Itm Power Regulatory News (ITM)

6 August 2013

ITM Power plc

("ITM Power" or the "Company")

Final Results for the year ended 30 April 2013 and Placing

ITM Power (AIM: ITM), the energy storage and clean fuel company, is pleased to announce:

·; publication of the Company's final results for the year ended 30 April 2013; and

·; that it has raised £2,000,000 before expenses by way of an issue of 5,714,286 new ordinary shares of 5 pence each at a placing price of 35 pence per share.

Final results for the year ended 30 April 2013

Summary

Operational

·; First order of Power-to-Gas plant to the Thüga group in Germany

·; Preferred bidder for the supply of a refuelling station in California

·; Participation in German Government Power-to-Gas platform

·; Participation in North Sea Power-to-Gas platform

·; UKH2Mobility backs 50% electrolytic hydrogen for UK rollout

·; Participation in H2USA the US hydrogen rollout initiative

·; Participation in French National mobility programme

·; First orders in Japan and South America

·; First sale in Russia

·; Core electrolyser stack efficiency improved by 11%

·; Core electrolyser stack full power response time reduced to 0.2 of a second

Financial

·; Revenue for the period was £87k (2012: £480k), a significant decrease which represents delays experienced in commissioning and deployment of products at customer premises.

·; £0.9m order book plus strong and growing quotation pipeline

·; £3.7m of grant awards; another £3.5m subject to contract

·; Cash burn of £6.1m (2012: £5.7m). Cash burn is defined as the underlying rate of cash outflow after adjusting for movements in short term deposits and fund raising receipts, and is reconciled to the Consolidated Cash Flow Statement

·; Cash balances at period end of £5.9m (2012: £6.6m)

ITM Power's CEO Dr Graham Cooley commented: "ITM Power has secured a key sale of its headline products - the energy storage sale in Germany and is the preferred supplier for the supply of a refuelling station in California. These are significant milestones in the Company's development and demonstrate the commerciality of these two products and markets."

ITM Power's Chairman Prof Roger Putnam commented: "This year has seen clear and accelerating momentum within the industry. I do not doubt that ITM Power is well positioned to address the sizeable commercial opportunities within the energy storage and clean fuel generation from renewable power markets."

The Placing

ITM Power has raised £2,000,000, before expenses, by way of an issue of 5,714,286 new ordinary shares of 5 pence each (the "Placing Shares") at a placing price of 35 pence per share (the "Placing").

The Directors believe that the business is well placed to deliver long term growth from the development of two main sectors:

a) Energy Storage, ITM Power won its first contract for a Power-to-Gas energy storage plant with the Thuga Group in Germany and is a member of the following Power-to-Gas programs; Strategieplatform in Germany, the North Sea Power-to-Gas Platform, the Mediterranean Power-to-Gas Platform and the California Hydrogen Business Council.

b) Clean Fuel, ITM Power is constructing a smart grid linked hydrogen refuelling station on the Isle of Wight and is the preferred bidder to supply the electrolysis plant for a refuelling station at the headquarters of Hyundai in California. The Company is a founder member of the hydrogen mobility infrastructure programs in the UK, the USA, France and Switzerland. The Company is also the supplier of hydrogen refuelling plant to Boeing's UAV program.

The Directors intend to use the net proceeds of the Placing to provide the Group with additional financial resources to underpin its balance sheet and thereby improve the ability of the Group to develop its relationships with existing and future customers. £450,012.50 of the Placing is to be invested by Carbon Trust Investments Limited, to fund a research and development project being carried out by ITM in relation to the application of the Group's technology in the field of motive power for vehicles in accordance with the project agreement entered into with The Carbon Trust.

The Company has entered into an agreement with The Carbon Trust in relation to a continuing research and development project being carried out by ITM in relation to the application of ITM's technology in the field of motive power for vehicles (the "Project"). The agreement does not become effective unless and until Carbon Trust Investments Limited (an affiliate of The Carbon Trust) has subscribed £450,012.50 for new ordinary shares as part of the Placing. Under the agreement, £1 is payable by The Carbon Trust in consideration for ITM agreeing to undertake the Project in accordance with the terms of the agreement. As part of the agreement, ITM will use the £450,012.50 invested by from Carbon Trust Investments Limited as part of the Placing, exclusively in relation to the Project.

The Placing Shares will, when issued, be credited as fully paid and will rank pari passu in all respects with the existing ordinary shares of 5 pence each in the capital of the Company, including the right to receive all dividends and other distributions declared, made or paid in respect of such shares after the date of issue of the Placing Shares.

The Company has applied for admission of the Placing Shares to trading on AIM, a market operated by the London Stock Exchange plc (the "Admission"). It is expected that Admission will take place and that trading in the Placing Shares (and, where applicable, CREST members' accounts credited in respect of Placing Shares in uncertificated form) will commence at 8 a.m. on 8 August 2013.

Following Admission, the Company's issued share capital will consist of 128,521,201 ordinary shares. There are no ordinary shares held in treasury. Therefore, in accordance with the FCA's Disclosure and Transparency Rule 5.6.1, the Company confirms that following Admission, the total number of voting rights in the Company will be 128,521,201.

The Placing is conditional upon Admission becoming effective.

For further information please visit www.itm-power.comor contact:

About ITM Power

ITM Power plc was admitted to the AIM market of the London Stock Exchange in 2004 and raised its initial funding of £10m gross in its IPO. Further funding rounds of £28.5m in 2006, £5.4m in 2012 have been completed, together with the £2m Placing announced here. The Company has now made the transition from a research and development company to a product manufacturer and technology provider. The Company has both a strong base of intellectual property and engineering expertise for providing complete hydrogen solutions. The Company has been successful in developing strategic industry partnerships in the following projects:

·; Participation in French Hydrogen Infrastructure Programme

http://www.itm-power.com/news-item/participation-in-french-hydrogen-infrastructure-programme/

·; Membership of the Californian Hydrogen Business Council Hydrogen Energy Storage Program

http://www.itm-power.com/news-item/itm-power-joins-californian-hydrogen-business-council-hydrogen-energy-storage-hes-program/ 

·; German Energy Agency Power-to-gas Strategy Platform

http://www.itm-power.com/news-item/itm-power-joins-german-energy-agencys-power-to-gas-strategy-platform/

·; Incorporation of ITM Power ApS Denmark

http://www.itm-power.com/news-item/incorporation-of-itm-power-aps-in-denmark/

·; Participation in H2USA

http://www.itm-power.com/news-item/participation-in-h2usa/

·; Participation in North Sea Power-to-Gas Platform

http://www.itm-power.com/news-item/participation-in-north-sea-power-to-gas-platform/

·; First Sale of 'Power-to-Gas' Plant in Germany

http://www.itm-power.com/news-item/first-sale-of-power-to-gas-plant-in-germany/

·; First Sale in Russia

http://www.itm-power.com/news-item/first-sale-in-russia/

·; First Sale in Japan

http://www.itm-power.com/news-item/first-sale-in-japan/

·; Electrolysis to play a key role in Hydrogen Roadmap for UK

http://www.itm-power.com/news-item/electrolysis-to-play-a-key-role-in-hydrogen-roadmap-for-uk/

·; CE Marking of Fuel Cell System for Materials Handling

http://www.itm-power.com/news-item/ce-marking-of-fuel-cell-system-for-materials-handling/

·; EU Funding for Advanced Refuelling Project

http://www.itm-power.com/news-item/e3-59m-grant-award-for-an-advanced-refuelling-product/

● AEG Power Solutions electrolyser integration with power electronics

http://www.itm-power.com/news-item/rapid-response-electrolyser-power-systems-integration/

·; DECC Funding Award for the Production of Synthetic Methane

http://www.itm-power.com/news-item/decc-funding-award-for-the-production-of-synthetic-methane/ 

·; EU Funding for PEM Fuel Cell Innovation - IMPACT

http://www.itm-power.com/news-item/eu-funding-for-pem-fuel-cell-innovation-impact/

·; Agreement with ABO Wind of Wiesbaden, Germany

http://www.itm-power.com/news-item/agreement-with-abo-wind-of-wiesbaden-germany/

·; Shell and National Grid Join Gas Inject Project

http://www.itm-power.com/news-item/shell-and-national-grid-join-gas-inject-project/

·; EcoIsland TSB Funding

http://www.fuelcelltoday.com/news-events/news-archive/2012/july/ecoisland-progresses-tsb-grant-awarded-for-isle-of-wight-integrated-hydrogen-project

·; 700bar Dispensing Collaboration in Germany

http://www.itm-power.com/news-item/700bar-dispensing-collaboration-in-germany/

·; Marks & Spencer Pilot Materials Handling Fuel Cell Project

http://www.itm-power.com/news-item/ms-agreement/

·; UKH2Mobility with leading auto OEM's, UK Gov't and industrial gas companies

http://www.itm-power.com/about-itm/partners/?id=49

·; EcoIsland with Toshiba, IBM, Cable & Wireless, SSE and Southern Water

http://www.itm-power.com/about-itm/partners/?id=46

·; Boeing Unmanned Aircraft System Refueller

http://www.itm-power.com/news-item/agreement-with-boeing/

·; Electrolyser Distribution with Horizon Fuel Cells

http://www.horizonfuelcell.com/fuel_solutions_hbox.htm

·; CREO with Ford, Jaguar Land Rover and Johnson Matthey

http://www.itm-power.com/about-itm/partners/?id=45

·; Exclusive European distribution rights for Materials Handling Fuel Cells

http://www.itm-power.com/news-item/exclusive-european-distribution-rights-for-materials-handling-fuel-cells/

·; Sale of Equipment to EADS

http://www.itm-power.com/news-item/sale-of-equipment-to-eads/

·; EU Grant Award for PEM Water Electrolysers Coupled to Renewable Power Sources

http://www.itm-power.com/news-item/eu-grant-award-for-pem-water-electrolysers-coupled-to-renewable-power-sources/

CHAIRMANS STATEMENT

Business Environment

The year under review has seen increasing acknowledgement of the importance of hydrogen for future energy markets. Major national initiatives to adopt hydrogen technologies, sponsored at the highest political level, are now regular events. ITM Power has developed close relationships with large multinational companies, as well as with the governments of the pioneer countries as a result of these initiatives. Consequently, we are very well placed to offer our expertise and products and are increasingly being consulted as a leading expert in energy storage solutions and clean fuel.

Financials

The pre-tax loss for the year under review decreased to £6.17m (2012: £6.47m) and net cash burn before fund raise increased to £6.06m (2012: £5.70m) in line with the increase in activity. Total grant funding recognised in the period was £1.36m (2012: £0.99m) with grant receipts of £0.57m relating to expenditure in the year being received after the year-end. New grant project awards were £3.66m with a further £3.53m of EU and UK grants in negotiation.

At first glance, revenue for the year to 30 April 2013 at £87,000 (2012: £480,000) appears disappointing. Two material sales, totaling £205,000, which we had expected to conclude before the period end, actually occurred in Q1 of the current financial year. Adding back these timing differences, revenues appear healthier, although still lower than last year's £480,000, which included a large sale to the University of Nottingham for some £275,000.

The measure that management and Board focus on is sales pipeline and at the year end this stood at £0.9 million (2012: £66,000). I should alert shareholders to the possibility that, as the equipment we sell becomes larger and more costly, lead times increase and timings become harder to predict with accuracy. While revenue volatility will decrease as the business matures and grows, it may well be a feature of the start of the growth curves for the refuelling and power-to-gas markets.

Non-financial Measures - Product development and Technical Milestones

The critical non-financial KPIs for ITM Power's core technology are its efficiency and response time. The Company has achieved an overall performance improvement to its rapid response stack platform, enabling the hydrogen output to be increased by 11%. Each core module stack is now able to generate up to 27.9kg/day at full load at an efficiency of greater than 77%. This increased stack output means the hydrogen produced from a 1MW system consisting of 16 such stacks has increased from 400 to 446kg/day. This represents a significant benefit to end users and will produce a positive impact on the economics of both hydrogen refuelling and power to gas applications.

ITM Power has previously described its core (25kg/day PEM) stack module capable of responding to changes in power in less than 1 second. The response time of an electrolyser stack is a function of both the electrochemistry of the stack and the power electronics. As part of the continuing assessment of the core stack platform, a suite of aggressive on/off cycles has been applied. These involve stepping the stack from 100% to 0% and back to 100% capacity every ten minutes to measure reaction time and any changes in performance. Changes in current are observed to take place in 0.2 seconds and are not changing during the testing to date.

Team

I am delighted to welcome our new national representatives to our sales and marketing team. Geoff Budd was appointed to represent ITM Power in Canada and the USA and has over 13 years' experience in various commercial roles within Ballard Power Systems. Lucas Bertrand, our French agent, has over 20 years' experience in the portable energy and hydrogen power industry.

Following our selection as preferred supplier in California, we also decided to appoint a Managing Director, Stephen Jones, to work alongside Geoff Budd in North America where we believe there are strong opportunities for us to pursue. To fully exploit these opportunities, we also appointed two key advisors in the US, Bob Rose and Dr Alan Lloyd. Bob Rose has been involved in the fuel cell industry for more than 20 years and Alan Lloyd's career has focused on future transportation technology including electric drive and renewable fuels.

This year, once again, our staff's hard-work and effort successfully dealt with challenges and helped ITM Power become a recognised global leader in hydrogen technology. It is always a pleasure to work with a good team and I would like to thank all of our staff and board members for their contribution.

Outlook

Our expertise, the excellence of our products and our strong relationships have allowed us to take part in various initiatives around the world as energy storage and clean fuel generation from renewable power continue to grow in importance.

We are part of the UKH2Mobility and EcoIsland projects with the UKH2Mobility Partnership announcing the completion of Phase 1 of its programme of evaluating the roll-out of hydrogen infrastructure and fuel cell electric vehicles in the UK. In addition, this year we joined the French Hydrogen Infrastructure Programme which will study the potential for the deployment of electric vehicles in France as well as private and public hydrogen refuelling infrastructure in France between 2015 and 2030. This programme demonstrates how dedicated France is becoming in implementing hydrogen solutions as part of its renewable energy strategy.

This year also saw other opportunities arise with particular focus on the development of power-to-gas initiatives. We are now participating in the newly established North Sea Power-to-gas (P2G) Platform to further develop P2G. We also became a member of the P2G strategy platform in Germany which will expedite the necessary interaction between the established and emerging industrial segments to develop new energy markets. We reinforced our strong presence in Germany with a sale of a 360kW P2G energy storage plant.

Outside Europe, we developed relationships in the US and became part of the Californian Hydrogen Business Council Energy Storage Program. It was also in California that we made our first sale in the US of a rapid response electrolyser unit.

This year has seen clear momentum develop and I do not doubt that ITM Power is well positioned to address commercial opportunities within the energy storage and clean fuel generation from renewable power markets.

Prof Roger Putnam CBE

Chairman

5 August 2013

CEO Statement

I am delighted to report on developments in the last year. We have built on key relationships and become members of new initiatives around the world as the hydrogen industry's growth accelerates. I am particularly pleased to report the sales we have achieved as a significant highlight of our story so far. ITM Power has secured a key sale of its headline products - the energy storage sale in Germany and is the preferred bidder to supply a refuelling station order in California. These are significant milestones in the Company's development and demonstrate the commerciality of these two products and the potential of these markets.

Power-to-Gas Energy Storage

As a result of electricity generation from renewable power sources increasing across the globe, there has been increased attention on energy storage and particularly P2G platforms which enable the share of renewables in the energy mix to increase. This has been a new initiative for ITM Power in this past fiscal year and has already shown positive results.

In particular, we have seen developments in Germany where P2G energy storage is rapidly growing in significance. This year we became a member of the P2G Strategy Platform managed by the Germany Energy Agency, the Deutsche Energie Agentur. Currently, renewable energy in Germany contributes on average around 25% of the country's power supply and by 2050, it is expected to reach 80% which will lead to the complete overhaul of the electrical system which, without the storage of energy in the form of hydrogen, is inconceivable.

We further established ourselves as a key player in the German energy initiatives as we won a competitive tender process based on both price and performance for a Thüga Group project in Germany and sold the Group a 360kW P2G energy storage plant. This was our first major commercial sale in Germany of a large hydrogen production unit based on its unique design of a self-pressurising rapid response PEM Electrolyser. The unit produces 125kg/day of hydrogen gas and incorporates AEG power electronics. We signed a deal with AEG Power Solutions (AEG PS), the world leader in power electronics, to cooperate in integrating its electrolyser technology with AEG's power control electronics. In July 2013, we announced that the Thüga Group has now started construction of its P2G pilot plant in Frankfurt. We see this as a reference site for our sales and marketing drive in the P2G sector in Europe.

We have also developed relationships within the UK P2G industry, with participation in the newly established North Sea P2G Platform which will aim to further develop the concept of conversion of renewable power into gas in the UK.

We were delighted to announce in June 2013, our membership of the California Hydrogen Business Council (CHBC) and its participation as a founding member in the CHBC Hydrogen Energy Storage (HES) Program. This was a significant development for our presence in the US and furthermore, our representative in the US, Geoffrey Budd, has been appointed to the HES Program Committee.

Hydrogen Mobility Programmes

We are a member of the UKH2Mobility Partnership and in February 2013, the Partnership announced the completion of Phase 1 of its programme of evaluating the roll-out of hydrogen infrastructure and fuel cell electric vehicles in the UK.

• the hydrogen production mix in the roadmap for 2030 is 51% water electrolysis, 47% steam methane reforming (SMR) and 2% existing capacities;

• the water electrolysis, using renewable electricity, includes both on-site production at the Hydrogen Refuelling Station (HRS) and centralised production with distribution to the HRS;

Hydrogen Mobility Programmes (continued);

• in 2030, the roadmap shows that the national demand for hydrogen for fuel cell electric vehicles (FCEVs) will be 254,000 tonnes p.a.; and

• water electrolysis capacity offers significant benefits to the electricity sector in assisting the integration of renewable generating capacity and in providing grid-balancing services. These benefits will increase as the proportion of renewable energy in the generating mix increases. The project quantified these benefits and determined that this would have the effect of reducing the cost of hydrogen produced by electrolysis by 20%.

Overall, these results demonstrated that the UK transport system is able to be adapted to decarbonise road transport and clean up emissions without disruption. As we look towards Phase 2 of the project, we believe that this will reveal how the UK can adopt such methods to become a world leader in deployment and manufacturing of the necessary electrolyser-refuelling technology, a goal that will be of particular significance for ITM Power's electrolyser products.

There have also been exciting developments in France where we became a partner in the Mobilité Hydrogène France, the hydrogen infrastructure programme for France. This showed another EU member acknowledging the growing importance of hydrogen and fuel cells for its renewable energy campaign. We hope that this will deliver the same results as Germany and the UK as we work to position ourselves as an expert within the sector. The programme seeks to have regional, national and international, private and public stakeholders share their knowledge and expertise in order to develop co-ordinated deployment scenarios for vehicles and hydrogen stations, and to report on the benefits and costs of this transition. The results will be published in late 2013. We also received a sales order for a hydrogen generation system to CEA Grenoble, France, a French government-funded technological research organisation, which will use the 5Nm3/hr unit in a project targeted at the storage of renewable energy.

In May, ITM Power announced its participation in H2USA, the hydrogen infrastructure programme for the USA launched by the United States Energy Department, a new public-private partnership focused on advancing hydrogen infrastructure to support more transportation energy options for US consumers, including FCEVs. The new partnership brings together auto manufacturers, government agencies, gas suppliers, and the hydrogen and fuel cell industries to coordinate research and identify cost-effective solutions to deploy infrastructure that can deliver affordable, clean hydrogen fuel in the United States.

We also had further positive news as we were confirmed as the preferred bidder for the supply of ITM Power technology into a renewable hydrogen refuelling station in California. The project will be led by Hydrogen Frontier, Inc. of California with ITM Power supplying a rapid response electrolyser unit to be integrated into a refuelling station at the head office of Hyundai Motor Corp. in Chino CA.

Other achievements

Alongside the first sale of Energy Storage Plant in Europe, we made our first sale of a HPac platform to a company in Russia, which at this stage wishes to remain anonymous. ITM Power looks forward to marketing its products more actively in Russia into that country's rapidly growing energy sector.

The agreement signed with AEG PS will see ITM Power and AEG PS initially address five live projects, the status of which ranges from imminent deployment to early proposal development. This agreement represents the first time AEG PS's power conversion technology will be coupled with Polymer Exchange Membrane (PEM) electrolysis, enabling rapid response electrolysis at a scale appropriate for electricity grid balancing services. We believe that this relationship will provide a pipeline of projects for the future.

In Germany, as well as the progress made in the P2G sector, we signed an agreement with ABO Wind of Wiesbaden, to identify and develop wind to hydrogen projects in the UK, Ireland and Germany. This will offer an integrated renewable power generation and hydrogen production for back-up power, industrial processes and refuelling solutions for materials handling equipment in commercial buildings.

The Future

This year has seen significant developments for ITM Power. We have made the move from pure R&D to generate our first sales orders worldwide, fulfilling the initial pipeline within the year. We have further established key relationships in the markets we believe offer the most opportunities and have quickly become known for the expertise we offer.

Hydrogen systems and infrastructure is already starting to be constructed, with more and more governments acknowledging the importance of hydrogen to their future energy plans. We have ensured that we are at the heart of significant showcase projects in the UK, Germany, France and the US and these will act as focal points to demonstrate the benefits and necessity of hydrogen energy storage to other potential adopters.

P2G was a new sector for the Company and has delivered positive results. Combined with the products we already own and make, we are well-positioned to be a significant player in the industry. The ball has started rolling, and I look forward to reporting on what looks to be another exciting year for ITM Power.

Dr Graham Cooley

Chief Executive Officer

5 August 2013

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

Year ended 30 April 2013

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

Year ended 30 April 2013

CONSOLIDATED BALANCE SHEET

30 April 2013

CONSOLIDATED CASH FLOW STATEMENT

30 April 2013

NON-STATUTORY MEASURES

Cash burn

Cash burn is a measure used by key management personnel to monitor the performance of the business.

NOTES TO THE FINANCIAL STSTEMENTS

Year ended 30 April 2013

1. BASIS OF ACCOUNTING

The preliminary announcement is based on the financial statements which have been prepared in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union.

While the financial information included in this preliminary announcement has been prepared in accordance with the recognition and measurement criteria of IFRS, this announcement does not itself contain sufficient information to comply with IFRS. The Group expects to publish full financial statements that comply with IFRS in August 2013.

The directors announced today that they had successfully completed an equity fund raise for net proceeds of £1.9 million.

The directors have prepared a cash flow forecast (the "Forecast") for the period to 31 August 2014 (the "Forecast Period"). The Forecast includes the £1.9 million net proceeds from the equity fund raise together with a number of assumptions, including the level of projected sales, the timing of which is inherently uncertain.

Whilst the directors anticipate that additional future financing will be required in order to take advantage of the various opportunities which it is actively pursuing, based on the above, the Directors have a reasonable expectation that the Company and Group can continue to meet their liabilities as they fall due, for a period of not less than twelve months from the date of approval of these financial statements.

Accordingly, they have prepared these financial statements on the going concern basis.

The financial information is prepared on the basis of the accounting policies as shown on the Company's website, www.itm-power.com 

Copies of the financial statements/annual report will be available on the Company's web site and for collection from the Company's registered office at 22 Atlas Way, Sheffield, S4 7QQ.

2. NOTES TO THE CASH FLOW STATEMENT

3. FINANCIAL INFORMATION

The financial information set out above does not constitute the company's statutory accounts for the years ended 30 April 2013 or 2012, but is derived from those accounts. Statutory accounts for 2012 have been delivered to the Registrar of Companies and those for 2013 will be delivered following the company's annual general meeting. The auditors have reported on those accounts; their reports were unqualified, did not draw attention to any matters by way of emphasis without qualifying their report and did not contain statements under s498(2) or (3) Companies Act 2006.

- ends -