Final Results
Ethanol Investments PLC
29 June 2007
Ethanol Investments plc
('EI' or 'the Company')
Final results for the twelve months ended 31 December 2006
The Board of Ethanol Investments plc ('EI' or the 'Company'), the AIM-quoted
bio-fuels investment company, is pleased to announce its final results for the
twelve months ended 31 December 2006.
Highlights
• Change of name for the Company to Ethanol Investments plc
• Change of investment strategy to focus on building a broad portfolio of
businesses within the ethanol industry, primarily in North America and
Europe
• First investment made, highlighting ability of the company to source
attractive international investment opportunities.
• Investment in TMO Renewables Limited ('TMO'), a world leader in novel
ethanol fermentation technology for a total consideration of approximately
£500,000. The subscription is part of a pre-IPO placing by TMO
• Careful cash control resulted in net cash of £695,000 as at 31st
December 2006
• Pre- and post-tax loss of £213,000 in the period ending 31st December
2006
Peter Greensmith, Chairman of Ethanol Investments plc comments: 'Your Board is
pleased with the progress being made by our first investment, TMO Renewables,
towards its stated goal of an Initial Public Offering on AIM. We continue to
explore several other similar investment opportunities, and shareholders can
expect news on the outcome of these discussions over the next quarter.'
Chairman's Statement
2006 has been a busy year for your Company. At the end of the period, following
an extensive period of due diligence, your Company agreed to make it's first
investment since our change of strategy was announced in June last year, TMO
Renewables.
I am pleased to report that TMO has made meaningful commercial and financial
progress since the announcement of our stake purchase, with further capital
being raised by the Company, completing its pre-IPO funding requirements. We are
increasingly confident that this investment will deliver a substantial return in
the near future.
On the wider front, your Board continues to explore several other investment
opportunities in the ethanol services market. However, valuations still remain,
in your Board's opinion, unrealistically high, and have failed to adjust to
reflect the corrections in valuation and outlook which we have seen in the wider
ethanol production marketplace, particularly in the United States.
Your Board believes that such valuation imbalances may correct themselves over
the near-term, particularly if the US ethanol market remains under sustained
feedstock pricing pressures. However, we are determined not to stand still and
await such developments. Your Board has thus extended its focus, to seek
additional investments in the broader cleantech, renewable energy sector.
I am pleased to report that we are presently undertaking due diligence in
connection with a possible acquisition of a portfolio of assets in the cleantech
sector. Should any such investments be made, as well as seeking your approval
for any refinement in investment strategy, I can assure shareholders that they
will be of the same quality and international standing as that of TMO.
Results
The profit and loss account shows the loss for the period.
During the period under review, and until the completion of the next round of
investments, your Board has also ensured that costs within the business remain
under strict control, with directors taking no salaries or fees.
The directors do not recommend the payment of a dividend for the period.
Directors' Report
for the year ended 31 December 2006
The Directors present their report and the financial statements for the year
ended 31 December 2006. The financial statements have been prepared in
accordance with International Financial Reporting Standards ('IFRS') for the
first time.
Change of name
The Company changed its name from Enition Plc to Ethanol Investments Plc on 1
August 2006.
Principal activity
The principal activity of the Company is investment.
Business review
A review of the business and future developments can be found in the Chairman's
Statement on page 2.
Results for the year and dividends
The loss for the year after taxation was £213,000 (2005: £303,000). The
Directors do not recommend the payment of a dividend.
Post balance sheet events
In January 2007, the Company invested £500,000 in TMO Renewables Limited, a
company that is a world leader in ethanol fermentation technology. The Company's
shareholding represents less than 5% of TMO's total issued share capital.
Directors
The Directors during the year were:
P J Greensmith
J H Stirling
J A C Teichman (resigned 25 July 2006)
E V Myers (resigned 25 July 2006)
Directors' interests
The Directors who held office at 31 December 2006 had the following interests in
the Company's shares:
At 31 December 2006 At 31 December 2005
Ordinary shares of 0.0025p Ordinary shares of 0.0025p
P J Greensmith 25,144,370 25,144,370
J H Stirling 25,144,370 25,144,370
Supplier payment policy
The Company's policy is to agree terms of payment with suppliers when agreeing
the terms of each transaction and then to abide by the terms of payment. Trade
creditor days at the end of 2006 were 75 days (2005: 43 days).
Financial risk management
Details of the Company's financial instruments and its policies with regard to
financial risk management are given in note 17.
Disclosure of information to auditors
The Directors who were in office on the date of approval of these financial
statements have confirmed that, as far as they are aware, there is no relevant
audit information of which the auditors are unaware. Each of the directors have
confirmed that they have taken all the steps that they ought to have taken as
Directors in order to make themselves aware of any relevant audit information
and to establish that it has been communicated to the auditors.
Auditors
Nexia Smith & Williamson, who were appointed auditors during the year following
the resignation of Horwath Clarke Whitehill LLP, have expressed their
willingness to continue in office and a resolution to re-appoint them will be
proposed at the next Annual General Meeting.
Approved by the board of directors
and signed on behalf of the board
Jonathan Bradley-Hoare
Secretary
28 June 2007
Corporate governance statement
for the year ended 31 December 2006
The requirements of the Combined Code of corporate governance set out in the
listing rules of the Financial Services Authority are not mandatory for
companies traded on AIM. However, the Directors have considered and adopted the
requirements where they have been considered them appropriate.
Board of Directors and Board Committees
The Board of Directors is responsible for the Company's system of corporate
governance. The role of the non-executive directors is to bring their judgement
to Board discussions and decisions.
The Board met regularly throughout the year. It has a schedule of matters
referred to it for decision, which includes strategy and future developments,
allocation of financial resources, investments, annual and interim results, and
risk management. The Company has two Board committees, which operate within
defined terms of reference.
Audit Committee
The Audit Committee reviews half year and full year results. In addition, the
Audit Committee monitors the framework of internal control.
Remuneration Committee
The Remuneration Committee reviews the remuneration of the Board and considers
the grant of options and payment of performance related bonuses.
Internal financial control
The Directors are responsible for ensuring that the Company maintains a system
of internal financial control to provide them with reasonable assurance
regarding the reliability of financial information used within the business and
that the assets are safeguarded. There are inherent limitations in any system of
internal financial control. On the basis that such a system can only provide
reasonable but not absolute assurance against material misstatement or loss and
that it relates only to the needs of the business at the time, the system as a
whole was found by the directors at the time of approving the accounts to be
generally appropriate to the size of the business.
Going concern
The Directors have a reasonable expectation that the Company has adequate
resources to continue in operational existence for the foreseeable future and
they have therefore adopted a going concern basis in preparing the accounts.
Statement of directors' responsibilities.
The Directors are responsible for preparing the Annual Report and the financial
statements in accordance with applicable United Kingdom law and the
International Financial Reporting Standards (IFRS) as adopted by the European
Union.
The Directors are required to prepare financial statements for each financial
year which present fairly the financial position of the Company and the
financial performance and cash flows of the Company for that period. In
preparing those financial statements, the Directors are required to:
- select suitable accounting policies and then apply them consistently;
- present information, including accounting policies, in a manner that provides
relevant, reliable, comparable and understandable information;
- provide additional disclosures when compliance with the specific requirements
in IFRS is insufficient to enable users to understand the impact of particular
transactions, other events and conditions on the entity's financial position
and financial performance; and
- state that the Company has complied with IFRS, subject to any material
departures disclosed and explained in the financial statements.
The Directors are responsible for keeping proper accounting records which
disclose with reasonable accuracy at any time the financial position of the
Company and enable them to ensure that the financial statements comply with the
Companies Act 1985. They are also responsible for safeguarding the assets of the
Company and hence for taking reasonable steps for the prevention and detection
of fraud and other irregularities.
The Directors confirm that they have complied with these requirements and,
having a reasonable expectation that the Company has adequate resources to
continue in operational existence for the foreseeable future, continue to adopt
the going concern basis in preparing the financial statements.
Approved by the board of directors
and signed on behalf of the board
Jonathan Bradley-Hoare
Secretary
28 June 2007
Independent auditors' report to the shareholders of Ethanol Investments plc
We have audited the financial statements of Ethanol Investments plc for the year
ended 31 December 2006 which comprise the Income Statement, the Balance Sheet,
the Statement of Changes in Equity, the Cash Flow Statement and the related
notes 1 to 18. These financial statements have been prepared under the
accounting policies set out therein.
This report is made solely to the Company's members, as a body, in accordance
with Section 235 of the Companies Act 1985. Our audit work has been undertaken
so that we might state to the Company's members those matters we are required to
state to them in an auditors' report and for no other purpose. To the fullest
extent permitted by law, we do not accept or assume responsibility to anyone
other than the Company and the Company's members as a body, for our audit work,
for this report, or for the opinions we have formed.
Respective responsibilities of directors and auditors
As described in the Statement of Directors' Responsibilities the company's
directors are responsible for preparing the Annual Report and the financial
statements in accordance with applicable law and International Financial
Reporting Standards (IFRS) as adopted by the European Union applied in
accordance with the provisions of the Companies Act 1985.
Our responsibility is to audit the financial statements in accordance with
relevant legal and regulatory requirements and International Standards on
Auditing (UK and Ireland).
We report to you our opinion as to whether the financial statements give a true
and fair view and are properly prepared in accordance with the Companies Act
1985. We report to you whether in our opinion the information given in the
Directors' Report is consistent with the financial statements. We also report to
you if, in our opinion, the Company has not kept proper accounting records, if
we have not received all the information and explanations we require for our
audit, or if the information specified by law regarding Directors' remuneration
and transactions with the company is not disclosed.
We read other information contained in the Annual Report and consider whether it
is consistent with the audited financial statements. This other information
comprises only the Directors' Report and the Chairman's Statement. We consider
the implications for our report if we become aware of any apparent misstatements
or material inconsistencies with the financial statements. Our responsibilities
do not extend to any other information.
Basis of audit opinion
We conducted our audit in accordance with International Standards on Auditing
(UK and Ireland) issued by the Auditing Practices Board. An audit includes
examination, on a test basis, of evidence relevant to the amounts and
disclosures in the financial statements. It also includes an assessment of the
significant estimates and judgements made by the Directors in the preparation of
the financial statements, and of whether the accounting policies are appropriate
to the Company's circumstances, consistently applied and adequately disclosed.
We planned and performed our audit so as to obtain all the information and
explanations which we considered necessary in order to provide us with
sufficient evidence to give reasonable assurance that the financial statements
are free from material misstatement, whether caused by fraud or other
irregularity or error. In forming our opinion we also evaluated the overall
adequacy of the presentation of information in the financial statements.
Opinion
In our opinion:
•the financial statements give a true and fair view, in accordance with
IFRS as adopted by the European Union and applied in accordance with the
provisions of the Companies Act 1985, of the state of the Company's affairs
as at 31 December 2006 and of the Company's loss for the year then ended;
•the financial statements have been properly prepared in accordance with
the Companies Act 1985; and
•the information given in the Directors' Report is consistent with the
financial statements.
Nexia Smith & Williamson 25 Moorgate
Chartered Accountants London
Registered Auditors EC2R 6AY
Date
Income Statement
for the year ended 31 December 2006
2006 Restated
2005
Notes £'000 £'000
Revenue - -
Administrative expenses (249) (279)
------ --------
Operating loss 2 (249) (279)
Interest receivable 5 36 1
Interest payable 5 - (25)
------ --------
Loss before taxation (213) (303)
Taxation 6 - -
------ --------
Loss attributable to equity shareholders (213) (303)
====== ========
Earnings per share
Basic and fully diluted loss per share 7 (0.02p) (0.09p)
The operating loss in both years arises from the Company's continuing
operations.
Balance Sheet
As at 31 December 2006
2006 Restated 2005
Notes £'000 £'000
Current Assets
Trade and other receivables 8 15 3
Cash and cash equivalents 9 695 925
---------- ---------
Total assets 710 928
Current liabilities
Trade and other payables 10 (76) (81)
---------- ---------
Net Current Assets 634 847
---------- ---------
Net Assets 634 847
---------- ---------
Equity
Share capital 11 538 538
Share premium account 12 1,952 1,952
Share based payments reserve 106 106
Accumulated losses 12 (1,962) (1,749)
---------- ---------
Total equity 634 847
---------- ---------
The financial statements on pages 9 to 23 were approved by the Board of
Directors and authorised for issue on 28 June 2007, and signed on its behalf by:
Peter Greensmith
Director
Statement of changes in equity
for the year ended 31 December 2006
Share Capital Share Share Accumulated Total
Ordinary Deferred Premium Based Losses
Account Reserves
£'000 £'000 £'000 £'000 £'000 £'000
Balance at 31
December 2004 508 - 612 - (1,446) (326)
---------- ------
Loss for the - - - - (303) (303)
year ---------- ------
---------- ------
Cost of share
based payments - - - 106 - 106
Reclassification (503) 503 - - - -
of shares
Share issues 30 - 1,340 - - 1,370
-------- -------- -------- -------- ---------- ------
Balance at 31
December 2005 35 503 1,952 106 (1,749) 847
---------- ------
Loss for the - - - - (213) (213)
year
---------- ------
-------- -------- -------- -------- ---------- ------
Balance at 31
December 2006 35 503 1,952 106 (1,962) 634
======== ======== ======== ======== ========== ======
Cash Flow Statement
for the year ended 31 December 2006
2006 2005
Notes £'000 £'000
Net cash used in operating activities 13 (266) (78)
Cash flow from investing activities
Interest received 36 1
--------- ---------
Cash flow from financing activities
Issue of ordinary share capital - net proceeds - 926
Loans received - 42
--------- ---------
Net cash flow from financing activities - 968
--------- ---------
Net (decrease)/increase in cash and cash equivalents (230) 891
Cash and cash equivalents at 1 January 925 34
--------- ---------
Cash and cash equivalents at 31 December 695 925
========= =========
Notes to the financial statements
for the year ended 31 December 2006
1. Accounting policies
The principal accounting policies are summarised below. They have all been
applied consistently throughout the period covered by these financial
statements.
Basis of preparation
The financial information has been prepared in accordance with International
Financial Reporting Standards ('IFRS') as adopted by the European Union applied
in accordance with the provisions of the Companies Act 1985for the first time.
The disclosures required by IFRS 1 concerning the transition from UK GAAP to
IFRS are given in note 18.
The financial statements have been prepared under the historical cost
convention.
Critical accounting judgements and key sources of estimation and uncertainty
The preparation of financial statements in conformity with generally accepted
accounting practice requires management to make estimates and judgements that
affect the reported amounts of assets and liabilities as well as the disclosure
of contingent assets and liabilities at the balance sheet date and the reported
amounts of revenues and expenses during the reporting period.
Estimates and judgements are continually evaluated and are based on historical
experience and other factors, including expectations of future events that are
believed to be reasonable under the circumstances.
Share based payments
In determining the fair value of equity settled share based payments and the
related charge to the income statement, the Company makes assumptions about
future events and market conditions. In particular, judgement must be made as to
the likely number of shares that will vest, and the fair value of each award
granted. The fair value is determined using a valuation model which is dependent
on further estimates, including the Company's future dividend policy, employee
turnover, the timing with which options will be exercised and the future
volatility in the price of the Company's shares. Such assumptions are based on
publicly available information and reflect market expectations and advice taken
from qualified personnel. Different assumptions about these factors from those
made by the Company could materially affect the reported value of share based
payments.
New standards and interpretations
At the date of authorisation of these financial statements, the following
Standards and Interpretations which have not been applied in these financial
statements were in issue but not yet mandatorily effective:
Effective for accounting periods
beginning on or after:
IFRS 7 Financial Instruments : 1 January 2007
Disclosures
IFRS 8 Operating Segments 1 January 2009
IAS 1 Amendment - Presentation of 1 January 2007
Financial Statements:
Capital Disclosures
IFRIC IFRS 2 Group and treasury share 1 March 2007
11 transactions
In addition, the International Financial Reporting Interpretations Committee
('IFRIC') have issued the following interpretations that are not applicable to
the Company:
IFRIC 7 Applying the restatement approach under IAS 29
IFRIC 9 Re-assessment of embedded derivatives
IFRIC 12 Service concession arrangements
Upon adoption of IFRS 7, the Company will have to disclose additional
information about its financial instruments, their significance and the nature
and extent of risks to which they give rise. More specifically the Company will
need to disclose the fair value of its financial instruments and its risk
exposure in greater detail. There will be no effect on reported income or net
assets.
The Directors do not anticipate that the adoption of the other standards and
interpretations listed above will have a material impact on the Company's
financial statements in the period of initial application.
Taxation
The tax expense represents the sum of the tax currently payable and any deferred
tax.
The tax currently payable is based on the taxable profit for the year. Taxable
profit differs from net profit as reported in the income statement because it
excludes items of income or expense that are taxable or deductible in other
years and it further excludes items that are never taxable or deductible. The
Company's liability for income tax is calculated using tax rates that have been
enacted or substantially enacted by the balance sheet date.
Deferred tax is the tax expected to be payable or recoverable on differences
between the carrying amount of assets and liabilities in the financial
statements and the corresponding tax basis used in the computation of taxable
profit, and is accounted for using the balance sheet liability method. Deferred
tax liabilities are generally recognised for all chargeable temporary
differences and deferred tax assets are recognised to the extent that it is
probable that taxable profits will be available against which deductible
temporary differences can be utilised. Such assets and liabilities are not
recognised if the temporary difference arises from goodwill or from the initial
recognition (other than in a business combination) of other assets and
liabilities in a transaction which affects neither the tax profit nor the
accounting profit.
The carrying amount of deferred tax assets is reviewed at each balance sheet
date and reduced to the extent that it is no longer probable that sufficient
taxable profits will be available to allow all or part of the asset to be
recovered.
Deferred tax is calculated at the tax rates that are expected to apply in the
period when the liability is settled or the asset realised. Deferred tax is
charged or credited in the income statement, except when it relates to items
credited or charged directly to equity, in which case the deferred tax is also
dealt with in equity.
Deferred tax assets and liabilities are offset when there is a legally
enforceable right to set off current tax assets against current liabilities and
when they relate to income taxes levied by the same taxation authority and the
Company intends to settle its current tax assets and liabilities on the net
basis.
Share-based payments
The cost of share-based employee compensation arrangements, whereby employees
receive remuneration in the form of shares or share options, is recognised as an
employee benefit expense in the income statement.
The total expense to be apportioned over the vesting period of the benefit is
determined by reference to the fair value (excluding the effect of non
market-based vesting conditions) at the date of grant. The assumptions
underlying the number of awards expected to vest are subsequently adjusted for
the effects of non market-based vesting to reflect the conditions prevailing at
the balance sheet date. Fair value is measured by the use of the Black-Scholes
model. The expected life used in the model has been adjusted, based on
management's best estimate, for the effects of the non-transferability, exercise
restrictions and behavioural considerations.
Financial instruments
Financial assets and financial liabilities are recognised on the balance sheet
when the Company becomes a party to the contractual provisions of the
instrument.
Trade and other receivables are measured at initial recognition at fair value,
and are subsequently measured at amortised cost using the effective interest
method. A provision is established when there is objective evidence that the
Company will not be able to collect all amounts due. The amount of any provision
is recognised in the income statement.
Cash and cash equivalents are defined as cash held in bank current accounts and
in short term interest bearing deposit accounts with an original maturity of
three months or less.
Trade and other payables are initially measured at fair value, and are
subsequently measured at amortised cost, using the effective interest rate
method.
Financial liabilities and equity instruments issued by the Company are
classified in accordance with the substance of the contractual arrangements
entered into and the definitions of a financial liability and an equity
instrument. An equity instrument is any contract that evidences a residual
interest in the assets of the Company after deducting all of its liabilities.
Equity instruments issued by the company are recorded at the proceeds received,
net of direct issue costs.
2. Operating Loss
2006 2005
Loss from operations has been arrived at after charging: £ £
Intellectual property impairment - 17
Auditors' remuneration 7 7
======== ========
3. Auditors' fees and expenses
The analysis of auditors' remuneration is as follows: 2006 2005
£'000 £'000
Fees payable to the Company's auditors for the audit of the
Company's financial statements 7 7
======== ========
4. Employees
During the year ended 31 December 2006 the company had 1 employee (2005 None).
Directors emoluments
2006 2005
£'000 £'000
Wages & Salaries 18 18
Share based payments - 106
Social Security Costs 2 -
-------- --------
20 124
======== ========
No director was accruing benefits under a pension scheme.
5. Finance costs and investment revenues 2006 2005
£'000 £'000
Interest payable on loan finance - 25
======== ========
Bank interest receivable 33 1
Other interest receivable 3 -
-------- --------
36 1
======== ========
6. Taxation
2006 2005
£'000 £'000
Tax charge for the year
Current tax - -
Deferred tax - -
-------- --------
- -
======== ========
The difference between the total tax expense shown above and
the amount calculated by applying the standard UK corporation
tax to the loss before tax is as follows:
Loss before taxation (213) (303)
-------- --------
Tax on loss on ordinary activities at the applicable rate of
30% (64) (91)
(2005: 30%)
Effects of:
Unutilised tax losses 64 91
-------- --------
Total tax expense for the year - -
======== ========
The Company has unutilised tax losses of approximately £510,000 at December 2006
(2005: £300,000). The Company has not recognised a deferred tax asset in respect
of these losses as there is insufficient evidence of future taxable profits.
7. Earnings per share
2006 2005
£'000 £'000
Loss for the purpose of basic and diluted loss
per share (213) (303)
Number of shares:
Weighted average number of ordinary shares in
issue during the year 1,402,491,371 341,077,882
Basic and fully diluted loss per share (0.02p) (0.09p)
8. Trade and other receivables
2006 2005
£'000 £'000
Other debtors 10 -
Prepayments and accrued income 5 3
--------- ---------
15 3
--------- ---------
9. Cash and cash equivalents
2006 2005
£'000 £'000
Cash at bank 80 265
Short-term bank deposits 615 660
-------- --------
695 925
-------- --------
10. Trade and other payables
2006 2005
£'000 £'000
Trade creditors 69 19
Accruals and deferred income 7 62
-------- --------
76 81
-------- --------
11. Called up share capital
Authorised:
Number Class Nominal 2006 2005
value £'000 £'000
39,872,727,780 Ordinary 0.0025p 997 997
20,127,272,220 Deferred Ordinary 0.0025p 503 503
-------- --------
1,500 1,500
-------- --------
Allotted, issued and fully
paid
1,402,491,371 Ordinary 0.0025p 35 35
20,127,272,220 Deferred Ordinary 0.0025p 503 503
-------- --------
538 538
-------- --------
Deferred shares carry no rights to dividends, carry no right to attend or vote
at general meetings and are only entitled to receive capital on the winding up
or other return of capital after payment to ordinary shareholders of paid up
capital, dividends and £10,000,000 in respect of each ordinary share.
Share options
On 4 September 2003 the Company granted options over a total of 2,500,000
ordinary shares at an exercise price of 1p per share to J M Edelson, E V Myers
and I Aspinall. The options are exercisable at any time before 19 August 2013
On 19 January 2004 the Company granted options over a total of 1,364,878
ordinary shares at an exercise price of 5p per share to A Finn and A J Leon. The
options are exercisable at any time prior to 18 January 2014
On 21 October 2005 the Company granted options over a total of 117,842,505
ordinary shares at an exercise price of 0.11p per share to P J Greensmith, J H
Stirling, J A C Teichman and E V Myers. The options are exercisable at any time
before 21 October 2015 whilst the holder is a director or employee of the
Company or any of its subsidiaries. During the year 23,568,501 of these options
lapsed and 94,274,004 remain exercisable.
12. Reserves
Profit and loss Share based payment Share
account reserve premium
£'000 £'000 £'000
At 1 January 2005 (1,446) - 612
Loss for the year (303) - -
Arising on share issues - - 1,340
Cost of share
based payments - 106 -
--------- --------- ---------
At 31 December 2005 (1,749) 106 1,952
At 1 January 2006 (1,749) - 1,952
Loss for the year (213) - -
Cost of share based - - -
payments --------- --------- ---------
At 31 December 2006 (1,962) 106 1,952
========= ========= =========
13. Reconciliation of operating profit to net cash flow from operating
activities
2006 2005
£000 £000
Operating loss (249) (279)
Intellectual property impairment - 17
Expenses satisfied by the issue of shares - 47
Cost of share based payments - 106
Increase in receivables (12) (2)
(Decrease)/increase in payables (5) 33
-------- --------
Net cash flow absorbed by operating activities (266) (78)
======== ========
14. Related party transactions
Key management are those persons having authority and responsibility for
planning, controlling and directing the activities of the Company. In the
opinion of the Board, the Company's key management are the directors of
Ethanol Investments plc. Information regarding their compensation is given
below in aggregate for each of the categories specified in IAS 24 Related
Party Disclosures:
2006 2005
£'000 £'000
Short-term employee benefits 18 18
Share based payments - 106
---------- ---------
18 124
========== =========
Libra Natural Resources plc, a company of which Peter Greensmith is a director
has sublet office space to the Company at commercial rates. The Company has paid
a rent deposit of £10,000, and £5,000 in respect of rent and rates during the
year.
15. Post balance sheet events
In January 2007 the company invested £500,000 in TMO Renewables Limited, a
company that is a world leader in ethanol fermentation technology. Ethanol's
shareholding represents less than 5% of TMO's total issued share capital.
16. Share based payments
Directors
On 21 October 2005 the Company granted options to subscribe for shares to
directors as follows:
Peter Greensmith 47,137,002 shares
John Stirling 23,568,501 shares
Jason Teichman 23,568,501 shares
Emma Myers 23,568,501 shares
The options are exercisable at 0.11p per share whilst the holder remains as a
director or employee of the company at any time prior to 21 October 2015.
Emma Myers' options lapsed on her resignation as a director in July 2006. The
terms for Jason Teichman were changed on his resignation to enable him to
exercise his options at any time prior to 24 January 2008. Apart from these
changes no options were exercised, forfeited or expired during the year.
At 31 December 2006 there were 94,274,004 options outstanding, which were all
exercisable at 0.11p per share.
In addition there are 2,500,000 options outstanding which are exercisable at 1p
per share at any time before 19 August 2013, and 1,364,878 options outstanding
which are exercisable at 5p per share at any time before 18 January 2014
The cost of the award of the options outstanding at 31 December 2006 has been
measured as the fair value of the award at the date of grant. The fair value has
been determined using the Black-Scholes binomial valuation model. The inputs in
respect of the options held by Peter Greensmith and John Stirling into the model
are as follows:
Price at date of grant 0.12p Exercise price 0.11p
Expected volatility 85% Option life 21 October 2012
Risk free rate 4.5% Expected dividend yield 0.0%
The inputs in respect of the options held by Jason Teichman into the model are
as follows:
Price at date of grant 0.12p Exercise price 0.11p
Expected volatility 85% Option life 24 January 2008
Risk free rate 4.5% Expected dividend yield 0.0%
Expected volatility was determined by calculating the historic volatility of the
Company's share price over the 2 years to 31 December 2006.
The weighted average fair value of the options at the date of grant in respect
of Peter Greensmith and John Stirling was 0.09p per share, and in respect of
Jason Teichman was 0.06p per share.
The company recognised a total cost of share based payments in respect of these
options of £Nil in the current period and £106,000 in 2005.
17. Financial instruments
The Company's financial instruments comprise cash and cash equivalents and
items such as trade payables and trade receivables which arise directly
from its operations. The main purpose of these financial instruments is to
finance the Company's operations.
The Company's operations expose it to a variety of financial risks that
include the effects of changes in interest rate risk.
Given the size of the Company, the directors have not delegated the
responsibility of monitoring financial risk management to a sub-committee
of the board. The policies set by the board of directors are implemented by
the company's finance department.
Interest rate risk
The Company's cash and cash equivalents earned interest at a variable rate
based on LIBOR during both current and previous year.
18. Transition to IFRS
Ethanol Investments plc reported under UK GAAP in its previously published
financial statements for the year ended 31 December 2005. The analysis
below shows a reconciliation of net assets and profit as reported under UK
GAAP as at 31 December 2005 to the revised net assets and profit under IFRS
as reported in these financial statements.
Reconciliation of equity at 31 Notes Previous Effect of IFRS
December 2005 - Group and company GAAP transition to
IFRS
£'000 £'000 £'000
Issued share
capital 538 - 538
Share premium
account 1,952 - 1,952
Share based
payments reserve (a) - 106 106
Profit and loss
account (b) (1,749) ( 106) (1,749)
--------- ----------- ---------
Total equity 847 - 847
========= =========== =========
Notes:
(a) Share based payment value of options issued during the year:
Directors 106,000
106,000
(b) Adjustments to loss for the year:
Share based payments in respect of directors (106,000)
(106,000)
There were no reconciling items in terms of the income statement on transition
to IFRS.
The Company announces that it has posted the Report and Accounts for the year
ended 31 December 2006.
Copies of the Report & Accounts are available, free of charge, from City Tower,
Level 2 , 40 Basinghall Street, London , EC2V 5DE .
- Ends -
For further information:
Ethanol Investments plc
Peter Greensmith, Chairman Tel: +44 (0) 20 7877 5052
Seymour Pierce
Jonathan Wright, Corporate Finance Tel: +44 (0) 20 7107 8000
This information is provided by RNS
The company news service from the London Stock Exchange