Final Results

Impax Group PLC 09 December 2004 IMPAX GROUP PLC PRELIMINARY STATEMENT OF RESULTS FOR THE YEAR ENDED 30 SEPTEMBER 2004 Impax Group plc, the AIM quoted boutique which provides specialist financial services within the environmental market sector, today announces its preliminary results for the year ended 30 September 2004. Highlights • Turnover for the year increased by 47% • Funds managed within the asset management division performed strongly • Launch of Impax Environmental Markets (Ireland) - an open ended fund with initial assets of over £16m • Acceleration of strategy to grow the asset management activities Commenting, Keith Falconer, Chairman said: 'We are very fortunate to operate within a sector that is growing far faster than the UK economy as a whole. We have a strong reputation for providing effective corporate financial advice and we are leaders in asset management in the environmental market sector. Impax is strongly placed to exploit the opportunities and increase shareholder value in the years ahead' For further information please contact Keith Falconer, Chairman 020 7434 1122 Impax Group plc Robert Luetchford or John Webb 020 7490 3788 Marshall Securities 9 December 2004 IMPAX GROUP PLC PRELIMINARY STATEMENT OF RESULTS FOR THE YEAR ENDED 30 SEPTEMBER 2004 CHAIRMAN'S STATEMENT The sectors in which Impax specialises, renewable energy, water and waste are growing very fast and we have positioned the company to exploit our strengths and skills in those areas. Shareholders place a premium on and prefer to invest in companies which exhibit, over time, an upward trend in earnings. We now have in place a credible strategy which is intended to give shareholders what they want - consistent earnings which exhibit, over time, a strong positive upward trend. The primary way in which we intend to achieve this is by growing the funds under management in the asset management division and, since I joined the board, we have significantly accelerated this strategy. The strong performance of Impax Environmental Markets plc has led to demand for access to the portfolio through an open-ended vehicle. Earlier today, I was delighted to announce the launch of Impax Environmental Markets (Ireland), an open ended fund with the same objective, with initial funds of over £16m. I think we can grow this rapidly. At the same time, we are hoping to launch other funds in areas where we have strong competitive skills. New funds will quickly yield revenues to Impax and, as these are successfully marketed and grow, should provide an uplift in shareholder value. We are also well placed to offer clients corporate finance advice and consultancy services and will continue to exploit opportunities in our specialist sectors. With the exit from the oil business, management is now free to concentrate on delivering shareholder value through growing our core businesses. Results for the period Turnover for the year was £1,737,805, 47% higher than in the previous year. The operating loss for the year was £293,430 (2003: £677,355) before a charge of £282,604 (2003: £282,604) for the amortisation of goodwill. It is never satisfactory to report a loss, but there is an improving trend and we hope to be able to report further progress as the new funds are launched and subsequently grown. Corporate Finance The corporate finance division continued to offer key services to clients. In addition to repeat work, we were engaged by a number of new clients for both advisory and transaction linked assignments in the waste and renewable energy sectors. While waste sector activity continues to accelerate, we have also been successful in securing follow-on advisory work from public sector bodies, including the Government of Northern Ireland and The Crown Estate. As European governments pass additional environmental legislation, industry participants seek ever larger capital sums to finance the activities needed to meet environmental challenges. We are ideally placed to advise our clients on these challenges and opportunities. The knowledge gained by advising companies and the UK government in the environmental sectors gives us a strong competitive advantage over our investment management competition as it allows us to generate a very considerable proportion of our investment ideas internally and rigorously test external ideas. Asset Management The asset management division performed strongly, producing revenues of £785,000, an increase of 63% over last year. Unusually, our activities span quoted and private investments and our clients are both from the UK and overseas. Performance this year has been excellent across the range. Few investment institutions have the specialist skills to invest in the environmental sectors and our services as a subcontractor should allow us to grow our revenues quickly as the investment universe quickly expands. The London-quoted Impax Environmental Markets plc ('IEM') has performed strongly as portfolio companies have reported rising earnings, valuations have recovered and some of the larger holdings have been bid for at significant premiums. The Net Asset Value of IEM has risen 12.2% in the year to 30 November 2004, an out performance over the MSCI World Index, which has risen 1.9% over the same period. The share price of IEM has risen 27.0% during the same period and the discount narrowed to 5.2%. There has been strong demand for exposure to the trust's portfolio from institutional clients leading to the launch of Impax Environmental Markets (Ireland), as mentioned above. I can also report that our private equity funds performed well. The Recycling Fund made its first investment in October 2004 and is expected to announce further deals in the coming months. In addition, I can confirm that we received the first bonus payment from the PVMTI Fund. At the same time, we are working to secure additional mandates and I anticipate that we will be in a position to make further announcements on this point later in the company's financial year. Oil Interests As we reported earlier in the year, we have successfully concluded our exit from the oil business through the sale of the Californian Nukern field to All American Oil and Gas Inc. The consideration comprised a payment of US$700,000 (£393,000) and a US$5.45m Production Note. This has been accounted for in detail in notes 28 and 31. The Production Note has minimum quarterly payments which should provide a useful cash stream for the business over the next few years. Employee Share Ownership It is important that the interests of Impax's executives and those of its shareholders are properly entwined. At present, very little equity is held by the directors and staff and I am seeking your approval to introduce an Employee Benefits Trust which, in a tax efficient way, will allow key contributors to the company's performance to build an equity stake of up to 20% in the company. Performance criteria and share price hurdles will be put in place to protect shareholders' interests. The proposal is as much designed to benefit shareholders as it is staff, but we must ensure we can attract and retain first class people if we are to maximise our returns. We will provide further details of the proposals in a circular in the near future. Prospects Challenges, I discovered long ago, usually change, but seldom get any easier! Doubtless, this will be the case at Impax. But with the oil interests sold and with a firm business strategy in place, we all relish the chance we now have to grow Impax actively on behalf of our shareholders. Along with two very committed non-executive directors, I have the privilege of leading a very strong team of professionals who are well placed to grow shareholder value. I am aware we have much to do. But I hope you share my confidence in Impax's future. Keith Falconer 9 December 2004 IMPAX GROUP PLC CONSOLIDATED PROFIT AND LOSS ACCOUNT Year ended 30 September 2004 2004 2003 Note £ £ TURNOVER Continuing operations 1,737,805 1,182,924 ------------ ------------ OPERATING LOSS Continuing operations (576,034) (959,959) Impairment in value of assets 3 - (1,626,419) ------------ ------------ 2 (576,034) (2,586,378) Interest receivable and similar income 49,196 6,826 66,612 20,382 Interest payable (186,349) (60,975) ------------ ------------ LOSS ON ORDINARY ACTIVITIES (695,771) (2,626,971) BEFORE TAXATION Tax on loss on ordinary activities 4 - (32,741) ------------ ------------ LOSS FOR THE YEAR (695,771) (2,659,712) ============ ============ LOSS PER SHARE Basic 7 (1.91)p (7.50)p ============ ============ Adjusted (1.14)p (2.12)p ============ ============ CONSOLIDATED STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES Year ended 30 September 2004 2004 2003 £ £ Loss for financial year (695,771) (2,659,712) Currency translation differences (295,708) (318,612) ------------ ------------ Total recognised gains and losses for the year (955,479) (2,978,324) ============ ============ IMPAX GROUP PLC CONSOLIDATED BALANCE SHEET As at 30 September 2004 2004 2003 £ £ FIXED ASSETS Intangible fixed assets 1,911,701 2,194,305 Tangible fixed assets 15,567 2,409,141 ------------ ------------ 1,927,268 4,603,446 ------------ ------------ CURRENT ASSETS Debtors 3,080,171 1,236,576 Cash at bank and in hand 1,002,100 1,219,747 ------------ ------------ 4,082,271 2,456,323 CREDITORS - amounts falling due (476,088) (617,778) within one year ------------ ------------ NET CURRENT ASSETS 3,606,183 1,838,545 ------------ ------------ TOTAL ASSETS LESS CURRENT LIABILITIES 5,533,451 6,441,991 ------------ ------------ CREDITORS - amounts falling due (2,255,505) (2,300,000) after more than one year ------------ ------------ 3,277,946 4,141,991 ============ ============ CAPITAL AND RESERVES Called up share capital 8,891,556 8,871,441 Share premium 758,791 687,472 Exchange equalisation reserve (760,973) (501,265) Profit and loss account (5,611,428) (4,915,657) ------------ ------------ EQUITY SHAREHOLDERS' FUNDS 3,277,946 4,141,991 ============ ============ IMPAX GROUP PLC CONSOLIDATED CASHFLOW STATEMENT Year ended 30 September 2004 Note 2004 2003 £ £ NET CASH OUTFLOW FROM 8 (349,112) (875,594) OPERATING ACTIVITIES Returns on investments and servicing of finance 9 (38,302) (34,482) Tax paid 9 (32,741) - Capital expenditure and financial investment 9 (12,903) (4,525) Acquisitions and disposals 9 515,325 83,730 Management of liquid resources 9 60,736 75,016 ----------- ------------ NET CASH INFLOW/(OUTFLOW) BEFORE FINANCING 143,003 (755,855) Financing 9 - 1,726,743 ----------- ------------ INCREASE IN CASH 10 143,003 970,888 =========== =========== RECONCILIATION OF NET CASHFLOW TO MOVEMENT IN NET DEBT Increase in cash in year 143,003 970,888 Decrease in cash on deposit in year (60,736) (75,016) Cash inflow from increase in net debt - (1,726,743) ----------- ------------ Changes in net debt resulting from cashflows 82,267 (830,871) Non cash transactions - conversion of loan stock 44,495 - Translation differences (299,914) (56,436) ----------- ------------ Movement in net debt in the year (173,152) (887,307) Net debt at 1 October (1,080,253) (192,946) ----------- ------------ Net debt at 30 September (1,253,405) (1,080,253) =========== =========== IMPAX GROUP PLC NOTES TO THE PRELIMINARY STATEMENT 1 Nature of the financial information The financial information set out above does not constitute full accounts for the purposes of section 240 of the Companies Act 1985. The financial information has been extracted from the Company's accounts for the year ended 30 September 2004 on which the auditors, MRI Moores Rowland LLP, have given an unqualified opinion. 2 Turnover, operating loss and net assets Turnover relates solely to the principal activities of the Group. Turnover 2004 2003 £ £ Analysis by class of business and geographical market Europe Corporate finance advisory and asset management services 1,737,805 1,177,224 United States Oil & gas activities - 5,700 ----------- ------------ 1,737,805 1,182,924 ============ ============ Operating loss 2004 2003 Analysis by class of business and geographical £ £ market Europe Asset management & corporate finance advisory (293,430) (506,827) Goodwill amortisation (282,604) (282,604) United States Oil & gas activities - (170,528) Impairment provisions - (1,626,419) ----------- ------------ (576,034) (2,586,378) =========== ============ Net assets 2004 2003 Analysis by class of business and geographical £ £ market Europe Asset management & corporate finance advisory 1,048,602 1,186,924 United States Oil & gas activities - 2,492,123 Loans receivable 2,229,344 462,944 ----------- ------------ 3,277,946 4,141,991 =========== ============ 3 Exceptional Items 2004 2003 £ £ Impairment in value of Nukern oil field - 1,626,419 =========== ============ During 2004, the Group disposed of the Nukern oil field. During 2003, the Directors reviewed the value of this asset and adjusted its carrying value to US$4,000,000 (£2,400,528). This adjustment was based on the Directors' belief that any disposal arrangements were likely to include deferred terms based on long-term production. 4 Tax on loss on ordinary activities 2004 2003 £ £ UK corporation tax - - US corporation tax - 32,741 ---------- ---------- - 32,741 ========== ========== No liability to current year UK corporation tax arises on the results for the year. The Group has tax losses of £3,294,424 (2003: £2,901,688) available for offset against future taxable profits in the UK. The US tax liability relates to CSV Holdings Inc. a US subsidiary disposed of during 2003. 5 Foreign currencies The results of subsidiary undertakings reporting in foreign currencies are translated at the average rate ruling in the accounting period (US$1.70: £1; 2003: US$1.60: £1) and the assets and liabilities at the rate ruling at the balance sheet date (US$1.80: £1; 2003: US$1.67: £1). 6 Dividends No dividend is proposed. 7 Loss per share The calculation of loss per share is based on the loss for the year of £695,771 and on the weighted average number of ordinary shares in issue of 36,377,018 (2003: loss of £2,659,712 on shares in issue 35,485,764). In order to show results from operating activities on a comparable basis, an adjusted loss per share has been calculated which excludes goodwill amortisation of £282,604 (2003: £282,604) and exceptional items of £nil (2003: £1,626,419) from the result for the year. 8 Reconciliation of operating loss to net cash outflow from operating activities 2004 2003 £ £ Operating loss (576,034) (2,586,378) Impairment provisions - 1,570,545 Depreciation and depletion charges 5,949 6,161 Amortisation charge 282,604 282,604 Increase in debtors (73,032) (267,072) Increase in creditors 11,401 118,546 ---------- ---------- Net cash outflow from operating activities (349,112) (875,594) ========== ========== 9 Analysis of changes in cashflows during the year 2004 2003 £ £ Returns on investments and servicing of finance Interest received 66,612 20,382 Interest paid (104,914) (54,864) ---------- ---------- (38,302) 34,482 ========== ========== Taxation Tax paid (32,741) - ---------- ---------- (32,741) - ========== ========== Capital expenditure and financial investment Payments to acquire tangible fixed assets (12,903) (4,525) ---------- ---------- (12,903) (4,525) ========== ========== Acquisitions and disposals Net proceeds from disposal of subsidiaries 332,755 22,159 Repayments received 182,570 61,571 ---------- ---------- 515,325 83,730 ========== ========== Management of liquid resources Cash held on deposit to support oil activities 60,736 75,016 ========== ========== ========== ========== Financing Repayment of working capital loan - (1,228,520) Increase in working capital loan - 655,263 Proceeds from Convertible Loan Stock - 2,300,000 ---------- ---------- - 1,726,743 ========== ========== 10 Analysis of changes in net funds 1 October 2003 Cash Flow Translation Non Cash 30 September Difference 2004 £ £ £ £ £ Cash at bank and in hand 1,159,011 143,003 (299,914) - 1,002,100 Cash on deposit 60,736 (60,736) - - - Debt due after one year (2,300,000) - - 44,495 (2,255,505) ----------- ----------- ------------ --------- ------------ (1,080,253) 82,267 (299,914) 44,495 (1,253,405) =========== =========== ============ ========== ============ 11 Reconciliation of movements in shareholders' funds 2004 2003 £ £ Loss for the financial year (695,771) (2,569,712) Conversion of Loan Stock 91,434 - Translation adjustments (259,708) (318,612) ------------- ------------- Net reduction in shareholders' funds (864,045) (2,978,324) Opening shareholders' funds 4,141,991 7,120,315 ------------- ------------- Closing shareholders' funds 3,277,946 4,141,991 ============= ============= Copies of the report and accounts of the Company for the year ended 30 September 2004 will be available on the Company's web site www.impax.co.uk and may be collected from the Registered Office. Copies will be sent to shareholders. Registered Office: Broughton House 6-8 Sackville Street London W1S 3DG For further information please contact: Keith Falconer 020 7434 1122 Impax Group plc Robert Luetchford or John Webb 020 7490 3788 Marshall Securities Limited This information is provided by RNS The company news service from the London Stock Exchange
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