Half Yearly Report

RNS Number : 5045J
Kleenair Systems International PLC
31 March 2010
 



KLEENAIR SYSTEMS INTERNATIONAL PLC

(AIM: KSI)

 

Unaudited Interim Financial Information for the six months ended 31 December 2009

 

 

CHAIRMAN'S STATEMENT

 

I am publishing the financial statements for the half year to 31 December 2009.

 

The period to date has been one of consolidating the company's financial position to enable us to move forward.

 

During the period, we raised £252,248 (net £229,317) by way of convertible loan notes, to pay the expenses of reorganisation. 

 

 

W. V. Reid

Chairman

30 March 2010



Consolidated Comprehensive Income Statement

for the six months ended 31 December 2009

 

 

 

 

Note

Six months to 31 December 2009

 Unaudited

 

 Six months to 31 March 2009 Unaudited

 

9 months to

30 June

 2009

Audited

 

 

 

 

£

 

£

 

£

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue

 

 

 

-

 

-

 

-

 

 

 

 

 

 

 

 

 

Administrative expenses

 

(265,536)

 

(157,169)

 

(252,265)

 

 

 

 

────────

 

────────

 

────────

(Loss) before tax

 

 

(265,536)

 

(157,169)

 

(252,265)

 

 

 

 

 

 

 

 

 

Income tax charges

 

-

 

-

 

-

 

 

 

 

────────

 

────────

 

────────

(Loss) for the period from continuing

operations attributable to shareholders

(265,536)

 

(157,169)

 

(252,265)

 

 

 

 

═══════

 

═══════

 

═══════

 

 

 

 

 

 

 

 

 

(Loss) per share - Pence

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted                                         5

           (48.06)

 

(39.21)

 

              (90.27)

 

 

 

 

═══════

 

═══════

 

═══════

 

 

 

 

 

 

 

 

 

 



Consolidated Statement of Financial Position as at 31 December 2009

 

 

 

 

 

Six months to 31 December 2009

 Unaudited

 

 Six months to

31 March 2009 Unaudited

9 months to

30 June

 2009

Audited

 

 

 

 

 

£

 

£

£

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

Trade and other receivables

 

-

 

-

-

Cash and cash equivalents

 

 

-

 

533

355

 

 

 

 

───────

 

───────

───────

 

 

 

 

-

 

533

355

 

 

 

 

───────

 

───────

───────

Current liabilities

 

 

 

 

 

 

 

Trade and other payables

 

 

 

(456,853)

 

(476,132)

(448,920)

 

 

 

 

───────

 

───────

───────

 

 

 

 

(456,853)

 

(476,132)

(448,920)

 

 

 

 

───────

 

───────

───────

Net Current (Liabilities)

 

 

 

(456,853)

 

(475,599)

(448,565)

 

 

 

 

 

 

 

 

Non-Current Liabilities

 

 

 

 

 

 

 

Financial liabilities - borrowings and

 

 

 


 



  Interest bearing loans

 

 

 

(192,248)

 

-

-

 

 

 

 

───────

 

───────

───────

Net deficit

 

 

 

(649,101)

 

(475,599)

(448,565)

 

 

 

 

══════

 

══════

══════

Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital and reserves

 

 

 

 

 

 

 

Called up share capital

 

406,982

 

278,812

400,932

Share premium

 

 

 

2,837,687

 

2,778,727

2,778,737

Other reserves

 

 

 

86,891

 

86,891

86,891

Profit and loss deficit

 

 

(3,980,661)

 

(3,620,029)

(3,715,125)

 

 

 

───────

 

───────

───────

Total

 

 

(649,101)

 

(475,599)

(448,565)

 

 

 

══════

 

══════

══════



Consolidated Statement of Changes in Equity

For the six months ended 31 December 2009

 


Share

Share

Other

Retained



Capital

Premium

Reserves

Earnings

Total


£

£

£

£

£







As at 1 October 2008

277,994

2,761,555

86,891

(3,462,860)

(336,420)







Shares issued

818

17,172

-

-

17,990

Loss after tax for the period

-

-

-

(157,169)

(157,169)


────────

────────

────────

────────

────────

As at 31 March 2009

278,812

2,778,727

86,891

(3,620,029)

(475,599)







Shares issued

122,120

10

-

-

122,130

Loss after tax for the period

-

-

-

(95,096)

(95,096)


────────

────────

────────

────────

────────

As at 30 June 2009

400,932

2,778,737

86,891

(3,715,125)

(448,565)

Loss after tax for the period

-

-

-

(265,536)

(265,536)

Issue of shares

6,050

58,950

-

-

65,000


────────

────────

────────

────────

────────

As at 31 December 2009

406,982

2,837,687

86,891

(3,980,661)

(649,101)


═══════

═══════

═══════

═══════

═══════



Consolidated Statement of Cash Flow

For the six months ended 31 December 2009

 

 

 

Six months to

31 December

2009

 Unaudited

 Six months to

31 March 2009 Unaudited

9 months to

30 June

 2009

Audited

 

 

Note

£

£

£

 

 

 

 

 

Operating activities

6

(252,603)

(29,321)

(19,509)

 

 

───────

───────

───────

Net cash (outflow) from operating activities

 

 

(252,603)

 

(29,321)

 

(19,509)

 

 

───────

───────

───────

Financing activities

 

 

 

 

Loans received

 

252,248

10,000

-

Issue of new shares

 

-

17,990

18,000

 

 

───────

───────

───────

Net cash from financing activities

 

252,248

27,990

18,000

 

 

───────

───────

───────

Net cash (outflow)

 

(355)

(1,331)

(1,509)

 

 

 

 

 

Cash and cash equivalents at the beginning of the period

 

 

355

 

1,864

 

1,864

 

 

───────

───────

───────

Cash and cash equivalents at the end of the period

 

 

-

 

533

 

355

 

 

══════

══════

══════

 



Notes to the Interim Financial Information

 

1.   General Information

 

      Kleenair Systems International Plc is a company incorporated in England and Wales and quoted on the AIM market of the London Stock Exchange.

 

2.   Basis of Preparation

 

      These consolidated interim financial information have been prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union and on the historical cost basis, using the accounting policies which are consistent with those set out in the Company's Annual Report and Accounts for the period ended 30 June 2009. This interim financial information for the six months to 31 December 2009, which complies with IAS 34 'Interim Financial Reporting', was approved by the Board on 30 March 2010.

 

3.   Significant Accounting Policies

 

     Except as described below, the accounting policies applied are consistent with those of the annual financial statements for the period ended 30 June 2009, as described in those annual financial statements.

Basis of consolidation

      The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries). Control is achieved where the Company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.

      The results of subsidiaries acquired or disposed of during the year are included in the consolidated income statement from the effective date of acquisition or up to the effective date of disposal, as appropriate.

      Where necessary, adjustments are made within the financial statements of subsidiaries to bring the accounting policies used into line with those used by the Group.

      All intra-group transactions, balances, income and expenses are eliminated on consolidation.

Business combinations

      The acquisition of subsidiaries is accounted for using the purchase method.  The cost of the acquisition is measured at the aggregate of the fair values, at the date of exchange, of assets given, liabilities incurred or assumed, and equity instruments issued by the Group in exchange for control of the acquired entity, plus any costs directly attributable to the business combination.  The acquiree's identifiable assets, liabilities and contingent liabilities that meet the conditions for recognition under IFRS 3 are recognised at their fair values at the acquisition date, except for non - current assets (or disposal groups) that are classified as held for sale in accordance with IFRS 5 Non Current Assets Held for Sale and Discontinued Operations, which are recognised and measured at fair value less costs to sell.

      The interest of minority shareholders in the acquiree is initially measured at the minority's proportion of the net fair value of the assets, liabilities and contingent liabilities recognised.

      Goodwill

      Goodwill arising on the acquisition of a subsidiary or a jointly controlled entity represents the excess of the cost of acquisition over the group's interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the subsidiary or jointly controlled entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and subsequently measured at cost less any accumulated impairment losses.

 

      Taxes

 

      Taxes on income in the interim periods are accrued using the tax rate that would be applicable to expected total annual earnings.

 

Standards and Interpretations adopted with no material effect on financial statements

 

The following new and revised Standards and Interpretations have been adopted in these financial statements. Their adoption has not had any significant impact on the amounts reported in these financial statements but may effect the accounting for future transactions and arrangements.

 

Title                                                                             Issued              Effective date

 

IFRS Improvements re IFRS 5.                                        May 08             Accounting periods beginning

                                                                                                            on or after 01 July 2009.

 

IAS 27 Consolidated and Separate Financial                    Jan 08               Accounting periods beginning

statements                                                                                            on or after 01 July 2009.

 

IFRS 3 Business Combinations                                       Jan 08               Accounting periods beginning

                                                                                                            on or after 01 July 2009

 

IAS 39 Financial Instruments: Recognition                       Jul 08                Accounting periods beginning

and management (amendment)  - Eligible                                     on or after 01 July 2009

Hedged Items

 

IFRIC 17 Distributions of Non-cash Assets                       Nov 08              Accounting periods beginning

to Owners                                                                                             on or after 01 July 2009

 

IFRS 1 First- time Adoption of IFRS (revised)                    Nov 08              Accounting periods beginning

                                                                                                            on or after 01 July 2009

 

IFRIC 18 Transfer of Assets to Owners                             Jan 09               Accounting periods beginning

                                                                                                            on or after 01 July 2009

 

Standards and Interpretations issued but not effective on financial statements

 

The following new and revised Standards and Interpretations have not been adopted in these financial statements as they are not yet effective in the period being reported on.

 

Title                                                                             Issued              Effective date

 

IFRS Improvements regarding IAS 17                               Apr 09               Accounting periods beginning 

Leases                                                                                                  on or after 01 January 2010

 

Clarification to the scope of IFRS 2 Share Based              June 09             Accounting periods beginning

Payments                                                                                             on or after 01 January 2010

 

Standards and Interpretations issued but not yet EU approved

 

The following new and revised Standards and Interpretations have not been approved but may have on impact on future accounting.

 

Title                                                                             Issued              Effective date

 

Amendments to IFRS 1 Additional Exemptions for            July 09              Accounting periods beginning

First-time Adopters                                                                                on or after 01 January 2010

 

Amendments to IAS 32 Classification of Rights issues      Oct 09              Accounting periods beginning

                                                                                                            on or after 01 February 2010

 

IFRIC 19 Extinguishing Financial Liabilities with Equity      Nov 09              Accounting periods beginning

Instruments                                                                                           on or after 01 July 2010

 

IFRIC 14 (Amendment) Prepayments of a minimum          Nov 09              Accounting periods beginning

funding requirement                                                                                on or after 01 January 2011

 

Revised IAS 24  Related Party Disclosures                      Nov 09              Accounting periods beginning

                                                                                                            on or after 01 January 2011

 

IFRS 7 Improving Disclosures about Financial                   Mar 09              Accounting periods beginning 

Instruments                                                                                           on or after 01 January 2010

 

IFRS 9 Financial Instruments                                          Nov 09              Accounting periods beginning

                                                                                                            On or after 01 January 2013

 

4.  SEGMENTAL ANALYSIS

 

The Company's primary reporting format is business segments and its secondary format is geographical segments. The Company only operates in a single business and geographical segment. Accordingly no segmental information for business segment or geographical segment is required.

 

5.   Earnings/(loss) per Share

 

The loss per ordinary share is based on the Company's loss for the period of £265,536 (31 March 2009 - £157,169; 30 June 2009 - £252,265 loss) and a basic and diluted weighted average number of shares in issue of 552,562 (31 March 2009 - basic and diluted 279,471; 30 June 2009- basic and diluted 400,807; both adjusted for the consolidation in August 2009).

 

6. Reconciliation of operating loss to net cash outflow from operating activities.

 

 

 

Six months to

31 December 2009

 

 Six months to

 31 March

 2009

 

9 months to

30 June

 2009

 

 

£

 

£

 

£

 

 

 

 

 

 

 

Operating Loss for the period

 

(265,536)

 

(157,169)

 

(252,265)

Adjustments for :

 

 

 

 

 

 

Decrease in receivables

 

-

 

11,798

 

11,798

Increase in payables

 

12,933

 

116,050

 

220,958

 

 

───────

 

───────

 

───────

Net cash from operating activities

 

(252,603)

 

(29,321)

 

(19,509)

 

 

══════

 

══════

 

══════

 

7.   Called up Share Capital

 

      The issued share capital is as follows

 

 

Ordinary 'A'

shares of

Ordinary 'B'

shares of

Deferred

shares of

 

£0.01

£0.01

£0.99

 

 

 

 

31 December 2009

883,812

122,120

278,812

 

 

 

 

30 June 2009 (audited)

27,881,242

12,212,000

-

 

 

 

 

31 March 2009

27,881,242

-

-

 

 

 

 

30 September 2008 (Audited)

27,799,424

-

-

 

 

 

 

 

      The 'A' and 'B' ordinary shares were consolidated by effectively dividing the existing number of shares by 100 and compensating with deferred shares which are effectively worthless.

 

8.   The unaudited interim financial information for period ended 31 December 2009 do not constitute statutory accounts within the meaning of Section 435 of the Companies Act 2006. The comparative figures for the period ended 30 June 2009 are extracted from the statutory financial statements which have been filed with the Registrar of Companies and which contain an unqualified audit report and did not contain statements under Section 498 to 502 of the Companies Act 2006.

 

9.   Copies of this interim financial information document are available from the Company at its registered office at 7th Floor, 39 St James's Street, London SW1A 1JD. The interim financial information document will also be available on the Company's website www.kleenairsystems.co.uk.

 


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