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Elbit Imaging-M Ltd. — Interim / Quarterly Report 2005
Jun 2, 2005
6760_rns_2005-06-02_5d446aec-e00b-4448-90b2-8f50a3b254dc.pdf
Interim / Quarterly Report
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FOR IMMEDIATE RELEASE
ELBIT MEDICAL IMAGING LTD. ANNOUNCES
FIRST QUARTER 2005 RESULTS
Tel Aviv, Israel - June 2, 2005- Elbit Medical Imaging Ltd. (NASDAQ: EMITF) ("EMI" or the “Company") today announced its consolidated results for the first quarter, which ended March 31, 2005.
First quarter Results:
Net loss for the first quarter of 2005 totaled NIS 11.0 million (US$2.5 million), compared with a net income of NIS 30.3 million (US$6.9 million) in the corresponding period of 2004.
Commentary on the First Quarter:
Mr. Shimon Yitzhaki, President of Elbit Medical Imaging commented: “The results of the first quarter of 2005 include irregular amounts of NIS 10 million (US$2.3 million), resulting from initiation expenses regarding the tender offer for Channel 2 and expenses relating to employee stock benefits. In addition, these results do not reflect the substantial profit we are expecting from the transaction with Klepierre that was recently announced. We anticipate recording that profit during fiscal years 2005 and 2006.
Mr. Yitzhaki further commented: “The dividend distributed during the first quarter of 2005 in the amount of US$ 37 million, demonstrates the Company’s desire to share its success with its shareholders”.
The breakdown of revenue by sector of activity is presented in the following table (in NIS thousands):
| For the | 3-month | For the twelve-month | For the twelve-month | For the twelve-month | For the twelve-month | |||
|---|---|---|---|---|---|---|---|---|
| period ended Mar 31 | period ended Dec 31 | |||||||
| 2005% | 2004 | % | 2004 | % | 2003 | % | ||
| Operating commercial | ||||||||
| centers | 51,83744 | 95,646 | 61 | 311,893 | 53 | 347,056 | 64 | |
| Hotels operation and | ||||||||
| management | 54,54345 | 52,087 | 33 | 218,365 | 37 | 189,205 | 34 | |
| Leasing fees etc. | 3,3053 | 3,280 | 2 | 13,238 | 2 | 13,495 | 2 | |
| Medical systems | 9,6158 | 5,513 | 4 | 44,049 | 8 | - | - | |
| Total revenues | 119,300100 | 156,526 | 100 | 587,545 | 100 | 549,756 | 100 |
The breakdown of gross profit by sector of activity is presented in the following table (in NIS thousands):
| For the 3-monthperiod ended Mar 31 | For the 3-monthperiod ended Mar 31 | For the 3-monthperiod ended Mar 31 | For the 3-monthperiod ended Mar 31 | For the twelve-monthperiod ended Dec 31 | For the twelve-monthperiod ended Dec 31 | For the twelve-monthperiod ended Dec 31 | For the twelve-monthperiod ended Dec 31 | |
|---|---|---|---|---|---|---|---|---|
| 2005 | % | 2004 | % | 2004 | % | 2003 | % | |
| Operating commercialcenters | 17,022 | 33 | 40,857 | 43 | 112,113 | 36 | 154,140 | 44 |
| Hotels operation andmanagement | 3,528 | 6 | 3,868 | 7 | 17,271 | 8 | 11,515 | 6 |
| Leasing fees etc. | 2,546 | 77 | 2,423 | 74 | 10,063 | 76 | 9,985 | 74 |
| Medical systems | 7,454 | 78 | 4,440 | 81 | 34,215 | 78 | - | - |
| Total Gross Profit | 30,550 | 26 | 51,588 | 32 | 173,662 | 30 | 175,640 | 32 |
The percentages in the above table refer to gross margins (gross profit as a percentage of the revenue in each respective sector).
The decrease in revenues in the first quarter 2005 was due to the exclusion of the activities of 12 shopping centers in Hungary, which were sold to Klépierre Group at the beginning of the third quarter of 2004.
The consolidated net financial loss in the 3 month period ended March 31, 2005 was NIS 32.8 million (US$7.5 million), compared with a net financial income of NIS 47.4 million (US$10.9 million) in the first quarter of 2004.The substantial decrease results from a combination of the following factors:
-
Income from exchange rate differences of NIS 66.0 million (approximately US$15.0 million) for the 3-month period ended March 31, 2004 was generated by the significant re-valuation (5%) of the Hungarian Forint, which until April 1, 2004 was the functional currency of the operations in that country. There was no income generated from exchange rate differences in Hungary in the first quarter of 2005 due to the fact that the currency used in financing these activities is now the Euro.
-
During the first quarter of 2004 the Company recorded an income of NIS 27.0 million (US$6.2 million) from derivative financial instrument transactions. During the first quarter of 2005 no such transactions were carried out; thus, no income from such activities was recorded.
-
Finance expenses in the 3-month period ended March 31, 2005 resulted from interest on Plaza Center's bank loans totaling NIS 6.0 million (US$1.4 million) compared to NIS 17.0 million (US$3.9 million) during the corresponding period of 2004. This is the result of the reduction in the amount of outstanding loans due to the exclusion of the activities of 12 shopping centers in Hungary, which were sold to Klépierre Group at the beginning of the third quarter of 2004.
Other net income for the 3-month period ended March 31, 2005 was NIS 27.3 million (US$6.3 million), which resulted mainly from an additional gain derived from the sale of the 12 shopping
centers in Hungary. During fiscal year 2004, the Company recorded a gain of NIS 132 million (US$30 million) from this sale.
The basic net loss per share for the three-month period ending March 31, 2005, was NIS 0.5 per share (approximately US$0.11 per share).
First Quarter Highlights:
On February 7, 2005 the Company’s Board of Directors declared a dividend in the aggregate amount of US$37 million (or US$1.689 per Ordinary Share). The dividend was paid on March 17, 2005 to shareholders of record as of March 2, 2005.
Recent Highlights:
- On May 22, 2005 the Elbit Medical Imaging (“EMI”) Board of Directors approved the binding Heads of Terms signed on May 20, 2005 by EMI’s wholly owned subsidiary company, Plaza Centers (Europe) BV ( “Plaza Centers” ), with the Klépierre Group of France for a portfolio that includes four (4) operational malls in Poland and an additional five (5) under development centers in Poland and the Czech Republic. The Heads of Terms is subject to approval by the respective Boards of EMI and Plaza Centers and the Supervisory Board of the Klépierre Group, and is subject to the fulfillment of certain conditions as specified below.
Klépierre SA ( “Klépierre” ), one of the leading owners and operators of shopping centers in Europe, will acquire the entire equity and voting rights (100%) of the companies owning four operational shopping centers in Poland in consideration for payment of a purchase price calculated on the basis of the gross rentals of these centers as of the Closing date, at agreed upon yields. An adjustment of the purchase price will be conducted on December 31, 2005 on the basis of the gross rentals as of the adjustment date, at the agreed yields.
As part of the transaction, Ségécé, a subsidiary of Klépierre ( “Ségécé” ), will acquire the entire outstanding share capital of Plaza Centers Management Poland Sp.z.o.o. ( “Management Company” ), the Polish subsidiary of Plaza Centers which managed the acquired operational malls.
In addition, Klépierre will sign future share purchase agreements for the acquisition of the entire equity and voting rights in the companies presently developing two (2) shopping centers in Poland, as well as a further two (2) companies developing shopping centers in the Czech Republic. Klépierre also has an option to acquire a third shopping center under development in Poland, subject to the attainment of certain conditions. Upon the completion and delivery of the shopping centers, Klépierre will pay the purchase price calculated on the basis of the gross rentals on the date of delivery, at upon agreed yields.
Klépierre will furnish Plaza Centers with an irrevocable bank guarantee in respect of the entire consideration based upon forecasted gross rentals. A final adjustment of the purchase price for each of these development centers will be conducted up to nine (9) months following delivery on the basis of actual gross rentals as of their adjustment dates, at the agreed upon yields.
Following Board Approvals, as noted above, the Heads of Terms constitute a binding agreement, subject to the obtaining of regulatory approvals, customary due diligence investigations, and the execution of definitive agreements in forms to be agreed. It is anticipated that the closing of the Transaction will occur by the end of July 2005.
Subject to verification, as previously mentioned, and assuming the exercise by Klépierre of the option referred to above, the assets sold under the transactions contemplated are valued in the aggregate amount of approximately € 425 million, or approximately US$540 million as of the date of this release.
Within the framework of the transaction, it has also been agreed that Ségécé will acquire the remaining 50% of the equity rights in the Hungarian management company retained by Plaza Centers. In addition, one year following the consummation of the transaction for the acquisition of the twelve Hungarian shopping centers acquired by Ségécé in July 2004, Klépierre has agreed to release a bank guarantee held as security for certain future incomes.
- On April 21, 2005, the Company’s wholly owned subsidiary, Plaza Centers completed the transaction for the sale of four (4) shopping centers owned and operated by Plaza Centers in Hungary to a subsidiary of the Dawnay Day Group (“ Dawnay Day” ), a leading financial and property group in the United Kingdom. The aggregate net cash consideration paid to Plaza Centers and its subsidiaries totaled approximately €16.7 million, or approximately US$21.7 million. Such consideration was determined according to the asset value of the Acquired Companies on the basis of audited financial statements as of the closing date, which was approximately €54.4 million, or approximately US$70.7 million, less the deduction of financial liabilities (mainly, long term bank loans in the aggregate amount of approximately €40.1 million, or approximately US$52 million).
EMI is a subsidiary of Europe Israel (M.M.S.) Ltd. EMI’s activities are divided into three principal fields: (i) ownership, operation, management, acquisition, expansion and development of commercial and entertainment malls in Europe, primarily in Eastern and Central Europe; (ii) ownership, operation, leasing, management, acquisition, expansion and development of hotels in major European cities and ownership, operation and management of a commercial and entertainment mall in Israel through our subsidiary Elscint; and (iii) research and development in the image guided focused ultrasound activities through our subsidiary InSightec - Image Guided Treatment Ltd.
Any forward looking statements with respect to EMI’s business, financial condition and results of operations included in this release are subject to risks and uncertainties that could cause actual results to differ materially from those contemplated in such forward looking statements, including, but not limited to, product demand, pricing, market acceptance, changing economic conditions, risks in product and technology development and the effect of EMI’s accounting policies, as well as certain other risk factors which are detailed from time to time in EMI’s filings with the Securities and Exchange Commission.
Company Contact: Marc Lavine, Adv. Elbit Medical Imaging Ltd. +972-3-608-6011 [email protected]
Investor Contact:
Kathy Price The Anne McBride Company +212-983-1702 x212 [email protected]
ELBIT MEDICAL IMAGING LTD. CONSOLIDATED BALANCE SHEETS
| Current AssetsCash and cash equivalentsShort-term deposits and investmentsTrade accounts receivableReceivables and other debit balancesInventoriesLong-Term Investments and ReceivablesLong-term deposits, debentures, loans andreceivablesInvestments in investees and other companiesFixed AssetsOther Assets and Deferred ExpensesAssets Related to DiscontinuingOperationsCurrent LiabilitiesShort-term creditsSuppliers and service providersPayables and other credit balancesLong-Term LiabilitiesLiabilities Related to DiscontinuingOperationsMinority InterestShareholders' Equity | Dec31200520042004172,943151,936345,745271,570309,228278,02132,81847,78039,10284,99281,23966,14010,3534,8287,331572,676595,011736,339111,532105,008113,78570,824131,55471,608182,356236,562185,3933,559,082 4,813,0183,527,98857,02584,05655,85913,94015,97914,7004,385,079 5,744,6264,520,279586,364956,983536,93771,20180,02374,358158,791160,728183,446816,356 1,197,734794,7412,447,071 2,953,5492,418,89771,23783,98771,986414,674469,096430,687635,741 1,040,260803,9684,385,079 5,744,6264,520,279NIS in thousandsMarch31 | March31 |
|---|---|---|
| 2005 | ||
| ConveniencetranslationUS$'000 | ||
| 172,943151,936271,570309,22832,81847,78084,99281,23910,3534,828572,676595,011111,532105,00870,824131,554182,356236,5623,559,082 4,813,01857,02584,05613,94015,9794,385,079 5,744,626586,364956,98371,20180,023158,791160,728816,356 1,197,7342,447,071 2,953,54971,23783,987414,674469,096635,741 1,040,2604,385,079 5,744,626 | 39,65762,2727,52519,4892,374 | |
| 131,318 | ||
| 25,57516,240 | ||
| 41,815 | ||
| 816,116 | ||
| 13,076 | ||
| 3,197 | ||
| 1,005,521 | ||
| 134,45616,32736,412 | ||
| 187,195 | ||
| 561,126 | ||
| 16,335 | ||
| 95,087 | ||
| 145,779 | ||
| 1,005,521 |
ELBIT MEDICAL IMAGING LTD. CONSOLIDATED STATEMENT OF OPERATIONS
| RevenuesCommercial center operationsHotels operations and managementSale of medical systemsLease of assetsCosts of revenuesCommercial center operationsHotels operations and managementSale of medical systemsLease of assetsGross profitProject initiation expensesResearch and development expenses, netMarketing and selling expensesGeneral and administrative expensesOperating profit (loss) before financialincome (expenses), netFinancial Income (expenses), netOperating profit (loss) after financialincime (expenses), netOther income (expenses), netProfit (loss) before income taxesIncome taxesProfit (loss) after income taxesShare in results of associated companies, netMinority interest in results of subsidiaries, netProfit (loss) from continuing operationProfit (loss) from discontinuing operation, netcumulative effect of accounting change at thebeginning of the yearNet income (loss)Earnings (loss) per share - (in NIS)Basic earnings (loss) per share:From continuing operationFrom discontinuing operationcumulative effect of accounting change at thebeginning of the yearBasic earnings (loss) per shareDiluted earnings (loss) per share | YearendedDec 3120052004200451,83795,646311,89354,54352,087218,3659,6155,51344,0493,3053,28013,238119,300156,526587,54534,81554,789199,78051,01548,219201,0942,1611,0739,8347598573,17588,750104,938413,88330,55051,588173,6625,6291772,37111,55911,98738,1585,96310,32143,07525,96819,60992,53649,11942,094176,140(18,569)9,494(2,478)(32,772)47,391(53,569)(51,341)56,885(56,047)27,335(15,114)96,908(24,006)41,77140,86179315,27515,804(24,799)26,49625,057(2,145)(3,346)(15,968)17,1217,86727,448(9,823)31,01736,537(543)(732)6,810(605)--(10,971)30,28543,347(0.45)1.391.59(0.02)(0.03)0.30(0.03)--(0.50)1.361.89(0.50)1.311.84NIS in thousandsThree monthsended March 31 | ThreemonthsendedMarch 31 |
|---|---|---|
| 2005 | ||
| ConveniencetranslationUS$'000 | ||
| 51,83795,64654,54352,0879,6155,5133,3053,280119,300156,52634,81554,78951,01548,2192,1611,07375985788,750104,93830,55051,5885,62917711,55911,9875,96310,32125,96819,60949,11942,094(18,569)9,494(32,772)47,391(51,341)56,88527,335(15,114)(24,006)41,77179315,275(24,799)26,496(2,145)(3,346)17,1217,867(9,823)31,017(543)(732)(605)-(10,971)30,285(0.45)1.39(0.02)(0.03)(0.03)-(0.50)1.36(0.50)1.31 | 11,88612,5072,205758 | |
| 27,356 | ||
| 7,98311,698496174 | ||
| 20,351 | ||
| 7,0051,2912,6511,3675,955 | ||
| 11,263 | ||
| (4,258)(7,515) | ||
| (11,773)6,268 | ||
| (5,505)182 | ||
| (5,687)(492)3,926 | ||
| (2,252)(125)(139) | ||
| (2,516) | ||
| (0.10)(0.00)(0.01) | ||
| (0.11) | ||
| (0.11) |