Interim Results
Impax Group PLC
30 June 2003
30 June 2003
Impax Group plc
Interim results for the six months ended 31 March 2003
Impax Group plc, the specialised financial services business providing fund
management, corporate finance and advisory services in the environmental
infrastructure and technology ('EIT') sector today announces its interim results
for the six months ended 31 March 2003
Highlights
• Increased revenue and activity from corporate finance advisory business
• Increased revenue and new fund launch from asset management division
• Completion of the sale of the Starks Field in Louisiana to Temsik
Investments Limited
Commenting, Stuart Bickerstaff, Non Executive Chairman, said:
'I am pleased to report that our corporate finance and asset management
businesses have made encouraging progress in the period. The rising equity
markets since the end of our half-year have improved our revenues for the third
quarter and the launch of The Recycling Fund will have a positive effect on the
final quarter. Our corporate finance fee income in the third quarter is expected
to be the highest since September 2001.'
For further information please contact:
Nigel Taunt 020 7434 1122
Impax Group plc
020 7490 3788
Robert Luetchford
Marshall Securities Limited
Impax Group plc
Chairman's Statement
I am pleased to report that, since my last statement on 31 March 2003, the Group
has made significant progress. Both our asset management and corporate finance
divisions have increased revenues and won new clients. In addition we have
successfully completed the sale of Starks Field.
Results for the period
While the trend is encouraging, the Group's results for the first six months of
the financial year show an operating loss of £546,000 before an exceptional cost
of £1,712,000 which, as explained below, relates to our decision to reduce the
carrying value of Nukern Field. The operating loss is arrived at after charging
goodwill amortisation of £141,000.
Corporate Finance
Impax Capital Corporation, our corporate finance business, has achieved strong
revenue growth with income from several high quality clients. Our pipeline of
opportunities and list of current mandates give your Board confidence that the
second half should see a continuation of this improvement. Our strategic focus
on developing relationships with major clients in the UK is bearing fruit.
Asset Management
Impax Asset Management, our asset management business, has benefited from the
recent recovery in stock markets. During the period funds under management and
advisory contracts decreased from £55 m to £51 m but have since recovered to £56
m. Impax Asset Management has been successful in winning the management contract
for The Recycling Fund, a venture capital fund sponsored by the Waste and
Resources Action Programme (WRAP).
Oil Interests
On 2 June 2003 the Company announced that it had completed the sale of Starks
Field to Temsik Investments Limited for a net consideration of US$1,334,000
(£848,000) of which US$1,195,000 (£759,000) was in the form of loan notes.
As a result of this disposal the Group is no longer involved in operational oil
field activities. However, the Group continues to retain an interest in the
non-operational Nukern Field in California and we are pursuing options to
dispose of this. We now believe that any disposal arrangements are likely to
include deferred terms based on long-term production. Accordingly, we have
reviewed the book value of this oil field and have adjusted its carrying value
to US$4,000,000 (£2,541,000).
Organisation
A number of changes to our executive team have been made:
• Ian Simm, Managing Director of Impax Asset Management, and Nigel Taunt
have been appointed Joint Managing Directors of the Group;
• Melville Haggard has been appointed Chairman of Impax Capital
Corporation and Nigel Taunt has been appointed Managing Director of that
company;
• Deborah Fowler has been appointed as Group Company Secretary and she
also assumes responsibility for the Group's finance function.
I would like to thank the whole Impax team for their commitment, hard work and
success in improving the Group's performance and outlook.
Prospects
The success of our asset management business depends on increasing funds under
management, which in turn increases our foundation of recurring income. The
rising equity markets since the end of our half-year have improved our revenues
for the third quarter and the launch of The Recycling Fund will have a positive
effect on the final quarter. Our corporate finance fee income in the third
quarter is expected to be the highest since September 2001.
We believe that the fundamentals for expansion and development of financial
services in the environmental infrastructure and technology sector are good and
showing signs of improvement. In order to strengthen our ability to exploit
future opportunities, we are in detailed discussions with our advisers about a
potential fund raising. I look forward to reporting further progress.
Stuart Bickerstaff
Chairman
30 June 2003
Impax Group plc
Consolidated Profit and Loss Account for the 6 months ended 31 March 2003
Notes 6 months ended 6 months ended Year ended
31 Mar 2003 31 Mar 2002 30 Sept 2002
(unaudited) (unaudited) (audited)
£'000 £'000 £'000
Turnover 2
Continued 429 359 828
operations
Discontinued - 277 588
operations ------- ------- -------
429 636 1,416
Operating
expenses
Continued (832) (980) (1,649)
operations
Discontinued - (430) (568)
operations
Amortisation of (141) (142) (282)
goodwill
Impairment in (1,712) - (2,631)
value of assets
Exchange (loss)/ (2) 1 -
gain ------- ------- -------
(2,687) (1,551) (5,130)
Operating loss 2
Continued (546) (783) (1,103)
operations
Discontinued - (132) 20
operations
Impairment in 3 (1,712) - (2,631)
value of assets ------- ------- -------
(2,258) (915) (3,714)
Impairment in 3 - - (215)
value of
investments
Net interest (23) 12 4
(payable)/ ------- ------- -------
receivable
Loss on ordinary (2,281) (903) (3,925)
activities before
taxation
Taxation - - -
------- ------- -------
Loss attributable (2,281) (903) (3,925)
to the Group ======= ======= =======
Basic loss per 5 (6.43)p (2.54)p (11.06)p
share
Diluted loss per 5 (5.98)p (2.37)p (10.29)p
share
Adjusted loss per 5 (1.20)p (2.14)p (2.24)p
share ======= ======= =======
Statement of Total Recognised Gains and Losses
Loss for the (2,281) (903) (3,925)
period
Currency (11) 273 (421)
translation ------- ------- -------
differences
Total recognised (2,292) (630) (4,346)
losses ======= ======= =======
Impax Group plc
Consolidated Balance Sheet as at 31 March 2003
6 months ended 6 months ended Year ended
31 Mar 2003 31 Mar2002 30 Sept 2002
Notes (unaudited) (unaudited) (audited)
£'000 £'000 £'000
Fixed assets
Intangible fixed 2,345 2,632 2,477
assets
Tangible fixed 2,548 8,660 5,086
assets
Investments - 215 -
------- ------- -------
4,893 11,507 7,563
------- ------- -------
Current assets
Debtors 321 333 330
Loans 7 759 - -
receivable
Cash at bank and 294 329 380
in hand ------- ------- -------
1,374 662 710
Creditors - amounts (1,439) (632) (1,153)
falling due within one ------- ------- -------
year
Net current (65) 30 (443)
(liabilities)/assets ------- ------- -------
Total assets less 4,828 11,537 7,120
current liabilities
Creditors - amounts - (701) -
falling due after more ------- ------- -------
than one year
Total net assets 4,828 10,836 7,120
======= ======= =======
Capital and
reserves
Called up share 8,871 8,871 8,871
capital
Share premium 687 687 687
Merger reserve 8 - 2,198 2,198
Exchange 8 (194) 511 (183)
equalisation
reserve
Profit and loss 8 (4,536) (1,431) (4,453)
account ------- ------- -------
Equity shareholders' 4,828 10,836 7,120
funds ======= ======= =======
Impax Group plc
Consolidated Cash Flow Statement for the 6 months ended 31 March 2003
6 months ended 6 months ended Year ended
31 Mar 2003 31 Mar 2002 30 Sept 2002
(unaudited) (unaudited) (audited)
£'000 £'000 £'000
Cash (outflow)/inflow from (570) (533) (820)
operating activities
Returns on investments and
servicing of finance
Interest received 3 15 11
Interest paid (26) (3) (7)
Capital expenditure and
financial investment
Purchase of tangible - (188) (298)
fixed assets
Proceeds from sale 64 - -
of fixed assets
Management of liquid
resources
Cash held on deposit to 79 - (144)
support oil ------- ------- -------
activities
-------
Net cash outflow before (450) (709) (1,258)
financing
Financing
Increase working 476 - 573
capital loan ------- ------- -------
Increase/(decrease) in 26 (709) (685)
cash in the period ======= ======= =======
Reconciliation of net cash flow to movement
in net cash/(debt)
Increase/(decrease) 26 (709) (685)
in cash in the
period
Cash inflow from (556) - (429)
increase in net
debt
Non cash - - 640
transactions
Translation (32) (23) (79)
differences ------- ------- -------
Movement in net debt (562) (732) (553)
in the period
Net (debt)/cash at (193) 360 360
beginning of ------- ------- -------
period
Net (debt)/cash at (755) (372) (193)
end of period ======= ======= =======
Reconciliation of operating profit/(loss) to net cash flow from operating
activities
Operating loss (2,258) (915) (3,714)
Impairment 1,712 - 2,631
provisions
Goodwill 141 142 282
amortisation
charge
Depreciation/depletion/ 3 86 162
other amortisation
charges
Exchange loss (2) (1) -
Decrease/(increase) 21 27 (135)
in debtors
(Decrease)/increase (187) 128 (46)
in creditors ------- ------- -------
Net cash flow from (570) (533) (820)
operating ======= ======= =======
activities
Impax Group plc
Notes to the Interim Accounts for the 6 months ended 31 March 2003
1. The financial information set out in this report does not constitute full
accounts for the purposes of Section 240 of the Companies Act 1985. The interim
accounts for the six months ended 31 March 2003 and 31 March 2002 are unaudited.
The comparative figures for the financial year ended 30 September 2002 are not
the Company's statutory accounts for the financial year but are abridged from
those accounts which have been reported on by the Company's auditors, whose
report was unqualified. The interim accounts have been prepared on the basis of
the accounting policies set out in the annual financial statements of the Group
for the year ended 30 September 2002. The interim accounts were approved by the
Directors on 30 June 2003.
2. Segment analysis
6 months ended 6 months ended Year ended
31 Mar 2003 31 Mar 2002 30 Sept 2002
(unaudited) (unaudited) (audited)
£'000 £'000 £'000
Turnover
Financial services 429 359 828
Oil - discontinued - 277 588
------ ------ ------
429 636 1,416
====== ====== ======
Operating profit/(loss)
Financial services (195) (457) (527)
Central costs (148) (163) (242)
Oil - continued (62) (21) (52)
Amortisation of goodwill (141) (142) (282)
------ ------ ------
(546) (783) (1,103)
Oil - discontinued - (132) 20
Impairment provisions (1,712) - (2,631)
------ ------ ------
(2,258) (915) (3,714)
Impairment in value of - - (215)
investments
Net interest (payable)/ (23) 12 4
receivable
------ ------ ------
Loss on ordinary activities (2,281) (903) (3,925)
before taxation ====== ====== ======
The sector analysis for the six months ended 31 March 2002 has been restated for
consistency.
3. Exceptional Items
6 months ended 6 months ended Year ended
31 Mar 2003 31 Mar 2002 30 Sept 2002
(unaudited) (unaudited) (audited)
£'000 £'000 £'000
Impairment in value of Nukern 1,712 - -
Field
Impairment in value of Starks - - 2,631
Field
Impairment in value of unlisted - - 215
investments
------ ------ ------
1,712 - 2,846
====== ====== ======
The impairment in the value of the Nukern Field is based on the Directors'
expectation that disposal arrangements may include deferred terms based on long
term production, which would require future expectations to be discounted to
present value. The Directors have reviewed the book value of this field and have
decided to write down this value to $4,000,000 (£2,541,000).
4. Amounts denominated in US Dollars have been converted at the closing rate on
31 March 2003 of £1 to $1.57 (31 March 2002: $1.43; 30 September 2002: $1.56).
The results of the US subsidiary undertaking have been translated on a monthly
basis at the average rate ruling during each month.
5. The figures for diluted and basic loss per share are based on the loss
attributable to the Group of £2,281,000 (31 March 2002: £903,000; 30 September
2002: £3,925,000) and on the weighted average number of ordinary shares in issue
during the period of 31 March 2003: 35,485,764 (31 March 2002: 35,485,764; 30
September 2002: 35,485,764).
The calculation of diluted loss per share is based on the weighted
average number of shares outstanding adjusted by the dilutive share options.
These adjustments give rise to an increase in the weighted average number of
shares outstanding to 31 March 2003: 38,145,858 (31 March 2002: 38,145,858; 30
September 2002: 38,145,858).
In order to show results from operating activities on a comparable
basis, an adjusted loss per share has been calculated which excludes goodwill
amortisation and exceptional items from the results.
6. The Directors do not propose an interim dividend.
7. Loans receivable
6 months ended 6 months ended Year ended
31 Mar 2003 31 Mar 2002 30 Sept 2002
(unaudited) (unaudited) (audited)
£'000 £'000 £'000
Current 191 - -
Non current 568 - -
------ ------ ------
759 - -
====== ====== ======
These loans were established on the sale of the Starks Field. They
have been allocated between current and non current based on the minimum monthly
repayment level.
The first loan of $840,000 (£534,000) is secured by a first mortgage
on the Starks Field and by a pledge of shares and the second is an unsecured
loan of $355,000 (£225,000) representing the balance of monies due under a
working capital adjustment.
The loans are subject to interest at 2% above the Wall Street
Journal Prime Rate and are repayable in sequence as follows:
i. a minimum monthly payment of $25,000 commencing June 2003;
ii. an additional payment of $7.50 for every barrel of oil produced in each
discrete month above a base level of 4,500 barrels commencing with May 2003
production;
iii. an additional payment of $2.00 for every mcf of gas
production in each discrete month above a base level of 2,500 mcf commencing
with June 2003 production.
8. Reconciliation of movements in reserves
Merger Exchange Profit & loss
reserve equalisation reserve
reserve
£'000 £'000 £'000
At 1 October 2002 2,198 (183) (4,453)
Loss for the period - - (2,281)
Translation adjustments (11) -
Transfer of merger reserve on sale (2,198) - 2,198
of CSV Holdings Inc
------ ------ ------
As 31 March 2003 - (194) (4,536)
====== ====== ======
9. Going concern
The accounts have been prepared on a going concern basis, on the grounds that
the Group is able to generate sufficient levels of fee income or to secure
future financing in order to meet its working capital requirements.
As described in note 7 to these accounts, the Group has disposed of the Starks
Field. The resultant loans have a minimum level of future monthly repayments
together with additional repayments based on the performance of the field. An
acceleration of repayments would improve the Group's working capital position.
As described in the Chairman's Statement, the Directors also anticipate raising
additional funding to strengthen the ability to exploit future opportunities.
If the improvements to the Group's trading position, together with the receipts
under the loan arrangements, do not result in positive cash flow, and the Group
is unable to secure additional sources of financing, the Directors recognise
that there would be uncertainty as to the Group's ability to continue to trade.
If the Group were unable to meet its working capital requirements, adjustments
would have to be made to reduce the balance sheet value of assets to their
recoverable amounts and to provide for further liabilities that might arise.
Copies of this interim statement will be sent to shareholders and are available
free of charge from the Company's registered office, Broughton House, 6 - 8
Sackville Street, London W1S 3DG. It is also available from our website
www.impax.co.uk.
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