The latest Investing Matters Podcast with Jean Roche, Co-Manager of Schroder UK Mid Cap Investment Trust has just been released. Listen here.

Less Ads, More Data, More Tools Register for FREE

Pin to quick picksMytrah Energy Regulatory News (MYT)

  • There is currently no data for MYT

Watchlists are a member only feature

Login to your account

Alerts are a premium feature

Login to your account

Interim Results

24 Sep 2014 07:00

RNS Number : 4338S
Mytrah Energy Ltd
24 September 2014
 



NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN

 

24 September 2014

Mytrah Energy Limited ("Mytrah Energy" or the "Company")

Interim results for the six months ended 30 June 2014

 

Financial Highlights for the period:

· Revenue of USD 29.4 million, an increase of 7.4% over the comparative period (1H 2013: USD 27.4 million)

· Earnings before interest, taxes, depreciation and amortisation ("EBITDA") for the period amounted to USD 28.01 million, an increase of 11.6% over the comparative period (1H 2013: USD 25.12 million)

· An EBITDA margin of approximately 95.2%1 (1H 2013: 91.6%2)

· Profit before tax (PBT) of USD 5.91 million, an increase of 12.8% over the previous period (1H 2013: PBT of USD 5.21 million)

· Achieved 7.4% increase in revenue, 11.3% increase in EBITDA and 12.8% increase in PBT, excluding exceptional1 items, despite depreciation in the average Indian Rupee/USD exchange rate by 10.4% from 54.9 to 60.6 from June 2013 to June 2014

· Tax expense of USD 0.54 million (1H 2013: USD 0.79 million). The tax expense is primarily non-cash in nature and represents a net deferred tax liability on timing differences net of earlier year tax provision written back on completion of tax assessment

· In Indian Rupee terms revenue increased by 18.6%, EBITDA by 23.3%, and PBT by 24.6%. This is in line with increase in weighted average operating capacity

· Adequate liquidity position comprising of USD 16.5 million cash equivalents and liquid investments and undrawn loan facilities of USD 20 million to fund the current under construction pipeline

· USD 24.6 million invested in new capacity additions

 

Current Operational Highlights:

· 524.85 MW (including 8.35 MW capacity under stabilisation) of revenue generating wind assets and 23.25 MW under final stages of construction

· Assets have performed well at the start of the 2014 wind season despite some press reports suggesting a late and weak monsoon due to an El Nino effect. Plant Load Factors ('PLFs') were slightly below average during May, but above average during June, July and August

· Strong receivable position with no significant payment delays

· Post period end, secured in principal approval of USD 142 million senior loans for projects under active development

 

 

1Excluding one-off doubtful advances and LD claims write-off of USD 2.1 million (30 June 2013: USD nil) and non-cash cost relating to employee stock options of USD 0.51 million (30 June 2013: USD 0.58 million) (note 25).

2Adjusted for one-off costs of USD 0.63 million incurred during the previous year, relating to un-eliminated indirect tax cost on eliminated intra-group transactions.

 

Ravi Kailas, Chairman and CEO said:

 

"From a standing start three years ago, Mytrah has grown to be one of the largest wind independent power producers ("IPPs") in India. The first half has been a strong period of asset growth for the Company with operational capacity increased significantly to 497.35 MW at 30 June 2014 and additional capacity of 27.5 MW was added post interim period end. This takes our total operational portfolio over the landmark of 500 MW to a total capacity of 524.85 MW (including 8.35 MW capacity under stabilisation) and has been achieved within a span of less than three years of operations. This additional generating capacity represents a 70% increase since 30 June 2013, when the operating capacities stood at 309 MW. These assets have been installed with one of the lowest capital costs in the industry and have performed above our initial expectations.

 

"The beginning of the wind season this year started slowly with capacity factors in May being below average. However since then we have seen a pick up in the utilisation rates across the portfolio, particularly during July and August, and we at this point in time we expect this year's total PLF to be in line with our expectations. As we have mentioned previously, the benefits of a large and diversified portfolio are significant and provide very visible long-term revenue that is highly predictable on a year by year basis.

 

"The stabilised sites are performing well ahead of our initial expectations, in some cases exceeding P50 estimates, with machine and grid availability in excess of 97%. Mytrah's new assets at Burgula in Andhra Pradesh (37.4 MW), Savalsang 1 in Karnataka (87.55 MW) and Vagarai in Tamil Nadu (90 MW) are expected to be amongst the Group's strongest performing assets and are all performing well during and after their stabilisation periods.

 

"The interim figures reflect the slower start to the wind season this year but as we have seen an increase in the capacity factors since the period end, we would expect that the annual performance will be in line with our expectations.

 

"In an environment of ever increasing demand for power in India, the attraction of developing, owning and operating a diversified portfolio of wind assets puts Mytrah in a strong position for profitable and sustained growth. We believe that Mytrah's continued access to financing in India, from established relationships with major lenders in public and private sectors and our access to land facilities, enables us to take greater control over our roll-out schedule. Our diversified range of strong partnerships with domestic and overseas wind turbine manufacturers, our ability to build assets at a competitive cost whilst managing development risk, and the quality of our management and teams, will enable the Group to continue to grow rapidly and generate significant value for our shareholders."

 

For further information please visit www.mytrah.com or contact:

 

Mytrah Energy Limited

Ravi Kailas / Alastair Cade +44 (0)20 3402 5790

 

Investec Bank plc

Chris Sim / Jeremy Ellis +44 (0)20 7597 5970

 

Mirabaud Securities LLP

Peter Krens / Rory Scott +44 (0)20 7878 3360

 

St Brides Media & Finance Limited

Elisabeth Cowell / Frank Buhagiar +44 (0)20 7236 1177

 

Chairman and CEO's Statement:

I am pleased to announce Mytrah Energy Limited's ("MEL" or the "Company") interim results for the six months period ended 30 June 2014.

 

Operational and Development Review

Projects in operation:

 

Our operational portfolio comprises 524.85 MW (including 8.35 MW capacity under stabilisation) of installed capacity. Within the portfolio the stabilised sites are performing well ahead of our initial expectations, in some cases exceeding P50 estimates, with machine and grid availability in excess of 97%. The machine availability at Jamanwada, Gujarat and Kaladongar, Rajasthan sites has improved from 90% during last year to 97% for the current wind season. This productivity will add a further positive impact on the overall revenue and financial performance of the portfolio.

 

Projects in construction and development

Mytrah has added 238.2 MW of new capacity, across three sites, since 30 June 2013. Of this, 214.95 MW of assets are commissioned and started generating revenues. The remaining 23.25 MW assets are under final stages of construction and expected to be commissioned by the end of October 2014.

 

Burgula Wind Farm (37.4 MW) in Andhra Pradesh, Mytrah's first project under self-construction model, was commissioned during December 2013 and fully stabilised in March 2014. Burgula is the only project to be accorded evacuation on a 132 KV substation of AP Transco. During the interim period the assets have performed better than P75 estimates.

 

Savalsang 1 Wind Farm (100.3 MW) in Karnataka is Mytrah's second major wind project. As on date 87.55MW was commissioned with Gamesa 0.85 MW G-58 turbines. The balance capacity of 12.75MW is under advance stage of construction and is expected to be commissioned by the end of October 2014. We have demonstrated strong execution capability in self-development model by successfully building 62 KM of 33 KV OH transmission infrastructure facilities in Savalsang and laid 20,144 cubic meters of cement concrete for structural erection in Savalsang.

 

Vagarai Wind Farm (100.5 MW) is Mytrah's first project operating under the Group captive model and is selling power directly to captive customers in Tamilnadu via attractive power purchase agreements ("PPAs") in the range of 10 to 15 years. It uses the well-proven Vensys V87 1.5 MW gearless turbine made by ReGen, which should in an average year deliver a 28% capacity factor. As on date we have commissioned 90 MW and the remaining 10.5 MW is expected to be commissioned by end of September 2014.

 

Following the completion of these projects, Mytrah's total installed capacity will increase to 548.1 MW across ten projects in six states. From a standing start three years ago, Mytrah has grown to be one of the largest wind independent power producers ("IPPs") in India. These assets have been installed with one of the lowest capital costs in the industry and have performed above our initial expectations.

 

The decision to spread our portfolio across ten different sites averaging 50-75 MW rather than two or three larger projects means that we benefit from a substantial 'portfolio effect' across our asset base. As a result, any variation in wind patterns across India and our sites year to year is spread across the portfolio, giving increased visibility on our revenue streams. In addition, construction and operational risks for future development are significantly reduced as we have the ability to expand most of our existing sites, where infrastructure and grid connections are already in place. We have also built up significant actual operational wind data that allows for increased confidence in our forecasting.

 

With all this in place, I am pleased to announce further capacity of over 300 mw, out of which orders have been placed for 200 mw. The details of these projects are as follows:

 

Vajrakarur 2 Wind Farm (105 MW) in Andhra Pradesh is under active development and purchase orders are issued to Suzlon on a turnkey basis. The Group is in the advance stage of discussion with the lenders to tie up the project finance. The project is expected to be commissioned in about one year from the financial closure. The wind resource assessment has been conducted and the PLF at P50 level has been estimated at 29. 0%.

 

Viswa Wind Farm (50.4 MW) in Rajasthan is under active development. The evacuation approval along with necessary infrastructure is in place. The Group is in discussions with the lenders to finalise the terms of project finance. The project is expected to be commissioned in about one year from the financial closure. The wind resource assessment has been conducted and the PLF at P50 level has been estimated at 31.0%.

 

Viraj Wind Farm (50.4 MW) in Maharashtra is under active development. The project will be developed using S97 WTGs of Suzlon make with a capacity of 2.1MW. The wind resource assessment has been conducted and the PLF at P50 level has been estimated at 27.6%.

 

Anila Wind Farm (101.4 MW) in Telangana is under active development. Terms of turbine supply are currently under progress with the suppliers. Project expected to be commissioned in about one year from the financial closure.

 

Business Development

 

With a significant portion of the current portfolio having secured long term state PPAs, the Company is now working towards increasing the proportion of highly attractive open market contracts for new projects. We are working towards optimising revenue with a mix of open market tariffs and state PPAs, which should improve returns and improve diversification.

 

As at interim reporting date, we have a strong development pipeline of 3,100 MW across 6 states. We are the first to get land GO (Government Order) under new land policy in Andhra Pradesh. As always, we remain highly selective but expect to take forward only attractive opportunities. We own a significantly large fleet of around 150 wind masts and our wind development team is actively working on the upcoming projects having cleared the micrositing of 3,580 MW across 6 states.

 

Financial Results

 

The Group's revenue for the six months ended 30 June 2014 was USD 29.4 million (2013: USD 27.4 million) despite a fall in the average exchange rate between the Indian rupee and US dollar from 54.9 to 60.6 from June 2013 to June 2014. These revenues were generated from our portfolio of commissioned projects in the states of Gujarat, Rajasthan, Maharashtra, Tamilnadu, Karnataka and Andhra Pradesh.

 

I am pleased to report that the Group has recorded a gross profit of USD 24.6 million during the period (2013: USD 23.2 million) and an EBITDA of USD 28.03 million (2013: USD 25.14 million) representing an increase of USD 1.4 million and USD 2.9 million respectively.

 

At a consolidated level the Group recorded a net profit before tax of USD 5.93 million (2013: USD 5.23 million). The tax expense for the period ended 30 June 2014 was USD 0.54 million (30 June 2013: USD 0.79 million). The tax expense primarily represents the net deferred tax liability on timing differences accounted for during the period net of tax provision written back relating to earlier years based on completed tax assessment.

 

A significant advantage of the geographical spread of our assets across different states has resulted in efficient receivable management. As at 30 June 2014, the Group's receivables from sale of power and generation based incentive ("GBI") were USD 13.99 million representing an average 63 days receivable cycle on an annualised revenue receipt. Below is the aging summary of the Group's receivables.

 

Not due

0 - 60 days

61 -90 days

more than 90 days

Total

USD 5.93 million

USD 2.41 million

USD 2.44 million

USD 3.21 million

USD 13.99 million

 

It can be noted that USD 5.93 million (42%) is not due representing primarily current month revenues for a monthly billing cycle, 17.3% is under 60 days, 17.5% is under 90 days and the remaining 3.21 million (23%) under 365 days. Amounts due for more than 90 days primarily comprise of receivables of USD 3.04 million from IREDA which is paid on semi-annual basis. This performance by our Group is notable given the general perception of delays in this sector.

 

The cash generated by operations during the period was USD 12.6 million (2013: USD 7.7 million). As of 30 June 2014, the Group was in a strong liquidity position having (1) USD 16.5 million (31 December 2013: USD 32.6 million) in cash equivalents and liquid investments, and (2) USD 20.0 million in undrawn long-term loan facilities. The dollar strengthening had no cash and economic impact on the Company as all of its contracts are in Indian rupees.

 

 

Going concern

 

The Directors have considered the net current liabilities of USD 48.5 million of the Group at 30 June 2014, the Group's cash position and forecast cash flows for 18 months period from the date of these consolidated interim financial statements. The Directors also continue to monitor the cash flows from time to time including the short term and long term liquidity position. At the balance sheet date, the Company has unused long-term credit facilities to offset the short-term loans taken. The Directors have a reasonable expectation that the Group has adequate resources to continue its operational existence for a foreseeable future and thus adopt going concern basis of accounting in preparing these consolidated financial statements.

 

Summary

 

The first-half of 2014 has seen Mytrah consolidate its position as a leading IPP with operating capacity crossing the landmark 500MW. I believe that our continued development has the potential to transform the Group by generating significant shareholder value and enabling greater visibility of our asset roll-out plans during the next two years. Through our access to finance, the quality of our people and third party partnerships as well as our commitment to building high quality assets at a competitive cost, we will continue to be a utility scale IPP with a sustainable long-term development pipeline, and generate strong and predictable cash flows.

 

Ravi Kailas

Chairman and CEO

 

 

3 Excluding one-off doubtful advances and LD claims write-off of USD 2.1 million (30 June 2013: USD nil) and non-cash cost relating to employee stock options of USD 0.51 million (30 June 2013: USD 0.58 million).

 

4 Adjusted for one-off costs of USD 0.63 million incurred during the previous year, relating to un-eliminated indirect tax cost on eliminated intra-group transactions.

 

 

Condensed consolidated income statement for the six months ended 30 June 2014

 

Note

Six months ended

30 June 2014

Six months ended

30 June 2013

USD

USD

Revenue

4

29,428,880

27,395,417

Cost of revenue

5

(4,866,468)

(4,222,690)

Gross profit

24,562,412

23,172,727

Other operating income

369,691

-

Administrative expenses

5

(4,979,326)

(3,460,093)

Operating profit

19,952,777

19,712,634

Finance income

6

589,249

209,522

Finance costs

7

(17,283,654)

(15,271,172)

Net finance cost

(16,694,405)

(15,061,650)

Profit before tax

3,258,372

4,650,984

Income tax expense

8

(544,705)

(790,667)

Profit for the period

2,713,667

3,860,317

Earnings per share

9

Basic

0.0165

0.0236

Diluted

0.0165

0.0236

 

 

 

 

Condensed consolidated statement of comprehensive income for the six months ended 30 June 2014

 

Six months ended 30 June 2014

Six months ended

30 June 2013

USD

USD

Profit for the period

2,713,667

3,860,317

Other comprehensive income/( loss)

a) Items that will never be reclassified to profit and loss

Actuarial gain / (loss) on employee benefit obligations

3,100

(3,161)

b) Items that may be reclassified to profit and loss

Exchange differences on translating foreign operations

3,726,814

(10,148,878)

Change in fair value of available for sale financial investments, net of tax

(58,914)

3,961

 

 

Other comprehensive income / (loss)

3,671,000

(10,148,078)

 

 

Total comprehensive income / (loss)

6,384,667

(6,287,761)

 

 

Condensed consolidated statement of financial position as at 30 June 2014

 

Note

30 June

2014

31 December 2013

 

USD

USD

 

Assets

 

Non-current assets

 

Intangible assets

10

431,802

469,735

 

Property, plant and equipment

11

514,719,676

446,828,888

 

Other non-current assets

12

55,640,948

41,112,196

 

Deferred tax assets

13

-

348,063

 

Total non-current assets

570,792,426

488,758,882

 

Current assets

 

Trade receivables

13,992,652

6,737,251

 

Other current assets

14

17,108,456

8,468,014

 

Current tax assets

1,794,703

1,534,405

 

Current investments

3,055,294

11,248,817

 

Cash and bank balances

15

13,507,364

21,382,346

 

Total current assets

49,458,469

49,370,833

 

Total assets

620,250,895

538,129,715

 

Liabilities

 

Current liabilities

 

Borrowings

16

52,983,933

36,722,085

 

Trade and other payables

17

43,656,822

52,356,846

 

Retirement benefit obligations

1,523

7,239

 

Current tax liabilities

1,315,259

1,412,290

 

Total current liabilities

97,957,537

90,498,460

 

 

Non-current liabilities

 

Borrowings

16

363,075,749

306,130,741

Liability component of compulsorily convertible preference shares

18

9,190,969

9,215,456

Derivative financial instruments

16 & 18

3,280,893

2,978,580

Other payables

9,809,646

9,005,639

Deferred tax liability

13

332,366

-

Retirement benefit obligations

45,148

16,002

Total non-current liabilities

385,734,771

327,346,418

Total liabilities

483,692,308

417,844,878

Net assets

136,558,587

120,284,837

Equity

Share capital

20

72,858,278

72,858,278

Capital contribution

21

16,721,643

7,357,620

Retained earnings

16,357,696

14,339,815

Other reserves

(24,911,653)

(29,666,048)

Equity attributable to owners of the Company

81,025,964

64,889,665

Non-controlling interest

18 & 22

55,532,623

55,395,172

 

 

Total equity

136,558,587

120,284,837

 

These financial statements were approved by the Board of Directors and authorised for use on 22 September 2014.

Signed on behalf of the Board of Directors by:

 

Ravi Shankar Kailas Russell Walls

Chairman and CEO Director

 

 

Condensed consolidated statement of changes in equity for the six months ended 30 June 2014

Share capital

Capital contribution

Foreign currency translation reserve

Equity- settled- employee- benefits reserve

Fair value reserve

Actuarial valuation reserve

Retained earnings

 

Capital redemption reserve

Non-controlling interests

Total

USD

USD

USD

USD

USD

USD

USD

USD

USD

USD

Balance as at 31 December 2012

72,858,278

-

(18,822,270)

1,842,215

20,426

5,794

7,437,436

-

55,395,172

118,737,051

Profit for the period

-

-

-

-

-

-

3,860,317

-

-

3,860,317

Other comprehensive loss for the period:

Foreign currency translation adjustments

-

-

(10,148,878)

-

-

-

-

-

-

(10,148,878)

Change in fair value of available-for-sale investments, net of tax

-

-

-

-

3,961

-

-

-

-

3,961

Equity settled share based payments

-

-

-

652,043

-

-

-

-

-

652,043

Actuary gains and losses on employee benefit obligation

-

-

-

-

-

 

 (3,161)

3,161

 

-

-

-

 

 

 

 

 

 

 

 

Balance as at 30 June 2013

72,858,278

-

(28,971,148)

2,494,258

24,387

2,633

11,300,914

 

-

55,395,172

113,104,494

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at 31 December 2013

72,858,278

7,357,620

(32,842,460)

3,083,460

93,480

(528)

14,339,815

-

55,395,172

120,284,837

Profit for the period

-

-

-

-

-

-

2,713,667

-

-

2,713,667

Other comprehensive profit for the period:

Foreign currency translation adjustments

-

-

3,726,814

-

-

-

-

-

-

3,726,814

Contributions received during the period

-

9,364,023

-

-

-

-

-

-

-

9,364,023

Buy back of CCPS from non-controlling interest

-

-

-

-

-

-

(128,538)

-

(567,248)

(695,786)

Issue of shares to non-controlling interest

-

-

-

-

-

-

-

704,699

704,699

Creation of CRR on buy back

-

-

-

-

-

(567,248)

567,248

-

-

Actuarial loss on employee benefit obligations

-

-

-

-

-

3,100

-

 

-

-

3,100

Change in fair value of available-for-sale investments, net of tax

-

-

-

-

(58,914)

-

-

 

-

-

(58,914)

Equity settled share based payments

-

-

-

516,147

-

-

-

-

-

516,147

 

 

 

 

 

 

 

 

 

 

Balance as at 30 June 2014

72,858,278

16,721,643

(29,115,646)

3,599,607

34,566

2,572

16,357,696

567,248

55,532,623

136,558,587

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Condensed consolidated statement of cash flow for the six months ended 30 June 2014

 

 

 

Six months ended

30 June 2014

Six months ended

30 June 2013

USD

USD

Cash flows from operating activities

Profit for the period

2,713,667

3,860,317

Adjustments:

Equity settled employee benefits

516,147

652,043

Depreciation and amortisation

4,819,443

4,493,045

Interest income

(391,903)

(135,141)

Finance costs

17,283,654

15,271,172

Gain on disposal of available for sale investments

(406,199)

(204,984)

Fair valuation of derivative financial instruments

208,853

130,603

Income tax expense

554,705

790,667

Operating cash flows before working capital changes

25,298,367

24,857,722

Movements in working capital:

Increase in trade receivables and unbilled revenue

(14,191,423)

(13,763,193)

Decrease/(Increase) in other assets

397,615

(4,305,140)

Increase in trade and other payables

1,297,665

2,006,948

Cash generated from operations

12,802,224

8,796,337

Income tax paid

(209,336)

(1,120,413)

Net cash generated from operating activities (A)

12,582,888

7,675,924

Cash flows from investing activities

Purchase of property, plant and equipment, net

(40,635,537)

(40,976,689)

Proceeds from sale / (investment in) mutual funds - net

8,789,530

(1,589,325)

Deposits placed with banks

4,299,790

4,465,819

Interest income received

266,329

86,625

Net cash used in investing activities (B)

(27,279,888)

(38,013,570)

Cash flows from financing activities

Capital contributions from shareholders

9,364,023

-

Payment towards liability component of CCPS

(567,248)

-

Buy back of CCPS

(695,786)

-

Proceeds from issue of shares to non-controlling interest

704,699

-

Proceeds from borrowings

40,805,355

50,331,973

Repayment of borrowings

(13,275,233)

(3,199,107)

Interest paid

(25,708,466)

(17,503,247)

Net cash flows from finance activities (C)

10,627,344

29,629,619

Net decrease in cash and cash equivalents (A+B+C)

(4,059,656)

(708,027)

Cash and cash equivalents at beginning of the period

8,248,924

2,185,192

Effect of exchange rate fluctuations

131,233

(365,864)

Cash and cash equivalents at end of the period

4,320,501

1,111,301

 

 

 

 

 

 

 

 

Notes to the condensed consolidated interim financial statements for the six months ended 30 June 2014

 

1. General information

 

Mytrah Energy Limited ("MEL" or the "Company") is a non-cellular company, liability limited by shares, incorporated on 13 August 2010 under the Companies (Guernsey) Law, 2008 and is admitted to trading on AIM, a market operated by the London Stock Exchange plc. The address of the registered office is PO Box 156, Frances House, Sir William Place, St Peter Port, Guernsey, GY1 4EU. The Company has the following subsidiary undertakings, (together the "Group"), all of which are directly or indirectly held by the Company, for which condensed consolidated interim financial statements are being prepared, as set out below:

 

Subsidiary

Country of incorporation or residence

 

 

 

Date of Incorporation

Proportion of ownership interest(per cent.)

Proportion of voting power (per cent.)

Activity

 

 

 

Functional currency

Bindu Vayu (Mauritius) Limited ("BVML")

Mauritius

15 June 2010

100

100

Holding company

USD

Mytrah Energy (Singapore) Pte. Ltd

Singapore

16 August 2013

100

100

Investment company

USD

Cygnus Capital (Singapore) Pte. Ltd

Singapore

19 March 2014

100

100

Investment company

USD

Mytrah Energy Capital Pte. Ltd

Singapore

10 April 2014

100

100

Investment company

USD

Mytrah Energy (India) Limited ("MEIL")

India

12 November 2009

99.99

99.99

Operating company

INR

Bindu Vayu Urja Private Limited ("BVUPL")

India

5 January 2011

100

100

Operating company

INR

Mytrah Vayu (Pennar) Private Limited ("MVPPL")

India

21 December 2011

100

100

Operating company

INR

Mytrah Vayu (Krishna) Private Limited ("MVKPL")

India

18 June 2012

100

100

Operating company

INR

Mytrah Vayu (Manjira) Private Limited ("MVMPL")

India

18 June 2012

100

100

Operating company

INR

Mytrah Vayu Urja Private Limited ("MVUPL")

India

24 November 2011

100

100

Operating company

INR

Mytrah Vayu (Bhima) Private Limited ("MVBPL")

India

22 June 2012

100

100

Operating company

INR

Mytrah Vayu (Indravati) Private Limited ("MVIPL")

India

22 June 2012

100

100

Operating company

INR

Mytrah Vayu (Gujarat) Private Limited ("MVGPL")

India

24 December 2011

100

100

Operating company

INR

Mytrah Vayu (Godavari) Private Limited ("MVGoPL")

India

21 February 2014

100

100

Operating company

INR

Mytrah Engineering Private Limited ("MEPL")

India

30 March 2012

100

100

Operating company

INR

Mytrah Engineering & Infrastructure Private Limited ("MEIPL")

India

29 March 2012

100

100

Operating company

INR

Mytrah Power (India) Limited ("MPIL")

India

12 September 2013

100

100

Operating company

INR

 

The principal activity of the Group is to own and operate wind energy farms as a leading independent power producer ("IPP") and to engage in the sale of energy to the Indian market through the Company's subsidiaries.

 

These financial statements are presented in US dollars (USD).

 

2. Adoption of new and revised standards and interpretations

 

The Company has adopted the following new standards and amendments, including any consequential amendments to other standards with date of initial application of 1 January 2014:

 

Standard or interpretation

Effective for reporting periods starting on or after

IFRS 10

Consolidated Financial Statements

Annual periods beginning on or after 1 January 2014

IFRS 11

Joint Arrangements

Annual periods beginning on or after 1 January 2014

IFRS 12

Disclosure of Interests in Other Entities

Annual periods beginning on or after 1 January 2014

IAS 28

IAS 28 Investments in Associates and Joint Ventures (as amended in 2011)

Annual periods beginning on or after 1 January 2014

IFRIC 21

Levies

Annual period beginning on or after 1 January 2014

IAS 32

Financial Instruments: Presentation- offsetting financials assets and financial liabilities (amendments to IAS 32)

Annual period beginning on or after 1 January 2014

IAS 36

Impairment of Assets (Amendments to IAS 36)

Annual period beginning on or after 1 January 2014

 

Based on the Company's current business model and accounting policies the adoption of these standards or interpretations did not have a material impact on the financial statements of the Group.

 

Standard issued but yet effective and early adopted by the company:

 

IFRS 9- Financial instruments

In July 2014, the IASB issued the final version of IFRS 9, "Financial instruments". With this issuance, IFRS 9 is complete in all respects. IFRS 9 significantly differs from IAS 39, "Financial Instruments: Recognition and Measurement", and includes a logical model for classification and measurement, a single, forward-looking 'expected loss' impairment model and a substantially-reformed approach to hedge accounting. IFRS 9 is effective for annual periods beginning on or after January 1, 2018 with early application permitted. The Company is in the process of evaluating the impact of the new standard on its consolidated financial statements.

 

IFRS 15, Revenue from Contracts with Customers.

In May 2014, the IASB issued IFRS 15, "Revenue from Contracts with Customers". The core principle of the new standard is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Further, the new standard requires enhanced disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entity's contracts with customers. The new revenue recognition standard is applicable for annual periods beginning on or after January 1, 2017. The Company is in the process of evaluating the impact of the new standard on its consolidated financial statements.

 

3 Significant accounting policies

 

Basis of preparation

The condensed consolidated interim financial statements of the Group have been presented for the six months ended 30 June 2014 in accordance with IAS 34 'Interim Financial Reporting' as adopted by the European Union.

 

The condensed consolidated interim financial statements should be read in conjunction with the annual financial statements for the year ended 31 December 2013, which have been prepared in accordance with International Financial Reporting Standards ("IFRS's") as adopted by the European Union. The condensed consolidated interim financial statements have been reviewed, not audited and were approved for issue by the Board on 22 September 2014. The financial information contained in this report does not constitute statutory accounts as defined by sections 243-245 of the Companies (Guernsey) Law 2008. A copy of the Group's audited statutory accounts for the year ended 31 December 2013 can be obtained from the Company's website or writing to the Company Secretary. The independent auditor's report on those accounts was unqualified and did not include a reference to any matters which the auditors drew attention by way of emphasis without qualifying the report and did not contain a statement under 263 (3) of the Companies (Guernsey) Law 2008. The condensed consolidated interim financial statements have been prepared on the basis of accounting policies set out in the annual report for the year ended 31 December 2013.

Refer note 2 for the new accounting standards/interpretations adopted with an initial application of 1 January 2014.

 

Going concern

 

The Directors have considered the financial position of the Group, its cash position and forecast cash flows for the 18 months period from the date of these condensed consolidated interim financial statements. The Directors have, at the time of approving the condensed consolidated interim financial statements, a reasonable expectation that the Group has adequate resources to continue its operational existence for a foreseeable future. Thus they continue to adopt the going concern basis of accounting in preparing these consolidated financial statements. Further details are contained on page 7.

 

Exchange rates used for translation 

The USD: INR exchange rates used to translate the INR financial information into the presentation currency of USD were as follows:

 

Six months ended

30 June 2014

USD

Six months ended

30 June 2013

USD

Year ended

31 December 2013

USD

Closing rate

59.9410

59.5970

61.7744

Average rate

60.6168

54.8992

58.4411

 

The GBP: USD exchange rates used to translate the GBP financial information into the presentation currency of USD were as follows:

Six months ended

30 June 2014

USD

Six months ended

30 June 2013

USD

Year ended

31 December 2013

USD

Closing rate

1.7028

1.5208

1.6488

Average rate

1.6687

1.5444

1.5630

 

Use of estimates and judgments

 

In preparing these condensed consolidated interim financial statements, management has made judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates.

 

The significant judgments made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those that applied to the year ended 31 December 2013, with the exception of the new standards adopted as per note 2.

 

 

 

Measurement of fair value

 

A number of the Group's accounting policies and disclosures require the measurement of fair values, for both financial and non-financial assets and liabilities. The Group has an established control framework with respect to the measurement of fair values. This includes a valuation team that has overall responsibility for overseeing all significant fair value measurements, including Level 3 fair values, and reports directly to the CFO.

 

4. Revenue

An analysis of the Group's revenue is as follows:

 

 

 

Six months ended

30 June 2014

Six months ended

 30 June 2013

USD

USD

Sale of electricity

26,330,774

24,156,160

Generation based incentive

2,950,176

3,200,332

Sale of renewable energy certificates

147,930

38,925

Total revenue

29,428,880

27,395,417

Generation based incentive are recognised on fulfilment of eligibility criteria prescribed under Indian Renewable Energy Development Agency Limited ('IREDA') - Generation Based Incentives Scheme ("GBI").

 

5. Expenses by nature

Profit for the period has been arrived at after charging:

 

 

Six months ended 30 June 2014

Six months ended 30 June 2013

USD

USD

Amortisation of intangible assets (note 10)

- included in administrative expenses

95,399

109,898

Depreciation of property, plant and equipment (note 11)

- included in cost of revenue

4,581,980

4,222,690

- included in administrative expenses

142,064

160,457

Employee costs

- included in administrative expenses1

1,172,801

1,424,718

Other administrative costs

- included in cost of revenue

284,488

-

- included in administrative expenses2

3,569,062

1,765,020

 

6. Finance income

 Six months ended

30 June 2014

Six months ended

 30 June 2013

USD

USD

(Loss)/gain on derivative instruments within compulsory convertible debentures

(990)

204,557

Loss on derivative instruments within compulsory convertible preference shares

(207,863)

(335,160)

Interest income

391,903

135,141

Gain on disposal of available-for-sale investments

406,199

204,984

Total finance income

589,249

209,522

 

 Includes non-cash ESOP cost of USD 0.56 million (30 June 2013: USD 0.65 million).

2 Includes advances written-off of USD 2.1 million (30 June 2013: nil)

 

7. Finance costs

Six months ended

30 June 2014

Six months ended

30 June 2013

USD

USD

Interest on borrowings

(25,721,120)

(17,563,911)

Other borrowing costs

(1,118,522)

(1,663,102)

Total interest expense

(26,839,642)

(19,227,013)

Less: amount included in the cost of qualifying assets1

9,555,988

3,955,841

Total finance cost recognised in the income statement

(17,283,654)

(15,271,172)

 

1Amounts included in the cost of qualifying assets during the period arose on borrowings sanctioned for the purpose of financing construction of a qualifying asset and it represents the actual borrowing costs incurred on those borrowings, calculated using the effective interest rate method.

 

 

8. Income tax expense

Six months ended 30 June 2014

Six months ended 30 June 2013

USD

USD

Current tax benefit / (expense)

138,665

(456,585)

Deferred tax expense (note 13)

(683,370)

(334,082)

Income tax expense

(544,705)

(790,667)

Income tax expense recognised for the period is reconciled to profit before tax per the income statement as follows:

 

Six months ended 30 June 2014

 

Six months ended 30 June 2013

USD

USD

 

Profit before tax

3,258,372

4,650,984

Enacted tax rates

33.99%

32.45%

Expected tax (expense)/benefit

(1,107,520)

(1,509,244)

Effect of:

Permanent differences

562,815

718,577

MAT expense

(146,113)

(456,585)

MAT deferred tax credit

146,113

456,585

Taxation

(544,705)

(790,667)

 

The Company is exempt from Guernsey income tax under the Income Tax (Exempt bodies) (Guernsey) Ordinance, 1989 and is subject to an annual fee of USD 962. As such, the Company's tax liability is zero. However considering that the Company's operations are entirely based in India, the effective tax rate of the Group of 33.99% has been computed based on the current tax rates prevailing in India.

 

Indian companies are subject to corporate income tax or Minimum Alternate Tax ("MAT"). If MAT is greater than corporate income tax then MAT is levied. The Company has recognised MAT of USD 146,113 (30 June 2013: USD 456,585) as MAT is greater than corporate income tax for the current period.

 

 

9. Earnings per share

Basic earnings per share is calculated by dividing profit attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares outstanding during the period.

 

During the current period, there were no potential dilutive instruments for the computation of diluted earnings per share.

 

Six months ended

 30 June 2014

 

Six months ended

 30 June 2013

USD

USD

Basic and diluted

Profit for the period

2,713,667

3,860,317

Weighted average number of ordinary shares outstanding during the period

163,636,000

163,636,000

Basic and diluted earnings per share

0.0165

0.0236

 

 

10. Intangible assets

Intangible assets comprise of application software and is amortised over four years.

 

 

Six months ended 30 June 2014

Six months ended 30 June 2013

 

 

Cost:

 

Opening balance

750,444

800,177

 

Additions during the period

44,174

43,582

 

Exchange differences

22,954

(65,896)

 

Closing balance

817,572

777,863

 

 

Amortisation:

 

Opening balance

280,709

100,918

 

Charge for the period

95,399

109,898

 

Exchange differences

9,662

(16,973)

 

Closing balance

385,770

193,843

 

 

Carrying amount

 

As at 30 June 2014 / 30 June 2013

431,802

584,020

 

As at 31 December 2013 / 31 December 2012

469,735

699,259

 

 

11. Property, plant and equipment

 

 

 

Furniture and fittings

Office equipment

Land and buildings

Plant and

Machinery

Computers

Vehicles

Leasehold improvements

Wind farm assets

 under course of construction

Total

 

USD

USD

USD

USD

USD

USD

USD

USD

USD

 

Opening cost as at 1 January 2013

143,419

104,581

2,245,248

316,684,116

277,410

415,711

231,790

46,439,440

366,541,715

 

Additions

13,328

53,261

-

-

10,105

141,507

-

161,377,849

 161,596,050

 

Returns / disposals

-

-

-

-

-

 (50,860)

-

(23,468,830)

(23,519,690)

 

Transfer in / (out)

-

-

49,695

11,405,385

-

-

-

(11,455,080)

-

 

Exchange difference

(16,450)

(11,995)

(257,525)

(36,323,034)

(31,818)

(47,681)

(26,586)

(5,326,511)

(42,041,600)

 

 

Balance as at 31 December 2013

140,297

145,847

2,037,418

291,766,467

255,697

458,677

205,204

167,566,868

462,576,475

 

 

Accumulated depreciation as at

1 January 2013

28,664

24,764

38,985

8,057,427

73,912

98,070

45,365

-

8,367,187

 

Adjustment for disposals

-

-

-

-

-

(24,357)

-

-

(24,357)

 

Depreciation expense

27,202

34,792

30,896

8,549,496

65,973

107,719

33,016

-

8,849,094

 

Exchange difference

(4,754)

(4,847)

(6,139)

(1,392,514)

(12,037)

(17,060)

(6,986)

-

(1,444,337)

 

Balance as at 31 December 2013

51,112

54,709

63,742

15,214,409

127,848

164,372

71,395

-

15,747,587

 

 

Net book value as at 31 December 2013

89,185

91,138

1,973,676

276,552,058

127,849

294,305

133,809

167,566,868

446,828,888

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Furniture and fittings

Office equipment

Land and buildings

Plant and

Machinery

Computers

Vehicles

Leasehold improvements

Wind farm assets under course of construction

Total

USD

USD

USD

USD

USD

USD

USD

USD

USD

Opening cost as at 1 January 2014

140,297

145,847

2,037,418

291,766,467

255,697

458,677

205,204

167,566,868

462,576,475

Additions

-

-

15,436

-

-

7,139

-

59,385,278

59,407,853

Transfer in / (out)

-

-

-

186,797,916

-

-

-

(186,797,916)

-

Deletions

-

-

-

(141,787)

-

(63,768)

-

-

(205,555)

Exchange difference

4,291

4,461

62,318

8,924,186

7,821

14,029

6,277

5,125,325

14,148,708

Balance as at 30 June 2014

144,588

150,308

2,115,172

487,346,782

263,518

416,077

211,481

45,279,555

535,927,481

Accumulated depreciation as at

1 January 2014

51,112

54,709

63,742

15,214,409

127,848

164,372

71,395

-

15,747,587

Depreciation for the period

15,748

14,608

14,771

4,860,931

29,665

45,671

12,575

-

4,993,969

Deletions

-

-

-

(48,466)

-

(30,973)

-

-

(79,439)

Exchange difference

1,741

1,838

2,116

527,880

4,245

5,542

2,326

-

545,688

Balance as at 30 June 2014

68,601

71,155

80,629

20,554,754

161,758

184,612

86,296

-

21,207,805

Net book value as at 30 June 2014

75,987

79,153

2,034,543

466,792,028

101,760

231,465

125,185

45,279,555

514,719,676

 

 

 An amount of USD 9,555,988 (31 December 2013: USD 12,480,050) pertaining to interest on borrowings was capitalised as the funds were used for the construction of qualifying assets (refer note 7).

 

Returns amounting to USD Nil (31 December 2013: USD 23,468,830) represents wind farm assets under course of construction returned back to the supplier on account of cancellation of certain projects.

 

Depreciation amounting to USD 269,925 (31 December 2013: USD 500,174) has been capitalised as it relates to wind farm assets under course of construction.

12. Other non-current assets

As at

30 June

2014

As at 31 December 2013

USD

USD

Deposits

29,261,985

11,341,652

Capital advances

13,654,071

20,956,631

Prepayments

12,724,892

8,813,913

Total other non-current assets

55,640,948

41,112,196

 

Deposits mainly comprise of security deposits placed with related parties towards usage of land and power evacuation facilities.

 

Capital advances represent advance payments made to suppliers and related parties for the construction of wind farm assets, as part of long-term construction service contracts. (refer note: 24)

 

Prepayments primarily relate to amounts paid in advance towards land lease rentals and power evacuation facilities.

 

Land has been taken on lease basis from the suppliers of wind turbine generators for period ranging upto 20 years and is renewable provided the main lease is renewed by the government authority.

 

 

13. Deferred tax

The following are the major components of deferred tax liabilities and assets recognised by the Group and movements thereon during the current period.

As at

31 December

2013

Recognisedin income

statement

Foreign exchange

As at

 30 June

2014

USD

USD

USD

USD

Property, plant and equipment

(8,903,204)

(2,819,121)

(304,104)

(12,026,429)

Provisions for employee benefits

8,509

247

263

9,019

Share issue costs

241,401

58,424

8,042

307,867

MAT credit

1,181,572

146,113

37,788

1,365,473

Unrealised inter-group profits

1,871,806

23,905

57,522

1,953,233

Tax losses

5,947,979

1,907,062

203,430

8,058,471

Net deferred tax asset / (liability)

348,063

(683,370)

2,941

(332,366)

 

 

Deferred tax assets and liabilities are offset where the Group has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:

 

As at 30 June

2014

As at31 December 2013

USD

USD

Deferred tax assets

11,694,063

9,251,267

Deferred tax liabilities

(12,026,429)

(8,903,204)

Deferred tax (liability)/asset, net

(332,366)

348,063

 

 

 

 

14. Other current assets

 

As at 30 June

 2014

As at 31 December 2013

USD

USD

Deposits

273,167

35,284

Accrued interest

393,314

258,419

Prepayments

623,562

261,888

Unbilled revenue

12,401,747

4,950,110

Other receivables

3,416,666

2,962,313

 

Total other current assets

 

17,108,456

 

8,468,014

 

Prepayments primarily relate to amounts paid in advance for lease rentals for land.

 

Unbilled revenue represents amounts receivable from the customer on the sale of electricity and the amount recoverable from the Indian Renewable Energy Development Authority ("IREDA") as generation based incentive but not billed for as at 30 June 2014.

 

Other receivables primarily comprises of advance given to vendors amounting to USD 1,950,961 (31 December 2013: USD 2,788,577).

 

 

15. Cash and bank balances

As at

 30 June

2014

As at 31 December 2013

USD

USD

Cash on hand

20

38

Bank balances

4,320,481

8,248,886

Cash and cash equivalents

4,320,501

8,248,924

Bank deposits

9,186,863

13,133,422

Total cash and bank balances

13,507,364

21,382,346

 

Bank deposits include margin money deposits of USD 9,186,863 (31 December 2013: 13,039,792) placed with banks as security margin against loans taken, letter of credits and bank guarantees issued by banks and financial institution.

 

 

 

16. Borrowings

As at

30 June

2014

As at 31 December 2013

USD

USD

Borrowings at amortised cost

Compulsorily convertible debentures liability (refer note (a) and (b))

42,490,634

40,981,284

Term loans from banks and financial institutions (refer note (c))

344,463,994

279,498,662

Working capital loans from banks (refer note (d))

29,105,054

22,372,880

Total borrowings

416,059,682

342,852,826

 

Amounts due for settlement within 12 months -USD 52,983,933 (31 December 2013: USD 36,722,085)

Amounts due for settlement after 12 months - USD 363,075,749 (31 December 2013: USD 306,130,741)

 

a) During the year ended 31 March 2012, the Company's subsidiary, Mytrah Energy (India) Limited ("MEIL" or subsidiary of the Company) issued 3,333,333 compulsory convertible debentures ("CCDs") at Rs. 300 (USD 5.71) each to PTC India Financial Services Limited ("PTC") including any of its affiliates (the "Investor") amounting to USD 18,285,211 under an agreement dated 4 August 2011 between the Group and PTC. The purpose of this was to fund the capital projects of the Group. The following are the significant terms in relation to the CCDs:

 

· The CCDs carry a fixed rate of interest payable quarterly in arrears on the principal amount of the CCDs outstanding.

· The CCDs, along with unpaid interest, if any, mandatorily convert into such number of equity shares of MEIL at the end of 49 months from the date of initial disbursement so as to provide the investor a stated rate of return.

· The CCDs will be secured by collateral support in the form of pledge of 49% shares of Bindu Vayu Urja Private Limited ("BVUPL", a subsidiary of MEIL) held by MEIL.

 

Further, MEIL entered into an option agreement with PTC on the same date whereby PTC can put the CCDs (the "put option") or alternatively, the Group can call the CCDs (the "call option") in exchange for cash providing PTC a stated rate of return. The call option can be exercised any time from the date of issue whereas the put option can be exercised over a period beginning from 41 months to 47 months from the date of issue of CCDs.

 

b) During the year ended 31 March 2011, MEIL has issued 5,000,000 compulsory convertible debentures ("CCDs") at Rs. 300 (~ USD 6) each to Infrastructure Development Finance Company ("IDFC") including any of its affiliates (the "Investor") under an agreement between the Group and IDFC. The purpose of this is to fund the capital projects of the Group. The following are the significant terms in relation to the CCDs:

 

· The CCDs carry a fixed rate of interest payable quarterly in arrears on the principal amount of the CCDs outstanding.

· The CCDs, along with unpaid interest, if any, mandatorily convert into such number of equity shares of MEIL at the end of 48 months from the date of issue so as to provide the investor a stated rate of return.

· The CCDs will be secured by collateral support in the form of pledge of Bindu Urja Capital Inc. (which Ravi Kailas controls) shareholding, certain non-disposal undertakings by the Company and an irrevocable and unconditional corporate guarantee by the Company to IDFC.

 

Further, the Company has entered into an option agreement with IDFC on the same date whereby IDFC can put the CCDs (the "put option") or alternatively, the Group can call the CCDs (the "call option") in exchange for cash providing IDFC a stated rate of return. The call option can be exercised any time after 18 months from the date of issue whereas the put option can be exercised over a period beginning from 36 months to 48 months from the date of issue of CCDs.

 

Consistent with IAS 32, Financial Instruments: Presentation and IAS 39 Financial Instruments: Measurement, on initial recognition, the issue proceeds have been segregated in the financial statements between the financial liability and the derivative portion. Accordingly, the options were subsequently measured at fair value through profit and loss, and the financial liability is subsequently measured at amortised cost. The period end balance of the options was USD (416,075) (31 December 2013: USD (404,698)) (see condensed consolidated statement of financial position) and the CCD financial liability was USD 42,490,634 (31 December 2013: USD 40,981,284).

c) The Group has drawn down the term loan facility with banks and financial institutions to finance the construction of wind farm assets. The carrying amount of the liability measured at amortised cost is USD 344,463,994 (31 December 2013: USD 279,498,662). The repayment terms of the term loans range from 12 to 14 years. In compliance with the terms of the loan agreement, the Group has created a charge on all project movable, immovable properties, cash flows, receivables and revenues in favor of banks and financial institutions. Mr. Ravi Kailas has provided unconditional and irrevocable guarantee to the extent of any shortfall in the revenue from the sale of Certified Emission Reductions ('CER') under the Clean Development Mechanism in any financial year @ Rs 0.30 per unit of electricity sold for the CERs generated from the respective projects and the said guarantee will be invoked only in case of a default by the Group in meeting its loan obligations.

 

Further, the loan drawn down by MEIL is secured by way of first charge on the pledge of shares held by Bindu Vayu (Mauritius) Limited in the equity shares representing 51% of the total paid up equity share capital of the MEIL. The loan drawn down by BVUPL and MVPPL is secured by way of first charge on the pledge of shares held by the MEIL in the equity shares representing 51% of the total paid-up equity share capital of BVUPL and MVPPL. The loans drawn down by MVKPL and MVMPL is secured by way of first charge on the pledge of shares held by the MEIL in the equity shares representing 51% and 70% of the total paid-up equity share capital of MVKPL and MVMPL respectively. The loans drawn by MVMPL are also secured by CCPS held by MEIL in MVPPL.

 

d) The working capital facilities will be paid out from the unused facilities available related to the capital expenditure incurred by the Group. The working capital loan facilities are secured by way of first charge and hypothecation of entire immovable properties pertaining to the respective projects, both present and future, including movable plant and machinery, machinery spare, tools, accessories, entire project cash flows, receivables, book debts and revenues of the Group. The facilities are repayable on a yearly rollover basis and carries interest in the range of 11% and 12.5 % per annum.

 

 

17. Trade and other payables

As at

 30 June

2014

As at 31 December 2013

USD

USD

Current:

Trade payables1

2,162,013

754,921

Other payables2

41,494,809

51,601,925

43,656,822

52,356,846

Non-current

Other payables3

9,809,646

9,005,639

 

1Trade creditors relate to amounts outstanding for trade purchases and ongoing costs.

 

2Other payables include payables for purchase of capital assets amounting to USD 38,015,631 (31 December 2013: USD 48,744,787) and accrued interest on borrowings amounting to USD 2,634,098 (31 December 2013: USD 2,143,437).

 

3An amount of USD 9,809,646 (31 December 2013:USD 9,005,639) classified as 'other payables' under 'non-current liabilities' represents amount payable for purchase of capital assets in five equal yearly instalments from the date of commissioning of projects in MVKPL.

 

The Group has financial risk management policies in place to ensure that all payables are paid within the pre-agreed credit terms.

 

The fair value of trade and other payables approximates their carrying amounts largely due to the short-term maturities of these instruments hence management consider that the carrying amount of trade and other payables to be approximately equal to their fair value.

 

 

18. Compulsory convertible preference shares ("CCPS")

During the year ended 31 March 2012, the Group issued 11,666,566 Series A CCPS at Rs. 300 (~USD 6) each to India Infrastructure Fund ("IIF") under an Investment Agreement dated 20 June 2011 between the Group, IIF and Mr Ravi Kailas. The following are the salient features of the CCPS:

 

· IIF is entitled to receive a preference dividend before any dividends are declared to the ordinary shareholders. These carry a step-up dividend which is cumulative.

· The CCPS convert into equity shares of MEIL at a fixed price of Rs. 300 (~USD 6) per share, for a fixed number of shares, at the end of six years if the call and put options are not exercised by either of the parties.

· As part of the investment agreement, IIF were issued with 100 ordinary shares in MEIL.

 

Further, the Company entered into an option agreement with IIF on the same date whereby the Company can call the CCPS (the "call option") or alternatively, IIF can put the CCPS (the "put option") in exchange for cash or a variable number of shares in the Company providing IIF a stated rate of return. The call option can be exercised at any time after four years three months and the put option can be exercised at any time after five years three months from the date of issue.

 

In accordance with IAS 32, Financial Instruments: Presentation and IAS 39 Financial Instruments: Measurement, upon initial recognition, the issue proceeds has been segregated in the financial statements as mentioned below:

 

The issue proceeds of USD 69,932,181 (net of issue costs of USD 1,891,056) were first attributed to the embedded derivatives with the fair value of the options amounting to USD 2,670,325. As the instrument entitles the holder to a fixed number of shares the remaining value of the proceeds are bifurcated such that there is a liability component and an equity component. The liability component, being USD 11,866,684 was estimated by discounting the mandatory preference share dividend of six year cash flows using an interest rate from an equivalent instrument without a conversion feature, with the residual value of USD 55,395,172 representing equity. The effective interest rate on the financial liability is 5.6%.

 

The options are subsequently measured at fair value through profit and loss, and the financial liability is subsequently measured at amortised cost. The period end balance of the options was USD 3,696,968 (31 December 2013: USD 3,383,278) (see condensed consolidated statement of financial position), the liability component of the preference shares was USD 9,190,969 (31 December 2013: USD 9,215,456) and the equity component of the CCPS was USD 54,827,924(31 December 2013: USD 55,395,172).

 

During the six months ended 30 June 2014, MEIL has bought back 116,670 number of CCPS from IIF at a premium of Rs. 300 (USD 9.72). On account of this buy- back of CCPS, in accordance with the principles enunciated in IAS 32, the Company has reduced face value of the CCPS bought back amounting to USD 567,248 from the 'non-controlling interest' and the premium, being the dividend payable over the term of the CCPS, amounting to USD 567,248 has been reduced from the liability component of CCPS. Further, in accordance with the requirements of the Indian "Companies Act, 1956", MEIL has created Capital Redemption Reserve amounting to USD 567,248 equivalent to the face value of the CCPS by appropriation from retained earnings.

 

19. Financial instruments - Fair values and risk management

IFRS 13 Fair Value Measurement requires entities to disclose measurement of fair values, for both financial and non-financial assets and liabilities. Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows:

· Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.

· Level 2: Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

· Level 3: Inputs for the asset or liability that is not based on observable market data (unobservable inputs).

 

Financial instruments by category and fair value hierarchy:

The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy.

30 June 2014:

Carrying amount

Fair value

Designated at fair value through profit or loss

Loans and receivables

Available-for-sale

Other financial liabilities

Total

Level 1

Level 2

Level 3

 

Financial assets measured at fair value

 

Current investments

-

-

3,055,294

-

3,055,294

3,055,294

-

-

 

-

-

3,055,294

-

3,055,294

3,055,294

-

-

 

Financial assets not measured at fair value

 

Trade receivables

-

13,992,652

-

-

13,992,652

 

Other assets

-

42,330,213

-

-

42,330,213

 

Cash and bank balances (note 15)

-

13,507,364

-

-

13,507,364

 

-

69,830,229

-

-

69,830,229

 

Financial liabilities measured at fair value

 

Derivative financial instruments (note 16 & 18)

-

-

-

3,280,893

3,280,893

-

3,280,893

-

 

-

-

-

3,280,893

3,280,893

-

3,280,893

-

 

Financial liabilities not measured at fair value

 

Liability component of compulsorily convertible preference shares (note 18)

 

-

 

-

 

-

 

9,190,969

 

9,190,969

 

Borrowings (note 16)

-

-

-

416,059,682

416,059,682

 

Trade and other payables (note 17)

-

-

-

53,466,468

53,466,468

 

-

-

-

478,717,119

478,717,119

 

Note:

1. In this table, the Group has disclosed the fair value of each class of financial assets and liabilities in way that permits the information to be compared with the carrying amounts.

2. For all financial assets and financial liabilities not measured at fair value, the carrying value is a reasonable approximation of fair values.

 

 

Financial instruments by category and fair value hierarchy:

The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy.

31 December 2013:

Carrying amount

Fair value

Designated at fair value through profit or loss

Loans and receivables

Available-for-sale

Other financial liabilities

Total

Level 1

Level 2

Level 3

 

Financial assets measured at fair value

 

Current investments

-

-

11,248,817

-

11,248,817

11,248,817

-

-

 

-

-

11,248,817

-

11,248,817

11,248,817

-

-

 

Financial assets not measured at fair value

 

Trade receivables

-

6,737,251

-

-

6,737,251

 

Other assets

 -

16,585,465

-

-

16,585,465

 

Cash and bank balances (note 15)

-

21,382,346

-

-

21,382,346

 

-

44,705,062

-

-

44,705,062

 

Financial liabilities measured at fair value

 

Derivative financial instruments (note 16 & 18)

-

-

-

2,978,580

2,978,580

-

2,978,580

-

 

-

-

-

2,978,580

2,978,580

-

2,978,580

-

 

Financial liabilities not measured at fair value

 

Liability component of compulsorily convertible preference shares (note 18)

 

-

 

-

 

-

 

9,215,456

 

9,215,456

 

Borrowings (note 16)

-

-

-

342,852,826

342,852,826

 

Trade and other payables (note 17)

-

-

-

61,362,485

61,362,485

 

-

-

-

413,430,767

413,430,767

 

 

 

 

 

 

 

 

20. Share capital

As at

30 June

2014

As at 31 December 2013

USD

USD

Issued and fully paid up share capital of the Company

 

163,636,000 ordinary shares with no par value

72,858,278

72,858,278

 

After its incorporation on 13 August 2010 MEL acquired 119,999,999 shares in BVML, from its existing shareholders namely, Esrano Overseas Ltd, Bindu Urja Investments Inc. (formerly Mytrah Energy Investments Inc.), Bindu Urja Holding Inc. (formerly Mytrah Energy Holdings Inc.), Bindu Urja Capital Inc. (Mytrah Energy Capital Inc.), and Sila Energy Inc. In consideration of the said transfer the Company issued shares of the Company at no par value in its capital. Subsequently the Company issued a further 43,636,000 ordinary shares of no par value at the time of the admission of its ordinary shares to trading on AIM, a market operated by the London Stock Exchange plc.

 

The issued share capital refers to ordinary share capital, which carries voting rights with entitlement to an equal share in dividends authorised by the board and in the distribution of the surplus assets of the Company.

 

 

21. Capital contribution

As at

30 June

2014

As at 31 December 2013

USD

USD

Opening balance

7,357,620

-

Capital contributions received during the period/year

9,364,023

7,357,620

 

Closing balance

16,721,643

7,357,620

 

During the previous year, the Company's subsidiary, MEIL entered into an investment agreement with related parties, Mytrah Wind Developers Private Limited ("MWDPL") and Bindu Urja Infrastructure Limited ('BUIL') to issue 40,000,000 Series B Cumulative Compulsorily Redeemable Preference Shares ("RPS") at Rs. 300 (~ USD 5.71) per share and carry a nominal dividend of 0.01% per annum. Pursuant to the agreement BUIL and MWDPL made long-term non-reciprocal capital contributions ("capital contributions") of USD 16,721,643 million as at 30 June 2014, which as per the terms of agreement are not available for distribution as dividend. Management has evaluated that these contributions are in substance in the nature of equity and accordingly classified the amounts received as "Capital Contributions".

 

22. Non-controlling interest

During the six months ended 30 June 2014, MVMPL has commissioned a captive power generating plant in Tamilnadu under Captive Group Project ("CGP") framework, where the electricity generated is consumed by a group of consumers. To qualify as a captive generating plant, an entity must meet the requirements set forth under the relevant regulations, which specify that a minimum 26% equity interest in the captive generating plant should be held by a Captive Consumers or group of Captive Consumers. Accordingly, MVMPL has entered into power purchase agreements (PPA) with Captive Consumers and issued 4,233,840 equity shares of Rs. 10 par value (USD 704,699). The shares issued to the captive consumers have been classified as non-controlling interest in these condensed consolidated interim financial statements.

 

23. Commitments

(a) Capital commitments

As at 30 June

2014

As at31 December

2013

USD

USD

Capital commitments

270,205,001

301,731,841

 

Capital commitment presented above is net of advances paid of USD 13,654,071 (31 December 2013: USD 20,956,631).

 

24. Related party transactions

A. Related party relationships:

 

Balances and transactions between the Company and its subsidiaries, which are related parties of the Company, have been eliminated upon consolidation and are not disclosed in this note. Details of transactions between the Group and other related parties are disclosed below.

 

The Directors of the Company who are also considered to be the key management personnel are:

 

1. Mr Ravi Kailas

- Chairman and CEO

2. Mr Rohit Phansalkar

- Non-Executive Director

3. Mr Russell Walls

- Non-Executive Director

 

The entitieswhere certain key management personnel have significant influence with which the Group had transactions during the period are:

1. Bindu Urja Infrastructure Limited

2. Mytrah Wind Developers Private Limited

 

B. Related party transactions:

 

The following are the related party transactions during the period:

 

Six months ended 30 June 2014

Six months

ended 30 June 2013

USD

USD

Advance to related parties towards development and construction of wind farm projects:

Bindu Urja Infrastructure Limited

8,103,040

11,594,239

Mytrah Wind Developers Private Limited

-

4,277,818

Purchase towards development and construction of wind farm projects:

Bindu Urja Infrastructure Limited

13,811,841

1,830,962

Mytrah Wind Developers Private Limited

-

-

Deposits placed towards usage of land and power evacuation facilities:

Bindu Urja Infrastructure Limited

13,431,134

-

Mytrah Wind Developers Private Limited

4,736,143

-

Capital contributions received (note 21):

Bindu Urja Infrastructure Limited

9,080,434

-

Mytrah Wind Developers Private Limited

283,589

-

 

 

 

Notes to the condensed consolidated interim financial statements for the six months ended 30 June 2014 (continued)

 

C. Related party balances:

 

The following balances were outstanding at the end of the reporting period:

 

 

As at 30 June 2014

As at 31 December 2013

USD

USD

Advance recoverable from related parties towards development and construction of wind farm projects:

Bindu Urja Infrastructure Limited

-

5,082,232

Mytrah Wind Developers Private Limited

-

2,377,292

Payable towards development and construction of wind farm projects:

Bindu Urja Infrastructure Limited

626,569

-

Mytrah Wind Developers Private Limited

-

-

Deposits placed towards usage of land and power evacuation facilities:

Bindu Urja Infrastructure Limited

19,150,918

8,097,076

Mytrah Wind Developers Private Limited

7,164,334

2,428,190

Capital contributions (note 21):

Bindu Urja Infrastructure Limited

12,136,909

3,056,475

Mytrah Wind Developers Private Limited

4,584,734

4,301,145

 

D. Remuneration of key management personnel:

 

The remuneration of Directors, who are the key management personnel of the Group, is set out below for each of the categories specified in IAS 24 Related Party Disclosures.

Six months ended 30 June 2014

Six months ended 30 June 2013

USD

USD

Salaries and other benefits

450,549

440,154

Share-based payments (refer note 25)

516,147

587,243

Total remuneration

966,696

1,027,397

Salaries and fees outstanding as at 30 June 2014

57,760

-

 

 

25. Share-based payments

 

The Company has an equity-settled share option scheme for certain Directors of the Company and employees in the Group. All options have a vesting period of three years. Each share option converts into one ordinary share of the Company on exercise. No amounts are paid or payable by the recipient on receipt of the option. The options carry neither rights to dividends nor voting rights. Options may be exercised at any time from the date of vesting to the date of the expiry. Options lapse if the employee leaves the Company before the options vest.

 

As at 30 June 2014 the Company had 14,828,706 (30 June 2013: 15,002,199) options outstanding with a weighted average exercise price of GBP 1.14 (30 June 2013: GBP 1.13 and a weighted average remaining contractual life of 7 years. No options were granted during the six months ended 30 June 2014 (30 June 2013: Nil).

 

The fair value of options is measured using the Black-Scholes Merton valuation model and the difference between the grant price and the fair value of the options is amortised over the vesting period of the options. The Group recognised total expense of 516,147 (30 June 2013: USD 587,243) related to equity-settled share-based payment transactions in the current period.

 

 

26. Contingent liabilities

 

The Group is involved in appeals, claims, inspections and other matters that arise from time to time in the ordinary course of business. Following are the details of contingent liabilities not recognised in the financial statements, which the Group considers will not have any material impact on the financial statements.

 

As at 30 June 2014

As at 31 December

USD

USD

Indirect tax matters pending in appeal

1,685,744

1,165,939

Unexpired letters of credit

18,429,767

409,696

Claims against the company not acknowledged as debt

-

183,510

20,115,511

1,759,145

 

27. Subsidiaries

A list of investments in subsidiaries is provided in note 1.

 

 

 

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
IR QKNDKCBKDNCB
Date   Source Headline
21st May 20183:07 pmRNSForm 8.3 - Mytrah Energy Ltd
15th May 20185:00 pmRNSOffer wholly unconditional,AIM Cancellation Notice
15th May 20185:00 pmRNSOffer wholly unconditional,AIM Cancellation Notice
14th May 201810:19 amRNSForm 8.3 - MYTRAH ENERGY LTD
11th May 20185:43 pmRNSOffer declared unconditional as to acceptances
8th May 20187:00 amRNSForm 8.3 - MYTRAH ENERGY LTD
2nd May 20189:55 amRNSForm 8.3 - MYTRAH ENERGY LTD
24th Apr 20187:00 amRNSMytrah Energy Ltd - Publication of Offer Document
18th Apr 20186:34 pmRNSForm 8.3 - Mytrah Energy Limited
18th Apr 20187:00 amBUSForm 8.3 - Mytrah Energy Limited
17th Apr 201811:55 amRNSForm 8.3 - Mytrah Energy Ltd
12th Apr 201810:05 amRNSForm 8 (OPD) Raksha Energy Holdings Limited
12th Apr 20189:06 amRNSForm 8.3 - MYTRAH ENERGY LTD
12th Apr 20188:32 amRNSRule 2.9 Announcement
11th Apr 20189:33 amRNSForm 8.3 - MYTRAH ENERGY LTD
10th Apr 20189:36 amRNSForm 8.3 - MYTRAH ENERGY LTD
9th Apr 201810:45 amRNSForm 8.3 - MYTRAH ENERGY LTD
6th Apr 20184:52 pmRNSForm 8.3 - Mytrah Energy Limited
6th Apr 20183:07 pmRNSForm 8.3 - MYTRAH ENERGY LTD
6th Apr 201812:49 pmRNSForm 8 (OPD) - Mytrah Energy Limited
6th Apr 20189:53 amRNSForm 8 (DD) - Mytrah Energy Limited
6th Apr 20189:20 amRNSForm 8.3 - MYTRAH ENERGY LTD
6th Apr 20187:00 amRNSExercise of Options
5th Apr 20183:52 pmRNSForm 8.3 - Mytrah Energy Limited
5th Apr 20181:03 pmRNSRule 8.3 Disclosure
5th Apr 201812:50 pmPRNForm 8.3 - Mytrah Energy Ltd
5th Apr 201810:43 amRNSForm 8.3 - MYTRAH ENERGY LTD
5th Apr 20189:32 amRNSForm 8.3 - [Mytrah Energy Limited]
4th Apr 20184:30 pmRNSForm 8.3 - [Mytrah Energy Limited]
4th Apr 20189:44 amRNSRule 2.7 Announcement - Recommended Cash Offer
4th Apr 20187:00 amRNSRule 2.7 Announcement - Recommended Cash Offer
28th Dec 20171:05 pmRNSHolding(s) in Company
27th Nov 20179:30 amRNSOutcome of comprehensive independent review
16th Oct 20173:19 pmRNSUpdate re Unauthorised Loan
10th Oct 20177:00 amRNSUnauthorised Loan
29th Sep 20177:00 amRNSInterim Results
18th Sep 20177:00 amRNSMytrah Raises US$277 million NCDs From Piramal
25th Jul 20174:00 pmRNSAGM Results
24th Jul 20177:00 amRNSTrading Update
28th Jun 20173:34 pmRNSAnnual Report and Notice of Annual General Meeting
12th Jun 20177:00 amRNSFinal Results
1st Feb 20177:00 amRNSUpdate and Possible Changes in Accounting Policies
19th Dec 20167:00 amRNSTrading Update
7th Dec 201610:22 amRNSINDIAN SUBSIDIARY FINANCIAL RESULTS
20th Oct 20167:00 amRNSMytrah Energy Reaches One Gigawatt Milestone
12th Sep 20167:00 amRNSInterim Results
8th Sep 20167:00 amRNSNotice of Interim Results
9th Aug 20167:00 amRNSKEY SENIOR MANAGEMENT APPOINTMENTS
4th Aug 20167:00 amRNSGE TO INVEST UP TO USD 31M IN MYTRAH WIND PROJECT
15th Jun 20162:37 pmRNSAGM Results

Due to London Stock Exchange licensing terms, we stipulate that you must be a private investor. We apologise for the inconvenience.

To access our Live RNS you must confirm you are a private investor by using the button below.

Login to your account

Don't have an account? Click here to register.

Quickpicks are a member only feature

Login to your account

Don't have an account? Click here to register.