TIDMAXS
RNS Number : 7635P
Accsys Technologies PLC
22 November 2016
AIM: AXS
Euronext Amsterdam: AXS
22 November 2016
ACCSYS TECHNOLOGIES PLC ("Accsys" or "the Company")
INTERIM RESULTS FOR THE SIX MONTHSED 30 SEPTEMBER 2016
Accsys, the chemical technology group, focused on the
acetylation of wood, today announces interim results for the
consolidated group for the six months ended 30 September 2016.
Unaudited Unaudited
six six
months ended months ended
30 Sept 30 Sept
2016 2015
Accoya(R) revenue EUR22.5m EUR21.9m
Total Revenue EUR25.1m EUR26.3m
Gross Profit EUR6.8m EUR9.4m
EBITDA EUR(1.3m) EUR1.3m
Loss before taxation EUR(2.9m) EUR(0.1m)
Period end cash balance EUR7.9m EUR7.5m
See note 2 of the Group financial statements for reconciliation
of Operating loss to EBITDA
Financial highlights
-- Demand for Accoya continues to grow with sales volumes
increasing by 4% to 17,506m(3) and with growth accelerating into
the second half of the financial year;
-- Group revenue decreased by 5% due to an expected reduction in
licence related income and an unexpected supply chain bottleneck
which has now been resolved;
-- Further licensing income expected in the second half of the financial year;
-- A number of factors contributed to a lower EBITDA including
lower licence related income, timing of annual plant maintenance
stop, a new pricing regime with Solvay and higher costs associated
with the proposed Tricoya consortium; and
-- A cash balance of EUR7.9m at 30 September 2016 (31 March
2016: EUR8.2m) reflects operating loss in the period and new plant
investment, off-set by EUR4.2m proceeds from the sale of land in
Arnhem.
Operational highlights
-- Building work commenced on the expansion of Accoya manufacturing plant in Arnhem;
-- We remain on track to increase manufacturing capacity by 20,000m(3) by December 2017;
-- Significant progress has been made towards completion of the
proposed Tricoya consortium with BP and Medite with final
agreements, including funding from third parties, expected later
this year; and
-- Detailed planning progressing in respect of the wood chip
acetylation plant to be located in Hull.
Paul Clegg, Chief Executive commented: "In this financial period
we have made further significant strategic and operational progress
to increase our Accoya and Tricoya manufacturing capacity which
will be transformational for the Group. The expansion of the Accoya
plant in Arnhem and the formation of the Tricoya consortium are
both fundamental for the future of the Company. Despite results
being down on the previous half year, we remain confident of the
results for the full year and beyond."
There will be a presentation relating to these results at 10:00
GMT on 22 November 2016. The presentation will take the form of a
web based conference call, details of which are below:
Webcast link:
Click here or copy and paste ALL of the following text into your
browser:
http://edge.media-server.com/m/p/bcsg2woj
Conference call details for participants:
Confirmation Code: 2293862
Participants, Local - London, United
Kingdom: +44(0)20 3450 9987
Participants, National free phone - United
Kingdom: 0800 279 4992
Participants will have to quote the above code when dialling
into the conference.
For further information, please contact:
Accsys Technologies Paul Clegg, CEO via MHP Communications
PLC Hans Pauli, Executive Director,
Corporate Development
Will Rudge, FD
Nominated Adviser: Oliver
Cardigan
Jamie Lillywhite
Corporate Broking: Christopher
Wilkinson +44 (0) 20 7260
Numis Securities Ben Stoop 1000
Tim Rowntree +44 (0) 20 3128
MHP Communications Kelsey Traynor 8100
Frank Neervoort +31 681 734 236
Off the Grid (The Netherlands) Yvonne Derkse +31 622 379 666
Accsys Technologies PLC
Chairman's statement
Overview
We have made good progress in the period, in particular with two
major projects intended to significantly increase manufacturing
capacity for Accoya and Tricoya. These will ultimately enable us to
substantially increase our revenue, through additional capacity and
generate profitability whilst enabling us to exploit our products
and technologies in what we continue to believe is a very
significant market.
Sales of Accoya continued to grow with total sales volumes
increasing by 4% to 17,506m(3) . We experienced supply bottleneck
issues in the period which, although these have now been resolved,
will necessitate further investment in inventory going forward.
Further sales growth is expected in the second half of the year.
This will continue to be constrained until the expansion of our
manufacturing facility in Arnhem is completed. Total revenue
decreased by 5% to EUR25.1m (2015: EUR26.3m) largely as result of
an expected reduction in lower income associated with our licensing
contract with Solvay.
Group EBITDA was a loss of EUR1.3m for the period with the
reduction from last year primarily resulting from the lower licence
related income noting that the prior year included EUR1.8m of
one-off licensing related income. In addition, profitability was
impacted by the timing of our annual maintenance stop moving back
to September compared to October last year, together with a
proportion of Accoya sales sold at lower prices to Solvay from
January 2016 following their assumption of responsibility for sales
and marketing and the commencement of the 76,000m(3) five year
off-take agreement. Operating costs increased by 9% in the period
to EUR10.2m largely as a result of business development activities
as we actively pursued long term opportunities and incurred one-off
advisory fees.
Our cash balance decreased to EUR7.9m at 30 September 2016 from
EUR8.2m at 31 March 2016. A EUR2.7m cash out-flow was partly
attributable to the loss in the period, and also impacted by a
EUR1.1m working capital out-flow. EUR1.8m was invested during the
period in our existing manufacturing operations together with the
initial stages and planning work associated with the Arnhem
expansion and the proposed Tricoya plant. This was off-set by
EUR4.2m proceeds from the sale of our land adjacent to our plant in
Arnhem, which also resulted in a gain on disposal of EUR0.6m.
We have commenced construction work in respect of the expansion
of our Accoya manufacturing plant in Arnhem. We have obtained all
necessary permits, completed the sale and leaseback of our land and
placed orders for key long lead time items of equipment. Work has
commenced on site and we appointed Fabricom B.V. as the
Engineering, Procurement and Construction contractor enabling the
third reactor to be built by the end of 2017, increasing our
manufacturing capacity by 50% to approximately 60,000m(3) .
We have also made significant progress towards the completion of
the proposed Tricoya consortium with BP and Medite, to build and
operate the world's first wood chip acetylation plant on the
Saltend Chemicals Park in Hull. The parties expect to finalise the
detailed agreements associated with the site and the consortium by
the end of this year. In addition, substantial progress has been
made in respect of the remaining funding, with term sheets obtained
in respect of bank debt and non-binding heads of terms agreed with
third party funders which are expected to enable the consortium to
proceed. Under these arrangements Accsys is expected to retain the
majority ownership of the consortium and consolidate its
results.
Outlook
I am pleased by the progress made towards achieving additional
manufacturing capacity for both Accoya and Tricoya. I believe these
represent key milestones in our ambition to maximise the value
associated with our technologies, and will enable us to meet the
demand for our products, with significant benefits to our
profitability.
Demand for Accoya and Tricoya remains strong and we were
disappointed that we could not satisfy demand in the first half due
to the supply bottleneck issues. These are now resolved and we
expect sales volumes to continue to grow in the immediate term,
although such growth will be limited until our new manufacturing
capacity comes on stream.
Overall, I continue to be confident that we are in a strong
position and look forward to reporting further progress in respect
of the Tricoya consortium in the near future.
Patrick Shanley
Chairman
21 November 2016
Accsys Technologies PLC
Chief Executive's statement
Introduction
Accsys has taken important steps towards securing additional
manufacturing capacity and in turn being able to meet the
substantial opportunity which exists to monetise our products and
technology.
We have been very busy progressing the two major projects for
the Group; the expansion of our Accoya manufacturing plant and the
completion of the proposed Tricoya consortium to build the new
Tricoya Plant in Hull. Demand remains strong for Accoya and we have
been focused on ensuring the additional manufacturing capacity is
built by the end of the next calendar year to meet this demand and
grow sales.
Progress with Accoya(R) manufacturing and sales
Revenue from the sale of Accoya(R) increased by 3% to EUR22.5m
in the first half of the year compared to a particularly strong
period in the previous year. The increase was attributable to a 4%
increase in Accoya volumes sold to 17,506m(3) . The relatively
small increase reflects supply chain bottleneck issues that
resulted in us being unable to meet some sales potential. These
issues are now resolved but in the future we will need to invest in
further inventory as sales grow. We will continue to manage demand
as we approach the maximum capacity of our existing manufacturing
plant.
Demand for Accoya continues to remain strong, and we continue to
believe the overall market opportunity is in excess of 1 million
m(3) annually. It remains very strong in the UK with no impact from
the Brexit result having so far been evident. We have previously
reported that the Benelux economies experienced a prolonged period
of downturn in the construction industry and some of our customers
were particularly impacted. We are now seeing an improvement and
increased level of activity with sales increasing in Belgium, but
with sales and marketing in the Netherlands requiring additional
focus that is now under way.
Sales in Solvay's region, covering key states in central Europe
and Scandinavia, decreased following the immediate transition of
responsibility to Solvay on 1 January 2016, however we are pleased
that the transition has otherwise gone smoothly and we expect sales
to increase in the immediate future. Sales to North America have
increased strongly following the addition of new sales team members
last year and we continue to believe the region represents a
substantial opportunity in the longer term.
We have 61 Accoya distributor, supply and agency agreements in
place covering most of Europe, Australia, Canada, Chile, China,
India, Israel, Mexico, Morocco, New Zealand, South Africa, parts of
South-East Asia and Middle-East and the USA.
The gross manufacturing margin of 25%, which compared to 30% in
the same period last year, was impacted by the timing of our annual
maintenance stop and pricing. No price increases were implemented
in the period, however sales to Solvay from 1 January 2016 were at
a lower price to reflect Solvay taking responsibility for sales and
commitment to buy a minimum of 76,000m(3) over a five-year
period.
Our annual maintenance period, during which no Accoya is
produced, took place in September 2016 compared to October 2015,
resulting in increased costs in this period. The underlying
manufacturing margin however continues to benefit from economies of
scale associated with higher manufacturing volumes and this is
expected to improve in the second half of the year. The 25% margin
represents an increase compared to the 23% recorded in the second
half of the last financial year.
The manufacturing segment's profitability helps demonstrate the
potential returns achievable from manufacturing Accoya(R) on an
even larger scale. This will be particularly relevant when we
benefit from the economies of scale expected from operating a
larger plant. Also our profitability has been impacted by
significant volumes (approximately 16% of total Accoya(R) volume in
the period (2015: 18%)) sold to Medite at lower prices, reflecting
the on-going Tricoya market development activities as well as the
reduced prices for Accoya sold to Solvay under the five year
off-take agreement.
Expansion of Accoya capacity in Arnhem
We have made good progress in respect of the expansion of our
Accoya manufacturing plant in Arnhem. During the period we have
obtained all necessary permits, which has enabled us to start work
on site.
We completed the sale of the land adjacent to our existing plant
to the same purchaser who acquired the existing plant's land and
buildings in 2011 and 2012. The sale resulted in proceeds of
EUR4.2m and a gain on sale of the land of EUR0.6m. The landlord has
commenced work on building a warehouse and new office building
which will connect to our existing plant and enable us to operate
the expanded plant more efficiently.
We have placed the order for the third reactor, a key item of
equipment with a long lead-time. In addition, we have recently
appointed Fabricom B.V. as the EPC (Engineering, Procurement and
Construction) contractor who will carry out the majority of the
work on site. The expansion is expected to be complete by the end
of 2017 with sales growth expected to increase thereafter. This is
expected to initially include increased sales to Medite to enable
further market development ahead of the dedicated wood chip
acetylation plant in Hull becoming operational.
The expansion involves the addition of a third reactor which
will increase the capacity of the plant to approximately 60,000m(3)
, enabling Accoya manufacturing revenue to increase to in excess of
EUR80m over time. In addition, this first stage of the expansion
includes the full chemical infrastructure in readiness for a fourth
reactor to be added at a later date when needed, increasing
capacity by a further 20,000m(3) . The capital expenditure for this
first stage of the expansion is being funded by a loan from Solvay,
incremental fees due from Solvay, including fees expected in the
second half of the financial year, together with the Group's
internal financial resources.
The expansion allows the market development of Accoya to
continue at the fastest pace possible, increasing the certainty of
supply for Accoya customers and users. It also enables Accsys to
continue to develop global markets effectively, building on the
expertise that it has developed over the last few years.
The significant market opportunity also requires us to invest in
developing our supply chain to ensure that Accsys is able to secure
our necessary raw materials to meet the demand over the longer
term.
Tricoya Technologies Limited ('TTL')
In February 2016 we announced BP's participation in the proposed
consortium (the 'Consortium') to fund, build and operate the
world's first Tricoya(R) wood elements acetylation plant. Accsys
and BP Ventures ('BPV') agreed initial funding in respect of the
Consortium, with BPV acquiring an initial 3% equity interest in
Tricoya Technologies Limited , implying a valuation of TTL at EUR35
million.
Since then, significant progress has been made with our
Consortium partners, BP and Medite, in respect of detailed planning
and the agreements associated with the Consortium and the proposed
wood chip acetylation plant. The Hull plant will have an initial
capacity of 30,000 tonnes per annum (tpa) (sufficient to
manufacture 40,000m(3) of panels) with scope for expansion. A
minimum of 40% of the plant's output is expected to be sold to
Medite under committed take-or-pay agreements, which corresponds to
break-even cash flow level. The plant is expected to cost
approximately EUR62m, with a further EUR14m required for continued
market seeding, operations, marketing, IP development and
engineering functions.
Final agreements relating to the Consortium, the site, the
supply of chemicals from BP and the off-take agreement with Medite
are expected to be completed by the end of the year. BP and Medite
are also expected to invest a total of EUR30m with the remainder
funded by third parties, including bank debt. In this respect, the
Consortium has also made good progress on securing finance with
term sheets received from a number of providers of project finance
debt and heads of terms agreed with further third party providers
of finance which is expected to result in sufficient funding to
allow the Consortium to be completed. The agreements are expected
to result in Accsys consolidating the Consortium, retaining a
majority ownership of the shares.
Subsequent to the period end, the Consortium parties agreed
further interim funding to enable the next stages of the project to
progress, including the land clearance of the site in Hull and
initial steps associated with the detailed engineering.
Medite Tricoya(R) has continued to be manufactured during the
period using Accoya sold by Accsys to Medite using a temporary
process, pending construction of the dedicated Tricoya plant. This
has enabled sales of Medite Tricoya to grow, with sales volumes of
Medite Tricoya panels increasing by 39% in the calendar year to
September. The increasing sales continue to support our belief that
in time, sales of Tricoya panels could exceed 1.6 million m(3) per
annum.
Intellectual property
Accsys has increased its number of patent applications in the
recent period by expanding its patent families to 23, including
those relating to Tricoya(R) . Applications filed now number 198,
filed in 43 countries. To date 45 patents have been granted in
various countries throughout the world.
Our principal trademark portfolio remains unchanged with our
brands Accoya(R) , Tricoya(R) , the Trimarque device and Accsys(R)
, including transliterations in Arabic, Chinese and Japanese,
protected by registration in 56 countries.
The Company continues to invest in the generation and protection
of valuable know-how and confidential information relating to its
products and processes.
Outlook
The start of our Accoya plant expansion is a key milestone for
the Company. The initial 50% increase in capacity will help us to
meet customer demand and will also increase our profitability as we
benefit from economies of scale and strive to improve our
manufacturing efficiency. This will strengthen Accsys financially
and will better position us to take advantage of the significant
opportunity that we continue to believe exists to monetise our
intellectual property.
The proposed Tricoya Consortium is an exciting prospect and the
parties are working hard to conclude the necessary agreements and
funding later this year, which will enable the first plant to be
built. This would represent a further significant increase in our
overall manufacturing capability and another route to monetise our
intellectual property.
In the shorter term we will continue to grow the Accoya market
in key regions by focusing on sales and marketing activities, which
enable us to develop underlying demand and market acceptance while
at the same time managing the demand ahead of new capacity becoming
on stream by the end of next year.
Paul Clegg
Chief Executive
21 November 2016
Accsys Technologies PLC
Financial Review
Statement of comprehensive income
Group revenue decreased by 5% to EUR25.1m for the six months
ended 30 September 2016 (2015: EUR26.3m). Manufacturing revenue
increased by 1% to EUR24.4m, with revenue from Accoya(R) increasing
by 3% to EUR22.5m, largely as a result of higher sales volumes.
Included in this is revenue attributable to Medite for the
manufacture of Tricoya(R) , which decreased by 2% to EUR2.7m (2015:
EUR2.8m) largely due to timing of deliveries, noting that Medite's
own sales continued to grow in excess of 30%. Licensing and
business development revenue of EUR0.7m (2015: EUR2.2m) was
attributable to our Accoya licensee, Solvay, in respect of the
commencement of the Arnhem expansion and marketing services. The
prior year included EUR1.3m in respect of the expired Global
Marketing agreement with Solvay with a further EUR0.5m of income
recorded in respect of monies received attributable to the Tricoya
project, neither of which was repeated in the current period.
Gross margin decreased from 36% to 27% compared to the same
period in the previous year largely due to the reduction in licence
related income as described above and an increase in cost of sales.
Gross manufacturing margin decreased from 30% to 25% due to the
impact of the timing of the annual maintenance stop, noting that
the gross manufacturing margin in the second half of the last
financial year, which included the annual maintenance stop, was
23%. In addition there was a reduction in pricing to Solvay
effective from 1 January 2016 on the assumption by Solvay of
responsibility for sales and marketing associated with their
76,000m(3) five-year off-take agreement.
Other operating costs, increased from EUR9.4m to EUR10.2m. Staff
costs increased by EUR0.2m to EUR4.8m due to annual inflation
salary increases, an increase in headcount and a change to
management bonuses in which a larger proportion was paid in cash
rather than deferred shares compared to previous periods. This
increase was mitigated as our UK cost base benefited from the
strengthening of the Euro against Sterling during the period. The
Group has undertaken various business development projects
including incurring costs associated with the Arnhem expansion, the
proposed Tricoya consortium and pursuing other long term
opportunities which also contributed to the increase by EUR0.4m.
The remaining increase in costs was largely attributable to
corporate head office costs.
Research and development costs decreased from EUR0.8m to EUR0.6m
as a result of an increase in internal activities which have been
capitalised as intangible assets. See note 7.
Full details of TTL's results have been included in note 6.
Group average headcount increased from 119 in the period to 30
September 2015, to 120 in the period to 31 March 2016 and 124 in
the period to 30 September 2016, with the increase predominantly
attributable to temporary staff supporting the two major
projects.
The increase in the loss before tax by EUR2.8m to EUR2.9m (2015:
EUR0.1m) can largely be attributed to the lower revenue and gross
margin.
The tax charge of EUR0.4m (2015: EUR0.2m) is based on our
expected tax rate for the year and is attributable to the profits
arising from manufacturing operations, offset by expected research
and development tax credits.
Cash flow and financial position
At 30 September 2016, the Group held cash balances of EUR7.9m,
representing a EUR0.3m reduction compared to 31 March 2016. The
reduction in cash in the period is attributable to an increase in
working capital of EUR1.1m, investment in tangible and intangible
fixed assets of EUR1.8m, out-flows from operating activities of
EUR1.5m and offset by the proceeds from the sale of land of
EUR4.2m.
Cash out-flow from operating activities before changes in
working capital of EUR1.5m represented a decrease compared to
EUR1.8m cash in-flow in the equivalent period in the previous year,
reflecting the underlying decline in profits of the Group. The
change in working capital in the six months to September 2016 of
EUR1.1m (2015: EUR3.3m) included an increase relating to
inventories of EUR1.7m in the period due to the expected increase
in sales in the second half of the year and our need to build
inventory levels generally to satisfy customer demand. There was
also an increase in trade and other receivables of EUR0.8m and
trade and other payables of EUR1.4m due to shorter-term working
capital fluctuations.
Investment in tangible fixed assets of EUR1.5m (2015: EUR0.7m)
consisted predominantly of equipment and services in respect of the
Accoya plant expansion and equipment subsequently installed during
the maintenance stop in September which is expected to result in
improved efficiency and reliability of the plant. EUR0.2m of
capitalised internal development costs consisted predominantly of
capitalised costs in respect of Tricoya Technologies Limited (2015:
EUR1.2m, included capitalised costs associated with the
pre-construction engineering for the Hull plant).
Trade and other receivables increased to EUR6.4m (2015: EUR4.3m)
largely as a result of an increase in pre-paid inventory due to be
received shortly after the period end in order to satisfy the
expected higher sales in the second half of the year compared to
the second half of the prior year. Inventory otherwise decreased
marginally to EUR10.2m compared to September 2015 (2015:
EUR10.3m).
The increase in trade and other payables to EUR9.5m (2015:
EUR8.1m) includes the expenses associated with various projects
currently being undertaken by the Group such as the Arnhem plant
expansion, Tricoya Technologies Limited plant construction and
business development activities.
Risks and uncertainties
The Group's principal risks and uncertainties are unchanged from
those set out in its 2016 Annual Report. In addition, as described
above, there is a risk associated with ensuring that our supply
chain is able to meet the demand associated with the increasing
sales. The Group expects to further invest in inventory going
forward as part of the strategy to ensure there are no supply chain
bottlenecks.
Going concern
These condensed consolidated financial statements are prepared
on a going concern basis, which assumes that the Group will
continue in operational existence for the foreseeable future, which
is deemed to be at least 12 months from the date these interim
results were approved. As part of the Group's going concern review,
the Directors have reviewed the Group's trading forecasts and
working capital requirements for the foreseeable future. These
forecasts indicate that, in order to continue as a going concern,
the Group is dependent on achieving certain operating performance
measures relating to the production and sales of Accoya(R) wood
from the plant in Arnhem and the collection of on-going working
capital items in line with internally agreed budgets.
The Directors have considered the internally agreed budgets and
performance measures and believe that appropriate controls and
procedures are in place or will be in place to make sure that these
are met. The Directors believe, while some uncertainty inherently
remains in achieving the budget, in particular in relation to
market conditions outside of the Group's control, that there are a
sufficient number of alternative actions and measures that can be
taken in order to achieve the Group's medium and long term
objectives.
Therefore, the Directors believe that the going concern basis is
the most appropriate basis on which to prepare the financial
statements.
William Rudge
Finance Director
21 November 2016
Accsys Technologies PLC
Directors responsibility statement
The Directors confirm to the best of their knowledge:
-- The Group financial statements have been prepared in
accordance with International Financial Reporting Standards
('IFRSs') as adopted by the European Union and Article 4 of the IAS
Regulation and give a true and fair view of the assets,
liabilities, financial position and profit or loss of the
Group.
-- The interim results include a fair review of the information
required by DTR 4.2.7R being an indication of important events that
have occurred during the first six months of the financial year and
a description of the principal risks and uncertainties for the
remaining six months of the financial year; and
-- The interim Management Report (Narrative) include a fair
review of the information required by DTR 4.28R being disclosure of
related party transactions and changes therein since the last
annual report.
By order of the Board
Angus Dodwell
Company Secretary
21 November 2016
Accsys Technologies PLC
Consolidated interim statement of comprehensive income for the
six months ended 30 September 2016
Note Unaudited Unaudited Audited
6 months 6 months Year
ended ended ended
30 Sept 30 Sept 31 March
2016 2015 2016
EUR'000 EUR'000 EUR'000
Total Total Total
Accoya(R) wood revenue 22,534 21,862 43,466
Licence revenue 500 328 2,849
Other revenue 2,025 4,104 6,454
--------------------------- ----- ---------- ---------- ----------
Total revenue 2 25,059 26,294 52,769
Total cost of sales (18,236) (16,916) (34,597)
Gross profit 6,823 9,378 18,172
Other operating costs 3 (10,176) (9,389) (18,460)
Other gains 4 601 - -
Loss from operations (2,752) (11) (288)
Finance income 1 16 13
Finance expense (104) (98) (191)
Loss before taxation (2,855) (92) (466)
Tax charge (373) (240) (402)
Loss for the period (3,228) (332) (868)
---------- ---------- ----------
Gain arising on
translation of foreign
operations - 33 (27)
Total comprehensive
loss for the period (3,228) (299) (895)
========== ========== ==========
Total comprehensive
loss for the year
is attributable to:
Owners of Accsys
Technologies PLC (3,186) (299) (885)
Non-controlling interests (42) - (10)
Total comprehensive
loss for the period (3,228) (299) (895)
========== ========== ==========
Basic and diluted
loss per ordinary
share 5 EUR(0.04) EUR(0.00) EUR(0.01)
The notes set out on pages 15 to 24 form an integral part of
these condensed financial statements.
Accsys Technologies PLC
Consolidated interim statement of financial position at 30
September 2016
Unaudited Unaudited Audited
6 months 6 months Year
ended ended ended
30 Sept 30 Sept 31 March
Note 2016 2015 2016
EUR'000 EUR'000 EUR'000
Non-current assets
Intangible assets 7 10,945 10,965 10,980
Property, plant and
equipment 8 16,914 19,201 20,272
27,859 30,166 31,252
---------- ---------- ----------
Current assets
Inventories 10,184 10,272 8,345
Trade and other receivables 6,441 4,267 5,647
Cash and cash equivalents 7,866 7,501 8,186
Corporation tax 545 470 412
25,036 22,510 22,590
---------- ---------- ----------
Current liabilities
Trade and other payables (9,455) (8,136) (8,063)
Obligation under finance
lease (347) (265) (354)
Corporation tax (1,929) (1,132) (1,425)
(11,731) (9,532) (9,842)
---------- ---------- ----------
Non-current liabilities
Obligation under finance
lease (1,868) (1,759) (1,947)
(1,868) (1,759) (1,947)
---------- ---------- ----------
Net current assets 13,305 12,978 12,748
Total net assets 39,296 41,385 42,053
Equity and reserves
Share capital - Ordinary
shares 9 4,531 4,489 4,495
Share premium account 128,792 128,779 128,792
Other reserves 10 107,421 106,855 107,441
Retained deficit (201,586) (198,839) (198,842)
Own shares (34) (46) (47)
Foreign currency translation
reserve 153 147 153
Capital value attributable
to Accsys Technologies
PLC 39,277 41,385 41,992
Non-controlling interest
in subsidiary 19 - 61
Total equity 39,296 41,385 42,053
The notes set out on pages 15 to 24 form an integral part of
these condensed financial statements.
Accsys Technologies PLC
Consolidated interim statement of changes in equity for the 6
months ended 30 September 2016
Total
equity
Foreign attributable
currency to equity
Share trans- shareholders
capital Share Other Own lation Retained of the Non-Controlling Total
Ordinary premium reserves Shares reserve earnings company interests Equity
EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000 EUR'000
Balance at
30 Sept 2015
(unaudited) 4,489 128,779 106,855 (46) 147 (198,839) 41,385 - 41,385
-
Total
comprehensive
income/(expense)
for the period - - - - 6 (526) (520) (10) (530)
Share based
payments - - - - - 523 523 - 523
Shares issued 6 - - (1) - - 5 - 5
Premium on
shares issued - 13 - - - - 13 - 13
Issue of
subsidiary
shares to
non-controlling
interests - - 586 - - - 586 71 657
Balance at
31 March 2016 4,495 128,792 107,441 (47) 153 (198,842) 41,992 61 42,053
========= ======== ========= ======== ========= ========== ============== ================= =================
Total
comprehensive
expense for
the period - - - - (0) (3,186) (3,186) (42) (3,228)
Share based
payments - - - - - 442 442 - 442
Shares issued 36 - - 13 - - 49 - 49
Issue of
subsidiary
shares to
non-controlling
interests - - (20) - - - (20) - (20)
Balance at
30 Sept 2016
(unaudited) 4,531 128,792 107,421 (34) 153 (201,586) 39,277 19 39,296
========= ======== ========= ======== ========= ========== ============== ================= =================
See note 8 for details concerning other reserves.
Non-controlling interests relates to the investment of BP
Ventures into Tricoya Technologies Limited (note 6)
The notes set out on pages 15 to 24 form an integral part of
these condensed financial statements.
Accsys Technologies PLC
Consolidated interim statement of cash flow for the six months
ended 30 September 2016
Unaudited Unaudited Audited
6 months 6 months Year End
30 Sept 30 Sept 31 March
2016 2015 2016
EUR'000 EUR'000 EUR'000
Loss before taxation (2,855) (92) (466)
Adjustments for:
Amortisation of intangible assets 276 254 524
Depreciation of property, plant and
equipment 1,090 1,075 2,148
Net (gain)/loss on disposal of property,
plant and equipment (601) (3) 35
Net Finance expense 103 82 177
Equity-settled share-based payment expenses 442 515 1,038
Cash outflows from operating activities
before changes in working capital (1,545) 1,831 3,456
Decrease/(Increase) in trade and other
receivables (765) 609 (714)
(Decrease)/Increase in deferred income (23) (1,586) (1,661)
(Decrease)/Increase in inventories (1,712) (2,379) (453)
(Increase)/Decrease in trade and other
payables 1,394 203 (176)
Net cash absorbed by operating activities
before tax (2,651) (1,322) 452
Tax (paid)/received (2) (2) 229
Net cash absorbed by operating activities (2,653) (1,324) 681
========== ========== =========
Cash flows from investing activities
Interest received 1 17 5
Expenditure on intangible assets (244) (1,206) (1,490)
Disposal of property, plant and equipment 4,223 2 3
Purchase of property, plant and equipment (1,507) (728) (2,565)
Net cash absorbed by investing activities 2,473 (1,915) (4,047)
========== ========== =========
Cashflows from financing activities
Repayment of finance lease (86) (39) (106)
Interest Paid (104) (98) (191)
Proceeds from issue of share capital 50 107 1,124
Share issue costs - - (44)
Net cash from financing activities (140) (30) 783
========== ========== =========
Net decrease in cash and cash equivalents (320) (3,269) (2,583)
Effect of exchange loss on cash and
cash equivalents - (16) (15)
Opening cash and cash equivalents 8,186 10,786 10,786
Closing cash and cash equivalents 7,866 7,501 8,186
========== ========== =========
The notes set out on pages 15 to 24 form an integral part of
these interim financial statements.
Accsys Technologies PLC
Notes to the financial statements for the 6 months ended 30
September 2016
1. Accounting policies
General Information
The principal activity of the Group is the production and sale
of Accoya(R) solid wood and exploitation of technology for the
production and sale of Accoya(R) wood and Tricoya(R) wood elements
via the Company's 100% owned subsidiaries, Titan Wood Limited,
Titan Wood B.V., Titan Wood Technology B.V., Titan Wood Inc. and
97% owned subsidiary, Tricoya Technologies Limited (collectively
the 'Group'). Manufactured through the Group's proprietary
acetylation processes, these products exhibit superior dimensional
stability and durability compared with alternative natural, treated
and modified woods as well as more resource intensive man-made
materials.
The Company is a public limited company, which is listed on AIM
in the United Kingdom and Euronext in the Netherlands, and is
domiciled in the United Kingdom. The registered office is
Brettenham House, 19 Lancaster Place, London, WC2E 7EN.
The condensed consolidated interim financial statements were
approved on 21 November 2016.
These condensed consolidated interim financial statements have
been reviewed, not audited.
Basis of accounting
The Group's condensed financial statements in these interim
results have been prepared in accordance with IFRS issued by the
International Accounting Standards Board as endorsed by the
European Union, in particular International Accounting Standard
(IAS) 34 "interim financial reporting". The financial information
for the six months ended 30 September 2016 and the six months ended
30 September 2015 is unaudited. The comparative financial
information for the full year ended 31 March 2016 does not
constitute the group's statutory financial statements for that
period although it has been derived from the statutory financial
statements for the year then ended. A copy of those statutory
financial statements has been delivered to the Registrar of
Companies and which were approved by the Board of Directors on the
14 June 2016. The auditors' report on those accounts was
unqualified and did not contain a statement under 498(2) or 498(3)
of the Companies Act 2006.
The preparation of interim financial statements requires
management to make judgements, estimates and assumptions that
affect the application of accounting policies and the reported
amounts of assets and liabilities, income and expense. Actual
results may differ from these estimates.
In preparing these interim financial statements, the significant
judgements made by management in applying the Group's accounting
policies and the key sources of estimation uncertainty were the
same as those that applied to the consolidated financial statements
for the year ended 31 March 2016.
The accounting policies adopted are consistent with those of the
previous financial year except for taxes on income in the interim
periods which are accrued using the tax rate that would be
applicable to the expected total annual profit or loss.
Changes in accounting policies
No new accounting standards, amendments or interpretations have
been adopted in the period which have any impact on these condensed
financial statements, or are expected to affect the Group's 2017
Annual Report other than as noted below. The accounting policies
and methods of computation are consistent with those applied in the
31 March 2016 annual financial statements.
Going concern
These condensed consolidated financial statements are prepared
on a going concern basis, which assumes that the Group will
continue in operational existence for the foreseeable future, which
is deemed to be at least 12 months from the date these interim
results were approved. As part of the Group's going concern review,
the Directors have reviewed the Group's trading forecasts and
working capital requirements for the foreseeable future. These
forecasts indicate that, in order to continue as a going concern,
the Group is dependent on achieving certain operating performance
measures relating to the production and sales of Accoya(R) wood
from the plant in Arnhem and the collection of on-going working
capital items in line with internally agreed budgets.
The Directors have considered the internally agreed budgets and
performance measures and believe that appropriate controls and
procedures are in place or will be in place to make sure that these
are met. The Directors believe, while some uncertainty inherently
remains in achieving the budget, in particular in relation to
market conditions outside of the Group's control, that there are a
sufficient number of alternative actions and measures that can be
taken in order to achieve the Group's medium and long term
objectives. Therefore, the Directors believe that the going concern
basis is the most appropriate on which to prepare the financial
statements.
2. Segmental reporting
The Group's business is the development, commercialisation and
licensing of proprietary technology for the manufacture of
Accoya(R) wood, Tricoya(R) wood elements and related acetylation
technologies. Segmental reporting is divided between licensing
activities, the manufacturing and sale of Accoya(R) and research
and development activities.
Licensing, management
Result by Segment: and business development
Unaudited Unaudited Audited
6 months 6 months Year
ended ended ended
30 Sept 30 Sept 31 March
2016 2015 2016
EUR'000 EUR'000 EUR'000
Revenue 714 2,205 5,422
Cost of sales - - -
Gross profit/(loss) 714 2,205 5,422
Other operating
costs (6,308) (5,420) (10,063)
Loss from operations (5,594) (3,215) (4,641)
Loss from Operations (5,594) (3,215) (4,641)
Depreciation
and amortisation 341 281 609
EBITDA (5,253) (2,934) (4,032)
---------------------- ---------- ---------- ---------
Manufacturing
---------------------------------
Revenue 24,345 24,089 47,347
Cost of sales (18,236) (16,916) (34,597)
Gross profit/(loss) 6,109 7,173 12,750
Other operating
costs (3,297) (3,205) (6,487)
Other gain 601 - -
Profit/(loss)
from operations 3,413 3,968 6,263
Profit/(loss)
from operations 3,413 3,968 6,263
Depreciation
and amortisation 1,057 1,022 2,016
EBITDA 4,470 4,989 8,279
---------------------- ---------- ---------- ---------
Research and development
---------------------------------
Revenue - - -
Cost of sales - - -
Gross profit/(loss) - - -
Other operating
costs (571) (764) (1,910)
Loss from operations (571) (764) (1,910)
Loss from Operations (571) (764) (1,910)
Depreciation
and amortisation 26 23 47
EBITDA (545) (741) (1,863)
---------------------- ---------- ---------- ---------
Total
---------------------------------
Revenue 25,059 26,294 52,769
Cost of sales (18,236) (16,916) (34,597)
Gross profit/(loss) 6,823 9,378 18,172
Other operating
costs (10,176) (9,389) (18,460)
Other gain 601 - -
Loss from operations (2,752) (11) (288)
Finance income 1 17 13
Finance expense (104) (98) (191)
Loss before
taxation (2,855) (92) (466)
Loss from Operations (2,752) (11) (288)
Depreciation
and amortisation 1,423 1,325 2,672
========== ========== =========
EBITDA (1,329) 1,314 2,384
---------------------- ---------- ---------- ---------
Licensing, Management and Business Development
Revenue is attributable to the licensing of the Group's
technology to third parties and other monies received in respect of
its business development activities.
Other operating costs include all remaining costs unless they
are directly attributable to Manufacturing or Research and
Development. This includes marketing, business development and the
majority of the Group's administration costs including the head
office in London (previously Windsor) as well as the US office.
Headcount = 27 (2015: 22)
Manufacturing
Revenue includes the sale of Accoya(R) and other revenue,
principally relating to the sale of acetic acid. All costs of sales
are allocated against manufacturing activities unless they can be
directly attributable to a licensee.
Other operating costs include depreciation of the Accoya plant
all other costs associated with the operation of the manufacturing
site, including directly attributable administration costs.
Headcount = 86 (2015: 84)
Research and Development
Costs are associated with various R&D activities associated
with Accoya(R) and Tricoya(R) products and processes.
Headcount = 12 (2015: 13)
Assets and liabilities cannot be readily allocated to the three
segments and therefore no additional segmental information has been
disclosed.
Analysis of revenue by geographical destination:
Unaudited Unaudited Audited
6 months 6 months Year
ended ended ended
30 Sept 30 Sept 31 March
2016 2015 2016
EUR'000 EUR'000 EUR'000
UK and
Ireland 10,577 9,571 21,426
Rest of
Europe 5,924 7,868 14,085
Benelux 3,762 3,904 7,764
Americas 2,849 2,449 4,846
Asia-Pacific 1,814 2,345 4,382
Rest of
World 133 156 266
25,059 26,294 52,769
========== ========== =========
The segmental assets in the current and previous periods were
predominantly held in Europe. Additions to property, plant,
equipment and intangible assets in the current and previous periods
were predominantly incurred in Europe. Sales to UK and Ireland
included the sales to Medite.
3. Other operating costs
Other operating costs consist of the operating costs, other than
the cost of sales, associated with the operation of the plant in
Arnhem and the offices in Dallas and London (previously
Windsor).
Unaudited Unaudited Audited
6 months 6 months Year
ended ended ended
30 Sept 30 Sept 31 March
2016 2015 2016
EUR'000 EUR'000 EUR'000
Sales and marketing 2,006 1,805 3,743
Research and development 571 764 1,863
Depreciation and amortisation 1,423 1,326 2,672
Other operating
costs 2,259 2,097 3,554
Administration
costs 3,917 3,397 6,628
10,176 9,389 18,460
=================== ========== =========
Administrative costs include costs associated with Business
Development and Legal departments, Intellectual Property as well as
Human Resources, IT, Finance, Management and General Office and
include the costs of the Group's head office costs in London
(previously Windsor) and the US office in Dallas.
The total cost of EUR10.2m in the current period includes
EUR1.4m in respect of Tricoya Technologies Limited ('TTL') compared
to EUR0.9m in the previous period.
The Group headcount increased from 119 during period to 30
September 2015 to 121 during period to 31 March 2016 and then to
125 to period to 30 September 2016.
During the period EUR0.2m of costs were capitalised and are
included within intangible fixed assets (2015: EUR1.2m). In
addition EUR0.3m of development costs have been capitalised and are
included within tangible fixed assets (2015: EUR0.5m) in relation
to the expansion of the manufacturing facility in Arnhem. The
previous period figure includes EUR1m in respect of the Tricoya(R)
Front End Engineering and Design Package.
4. Other gains
Unaudited Unaudited Audited
6 months 6 months Year
ended ended ended
30 Sept 30 Sept 31 March
2016 2015 2016
EUR'000 EUR'000 EUR'000
Gain from disposal of land 635 - -
Net gain/(loss) from disposal
of equipment (34) - -
601 - -
========== ========== =========
Agreements were reached in August 2016 for the sale and
leaseback for the land in Arnhem resulting in proceeds of EUR4.2m
received in the period. A resulting gain of EUR635,000 was
recognised as a result of the book value of the land being lower
than the sale price. Under the arrangements, the landlord has
agreed to construct a new warehouse and office building which will
be connected to Accsys's existing manufacturing site. This building
will be built by the landlord and leased to Accsys over a 20 year
period with further option to renew. The landlord is the same
landlord that Accsys sold land and buildings to in 2011 and 2012
associated with the existing manufacturing plant.
5. Loss per share
Unaudited Unaudited Audited
6 months 6 months Year
ended ended ended
30 Sept 30 Sept 31 March
Basic and diluted loss per share 2016 2015 2016
Total Total Total
Weighted average number of
Ordinary shares in issue ('000) 90,248 89,287 89,568
Loss for the period (EUR'000) (3,186) (332) (858)
Basic and diluted loss per share EUR(0.04) EUR(0.00) EUR(0.01)
========== ========== ==========
Basic and diluted losses per share are based upon the same
figures. Share options are considered anti-dilutive as these would
increase the loss per share.
6. Tricoya Technologies Limited
Tricoya Technologies Limited ('TTL'), was incorporated in order
to develop and exploit Accsys' Tricoya technology for use within
the worldwide panel products market estimated to be worth more than
EUR60 billion annually.
In February 2016 BP's participation in the proposed consortium
(the 'Consortium') to fund, build and operate the world's first
Tricoya(R) wood elements acetylation plant was announced. Accsys
and BP Ventures ('BPV') agreed initial funding in respect of the
Consortium, with BPV acquiring an initial 3% equity interest in
Tricoya Technologies Limited ('TTL'), implying a valuation of TTL
at EUR35 million today. The plant is expected to be located at the
Saltend Chemicals Park in Hull, UK, adjacent to BP's existing
acetyls facility.
Since then, significant progress has been made with our
Consortium partners, BP and Medite, in respect of detailed planning
and the agreements associated with the Consortium and the proposed
wood chip acetylation plant. The Hull plant will have an initial
capacity of 30,000 tonnes per annum (tpa) (sufficient to
manufacture 40,000m(3) of panels) with scope for expansion. A
minimum of 40% of the plant's output is expected to be sold to
Medite under committed take-or-pay agreements, which corresponds to
break-even cash flow level. The plant is expected to cost
approximately EUR62m, with a further EUR14m required for continued
market seeding, operations, marketing, IP development and
engineering functions.
Final agreements relating to the Consortium, the site, the
supply of chemicals from BP and the off-take agreement with Medite
are expected to be completed by the end of the year. BP and Medite
are also expected to invest a total of EUR30m with the remainder
funded by third parties, including bank debt. In this respect, the
Consortium has also made good progress on securing finance with
term sheets received from a number of providers of project finance
debt and heads of terms agreed with further third party providers
of finance which is expected to result in sufficient funding to
allow the Consortium to be completed.
Subsequent to the period end, the Consortium parties agreed
further interim funding to enable the next stages of the project to
progress, including the land clearance of the site in Hull and
initial steps associated with the detailed engineering.
There was increased activity in the current period in relation
to preparing to commence detailed work following completion of the
Consortium agreements. The increased cost consists of higher staff
costs, research and development and Intellectual Property.
During the period ended 30 September 2016, TTL has been fully
consolidated and the results are included as part of the overall
group results and included within the Business Development segment
as set out in Note 2.
Subsequent to the period end, the Consortium parties agreed
further interim funding to enable the next stages of the project to
progress, including the land clearance of the site in Hull and
initial steps associated with the detailed engineering.
The TTL results for the period from 1 April 2016 to 30 September
2016, together with the balance sheet as at 30 September 2016 are
set out below:
Income statement for TTL:
Consolidated Consolidated Consolidated
Unaudited Unaudited Audited
6 months 6 months Year
ended ended ended
30 Sept 30 Sept 31 March
2016 2015 2016
EUR'000 EUR'000 EUR'000
Licence revenue - 75 75
Other income 23 30 243
Total revenue 23 105 318
============= ============= =============
Costs:
Staff costs 814 612 864
Research & development (excluding
staff costs) 38 60 142
Intellectual Property 338 151 303
Sales & marketing 26 18 214
Amortisation 84 66 143
Total operating costs 1,300 907 1,666
============= ============= =============
Finance income - - -
EBIT 1,277 802 1,348
============= ============= =============
Group share of EBIT 1,235 802 1,338
============= ============= =============
Tricoya Technologies Limited statement of financial position at
30 September 2016:
Unaudited Unaudited Audited
6 months 6 months Year
ended ended ended
30 Sept 30 Sept 31 March
2016 2015 2016
EUR'000 EUR'000 EUR'000
Non-current assets
Intangible assets 3,192 2,899 3,065
Current assets
Receivables due within one year 160 160 230
Cash and cash equivalents 298 117 1,519
Total current assets 458 277 1,749
---------- ---------- ---------
Current liabilities
Trade and other payables (2,404) (2,099) (2,220)
Net current assets (1,946) (1,822) (471)
---------- ---------- ---------
Net assets 1,246 1,078 2,594
========== ========== =========
97% attributable to Accsys Technologies
2016 (2015: 100%) 1,209 1,078 2,517
Less elimination of mark-up on recharged - (14) -
costs
========== ========== =========
Equity and reserves
Share capital 8,206 5,900 8,206
Accumulated loss (7,560) (5,422) (6,212)
Other reserves 600 600 600
Total equity 1,246 1,078 2,594
========== ========== =========
Intangible assets represents internal development costs
capitalised relating to the development of the Tricoya product and
production process, including Front End Engineering and Design
which has been undertaken in the period in respect of the first
Tricoya production plant envisaged to be funded, constructed and
operated by the proposed new Consortium.
7. Intangible assets
Internal Intellectual
Development property
costs rights Goodwill Total
EUR'000 EUR'000 EUR'000 EUR'000
Cost
At 31 March 2015 4,037 73,292 4,231 81,560
Additions 1,206 - - 1,206
At 30 September 2015 5,243 73,292 4,231 82,766
Additions 285 - - 285
At 31 March 2016 5,528 73,292 4,231 83,051
============ ============= ========= ========
Additions 241 - - 241
At 30 September 2016 5,769 73,292 4,231 83,292
============ ============= ========= ========
Accumulated amortisation
At 31 March 2015 358 71,188 - 71,546
Amortisation 117 138 - 255
At 30 September 2015 475 71,326 - 71,801
Amortisation 132 138 270
At 31 March 2016 607 71,464 - 72,071
============ ============= ========= ========
Amortisation 138 138 276
At 30 September 2016 745 71,602 - 72,347
============ ============= ========= ========
Net book value
At 30 September 2016 5,024 1,690 4,231 10,945
At 31 March 2016 4,921 1,828 4,231 10,980
At 30 September 2015 4,768 1,966 4,231 10,965
At 31 March 2015 3,679 2,104 4,231 10,014
8. Property, plant and equipment
Land and Plant Office
buildings and machinery equipment Total
EUR'000 EUR'000 EUR'000 EUR'000
Cost or valuation
At 31 March 2015 5,251 28,365 822 34,438
Additions - 682 46 728
Disposals - - (12) (12)
Foreign currency translation
(loss) - - (7) (7)
At 30 September 2015 5,251 29,047 849 35,147
Additions - 1,792 389 2,181
Disposals - (114) 1 (113)
Foreign currency translation
gain - - (1) (1)
At 31 March 2016 5,251 30,725 1,238 37,214
Additions - 1,343 53 1,396
Disposals (3,606) (64) - (3,670)
Foreign currency translation
(loss) - - 2 2
At 30 September 2016 1,645 32,004 1,293 34,942
=========== =============== =========== ========
Depreciation
At 31 March 2015 424 13,732 734 14,890
Charge for the period 59 971 45 1,075
Disposals - - (12) (12)
Foreign currency translation
(loss) - - (7) (7)
At 30 September 2015 483 14,703 760 15,946
Charge for the period 58 941 74 1,073
Disposals - (76) - (76)
Foreign currency translation
gain - - (1) (1)
At 31 March 2016 541 15,568 833 16,942
Charge for the period 59 947 84 1,090
Disposals - (6) - (6)
Foreign currency translation
(loss) - - 2 2
At 30 September 2016 600 16,509 919 18,028
=========== =============== =========== ========
Net book value
At 31 March 2015 4,827 14,633 88 19,548
At 30 September 2015 4,768 14,344 89 19,201
At 31 March 2016 4,710 15,157 405 20,272
At 30 September 2016 1,045 15,495 374 16,914
9. Share capital
In the period ended 30 September 2015:
Own shares represents 786,893 ordinary shares of EUR0.05 each in
the capital of the Company ("Ordinary Shares") issued to an
Employee Benefit Trust ('EBT') at nominal value on 30 June
2015.
On 6 July 2015, a total of 20,000 Ordinary Shares were issued to
employees under the Company's share option scheme.
In addition, of the 783,597 Ordinary Shares which had been
issued to the EBT at nominal value on 18 August 2014, 746,241
Ordinary Shares vested on 1 July 2015. Of these beneficiaries
elected to sell 390,683 Ordinary Shares in the market.
On 8 August 2015, a total of 27,825 Ordinary Shares were issued
and released to employees together with the 22,825 Ordinary Shares
issued to an employee trust on 8 August 2014 under the terms of the
Employee Share Participation Plan (the "Trust").
On 13 August 2015, a total of 63,909 Ordinary Shares were issued
to a trust under the terms of the Trust.
In the period ended 31 March 2016:
On 10 December 2015, a total of 16,123 Ordinary Shares were
issued to a Trust under the terms of the Employee Share
Participation Plan.
In the period ended 31 September 2016:
Own shares represents 673,355 Ordinary Shares issued to the EBT
at nominal value on 4 July 2016.
In addition, of the Ordinary Shares which had been issued to the
EBT previous year, 938,449 Ordinary Shares vested on 15 July 2016.
Of these beneficiaries elected to sell 498,318 Ordinary Shares in
the market.
On 15 August 2016, a total of 63,909 Ordinary Shares were issued
and released to various employees under the terms of the Employee
Share Participation Plan.
10. Other Reserves
Capital
redemp- Total
tion Warrant Merger Other Other
reserve reserve reserve reserve reserves
EUR000 EUR000 EUR000 EUR000 EUR000
Balance at 30 September 2015 148 - 106,707 - 106,855
Issue of subsidiary shares
to non-controlling interests (299) - - 885 586
Balance at 31 March 2016 (151) - 106,707 885 107,441
========= ========= ========= ========= ==========
Adjustment to liability relating
to non-controlling interests (20) - - - (20)
Balance at 30 September 2016 (171) - 106,707 885 107,421
========= ========= ========= ========= ==========
The opening balance from September 2015 of the capital
redemption reserve represents the amounts transferred from share
capital on redemption of deferred shares in a previous period. The
movement for the year ended 31 March 2016 and in the
current period reflects obligations arising from the investment
by BP Ventures into Tricoya Technologies Limited and that BP
Venture's on-going participation is conditional upon the
finalisation of the full proposed Consortium.
The merger reserve arose prior to transition to IFRS when merger
accounting was adopted.
The other reserve represents the amounts received for subsidiary
share capital from non-controlling interests (note 11).
11. Transactions with non-controlling interests
On 3 February 2016, TTL issued 500,000 Series A Preference
shares for the consideration of EUR1m for 3% equity share capital
of TTL. The carrying amount of the non-controlling interests in TTL
on the date of acquisition was EUR71,000. The Group recognised an
increase in other reserves in the prior period, as summarised
below.
Transactions with non-controlling Unaudited Unaudited Audited
interests
6 months 6 months Year
ended ended ended
30 Sept 30 Sept 31 March
2016 2015 2016
EUR'000 EUR'000 EUR'000
Carrying amount of non-controlling
interests issued 885 - (71)
Consideration paid by non-controlling
interests - - 1,000
Share issue costs relating
to non-controlling interests - - (44)
Excess of consideration paid
recognised in Group's equity 885 - 885
========== ========== =========
12. Events occurring after the reporting period
On 24 October 2016, TTL issued further shares for the
consideration of EUR1m. EUR0.4m was contributed by Accsys with
EUR0.6m contributed by BP Ventures, bringing their total investment
to EUR1.6m.
Accsys Technologies PLC
Independent review report to Accsys Technologies PLC
Our conclusion
We have reviewed Accsys Technologies PLC's consolidated interim
financial statements (the "interim financial statements") in the
interim results for the six months ended 30 September 2016 of
Accsys Technologies Plc for the 6 month period ended 30 September
2016. Based on our review, nothing has come to our attention that
causes us to believe that the interim financial statements are not
prepared, in all material respects, in accordance with
International Accounting Standard 34, 'Interim Financial
Reporting', as adopted by the European Union and the AIM Rules for
Companies.
What we have reviewed
The interim financial statements comprise:
-- the consolidated interim statement of financial position as at 30 September 2016;
-- the consolidated interim statement of comprehensive income for the period then ended;
-- the consolidated interim statement of cash flows for the period then ended;
-- the consolidated interim statement of changes in equity for the period then ended; and
-- the explanatory notes to the interim financial statements.
The interim financial statements included in the interim results
for the six months ended 30 September 2016 have been prepared in
accordance with International Accounting Standard 34, 'Interim
Financial Reporting', as adopted by the European Union and the AIM
Rules for Companies.
As disclosed in note 1 to the interim financial statements, the
financial reporting framework that has been applied in the
preparation of the full annual financial statements of the Group is
applicable law and International Financial Reporting Standards
(IFRSs) as adopted by the European Union.
Our responsibilities and those of the directors
The interim results for the six months ended 30 September 2016,
including the interim financial statements, is the responsibility
of, and has been approved by, the directors of the Company. The
directors are responsible for preparing the interim results for the
six months ended 30 September 2016 in accordance with the AIM Rules
for Companies which require that the financial information must be
presented and prepared in a form consistent with that which will be
adopted in the Company's annual financial statements.
Our responsibility is to express a conclusion on the interim
financial statements in the interim results for the six months
ended 30 September 2016 based on our review. This report, including
the conclusion, has been prepared for and only for the Company for
the purpose of complying with the AIM Rules for Companies and for
no other purpose. We do not, in giving this conclusion, accept or
assume responsibility for any other purpose or to any other person
to whom this report is shown or into whose hands it may come save
where expressly agreed by our prior consent in writing.
What a review of interim financial statements involves
We conducted our review in accordance with International
Standard on Review Engagements (UK and Ireland) 2410, 'Review of
Interim Financial Information Performed by the Independent Auditor
of the Entity' issued by the Auditing Practices Board for use in
the United Kingdom. A review of interim financial information
consists of making enquiries, primarily of persons responsible for
financial and accounting matters, and applying analytical and other
review procedures.
A review is substantially less in scope than an audit conducted
in accordance with International Standards on Auditing (UK and
Ireland) and, consequently, does not enable us to obtain assurance
that we would become aware of all significant matters that might be
identified in an audit. Accordingly, we do not express an audit
opinion.
We have read the other information contained in the interim
results for the six months ended 30 September 2016 and considered
whether it contains any apparent misstatements or material
inconsistencies with the information in the interim financial
statements.
PricewaterhouseCoopers LLP
Chartered Accountants
London
21 November 2016
This information is provided by RNS
The company news service from the London Stock Exchange
END
IR LFFEILSLLFIR
(END) Dow Jones Newswires
November 22, 2016 02:01 ET (07:01 GMT)
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