31 May 2011 11:43
For immediate release 31 May 2011
ALTERNATIVE ENERGY LIMITED
Interim Results for period to 28th February 2011
CHAIRMAN'S STATEMENT
The period covered by the Company's interim financial statements to 28th February 2011 represents the six months immediately following the Company's relisting on AIM as an operating company.
As I reported in my last statement the relisting transformed the Company; following which the Company has been actively working with potential distributors around the world to establishing markets for the Company's products. As a result of this the Company appointed its first distributors, in the UK and Nigeria, in January 2011, although these appointments came at the end of the financial period and therefore the current accounts do not yet reflect the earnings which the Company expects to generate from these appointments.
The Company's operating expenses during the period were steady, although augmented by the employee share options granted following the relisting to incentivise our engineering team, as well as an increase in professional fees and expenses attributable to the relisting exercise.
The Company continues to pursue revenues through its worldwide marketing efforts, having now appointed four distributors as well as a marketing agent in Singapore to assist the Company in developing sales in its home market.
The Company is also continuing to expand the range of its market ready products both in respect of LED lighting and in the development of its eLive self-powered housing (which now incorporates the Company's eRoof technology), with a view to capturing market share in green technologies and reaching profitability as soon as possible.
I have continued to support the Company with working capital by way of an expansion of my convertible bond and the Company has also carried out further placements to augment working capital and provide additional capital for growth.
The next few months will be important for the Company as it seeks to build its business and the team are continuing to work hard to achieve the best value for money spent by the Company.
Christopher Nightingale
31st May 2011
ALTERNATIVE ENERGY LIMITED
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
Unaudited | Unaudited | Audited | ||||
Note | 28.2.2011 | 28.2.2010 | 31.8.2010 | |||
US$ | US$ | US$ | ||||
Assets | ||||||
Non-current assets | ||||||
Plant and equipment | 3 | 59,009 | 180,819 | 114,416 | ||
Intangible assets | 4 | 11,235,497 | 1,021,349 | 7,207,908 | ||
Total non-current assets | 11,294,506 | 1,202,168 | 7,322,324 | |||
Current assets | ||||||
Cash and cash equivalents | 5 | 1,117,064 | 1,791,674 | 1,681,620 | ||
Trade receivables | 6 | 480 | - | - | ||
Other receivables | 6 | 224,206 | 124,533 | 148,969 | ||
Total current assets | 1,341,750 | 1,916,207 | 1,830,589 | |||
Total assets | 12,636,256 | 3,118,375 | 9,152,913 | |||
Equity and liabilities | ||||||
Capital and reserves | ||||||
Issued capital | 7 | 18,383,792 | 8,299,218 | 14,383,792 | ||
Treasury shares | 7 | (56,400) | (618,900) | (56,400) | ||
Share options reserve | 8 | 619,724 | - | 264,082 | ||
Convertible loan reserve | 9 | 788,824 | - | 401,052 | ||
Accumulated losses | (9,365,828) | (4,907,783) | (7,259,786) | |||
Total equity | 10,370,112 | 2,772,535 | 7,732,740 | |||
Non-current liabilities | ||||||
Convertible loans | 12 | 1,828,225 | - | 1,195,673 | ||
Current liabilities | ||||||
Other payables and accruals | 10 | 395,111 | 301,503 | 182,513 | ||
Provisions | 11 | 42,808 | 44,337 | 41,987 | ||
Total current liabilities | 437,919 | 345,840 | 224,500 | |||
Total equity and liabilities | 12,636,256 | 3,118,375 | 9,152,913 |
ALTERNATIVE ENERGY LIMITED
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
1.9.2010 to | 1.9.2009 to | |||
28.2.2011 | 28.2.2010 | |||
Unaudited | Unaudited | |||
Note | US$ | US$ | ||
Revenue | 24,555 | - | ||
Cost of sales | (18,280) | - | ||
Gross profit | 6,275 | - | ||
Other income | 12 | 220 | ||
Administrative expenses | (786,181) | (251,527) | ||
Other expenses | (1,324,256) | (808,670) | ||
Finance costs | (1,892) | - | ||
Loss before income tax | 13 | (2,106,042) | (1,059,977) | |
Income tax | 14 | - | - | |
Loss for the financial period, representing comprehensive loss for the period | (2,106,042) | (1,059,977) | ||
Attributable to: | ||||
Equity holders of the Company | (2,106,042) | (1,059,977) | ||
Loss per share (US$ cents) | ||||
Basic and diluted | 16 | # | # |
# denotes a figure which is less than US$0.01 cents
ALTERNATIVE ENERGY LIMITED
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Issued capital |
Treasury shares | Share option reserve | Convertible loan reserve | Accumulated losses |
Total | |
US$ | US$ | US$ | US$ | US$ | US$ | |
Unaudited | Unaudited | Unaudited | Unaudited | Unaudited | Unaudited | |
As at 1 September 2010 | 14,383,792 | (56,400) | 264,082 | 401,052 | (7,259,786) | 7,732,740 |
Total comprehensive loss for the financial period | - | - | - | - | (2,106,042) | (2,106,042) |
Shares issued during the period | 4,000,000 | - | - | - | - | 4,000,000 |
Reserve attributable to equity component of convertible loan | - | - | - | 387,772 | - | 387,772 |
Grant of equity-settled share options to employees | - | - | 355,642 | - | - | 355,642 |
Balance at 28 February 2011 | 18,383,792 | (56,400) | 619,724 | 788,824 | (9,365,828) | 10,370,112 |
As at 1 September 2009 | 7,916,392 | (1,200,000) | - | - | (3,847,806) | 2,868,586 |
Total comprehensive income for the period | - | - | - | (1,059,977) | (1,059,977) | |
Shares issued during the period | 467,400 | 581,100 | - | - | - | 1,048,500 |
Issue expenses | (84,574) | - | - | - | - | (84,574) |
Balance at 28 February 2010 | 8,299,218 | (618,900) | - | - | (4,907,783) | 2,772,535 |
ALTERNATIVE ENERGY LIMITED
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
1.9.2010 to 28.2.2011 | 1.9.2009 to 28.2.2010 | ||
Unaudited | Unaudited | ||
US$ | US$ | ||
Cash flows from operating activities | |||
Loss before income tax | (2,106,042) | (1,059,977) | |
Adjustments for: | |||
Amortisation of intangible assets | 8,248 | 7,108 | |
Depreciation of plant and equipment | 57,048 | 65,045 | |
Plant and equipment written off | - | 1,394 | |
Interest income | (12) | (220) | |
Interest expense | 1,892 | - | |
Share options expense | 355,642 | - | |
Provision for reinstatement cost | 1 | 501 | |
Provision for unutilised leave | 820 | 541 | |
Operating cash outflow before working capital changes | (1,682,403) | (985,608) | |
Changes in working capital: | |||
Trade and other receivables | (75,717) | (24,571) | |
Other payables and accruals | 212,598 | 186,256 | |
Net cash used in operations | (1,545,222) | (823,923) | |
Interest paid | (1,892) | - | |
Net cash used in operating activities | (1,547,414) | (823,923) | |
Cash flows from investing activities | |||
Additions to intangible assets | (35,837) | (106,575) | |
Pledged fixed deposits | 2,084 | 963 | |
Interest received | 12 | 220 | |
Purchase of plant and equipment | (1,641) | (40,706) | |
Net cash used in investing activities | (35,382) | (146,098) | |
Cash flows from financing activities | |||
Proceeds from convertible loan | 2,488,239 | - | |
Repayment by director | (1,467,915) | - | |
Issues expenses | - | (84,574) | |
Proceeds from issue of new shares | - | 467,400 | |
Proceeds from re-issue of treasury shares | - | 581,100 | |
Net cash generated from financing activities | 1,020,324 | 963,926 | |
Net decrease in cash and cash equivalents | (562,472) | (6,095) | |
Cash and cash equivalents at the beginning of the period | 1,584,158 | 1,701,707 | |
Cash and cash equivalents at the end of the period | 1,021,686 | 1,695,612 |
ALTERNATIVE ENERGY LIMITED
NOTES TO THE UNAUDITED CONDENSEDCONSOLIDATED FINANCIAL INFORMATION
FOR THE FINANCIAL PERIOD FROM 1 SEPTEMBER 2010 TO 28 FEBRUARY 2011
1. General
The Company was incorporated in Singapore on 26 December 2006 under the name of Alternative Energy Pte. Ltd. On 11 July 2007 the Company was converted into a public limited company and changed its name to Alternative Energy Limited (the "Company"). The Company is domiciled in Singapore. The registered office of the Company is at 1 Science Park Road, #02-09, The Capricorn, Singapore Science Park II, Singapore 117528.
On 12 October 2007, the Company was successfully admitted to trading on AIM, a market operated by the London Stock Exchange.
The principal activity of the Company is the provision of technology, hardware and equipment for renewable energy and green energy solutions. It also develops and makes investments or acquisitions energy technologies, businesses and companies which offer an alternative to conventional fossil fuel and nuclear methods of generating household and industrial energy, as well as performing management services (including marketing and other necessary services) for its subsidiaries. The principal activities of the subsidiaries are that of research and development of renewable energies for household consumers and holding of trademarks and intellectual properties.
The interim unaudited financial statements of the Company and its subsidiary (the "Group") for the period ended 28 February 2011 were authorised for issue by the Board of Directors on 27 May 2011.
2. Basis of preparation
The unaudited interim condensed consolidated financial information for the 6 months ended 28 February 2011 has been prepared in accordance with International Accounting Standard 34, Interim Financial Reporting.
The unaudited interim condensed consolidated financial information does not include all the information and disclosures required in the annual financial statements. Accordingly, this report is to be read in conjunction with the Annual Report for the year ended 31 August 2010 and any public announcements made by the Group during the interim reporting period.
The unaudited interim condensed consolidated financial information for the six months period ended 28 February 2011 do not constitute statutory accounts and have been drawn up using accounting policies and presentation expected to be adopted in the Group's full financial statements for the financial year ending 31 August 2011, which are not expected to be significantly different to those set out in note 2 to the Group's audited financial statements for the year ended 31 August 2010.
The financial information for the year ended 31 August 2010 has been extracted from the statutory accounts for that period. The auditors' report for the year ended 31 August 2010 was unqualified with an emphasis of matter paragraph referring to the Group's abilities to continue as a going concern.
The financial information for the 6 months ended 28 February 2010 has been extracted from the unaudited interim results released on 28 February 2010.
Going concern
In preparing the unaudited interim condensed consolidated financial information, the directors have carefully considered the future liquidity of the Group in the light of the current financial position of the Group as at 28 February 2011 the recurring losses from operations in the current and past period, during which the Company concentrated on the research and development necessary to prepare the Company's products for sale in the international markets.
The Company's Chairman, Christopher Nightingale, made an additional USD1 million available to the Company in February 2011 as part of his convertible loan facility, bringing the facility available to the Company up to US$3 million. As at 28 February 2011, USD2.6 million of the facility has been drawn down. The Chairman has indicated his willingness to continue to support the Group with further convertible loans if necessary. In addition, new shares for USD900,000 are issued in May 2011.
Currently, the Group has signed four distribution agreements with distributors in four different countries, with further agreements being negotiated at this moment. Each agreement provides sales targets of at least US$5 million. In addition, the Group has signed a marketing agreement in Singapore with a marketing agent and is now marketing and selling its products here.
The Group is currently engaged in continuing fundraising efforts to raise up to US$5 million by equity or convertible bond to fund expansion.
The directors are confident that the measures they are taking, together with the support of the Chairman, will yield the Group sufficient working capital to finance its operations and remain a going concern for the foreseeable future. Hence, notwithstanding that the Group has incurred an operating loss of US$2,106,042 for the period ended 28 February 2011, the directors of the Company are of the opinion that it is appropriate to prepare the unaudited interim condensed consolidated financial information of the Group on a going concern basis.
The unaudited interim condensed consolidated financial information of the Group does not include the adjustments that would result if the Group was not able to continue as a going concern.
3. Plant and equipment
Office renovation | Computers | Machinery, office equipment, furniture and fittings | Total | ||||
US$ | US$ | US$ | US$ | ||||
Unaudited | |||||||
28 February 2011 | |||||||
Cost | |||||||
As at 1 September 2010 | 117,788 | 61,322 | 230,896 | 410,006 | |||
Additions | - | 1,641 | - | 1,641 | |||
Write off | - | (3,353) | - | (3,353) | |||
As at 28 February 2011 | 117,788 | 59,610 | 230,896 | 408,294 | |||
Accumulated depreciation | |||||||
As at 1 September 2010 | 106,263 | 43,775 | 145,552 | 295,590 | |||
Depreciation charge for the | 11,399 | 8,697 | 36,952 | 57,048 | |||
period | |||||||
Write off | - | (3,353) | - | (3,353) | |||
As at 28 February 2011 | 117,662 | 49,119 | 182,504 | 349,285 | |||
Net book value | |||||||
As at 28 February 2011 | 126 | 10,491 | 48,392 | 59,009 |
Unaudited | |||||||
28 February 2010 | |||||||
Cost | |||||||
As at 1 September 2009 | 117,788 | 58,504 | 195,215 | 371,507 | |||
Additions | - | 4,208 | 36,498 | 40,706 | |||
Write off | - | (1,391) | (1,626) | (3,017) | |||
As at 28 February 2010 | 117,788 | 61,321 | 230,087 | 409,196 | |||
Accumulated depreciation | |||||||
As at 1 September 2009 | 67,884 | 24,638 | 72,433 | 164,955 | |||
Depreciation charge for the | |||||||
period | 19,631 | 9,854 | 35,560 | 65,045 | |||
Write off | - | (811) | (812) | (1,623) | |||
As at 28 February 2010 | 87,515 | 33,681 | 107,181 | 228,377 | |||
Net book value | |||||||
As at 28 February 2010 | 30,273 | 27,640 | 122,906 | 180,819 |
Office renovation | Computers | Machinery, office equipment, furniture and fittings | Total |
| ||||||||
US$ | US$ | US$ | US$ |
| ||||||||
Audited | ||||||||||||
31 August 2010 | ||||||||||||
Cost | ||||||||||||
As at 1 September 2009 | 117,788 | 58,504 | 195,215 | 371,507 | ||||||||
Additions | - | 4,208 | 37,307 | 41,515 | ||||||||
Write off | - | (1,390) | (1,626) | (3,016) | ||||||||
As at 31 August 2010 | 117,788 | 61,322 | 230,896 | 410,006 | ||||||||
Accumulated depreciation | ||||||||||||
As at 1 September 2009 | 67,884 | 24,638 | 72,433 | 164,955 | ||||||||
Depreciation charge for the | 38,379 | 19,948 | 73,931 | 132,258 | ||||||||
year | ||||||||||||
Write off | - | (811) | (812) | (1,623) | ||||||||
As at 31 August 2010 | 106,263 | 43,775 | 145,552 | 295,590 | ||||||||
Net book value | ||||||||||||
As at 31 August 2010 | 11,525 | 17,547 | 85,344 | 114,416 | ||||||||
4. Intangible assets
Goodwill | Computer software | Patents | Trademarks | Total | |||||
US$ | US$ | US$ | US$ | US$ | |||||
Unaudited | |||||||||
28 February 2011 | |||||||||
Cost | |||||||||
As at 1 September 2010 | 464,726 | 54,486 | 6,396,350 | 326,387 | 7,241,949 | ||||
Additions | - | - | 4,020,219 | 15,618 | 4,035,837 | ||||
As at 28 February 2011 | 464,726 | 54,486 | 10,416,569 | 342,005 | 11,277,786 | ||||
Accumulated amortisation | |||||||||
As at 1 September 2010 | - | 34,041 | - | - | 34,041 | ||||
Amortisation for the period | - | 8,248 | - | - | 8,248 | ||||
As at 28 February 2011 | - | 42,289 | - | - | 42,289 | ||||
Net book value | |||||||||
As at 28 February 2011 | 464,726 | 12,197 | 10,416,569 | 342,005 | 11,235,497 |
Goodwill | Computer software | Patents | Trademarks | Total | |||||||||
US$ | US$ | US$ | US$ | US$ | |||||||||
Unaudited |
| ||||||||||||
28 February 2010 |
| ||||||||||||
Cost |
| ||||||||||||
As at 1 September 2009 | 464,726 | 37,574 | 218,108 | 218,891 | 939,299 |
| |||||||
Additions | - | 8,060 | 66,713 | 31,802 | 106,575 |
| |||||||
As at 28 February 2010 | 464,726 | 45,634 | 284,821 | 250,693 | 1,045,874 |
| |||||||
| |||||||||||||
Accumulated amortisation |
| ||||||||||||
As at 1 September 2009 | - | 17,417 | - | - | 17,417 |
| |||||||
| |||||||||||||
Amortisation for the period | - | 7,108 | - | - | 7,108 |
| |||||||
As at 28 February 2010 | - | 24,525 | - | - | 24,525 |
| |||||||
| |||||||||||||
Net book value |
| ||||||||||||
As at 28 February 2010 | 464,726 | 21,109 | 284,821 | 250,693 | 1,021,349 |
| |||||||
Audited | |||||||||
31 August 2010 | |||||||||
Cost | |||||||||
As at 1 September 2009 | 464,726 | 37,574 | 218,108 | 218,891 | 939,299 | ||||
Additions | - | 16,912 | 6,178,242 | 107,496 | 6,302,650 | ||||
As at 31 August 2010 | 464,726 | 54,486 | 6,396,350 | 326,387 | 7,241,949 | ||||
Accumulated amortisation | |||||||||
As at 1 September 2009 | - | 17,417 | - | - | 17,417 | ||||
Amortisation for the period | - | 16,624 | - | - | 16,624 | ||||
As at 31 August 2010 | - | 34,041 | - | - | 34,041 | ||||
Net book value | |||||||||
As at 31 August 2010 | 464,726 | 20,445 | 6,396,350 | 326,387 | 7,207,908 |
Goodwill represents the excess of the cost of a business combination over the interest in the fair value of identifiable assets, liabilities and contingent liabilities acquired. Cost comprises the fair values of assets given, liabilities assumed and equity instruments issued plus any direct cost of acquisition.
Goodwill is stated at cost less any accumulated impairment losses. Goodwill is allocated to cash generating units and is not amortised but is tested annually for impairment or more frequently if events or changes in circumstances indicate that it might be impaired.
As at 28 February 2011, the management has assessed and determined that the goodwill is not impaired. Such assessment and determination require the management to make judgements, estimates and assumptions. These estimates and associated assumptions are continually evaluated and are based on historical experience and other factors including expectations of future events or changes in circumstances. Actual results may differ from these estimates.
Pursuant to an agreement entered into between the Company and a related party, the Company is to acquire certain patents and technology from the said related party. An independent professional valuer had in April 2010 valued these patents and technology at US$31 million. Having considered this, the Company and the said related party have agreed to fix the purchase consideration for the purchase of these patents and technology at US$20 million. This purchase consideration of US$20 million shall be fully settled by the issue of 666,666,666 new ordinary shares of the Company at US$0.03 per share. The obligation to pay the purchase consideration is subject to certain terms and conditions.
During the year ended 31 August 2010, upon the successful registration of certain patents, the Company purchased part of these patents and technology for a consideration of US$6 million by issuing 199,999,999 new ordinary shares at US$0.03. The remaining patents costing US$14 million will be purchased as and when the remaining patents and technology are successfully registered in the near future.
During the period ended 28 February 2011, upon the successful registration of certain patents, theCompany further purchased part of these patents and technology for a consideration of US$4 million by issuing 133,333,333 new ordinary shares at US$0.03.
Subsequent to the period end, as disclosed in note 19, upon successful registration of certain patents, the Company further purchases part of these patents and technology for a consideration of US$423,750 by issuing 14,125,000 new ordinary shares at US$0.03.
For the purpose of the consolidated statement of cashflows, the group's additions to intangible assets during the year comprise of the following:
Unaudited | Unaudited | Audited | ||||
28.2.2011 | 28.2.2010 | 31.8.2010 | ||||
US$ | US$ | US$ | ||||
Additions to intangible assets | 4,035,837 | 106,575 | 6,302,650 | |||
Non-cash transaction settlement by issuance of new ordinary shares (Note 7) | (4,000,000) | - | (6,000,000) | |||
Purchase of intangible assets by cash payment | 35,837 | 106,575 | 302,650 |
5. Cash and cash equivalents
Unaudited | Unaudited | Audited | |||
28.2.2011 | 28.2.2010 | 31.8.2010 | |||
US$ | US$ | US$ | |||
Cash on hand and bank balances | 1,021,686 | 1,791,674 | 1,584,158 | ||
Fixed deposits | 95,378 | - | 97,462 | ||
Cash and bank balances | 1,117,064 | 1,791,674 | 1,681,620 | ||
Less: fixed deposits pledged to a bank | (95,378) | (96,062) | (97,462) | ||
Cash and cash equivalents as per consolidated statements of cash flow | 1,021,686 | 1,695,612 | 1,584,158 |
Cash and cash equivalents are denominated in the following currencies:
Unaudited | Unaudited | Audited | |||
28.2.2011 | 28.2.2010 | 31.8.2010 | |||
US$ | US$ | US$ | |||
Singapore dollar | 985,191 | 337,896 | 284,055 | ||
United States dollar | 1,620 | 1,453,778 | 1,267,285 | ||
Hong Kong dollar | 130,253 | - | 130,280 | ||
1,117,064 | 1,791,674 | 1,681,620 |
Fixed deposits are pledged with the bank, with original maturing periods of not more than 365 (28.2.2010: 365 and 31.8.2010: 183) days. Interest rate ranges from 0.45% to 0.55% (28.2.2010: 0.45% to 0.55% and 31.8.2010: 0.55%).
The Group's fixed deposits of US$95,378 (28.2.2010: US$96,062 and 31.8.2010: US$97,462) are pledged to bank for credit card facility granted to a subsidiary company.
6. Trade and other receivables
Unaudited | Unaudited | Audited | |||
28.2.2011 | 28.2.2010 | 31.8.2010 | |||
US$ | US$ | US$ | |||
Trade receivables | 480 | - | - | ||
Other receivables | 71,078 | 29,187 | 23,915 | ||
Deposits | 115,556 | 73,198 | 95,894 | ||
Prepayments | 37,572 | 22,148 | 29,160 | ||
224,686 | 124,533 | 148,969 |
Other receivables are denominated in the following currencies:
Unaudited | Unaudited | Audited | |||
28.2.2011 | 28.2.2010 | 31.8.2010 | |||
US$ | US$ | US$ | |||
United States dollar | 111,737 | - | 122,815 | ||
Singapore dollar | 89,632 | 103,288 | 2,731 | ||
British pound | 23,317 | 21,245 | 23,423 | ||
224,686 | 124,533 | 148,969 |
All other receivables are not past due and are not impaired as at the end of the financial period.
7. Issued capital and treasury shares
7.1 Issued capital
Unaudited | Unaudited | Audited | Unaudited | Unaudited | Audited | ||||||
28.2.2011 | 28.2.2010 | 31.8.2010 | 28.2.2011 | 28.2.2010 | 31.8.2010 | ||||||
Number of ordinary shares | US$ | US$ | US$) | ||||||||
Issued and fully-paid: | |||||||||||
Balance at beginning of financial period/years | 1,398,672,563 | 1,183,092,564 | 1,183,092,564 | 14,383,792 | 7,916,392 | 7,916,392 | |||||
Issue of new ordinary shares | 133,333,333 | 15,580,000 | 215,579,999 | 4,000,000 | 467,400 | 6,467,400 | |||||
Less: share issue expenses | - | - | - | - | (84,574) | - | |||||
Balance at end of financial period/years | 1,532,005,896 | 1,198,672,564 | 1,398,672,563 | 18,383,792 | 8,299,218 | 14,383,792 | |||||
In February 2010, the Company issued 15,580,000 new ordinary shares to shareholders. These ordinary shares were issued at US$0.03. Cash amounting to US$467,400 was raised from this exercise.
In June 2010, the Company issued 199,999,999 new ordinary shares to a related party as consideration for the Company's purchase of patents and technology. The new ordinary shares were issued at US$0.03 and no cash was raised from this transaction.
In January 2011, the Company issued 133,333,333 new ordinary shares to a related party as consideration for the Company's purchase of patents and technology. The new ordinary shares were issued at US$0.03 and no cash was raised from this transaction.
The Company has one class of ordinary shares. All issued ordinary shares are fully paid and carry one vote per ordinary share and also carry a right to dividends. There is no par value for these ordinary shares.
All newly issued shares of the Company shall rank pari-passu in all respects with the then existing issued shares.
7.2 Treasury shares
Unaudited | Unaudited | Audited | Unaudited | Unaudited | Audited | ||||||
28.2.2011 | 28.2.2010 | 31.8.2010 | 28.2.2011 | 28.2.2010 | 31.8.2010 | ||||||
Number of ordinary shares | US$ | US$ | US$ | ||||||||
Issued and fully- paid: | |||||||||||
Balance at beginning of financial period | 1,922,966 | 40,042,966 | 40,042,966 | 56,400 | 1,200,000 | 1,200,000 | |||||
Re-issue during the financial period | - | (19,370,000) | (38,120,000) | - |
| (581,100) | (1,143,600) | ||||
Balance at end of financial period | 1,922,966 | 20,672,966 | 1,922,966 | 56,400 | 618,900 | 56,400 | |||||
In November 2009, the Company re-issued 19,370,000 of its treasury shares at US$0.03 per share. The Company received US$581,100 for these shares.
In August 2010, the Company re-issued 18,750,000 treasury shares to shareholders. These shares were issued at US$0.04. Cash amounting to US$750,000 was raised from this exercise. Gain arising from this transaction US$187,500 is recognized directly in statement of changes in equity.
The Company has one class of ordinary shares. All re-issued treasury shares of the Company shall rank pari-passu in all respects with the then existing issued shares.
8. Share options reserve
Share options reserve represents equity-settled share options granted to directors of the Company and employees of the Group. The reserve is made up of cumulative value of services received from share options holders recorded on grant of equity-settled share options.
The movement of this account is disclosed in the statement of changes in equity.
9. Convertible loan reserve
The convertible loan reserve represents the residual amount of convertible loan after deducting the fair value of the liability component. This amount is presented net of transaction costs and deferred liability arising from the convertible loan.
10. Other payables and accruals
Unaudited | Unaudited | Audited | |||
28.2.2011 | 28.2.2010 | 31.8.2010 | |||
US$ | US$ | US$ | |||
Other payables | 223,288 | - | 134,017 | ||
Accruals | 108,638 | 30,236 | 48,496 | ||
Amount due to a director | 63,185 | 271,267 | - | ||
395,111 | 301,503 | 182,513 |
Amount due to a director is due to Christopher Nightingale and is interest-free, unsecured and repayable on demand.
Other payables and accruals are denominated in the following currencies:
Unaudited | Unaudited | Audited | |||
28.2.2011 | 28.2.2010 | 31.8.2010 | |||
US$ | US$ | US$ | |||
British pound | - | - | 47,530 | ||
Singapore dollar | 161,809 | 30,236 | 134,983 | ||
United States dollar | 233,302 | 271,267 | - | ||
395,111 | 301,503 | 182,513 |
11. Provisions
Unaudited | Unaudited | Audited | |||
28.2.2011 | 28.2.2010 | 31.8.2010 | |||
US$ | US$ | US$ | |||
Provision for unutilised leave | 20,742 | 23,016 | 19,922 | ||
Provision for reinstatement cost | 22,066 | 21,321 | 22,065 | ||
42,808 | 44,337 | 41,987 |
Provision for unutilised leave represents employee entitlements to annual leave as a result of services rendered by employees up to the statement of financial position date.
Provision for reinstatement cost is relation to the obligation for dismantlement, removal or restoration of office premises.
Movements in the provisions are as follows:
Provision for unutilised leave | Provision for reinstatement cost | Total | |||
US$ | US$ | US$ | |||
Unaudited | |||||
28.2.2011 | |||||
Balance at beginning of the period | 19,922 | 22,065 | 41,987 | ||
(Reversal)/additions during the period | 820 | 1 | 821 | ||
Balance at end of the period | 20,742 | 22,066 | 42,808 | ||
Unaudited | |||||
28.2.2010 | |||||
Balance at beginning of the period | 22,475 | 20,820 | 43,295 | ||
Provision utilised during the period | 541 | 501 | 1,042 | ||
Balance at end of the period | 23,016 | 21,321 | 44,337 | ||
Audited | |||||
31.8.2010 | |||||
Balance at beginning of the year | 22,474 | 20,820 | 43,294 | ||
Provision during the year | (2,552) | 1,245 | (1,307) | ||
Balance at end of the year | 19,922 | 22,065 | 41,987 | ||
12. Convertible loan
Unaudited | Unaudited | Audited | |||
28.2.2011 | 28.2.2010 | 31.8.2010 | |||
US$ | US$ | US$ | |||
Convertible loan due to a director | 1,828,225 | - | 1,195,673 |
The convertible loan is denominated in United States dollar. Amount due to a director represents the residual amount of convertible loan due to Christopher Nightingale after deducting the fair value of the equity component and is made up as follows:
Unaudited | Unaudited | Audited | |||
28.2.2011 | 28.2.2010 | 31.8.2010 | |||
US$ | US$ | US$ | |||
Net proceeds from issue of convertible | |||||
Loan | 4,084,964 | - | 2,000,000 | ||
Amount classified as equity | (788,824) | - | (401,052) | ||
3,296,140 | 1,598,948 | ||||
Less: Account with director | (1,467,915) | - | (403,275) | ||
Amount due to a director (net) | 1,828,225 | - | 1,195,673 |
The salient terms and conditions of the convertible loan agreement are summarised as follows:
·; The term of the loan commences on the date of the convertible loan agreement and shall terminate on 1 May 2012 ("Repayment Date");
·; The loan shall be interest free;
·; The Lender has agreed to provide the Company with a convertible loan of up to US$3million.
·; The Lender shall have the right at any time during the term of the loan to convert any part of the loan into ordinary listed shares of the Company at US$0.03 share;
·; The Company may without penalty repay the whole or part of the loan before the repayment term; and
·; The Company may also offset any expenses or amount owing from the Lender to the Company against the loan.
13. Loss before income tax
In addition to the information disclosed elsewhere in the unaudited financial information, the Group's loss before income tax is arrived at after charging the following:
1.9.2010 to | 1.9.2009 to | ||
28.2.2011 | 28.2.2010 | ||
Unaudited | Unaudited | ||
US$ | US$ | ||
Staff costs | |||
-Directors' remuneration other than fees | 200,821 | 188,852 | |
-Employee benefits expense | 206,356 | 165,363 | |
Amortisation of intangible assets | 8,248 | 7,108 | |
Depreciation of plant and equipment | 57,048 | 65,045 | |
Office rental | 152,068 | 96,267 | |
Equipment rental | 1,227 | 1,421 | |
Foreign currency exchange loss, net | 4,010 | 2,138 | |
Research and development costs expensed off | 164,694 | 20,837 | |
Professional fees | 277,615 | 173,592 | |
Provision for reinstatement cost | - | 501 | |
Share options expense | 355,642 | - |
14. Income tax
The Group has no chargeable income for the 6 months period ended 28 February 2011 and 2010. Accordingly, no provision for income tax has been provided.
The income tax expense has been determined by applying the Singapore income tax rate of 17% to loss before income tax and total charge for the financial period can be reconciled to accounting loss as follows:
1.9.2010 to | 1.9.2009 to | ||
28.2.2011 | 28.2.2010 | ||
Unaudited | Unaudited | ||
US$ | US$ | ||
Reconciliation of effective tax rate | |||
Loss for the financial period | (2,106,042) | (1,059,977) | |
Tax calculated at statutory rate of 17% | (358,027) | (180,196) | |
Expenses not deductible for tax purposes | 83,926 | 96,928 | |
Deferred tax assets not recognised | 274,101 | 83,268 | |
- | - |
Deferred tax assets have not been recognised because it is not certain whether future taxable profits will be available against which the Group can utilise the benefits.
As at the reporting date, the Group had unutilised tax losses amounting to US$6,581,838 (2010: US$1,686,210), which are available for set-off against future taxable profits subject to the provisions of the Singapore Income Tax Act and agreement by the Singapore tax authority.
15. Basic and diluted loss per share
15.1 Basic loss per share
Basic loss per share is calculated by dividing the Group's loss attributable to equity holders by the weighted average number of ordinary shares in issue during the financial period.
The basic loss per share is calculated as follows:
1.9.2010 to | 1.9.2009 to | ||
28.2.2011 | 28.2.2010 | ||
Unaudited | Unaudited | ||
Net loss attributable to equity holders of the Company | US$2,106,042 | US$1,059,977 | |
Weighted average number of ordinary shares | 1,422,376,000 | 1,147,683,852 | |
Basic loss per share | # | # |
# denotes a figure which is less than US$0.01 cent
15.2 Diluted loss per share
For the purpose of calculating diluted loss per share, the Group's net loss attributable to equity holders and the weighted average number of ordinary shares in issue are adjusted for the effects of all dilutive potential ordinary shares. The outstanding are adjusted for the effects of all dilutive potential ordinary shares. The Group has two categories of dilutive potential ordinary shares: convertible loan and share options.
Diluted earnings per share amounts are calculated by dividing the loss attributable to ordinary equity holders of the Company by the weighted average number of ordinary shares outstanding during the financial year plus the weighted average number of ordinary shares that would be issued on the conversion of all dilutive potential ordinary shares into ordinary shares.
Convertible loan is assumed to have been converted into ordinary shares at US$0.03 per share and net of any expenses amount owing from the lender to the Company against the loan. The net profit is adjusted to eliminate the interest expense less the tax effect.
For the share options, a calculation is done to determine the number of shares that could have been acquired at fair value (determined as the average annual market share price of the Company's shares) based on the monetary value of the subscription rights attached to outstanding share options. The number of shares calculated as above is compared with the number of shares that would have been issued assuming the exercise of the share options. The differences are added to the denominator as an issuance of ordinary shares for no consideration. No adjustment is made to earnings (numerator).
The diluted loss per share is calculated as follows:
1.9.2010 to | 1.9.2009 to |
| |||
28.2.2011 | 28.2.2010 |
| |||
Unaudited | Unaudited |
| |||
| |||||
Net loss attributable to equity holders of the Company | US$2,106,042 | US$1,059,977 |
| ||
| |||||
Weighted average number of ordinary shares | 1,422,376,000 | 1,147,683,852 |
| ||
Adjustments for potentially dilutive ordinary shares | 149,973,000 | - |
| ||
Weighted average number of ordinary shares used | 1,572,349,000 | 1,147,683,852 | |||
| |||||
Diluted loss per share | # | # |
| ||
# denotes a figure which is less than US$0.01 cent
16. Share-based payments
The Employee Share Option Scheme (ESOS) enables directors and employees of the Company and its subsidiaries to subscribe for ordinary shares in the capital of the Company, exercisable at varying periods from the date of grant depending whether the exercise price is set at market price in respect of that offer. Since the date of inception, no shares were granted or awarded under the Share Performance Plan (SPP).
The EOS Committee has on 5 May 2010 resolved to grant Incentive Options to the employees of the Group under the existing Alternative Energy Limited (AEL) ESOS scheme exercisable at US$0.03 per ordinary share.
Information in respect of the share options granted under the Company's ESOS was as follows:
28.2.2011 | |||
Number of share options | Exercise price | ||
('000) | US$ | ||
Balance at 1 September 2010 | 81,000 | 0.03 | |
Expired/cancelled | (7,000) | - | |
Outstanding at end of financial year | 74,000 | 0.03 | |
During the financial period, 7,000,000 share options were cancelled since 3 employees have left the Company and thus their rights to the share options have been forfeited. The estimated fair values of the share options granted are US$355,642 (2010: US$264,082).
The fair value of share options as at the date of grant is estimated by an external valuer using the Black-Scholes-Merton model, taking into account the terms and conditions upon which the options were granted. The inputs to the model used are shown below.
Date of grant | Expected volatility | Risk-free interest rate | Expected life of options | Exercise price | Share price at date of grant |
(%) | (%) | (years) | (US$) | (US$) | |
5 May 2010 | 21.5 | 2.72-3.72 | 5-10 | 0.03 | 0.04 |
17. Related parties transactions
For the purposes of these unaudited condensed consolidated financial information, parties are considered to be related to the Group if the Group has the ability, directly or indirectly, to control the party or exercise significant influence over the party in making financial and operating decisions, or vice versa, or where the Group and the party are subject to common control or common significant influence. Related parties may be individuals or other entities.
In addition to the information disclosed elsewhere in the unaudited condensed consolidated financial information, related party transactions between the Group and the Company and its related parties during the financial year were as follows:
Unaudited | Unaudited | ||
28.2.2011 | 28.2.2010 | ||
US$ | US$ | ||
Advances to subsidiary | 572,500 | 586,000 | |
Payment made on behalf of subsidiaries | 77,503 | 43,929 | |
Payment made on behalf by subsidiary | 48,664 | 24,203 | |
Management fee charged to subsidiaries | 180,000 | 180,000 | |
Purchased of patents and technology from a related party | |||
which is also a controlling party | 4,000,000 | - | |
Convertible loan from a director | 888,744 | - |
Compensation of directors and key management personnel
The remuneration of directors during the financial period was as follows:
Unaudited | Unaudited | ||
28.2.2011 | 28.2.2010 | ||
US$ | US$ | ||
Remuneration | 195,380 | 183,106 | |
Post-employment benefits - CPF contribution | 4,779 | 4,114 | |
Short-term benefits | 662 | 1,632 | |
Consultancy fee paid | 19,175 | - | |
Consultancy fee paid to companies in which certain directors | |||
have interest | 20,000 | - | |
Share options expense | 198,356 | - | |
438,352 | 188,852 |
The remuneration of Directors is determined by the Remuneration Committee having regard to the performance of individuals and market trends. The remuneration disclosed above includes only the Directors as there is no personnel other than Directors who are considered to be a member of key management of the Group.
18. Segment reporting
No segment reporting is presented as the Group is principally engaged in a single business segment of dealing with household and industrial clean energy and a single geographical segment located in Singapore.
19. Events subsequent to the reporting date
On 20 April 2011, the Company has issued an additional 14,125,000 new ordinary shares at US$0.03 for each ordinary share to a related party and its nominees as partial consideration for the Company's purchase of the patents and technology relating to eRoof. The remaining patents costing US$9,576,250 will be purchased as and when the remaining patents and technology are successfully registered in the future.
On 28 April 2011, the Company has issued 22,500,000 new ordinary shares at US$0.04 for each ordinary share thereby raising US$900,000 for the Company's additional working capital purposes.
A copy of these interims is available on the Company's website www.alternativeenergy.com.sg.
For further information, please contact:
Alternative Energy Limited
Christopher Nightingale, Chairman
Tel: 0065 900 82702
Richard Lascelles, Director
Tel: 020 7408 1067
Beaumont Cornish Limited
Roland Cornish and James Biddle
Tel: 020 7628 3396
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