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Promisia Healthcare Interim Results

Half Year Results28 November 2022PHLHealthcare

Interim Report 2023
FOR THE SIX MONTHS

ENDED 30 SEPTEMBER 2022

2
PROMISIA HEALTHCARE LIMITED

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1H23 Snapshot 4
Chair and CEO Review 5

Unaudited Consolidated Interim Financial Statements

Directory 8

Condensed Consolidated Statement of Comprehensive Income 9

Condensed Consolidated Statementof Financial Position 10

Condensed Consolidated Statement of Changes in Equity 11

Condensed Consolidated Statement of Cash Flows 12

Notes to the Condensed Consolidated Statements 13

3

iNTERIM REPORT 2023

1H23 Snapshot
For the six months ended 30 September 2022

STRATEGIC PROGRESS

• Acquisition of Aldwins House on 1 April 2022

• Appointment of Stuart Bilbrough as CEO in

May 2022

• Expansion of the leadership and support

office team

• Investment into technology and systems

• Increasing occupancy at Aldwins House

• Good progress being made on the Ranfurly

Manor Village development with strong local

demand for new villas

• Board changes with appointment of industry

expert Craig Percy and Helen Down stepping

into the role of Acting Chair. Andrew Mitchell

and Stephen Underwood both stepped down

from the Board at the Annual Meeting.

FINANCIAL PERFORMANCE

• Revenue $11.7 million, an increase of 33% yoy

• EBITDAF

1

$1.8 million, an increase of 56% yoy

• Net Profit After Tax $0.4 million, up from a

prior year comparative loss of $0.1 million

• Total Assets $65.9 million and Debt $29.8

million as at 30 September 2022

Promisia Healthcare Limited

operates four aged care facilities,

specialising in high needs and

specialised aged care (being

resthome, hospital and dementia

care). It also offers independent

living in retirement villas and

apartments. Promisia’s facilities

are located in well established

and well serviced towns with

strong communities and close to

main centres. The company has

a diversified growth strategy that

includes growing its portfolio,

developing existing facilities and

extending its revenue mix.

1

EBITDAF is operating earnings before interest, tax, depreciation, amortisation and fair value adjustments and is a non-GAAP number.

4

PROMISIA HEALTHCARE LIMITED

Chair and CEO Review
Dear Shareholder

We are pleased to report an uplift in both revenue

and profit for the half year (1H23) as we continue to

strengthen the business foundation and position

Promisia for future growth.

Good progress has been made over the six months,

as our management team has focused on ensuring the

appropriate fundamentals are in place for Promisia’s

growth journey. We are investing in systems and our

people, while continuing to focus on efficiencies across

the business.

The investments we are making today are positioning

our company to take advantage of the growth and

higher value revenue opportunities we have identified.

Our focus on growth and development, such as at

Ranfurly Manor, is delivering valued new retirement

living options to our communities and is underpinned by

local demand.

Promisia’s villages play an important part in our local

communities, providing a supportive and welcoming

home for senior New Zealanders. Our thanks go to our

incredible team of carers and support staff, who are

committed to providing high quality, personalised care

to our residents every day.

1H23 FINANCIAL PERFORMANCE

Revenue of $11.7 million for the six months, was a 33%

increase on the prior comparative period (pcp). Across

Promisia’s two villages offering villas and care suites,

there were five new sales and four resales of occupation

rights agreements (ORAs) completed during the period.

Earnings excluding fair value movements (EBITDAF)

increased by 56% year on year to $1.8 million for the

period. Promisia has reported a net profit after tax of

$0.4 million. The company is reinvesting into its growth

strategy and no interim dividend has been declared.

At 30 September 2022, total assets were $65.9 million,

an increase of $8.9 million, and included cash and cash

equivalents of $2.2m, with debt increasing to $29.8

million. The increase in assets and debt is due to the

acquisition of Aldwins House which successfully settled

on 1 April 2022.

STRATEGIC PROGRESS

We continue to execute on our strategy, with the focus

increasingly moving to growth opportunities as a

stronger business foundation, people and systems are

established.

Strengthening the business

Stuart Bilbrough was appointed as CEO in May 2022

and the leadership and support office team has been

expanded, with a focus on value adding roles that will

support and grow the Promisia business. In particular,

we have welcomed Simon Cheeseman as the new

Facility Manager at Aldwins House in Christchurch, and

Leanne Ramlose leading village unit and care suite sales

at Ranfurly Manor in Feilding. Investment has been

made into technology, with systems being standardised

across the group and the rollout of a new payroll and

rostering system planned for completion in early 2023.

The Board appointed industry expert, Craig Percy, as an

independent director in August 2022. Andrew Mitchell

and Stephen Underwood stepped down from the

Board at the Annual Shareholders’ Meeting, with Helen

Down taking on the role of Acting Chair. The Board

thanks Stephen and Andrew for their contributions.

In particular, Stephen provided significant value,

leading the Board for a number of years and overseeing

Promisia’s transition into an aged care business in

2020. We have engaged an external advisor and are

undertaking a Board review to ensure the appropriate

governance structure and skills to lead the company

forward.

5

iNTERIM REPORT 2023

OUTLOOK
The focus on building a strong business foundation

will continue in 2H23 and we are expecting continued

earnings growth in the second half of the financial year

as strategic initiatives are progressed. Revenue growth

is expected to be driven by increasing sales of the new

villas and care suites at Ranfurly Manor and the focus on

increasing occupancy at Aldwins House.

While a smaller player in the NZX listed retirement and

aged care sector, we have ambitious goals and Promisia

is well positioned for growth, with strong cashflows and

a growing balance sheet. We have a clear strategy being

led by a new CEO with many years’ industry experience

and supported by an expanded management team.

Industry dynamics point to increasing demand for

quality care options and we are well positioned to build

off Promisia’s small base and grow.

Thank you to our shareholders for your continued

support.

Helen Down Stuart Bilbrough

Acting Chair Chief Executive Officer

Continue to grow occupancy at existing facilities

A priority for FY23 is to maximise occupancy at

Aldwins House. Aldwins House is a significant new

facility for Promisia and one of the top 30 largest

aged care facilities in New Zealand. It is in a high

demand area in Christchurch and offers a good mix of

hospital, resthome and young people dependent care.

Occupancy was 91 of the 145 available beds as at

30 September 2022.

Broaden the revenue mix through the sale of

retirement villas and increasing the range of

services offered

The Ranfurly Manor Village development is progressing

well with strong local demand for the new villas. Sales

are expected to be boosted further in 2H23, following

the appointment of Leanne Ramlose as Village Sales

Executive. Leanne is highly experienced, has worked

in the industry for many years and is well known in the

local community.

The Ranfurly Manor Village development is being

undertaken on a fixed cost basis where the developer

is repaid from the proceeds of each initial sale of an

ORA for a new villa or care suite. This funding model

is proving successful and we will consider a similar

model for future developments. Promisia has strong

cashflow and this will support future growth. We are

actively looking for and assessing development sites in

provincial areas which are near to urban centres.

We are conscious of the restraints of Government

funding for the aged care industry and future

developments will support a shift towards retirement

village and independent living which are less dependent

on Government funding. We continue to look at

opportunities to develop independent living villas and

care suites on new and existing sites.

6

PROMISIA HEALTHCARE LIMITED

Unaudited Consolidated Interim
Financial Statements

FOR THE SIX MONTHS ENDED

30 SEPTEMBER 2022

7

iNTERIM REPORT 2023

PROMISIA HEALTHCARE LIMITED
DIRECTORY

Registered office c/- Lay Associate

66 High Street

PO Box 66, Leeston 7656

DirectorsStephen Underwood (resigned 19th August 2022)

Thomans Brankin

Helen Down

Andrew Mitchell (resigned 19th August 2022)

Craig Percy (appointed 19th August 2022)

AuditorWilliam Buck Audit (NZ) Limited

BankBank of New Zealand

Kiwibank

SolicitorsDuncan Cotterill, Wellington

- 1 -

DIRECTORY

8

PROMISIA HEALTHCARE LIMITED

PROMISIA HEALTHCARE LIMITED
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2022

Note

30 September

2022

UNAUDITED

30 September

2021

UNAUDITED

$ '000$ '000

Revenue and other income

Revenue 11,673

8,766

11,6738,766

Less: expenses

Administration expenses(1,315)(1,147)

Operational expenses(8,555)(6,466)

Depreciation(409)(433)

Finance costs(1,047)

(837)

(11,326)(8,883)

Profit / (loss) before income tax expense347(117)

Income tax credit35

6

Net profit / (loss) from continuing operations382(111)

Net profit from discontinued operations-19

Profit / (loss) for the period382(92)

Total other comprehensive income--

Total comprehensive income gain / (loss)

382

(92)

Earnings per share (cents per share)

Basic & diluted earnings per share from continuing

operations 8 0.0018 (0.0005)

Basic & diluted earnings per share from

discontinued operations 8 - 0.0001

The accompanying notes form part of these condensed consolidated financial statements.

- 2 -

PROMISIA HEALTHCARE LIMITED

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2022

Note

30 September

2022

UNAUDITED

30 September

2021

UNAUDITED

$ '000$ '000

Revenue and other income

Revenue 11,6738,766

11,6738,766

Less: expenses

Administration expenses(1,315)(1,147)

Operational expenses(8,555)(6,466)

Depreciation(409)(433)

Finance costs(1,047)(837)

(11,326)(8,883)

Profit / (loss) before income tax expense347(117)

Income tax credit356

Net profit / (loss) from continuing operations382(111)

Net profit from discontinued operations-19

Profit / (loss) for the period382(92)

Total other comprehensive income--

Total comprehensive income gain / (loss)

382(92)

Earnings per share (cents per share)

Basic & diluted earnings per share from continuing

operations 8 0.0018 (0.0005)

Basic & diluted earnings per share from

discontinued operations 8 - 0.0001

The accompanying notes form part of these condensed consolidated financial statements.

- 2 -

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the six months ended 30 September 2022

9

iNTERIM REPORT 2023

PROMISIA HEALTHCARE LIMITED
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 30 SEPTEMBER 2022

Note

30 September

2022

UNAUDITED

30 September

2021

UNAUDITED

31 March

2022

AUDITED

$ '000$ '000$ '000

Assets

Cash and cash equivalents2,2161,1922,411

Trade and other receivables2,2051,3342,091

Related party advances9538516558

Right of use assets-8,951-

Property, plant and equipment317,2513,8194,100

Investment properties443,27540,67742,015

Deferred tax assets394

302360

Total assets65,87957,00351,535

Liabilities

Trade and other payables4,3483,2274,167

Current tax liabilities169197198

Borrowings529,84717,46017,154

Lease liabilities-9,702-

Occupancy rights agreements12,554

9,78111,437

Total liabilities46,91840,36732,956

Net assets

18,961

16,63618,579

Equity

Share capital677,27677,27677,276

Reserves7(717)(541)(717)

Net tangible asset backing0.089 cents0.078 cents0.087 cents

Accumulated losses(57,598)

(60,099)(57,980)

Total equity

18,961

16,63618,579

Director:

Helen Down

Director:

Thomas Brankin

The accompanying notes form part of these condensed consolidated financial statements.

- 3 -

Signed on behalf of the board of directors, dated

PROMISIA HEALTHCARE LIMITED

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2022

Note

30 September

2022

UNAUDITED

30 September

2021

UNAUDITED

$ '000$ '000

Revenue and other income

Revenue 11,6738,766

11,6738,766

Less: expenses

Administration expenses(1,315)(1,147)

Operational expenses(8,555)(6,466)

Depreciation(409)(433)

Finance costs(1,047)(837)

(11,326)(8,883)

Profit / (loss) before income tax expense347(117)

Income tax credit356

Net profit / (loss) from continuing operations382(111)

Net profit from discontinued operations-19

Profit / (loss) for the period382(92)

Total other comprehensive income--

Total comprehensive income gain / (loss)

382(92)

Earnings per share (cents per share)

Basic & diluted earnings per share from continuing

operations 8 0.0018 (0.0005)

Basic & diluted earnings per share from

discontinued operations 8 - 0.0001

The accompanying notes form part of these condensed consolidated financial statements.

- 2 -

PROMISIA HEALTHCARE LIMITED

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 30 SEPTEMBER 2022

Note

30 September

2022

UNAUDITED

30 September

2021

UNAUDITED

31 March

2022

AUDITED

$ '000$ '000$ '000

Assets

Cash and cash equivalents2,2161,1922,411

Trade and other receivables2,2051,3342,091

Related party advances9538516558

Right of use assets-8,951-

Property, plant and equipment317,2513,8194,100

Investment properties443,27540,67742,015

Deferred tax assets394

302360

Total assets65,87957,00351,535

Liabilities

Trade and other payables4,3483,2274,167

Current tax liabilities169197198

Borrowings529,84717,46017,154

Lease liabilities-9,702-

Occupancy rights agreements12,554

9,78111,437

Total liabilities46,91840,36732,956

Net assets

18,96116,63618,579

Equity

Share capital677,27677,27677,276

Reserves7(717)(541)(717)

Net tangible asset backing0.089 cents0.078 cents0.087 cents

Accumulated losses(57,598)(60,099)(57,980)

Total equity

18,96116,63618,579

Director:

Helen Down

Director:

Thomas Brankin

The accompanying notes form part of these condensed consolidated financial statements.

- 3 -

Signed on behalf of the board of directors, dated

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

As at 30 September 2022

Signed on behalf of the board of directors, dated 28 November 2022

10

PROMISIA HEALTHCARE LIMITED

PROMISIA HEALTHCARE LIMITED
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2022

Note

Contributed

equityReserves

Accumulated

LossesTotal equity

$ '000$ '000$ '000$ '000

Consolidated

Balance as at 1 April 2021

77,060(541)(60,007)16,512

Loss for the period-

-(92)(92)

Total comprehensive income for

the period-

-(92)(92)

Transactions with owners in their

capacity as owners:

Contributions216

--216

Total transactions with owners in

their capacity as owners216

--216

Balance as at 30 September 2021

(UNAUDITED)

77,276

(541)(60,099)16,636

Balance as at 1 April 2022

77,276(717)(57,980)18,579

Profit for the period-

-382382

Total comprehensive income for

the period-

-382382

Balance as at 30 September 2022

(UNAUDITED)

77,276

(717)(57,598)18,961

The accompanying notes form part of these condensed consolidated financial statements.

- 4 -

PROMISIA HEALTHCARE LIMITED

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2022

Note

30 September

2022

UNAUDITED

30 September

2021

UNAUDITED

$ '000$ '000

Revenue and other income

Revenue 11,6738,766

11,6738,766

Less: expenses

Administration expenses(1,315)(1,147)

Operational expenses(8,555)(6,466)

Depreciation(409)(433)

Finance costs(1,047)(837)

(11,326)(8,883)

Profit / (loss) before income tax expense347(117)

Income tax credit356

Net profit / (loss) from continuing operations382(111)

Net profit from discontinued operations-19

Profit / (loss) for the period382(92)

Total other comprehensive income--

Total comprehensive income gain / (loss)

382(92)

Earnings per share (cents per share)

Basic & diluted earnings per share from continuing

operations 8 0.0018 (0.0005)

Basic & diluted earnings per share from

discontinued operations 8 - 0.0001

The accompanying notes form part of these condensed consolidated financial statements.

- 2 -

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the six months ended 30 September 2022

11

iNTERIM REPORT 2023

PROMISIA HEALTHCARE LIMITED
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2022

30 September

2022

UNAUDITED

30 September

2021

UNAUDITED

$ '000$ '000

Cash flow from operating activities

Receipts from residents for care fees and services11,2328,795

Receipts of residents' loans from new sales2,2153,981

Payments to suppliers and employees(9,845)(7,109)

Repayments of residents' loans(595)(4,388)

Interest paid(1,047)(837)

Income tax paid(28)(268)

Net operating cash flows from discontinued operations-

19

Net cash provided by operating activities1,932193

Cash flow from investing activities

Payment for property, plant and equipment(13,560)(162)

Payment for investment property(1,260)

-

Net cash used in investing activities(14,820)(162)

Cash flow from financing activities

Repayment of related party advance20437

Proceeds from share issue-216

Net proceeds from / (repayment of) borrowings12,673(373)

Payments for lease liabilities-

(338)

Net cash provided by / (used in) financing activities12,693(58)

Reconciliation of cash

Cash at beginning of the financial period2,4111,219

Net decrease in cash held(195)

(27)

Cash at end of financial period

2,216

1,192

The accompanying notes form part of these condensed consolidated financial statements.

- 5 -

PROMISIA HEALTHCARE LIMITED

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2022

Note

30 September

2022

UNAUDITED

30 September

2021

UNAUDITED

$ '000$ '000

Revenue and other income

Revenue 11,6738,766

11,6738,766

Less: expenses

Administration expenses(1,315)(1,147)

Operational expenses(8,555)(6,466)

Depreciation(409)(433)

Finance costs(1,047)(837)

(11,326)(8,883)

Profit / (loss) before income tax expense347(117)

Income tax credit356

Net profit / (loss) from continuing operations382(111)

Net profit from discontinued operations-19

Profit / (loss) for the period382(92)

Total other comprehensive income--

Total comprehensive income gain / (loss)

382(92)

Earnings per share (cents per share)

Basic & diluted earnings per share from continuing

operations 8 0.0018 (0.0005)

Basic & diluted earnings per share from

discontinued operations 8 - 0.0001

The accompanying notes form part of these condensed consolidated financial statements.

- 2 -

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

For the six months ended 30 September 2022

12

PROMISIA HEALTHCARE LIMITED

PROMISIA HEALTHCARE LIMITED
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE 6 MONTHS ENDED 30 SEPTEMBER 2022

NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES

The condensed consolidated financial statements presented are those of Promisia Healthcare Limited (the

Company), and its subsidiaries (the Group). Promisia Healthcare Limited is a profit-oriented entity

incorporated in New Zealand. Promisia Healthcare Limited’s principal activities are the ownership and

operation of retirement villages, rest homes, and hospitals for the elderly within New Zealand.

Promisia Healthcare Limited is a Financial Markets Conduct Act reporting entity under the Financial

Reporting Act 2013 and the Financial Markets Conduct Act 2013.

These condensed consolidated financial statements have been approved for issue by the Board of Directors

on 28 November 2022.

(a) Basis of preparation of the condensed financial report

The condensed consolidated financial statements comprise the following: condensed consolidated

statement of comprehensive income, condensed consolidated statement of financial position, condensed

consolidated statement of changes in equity, condensed consolidated statement of cash flows, and

condensed accounting policies and notes to the condensed consolidated financial statements.

These condensed consolidated financial statements have been prepared in accordance with NZ IAS 34

Interim Financial Reporting, and should be read in conjunction with the Groups' last consolidated financial

statements as at and for the year ended 31 March 2022 (‘last annual financial statements’). These do not

include all of the information required for a complete set of NZ IFRS financial statements. However, selected

explanatory notes are included to explain events and transactions that are significant to an understanding of

changes in the Groups' financial position and performance since the last consolidated financial statements.

The Groups' accounting policies have been applied consistently to all periods presented in these condensed

financial statements.

The information is presented in New Zealand dollars, the Group’s functional and presentation currency, and

rounded to the nearest thousand dollars unless stated otherwise.

There is no seasonality or cyclically of the operations.

(b) Going concern

The condensed consolidated financial statements have been prepared on a going concern basis, which

contemplates continuity of normal business activities and the realisation of assets and the settlement of

liabilities in the ordinary course of business.

The Directors are comfortable that based on the historic performance, detailed cash flow projections, and

the support provided by Directors, the Group will be able to meet their cash flow requirements as they fall

due. The Group has reported a net profit before tax of $0.347 million.

(c) Segment reporting

The Group operates a number of rest homes and retirement villages. These facilities all provide a similar

product to a similar customer in the same regulatory environment.

- 6 -

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENT

For the six months ended 30 September 2022

13

iNTERIM REPORT 2023

PROMISIA HEALTHCARE LIMITED
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE 6 MONTHS ENDED 30 SEPTEMBER 2022

NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

The Group operates in one operating segment being the provision of aged-care in New Zealand. The chief

operating decision maker, the Board of Directors, reviews the operating results on a regular basis and makes

decisions on resource allocation based on the review of Group results and cash flows as a whole.

Therefore, it is appropriate to report solely on the Group performance.

30 September

2022

UNAUDITED

30 September

2021

UNAUDITED

$ '000$ '000

NOTE 2: OPERATING PROFIT

Included in the profit / (loss) for the period are the following

expenses:

- Legal & professional fees228190

- NZX listing & regulatory fees4148

30 September

2022

UNAUDITED

30 September

2021

UNAUDITED

31 March

2022

AUDITED

$ '000$ '000$ '000

NOTE 3: PROPERTY, PLANT AND EQUIPMENT

Land and buildings

At valuation16,4373,2503,250

Accumulated depreciation(401)

(58)(89)

16,0363,1923,161

Plant and equipment

Other at cost1,4617651,087

Accumulated depreciation(246)

(138)(148)

1,215627939

Total property, plant and equipment

17,251

3,8194,100

- 7 -

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

For the six months ended 30 September 2022

14

PROMISIA HEALTHCARE LIMITED

PROMISIA HEALTHCARE LIMITED
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE 6 MONTHS ENDED 30 SEPTEMBER 2022

Note

30 September

2022

UNAUDITED

30 September

2021

UNAUDITED

31 March

2022

AUDITED

$ '000$ '000$ '000

NOTE 3: PROPERTY, PLANT AND EQUIPMENT (CONTINUED)

(a) Reconciliations

Reconciliation of the carrying amounts of property, plant

and equipment at the beginning and end of the current

financial period

Land and buildings at valuation

Opening carrying amount3,1613,2243,250

Additions13,187--

Depreciation expense(312)

(32)(89)

Closing carrying amount

16,036

3,1923,161

Other

Opening carrying amount939532602

Additions373179485

Depreciation expense(97)

(85)(148)

Closing carrying amount

1,215

626939

During April 2022 Aldwins House was purchased by the Group. Independent valuers, CBRE, were engaged by

the Group to complete a purchase price allocation for tax purposes. As part of the purchase price allocation,

at 15 November 2022, CBRE assessed the current market value of the land and improvements at $13 million.

The Aldwins House property is situated in Christchurch and is measured at fair value on acquisition, including

furniture and fittings, as it is an owner operated facility and is not subject to any occupancy rights

agreements. Subsequent to acquisition revaluations are undertaken every three years unless there is

sustained market evidence of a significant change in market value.

NOTE 4: INVESTMENT PROPERTIES

During the period, investment properties have increased from $42.015m at 31 March 2022 to $43.275m at

30 September 2022 being an increase of $1.060m. This increase relates to further development of the

Ranfurly Manor Village located next to the Ranfurly Manor Residential Care Centre in Feilding.

- 8 -

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

For the six months ended 30 September 2022

15

iNTERIM REPORT 2023

PROMISIA HEALTHCARE LIMITED
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE 6 MONTHS ENDED 30 SEPTEMBER 2022

Note

30 September

2022

UNAUDITED

30 September

2021

UNAUDITED

31 March

2022

AUDITED

$ '000$ '000$ '000

NOTE 5: BORROWINGS

Current portion 477 346 800

Term portion29,370

17,114 16,354

29,847 17,460 17,154

Comprises of:

- Hunter Funding Limited120--

- Monument Finance Limited - insurance funding2674108

- BNZ - Aldwins House Limited7,500--

- BNZ - Eileen Mary Age Care Property Limited2,9002,9002,900

- BNZ - Ranfurly Manor No: 1 Limited5,4305,4305,430

- BNZ - Ranfurly Manor No: 1 Limited2,2012,8862,546

- BNZ - Nelson Street Resthome Limited1,1701,1701,170

- Senior Trust- Ranfurly Manor No: 1 Limited6,5005,0005,000

- Teltower Limited4,000

--

29,84717,46017,154

During the period, the Group borrowed an additional $13m of debt, to fund the acquisition of Aldwins

House aged care facility. In previous periods borrowings of $17.6m related to the acquisition of aged care

facilities.

BNZ Loans

Term loans are secured by first mortgage security over the aged care facilities. A new term loan of $7.5m

was entered into during the period. This loan has a floating interest rate of 5.43% to 7.68% p.a. Repayment

is required in full on 31 March 2025. The existing loans have interest rates of 5.15% to 7.57% at 30

September 2022 (30 Sep 2021: 4.21% to 4.42% and 31 March 2022: 2.29% to5.15%). One loan of $3.5m is

repayable in 60 equal installments. All other BNZ loans fall due for repayment on 20 October 2023.

Monument Finance Limited

Funding was provided by Monument Finance Limited for the payment of insurance premiums.

Senior Trust Limited

Senior Trust Retirement Village Income Generator Limited holds second mortgage security over the aged

care facilities. An additional $1.5m was drawn down during the period and added to the existing loan of

$5m. This was to fund the Aldwins House acquisition. The loan is interest only with a fixed interest rate of

10.75% (30 Sep 2021: 10.75% and 31 March 2022: 10.75%)p.a. Repayment is required in full on 30 October

2024.

- 9 -

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

For the six months ended 30 September 2022

16

PROMISIA HEALTHCARE LIMITED

PROMISIA HEALTHCARE LIMITED
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE 6 MONTHS ENDED 30 SEPTEMBER 2022

NOTE 5: BORROWINGS (CONTINUED)

Teltower Limited

A term loan of $4m was entered into during the period. This loan has an interest rate of 6.0% p.a.

Repayment is required in full on 1st April 2027. There is no commitment to repay principal until two years

from term expiry (1st April 2025). The loan is secured by the present properties at 56 McPhee Street,

Dannevirke and 62 Aldwins Road, Phillipstown as well as any after acquired property.

Hunter Funding Limited

New funding was provided by Hunter Funding Limited for the payment of insurance premiums.

NOTE 6: SHARE CAPITAL

30 September 2022

UNAUDITED

30 September 2021

UNAUDITED

Number

(000's)$ '000

Number

(000's)$ '000

(a)

Opening balance21,284,97577,27621,021,20977,060

Shares issued (net)-

-263,766216

At reporting date

21,284,975

77,27621,284,97577,276

The Group's share capital includes fully paid shares.

Note

30 September

2022

UNAUDITED

30 September

2021

UNAUDITED

31 March

2022

AUDITED

$ '000$ '000$ '000

NOTE 7: RESERVES

Interest pooling reserve(717)(717)(717)

Foreign currency translation reserve-

176-

(717)(541)(717)

The interest pooling reserve has been used to record the value on acquisition of an aged care facility on 30

October 2020.

The foreign currency translation reserve is used to record the exchange differences arising on translation of a

foreign entity.

- 10 -

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

For the six months ended 30 September 2022

17

iNTERIM REPORT 2023

PROMISIA HEALTHCARE LIMITED
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE 6 MONTHS ENDED 30 SEPTEMBER 2022

30 September

2022

UNAUDITED

30 September

2021

UNAUDITED

$ '000$ '000

NOTE 8: EARNINGS PER SHARE

Net gain/ (loss) from continuing operations382(111)

Net gain/ (loss) from discontinued operations-19


CentsCents

per share per share

Cents per share

Net gain/ (loss) from continuing operations0.0018(0.0005)

Net gain/ (loss) from discontinued operations-0.0001


Number of Number of

shares shares

000's 000's

Weighted average number of shares for basic and diluted EPS21,284,97521,219,568

The calculation of basic earnings per share is based on the loss from continuing operations attributable to

ordinary shareholders and the weighted average of total ordinary shares on issue during the period. The

calculation of diluted earnings per share is the same calculation as basic earnings per share as there were no

share options to be exercised.

30 September

2022

UNAUDITED

30 September

2021

UNAUDITED

$ '000$ '000

NOTE 9: RELATED PARTY TRANSACTIONS

Related PartyRelationship

Brankin Family Interest TrustRelated to a shareholder and a Director of the Group

In the prior period Teltower Limited was the landlord of Aldwins House and was a related party of The

Wellington Company Limited (previously a substantial shareholder of the Group).

(a) Transactions with related parties

Lease payment to Teltower Limited-(488)

Directors fees*(88)(84)

Funds advanced by Brankin Family Interest Trust-437

* Directors fees are paid monthly to all directors

- 11 -

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

For the six months ended 30 September 2022

18

PROMISIA HEALTHCARE LIMITED

PROMISIA HEALTHCARE LIMITED
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE 6 MONTHS ENDED 30 SEPTEMBER 2022

NOTE 9: RELATED PARTY TRANSACTIONS (CONTINUED)

(b) Balances with related parties

At reporting date $0.538m was receivable from Brankin Family Interest Trust (30 September 2021: $0.516m

and 31 March 2022: $0.558m).

No balances with related parties were written off or forgiven in the period.

NOTE 10: CAPITAL COMMITMENTS

The Group has entered into a fixed price agreement for the development land surrounding the Ranfurly

Residential Care Centre. The agreement provides a period of seven years for the development of ten internal

units, two 1-bedroom villas and thirty 2-bedroom villas to be completed at a fixed price of $14.18m to be

paid from the ORA sale proceeds from individual units.

At the 30th September 2022 six 2-bedroom villas had been completed and sold along with two internal care

suites and a further six deposits were received for villas under construction. Over the second half of the

financial year a further six villas are planned for completion.

NOTE 11: CONTINGENT LIABILITIES

There are no contingent liabilities at 30 September 2022. ( 30 September 2021: $nil)

NOTE 12: EVENTS SUBSEQUENT TO REPORTING DATE

Promisia Healthcare Limited’s subsidy owned aged care business, Ranfurly Manor Limited, has recently gone

through an audit of its holiday pay calculations by the Ministry of Business, Innovation and Employment

Labour Inspectorate and found to have breached sections of the Holidays Act 2003.

Promisia is proactively working with the Labour Inspector to resolve all breaches identified and agreed as

requiring correction. The review period is from the 30th October 2020 when Promisia took possession of the

Feilding based Ranfurly Manor business. The review is in its early stages and Promisia is currently unable to

provide a directional quantification of the potential cost to the business. Managements expectation is to

have any liability quantified prior to the end of the current financial year ending 31st March 2023.

Other than the events described above, there has been no other matter or circumstance, which has arisen

since 30 September 2022 that has significantly affected or may significantly affect:

(a)the operations, in financial period subsequent to 30 September 2022, of the Group, or

(b)the results of those operations, or

(c)the state of affairs, in financial period subsequent to 30 September 2022, of the Group.

- 12 -

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

For the six months ended 30 September 2022

19

iNTERIM REPORT 2023

www.promisia.co.nz
Promisia

HEALTH AND CARE

EW

m

---

Market Announcement
28

th

November 2022

PROMISIA HEALTHCARE 1H23 INTERIM RESULTS

Promisia Healthcare Limited (NZX: PHL, “Promisia”) has announced its unaudited results for the six

months ended 30 September 2022 (1H23). The company has reported an uplift in both revenue and

profit as it continues to strengthen the business foundation and position itself for future growth.

New CEO of Promisia, Stuart Bilbrough, said that good progress had been made over the six months,

as management focused on ensuring the appropriate foundations were in place for Promisia’s

growth journey.

“We are investing in systems and our people, while continuing to focus on efficiencies across the

business. Our thanks go to our incredible team of carers and support staff, who are committed to

providing the best possible care to our residents every day. Promisia’s villages play an important part

in our local communities, providing a supportive and welcoming home for senior New Zealanders.

“The investments we are making today are positioning our company to take advantage of the

growth and higher value revenue opportunities we have identified. Our focus on growth and

development, such as at Ranfurly Manor, is delivering valued new retirement living options to our

communities and is underpinned by local demand. We are expecting continued earnings growth in

2H23 as strategic initiatives are progressed.”


1H23 Financial Performance

Revenue of $11.7 million for the six months, was a 33% increase on the prior comparative period

(pcp). Across Promisia’s two villages offering villas and care suites, there were five new sales and

four resales of occupation rights agreements (ORAs) completed during the period.

Earnings excluding fair value movements (EBITDAF

1

) increased by 56% year on year to $1.8 million

for the period. Promisia has reported a net profit after tax of $0.4 million. The company is

reinvesting into its growth strategy and no interim dividend has been declared.

As at 30 September 2022, total assets were $65.9 million, an increase of $8.9 million, and included

cash and cash equivalents of $2.2m, with debt increasing to $29.8 million. The increase in assets and

debt is due to the acquisition of Aldwins House which successfully settled on 1 April 2022. Aldwins

House has now moved into a profit-making position.


Strategic progress

Promisia continues to execute on its strategy, with the focus increasingly moving to growth

opportunities as the business foundation, people and systems are established.



1

EBITDAF is operating earnings before interest, tax, depreciation, amortisation and fair value adjustments and is a non-

GAAP number.


• Strengthening the business: Stuart Bilbrough was appointed as CEO in May 2022. The

leadership and support office team has been expanded, with a focus on value adding roles

that will support and grow the Promisia business. Promisia has welcomed Simon Cheeseman

as the new Facility Manager at Aldwins House in Christchurch, and Leanne Ramlose leading

village unit and care suite sales at Ranfurly Manor in Feilding. Investment has been made

into technology, with systems being standardised across the group and the rollout of a new

payroll and rostering system planned for completion in early 2023.

• The Board appointed industry expert, Craig Percy, as an independent director in August

2022. Andrew Mitchell and Stephen Underwood stepped down from the Board at the

Annual Shareholders’ Meeting, with Helen Down taking on the role of Acting Chair. The

company thanks Stephen and Andrew for their contributions. In particular, Stephen

provided significant value, leading the Board for a number of years and overseeing

Promisia’s transition into an aged care business in 2020. Promisia has engaged an external

advisor and is undertaking a Board review to ensure the appropriate governance structure

and skills to lead the company forward.

• Continue to grow occupancy at existing facilities: A priority for FY23 is to maximise

occupancy at Aldwins House. Aldwins House is a significant new facility for Promisia and one

of the top 30 largest aged care facilities in New Zealand. It is in a high demand area in

Christchurch and offers a good mix of hospital, rest home and young people dependent care.

Occupancy has increased to 91 of the 145 available beds at 30 September.

• Broaden the revenue mix through the sale of retirement villas and increasing the range of

services offered: The Ranfurly Manor Village development is progressing well with strong

local demand for the new villas and care suites. Sales are expected to be boosted further in

2H23, following the appointment of Leanne Ramlose as Village Sales Executive. Leanne is

highly experienced, has worked in the industry for many years and is well known in the local

community.

• The Ranfurly Manor Village development is being undertaken on a fixed cost basis where the

developer is repaid from the proceeds of each initial sale of an ORA for a new villa or care

suite. This funding model is proving successful, and the Board will consider a similar model

for future developments. Promisia has strong cashflow and this will support future growth.

The company is actively looking for and assessing development sites in provincial areas

which are near to urban centres.

• Promisia is conscious of the restraints of Government funding for the aged care industry and

future developments will support a shift towards retirement village and independent living

which are less dependent on Government funding. The company continues to look at

opportunities to develop independent living villas and care suites on new and existing sites.



Outlook

The focus on building a strong business foundation will continue in 2H23. Revenue growth is

expected to be driven by increasing sales of the new villas and care suites at Ranfurly Manor and the

focus on increasing occupancy at Aldwins House.

Acting Chair, Helen Down, said: “While a smaller player in the NZX listed retirement and aged care

sector, Promisia has ambitious goals and is well positioned for growth, with strong cashflows and

growing balance sheet. Industry dynamics point to increasing demand for quality care options and

Promisia is well positioned to build off its small base and grow. We have a clear strategy being led by

a new CEO with many years’ industry experience and supported by an expanded management team.

The Board thanks the dedicated teams in each of our facilities who are committed to delivering high

quality, personalised care to senior New Zealanders in the communities that we operate.”


ENDS



For more information, please contact:

Stuart Bilbrough, Chief Executive Officer on +64 21 252 5778 or email

stuart.bilbrough@promisia.co.nz.

For media assistance, please contact: Jackie Ellis on +64 27 246 2505 or email

jackie@ellisandco.co.nz.

About Promisia Healthcare

Promisia operates four aged care facilities, specialising in high needs and specialised aged care

(being rest home, hospital and dementia care). It also offers independent living in retirement villas

and apartments. Promisia’s facilities are located in well-established and well serviced towns with

strong communities and close to main centres. The company has a diversified growth strategy that

includes growing its portfolio, developing existing facilities and extending its revenue mix.

Promisia is listed on the NZX (NZX: PHL). www.promisia.com

---

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



15808408_1



Results for announcement to the market

Name of issuer Promisia Healthcare Limited

Reporting Period 6 months to 30 September 2022

Previous Reporting Period 6 months to 30 September 2021

Currency NZD

Amount (000s) Percentage change

Revenue from continuing

operations

$11,673 33.2%

Total Revenue $11,673 33.2%

Net profit/(loss) from

continuing operations

$382 444.1%

Total net profit/(loss) $382 515.2%

Interim/Final Dividend

Amount per Quoted Equity

Security

No dividend is proposed

Imputed amount per Quoted

Equity Security

Not applicable

Record Date Not applicable

Dividend Payment Date Not applicable

Current period Prior comparable period

Net tangible assets per

Quoted Equity Security

0.089 cents 0.078 cents

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood

See attached Chair and CEO Review

Authority for this announcement

Name of person


authorised

to make this announcement

Helen Down, Acting Chair

Contact person for this

announcement

Stuart Bilbrough, Chief Executive Officer

Contact phone number 021 252 5778

Contact email address stuart.bilbrough@promisia.co.nz

Date of release through MAP


28/11/2022


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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