Final Results for the year ended 31 March 2011

RNS Number : 1322L

KSK Power Ventur PLC

27 July 2011

 



27 July 2011

KSK Power Ventur plc
("KSKPV" or the "Company")

Results for the 12 months ended 31 March 2011

KSK Power Ventur plc (KSK.L), the power project company listed on the London Stock Exchange, with interests in multiple power plants and businesses across India, is pleased to announce the results for the year ended 31 March 2011

Financial Highlights

·          Group Revenue increased 329% to $226.8m (2010: $52.9m)

·          Gross Profit increased 186% to $76.4 m (2010: $26.7m)

·          Operating Profit increased 127% to $52.5m (2010: $23.1m)

·          Investments in Property Plant and Equipment increased 49% to $1,955m ( 2010: $1,311m)

·          Loans and Borrowings increased 50% to $1,605m (2010: $1,073m)

·          Consolidated cash and bank deposits increased 33% to $367.1m (2010: $276.9m)

Operational Highlights

·          Over the year operating capacity more than doubled from 414 MW to 933 MW, commissioning the following plants:

·    the second, third and final 135MW units of Wardha power;

·    71 MW of wind capacity in aggregate; and

·    43MW Arasmeta expansion

·          Projects aggregating to 3,720 MW under construction.

·    Construction progress underway at 3,600MW KSK Mahanadi project, with boiler drum lifting completed for two units during the previous quarter to June 2011 and construction progress for target commencement of power generation during second half of 2012 from these units

·    Progress on 120 MW KSK Dibbin hydro power project in the state of Arunachal Pradesh

·          Stage -I Environment clearance (forest) obtained for Gare-Pelma Mine Development and progress on permits and land acquisition underway

·          More than 6 GW of development opportunities under planning stage with

·    Progress on development of 1.8 GW thermal project in Orissa

·    Progress on detailed project report on hydro projects in Arunachal Pradesh

Commenting on the results, T.L.Sankar, Chairman of KSK said:

"During the year the Company has witnessed turbulent time for fuel supplies, government policy changes, and enhanced local activism. However, the Company has made considerable progress in successfully commissioning power assets and developing planned power generation assets bringing the Group's aggregate operating portfolio close to 1 GW.

The Company has marshalled multiple efforts and strategies to deal and further strengthen the fuel security of its power assets adapting to the fast changing environment. I am pleased to see that KSK has emerged as one of the more stable and stronger player in the Indian power generation landscape.

It is our belief that sustainable and continual progress by power plant developers requires them to be innovative, suitably adapt to the changing situations, able to address government policy asymmetries and have a flexible approach on the ground to develop and implement strong and sustainable power generation assets. KSK is well positioned to deliver all of these."

For further information, please contact:

KSK Power Ventur plc Mr. S. Kishore, Executive Director Mr. K. A. Sastry, Executive Director	[phone]
Arden Partners plc                                                  Richard Day / Adrian Trimmings	[phone]

Key business updates

Wardha Warora 540MW

With the successful commissioning of the fourth unit of 135MW at Wardha Warora, the plant is now fully operational with capacity of 540 MW. This is the largest operating power plant of the Group to date.

Through the year there have been delays in the pre-agreed coal supplies from the cost plus coal blocks for this power asset resulting in a temporary reduction in profit run rate from the Wardha power plant. The Company has successfully petitioned the government of India for alternate and linkage supplies with stabilisation expected to commence in the next few days. Starting the current quarter, the Company's dependence on short term e-auction coal / contracts is therefore expected to significantly reduce as a result, helping to enhance margins significantly to previously expected levels.

The tariff under the PPA has now been formally adopted by MERC and the Company has signed up the necessary payment security-escrow mechanism with Reliance Infra with power now being supplied to Reliance Infra under this agreement. This PPA has particularly attractive economics for KSK.

Other Operating Power Assets (393 MW)

The other operating projects consisting of thermal and wind energy projects have been demonstrating sustained generation with Sai Regency providing exceptional performance on plant load factor (PLF) and financial parameters during the current year. We anticipate that industrial customers, who have been experiencing extremely high alternate tariffs from local utilities, will continue to find our power plant tariffs attractive and validate the captured business model.

KSK Mahanadi 3.6 GW

The construction activity of this large, single location, Greenfield private power plant has witnessed good progress during the recent months.  Foundation and boiler structural erection works for the first three units have either been completed or in advanced completion. Boiler drum lifting of two units have been achieved during the April June quarter 2011.

SEPCO the main contractor with various sub contractors, namely Simplex, SEW Infra, Punj Lloyd, Petron, Power Mech and L&T  have fully mobilised at site and undertaking respective works. With construction workforce of more than 6,000 personnel at site, construction activity on the main power house and other balance of plant has been steadily progressing with planned critical milestone on the main power house for the first two units before the end of the current year.

Insofar as fuel security for this large project, considerable progress has been made on Gare Pelma Coal Block, which has been allotted to Goa Industrial development Corporation,  which is to supply coal for half the Mahanadi 3.6 GW power asset, with stage-I forest clearance as well as on ground progress with respect to land rights. The next three quarters would witness finalisation of the on-ground raising contractors for commencement of mining upon obtaining necessary permission and clearances.  Insofar as Morga-II of Gujarat Mineral Development Corporation (GMDC), the policy uncertainty on account of recent stipulations by the Ministry of Environment and Forest has resulted in extensive diligence on the project progress and it is anticipated that a solution would be offered by Indian Government. This is currently under consideration of a Group of Ministers ("GoM") and a decision on the same is expected in the current quarter.

JR Power 1.8 GW

A thermal initiative of the group that has experienced initial progress in orissa based on coal supplies from Naini coal block by Pondicherry Industrial Promotion Development and Investment Corporation (PIPDIC). The ensuing year is expected to witness progress on land acquisition and subsequent effort on finalization on necessary equipment contracts, tie-up of necessary capital to begin project construction

Hydro

Significant progress has been made with construction due to commence at the 120 MW KSK Dibbin power project. The build time for this is anticipated to be 36 months post securing the final environmental clearance.

The larger hydro projects in Arunachal Pradesh have completed the necessary detailed project reports and geo technical studies and the Group anticipates collaboration with large reputed power plant developers as a potential basis to move forward to the next stage of development of these hydro initiatives totalling close to 3+ GW.

Wind Initiatives

The Group has incorporated a Singapore renewable holding company by the name 'KSK Green Energy Pte Limited' which is currently indirectly held 100% by the Company and expected to undertake various new wind energy initiatives.  The Company could at a future suitable time look to participation of other financial investors / strategic partners to take this renewable portfolio forward.

Mineral Interests

In addition to facilitating the development of 210 MT Gare Pelma Sector III coal block, the Group is currently considering specific coal mine opportunities that are immediately operational, outside of India, with a strategy to supplement domestic coal supplies as well as leverage the mining expertise to acquire high opportunity mineral resources of both steam and metallurgical coal specifications.

Financial Performance

The year under review has seen clear progress on its financial performance. The performance during the current year has been held back due to the significant rise in fuel costs. While gross revenue has increased significantly from $52.9m to $226.8m reflecting the robust underlying growth in our operations, operating profits moved up disproportionately from $23.1m to $52.5m reflecting the margin squeeze primarily on account of rising fuel costs. We expect margins to improve substantially this year as new coal supplies come on-stream for the Wardha 540 MW project.

The significant decrease on finance income from $67.8m to $23.6m (primarily on account of significant exchange gains during previous year) along with increasing finance costs on new generation assets and other write-offs resulted in decrease in earnings before taxes to $17.5m.

However, the significant tax savings available on account of accelerated deprecation as well losses resulted in a positive tax charge of $12.6m resulting in  profit after tax of $30.1m against $59.4m for the previous year.

Other than the minorities at the Indian subsidiary, KSKEV, a part of the minority adjustments relate to profits in project companies and are not relevant in the context of KSK owning 100% of the economic interest despite equity holding at lower levels.

Tender offer

Further to the public announcement dated 17 May 2011, the Company through its subsidiaries has filed a Draft Letter of Offer on 27 May 2011 with the Securities Exchange Board of India ("SEBI") to acquire up to an additional 20% of shares in KSK Energy Ventures Limited, the listed Indian subsidiary. The Company is currently awaiting the necessary clearance from SEBI, whereupon it will be able to open the tender offer for shareholder participation.

Outlook

The Indian economic growth potential and unfulfilled demand for power generation is expected to continue through the coming decade. We anticipate that in the short / medium term the Indian Power sector will have to continue to find answers to the bottlenecks in the domestic fuel supply chain. KSK is well positioned in this regard and expect significant margin improvement in the coming year as cheaper fuel supply is implemented at the Wardha Warora power asset.

The Board continues the planned execution of construction at KSK Mahanadi while pursuing the other new development opportunities. We believe this will increase the installed base of  the Group to 5 GW by 2014 with an existing pipeline of opportunities of 6+ GW placing KSK amongst the larger power developers in the Indian market.

Annual Report

The Annual Report and Accounts for the year ended 31 March 2011 will be mailed to those shareholders who still elect to receive documents in hard copy form shortly and copies of these documents will be available for viewing on the Company's website www.kskplc.co.uk.

The Annual Report and Accounts would be uploaded to the national storage mechanism viewing facility and will shortly be available for inspection at www.hemscott.com/nsm.do.             

Extract of consolidated and company financial statements for the year ended 31 March 2011

CONSOLIDATED AND COMPANY STATEMENT OF COMPREHENSIVE INCOME

for the year ended 31 March 2011

(All amount in thousands of US $, unless otherwise stated)

		Consolidated		Company
	Notes	2011	2010	2011	2010
Revenue		226,800	52,893	-	-
Cost of revenue		(150,385)	(26,192)	-	-
Gross profit		76,415	26,701	-	-
Other operating income, net		3,357	13,660	-	-
Distribution costs		(2,069)	(2,660)	-	-
General and administrative expenses		(25,165)	(14,571)	(913)	(2,461)
Operating profit / (loss)		52,538	23,130	(913)	(2,461)
Finance costs		(58,647)	(13,995)	(4,457)	(1,584)
Finance income		23,647	67,849	939	4,958
Profit / (loss) before tax		17,538	76,984	(4,431)	913
Tax income / (expense)		12,569	(17,524)	-	-
Profit / (loss) for the year		30,107	59,460	(4,431)	913
Attributable to:
Equity holders of the parent		13,056	32,822	(4,431)	913
Non-controlling interests		17,051	26,638	-	-
		30,107	59,460	(4,431)	913
Other comprehensive income
Foreign currency translation differences		(3,487)	78,468	4,723	1,134
Available-for-sale financial assets
- current year (losses) / gains		(1,838)	9,533	-	-
- reclassification to profit or loss		(155)	(8,266)	-	-
Reclassification of reserve on disposal of interest in joint venture		(1,324)	(1,283)	-	-
Other comprehensive income, net of tax		(6,804)	78,452	4,723	1,134
Total comprehensive income for the year		23,303	137,912	292	2,047
Attributable to:
Equity holders of the parent		8,748	75,747	292	2047
Non-controlling interests		14,555	62,165	-	-
		23,303	137,912	292	2047
Earnings per share
Weighted average number of ordinary shares for basic and diluted earnings per share		145,745,632	138,541,654
Basic and diluted (US $)		0.09	0.24

(See accompanying notes to the Consolidated and Company financial statements)

CONSOLIDATED AND COMPANY STATEMENT OF FINANCIAL POSITION

as at 31 March 2011

(All amount in thousands of US $, unless otherwise stated)

		Consolidated		Company
	Notes	2011	2010	2011	2010
ASSETS
Non-current
Goodwill		52,460	84,482	-	-
Property, plant and equipment		1,955,146	1,311,309	-	-
Other non-current assets		21,532	15,865	-	-
Investments and other financial assets		96,875	75,424	180,047	46,318
Trade and other receivables		5,693	5,710	-	-
Deferred tax asset		20,708	10,746	-	-
		2,152,414	1,503,536	180,047	46,318
Current
Inventories		14,617	7,735	-	-
Trade and other receivables		66,171	22,139	166	46
Investments and other financial assets		125,492	89,496	12,521	43,978
Cash and short-term deposits	3	338,159	276,872	14,551	13,133
Other current assets		35,108	13,055	-	-
		579,547	409,297	27,238	57,157
Non-current assets classified as held for sale		-	23,318	-	-
		579,547	432,615	27,238	57,157
Total assets		2,731,961	1,936,151	207,285	103,475
EQUITY AND LIABILITIES
Equity attributable to equity holders of the parent
Issued capital		251	232	251	232
Share premium		262,705	167,228	194,435	98,958
Foreign currency translation reserve		(260)	968	7,511	2,788
Revaluation reserve		6,219	9,731	-	-
Other reserves		148,842	157,304	-	-
Retained earnings/ (Accumulated deficit)		97,336	81,927	(4,577)	(146)
		515,093	417,390	197,620	101,832
Non-controlling interests		335,595	303,081	-	-
Total equity		850,688	720,471	197,620	101,832
Non-current liabilities
Trade and other payables		29,736	2,778	-	-
Interest-bearing loans and borrowings	4	817,516	504,078	-	-
Provisions		2,115	1,984	-	-
Deferred revenue		11,105	4,959	-	-
Employee benefit liability		571	203	-	-
Deferred tax liability		36,542	30,900	-	-
		897,585	544,902	-	-
Current liabilities
Trade and other payables		187,321	93,620	365	976
Interest-bearing loans and borrowings	4	787,465	568,467	9,300	-
Other current financial liabilities		3,184	2,573	-	667
Other current liabilities		4,632	4,749	-	-
Taxes payable		1,086	1,369	-	-
		983,688	670,778	9,665	1,643
Total liabilities		1,881,273	1,215,680	9,665	1,643
Total equity and liabilities		2,731,961	1,936,151	207,285	103,475

(See accompanying notes to the Consolidated and Company financial statements)

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

for the year ended 31 March 2010

(All amount in thousands of US $, unless otherwise stated)

	Attributable to equity holders of the parent								Non-controlling interest	Total equity
	Issued capital     (No. of shares)	Issued capital (amount)	Share premium	Foreign currency translation reserve	Revaluation reserve	Other reserves	Retained  earnings	Total
As at 1 April 2009	128,878,505	216	120,967	(42,639)	9,990	135,505	48,846	272,885	180,267	453,152
Issue of  equity shares	10,655,738	16	46,261	-	-	-	-	46,277	-	46,277
Deferred tax on share issue expenses	-	-	-	-	-	(1,532)	-	(1,532)	-	(1,532)
Issuance of equity shares by subsidiary	-	-	-	-	-	37,405	-	37,405	69,117	106,522
Acquisition of  non-controlling interest without change in control	-	-	-	-	-	(13,392)	-	(13,392)	(8,468)	(21,860)
Net depreciation transfer for property, plant and equipment	-	-	-	-	(259)	-	259	-	-	-
Transaction with owners	139,534,243	232	167,228	(42,639)	9,731	157,986	49,105	341,643	240,916	582,559
Profit for the year	-	-	-	-	-	-	32,822	32,822	26,638	59,460
Other comprehensive income
Foreign currency translation differences	-	-	-	42,941	-	-	-	42,941	35,527	78,468
Available for sale financial assets
- current year gains / (losses)	-	-	-	-	-	9,533	-	9,533	-	9,533
- reclassification to profit or loss	-	-	-	-	-	(8,266)	-	(8,266)	-	(8,266)
Reclassification of reserves on disposal of interest in joint venture	-	-	-	666	-	(1,949)	-	(1,283)	-	(1,283)
Total comprehensive income for the year	-	-	-	43,607	-	(682)	32,822	75,747	62,165	137,912
Balance as at 31 March 2010	139,534,243	232	167,228	968	9,731	157,304	81,927	417,390	303,081	720,471

(See accompanying notes to the Consolidated and Company financial statements)

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY for the year ended 31 March 2011 (All amount in thousands of US $, unless otherwise stated)
	Attributable to equity holders of the parent								Non - controlling interests	Total equity
	Issued capital (No. of shares)	Issued capital (amount)	Share premium	Foreign currency Translation reserve	Revaluation reserve	Other reserves	Retained  earnings	Total
As at 1 April 2010	139,534,243	232	167,228	968	9,731	157,304	81,927	417,390	303,081	720,471
Issue of  equity shares	12,254,902	19	95,477	-	-	-	-	95,496	-	95,496
Deferred tax on share issue expenses	-	-	-	-	-	(967)	-	(967)	-	(967)
Non-controlling interests arising on business combination	-	-	-	-	-	-	-	-	23,728	23,728
Non-controlling interests arising on conversion of partly paid up share to fully paid up in subsidiary	-	-	-	-	-	-	-	-	7,790	7,790
Issuance of equity shares by a subsidiary	-	-	-	-	-	241	-	241	(177)	64
Non-controlling interest arising on acquisition of subsidiary	-	-	-	-	-	-	-	-	9	9
Acquisition of non-controlling interest without change in control (see note 2)	-	-	-	-	-	(4,656)	-	(4,656)	(14,550)	(19,206)
Transfer of economic interest to non-controlling interest1	-	-	-	-	-	-	(1,159)	(1,159)	1,159	-
Net depreciation transfer for property, plant and equipment	-	-	-	-	(128)	-	128	-	-	-
Transaction with owners	151,789,145	251	262,705	968	9,603	151,922	80,896	506,345	321,040	827,385
Profit for the year	-	-	-	-	-	-	13,056	13,056	17,051	30,107
Other comprehensive income
Foreign currency translation differences	-	-	-	(1,228)	-	-	-	(1,228)	(2,259)	(3,487)
Available-for-sale financial assets
- current year gains / (losses)	-	-	-	-	-	(1,601)	-	(1,601)	(237)	(1,838)
- reclassification to profit or loss	-	-	-	-	-	(155)	-	(155)	-	(155)
Reclassification of reserves on deemed disposal of interest in Joint venture	-	-	-	-	(3,384)	(1,324)	3,384	(1,324)	-	(1,324)
Total comprehensive income for the year	-	-	-	(1,228)	(3,384)	(3,080)	16,440	8,748	14,555	23,303
Balance as at 31 March 2011	151,789,145	251	262,705	(260)	6,219	148,842	97,336	515,093	335,595	850,688

(See accompanying notes to the Consolidated and Company financial statements)

¹ The group entities have arrangements of sharing of profits with its non-controlling share holders, through which the non controlling shareholders are entitled to a dividend of 0.01% of the face value of the equity share capital held and the same is also reflected in statement of comprehensive income.  However, the non controlling interest disclosed in Statement of changes in equity is calculated in the proportion of the actual shareholding as at the reporting date.

COMPANY STATEMENT OF CHANGES IN EQUITY

for the year ended 31 March 2011

(All amount in thousands of US $, unless otherwise stated)

	Issued capital  (No. of shares)	Issued capital  (Amount)	Share premium	Foreign currency translation reserve	Accumulated deficit	Total equity
As at 1 April 2009	128,878,505	216	52,697	1,654	(1,059)	53,508
Issue of equity shares	10,655,738	16	46,261	-	-	46,277
Profit for the year	-	-	-	-	913	913
Other comprehensive income
Foreign currency translation differences	-	-	-	1,134	-	1,134
Total comprehensive income for the year	-	-	-	1,134	913	2,047
Balance as at 31 March 2010	139,534,243	232	98,958	2,788	(146)	101,832
Issue of equity shares	12,254,902	19	95,477	-	-	95,496
Loss for the year	-	-	-	-	(4,431)	(4,431)
Other comprehensive income
Foreign currency translation differences	-	-	-	4,723	-	4,723
Total comprehensive income for the year	-	-	-	4,723	(4,431)	292
Balance as at 31 March 2011	151,789,145	251	194,435	7,511	(4,577)	197,620

(See accompanying notes to the Consolidated and Company financial statements)

CONSOLIDATED AND COMPANY STATEMENT OF CASH FLOWS
for the year ended 31 March 2011 (All amount in thousands of US $, unless otherwise stated)
	Consolidated		Company
	2011	2010	2011	2010
Cash inflow / (outflow) from operating activities
Profit / (loss) before tax	17,538	76,984	(4,431)	913
Adjustments
Depreciation and amortisation	22,341	5,468	-	-
Finance costs	59,311	13,995	4,450	1,584
Finance income	(23,647)	(63,454)	(939)	(2,963)
Provision for impairment of trade receivables	434	964	-	-
Loss on sale of joint venture	-	2,743	-	-
Net, gain on re-measurement of existing equity interest in WPCL and SRPCPL	(1,733)	-	-	-
Gain on bargain purchase	-	(4,964)	-	-
Others	(691)	(7,651)	-	-
Changes in assets / liabilities
Trade receivables and unbilled revenues	(41,157)	(5,533)	-	-
Inventory	(5,059)	(5,840)	-	-
Other assets	(20,494)	(8,859)	-	5
Trade payables and other liabilities	24,560	10,044	(712)	699
Provisions and employee benefit liability	346	152	-	-
Taxes paid	(7,207)	(9,868)	-	-
Net cash provided by / (used in) operating activities	24,542	4,181	(1,632)	238
Cash inflow / (outflow) from investing activities
Movement in restricted cash	(31,327)	(148,778)	(10,040)	(3,000)
Proceeds from sale of property, plant and equipment	506	321	-	-
Purchase of property, plant and equipment and other non current assets	(271,953)	(561,395)	-	-
Acquisition of wind mills undertaking	-	(8,482)	-	-
Sale of equity interest in joint venture	-	3,037	-	-
Net cash flow on business combination	(15,650)	3,554	-	-
Purchase of financial instruments	(126,595)	(243,517)	(100,554)	(49,193)
Proceeds from sale of financial instruments	86,260	154,348	160	38,852
Proceeds from finance lease	146	27	-	-
Payment for acquisition related liability	-	(19,042)	-	-
Dividend income	369	589	-	-
Finance income	15,862	17,946	138	543
Net cash used in investing activities	(342,382)	(801,392)	(110,296)	(12,798)
Cash inflow / (outflow) from financing activities
Proceeds from interest-bearing loans and borrowings	851,117	897,555	9,300	-
Repayment of interest-bearing loans and borrowings	(426,504)	(312,285)	-	(27,810)
Finance costs	(158,171)	(73,746)	(213)	(2,182)
Payment for acquisition of  non-controlling interest	(19,206)	(21,860)	-	-
Net proceeds from issue of shares	95,497	46,277	95,497	46,277
Net proceeds from issue of shares in subsidiary to non-controlling interest	66	105,731	-	-
Net cash provided by financing activities	342,799	641,672	104,584	16,285
Effect of exchange rate changes on cash	(1,413)	38,533	(1,277)	6,158
Net increase / (decrease) in cash and cash equivalents	23,546	(117,006)	(8,621)	9,883
Cash and cash equivalents at the beginning of the year	37,669	154,675	10,133	250
Cash and cash equivalents at the end of the year (note 3)	61,215	37,669	1,512	10,133
(See accompanying notes to the Consolidated and Company financial statements)

EXTRACT OF NOTES TO CONSOLIDATED AND COMPANY FINANCIAL STATEMENTS

for the year ended 31 March 2011

(All amount in thousands of US $, unless otherwise stated)

1.   Corporate information

1.1.     Nature of operations

KSK Power Ventur plc ('the Company' or 'KPVP or parent'), its subsidiaries and joint ventures (collectively referred to as 'the Group') are primarily engaged in the development, operation and maintenance of private sector power projects, currently predominantly through subsidiaries and jointly controlled entities with multiple industrial consumers in India with next level of growth coming through large base load power plant subsidiaries.

KSK focused its strategy on the private sector power development market, undertaking entire gamut of development, investment, construction, operation and maintenance of power plant with supplies initially to heavy industrials operating in India and now branching out to cater to the needs of utilities and others in the wider Indian power sector.

1.2.     Statement of compliance /responsibility statement

The Consolidated and Company financial statements contained in this document has been prepared in accordance with International Financial Reporting Standard ('IFRS'), and its interpretations as adopted by the European Union (EU) and the provisions of the Isle of Man, Companies Act 1931-2004 applicable to companies reporting under IFRS.

1.3.      Financial period

The Consolidated and Company financial statements cover the period from 1 April 2010 to 31 March 2011, with comparative figures from 1 April 2009 to 31 March 2010.

The financial information contained in this document does not constitute statutory financial information. The figures for the year ended 31 March 2011 have been extracted from the audited statutory financial statements. The financial statements for the year ended 31 March 2011 received an unqualified auditors' report and did not contain a statement in relation to accounting records or returns being inadequate or directors' remuneration not agreeing with records and returns or a failure to obtain necessary information and explanations.

1.4.     General information

KSK Power Ventur plc, a limited liability corporation, is the Group's parent Company and is incorporated and domiciled in the Isle of Man.  The address of the Company's registered Office, which is also principal place of business, is Fort Anne, Douglas, Isle of Man, IM 1 5PD. The Company's equity shares are listed on the Standard List on the official list of the London Stock Exchange.

The Financial statements were approved by the Board of Directors on 26 July 2011.

1.5.     Basis of consolidation

The Consolidated financial statements incorporate the financial information of KSK Power Ventur plc, its subsidiaries and joint ventures for the year ended 31 March 2011.

A subsidiary is defined as an entity controlled by the Group. Control is achieved where the Group has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. Subsidiaries are fully consolidated from the date of acquisition, being the date on which control is acquired by the Group, and continue to be consolidated until the date that such control ceases.

The financial statements of the subsidiaries are prepared using same reporting period as the Company, using consistent policies.

All intra-group balances, income and expenses and any resulting unrealized gains arising from intra-group transactions are eliminated in full on consolidation.

Non-controlling interests in subsidiaries are identified separately from the Group's equity therein. The interests of non-controlling shareholders may be initially measured either at fair value or at the non-controlling interests' proportionate share of the fair value of the acquiree's identifiable net assets. The choice of measurement basis is made on an acquisition by acquisition basis. Subsequent to acquisition, the carrying amount of non-controlling interests is the amount of those interests at initial recognition plus the non-controlling interests' share of subsequent changes in equity. Total comprehensive income is attributed to non-controlling interests even if this results in the non-controlling interests having a deficit balance.

Changes in the Group's interests in subsidiaries that do not result in a loss of control are accounted for as equity transactions. The carrying amounts of the Group's interests and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity and attributed to owners of the Company.

When the Group loses control of a subsidiary, the profit or loss on disposal is calculated as the difference between (i) the aggregate of the fair value of the consideration received and the fair value of any retained interest and (ii) the previous carrying amount of the assets (including goodwill), and liabilities of the subsidiary and any non-controlling interests amounts previously recognized in other comprehensive income in relation to the subsidiary are accounted for (i.e reclassified to profit or loss or transferred directly to retained earnings) in the same manner as would be required if the relevant assets or liabilities were disposed. The fair value of any investment retained in the former subsidiary at the date when control is lost is regarded as the fair value on initial recognition for subsequent accounting under International Accounting Standard 39 Financial Instruments: Recognition and Measurement or, when applicable, the cost on initial recognition of an investment in an associate or jointly controlled entity.

2.   Acquisition of non-controlling interest

During the month of January 2011, KSK Energy Company Private Limited (KECPL) acquired 8,200,000 shares of KSK Energy Ventures Limited ('KEVL') of face value of Rs. 10 (US $ 0.22) each at a premium of Rs 98.26 (US $ 2.13) per share from the Indian domestic market.

Pursuant to the acquisition of the additional equity share, the ownership interest of the Group in KEVL increased from 52.73 percent to 54.93 percent resulting in a 2.20 percent additional interest in subsidiary.

The acquisition of interest in subsidiary from non-controlling interest is accounted as an equity transaction, and accordingly no gain or loss is recognised in the Consolidated statement of comprehensive income. The difference of US $ 4,656 between the fair value of the net consideration paid (US $ 19,206) and the amount by which the non-controlling interest (US $ 14,550) is adjusted and debited to 'other reserve' within Consolidated statement of changes in equity and attributed to the equity holders of the parent.

3.   Cash and short-term deposits

Cash and short-term deposits comprise of the following:

	Consolidated		Company
	2011	2010	2011	2010
Cash at banks and on hand	60,181	24,933	1,512	7,133
Short-term deposits	277,978	251,939	13,039	6,000
Total	338,159	276,872	14,551	13,133

Short-term deposits are made for varying periods, depending on the immediate cash requirements of the Group. They are recoverable on demand.

The Group has pledged a part of its short-term deposits amounting US $ 266,473 (2010: US $ 233,137) in order to fulfil collateral requirements.

For the purpose of cash flow statement, cash and cash equivalent comprise of:

	Consolidated		Company
	2011	2010	2011	2010
Cash at banks and on hand	60,181	24,933	1,512	7,133
Short-term deposits	277,978	251,939	13,039	6,000
Less: Restricted cash1	(276,944)	(239,203)	(13,039)	(3,000)
Cash and cash equivalent	61,215	37,669	1,512	10,133

¹Include deposits pledged for availing credit facilities from banks and deposits with maturity term of more than three months.

4.   Interest-bearing loans and borrowings

The borrowings comprise of the following:

	Interest rate (range %)	Final Maturity	2011	2010
Long-term "project finance" loans	10.08 to 14.94	March-26	910,034	520,305
Short-term loans	4.51 to 15.25	March-12	233,133	173,046
Buyers' credit facility	1.67 to 3.14	March-12	318,906	368,583
Cash credit and other working capital facilities	11.00 to 13.50	March-12	113,955	3,500
Redeemable preference shares	14.11	September-15	21,899	-
Share of loan in a joint venture	0.01	February-28	7,054	7,111
Total			1,604,981	1,072,545

Total debt of US $ 1,604,981 (2010: US $ 1,072,545) comprised:

§ Long-term "project finance" loans of the Group amounting US $ 910,034 (2010: US $ 520,305) is fully secured on the property, plant and equipment and other assets of joint venture and subsidiaries that operate power stations and by a pledge over the promoter's shareholding in equity and preference capital of some of the joint ventures and subsidiaries.

§ The short term loan taken by the Group is secured by the corporate guarantee provided by the Company, short term deposits of the Group and by pledge of shares held in the respective entities.

§ Buyer's credit facility is secured against property, plant and equipment and other assets on pari-passu basis pledge of fixed deposits and corporate guarantee of KEVL. These loans bear interest at LIBOR plus 100 to 250 basis points.

§ Buyers' credit facility, cash credit and other working capital facilities are fully secured against property, plant and equipment and other assets on pari-passu basis with other lenders of the respective entities availing the loan facilities.

§ Redeemable preference shares are due for repayment in 3-5 year.

§ Share of loan in a joint venture relates to Group's percentage of the joint venture preference share and share application money pending allotment contributed by joint venture partners. The preference share is due for repayment in full between 14 to 17 years.

Long-term "project finance" loan contains certain restrictive covenants for the benefit of the facility providers and primarily requires the Group to maintain specified levels of certain financial ratios and operating results. The terms of the other borrowings arrangements also contain certain restrictive covenants primarily requiring the Group to maintain certain financial ratios. As of 31 March 2011, the Group has complied the relevant covenants.

The fair value of borrowings at 31 March 2011 was US $ 1,606,078 (2010: US $ 1,073,246). The fair values have been calculated by discounting cash flows at prevailing interest rates.

5.   Subsequent events

Open offer: The Group has made an open offer to the public equity shareholders of KSK Energy Ventures Limited ('KEVL'), an Indian Listed subsidiary, to acquire up to 74,526,091 equity shares being 20% of the voting share capital of the subsidiary, pursuant to and in compliance with, among others, Regulation 11(1) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 1997 and subsequent amendments thereto (the "SEBI (SAST) Regulations" or the "Regulations").  The offer is being made at a price of Rs 125/- (US $ 2.75) per equity share, payable in cash. Subsequent to the open offer, the holding of the Group in KEVL will increase to 74.94% from 54.94%, which will be accounted as acquisition of non-controlling interest without change in control as equity transaction and accordingly, the carrying amount of Group's interest  and the non-controlling interest will be adjusted to reflect the changes in their relative interests  in the subsidiary.

 

END

 

 

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