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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Nandan Cleantec | LSE:NAND | London | Ordinary Share | GB00B713ZZ63 | ORD 0.02P |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 4.00 | 0.00 | 01:00:00 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
0 | 0 | N/A | 0 |
TIDMNAND
RNS Number : 9519A
Nandan Cleantec plc
27 March 2013
27 March 2013
Nandan Cleantec plc
("Nandan Cleantec," "Nandan" the "Company" or the "Group")
Interim Results for the six month period ended 31(st) December 2012
Nandan Cleantec plc (LSE AIM: NAND), a scaled vertically integrated biofuel producer, announces unaudited interim results for the period ended 31(st) December 2012.
Interim results for the period show good operational progress against the Company's stated strategy, with new partnerships signed and new markets entered. The Company remains confident in its market position, further supported by the long-term supply agreement with HK Petroleum that the Group entered into post period end.
All financials are in INR' m. The current INR-GBP exchange rate, used for the comparison of the Group's trading results and assets and liabilities, is INR 80.9025: GBP1.
Financial Highlights
-- Total revenue of INR 1261.33 million (equivalent to GBP15.59 million). Half year to 31 December 2011 INR 2663.30 million (GBP32.92 million)
-- Profit before interest, depreciation and amortization of INR 474.03 million (equivalent to GBP5.86 million). Half year to 31 December 2011 INR 119.16 (GBP1.47 million)
-- Increase in EBITDA margins predominantly as a result of a gain recorded on acquisition of the additional stakes in the operating subsidiaries Nandan Cleantec Limited and Nandan Cleantec Industries Limited
-- Strong balance sheet with net current assets of INR 1064.02 million (equivalent to GBP13.15 million)
-- Cash balance of INR 68.46 million (equivalent to GBP0.85 million) -- Positive net assets of INR 2033.10 million (equivalent to GBP25.13 million)
Operational Highlights
-- Operations in Rwanda commenced and considerable progress has been made in establishing the plantations
-- Advances made in Rwanda and Botswana to expand the Group's activities outside of India
-- Secured a contract with the Rajasthan State Government for the supply of up to 4 million high yielding variety plantlets to the Nodal state agencies over the coming 12 months
-- Nutraceutical division successfully secured a long term contract for the supply of its nutraceutical products across India. First deliverables under this contract took place in December 2012.
-- Post period end Nandan secured a significant supply agreement with HK Petroleum Limited to produce 12,500 metric tonnes of Methyl Esters and/or Biodiesel collectively per month with first deliveries anticipated in April 2013
Commenting on the results, Srinivas Prasad Moturi, Chairman and Managing Director of Nandan Cleantec plc said:
"During the half, we have focused our efforts on developing and securing new, long-term contracts across the Group's portfolio. The HK Petroleum contract in particular has been negotiated to harness our capacities and capabilities in spite of the ongoing challenges faced by the Group. The Company continues to position itself as the pioneer in the sector and execution on its strategy and innovation remains a priority to deliver value for Shareholders.
"We remain confident that the Group is well placed to deliver the Board's expectations for the second half."
For further information please contact:
NandanCleantec plc Srinivas Prasad Moturi +91 40 6550 7799 Arden Partners plc Steve Douglas / Jamie Cameron +44 (0)20 7614 5917 FTI Consulting Matt Dixon / Emma Appleton +44 (0)20 7831 3113
About Nandan Cleantec plc
Nandan Cleantec plc is a scaled vertically integrated biofuel producer. It has developed a number of revenue streams geared towards the ultimate provision of commercially refined biofuel derived from Jatropha plants or other suitable feedstocks. Nandan has designed a vertically integrated approach with innovation and improvement at each level from seed to oil and beyond, that encompasses bio fuel production from research and development to on field technology transfer leading to procuring, processing and marketing for multiple industry applications. Nandan controls the entire value chain throughout the life cycle of the Jatropha crop, from developing, cultivating and producing hybrids at the Company's research and development facility to seed to oil extraction, oil refining and subsequent sale.
The Company's current activities are concentrated in India and include innovative plant breeding and genetic improvement of Jatropha, a 275,000 MT per annum biofuel processing plant, which sells biodiesel to end customers and a Jatropha feedstock plantation base of approximately 70,000 ha. In addition, the Company has initiated activities in India, Africa and Southeast Asia in order to further develop its land bank.
Nandan's strategy is to maximize the potential of its position as a pioneer in Jatropha biofuel sciences. This will involve exploiting the Company's position as a market leader in the Indian biofuel industry.
www.ncp.uk.com
Chairman's Statement
Introduction
I am pleased to present Nandan's interim results for the six month period ended 31(st) December 2012. The Group has made considerable progress having secured a number of new contracts during the period and post period end.
Nandan is focused on developing and operating a portfolio of clean energy assets within India and intends to increase its installed capacity through the acquisition of certain existing currently operational assets and projects under construction, to fulfill contracts that are in the pipeline. During the period the Group's income was generated from receipts for the sale of the Biodiesel, Jatropha Plantlets and Nutraceutical products sold to various classes of customers ranging from industrial giants to small farmers.
Operational Review
Land bank expansions within India
Nandan witnessed a reasonable monsoon last year and, as a consequence, crop yields are satisfactory. As documented at the time of our Preliminary Results in December 2012, the last monsoon period saw continued efforts to expand our land bank. The Company is well positioned to produce the required plantlets for the coming monsoon period which runs from July to October 2013. As we further develop our offerings, we are moving the business from a niche player operating in an environment of promoting the plantation with farmers spread across the country, to an institution with strong controls of the feed stock, contractually bound customers and protected IP rights. In line with this shift towards institutional sales and corporate farming, Nandan entered into a contract with Hindustan Petroleum Company Limited ("HPCL") for the supply of one year old Jatropha plantlets through a Jatropha Care Centre designed specifically for large institutions such as HPCL, wherein Nandan will nurture the growth of the plantlet at our resource centre's and organize supplies to main fields. The Company will derive approximately 30% of additional revenue under this model. During the period the Company has planted a trial area, which if successful is expected to enable Nandan to plant across an area of 15000 Hectares.
During the period, the Company has also entered into a contract agreement with the Rajasthan State Government for the supply of high yielding varieties of Nandan's plantlets to the Nodal state agencies. This contract is expected to commence in the coming monsoon period between July to October 2013, serving up to 4 million plantlets over the coming 12 months. This is an important development for the Group, given that the soil and climate conditions in Rajasthan are close to those in Botswana, and will help progress our plans to expand in East Africa.
In terms of current trends, Nandan foresees a bright future for bio fuels. A bio fuel policy in India has led to a significant number of state governments mandating a spread of bio fuel plantations throughout their respective agencies. The initiative has provided states with additional authority to encourage more than a million hectares of marginal lands to be allocated to bio fuel plantations. Jharkhand Renewable Energy Development Agency ("JREDA") of Jharkhand is playing a pivotal role in advancing the east and north- eastern states. Inactive regional agencies are also being encouraged through the new Ministry for New and Renewable Energy ("MNRE") regime, to revive their bio fuel programmes. In order to capitalise on these developments, Nandan is currently negotiating directly with the government to secure orders for the mass supply of plantlets and subsequent re-purchase of feed stock.
Furthering our international footprint
In line with the MOU entered into with the Rwandan Government, the Group has begun plantation activity. Nandan has established Nursery Production Centers ("NPC") and now work is underway to establish a 500 ha plantation. Nandan is pleased with the progress made to date to expand its activities which has been helped by the support from the Government of Rwanda and we look forward to making further progress in that region.
We will continue to grow our portfolio through a combination of late stage project acquisitions, fast track development and plantation expansions through government contracts. Further expansion of our portfolio, will widen and diversify our customer base to include institutions, governments, farmers and corporates.
Nandan 18
In line with our strategy to promote the plantation activity at institutional and corporate level the Group has laid down the roadmap for commercialization of the Nandan -18, super Jatropha hybrid. This particular hybrid is expected to produce a much higher yield and is a step forward in terms of innovation for Nandan. It is expected that we will begin its rollout during 2014.
Nutraceutical developments
During the period, we are pleased to report that our Nutraceutical Division progressed well. Thanks to recent efforts, the division has now expanded its distribution network across India and aims to distribute its products through 40,000 retail outlets. The Company intends to launch another six well-being products to add to its expanding product range. In the first half, the Group successfully secured long-term orders for the supply of its nutraceutical products across India. First deliverables under this contract took place in December 2012.On the back of increased demand, Nandan has commenced commercial production. We are in discussions with various business groups in African countries such as Kenya, Tanzania, Uganda and Nigeria for the continuous supply of our products to those countries. The discussions are at advanced stage and product registration with respective governments is progressing.
Strategic acquisitions
As outlined in the financial results published in December 2012, Nandan Cleantec Plc has increased its holdings during the period in Nandan Cleantec Limited from 51% to 73% and in Nandan Cleantec Industries Limited (formerly known as Xtraa Cleancities Limited (NCIL)) from 51% to 92%. The Company will continue to work towards acquiring the remaining minorities of NCL and NCIL.
Financial review
For the six months ended 31st December 2012, Nandan recorded gross revenue of INR 1261.33 million (equivalent to GBP15.59 million). This compares to INR 2663.30 million (GBP32.92 million) for the half year period ended on 31 December 2011. The Group's revenue declined in the period as a result of the ongoing regulatory dispute which resulted in one of the operating companies (Nandan Cleantec Industries Ltd)being unable to carry out production activity during the period. We are disappointed that this has impacted our first half results. The Honorable Supreme Court of India has directed the Appellate authority, the Ministry of Commerce, to decide upon the case. We remain resolute in our view that our position in relation to the dispute is strong and that a decision will be favorable to our Company. We expect that from April 2013, production activity will restart at the facility and anticipate good revenue growth for the Group in the second half of the year.
The Company recorded a profit before interest, depreciation and amortization of INR 474.03 million (equivalent to GBP5.86 million) compared to INR 119.16 (GBP1.47 million) for the half year period ended on 31 December 2011. The increase in EBITDA is predominantly a result of the gain recorded on acquisition of the additional stake in the operating subsidiaries Nandan Cleantec Industries Limited and Nandan Cleantec Limited.
The Group has a strong balance sheet with net current assets of INR 1064.02 million (GBP13.15 million) compared to INR 1402.46 million (GBP17.33 million) for the year ended 30(th) June 2012. The movement in the current assets is predominantly a result of the significant quantity of bio-diesel that the Company was carrying at 30 June 2012 being sold during the period. The Group has net assets of INR 2033.10 million (GBP25.13) and a cash balance of INR 68.46 million (GBP0.85 million).
The depreciation of the Rupee against the US Dollar and other Group operational currencies such as GBP, SGD and Ringgits over the previous year has again led to significant foreign currency translation differences in our consolidated accounts. Exchange rate fluctuations have no economic impact on our business, or its actual profit, they only make like-for-like comparisons difficult.
Dividend
In line with our stated policy, earnings will be fully re-invested to execute on Nandan's stated strategy and finance the ongoing growth of the business. The Directors therefore do not recommend the payment of an interim dividend for the period to 31st December 2012.
Post Period End Events
Supply Contracts:
As announced in January 2013, the Group signed a supply agreement for more than 50% of the installed capacity of Nandan's current processing facility located within the Special Economic Zone in Visakhapatnam, India with HK Petroleum ("HK"),a marketing, sales, trading and logistics company focused on the heavy oils sector of the Petroleum industry. Nandan has agreed to produce 12,500 metric tons of Methyl Esters and/or Biodiesel collectively per month for HK.
NCL's agreement with HK is contracted to last for a minimum period of 12 months and will be renewed for successive periods of 12 months at each anniversary if both parties agree. It is anticipated that the first sales of Methyl Esters and/or Biodiesel under this agreement will commence in April 2013. The contract is expected to generate good bottom line returns to the Group during the second half.
Land Bank Expansion:
Following the identification of a large potential land bank in Botswana, Nandan has been working towards executing the proposed Botswana project with Savills, a UK based property services company. The proposed project is underway and an independent professional team appointed by Savills, UK, is visiting Nandan's facilities during April 2013 to observe our research strength and our farming models adopted in India. Also, discussions with the Government of Ghana are progressing and we hope to have an association with them during this calendar year.
Prospects and Outlook
The Company remains focused on its objective to enhance value for Shareholders. With this in mind, Nandan aims to expand into related fields of business and into new geographies whilst also penetrating deeper into established markets. Nandan is well placed to take advantage of these opportunities. Aviation bio fuel is one such emerging opportunity that we wish to harness, combining Nandan's strengths with select technology partners. To this end, Nandan is currently in discussions with one of the major oil marketing company's in India and the Company hopes to secure a joint venture within this calendar year.
In India, the present trend is quite encouraging for the bio fuel industry. State nodal agencies are now more aware of the promise from The Ministry of New and Renewable Energy("MNRE") to assist with the development bio fuel policy in their respective states. Also, there are a number of Central Government schemes like The Mahatma Gandhi National Rural Employment Guarantee Act 2005.("MGNREGS"), that are able to expand their scope to allow individual beneficiaries greater participation.
The Company continues to position itself as the pioneer in the sector and execution on its strategy and innovation remains a priority to deliver value for Shareholders. We remain confident that the Group is well placed to deliver the Board's expectations for the second half.
Employees
I would like to thank all of our employees, management and fellow directors for their hard work, encouragement and dedication throughout this year.
M. Srinivas Prasad
Chairman
Interim Condensed Consolidated Statement of Financial Position Amts in INR Mil 31 Dec 2012 31 Dec 2011 30 June 2012 (Half Year) (Half Year) (Full Year) Unaudited Unaudited Audited ------------------------------- ------------- ------------- ------------- Assets Non-current Intangible assets 174.82 160.19 171.30 Property, plant and equipment 1,523.74 1,584.78 1,524.34 Other long term financial assets 51.11 291.47 51.17 Goodwill - - 362.56 1,749.67 2,036.44 2,109.37 ------------- ------------- ------------- Current Biological assets 173.33 208.81 173.33 Inventories 300.75 1,035.88 1,139.70 Trade and other receivables 707.55 1,683.11 470.95 Other short term financial assets 604.57 95.86 660.22 Current tax assets 13.41 13.88 7.44 Cash and cash equivalents 68.46 311.26 47.07 1,868.07 3,348.80 2,498.71 ------------- ------------- ------------- Total assets 3,617.74 5,385.24 4,608.06 ============= ============= ============= Equity and liabilities Equity Equity attributable to owners of the parent: Share capital 4.13 7.95 4.13 Share premium 1,210.95 1,634.06 1,616.04 Capital reserve - 5.00 2.55 Revaluation reserve - 32.09 10.88 Translation reserve (9.27) 59.11 2.60 Retained earnings 827.30 262.74 330.08 2,033.11 2,000.95 1,966.28 Non controlling interest 567.17 1,210.37 1,187.75 Total equity 2,600.28 3,211.32 3,154.03 ------------- ------------- ------------- Liabilities Non-current Pension and other employee obligations 0.84 2.26 3.33 Borrowings 83.46 414.99 231.25 Other Payables 6.55 22.02 5.01 Deferred tax liabilities 122.55 133.67 118.18 213.40 572.94 357.78 ------------- ------------- ------------- Current Trade and other payables 628.22 1,582.98 997.77 Borrowings 158.40 14.58 91.08 Current tax liabilities 0.14 - - Other liabilities 17.30 3.42 7.40 804.06 1,600.98 1,096.25 ------------- ------------- ------------- Total liabilities 1,017.46 2,173.92 1,454.03 ------------- ------------- ------------- Total equity and liabilities 3,617.74 5,385.24 4,608.06 ============= ============= ============= Amt in INR Mil 31 Dec 2012 31 Dec 2011 30 June 2012 (Half Year) (Half Year) (Full Year) Unaudited Unaudited Audited ---------------------------------- ------------- ------------- ------------- Revenue 1,261.33 2,663.30 4,103.54 Other income 25.67 12.12 14.30 Change in inventories (84.38) 48.95 100.12 Bargain Purchase gain 840.15 - 154.06 Costs of material (1,140.92) (2,522.81) (4,115.08) Employee benefit expense (17.56) (22.39) (44.57) Depreciation and amortisation of non-financial assets (8.75) (44.71) (101.79) Other expenses (47.70) (60.04) (276.19) Impairment of Goodwill (362.56) - - Operating profit 465.28 74.45 (165.61) Finance costs (115.27) (57.96) (60.98) Finance income 0.44 - 16.37 Profit before tax 350.45 16.49 (210.22) Income tax expense (14.01) (5.36) (31.12) Profit for the year 336.44 11.13 (241.34) ============= ============= ============= Profit for the year attributable to: Non-controlling interest (0.14) 10.10 (57.63) Owners of the parent 336.58 1.03 (183.71) 336.44 11.13 (241.34) ------------- ------------- ------------- Other comprehensive income Revaluation of land - - 9.17 Deferred tax (expense)/benefit on the revaluation of land - - (1.98) Exchange differences on translating foreign operations (11.87) - (2.60) Other comprehensive income for the year, net of tax (11.87) - 4.59 Total comprehensive income for the year 324.57 11.13 (236.75) Total comprehensive income for the year attributable to: Non-controlling interest (0.14) 10.10 (55.38) Owners of the parent 324.71 1.03 (181.37) 324.57 11.13 (236.75) ============= ============= ============= Earnings per share Basic and diluted earnings per share 1.17 0.00 (0.89) Interim Condensed Consolidated Cash Flow Statement Amt in INR Mil 31 Dec 2012 31 Dec 2011 30 June 2012 (Half Year) (Half Year) (Full Year) Unaudited Unaudited Audited ------------------------------------- --------------- --------------- ------------- Cash flows from operating activities Profit before income tax 350.45 16.49 (210.22) Adjustments for: Depreciation 8.75 44.70 101.79 Impairment of Goodwill 362.56 Gain on acquisition (840.15) Share-based payment and increase in retirement benefit obligations (2.49) - 3.33 Interest income 0.43 (3.97) 16.37 Interest expense (115.27) 57.96 (60.97) Changes in working capital - (899.44) - Inventories 838.95 - (1,313.03) Trade and other receivables (236.61) - (470.94) Other Current assets 55.70 - (667.08) Other Current Liabilities 77.35 - 98.48 Trade and other payables (369.55) - 953.44 Cash generated from operations 130.12 (784.26) (1,548.84) --------------- --------------- ------------- Taxes paid (5.97) (5.36) (7.44) Net cash generated from operating activities 124.15 (789.62) (1,556.28) --------------- --------------- ------------- Cash flows from investing activities Purchase of property, plant and equipment (PPE) (11.67) (176.93) (1,797.43) Acquisition of business - - (362.56) Interest received (0.43) 3.97 (16.37) Net cash used in investing activities (12.10) (172.96) (2,176.36) --------------- --------------- ------------- Cash flows from financing activities Contribution from promoters towards ordinary shares - 1,206.09 1,632.57 Non controlling interest - - 1,187.75 Proceeds from borrowings and Other payables (141.88) 76.88 354.44 Net Assets Acquired in subsidiaries (63.95) - 540.34 Interest Paid 115.27 (57.96) 60.98 Net cash used in financing activities (90.56) 1,225.01 3,776.08 --------------- --------------- ------------- Net (increase)/decrease in cash and cash equivalents 21.49 262.43 43.44 Effect of exchange rate changes on cash and cash equivalents Cash and cash equivalents at the beginning of the period 47.07 48.82 3.63 Cash and cash equivalents at the end of the period 68.56 311.25 47.07 ========================================== ========== =============== ============= Statement of Changes in Equity Amt in INR Mil --------------- -------- --------- -------- ------------ ------------ --------- ------------- --------------------------- Total attributable Share Share Capital Revaluation Translation Retained to owners of Non-controlling capital premium reserve reserve reserve earnings parent interest --------------- -------- --------- -------- ------------ ------------ --------- ------------- ---------------- --------- Balance as at 1 July 2011 3.70 - - - - (0.04) 3.66 - 3.66 Issue of Ordinary Equity Shares 4.25 1,634.06 - - - - 1,638.31 - 1,638.31 Increase in stake of the subsidiary - - 5.00 32.09 (0.07) 261.76 298.77 1,200.27 1,499.04 Transactions with owners 7.95 1,634.06 5.00 32.09 (0.07) 261.72 1,940.74 1,200.27 3,141.01 -------- --------- -------- ------------ ------------ --------- ------------- ---------------- --------- Profit for the period - - - - - 1.03 1.03 10.10 11.13 Other comprehensive income: - - Exchange differences on translating foreign operations - - - - 59.18 - 59.18 - 59.18 Total comprehensive income for the year - - - - 59.18 1.03 60.21 10.10 70.31 -------- --------- -------- ------------ ------------ --------- ------------- ---------------- --------- Balance as at 31 Dec 2011 7.95 1,634.06 5.00 32.09 59.11 262.74 2,000.95 1,210.37 3,211.32 Acquisition of subsidiary (3.82 (18.02) (2.45) (24.88) (59.18) 252.07 143.73 41.59 185.32 Transactions with owners 4.13 1,616.04 2.55 7.21 (0.07) 514.82 2,144.68 1,251.96 3,396.64 -------- --------- -------- ------------ ------------ --------- ------------- ---------------- --------- Profit for the period - - - - - (184.74) (184.74) (67.73) (252.47) Other comprehensive income: Revaluation of land - - - 9.17 - - 9.17 - 9.17 Deferred tax liability on revaluation of land - - - (1.98) - - (1.98) - (1.98) Minority interest on revaluation of land - - - (3.52) - - (3.52) 3.52 - Exchange differences on translating foreign operations - - - - 2.67 - 2.67 - 2.67 Total comprehensive income for the year - - - 3.67 2.67 (184.74) (178.40) (64.21) (242.61) -------- --------- -------- ------------ ------------ --------- ------------- ---------------- --------- Balance as at 30 Jun 2012 4.13 1,616.04 2.55 10.88 2.60 330.08 1,966.28 1,187.75 3,154.03 Increase in stake of the subsidiary - (405.09) (2.55) (10.88) - 160.63 (257.88) (620.43) (878.32) Transactions with owners 4.13 1,210.95 - - 2.60 490.71 1,708.40 567.32 2,275.71 -------- --------- -------- ------------ ------------ --------- ------------- ---------------- --------- Profit for the period - - - - - 336.58 336.58 (0.14) 336.44 Other comprehensive income: - - - - - - - - - Exchange differences on translating foreign operations - - - - (11.87) - (11.87) - (11.87) Income tax relating to components of other comprehensive income - - - - - - - - - Total comprehensive income for the year - - - - (11.87) 336.58 324.71 (0.14) 324.57 -------- --------- -------- ------------ ------------ --------- ------------- ---------------- --------- Balance as at 31 Dec 2012 4.13 1,210.95 - - (9.27) 827.29 2,033.10 567.17 2,600.28 --------------- -------- --------- -------- ------------ ------------ --------- ------------- ---------------- --------- 1. Corporate information
General information
Nandan Cleantec Plc. is the Group's ultimate parent Company and is domiciled in UK. Nandan Cleantec Plc (NCL Plc.) (here-in referred to as the 'Company' or 'NCL Plc') is a Company, headquartered in London. The address of Nandan's registered office and its principal place of business are 4th Floor, Heron House, 4 Bentinck Street, London,W1U2EF,United Kingdom.
Listed on the London Stock Exchange's Alternative Investment Market (AIM) with its operations in India, Singapore, Malaysia, Indonesia and Africa;
Nature of operations
With a focus on 'Sustainability', NCL Plc. has developed cutting-edge technologies that benefit the entire bio-diesel spectrum from Seed to Oil and medicinal herb panorama from Farm to Pharma and beyond. To gain leadership in these emerging market segments, NCL Plc. has adopted a unique Vertically Integrated Approach whereby the company endeavors to improve and innovate in every phase of product formulation starting from research & development to on-field technology transfer; raising to procuring, processing and marketing for multiple industry applications.
2. Basis of Measurement.
The Financial statement has been prepared on an accruals basis and is based on historical costs modified by the revaluation of selected non-current assets, financial assets and financial liabilities for which the fair value basis of accounting has been applied. All amounts shown are in Indian Rupees unless otherwise stated.
The financial statements have been prepared on a going concern basis.
The financial information included in this report does not constitute statutory accounts as defined in section 435 of the Companies Act 2006. The interim financial statements for the six months ended 31 December 2012 have been prepared under applicable International Financial Reporting Standards adopted by the European Union ("IFRS"). The financial information for the year ended 30 June 2012 has been extracted from the statutory accounts for that period which have been delivered to the Registrar of Companies. The auditors' report on the full statutory accounts for the period ended 30 June 2012 was qualified due to uncertainty in respect of the Balance Sheet value of Goodwill amounting to INR 362 Mil and Production Plant amounting to INR 990 Mil. The financial information for the six months ended 31 December 2011 and 31 December 2012 has not been audited.
3. Significant accounting policies:
The interim financial statements have been prepared in accordance with the accounting policies adopted in the Group's last annual financial statements for the year ended 30June 2012. The presentations of the Interim Financial Statements are consistent with the Annual Financial Statements. Where necessary, comparative information has been reclassified or expanded from the previously reported Interim Financial Statements to take into account any presentational changes made in the Annual Financial Statements or in these Interim Financial Statements.
4. Estimates
The preparation of the Interim Financial Statements requires management to make estimates and assumptions that affect the reported amounts of revenues, expenses, assets, liabilities and the disclosure of contingent liabilities at the date of the Interim Financial Statements. If in the future such estimates and assumptions, which are based on management's best judgments at the date of the Interim Financial Statements, deviate from the actual circumstances, the original estimates and assumptions will be modified as appropriate in the period in which the circumstances change.
5. Share capital 31 Dec 2012 30 June 2012 ------------------------------------------------------- ------------ ------------- Authorized capital * 500,010,000 ordinary shares of GBP 0.0002 each 100,002 100,002 Issued and fully paid up - ------------------------------------------------------- ------------ ------------- * 276,839,222 ordinary shares of GBP 0.0002 each 55,368 55,368 ------------------------------------------------------- ------------ ------------- * Equal INR 4,133,100 4,133,100 ------------------------------------------------------- ------------ -------------
The share capital of the Group comprises only of fully paid ordinary shares of GBP 0.0002 each. All shares are equally eligible to receive dividends and the repayment of capital and represent one vote at the shareholders' meeting of Nandan Cleantec plc, UK
Reconciliation of the paid up share capital:
31 Dec 2012 30 June 2012 ---------------------------------- ------------ ------------- Shares issued and fully paid up: Beginning of the year(GBP) 55,368 50,001 Issue of shares(GBP) 5,367 ------------ ------------- Shares issued and fully paid up 55,368 55,368 ---------------------------------- ------------ ------------- 6. Earnings per share
Basic earnings per share, is calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of ordinary shares in issue during the year.
31 Dec 2012 30 June 2012 --------------------------------------- ------------ ------------- Profit attributable to equity holders of the Company 324,706,898 -236,750,180 Weighted average number of ordinary shares in issue 276,839,222 267,208,309 Basic earnings per share 1.173 (0.89) --------------------------------------- ------------ ------------- 7. Business Combinations/ acquisitions :
In line with the strategy to acquire the whole of the share capital of both operating companies of the group located in India, Nandan Cleantec Plc has acquired 51% of the Nandan Cleantec Limited and Nandan Cleantec Industries Limited ( Formerly known as Xtraa Cleancities Limited) through its wholly Owned Subsidiary Nandan Bio Energy Pte. Ltd in the previous year ended on 30(th) June 2012. To progress this objective Nandan Cleantec Plc has increased its holdings during the period in Nandan Cleantec Limited from 51% to 73% through its subsidiary Nandan Renewable Energies Limited on 31(st) December 2012. Similarly Nandan Cleantec Plc has increased its holdings during the period in Nandan Cleantec Industries Limited (formerly known as Xtraa Cleancities Limited (NCIL)) from 51% to 92% through its subsidiaries Nandan Renewable Energies Limited. The company has acquired the additional shareholdings in both the operating companies from the existing shareholders of those companies at a consideration which has resulted in the gain from the purchase of additional stake in the business which has been routed through the statement of the comprehensive Income. The Goodwill which has been recorded by the group on acquiring Xtraa Cleancities Limited during previous year was impaired and routed through retained earnings.
Particulars Date Acquisition Percentage Effective percentage Acquired of Holding by the company ------------------------ ------------------ ----------- -------------------- Nandan Cleantec Limited 31.12.2012 22% 73% ------------------------ ------------------ ----------- -------------------- Nandan Cleantec Industries Limited (Formerly Xtraa Clean cities Limited) 31.12.2012 41% 92% ------------------------ ------------------ ----------- --------------------
Results of the acquired entities have been consolidated in the statement of comprehensive income from the date
of acquisition. Details of net assets acquired as follows: Particulars - All Figures in Nandan Cleantec Nandan Cleantec INR Limited Industries Limited ------------------------------------ ---------------- -------------------- Fair value of the net assets 1,690,421,656 1,279,326,357 ------------------------------------ ---------------- -------------------- Less: Attributable to Parent 862115044.6 652456442.2 ------------------------------------ ---------------- -------------------- Fair value of the net assets acquired for additional stake of 22% 371,892,764 ------------------------------------ ---------------- -------------------- Fair value of the net assets acquired for additional stake of 41% 524,523,806 ------------------------------------ ---------------- -------------------- Cash Consideration paid for additional stake 56,167,440 100,000 ------------------------------------ ---------------- -------------------- Excess of Group interest over the fair of acquires of asset and liabilities- Bargain Purchase 315,725,324 524,423,806 ------------------------------------ ---------------- -------------------- 8. Going Concern :
The Directors believe that, on the date of this report, the Group has sufficient financial resources to meet the committed financial liabilities. Consequently, the financial statements are prepared on a going concern basis which has been assessed on cash flow forecasts extending out 12 months from the date of the financial report.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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