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SYNLAB AG Interim / Quarterly Report 2021

Nov 12, 2021

723_10-q_2021-11-12_530cbc6c-5918-4773-852c-a875069a6276.pdf

Interim / Quarterly Report

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QUARTERLY REPORT 30 September 2021

Contents Page
Business performance of SYNLAB Group 3
Condensed consolidated statement of income 11
Condensed consolidated statement of comprehensive income 12
Condensed consolidated statement of financial position 13
Condensed consolidated statement of changes in equity 15
Condensed consolidated statement of cash flows 16

Business Performance of SYNLAB Group

Key financials

Simplified P&L
In EUR million 9M 2021 9M 2020 Growth
Revenue 2,772.3 1,690.9 64%
Gross profit 2,082.9 1,253.9 66%
AEBITDA 908.0 384.5 x2.4
As % of revenue 32.8% 22.7% +10.1pts
Adjusted operating profit (AOP) 761.4 257.2 x3.0
As % of revenue 27.5% 15.2% +12.3pts
Operating profit 689.1 79.7 x8.6
Financial result (86.6) (142.4) (39%)
Income tax expenses (145.1) (36.1) n.a.
Adjusted net profit 514.9 67.6 +447
Net profit (Group share) 471.3 (93.7) +565
Basic EPS (€) 2.22 (0.47) n.a.
Simplified Cash flow
In EUR million 9M 2021 9M 2020 Growth
Operating cash flow 786 192 +595
Unlevered Free Cash Flow 630 60 +570
Net debt and leverage
In EUR million Sep. 2021 Dec. 2020 Improvement
Net debt 1,503 2,235 (732)
Adjusted net debt 1,513 2,254 (740)
Leverage ratio x1.3 x3.3 (x2.0)

Financial highlights

Strong revenue growth delivered since the beginning of the year

9M 2021 revenue was up 64% to EUR 2,772 million (9M 2020: EUR 1,691 million), showing SYNLAB's ability to combine both leadership in the COVID-19 response and good execution of its underlying growth strategy:

  • the net revenue contribution from COVID-19 was EUR 1.137 million1 during the nine months to September 2021, with SYNLAB performing 20.8 million PCR and 3.5 million non-PCR tests during the period;
  • underlying growth was 9.1%: SYNLAB was able to deliver underlying organic growth over 3% each quarter since the beginning of the year, notably thanks to the "For You" growth initiatives. In the last two quarters, growth was further supported by the contribution of the South-East London hospital outsourcing contract (SEL).

Volume growth strongly improved profitability

For 9M 2021 adjusted EBITDA was EUR 908 million and the margin 32.8%, an increase of 10.1 percentage points compared to 9M 2020 reflecting the record growth experienced during the first 9 months of the year.

Margins have further benefited from productivity and procurement savings related to the SALIX program (EUR 15 million in 9M 2021), as well as procurement efficiencies for PCR test reagents and strict management of personnel and other OPEX costs.

Net profit at all-time high

Adjusted operating profit reached EUR 761 million at the end of September 2021 (EUR 257 million in 9M 2020). Post adjustments, which were mainly comprised of customer relationship amortization, IPO-related costs and acquisitionsrelated costs, operating profit was EUR 689 million (EUR 80 million in 9M 2020).

The key bridge items from operating profit to net profit were:

  • a EUR 87 million net financial expense, improving by EUR 56 million compared to 9M 2020. This major decrease came from a combination of lower borrowings and lower borrowing costs. The SYNLAB average cost of borrowing reduced from 4.7% in 9M 2020 to 2,5% in 9M 2021;
  • a EUR 145 million tax expense (EUR 36 million in 9M 2020). The effective tax rate was ~24% for the period, lower than the 28% normalized rate due to the use of tax attributes carried forward;
  • a EUR 17.9 million positive impact from a residual sale of the A&S business in Q1 2021, classified as discontinued operations.

Net profit (Group share) reached EUR 471 million (EUR (94) million in 9M 2020), and basic earnings per share were up at EUR 2.222 .

Record cash flow generation

Operating cash flow from continuing operations expanded materially, to EUR 786 million at the end of 9M 2021, driven by profit growth. The negative impact of COVID-19 testing activity on working capital has materially reduced over the

1 consisting of EUR 1,166 million testing revenue (~EUR 373 million in 9M 2020) netted against an estimated EUR (29) million attrition impact (EUR (171) million in 9M 2020)

2 Based on 212,745,098 weighted average shares outstanding

past quarters, with inventory going down and DSOs normalizing to 57 days at the end of 9M 2021, compared with 80 days at the end of 9M 2020.

Total CAPEX (including leases and related interest payments) was EUR 156 million in 9M 2021 (EUR 132 million in 9M 2020) representing 5.6% of 9M 2021 revenue (7.8% in 9M 2020). It included EUR 9 million of COVID-19 related CAPEX.

Despite the CAPEX increase in absolute terms, strong operating cash flow led to record unlevered free cash flow of EUR 630 million in 9M 2021. The cash conversion ratio (unlevered free cash flow / adjusted EBITDA) was 69%.

Strong balance sheet

At the end of September 2021, the adjusted net debt stood at EUR 1,513 million compared with EUR 2,254 million at the end of December 2020. The leverage ratio3 was at 1.3x compared with 3.3x at the end of 2020, the lowest level since the creation of the SYNLAB Group, attributable to the EUR 394 million of net proceeds from its successful IPO and the strong cash generation since the beginning of the year.

Exceeding EUR 200 million of M&A spend in 2021

Since the beginning of the year, SYNLAB has completed 18 acquisitions for a total enterprise value of about EUR 250 million. These acquisitions represent additional annualized revenue of around EUR 113 million or 5,5% growth of the base business4 . In addition to the 10 acquisitions completed in H1 2021, SYNLAB closed 3 acquisitions in Q3 2021 and 5 more since the beginning of Q4 2021, four of which are located in the South region and one in France.

Most of them were bolt-on acquisitions, with SYNLAB also completing two mid-sized deals in Italy and Mexico:

  • Gruppo Tronchet (EUR 22 million revenue in 2020), a strong regional player to strengthen SYNLAB's number one position in Italy with 17 patient-centric healthcare centers in and around Bologna.
  • Laboratorio Médico Polanco -LMP- and Laboratorio Clinicos de Puebla -LCR- (EUR 55 million revenue in 2020), a top 4 player in Mexico (100 diagnostic service points and 1,700 skilled employees) as a platform to further consolidate the Mexico and Latam markets.

The pipeline for future acquisitions is strong and diversified, and SYNLAB keeps a very disciplined acquisition approach.

3 Net debt to LTM pro-forma adjusted EBITDA

Based on 2020 revenue

Segment review

In EUR million Revenue AOP
9M 2021 9M 2020 Organic
Growth
Underlying
Growth
9M 2021 9M 2020 Margin
9M 2021
Margin
9M 2020
France 628.6 412.7 49.8% 1.4% 166.8 88.4 26.5% 21.4%
Germany 512.1 384.2 33.0% 2.8% 110.2 41.2 21.5% 10.7%
South 785.3 538.2 44.9% 4.4% 189.7 76.2 24.2% 14.2%
North & East 846.4 355.8 137.2% 30.0% 294.7 51.4 34.8% 14.4%
SYNLAB Group 2,772.3 1,690.9 62.8% 9.1% 761.4 257.2 27.5% 15.2%

France (23% of 9M Group revenue)

9M 2021 total growth was 52%, lifted by high COVID-19 testing volumes since the beginning of the year. Underlying organic growth was 1.4%, with solid volume growth offsetting the regulatory price decrease.

9M 2021 AOP was broadly in line with the first half of the year at 26.5% (+5.1 percentage points compared with 9M 2020), reflecting the sustained margin-accretive impact of high COVID-19 testing volumes.

SYNLAB closed three bolt-on acquisitions in France in the first quarter of 2021 for a total annualized revenue of ~EUR 14 million. After a strong start to the year, M&A activity reduced over the period due to SYNLAB's selective approach, with a primary focus on small bolt-on acquisitions.

Germany (18%)

9M 2021 total growth was 33%, including high COVID-19 testing volumes, in particular in the first two quarters of the year, and underlying organic growth of 2.8%.

9M 2021 AOP margin remained elevated at 21.5% (+10.8 percentage points compared with 9M 2020), reflecting the margin-accretive impact of COVID-19 testing volumes. The reduction in AOP margin in Q3 2021, to 9.9%, reflects the drop of COVID-19 volume and prices as well as one-off personnel expenses incurred in the quarter.

SYNLAB closed one bolt-on acquisition in the nine months of 2021 representing ~EUR 2 million in annualized revenues.

South (29%)

9M 2021 total growth was 46%, lifted by high COVID-19 testing volumes since the beginning of the year, peaking in Q2 2021. Underlying organic growth was 4.4%: the softer Q3 2021 growth came after two quarters above 5%:

  • Switzerland (14% of South revenue) was still negative but improved quarter on quarter as the 2020 customer loss impact is phasing out;
  • Iberia (31% of South revenue) recorded low single digit growth;
  • Latam (16%) and Italy (39% of South revenue) achieved robust growth.

9M 2021 AOP margin remained elevated at 24.2% (+10.0 percentage points compared with 9M 2020), reflecting the margin-accretive impact of high COVID-19 testing and robust underlying activity volumes since the beginning of the year.

SYNLAB closed nine acquisitions in the South segment in the first nine months of 2021, located in Italy, Spain and Mexico, representing total annualized revenue of ~EUR 35 million. This includes a mid-sized deal in Italy. SYNLAB also reached an agreement for the purchase of another mid-sized lab business in Mexico (see M&A paragraph p.5).

North & East (30%)

9M 2021 total growth was a record 138% reflecting both the high COVID-19 contribution and a 30% underlying organic growth at the end September. The UK (24% of revenue) recorded a triple digit percentage growth thanks to the contribution of the SEL contract.

Excluding SEL, underlying organic growth was a robust 5.3% in 9M 2021.

  • growth was particularly strong in emerging market in H1 2021;
  • more mature North markets (50% of North & East revenue) also grew nicely, highlighting the benefits of "For You" growth initiatives such as retail initiatives in the Nordics or connecting to doctors in Austria.

9M 2021 AOP margin was a very strong 34.8% (+20.4 percentage points compared with 9M 2020), reflecting the margin-accretive impact of high COVID-19 testing, including government testing contracts in North Europe, and robust underlying activity volumes since the beginning of the year.

Subsequent events

On 2 November, SYNLAB completed the acquisition of Laboratorio Médico Polanco -LMP- and Laboratorio Clinicos de Puebla -LCR. In addition to LMP, SYNLAB has closed 4 bolt-on acquisitions since the start of Q4 2021.

On 28 October, SYNLAB prepaid EUR 75 million of loans due in 2026.

Outlook

Over-delivering on 2021 IPO targets

At IPO, SYNLAB presented a growth strategy of customer centric medical excellence. The focus was notably on: 1) consistently outperforming market growth through the implementation of growth initiatives ("For You" initiatives), 2) successfully delivering in 2021 on the biggest hospital outsourcing contract in the UK ("SEL" contract) and 3) deploying around EUR 200 million to continue to consolidate the highly fragmented medical diagnostic services market.

At the same time, SYNLAB aimed at maintaining its leadership in the SARS-CoV-2 pandemic response.

Six months after its IPO, SYNLAB is showing excellent progress on all areas of focus:

At IPO Current
guidance
Status Key enablers
Organic growth (ex COVID-19) ~10% ~10% Delivering -ForYou
-SEL
M&A (EV, in €m) ~200 >200 Acceleration -Strong & diversified pipeline
-Mid-sized M&A
-Price discipline
COVID-19 revenue (€m) ~800 (2021)
~500 (2022)
>1,300 (2021) 2 years in 1 -Best medical, commercial,
operational execution

Consequently, the current 2021 financial guidance shows very material upside compared to the IPO guidance. This guidance is adjusted slightly upward today to reflect rising COVID-19 incidence rates in a number of SYNLAB countries since October:

At IPO Current guidance Outperformance
Revenue (€bn) >3.0 >3.5 >+0.5
Total growth ~17% >34% >x2
AEBITDA (€m) ~8005 >1,000 >200
AEBITDA margin ~26% >30% >4ppts
Unlevered FCF (€m) 300-350 >700 >350

Thanks to the strong cash flow generation, SYNLAB can further accelerate its development plan, notably through M&A.

Consensus of analysts as of 7 June 2021

FY 2022 outlook

In 2022, SYNLAB will continue with the implementation of its growth strategy: outperforming market growth through initiatives and continuing to grow through M&A. The Group also expects COVID-19 testing revenue to decline but to remain significant due to SYNLAB's large-scale, geographically diversified and medically relevant service offering.

Therefore, SYNLAB expects 2022 revenue and EBITDA margin to remain significantly higher than the pre-COVID period (2019):

2022 outlook Vs. 2019
Revenue (€bn) ~2.9 +1.0
AEBITDA margin 23-25% >2.2ppts
M&A spend (€m) >200 >100

Mid-term financial outlook (set at IPO)

Mid-term outlook
Organic growth6 3%+
Total growth6 ~10%
AEBITDA margin 23%
AEBITDA to unlevered FCF conversion 45-50%
M&A spend (€m) 200

Per year, using 2019 as base year

Supplementary materials

Q3 financial highlights

Simplified P&L
In EUR million Q3 2021 Q3 2020 Growth
Revenue 849.3 708.1 20%
Gross profit 636.1 517.9 23%
AEBITDA 245.3 191.6 x1.3
As % of revenue 28.9% 27.1% +1.8pts
Adjusted operating profit (AOP) 192.1 146.8 x1.3
As % of revenue 22.6% 20.7% +1.9pts
Operating profit 173.8 8.1 x21.5
Financial result (11) (42) +31
Income tax expenses (33) (31) (3)
Adjusted net profit 143.3 60.1 +83
Net profit (Group share) 128.0 (72.2) +200
Simplified Cash flow
In EUR million Q3 2021 Q3 2020 Growth
Operating cash flow 263 99 +164
Unlevered Free Cash Flow 202 51 +151

Q3 segment reporting

In EUR million Revenue AOP
Q3 2021 Q3 2020 Organic
Growth
Underlying
Growth
Q3 2021 Q3 2020 Margin
Q3 2021
Margin,
Q3 2020
France 187.0 176.8 3.3% 3.4% 50.1 47.7 26.8% 27.0%
Germany 144.9 149.9 (3.3)% 2.6% 14.3 20.4 9.9% 13.6%
South 239.8 232.0 1.2% 2.6% 50.5 45.6 21.1% 19.7%
North & East 277.6 149.5 83.6% 44.1% 77.2 33.2 27.8% 22.2%
SYNLAB Group 849.3 708.1 18.1% 12.2% 192.1 146.8 22.6% 20.7%

Conde nse d c onsoli da te d Sta tement of I nc ome

Condensed Consolidated Statement of Income For the nine months ended 30 September 2021

For the nine months ended 30 September
2021
2020 *
Continuing operations € 000 € 000
Revenue 2,772,338 1,690,863
Material and related expenses (689,427) (437,000)
Payroll and related expenses (826,068) (633,524)
Other operating income 24,104 13,301
Other operating expenses (373,671) (251,875)
Depreciation and amortisation (184,858) (166,219)
Operating profit before acquisition, restructuring and
impairment of non-current assets
722,418 215,546
Restructuring and other significant expenses (27,147) (15,602)
Acquisitions related income / (expenses) (6,159) (5,254)
Impairment of non-current assets - (115,003)
Operating profit 689,112 79,687
Share of loss of associates and other non-controlling interest (1,817) (983)
Profit on disposal of investment (50) (241)
Finance income 24,524 14,343
Finance costs (111,146) (156,699)
Profit / (loss) before taxes 600,623 (63,893)
Income tax expenses (145,105) (36,089)
Profit / (loss) for the period from continuing operations 455,518 (99,982)
Profit / (loss) for the period from discontinued operations 17,868 7,555
Profit / (loss) for the period 473,386 (92,427)
Profit / (loss) attributable to non-controlling interests 2,092 1,262
Profit / (loss) attributable to equity holders of the parent company 471,294 (93,689)
Profit / (loss) for the period 473,386 (92,427)
Basic earnings per share (in EUR) 2.22 (0.47)
Diluted earnings per share (in EUR) 2.22 (0.47)

* Restated to reflect the Group's discontinued operations in accordance with IFRS 5

Condensed Consolidated Statement of Comprehensive Income

Condensed consolidated Statement of Comprehensive Income For the nine months ended 30 September 2021

For the nine months ended 30
September
2021 2020
€ 000 € 000
Net profit / (loss) for the period 473,386 (92,427)
Actuarial gains or losses on pension obligations 5,631 (2,828)
Taxes on actuarial gains or losses on pensions obligations (1,135) 490
Items that will not be reclassified to profit or loss (a) 4,496 (2,338)
Foreign exchange gains/losses 6,234 (6,812)
Reclassification from translation reserve to income statement arising on
divestment
- (3,080)
Items that may be reclassified subsequently to profit or loss (b) 6,234 (9,892)
Other comprehensive income for the year (a) + (b) 10,730 (12,230)
Total consolidated comprehensive profit / (loss) attributable to 484,116 (104,657)
Equity holders of the parent company 481,928 (105,749)
Non-controlling interests 2,188 1,092
Total consolidated comprehensive profit / (loss) 484,116 (104,657)

Condensed Consolidated Statement of Financial Position

Condensed Consolidated Statement of Financial Position 30 September 2021

As at 30 September As at 31 December
2021 2020
€ 000 € 000
ASSETS
Goodwill 2,326,233 2,212,128
Intangible assets 705,689 715,380
Property, plant and equipment 231,874 217,069
Right of use assets 496,374 401,109
Investments in associates 4,768 4,574
Other non-current assets 47,274 38,611
Deferred tax assets 32,082 29,017
Total non-current assets 3,844,293 3,617,888
Inventories 103,620 149,055
Trade accounts receivables 544,565 534,910
Other current assets 104,413 72,194
Cash and cash equivalents 619,851 904,900
Assets classified as held for sale - 4,242
Total current assets 1,372,448 1,665,301
Total assets 5,216,741 5,283,189

Conde nse d Cons oli dat ed S tat ement of Changes in E qui ty

Condensed Consolidated Statement of Financial Position 30 September 2021

As at 30 September As at 31 December
2021 2020
€ 000 € 000
EQUITY AND LIABILITIES
EQUITY
Contributed capital 222,222 134,388
Additional paid-in capital 3,788,812 1,523,590
Cumulative translation adjustment -2,228 -8,365
Accumulated deficit -1,926,412 -443,973
Total parent company interests 2,082,394 1,205,640
Non-controlling interests -1,269 -2,088
Total equity 2,081,125 1,203,552
Loans and borrowings (non-current) 1,579,936 2,680,895
Non-current lease liabilities 428,973 338,166
Employee benefits liabilities 47,422 47,806
Non-current provisions 2,474 2,458
Contract liabilities 7,496 -
Other non-current liabilities 54,636 27,191
Deferred tax liabilities 175,196 171,638
Total non-current liabilities 2,296,133 3,268,154
Current loans and borrowings 13,197 36,750
Current lease liabilities 100,559 83,745
Trade accounts payable 314,904 386,523
Contract liabilities 4,946 22,935
Current provisions 10,921 6,440
Income tax liabilities 120,088 48,326
Other current liabilities 274,868 224,449
Liabilities directly associated with
assets classified as held for sale
- 2,315
Total current liabilities 839,483 811,483
Total liabilities 3,135,616 4,079,637
Total equity and liabilities 5,216,741 5,283,189

Conde nse d Cons oli dat ed S tat ement of Cas h Flow

Condensed Consolidated Statement of Changes in Equity For the nine months ended 30 September 2021

Contributed
capital
Additional
paid-in
capital
Cumulative
translation
adjustment
Accumulat
ed deficit
Total Non
controlling
interests
Equity
€ 000 € 000 € 000 € 000 € 000 € 000 € 000
Balance as at 1 January 2021 134,388 1,523,590 (8,365) (443,973) 1,205,640 (2,088) 1,203,552
Net profit for the period - - - 471,294 471,294 2,092 473,386
Other comprehensive income - - 6,137 4,497 10,634 96 10,730
Total comprehensive income for the
period
- - 6,137 475,791 481,928 2,188 484,116
Issue of share capital 222,222 3,776,928 - - 3,999,150 - 3,999,150
Reorganisation of equity (134,388) (1,506,455) - (1,958,255) (3,599,098) - (3,599,098)
Expenses for equity contribution - (6,000) - - (6,000) - (6,000)
Acquisition of non-controlling interests - - - 25 25 (1,365) (1,340)
Credit to equity for equity settled share
based payments
- 749 - - 749 - 749
Dividends - - - - - (4) (4)
Balance as at 30 September 2021 222,222 3,788,812 (2,228) (1,926,412) 2,082,394 (1,269) 2,081,125
Contributed
capital
Additional
paid-in
capital
Cumulative
translation
adjustment
Accumulat
ed deficit
Total Non
controlling
interests
Equity
€ 000 € 000 € 000 € 000 € 000 € 000 € 000
Balance as at 1 January 2020 134,388 1,519,640 (6,219) (698,611) 949,198 (1,737) 947,461
Net profit for the period - - - (93,689) (93,689) 1,262 (92,427)
Other comprehensive income - - (9,722) (2,338) (12,060) (170) (12,230)
Total comprehensive income for the period - - (9,722) (96,027) (105,749) 1,092 (104,657)
Acquisition of non-controlling interests - - - 247 247 46 293
Credit to equity for equity settled share based
payments
- 2,775 - - 2,775 - 2,775
Dividends - - - - - (1,686) (1,686)
Balance as at 30 September 2020 134,388 1,522,415 (15,941) (794,391) 846,471 (2,285) 844,186

Condensed Consolidated Statement of Cash Flows For the nine months ended 30 September 2021

For the nine months ended
30 September
2021 2020 *
€ 000 € 000
Operating profit 689,112 79,687
Depreciation, amortisation, impairment 184,856 281,228
Change in provisions 2,326 1,629
Loss (income ) from the disposal of non-current assets (67) (75)
Other non-cash revenues and expenses 28,082 8,340
Operating cash flow before changes in net working capital 904,309 370,809
Change in inventories 53,811 (53,264)
Change in trade accounts receivable (6,676) (183,613)
Change in trade accounts payable (93,356) 57,429
Change in other net working capital 22,132 27,349
Income tax paid (94,109) (27,186)
Cash flow from operating activities continuing operations 786,111 191,524
Cash flow from operating activities discontinued operations 1,021 30,622
Cash flow from operating activities (A) 787,132 222,146
Acquisition of subsidiaries, net of cash acquired and changes
in debt related to acquisitions (118,035) (24,999)
Purchase of intangibles and property, plant and equipment (75,364) (50,035)
Sale of subsidiaries, net of cash disposed and changes in debt 4,544 -
Proceeds from sale of intangibles and property, plant and equipment 978 1,239
Cash paid for other non-current assets (49) (113)
Cash received from other non-current assets 24 255
Interest received 568 639
Net cash from disposal of investments 348 12,882
Dividends received 290 281
Cash flow used in investing activities continuing operations (186,696) (59,851)
Cash flow used in investing activities discontinued operations (1) (4,099)
Cash flow (used in)/from investing activities (B) (186,697) (63,950)

* Restated to reflect the Group's discontinued operations in accordance with IFRS 5

Condensed Consolidated Statement of Cash Flows For the nine months ended 30 September 2021

For the nine months ended
30 September
2021 2020 *
€ 000 € 000
Proceeds from share capital increase 394,050 -
Interest paid (92,016) (112,867)
New loans, borrowings and other financial liabilities 727,627 1,050,833
Repayment of loans, borrowings and other financial liabilities (1,844,717) (966,838)
Repayment of lease liabilities (71,078) (75,162)
Dividends paid and other payments to non-controlling interests (2,257) (3,233)
Cash flow used in financing activities continuing operations (888,391) (107,267)
Cash flow used in financing activities discontinued operations (22) (6,880)
Cash flow used in financing activities (C) (888,413) (114,147)
TOTAL CASH FLOWS (A+B+C) (287,978) 44,049
Cash and cash equivalent at the beginning of the period 904,707 238,580
Net foreign exchange differences 2,903 (5,765)
Change cash and cash equivalent assets held for sale - -
Cash and cash equivalents at the end of the period 619,632 276,864
NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS (285,075) 38,284

* Restated to reflect the Group's discontinued operations in accordance with IFRS 5

Munich, 10 November 2021

SYNLAB AG The Management Board Mathieu Floreani Sami Badarani