Interim Results

Traction Technology PLC 26 March 2007 FOR IMMEDIATE RELEASE 26 March 2007 TRACTION TECHNOLOGY PLC ('the Company') INTERIM RESULTS FOR THE PERIOD 1 JULY 2006 TO 31 DECEMBER 2006 CHAIRMAN'S STATEMENT Introduction We present unaudited interim consolidated financial statements for Traction Technology plc (formally known as Catalyst New Opportunities plc) for the period 1 July 2006 to 31 December 2006. The Company is focused on the design and development of environmentally friendly, low emission Series Diesel Electric Hybrid engine systems, aimed initially at the public transport sector. Results The group had a turnover of Â£1,269 (Period to 30.06.06 - Â£nil) for the period under review. The operating loss on ordinary activities for the period amounted to Â£351,804 (Period to 30.06.06 - Â£26,860) The loss per share for the period was 5p (Period to 30.06.06 - 0p) Current Trading Traction Technology plc acquired Traction Technology Holdings Limited and its subsidiary Traction Technology UK Limited on 30th November 2006 and the Combined Group was admitted to trading on AIM with effect from 18th December 2006. In accordance with the AIM Rules, the Company is publishing the interim consolidated results for the six months ended 31st December 2006. During the period under review Traction Technology UK Limited continued the development of its series hybrid bus power units. Prospects Since the end of the period, the Group has continued to develop its business plan and move the Company forward. To this end Traction Technology UK Limited is currently running a number of trials of its hybrid system with potential customers such as Transport for London ('TfL') operator Epsom Coaches, on an Optare single-deck bus, and with Arriva North West, operating on Merseytravel's CATCH Project. Further vehicles are scheduled to enter service within the next quarter, and the Group remains optimistic regarding the successful adoption of its technology by the public transport sector in the UK. Nick Brayshaw Chairman 26 March 2007 Copies of the report Copies of this interim statement will be dispatched to shareholders and will also be available to the public at Unit 6, Spring Copse Business Park, Slinfold, West Sussex, RH13 0SZ and via the Company's website at www.ttplc.co.uk. Enquiries: Traction Technology Beaumont Cornish Parkgreen Communications Plc Limited Nick Brayshaw, Roland Cornish Brendan McNamara / Paul McManus Chairman +44 (0) 1403 791 392 +44 (0) 20 7628 3396 +44 (0) 20 7479 7933 www.ttplc.co.uk paul.mcmanus@parkgreenmedia.com --------------------------------- TRACTION TECHNOLOGY PLC Unaudited Interim Consolidated Income Statement for the Period 1 July 2006 to 31 December 2006 Period from 1.07.06 to 31.12.06 Period from 07.06.06 to 30.06.06 (unaudited) (audited) Â£ Â£ Revenue 1,269 - Cost of sales (48,217) (2,810) Gross profit (46,948) (2,810) Administrative expenses (304,856) (24,050) LOSS ON OPERATING ACTIVITIES (351,804) (26,860) Interest received 1,170 - LOSS BEFORE (350,634) (26,860) TAX Taxation - - RETAINED LOSS FOR THE PERIOD (350,634) (26,860) EARNINGS PER SHARE (0.05) (0.00) Basic and Diluted loss per share (see note 5) TRACTION TECHNOLOGY PLC Unaudited Consolidated Balance Sheet At 31 December 2006 31.12.06 30.6.06 (unaudited) (audited) Notes Â£ Â£ Â£ Â£ NON-CURRENT ASSETS Goodwill 6 633,470 67,636 Plant and equipment 7 14,381 8,569 647,851 76,206 CURRENT ASSETS Inventories 8 105,174 64,252 Trade and other 9 145,415 60,954 receivables Cash and cash equivalents 792,683 409,856 1,043,272 545,562 TOTAL ASSETS 1,691,123 621,767 CURRENT LIABILITIES Trade and other payables 10 (248,879) (23,075) TOTAL LIABILITIES (248,879) (23,075) NET ASSETS 1,442,244 598,662 EQUITY Share capital 11 1,000,000 169,992 Share premium account 12 7,851,205 455,560 Retained losses 13 (377,495) (28,860) Other reserves 12 (7,031,466) - TOTAL EQUITY 13 1,442,244 598,662 TRACTION TECHNOLOGY PLC Unaudited Interim Consolidated Cash Flow Statement for the Period 1 July 2006 to 31 December 2006 Period from Period from 1.7.06 to 7.6.06 to 31.12.06 30.6.06 (unaudited) (audited) Â£ Â£ Â£ Â£ NET CASH OUTFLOW FROM OPERATING ACTIVITIES (see note 14) (264,910) (205,112) INVESTING ACTIVITIES Interest received 1,170 - Purchase of tangible fixed assets (7,741) (7,457) Cash at bank acquired with Traction Technology UK Limited - 7,375 Cash at bank acquired with Cash at bank acquired with Traction Technology plc 11,674 - Cost of acquisition of Traction Technology plc (91,566) - NET CASH USED IN INVESTING ACTIVITIES (86,463) (82) FINANCING ACTIVITIES Proceeds of issue of ordinary share capital 734,200 615,050 NET INCREASE IN CASH AND CASH EQUIVALENTS 382,827 409,856 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 409,856 - CASH AND CASH EQUIVALENTS AT END OF PERIOD 792,683 409,856 TRACTION TECHNOLOGY PLC Notes to the Unaudited Interim Consolidated Financial Statements for the Period 1 July 2006 to 31 December 2006 1. General information Traction Technology plc was incorporated on 27 March 2004 in England & Wales. The company changed its name from Catalyst New Opportunities plc on 6 December 2006. The interim consolidated financial statements for the period 1 July 2006 to 31 December 2006 relate to Traction Technology plc and its subsidiary undertakings Traction Technology Holdings Limited and Traction Technology UK Limited. The comparative amounts for the period 7 June 2006 to 30 June 2006 are for the subsidiary undertakings only, for reasons given in note 3. On 30 November 2006 the company became the parent company of Traction Technology Holdings Limited and its subsidiary Traction Technology UK Limited. The shareholders of Traction Technology Holdings Limited became the majority shareholders of the enlarged share capital of Traction Technology plc. The parent company's continuing operations and executive management were those of Traction Technology Holdings Limited. The interim consolidated financial statements do not constitute statutory accounts as defined in section 240 of the Companies Act 1985. A copy of the statutory accounts for Traction Technology Holdings Limited covering the period ended 30 June 2006 was included in that company's AIM admission document. The auditors' report on these accounts was not qualified and did not contain statements under Section 237(2) or (3) of the Companies Act 1985. 2. Accounting policies Basis of preparation These interim consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS and IFRIC interpretations) issued by the International Accounting Standards Board (IASB), which will be endorsed by the European Commission, and with those parts of the Companies Act 1985 applicable to companies preparing their accounts under IFRS. Basis of consolidation The interim consolidated financial statements consolidate the financial statements of Traction Technology plc and the entities it legally controls (its subsidiaries) for the period 1 July 2006 to 31 December 2006. Control comprises the power to govern the financial and operating policies of the subsidiary, so as to obtain benefit from its activities and is achieved through direct or indirect ownership of voting rights. The financial statements of the subsidiaries are prepared for the same reporting year as the parent company, using consistent accounting policies. All inter-company balances and transactions including unrealised profits arising from them are eliminated. The acquisition of Traction Technology Holdings Limited and Traction Technology UK Limited has been accounted for in the interim consolidated financial statements as a reverse acquisition in accordance with IFRS 3. The profit and loss account for the period 1 July 2006 to 31 December 2006 consolidates the results of Traction Technology Holdings Limited and Traction Technology UK Limited for the whole period and the results of Traction Technology plc from 30 November 2006, being the date of the reverse acquisition. IFRS 3 requires that the comparatives are those of the subsidiaries, Traction Technology Holdings Limited and Traction Technology UK Limited, for the period 7 June 2006 to 30 June 2006. Turnover Turnover represents net invoices sales of goods, excluding value added tax. Operating leases Rentals paid under operating leases are charged to the profit and loss account as incurred. Goodwill Goodwill arising on the acquisition of subsidiaries represents the excess of the cost of acquisition over the fair value of the assets and liabilities acquired. Goodwill is included in intangible fixed assets and reviewed for impairment at least annually. Any impairment is recognised immediately in arriving at the profit or loss. TRACTION TECHNOLOGY PLC Notes to the Unaudited Interim Consolidated Financial Statements for the Period 1 July 2006 to 31 December 2006 2. ACCOUNTING POLICIES (continued) Tangible fixed assets Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life. Plant and machinery - 25% of cost Office equipment - 25% of cost Stocks Stocks are valued at the lower of cost and net realisable value. Deferred tax Deferred tax is fully provided in respect of all timing differences that have originated but not reversed at the balance sheet date. Equity instruments Instruments that evidence a residual interest in the assets of the group after deducting all of its liabilities are classified as equity instruments. Issued equity instruments are recorded at proceeds received net of direct issue costs. 3. ACCOUNTING FOR THE REVERSE ACQUISITION As described in notes 1 and 2 the entire share capital of Traction Technology Holdings Limited was acquired by Traction Technology plc on 30 November 2006. IFRS 3 requires that consolidated financial statements are issued under the name of the legal parent, though they are a continuation of the financial statements of the legal subsidiary. In order to comply with IFRS 3, the following have been reflected in the consolidated financial statements: (a) the assets and liabilities of Traction Technology Holdings Limited and Traction Technology UK Limited have been recognised at their net book values immediately prior to the reverse acquisition; (b) the pre-acquisition retained losses recognised in the interim consolidated financial statements are those of Traction Technology Holdings Limited and Traction Technology UK Limited; (c) the amount recognised as issued equity instruments in the interim consolidated financial statements is the sum of: (i) the issued share capital of Traction Technology Holdings Limited immediately before the reverse acquisition, and; (ii) the cost of achieving the combination; (d) the equity structure appearing in these consolidated financial statements (i.e. the number and type of equity instruments issued) reflects the equity structure of Traction Technology plc; and (e) comparative information presented in these consolidated financial statements is that of Traction Technology Holdings Limited (incorporated on 7 June 2006) and its subsidiary Traction Technology UK Limited. 4. AVAILABILITY OF THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS Copies of the interim consolidated financial statements are being sent to all shareholders and will be available to the public at the company's registered office. TRACTION TECHNOLOGY PLC Notes to the Unaudited Interim Consolidated Financial Statements for the Period 1 July 2006 to 31 December 2006 5. Earnings per share from continuing operations The basic loss of 5p per share (0p for the period to 30 June 2006) is based on a loss after tax of Â£350,634 (Â£26,860 for the period to 30 June 2006) and on the basic weighted average of 7,073,957 ordinary shares (169,992,000 for the period to 30 June 2006) in issue during the period. 6. GOODWILL Â£ Goodwill arising on the acquisition of the share capital of Traction Technology (UK) Limited by Traction Technology Holdings Limited on 14 June 2006 67,636 Goodwill arising on the acquisition of the share capital of Traction Technology Holdings Limited by Traction Technology plc on 30 November 2006 (see below) 565,834 633,470 The goodwill arising on the acquisition of the share capital of Traction Technology Holdings Limited consists of the following: Â£ Cost of acquisition 562,056 Net liabilities acquired 3,778 565,834 7. PLANT & EQUIPMENT Â£ COST At 1 July 2006 8,819 Additions 7,741 At 31 December 2006 16,560 DEPRECIATION At 1 July 2006 250 Charge for the period 1,929 At 31 December 2006 2,179 NET BOOK VALUE At 31 December 2006 14,381 At 30 June 2006 8,569 TRACTION TECHNOLOGY PLC Notes to the Unaudited Interim Consolidated Financial Statements for the Period 1 July 2006 to 31 December 2006 8. INVENTORIES 31.12.06 30.6.06 Â£ Â£ Finished goods and goods for resale 105,174 64,252 9. TRADE AND OTHER RECEIVABLEs 31.12.06 30.6.06 Â£ Â£ Called up share capital not paid 10,500 28,500 Other debtors 62,799 15,860 Prepayments and accrued income 25,283 16,594 VAT 46,833 - 145,415 60,954 10. TRADE AND OTHER PAYABLES 31.12.06 30.6.06 Â£ Â£ Trade payables 138,975 1,496 Taxes and social security costs 10,052 10,950 Accruals and deferred income 99,852 10,629 248,879 23,075 11. SHARE CAPITAL The authorised, issued and fully paid share capital for Traction Technology plc is stated as Â£1,000,000, being 33,333,333 ordinary shares of 3p each. In accordance with IFRS 3 the comparative amount of Â£169,992 relates to the subsidiary being Traction Technology Holdings Limited. The authorised share capital of Traction Technology Holdings Limited as at 30 June 2006 consisted of 2,500,000,000,000 shares of 0.1p each, which is Â£2,500,000,000 at par. The allotted, issued and fully paid share capital at 30 June 2006 consisted of 169,992,000 ordinary shares of 0.1p each, being Â£169,992 at par. During the period Traction Technology plc issued 28,539,536 shares to the shareholders of Traction Technology Holdings Limited and 3,010,462 shares to other shareholders. All shares were issued at 28p. TRACTION TECHNOLOGY PLC Notes to the Unaudited Interim Consolidated Financial Statements for the Period 1 July 2006 to 31 December 2006 12. CONSOLIDATED EQUITY INSTRUMENTS Share Share Other Total capital premium reserve Â£ Â£ account Â£ Â£ Traction Technology Holdings Limited 169,992 445,060 - 615,052 Eliminated on consolidation (169,992) (445,060) - (615,052) Traction Technology plc (see below) 1,000,000 7,851,205 - 8,851,205 Reverse acquisition of adjustment - - (7,031,466) (7,031,466) 1,000,000 7,851,205 (7,031,466) (1,819,739) The equity instruments of Traction Technology plc consist of: Share Share Total capital premium Â£ Â£ Â£ At 1 July 2006 53,500 164,000 217,500 Issued to the shareholders of Traction Technology Holdings Limited 856,186 6,950,226 7,806,412 Issued to other investors 90,314 736,979 827,293 1,000,000 7,851,205 8,851,205 The issued equity instruments of the holding company may be reconciled to the consolidated equity instruments as follows: Â£ Â£ Issued equity instruments of holding company 8,851,205 Reverse acquisition adjustment: Equity instruments issued to the shareholders of Traction (7,991,074) Technology Holdings Limited Equity instruments of the holding company on (217,500) acquisition Equity instruments of Traction Technology Holdings Limited on 615,052 acquisition Cost of acquisition 562,056 (7,031,466) Consolidated equity instruments 1,819,739 TRACTION TECHNOLOGY PLC Notes to the Unaudited Interim Consolidated Financial Statements for the Period 1 July 2006 to 31 December 2006 13. RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS AND RESERVES Equity Profit Total instruments and loss Â£ (see note 12) account Â£ Â£ Traction Technology Holdings Limited 615,052 (367,512) 247,540 Share capital eliminated on consolidation (615,052) - (615,052) Issue of share capital by Traction Technology plc 8,851,205 - 8,851,205 Reverse acquisition of adjustment (7,031,466) - (7,031,466) Loss for the period - (9,983) (9,983) 1,819,739 (377,495) (1,442,244) 14. NOTE TO THE SUMMARY CONSOLIDATED CASH FLOW STATEMENT Period from Period from 1.7.06 to 7.6.06 to 31.12.06 30.6.06 (unaudited) (audited) Â£ Â£ Loss from operating activities (351,804) (26,860) Adjustment for depreciation 1,929 250 Operating cash outflows before movement in working capital (349,875) (26,610) Increase in inventories (40,922) - Increase in receivables (84,461) (44,281) Increase/(Decrease) in payables 225,804 (134,221) Non-cash assets and liabilities acquired with Traction (15,456) - Technology plc Net cash outflow from operating activities (264,910) (205,112) This information is provided by RNS The company news service from the London Stock Exchange

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