29 May 2009 16:59
For immediate release 29 May 2009
ALTERNATIVE ENERGY LIMITED
Interim Results for period to 28th February 2009
Chairman's Statement
The six months from 1st September 2008 to 28th February 2009, the period covered by this report, was a period of great activity both for the global financial community and for your Company, Alternative Energy Limited ("AEL").
Against a background of deepening concern and financial turmoil which has impacted on all market sectors across the world, AEL has been quietly and consistently following its process, through the good efforts of its research team, of reviewing and testing alternative energy technologies in which the Company is interested. This has been done in accordance with the Company's investment policies with a view to achieving the Company's investment goals and achieving an acquisition which will provide substantial and tangible shareholder value.
In particular, the Company has been considering the merits of a system of micro power generation based upon a domestic and commercial roofing system as an integrated solution to power generation needs.
The drive to develop renewable energy sources as a solution to the world's energy and environmental problems is as strong as ever, and the reinforcement of the importance of renewable energy by the recently elected American President, Barack Obama, only confirms that the principles upon which AEL were founded are still sound and strong.
The current results reflect the Company's stability. Whilst the Company is still expending funds in its research which result in losses, it is expected that the fruits of such research will lead to a transaction in the short or medium term, and the value for money of the Company's research expenditure can be considered in the light of the much larger sums expended by larger companies in this sector. The Company still has substantial cash resources and will be continuing to use these prudently.
The board also felt confident enough during the course of the last six months to repurchase from shareholders shares amounting in total to US$1.2 million, which further accounts for the reduction in the Company's cash during the period. This has enabled the Company's shares to remain steady in the market and avoid the dramatic falls suffered by most other companies.
The Company is now actively seeking to conclude an acquisition within the next six months and to benefit from the opportunities of the current, fast changing, markets.
For further information, please contact:
Alternative Energy Limited
Dr Eric Goh, Director Tel:+65 6873 7782
Richard Lascelles, Director Tel: +44 (0) 20 7408 1067
Beaumont Cornish Limited
Roland Cornish Tel: +44 (0) 20 7628 3396
ALTERNATIVE ENERGY LIMITED AND ITS SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEET
|
Group |
Group |
Group |
||||
|
Unaudited |
Unaudited |
Audited |
||||
|
Note |
28.2.2009 |
29.2.2008 |
31.8.2008 |
|||
|
|
|
US$
|
|
US$
|
|
US$
|
|
|
|
|
|
|
|
|
|
Assets
|
|
|
|
|
|
|
|
Non-current assets
|
|
|
|
|
|
|
|
Plant and equipment
|
3
|
263,105
|
|
157,355
|
|
157,984
|
|
Intangible assets
|
4
|
805,719
|
|
464,726
|
|
643,019
|
|
Total non-current assets
|
|
1,068,824
|
|
622,081
|
|
801,003
|
|
|
|
|
|
|
|
|
|
Current assets
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
5
|
3,095,755
|
|
7,003,863
|
|
5,914,760
|
|
Other receivables
|
6
|
80,910
|
|
78,575
|
|
149,830
|
|
Total current assets
|
|
3,176,665
|
|
7,082,438
|
|
6,064,590
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
4,245,489
|
|
7,704,519
|
|
6,865,593
|
|
|
|
|
|
|
|
|
|
Equity and liabilities
|
|
|
|
|
|
|
|
Capital and reserves
|
|
|
|
|
|
|
|
Issued capital
|
7
|
7,605,006
|
|
7,916,392
|
|
7,916,392
|
|
Treasury shares
|
7
|
(1,200,000)
|
|
-
|
|
-
|
|
Accumulated losses
|
|
(2,211,979)
|
|
(398,998)
|
|
(1,269,762)
|
|
Foreign currency translation reserve
|
8
|
-
|
|
6,572
|
|
5,621
|
|
Total equity
|
|
4,193,027
|
|
7,523,966
|
|
6,652,251
|
|
|
|
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
|
|
|
Other payables and accruals
|
9
|
22,400
|
|
180,553
|
|
181,284
|
|
Provisions
|
10
|
30,062
|
|
-
|
|
32,058
|
|
Total current liabilities
|
|
52,462
|
|
180,553
|
|
213,342
|
|
|
|
|
|
|
|
|
|
Total equity and liabilities
|
|
4,245,489
|
|
7,704,519
|
|
6,865,593
|
ALTERNATIVE ENERGY LIMITED AND ITS SUBSIDIARIES
CONSOLIDATED CONDENSED INCOME STATEMENT
|
Group |
Group |
|||
|
1.9.2008 to |
1.9.2007 to |
|||
|
28.2.2009 |
29.2.2008 |
|||
|
Unaudited |
Unaudited |
|||
|
Note |
US$ |
US$ |
||
|
Administrative expenses |
(330,881) |
- |
||
|
Other expenses |
(660,240) |
(493,730) |
||
|
Finance income |
29,368 |
124,681 |
||
|
Finance cost |
(1,094) |
- |
||
|
Loss before income tax |
11 |
(962,847) |
(369,049) |
|
|
Income tax |
12 |
(115) |
- |
|
|
Net loss for the financial period |
(962,962) |
(369,049) |
||
|
Attributable to: |
||||
|
Equity holders of the Company |
(962,962) |
(369,049) |
||
|
Loss per share (US$ cents) |
US$ cent |
US$ cent |
||
|
Basic and diluted loss per share |
13 |
# |
# |
# denotes a figure which is less than US$0.01
ALTERNATIVE ENERGY LIMITED AND ITS SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENT OF CHANGES IN EQUITY
|
Attributable to the equity holders of the parent |
|||||
|
Note |
Issued capital |
Foreign currency translation reserve |
Accumulated losses |
Total |
|
|
US$ |
US$ |
US$ |
US$ |
||
|
Unaudited |
Unaudited |
Unaudited |
Unaudited |
||
|
Group |
|||||
|
As at 1 September 2007 |
3,604,496 |
- |
(29,949) |
3,574,547 |
|
|
Foreign currency translation differences |
- |
6,572 |
- |
6,572 |
|
|
Net income recognised directly in equity |
- |
6,572 |
- |
6,572 |
|
|
Loss for the financial period |
- |
- |
(369,049) |
(369,049) |
|
|
Total recognised income and (expenses) for the financial period |
- |
6,572 |
(369,049) |
(362,477) |
|
|
Issue of shares |
7 |
4,341,663 |
- |
- |
4,341,663 |
|
Issue expenses |
7 |
(29,767) |
- |
- |
(29,767) |
|
As at 29 February 2008 |
7,916,392 |
6,572 |
(398,998) |
7,523,966 |
|
|
|
|
Issued
capital
|
Foreign currency translation reserve
|
Accumulated
losses
|
Total
|
|
|
|
US$
|
US$
|
US$
|
US$
|
|
|
|
Unaudited
|
Unaudited
|
Unaudited
|
Unaudited
|
|
Group |
|||||
|
As at 1 September 2008 |
7,916,392 |
5,621 |
(1,269,762) |
6,652,251 |
|
|
Foreign currency translation differences |
30,000 |
(5,621) |
20,745 |
45,124 |
|
|
Net income and (expenses) recognised directly in equity |
30,000 |
(5,621) |
20,745 |
45,124 |
|
|
Loss for the financial period |
- |
- |
(962,962) |
(962,962) |
|
|
Total recognised income and (expenses) for the financial period |
30,000 |
(5,621) |
(942,217) |
(917,838) |
|
|
Share buy-back |
7 |
(1,200,000) |
- |
- |
(1,200,000) |
|
Issue expenses |
7 |
(341,386) |
- |
- |
(341,386) |
|
As at 28 February 2009 |
6,405,006 |
- |
(2,211,979) |
(4,193,027) |
|
ALTERNATIVE ENERGY LIMITED AND ITS SUBSIDIARIES
CONSOLIDATED CONDENSED CASH FLOW STATEMENT
|
Group |
Group |
||
|
1.9.2008 to 28.2.2009 |
1.9.2007 to 29.2.2008 |
||
|
Unaudited |
Unaudited |
||
|
US$ |
US$ |
||
|
Cash flows from operating activities |
|||
|
Loss before income tax |
(962,847) |
(369,049) |
|
|
Adjustments for: |
|||
|
Amortisation of intangible assets |
5,551 |
- |
|
|
Depreciation of plant and equipment |
59,622 |
8,883 |
|
|
Finance income |
(29,368) |
(124,681) |
|
|
Finance cost |
1,094 |
- |
|
|
Provision for reinstatement cost |
(1,320) |
- |
|
|
Provision for unutilised leave |
(676) |
- |
|
|
Operating cash outflow before working capital changes |
(927,944) |
(484,847) |
|
|
Changes in working capital: |
|||
|
Other receivables |
68,920 |
(20,798) |
|
|
Other payables and accruals |
(158,884) |
(284,488) |
|
|
Net cash used in operations |
(1,017,908) |
(790,133) |
|
|
Interest paid |
(1,094) |
- |
|
|
Income tax paid |
(115) |
- |
|
|
Net cash used in operating activities |
(1,019,117) |
(790,133) |
|
|
Cash flows from investing activities |
|||
|
Acquisition of subsidiary, net of cash acquired |
- |
36,575 |
|
|
Addition of intangible assets |
(168,251) |
- |
|
|
Pledged fixed deposits |
(84,894) |
- |
|
|
Interest received |
29,368 |
124,681 |
|
|
Purchase of plant and equipment |
(164,743) |
(159,225) |
|
|
Net cash (used in)/generated from investing activities |
(388,520) |
2,031 |
|
|
Cash flows from financing activities |
|||
|
Purchase of treasury shares |
(1,200,000) |
- |
|
|
Issue expenses |
(311,386) |
- |
|
|
Proceeds from issue of shares, net of issue costs |
- |
1,286,897 |
|
|
Net cash (used in)/generated from financing activities |
(1,511,386) |
1,286,897 |
|
|
Effect of foreign exchange rate changes |
15,124 |
6,572 |
|
|
Net (decrease)/increase in cash and cash equivalents |
(2,903,899) |
505,367 |
|
|
Cash and cash equivalents at the beginning of the financial period |
5,914,760 |
6,498,496 |
|
|
Cash and cash equivalents at the end of the financial period (Note 5) |
3,010,861 |
7,003,863 |
ALTERNATIVE ENERGY LIMITED AND ITS SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED FINANCIAL STATEMENTS
FOR THE FINANCIAL PERIOD FROM 1 SEPTEMBER 2008 TO 28 FEBRUARY 2009
1. General
The Company was incorporated in Singapore on 26 December 2006 under the name of Alternative Energy Pte. Ltd. On 11 July 2007 the Company was converted into a public limited company and changed its name to Alternative Energy Limited (the "Company"). The Company is domiciled in Singapore.
On 12 October 2007, the Company was successfully admitted to trading on AIM, a market operated by the London Stock Exchange.
The principal activity of the Company is the holding of investments. The registered office of the Company is at 1 Science Park Road, #02-09, The Capricorn, Singapore Science Park II, Singapore 117528.
The principal activity of the Company's wholly-owned subsidiaries, Renewable Power Pte Ltd and Alternative Energy Technology Pte Ltd, company incorporated in Singapore, are that of research and development of renewable energies for household consumers and holding of trademarks and intellectual properties respectively.
The interim unaudited financial statements of the Company and its subsidiary (the "Group") for the financial period ended 28 February 2009 were authorised for issue by the Board of Directors on 29 May 2009.
2. Basis of preparation
These unaudited interim consolidated condensed financial statements of the Group are for the six months ended 28 February 2009. They are prepared in accordance with International Accounting Standard 34, Interim Financial Reporting.
This condensed interim report does not include all the notes of the type normally included in an annual financial report. Accordingly, this condensed report is to be read in conjunction with the Annual Report for the year ended 31 August 2008 and any public announcements made by the Group during the interim reporting period.
The unaudited condensed interim financial statements for the six months ended 28 February 2009 do not constitute statutory accounts and have been drawn up using accounting policies and presentation expected to be adopted in the Group's full financial statements for the year ended 31 August 2009, which are not expected to be significantly different to those set out in note 2 to the Group's audited financial statements for the year ended 31 August 2008.
The financial information for the year ended 31 August 2008 has been extracted from the statutory accounts for that period. The auditors' report for the year ended 31 August 2008 was unqualified and did not include references to any matters to which the auditors drew attention by way of emphasis without qualifying their report.
The financial information for the 6 months ended 28 February 2008 has been extracted from the interim results released to 28 February 2008.
3. Plant and equipment
|
Renovation |
Computers |
Machinery, office equipment, furniture and fittings |
Total |
|
|
Group
|
US$
|
US$
|
US$
|
US$
|
|
Unaudited
|
|
|
|
|
|
28 February 2009
|
|
|
|
|
|
Cost
|
|
|
|
|
|
As at 1 September 2008 |
117,788 |
39,824 |
44,413 |
202,025 |
|
Additions |
- |
13,942 |
150,801 |
164,743 |
|
As at 28 February 2009 |
117,788 |
53,766 |
195,214 |
366,768 |
|
Accumulated depreciation |
||||
|
As at 1 September 2008 |
28,621 |
7,478 |
7,942 |
44,041 |
|
Depreciation charge for the |
||||
|
period |
20,688 |
7,775 |
31,159 |
59,622 |
|
As at 28 February 2009 |
49,309 |
15,253 |
39,101 |
103,663 |
|
Net book value |
||||
|
As at 28 February 2009 |
68,479 |
38,513 |
156,113 |
263,105 |
|
Unaudited |
||||
|
29 February 2008 |
||||
|
Cost |
||||
|
As at 1 September 2007 |
- |
- |
- |
- |
|
Acquisition of subsidiary |
- |
4,787 |
2,226 |
7,013 |
|
Additions |
94,246 |
40,047 |
24,932 |
159,225 |
|
As at 29 February 2008 |
94,246 |
44,834 |
27,158 |
166,238 |
|
Accumulated depreciation |
||||
|
As at 1 September 2007 |
- |
- |
- |
- |
|
Depreciation charge for the |
||||
|
period |
4,768 |
2,849 |
1,266 |
8,883 |
|
As at 29 February 2008 |
4,768 |
2,849 |
1,266 |
8,883 |
|
Net book value |
||||
|
As at 29 February 2008 |
89,478 |
41,985 |
25,892 |
157,355 |
3. Plant and equipment (Continued)
|
Renovation |
Computers |
Machinery, office equipment, furniture and fittings |
Total |
|
|
Group |
US$ |
US$ |
US$ |
US$ |
|
Audited |
||||
|
31 August 2008 |
||||
|
Cost |
||||
|
As at incorporation and 1 September 2007 |
- |
- |
- |
- |
|
Arising from acquisition of a subsidiary |
- |
4,687 |
2,226 |
6,913 |
|
Additions |
118,091 |
35,097 |
42,237 |
195,425 |
|
Foreign currency translation difference |
(303) |
40 |
(50) |
(313) |
|
As at 31 August 2008 |
117,788 |
39,824 |
44,413 |
202,025 |
|
Accumulated depreciation |
||||
|
As at incorporation and 1 September 2007 |
- |
- |
- |
- |
|
Depreciation charge for the period |
28,695 |
7,495 |
7,962 |
44,152 |
|
Foreign currency translation difference |
(74) |
(17) |
(20) |
(111) |
|
As at 31 August 2008 |
28,621 |
7,478 |
7,942 |
44,041 |
|
Net book value |
||||
|
As at 31 August 2008 |
89,167 |
32,346 |
36,471 |
157,984 |
4. Intangible assets
Group
|
Unaudited |
Goodwill |
Computer software |
Patents |
Trademarks |
Total |
||||
|
28 February 2009 |
|||||||||
|
Cost |
US$ |
US$ |
US$ |
US$ |
US$ |
||||
|
As at 1 September 2008 |
464,726 |
30,351 |
57,626 |
95,712 |
648,415 |
||||
|
Additions |
- |
4,748 |
98,974 |
64,529 |
168,251 |
||||
|
As at 28 February 2009 |
464,726 |
35,099 |
156,600 |
160,241 |
816,666 |
|
Accumulated amortisation |
|||||||||
|
As at 1 September 2008 |
- |
5,396 |
- |
- |
5,396 |
||||
|
Amortisation for the period |
- |
5,551 |
- |
- |
5,551 |
||||
|
As at 28 February2009 |
- |
10,947 |
- |
- |
10,947 |
||||
|
Net book value |
|||||||||
|
As at 28 February 2009 |
464,726 |
24,152 |
156,600 |
160,241 |
805,719 |
||||
4. Intangible assets (Continued)
|
Goodwill |
Computer software |
Patents |
Trademarks |
Total |
|||||
|
Group |
US$ |
US$ |
US$ |
US$ |
US$ |
||||
|
Unaudited |
|||||||||
|
29 February 2008 |
|||||||||
|
As at incorporation and 1 September 2007 |
- |
- |
- |
- |
- |
||||
|
Arising from acquisition of a subsidiary |
464,726 |
- |
- |
- |
464,726 |
||||
|
As at 29 February 2008 |
464,726 |
- |
- |
- |
464,726 |
||||
|
Accumulated amortisation |
|||||||||
|
As at incorporation and 1 September 2007 |
- |
- |
- |
- |
- |
||||
|
Amortisation for the year |
- |
- |
- |
- |
- |
||||
|
As at 29 February 2008 |
- |
- |
- |
- |
- |
||||
|
Net book value |
|||||||||
|
As at 29 February 2008 |
464,726 |
- |
- |
- |
464,726 |
||||
|
Audited |
|||||||||
|
31 August 2008 |
|||||||||
|
Cost |
|||||||||
|
As at incorporation and 1 September 2007 |
- |
- |
- |
- |
- |
||||
|
Additions |
- |
30,327 |
57,626 |
95,712 |
183,665 |
||||
|
Arising from acquisition of a subsidiary |
464,726 |
100 |
- |
- |
464,826 |
||||
|
Foreign currency translation difference |
- |
(76) |
- |
- |
(76) |
||||
|
As at 31 August 2008 |
30,351 |
57,626 |
95,712 |
648,415 |
|||||
|
Accumulated amortisation |
|||||||||
|
As at incorporation and 1 September 2007 |
- |
- |
- |
- |
- |
||||
|
Amortisation for the year |
- |
5,410 |
- |
- |
5,410 |
||||
|
Foreign currency translation difference |
- |
(14) |
- |
- |
(14) |
||||
|
As at 31 August 2008 |
- |
5,396 |
- |
- |
5,396 |
||||
|
Net book value |
|||||||||
|
As at 31 August 2008 |
464,726 |
24,955 |
57,626 |
95,712 |
643,019 |
||||
4. Intangible assets (Continued)
Goodwill represents the excess of the cost of a business combination over the interest in the fair value of identifiable assets, liabilities and contingent liabilities acquired. Cost comprises the fair values of assets given, liabilities assumed and equity instruments issued plus any direct costs of acquisition.
Goodwill is stated at cost less any accumulated impairment losses. Goodwill is allocated to cash generating units and is not amortised but is tested annually for impairment or more frequently if events or changes in circumstances indicate that it might be impaired.
As at 28 February 2009, the management has assessed and determined that the goodwill is not impaired. Such assessment and determination require the management to make judgements, estimates and assumptions. These estimates and associated assumptions are continually evaluated and are based on historical experience and other factors including expectations of future events or changes in circumstances. Actual results may differ from these estimates.
Included in the patents is an amount of approximately US$1 being the cost of the option to purchase certain patents from a related party (the "vendor"). In October 2008, the Company has engaged an independent professional valuer to value certain patents to be purchased from the vendor. Based on the discounted cash flow method of valuation, the independent professional valuer has valued these patents to be at approximately US$33 million. Having considered the valuation performed by the professional valuer, the Company and the vendor have agreed to fix the purchase consideration for the purchase of these patents at US$20 million. This purchase consideration shall be fully settled by the issue of new ordinary shares of the Company on formula agreed between the Company and the vendor. At the date of the unaudited financial statements, the proposed purchase has not been completed.
5. Cash and cash equivalents
|
Group |
Group |
Group |
|||
|
Unaudited |
Unaudited |
Audited |
|||
|
28.2.2009 |
29.2.2008 |
31.8.2008 |
|||
|
US$ |
US$ |
US$ |
|||
|
Cash on hand and bank balances |
510,257 |
878,696 |
1,241,323 |
||
|
Fixed deposits |
2,585,498 |
6,125,167 |
4,673,437 |
||
|
Cash and bank balances |
3,095,755 |
7,003,863 |
5,914,760 |
||
|
Less: fixed deposits pledged to a bank |
(84,894) |
- |
(85,773) |
||
|
Cash and cash equivalents as per consolidated cash flow statements |
3,010,861 |
7,003,863 |
5,828,987 |
Fixed deposits are placed with the bank, with original maturing periods of not more than 90 days. Interest rate ranges from 0.875% to 3.27% (29.2.2008: 1.5% to 4.4% and 31.8.2008: 0.825% to 4.4%) per annum.
5. Cash and cash equivalents (Continued)
Cash and cash equivalents are denominated in the following currencies:
|
Group |
Group |
Group |
|||
|
Unaudited |
Unaudited |
Audited |
|||
|
28.2.2009 |
29.2.2008 |
31.8.2008 |
|||
|
US$ |
US$ |
US$ |
|||
|
Singapore dollar |
236,630 |
144,978 |
330,749 |
||
|
United States dollar |
2,859,125 |
6,858,885 |
5,584,011 |
||
|
3,095,755 |
7,003,863 |
5,914,760 |
The Group's fixed deposits of US$84,894 (29.2.2008: Nil and 31.8.2008: US$85,773) are pledged to a bank for credit card facility granted to a subsidiary company.
6. Other receivables
|
Group |
Group |
Group |
|||
|
Unaudited |
Unaudited |
Audited |
|||
|
28.2.2009 |
29.2.2008 |
31.8.2008 |
|||
|
US$ |
US$ |
US$ |
|||
|
Other receivables |
16,907 |
24,711 |
2,417 |
||
|
Deposits |
57,797 |
47,385 |
143,295 |
||
|
Prepayments |
6,206 |
6,479 |
4,118 |
||
|
80,910 |
78,575 |
149,830 |
None of these receivables are past due or impaired as at 28 February 2009.
Other receivables are denominated in the following currencies:
|
Group |
Group |
Group |
|||
|
Unaudited |
Unaudited |
Audited |
|||
|
28.2.2009 |
29.2.2008 |
31.8.2008 |
|||
|
US$ |
US$ |
US$ |
|||
|
Singapore dollar |
80,910 |
61,070 |
149,830 |
||
|
United States dollar |
- |
17,505 |
- |
||
|
80,910 |
78,575 |
149,830 |
7. Issued capital and treasury shares
(a) Issued capital
|
Group |
Group |
Group |
Group |
Group |
Group |
||||||
|
Unaudited |
Unaudited |
Audited |
Unaudited |
Unaudited |
Audited |
||||||
|
28.2.2009 |
29.2.2008 |
31.8.2008 |
28.2.2009 |
29.2.2008 |
31.8.2008 |
||||||
|
Number of ordinary shares |
US$ |
US$ |
US$ |
||||||||
|
Issued and fully-paid: |
|||||||||||
|
Balance at beginning of financial period/years |
1,183,092,564 |
570,445,035 |
570,445,035 |
7,916,392 |
3,604,496 |
3,604,496 |
|||||
|
Issue of new shares |
- |
603,235,765 |
603,235,765 |
- |
3,941,663 |
3,941,663 |
|||||
|
Exchange difference arising from consideration paid in non-US$ from prior period |
- |
- |
- |
30,000 |
- |
- |
|||||
|
Issue of new ordinary shares to acquire subsidiary |
- |
9,411,764 |
9,411,764 |
- |
400,000 |
400,000 |
|||||
|
Less: share issue expenses |
- |
- |
- |
(341,386) |
(29,767) |
(29,767) |
|||||
|
Balance at end of financial period/years |
1,183,092,564 |
1,183,092,564 |
1,183,092,564 |
7,605,006 |
7,916,392 |
7,916,392 |
|||||
The Company has one class of ordinary shares. All issued ordinary shares are fully paid and carry one vote per ordinary share and also carry a right to dividends. There is no par value for these ordinary shares.
All newly issued shares of the Company shall rank pari-passu in all respects with the then existing issued shares.
(b) Treasury shares
|
Group |
Group |
Group |
Group |
Group |
Group |
||||||
|
Unaudited |
Unaudited |
Audited |
Unaudited |
Unaudited |
Audited |
||||||
|
28.2.2009 |
29.2.2008 |
31.8.2008 |
28.2.2009 |
29.2.2008 |
31.8.2008 |
||||||
|
Number of ordinary shares |
US$ |
US$ |
US$ |
||||||||
|
Issued and fully-paid: |
|||||||||||
|
Balance at beginning of financial period |
- |
- |
- |
- |
- |
- |
|||||
|
Purchase during the financial period |
40,042,966 |
- |
- |
1,200,000 |
- |
- |
|||||
|
Balance at end of financial period |
40,042,966 |
- |
- |
1,200,000 |
- |
- |
|||||
The Company acquired 40,042,966 of its own shares from its shareholders through off-market purchases at an average price of US$0.03 per share. The Company paid US$1,200,000 in cash to acquire the said shares. This amount was deducted from issued share capital within the shareholders' equity. The shares brought back are held as treasury shares.
8. Foreign currency translation reserve
The foreign currency translation reserve comprises all foreign exchange differences arising from the translation of the unaudited financial statements of the Group's subsidiary whose functional currency is other than United States dollar. This reserve is non-distributable.
On 1 September 2008, the subsidiary company changed its functional currency as the management has determined that the functional currency of the subsidiary is the United States Dollar. In the opinion of management, the US dollar is representative of the primary economic environment in which the subsidiary operates and it reflects the economic substance of the underlying events and circumstances relevant to the subsidiary. In accordance with International Accounting Standards this change in functional currency of the subsidiary has been accounted for prospectively by translating all items using the Singapore Dollar/US dollar exchange spot rate on that date. In the subsidiary company accounts the resulting translated amounts for non monetary items at this date have been treated as their historic cost.
9. Other payables and accruals
|
Group |
Group |
Group |
|||
|
Unaudited |
Unaudited |
Audited |
|||
|
28.2.2009 |
29.2.2008 |
31.8.2008 |
|||
|
US$ |
US$ |
US$ |
|||
|
Other payables |
10,699 |
5,017 |
1,133 |
||
|
Accruals |
10,462 |
111,871 |
113,661 |
||
|
Provision for directors' fees |
- |
33,333 |
- |
||
|
Amount due to a director |
1,239 |
30,332 |
66,490 |
||
|
22,400 |
180,553 |
181,284 |
Amount due to a director is due to Christopher Nightingale and is interest-free, unsecured and repayable on demand.
Other payables and accruals are denominated in the following currencies:
|
Group |
Group |
Group |
|||
|
Unaudited |
Unaudited |
Audited |
|||
|
28.2.2009 |
29.2.2008 |
31.8.2008 |
|||
|
US$ |
US$ |
US$ |
|||
|
British pound |
- |
99,296 |
10,264 |
||
|
Singapore dollar |
21,161 |
47,924 |
104,530 |
||
|
United States dollar |
1,239 |
33,333 |
66,490 |
||
|
22,400 |
180,553 |
181,284 |
10. Provisions
|
Group |
Group |
Group |
|||
|
Unaudited |
Unaudited |
Audited |
|||
|
28.2.2009 |
29.2.2008 |
31.8.2008 |
|||
|
US$ |
US$ |
US$ |
|||
|
Provision for unutilised leave |
10,187 |
- |
10,863 |
||
|
Provision for reinstatement cost |
19,875 |
- |
21,195 |
||
|
30,062 |
- |
32,058 |
Provision for unutilised leave represents employee entitlements to annual leave as a result of services rendered by employees up to the balance sheet date.
Provision for reinstatement cost is relation to the obligation for dismantlement, removal or restoration of office premises.
Movements in the provisions are as follows:
|
Provision for unutilised leave |
Provision for reinstatement cost |
Total |
|||
|
US$ |
US$ |
US$ |
|||
|
Unaudited |
|||||
|
28.2.2009 |
|||||
|
Balance at beginning of financial period |
10,863 |
21,195 |
32,058 |
||
|
Provision utilised during the financial year |
(676) |
(1,320) |
(1,996) |
||
|
Balance at end of financial period |
10,187 |
19,875 |
30,062 |
|
Unaudited |
|||||
|
29.2.2008 |
|||||
|
Balance at beginning of financial year |
- |
- |
- |
||
|
Provision during the financial year |
- |
- |
- |
||
|
Balance at end of financial year |
- |
- |
- |
|
Audited |
|||||
|
31.8.2008 |
|||||
|
Balance at beginning of financial year |
- |
- |
- |
||
|
Provision during the financial year |
10,863 |
21,195 |
32,058 |
||
|
Balance at end of financial year |
10,863 |
21,195 |
32,058 |
11. Loss before income tax
In addition to the information disclosed elsewhere in the unaudited financial statements, the Group's loss before income tax is arrived at after charging the following:
|
Group |
Group |
||
|
1.9.2008 to |
1.9.2007 to |
||
|
28.2.2009 |
29.2.2008 |
||
|
Unaudited |
Unaudited |
||
|
US$ |
US$ |
||
|
Staff costs |
|||
|
-Directors' remuneration other than fees |
127,412 |
33,333 |
|
|
-Employee benefits expense |
176,340 |
- |
|
|
Amortisation of intangible assets |
5,551 |
- |
|
|
Depreciation of plant and equipment |
59,622 |
8,444 |
|
|
Office rental |
59,276 |
49,203 |
|
|
Equipment rental |
1,096 |
- |
|
|
Foreign currency exchange loss, net |
46,002 |
22,213 |
|
|
Research and development costs expensed off |
13,405 |
2,528 |
|
|
Professional fees |
142,598 |
236,336 |
|
|
Provision for reinstatement cost |
- |
9,428 |
12. Income tax
|
Group |
Group |
||
|
1.9.2008 to |
1.9.2007 to |
||
|
28.2.2009 |
29.2.2008 |
||
|
Unaudited |
Unaudited |
||
|
US$ |
US$ |
||
|
Current income tax |
|||
|
- under provision in prior year |
(115) |
- |
The income tax expense has been determined by applying the Singapore income tax rate of 17% (2008:18%) to loss before income tax and total charge for the financial period/year can be reconciled to accounting loss as follows:
|
Group |
Group |
||
|
1.9.2008 to |
1.9.2007 to |
||
|
28.2.2009 |
29.2.2008 |
||
|
Unaudited |
Unaudited |
||
|
US$ |
US$ |
||
|
Reconciliation of effective tax rate |
|||
|
Loss for the financial period |
(962,847) |
(369,049) |
|
|
Tax calculated at statutory rate of 17% (2008:18%) |
(163,684) |
(66,429) |
|
|
Effect of changes in tax rate |
7,899 |
- |
|
|
Under provision in prior period |
(115) |
- |
|
|
Expenses not deductible for tax purposes |
155,785 |
66,429 |
|
|
(115) |
- |
12. Income tax (Continued)
There is no deferred tax impact on these financial statements arising during the period.
13. Basic and diluted loss per share
Basic loss per share
Basic loss per share is calculated by dividing the Group's loss attributable to equity holders by the weighted average number of ordinary shares in issue during the financial period.
The loss per share is calculated as follows:
|
Group |
Group |
||
|
1.9.2008 to |
1.9.2007 to |
||
|
28.2.2009 |
29.2.2008 |
||
|
Unaudited |
Unaudited |
||
|
Net loss attributable to equity holders of the Company |
US$962,962 |
US$369,049 |
|
|
Weighted average number of ordinary shares |
1,145,188,489 |
1,053,184,580 |
|
|
Basic loss per share |
# |
# |
# denotes a figure which is less than US$0.01
b. Diluted loss per share
There are no potentially dilutive shares in issue.
14. Acquisition of a subsidiary
On 30 October 2007, the Company entered into a sale and purchase agreement with Dr Goh Swee Ming (the "vendor") pursuant to which the vendor sold his shareholding interest of 100% in Renewable Power Pte Ltd, a company incorporated in Singapore, to the Company for a consideration of US$400,000 which was fully paid or satisfied by way of the issuance of 9,411,764 new ordinary shares in the Company at the issue price of US$0.0425 per ordinary share (the "consideration shares"). The US$0.0425 price is based on the market price of the share as at 30 October 2007.
The allotted and issued consideration shares rank pari passu in all respects with the then existing ordinary shares of the Company save that they will not rank for any dividends, rights, allotments or any distribution, the record date of which falls before the date of issue of the consideration shares. The consideration shares represented approximately 0.79% of the enlarged issued share capital of the Company upon the completion of this acquisition.
In the prior period the acquired company did not contribute any revenue but did contribute a net loss of approximately US$290,140 to the consolidated income statement for the financial period ended 29 February 2008, since acquisition date. If the acquisition had occurred on 1 September 2007, the Group's revenue would remain the same whilst the Group's net loss for the financial period ended 29 February 2008 would have been US$369,049.
Subsequent to the above transactions, Dr Goh Swee Ming became a Director of the Company on 13 November 2007.
14. Acquisition of a subsidiary (Continued)
The carrying amount and fair value of identifiable assets and liabilities of Renewable Power Pte Ltd as at the date of acquisition and the net cash inflow on acquisition were as follows:
|
Carrying amount before combination |
Fair value recognised
on acquisition
|
||
|
US$ |
US$
|
||
|
Plant and equipment |
6,913 |
6,913 |
|
|
Intangible asset - computer software |
100 |
100 |
|
|
Cash and bank balances |
36,575 |
36,575 |
|
|
Current assets (other than cash and bank balances) |
57,777 |
57,777 |
|
|
Current liabilities |
(166,091) |
(166,091) |
|
|
Total net liabilities |
(64,726) |
(64,726) |
|
|
Goodwill (Note 4) |
464,726 |
||
|
Total purchase consideration |
400,000 |
The purchase consideration is fully settled by the issuance of 9,411,764 ordinary shares of the Company.
|
US$ |
||
|
Consideration paid by cash |
- |
|
|
Cash acquired |
36,575 |
|
|
Net cash inflow on acquisition of subsidiary |
36,575 |
Goodwill is attributable to the acquisition of subsidiary which is expected to provide future economic benefits in excess of the normal return generated from the acquired net identifiable assets.
15. Related parties transactions
For the purposes of these unaudited financial statements, parties are considered to be related to the Group if the Group has the ability, directly or indirectly, to control the party or exercise significant influence over the party in making financial and operating decisions, or vice versa, or where the Group and the party are subject to common control or common significant influence. Related parties may be individuals or other entities.
15. Related parties transactions (Continued)
Compensation of directors and key management personnel
The remuneration of directors during the financial period was as follows:
|
Group |
Group |
||
|
Unaudited |
Audited |
||
|
28.2.2009 |
29.2.2008 |
||
|
US$ |
US$ |
||
|
Remuneration |
60,446 |
46,138 |
|
|
Post-employment benefits - CPF contribution |
3,893 |
2,578 |
|
|
Short-term benefits |
3,073 |
815 |
|
|
Consultancy fee paid |
60,000 |
- |
|
|
127,412 |
49,531 |
The remuneration of Directors is determined by the Remuneration Committee having regard to the performance of individuals and market trends. The remuneration disclosed above includes only the Directors as there is no personnel other than Directors who are considered to be a member of key management of the Group.
16. Operating lease commitments
At the balance sheet date, the commitments in respect of non-cancellable operating leases of office premises and equipment were as follows:
|
Group |
Group |
||
|
Unaudited |
Audited |
||
|
28.2.2009 |
29.2.2008 |
||
|
US$ |
US$ |
||
|
Future minimum lease payments payable: |
|||
|
Within one financial year |
76,775 |
117,274 |
|
|
In second to fifth financial year inclusive |
6,380 |
87,955 |
|
|
83,155 |
205,229 |
The above operating lease commitments are based on existing rates. The lease agreement provides for a periodic revision of such rates in the future.
The Group has an option to renew the lease for another 1 year after the expiry of the current lease term.
17. Segment reporting
No segment reporting is presented as the Group is principally engaged in a single business segment of dealing with household and industrial clean energy in Singapore.
18. Comparative figures
The comparative figures for the 6 months ended 29 February 2008 have not been audited.
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