Half-yearly report

KleenAir Systems International plc (the 'Company') Interim Accounts for the period ended 31 March 2007 HIGHLIGHTS · London low emission zone announced in May, setting emissions standards for specified vehicles · The Company has launched its patented exhaust filters to help vehicles meet these low emission zone standards · Filters well received at the Birmingham Commercial Vehicle Show in April · First sales made, and order book building satisfactorily · HM Revenue and Customs has confirmed reinstatement of Company's EIS status CHAIRMAN'S STATEMENT As foreshadowed in the annual report for the period ended 30 September 2006, Mayor Ken Livingstone gave final approval to the London Low Emission Zone on 9 May 2007, bringing to an end some three years of uncertainty. KleenAir had been gearing itself for this development and is now well positioned to launch its specialised retrofit products designed to bring older vehicles to current emission standards. The new legislation requires heavy goods vehicles over 12 tonnes to upgrade to Euro III emission standards by February 2008. Coaches and heavy goods vehicles over 3.5 tonnes must upgrade by July 2008. The legislation extends to commercial vans in 2010; and by 2012 all heavy goods vehicles and coaches must meet Euro IV standards. The number of retrofits will be substantial over this period of time, and will probably be followed by further upgrades later. As a result of the funds we have raised since 2005, we have started the process of generating working capital to meet this challenge. Our order book has started building satisfactorily since the mayor's approval of the LEZ. We are now undertaking an advertising and sales programme to make the industry more aware of the cost effective solutions we are offering in order to meet the new requirement. The technical approval process for product certification by Transport for London has not yet been finalised and introduces a further delay of at least two months. As such, we expect to start making deliveries in late August with the bulk of this year's sales occurring, as predicted in our Annual Report, in the last quarter of the current calendar year. Our Free-Flow Filter, made with metal rather than ceramic, was well received at the Commercial Vehicle Trade Show at the National Exhibition Centre in Birmingham in April. This is a lower cost filter as well as more durable, due to its metallic construction, and much easier to maintain. It is particularly suited to those vehicles requiring to upgrade from Euro II to Euro III, in which market we intend to become a leader. Our new applications engineering facility in Ross-on-Wye will be a key element in preparing product for the market. We have started the process of recruiting more application engineers to assist in the process. Despite having previously received approval by HM Revenue and Customs of new issues of shares being eligible for EIS relief, this status was withdrawn, due to a technicality, in the last quarter of 2006. Because this was such an important item for many of our shareholders, we engaged in active dialogue with HMRC over a period of several months. In March 2007 the decision was reversed and the EIS status reinstated. We believe that we are now well prepared to exploit the new and significant market now opening up to our products. Lionel Simons 18 June 2007 For further information please contact: Peter Newell 07786 333 046 peter.newell@kleenairsystems.co.uk Nick Harriss 020 7512 0191 ARM Corporate Finance Ltd Interim profit and loss account 6 months to 9 months to 6 months to 31 March 30 September 30 June 2007 2006 2006 £ £ £ Group turnover 25,700 - - COGS 1,449 Gross Profit 24,251 0 0 Sales and Marketing (55,997) (99,376) (29,498) R & D Expense (106,817) (103,263) (54,666) Other operating charges (250,784) (506,807) (229,625) Operating Loss (389,348) (698,428) (313,789) Interest receivable 4,858 11,018 5,636 Loss on ordinary activities before taxation (384,489) (698,428) (308,153) Tax on profit/loss on ordinary activities - - - Loss on ordinary activities after taxation (384,489) (698,428) (308,153) Earnings per share basic (0.02) (0.04) (0.01) diluted (0.02) (0.04) (0.01) All of the activities of the company are classed as continuing. The company has no recognised gains or losses other than the results for the period as set out above The basic earnings per Ordinary Share is calculated on the profit on ordinary activities after taxation on the weighted average number of Ordinary Shares in issue, during the period, of 18,957,426 (30 September 2006 16,925,082 and 30 June 2006 15,925,881) As at 31 As at 30 As at March September 30 June Group balance sheet 2007 2006 2006 £ £ £ Fixed assets Intangible Fixed assets 83,354 89,167 214,676 Tangible Fixed assets 22,720 17,201 425 Total Fixed assets 106,074 106,368 215,101 Current assets Debtors 54,777 90,072 75,384 Cash at bank and in hand 235,764 483,808 758,246 Total Current assets 290,541 573,880 833,630 Creditors: amounts falling due within one year 93,440 160,036 127,576 Net current assets/liabilities 197,101 413,844 706,054 Total assets less current liabilities 303,175 520,212 921,155 Share Capital 198,080 189,235 189,235 Share Premium 1,843,899 1,705,699 1,705,699 P & L (1,795,886) (1,387,173) (986,888) Other Reserves 57,082 12,450 13,109 Capital and reserves 303,175 520,212 921,155 6 months to 9 months to 6 months to 31 March 30 Sept to 30 June Grouo cash flow 2007 2006 2006 £ £ £ Net cash inflow from operating activities (391,592) (504,105) (431,623) Returns on investments and servicing of finance 4,858 11,019 5,636 Capital expenditure and/financial investment - (including repayment of loan to subsidiary) (8,355) (17,377) (425) Net Financing 1,137,803 Issue of equity capital 8,845 55,698 Share premium on issue of equity share capital 141,200 1,419,302 Issue costs (3,001) (531,673) Increase/Decrease in cash (248,045) 436,962 711,391 PRINICIPAL ACCOUNTING POLICIES Basis of accounting The financial statements have been prepared under the historical cost convention. The principal accounting policies of the company have remained unchanged from those set out in the company's 2006 annual report and financial statements. All employee services received in exchange for the grant of any share-based remuneration are measured at their fair values. These are indirectly determined by reference to the fair value of the share options awarded. Their value is appraised at the grant date and excludes the impact of any non - market vesting conditions (for example, profitability and sales growth targets). All share-based remuneration is ultimately recognised as an expense in the profit and loss with a corresponding credit to other reserve, net of deferred tax where applicable. If vesting periods or other vesting conditions apply, the expense is allocated over the vesting period, based on the best available estimate of the number of share options expected to vest. Non-market vesting conditions are included in assumptions about the number of options that are expected to become exercisable. Estimates are subsequently revised, if there is any indication that the number of share options expected to vest differs from previous estimates. No adjustment is made to expenses recognised in prior periods if fewer share options ultimately are exercised than originally estimated. Upon exercise of share options, the proceeds received net of any directly attributable transaction costs up to the nominal value of the shares issued are allocated to share capital with any excess being recorded as additional paid in capital. NOTES 6 months to 9 months to 6 months to 31 March 30 September 30 June 2007 2006 2006 £ £ £ 1. Other operating income and charges Sales and Marketing expenses 55,997 29,498 Research and Development expenses 106,817 54,666 Administrative expenses 206,152 707,447 229,625 2. Operating Loss Operating loss is stated after charging/(crediting) Depreciation 3,650 176 Amortisation 4,999 19,801 13,201 Auditors remuneration 4,752 12,500 2,500 Write off of goodwill 118,909 Operating lease rentals 7,769 7,949 Leasehold Plant and Furniture 3. Fixed Assets property equipment and Fittings Total £ £ £ £ Cost At 30 September 2006 9,850 5,820 1,707 17,377 Additions 8,841 8,841 At 31 March 2007 9,850 14,661 1,707 26,218 Depreciation At 30 September 2006 126 50 176 Charge for the period 1,438 1,614 270 3,322 At 31 March 2007 1,438 1,740 320 3,498 Net book value At 31 March 2007 8,412 12,921 1,387 22.720 At 30 September 2006 9,850 5,694 1,657 17,201 4. Intangible Assets Intellectual Property Total £ £ Cost At 30 September 2006 100,000 100,000 Additions At 31 March 2007 100,000 100,000 Depreciation At 30 September 2006 10,833 10,833 Charge for the period 5,813 5,813 At 31 March 2007 16,646 16,646 Net book value At 31 March 2007 83,354 83,354 At 30 September 2006 89,167 89,167 5. Investments £ Cost At 30 June 2006 99,990 Write off in the period to 30 September 2006 (99,990) Net Book Value At 31 March 2007 and 30 September 2006 0 At 30 June 2006 99,990 At 31 March 2007 Kleenair Systems International Plc held 100% of the issued ordinary share capital of the company listed below: KleenAir Systems Ltd Country of Incorporation England & Wales Proportion of share capital held 100% (Direct) Nature of Business Trading KleenAir Systems International Inc was wound up on 17 October 2006, whereupon the holding in KleenAir Systems Ltd became direct. 31 March 2007 30 Sept 2006 30 June 2006 6. Debtors £ £ £ Trade Debtors 29,375 20,011 20,011 VAT Recoverable 19,511 10,339 Stock 4,296 Other debtors 6,199 11,925 20,177 Prepayments and accrued income 14,907 38,585 24,857 Total debtors 54,777 90,032 75,384 31 March 2007 30 Sept 2006 30 June 2006 7.Creditors £ £ £ Trade Creditors 48,979 62,920 16,689 VAT Payable 779 Amounts due to related undertakings 0 19,011 52,345 Wages, Other taxation and social security 15,793 8,957 Other creditors 0 10,271 24,000 Accruals and deferred income 27,889 67,834 25,584 Total creditors 93,440 160,036 127,575 7 Publication of non statutory accounts. The financial information set out in this interim financial report does not constitute statutory accounts as defined in s 240 of the Companies Act 1985. The figures for the period ended September 2006 have been extracted from the statutory financial statements. The auditors' report on those financial statements was unqualified and did not contain a statement under section 237(2) of the Companies Act 1985. Dated: 19 June 2007
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