DUKE STREET CAPITAL OASIS HOLDINGS LIMITED
ANNUAL REPORT
31 MARCH 2013
AND FINANCIAL STATEMENTS FOR THE YEAR ENDED
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
CONTENTS
03
highlights 2012/13
06
chairman's statement
08
chief executive's review
15
dental bodies corporate members
17
board of directors
19
directors' report
25
auditors' report
26
group profit and loss account
27
group and company balance sheet
28
group cash flow statement
30
notes to the financial statements
51
Oasis site locations
02
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
HIGHLIGHTS 2012/13
+1.3%
increased
turnover
+7.0%
increased
EBITDAE1
Financial highlights
Operational highlights
• Turnover increased
1.3% to £149.9 million
from £148.1 million
• 98% NHS contract
delivery
• EBITDAE1 increased
7.0% to £19.0 million
from £17.8 million
• £5 million committed
investment in new builds,
acquisitions and
existing facilities
1
• Completion of 7 mergers
bringing single handed
practitioners into existing
Oasis practices
• Awarded Primary Care
Provider of the Year at the
HealthInvestor Awards 2013
EBITDAE – earnings before interest, tax, depreciation, amortisation and exceptional items
03
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
GROWTH AT OASIS
TURNOVER
£million
£148.1m
150
£149.9m
140
£135.6m
130
£124.5m
120
£112.2m
110
100
2009
EBITDAE
2010
2011
2012
£million
2013
£19.0m
19
£17.8m
18
17
£15.9m
16
15
£13.7m
14
13
£12.4m
12
11
10
2009
2010
2011
2012
2013
04
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
OASIS SITES
202 sites
210
203
202
2012*
2013*
199
200
190
177
180
170
165
160
150
2009*
2010*
2011*
* As at 31 March for each year
Oasis runs 202 sites throughout the UK, with over 830 dentists and 1,990 staff delivering high quality dentistry across England,
Wales and Northern Ireland, with over 2.5 million patient visits in the year. Our focus in the last financial year has been on
maintaining progress in our existing estate and we are now well placed to grow through acquisitions and mergers, where
our market continues to offer many opportunities.
05
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
CHAIRMAN'S STATEMENT
BILL COLVIN
Bill Colvin
In 2012/13 Oasis had another excellent year of delivery and continued growth.
Overall Oasis grew its income on a like for like basis in the NHS and private areas,
with a particularly strong acceleration in private growth. We believe this reflects
our long term investment in quality programmes and facilities, our strong teams
and innovative service developments.
Again this year Oasis delivered over 98% of our NHS contracts. This is in addition
to our continuing close work with the NHS on pilot capitation and quality schemes
designed to increase prevention focus and improve long term oral health. Our
private growth was underpinned by our dedicated, hard-working and highly skilled
practice and support teams. They have shown particular commitment this year as
our business grew strongly, and I thank them for their enormous contribution to
their patients, their practices and Oasis. Our specialist services including implants
and orthodontics also developed well.
We have continued to invest in our facilities and quality systems, and many of
our practices have now been audited by the CQC (Care Quality Commission).
Our compliance ratio at 97% is well above the industry average, with any issues
being small and quickly corrected. In many cases our practices have received
glowing commentaries from CQC inspectors, and these comments are available
for scrutiny at www.cqc.org.uk. We believe we are the only dental chain to
have dedicated decontamination rooms in all our practices, which is part of our
commitment to quality and which makes Oasis a name patients can trust.
In 2012/13 Oasis had another
excellent year of delivery and
continued growth. Overall
Oasis grew its income on
a like for like basis in the
NHS and private areas,
with a particularly strong
acceleration in private growth.
We believe this reflects our
long term investment in quality
programmes and facilities, our
strong teams and innovative
service developments.
06
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
CHAIRMAN'S STATEMENT (CONTINUED)
BILL COLVIN
Thayer Street surgery
Oasis choice poster
Our commitment to transparency as advocated last year by the OFT was met by
rolling out clear, fixed or min/max pricing across all services in all our practices,
posted visibly in practice and on our website. We also welcomed the GDC
(General Dental Council) decision to deregulate access to hygienists, so that
patients can go direct to these professionals for hygiene treatment. We will be
helping patients make the most of this valuable service in the year ahead.
We are delighted that following
the year end, Bridgepoint chose
to invest and bring its financial
strength and healthcare
experience to Oasis.
The management team
were able to demonstrate to
a number of interested
potential investors the strength
of our business model and its
future potential.
Our Boards continued to meet regularly, with majority dentist participation on
all our operating Boards ensuring strong clinical guidance in our activities. Our
financial controls were enhanced by the introduction of a new daily performance
monitoring system during the year. This allows visibility of NHS and private
performance at a practice and clinician level, allowing us to fulfil our commitments
to the NHS and support dentists and the business in their business growth
objectives. EBITDAE growth in 2012/13 was almost entirely organic, benefiting
both from the strong like for like performance and improved margins. At the very
end of the year we were pleased to make a number of acquisitions and mergers
of high quality practices and clinicians, the start of an accelerated programme
going forward.
We are delighted that following the year end, Bridgepoint chose to invest and
bring its financial strength and healthcare experience to Oasis. The management
team were able to demonstrate to a number of interested potential investors the
strength of our business model and its future potential. As we look forward, Oasis
is now very well placed to lead further consolidation in the sector, particularly with
the fund created as part of the purchase of Oasis by Bridgepoint, and develop its
appealing branded offer for patients and clinicians across the UK. I am pleased by
the continued strong growth this year, and look forward to further success in the
year ahead.
07
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
08
CHIEF EXECUTIVE'S REVIEW
JUSTIN ASH
Justin Ash
We are pleased to be able to present our results for the year
2012/13, in which Oasis has delivered a further year of consistent
turnover and profit growth. In 2012/13 Group results show:
• Turnover rose by 1.3%
• EBITDAE rose by 7.0%
• 98% NHS contract delivery
• Strong +1.5% LFL NHS income
• +3.7% LFL growth on private income
• Year end 202 sites
TURNOVER
£m
160
£148.1m
140
£124.5m
£149.9m
£135.6m
120 £112.2m
100
80
60
40
20
0
2008/9
2009/10
2010/11
2011/12
2011/12
• £5m committed investment in existing facilities,
new builds and acquisitions
The five year track record of Oasis, as it now exits Duke Street ownership, is
strong with consistent turnover growth of CAGR (Compound Annual Growth
Rate) 6.0% and EBITDAE growth of CAGR 8.9% through a period of economic
recession in the UK. In the past year this growth has been almost entirely
organic, demonstrating the strength of the service model which we have
built with our teams.
We have also seen consistent and sustainable margin growth over the period of
1.6% EBITDAE margin (11.1% 2008/09 vs 12.7% 2012/13) reflecting the increasing
benefits of scale and flow through from increased practice income.
The dental market in the UK
Research shows that the dentistry market in the UK is valued at around £6.9bn,
of which £3.5bn is NHS dentistry and £3.4bn is private dentistry. This market has
shown almost continuous growth over the last 20 years, with only a small decline
in the midst of the latest recession (Source: GDC; NHS Dental Statistics; L.E.K.
Consulting LLP (LEK) research and analysis 2012).
EBITDAE
£m
£19.0m
20
£17.8m
£15.9m
15
£12.4m
£13.7m
10
5
0
2008/9
2009/10
2010/11
2011/12
2011/12
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
CHIEF EXECUTIVE’S REVIEW (CONTINUED)
JUSTIN ASH
Malcolm Thomas in surgery
Oasis NHS poster
The underlying demand for dentistry remains solid, with strong support for NHS
dentistry and growing demand for private dentistry in all areas, both general and
specialist. A market growth rate of above 4% is predicted for the coming years,
which gives a strong and exciting underpinning to our future plans. It remains the
case that around 30% of the population have not been to the dentist in the last
two years, and through our commitment to NHS and private dentistry and support
for direct access to hygienists, Oasis plans to make a visit to a high quality dental
professional ever easier in the years ahead.
Again in 2012/13 Oasis
delivered over 98% of its UDAs
(Units of Dental Activity),
demonstrating the ability of our
model to deliver access to NHS
dentistry in communities across
the UK. Our number of UDAs
and other NHS activity overall
grew by 1.9%, with particular
growth in Orthodontics and
Minor Oral Surgery (MOS).
In 2012 the OFT identified that there was insufficient clarity and choice in the UK
dental market, with issues including poorly displayed or no displayed pricing,
confusion over NHS vs private treatment options and a lack of innovation in many
practices. Oasis welcomed the report and this year has introduced its "Oasis
Information" Boards highly visible in each practice. These include NHS prices,
clear fixed and min/max prices for a range of private treatments, from checkups to fillings and implants, practice customer feedback, profiles of the staff and
clinicians and other sign posting information. This information is now available for
most practices on-line also.
Oasis is committed to the NHS
Again in 2012/13 Oasis delivered over 98% of its UDAs (Units of Dental Activity),
demonstrating the ability of our model to deliver access to NHS dentistry in
communities across the UK. Our number of UDAs and other NHS activity overall
grew by 1.9%, with particular growth in Orthodontics and Minor Oral Surgery
(MOS). MOS has been made subject to the new Any Qualified Provider open
competition, which allowed us to have a number of new specialists registered
for this service. MOS in a community practice environment takes pressure from
hospital admissions and is a convenient and accessible service for patients
needing extractions being referred to a surgeon. It is also far more cost effective
for the NHS than hospital extractions. We will be looking to extend this and other
services in the new commissioning environment, which we hope will encourage
such beneficial and creative solutions to high quality NHS delivery in a time of
financial constraint.
We were delighted that Bognor Regis was added as another pilot in the second
wave of commissioning of pilot sites by NHS England in September 2012, bringing
our total participating in this programme to 6 of 90. The pilots are proving very
09
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
CHIEF EXECUTIVE'S REVIEW (CONTINUED)
JUSTIN ASH
Kingston practice with new branding
popular with patients and clinicians with their preventative focus, and we now
await further progress on the likely economics of the scheme. We were also
very pleased that our pilot scheme of 14 sites in Northern Ireland was extended
by the Health and Social Care Board (HSCB) in March 2012. This was after a
comprehensive review of our quality and performance by the DoH, including
clinical audit and patient surveys. In summary the DoH said:
"The HSCB report having a positive working relationship with Oasis. Oasis has
worked collaboratively with the HSCB to maximise the service by reconfiguring
where need was greatest e.g. installing a third surgery in Carrickfergus,
redeploying staff from areas where demand was low to areas of high need; e.g.
transferring staff from Newry to Enniskillen." "The presence of Oasis Healthcare
in Northern Ireland has helped open up the dental market and introduce
competition and choice."
We look forward to continuing to partner with the Health and Social Care Board,
a scheme which may form the template for future contract arrangements in
the province.
Oasis is innovative and transparent
Our 3.7% like for like increase in private income was a great result for the practice
teams, and an above market performance, with the overall market estimated at
flat for the year (Source: LEK).
We believe our programme of price transparency contributed to this performance.
We also rolled out Oasis Basics, with over 145 practices now offering this service.
This is a fixed price, transparent service for private treatments, in line with OFT
recommendations, which has proved particularly popular in areas where Oasis
or the market has limited NHS spaces. A proportion of our growth came from its
extension across the group.
In January we opened our new Kingston site, a relocation of an older site with a
focus on Oasis Basics, and accessibly priced orthodontics and implants. Private
growth has been impressive here, and subject to further testing we see it as a
model for further development, particularly in London, which is under-served by
modern and reasonably priced private dentistry.
Oasis Basics poster
" The HSCB report having a
positive working relationship
with Oasis. Oasis has worked
collaboratively with the HSCB
to maximise the service by
reconfiguring where need
was greatest e.g. installing a
third surgery in Carrickfergus,
redeploying staff from areas
where demand was low
to areas of high need; e.g.
transferring staff from Newry
to Enniskillen."
" The presence of Oasis
Healthcare in Northern Ireland
has helped open up the
dental market and introduce
competition and choice."
DHSSPS
10
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
CHIEF EXECUTIVE'S REVIEW (CONTINUED)
JUSTIN ASH
The good momentum as we enter 2013/14 will see Oasis launch further innovative
services to expand our private offer for a range of treatments and patient needs.
Oasis is Quality focused
Oasis and our practice teams are committed to providing a high quality of patient
care. We have reinforced this commitment to our patients by publishing the
feedback from our on-going patient surveys. These are conducted every day in
all our practices. The scores from these are posted in the waiting room of every
practice, on their website and on the main Oasis website. I am delighted that our
overall scores, as of March 2013, were:
I feel involved in all decisions about my care
97.3%
I would recommend this practice to a friend/relative 98.8%
The quality of my treatment is good
98.6%
We continue to invest in a continuous programme of upgrades to our practices
with £5 million of committed capital expenditure last year. This is reflected in our
patients' feedback of which 98% agreed with the statement 'the quality of the
facilities at the practice is good’ and 99% agreed with the statement 'the practice
is clean and hygienic'.
We continued to support our clinicians with a network of clinical advisors, and our
use of electronic record keeping for all patient visits helps us support best practice
across the group.
In the first full year of visits by the CQC inspectors we have had strong results
in terms of compliance, and we reinforced this by engaging outside auditors to
support, test and challenge our practices to hit the very highest standards. This
training and follow through has been welcomed by our teams and we intend to
continue and build upon this approach in the years ahead. Similarly in Northern
Ireland this has been the first year of RQIA inspections with a similarly pleasing
result achieved by our teams.
Focus on the quality of patient care is at the heart of our business and I particularly
thank all our colleagues for their commitment to quality of outcomes.
We were proud to recently
win Primary Care Provider of
the Year at the HealthInvestor
Awards 2013. This was in
recognition for the work Oasis
has done to extend access,
and innovate new services in
dentistry and I thank everyone
at Oasis for their contribution
to winning this important
accolade. We have also been
nominated this year for Primary
Care & Community Services
Provider at the Laing & Buisson
2013 Independent
Healthcare Awards.
11
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
CHIEF EXECUTIVE'S REVIEW (CONTINUED)
JUSTIN ASH
Oasis conference 2013
Growth is growing through acquisitions and mergers
2012/13 was a year for focus on organic growth with the result that we enjoyed
our strongest ever like for like performance. We also took the opportunity to
restructure and invest in our acquisitions team who are ready for the period of
accelerated, acquisitive growth under Bridgepoint’s ownership going forward.
Through the year we completed 7 mergers. These involve bringing a single
handed practitioner into an existing Oasis practice. Our research shows that this
is an appealing solution for those finding the increasingly regulatory burden an
unwelcome distraction to clinical support of their patients. The following quote is
from a dentist who merged with Oasis in February 2012:
"As a single-handed practitioner, it was not viable to employ a practice manager
so all of the business side of the practice, together with compliance with all of the
regulations, was my responsibility."
"For me the experience has been largely positive, it has helped with a lot of the
Admin burden." LEK research 2012
Neil Sampson, Dentist of the year
" It was a fantastic surprise to
win the dentist of the year
award and it’s great that Oasis
take the time to recognise the
hard work and expertise of
the practice teams. I’m very
grateful to the team here in
Stafford for the support they
provide me and the first class
care they provide our patients."
Neil Sampson, Stafford
Dentist of the year
We have been encouraged by the ready acceptance of these clinicians into
our practice teams, the successful transfer of their patients and the additional
economic support it brings to the practices they join. We plan to accelerate our
mergers programme in the year ahead.
Recently we also completed 4 acquisitions of Dalston, Downend, Orthoscene
and Wells. These represented the initial conversions of a strong pipeline which
the team built in the second half of the year. We target acquisitions with strong
patient satisfaction, committed clinicians and a combination of NHS, Private and
Specialist provision. There is clear evidence of increasing demand to join a group
like Oasis and we look forward to converting and building our pipeline in the
months ahead.
Oasis conference 2013
12
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
CHIEF EXECUTIVE'S REVIEW (CONTINUED)
JUSTIN ASH
Oasis awards winners
Carol Pazdzierski, Dental person of the year
Oasis is our teams
Dental person of the year,
Carol Pazdzierski, has been a
tremendous contributor as IT
Applications Specialist and
Field Trainer for our practices
over the years, and is now
moving into a new role as
clinical project manager.
She typifies the experience
and dedication of our support
functions and I thank all of
them also for their important
contribution to our success this
year. On winning her award,
Carol said “I was thrilled and
delighted to be nominated and
win Oasis Person of the Year
award at this year’s annual
Conference. I enjoy my job
tremendously, and look forward
to continuing to contribute to
the on-going success of the
growing Oasis estate.”
I am continually impressed and uplifted by the dedication and professionalism
of our teams across the business. At the end of 12/13 we had approximately 830
dentists, 240 hygienists and therapists and 1990 practice staff, and strong support
practice teams in the field and in our support centre.
To recognise and support these teams the highlight of our year is the Oasis
conference. We were delighted to offer a world class field of speakers with a focus
on sustaining and improving oral health, including:
Nicholas Lewis, Consultant Restorative Surgeon - Extract? Restore? Replace?
Refer? And The management of occlusal disease.
Ken Nicholson, Bio Horizons - Dental implant patient selection & treatment planning
Philip Ower, Specialist Periodontist - Controlling periodontal disease in your practice
We were particularly delighted to welcome Barry Cockcroft, Chief Dental Officer,
who joined us for part of the conference and spoke about the future of NHS
dentistry in England and the successful trials of the pilot as they continue.
The highlight of the event is undoubtedly the awards ceremony. Our team
members compete hard for the accolades of the prizes from the award ceremony
and I’m humbled by the passion with which they show in receiving the awards and
supporting the winners. This year’s worthy winners included:
Oasis person of the year – Carol Pazdzierski
Receptionist of the year – Diane Mallinson, Heckmondwike
Hygienist/Therapist of the year – Alison Horton, Bolsover
Nurse of the year – Paula Grieve, Carlisle
Area of the year – Area 3 Sharon Drury
Practice of the year – Stafford
Practice manager of the year – Jackie McGee, Bolton
Dentist of the year – Neil Sampson, Stafford
This CPD event is complemented by 35 CPD courses throughout the year which
include endodontics, prosthodontics, occlusion, periodontal management, and
dental implants. These courses are additional to our FTP induction programme
for dentists. We support the team with continuous professional training for our
13
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
CHIEF EXECUTIVE'S REVIEW (CONTINUED)
JUSTIN ASH
Oasis offers value for money
for patients
82
Oasis provides an environment
I enjoy working in
74
I get the information I need
to do my job well
73
I am proud of the standard of
care we give to our patients
93
My job makes good use of my
skills and experience
83
0
20
40
60
80
100
Jackie McGee, Practice Manager of the year
nurses in radiography, fluoride treatments and dental health educator roles and
our practice managers with management development.
As an organisation we are committed to listening and continuous improvement
and therefore we conduct engagement surveys with all our associates and
employed staff to understand how they feel about the organisation and how we
can improve it. We were delighted to have a high participation in our survey this
year with over 50% of associates and 70% of staff taking part. Many aspects of
the feedback were extremely encouraging, including a high satisfaction with the
level of quality we are providing in our practices. Around 70% of our staff feel fully
engaged in all aspects of the business and are committed to ‘going the extra
mile’ to make Oasis successful, whilst the graph above shows how our associates
feel about various aspects.
We also got useful feedback on how we can improve as an organisation including
further progress in communication between and across our practices, and in
further development support. In the summer of this year we will be conducting
listening engagement forums to gain more detailed ideas of how we can move
Oasis further forward to the benefit of all our patients, associates and staff.
Summary
2012/13 was a landmark year for Oasis with our best organic performance in
recent years and a strong contribution across all elements of our business mix.
The second half of the year involved many of us in conversations to bring on
board a new investor and I am delighted that Bridgepoint have become our
principal shareholder. With a strong track record in healthcare investment they
bring expertise as well as financial strength to Oasis. We are now excellently
placed to further invest in our quality patient and performance systems and to
drive forward our growth in practice numbers. The whole business is excited about
the future prospect.
I also thank Duke Street for their 5 years of investment in Oasis. Our steady growth
has been well supported by their investment and partnership with us and it is a
sign of the strength of that relationship that Duke Street have remained a minority
investor in the capital structure going forward. We therefore enter 2013/14 with a
strong base and are excited at the prospects of the sector and our role in it.
" Being nominated and winning
Practice Manager of the
year is a great honour. I have
worked with Oasis as a
Practice manager in Bolton,
supported by an innovative
team, dedicated to furthering,
through investment and quality,
the Oasis brand and now
in my current role as Field
support manager. My role in
both positions has allowed me
to contribute the Oasis body
of knowledge and care by
giving me the autonomy to be
proactive and invest my skills
in ways that measurably impact
the quality and care Oasis is
recognised for.”
Jackie McGee, Bolton
Practice Manager of the year
14
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
DENTAL BODIES CORPORATE MEMBERS
Our Dental Bodies Corporate (DBCs) are the operating subsidiaries and partnerships within the Group providing dentistry
services. With a majority of dentists on their boards they contract with all PCTs and health boards, and employ our dental
professionals. Working with our Dental Care Management Board, their Directors and Members are charged with the
good governance of the business of dentistry within Oasis, in compliance with all GDC, NHS and PCT guidelines, and
the enforcement and development of good clinical governance. We are proud to have a distinguished Group of dentists
providing clinical guidance to the business.
Dental Members of DBCs
David Phillips OBE BDS FDSRCS FFGDP (UK) Non-Executive Director of Duke Street Capital
Oasis Holdings Limited and Chairman of the Oasis Dental Care Board
Robin Bryant BDS MGDS RCS (Eng) MFGDP (UK) DipImpDent RCS (Eng)
Robin graduated from Sheffield University in 1992, and has subsequently achieved his MFGDP
(UK), MGDS RCS (Eng.) and Certificate in Dental Practice Appraisal (FGDP). He works full time in
general practice in Melton Mowbray, and and recently passed his Diploma in Implant Dentistry at
the Royal College of Surgeons. Robin is a Regional Clinical Services Advisor for Oasis Dental Care
and offers clinical and commercial support.
Paul Lambden BSc MB BS BDS FDSRCSEng MRCS LRCP DRCOG MHSM
Paul qualified with dental, science and medical degrees at Guy’s Hospital London, obtaining a
Fellowship of the Royal College of Surgeons of England. After working in general dental and
medical practice for nearly fifteen years, in 1992 he became Chief Executive of East Hertfordshire
NHS Trust, a whole district trust providing acute, community and mental health services. He also
worked as a Special Adviser to the All-Party Parliamentary Health Select Committee. In 1999 he
became the Medical and Dental Principal of the St Paul International, an Insurance Company
providing Professional Indemnity services, joining MIA Insurance in 2003. From 2006 to 2011he
worked as Clinical and Strategic Lead GP for East Lancashire PCT Medical Services. He now works
part-time in clinical practice and also as medico-legal adviser to Lockton International Insurance,
The British Osteopathic Association, Medical Defence Shield and for Oasis Dental Care. Paul has
written or co-written eight textbooks including books of Dental Law and Ethics and Dental Risk
Management and has also published nearly 3,000 articles.
Julian Perry BDS MFGDP.RCS
Clinical Director of Duke Street Capital Oasis Holdings Limited
15
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
DENTAL BODIES CORPORATE MEMBERS (CONTINUED)
Dental Members of DBCs (continued)
Stephen Taylor BDS MSc FDSRCS Ed MSurgDent RCS Ed
Stephen qualified from Guy’s Hospital Dental School in 1976 and then worked in the Royal Naval
Dental Service. As well as having a Master of Science Degree in Oral and Maxillofacial Surgery
from Guy’s Hospital, he is a Fellow in Dental Surgery at the Royal College of Surgeons in Edinburgh
and holds a membership diploma in surgical dentistry. Stephen joined the National Health Service
in 1995 and was appointed to the Maxillofacial Unit at Queen Alexandra Hospital, Portsmouth. He
is registered on the Oral Surgery list of the GDC and is an experienced implant surgeon.
Ian Wood BDS MPhil MGDS RCS(Ed) FFGDP(UK) DPDS
Ian qualified from Manchester University in 1979 and went straight into General Practice. In 2010
he sold his successful practice in Sale to Oasis Dental Care. He continues to practice there as well
being a member of our Dental Care Management Board. Ian has been a National Board member of
the Faculty of General Dental Practice since the year 2000 and has been Chair of both the Education
Committee and the Credit Transfer Committee, as well as serving two terms as Vice Dean. He is
currently an Examiner and Course Director of the Diploma in Restorative Dentistry run by the Royal
College of Surgeons and is Clinical Editor of the Primary Dental Journal.
Corporate Members of DBCs
Justin Ash Chief Executive of Duke Street Capital Oasis Holdings Limited
David Leatherbarrow Chief Operating Officer of Duke Street Capital Oasis Holdings Limited
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Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
BOARD OF DIRECTORS
Executive Management
Justin Ash Chief Executive
Justin Ash joined Oasis Healthcare in May 2008 and has since led his team to build the UK’s first
national dentistry brand, serving both NHS and private patients and developing a national network
of specialist dental capability. Justin’s focus has been on building Oasis through acquisitions and
new builds, strengthening Oasis' practice teams and consumer engagement. Prior to joining Oasis,
Justin was Managing Director of Lloyds Pharmacy where he oversaw the introduction of a single
vision and values programme, putting healthcare professionals at the centre of the company, and
expanded the estate by over 1750 pharmacies. Justin has held senior positions in the service and
retail sector including general manager of KFC in the UK and Ireland, and commercial director
of Allied Domecq Spirits and Wines Europe. He was previously a senior consultant with Bain and
Company in London and Paris.
David Leatherbarrow Chief Operating Officer
David joined Oasis in July 2011, with the primary responsibility of running our practices with a
particular focus on supporting our dental and practice teams in delivering high quality care to our
patients. David is also responsible for our marketing department, brand development and mergers
and acquisitions, as well as our estates team. Prior to joining Oasis, David has worked in the
hospitality and leisure sector, most recently as Chief Operating Officer of Esporta Health Clubs.
Julian Perry Clinical Director
Julian Perry joined Oasis in January 2011. He is a private dental practitioner with over 26 years
experience, graduating in 1983 and working in the hospital system until 1986, before moving into
practice. He completed his MFGDP Royal College of Surgeons in 1992 and DipImpDent. Royal
College of Surgeons in 2011. He has expertise in dental implants, adult and child orthodontics,
restorative and cosmetic dentistry.
Until 2002 Julian ran a group of twelve cosmetic treatment centres in and around London. In 2007
he was nominated as one of the top fifty influential dentists in the UK from a pool of 31,000 dentists
(Dentistry 2007). He was Managing Partner of one of the largest dental consultancy groups in the
UK advising over 300 practices on development and management. On joining Oasis, Julian has
exited from his commercial interests apart from his dental scanning business, from which he has
relinquished operating control.
The post of Finance Director is currently held by an experienced interim, pending appointment
of a permanent Director.
17
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
BOARD OF DIRECTORS (CONTINUED)
Non-Executive Directors
Bill Colvin Chairman
Bill was appointed to the Board as Non-Executive director in May 2011, and subsequently
appointed as Chairman in January 2012. Bill has 30 years experience in the international oil and
gas and UK healthcare sectors. During that time Bill has held public company board positions with
British-Borneo Oil and Gas, Sondex, NHP and Southern Cross. He has also worked extensively
with a number of private equity firms and served as a director of BSN Medical and Capio UK
Hospital Group. Bill is currently a non-executive director of NASDAQ listed Energy XXI and UK
listed Infrastrata plc and Gold Oil Plc. He is also a trustee of the care charity Elizabeth Finn/
Turn2Us. Bill holds a Bachelor of Commerce degree from Edinburgh University and is a Scottish
Chartered Accountant.
David Phillips OBE
David Phillips was appointed to the Board in March 2008. He worked in general practice for 16
years, heading a large group practice in Cardiff. He joined the Medical Protection Society in
1981, becoming head of its Dental Division, and subsequently Secretary and Dental Director of
Dental Protection, from which he retired in 1999. David lectures internationally on healthcare risk
management and is a medico-legal adviser to the World Health Organisation. He was a specialist
adviser to the House of Commons Health Select Committee and a lay member of the General
Osteopathic Council for seven years during which time he was its Treasurer and Chairman of the
Disciplinary Committee. He was an elected member of the General Dental Council and chairman
of its Fitness to Practice Committee(2004-2011). He is Chairman of 2-10 Health (an Irish software
company) and former Chairman of Denplan (1999 – 2011), GetWellUK (2004-2011), the Wellhouse
(Barnet and Edgware) NHS Trust (1995-2000), and former non-executive director (1997-2000)
and Chairman (2000-2002) of Dencare Ltd. He is also Chairman of The Dental Web (an Internet
company) and a non-executive/vice chair and trustee for Different Strokes (a charity). In 1994 David
was awarded an OBE for his services to dentistry.
Ian Wood Dental Bodies Corporate Member
18
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2013
The directors present their report and the consolidated audited financial statements of the Group for the year ended
31 March 2013.
Business review and principal activity
The principal activity of the company is that of a holding company. The principal activity of the Group is the operation of
dental practices and provision of dental services.
The dental care market remains a fragmented and fast consolidating sector and the directors have been able to grow the
business and foresee continued expansion. This will be achieved through continuing to be a leading player in both NHS and
private dentistry, in some cases incorporating both types of business in a single practice, and extending this lead by rapid
growth through both acquisition and organic growth.
The results for the year show an operating profit of £1,963,000 (year to 31 March 2012: profit of £1,146,000), a loss after tax
of £24,278,000 (year to 31 March 2012: £22,688,000). The loss for the year was due in part to non-cash interest and dividend
charges in respect of subordinated loan notes and preference shares amounting to £19,661,000 (year to 31 March 2012:
£16,103,000); together with exceptional administrative expenses amounting to £1,909,000 (year to 31 March 2012: £1,767,000)
(see note 3 to the financial statements for further details). The Group recorded turnover of £149,936,000 (year to 31 March
2012: £148,077,000). Cash generation was strong with a net cash inflow from operating activities of £15,691,000 (year to 31
March 2012: £14,001,000).
The Board considers that EBITDAE provides the most meaningful basis for assessing the underlying performance of the
Group, albeit that these terms are not defined by United Kingdom Generally Accepted Accounting Practice and therefore
may not be directly comparable with other companies' adjusted profit measures. EBITDAE has grown by 7% from £17,757,000
for the year to 31 March 2012 to £19,007,000 for the year ended 31 March 2013. The increase in turnover and EBITDAE are
due in part to the impact of acquisitions and mergers, like for like growth, and operational and purchasing efficiencies. Details
of acquisitions in the period are disclosed in note 25 to the financial statements.
The directors consider the overall result for the year and the balance sheet position to be satisfactory and, in the absence of
unforeseen circumstances, anticipate further progress and positive cash generation in the future.
Post balance sheet event
On 7th May 2013, The Oasis Healthcare Group Limited (formerly Aztec Topco Limited) acquired Duke Street Capital Oasis
Holdings Limited. As a consequence the bank debt was repaid, being replaced by new syndicated debt facilities, and the
subordinated loan notes and preference shares were acquired by The Oasis Healthcare Group Limited. The directors regard
the ultimate controlling party of The Oasis Healthcare Group Limited to be a fund managed by Bridgepoint, an independent
private equity company.
Results
The Group profit and loss account for the year is set out on page 26.
Current trading
Despite the continued difficulty in the UK economy, Oasis is growing in the overall dental market. 2012/13 was a landmark
year for Oasis with its best ever organic performance and a strong contribution across all elements of its business mix. Overall
income grew on a like for like basis in the NHS and private areas, with a particularly strong acceleration in private growth.
Dividends
The directors do not recommend the payment of a dividend (2012: £nil) and no dividends have been paid during the year
(2012: £nil).
19
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2013 (CONTINUED)
Going concern
The directors are required to make an assessment of the Group's ability to continue to trade as a going concern. The directors
have given this matter careful consideration and have concluded that it is appropriate to prepare the Group financial statements
on a going concern basis. Further details in this regard are provided in note 1 to the financial statements on page 30.
Principal risks and uncertainties
The management of the business and the execution of the Group's strategy are subject to a number of risks and uncertainties.
The key business risks and uncertainties affecting the Group are set out below. Risks are formally reviewed by the board and
appropriate processes put in place to monitor and mitigate them.
Future outlook
Post year end Bridgepoint have become the principal shareholder. Oasis is now excellently placed to further invest in its
quality patient and performance systems and to drive forward growth in practice numbers.
Competition
During 2012/13 the Group completed several practice mergers as well as winning growth contracts in existing NHS practices.
Given the fragmented nature of the market with a high volume of small and geographically limited providers, the corporate
risk and exposure to competition is mitigated through the development and embedding of a strong brand identity, national
presence and clinical compliance framework.
Human Resources
The Group's ability to recruit and retain dentists is key to the future growth of the business. The directors place a significant
emphasis on the recruitment, retention and performance of the Group’s largely self-employed dentists and the Group's staff.
The Group has established polices to manage recruitment and retention, such as the Group's "Fitness to Practice" training
programme, as well as developing links with dental schools both in the UK and in Europe to provide a flow of well qualified
dental practitioners. The Group's Associate contract for self-employed dentists aims to motivate, incentivise and retain those
practitioners through the provision of revenue share.
Clinical standards
It is of utmost importance to the Group that the clinical care delivered to our patients is at a standard expected from the
Group, by patients, industry forums and regulatory authorities. The directors have established a formal organisation structure
that allows clinical policies and procedures to be developed and ensure day-to-day compliance monitoring. To fulfil this
objective the directors have established a separate clinical board comprised of eminent people in healthcare, including
dentistry. This is supported by Area Clinical Service Advisors each of whom is a qualified dental practitioner and an external
audit clinical team to ensure compliance with CQC standards. The Group also has a Clinical Director who reports directly to
the Chief Executive Officer. Rigorous monitoring of standards and the continued development and training of the Group’s
dentists is applied. The directors have further mitigated any risk by ensuring that suitable insurance policies are taken out at
both an individual and corporate level.
Acquisitions
The Group's strategy involves growing the business through both organic and non-organic growth. The non-organic growth
involves the acquisition of both individual practices and dental bodies corporate with multiple practices. The risk to growth
through the availability of suitable acquisitions together with competition within the corporate dental care sector is minimised
by a dedicated acquisitions team. The risk of loss or reduction of the financial facility to fund these acquisitions is mitigated by
demonstrating a robust stewardship of funds and stringent criteria for new acquisitions to ensure they add growth and are a
strategic fit for the Group.
IT and Finance systems
Reliable and robust IT and financial systems and processes that enable practices and central services to operate effectively and
efficiently are of paramount importance. An infrastructure investment programme is in place to ensure that network, practice
and financial IT hardware and software are upgraded and replaced on an ongoing basis. Risk of failure in IT systems are
mitigated by a dedicated IT team, appropriate external IT service and hosting providers and a disaster recovery programme.
Finance systems, processes and controls are managed by an experienced and qualified finance team to support business
needs and to pay dentists, suppliers and employees accurately and on a timely basis.
20
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2013 (CONTINUED)
Key performance indicators ("KPIs")
The performance of the business is monitored at various levels from Group level down through cluster and practice levels to
individual dentists. Accounts are produced and reviewed on a monthly basis.
The key financial measures the directors consider as important are turnover, gross margin and EBITDAE. The directors also
monitor the split of income between private and NHS.
2013
£'000
2012
£'000
149,936
148,077
Turnover by type of activity (£'000)
Provision of NHS dental services
Provision of private dental services
89,745
60,191
88,468
59,609
Gross margin (%)
46.6%
46.2%
EBITDAE (£’000)
19,007
17,757
EBITDAE margin (%)
12.7%
12.0%
Turnover (£'000)
Governance
The Duke Street Capital Oasis Holdings Limited Board met 11 times during the year. In addition to main Board meetings
powers are delegated to the following sub-committees: Audit; Nominations; Remuneration; the Executive Committee as
well as the independent Dental Bodies Corporate. Each has a clear statute of authority and delegated powers, met regularly
during the year and made reports to the Board. A risk register is updated regularly by the Executive Committee and reviewed
at Board meetings.
21
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2013 (CONTINUED)
Financial risk management
The Group’s operations expose it to a variety of financial risks that include credit risk, liquidity risk and interest rate cash flow
risk. Given the size of the Group, the directors have not delegated the responsibility of monitoring financial risk management to
a sub-committee of the Board. The policies set by the board of directors are implemented by the Group’s finance department.
Credit risk
The Group has implemented policies that require non-NHS funded balances to be settled upon the treatment occurring. Our
credit risk primarily relates to PCTs and is therefore considered to be low.
Liquidity risk
The Group maintains cash balances and a mix of long-term loans and other equity instruments and short-term debt finance
that is designed to ensure the Group has sufficient available funds for operations, planned expansions, and acquisitions as
well as providing covenant cover.
Interest rate cash flow risk
The Group has both interest bearing assets and interest bearing liabilities. Interest bearing assets include cash balances which
earn interest at a floating rate. The Group uses financial derivatives in order to minimise its exposure to interest fluctuations
on its bank borrowings. The directors will revisit the appropriateness of this policy should the Group's operations change in
size or nature.
Essential contracts
The Board do not consider any one contract with either suppliers or customers to be significant. In aggregate the relationship
with NHS Primary Care Trusts contributes 60% of overall revenue, while action is taken to ensure as far as possible that there
is not undue reliance on any one key supplier of materials to practices, which could jeopardise operations if the supply
chain failed.
Disabled persons
All practicable arrangements are made to accommodate disabled persons into employment. Those who become disabled
whilst in the Group's employment are retrained and/or transferred to alternative jobs as appropriate. All employees are
eligible for appropriate training, career development and promotion opportunities and disabled people are not treated
any differently in this respect.
Employee involvement
Employee involvement, consultation and development fulfil key roles in achieving the Group’s continuing growth.
Employees are kept informed through meetings, practice newsletters and the intranet. Dentists undertake an extensive
Fitness to Practice induction programme before new practices are opened, ensuring that a quality service is delivered.
For overseas dentists practising in the UK for the first time this is tailored to the needs of the individual. The Group also
assists overseas dentists with integrating into the local community.
Our annual conference is our key forum to bring dentists, staff, support teams and suppliers together - discussing Oasis'
progress, plans and quality initiatives.
All Oasis dentists and employees have the opportunity to develop and progress. As well as regular updates at the Support
Centre in Bristol, practices work together in local clusters to benefit the teams with improved networking, increased referral
activity, comprehensive clinical and business management support, targeted investment and local decision making.
22
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2013 (CONTINUED)
Environment
The Group is conscious of its environmental responsibilities and is taking steps to reduce the impact on the environment
through schemes such as waste recycling, heavy metal recovery, emissions control and reduction in energy usage. The CRC
Energy Efficiency Scheme commenced in April 2010 and, as a portfolio company, the Group collates and reports emissions to
Duke Street Capital to comply with the scheme requirements.
Creditor payment policy
The Group and company agree payment terms with their suppliers when they enter into binding purchase contracts. The
Group and company seek to abide by the payment terms agreed with suppliers whenever they are satisfied that the supplier
has supplied the goods and services in accordance with the agreed terms and conditions. The Group and company do not
have a standard or code which deals specifically with the payment of suppliers.
The ratio, expressed in days, between the amounts invoiced to the Group by their suppliers in the year ended 31 March 2013
and the amounts owed to its trade creditors at the year end was 37 days (2012: 41 days). The company had no trade creditors
at 31 March 2013 (2012: £nil).
Donations
Charitable donations to small local charities amounted to £1,652 in the year (2012: £670). No donations were made to any
political organisation in the year (2012: £nil).
Directors
The following directors held office during the year and up to the date of signing the financial statements:
P J Adams
J Ash
C D E Cameron
W Colvin
D J Leatherbarrow
J F Perry
D A Phillips OBE
P L Taylor
Ian Wood
(resigned 1 March 2013)
(resigned 1 March 2013)
(appointed 9 May 2012, resigned 1 March 2013)
(appointed 9 May 2012)
(resigned 1 March 2013)
(appointed 1 March 2013)
23
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2013 (CONTINUED)
Statement of directors' responsibilities
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have
prepared the Group and parent company financial statements in accordance with United Kingdom Generally Accepted
Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not
approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Group
and the company and of the profit or loss of the company and Group for that period. In preparing these financial statements,
the directors are required to:
• select suitable accounting policies and then apply them consistently;
• make judgements and accounting estimates that are reasonable and prudent;
• state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and
explained in the financial statements;
• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will
continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s
transactions and disclose with reasonable accuracy at any time the financial position of the company and the Group and
enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for
safeguarding the assets of the company and the Group and hence for taking reasonable steps for the prevention and
detection of fraud and other irregularities.
The directors are responsible for the maintenance and integrity of the company’s website. Legislation in the United Kingdom
governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
In the case of each director in office at the date the directors' report is approved, the director confirms that:
(a) so far as the director is aware, there is no relevant audit information of which the company's auditors are unaware; and
(b) he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit
information and to establish that the company's auditors are aware of that information.
Independent auditors
The auditors, PwC LLP, have indicated their willingness to continue in office and a resolution concerning their reappointment
will be proposed at the Annual General Meeting.
Ultimate Controlling Party
As at 31 March 2013 the directors regard the ultimate controlling party to be certain funds managed by Duke Street Capital,
an independent private equity company.
Since the end of the year, Duke Street Capital Oasis Holdings Limited has been acquired by Oasis Healthcare Bidco Limited
(formerly Aztec Bidco Limited). The smallest group for which group financial statements will be prepared is Duke Street
Capital Oasis Holdings Limited and the largest group is The Oasis Healthcare Group Limited. The directors regard the new
ultimate controlling party to be certain funds managed by Bridgepoint, an independent private equity group, with shares held
by Bridgepoint Europe IV (Nominees) Ltd as nominee for a number of partnerships.
By order of the Board
J Ash
Director
22 July 2013
24
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS
OF DUKE STREET CAPITAL OASIS HOLDINGS LIMITED
We have audited the Group and parent company financial statements (the ‘‘financial statements’’) of Duke Street Capital Oasis
Holdings Limited for the year ended 31 March 2013 which comprise Group Profit and Loss Account, Group and Company
Balance Sheets, Group Cash flow statement and the related notes. The financial reporting framework that has been applied
in their preparation is applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted
Accounting Practice).
Respective responsibilities of directors and auditors
As explained more fully in the Directors’ Responsibilities Statement set out on page 24 the directors are responsible for the
preparation of the financial statements and for being satisfied that they give a true and fair view. Our responsibility is to audit
and express an opinion on the financial statements in accordance with applicable law and International Standards on Auditing
(UK and Ireland). Those standards require us to comply with the Auditing Practices Board’s Ethical Standards for Auditors.
This report, including the opinions, has been prepared for and only for the company’s members as a body in accordance with
Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or
assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may
come save where expressly agreed by our prior consent in writing.
Scope of the audit of the financial statements
An audit involves obtaining evidence about the amounts and disclosures in the financial statements sufficient to give
reasonable assurance that the financial statements are free from material misstatement, whether caused by fraud or error.
This includes an assessment of: whether the accounting policies are appropriate to the Group’s and parent company’s
circumstances and have been consistently applied and adequately disclosed; the reasonableness of significant accounting
estimates made by the directors; and the overall presentation of the financial statements. In addition, we read all the financial
and non-financial information in the Chairman’s Statement, Chief Executive’s Review, Dental Bodies Corporate Members
and Directors’ Report to identify material inconsistencies with the audited financial statements. If we become aware of any
apparent material misstatements or inconsistencies we consider the implications for our report.
Opinion on financial statements
In our opinion the financial statements:
• give a true and fair view of the state of the Group’s and the parent company’s affairs as at 31st March 2013 and of the
Group’s loss and cash flows for the year then ended;
• have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
• have been prepared in accordance with the requirements of the Companies Act 2006.
Opinion on other matter prescribed by the Companies Act 2006
In our opinion the information given in the Directors’ Report for the financial year for which the financial statements are
prepared is consistent with the financial statements.
Matters on which we are required to report by exception
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in
our opinion:
• adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been
received from branches not visited by us; or
• the parent company financial statements are not in agreement with the accounting records and returns; or
• certain disclosures of directors’ remuneration specified by law are not made; or
• we have not received all the information and explanations we require for our audit.
Colin Bates (Senior Statutory Auditor)
For and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors, Bristol
23 July 2013
25
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 MARCH 2013
Notes
2013
£'000
2012
£'000
2
149,936
148,077
Cost of sales
(80,117)
(79,606)
Gross profit
69,819
68,471
(67,856)
(67,325)
Turnover
Administative expenses
Operating profit
7
1,963
1,146
Net interest payable
6
(26,272)
(23,778)
(24,309)
(22,632)
8
31
(56)
20
(24,278)
(22,688)
Loss on ordinary activities before taxation
Tax on loss on ordinary activities
Loss for the financial year
There is no material difference between the loss on ordinary activities before taxation and the loss for the financial year and
their historic cost equivalents.
The following table is provided to show the comparative EBITDAE after adjusting for exceptional administrative expenses.
Non-GAAP measure: EBITDAE
Notes
Loss on ordinary activities before taxation
2013
£'000
2012
£'000
(24,309)
(22,632)
Adjustments for:
Exceptional administrative expenses
3
1,909
1,767
Net interest payable
6
26,272
23,778
Amortisation of goodwill
10
7,208
7,124
Impairment of goodwill
10
721
624
Depreciation
11
7,206
7,096
19,007
17,757
EBITDAE
The above results relate to continuing operations, including acquisitions (further details of which are provided in note 25).
The Group does not have any recognised gains and losses in the current or prior year other than those included above, and
therefore no separate statement of total recognised gains and losses has been presented.
26
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
GROUP AND COMPANY BALANCE SHEETS
AS AT 31 MARCH 2013
Notes
Group
2013
£'000
Group
2012
£'000
Company
2013
£'000
Company
2012
£'000
Intangible assets
10
106,546
112,895
-
-
Tangible assets
11
34,298
36,959
-
-
Investments
12
-
-
32,818
32,818
140,844
149,854
32,818
32,818
Assets
Fixed assets
Current assets
Stocks
13
1,843
2,011
-
-
Debtors
14
10,916
11,793
672
672
12,215
3,357
16
16
24,974
17,161
688
688
165,818
167,015
33,506
33,506
Cash at bank and in hand
Liabilities
Capital and reserves
Called up share capital
19
37
37
37
37
Share premium account
20
3,694
3,694
3,694
3,694
Capital redemption reserve
20
28,026
28,026
28,026
28,026
Profit and loss account
20
(122,206)
(97,928)
(19,157)
(17,230)
Total shareholders’ (deficit)/funds
21
(90,449)
(66,171)
12,600
14,527
Provisions for liabilities
17
69
255
-
-
Creditors
15
256,198
232,931
20,906
18,979
256,267
233,186
20,906
18,979
165,818
167,015
33,506
33,506
Other liabilities
The financial statements on pages 26 to 49 were approved by the Board of Directors on 22 July 2013 and were signed on its
behalf by:
J Ash
Chief Executive
Registered number: 06265141
27
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
GROUP CASH FLOW STATEMENT
FOR THE YEAR ENDED 31 MARCH 2013
2013
£'000
2012
£'000
15,691
14,001
4
31
(6,183)
(7,037)
(599)
(535)
(6,778)
(7,541)
Corporation tax
(23)
(17)
Net cash outflow from taxation
(23)
(17)
Purchase of tangible fixed assets
(4,515)
(7,499)
Disposal of tangible fixed assets
122
-
49
34
(4,344)
(7,465)
(1,330)
(1,489)
-
(1,986)
(333)
(618)
(1,663)
(4,093)
2,883
(5,115)
(1,311)
(690)
Increase in bank debt
4,458
3,894
Issue of Preferred equity note
3,425
-
Increase in finance lease
1,022
1,153
(1,619)
(1,462)
5,975
2,895
8,858
(2,220)
Notes
Net cash inflow from operating activities
Returns on investments and servicing of finance
Interest received
Interest paid
Finance lease interest paid
Net cash outflow from returns on investments and servicing of finance
Taxation
Capital expenditure and financial investment
Receipt of government grants
Net cash outflow from capital expenditure
Acquisitions and disposals
Purchase of practices
Purchase of subsidiary undertaking
Deferred consideration paid
Net cash outflow from acquisitions and disposals
Cash inflow/(outflow) before financing
Financing
Repayment of bank debt
Capital element of finance lease payments
Increase / (decrease) in cash
22
28
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
RECONCILIATION OF OPERATING PROFIT TO NET CASH
INFLOW FROM OPERATING ACTIVITIES
2013
£'000
2012
£'000
Operating profit
1,963
1,146
Depreciation of tangible fixed assets
7,206
7,096
55
153
-
126
7,208
7,404
Impairment of intangible fixed assets
721
624
Deferred government grants released
(398)
(474)
Decrease in stocks
168
214
Decrease / (increase) in debtors
877
(719)
Decrease in creditors and provisions
(2,109)
(1,569)
Net cash inflow from operating activities
15,691
14,001
Loss on disposal of tangible fixed assets
Loss on disposal of intangible fixed assets
Amortisation of intangible fixed assets
29
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2013
1.
ACCOUNTING POLICIES
Basis of preparation
The financial statements have been prepared on a going concern basis under UK Generally Accepted Accounting Practices
("UK GAAP"), using the historical cost convention and in accordance with the Companies Act 2006 and applicable accounting
standards in the United Kingdom. A summary of the principal accounting policies, which have been applied consistently, is set
out below.
Going concern
The Group has net liabilities as at 31 March 2013. The Group meets its day to day working capital requirements through cash
at bank and term bank loans which are secured by a first debenture incorporating fixed and floating charges over the assets
and undertakings of each Group company. The Group has continued to be cash generative since the balance sheet date with
the cash generated contributing to the funding of the Group’s working capital requirements.
The directors have prepared projections in support of the Group's ongoing compliance with the terms of the loan facilities
including the ability of the Group to operate within the financial and non-financial covenants contained in the respective
facility agreements ("the covenants"). In preparing the projections the directors have made various assumptions concerning
future trading performance, and in particular in relation to expected growth in UDA delivery and private revenue. These
projections have been stress tested to determine the level of headroom available within the respective facilities such as to
allow the Group to continue to operate within the covenants. The stress testing takes account of the mitigating courses of
action available to the Group to enhance the level of such headroom.
Subsequent to the year end the group has been acquired by The Oasis Healthcare Group Limited and has renegotiated its
senior facility agreement with its bankers. In light of the above, the directors have concluded that it is appropriate to prepare
the Group financial statements on a going concern basis.
Basis of consolidation
The consolidated financial statements include the financial statements of Duke Street Capital Oasis Holdings Limited and
all its subsidiaries to 31 March 2013. The results of subsidiaries acquired or sold are consolidated for the periods from, or
to, the date on which control passed. Subsidiary acquisitions are accounted for under the acquisition method. Intra-Group
transactions and profits are eliminated fully on consolidation. Accounting policies of subsidiaries have been aligned where
necessary to ensure consistency with the policies adopted by the Group.
Goodwill
Goodwill arising on business acquisitions, being the difference between the fair value of the consideration and the fair value
of net tangible assets acquired, is capitalised on acquisition. Goodwill is amortised over a period of 20 years, being the
expected useful economic life. Goodwill is reviewed for impairment at the end of the first full year following the acquisition
and in other periods if events or changes in circumstances indicate that the carrying value may not be recoverable.
Tangible fixed assets
Tangible fixed assets are stated at historic purchase cost less accumulated depreciation. Cost includes the original purchase
price of the asset and the costs attributable to bringing the asset to its working condition for its intended use. Depreciation
is calculated to write off the cost of tangible fixed assets, less their residual values, over their expected useful lives at the
following principal rates:
Leasehold improvements
Fixtures, fittings and equipment
Over 15 years
10% - 33%
The expected useful lives of the assets to the business are reassessed periodically in the light of experience.
30
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2013 (CONTINUED)
1.
ACCOUNTING POLICIES (CONTINUED)
Stocks
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving
items. Net realisable value is based on estimated selling price, less further costs expected to be incurred.
Deferred taxation
Deferred taxation is provided in full on timing differences that result in an obligation at the balance sheet date to pay
more tax, or a right to pay less tax, at a future date, based on tax rates and laws which have been enacted or substantively
enacted by the balance sheet date. Timing differences arise from the inclusion of items of income and expenditure in
taxation computations in periods different from those in which they are included in financial statements. Deferred tax assets
are recognised to the extent that it is regarded as more likely than not that they will be recovered. Deferred tax assets and
liabilities are not discounted.
Turnover
Turnover represents the value of dentistry goods or services supplied. NHS income is recognised based on the levels of dental
activity delivered. Where there is under-delivery against target activity levels, a potential clawback arises and a creditor is
established. Private treatment is recognised based on the stage of completion.
Fixed asset Investments
Fixed asset investments are shown at cost less provision for permanent diminution in value.
Deferred consideration
The Group uses deferral of part of the consideration for acquisitions of dental practices to manage the risk that practices
acquired will fail to attain acceptable levels of performance. The amount deferred is interest free, recognised in creditors
and discounted where material, under the provisions of FRS 7 'Fair values in acquisition accounting'. The unwinding of any
discount is taken to the profit and loss account and included within interest payable and similar charges.
Government grants
Grants received to assist with the purchase of tangible fixed assets are amortised over a period to match the life of the asset
acquired. Revenue grants are recognised in the profit and loss account in the period in which they are received.
Pensions
The Group makes contributions to stakeholder and employee personal pension schemes. These costs are charged to the
profit and loss account in the period to which they relate.
Leases
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of
ownership to the lessee. All other leases are classified as operating leases.
Rentals payable under operating leases are charged to the income statement on a straight-line basis over the term of the
relevant lease. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straightline basis over the lease term, except where the period to the review date on which the rent is first expected to be adjusted to
the prevailing market rate is shorter than the full lease term, in which case the shorter period is used.
Provisions
The Group makes provision for liabilities when it has a legal or constructive obligation arising from a past event; it is probable
that an outflow of resources will be required to settle the obligation; and the amount can be reliably estimated. Provisions are
not discounted on the basis of materiality.
31
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2013 (CONTINUED)
1.
ACCOUNTING POLICIES (CONTINUED)
Exceptional items
Exceptional and non-recurring costs are those significant items which are separately disclosed by virtue of their size or
incidence to enable a full understanding of the Group's underlying financial performance. Transactions which may give rise
to exceptional and non-recurring costs are principally restructuring related costs, non capitalised costs incurred in respect of
potential acquisitions, the profit and loss on disposal of practices, debt restructuring costs, property dilapidation and onerous
lease provisions and costs in respect of key management changes.
Share-based payments
Certain shareholders and loan providers have warrants over equity and the preferred equity notes have an equity conversion
right. Equity settled share based payments are measured at fair value and charged to the profit and loss account in line
with the vesting conditions in accordance with FRS20. The amount of share based payments expense is not material in our
financial statements.
Financial instruments
Financial assets and liabilities are recognised on the balance sheet when the Group becomes a party to the contractual
provisions of the instrument.
(a) Debtors
Debtors are non-interest bearing and are stated at their nominal value, as reduced by appropriate provision for estimated
irrecoverable amounts.
(b) Financial liabilities and equity
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements
entered into. An equity instrument is any contract that gives a residual interest the assets of the Group after deducting
all of its liabilities.
(c) Interest-bearing borrowings
Interest-bearing bank loans and overdrafts are recorded at the proceeds received, net of directly attributable
transaction costs.
(d) Creditors
Trade creditors are not interest bearing and are stated at their nominal value.
(e) Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of directly attributable issue costs.
(f) Derivative financial instruments
The Group uses derivative financial instruments to hedge its exposure to interest rate risks arising from operational and
financing activities. The Group does not hold or issue derivative financial instruments for trading purposes. The Group has not
adopted FRS 26, 'Financial Instruments: Measurement', and as such the derivative financial instruments are not subject to fair
value measurement requirements. The cost of any arrangement is written off immediately to the profit and loss account.
2.
TURNOVER
Turnover consists of sales made relating to the principal activity of the Group in the United Kingdom.
32
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2013 (CONTINUED)
3.
EXCEPTIONAL ADMINISTRATIVE EXPENSES
2013
£'000
2012
£'000
1,050
-
637
774
Pre opening costs
-
106
Property dilapidation and onerous lease provision
-
245
CQC implementation costs
-
291
222
351
1,909
1,767
Refinancing costs
Restructuring costs
Other
Refinancing costs relate to costs incurred with the April 2012 refinancing and the issue of preferred equity notes. Restructuring
costs include costs incurred in respect of the sale of the Group by Duke Street Capital. Other costs include the loss on
disposal of assets as well as an adjustment to write off unpaid deferred consideration.
4.
DIRECTORS’ EMOLUMENTS
Aggregate emoluments include salary, bonus and pension contributions
2013
£'000
2012
£'000
Aggregate emoluments
1,163
788
79
64
-
85
1,242
937
2013
£'000
2012
£'000
395
395
38
38
433
433
Company contributions to personal pension schemes
Compensation for loss of office
Highest paid director
Aggregate emoluments
Contributions to personal pension scheme
Retirement benefits are accruing to 4 directors (2012: 2 directors) under money purchase pension schemes.
The company paid £nil emoluments (2012: £nil) to directors in the year. These have been paid by a subsidiary company within
the Duke Street Capital Oasis Holdings Limited group.
33
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2013 (CONTINUED)
5.
EMPLOYEE INFORMATION
The average monthly number of persons (including executive directors but excluding associate dentists, who are
self-employed) employed by the Group during the period was:
2013
Number
2012
Number
10
15
1,992
1,964
111
96
2,113
2,075
2013
£'000
2012
£'000
Wages and salaries
30,987
30,763
Social security costs
2,364
2,440
216
206
33,567
33,409
By activity
Dentists
Practice staff
Administration staff
Staff costs
Pension costs (note 18)
Other than the directors who, as stated above, received remuneration in respect of their services to the company from a
subsidiary company, the company had no employees.
6.
NET INTEREST PAYABLE AND SIMILAR CHARGES
2013
£'000
2012
£'000
(7,224)
(8,181)
(599)
(535)
Accrued interest on subordinated loan notes
(7,184)
(6,508)
Accrued interest on preferred equity notes
(9,176)
(6,532)
Accrued dividend on preference shares
(1,926)
(1,926)
(167)
(127)
(26,276)
(23,809)
4
31
(26,272)
(23,778)
Bank interest payable
Finance lease interest payable
Other finance costs
Total interest payable
Bank interest receivable
Net interest payable and similar charges
34
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2013 (CONTINUED)
7.
OPERATING PROFIT
2013
£'000
2012
£'000
Goodwill amortisation and impairment
7,929
7,748
Government grant amortisation
(398)
(474)
Depreciation charge in respect of tangible owned fixed assets
5,577
5,716
Depreciation charge in respect of fixed assets held under finance leases
1,629
1,380
55
153
-
126
4,654
4,689
289
182
Operating profit is stated after charging/(crediting):
Loss on disposal of tangible fixed assets
Loss on disposal of intangible fixed assets
Operating lease rentals – land and buildings
Operating lease rentals – other
Services provided by the Group’s auditor
During the year the Group obtained the following services from the Group’s auditor at costs as detailed below:
Fees payable to the Company's auditors and its associates for the audit of parent
Company and consolidated financial statements
2013
£'000
2012
£'000
39
46
111
130
39
15
337
-
-
4
Fees payable to the Company's auditors and its associates for other services
The audit of Company's subsidiaries
Audit related assurance services
Tax advisory services
Corporate finance services
Other non-audit services
The above figures are inclusive of irrecoverable VAT at an effective rate of 20% (2012: 20%).
35
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2013 (CONTINUED)
8.
TAX ON LOSS ON ORDINARY ACTIVITIES
(a) Analysis of charge for period
2013
£'000
2012
£'000
Adjustments in respect of previous periods
(8)
37
Current tax (credit)/charge for the year
(8)
37
Origination and reversal of timing differences
(23)
19
Deferred tax (credit)/charge for the year
(23)
19
Tax (credit)/charge on loss on ordinary activities
(31)
56
Current tax
Deferred tax
(b) Factors affecting taxation charge in period
The tax assessed for the year differs (2012: differs) to the standard rate of corporation tax in the UK of 24% (2012:26%).
The differences are explained below:
2013
£'000
2012
£'000
(24,309)
(22,632)
(5,834)
(5,884)
Expenses not deductible for tax purposes
4,014
2,875
Accelerated capital allowances
1,406
795
-
21
Unutilised tax losses arising in the period
(48)
(6)
Preference share dividend and interest on preferred equity notes
not deductible for tax purposes
462
2,199
Adjustments in respect of previous periods
(8)
37
Total tax (credit)/charge for the year
(8)
37
Loss on ordinary activities before taxation
Loss on ordinary activities multiplied by the standard rate of corporation tax in the UK
of 24% (2012: 26%)
Effects of:
Other timing differences
(c) Factors affecting the future tax charge
Subject to HM Revenue and Customs agreement, the Group has losses available to be utilised against future years' profits
amounting to £15,863,259 (2012: £11,423,333).
In the March 2012 Budget Statement it was announced that the main rate of corporation tax would reduce from 24% to 23%
from 1 April 2013. This change was substantively enacted on 28 March 2012. As a result the 1% reduction in deferred tax
balance has been reflected in the March 2013 balances.
36
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2013 (CONTINUED)
In addition to the change in rate of corporation tax disclosed above, further changes to the UK Corporation tax system were
announced in the March 2013 Budget Statement. Legislation to reduce the main rate of corporation tax from 23% to 21%
from 1 April 2014 is included in the Finance Act 2013. A further reduction in the main rate is proposed to reduce the rate to
20% by 1 April 2015. These further changes had not been substantively enacted at the balance sheet date and, therefore, are
not included in these financial statements.
The effect of the changes in the Finance Act 2013 would be to reduce the deferred tax liability provided at the balance
sheet date by £4,000. This £4,000 decrease in the deferred tax liability would increase profit by £4,000 and increase other
comprehensive income by £4,000. This decrease in the deferred tax liability is due to the reduction in the corporation tax rate
from 23 per cent to 21 per cent with effect from 1 April 2014.
The proposed reductions of the main rate of corporation tax to 20% by 1 April 2015 are expected to be enacted separately
each year. The overall effect of the further changes from 23% to 20%, if these applied to the deferred tax balance at the
balance sheet date, would be to further reduce the deferred tax liability by an additional £6,000 (being £4,000 recognised in
2014 and £2,000 recognised in 2015).
9.
LOSS FOR THE FINANCIAL PERIOD
As permitted by Section 408 of the Companies Act 2006, the company's profit and loss account has not been included in
these financial statements. The parent company's loss for the financial year was £1,927,000 (2012 £1,926,000).
10.
INTANGIBLE FIXED ASSETS
Group
At 1 April 2012
Goodwill
£'000
143,468
Arising on acquisition of practices (note 25)
At 31 March 2013
1,580
145,048
Accumulated amortisation
At 1 April 2012
30,573
Charge for the year
7,208
Impairment Charge
721
At 31 March 2013
38,502
Net book amount
At 31 March 2013
106,546
At 31 March 2012
The impairment charge of £721,000 relates to six practices where, in the directors' opinion, the goodwill is no longer
supported by their underlying operating performance.
Company
The company does not hold any intangible assets.
112,895
37
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2013 (CONTINUED)
11.
TANGIBLE FIXED ASSETS
Leasehold
improvements
£'000
Fixtures,
fittings and
equipment
£'000
Total
£'000
28,056
27,380
55,436
-
207
207
Additions
1,803
2,712
4,515
Disposals
(134)
(322)
(456)
29,725
29,977
59,702
At 1 April 2012
6,074
12,403
18,477
Charge for the period
2,154
5,052
7,206
(53)
(226)
(279)
8,175
17,229
25,404
21,550
12,748
34,298
21,982
14,977
36,959
Group
Cost
At 1 April 2012
Arising on acquisition of practices
At 31 March 2013
Accumulated depreciation
Disposals
At 31 March 2013
Net book amount
At 31 March 2013
At 31 March 2012
The net book value of £34,298,000 includes an amount of £2,448,000 (2012: £3,207,000) in respect of assets held under finance
leases. Depreciation of £1,629,000 (2012: £1,380,000) relating to these assets was charged to the Profit and Loss account in
the year.
Company
The company does not hold any tangible assets.
38
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2013 (CONTINUED)
12.
FIXED ASSET INVESTMENTS
Company
Interest in subsidiary undertaking
£'000
Cost at 1 April 2012 and at 31 March 2013
32,818
Activity
Description
of shares
held
Proportion
of nominal
value of
issued
shares held
Oasis Healthcare Limited
Operation of dental practices
Ordinary
100%
Oasis Dental Care Limited
Operation of dental practices
Ordinary
100%
Holding Company
Ordinary
100%
Operation of dental practices
Ordinary
100%
Holding Company
Ordinary
100%
Operation of dental practices
Ordinary
100%
Duke Street Capital Oasis Midco Limited
Holding Company
Ordinary
100%
Duke Street Capital Oasis Acquisitions Limited
Holding Company
Ordinary
100%
Oasis Group EBT Trustee Limited
Trustee of Employee benefit
trust
Ordinary
100%
Dentalign Wrexham Limited
Operation of dental practice
Ordinary
100%
Kidson Orthodontics Limited
Operation of Dental practice
Ordinary
100%
Operation of Dental practices
Ordinary
100%
Operation of dental practice
Ordinary
100%
Duke Street Capital Oasis Orthodontics Holdings Limited
Holding Company
Ordinary
100%
Duke Street Capital Oasis Orthodontics Limited
Holding Company
Ordinary
100%
Dentalign Orthodontics Limited
Holding Company
Ordinary
100%
Dentalign Orthodontics LLP
Operation of dental practices
Voting rights
within LLP
100%
Dentalign Eastbourne Limited
Operation of Dental practices
Ordinary
100%
Dentalign Colwyn Bay Limited
Operation of Dental practices
Ordinary
100%
Deysbrook Dental Surgery Limited
Operation of Dental practices
Ordinary
100%
BASDAC (2011) LLP
Operation of Dental practices
Voting rights
within LLP
100%
Name of undertaking
Oasis Dental Care (Central) Holdings Limited
Oasis Dental Care (Central) Limited
Oasis Dental Care (Southern) Holdings Limited
Oasis Dental Care (Southern) Limited
Ortho2008 Limited
Steeple Grange Smiles Limited
All of the investments are companies that are incorporated in England and Wales and are indirectly owned except for Duke
Street Capital Oasis Midco Limited, which is directly owned.
In the opinion of the directors, the value of the company's investment in its subsidiaries is at least the amount at which it is
stated in the financial statements.
39
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2013 (CONTINUED)
13.
STOCKS
Raw materials and consumables
Goods held for resale
Group
2013
£'000
Group
2012
£'000
Company
2013
£'000
Company
2012
£'000
1,741
1,869
-
-
102
142
-
-
1,843
2,011
-
-
The directors do not consider the difference between purchase price of stocks and their replacement cost to be material.
14.
DEBTORS
Trade debtors
Amounts owed by group undertakings
Other debtors
Prepayments and accrued income
Group
2013
£'000
Group
2012
£'000
Company
2013
£'000
Company
2012
£'000
8,245
8,392
-
-
-
-
393
393
279
279
279
279
2,392
3,122
-
-
10,916
11,793
672
672
The above amounts fall due within 1 year. Amounts owed by Group undertakings are unsecured, interest free and
repayable on demand.
40
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2013 (CONTINUED)
15.
CREDITORS
Group
2013
£'000
Group
2012
£'000
Company
2013
£'000
Company
2012
£'000
3,412
3,311
-
-
982
1,208
-
-
10,209
11,109
-
-
38
61
-
-
9
92
-
-
7,553
8,924
-
-
22,203
24,705
-
-
Subordinated loan notes (note 16)
76,381
69,197
-
-
Bank loans and overdrafts (note 16)
80,091
75,416
-
-
1,611
1,982
-
-
15,128
15,128
15,128
15,128
5,778
3,851
5,778
3,851
54,015
41,414
-
-
Accruals and deferred income
168
412
-
-
Deferred consideration
823
826
-
-
233,995
208,226
20,906
18,979
256,198
232,931
20,906
18,979
Amounts falling due within one year:
Bank loan (note 16)
Finance lease
Trade creditors
Corporation tax
Other taxation and social security
Accruals and deferred income
Amounts falling due after more than one year:
Finance leases
Preference shares
Accrued dividend on preference shares
Preferred Equity Notes
Total creditors
The preference shares have been classified as debt in accordance with the provisions of FRS 25 "Financial Instruments:
Presentation". See note 16 for the rights attached to these shares.
Accruals and deferred income includes an amount of £426,000 (2012: £775,000), of which £168,000 (2012: £412,000) falling due
in greater than one year in relation to capital grants.
The movement in capital grants in the year is as follows:
Group
Capital grants
£'000
At 1 April 2012
775
Grants claimed
49
Credited to the profit and loss account in the period
At 31 March 2013
(398)
426
41
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2013 (CONTINUED)
16.
LOANS AND OTHER BORROWINGS
Maturity of debt
Group
2013
£'000
2012
£'000
Within one year
4,394
4,519
In more than one year, but not more than two years
13,686
13,007
In more than two years, but not more than five years
44,937
44,773
174,381
149,208
237,398
211,507
2013
£'000
2012
£'000
Subordinated loan notes
76,381
69,197
Preferred equity notes
54,015
41,414
Preference shares including accrued dividend
20,906
18,979
Bank loans and overdrafts
83,503
78,727
2,593
3,190
237,398
211,507
After five years
Finance leases
a) Subordinated loan notes are repayable in December 2017 and bear interest at 15.5% per annum, rolled up and compounded
for interest purposes every quarter up to the date of redemption. An amount of £7,184,000 (2012: £6,508,000) has been accrued
in the year.
b) Preferred Equity Notes
In April 2010 £30 million of preferred equity notes were issued. In the current year in April 2012 £3,000,000 of supplementary
preferred equity notes were issued. The preferred equity notes carry a payment in kind coupon rate of 15.5% plus an additional
premium equal to 0.5% per annum (up to a maximum of 4.5%) where EBITDAE targets are not met. The preferred equity notes
are subordinate to the bank facilities but rank ahead of the subordinated loan notes.
c) Preference shares
The preference shares are subject to an interest free period to 31 March 2013, and are subsequently entitled to a fixed dividend
at 15.5% per annum. On refinancing in April 2010 the dividend rate was reduced to 0% until 31 March 2013 when it reverts to
15.5%.An accrual has been included in the financial statements, calculated at an average rate of 12.7%, to reflect a straight line
interest charge over the life of the shares. In the event that the dividend cannot be paid by reference to available distributable
reserves, the amount due is carried forward and subject to interest at 15.5%. The preference shares are required to be redeemed
at par on the earlier of an exit event (as defined in the Articles of Association), or in December 2017. Subject to the above, the
preference shares may be redeemed at any time at par, at the option of the company.
d) On 13 June 2007 the Group entered into a banking facility agreement with Barclays Bank plc to enable it to complete
the acquisition of Oasis Healthcare plc and to refinance the company’s existing bank facilities. Following the refinancing of
the Group on 9 April 2010 the Barclays loan facility comprised of three term loan facilities totalling £44,000,000, an original
£17,000,000 acquisition facility and a £2,000,000 revolving credit facility.
42
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
43
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2013 (CONTINUED)
The bank loans are secured by a first debenture incorporating fixed and floating charges over the assets and undertakings of
each Group company. The term loan and acquisition facilities are repayable by instalments as detailed in the schedule below.
As at 31 March 2013, the drawn balance on the term facilities was £44,000,000 (2012: £44,000,000), and £2,000,000
(2012: £2,000,000) on the revolving credit facility.
As at 31 March 2013, £14,115,000 (2012:£13,109,000) of the £17,000,000 acquisition facility had been drawn down. The acquisition
facility availability period ends on 31 December 2013 and is repayable by 10 September 2015.
In addition to the above banking facilities, on 13 June 2007 the company also entered into a £15,500,000 mezzanine finance
agreement to finance the acquisition of Oasis Healthcare Plc. As part of the September 2012 refinancing the company entered
into a new £2,137,000 mezzanine finance agreement. Interest on these financing facilities amounted to £5,443,000 has been rolled
up into the loan balance. The drawn balance as at 31 March 2013 was £23,080,000 (2012: £19,617,000). This facility is subordinated
to the main banking facility agreement and it is repayable in full on 8 August 2017.
Bank borrowings bear interest at 3.75% - 5.2% above LIBOR. The company uses financial derivatives in order to minimise its
exposure to interest rate fluctuations on its bank borrowings. During the year the bank borrowings carried a rate averaging 5.25%.
e) The company had a fixed to floating interest rate swap at year end. The notional principal amount of the outstanding interest
rate swap contracts at 31 March 2013 was £46.7 million (2012: £66.0 million). At 31 March 2013 the fixed interest rate was 0.70%
and floating rate was 0.55%, and the fair value of the swap was £65,889 (2012: £1,398,000).
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2013 (CONTINUED)
17.
PROVISIONS FOR LIABILITIES
Group
At 1 April 2012
Credited to the profit and loss account in the year
Utilised in year
At 31 March 2013
Property
£'000
Deferred tax
£'000
Total
£'000
183
72
255
-
(23)
(23)
(163)
-
(163)
20
49
69
During the year £163,000 of the property provision has been utilised in the year in respect of the Norwich, London City and
Northampton properties. These obligations are payable over the terms of the respective leases.
Company
The company has no provisions for liabilities.
Deferred tax
Provided and unprovided deferred tax liabilities/(assets) as at 31 March 2013 comprise the following:
Losses available to carry forward
Accelerated capital allowances
Other timing differences
Provided
2013
£'000
Provided
2012
£'000
Unprovided
2013
£'000
Unprovided
2012
£'000
-
-
(3,648)
(2,742)
49
72
(2,894)
(809)
-
-
(31)
(177)
49
72
(6,573)
(3,728)
No provision has been made in respect of the above unprovided deferred tax assets due to uncertainty over their
future recoverability.
Company
The company has no provided or unprovided deferred tax assets or liabilities.
44
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2013 (CONTINUED)
18.
PENSION COSTS
The Group has established a stakeholder pension scheme for eligible employees. For the year ended 31 March 2013 the
Group charge was £216,000 (2012: £206,000). The amount outstanding at the end of the year included in creditors was £Nil
(2012: £Nil).
The Group operates a defined benefit scheme for 5 employees. Employer contributions are significantly higher than the
contracted entitlement to allow for future commitments and valuation fluctuations. The scheme is immaterial for Group
purposes and is accounted for on a cash basis.
19.
CALLED UP SHARE CAPITAL
2013
£'000
2012
£'000
300
300
8
8
31
31
339
339
6
6
31
31
37
37
Authorised
30,000,000 (2012: 30,000,000) Preference shares of £0.01 each (note 16)
770,000 (2012: 770,000) A ordinary shares of £0.01 each
3,080,000 (2012: 3,080,000) B ordinary shares of £0.01 each
Allotted and called up
671,832 (2012: 671,832) A ordinary shares of £0.01 each
3,080,000 (2012: 3,080,000) B ordinary shares of £0.01 each
In addition to the above the Group has 28,026,124 (2012:28,026,124) allotted and called up deferred shares which have a total
value of £1.
20.
RESERVES
Capital
redemption
reserve
£'000
Share
premium
account
£'000
Profit
and loss
account
£'000
28,026
3,694
(97,928)
-
-
(24,278)
28,026
3,694
(122,206)
28,026
3,694
(17,230)
-
-
(1,927)
28,026
3,694
(19,157)
Group
At 1 April 2012
Loss for the financial year
At 31 March 2013
Company
At 1 April 2012
Loss for the financial year
At 31 March 2013
45
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2013 (CONTINUED)
21.
RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS’ DEFICIT
2013
£'000
2012
£'000
Loss for the financial year
(24,278)
(22,688)
Net movement in shareholders' deficit
(24,278)
(22,688)
Opening shareholders' deficit
(66,171)
(43,483)
Closing shareholders' deficit
(90,449)
(66,171)
2013
£'000
2012
£'000
8,858
(2,220)
597
309
Cash outflow from changes in debt financing
(6,572)
(3,204)
Change in net funds resulting from cash flows
2,883
(5,115)
Non cash movements
(19,916)
(15,773)
Movement in net debt in the year
(17,033)
(20,888)
Opening net debt
(208,150)
(187,262)
Closing net debt
(225,183)
(208,150)
22.
RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET DEBT
Increase/(decrease) in cash in the year
Cash inflow from lease financing
46
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2013 (CONTINUED)
ANALYSIS OF NET DEBT
£'000
Other noncash changes
£'000
At 31 March
2013
£'000
3,357
8,858
-
12,215
Bank debt due after one year
(75,416)
(3,046)
(1,629)
(80,091)
Bank debt due within one year
(3,311)
(101)
-
(3,412)
(69,197)
-
(7,184)
(76,381)
(3,190)
597
-
(2,593)
Preference shares including accrued dividend
(18,979)
-
(1,927)
(20,906)
Preferred Equity Notes
(41,414)
(3,425)
(9,176)
(54,015)
(208,150)
2,883
(19,916)
(225,183)
Cash at bank and in hand
Subordinated loan notes
Finance lease
At 1 April
2012
£'000
Cash flows
Non-cash movements relate to the accrual for the dividend in respect of redeemable preference shares, interest charges on
subordinated loan stock and rolled up interest on the mezzanine debt and preferred equity notes.
23.
CAPITAL COMMITMENTS
There was capital expenditure contracted for but not provided for in the financial statements of £880,000 as at 31 March 2013
(2012: £1,007,000).
24.
FINANCIAL COMMITMENTS
At 31 March 2013, the Group had annual commitments under non-cancellable operating leases expiring as follows:
Land and
buildings
2013
£'000
Other
2013
£'000
Total
2013
£'000
Total
2012
£'000
287
120
407
489
Within two to five years
1,438
100
1,538
1,445
After five years
2,929
-
2,929
3,059
4,654
220
4,874
4,993
Within one year
47
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2013 (CONTINUED)
25.
ACQUISITIONS
The Group carried out seven practice mergers bringing new dentists into existing practices (Wessex, Wellington, Woking,
Chester, Stafford, Dalston and Beeston) as well as one practice relocation during the year for total consideration of
£1,787,000. These purchases have been accounted for as acquisitions.
The aggregate fair value of the assets and liabilities acquired at the dates of acquisition are as follows:
£'000
Net assets acquired
Goodwill
207
1,580
1,787
Consideration satisfied by:
Cash (including acquisition expenses)
1,330
Deferred consideration
457
1,787
The book value of the assets acquired at the date of acquisition was £207,000. During the year, the Group paid deferred
consideration amounting to £333,000 in relation to the above and prior year acquisitions.
48
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2013 (CONTINUED)
26.
RELATED PARTY TRANSACTIONS
Under the terms of FRS8 the company is exempt from disclosing details of its transactions with its wholly owned
subsidiary undertakings.
Duke Street Capital, the company's ultimate controlling party, received monitoring fees of £65,000 (2012: £68,000).
27.
CONTINGENT LIABILITIES
The company is a member of the Group banking arrangement under which it is party to unlimited cross-guarantees in respect
of the banking facilities of other Group undertakings, amounting to £83,503,000 at 31 March 2013 (2012: £78,726,000). The
directors do not expect any material loss to the company to arise in respect of the guarantees.
28.
ULTIMATE CONTROLLING PARTY
As at 31 March 2013 the directors regard the ultimate controlling party to be certain funds managed by Duke Street Capital,
an independent private equity company.
Since the end of the year, Duke Street Capital Oasis Holdings Limited has been acquired by Oasis Healthcare Bidco Limited.
The smallest group for which group financial statements will be prepared is Duke Street Capital Oasis Holdings Limited and
the largest group is The Oasis Healthcare Group Limited. The directors regard the new ultimate controlling party to be certain
funds managed by Bridgepoint, an independent private equity group, with shares held by Bridgepoint Europe IV (Nominees)
Limited as nominee for a number of partnerships.
29.
POST BALANCE SHEET EVENTS
On 7 May 2013, The Oasis Healthcare Group Limited ultimately acquired Duke Street Capital Oasis Holdings Limited
through its subsidiary, Oasis Healthcare Bidco Limited. As a consequence the bank debt was repaid, being replaced by new
syndicated debt facilities, and the subordinated loan notes and preference shares were acquired by The Oasis Healthcare
Group Limited. Accordingly the ultimate controlling party changed, as detailed in note 28.
49
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
DIRECTORS AND ADVISORS
Directors
Independent auditors
J Ash
W Colvin
J F Perry
D A Phillips OBE
Ian Wood
PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
31 Great George Street
Bristol
BS1 5QD
Joint company secretaries
Bankers
P Bradshaw ACA
Quaysec Ltd
Barclays Bank plc
11th Floor
Churchill Place
London
E14 5HP
Registered office
Oasis Healthcare Support Centre
Building E, Vantage Office Park
Old Gloucester Road
Hambrook
Bristol
BS16 1GW
Registered number: 06265141
50
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
OASIS SITE LOCATIONS
Alfreton
The Alfreton Dental Practice
01773 520071
Caernarfon
The Caernarfon Dental Practice
01286 673260
Amersham
The Lexham Gardens Dental
Practice
01494 727638
Camberley
The Camberley Orthodontic
Practice
01276 685238
Andover
The Weyhill Road Dental
Practice
01264 352133
Cambridge
The Cambridge Dental Practice
01223 350030
Cannock
The Askern Dental Practice
01302 700792
The Coniston House Dental
Practice
01543 502268
Askern
Aylesbury
The Buckingham Road Dental
Practice
01296 482950
Canterbury
The Castle Street Dental
Practice
01227 761111
Banbridge
The Banbridge Dental Practice
02840 625281
Carlisle
Cecil Street Dental Practice
01228 520966
Bangor
The Balloo Dental Practice
02891 272651
Carrickfergus
The De Courcey Dental Practice
02893 361000
Banstead
The Craig House Dental Practice
01737 350440
Chepstow 1
The Chepstow St Mary's Dental
Practice
01291 626626
Barrow
The Barrow in Furness Dental
Practice
01229 829096
Chepstow 2
The Chepstow Community
Dental Practice
01291 628041
Beeston
The Old Lane Dental Practice
01132 716400
Chester
The Park Street Dental Practice
01244 321378
Bingley
The Bingley Dental Practice
01274 563166
Chesterfield
The Holme Hall Dental Practice
01246 201713
Bishop
Auckland
The Bishop Auckland Dental
Practice
01388 603164
Clapham
The Clapham Dental Practice
02079 244448
Bishop’s
Stortford
The Barrett House Dental
Practice
01279 654097
Cleveleys
The Cleveleys Dental Practice
01253 852179
Colwyn Bay
The Colwyn Bay Dental Practice
01492 536638
Blackburn
Blackburn Orthodontic Centre
01254 261161
Colwyn Bay 2
Dentalign
01492 535350
Blackpool
The Lytham Road Dental Practice
01253 341957
Cookstown
The White House Dental Practice
01243 823880
The Molesworth Place Dental
Practice
02886 765914
Bognor
Bolsover
The Bolsover Dental Practice
01246 822348
Corby 2
The Cottingham Road Dental
Practice
01536 401925
Bolton
The Chorley New Road Dental
Practice
01204 521734
Coulby
Newham
The Coulby Newham Dental
Practice
01642 598888
Boston
The West Street Dental Practice
01205 362391
Crosby
The Bourne End Orthodontic
Practice
01628 899766
The Dowhills Road Dental
Practice
01519 241934
Bourne End
Croydon
The North End Dental Practice
02086 865733
Brackley
The Park Lodge Dental Practice
01280 703453
Dalston
Dentalign
01344 482292
Dalston Dental and Cosmetic
Practice
01228 711272
Bracknell
Bramhall
The Bramhall Park Road Dental
Practice
0161 439 2360
Darlington
The Forsyth House Dental
Practice
01325 359441
Bridlington
The Bridlington Dental Practice
01262 673058
Daventry
The High Street Dental Practice
01327 310793
Brigg
The Brigg Dental Practice
01652 652070
Denbigh
The Denbigh Dental Practice
01745 817237
Brighton
The Fiveways Dental Practice
01273 504923
Dereham
The Dereham Dental Health
Practice
01362 654955
Bristol 1
The Gloucester Road Dental
Practice
01179 424044
Derry/
Londonderry
The Timber Quay Dental
Practice
02871 368448
Bristol 2
The Richmond Hill Dental
Practice
01179 741207
Doncaster
The Sandringham Road Dental
Practice
01302 341890
Bristol 3
The Whitchurch Dental Practice
01275 832790
Dundonald
The Dundonald Dental Practice
02890 487680
Bristol 4
The St George Dental Practice
01179 515559
Dungannon
The Linen Green Dental Practice
02887 750083
Bristol
Bristol Dental Anaesthetic Clinic
01179 744441
Durham
The Gilesgate Dental Practice
01913 844433
Bristol 6
The South West Implant Centre
08445 769874
East Grinstead
The Harvestfield Dental Practice
01342 300348
Bude
The April Lodge Dental Practice
01288 355355
Eastbourne
Dentalign
01323 462750
Burton on Trent
The Burton on Trent Dental
Practice
01283 568985
Egremont
The Market Place Dental Practice
01946 821034
Enniskillen
The Elliot House Dental Practice
02866 323037
51
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
OASIS SITE LOCATIONS (CONTINUED)
Erdington
The Erdington Dental Practice
0121 373 0244
Liverpool
Deysbrook Dental Surgery
0151 2289311
Evington
The Evington Dental Practice
01162 431788
Long Eaton
The Long Eaton Dental Practice
0115 9736008
Ewloe
The Ewloe Dental Practice
01244 538301
Longfield
The Longfield Dental Practice
01474 704736
Flackwell Heath
The Flackwell Heath Dental
Practice
01628 526178
Lowestoft
The High Street Dental Practice
01502 585577
Lydney
The Lydney Dental Practice
01594 845718
Fleet
The Benson House Dental
Practice
01252 617845
Lymm
The Eagle Brow Dental Practice
and Implant Centre
01925 759123
Fleetwood
The Fleetwood Dental Practice
01253 872905
Mablethorpe
The Marisco Dental Practice
01507 474110
Flint
The Aber Dental Practice
01352 762183
Maidenhead
Dentalign
01628 777150
Garstang
The Walkers Court Dental
Practice
01995 606572
Manchester
The Chapel Walks Dental
Practice
01618 349608
Glengormley
The Glengormley Dental Practice
02890 833100
The Gloucester Dental Practice
01452 522644
Market
Harborough
The Market Harborough Dental
Practice
01858 462043
Gloucester
Guildford
The Guildford Dental Practice
01483 573282
Market Rasen
The Dear Street Dental Practice
01673 849024
Hampton Hill
The Hampton Hill Dental
Practice
02089 419944
Marlow
Dentalign
01628 899766
Maryport
The Harbour Dental Practice
01900 818825
Harleston
The Harleston Dental Practice
01379 854466
The Heckmondwike Dental
Practice and Implant Centre
01924 405085
Melton
Mowbray
The Norman House Dental
Practice
01664 564234
Heckmondwike
Millom
The Millom Dental Practice
01229 779601
Hereford
The Pool Farm Dental Practice
01432 279066
Mold
The Mold Dental Practice
01352 759162
Holt
The Holt Dental Practice
01263 712335
Morecambe
The Morecambe Dental Practice
01524 410070
Holywood
The Maypole Dental Practice
02890 397782
The Green Lawns Dental Practice
01708 443059
MOS
Peterborough
The Minor Oral Surgery
Peterborough
07500 879256
Hornchurch
Hove
The New Church Road Dental
Practice
01273 779434
Netherfield
The Netherfield Dental Practice
01159 876020
Newark
The Balderton Dental Practice
01636 703771
Hucknall
The Old Police Station Dental
Practice
0115 9634776
Newport
The Kensington Court Dental
Practice
01633 277068
The Holderness Road Dental
Practice
01482 374377
Newry
The Armadown Dental Practice
028 3025 1559
Hull 2
The Beverley Road Dental
Practice
01482 224878
North Shields
The North Shields Dental
Practice
01912 581958
Irlam
The Irlam Dental Practice
0161 775 2184
North Walsham
The North Walsham Dental
Practice
01692 406103
Keighley
The Devonshire Street Dental
Practice
01535 603659
Northampton
The Derngate Dental Practice
01604 639296
Kendal
The Westmorland Dental
Practice
01539 737220
Nuneaton
The Nuneaton Dental Practice
02476 382682
02476 346992
Keswick
Packhorse Court Dental Practice
01768 772452
Oakleigh
Oakleigh Dental Practice
01344 482 292
Kibworth
The Kibworth Beauchamp Dental
Practice
01162 793107
Oakley Vale
The Oakley Vale Dental Practice
01536 744525
Kidderminster
The Kidderminster Orthodontic
/ Implant / Snoreguard Practice
01562 751911
Omagh
The Derry Road Dental Practice
028 82244820
Ormskirk
Ormskirk Orthodontic Centre
01695 581212
Kingston 2
The Kingston Riverside Dental
Practice
0208 549 3252
Oxford
The Beaumont Street Dental
Practice
01865 243702
Kingston 3
Oasis Kingston
0208 5465963
Pelton
The Pelton Dental Practice
01913 702051
Lincoln 1
The Strait Dental Practice
01522 521012
Pen Rhyn
The Penrhyn Dental Practice
01766 772967
Lincoln 2
The Doddington Road Dental
Practice
01522 685309
Penzance
The Penwith House Dental
Practice
01736 350110
Lisburn
The Lisburn Square House
Dental Practice
028 9260 2201
Pershore
The Pershore Dental Practice
01386 554121
Hull 1
52
Duke Street Capital Oasis Holdings Limited
Annual Report and Financial Statements 2012/13
OASIS SITE LOCATIONS (CONTINUED)
Thayer Street
The Thayer Street Dental
Practice
0207 486 4866
Tipton
The Owen Street Dental Practice
0121 5222552
Towcester
The Towcester Dental Practice
01327 358668
Trowbridge
The Trowbridge Dental Practice
01225 777170
Tunbridge Wells
The St Johns Road Dental
Practice
01892 520705
Twyford
The Oxlade House Dental
Practice
01189 341139
Twyford
Dentalign
01189 775121
Uckfield
The Applegate Dental Practice
01825 761409
Wantage
The Wantage Dental Practice
01235 768877
0161 624 2730
Warrington
The Warrington Dental Practice
01925 651418
The Haddon Lodge Dental
Practice
01619 695513
Waterlooville
The Stakes Hill Road Dental
Practice
02392 261743
Sale Moor
Ian Wood and Associates
01619 736356
Watford
The Junction Dental Practice
01923 255557
Seaford
The Seaford Dental Practice
01323 893418
Wellingborough
Mannock Dental Practice
01933 224462
Settle
The Settle Dental Practice
01729 823642
Wellington
The Charlton House Dental
Practice
01952 223837
Sevenoaks
The London House Dental
Practice
01732 453556
Wells
Northam House Dental Practice
01749 673053
Sheffield
The 611 Dental Practice
01142 669188
Wessex
The Wessex Dental Specialist
Centre
01329 226470
Sheffield 2
Orthoscene
0114 2678797
West Bridgford
The Limetree House Dental
Practice
01388 772678
The West Bridgford Dental
Practice
0115 9816010
Shildon
Whitehaven
The Quayside Dental Practice
01946 696282
Skegness
The Algitha Road Dental Practice
01754 764006
Wigan
Wigan Orthodontic Centre
01942 821166
Sleaford
The Carre Street Dental Practice
01529 303268
Wilsden
The Wilsden Dental Practice
01535 272180
Slough
Dentalign
01753 527575
Windsor
The Dedworth Dental Practice
01753 863177
Southport
The Southport Dental Practice
01704 542342
Windsor
Dentalign
01189 775121
St Albans
The Townsend Avenue Dental
Practice
01727 830226
Withington
The Glyn House Dental Practice
01614 453104
St Leonardson-Sea
The St Leonards Dental Practice
01424 420164
Woking
The Retreat Dental Practice
01483 761777
Woking
Dentalign
01483 726488
St Neots
Market Square Dental Practice
01480 213033
Wokingham
Dentalign
01189 775121
Stafford
The Stafford Dental Practice
01785 242314
Worcester City
The Stamford Dental Practice
01780 762182
The Worcester City Dental
Practice
01905 22180
Stamford
Steeple Grange
The Steeple Grange Dental
Practice
01629 822172
Worcester St
Johns
The Worcester St Johns Dental
Practice
01905 748248
Stockport
The Stockport Orthodontic
Practice
0161 480 8828
Workington
The Washington Square Dental
Practice
01900 68826
Strabane
The Strabane Dental Practice
02871 880318
Worthing
The Mill House Dental Practice
01903 505807
Sunderland
The Sunderland Dental Practice
01915 341167
Wrexham
The Wrexham Dental Practice
01978 262895
Sutton
Coldfield
The Mill Street Dental Practice
0121 3212094
Wrexham 2
Dentalign
01978 346166
Yarm
The Yarm Dental Practice
01642 789997
Sutton-inAshfield
The Old School Dental Practice
01623 557543
York
The Swinson House Dental
Practice
01904 792564
Swindon
Swindon Dental Anaesthetic
Clinic
Plymstock
The Plymstock Dental Practice
01752 405588
Pontefract
The Pontefract Dental Practice
01977 702289
Preston
The Beech Drive Dental Practice
01772 862489
Preston 2
The Orthodontic Practice
01772 203015
Rayleigh
The Rayleigh Dental Practice
01268 772092
Redditch
The Redditch Dental Practice
01527 63049
Rhyl
The Park View Dental Practice
01745 360576
Ripon
The Finkle Street Dental Practice
01765 603509
Rochdale
The Rochdale Dental Practice
01706 643203
Ross-on-Wye
The Ross-on-Wye Dental
Practice
01989 562061
Royton
The Royton Dental Practice
Sale
01793 484995
53
WWW.OASISDENTALCARE.COM
For further information about Oasis Dental Care
and it's practices, please visit
www.oasisdentalcare.co.uk
or contact us on
0845 602 9335
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