend Reinvestment Plan, established on 19 May 2022. The shares

were issued at a price of $2.7805.




Third Age Health Services Limited and subsidiaries
Notes to the condensed consolidated financial statements

For the six months ended 30 September 2022



23


18. Dividend paid during the period


Dividends paid during the period ended 30 September 2022:

Cents per share $000

Final dividend for the year ended 31 March 2022 4.05 403


Dividends paid during the period ended 30 September 2021:

Cents per share $000

Final dividend for the year ended 31 March 2021 3.91 381



19. Related party transactions


Transactions with related parties


Name of related party Nature of relationship Transaction

30 September

2022

30 September

2021


(Unaudited) (Unaudited)

$000 $000

Bevan Walsh Director & Shareholder Director fees 12 18

John Fernandes Director & Shareholder Director fees 26 18

Norah Barlow Director & Shareholder Director fees 19 18

Wayne Williams Director Director fees 21 9

Diane Budres (resigned 19 July 2022) Director & Shareholder Director fees 1 1


Michael Haskell, CEO (resigned 30

September 2021)

Shareholder Contractor fee - 132

Bonus accruals - (23)


Directors’ fees for John Fernandes, Norah Barlow and Wayne Williams for the period ended 30 September

2022 also include fees as members of the Audit Committee. For the period, Wayne Williams (Chairman

effective 1 July 2022), received a fee of $3,125, Norah Barlow received a fee of $1,250 and John Fernandes a

fee of $1,875 (including fees as committee Chairman effective to 30 June 2022).


Loan receivable from Third Age Digital Health Limited (TADH) (note 13)


Bevan Walsh (Director and Company shareholder), Michael Haskell (former CEO, resigned 30 September 2021

and Company shareholder) and Diane Budres (former Director who resigned 19 July 2022 and Company

shareholder) are all shareholders of TADH which has a loan due to Company. Michael Haskell is also a Director

of TADH. Bevan Walsh resigned as a director of TADH on 20 December 2021.



20. Subsequent event


Purchase of EastMed


On 3 October 2022 settled the acquisition of a majority share of EastMed St Heliers Limited (“EastMed”) for

$1.9 million fully funded through the ANZ loan facility (Note 16).


Given the short timeframe since acquisition date and the complexity involved, the accounting for the business

combination under NZ IFRS 3 Business Combinations has not been finalised as at the date of this report. The

Company will report the impact of the acquisition on the Group in the annual consolidated financial

statements for the year ending 31 March 2023.

Third Age Health Services Limited and subsidiaries
Notes to the condensed consolidated financial statements

For the six months ended 30 September 2022



24



The EastMed acquisition has no impact on the performance of the Group for the period ended 30 September

2021 given the acquisition occurred after the end of the reporting period. A deposit of the acquisition price

was paid on in September 2022, funded through the ANZ loan facility (note 16).



Interim dividend declared


Subsequent to the period end, the Board have declared a fully imputed interim dividend of 2.45 cents per

share.



Variation and restructure of the ANZ debt facility


Subsequent to period end, on 24 November 2022 the Company completed a restructuring of the $3 million

ANZ loan facility in to 3 loan tranches each $750,000, on the following terms and conditions.


1. $750,000 term loan, fixed at a rate of 9.1% for one year on a term of two years with a 15-year

amortisation payment period of principal and interest.

2. $750,000 term loan, fixed at a rate of 9.36% for two years on a loan term of two years and a 15-year

amortisation payment period of principal and interest.

3. $750,000 term loan, fixed at a rate of 9.55% for three years, on a loan term of three years and a 15-year

amortisation payment period of principal and interest.


The balance ($750,000) will remain under the current facility arrangement (see note 16). At the time of the

restructure the Company had drawn down $2,329,719 of the facility to fund the acquisitions of Devonport

Family Medicine and EastMed.





www.thirdagehealth.co.nz
Third Age Health Services Limited

P O Box 303 387

North Harbour 0751

Auckland

investors@thirdagehealth.co.nz

---

Results announcement
(for Equity Security issuer/Equity and Debt Security issuer)

Updated as at 17 October 2019


Results for announcement to the market

Name of issuer Third Age Health Services Limited

Reporting Period 6 months to 30 September 2022

Previous Reporting Period 6 months to 30 September 2021

Currency New Zealand Dollar

Amount ($000) Percentage change

Revenue from continuing

operations

$4,578 61.2%

Total Revenue $4,578 61.2%

Net profit from continuing

operations

$324 (51.8%)

Total net profit $324 (51.8%)

Interim Dividend

Amount per Quoted Equity

Security (net)

$0.02449413

Imputed amount per Quoted

Equity Security

$0.00952550

Record Date 6 December 2022

Dividend Payment Date 16 December 2022

Current period Prior comparable period

31 March 2022

Net tangible assets per

Quoted Equity Security

$0.069 $0.105

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood

For a detailed commentary on the performance for the period please refer to

the attachment market announcement and Interim Report.

Change in net tangible assets per quoted equity security (NTA)

The NTA has decreased by 34.2% against 31 March 2022 with the impact of a

bank loan facility (see note 16 of the Interim Report) drawn to fund

acquisitions, increasing total liabilities. Intangible assets realised from

acquisitions are excluded in calculated tangible assets.

Authority for this announcement

Name of person


authorised

to make this announcement

Tony Wai

Contact person for this

announcement

Tony Wai

Contact phone number 021 739 199

Contact email address Tonyw@thirdagehealth.co.nz

Date of release through MAP


28 November 2022


Unaudited financial statements accompany this announcement.

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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