30 May 2008 07:00
For Immediate Release 30 May 2008
ALTERNATIVE ENERGY LIMITED ("AEL" or the "Company")
UNAUDITED HALF YEAR REPORT
Alternative Energy Limited is pleased to present its Half Year Report for the six months ended 29th February 2008. The interim results are reported on a basis consistent with International Financial Reporting Standards and are the Company's first interim results.
AEL was incorporated in Singapore on 26 December 2006 and effectively commenced business as an investment company upon its admission to trading on the Alternative Investment Market (AIM) in London in October 2007, at which time the Company raised approximately US$7,800,000 for the purposes of, inter alia, the development and acquisition of technologies and businesses in the alternative energy sector.
Since the Company's inception, the need for technologies and business solutions to supplement or replace traditional fossil fuels have become even more apparent and urgent, with the price of oil rising to in excess of US$130 per barrel and the environmental impact of traditional methods continuing to cause alarm. Bio-fuels, once considered a potential replacement for fossil fuels, have also given rise to concerns because of competing land use and their potential impact on food prices.
Against this background Alternative Energy Limited has been quietly and efficiently working for a commercially viable alternative technology. Our admission to AIM was carried out competently and within budget by our team of professionals in London, led by our NOMAD Beaumont Cornish. We were then fortunate enough to identify and acquire a first class research and development team led by Dr Eric Goh in the form of Renewable Power Pte Ltd.
Since their acquisition by AEL in October 2007, Dr Eric Goh, Dr Tay Boon Hou and their team have been evaluating a number of different technologies for potential acquisition by the Company, primarily in the field of solar and wind generated energy, and have themselves developed, in the course of their research, further technologies which may lead to the Company obtaining its own proprietary technology.
In the light of what has been achieved the expenditure of US$493,730 by the Company, as stated in the interim statements, reflects value for money. As this is the Company's initial year, the Group comprising AEL and its subsidiary, Renewable Power Pte Ltd, incurred a group net loss of US$369,049.
The Company's research and development team are continuing to evaluate potential technologies and I feel confident that the Company will achieve its goal of obtaining a significant and commercially attractive business or technology in the alternative energy sector in the forthcoming months.
Contacts:
Christopher Nightingale, Chairman Tel: +65 6532 2122
Richard Lascelles, Director Tel: +44 207 408 1067
Roland Cornish, Beaumont Cornish Limited Tel: +44 207 628 3396
ALTERNATIVE ENERGY LIMITED AND ITS SUBSIDIARY
UNAUDITED CONSOLIDATED BALANCE SHEET AS AT 29 FEBRUARY 2008
|
Group |
*Group |
|||
|
Unaudited |
Audited |
|||
|
Note |
29.2.2008 |
31.8.2007 |
||
|
US$ |
US$ |
|||
|
Assets |
||||
|
Non-current assets |
||||
|
Property, plant and equipment |
4 |
157,355 |
- |
|
|
Goodwill |
5 |
464,726 |
- |
|
|
Total non-current assets |
622,081 |
- |
||
|
Current assets |
||||
|
Other receivables |
6 |
78,575 |
- |
|
|
Cash and cash equivalents |
7 |
7,003,863 |
6,498,496 |
|
|
Total current assets |
7,082,438 |
6,498,496 |
||
|
Total assets |
7,704,519 |
6,498,496 |
||
|
Equity and liabilities |
||||
|
Capital and reserves |
||||
|
Issued capital |
8 |
7,916,392 |
3,604,496 |
|
|
Accumulated losses |
(398,998) |
(29,949) |
||
|
Currency translation reserve |
6,572 |
- |
||
|
Total equity |
7,523,966 |
3,574,547 |
||
|
Current liabilities |
||||
|
Other payables and accruals |
9 |
180,553 |
2,923,949 |
|
|
Total equity and liabilities |
7,704,519 |
6,498,496 |
* The comparative information as at 31 August 2007 relates to when the Group was a shell company with no subsidiary.
ALTERNATIVE ENERGY LIMITED AND ITS SUBSIDIARY
UNAUDITED CONSOLIDATED INCOME STATEMENT
|
Group |
*Group |
|||
|
1.9.2007 to 29.2.2008 |
26.12.2006 to 31.8.2007 |
|||
|
Unaudited |
Audited |
|||
|
Note |
US$ |
US$ |
||
|
Other operating expenses |
(493,730) |
(47,118) |
||
|
Interest income |
124,681 |
17,169 |
||
|
Loss before income tax |
(369,049) |
(29,949) |
||
|
Income tax |
10 |
- |
- |
|
|
Net loss for the financial period |
(369,049) |
(29,949) |
||
|
US$ cent |
US$ cent |
|||
|
Basic and diluted loss per share |
11 |
# |
# |
* The comparative information for the period 26 December 2006 (date of incorporation) to 31 August 2007 relates to when the Group was a shell company with no subsidiary.
# denotes a figure which is less than US$0.01 cents
ALTERNATIVE ENERGY LIMITED AND ITS SUBSIDIARY
UNAUDITED STATEMENT OF CHANGES IN EQUITY
|
Attributable to the equity holders of the parent |
|||||
|
Note |
Issued capital |
Currency translation reserve |
Accumulated losses |
Total |
|
|
US$ |
US$ |
US$ |
US$ |
||
|
Audited |
Audited |
Audited |
Audited |
||
|
*Group |
|||||
|
As at 26 December 2006, date of incorporation |
4 |
- |
- |
4 |
|
|
Loss for the financial period |
- |
- |
(29,949) |
(29,949) |
|
|
Issue of shares |
8 |
3,858,332 |
- |
- |
3,858,332 |
|
Issue expenses |
8 |
(253,840) |
- |
- |
(253,840) |
|
As at 31 August 2007 |
3,604,496 |
- |
(29,949) |
3,574,547 |
|
|
Issued capital |
Currency translation reserve |
Accumulated losses |
Total |
||
|
US$ |
US$ |
US$ |
US$ |
||
|
Unaudited |
Unaudited |
Unaudited |
Unaudited |
||
|
Group |
|||||
|
As at 1 September 2007 |
3,604,496 |
- |
(29,949) |
3,574,547 |
|
|
Currency translation differences |
- |
6,572 |
- |
6,572 |
|
|
Net income recognised directly in equity |
- |
6,572 |
- |
6,572 |
|
|
Loss for the financial period |
- |
- |
(369,049) |
(369,049) |
|
|
Total recognised income and expenses for the financial period |
- |
6,572 |
(369,049) |
(362,477) |
|
|
Issue of shares |
8 |
4,341,663 |
- |
- |
4,341,663 |
|
Issue expenses |
8 |
(29,767) |
- |
- |
(29,767) |
|
As at 29 February 2008 |
7,916,392 |
6,572 |
(398,998) |
7,523,966 |
|
* The comparative information for the period 26 December 2006 (date of incorporation) to 31 August 2007 relates to when the Group was a shell company with no subsidiary.
ALTERNATIVE ENERGY LIMITED AND ITS SUBSIDIARY
UNAUDITED CONSOLIDATED CASH FLOW STATEMENT
|
Group |
*Group |
||
|
1.9.2007 to 29.2.2008 |
26.12.2006 to 31.8.2007 |
||
|
Unaudited |
Audited |
||
|
US$ |
US$ |
||
|
Cash flows from operating activities |
|||
|
Loss after income tax |
(369,049) |
(29,949) |
|
|
Adjustments for: |
|||
|
Depreciation |
8,883 |
- |
|
|
Interest income |
(124,681) |
(17,169) |
|
|
Operating cash outflow before working capital changes |
(484,847) |
(47,118) |
|
|
Changes in working capital: |
|||
|
Other receivables |
(20,798) |
- |
|
|
Other payables and accruals |
(284,488) |
298,950 |
|
|
Net cash (used in)/generated from operating activities |
(790,133) |
251,832 |
|
|
Cash flows from investing activities |
|||
|
Interest received |
124,681 |
17,169 |
|
|
Acquisition of subsidiary, net of cash acquired (Note 12) |
36,575 |
- |
|
|
Purchase of property, plant and equipment |
(159,225) |
- |
|
|
Net cash generated from investing activities |
2,031 |
17,169 |
|
|
Cash flows from financing activities |
|||
|
Proceeds from issue of shares, net of issue costs (Note 13) |
1,286,897 |
3,604,496 |
|
|
Cash raised for shares not yet issued (Note 9) |
- |
2,624,999 |
|
|
Net cash generated from financing activities |
1,286,897 |
6,229,495 |
|
|
Effect of foreign exchange rate changes |
6,572 |
- |
|
|
Net increase in cash and cash equivalents |
505,367 |
6,498,496 |
|
|
Cash and cash equivalents at the beginning of the financial period |
6,498,496 |
- |
|
|
Cash and cash equivalents at the end of the financial year |
7,003,863 |
6,498,496 |
|
* The comparative information for the period 26 December 2006 (date of incorporation) to 31 August 2007 relates to when the Group was a shell company with no subsidiary.
ALTERNATIVE ENERGY LIMITED AND ITS SUBSIDIARY
NOTES TO THE UNAUDITED FINANCIAL INFORMATION
FOR THE FINANCIAL PERIOD FROM 1 SEPTEMBER 2007 TO 29 FEBRUARY 2008
Accordingly, the comparative information is not comparable to the Group’s first interim results for the six months ended 29 February 2008.
ALTERNATIVE ENERGY LIMITED AND ITS SUBSIDIARY
NOTES TO THE UNAUDITED FINANCIAL INFORMATION
FOR THE FINANCIAL PERIOD FROM 1 SEPTEMBER 2007 TO 29 FEBRUARY 2008 (continued)
3. Accounting policies
The unaudited interim financial information for the six months ended 29 February 2008 do not constitute statutory accounts. The accounting policies adopted for the unaudited interim financial information period from 1 September 2007 to 29 February 2008 are the same, in all material respects, as those that will be adopted by the Group in the financial statements for the year ended 31 August 2008.
4. Property, plant and equipment
|
Renovation |
Computers |
Machinery, office equipment, furniture and fittings |
Total |
|
|
Group |
US$ |
US$ |
US$ |
US$ |
|
Cost |
||||
|
As at 1 September 2007 |
- |
- |
- |
- |
|
Acquisition of subsidiary |
- |
4,787 |
2,226 |
7,013 |
|
Additions |
94,246 |
40,047 |
24,932 |
159,225 |
|
As at 29 February 2008 |
94,246 |
44,834 |
27,158 |
166,238 |
|
Accumulated depreciation |
||||
|
As at 1 September 2007 |
- |
- |
- |
- |
|
Depreciation charge for the period |
4,768 |
2,849 |
1,266 |
8,883 |
|
As at 29 February 2008 |
4,768 |
2,849 |
1,266 |
8,883 |
|
Net book value |
||||
|
As at 29 February 2008 |
89,478 |
41,985 |
25,892 |
157,355 |
|
As at 31 August 2007 |
- |
- |
- |
- |
5. Goodwill
|
Group |
Group |
||
|
29.2.2008 |
31.8.2007 |
||
|
US$ |
US$ |
||
|
Goodwill (Note 12) |
464,726 |
- |
Goodwill represents the excess of the cost of a business combination over the interest in the fair value of identifiable assets, liabilities and contingent liabilities acquired. Cost comprises the fair values of assets given, liabilities assumed and equity instruments issued plus any direct costs of acquisition.
Goodwill is stated at cost less any accumulated impairment losses. Goodwill is allocated to cash generating units and is not amortised but is tested annually for impairment or more frequently if events or changes in circumstances indicate that it might be impaired.
ALTERNATIVE ENERGY LIMITED AND ITS SUBSIDIARY
NOTES TO THE UNAUDITED FINANCIAL INFORMATION
FOR THE FINANCIAL PERIOD FROM 1 SEPTEMBER 2007 TO 29 FEBRUARY 2008 (continued)
5. Goodwill (continued)
As at 29 February 2008, the directors have assessed and determined that the goodwill is not impaired. Such assessment and determination require the directors to make judgments, 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 that are believed to be reasonable under the circumstances. Actual results may differ from these estimates.
6. Other receivables
|
Group |
Group |
||
|
29.2.2008 |
31.8.2007 |
||
|
US$ |
US$ |
||
|
Other receivables |
24,711 |
- |
|
|
Deposits |
47,385 |
- |
|
|
Prepayments |
6,479 |
- |
|
|
78,575 |
- |
Other receivables include US$7,206 due from Global Voice Group Limited; Christopher Nightingale is a director of Global Voice Group Limited.
Other receivables are denominated in the following currencies:
|
Group |
Group |
||
|
29.2.2008 |
31.8.2007 |
||
|
US$ |
US$ |
||
|
Singapore dollar |
61,070 |
- |
|
|
United States dollar |
17,505 |
- |
|
|
78,575 |
- |
7. Cash and cash equivalents
|
Group |
Group |
||
|
29.2.2008 |
31.8.2007 |
||
|
US$ |
US$ |
||
|
Cash on hand |
3,736 |
4 |
|
|
Cash at banks |
874,960 |
6,498,492 |
|
|
Fixed deposits |
6,125,167 |
- |
|
|
7,003,863 |
6,498,496 |
Fixed deposits are placed with the bank, with original maturing periods of not more than 90 days. Interest rate ranges from 1.5% to 4.4% per annum.
ALTERNATIVE ENERGY LIMITED AND ITS SUBSIDIARY
NOTES TO THE UNAUDITED FINANCIAL INFORMATION
FOR THE FINANCIAL PERIOD FROM 1 SEPTEMBER 2007 TO 29 FEBRUARY 2008 (continued)
7. Cash and cash equivalents (continued)
Cash and cash equivalents are denominated in the following currencies:
|
Group |
Group |
||
|
29.2.2008 |
31.8.2007 |
||
|
US$ |
US$ |
||
|
Singapore dollar |
144,978 |
1,921 |
|
|
United States dollar |
6,858,885 |
6,496,575 |
|
|
7,003,863 |
6,498,496 |
8. Issued capital
|
Group |
Group |
||
|
Number of shares fully paid of the legal parent |
29.2.2008 |
31.8.2007 |
|
|
At beginning of financial period |
570,445,035 |
2 |
|
|
Ordinary shares issued for cash |
603,235,765 |
570,445,033 |
|
|
Ordinary shares issued as full settlement for purchase consideration for acquisition of subsidiary (Note 12) |
9,411,764 |
- |
|
|
At end of financial period |
1,183,092,564 |
570,445,035 |
|
Group |
Group |
||
|
29.2.2008 |
31.8.2007 |
||
|
Issued and fully-paid |
US$ |
US$ |
|
|
570,445,035 ordinary shares at beginning of financial period |
3,604,496 |
4 |
|
|
Share issued |
4,341,663 |
3,858,332 |
|
|
Share issue costs |
(29,767) |
(253,840) |
|
|
1,183,092,564 ordinary shares at end of period |
7,916,392 |
3,604,496 |
9. Other payables and accruals
|
Group |
Group |
||
|
29.2.2008 |
31.8.2007 |
||
|
US$ |
US$ |
||
|
Other payables |
5,017 |
- |
|
|
Share application monies |
- |
2,624,999 |
|
|
Accruals |
111,871 |
268,618 |
|
|
Provision for directors' fees |
33,333 |
- |
|
|
Amount due to a director |
30,332 |
30,332 |
|
|
180,553 |
2,923,949 |
Share application monies relate to cash received in advance in respect of shares issued subsequent to 31 August 2007.
Amount due to a director is interest-free, unsecured and repayable on demand.
ALTERNATIVE ENERGY LIMITED AND ITS SUBSIDIARY
NOTES TO THE UNAUDITED FINANCIAL INFORMATION
FOR THE FINANCIAL PERIOD FROM 1 SEPTEMBER 2007 TO 29 FEBRUARY 2008 (continued)
9. Other payables and accruals (continued)
Other payables and accruals are denominated in the following currencies:
|
Group |
Group |
||
|
29.2.2008 |
31.8.2007 |
||
|
US$ |
US$ |
||
|
British pound |
99,296 |
238,310 |
|
|
Singapore dollar |
47,924 |
60,640 |
|
|
United States dollar |
33,333 |
2,624,999 |
|
|
180,553 |
2,923,949 |
10. Income tax
There is no income or deferred tax expense as the Group has no chargeable income for the financial period.
11. Basic and diluted loss per share
Basic loss per share for the six months to 29 February 2008 has been calculated on the basis of net loss after income tax of US$369,049 (2007: US$29,949) and the average number of shares in issue of 1,053,184,580 (2007: 71,019,263).
There are no potentially dilutive shares in issue.
12. Acquisition of a subsidiary
On 30 October 2007, the Company entered into a sale and purchase agreement with Dr Goh Swee Ming (the "vendor") pursuant to which the vendor sold his shareholding interest of 100% in Renewable Power Pte Ltd, a company incorporated in Singapore, to the Company for a consideration of US$400,000 which was fully paid or satisfied by way of the issuance of 9,411,764 new ordinary shares in the Company at the issue price of US$0.0425 per ordinary share (the "consideration shares").
The allotted and issued consideration shares rank pari passu in all respects with the then existing ordinary shares of the Company save that they will not rank for any dividends, rights, allotments or any distribution, the record date of which falls before the date of issue of the consideration shares. The consideration shares represented approximately 0.79% of the enlarged issued share capital of the Company upon the completion of this acquisition.
Subsequent to the above transactions, Dr Goh Swee Ming became a director of the Company on 14 March 2008.
ALTERNATIVE ENERGY LIMITED AND ITS SUBSIDIARY
NOTES TO THE UNAUDITED FINANCIAL INFORMATION
FOR THE FINANCIAL PERIOD FROM 1 SEPTEMBER 2007 TO 29 FEBRUARY 2008 (continued)
12. Acquisition of a subsidiary (continued)
The carrying amount and fair value of identifiable assets and liabilities of Renewable Power Pte Ltd as at the date of acquisition and the net cash inflow on acquisition were as follows:
|
Net book value on acquisition |
Fair value recognised on acquisition |
||
|
US$ |
US$ |
||
|
Property, plant and equipment |
7,013 |
7,013 |
|
|
Cash and bank balances |
36,575 |
36,575 |
|
|
Current assets (other than cash and bank balances) |
57,777 |
57,777 |
|
|
Current liabilities |
(166,091) |
(166,091) |
|
|
Total net liabilities |
(64,726) |
(64,726) |
|
|
Goodwill (Note 5) |
464,726 |
||
|
Total purchase consideration |
400,000 |
The purchase consideration is fully settled by the issuance of 9,411,764 ordinary shares of the Company.
|
2007 |
||
|
US$ |
||
|
Consideration paid by cash |
- |
|
|
Cash acquired |
36,575 |
|
|
Net cash inflow on acquisition of subsidiary |
36,575 |
Goodwill is attributable to the acquisition of subsidiary which is expected to provide future economic benefits in excess of the normal return generated from the acquired net identifiable assets.
Future economic benefits are expected to arise from the acquisition of this subsidiary as its presents several strategic advantages to the Group as follows:
(a) In house research capacity - rapid expansion
The availability of its own in house research team will both enable the Group to quickly analyse the
technical viability of investment proposals and will also enable the Group to develop its own technical
competence - a very important element in an area with many developing technologies and where the
cost of external consultancy could be very high.
(b) Confidentiality
The availability of an in house technical team will also enable the Group to ensure stricter confidentiality in technologies and investments which it analyses and reviews which would be vital in a technologically developing and sensitive market.
(c) Savings in infrastructure set-up
The subsidiary has acquired an office cum laboratory facility. This facility has already been fitted with renovations worth about S$500,000. Upon acquisition, the Group enjoys a saving in terms of sunk cost and renovation time, compared to the option of acquiring a new research facility on its own.
ALTERNATIVE ENERGY LIMITED AND ITS SUBSIDIARY
NOTES TO THE UNAUDITED FINANCIAL INFORMATION
FOR THE FINANCIAL PERIOD FROM 1 SEPTEMBER 2007 TO 29 FEBRUARY 2008 (continued)
12. Acquisition of a subsidiary (continued)
(d) Singaporean team
All staff from the subsidiary are all Singapore citizens or permanent residents. Singapore is a recognised financial centre which is also a well known supporter of the development of technology. Singapore's proximity to the booming manufacturing and technology centres of Asia, coupled with the Singapore government's expressed desire to delevop alternative energy technologies means that basing a research and development team in Singapore may bring additional benefits in the way of opportunities, economic efficiencies and grants.
13. Major non-cash transactions during the period
During the period, the Company issued ordinary shares worth US$400,000 in respect of the acquisition of Renewable Power Pte Ltd (see Note 12).
In addition, as disclosed in Note 9, US$2,624,999 was received in the prior period in respect of shares issued during the current period.
Proceeds from issue of shares, net of issue costs of US$1,286,897 is stated after the effects of these transactions.
14. Subsequent event
On 18 April 2008, the Company fully subscribed to all ordinary shares of Alternative Energy Technology Pte Ltd ("AETPL"), a company incorporated in Singapore, for a consideration of S$2. Consequently, AETPL became a wholly-owned subsidiary of the Company.
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