Interim Results

Impax Group PLC 18 May 2004 18 May 2004 Impax Group plc Interim results for the six months ended 31 March 2004 Impax Group plc, the specialised financial services business providing fund management, corporate finance and advisory services in the environmental infrastructure and technology ('EIT') sector, today announces its interim results for the six months ended 31 March 2004. Highlights * Turnover has doubled from the same period last year * Loss reduced to £350,000, after amortisation of goodwill of £141,000 * All American Oil and Gas Inc. announced its intention to exercise option to acquire Nukern oilfield * Changes to the Group Board Commenting on the results, Keith Falconer, Chairman said: 'The interim figures indicate that the corner has been turned. We anticipate the improvement can be continued in the second half. The disposal of the last remaining oil interests will leave the group to focus on its core strengths. Once we have disposed of our oil interests, Impax will be a focused well-resourced business and we can now concentrate on taking advantage of the growth opportunities in our chosen sectors'. For further information please contact: Keith Falconer, Ian Simm or Nigel Taunt 020 7434 1122 Impax Group plc Robert Luetchford or John Webb 020 7490 3788 Marshall Securities Limited Impax Group plc Chairman's Statement ----------------------------------------------------- At the beginning of January I joined the Board and assumed the Chair from Stuart Bickerstaff towards the end of that month. Four months into the job, I am confident that the environmental infrastructure and technology sector (EIT) in which we specialise is growing rapidly and that Impax is well-placed to capitalise on the many opportunities to provide specialised financial services. These interim results show considerable growth in revenues from both of our operating subsidiaries when compared with the same period last year and demonstrate significant progress in addressing some of the 'legacy' issues that have plagued Impax in the past. In particular, I am delighted to announce that All American Oil and Gas Inc. (AAOG) has confirmed that it intends to exercise its option over the Nukern oilfield. The proceeds will allow Impax to invest confidently in its core business. The Impax team is highly experienced and extremely able. We intend to make further additions to the team in the coming year to allow the group to grow its revenues at an accelerated rate. Results for the period Turnover was £891,000, more than double that earned in the same period last year. The operating loss for the period of £350,000, is after a £141,000 charge for the amortisation of goodwill. This loss compares with a loss of £2,281,000 at the interim stage last year, a figure that included a provision of £1,712,000 for impairment of the value of our oil interests. Corporate Finance Impax Capital Corporation's (ICC) turnover was £520,000, 132% above the equivalent figure last year. Not only has the financial environment improved considerably but there is a growing focus by European governments on renewable energy and waste management issues. At the same time, ICC has been active in securing new mandates from a growing client list both in the public and private sectors. In the public sector we won significant mandates from The Crown Estate and the EU Commission while continuing our advisory work for the Northern Ireland government in connection with the Renewables Obligation and carbon emission permit allocations. We have had success too in work with private sector clients notably in the waste management sector where we acted as co-financial advisor to Waste Recycling Group on its 525,000 tonne per annum Allington waste to energy facility which achieved financial close at the end of March 2004. We are also advising a preferred bidder on a 25-year Local Authority waste management contract. In the wind sector, we have advised Nordex, a wind turbine manufacturer based in Germany on the restructuring of construction finance for the 50MW Crystal Rig wind farm. Corporate advisory fees are difficult to forecast, but the positive trend seen in 2003 and the first half of 2004 seems to be continuing into the second half. Asset Management Impax Asset Management manages and advises five funds with total assets under management of around £69m. Revenues rose to £360,000, an increase of 74% over the corresponding six-month period last year. Performance across these funds has been good. The net asset value ('NAV') of the largest fund, Impax Environmental Markets plc, (IEM) rose 21.3% over the year ending 31 December 2003, an out-performance over the MSCI World Index, which rose 17.6% over the same period. In the 12 months ending 31 March 2004, the IEM NAV rose 43.6%, while the MSCI World Index rose 21.7%. The unquoted funds also performed satisfactorily and we expect to receive our first bonus payment from the PVMTI fund within the second half. The EIT sector is growing quickly and many investors want to increase their exposure to it. Few institutions have the expertise to do this by themselves and this plays directly to our core competence. We intend to grow our range and the size of the funds actively in the future in both private and quoted equity. Oil Interests It was my hope that we would complete the disposal of the group's oil interests at the earliest opportunity. I am therefore particularly pleased to report that AAOG has confirmed that it intends to exercise its option over the Nukern oilfield. Impax will shortly receive a non-refundable deposit of US$350,000 (£192,000) representing the option fee. On exercise of the option, which is due by 31 August 2004, Impax will receive a further US$350,000 (£192,000) in cash and a US$5.45m (£2.98m) secured production note. The production note is based on payments of US$4 per barrel, with minimum quarterly payments rising from US$60,000 (£33,000) in 2005 to $120,000 (£66,000) in 2009 onwards. Any remaining balance on the note is repayable in full at the end of 2011. No surplus will be recognised in the profit and loss account until payments received in aggregate exceed the book value of the Nukern oilfield, currently US$4.1m (£2.25m). The nature of the transaction means that the oil assets will become a receivable in the group balance sheet and the production payments as they are received will be offset against it. Following completion, large amounts of management time will no longer be spent on managing the oil business. This is a very positive development. We continue to receive at least $US25,000 (£14,000) per month from the CSV/ Starks oilfield which we sold last year. The loan created on disposal has reduced from $US1,195,000 (£759,000) in March 2003 to $US992,000 (£544,000) in the current period. Employee share ownership It is normal for a company such as Impax to have a considerable amount of its equity owned by its employees. This provides a real incentive and reduces the risk of key employees being lured away. This interim report shows considerable progress towards building a profitable business and this is due to a great effort being made by my colleagues here who have worked very effectively for you. At present, the degree of equity participation by the senior employees is negligible and we intend to seek shareholders' approval to establish share based employee incentives. Group Board The disposal of the oil interests leaves Impax able to concentrate on our core activity with considerable cash resources to accelerate our growth. The change in our business calls for a different expertise on the main board. Accordingly, Neville A Brown and Geirr Frostmann will be stepping down as non-executive directors after the board meeting on 3 June 2004. It is customary for tribute to be paid to departing directors and I make no exception here. Impax has been through a number of difficult years and they have proved stoic and supportive throughout. I thank them on behalf of shareholders. I am pleased to announce two new non-executive directors will join the board on 3 June 2004. Simon Morris has practised corporate finance for over thirty years, more recently with his own firm, MSB Corporate Finance and then with Smith & Williamson. His experience will help us to establish a new growth-based strategy for the corporate finance business. David Kempton, who has successfully started and built a number of businesses, will assume the role of Senior Non-Executive Director in compliance with the Higgs Report. Prospects It is a bold chairman who makes confident predictions about the future. The geopolitical climate is of great concern and rising energy prices and interest rates are not a golden scenario for equity markets. Higher energy prices should however help to accelerate investment in renewable energy. Once we have disposed of our oil interests, Impax will be a focused well-resourced business. At a time when government and EU legislation and the commercial impetus from high energy prices are underpinning significant growth within the EIT sector, I believe that we are well positioned to capture further opportunities. I look forward to the challenges and opportunities with enthusiasm. Keith Falconer Chairman 18 May 2004 Impax Group plc Consolidated Profit and Loss Account for the six months ended 31 March 2004 -------------- ------- -------- ---------- ----- ----- -------- ------ -------- Notes Six months Six months Year ended ended ended 31 Mar 04 31 Mar 03 30 Sept 03 (unaudited) (unaudited) (audited) £'000 £'000 £'000 Turnover 2 891 429 1,183 Operating expenses Amortisation of goodwill 2 ( 141) ( 141) ( 283) Impairment in value of assets 3 - ( 1,712) ( 1,626) Exchange loss ( 5) ( 2) - Other operating expenses 2 ( 1,033) ( 832) ( 1,860) --------- -------- -------- ( 1,179) ( 2,687) ( 3,769) Operating loss Continuing operations ( 288) ( 546) ( 960) Impairment in value of assets - ( 1,712) ( 1,626) --------- -------- -------- ( 288) ( 2,258) ( 2,586) Net interest payable ( 62) ( 23) ( 41) --------- -------- -------- Loss on ordinary activities before taxation ( 350) ( 2,281) ( 2,627) Taxation - - ( 33) --------- -------- -------- Loss attributable to the Group ( 350) ( 2,281) ( 2,660) --------- -------- -------- Basic and diluted loss per share 5 (0.98)p (6.43)p (7.50)p Adjusted loss per share 5 (0.59)p (1.20)p (2.13)p --------- -------- -------- Statement of Total Recognised Gains and Losses Loss for the period ( 350) ( 2,281) ( 3,925) Currency translation differences ( 267) ( 11) ( 421) --------- -------- -------- Total recognised losses ( 617) ( 2,292) ( 4,346) --------- -------- -------- All disclosures relate only to continuing operations. Impax Group plc Consolidated Balance Sheet as at 31 March 2004 ------------------- -------- ------ ---- -------- ----- -------- ------ -------- Notes As at As at As at 31 Mar 31 Mar 03 30 Sept 03 04 (unaudited) (unaudited) (audited) £'000 £'000 £'000 Fixed assets Intangible fixed assets 2,053 2,345 2,194 Tangible fixed assets 2,288 2,548 2,409 -------- -------- -------- 4,341 4,893 4,603 -------- -------- -------- Current assets Debtors 578 321 569 Loans receivable 544 759 667 Cash at bank and in hand 7 877 294 1,220 -------- -------- -------- 1,999 1,374 2,456 Creditors - amounts falling due within one year ( 492) ( 1,439) ( 617) -------- -------- -------- Net current assets/(liabilit ies) 1,507 ( 65) 1,839 Total assets less current liabilities 5,848 4,828 6,442 Creditors - amounts falling due after more than one year ( 2,260) - ( 2,300) -------- -------- -------- Total net assets 3,588 4,828 4,142 -------- -------- -------- Capital and reserves Called up share capital 8 8,885 8,871 8,871 Share premium 8 736 687 687 Exchange equalisation reserve 8 ( 767) ( 194) ( 500) Profit and loss account 8 ( 5,266) ( 4,536) ( 4,916) -------- -------- -------- Equity shareholders' funds 3,588 4,828 4,142 -------- -------- -------- Impax Group plc Consolidated Cash Flow Statement for the six months ended 31 March 2004 ------------------------ ----- ------- ------ ------- ------ ------- Six months Six months Year ended ended ended 31 Mar 04 31 Mar 03 30 Sept 03 (unaudited) (unaudited) (audited) £'000 £'000 £'000 Cash outflow from operating activities ( 257) ( 570) ( 876) Returns on investments and servicing of finance Interest received 31 3 20 Interest paid ( 59) ( 26) ( 54) Taxation ( 33) - - Capital expenditure and financial investment Purchase of tangible fixed assets ( 90) - ( 5) Proceeds from sale of fixed assets 85 64 84 Management of liquid resources Cash held on deposit to support oil activities - 79 75 ------- ------- ------- Net cash outflow before financing ( 323) ( 450) ( 756) Financing Increase working capital loan - 476 656 Repayment of working capital loan - - ( 1,229) Net proceeds from Convertible Unsecured Loan Stock - - 2,300 ------- ------- ------- - 476 1,727 ------- ------- ------- (Decrease)/increase in cash in the period ( 323) 26 971 ------- ------- ------- Reconciliation of net cash flow to movement in net debt (Decrease)/increase in cash in the period ( 323) 26 971 Cash inflow from increase in net debt - ( 556) ( 1,727) (Decrease) in cash on deposit in year - - ( 75) Translation differences 20 ( 32) ( 56) ------- ------- ------- Movement in net debt in the period ( 303) ( 562) ( 887) Net debt at beginning of period ( 1,080) ( 193) ( 193) ------- ------- ------- Net debt at end of period ( 1,383) ( 755) ( 1,080) ------- ------- ------- Reconciliation of operating profit/(loss) to net cash flow from operating activities Six months Six months Year ended ended ended 31-Mar-04 31-Mar-03 30-Sep-03 (unaudited) (unaudited) (audited) £'000 £'000 £'000 Operating loss ( 288) ( 2,258) ( 2,586) Impairment provisions - 1,712 1,570 Goodwill amortisation charge 141 141 283 Depreciation and depletion 2 3 6 (Increase)/decrease in debtors ( 9) 19 ( 267) (Decrease)/increase in creditors ( 103) ( 187) 118 ------- ------- ------- Net cash flow from operating activities ( 257) ( 570) ( 876) ------- ------- ------- Impax Group plc Notes to the Interim Accounts for the six months ended 31 March 2004 ---- ------------------- ------- ----- ------- ----- ------- ----- -------- 1 The financial information set out in this report does not constitute full accounts for the purposes of Section 240 of the Companies Act 1985. The interim accounts for the six months ended 31 March 2004 and 31 March 2003 are unaudited. The comparative figures for the financial year ended 30 September 2003 are not the Company's statutory accounts for the financial year but are abridged from those accounts which have been reported on by the Company's auditors, whose report was unqualified. The interim accounts have been prepared on the basis of the accounting policies set out in the annual financial statements of the Group for the year ended 30 September 2003. The interim accounts were approved by the Directors on 18 May 2004. 2 Segment analysis Six months Six months Year ended ended ended 31 Mar 04 31 Mar 03 30 Sept 03 (unaudited) (unaudited) (audited) £'000 £'000 £'000 Turnover Financial 880 429 1,177 services Oil 11 - 6 ------- ------- -------- 891 429 1,183 ------- ------- -------- Operating loss Financial ( 142) ( 341) ( 506) services Oil - ( 62) ( 171) Exchange loss ( 5) ( 2) - Amortisation of ( 141) ( 141) ( 283) goodwill ------- ------- -------- ( 288) ( 546) ( 960) Impairment - ( 1,712) ( 1,626) provisions ------- ------- -------- ( 288) ( 2,258) ( 2,586) Net interest ( 62) ( 23) ( 41) payable ------- ------- -------- Loss on ordinary activities ( 350) ( 2,281) ( 2,627) before taxation Tax on loss on - - ( 33) ordinary ------- ------- -------- activities Loss for the year ( 350) ( 2,281) ( 2,660) ------- ------- -------- 3 Exceptional Items Six months Six months Year ended ended ended 31 Mar 04 31 Mar 03 30 Sept 03 (unaudited) (unaudited) (audited) £'000 £'000 £'000 Impairment in value of Nukern - 1,712 1,626 Field -------- -------- ------- In December 2003, the Group entered into an agreement to facilitate the disposal of the Nukern oilfield. 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 Amounts denominated in US Dollars have been converted at the closing rate on 31 March 2004 of £1 to $1.82 (31 March 2003: $1.57; 30 September 2003: $1.67). The results of the US subsidiary undertaking have been translated on a monthly basis at the average rate ruling during each month. 5 The figures for basic loss per share are based on the loss attributable to the Group of £350,000 (31 March 2003: £2,281,000; 30 September 2003: £2,660,000) and on the weighted average number of ordinary shares in issue during the period of 31 March 2004: 35,698,084 (31 March 2003: 35,485,764; 30 September 2003: 35,485,764). The calculation of diluted loss per share is based on the weighted average number of shares outstanding adjusted by the dilutive share options and convertible loan stock. These adjustments give rise to an increase in the weighted average number of shares outstanding to 31 March 2004: 91,249,098 (31 March 2003: 38,145,858; 30 September 2003: 38,869,864). In order to show results from operating activities on a comparable basis, an adjusted loss per share has been calculated which excludes goodwill amortisation and exceptional items from the results. 6 The Directors do not propose an interim dividend. 7 Cash at bank and in hand Six months Six months Year ended ended ended 31 Mar 04 31 Mar 03 30 Sept 03 (unaudited) (unaudited) (audited) £'000 £'000 £'000 Cash at bank and on hand 822 230 1,159 Cash on deposit 55 64 61 -------- --------- -------- 877 294 1,220 -------- --------- -------- 8 Reconciliation of movements in capital and reserves Share capital Share premium reserve Exchange equilisation reserve Profit & loss reserve £'000 £'000 £'000 £'000 At 1 October 8,871 687 ( 500) ( 4,916) 2003 Loss for the - - - ( 350) period Conversion of 14 49 - - Loan Stock Translation - - ( 267) - adjustments ------- ------- ------- ------- As at 31 8,885 736 ( 767) ( 5,266) March 2004 ------- ------- ------- ------- Copies of this interim statement will be sent to shareholders and are available free of charge from the Company's registered office, Broughton House, 6 - 8 Sackville Street, London W1S 3DG. It is also available from our website www.impax.co.uk. This information is provided by RNS The company news service from the London Stock Exchange TMMBBBJI
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