2016 Full Year Results

RNS Number : 0562D
RedT Energy PLC
24 April 2017
 

24 April 2017

redT energy plc

 

("redT" or the "Company")

 

2016 Full Year Results

 

redT energy plc (AIM: RED), ("redT energy" or the "Company"), the energy storage technology company, today announces its Full Year Results for the 12 months ended 31 December 2016.

  

Financial

 

2016 financials were in line with management expectations. The Company has a robust cash balance and is fully funded, following the successful capital raise as announced December 2016.

 

·      €17.2m in available cash held as at 31 March 2017

 

·      Loans and borrowings €Nil (2015: €Nil)

 

·      Revenue for the year €10.8m (2015: €11.1m) (includes carbon-related activity)

 

·      EBITDA loss for the year €5.2m (2015: loss €1.5m) (excluding exceptional & discontinued ops.)

 

·      Shareholder approval of £14.88m (before expenses) fundraise to accelerate commercialisation

 

Operational

 

Successful transformation during the year from technology development company to delivering a manufactured, commodity product. With proven core technology and a Gen 2 machine engineered to a commercial price, the business is now fully funded to deliver its commercialisation phase.

 

redT energy storage business:

 

·      Successfully completed Gen 1 Market Seeding phase

 

·      Proved core large containerised technology with completion of performance testing at Power Networks Demonstration Centre (PNDC)

 

·      Successful development of Gen 2 at a market leading price

 

·      First Gen 2 sales and ongoing development of customer interest pipeline

 

Camco business:

 

·      Comprising legacy business operations of Africa, US and Carbon, which combined, generated a positive contribution to the Company

 

 

Commenting, Scott McGregor, Chief Executive Officer said:

 

"2016 saw redT complete our crucial Gen 1 market seeding phase, successfully prove our core technology at an independent test site and secure the first sales of our commercial Gen 2 product, in line with our business strategy.

 

Achieving these key milestones throughout 2016 has resulted in redT being fully funded and well positioned to capitalise on the rapidly expanding global energy storage market. This year will be centred on building an organisational structure that has the agility and skills set required to pursue our growing sales pipeline.

 

As a Company which has traditionally positioned itself as a "quiet achiever", 2017 will see redT entering its sales and marketing phase, strategically pursuing key geographic and application markets. Having proven the technology, we are now focussed on delivering initial Gen 2 sales into key segments and building the foundations for the long-term growth and stability of the business.

 

2017 has started positively for the Company and we are making good progress towards achieving the business strategy set out above and in the annual report."

 

Below is a summary commercial update of redT deployments and post year end orders to date:

 

 

·      Production & Deployments: Thaba Eco Lodge, Jabil Inala, University of Strathclyde, The Olde House (equivalent to 9 x redT tank unit modules)

 

·      2017 Orders: 1 x 10kW-75kWh & 1 x 60kW-300kWh machines (equivalent to 5 x redT tank unit modules)

 

·      Letter of Intent: Signed with a UK energy project developer with potential 490MW of grid connected sites

 

·      Final Stage of Customer Selection: €6.5m [25 x 60kW-300kWh & 1 x 5kW-20kWh (equivalent to 101 x redT tank unit modules)]

 

·      Active Customer Pipeline: €246m

 

Enquiries:

redT energy plc

+44 (0)207 121 6233

Scott McGregor, Chief Executive Officer


Joe Worthington, Investor & Media Relations


Cenkos Securities plc

+44 131 220 9772

Nick Tulloch                  

+44 131 220 9100

Derrick Lee


Celicourt (Financial PR)

Mark Antelme

Joanna Boon

Jimmy Lea

+44 (0)20 7520 9266

                       

Notes to Editors

 

About redT energy

 

redT energy develops and supplies durable and robust energy storage machines based on proprietary vanadium redox flow technology for on and off-grid applications. The liquid storage medium affords an exceptionally long life of up to 25,000 full charge/discharge cycles and a 100 per cent usable depth of discharge. Combined with low maintenance requirements, this delivers industry leading lowest levelised cost of storage (LCOS) and total cost of ownership (TCO) results. The modular approach allows the power and energy components of systems to be independently sized to meet customer requirements.

 

Until now it has not been possible to directly compare variable renewable energy generation sources with diesel or fossil fuel generation. PV + Storage is now reaching 'grid parity' in many countries, a paradigm shift in energy production, which will ultimately enable a distributed energy network optimising conventional and renewable generation. The redT energy storage machine has applications in remote power, smart grids, power quality, and all aspects of renewable energy management.

 

To find out more about redT products or to register your interest in purchasing an energy storage machine please go to the below web address:

 

http://www.redtenergy.com/register-interest

 

For sales enquiries, please email enquiries@redtenergy.com or call +44 (0) 207 061 6233


Chairman's Report

 

Last year was a turning point in the energy storage industry, as it was the year that the market became real - one that does not require subsidy and is commercially driven. The global market for stationary battery energy storage exceeded $1bn in 2016 and the forecasts of $5bn/yr by 2020 look realistic. Closer to home, in the UK, contracts for over 500MW of energy storage were won under the capacity auction in December 2016. Driven by the growth in cost effective renewable energy, especially solar and wind, which are now one of the cheapest forms of generation, and the move to a decentralised, flexible, smart grid, there is no doubt about the scale of market demand and the availability of viable technologies to meet this demand. Currently, the largest segment is utility-scale storage and the prevailing technology is Lithium-ion batteries. So, where does that leave our disruptive, liquid energy storage machine?

 

In the past year, we have shown that our production costs, even at low levels, are encouraging. We can match installed costs of competing technologies, particularly where long (more than 3 hours) discharge durations are needed. As we scale up production, our costs will reduce but so will the competition's, so our R&D and Engineering departments remain focussed on the continued development of our technology. We do not have a shortage of potential sales. Our primary challenge will be to deploy our first Generation 2 ("Gen 2") machines into our key target markets, something we have already had some success with in Q1 of this year. Our main advantage is the durability and project life of our machines; Lithium-ion batteries degrade and are forecast to have 10 year life.  By comparison our flow machines having expected technology life of 25+ years.

 

Clearly, 2016 was a very important year for the Company with the completion of our Generation 1 ("Gen 1") market seeding phase and the successful independent testing of our larger machines at PNDC. We have commenced building up a track record that supports the core performance of our technology. So, the future is encouraging but we needed the resources to win sales, improve our technology further and drive down costs. It was for this reason that the Board approved a fund raise towards the end of 2016. We achieved our goal of raising nearly £15m and that has now put us in a position where we can recruit the people we need to grow the organisation and convert our large pipeline of interest into sales that will drive shareholder returns. 

 

Over the past few years, our Company has transformed from a carbon credit business to an energy storage company.  We could not have achieved this without our dedicated staff who have worked tirelessly on low budgets, which were significantly less than our competitors. This really is a tremendous achievement against all odds and I am extremely proud of our team. Having completed our fund raise we will now strengthen the team further, a process that has already started. I am pleased that David Stewart agreed to join us as Commercial Director in February this year.  David came from our production partner, Jabil Circuit Inc, so already understood the technology, its potential and what was required to realise this. As our business has changed, we have also looked to attain the relevant Board experience and was further strengthened throughout the year with the appointment of John Ward and Neil O'Brien. John is a renewable energy sector expert and long term investor in the business who joined the Board in February 2016. Neil, who was formally CEO of Alkane Energy, joined the Board in September 2016, bringing highly relevant experience on delivering containerised power generation to projects in the UK.

 

Once again, I would like to thank our entire team together with my fellow non-executive directors for the contributions that they have made to the Company and look forward to another successful year in 2017.

Jeffrey Kenna

Chairman

 

 


Chief Executive Officer's Report

 

Summary

 

In 2016, we proved our core technology as a manufactured product. We also developed and manufactured our first Generation 2 ("Gen 2") machine, at a market leading price.  Further to this, shareholders approved the raise of the required capital to secure the financial future of the business and further strengthen and develop the Company. In short, 2016 must be viewed as a landmark year for the business, and our accomplishments during the year have created a strong foundation from which our business can grow.

 

redT, during the year, transformed from being a technology development company to delivering a manufactured commodity product, with the launch of our Generation 1 ("Gen 1") market seeding units. Our large 20ft unit also became the first contract manufactured, containerised, large scale vanadium flow machine to be deployed globally. Migrating from prototype to delivered product is a very difficult step for any technology company and clearly an important milestone for the Group. The Company also delivered the first of its Gen 2 units, which represent its low cost commodity product, which were designed and engineered to a target commercial price. In short, 2016 has seen redT continue to successfully navigate the difficult path towards commercialisation.

 

Energy analysts are unanimous in their large demand forecasts for energy storage. Whilst energy storage technology now exists at a commercial price, the difficulty for technology companies within this space lies in proving the durability of their products and working with customers to assist them in best understanding how to fully utilise this new type of asset. Geographically, the early key demand markets for energy storage are; sub-Saharan Africa, North America, Europe and Australia. The UK has not, to date, been a market which provides sufficient economic return from deployment of energy storage, however surprisingly, this seems to be changing quicker than originally anticipated. We can see a tipping point for the widespread adoption of storage being reached in the short to medium term in the UK and Europe as the demand for storage accelerates and pilot sites become commercially proven.   

 

In my statement last year, I highlighted the market seeding programme and the development of our Gen 2 product as key focus areas, which would be crucial to the further growth of our business. 12 months later, I'm pleased to report that our market seeding programme was completed successfully and our core technology was proven, following testing conducted by Scottish and Southern Energy (SSE) at the Power Networks Demonstration Centre ("PNDC").

 

These achievements have allowed the Company in 2017 to start planning for volume production and to structure our operations for growth. To do this, extra capital was required to fund the Company's ongoing growth strategy and accelerate the qualification and delivery of redT's initial sales pipeline. As such, I'm pleased to report the successful result of a placing and open offer for nearly £15m, which received shareholder approval in December 2016. This capital has secured the financial future of the business and will be used to develop future generations of our product, whilst building an effective and dynamic organisation, capable of meeting the challenges of bringing a new and disruptive technology to market.

 

Elements of the Group's residual business interests remain as subsidiary activities of redT energy. The Camco business, comprising the legacy business operations of Africa, US and Carbon, continued to provide a positive contribution to the Group throughout 2016, reporting a profit for the period. As part of the Camco business, in December 2015 we were appointed on a new contract to manage the Renewable Energy Performance Platform ("REPP"), which aims to support African renewable energy projects smaller than 25MW through the provision of advice, technical assistance and access to debt providers. Sub-Saharan Africa remains a key geographical region for redT and the continuing success of Camco within the continent underlines this focus.

 

 

Outlook

 

Our £15m placing in December brought in a number of new institutional investors alongside our highly knowledgeable core investor base in the process. This allows us to accelerate the delivery of the extensive sales pipeline the Company has built up and to provide working capital for the further development of Generation 3 and 4 energy storage machines. To achieve these objectives, redT needs to grow as an organisation with the necessary resources and skills to prevail in the industry. As such, several key hires were made following the fundraise, including that of David Stewart as Commercial Director. David brings with him a wealth of experience, having led Operations, Implementation, R&D, Sales and Product teams for companies including; Hewlett Packard, Keysight, Viavi and most recently, Jabil Circuit Inc. In addition to David, redT has made a number of additional hires within the Engineering, Implementation, and R&D departments and has grown its overall headcount by 25% by the end of Q1.  One of the key objectives for 2017 is to build and integrate the core functional teams to deliver our business plan.

 

In Q4 2016 redT's pipeline of unqualified global customer interest totalled $263m. Following strategic assessment by the management and commercial team, the Company has mined this pipeline and identified an initial sales segment of qualified, deliverable projects in which redT are fully engaged, with the aim of closing orders in the short to medium term. redT's commercial strategy will focus on deploying systems in the UK, EU and Africa initially, where the Company has a local presence, close to customer projects. From an application perspective, the initial focus will be off-grid diesel optimisation & microgrid projects, where we see strong payback periods, and on-grid connection projects focussed on "firming" solar generation, providing savings and additional grid service revenue streams to customers. The Company will also continue to pursue orders from the wider sales pipeline for medium to longer term benefit. However, short term focus on the above early market segments is crucial to developing the Company's product reputation, enhancing its corporate brand, and building long term equity value as a result.

 

Early product market focus for 2017 has been on validating our Gen 2 products and delivering these to customer sites. These include the first delivery of a 5kW-20kWh Gen 2 machine to The University of Strathclyde and two further sales consisting of a 10kW-75kWh machine and a 60kW-300kWh machine. The Company was also pleased to announce the deployment of a 1MWh project to The Olde House in Cornwall, alongside energy services company Centrica. This project, utilising the systems originally manufactured for the Isle of Gigha, is the largest energy storage project to be deployed in Cornwall to date and will be a crucial and high profile demonstration site.

 

Thanks to the achievement of the key milestones reached throughout 2016, redT is now well positioned to capitalise on the existing interest shown within this rapidly expanding global market. 2017 will be about building an organisational structure that retains the strong redT corporate identity which has developed over the past 15 years, whilst having the agility and skills' set required to pursue our growing sales pipeline. As a Company which has traditionally positioned itself as a "quiet achiever", 2017 will see redT entering its sales and marketing phase, strategically pursuing the key geographical and application markets outlined above. This year, we are focussed on delivering initial Gen 2 sales into key market multiplier segments and building the foundations for the long term growth and stability of the business.

 

Operational review

 

The Group reports its results in the following segments; redT energy storage business and Camco business. The two individual segments are addressed in further detail in the sections below.

 

redT energy storage business

 

In November, redT announced the successful completion of its Gen 1 market seeding phase. The programme aim was to work alongside selected customers and partners to prove the installation and commissioning process of redT machines in a variety of market seeding applications. Throughout the course of the project, over 2MWh of product was dispatched to sites in the UK, Europe and Africa for use in a wide variety of applications.

 

As a direct result of the programme, the Company was able to transfer knowledge gained into the Gen 2 product development process, leading to several product enhancements being made as a direct result. Furthermore, in September, redT announced the successful completion of system performance testing, which took place at PNDC. This proved the performance of redT's core stack technology and system IP, and represented a key strategic milestone for the business. Additionally, the Company was also pleased to welcome Scottish Minister for Business, Innovation and Energy, Paul Wheelhouse at the site during a visit he made to highlight the crucial role redT technology will play in the development of a flexible, secure and low carbon energy system in the UK.

 

In addition to redT's achievements regarding the validation of its technology, the Company also announced in September a new partnership with Newcastle University to research and develop a hybrid energy storage system as part of a three year project, funded by Innovate UK partners. The project is progressing well and aims to develop a system which can utilise a redT energy storage machine alongside conventional, power-centric, disposable technologies such as lead-acid and lithium-ion.  By utilising the individual strengths of these different technologies, we continue to explore the creation of a hybrid product that could serve the entire market.

 

Furthermore, we were also pleased to announce in February this year, that redT had been awarded the title of "Technology Company of the Year" at the prestigious Grant Thornton Quoted Company Awards, which recognises the achievements of the UK's smaller companies during 2016. External recognition of the Company's achievements is a major accolade and serves to underline the hard work and commitment of our highly competent team. 

 

redT's global manufacturing partnership with Jabil Circuit Inc. continues to develop strongly. The previous year saw a number of manufacturing milestones surpassed, with the first Gen 2 unit being manufactured in November. The same month also saw redT make their first Gen 2 sale, to South Africa based energy solutions provider Inala, for delivery in 2017, who will in turn supply this to one of Africa's largest telecom operators for use at one of their sites. This machine is the first Gen 2 unit sold into Africa and will soon be followed by another system which will shortly be delivered to the Thaba Eco Lodge in Johannesburg.

 

Camco business

 

The Camco business delivered strongly throughout 2016 and is set to continue its positive contribution to the Group in 2017. The business continues to be cash flow positive and managed two investment advisory mandates during the majority of the past year.

 

In December 2015, Camco was appointed as manager of the Renewable Energy Performance Platform ("REPP"), which aims to support African renewable energy projects smaller than 25MW through the provision of project development funding, results based finance and technical and financial assistance.  During its first year of operation REPP was highly successful, agreeing support packages with six projects in 2016 and meeting most of its year 1 objectives. 

 

With the continuing success of the REPP mandate, in November Camco mutually agreed with its partner EISER Infrastructure Partners LLP to end its involvement in Green Africa Power LLP (GAP). This allowed Camco to focus its efforts on its further growth and development, including the REPP mandate.

 

Additionally, the Camco US business also continued to operate throughout 2016. This non-strategic, legacy business retains service contracts from the previously disposed biogas assets and generates positive cash flows for the Group. Furthermore, the legacy Camco Carbon portfolio continues to be managed by our EU ETS compliance specialist and also generates useful cash flow for the Company whilst not being a core activity.

 

 

In closing, I would like to sincerely thank the entire redT team for their hard work and dedication throughout a landmark year in the history of the Company. My thanks also go to our shareholders, both new and existing for their continuing support during this critical phase for our business. As the Company moves from sound foundations into a sales and marketing phase over the next 12 months, I look forward to starting a new chapter in our corporate development.

 

Scott McGregor

Chief Executive Officer


Financial review

 

Overall Group result

 

2016 was a major year in the progress of the redT energy Group.  It was the first full year following the significant changes to the structure of the business which were undertaken in 2015; acquiring additional REDH shareholding to fully consolidate the subsidiary within the Group; disposal of the US biogas assets; and completing the strategic refocus of the Africa Clean Energy business.  The re-structure enabled the Group to strategically focus its efforts on bringing the redT energy storage business to market, whilst a watchful eye was maintained on the self-sufficient and positive cash generative legacy Camco revenue streams. The year also saw the Group successfully complete two capital raises - a major achievement during a period of uncertainty within the capital markets following Brexit, the US Presidential election result, and the falling value of the Pound.  The capital investment secured enables the Group, now with a solid balance sheet, to proceed ahead with the critical commercialisation & operational growth phase of the redT energy storage business.

Financial results for the Group in 2016 were in line with management expectations.  The Group recorded a loss for the year of €5.6m compared to a profit of €0.7m in 2015.  The prior year's profit was largely due to €2.2m of one off gains resulting directly from the structural changes made to the business during that period, with 2016 seeing the first full year of REDH business consolidation within the Group.  Revenue was broadly in line year-on-year with €10.8m recorded versus €11.1m in the prior year, with almost all revenue generation resulting from the Group's Camco business.  Gross margin saw a year-on-year decrease from €4.8m to €2.3m as a result of the redT energy market seeding programme, plus a one off high margin US Carbon portfolio sale achieved in prior year.  Underlying administrative expenses remain tightly controlled, however these have increased year-on-year directly due to a full year of REDH business consolidation in 2016, from €6.3m to €7.6m.  Full year Share Based Payment expense following the implementation of the 2015 redT employee scheme in December 2015, resulted in an income statement charge of €0.4m in the period.  The result was the recording of a loss from operating activities of €5.7m (2015: loss €1.5m), with an associated EBITDA loss of €5.2m (2015: loss €1.5m) (excluding exceptional & discontinued ops.).

 

redT energy storage business

The redT business is solely focussed on the on-going progression of its energy storage machine, with the business entering the critical commercialisation and operational growth phase of its life cycle.  The results for the period are reflective of the first full year of the REDH business consolidated within the Group, with prior year accounting for only three months (roll-in acquisition took place end of September 2015, taking the business from being an investment to a fully consolidated subsidiary).

A gross margin loss of €1.5m was recorded in the period (2015: profit €0.3m) which related exclusively to the completion of the key market seeding programme which saw Gen 1 machines deployed to strategic partners across UK, Europe, and Africa.  An overall segmental loss of €6.2m was recorded (2015: loss €2.8m), reflecting the cost of the market seeding programme, plus the full year absorption of the REDH cost base.

Camco business

The Camco business is comprised of the legacy business operations of Africa, US and Carbon, which combined generates positive cash contributions to the Group. 

During the period Camco Africa managed two investment advisory mandates; a co-advisory mandate to Green Africa Power LLP (GAP) through our partner EISER Infrastructure Partners LLP, and Renewable Energy Performance Platform (REPP) mandate in partnership with Greenstream Network Ltd.  In November 2016 Camco came to a mutual agreement to bring to an end its involvement with GAP, enabling Camco to focus on growing and building the REPP mandate, for which it is the lead adviser.  Camco US is focussed on the management of the previously disposed biogas assets via a service contract agreement, with Camco Carbon completing the legacy business segment, centred on ad hoc EU ETS Compliance Services.

 

The Camco business recorded revenue of €10.5m (2015: €10.7m), gross margin €3.8m (2015: €4.6m) and segmental profit €0.9m (2015: profit €1.3m), with the drop in year-on-year gross margin and profit relating to the impact of the prior year one off high margin US Carbon portfolio sale, partially offset by the Camco Africa GAP mutual termination agreement.

 

Group operating expenses

 

Overall administration expenses from continuing operations amounted to €7.6m (2015: €6.3m), primarily reflecting the first full year of the REDH business consolidated within the Group (prior year accounting for only three months).

 

The redT business administration expenses totalled €4.7m (2015: €3.0m), with the increase centred solely around the full year recognition of the REDH business, as the development of the energy storage machine continued at pace.  In contrast, the Camco business saw administration expenses reduce from €3.3m to €2.9m in 2016, as a result of the disposal of the US biogas & carbon portfolio sale in 2015.

 

The Group continues to maintain tight expenditure control, however is now focussed on growing its operational cost base to support the development, commercialisation and growth phase of the redT energy storage business.

Fundraising

2016 was a very successful year for the Group in securing investment from new and existing shareholders - a major achievement during a period of uncertainty within the capital markets following Brexit, the US Presidential election result, and the deflated value of the Pound.

On 9 February 2016, shareholders approved the issue of 51,851,852 ordinary shares to new and existing shareholders, raising £3.5m (before expenses). 

On 30 December 2016 shareholders approved the issue 150,000,000 ordinary shares through a placing to institutional and other investors, and an additional 26,774,374 ordinary shares by way of an open offer, to raise a total of £14.88m (before expenses). Following the placing of the remaining 9,220,156 open offer shares with certain institutional investors, a total of 185,994,530 new ordinary shares were admitted to trading on AIM on 3 January 2017, resulting in a revised total issued and voting share capital comprising 653,923,424 ordinary shares.  As the new ordinary shares were admitted to trading on 3 January 2017, the fund raise is deemed a non-adjusting post balance sheet event for the purposes of the 2016 Annual Report.

The capital raised in 2016 provides the Group with the capital investment to proceed ahead with the critical commercialisation & operational growth phase of the redT energy storage business.  It also represented a vote of confidence by both new and existing shareholders in the strategic plan that the Group has in place to grow the business, through steady, calculated and sustainable growth.

 

Cash and cash equivalents

 

At 31 December 2016, the Group held cash and cash equivalents of €2.8m (2015: €2.9m), with all cash available to the Group for general working capital purposes, with the Group continuing to hold zero loans and borrowings.

 

The key movements in cash during 2016 were: proceeds from issue of share capital €4.4m, final cash payment received for the prior year sale of the US biogas assets €2.4m, and cash outflow from operating activities €6.3m.

 

Our cash position at 31 March 2017 is €17.2m following the capital raising of £14.88m (before expenses).

 

 

Scott Laird

Finance Director



 

Consolidated Statement of Financial Position

At 31 December 2016  

 



2016 

2015 



€'000

€'000

Non-current assets




Property, plant and equipment


103

101

Intangible assets and goodwill


14,989

14,989

Deferred tax assets


175

132



             

             



15,267

15,222



             

             

Current assets




Prepayments and accrued income


509

381

Trade and other receivables


775

1,058

Other financial assets


-

2,420

Corporate tax receivable


7

-

Cash and cash equivalents


2,753

2,935

Assets held for sale


-

-



             

             



4,044

6,794



             

             

Total assets


19,311

22,016



             

             





Current liabilities




Trade and other payables


(3,972)

(5,522)

Deferred income


(480)

(408)

Corporate tax payable


-

(150)



             

             



(4,452)

(6,080)



             

             

Non-current liabilities




Deferred income


(222)

(250)



             

             



(222)

(250)



             

             

Total liabilities


(4,674)

(6,330)



             

             

Net assets


14,637

15,686



             

             






 

Equity attributable to equity holders of the parent


2016

€'000

2015

€'000

Share capital


4,679

4,098

Share premium


89,201

85,375

Share-based payment reserve


1,118

773

Retained earnings


(79,340)

(73,823)

Translation reserve


729

893

Other reserve


(1,621)

(1,621)

  Non-controlling interest


(129)

(9)



             

             

Total equity


14,637

15,686



             

             







 

Consolidated Statement of Comprehensive Income

For the year ended 31 December 2016



 

2016 

 

2015

Continuing operations


€'000

€'000





Revenue


10,829

11,106

Cost of sales


(8,563)

(6,267)



             

             

Gross profit


2,266

4,839

Administrative expenses


(7,927)

(6,340)



             

             

Loss from operating activities


(5,661)

(1,501)

Financial income


38

26

Financial expenses


-

(1)

Foreign exchange movement


(168)

165



             

             

Net financing expense


(130)

190



             

             

Share of loss of equity-accounted investees


-

(1,417)

Gain on disposal of equity-accounted investee


-

2,016





Loss before tax


(5,791)

(712)

Income tax credit


154

12



             

             

Loss from continuing operations


(5,637)

(700)



             

             

Discontinued operations




Profit from discontinued operations (net of tax)


-

1,370



             

             

(Loss)/profit for the year


(5,637)

670





Other comprehensive income




Items that are or may be reclassified subsequently to profit or loss:




Exchange differences on translation of foreign operations


(164)

351



             

             

Total comprehensive income for the year


(5,801)

1,021



             

             

(Loss)/profit for the year attributable to:




Equity holders of the parent


(5,517)

690

Non-controlling interest


(120)

(20)



_______

_______



(5,637)

670



             

             

Total comprehensive income for the year attributable to:




Equity holders of the parent


(5,681)

1,041

Non-controlling interest


(120)

(20)



_______

_______



(5,801)

1,021



               

             






 





Basic (loss)/profit per share in € cents


  2016

2015

From continuing operations


(1.23)

(0.24)

From continuing and discontinued operations


(1.23)

0.23





Diluted (loss)/profit per share in € cents




From continuing operations


(1.23)

(0.24)

From continuing and discontinued operations


(1.23)

0.22



             

             

 

 


 

Consolidated Statement of Changes in Equity

For year ended 31 December 2016     

 



2016

2016

2016

2016

2016

2016

2016

2016

2016



Share capital

Share premium

Share-based payment reserve

Retained earnings

Translation reserve

Other reserve

Total equity attributable to shareholders of the Company

Equity attributable to non-controlling interest

Total

Equity



€'000

€'000

€'000

€'000

€'000

€'000

€'000

€'000

€'000

Balance as at 1 January 2016


4,098

85,375

773

(73,823)

893

(1,621)

15,695

(9)

15,686

Total comprehensive income for the year










Loss for the year


-

-

-

(5,517)

-

-

(5,517)

(120)

(5,637)

Other comprehensive income











Foreign currency transaction differences


-

-

-

-

(164)

-

(164)

-

(164)



             

             

             

             

             

             

              

______

             

Total comprehensive income for the year


-

-

-

(5,517)

(164)

-

(5,681)

(120)

(5,801)



             

             

             

             

             

             

              

______

             

Transactions with owners, recorded directly in equity











Contributions by and distributions to owners











Share-based payments


-

-

345

-

-

-

345

-

345

Issuance of shares


581

3,991

-

-

-

-

4,572

-

4,572

Transaction costs arising on share issues


-

(165)

-

-

-

-

(165)

-

(165)



             

             

             

             

             

             

             

______

             

Total contributions by and distributions to owners


581

3,826

345

-

-

-

4,752

-

4,752



             

             

             

             

             

             

             

______

             

Changes in ownership interests in subsidiaries











Acquisition of subsidiary through issuance of shares


-

-

-

-

-

-

-

-

-














             

             

             

             

             

             

             

______

             

Balance at 31 December 2016


4,679

89,201

1,118

(79,340)

729

(1,621)

14,766

(129)

14,637



             

             

             

             

             

             

             

______

             
























 

 

 



2015

2015

2015

2015

 2015

2015

2015

2015

2015



Share

capital

Share premium

Share-based payment reserve

Retained earnings

Translation reserve

Other reserve

Total equity attributable to shareholders of the Company

Equity attributable to non-controlling interest

Total

Equity



€'000

€'000

€'000

€'000

€'000

€'000

€'000

€'000

€'000

Balance as at 1 January 2015


2,461

76,917

756

(74,513)

542

-

6,163

-

6,163

Total comprehensive income for the year










Profit for the year


-

-

-

690

-

-

690

(20)

670

Other comprehensive income











Foreign currency transaction differences


-

-

-

-

351

-

351

-

351



             

             

             

             

             

             

              

______

             

Total comprehensive income for the year


-

-

-

690

351

-

1,041

(20)

1,021



             

             

             

             

             

             

              

______

             

Transactions with owners, recorded directly in equity











Contributions by and distributions to owners











Share-based payments


-

-

17

-

-

-

17

-

17

Issuance of shares


70

-

-

-

-

-

70

-

70

Transaction costs arising on share issues


-

-

-

-

-

-

-

-

-



             

             

             

             

             

             

             

______

             

Total contributions by and distributions to owners


70

-

17

-

-

-

87

-

87



             

             

             

             

             

             

             

______

             

Changes in ownership interests in subsidiaries











Acquisition of subsidiary through issuance of shares


1,567

8,458

-

-

-

(1,621)

8,404

11

8,415














             

             

             

             

             

             

             

______

             

Balance at 31 December 2015


4,098

85,375

773

(73,823)

893

(1,621)

15,695

(9)

15,686



             

             

             

             

             

             

             

______

             























 

 


Consolidated Statement of Cash Flow

For year ended 31 December 2016







2016

2015



€'000

€'000

Cash flows from operating activities




(Loss)/profit for the year


(5,637)

670





Adjustments for:




Depreciation, amortisation and impairment


57

34

Foreign exchange loss/(gain) on translation


168

(165)

Financial income


(38)

(26)

Financial expense


-

1

Impairment of receivables - bad debt write-off


(36)

-

Share of loss of equity accounted investees


-

1,417

Gain on disposal of equity-accounted investee


-

(2,016)

Gain on sale of discontinued operations, net of tax


-

(1,370)

Equity settled share-based payment expenses


345

17

Taxation


(59)

(12)



_______

_______



(5,200)

(1,450)





Decrease in trade and other receivables


170

121

(Decrease) in trade and other payables


(1,314)

(1,218)



             

             



(1,144)

(1,097)



_______

_______

Net cash outflow from operating activities


(6,344)

(2,547)



             

             

Cash flows from investing activities




Proceeds from disposal of discontinued operations


-

731

Acquisition of a subsidiary, net of cash acquired


-

607

Acquisition of property, plant and equipment


(72)

(52)



             

             

Net cash inflow from investing activities


(72)

1,286



             

             

Cash flows from financing activities




Proceeds from the issue of share capital


4,406

-

Proceeds from other financial assets


2,420

-

Interest received


38

26

Interest paid


-

(1)



             

             

Net cash inflow from financing activities


           6,864

    25



             

             

Net increase/(decrease) in net cash and cash equivalents


448

(1,236)

Net cash and cash equivalents at 1 January


2,935

4,057

Effect of foreign exchange rate fluctuations on cash held


(630)

114



             

             

Net cash and cash equivalents at 31 December


2,753

2,935



             

             






 

Notes

 

1        Accounting policies

redT energy plc (the "Company") is a public company incorporated in Jersey under the Companies (Jersey) Law 1991.   The address of its registered office is 3rd floor, Standard Bank House, 47-49 La Motte Street, St Helier Jersey, JE2 4SZ.  The consolidated financial statements of the Company for the year ended 31 December 2016 comprise of the Company, its subsidiaries and associates and jointly controlled entities (together the "Group").  The Company is admitted to the AIM, a market operated by London Stock Exchange Plc.

A  Statement of compliance

These consolidated financial statements have been prepared and approved by the Directors in accordance with International Financial Reporting Standards as adopted by the European Union ("adopted IFRS").

These consolidated financial statements have been prepared in accordance with and in compliance with the Companies (Jersey) Law 1991 an amendment to which means separate parent company financial statements are not required.

These consolidated financial statements were approved by the Board on 24 April 2017.

B  Basis of preparation

The financial statements are presented in Euros, the functional currency of the Company, rounded to the nearest thousand Euros.

The preparation of financial statements in conformity with adopted IFRS requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about carrying values of assets and liabilities that are not readily apparent from other sources.  Actual results may differ from these estimates.   

The estimates and underlying assumptions are reviewed on an ongoing basis.  Revisions to accounting estimates are recognised in the year in which the estimate is revised if the revision affects only that year or in the year of the revision and future years if the revision affects both current and future years.  The most significant techniques for estimation are described in the accounting policies below and Note 15.

The accounting policies set out below have been applied consistently in the year and presented in these consolidated financial statements.  The accounting policies have been consistently applied across all Group entities for the purposes of producing these consolidated financial statements.

The financial statements have been prepared on the historical cost basis and on a going concern basis. 

The Group's business activities, together with the factors likely to affect its future development, performance and position are set out in the Financial review.  The financial position of the Group, its cash flows and liquidity position are described in the same review. In addition, Notes 23 and 24 to the financial statements include the Group's objectives, policies and processes for managing its capital; its financial risk management objectives; details of its financial instruments and its exposures to credit risk and liquidity risk.

The Group has sufficient financial resources together with long-term relationships with a number of customers and suppliers.  As a consequence, the Directors believe that the Group is well placed to manage its business risks successfully.

The Directors are satisfied that the Group has adequate resources to continue to operate for the foreseeable future. For this reason, they consider it appropriate for the financial statements to be prepared on a going concern basis.

 

Basis of consolidation 

Subsidiaries Subsidiaries are entities controlled by the Group. The Group controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. In assessing control, the Group takes into consideration potential voting rights that are currently exercisable. The acquisition date is the date on which control is transferred to the acquirer. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. Losses applicable to the non-controlling interests in a subsidiary are allocated to the non-controlling interests even if doing so causes the non-controlling interests to have a deficit balance.

Associates and jointly controlled entities Associates are those entities in which the Group has significant influence, but not control, over the financial and operating policies.  Significant influence is presumed to exist when the Group holds between 20 and 50 per cent of the voting power of another entity and the Group has rights to the net assets of the arrangement, rather than rights to its assets and obligations for its liabilities.

Associates and jointly controlled entities are accounted for using the equity method and are initially recognised at cost.  The Group's investment includes goodwill identified on acquisition, net of any accumulated impairment losses.  The consolidated financial statements include the Group's share of the income and expenses and equity movements of equity accounted investees, after adjustments to align the accounting policies with those of the Group, from the date that significant influence or joint control commences until the date that significant influence or joint control ceases.  When the Group's share of losses exceeds its interest in an equity accounted investee, the carrying amount of that interest (including any long-term investments) is reduced to nil and the recognition of further losses is discontinued except to the extent that the Group has an obligation or has made payments on behalf of the investee.

Transactions eliminated on consolidation Intra-group balances and transactions, and any unrealised income and expenses arising from intra-group transactions, are eliminated in preparing the consolidated financial statements.  Unrealised gains arising from transactions with equity accounted investees are eliminated against the investment to the extent of the Group's interest in the investee.  Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of impairment.

Business Combinations

The Group adopted IFRS 3 Business Combinations (2008) and IAS 27 Consolidated and Separate Financial Statements (2008) for all business combinations occurring in the financial year starting 1 January 2009. All business combinations occurring on or after 1 January 2009 are accounted for by applying the acquisition method. The Group adopted IFRS 3 Business Combinations (2008) and IAS 27 Consolidated and Separate Financial Statements (2008) for acquisitions of non-controlling interests occurring in the financial year starting 1 January 2009. The Group also applied IAS 27 (2008) for the disposal and acquisition of non-controlling interests that do not result in loss of control.

Acquisitions and disposals of non-controlling interests are accounted for as transactions with equity holders in their capacity as equity holders and therefore no goodwill is recognised as a result of such transactions. Previously, goodwill was recognised arising on the acquisition of a non-controlling interest in a subsidiary; and that represented the excess of the cost of the additional investment over the fair value of the interest in the net assets acquired at the date of exchange. The change in accounting policy was applied prospectively and had no material impact on earnings per share.

The Group applied IAS 27 (2008) in accounting for transactions which result in the loss of control of subsidiaries.  Under the accounting policy transactions that result in loss of control are accounted for by derecognising the previously consolidated assets and liabilities of the subsidiary and the carrying amount of any non-controlling interests in the former subsidiary and recognising the retained investment at its fair value at the date when control is lost and any consideration received. The resulting difference, including any related gains or losses previously recognised in other comprehensive income that qualify to be recycled to profit or loss, is recognised in profit or loss as a gain or loss on the disposal.

 

 

C Revenue recognition

US business

Revenue recognition on US service contracts

The US business recognises revenue on the management of the biogas facilities for which it was awarded the contract to manage following their sale in the prior year.  Revenue is recognised monthly based upon pre-agreed contractual monthly management fees.

Africa clean energy business

Revenue recognition on investment advisory services

The investment advisory business derives revenue from the two mandates which it is currently acting as investment advisers; joint advisor to Green Africa Power LLP ("GAP") and lead advisor to the Renewable Energy Performance Platform ("REPP").  Revenue is recognised monthly based upon pre-agreed contractual monthly management fees.

redT energy storage business

Revenue recognition on contract project work

Revenue is recognised in the income statement in proportion to the stage of completion of the contracted project work.  The stage of completion is assessed by reference to the overall contract value, with revenue invoiced monthly accordingly.

Revenue recognition on energy storage machine sales

Revenue from system sales is recognised when the system has been delivered, installed, and fully commissioned (system fully operating).  Only once successfully commissioned can revenue be recognised in line with standard sale of goods recognition criteria.  Where the customer has been billed in advance, revenue will be deferred and recognised as deferred income on the balance sheet until such time as the system has been fully commissioned.

Group (Other)

Revenue recognition on CDM carbon and EU ETS compliance services

The Group derives revenue from the sale of emissions allowances and offsets to its clients.  The revenue recorded is based on the sale price per emission allowance or offset, with the associated cost based upon the purchase price per emission allowance or offset subsequently sold.  The Group is acting as principle in both separate transactions, the purchase and sale of emission allowances and offsets, with revenue and cost booked simultaneously as per the transaction date.

D Goodwill

Subsidiary

Acquisition since 1 January 2009 the Group measures goodwill as the fair value of the consideration transferred including the recognised amount of any non-controlling interest in the acquiree, less the net recognised amount (generally fair value) of the identifiable assets acquired and liabilities assumed, all measured as of the acquisition date.

Consideration transferred includes the fair values of the assets transferred, liabilities incurred by the Group to the previous owners of the acquiree, and equity interests issued by the Group. Consideration transferred also includes the fair value of any contingent consideration.

A contingent liability of the acquiree is assumed in a business combination only if such a liability represents a present obligation and arises from a past event, and its fair value can be measured reliably.

The Group measures any non-controlling interest at its proportionate interest in the identifiable net assets of the acquiree.

Transaction costs that the Group incurs in connection with a business combination, such as finder's fees, legal fees, due diligence fees, and other professional and consulting fees are expensed as incurred.

 

 

Acquisitions of non-controlling interests Acquisitions of non-controlling interests are accounted for as transactions with equity holders in their capacity as equity holders and therefore no goodwill is recognised as a result of such transactions.

Subsequent measurement Goodwill is measured at cost less accumulated impairment losses. In respect of equity accounted investees, the carrying amount of goodwill is included in the carrying amount of the investment, and an impairment loss on such an investment is not allocated to any asset, including goodwill, that forms part of the carrying amount of the equity accounted investee.

Goodwill is allocated to cash-generating units and is not amortised but is tested annually for impairment.

 

E  Intangible assets

Intangible assets recognised within the balance sheet relate exclusively to 'research and development (R&D)' as part of the acquisition of the REDH business (September 2015).  The R&D related to expenditure incurred within two main categories; Technical Expertise (Personnel Costs) and Other Directly Attributable Administration Expenses, incurred by the REDH business since 2010 until the date of acquisition.  At date of acquisition, R&D was capitalised as an intangible asset.

Amortisation of the intangible assets will begin once the redT energy storage system becomes fully commercialised - for the year ended 31 December 2016 this criteria had not been fully achieved.  A review will be undertaken in 2017 to confirm the amortisation status of the intangible asset, as well as to determine the effective useful life.

 

F  Property, plant and equipment

Computer and office equipment Computer and office equipment is held at historical cost less accumulated depreciation and impairment losses.  Depreciation is charged to the income statement on a straight line basis over the estimated useful life of three years.

Leasehold improvements Leasehold improvements are held at historical cost less accumulated depreciation and impairment losses.  Depreciation is charged to the income statement on a straight line basis over the remaining life of the lease.

Project plant and equipment Project plant and equipment is held at historical cost less accumulated depreciation and impairment losses.  Depreciation is charged to the income statement on a straight line basis over the estimated useful life of the assets (3 to 25 years).

 

G  Impairment

The carrying amounts of the Group's property, plant and equipment, goodwill and other intangibles are reviewed at least annually to determine whether there is any indication of impairment. If any such indication exists, the asset's recoverable amount is estimated.  For assets that have an indefinite useful life the recoverable amount is estimated at each balance sheet date.

 

An impairment loss is recognised whenever the carrying amount of an asset or its cash-generating unit exceeds its recoverable amount. Impairment losses are recognised immediately in the income statement.  The recoverable amount is the greater of the fair value less cost of disposal and the value in use.  Value in use is calculated as the present value of estimated future cash flows discounted using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.

Impairment losses recognised in respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated to cash-generating units and then to reduce the carrying amount of the other assets in the unit on a pro-rata basis.  A cash-generating unit is the smallest identifiable group of assets that generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets.

An impairment loss is reversed when there is an indication that the impairment loss may no longer exist and there has been a change in the estimates used to determine the recoverable amount, only to the extent that the asset's carrying amount does not exceed the carrying amount that would have been determined net of depreciation and amortisation, if no impairment loss had been recognised.  An impairment loss in respect of goodwill on acquisition is not reversed.

 

H  Non-current assets held for sale and discontinued operations

A non-current asset or a group of assets containing a non-current asset (a disposal group) is classified as held for sale if its carrying amount will be recovered principally through sale rather than through continuing use, it is available for immediate sale and sale is highly probable within one year.

 

On initial classification as held for sale, non-current assets and disposal groups are measured at the lower of previous carrying amount and fair value less costs of disposal with any adjustments taken to profit or loss. The same applies to gains and losses on subsequent re-measurement although gains are not recognised in excess of any cumulative impairment loss.  Any impairment loss on a disposal group first is allocated to goodwill, and then to remaining assets and liabilities on pro rata basis, except that no loss is allocated to inventories, financial assets, deferred tax assets, employee benefit assets and investment property, which continue to be measured in accordance with the Company's accounting policies. Intangible assets and property, plant and equipment once classified as held for sale or distribution are not amortised or depreciated.

 

A discontinued operation is a component of the Company's business that represents a separate major line of business or geographical area of operations that has been disposed of or is held for sale, or is a subsidiary acquired exclusively with a view to resale. Classification as a discontinued operation occurs upon disposal or when the operation meets the criteria to be classified as held for sale, if earlier.  When an operation is classified as a discontinued operation, the comparative income statement is restated as if the operation has been discontinued from the start of the comparative period.

 

I  Foreign exchange

Foreign currency transactions

Transactions in currencies different from the functional currency of the Group entity entering into the transaction are translated at the exchange rate ruling at the date of the transaction.  Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are translated at the exchange rate ruling at that date.  Foreign exchange differences arising on translation are recognised in the income statement.  Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign currency are translated using the foreign exchange rate at the date of transaction.

FX rates (Euro) as applied in the year-end financial statements: GBP 0.8524 (2015: 0.7375), USD 1.0520 (2015: 1.0931), CNY 7.3056 (2015: 7.0973), KES 107.5315 (2015: 111.8906), TZS 2287.2827 (2015: 2357.3786), ZAR 14.4509 (2015: 16.9982).

 

J  Taxation

Tax on the profit or loss for the year comprises current and deferred tax. Tax is recognised in the income statement except to the extent that it relates to business combinations, or items recognised directly in equity, or in comprehensive income.

Current tax is the expected tax payable or recoverable on the taxable income for the year, using tax rates enacted or substantively enacted at the balance sheet date, and any adjustment to the tax payable in respect of previous years.

Deferred tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements deferred tax is determined using tax rates (and laws) that have been enacted or substantively enacted by the balance sheet date and are expected to apply when the related deferred tax asset is realised or the deferred tax liability is settled.

 

Deferred tax assets are recognised only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised.

 

 

K  Employee benefits

Employee share schemes

The Group enters into arrangements that are equity-settled share-based payments with certain employees (including Directors).  These are measured at fair value at the date of grant, which is then recognised in the income statement on a straight line basis over the vesting year, based on the Group's estimate of shares that will eventually vest.  Fair value is measured by use of an appropriate model.  In valuing equity-settled transactions, no account is taken of any vesting conditions, other than market conditions linked to the price of the shares of the Company.  The charge is adjusted at each balance sheet date to reflect the actual number of shares expected to vest based on non-market performance conditions such as Group profit targets and employment service conditions where appropriate.  The movement in cumulative charges since the previous balance sheet is recognised in the income statement, with a corresponding entry in equity. 

Where the Company grants share based payment awards over its own shares to employees of its subsidiaries it recognises the corresponding movement directly in equity and recharges in the full the share based payment charge to the relevant subsidiary.           

 

Defined contribution pension scheme

In the UK, the Group operates a defined contribution retirement benefit plan for qualifying employees.  A defined contribution plan is a post-employment benefit plan under which an entity pays fixed contributions into a separate entity and will have no legal or constructive obligation to pay further amounts.  Obligations for contributions to defined contribution pension plans are recognised as an employee benefit expense in profit or loss when they are due

 

L  Operating segments

An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur expenses, including revenues and expenses that relate to transactions with any of the Group's other components. All operating segments' operating results are reviewed regularly by the Group's CEO to make decisions about resources to be allocated to the segment and assess its performance, and for which discrete financial information is available.

 

Segment results that are reported to the CEO include items directly attributable to a segment as well as those that can be allocated on a reasonable basis. Unallocated items comprise mainly corporate assets, corporate expenses, and income tax assets and liabilities.

Segment capital expenditure is the total cost incurred during the year to acquire property, plant and equipment, and intangible assets other than goodwill.

M  Earnings per share

The Group presents basic and diluted earnings per share ("EPS") data for its ordinary shares. Basic EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares outstanding during the year.

Diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding for the effects of all dilutive potential ordinary shares, which comprise convertible notes and share options granted to employees.

N  Provisions

A provision is recognised if, as a result of a past event, the Group has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefit will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability.

O  Leased assets

Payments made under operating leases are recognised in profit or loss on a straight-line basis over the term of the lease. Lease incentives received are recognised as an integral part of the total lease expense, over the term of the lease.

Leases where the group has substantially all the risks and rewards of ownership are classified as finance leases. Finance leases are capitalised at the lease's commencement at the lower of the fair value of the leased property and the present value of the minimum lease payments.

Minimum lease payments made under finance leases are apportioned between the finance expense and the reduction of the outstanding liability. The finance expense is allocated to each period during the lease term so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Contingent lease payments are accounted for by revising the minimum lease payments over the remaining term of the lease when the lease adjustment is confirmed.

 

Determining whether an arrangement contains a lease

At inception of an arrangement, the Group determines whether such an arrangement is or contains a lease. A specific asset is the subject of a lease if fulfilment of the arrangement is dependent on the use of that specified asset. An arrangement conveys the right to use the asset if the arrangement conveys to the Group the right to control the use of the underlying asset.

At inception or upon reassessment of the arrangement, the Group separates payments and other consideration required by such an arrangement into those for the lease and those for other elements on the basis of their relative fair values. If the Group concludes for a finance lease that it is impracticable to separate the payments reliably, then an asset and a liability are recognised at an amount equal to the fair value of the underlying asset. Subsequently the liability is reduced as payments are made and an imputed finance charge on the liability is recognised using the Group's incremental borrowing rate.

P  Finance income and expense

Finance income comprises interest income on surplus funds, unwinding of the discount on provisions and accrued costs. Interest income is recognised as it accrues in profit or loss using the effective interest method.

Finance expenses comprise interest expense on borrowings, finance leases and unwinding of the discount on provisions and accrued costs.  All borrowing costs are recognised in profit or loss using the effective interest method.        

Foreign currency gains and losses arising from a group of similar transactions are reported on a net basis.

Q  Non-derivative financial assets

The Group has the following non-derivative financial assets: cash and cash equivalents, trade and other receivables and other financial assets.  Such financial assets are recognised initially at fair value and subsequently carried at amortised cost and assessed for impairment at the end of each financial period.

R  Non-derivative financial liabilities

The Group has the following non-derivative financial liabilities: trade and other payables and payments on account.  Such financial liabilities are recognised initially at fair value plus any directly attributable transaction costs. Subsequent to initial recognition these financial liabilities are measured at amortised cost using the effective interest method.

S  New accounting standards and interpretations

 

(a) New standards, amendments and interpretations

No new standards, amendments or interpretations, effective for the first time for the financial year beginning on or after 1 January 2016 have had a material impact on the group or parent company.

(b) New standards, amendments and interpretations not yet adopted

A number of new standards and amendments to standards and interpretations are effective for annual periods beginning after 1 January 2016, and have not been applied in preparing these financial statements. None of these is expected to have a significant effect on the financial statements of the group or parent company, except the following, set out below:

IFRS 9, 'Financial instruments', addresses the classification, measurement and recognition of financial assets and financial liabilities. It replaces the guidance in IAS 39 that relates to the classification and measurement of financial instruments.  IFRS 9 retains but simplifies the mixed measurement model and establishes three primary measurement categories for financial assets: amortised cost, fair value through OCI and fair value through P&L. The basis of classification depends on the entity's business model and the contractual cash flow characteristics of the financial asset. Investments in equity instruments are required to be measured at fair value through profit or loss with the irrevocable option at inception to present changes in fair value in OCI not recycling. There is now a new expected credit losses model that replaces the incurred loss impairment model used in IAS 39.  For financial liabilities there were no changes to classification and measurement except for the recognition of changes in own credit risk in other comprehensive income, for liabilities designated at fair value through profit or loss. IFRS 9 relaxes the requirements for hedge effectiveness by replacing the bright line hedge effectiveness tests. It requires an economic relationship between the hedged item and hedging instrument and for the 'hedged ratio' to be the same as the one management actually uses for risk management purposes. Contemporaneous documentation is still required but is different from that currently prepared under IAS 39. The standard is effective for accounting periods beginning on or after 1 January 2018. Early adoption is permitted, subject to EU endorsement. The impact of IFRS 9 is being assessed by management. The main impact is likely to arise from the implementation of the expected loss model although full quantification of this impact is still underway.

IFRS 15, 'Revenue from contracts with customers' deals with revenue recognition and establishes principles for reporting useful information to users of financial statements about the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity's contracts with customers. Revenue is recognised when a customer obtains control of a good or service and thus has the ability to direct the use and obtain the benefits from the good or service. The standard replaces IAS 18 'Revenue' and IAS 11 'Construction contracts' and related interpretations. The standard is effective for annual periods beginning on or after 1 January 2018 and earlier application is permitted, subject to EU endorsement.  The impact of IFRS 15 is being assessed by management. Implementation of IFRS15 requires a thorough review of existing contractual arrangements. At present, the directors anticipate there may be some changes in the recognition of royalty income leading to earlier recognition of some income although the amounts involved are relatively immaterial. The transition work in respect of other areas is on-going but has not, as yet, highlighted potentially material adjustments.

IFRS 16, 'Leases' addresses the definition of a lease, recognition and measurement of leases and establishes principles for reporting useful information to users of financial statements about the leasing activities of both lessees and lessors. A key change arising from IFRS 16 is that most operating leases will be accounted for on balance sheet for lessees. The standard replaces IAS 17 'Leases', and related interpretations. The standard is effective for annual periods beginning on or after 1 January 2019 and earlier application is permitted, subject to EU endorsement and the entity adopting IFRS 15 'Revenue from contracts with customers' at the same time. The full impact of IFRS 16 has not yet been assessed.

2          Segmental reporting

 

Operating segments

The Group reports these results in line with the following main reporting segments:

 

1.   redT: redT develops and supplies durable and robust energy storage machines based upon a proprietary vanadium redox flow technology for on and off-grid applications.  This operating segment also contains the corporate costs of the Group.

 

2.     Camco: Camco business segment comprises of Africa, US and Carbon.  Camco Africa manages two investment advisory mandates; a co-advisory mandate to Green Africa Power LLP (GAP) through our partner EISER Infrastructure Partners LLP, and Renewable Energy Performance Platform (REPP) mandate in partnership with Greenstream Network Ltd.  The US is comprised of the management of the previously disposed biogas assets via a service contract agreement.  Carbon contains the EU ETS Compliance Services business. 

Inter segment transactions are carried out at arm's length.


Operating segments


redT

Camco

Consolidated











2016

2015

2016

2015

2016

2015



€'000

€'000

€'000

€'000

€'000

€'000

Segment revenue


302

426

10,527

10,680

10,829

11,106

Segment gross margin


(1,540)

256

3,806

4,583

2,266

4,839

Segment administrative expenses


(4,680)

(3,037)

(2,875)

(3,286)

(7,555)

(6,323)

Segment result


(6,220)

(2,781)

931

1,297

(5,289)

(1,484)

Impairment of receivables


-

-

36

-

36

-

Share-based payments






(408)

(17)

Results from operating activities






(5,661)

(1,501)

Finance income






38

26

Finance expense






-

(1)

Foreign exchange movement






(168)

165

Share of loss of equity accounted investees






-

(1,417)

Gain on original investment






-

2,016

Taxation






154

12

Gain from discontinued operation






-

1,370

(Loss)/profit for the year






(5,637)

670









Segment assets


17,387

15,866

1,924

6,150

19,311

22,016

Total assets


17,387

15,866

1,924

6,150

19,311

22,016









Segment liabilities


(4,100)

(5,009)

(574)

(1,321)

(4,674)

(6,330)

Total liabilities


(4,100)

(5,009)

(574)

(1,321)

(4,674)

(6,330)









Capital expenditure


72

48

-

-

72

48

Depreciation


53

32

4

2

57

34

 

 


3.   Revenue

By reporting segments:







2016 

2015 


€'000

€'000

redT

302

426

Camco

10,527

10,680


             

             

Total revenue

10,829

11,106


             

             

 

 

4.   Expenses and auditor's remuneration

Included in comprehensive income are the following:





2016 

2015 


€'000

€'000




Depreciation of property, plant and equipment - owned assets

57

34

Operating lease rental - land and buildings

211

260

Share-based payments

408

17

 

Services provided by the Group's auditor:

During the year the Group obtained the following services from the Company's auditor, PricewaterhouseCoopers LLP (2015: KPMG LLP):

 


2016 

2015 


€'000

€'000




Audit of these financial statements

62

108

Amounts receivable by auditors and their associates in respect of:



Audit of financial statements of subsidiaries pursuant to legislation

11

19


             

             

Total services

73

127


             

             

 

 

 

5.   Staff numbers and costs

The average number of persons employed by the Group (including Executive Directors) during the year, analysed by category, was as follows:



Number of employees





 

 




2016

2015






redT



24

8

Camco



19

41




             

             




43

49




             

             

 

The aggregate payroll costs of continuing operations were as follows:









2016 

2015 




€'000

€'000






Wages and salaries



3,674

3,527

Share-based payments



408

17

Social security costs



381

266

Contributions to defined contribution plans


48

6




             

             




4,511

3,816




             

             

 

Wages and salaries shown above include salaries paid in the year and bonuses relating to the year. These costs are charged within administration expenses.

 

6.   Share-based payments

The Group operated share-based incentive plans called the Long-Term Incentive Plan (the "LTIP"), the Camco 2006 Executive Share Plan, and the 2015 redT Employee Share Plan.  The expense recognised in respect to the plans is set out below.

 

 


2016 

2015 


€'000

€'000




2015 redT Employee Share Plan

345

17

NIC on exercised options - Camco 2006 Executive Share Plan

63

-


             

             


408

17


             

              

 

 

7.   Net finance income





2016 

2015 


€'000

€'000

Finance income



Interest on bank deposits

11

26

Interest on loan note

27

-


             

             


38

26


             

             

Finance expense



Interest

-

(1)


             

             


-

(1)


             

             

Foreign exchange movements

(168)

165


             

             

Net finance income

(130)

190


             

             

 

8.   Investments in Associates and Joint Ventures

 

Investments in Associates and Joint ventures held on Balance Sheet are as follows;

 




REDH

REDH




2016

2015




€'000

€'000

Balance at 1 January



-

2,533

Share of loss



-

(1,417)

Disposal of original investment



-

(1,188)

Foreign exchange movement



-

72




             

             

Balance as 31 December



-

-




             

             

 

 

During 2015 the Group reached agreement to acquire REDH shares that it did not already own or control.  Following the transaction on 29 September 2015, the Group had effective voting control over 100% of the shares in REDH and an economic interest of 90% in REDH.  The share acquisition resulted in a net gain on original investment of €2.0m being recorded in the Income Statement.  Further share acquisitions increased the economic interest held by the Group to 99.7% by 31 December 2015.

9.   Assets held for sale and discontinued operations

 

Summary results of discontinued operations - Group







2016

2015


€'000

€'000

US biogas income statement

-

(371)

US biogas net gain from disposal

-

2,042

Kenya income statement net of FV loss on assets

-

(160)

Tanzania income statement net of FV loss on assets

-

(141)


             

             

Profit for the year

-

1,370


             

             

 

Discontinued operations

 

The Group sold its US biogas business on 23 December 2015 following previous announcements that the Board was exploring strategic alternatives to realise additional value from its US business activities.  Due to the timing of the transaction, there was no requirement to classify the related assets and liabilities as held for sale.  The US biogas business was sold for €4.1m, with €1.7m received in cash immediately and the remaining €2.4m being received in full post 31 December 2015. Outstanding loans and borrowings were transferred to the buyer as part of the sale (loans were secured against the related US biogas facilities).  Tax on disposal was €0.1m. The Group incurred disposal costs of €0.3m in relation to advisor and legal fees.  These costs have been included in administration expenses in the statement of comprehensive income.

 

 

Results of the discontinued operation - US biogas:







2016 

2015 


€'000

€'000

Revenue

-

4,008

Expenses

-

(4,379)

Tax on profit

-

-


             

             

(Loss)/profit for the year

-

(371)


             

             

  

Cash flows from / (used in) discontinued operation - US biogas:







2016 

2015 


€'000

€'000

Net cash used in operating activities

-

1,887

Net cash used in investing activities

-

-

Net cash from financing activities

-

(918)


             

             

Net cash from discontinued operations

-

969


             

             

 

Effect of the disposals on individual assets and liabilities - US biogas:





2016 

2015 


€'000

€'000

Property, plant and equipment

-

17,288

Prepayments and accrued income

-

1,122

Trade and other receivables

-

631

Cash and cash equivalents

-

945

Current tax liability

-

-

Trade and other payables

-

(210)

Loans and borrowings

-

(13,113)

Deferred income

-

(4,731)


             

             

Net identifiable assets and liabilities

-

1,932

Consideration received (net of tax)

-

(3,974)


             

             

Net gain from disposal (discontinued operations)

-

2,042


             

             

 

 

Assets held for sale

 

As at the 31 December 2015 the Group had entered into two separate Sale and Purchase Agreements (SPA) to sell its Camco Advisory Services (Kenya) Ltd and Camco Advisory Services (Tanzania) Ltd businesses, both of which operated under the Africa Clean Energy reporting segment.  The Group strategy for the Africa reporting segment involves the growth of its funds advisory business.  The current Kenya and Tanzania consulting businesses focuses on adaption and land use policy consulting and is therefore non-core to the business strategy.

 

Given the limited asset value, recent trading history, and the geographical challenges of both businesses, management has agreed to the sale of both entities to existing entity Directors, which allows the Group to exit both businesses efficiently and effectively.  The SPA's record the consideration amounts for each entity to be - Kenya $1 / Tanzania TZS 100,000,000 (€40,000).  Although set at an initial consideration of TZS 100,000,000 for the Tanzania entity, this is in order to comply with local law, and it is the consensus and agreement of all parties that only the equivalent of $1 will be settled.  The SPA's remain subject to the completion and filing of the audited financial statements for the local entities, and the local revenue authorities sanctioning the share transfers.

 

In view of the market value that can be attributed to be entities, and using this as the recognised basis for measurement of the carrying value of the assets and liabilities, a fair value write down of the assets was recorded at 31 December 2015, with both entities holding an assets held for sale at a nominal value of $1.

 

Results of the discontinued operation - Kenya:







2016

2015


€'000

€'000

Revenue

-

804

Expenses

-

(934)

Tax on profit

-

-

(Loss) recognised on FV of assets

-

(30)


             

             

(Loss)/profit for the year

-

(160)


             

             

 

Cash flows from / (used in) discontinued operation - Kenya:







2016 

2015 


€'000

€'000

Net cash used in operating activities

-

(37)

Net cash used in investing activities

-

-

Net cash from financing activities

-

-


             

             

Net cash (used in) / from discontinued operations

-

(37)


             

             

 

Assets / liabilities classified as held for sale - Kenya:







2016 

2015 


€'000

€'000

Property, plant and equipment

-

11

Prepayments and accrued income

-

103

Trade and other receivables

-

21

Cash and cash equivalents

-

51

Current tax liability

-

(62)

Trade and other payables

-

(85)

Loans and borrowings

-

-

Deferred income

-

(9)


             

             

Net identifiable assets and liabilities

-

30

(Loss) recognised on FV of assets

-

(30)


             

             

Carrying value of assets

-

-


             

             

 

 

Results of the discontinued operation - Tanzania:







2016 

2015 


€'000

€'000

Revenue

-

16

Expenses

-

(132)

Tax on profit

-

-

(Loss) recognised on FV of assets

-

(25)


             

             

(Loss)/profit for the year

-

(141)


             

             

 

Cash flows (used in) / from discontinued operation - Tanzania:







2016 

2015


€'000

€'000

Net cash used in operating activities

-

(113)

Net cash used in investing activities

-

-

Net cash from financing activities

-

-


             

             

Net cash (used in) / from discontinued operations

-

(113)


             

             

 

Assets / liabilities classified as held for sale - Tanzania:







2016 

2015 


€'000

€'000

Property, plant and equipment

-

-

Prepayments and accrued income

-

85

Trade and other receivables

-

107

Cash and cash equivalents

-

5

Current tax liability

-

(82)

Trade and other payables

-

(85)

Loans and borrowings

-

-

Deferred income

-

(5)


             

             

Net identifiable assets and liabilities

-

25

(Loss) recognised on FV of assets

-

(25)


             

             

Carrying value of assets

-

-


             

             

 

10.  Profit / (loss) per share

Loss per share attributable to equity holders of the Company is calculated as follows:





2016 

2015 


€ cents per share

€ cents per share

Basic profit/(loss) per share



From continuing operations

(1.23)

(0.24)

From continuing and discontinued operations

(1.23)

0.23


                      

                      

 

Diluted profit/(loss) per share



From continuing operations

(1.23)

(0.24)

From continuing and discontinued operations

(1.23)

0.22


                      

                      




Profit/(loss) used in calculation of basic and diluted loss per share

€'000

€'000

From continuing operations

(5,637)

(700)

From continuing and discontinued operations

(5,637)

670




Weighted average number of shares used in calculation



Basic

459,941,919

287,839,087

Diluted

459,941,919

300,195,730


                      

                      

Basic loss per share is calculated by dividing the loss attributable to equity holders of the Group by the weighted average number of ordinary shares in issue during the period.

Diluted loss per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential shares.

Where the inclusion of potentially issuable shares decreases the loss per share (anti-dilutive), the potentially issuable shares have not been included.  This was the situation for the 2016 calculations, and the continuing operations calculations for 2015, with only continuing and discontinued operations showing a true diluted € cents per share.

 

Weighted average number of shares used in calculation - basic and diluted





2016

2015


Number

Number

Number in issue at 1 January

409,833,227

246,135,113

Effect of share options exercised

3,923,709

6,309,589

Effect of shares issued in the year

46,184,983

35,394,385


                      

                      

Weighted average number of basic shares at 31 December

459,941,919

287,839,087


                     

                     

Effect of share options granted not yet exercised

-

12,356,643


                     

                     

Weighted average number of diluted shares at 31 December

459,941,919

300,195,730


                     

                     

 

 

11.  Directors' share interests

 




2016

2015




Number

Number

Executive Directors





Scott McGregor

11,973,126

11,973,126






Non-executive Directors





John Ward



97,419,319

-

Jonathan Marren



7,743,815

4,700,000

Jeffrey Kenna



2,162,325

2,162,325

Michael Farrow



86,230

86,230

12.  Property, plant and equipment


Computer and office equipment

Property plant & equipment

Total


€'000

€'000

€'000





Cost at 1 January 2016

334

-

393

Additions 

52

20

-

72

Disposals

(77)

-

-

(77)

Acquired through business combination

-

-

-

-

Effect of movements in foreign exchange

3

-

-

3


             

             

             

             

Cost at 31 December 2016

312

-

391


             

             

             

             

Accumulated depreciation at 1 January 2016

(282)

(10)

-

(292)

Charge for the year 

(40)

(17)

-

(57)

Charge for the year - discontinued operations

-

-

-

-

Disposals

78

-

-

78

Effect of movements in foreign exchange

(10)

(7)

-

(17)


             

             

             

             

Accumulated depreciation at 31 December 2016

(254)

(34)

-

(288)


             

             

             

             

Net book value at 31 December 2016

58

45

-

103


             

             

             

             

Net book value at 31 December 2015

52

49

-

101


             

             

             

             

 

13.  Intangible fixed assets

Goodwill - Subsidiary acquisition (REDH)







2016 

2015 


€'000

€'000

Cost at 1 January

8,167

-

Acquisitions

-

8,167


             

             

Cost at 31 December

8,167

8,167


             

             

 

 

 

Intangible assets - R&D (REDH)







2016 

2015 


€'000

€'000

Cost at 1 January

6,822

-

Acquisitions

-

6,822


             

             

Cost at 31 December

6,822

6,822


             

             

 

Total Goodwill & Intangible Assets







2016 

2015 


€'000

€'000

Cost at 1 January

14,989

-

Acquisitions

-

14,989


             

             

Cost at 31 December

14,989

14,989


             

             

 

Amortisation

 

Amortisation of the intangible asset (excluding goodwill) will begin once the redT energy storage system becomes fully commercialised - for the year ended 31 December 2016 this criteria had not yet been achieved.  A review will be undertaken in 2017 to confirm the amortisation status of the intangible asset, as well as to determine the effective useful life.

 

Goodwill is not amortised, but tested annually for impairment.

 

Impairment testing

 

Goodwill and indefinite life intangible assets considered significant in comparison to the Group's total carrying amount of such assets have been allocated to the REDH cash generating units.  The Group conducted a formal review to determine whether the carrying value of intangible assets, including goodwill, can be supported.  The impairment review comprises a comparison of the carrying amount of the intangible assets with the Net Present Value of future discounted cash flows, using a Value in use calculation, for which the recoverable amount exceeds its carrying amount.

 

The Group prepared cash flow forecasts derived from the most recent financial results and 5 year budget projection approved by management and the Board, which on a discounted cash flow basis, is greater than the carrying value of the intangible assets held. The key assumptions for the Net Present Value calculation were; pre-tax discount rate 23% and growth rate beyond forecast period 2%.  A reduction in the growth rate beyond forecast period from 2% to 1% would reduce the excess of the recoverable amount, however still resulting in an overall excess amount exceeding the carrying value.

 

 

14.  Prepayments and accrued income


2016 

2015 


€'000

€'000




Prepayments

409

247

Accrued income

100

134


             

             


509

381


             

             

 

 

15.  Trade and other receivables


2016 

2015 


€'000

€'000




Trade receivables

573

820

Other receivables

202

238


             

             


775

1,058


             

             

 

 

16.  Other financial assets


2016 

2015 


€'000

€'000




Loan note receivable

-

2,420


             

             


-

2,420


             

             

 

The Group sold its US biogas business on 23 December 2015 for €4.1m, with €1.7m received in cash immediately and the remaining €2.4m being received as a loan note which was paid in full 29 January 2016.

 

 

17.  Cash and cash equivalents

 


2016 

2015 


€'000

€'000




Cash on deposit

2,753

2,935


             

             

Cash and cash equivalents in the cash flow statement

2,753

2,935


             

             

 

 

18.  Trade and other payables

 


2016 

2015 


€'000

€'000




Trade payables

1,782

185

Other payables

2,190

5,337


               

               


3,972

5,522


               

               

 

19.  Deferred income





2016

2015





€'000

€'000







Non-current liabilities






Deferred income




222

250





               

               





222

250





               

               

Current liabilities






Deferred income




480

408





               

               





480

408





               

               

 

 

20.  Issued share capital and reserves



Number


Number




2016

2016

2015

2015



'000

€'000

'000

€'000

Authorised












Ordinary shares of €0.01


1,250,000

12,500

1,250,000

12,500



                

                

                

                

Issued and fully paid






All ordinary shares of €0.01 (all classified in shareholders' funds)






Issued on 1 January


409,833

4,098

246,135

2,461

Issued in the year


58,096

581

163,698

1,637



               

               

               

               

Issued at 31 December


467,929

4,679

409,833

4,098



               

               

               

               

 

 

 

21.  Related parties

The Group's related business partner is Consortia Secretaries Limited which is 100% owned by Consortia Partnership Limited ("Consortia") who have been appointed Company Secretary.  Michael Farrow, a non-executive Director of the Company, is a Director of Consortia. The amounts charged to administration expenses in respect of these services are shown in the table below.

 

Income statement










2016

2015





€'000

€'000







Administrative expenses:






Consortia Partnership Limited




38

46

 

Balance sheet










2016

2015





€'000

€'000







Trade and other payables:






Consortia Partnership Limited




-

-

 

Business disposals

The Group has two Sale and Purchase Agreements (SPA) in place as at 31 December 2016 (pending completion conditions) to sell its shareholding in the following entities:

Camco Advisory Services (Kenya) Limited

Camco Advisory Services (Tanzania) Limited

Both SPA's have been entered into by the Group with a current standing Director of each of the entities.

 

22.  Post balance sheet events

redT energy raised £14.88 million (before expenses) through a placing of 185,994,530 ordinary shares on 3 January 2017.  The number of ordinary shares in issue and the total voting rights in the Group following the placing is 653,923,424.

As part of the share raise Neil O'Brien, a non-executive Director, purchased 625,000 shares of €0.01 each in the capital of the Company at a price of 8.0 pence per ordinary share.

Following completion of the above post balance sheet event, as at 31 March 2017 the Group held €17.2m in available cash.

 

23.  Posting of 2016 Annual Report and Accounts and availability on website

The 2016 Annual Report will be posted to shareholders on 25 April 2017 and will be available on the Company's website www.redtenergy.com shortly.

 


This information is provided by RNS
The company news service from the London Stock Exchange
 
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