TIDMIDA
RNS Number : 6673P
IdaTech PLC
30 March 2009
?
+-------------------------------------+-------------------------------------+
| For immediate release | 30 March 2009 |
+-------------------------------------+-------------------------------------+
IdaTech plc
("IdaTech" or "the Company")
IdaTech plc (AIM: IDA), an advanced fuel cell product company operationally
headquartered in Bend, Oregon, USA, today announces its Preliminary Results for
the 12 months ended 31 December 2008.
Financial highlights
· Sales increased 16.8% to US$5.9m
· Product revenue increased two and a half times to US$2.4m
· Increased investment in R&D up 24.7% to US$12.0m (2007: US$ 9.7 million)
·Operating loss for the year to 31 December 2008 was US$21.9m (2007 : US$16.3m)
due to planned investment in operations, R & D and sales
Operational highlights
o Significant contract signed in October 2008 with ACME Telepower ("ACME") for
10,000 5 kW units Potential for up to 30,000 units in total over 4 years
· Commenced the development of two systems under the ACME agreement
o Direct hydrogen systems:
§ Since the end of 2008
§ Built a number of prototypes
§ Prototypes currently operating successfully
§ Deliveries for Q2 2009 on schedule
o Natural Gas fueled systems:
§ Development schedule on track
§ On time for Q1 2010 shipments to ACME
§ Significant technological and system design advances
· 83 ElectraGenTM units delivered (an increase of 2.5 times over 2007)
· 9 iGenTM Industrial units delivered to key potentially high growth customers
· The number of telecommunications companies IdaTech is certified with doubled
to 10
· 35 unit order from US telecommunications company in December, all now deployed
and working in the field
Commenting on the results Harol Koyama, Chief Executive Officer of IdaTech,
said:
"Much was achieved towards our long term goals in 2008. During the year
IdaTech's technology received huge validation from ACME who placed a 10,000 unit
order for a 5kW natural gas fuel cell system. These units are to be delivered in
2009 and 2010, predominantly for the market in India, with the possibility of
further orders totaling 20,000 units. This contract is highly important, as it
validates a mass market for the Company's products and will establish a base
production platform for low cost, high volume fuel cell products and components
which IdaTech believes will help early adoption.
During 2008, IdaTech continued to differentiate itself with its ability to make
hydrogen onsite and as needed from liquid fuel using its proprietary reformer
technology. By the end of the year, IdaTech doubled the number of
telecommunications companies it is certified with to ten. Five of these are from
the top ten, ranked by global revenue.
The advances that IdaTech has made have resulted in product simplification and
performance improvements at significantly reduced overall cost. The systems
delivered under the ACME Agreement will be the first to benefit from these
changes; these will be followed by the next generation ElectraGenTM and iGenTM
products."
For further information please contact:
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| IdaTech plc | +1 541 383 3390 |
+----------------------------------------+----------------------------------+
| Harol Koyama, Chief Executive Officer | |
+----------------------------------------+----------------------------------+
| James Cooke, Chief Financial Officer | |
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| | |
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| Numis Securities Limited | +44 (0) 20 7260 1000 |
+----------------------------------------+----------------------------------+
| Michael Meade / Hugh Jonathan | |
| (Nominated Adviser) | |
| | |
+----------------------------------------+----------------------------------+
| Buchanan Communications | +44 (0) 20 7466 5000 |
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| Charles Ryland / Catherine Breen | |
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Chairman's Statement
IdaTech made good progress towards its long term goals in what was a challenging
year due to the worldwide economic downturn. The key objectives of IdaTech
during the year were to increase the number of units sold into commercial field
deployments, increase the number of customers with whom IdaTech's products are
certified and drive down costs.
In 2008, revenue derived from product sales increased 2.5 times to US$2.4
million over that in 2007, with 83 ElectraGenTM units and 9 iGenTM sold (2007 :
32 and nil respectively) the vast majority within Latin America and North
America. In addition, IdaTech doubled the number of customers with whom it is
qualified as a certified vendor to ten.
In October 2008, IdaTech entered into an agreement for a large scale order with
the Indian ACME Telepower Group ("ACME") for the development and delivery of
10,000 units commencing 2009 with a possibility for a further two orders of
10,000 each for delivery between 2011 and 2013.The successful delivery of a
contract of this size inevitably carries significant cost and specification
challenges. Notwithstanding these challenges, IdaTech has made huge steps
forward during the year.
Financial Overview
The prior period reported in the financial statements consists of a long period
of account from 13 July 2006 to 31 December 2007. In order to present a
meaningful overview of the Group's activities the following financial overview
compares the results for 2008 with the unaudited proforma results for the year
to 31 December 2007.
Total sales increased 16.8% to US$5.9 million in 2008 compared with the
unaudited proforma result for the year to 31 December 2007 of US$5.1 million.
The increase in product sales of US $1.4 million over that in 2007 was offset by
a decrease in project related revenue of US$0.4 million as IdaTech concentrated
its focus on the ACME Agreement in the latter part of 2008.
The operating loss for the year to 31 December 2008 was US$21.9 million (2007
US$16.3 million) as a result of the planned investment in operations, research
and development and sales. Cash flow utilised by operations increased to US$18.1
million in the year (2007 US$13.6 million after a tax receipt of $0.3m).
Funding
IdaTech's majority shareholder, Investec, has indicated its intention to provide
financial support for the Company for at least 12 months from the date of
signing these financial statements. As a result of this support, these financial
statements have been prepared on a going concern basis. The Board believes
additional funding will be needed in order to reach cash breakeven. Further
details are included in note 2 to these preliminary results.
People
On behalf of the Board, I would like to thank everyone at IdaTech for their hard
work, dedication and ability to rise to the numerous challenges that faced the
Company in 2008
With the skill and experience within the Group, IdaTech is very well placed to
take advantage of the significant opportunities that will arise over the next
few years.
Chief Executive's Business Review
Strategy
Despite the current global recession, IdaTech made significant progress
achieving further commercial penetration and developing a more focused approach
to achieve mass adoption of its fuel cell products. The Group's approach to
capturing the opportunity in its critical power markets is twofold: continue to
lay the foundation for mass commercial adoption of IdaTech's ElectraGen(TM) line
of fuel cell products, and execute against the large scale commercial contract
with ACME in India.
Achieving adoption.
During 2008, IdaTech continued to differentiate itself with its ability to make
hydrogen onsite and as needed from liquid fuel using its proprietary reformer
technology. The Group has found that this is a key competitive advantage and an
enabler to early adoption of its fuel cell products. By the end of the year,
IdaTech doubled the number of telecommunication companies it is certified with
to ten. Five of these are from the top ten, ranked by global revenue. The
Company also signed a national sales agreement with a top US telecommunication
operator and began its first significant deployments in the USA. IdaTech is now
certified in the USA, Mexico, Guatemala, Spain, Italy, UK and France.
Certification by a telecommunications operator is a major commercial milestone
which enables the Group's products to be sold throughout the telecommunication
network.
The ACME Agreement.
In October 2008, the Company signed a contract with ACME to develop and deliver
up to 10,000 5kW fuel cell systems. ACME is a leading provider of comprehensive
passive infrastructure solutions to wireless telecommunication operators in
India. These systems are for deployment principally in India by 2010 with a
possible two additional 10,000 unit orders. If successful, this contract will
be highly important as it will validate a mass market for the Group's products
and will establish a base production platform for low cost, high volume fuel
cell products and components which IdaTech believes will help early adoption.
The advances that IdaTech has made to date have resulted in product
simplification and performance improvements at significantly reduced overall
cost. The systems delivered under the ACME Agreement will be the first to
benefit from these changes; these will be followed by the next generation
ElectraGenTM and iGenTM products.
While IdaTech's commercial efforts remain squarely focused on these two
strategies, the Group continues to drive development in advanced diesel based
fuel cell systems and industrial applications for metal membrane hydrogen
production, prioritising resources and deliverables as necessary.
ACME Agreement and Update
The Agreement is a three party contract between IdaTech, ACME and Ballard Power
Systems Inc. ("Ballard"). Under the Agreement, IdaTech will supply ACME with an
initial 310 hydrogen fuel cell systems in 2009. In 2010 IdaTech will sell
natural gas reformed fuel cell systems to ACME which will incorporate an IdaTech
specially designed natural gas reformer. The fuel cell stacks will be supplied
by Ballard. The Agreement is subject to IdaTech and Ballard demonstrating
certain design and performance criteria for the systems ahead of full deployment
in early 2010.
ACME intends to deploy the systems throughout its key markets in India,
principally as long duration backup power for base stations of its
telecommunication customers. The systems will provide ACME's customers with a
more economic, reliable and environmentally acceptable product and will take
advantage of the anticipated build out over the next three years of over 200,000
new base stations throughout India.
The ACME Agreement provides validation of the Group's key competitive advantages
which include its proprietary multi-fuel reforming and systems integration
capabilities. IdaTech's ability to reform a variety of commonly available fuels
to produce hydrogen on site and as needed, enables IdaTech's products to
overcome the so called hydrogen barrier, the difficulties in supplying and
managing compressed hydrogen gas which has previously been one of the key
factors which has deterred the mass adoption of fuel cells.
The prototype of the hydrogen system has been running for six weeks and the five
long-test units have been built and are commencing design validation testing.
Shipments are expected to commence at the end of the second quarter and be
complete by the end of 2009.
The development of the Natural Gas system is on schedule and is expected to be
ready for shipment at the beginning of 2010 as planned.
The initial 310 systems deliverable under the ACME Agreement will be built at
IdaTech's manufacturing facility in Tijuana, Mexico. which is currently being
expanded and upgraded. These improvements will be used to produce the next
generation ElectraGenTM systems once the hydrogen systems have been produced and
shipped by the end of 2009.
IdaTech is in the process of establishing a manufacturing facility in the Delhi
region of India to produce the natural gas fuelled systems. This factory will
benefit from proximity to the customer and the competitive supply chain that
India offers and a flexible and skilled work force. The production facility will
be established in the second half of 2009 and will be fully operational by the
end of that year.This facility will be based on a similar model to that used in
Tijuana, which was successfully completed on schedule and budget in 2007 at a
low capital cost. The Indian facility's capacity will be 4-5 times larger than
that of Tijuana, giving the ability to produce approximately 10,000 units per
annum. IdaTech anticipates using this production facility as an additional
platform for IdaTech's low cost manufacturing of fuel cell systems. IdaTech will
continue to produce systems at its Mexican facility for its non-Indian business.
Commercial Update
ElectraGenTM
The ElectraGen(TM) is IdaTech's primary family of fuel cell products with 5kW
and 3kW power outputs. In 2008, IdaTech secured an additional five vendor
qualifications, bringing the total as at the end of the year to ten. IdaTech
continued to distribute its products through its global channel partner network
as well as directly to the end user telecommunication companies. The Group's
focus was on those customers and geographies, such as North America, Latin
America and South Africa, where IdaTech can demonstrate a compelling value
proposition and where the Group believes there is significant potential for
early market adoption.
As well as seeding the market with a number of telecommunication companies this
year, the Group sold 83 ElectraGenTM systems, substantially more than the 32 in
the previous year. Of these, 70 were sold to six key telecommunication companies
in North America and Latin America for commercial field deployment which IdaTech
believes may produce larger scale deployments in 2009 and 2010. These systems
are providing power in remote and difficult locations, some of which have never
had backup capability before. Of the 83 systems, 94% were fully integrated
reformed products using a methanol-water mix as a fuel, further demonstrating
the preference for IdaTech's fuel reforming technology.
As previously announced, IdaTech is also targeting deployments in which there
are incentives for fuel cells. The United States currently provides a tax
incentive for fuel cell deployments, which was recently extended until 2016.
During the year, the Group secured a national sales agreement with a major US
telecommunications operator and won an order for 35 ElectraGen(TM) XTi systems
which were successfully shipped to Florida to support sites at risk from
hurricanes.
In Europe, IdaTech is participating in a German Government sponsored program,
the National Program for Innovation through its German distributor, b+w
Electronics GmbH ("b+w"). In September 2008, IdaTech received an order from b+w
for 30 direct hydrogen systems, 18 of which will be sold to b+w under this
program in 2009.
At the end of the year, IdaTech had received orders for 32 ElectraGenTM systems
which were not yet shipped (2007 nil).
iGenTM
The iGenTM Industrial is a compact certified 250W integrated fuel cell and
reformer system for charging batteries in industrial applications. It is
designed to work with battery packs and renewable energy systems such as solar
and wind power in challenging environments.
The iGenTM Industrial product is currently under trial in a number of
applications such as traffic signaling and portable traffic signage. Once these
trials are completed, IdaTech expects iGen(TM) sales to increase and the Group
will continue to drive the larger scale commercialisation of the product. In
total 9 iGenTM systems were sold (2007 nil).
Technical Development
The focus of the technical development during the year has been on advancing
IdaTech's proprietary core competences in multi-fuel reforming, purification,
integration and control technologies. In these areas, IdaTech has made a number
of significant advancements which will be incorporated into the natural gas
product developed under the ACME agreement and into the next generation
ElectraGenTM and iGenTM products, due for launch in 2011. These will enable
IdaTech to produce more robust and significantly more cost effective integrated
fuel cell systems. The first of these products to be launched will be the
natural gas fuelled system for deployment in early 2010 under the ACME contract.
Hydrogen System for ACME
Development on the hydrogen system under the ACME Agreement commenced in the
second half of the year. The hydrogen system is due for launch at the end of the
first half of 2009 and remains on target. A prototype has been successfully
running for two months and units for long term testing are being assembled.
Natural Gas System development for ACME
The development of the natural gas system also commenced in the second half of
the year. This product is due for launch in the first quarter of 2010 and the
development remains on target to meet that due date. This product has
significant cost and specification challenges which are being addressed by
incorporating the technological advances in natural gas reforming, purification,
integration and control technologies made in the year. Additionally the system
will benefit from a drive to simplify significantly the product, a reduction in
the number of components used, the use of the supply chain to assemble modules
and the ability to purchase in quantities 1,000 times greater than previously
possible.
ElectraGenTM and iGenTM
A 24V version of the ElectraGenTM was released at the beginning of the year in
order to meet the demands of IdaTech's customers in North and Latin America. Due
to the ACME Agreement, the development of the next generation of these products
was deferred until the second half of 2009. By leveraging the technical advances
made in the ACME program, the Group will effectively accelerate a generation of
ElectraGenTM and iGenTM product development, resulting in a lower cost, more
robust version of these products by 2011.
Stack Development
Prior to the ACME Agreement, IdaTech had entered into supply contracts with
Ballard to supply their fuel cell stacks to IdaTech for incorporation into the
next generation of ElectraGenTM and iGenTM products. IdaTech continues to seek
the best technology for its products in order to bring greater value to its
customers and shareholders. The Ballard stack was selected as it met all of
IdaTech's technical requirements at a lower overall cost.
IdaTech's own internal stack research, development and production capability
continues to give the Group the ability both to evaluate outsourced stacks, and
develop its own stack in order to remain on the leading edge of an evolving
technology. These stacks will be evaluated as part of the development of the
next generation of products and enables IdaTech to focus on the fuel reforming,
purification, controls and integration requirements of these products, areas
where the Group has successfully differentiated itself.
Third Party Developments
In 2007, IdaTech successfully delivered a dual fuel (diesel and military)
integrated system to the US Army. During 2008, the second phase of this project
was partially delivered; completion was deferred until 2009 which allowed
IdaTech to concentrate upon delivering the ACME Agreement. This resulted in a
deferral of approximately US$0.5m of revenue into 2009. The project will
re-commence in the second quarter of 2009.
During the year IdaTech continued to deliver two private commercial development
contracts worth US$1.4m. Of this, US$1.3 million derived from the three year
agreement, awarded at the end of 2006, with a large Japanese company to develop
a palladium metal membrane system based on IdaTech's patented HyPuriumTM metal
membrane for potential future applications of industrial scale hydrogen
purification. This contract continues into 2009 and the other contract was
successfully concluded in 2008.
Financial Overview
As noted in the Chairman's statement, the prior period for statutory reporting
purposes consists of a long period of account (13 July 2006 to 31 December
2007). The following financial overview compares the audited results for the
year to 31 December 2008 with those of the unaudited proforma results for the
year ended 31 December 2007.
Revenue for 2008 was US$5.9 million (2007 : US$5.1 million) of which US$2.4
million was from the sale of products in the ElectraGenTM and iGenTM ranges
(2007 product revenue US$1.0 million). This reflected increased product sales in
2008. Revenue from development contracts, derived from Government and industrial
customers was US$3.4 million, down from US$3.7 million in 2007 due to the
deferral of $0.5million project revenue from 2008 to 2009 in order to focus the
research and development resource on the fulfillment of the ACME agreement.
A gross loss of US$3.3million (2007 profit of US$0.4 million) was recorded. This
loss arose as a result of the transition of production to Tijuana, Mexico from
Bend, USA and a change in the revenue mix, with a decrease in project related
revenue which attracts a higher margin than product sales, which increased
significantly over the prior year level.
The operating loss for 2008 was US$21.9 million (2007 : US$16.3 million). This
anticipated increase arose following an expansion in capability in the key areas
of research and development and in sales, with the addition of a net 12
employees during the year (2007 : 14 net gain). In addition, the manufacturing
facility in Tijuana Mexico expanded to support the growing sales volumes in the
second half of 2008.
For the year to 31 December 2008 research costs including the amortisation of
intangible assets of US$ 2.4 million were US$12.0 million (before deducting tax
credits of US$1.8 million). For the year to 31 December 2007 research costs were
US$9.7 million including amortisation of intangible assets of US$2.1 million
(before deducting tax credits of US$1.6 million). The vast majority of this
increase was due to the increase in headcount in 2008 (and the full year costs
of those hired in 2007) which rose by 20% to broaden and deepen the resources
available, the incorporation of a long term testing group and the commencement
in October 2008 of the hydrogen and natural gas system developments for ACME.
Sales, general and administrative expenses were US$ 0.1 million higher at
US$10.8 million in the year ended 31 December 2008 compared with 2007. There was
a minor decrease in sales and marketing related expenses of $0.1million. The
costs of setting up the office in Malaysia and the resultant increase in
headcount were offset by reduced advertising expenses, travel expenses and
consultant costs. Expenditure on trade shows fell in 2008 compared with 2007 but
this was offset by an increase in investment in demonstration equipment. General
and administrative expenses increased by US$0.2 million as a result of the costs
associated with entering into the ACME agreement.
Cash flow utilised by operations increased to US$ 18.1 million in the year (2007
US$13.6 million after a tax receipt of $0.3 million) principally as a result of
the planned increase in overheads, funding the gross loss and the build up of
inventory.
The principal changes in the balance sheet are the increases in inventory,
accounts receivable and borrowings. Inventory increased US$1.6 million to
support the order backlog of 32 ElectraGenTM systems as well as the ACME systems
development and third party contract work.
Accounts receivable increased by $0.6million. Trade receivables increased by
US$0.7 million as a result of the shipment of a 35 unit order in December, which
were not due for payment by the end of the year.
During the year, IdaTech drew upon its loan facility with Investec, its
principal shareholder. At the end of the year, US$7 million had been drawn.
Funding and going concern
These financial statements have been prepared on a going concern basis as
Investec, IdaTech's main shareholder, has indicated its willingness to fund the
business for at least one year after the approval of these financial statements.
Further details are disclosed in the note 2 to these preliminary results.
Current funding is via debt and it is the intention of IdaTech to seek
additional equity to fund its operations until breakeven and not to draw upon
this debt finance further than is absolutely necessary. Although the timing of
this is yet to be finalised, it is highly likely IdaTech will seek to raise
additional funds over the next 12 months.
Outlook
As previously announced, IdaTech plans to sell 310 hydrogen systems under the
ACME agreement. Full deployment of systems for ACME is due to commence in early
2010 and in preparation for these shipments, IdaTech will complete the
production facilities in Mexico and India. In addition to the sales under the
ACME agreement, IdaTech expects to ship 150-200 systems from organic sales
growth, targeting customer accounts which will increase adoption and establish
the base for large scale growth. During the year, IdaTech will continue to
expand its sales network and seek to gain certification by additional
telecommunication customers.
In 2009, IdaTech expects iGenTM will conclude some of its initial field trials,
leading to higher volume deployments.
There are regional incentives for fuel cells despite the difficult current
economic climate. The funding underlying the German Government sponsored program
National Innovation Program is due to be finalised in 2009. IdaTech and its
partner, b+w, will benefit from this scheme.
At the end of 2008, the US Federal Government extended the tax incentive scheme
for fuel cells to 2016 and increased the incentive to US$ 3,000 per kilowatt or
30%, whichever is higher. Additionally, the US American Recovery and
Reinvestment Act of 2009 has incentives for alternative energy.
During the initial phase of the ACME agreement in 2009, management intends to
pursue third party development efforts selectively. As resources become
available from the ACME project, third party contracts, which align with the
product development strategy of the business, will be pursued.
Notwithstanding the financial downturn and ongoing uncertainty, the Board
believes that the developments made by IdaTech over the last year have
significantly improved its prospects for the future.
Consolidated income statement for the year ended 31 December 2008
+--------------------------------------------+--------------+--------------+--------------+
| | Year | 13 July | Unaudited |
| | ended | 2006 to | Proforma |
| | 31 | 31 | year |
| | December | December | ended 31 |
| | | | December |
+--------------------------------------------+--------------+--------------+--------------+
| | 2008 | 2007 | 2007 |
+--------------------------------------------+--------------+--------------+--------------+
| | US$'000 | US$'000 | US$'000 |
+--------------------------------------------+--------------+--------------+--------------+
| Revenue | 5,930.7 | 7,680.7 | 5,076.7 |
+--------------------------------------------+--------------+--------------+--------------+
| Cost of sales | (9,226.2) | (6,754.2) | (4,695.7) |
+--------------------------------------------+--------------+--------------+--------------+
| | | | |
+--------------------------------------------+--------------+--------------+--------------+
| Gross profit | (3,295.5) | 926.5 | 381.0 |
+--------------------------------------------+--------------+--------------+--------------+
| | | | |
+--------------------------------------------+--------------+--------------+--------------+
| Research and development costs | (7,835.8) | (6,097.3) | (5,990.0) |
+--------------------------------------------+--------------+--------------+--------------+
| Sales, general and administrative expenses | (10,792.1) | (14,319.5) | (10,716.8) |
+--------------------------------------------+--------------+--------------+--------------+
| | | | |
+--------------------------------------------+--------------+--------------+--------------+
| Adjusted EBITDA * | (16,329.1) | (12,092.0) | (10,997.2) |
+--------------------------------------------+--------------+--------------+--------------+
| Depreciation | (224.9) | (498.4) | (309.8) |
+--------------------------------------------+--------------+--------------+--------------+
| Amortisation of intangible assets | (2,374.1) | (3,108.8) | (2,089.7) |
+--------------------------------------------+--------------+--------------+--------------+
| Share based payments | (2,995.3) | (3,791.1) | (2,929.1) |
+--------------------------------------------+--------------+--------------+--------------+
| Operating loss | (21,923.4) | (19,490.3) | (16,325.8) |
+--------------------------------------------+--------------+--------------+--------------+
| | | | |
+--------------------------------------------+--------------+--------------+--------------+
| Finance income | 139.8 | 420.0 | 396.9 |
+--------------------------------------------+--------------+--------------+--------------+
| Finance costs | (166.4) | (1,290.7) | (354.5) |
+--------------------------------------------+--------------+--------------+--------------+
| | | | |
+--------------------------------------------+--------------+--------------+--------------+
| Loss for the year / period before tax | (21,950.0) | (20,361.0) | (16,283.4) |
+--------------------------------------------+--------------+--------------+--------------+
| | | | |
+--------------------------------------------+--------------+--------------+--------------+
| Income tax credit | 857.6 | 1,358.1 | 1,010.5 |
+--------------------------------------------+--------------+--------------+--------------+
| | | | |
+--------------------------------------------+--------------+--------------+--------------+
| Loss for the year / period | (21,092.4) | (19,002.9) | (15,272.9) |
+--------------------------------------------+--------------+--------------+--------------+
| | | | |
+--------------------------------------------+--------------+--------------+--------------+
| Basic and diluted loss per share (US$) | (0.43) | (0.39) | (0.42) |
+--------------------------------------------+--------------+--------------+--------------+
*earnings before interest, tax, depreciation, amortisation and share based
payments
The income statement for the Group since incorporation on 13 July 2006 to 31
December 2007 is shown in the second column above as the statutory prior period
comparative. The column headed "Unaudited proforma year ended 31 December 2007"
is disclosed to show the trade of the business for the comparable 12 month
period- see Note 1 to these statements.
All amounts relate to continuing activities.
Consolidated balance sheet as at 31 December 2008
+--------------------------------------------+--------------+--+--------------+
| | As at 31 | | As at 31 |
| | December | | December |
+--------------------------------------------+--------------+--+--------------+
| | 2008 | | 2007 |
+--------------------------------------------+--------------+--+--------------+
| | US$'000 | | US$'000 |
+--------------------------------------------+--------------+--+--------------+
| ASSETS | | | |
+--------------------------------------------+--------------+--+--------------+
| Non-current assets | | | |
+--------------------------------------------+--------------+--+--------------+
| Property, plant and equipment | 1,005.6 | | 838.0 |
+--------------------------------------------+--------------+--+--------------+
| Goodwill | 18,001.2 | | 18,001.2 |
+--------------------------------------------+--------------+--+--------------+
| Intangible assets | 23,792.9 | | 24,328.8 |
+--------------------------------------------+--------------+--+--------------+
| Trade and other receivables | 100.0 | | 100.0 |
+--------------------------------------------+--------------+--+--------------+
| | 42,899.7 | | 43,268.0 |
+--------------------------------------------+--------------+--+--------------+
| Current assets | | | |
+--------------------------------------------+--------------+--+--------------+
| Inventories | 3,233.3 | | 1,669.1 |
+--------------------------------------------+--------------+--+--------------+
| Trade and other receivables | 3,814.5 | | 3,217.9 |
+--------------------------------------------+--------------+--+--------------+
| Cash and cash equivalents | 620.0 | | 13,797.2 |
+--------------------------------------------+--------------+--+--------------+
| | 7,667.8 | | 18,684.2 |
+--------------------------------------------+--------------+--+--------------+
| Total assets | 50,567.5 | | 61,952.2 |
+--------------------------------------------+--------------+--+--------------+
| LIABILITIES | | | |
+--------------------------------------------+--------------+--+--------------+
| Current liabilities | | | |
+--------------------------------------------+--------------+--+--------------+
| Trade and other payables | (4,022.3) | | (3,461.1) |
+--------------------------------------------+--------------+--+--------------+
| Borrowings | (53.0) | | (3.0) |
+--------------------------------------------+--------------+--+--------------+
| Provisions for other liabilities and | (456.3) | | (462.4) |
| charges | | | |
+--------------------------------------------+--------------+--+--------------+
| Deferred income tax liabilities | (768.8) | | (768.8) |
+--------------------------------------------+--------------+--+--------------+
| | (5,300.4) | | (4,695.3) |
+--------------------------------------------+--------------+--+--------------+
| Net current (liabilities) / assets | 2,367.4 | | 13,988.9 |
+--------------------------------------------+--------------+--+--------------+
| Non-current liabilities | | | |
+--------------------------------------------+--------------+--+--------------+
| Borrowings | (7002.3) | | (55.2) |
+--------------------------------------------+--------------+--+--------------+
| Deferred income tax liabilities | (6,483.9) | | (7,252.7) |
+--------------------------------------------+--------------+--+--------------+
| | (13,486.2) | | (7,307.9) |
+--------------------------------------------+--------------+--+--------------+
| Total liabilities | (18,786.6) | | (12,003.2) |
+--------------------------------------------+--------------+--+--------------+
| Total net assets | 31,780.9 | | 49,949.0 |
+--------------------------------------------+--------------+--+--------------+
| EQUITY | | | |
+--------------------------------------------+--------------+--+--------------+
| Capital and reserves | | | |
+--------------------------------------------+--------------+--+--------------+
| Share capital | 991.2 | | 991.2 |
+--------------------------------------------+--------------+--+--------------+
| Share premium | 57,754.8 | | 57,754.8 |
+--------------------------------------------+--------------+--+--------------+
| Retained earnings deficit | (36,442.8) | | (18,274.7) |
+--------------------------------------------+--------------+--+--------------+
| Reverse acquisition reserve | 9,477.7 | | 9,477.7 |
+--------------------------------------------+--------------+--+--------------+
| Total shareholders' equity | 31,780.9 | | 49,949.0 |
+--------------------------------------------+--------------+--+--------------+
Consolidated cash flow statement for the year ended 31 December 2008
+------------------------------------------+--------------+--------------+--------------+
| | Year ended | 13 | Unaudited |
| | 31 December | July | Proforma |
| | | 2006 | Year |
| | | to 31 | ended 31 |
| | | December | December |
+------------------------------------------+--------------+--------------+--------------+
| | 2008 | 2007 | 2007 |
+------------------------------------------+--------------+--------------+--------------+
| | US$'000 | US$'000 | US$'000 |
+------------------------------------------+--------------+--------------+--------------+
| Cash flows from operating activities | | | |
+------------------------------------------+--------------+--------------+--------------+
| Cash outflows from operations | (18,055.3) | (13,441.6) | (13,596.1) |
+------------------------------------------+--------------+--------------+--------------+
| Tax received | - | 330.7 | 330.7 |
+------------------------------------------+--------------+--------------+--------------+
| Interest paid | (19.2) | (1,290.7) | (354.5) |
+------------------------------------------+--------------+--------------+--------------+
| | | | |
+------------------------------------------+--------------+--------------+--------------+
| Net cash outflow from operating | (18,074.5) | (14,401.6) | (13,619.9) |
| activities | | | |
+------------------------------------------+--------------+--------------+--------------+
| | | | |
+------------------------------------------+--------------+--------------+--------------+
| Cash flows from investing activities | | | |
+------------------------------------------+--------------+--------------+--------------+
| Purchase of property, plant and | (401.4) | (621.3) | (456.7) |
| equipment | | | |
+------------------------------------------+--------------+--------------+--------------+
| Purchase of intangible assets | (1,838.2) | (1,947.3) | (1,575.1) |
+------------------------------------------+--------------+--------------+--------------+
| Acquisition of subsidiaries, net of cash | - | (34,380.6) | - |
+------------------------------------------+--------------+--------------+--------------+
| Interest received | 139.8 | 420.0 | 396.9 |
+------------------------------------------+--------------+--------------+--------------+
| | | | |
+------------------------------------------+--------------+--------------+--------------+
| Net cash outflow from investing | (2,099.8) | (36,529.2) | (1,634.9) |
| activities | | | |
+------------------------------------------+--------------+--------------+--------------+
| | | | |
+------------------------------------------+--------------+--------------+--------------+
| Cash flows from financing activities | | | |
+------------------------------------------+--------------+--------------+--------------+
| Proceeds of issue of shares (net of | - | 64,982.9 | 27,839.8 |
| expenses) | | | |
+------------------------------------------+--------------+--------------+--------------+
| Proceeds from borrowings | 7,000.0 | 44,262.5 | 8,161.7 |
+------------------------------------------+--------------+--------------+--------------+
| Repayments of borrowings | (2.9) | (44,517.4) | (8,320.0) |
+------------------------------------------+--------------+--------------+--------------+
| | | | |
+------------------------------------------+--------------+--------------+--------------+
| Net cash inflow from financing | 6,997.1 | 64,728.0 | 27,681.5 |
| activities | | | |
+------------------------------------------+--------------+--------------+--------------+
| | | | |
+------------------------------------------+--------------+--------------+--------------+
| Net increase in cash and cash | (13,177.2) | 13,797.2 | 12,426.7 |
| equivalents | | | |
+------------------------------------------+--------------+--------------+--------------+
| | | | |
+------------------------------------------+--------------+--------------+--------------+
| Cash and cash equivalents at beginning | 13,797.2 | - | 1,370.5 |
| of the year / period | | | |
+------------------------------------------+--------------+--------------+--------------+
| | | | |
+------------------------------------------+--------------+--------------+--------------+
| Cash and cash equivalents at end of the | 620.0 | 13,797.2 | 13,797.2 |
| year / period | | | |
+------------------------------------------+--------------+--------------+--------------+
The cash flow statement for the Group since incorporation on 13 July 2006 to 31
December 2007 is shown in the second column above as the statutory prior period
comparative. The column headed "Unaudited proforma year ended 31 December 2007"
is disclosed to show the trade of the business for the comparable 12 month
period- see Note 1 to these statements.
Consolidated statement of changes in shareholders' equity for the year ended
31 December 2008
+-----------------------+--------------+-------------+-------------+--------------+-------------+--------------+
| | Share | Share | Employee | Retained | Reverse | Total |
| | | | Benefit | | | Share- |
| | | | Trust | | | |
+-----------------------+--------------+-------------+-------------+--------------+-------------+--------------+
| | Capital | Premium | Reserve | Earnings | Acquisition | holders' |
| | | | | | | |
+-----------------------+--------------+-------------+-------------+--------------+-------------+--------------+
| | | | | | Reserve | Equity |
+-----------------------+--------------+-------------+-------------+--------------+-------------+--------------+
| | US$'000 | US$'000 | US$'000 | US$'000 | US$'000 | US$'000 |
+-----------------------+--------------+-------------+-------------+--------------+-------------+--------------+
| As at 13 July 2006 | - | - | - | - | - | - |
| (date of | | | | | | |
| incorporation of | | | | | | |
| IdaTech UK limited) | | | | | | |
+-----------------------+--------------+-------------+-------------+--------------+-------------+--------------+
| Shares issued by | 37,300.8 | - | - | - | - | 37,300.8 |
| IdaTech UK Limited to | | | | | | |
| acquire ITI Group | | | | | | |
+-----------------------+--------------+-------------+-------------+--------------+-------------+--------------+
| Shares issued in | 6,961.6 | - | - | - | - | 6,961.6 |
| IdaTech UK Limited | | | | | | |
+-----------------------+--------------+-------------+-------------+--------------+-------------+--------------+
| Shares issued by | 99.2 | - | - | - | - | 99.2 |
| IdaTech plc upon | | | | | | |
| incorporation at par | | | | | | |
+-----------------------+--------------+-------------+-------------+--------------+-------------+--------------+
| Shares issued by | 540.8 | 34,019.7 | - | - | - | 34,560.5 |
| IdaTech plc to | | | | | | |
| acquire IdaTech UK | | | | | | |
| Limited | | | | | | |
+-----------------------+--------------+-------------+-------------+--------------+-------------+--------------+
| Shares issued by | 53.5 | 2,606.9 | (2,660.4) | - | - | - |
| IdaTech plc to | | | | | | |
| employee benefit | | | | | | |
| trust | | | | | | |
+-----------------------+--------------+-------------+-------------+--------------+-------------+--------------+
| Shares issued by | 297.7 | 29,475.5 | - | - | - | 29,773.2 |
| IdaTech plc upon the | | | | | | |
| initial public | | | | | | |
| offering | | | | | | |
+-----------------------+--------------+-------------+-------------+--------------+-------------+--------------+
| Expenses relating to | - | (8,347.3) | - | - | - | (8,347.3) |
| initial public | | | | | | |
| offering | | | | | | |
+-----------------------+--------------+-------------+-------------+--------------+-------------+--------------+
| Reverse acquisition | (44,262.4) | - | - | - | 9,477.7 | (34,784.7) |
| reserve | | | | | | |
+-----------------------+--------------+-------------+-------------+--------------+-------------+--------------+
| Share based payments | - | - | - | 3,791.1 | - | 3,791.1 |
+-----------------------+--------------+-------------+-------------+--------------+-------------+--------------+
| Loss for the period | - | - | - | (19,002.9) | - | (19,002.9) |
+-----------------------+--------------+-------------+-------------+--------------+-------------+--------------+
| Shares sold by | - | - | 288.6 | - | - | 288.6 |
| employee benefit | | | | | | |
| trust | | | | | | |
+-----------------------+--------------+-------------+-------------+--------------+-------------+--------------+
| Share based payments | - | - | - | (621.2) | - | (621.2) |
| - utilised | | | | | | |
+-----------------------+--------------+-------------+-------------+--------------+-------------+--------------+
| Currency translation | - | - | - | (69.9) | - | (69.9) |
| differences | | | | | | |
+-----------------------+--------------+-------------+-------------+--------------+-------------+--------------+
| As at 31 December | 991.2 | 57,754.8 | (2,371.8) | (15,902.9) | 9,477.7 | 49,949.0 |
| 2007 | | | | | | |
+-----------------------+--------------+-------------+-------------+--------------+-------------+--------------+
| Share based payments | - | - | - | 2,995.3 | - | 2,995.3 |
+-----------------------+--------------+-------------+-------------+--------------+-------------+--------------+
| Loss for the year | - | - | - | (21,092.4) | - | (21,092.4) |
+-----------------------+--------------+-------------+-------------+--------------+-------------+--------------+
| Equity award settled | - | - | | (66.0) | - | (66.0) |
| in cash | | | | | | |
+-----------------------+--------------+-------------+-------------+--------------+-------------+--------------+
| Currency translation | - | - | - | (5.0) | - | (5.0) |
| differences | | | | | | |
+-----------------------+--------------+-------------+-------------+--------------+-------------+--------------+
| As at 31 December | 991.2 | 57,754.8 | (2,371.8) | (34,071.0) | 9,477.7 | 31,780.9 |
| 2008 | | | | | | |
+-----------------------+--------------+-------------+-------------+--------------+-------------+--------------+
Reverse acquisition reserve: The reverse acquisition reserve arose as a result
of the share for share exchange undertaken in advance of the initial public
offering. This reserve comprises the excess of the market value of the IdaTech
plc shares issued to the IdaTech UK Limited shareholders over and above the
nominal value of these shares.
Notes to the preliminary statements
1. Authorisation of financial statements and statement of compliance with IFRSs
The preliminary announcement for the year ended 31 December 2008 has been
prepared in accordance with International Financial Reporting Standards as
adopted by the European Union. The accounting policies adopted in this
preliminary announcement are consistent with those used in the last published
annual financial statements.
These preliminary statements do not
constitute statutory accounts within the meaning of Section 240 of the Companies
Act 1985. They have, however, been extracted from the statutory accounts for the
period ended 31 December 2008 on which an unqualified report has been made by
the company's auditors. The audit opinion contains an emphasis of matter drawing
attention to the going concern basis of preparation (see below). The 2007
statutory accounts have been filed with Registrar of Companies. The 2008
statutory accounts will be sent to shareholders on 22 May 2009and will be filed
with the Registrar of Companies following their adoption at the forthcoming
Annual General Meeting.
2. Significant accounting policies
The accounting policies adopted in this preliminary announcement are consistent
with those used in the last published annual financial statements. These
policies have been consistently applied.
Basis of preparation
Introduction
IdaTech plc is a public limited company which is listed on the Alternative
Investment Market ('AIM') of the London Stock Exchange and is registered and
domiciled in the UK.
These financial statements have been prepared in accordance with International
Financial Reporting Standards ("IFRS") and IFRIC interpretations endorsed by the
European Union and with those parts of the Companies Act 1985/2006 applicable to
companies reporting under IFRS. The consolidated financial statements have been
prepared under the historic cost convention. They have been prepared under the
going concern principle -see also Directors' Report.
IdaTech plc (the "Company") was incorporated on 25 May 2007. With effect from 7
June 2007, the Company became the legal parent company of IdaTech UK Limited and
its subsidiary undertakings. This business combination, effected through an
exchange of equity interests, has been accounted for as a reverse acquisition in
accordance with IFRS 3 'Business Combinations'. IdaTech UK Limited was
incorporated on 13 July 2006 and acquired IdaTech Technologies, Inc, ("ITI")
IdaTech, LLC and IdaTech Fuel Cells GmbH on 20 July 2006.
For statutory reporting, the prior period comparative requirement is to prepare
financial statements on the basis of a long period of account commencing on 13
July 2006 to 31 December 2007. Hence the consolidated income statement includes
the prior period results of IdaTech UK Limited and its subsidiaries for the
period 13 July 2006 to 31 December 2007, with the results of IdaTech plc since
25 May 2007.
Going concern
These financial statements have been prepared on a going concern basis. As
reported in the Chief Executive's Business Review, IdaTech's main shareholder
Investec, has indicated its current intention to provide additional funding to
the business, which would enable the company to meet its liabilities as they
fall due for at least 12 months from the date of approval of these financial
statements.
The additional funding has been agreed to be provided as a current intention
only, until the Company has secured alternative funding, and does not represent
a legally binding obligation by the shareholder. Whilst the Directors have a
reasonable expectation that the shareholder will continue to support the Group,
in view of the nature of the support, there can be no certainty in this matter.
In view of the above, the Directors have concluded that a material uncertainty
exists that may cast significant doubt upon the Group's ability to continue as a
going concern. Nevertheless after making enquiries, and considering the
uncertainties described above, the Directors have concluded that it is
appropriate to continue to adopt the going concern basis in preparing the
financial statements.
The income statement and balance sheet show no intention or necessity to
liquidate or curtail significantly the operations of the Group. Specifically,
the assets of the Group have been valued and reported on the basis that they
will be used for the purpose for which they were purchased in the ongoing
operation of the business and no liabilities have been included that may arise
on a significant curtailment of Group activities.
Unaudited proforma results
In addition to disclosing the information relating to 2007 long period of
account, the directors believe it is useful to disclose the unaudited proforma
income statement and cash flow statement for the year ending 31 December 2007.
This presentation has been selected to ensure comparability between the
information presented herein for 2008 and 2007.
These additional unaudited proforma disclosures for the year ending 31 December
2007 comprise the results of IdaTech UK Limited and its subsidiaries for the
year ended 31 December 2007, with the results of IdaTech plc since 25 May 2007.
The consolidated retained earnings reserves of the Group as at 31 December 2008
include the pre IdaTech plc acquisition retained earnings of IdaTech UK Limited
and its subsidiaries as required by IFRS 3.
Prior to the incorporation of IdaTech plc, IdaTech UK Limited was the holding
company of the ITI Group. Until the Admission to the AIM market of the London
Stock Exchange on 7 August 2007, IdaTech UK Limited was a wholly-owned
subsidiary of the Investec plc Group ("Investec").
Prior to the acquisition by IdaTech UK Limited, the ITI Group was wholly owned
by IDACORP, a US state utility company.
3. Critical accounting estimates and judgments
Estimates and judgements are continually evaluated and are based on historical
experience and other factors, including expectations of future events that are
believed to be reasonable under the circumstances.
The Group makes estimates and assumptions concerning the future. The resulting
accounting estimates will, by definition, rarely equal the related actual
results. The estimates and assumptions that have a significant risk of causing a
material adjustment to the carrying amounts of assets and liabilities within the
next financial year are outlined below.
Warranty provision
At 31 December 2008, the Group has recorded a liability of US$456,271 (31
December 2007 US$462,400) for warranty and installation costs. As the Group and
the industry in which it operates are in the development stage, there is little
historical data upon which to establish a reserve for warranty and installation
costs. The liability recorded represents management's best estimate of the
potential future costs of warranty and repair, which is calculated as a
percentage of product costs based on experience.
Share based payments
The Group operates a number of share based remuneration schemes. The valuation
requires a number of estimates and assumptions to be made.
Impairment of goodwill
The Group tests annually whether goodwill has suffered any impairment in
accordance with the Group's accounting policy. Management's assumptions in
performing this test are a source of estimation uncertainty.
Valuation of intangible assets on acquisition
Intangible assets that existed at the date of the acquisition were identified
through an assessment of the economics of the transaction and split into core
technology and intellectual property R&D attributable to the existing products.
There are a number of assumptions underlying the valuation of these intangibles.
Therefore this is a source of estimation uncertainty.
4. Revenue
The Group's revenue, all of which is derived from continuing operations, is from
the sale of goods and delivery of development contracts:
+------------------------------------+------------+------------+------------+
| | Year | 13 July | Unaudited |
| | ended 31 | 2006 to | Proforma |
| | December | 31 | Year |
| | | December | ended 31 |
| | | | December |
+------------------------------------+------------+------------+------------+
| | 2008 | 2007 | 2007 |
+------------------------------------+------------+------------+------------+
| | US$'000 | US$'000 | US$'000 |
+------------------------------------+------------+------------+------------+
| | | | |
+------------------------------------+------------+------------+------------+
| Sale of goods - current products | 2,429.3 | 1,681.8 | 983.5 |
+------------------------------------+------------+------------+------------+
| Development contracts | 3,356.4 | 5,218.0 | 3,719.0 |
+------------------------------------+------------+------------+------------+
| Other | 145.0 | 780.9 | 374.2 |
+------------------------------------+------------+------------+------------+
| | 5,930.7 | 7,680.7 | 5,076.7 |
+------------------------------------+------------+------------+------------+
5. Geographic and business segments
Given the current phase of the business and the presently limited definitive
product lines available for sale, management considers the Group to be operating
in one primary market segment, related to fuel cells. The secondary segment is
considered to be geographic.
The country of the operations is the USA. Revenue is allocated below based on
the country in which the Customer is based.
+----------------------------------+-----------+------------+------------+
| | Year | 13 July | Unaudited |
| | ended 31 | 2006 to | Proforma |
| | December | 31 | Year |
| | | December | ended 31 |
| | | | December |
+----------------------------------+-----------+------------+------------+
| | 2008 | 2007 | 2007 |
+----------------------------------+-----------+------------+------------+
| | US$'000 | US$'000 | US$'000 |
+----------------------------------+-----------+------------+------------+
| Revenue | | | |
+----------------------------------+-----------+------------+------------+
| United States | 3,059.3 | 4,696.3 | 2,720.3 |
+----------------------------------+-----------+------------+------------+
| Japan | 1,351.9 | 710.5 | 710.5 |
+----------------------------------+-----------+------------+------------+
| Mexico | 918.6 | 30.0 | 30.0 |
+----------------------------------+-----------+------------+------------+
| | | | |
+----------------------------------+-----------+------------+------------+
| Europe | 313.1 | 1,995.9 | 1,437.6 |
+----------------------------------+-----------+------------+------------+
| | | | |
+----------------------------------+-----------+------------+------------+
| Other | 287.8 | 248.0 | 178.3 |
+----------------------------------+-----------+------------+------------+
| Total Revenue | 5,930.7 | 7,680.7 | 5,076.7 |
+----------------------------------+-----------+------------+------------+
| | As at | | As at |
| | ended 31 | | ended 31 |
| | December | | December |
+----------------------------------+-----------+------------+------------+
| | 2008 | | 2007 |
+----------------------------------+-----------+------------+------------+
| | US$'000 | | US$'000 |
+----------------------------------+-----------+------------+------------+
| Total Assets | | | |
+----------------------------------+-----------+------------+------------+
| United States | 48,946.9 | | 52,287.1 |
+----------------------------------+-----------+------------+------------+
| Japan | - | | - |
+----------------------------------+-----------+------------+------------+
| Mexico | 1,559.9 | | 597.5 |
+----------------------------------+-----------+------------+------------+
| | | | |
+----------------------------------+-----------+------------+------------+
| Europe | 60.7 | | 9,067.6 |
+----------------------------------+-----------+------------+------------+
| | | | |
+----------------------------------+-----------+------------+------------+
| All other | - | | - |
+----------------------------------+-----------+------------+------------+
| Total Assets | 50,567.5 | | 61,952.2 |
+----------------------------------+-----------+------------+------------+
Total assets are allocated on the basis of where the assets are located.
Identifiable intangible assets and goodwill are assumed to reside in the country
in which the principal activity to which it relates is based.
+---------------------------------+-----------+-------------+-----------+
| | Year | 13 July | Unaudited |
| | ended 31 | 2006 to | Proforma |
| | December | 31 | Year |
| | | December | ended 31 |
| | | | December |
+---------------------------------+-----------+-------------+-----------+
| | 2008 | 2007 | 2007 |
+---------------------------------+-----------+-------------+-----------+
| | US$'000 | US$'000 | US$'000 |
+---------------------------------+-----------+-------------+-----------+
| Capital Expenditure | | | |
+---------------------------------+-----------+-------------+-----------+
| United States | 243.7 | 36,860.5 | 248.6 |
+---------------------------------+-----------+-------------+-----------+
| Japan | - | - | - |
+---------------------------------+-----------+-------------+-----------+
| Mexico | 157.7 | 208.1 | 208.1 |
+---------------------------------+-----------+-------------+-----------+
| | | | |
+---------------------------------+-----------+-------------+-----------+
| Europe | | - | - |
+---------------------------------+-----------+-------------+-----------+
| | | | |
+---------------------------------+-----------+-------------+-----------+
| All other | | - | - |
+---------------------------------+-----------+-------------+-----------+
| Total Capital Expenditure | 401.4 | 37,068.6 | 456.7 |
+---------------------------------+-----------+-------------+-----------+
Capital expenditure is allocated based on where the assets are located.
The capital expenditure for the period 13 July 2006 to 31 December 2007includes
the purchase by IdaTech UK Limited of ITI, IdaTech, LLC and IdaTech GmbH Fuel
Cells GmbH at a cost US$34,500,000.
6. Called up share capital
+--------------------------------------------+------------+--+------------+
| | As at 31 | | As at 31 |
| | December | | December |
+--------------------------------------------+------------+--+------------+
| | 2008 | | 2007 |
+--------------------------------------------+------------+--+------------+
| | US$'000 | | US$'000 |
+--------------------------------------------+------------+--+------------+
| | | | |
+--------------------------------------------+------------+--+------------+
| IdaTech plc | | | |
+--------------------------------------------+------------+--+------------+
| Authorised | | | |
+--------------------------------------------+------------+--+------------+
| 100,000,000 Ordinary Shares of GBP0.01 | 2,002.4 | | 2,002.4 |
| each | | | |
+--------------------------------------------+------------+--+------------+
| 49,499,969 allotted, called up and fully | 991.2 | | 991.2 |
| paid | | | |
+--------------------------------------------+------------+--+------------+
IdaTech plc
IdaTech plc was incorporated with an authorised and issued share capital of
GBP50,000 divided into 5,000,000 Ordinary Shares of GBP0.01 each.
The following changes have occurred in the share capital of the Company since
its date of incorporation:
(a) On 7 June 2007, the Company issued 27,313,475 Ordinary Shares to Investec in
consideration for the transfer of all of the issued shares of IdaTech UK
Limited;
(b) On 21 June 2007, the Company issued 2,686,525 Ordinary Shares to the trustee
of the IdaTech Employee Trust;
(c) On 7 June 2007, the authorised share capital of the Company was increased
from GBP50,000 to GBP1,000,000 by the creation of 95,000,000 Ordinary Shares of
GBP0.01 each; and
(d) On 7 August 2007, the Company issued a further 14,499,969 shares in
connection with the Admission of the Company to AIM
All issued shares are fully paid.
7. Loss per share
(a) Basic
Basic loss per share is calculated by dividing the loss attributable to equity
holders of the Company by the weighted average number of ordinary shares in
issue during the year / period.
+----------------------------------+----------------+----------------+----------------+
| | Year | 13 July | Unaudited |
| | ended 31 | 2006 to | Proforma |
| | December | 31 | Year |
| | | December | ended 31 |
| | | | December |
+----------------------------------+----------------+----------------+----------------+
| | 2008 | 2007 | 2007 |
+----------------------------------+----------------+----------------+----------------+
| | US$ | US$ | US$ |
+----------------------------------+----------------+----------------+----------------+
| Loss attributable to the equity | (21,092,400) | (19,002,900) | (15,272,900) |
| holders of the Company | | | |
+----------------------------------+----------------+----------------+----------------+
| Weighted average number of | 49,499,969 | 48,616,724 | 36,119,874 |
| ordinary shares in issue | | | |
+----------------------------------+----------------+----------------+----------------+
| | | | |
+----------------------------------+----------------+----------------+----------------+
| Basic loss per share (US$ per | (0.43) | (0.39) | (0.42) |
| share) | | | |
+----------------------------------+----------------+----------------+----------------+
(b) Diluted
Diluted loss per share is calculated by adjusting the weighted average number of
ordinary shares outstanding to assume conversion of all dilutive potential
ordinary shares. For the share options, a calculation is done to determine the
number of shares that could have been acquired at fair value (determined as the
average annual market share price of the company's shares) based on the monetary
value of the subscription rights attached to outstanding share options. The
number of shares calculated as above is compared with the number of shares that
would have been issued assuming the exercise of the share options.
The impact of the share options is anti-dilutive. Therefore the diluted loss per
share is the same as the basic loss per share.
8. Principal subsidiaries
IdaTech plc subsidiaries, which are all consolidated:
+------------------+---------------+--------------+----------------------+
| Subsidiary | Country of | Proportion | Nature of Business |
| | Incorporation | of Share | |
| | | Capital Held | |
| | | and Voting | |
| | | Rights | |
+------------------+---------------+--------------+----------------------+
| Idatech UK | UK | 100% | Holding company |
| Limited | | | |
+------------------+---------------+--------------+----------------------+
| IdaTech | USA | 100% | Holding company |
| Technologies, | | | |
| Inc | | | |
+------------------+---------------+--------------+----------------------+
| IdaTech, LLC | USA | 99.9% | Development of fuel |
| | | | cell technology |
+------------------+---------------+--------------+----------------------+
| IdaTech Fuel | Germany | 100% | Sales and marketing |
| Cells GmbH | | | for European |
| | | | operations |
+------------------+---------------+--------------+----------------------+
This information is provided by RNS
The company news service from the London Stock Exchange
END
FR JLMLTMMITBIL
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