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IPS - Ipsa Group Plc - Unaudited Interim Results For The Six Month Period To

Thu, 25 Jun 2009


IPS
IPSA                                                                            
IPS - Ipsa Group Plc - Unaudited Interim Results For The Six Month Period To    
                   31 March 2009 Chairman`s Statement                           
IPSA GROUP PLC                                                                  
(Incorporated and registered in England and Wales)                              
(Registration Number 5496202)                                                   
AIM Share Code IPSA   ISIN GB00BOCJ3F01                                         
JSE Share Code IPS    ISIN GB00BOCJ3F01                                         
("IPSA" or "the company")                                                       
25 June 2009                                                                    
UNAUDITED INTERIM RESULTS FOR THE SIX MONTH PERIOD TO 31 MARCH 2009             
CHAIRMAN`S STATEMENT                                                            
In the six month period 
to 31 March 2009 the Group made a loss of GBP3.4m on    
sales of just under GBP1.0m. The loss per share, fully-diluted, was 3.80p.      
1) Newcastle Combined Heat and Power ("CHP") Plant                              
Having previously been commissioned and achieved sales of both steam and        
electricity, the Newcastle CHP facility in KwaZulu Natal has stood idle while   
waiting for the award of a power purchasing agreement with Eskom. As noted in   
the accounts, the Company`s subsidiary in South Africa commenced selling steam  
in September 2007 and electricity in October 2007 but sales of electricity have 
been temporarily suspended since the end of September 2008 pending the          
application for and grant of an electricity supply contract. The delay in being 
awarded a contract has affected the Group`s cash flow to the extent that steam  
sales have also been temporarily suspended since February 2009.                 
We are very hopeful that the power purchase 
agreement will be signed and        
implemented in the near future. The Company shares the frustration of           
shareholders that the agreement has taken so long to materialise. I can only    
assure shareholders that this is not the result of any lack of effort on the    
part of management, who have been working non-stop to finalise matters with     
Eskom; but it must be acknowledged that for Eskom the Newcastle CHP project is  
much less important than it is for IPSA. The resulting delay has had a number of
negative impacts on the Group. In particular, the refinancing of the Newcastle  
project, already made more difficult by exceptionally poor conditions in        
international credit markets following the financial collapse of late 2008, has 
had to wait until an appropriate power purchase contract is in place, while the 
Group`s profits and cashflow have been seriously hit by its obligations under   
the take or pay agreement with our gas provider, Sasol. That is, we 
find        
ourselves in a position of having to pay for gas we are not consuming while our 
generators sit there with nothing to do.                                        
2) Fiat Avio 501 D turbines                                                     
During the period under review, and since the period end, IPSA has conducted    
negotiations with various parties outside South Africa for the sale of the      
turbines formerly earmarked for the Coega project near Port Elizabeth. It had   
become clear that the in-service date for the first 521 MW of open cycle gas    
turbine capacity at Coega, originally targeted for mid-2009, could not be       
achieved and IPSA has therefore been endeavouring to sell the four fully-       
refurbished Fiat Avio 501 D turbines acquired by the Company in March 2007 for  
the Coega project.                                                              
Despite various offers of interest, and moments when agreement appeared to be   
within sight, 
no firm purchaser has yet been identified for the turbines. The   
Directors continue to believe that the value of the turbines is considerably    
higher than the all-in purchase price of GBP32.6 million. The turbines are      
unusual in that they are able to run on heavy fuel oil, which makes them more   
adaptable than many competitors. However the terms of the Company`s loan of     
GBP15 million from Standard Bank require the Company to repay the loan in full  
by the end of September 2009 and it is imperative that an appropriate           
transaction is agreed by then, or that appropriate refinancing arrangements are 
put in place.                                                                   
3) Elitheni Clean Coal Holdings                                                 
The Group is developing over 500 MW of coal-fired capacity in the Eastern Cape  
based on coal from the Elitheni coal mine at Indwe. The owners of the Elitheni  
coal mine have announced increased coal 
reserves sufficient for IPSA to proceed 
with the first 250 MW of coal-fired capacity on a fast track basis. Once again  
the advancement of this project has been hindered by our lack of cash, and      
further progress is dependent on the refinancing referred to above.             
Overall it has been a very frustrating time. South Africa`s need for new        
generating capacity is demonstrated by continuing power shortages in many parts 
of the country; the authorities have been obliged to make arrangements with     
other countries in the region to ensure uninterrupted supplies during the 2010  
football World Cup. Our Newcastle facility has been waiting for the best part of
a year while the award of a long term power purchase agreement has been held up 
by delays beyond our control. We are now very hopeful of good news on the power 
purchase agreement in the near future - but previous experience has taught us to
be cautious about being too optimistic on timing.                   
            
The Company`s financial position, clearly, is difficult. We have some excellent 
and valuable assets in the Newcastle plant and the four Fiat Avio turbines. On  
the other hand we are very short of cash; indeed we have already announced that 
during the period we were dependent for survival on funding from Independent    
Power Corporation PLC ("IPC"), a company controlled by our own chief executive. 
This funding has kept the Group alive but it is not a bottomless well. The      
current amount due to IPC is GBP0.63m, following the conversion of GBP0.55m of  
existing loan into ordinary shares in the Company in March 2009. In addition,   
interest payments of GBP0.58m are overdue in respect of the Company`s senior    
secured bank loan.                                                              
Shareholders should note that the independent auditors included an emphasis of  
matter paragraph in their unqualified opinion of the Group`s Financial          
Statements for 
the year ended 30 September 2008 in light of the uncertainties at
the time.                                                                       
It is essential for our survival that we make rapid progress with the           
refinancing of the Newcastle facility and the sale of the Fiat Avio turbines.   
Shareholders will be kept fully informed.                                       
Stephen Hargrave                                                                
Chairman                                                                        
25 June 2009                                                                    
IPSA IPSA GROUP PLC                                                             
(Incorporated and registered in England and Wales)                              
(Registration Number 5496202)                                                   
AIM Share Code IPSA   ISIN GB00BOCJ3F01                                         
JSE Share Code IPS    ISIN GB00BOCJ3F01    
                                     
("IPSA" or "the company")                                                       
CONSOLIDATED INCOME STATEMENT (UNAUDITED)                                       
FOR THE HALF YEAR ENDED 31 MARCH 2009                                           
                             Notes          6 months to     6 months to         
                                            31/3/09         31/3/08             
GBP`000         GBP`000             
Revenue                       3              955            957                 
Cost of sales                 4              (1,663)        (1,439)             
Gross loss                                   (708)          (482)               
Administrative expenses                      (492)          (721)               
Operating loss                               (1,200)        (1,203)             
Other (expenses) / income     5              (1,296)        (3,639)             
Finance (expense) / income        
           (908)          (10)                
Loss before tax                              (3,404)        (4,852)             
Tax expense                                  -              -                   
Loss for the period                          (3,404)        (4,852)             
Loss per ordinary share       6              3.80p          5.42p               
(basic, diluted and headline)                                                   
CONSOLIDATED STATEMENT OF RECOGNISED INCOME AND EXPENSE (unaudited) for the half
year ended 31 March 2009                                                        
                                                 6 months to     6 months to    
31/3/09         31/3/08        
                                                 GBP`000         GBP`000        
Loss for the period                               (3,404)         (4,852)       
Exchange difference on translation                (250)           532           
Total recognised loss for the 
period              (3,654)         (4,320)       
CONSOLIDATED BALANCE SHEET (UNAUDITED)                                          
AT 31 MARCH 2009                                                                
                                  Notes      31/3/09       30/9/08   31/3/08    
GBP`000       GBP`000     GBP`000  
Assets                                                                          
Non-current assets                                                              
Intangible                         7         708            750       833       
Property, plant and                                                             
Equipment                          8         12,217         11,574    32,960    
                                            12,925         12,324    33,793     
Current assets                                                                  
Assets held for resale             9         32,639         32,253    -         
Trade and other 
receivables                  290            1,454     651       
Cash and cash equivalents                    865            405       1,464     
                                            33,794         34,112    2,115      
Total assets                                 46,719         46,436    35,908    
Equity and liabilities                                                          
Equity attributable to equity holders                                           
of the parent:                                                                  
Share capital                                1,901          1,792     1,792     
Share premium account                        26,002         25,267    25,267    
Foreign currency reserve                     (704)          (454)     (18)      
Retained loss                                (11,732)       (8,328)   (8,729)   
Total equity                                 15,467         18,277    18,312    
Non-current liabilities                     
                                    
Bank loan                          10        -              -         15,000    
Current liabilities                                                             
Trade and other payables           11        15,147         12,017    2,596     
Bank loan                          10        15,000         15,000    -         
Other borrowings                             1,105          1,142     -         
                                            31,252         28,159    2,596      
Total equity and liabilities                 46,719         46,436    35,908    
STATEMENT OF CONSOLIDATED CASH FLOWS (UNAUDITED)                                
FOR THE HALF YEAR ENDED 31 MARCH 2009                                           
                                  Notes          6 months to    6 months to     
31/3/09        31/3/08        
                                                  GBP`000        GBP`000        
Cash generated from / (used in)          
                                       
Operations                                        973            (12,337)       
Interest (paid) / received                        (908)          (10)           
Net cash generated from /                         65             (12,347)       
(used in) operating activities                                                  
Cash flows from investing activities                                            
Purchase of plant and equipment                   (26)           (1,892)        
Additions to assets for resale                    (386)          -              
                                                 (412)          (1,892)         
Cash flows from financing activities                                            
Bank loan                                         -              15,000         
Other loans                                       513            -              
Issue of shares (net of costs)                    294            -   
           
                                                 807            15,000          
Increase in cash and cash equivalents             460            761            
RECONCILIATION AND ANALYSIS OF CHANGE IN NET FUNDS                              
Increase in cash during the period                460            761            
Cash and cash equivalents at start                                              
of period                                         405            703            
Cash and cash equivalents at                                                    
end of period                                     865            1,464          
Reconciliation of loss before tax to net cash used in operations:               
Loss for the period                               (3,404)        (4,852)        
Depreciation                                      348            109            
Amortisation of intangible asset                  42             -              
Changes in 
working capital                                                      
Decrease in debtors                              1,164          441             
Increase / (decrease) in creditors               3,130          (10,124)        
Exchange translation                              (1,215)        2,079          
Interest net                                      908            10             
Net cash generated from /                                                       
(used in) operations                              973            (12,337)       
NOTES TO THE UNAUDITED INTERIM STATEMENT FOR THE HALF YEAR ENDED 31 MARCH 2009  
1. Basis of preparation                                                         
This interim statement is unaudited and does not constitute Statutory Accounts  
within the meaning of Section 240 of the Companies Act 1985. Statutory Accounts 
for the year ended 30 September 2008 have been filed with the Registrar of      
Companies. The auditors have made a 
report on those Statutory Accounts under    
Section 235 of the Companies Act 1985. The auditors` report is modified on the  
basis of an emphasis of matter opinion and going concern but is otherwise       
unqualified. The financial information contained in this interim statement has  
been prepared in accordance with the Listing Rules of the Financial Services    
Authority and all International Financial Reporting Standards (`IFRS`) in force 
and expected to apply to the Group`s results for the year ended 30 September    
2009 and on interpretations of those Standards released to date.                
2. Accounting policies                                                          
This interim statement has been prepared in accordance with the Group`s IFRS    
accounting policies. These policies were set out in the Group`s Financial       
Statements for the year ended 30 September 2008.                                
3. Revenue                                                      
                
The Company`s subsidiary in South Africa commenced selling steam in September   
2007 and electricity in October 2007. Sales of electricity have been temporarily
suspended since the end of September 2008 pending the application and           
prospective grant of an electricity supply contract. The delay in being awarded 
an electricity supply contract has affected the Group`s cash flow to the extent 
that steam sales have also been temporarily suspended since February 2009.      
4. Cost of sales                                                                
Cost of sales has exceeded sales revenues as a result of the low sales volume   
following the temporary suspension of electricity sales. In the prior period,   
cost of sales included gas consumed during testing of the plant.                
5. Other expenses                                                               
Other expenses included:                                                        
a) 
Exchange losses of GBP1.5m arising on the amount outstanding in respect of   
the refurbishment costs of the equipment originally acquired for the Coega      
project and now held as an `asset for re-sale`                                  
b) Exchange gains of GBP1.1m arising in the Company`s subsidiary on sterling    
denominated loans from the Company which have funded the construction of the    
generating plant in South Africa                                                
c) A provision of GBP0.9m under the gas `take-or-pay` contract. The suspension  
of electricity sales has resulted in a shortfall against the minimum off-take   
required under the contact and this sum of GBP0.9m represents the pro-rata      
shortfall at 31 March 2009.                                                     
6. Loss per share                                                               
The loss per ordinary share has been calculated on the loss for the period of   
GBP3.404m (2008 - GBP4.852m) 
divided by the weighted average number (89,564,081)
of ordinary shares in issue during the period (2007 - 89,564,081). There is no  
difference between the basic, diluted and headline calculations.                
7. Intangible                                                                   
The intangible non-current asset represents the fair value of the supply        
contract owned by Newcastle Cogeneration (Proprietary) Limited.                 
8. Property, plant and equipment                                                
Property, plant and machinery comprises the plant in South Africa and, at 31    
March 2008, also included the plant acquired for the Coega project (GBP23.1m) - 
see note 9 below.                                                               
9. Assets held for resale                                                       
As set out in the 30 September 2008 Financial Statements, the Board has decided 
to sell the 4 steam turbines which were originally 
acquired for the Coega       
project as a result of the uncertainty over the timing of the project and the   
expected delays as compared to the original proposed timetable.                 
10. Bank loan                                                                   
In March 2008, the Company obtained a bank loan of GBP15m to finance the final  
instalment payment for the plant acquired for the Coega project. The loan is    
repayable in September 2009. Interest is at LIBOR plus 3.255%.                  
11. Trade and other payables                                                    
Included within trade and other payables is an amount of Euro12.4m (GBP11.5m)   
owing to the manufacturer which has refurbished the 4 steam turbines held for   
resale. This amount is not payable until the machines are sold.                 
12. The Board of Directors approved this interim statement on 25 June 2009. This
interim statement has not been audited.                                        
 
13. Copies of this statement are being sent to all shareholders on the register 
at today`s date. Copies may be obtained from the Company`s registered office,   
5th Floor, Prince Consort House, Albert Embankment, London SE1 7TJ.             
About IPSA:                                                                     
IPSA Group PLC is a British company established to develop power generation     
projects in southern Africa. It is managed by a team with a strong track record 
in developing power projects worldwide and with considerable experience in      
Southern Africa.                                                                
IPSA floated on the AIM market of the London Stock Exchange in September 2005   
and obtained a dual listing on the Altx market of the Johannesburg Stock        
Exchange in October 2006.                                                       
LONDON                                                                          
25 June 2009              
                                                      
FOR FURTHER INFORMATION CONTACT:                                                
Peter Earl, CEO, IPSA Group PLC:  +44 (0)20 7793 7676                           
Elizabeth Shaw, COO, IPSA Group PLC:  +44 (0)20 7793 7676                       
John Llewellyn-Lloyd / Sunil Sanikop, Noble & Company Ltd: +44 (0)20 7763 2200  
(Nominated Adviser and Joint Broker)                                            
Allan Piper, Tavistock Communications:  +44 (0)20 7920 3150                     
(UK PR Advisers)                                                                
Dino Theodorou, PSG Capital (Pty.) Limited: +27 (11) 797 8400                   
(South African Sponsors)                                                        
Or visit IPSA`s website: www.ipsagroup.co.uk                                    
Date: 25/06/2009 13:00:01 Produced by the JSE SENS Department.                  
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