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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Aspen Energy | LSE:ACEP | London | Ordinary Share | GB00B17M5331 | ORD 1P |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 0.00 | 0.00% | 4.65 | 0.00 | 01:00:00 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| 0 | 0 | N/A | 0 |
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RNS Number:2920Z
Aspen Clean Energy PLC
29 June 2007
29 June 2007
Aspen Clean Energy plc
("Aspen" or the "Company")
Preliminary results for the year ended 31 December 2006
Chairman's Statement
Since the disposal of the trading subsidiary (Aspen Clean Fuels Limited) in May
2006 and the subsequent repayment of #10 million to shareholders in August 2006,
the sole activity of your Company has been the search for a suitable
acquisition.
Pursuant to the disposal agreement of Aspen Clean Fuels Limited, an amount of
#1.1 million was placed in an escrow account until January 2008 to cover any
warrant claims that may arise from the disposal. To date the Company has not
received any notification of any warrant claims.
Your Directors have investigated and reviewed a number of potential
opportunities and have examined some five businesses in depth. To date we have
not yet found a business that meets our criteria, however investigations and
negotiations continue and your Board will report to you as soon as a suitable
acquisition has been found.
There is no guarantee that the Company will make a successful acquisition.
However, if any acquisition and/or an investment is not completed by 19 November
2007, the trading in the Company's ordinary shares in AIM will be cancelled.
Keith Smith
Chairman
29 June 2007
Consolidated Income Statement
For the year ended 31 December 2006
Notes 2006 2005
#'000 #'000
Revenue 2 - -
Cost of sales - -
--------- ---------
Gross profit - -
Other operating income - 9
Administrative expenses (240) (160)
--------- ---------
Operating loss (240) (151)
Interest receivable 162 24
--------- ---------
Loss before taxation from continuing operations (78) (127)
Taxation 3 - -
--------- ---------
Loss for the year from continuing operations (78) (127)
(Loss)/profit from discontinued operations 6 (150) 906
--------- ---------
(Loss)/profit for the year attributable to equity
shareholders (228) 779
========= =========
Earnings per share
From total operations
Basic and fully diluted (loss)/profit per share 4 (0.18p) 2.25p
From continuing operations
Basic and fully diluted loss per share 4 (0.06p) (0.37p)
Consolidated Statement of changes in equity
As at 31 December 2006
Share Capital Share Capital Reserve Translation Restricted Reverse Retained Total
Premium Reserve Reserve Acquisition earnings
#'000 #'000 #'000 #'000 #'000 #'000 #'000 #'000
Balance at 10 - - - 1,936 - 1,632 3,578
31 December
2004
Transfer
between
reserves - - 100 - 88 - (201) (13)
Profit for the
period - - - - - - 779 779
Reserves
arising on
acquisition of
Aspen Invest
AB - - - - - (14,063) - (14,063)
Reclassificati
on of Aspen
Invest AB
issued share
capital on
acquisition by
Aspen Clean
Fuels (10) - - - 10 - - -
Issue of share
capital 1,695 15,333 - - - - - 17,028
Exchange
differences
arising on
translation of
foreign
operations - - - (9) - - (106) (115)
Exchange gains
on loans to
acquire
subsidiary - - - 107 - - - 107
------- ------- -------- --------- -------- -------- --------- -------
At 31 December
2005 1,695 15,333 100 98 2,034 (14,063) 2,104 7,301
Prior period
adjustment - 196 - - - - - 196
------- ------- -------- --------- -------- -------- --------- -------
Restated 31
December 2005 1,695 15,529 100 98 2,034 (14,063) 2,104 7,497
Los for the
period - - - - - - (228) (228)
Adjustments
arising on the
sale of Aspen
C.F Ltd - (2,079) (100) (98) (2,034) 14,063 (3,241) 6,511
Capital
reduction - (8,998) - - - - 8,998 -
Repayment of
capital to
shareholders (1,000) - - - - - (8,998) (9,998)
Capital
reductions
costs - - - - - - (33) (33)
------- ------- -------- --------- -------- -------- --------- -------
At 31 December
2005 695 4,452 - - - - (1,398) 3,749
======= ======= ======== ========= ======== ======== ========= =======
Consolidated Balance Sheet
As at 31 December 2006
Notes 2006 2005
#'000 #'000
Assets
Non-current assets
Goodwill 5 - 6,893
Property, plant and equipment - 3,238
Interests in associate - 107
-------- --------
- 10,238
-------- --------
Current assets
Inventories - 4,017
Trade and other receivables 1,113 2,351
Cash and cash equivalents 2,664 939
-------- --------
3,777 7,307
-------- --------
Total assets 3,777 17,545
======== ========
Equity and liabilities
Equity attributable to equity holders of the
company
Share capital 695 1,695
Share premium account 4,452 15,529
Reserve - (11,831)
Retained earnings (1,398) 2,104
-------- --------
Total equity 3,749 7,497
-------- --------
Total non-current liabilities
Provision for deferred tax - 682
Financial liabilities - 3,394
Trade and other payables - 1,135
-------- --------
Total non-current liabilities - 5,211
-------- --------
Current liabilities
Financial liabilities - 2,769
Trade and other payables 28 2,068
-------- --------
Total current liabilities 28 4,837
-------- --------
Total liabilities 28 10,048
-------- --------
Total equity and liabilities 3,777 17,545
======== ========
Consolidated Cash Flow Statement
For the year ended 31 December 2006
Notes 2006 2005
#,000 #'000
Net cash (used in)/from operating activities 7 (3,473) 20
------- -------
Cash flow from investing activities
Purchases of property, plant and equipment (54) (536)
Dividends received from associated company - 62
Investment in associate (25) -
Acquisition of subsidiary - (6,068)
Net proceeds from disposal of subsidiary 6 12,868 165
Interest income 162 44
Interest paid - (292)
------- -------
Net cash from/(used in) investing activities 12,951 (6,625)
------- -------
Cash flows from financing activities
Net proceeds on issue of shares - 2,626
Repayment of capital (10,031) -
Increase in bank overdrafts 2,337 4,021
(Decrease)/increase in hire purchase and other loans (121) 453
------- -------
Net cash (used in)/from financing activities (7,815) 7,100
------- -------
Net increase in cash and cash equivalents 1,663 495
Effect of foreign exchange rate changes 62 146
Cash and cash equivalents at beginning of year 939 298
------- -------
Cash and cash equivalents at 31 December 2006 2,664 939
======= =======
Notes to the Financial Statements
1. Accounting policies
The principal accounting policies which have been applied consistently are
summarised below.
Basis of preparation
The financial information has been prepared in accordance with International
Financial Reporting Standards.
These financial statements have been prepared under the historical cost
convention.
Critical accounting judgements and key sources of estimation uncertainty
The preparation of financial statements in conformity with generally accepted
accounting practice requires management to make estimates and judgements that
affect the reported amounts of assets and liabilities as well as the disclosure
of contingent assets and liabilities at the balance sheet date and the reported
amounts of revenues and expenses during the reporting period.
Estimates and judgements 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.
Share based payments
In determining the fair value of equity settled share based payments and the
related charge to the income statement, the Group makes assumptions about future
events and market conditions. In particular, judgement must be made as the
likely number of shares that will vest, and the fair value of each award
granted. The fair value is determined using a valuation model which is dependent
of future estimates, including the Group's future dividend policy, employee
turnover, the timing with which options will be exercised and the future
volatility in the price of the Group's shares. Such assumptions are based on
publicly available information and reflect market expectations and advice taken
from qualified personnel. Different assumptions about these factors from those
made by the Group could materially affect the reported value of share based
payments.
Basis of Consolidation
The consolidated financial statements incorporate the financial statements of
Aspen Clean Energy Plc and the entities controlled by the Company (its
subsidiaries) prepared to 31 December each year. Control is achieved where the
Company has the power to govern the financial and operating policies of an
investee entity so as to obtain benefits from its activities.
The result of subsidiaries acquired or disposed of during the year are included
in the consolidated income statement from the effective date of acquisition or
up to the effective date of disposal, as appropriate.
Where necessary, adjustments are made to the financial statements of
subsidiaries in order to bring the accounting policies in line with those
adopted by the Group.
All significant intra-group transactions and balances between the Group's
companies are eliminated on consolidation.
New standards and interpretations
At the date of authorisation of these financial statements, the following
Standards and Interpretations which have not been applied in these financial
statements were in issue but not yet mandatorily effective:
IFRS 7 Financial Instruments : Disclosures 1 January 2007
IFRS 8 Operating Segments 1 January 2009
IAS 1 Amendment - Presentation of 1 January 2007
Financial Statements:
Capital Disclosures
IFRIC 8 Scope of IFRS 2 1 May 2006
IFRIC 11 IFRS 2 Group and treasury share transactions 1 March 2007
In addition, the International Financial Reporting Interpretations Committee
('IFRIC') have issued the following interpretations that are not applicable to
the Group:
IFRIC 7 Applying the restatement approach under IAS 29
IFRIC 9 Re-assessment of embedded derivatives
IFRIC 12 Service concession arrangements
The Directors do not anticipate that the adoption of the standards and
interpretations listed above will have a material impact on the Group's
financial statements in the period of initial application.
2. Geographical Segments
The following table provides an analysis of the group's sales by geographical
market.
2006 2005
#'000 #'000
Sweden 2,959 7,706
Rest of Nordic region 1,050 2,707
Germany 1,231 2,476
Rest of Europe 2,492 4,854
--------- --------
7,732 17,743
========= ========
Discontinued operations
Discontinued operations had the following effect on the segmental results
Discontinued Continuing Total
operations operations
2006 2006 2006
#'000 #'000 #'000
External sales 7,732 - 7,732
Other operating
revenue 148 - 107
----------- --------- ---------
7,880 - 7,839
----------- --------- ---------
Loss (150) (78) (228)
=========== ========= =========
3. Income tax expenses
2006 2005
#'000 #'000
Current tax - -
Deferred tax - -
---------- --------
Total tax expense for the period - -
========== ========
2006 2005
#'000 #'000
The difference between the total tax expense shown above and
the amount calculated by applying the standard UK
corporation tax to the loss before tax is as follows:
Loss before taxation (78) (127)
========== ========
Tax on loss on ordinary activities at applicable rate of 30
per (23) (38)
cent. (2005: 30 per cent.)
Tax effect of unrelieved loss in Aspen Clean Energy Plc 23 38
---------- --------
Total tax expense for the year - -
========== ========
4. Earnings per share
2006 2005
#'000 #'000
Earnings for the purpose of earnings per share -
continuing operations (78) (127)
Earnings for the purpose of earnings per share -
discontinued operations (150) 906
-----
---------- --------
Earnings for the purpose of profit per share - total (228) 779
========== ========
No No
'000 '000
Weighted average number of ordinary shares in issue during
the period 127,794 34,635
Basic and fully diluted (loss)/profit per share (0.18p) 2.25p
Basic and fully diluted loss per share from continuing
operations (0.06p) (0.37p)
5. Goodwill
2006 2005
#'000 #'000
Cost
At the beginning of the year 6,893 6,821
Adjustment in respect of acquisition expenses - 72
Derecognised on the disposal of Aspen Clean Fuels Limited (6,893) -
---------- --------
At the end of the year - 6,893
========== ========
6. Discontinued operations
On 31 May 2006 the group completed the disposal of its interest in Aspen Clean
Fuels Limited and its subsidiary Income Statement account under "discontinued
operations".
The net effect of the disposal on the consolidated income of the group is:
2006 2005
#'000 #'000
Revenue 7,880 17,850
Expenses (7,351) (16,498)
---------- --------
Profit before tax 529 1,352
Taxation (160) (446)
---------- --------
Profit from discontinued operations 369 906
---------- --------
Proceeds on disposal of discontinued operations 13,292 -
Costs of disposal (71) -
Net assets on disposal (398) -
Attributable goodwill (6,893) -
Adjustment to reserves (6,511) -
Exchange rate movements in year 62 -
---------- --------
Loss on disposal (519) -
---------- --------
Total (loss)/profit from discontinued operations (150) 906
========== ========
The effect of the disposal on the cash flow of the group is
#'000
Proceeds from disposal 13,292
Expenses of disposal (71)
Cash balance included in net assets disposed of (353)
----------
Net proceeds from disposal of subsidiary undertaking 12,868
==========
7. Net cash from operating activities
2006 2005
#'000 #'000
Operating (loss)/profit (240) 1,411
Adjustments for:
Profit before tax from discontinued operations 529 -
Profit on disposal - (240)
Depreciation 303 684
---------- --------
Operating cash flows before movements in working capital 592 1,855
Increase in inventories (1,621) (1,645)
Increase in receivables (2,954) (33)
Increase in payables 646 159
---------- --------
Cash (used in)/from operations (3,337) 336
Income taxes paid (136) (316)
---------- --------
Net cash (used in)/from operating activities (3,473) 20
========== ========
8. Adjustments to comparative figures in respect of errors in 2005 accounts
In the 2005 accounts there were the following errors:
(a) Share issue expenses were overstated by #124,000 and cash was
understated by this amount. The amounts shown on the balance sheet as "Share
premium account" and "Cash and cash equivalents" have been restated accordingly,
and the amount shown as "Net proceeds on issue of shares" has also been restated
in the Cash flow statement.
(b) Expenses of #72,000 in respect of the acquisition of a subsidiary
company were incorrectly deducted from Share premium account. The amounts shown
on the consolidated balance sheet as "Share premium account" and "Goodwill" have
been restated accordingly, as have the amounts shown on the company balance
sheet as "Share premium account" and "Investment in subsidiaries". In the Cash
flow statement the amounts shown as "Net proceeds on issue of shares" and
"Acquisition of subsidiary" have also been restated
9. Publication of non-statutory accounts
The financial information set out in this preliminary announcement does not
constitute statutory accounts as defined in Section 240 of the Companies Act
1985.
The financial information for the period ended 31 December 2005 has been
extracted from the Company's financial statements to that date which received an
unqualified auditors' report and have been delivered to the Registrar of
Companies.
The financial information for the year ended 31 December 2006 has been extracted
from the Company's financial statements to that date which received an
unqualified auditors' report but have not yet been delivered to the Registrar of
Companies.
10. Dividends
No dividends were paid or are proposed in respect of the period ended 31
December 2005.
11. Copies of the Report and Accounts will be sent to shareholders shortly and
will be available from the registered office of the Company, 31 Harley Street,
London W1G 9QS.
Enquiries:
Aspen Clean Energy plc
Jonathan Bradley-Hoare Tel. No.: 020 7467 1700
John East & Partners Limited
Simon Clements/David Worlidge Tel. No.: 020 7628 2200
This information is provided by RNS
The company news service from the London Stock Exchange
END
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