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ClearSpeed Tech plc (CSD)

  Print      Mail a friend       Annual reports

Friday 26 September, 2008

ClearSpeed Tech plc

Interim Results

RNS Number : 3628E
ClearSpeed Technology plc
26 September 2008
 



26 September 2008


ClearSpeed Technology plc


Interim Results


ClearSpeed Technology plc ('ClearSpeed' or the 'Group', AIM: CSD), a leader in high-performance processors for supercomputing and embedded systems, announces its interim results for the six months to 30 June 2008.


Highlights


  • First sales of the CSX700 next generation processor

  • Next generation ClearSpeed Accelerated Terascale System (CATS) incorporating CSX700 board product launched 

  • Cost reductions implemented successfully with a further restructuring proposed

Richard Farleigh, ClearSpeed Chairman commented:


'We have developed a very strong product offering but, as with many new technologies, the challenge is to gain acceptance in the marketplace. Consequently, we have continued to reduce costs and focus on the careful management of our resources. 


'We are focussing on partnering, to further control costs and to produce tailored customer solutions incorporating current and future ClearSpeed product. '


Enquiries:

ClearSpeed Technology plc

0117 317 2000

Tom Beese, Chief Executive Officer


Chris Allen, Chief Financial Officer




College Hill

020 7457 2020

Adrian Duffield/Jon Davies




KBC Peel Hunt (Nominated Adviser and Broker)

020 7418 8900

Oliver Scott / Richard Kauffer



Note to editors


ClearSpeed is a semiconductor company that delivers the world's most advanced parallel processing solutions for the most challenging applications ranging from commerce to science to security. This leadership exists because ClearSpeed is unrivalled in meeting the most intense processing needs with maximum energy efficiency and full programmability. ClearSpeed's products include chips, accelerator boards, rack modules, software and support. ClearSpeed has over 100 patents granted or pending. For more information, visit www.clearspeed.com.



Overview


At the end of H1 2008, ClearSpeed implemented a restructuring in order to reduce further the Group's cost base whilst at the same time aiming to:


  • Focus on its core competencies of advanced silicon design and programming tools

  • Extend its indirect sales model and develop engagements with a key set of partners

  • Widen its addressable markets

  • Maintain a strong cash position by significantly reducing cost base; and 

  • Accelerate the development of the Group's patenting and patent exploitation strategy.


In order to focus on developing partner relations, ClearSpeed will carry out further restructuring in September 2008, which will result in a significant reduction in the Group's cost base and also allow retention of the core team to work with development partners.


Financial results


ClearSpeed had revenue
s of £0.5m in the six months to 30 June 2008, a 213% growth over the same period last year (2007: £0.1m).  


The move towards an indirect sales model and subsequent rationalisation of the organisation in Q4 2007, led to operating expenses being significantly reduced to £6.2m in H1 2008 (H2 2007: £9.2m).  


The annualised savings from the restructuring programme implemented in June 2008 are expected to exceed £3.0m. The proposed restructuring for September has commenced with a consultation process with the objective of reducing the Group's annual cost base to less than £3m


R&D costs in the first half amounted to £3.2m; these will be specifically controlled and only incurred going forward to fulfil customer orders.  The Group's cash position at 30 June 2008 was £13.9m (31 December 2007: £19.6m).


Business development


At the end of June 2008, the Group launched its new processor, the 
CSX700 at the International SuperComputing Conference in Dresden. Launching this new product 'ready to ship' and with the development completed on budget, was significant proof of the effectiveness of ClearSpeed's execution and significantly strengthened the Group's market position.


At launch, the CSX700 was approved by HP to provide acceleration to its blade servers opening up a significant potential market for the product. The CSX700 has also been selected by BAE Systems for future US government satellite processing needs, highlighting a widening of interest in the Group's technology for defence, aerospace and related markets.  

 

However, the market for acceleration remains immature and is not developing at the anticipated rate. Furthermore, these new products are yet to deliver their expected impact in the marketplace despite setting new industry standards for power efficiency and reliability in High Performance Computing (HPC) acceleration. 


Outlook


The Group has continued to pursue its plan to develop an indirect sales model, working with partners and distributors to expand ClearSpeed's international routes to market. There are early indications that this model is making progress in Asia Pacific, but long-standing engagements have yet to come to fruition, despite strong apparent interest. To date, the Group has not yet replicated this level of interest in the important US and European markets as the overall slow growth of the HPC acceleration market has made revenue growth both more difficult and slower than expected.


The Board believes, despite its confidence that the Group is well positioned at the leading edge of high-performance processors for supercomputing and embedded systems, that it is prudent to focus on controlling costs and also to be cautious about the timing of future revenue.



Condensed Group Income Statement

June 2008





Reviewed

Reviewed

Audited


Note

6 months ended 30 June 2008

6 months ended 30 June 2007

12 months ended 31 Dec 2007

 

 

£'000

£'000

£'000






Revenue


   447 

   143 

   1,227 

Cost of Sales

 

   (138)

   (97)

   (458)

Gross Profit


   309 

   46 

   769 






Operating Expenses





Research, design and development


   (3,186)

   (3,093)

   (6,431)

Marketing and administrative expenses


   (3,055)

   (4,049)

   (9,731)

Restructuring costs

 

  -  

 - 

   (134)



   (6,241)

   (7,142)

  (16,296)






Operating loss

4

   (5,932)

   (7,096)

  (15,527)

Investment revenues


      525 

   401 

   1,025 

Finance costs

 

  -  

   (9)

   (9)

Loss before taxation


   (5,407)

   (6,704)

  (14,511)

Tax on loss on ordinary activities

5

   676 

   1,961 

   2,657 

Loss for the period

8

   (4,731)

   (4,743)

  (11,854)

Loss per share





Basic and diluted

6

-8.1p

-9.1p

-22.8p






All results are derived from continuing operations.






Condensed Group Statement of Recognised Income and Expense

June 2008




Reviewed

Reviewed

Audited


6 months ended 30 June 2008

6 months ended 30 June 2007

12 months ended 31 Dec 2007

 

£'000

£'000

£'000





Exchange differences on translation of foreign operations

   28 

      (19)

   (39)

Net income recognised directly in equity

   28 

   (19)

   (39)









Loss for the period

   (4,731)

   (4,743)

  (11,854)

Total recognised income and expense for the period

   (4,703)

   (4,762)

(11,893)



Condensed Group Balance Sheet

June 2008




Reviewed

Reviewed

Audited


Note

As at 30 June 2008

As at 30 June 2007

As at 31 Dec 2007

 

 

£'000

£'000

£'000






Non-current assets





Intangible assets


201 

267 

 316 

Property, plant and equipment

 

613 

705 

774 



814 

972 

1,090 






Current assets





Inventories


1,561 

525 

245 

Current tax receivable


1,906 

1,962 

1,230 

Trade and other receivables


1,284 

1,886 

998 

Cash and cash equivalents


13,883 

24,683 

19,638 

Derivative financial instruments

 

  -  

  -  

208 



18,634 

29,056 

22,319 




 

 

Total assets

 

19,448 

30,028 

23,409 






Current liabilities





Trade and other payables


2,152 

1,781 

1,686 

Provisions


465 

146 

253 

Derivative financial instruments

 

  -  



2,626 

1,936 

1,939 




 

 

Net current assets

 

16,008 

27,120 

20,380 




 

 

Total liabilities

 

2,626 

1,936 

1,939 






Net assets

 

16,822 

28,092 

21,470 











Equity





Share capital

7

584 

584 

584 

Share premium account


49,203 

49,203 

49,203 

Own shares


42 

42 

42 

Capital redemption reserve


6,361 

6,361 

6,361 

Merger reserve


33,153 

33,153 

33,153 

Foreign exchange reserve


261 

253 

233 

Retained earnings


(72,782)

(61,504)

(68,106)

Total equity

8

16,822 

28,092 

21,470 


 

Condensed Group Cashflow Statement

June 2008





Reviewed

Reviewed

Audited


Note

6 months ended 30 June 2008

6 months ended 30 June 2007

12 months ended 31 Dec 2007

 

 

£'000

£'000

£'000

Net cash from operating activities

9

   (6,233)

   (6,442)

   (11,851)






Investing activities





Interest received


   525 

   271 

   1,025 

Purchases of property, plant and equipment


   (33)

   (191)

   (462)

Purchases of intangible assets


   (42)

   (89)

   (191)

 

 

 

 

 

Net cash from / (used in) investing activities

 

   450 

   (9)

   372 






Financing activities





Proceeds on exercise of options


  -  

   16 

   16 

Proceeds on issue of shares


  -  

   20,056 

   20,056 

Share issue costs


  -  

   (674)

   (674)

 

 

 

 

 

Net cash from financing activities

 

  -  

   19,398 

   19,398 



 

 

 

Effect of foreign exchange rate changes


   28 

      (19)

   (36)

 

 

 

 

 

Net (decrease)/increase in cash and cash equivalents


   (5,755)

   12,928 

   7,883 






Cash and cash equivalents at beginning of period


   19,638 

     11,755 

   11,755 






Cash and cash equivalents at end of period

 

13,883 

24,683 

   19,638 



Notes to the Interim Financial Statements

June 2008


1.  General information


ClearSpeed Technology plc is a company incorporated in the United Kingdom under the Companies Act 1985. The address of the registered office is 3110 Great Western CourtHunts Ground Road, Stoke Gifford, Bristol BS34 8HP.


These condensed interim financial statements do not comprise statutory accounts under the meaning of Section 240 of the Companies Act 1985. Statutory accounts for the year ended 31 December 2007, as prepared under International Financial Reporting Standards (IFRSs), were approved by the Board of Directors on 17 March 2008 and delivered to the Registrar of Companies. The report of the auditors on those accounts was unqualified, did not contain an emphasis of matter paragraph and did not contain any statement under Section 237 (2) or (3) of the Companies Act 1985.


2.  Basis of preparation


The condensed financial statements have been prepared using accounting policies consistent with International Financial Reporting Standards as adopted for use in the European Union.


These financial statements are presented in pounds sterling because that is the currency of the primary economic environment in which the Group operates. Foreign operations are included in accordance with the policies set out in note 10.


3.  Segmented Reporting


Geographical segments


The Group's operations are located in the United Kingdom and the USA. The Group has only one type of business and therefore does not have separately identifiable business segments. No secondary segment information is therefore given.


Segment information about these businesses is presented below.



Revenue













6 months ended 30 June 2008


6 months ended 30 June 2007


12 months ended 31 Dec 2007


United 
Kingdom

USA

Total


United 
Kingdom

USA

Total


United 
Kingdom

USA

Total

 

£'000

£'000

£'000

 

£'000

£'000

£'000

 

£'000

£'000

£'000

United Kingdom

146

-

146


74

-

74


157

-

157

Europe

18

-

18


15

-

15


53

-

53

USA

11

55

66


10

36

46


459

507

966

Japan

-

175

175


-

-

-


-

-

-

Rest of the World

-

42

42

 

3

5

8

 

51

-

51













Revenue

175

272

447

 

102

41

143

 

720

507

1,227

























Result













6 months ended 30 June 2008


6 months ended 30 June 2007


12 months ended 31 Dec 2007


United 
Kingdom

USA

Total


United 
Kingdom

USA

Total


United 
Kingdom

USA

Total

 

£'000

£'000

£'000

 

£'000

£'000

£'000

 

£'000

£'000

£'000

Segmented loss

(4,192)

(1,740)

(5,932)


(5,407)

(1,689)

(7,096)


(12,824)

(2,703)

(15,527)

 

 

 

 

 

 

 

 

 

 

 

 

Investment revenues

525


525


401


401


1,025


1,025

Finance costs

-


-


(9)


(9)


(9)


(9)

Tax

676

 

676

 

1,961

 

1,961

 

2,657

 

2,657

Loss for the period

(2,991)

(1,740)

(4,731)

 

(3,054)

(1,689)

(4,743)

 

(9,151)

(2,703)

(11,854)

























Balance sheet













At 30 June 2008


At 30 June 2007


At 31 Dec 2007


United 
Kingdom

USA

Total


United 
Kingdom

USA

Total


United 
Kingdom

USA

Total

 

£'000

£'000

£'000

 

£'000

£'000

£'000

 

£'000

£'000

£'000

Segment assets

19,100

348

19,448


29,793

235

30,028


23,259

150

23,409













Segment liabilities

(2,244)

(382)

(2,626)

 

(1,694)

(242)

(1,936)

 

(1,682)

(257)

(1,939)













Other information













6 months ended 30 June 2008


6 months ended 30 June 2007


12 months ended 31 Dec 2007


United 
Kingdom

USA

Total


United 
Kingdom

USA

Total


United 
Kingdom

USA

Total

 

£'000

£'000

£'000

 

£'000

£'000

£'000

 

£'000

£'000

£'000

Capital additions

67

8

75


260

22

282


585

68

653

Depreciation and amortisation

278

28

306

 

201

23

224

 

429

50

479


4.  Operating loss


Operating loss has been arrived at after charging / (crediting):-




6 months ended 30 June 2008

6 months 
ended 
30 
June 2007

12 months ended 31 Dec 2007

 

£'000

£'000

£'000

Net foreign exchange losses

9

20

35

Depreciation of property, plant and equipment

243

172

374

Amortisation of intangible assets included in other operating expenses

63

52

105

Cost of inventories recognised as an expense

161

158

163

Management charges to Pixelfusion

-

-

(7)


5.  Taxation


The tax reflected in the Income Statement represents tax credits arising in connection with Research and Development activities up until 30 June 2008.


There is no tax charge in the period (30 June 2007: £nil, 31 December 2007: £nil) due to the available losses.


6.  Loss per share



 

 

 

 

6 months ended 30 June 2008

6 months 
ended 
30 
June 2007

12 months ended 31 Dec 2007

Retained loss for the period (£'000)

(4,743)

(4,743)

(11,854)

Weighted average shares in issue (number)

58,471,702

52,024,337

52,066,368

Basic and diluted loss per ordinary share (pence)

(8.1)

(9.1)

(22.8)



7.  Share capital


As at 30 June 2008 the Company had authorised share capital of 100,000,000 (30 June 2007 and 31 December 2007: 100,000,000) ordinary shares of 1p each, of which 62,634,497 (30 June 2007 and 31 December 2007: 62,634,497) ordinary shares have been allotted, called up and fully paid.


At 30 June 2008, of the called up share capital, 4,162,029 (30 June 2007 and 31 December 2007: 4,162,029) ordinary shares were held by the ClearSpeed Technology Employee Benefit Trust and are included within Own shares.



8.  Reconciliation of movement in equity



Share
capital

Share premium

Capital redemption reserve

Merger reserve

Own 
shares

Foreign exchange reserve

Profit and loss account

Total

 

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

At 1 January 2007

384

30,021

6,361

33,153

42

272

(57,144)

13,089

Exercise of options

-

-

-

-

-

-

16

16

Share based payments

-

-

-

-

-

-

367

367

Share issue

200

19,856

-

-

-

-

-

20,056

Share issue costs

-

(674)

-

-

-

-

-

(674)

Exchange differences on 
translation of overseas operations

-

-

-

-

-

(19)

-

(19)

Retained loss for the period

-

-

-

-

-

-

(4,743)

(4,743)

At 1 July 2007

584

49,203

6,361

33,153

42

253

(61,504)

28,092

Share based payments

-

-

-

-

-

-

509

509

Exchange differences on translation of overseas operations

-

-

-

-

-

(20)

-

(20)

Retained loss for the period

-

-

-

-

-

-

(7,111)

(7,111)

At 1 January 2008

584

49,203

6,361

33,153

42

233

(68,106)

21,470

Share based payments

-

-

-

-

-

-

55

55

Exchange differences on translation of overseas operations

-

-

-

-

-

28

-

28

Retained loss for the period

-

-

-

-

-

-

(4,731)

(4,731)

At 30 June 2008

584

49,203

6,361

33,153

42

261

(72,782)

16,822



9.  Note to the cashflow statement



6 months ended 30 June 2008

6 months 
ended 
30 
June 2007

12 months ended 31 Dec 2007

 

£'000

£'000

£'000





Loss for the period

  (4,731)

  (4,743)

  (11,854)





Adjustments for:




Investment revenues

  (525)

  (401)

  (1,025)

Finance costs

  -  

  9 

  9 

Income tax on loss for the period

  (676)

  (1,961)

  (2,657)

Depreciation of property, plant and equipment

  243 

  172 

  374 

Amortisation of intangible assets

  63 

  52 

  105 

Share-based payment expense

  55 

  367 

  876 

Increase in provisions

  102 

  6 

  113 

 

 

 

 

Operating cash flows before movements in working capital

  (5,469)

  (6,499)

  (14,059)





Increase in inventories

  (1,315)

  (342)

  (62)

(Increase) / decrease in receivables

  (79)

  44 

  592 

Increase in payables

  630 

  356 

  251 

 

 

 

 

Cash used by operations

  (6,233)

  (6,441)

  (13,278)





Income taxes (paid) / received

  -  

  (1)

  1,427 


 



Net cash outflow from operating activities

  (6,233)

  (6,442)

  (11,851)


10.  Accounting policies


Basis of accounting


The condensed financial statements have been prepared using accounting policies consistent with International Financial Reporting Standard (IFRS) as adopted for use in the European Union.

The financial statements have been prepared on the historical cost basis, except for the revaluation of certain financial instruments. The principal accounting policies adopted are set out below.


Basis of consolidation


The consolidated financial statements incorporate the financial statements of ClearSpeed Technology plc (the 'Company') and entities controlled by the Company (its subsidiaries) made up to 31 December each year. Control is achieved where the Company has the power to govern the financial and operating policies of an investee entity so as to obtain benefits from its activities.


Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by the Group.


All intra-Group transactions, balances, income and expenses are eliminated on consolidation.


Revenue recognition


Revenue is measured at the fair value of the consideration received or receivable and represents amounts receivable for goods and services provided in the normal course of business, net of discounts, VAT and other sales-related taxes.


Sales of goods


Revenue from sales of goods is recognised when the risks and rewards of ownership are transferred.  


Sale of software licences


Revenue on any associated software licence fees is recognised when delivery of the software has occurred, provided that a signed agreement is in place, the licence fee is fixed and determinable, no specific modification of the software is required and that the collection of the fee is probable.


Sale of support agreements


Revenue from support agreements is recognised over the term of the contract.


Interest income


Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset's net carrying amount.


Leasing


Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.


Assets held under finance leases are recognised as assets of the Group at their fair value or, if lower, at the present value of the minimum lease payments, each determined at the inception of the lease. The corresponding liability to the lessor is included in the balance sheet as a finance lease obligation. Lease payments are apportioned between finance charges and reduction of the lease obligation so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are charged directly against income.


Rentals payable under operating leases are charged to income on a straight-line basis over the term of the relevant lease.


Benefits received and receivable as an incentive to enter into an operating lease are also spread on a straight-line basis over the lease term.


Foreign currencies


The individual financial statements of each Group Company are presented in the currency of the primary economic environment in which it operates (its functional currency). For the purpose of the consolidated financial statements, the results and financial position of each Group Company are expressed in pounds sterling, which is the functional currency of the Company, and the presentation currency for the consolidated financial statements. The functional currency of the Company's subsidiary ClearSpeed Solutions Limited is pounds sterling. The functional currency of the Company's subsidiary ClearSpeed Technology Inc is the United States dollar.


In preparing the financial statements of the individual companies, transactions in currencies other than the entity's functional currency (foreign currencies) are recorded at the rates of exchange prevailing on the dates of the transactions. At each balance sheet date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the balance sheet date. Non-monetary items carried at fair value that are denominated in foreign currencies are translated at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.


Exchange differences are recognised in profit or loss in the period in which they arise except for:


  • exchange differences on transactions entered into to hedge certain foreign currency risks (see below under derivative financial instruments and hedge accounting); and

  • exchange differences on monetary items receivable from or payable to a foreign operation for which settlement is neither planned nor likely to occur, which form part of the net investment in a foreign operation, and which are recognised in the foreign currency translation reserve and recognised in profit or loss on disposal of the net investment.


For the purpose of presenting consolidated financial statements, the assets and liabilities of the Group's foreign operations are translated at exchange rates prevailing on the balance sheet date. Income and expense items are translated at the average exchange rates for the period, unless exchange rates fluctuate significantly during that period, in which case the exchange rates at the date of transactions are used. Exchange differences arising, if any, are classified as equity and recognised in the Group's foreign currency translation reserve. Such translation differences are recognised as income or as expenses in the period in which the operation is disposed of.


Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated at the closing rate.


Government grants


Government grants in respect of research and development are recognised as income over the periods necessary to match them with the costs received.


Operating loss


Operating loss is stated after charging restructuring costs but before investment income and finance costs.


Retirement benefit costs


Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.


Taxation


The tax expense represents the sum of the tax currently payable and deferred tax.


The tax currently payable is based on 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 Group's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date.


Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases 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 taxable 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 the initial recognition of goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit.


Deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries and associates, and interests in joint ventures, except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future.


Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited 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 tax liabilities and when they relate to income taxes levied by the same taxation authority and the Group intends to settle its current tax assets and liabilities on a net basis.


Property, plant and equipment


Fixtures and equipment are stated at cost less accumulated depreciation and any recognised impairment loss.


Depreciation is charged so as to write off the cost or valuation of assets, other than land and properties under construction, over their estimated useful lives, using the straight-line method, on the following bases:


Plant and machinery

-

over three years

Office equipment

-

over five years

Computer equipment

-

over three years


The gain or loss arising on the disposal or retirement of an asset is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognised in income.


Internally-generated intangible assets - research and development expenditure


Expenditure on research activities is recognised as an expense in the period in which it is incurred.


An internally-generated intangible asset arising from the Group's development activity is recognised only if all of the following conditions are met:


  • an asset is created that can be identified (such as software and new processes);

  • it is probable that the asset created will generate future economic benefits; and

  • the development cost of the asset can be measured reliably.

Internally-generated intangible assets are amortised on a straight-line basis over their useful lives. Where no internally-generated intangible asset can be recognised, development expenditure is recognised as an expense in the period in which it is incurred.  


Patents and trademarks


Patents and trademarks are measured initially at purchase cost and are amortised on a straight-line basis over their estimated useful lives.  


Impairment of tangible and intangible assets excluding goodwill


At each balance sheet date, the Group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where the asset does not generate cash flows that are independent from other assets, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. An intangible asset with an indefinite useful life is tested for impairment annually and whenever there is an indication that the asset may be impaired.


Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.


If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised as an expense immediately, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.


Where an impairment loss subsequently reverses, the carrying amount of the asset (cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (cash-generating unit) in prior years. A reversal of an impairment loss is recognised as income immediately, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.


Inventories


Inventories are stated at the lower of cost and net realisable value. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition. Cost is calculated using the weighted average method. Net realisable value represents the estimated selling price less all estimated costs of completion and costs to be incurred in marketing, selling and distribution.


Financial instruments


Financial instruments are defined as: 'Any contract which gives rise to a financial asset of one entity and a financial liability of another.'


Financial assets and financial liabilities are recognised in the Group's balance sheet when the Group becomes a party to the contractual provisions of the instrument.


Financial Assets


Financial assets are classified into the following specified categories:


  • Interests in subsidiaries;

  • Trade receivables.


Investments


Investments are recognised and derecognised on a trade date where the purchase or sale of an investment is under a contract whose terms require delivery of the investment within the timeframe established by the market concerned, and are initially measured at fair value, including transaction costs.


Investments are classified as either held-for-trading or available for sale, and are measured at subsequent reporting dates at fair value. Where securities are held for trading purposes, gains and losses arising from changes in fair value are included in net profit or loss for the period. For available-for sale investments, gains and losses arising from changes in fair value are recognised directly in equity until the security is disposed of or deemed to be impaired, at which time the cumulative gain or loss recognised in equity is recognised in the profit or loss for the period.


Investments in subsidiaries are stated at cost less, where appropriate, provisions for impairment.


Loans and receivables


Trade receivables, loans, and other receivables that have fixed or determinable payments that are not quoted in an active market are classified as loans and receivables. Loans and receivables are measured at amortised cost using the effective interest method, less any impairment. Interest income is recognised by applying the effective interest rate, except for short-term receivables when the recognition of interest would be immaterial.


Impairment of financial assets


Financial assets, other than those at Fair Value Through the Profit and Loss (FVTPL), are assessed for indicators of impairment at each balance sheet date. Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows of the investment have been impacted.  

For shares classified as Available For Sale (AFS), a significant or prolonged decline in the fair value of the security below its cost is considered to be objective evidence of impairment. For all other financial assets, including redeemable notes classified as AFS and finance lease receivables, objective evidence of impairment could include:


  • significant financial difficulty of the issuer or counterparty; or

  • default or delinquency in interest or principal payments; or

  • it becoming probable that the borrower will enter bankruptcy or financial re-organisation.


For certain categories of financial asset, such as trade receivables, assets that are assessed not to be impaired individually are subsequently assessed for impairment on a collective basis. Objective evidence of impairment for a portfolio of receivables could include the Group's past experience of collecting payments, an increase in the number of delayed payments in the portfolio past the average credit period of 60 days, as well as observable changes in national or local economic conditions that correlate with default on receivables.


The carrying amount of the financial asset is reduced by the impairment loss directly for all financial assets with the exception of trade receivables, where the carrying amount is reduced through the use of an allowance account. When a trade receivable is considered uncollectible, it is written off against the allowance account. Subsequent recoveries of amounts previously written off are credited against the allowance account. Changes in the carrying amount of the allowance account are recognised in profit or loss.


With the exception of AFS equity instruments, if, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognised, the previously recognised impairment loss is reversed through profit or loss to the extent that the carrying amount of the investment at the date the impairment is reversed does not exceed what the amortised cost would have been had the impairment not been recognised.  

In respect of AFS equity securities, impairment losses previously recognised through profit or loss are not reversed through profit or loss. Any increase in fair value subsequent to an impairment loss is recognised directly in equity.


Cash and cash equivalents


Cash and cash equivalents comprise cash on hand and demand deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value.


Derecognition of financial assets


The Group derecognises a financial asset only when the contractual rights to the cash flows from the asset expire; or it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity. If the Group neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Group recognises its retained interest in the asset and an associated liability for amounts it may have to pay. If the Group retains substantially all the risks and rewards of ownership of a transferred financial asset, the Group continues to recognise the financial asset and also recognises a collateralised borrowing for the proceeds received.


Financial liabilities and equity


Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into.  


Equity instruments


An equity instrument is any contract that evidences a residual interest in the assets of the Group after deducting all of its liabilities. Equity instruments issued by the Group are recorded at the proceeds received, net of direct issue costs.


Financial liabilities


Financial liabilities are classified as either financial liabilities 'at FVTPL' or 'other financial liabilities'.


Financial liabilities held by the Group include:


  • Trade payables;

  • Derivative financial instruments - forward foreign exchange contracts.


Financial liabilities at FVTPL


Financial liabilities are classified as at FVTPL where the financial liability is either held for trading or it is designated as at FVTPL.


A financial liability is classified as held for trading if:


  • it has been incurred principally for the purpose of disposal in the near future; or

  • it is a part of an identified portfolio of financial instruments that the Group manages together and has a recent actual pattern of short-term profit-taking; or 

  • it is a derivative that is not designated and effective as a hedging instrument.

 

A financial liability other than a financial liability held for trading may be designated as at FVTPL upon initial recognition if:


  • such designation eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise arise; or 

  • the financial liability forms part of a Group of financial assets or financial liabilities or both, which is managed and its performance is evaluated on a fair value basis, in accordance with the Group's documented risk management or investment strategy, and information about the Group is provided internally on that basis; or

  • it forms part of a contract containing one or more embedded derivatives, and IAS 39 Financial Instruments: Recognition and Measurement permits the entire combined contract (asset or liability) to be designated as at FVTPL.


Financial liabilities at FVTPL are stated at fair value, with any resultant gain or loss recognised in profit or loss. The net gain or loss recognised in profit or loss incorporates any interest paid on the financial liability.  


Other financial liabilities


Other financial liabilities, including borrowings, are initially measured at fair value, net of transaction costs. Other financial liabilities are subsequently measured at amortised cost using the effective interest method, with interest expense recognised on an effective yield basis. The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments through the expected life of the financial liability, or, where appropriate, a shorter period.


Derecognition of financial liabilities


The Group derecognises financial liabilities when, and only when, the Group's obligations are discharged, cancelled or they expire.


Derivative financial instruments and hedge accounting


The Group's activities expose it primarily to the financial risks of changes in foreign currency exchange rates and interest rates. During 2007, the Group began using foreign exchange forward contracts to hedge these exposures. The Group does not use derivative financial instruments for speculative purposes.


The use of financial derivatives is governed by the Group's policies approved by the Board of Directors, which provide written principles on the use of financial derivatives.


Changes in the fair value of derivative financial instruments that are designated and effective as hedges of future cash flows are recognised directly in equity and the ineffective portion is recognised immediately in the income statement. If the cash flow hedge of a firm commitment or forecasted transaction results in the recognition of an asset or a liability, then, at the time the asset or liability is recognised, the associated gains or losses on the derivative that had previously been recognised in equity are included in the initial measurement of the asset or liability. For hedges that do not result in the recognition of an asset or a liability, amounts deferred in equity are recognised in the income statement in the same period in which the hedged item affects net profit or loss.


Changes in the fair value of derivative financial instruments that do not qualify for hedge accounting are recognised in the income statement as they arise.  


Hedge accounting is discontinued when the hedging instrument expires or is sold, terminated, or exercised, or no longer qualifies for hedge accounting. At that time, any cumulative gain or loss on the hedging instrument recognised in equity is retained in equity until the forecasted transaction occurs. If a hedged transaction is no longer expected to occur, the net cumulative gain or loss recognised in equity is transferred to net profit or loss for the period.


Provisions


Provisions are recognised when the Group has a present obligation as a result of a past event, and it is probable that the Group will be required to settle that obligation. Provisions are measured at the Directors' best estimate of the expenditure required to settle the obligation at the balance sheet date, and are discounted to present value where the effect is material.


Share-based payments


The Group has applied the requirements of IFRS 2 Share-based Payment. In accordance with the transitional provisions, IFRS 2 has been applied to all grants of equity instruments after 7 November 2002 that were unvested at 1 January 2006.


The Group issues equity-settled share-based payments to certain employees including share options with non market-based vesting conditions. Equity-settled share-based payments are measured at fair value (excluding the effect of non market-based vesting conditions) at the date of grant. The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Group's estimate of shares that will eventually vest and adjusted for the effect of non market-based vesting conditions.


Fair value is measured by 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 non-transferability, exercise restrictions, and behavioural considerations.


For certain share options which include market-related conditions, the fair value is estimated using the Binomial model.


11.  Events after the balance sheet date


On 2 July 2008, the Group announced a plan to restructure in order to continue rationalisation of its cost base. While retaining a team in the US, the reorganisation will involve transfer of a number of functions from ClearSpeed's US office in San JoseCalifornia, to its UK office, so reducing the direct sales force and associated sales support functions. The annualised savings from the reorganisation are expected to exceed £3.0m.  In September 2008, the Group announced a strategic review which is detailed in the overview.


As at 30 June 2008, the requirements of IAS 37 were not met, and hence a provision to recognise the costs of restructuring has not been created.


12.  Availability of Interim Report


The Interim Report will be available from 26 September 2008 on the Company's website: www.clearspeed.com




Independent Review Report To Clearspeed Technology plc


We have been engaged by the company to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2008 which comprises the income statement, the balance sheet, the statement of recognised income and expense, the cash flow statement and related notes 1 to 12. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.


This report is made solely to the company in accordance with International Standard on Review Engagements 2410 issued by the Auditing Practices Board. Our work has been undertaken so that we might state to the company those matters we are required to state to them in an independent review 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, for our review work, for this report, or for the conclusions we have formed.


Directors' responsibilities


The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the half-yearly financial report in accordance with the AIM Rules of the London Stock Exchange


As disclosed in note 1, the annual financial statements of the group are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of financial statements included in this half-yearly financial report have been prepared in accordance with the accounting policies the group intends to use in preparing its next annual financial statements.


Our responsibility


Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the halfߛyearly financial report based on our review.


Scope of Review


We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity' issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.


Conclusion


Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2008 is not prepared, in all material respects, in accordance with the AIM Rules of the London Stock Exchange.


DELOITTE & TOUCHE LLP

Chartered Accountants and Registered Auditor

BristolUnited Kingdom  

24 September 2008


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