TIDMTRE
RNS Number : 1975Y
Trading Emissions PLC
04 December 2017
Trading Emissions PLC
Annual Report & Financial Statements
Trading Emissions PLC ("TEP" or "the Company"), a closed ended
investment company that specialises in renewable energy projects
and emissions instruments, today announces its results for the
financial year ended 30 June 2017.
Enquiries:
FIM Capital Limited +44 (0)1624 604770
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Philip Scales
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Liberum Capital Limited +44 (0)20 3100 2222
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Steve Pearce/Henry Freeman
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Chairman's Statement
Dear Shareholder
The Board of Trading Emissions PLC ("TEP" or the "Company") is
cautiously optimistic that the execution of the Company's Investing
Policy is approaching its conclusion.
Although the attached Financial Statements relate to the year
ended 30 June 2017, the comments in this report cover both the past
financial year and subsequent months.
Investments
At the end of the financial year, the Company's remaining
investments were its Private Equity interests in TEP (Solar
Holdings) Limited ("TEP Solar") and TEP (Renewables Holding)
Limited ("TEP Renewables").
TEP Solar
At the beginning of the financial year, TEP Solar held five
operating subsidiaries in Italy. During the year ended 30 June
2017, we completed the sale to a member of the Sonnedix group
("Sonnedix") of two of those subsidiaries, generating net proceeds
of EUR9.6 million (including dividends). Two further subsidiaries
were sold to Sonnedix following the year end for aggregate net
proceeds of EUR3.0 million. Of the aggregate sale proceeds from the
four subsidiaries, which together own seven plants, EUR3.0 million
is held in escrow. Conditional on no claims being received from
Sonnedix, EUR1.0 million will be released to TEP Solar in December
2017 and EUR2.0 million in December 2018. The Company is currently
in advanced negotiations in relation to the sale of its fifth solar
subsidiary, Solar Energy Italia 1 S.r.l. ("SEI1"), but there is no
certainty as to whether these negotiations will lead to a sale.
TEP Renewables
In mid-2014, TEP Renewables sold its equity interest in EWG
Slupsk, the developer of one of the largest wind farms in northern
Poland, to a special purpose vehicle established by Winergy Last
Mile Wind Limited ("Winergy"). A portion of the sales consideration
was deferred, contingent on the project being built.
Winergy is facing an increasingly uncertain investment and
operating environment for wind projects in Poland. During 2017, the
populist Government, led by the Law and Justice Party, has
continued to favour coal-fired power generation over renewable
sources. Under Poland's Renewable Energy Law enacted in 2016, at
least one auction of renewable energy sources must take place
annually. TEP Renewables' receivable was again restructured during
the financial year in order to prepare and support Winergy for a
competitive auction in 2017 for the supply of wind power by EWG
Slupsk. However, a decision made by the Polish Council of Ministers
in late September 2017 cancelled all remaining auctions in 2017 for
the supply of various types of renewable energy, including wind
power. To date there has been no indication as to when and on what
basis auctions might resume, nor regarding new policies, laws or
regulations governing the sale of wind energy in Poland.
Winergy is currently facing the challenge of managing its
operations in Poland, including retaining in place EWG Slupsk's
building permits and land leases with all of the associated costs,
for an uncertain period until the market for the supply of wind
power in Poland clarifies.
Financial highlights
Cash of GBP1.3 million held by the Company at financial year end
comprised 13% of the net asset value. The fair value at 30 June
2017 of TEP's investments in TEP Solar and TEP Renewables was
GBP9.1 million (3.66 pence per Share) compared with GBP12.9 million
(5.18 pence per Share) at 30 June 2016.
The holdings in TEP Solar and TEP Renewables accounted for 91%
of the GBP10.0 million of the Company's net asset value at that
date. The fair valuations of these investments are based on the net
realisation proceeds estimated to be received upon the completion
of their disposals. The valuations include costs, expenses and
taxes estimated to be incurred to complete the realisations and
also reflect various market, commercial, regulatory and other risk
factors.
Distributions
During the financial year, TEP distributed to Shareholders
GBP6.2 million, equivalent to 2.5 pence per Share. Following the
year end, TEP distributed a further GBP2.5 million equivalent to
1.0 pence per Share.
From 2013 to date, TEP has distributed an aggregate of GBP93.7
million, equivalent to 37.5 pence per Share.
Operating costs
During the year, in addition to the sale of the two subsidiaries
of TEP Solar, the Company commenced or finalised voluntary solvent
liquidation proceedings in relation to five subsidiaries. The
relatively high continuing level of operating costs compared with
the value of the remaining portfolio is reviewed in detail
quarterly by the Board and is expected to reduce significantly if
completion of the sale of SEI1 is achieved. A certain level of
costs associated with ongoing technical support in Italy and the
Isle of Man will be necessary to ensure that any claims in relation
to the sale of the solar portfolio are dealt with appropriately and
the funds held in escrow are released.
Shareholders will be aware that TEP has a track record of
providing surprises. Previously unrecorded and unprovided Irish VAT
liability dating back to 2011 in relation to the activities of TEP
Solar and TEP Renewables was discovered. TEP estimates that the
liability amounts to an aggregate of EUR0.3 million. We have made
the appropriate preliminary disclosures and payments to the Irish
Revenue and the amounts have been accounted for in the Financial
Statements for the year ended 30 June 2017.
Shareholder consultations
Following a sale of SEI1, the Company intends to consult with
Shareholders regarding ways in which costs could be reduced,
including delisting, reducing the size of the Board and other ways
of streamlining the Company's operations.
Future of the Company
Although there is no assurance that the current negotiations in
relation to SEI1 will lead to a successful realisation, the Board
is optimistic that a sale will occur one way or another by the time
the funds are released from escrow at the end of 2018.
Following completion of a sale of SEI1, the Board expects to
convene a Shareholder meeting to approve a distribution,
potentially cancel the admission to trading of TEP's Shares on AIM
and, in due course, appoint a liquidator of the Company.
Martin M. Adams
Chairman
1 December 2017
Directors' Report
The Directors present their report and the audited Financial
Statements of Trading Emissions Plc ("TEP" or the "Company") for
the year ended 30 June 2017.
Principal activities, trading review and future developments
The Company is a closed-ended investment company, incorporated
on 15 March 2005 in the Isle of Man as a public limited company.
The Company's Ordinary shares ("Shares") were admitted to trade on
AIM (formerly the Alternative Investment Market) of the London
Stock Exchange on 21 April 2005.
The Company invested in environmental and emission assets,
companies providing products and services related to the reduction
of green-house gas emissions and associated financial products. On
13 September 2010, Shareholders amended the Investing Policy such
that TEP is committed to realising assets and distributing the net
proceeds as soon as practicable to Shareholders, subject to
retaining sufficient cash to meet current and future
liabilities.
On 22 December 2011, the Company re-registered as a company
under the Isle of Man Companies Act 2006.
The Company has no employees.
Results and distributions
The results for the year ended 30 June 2017 are set out in the
Statement of Comprehensive Income.
A review of the Company's activities is contained in the
Chairman's Statement.
The following distributions were declared and paid during the
financial year and to date:
Amount (GBP'000) Pence per Date declared Date paid
Share
20 December 13 January
6,245 2.5 2016 2017
29 August 20 September
2,498 1.0 2017 2017
The transfers to and from reserves are as set out in the
Statement of Changes in Equity.
Particulars of the authorised and issued share capital are set
out in note 15 Share capital of the Financial Statements.
Directors
The Directors holding office during the financial year and to
date were as follows:
Martin Adams (Chairman)
Neil Duggan
Mark Lerdal
Philip Scales
No Director holding office at 30 June 2017 or 30 June 2016
respectively had any interest in the Shares of the Company.
Company Secretary
The Company Secretary holding office throughout the financial
year and to date was Philip Scales.
Auditor
KPMG Audit LLC, being eligible, has expressed its willingness to
continue in office.
Subsequent events
For a summary of significant events occurring subsequent to 30
June 2017, please refer to note 19 Subsequent Events, of the
Financial Statements.
By Order of the Board
Philip Scales
Company Secretary
1 December 2017
Statement of Directors' Responsibilities in Respect of the
Directors' Report and Financial Statements
The Directors are responsible for preparing the Directors'
Report and the Financial Statements in accordance with applicable
law and regulations.
Company law requires the Directors to prepare Financial
Statements for each financial year. Under that law they have
elected to prepare the Financial Statements in accordance with
International Financial Reporting Standards as adopted by the
European Union (IFRSs as adopted by the EU), as applicable to an
Isle of Man company.
Under company law the Directors must not approve the Financial
Statements unless they are satisfied that they give a true and fair
view of the state of affairs of the Company and of its profit or
loss for that period. In preparing the Financial Statements, the
Directors are required to:
-- select suitable accounting policies and then apply them consistently;
-- make judgements and estimates that are reasonable, relevant and reliable;
-- state whether they have been prepared in accordance with IFRSs as adopted by the EU;
-- assess the Company's ability to continue as a going concern,
disclosing, as applicable, matters related to going concern;
and
-- use the going concern basis of accounting unless they either
intend to liquidate the Company or to cease operations, or have no
realistic alternative but to do so.
The Directors are responsible for keeping adequate accounting
records that are sufficient to show and explain the Company's
transactions and disclose with reasonable accuracy at any time the
financial position of the Company and enable them to ensure that
the Financial Statements comply with the Companies Act 2006. They
are responsible for such internal control as they determine is
necessary to enable the preparation of Financial Statements that
are free from material misstatement, whether due to fraud or error,
and have general responsibility for taking such steps as are
reasonably open to them to safeguard the assets of the Company and
to prevent and detect fraud and other irregularities.
The Directors are responsible for the maintenance and integrity
of the corporate and financial information included on the
Company's website.
By Order of the Board
Philip Scales
Company Secretary
1 December 2017
Corporate Governance Statement
The Directors recognise the value of the Principles of Good
Governance and Code of Best Practice.
The Board communicates frequently and meets at regular
intervals, and at these meetings the Directors are responsible for
approval of the overall strategy and major developments of the
Company. The Board directs the Company's activities through its
regular Board meetings and monitors performance through timely and
relevant reporting procedures.
The members of the Board, all of whom are non-executive, have
met regularly throughout the financial year, as detailed in Table 1
below. Accurate and detailed minutes are taken at each meeting. In
addition to formal Board and Committee meetings, Directors also
attend a number of informal meetings to consider the Company's
interests.
It is the Board's policy that any appointment of a new Director
is considered and, if appropriate, approved by the full Board.
The Company Secretary, to whom all Directors have access,
attended all Board and Committee meetings, and ensured compliance
with relevant procedural obligations, as well as being available
for the provision of advice to the Company and Directors.
Table 1 - Directors' meetings
Directors' Meetings Martin Philip Neil Duggan Mark Lerdal
Adams Scales
26 July 2016 x x x X
4 October 2016 x x x X
16 December 2016 x x x X
24 March 2017 x x
26 June 2017 x x x X
Of the four non-executive Directors who held office during the
financial year, three are considered independent. These are Martin
Adams, Neil Duggan and Mark Lerdal. Philip Scales is not considered
independent as he is a director and shareholder of FIM Capital
Limited ("FIM"). FIM is the Company's administrator.
Each Director shall retire at the annual general meeting held in
the third calendar year following the year in which he was elected
or last re-elected by the Company.
Each Director (other than the Chairman) shall retire at each
general meeting following the ninth anniversary of the date on
which he was appointed or elected (as the case may be).
The Company maintains Directors' & Officers' insurance.
Committees of the Board
The Board operated one committee: the Nomination and
Remuneration Committee ("the Committee"). The Company Secretary
acts as Secretary to the Committee.
Nomination and Remuneration Committee
The Committee was established in February 2012 and makes
recommendations to the Board, which retains the right of final
decision.
The Committee determines and agrees with the Board the framework
or broad policy for the nomination of the Company's non-executive
Directors and, in the event that the Board decides to appoint a new
Director, the Committee will consider candidates on merit and
against objective criteria, prior to making a recommendation to the
Board.
The Committee determines and agrees with the Board the framework
or broad policy for the remuneration of the Company's non-executive
Directors, ensures that the Company's non-executive Directors are
provided with appropriate incentives to encourage enhanced
performance and attract, motivate and retain non-executive
Directors of the highest calibre needed to enhance the Company's
performance and to reward them for improving Shareholder value.
No Director plays a part in any discussion about his own
remuneration.
The Committee has met as required since its formation. The
Chairman of the Committee is Philip Scales.
The only meeting of the Committee held during the financial year
was on 12 January 2017 and was attended by Neil Duggan and Philip
Scales.
Significant issues
The valuation of Private Equity is undertaken in accordance with
the accounting policies, disclosed in note 2, and the processes
disclosed in Note 6, of the Financial Statements. The audit
includes an independent review of valuation models used for
reasonableness and verification of supporting documentation. All
Private Equity has been categorised as Level 3 within the IFRS 13
fair value hierarchy.
Relations with Shareholders
The Company is committed to good investor communications and
seeks to build and maintain good relationships with its
Shareholders. The Company values the views of Shareholders and
recognises their interests in the Company's strategy and
performance.
Meetings with Shareholders are held on a regular basis and
briefings are held with analysts, primarily following the
announcement of interim and final results, as well as at other
times during the financial year, as appropriate.
Care is taken to ensure that any price sensitive information is
released to all Shareholders at the same time in accordance with
AIM requirements.
The Company has implemented procedures to comply with the Market
Abuse Regulation.
Communication is also provided through the Annual Report, the
Interim Report and the investor relations section on the Company's
website (www.tradingemissionsplc.com). The Company's website
provides information as required by Rule 26 of the AIM Rules in
addition to general corporate and investor information. All
material public and regulatory announcements are reviewed by the
Board and the Company's Nominated Adviser prior to release and
publication.
Philip Scales
Director and Company Secretary
1 December 2017
Independent Auditor's Report to the Members of
Trading Emissions PLC
1 Our opinion is unmodified
We have audited the Financial Statements of Trading Emissions
PLC ("the Company") for the year ended 30 June 2017, which comprise
the Statement of Comprehensive Income, the Statement of Financial
Position, the Statement of Changes in Equity, the Statement of Cash
Flows and the related notes, including the accounting policies in
note 2.
In our opinion the Financial Statements:
-- give a true and fair view of the state of Company's affairs
as at 30 June 2017 and of its profit for the year then ended;
-- have been properly prepared in accordance with International
Financial Reporting Standards as adopted by the European Union, as
applicable to an Isle of Man company; and
-- have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International
Standards on Auditing (UK) ("ISAs (UK)") and applicable law. Our
responsibilities are described below. We have fulfilled our ethical
responsibilities under, and are independent of the Company in
accordance with, UK ethical requirements including FRC Ethical
Standard. We believe that the audit evidence we have obtained is a
sufficient and appropriate basis for our opinion.
2 Key audit matters: our assessment of risks of material
misstatement
Key audit matters are those matters that, in our professional
judgment, were of most significance in the audit of the Financial
Statements and include the most significant assessed risks of
material misstatement (whether or not due to fraud) identified by
us, including those which had the greatest effect on: the overall
audit strategy; the allocation of resources in the audit; and
directing the efforts of the engagement team. We summarise below
the key audit matter (unchanged from 2016) in arriving at our audit
opinion above, together with our key audit procedures to address
that matter and our findings ("results") from those procedures in
order that the Company's members as a body may better understand
the process by which we arrived at our opinion. This matter was
addressed, and our results are based on procedures undertaken, in
the context of, and solely for the purpose of, our audit of the
Financial Statements as a whole, and in forming our opinion
thereon, and consequently are incidental to that opinion, and we do
not provide a separate opinion on
this matter.
The risk Our response
--------------------- ----------------------- -----------------------------------------------------------
Valuation Subjective valuation: Our procedures included:
of Private The Company's
Equity investments: underlying investment Control design: Documenting
GBP9.1m (2016: portfolio is and assessing the processes
GBP13.0m). comprised of in place to record investment
investments in transactions and to value
Refer to the unquoted companies the portfolio.
Corporate that are measured
Governance at fair value Tests of detail:
Statement by the Directors. * assessed the valuation methodologies considered in
(Significant determining the fair value of the Private Equity
Issues), notes The preparation portfolio;
2.2 (accounting of the fair value
policy for estimate for
classification the Private Equity * made inquiries with management regarding changes to
as an investment investments and the valuation methodologies and models;
entity), 2.6 related disclosures
(accounting involves subjective
policy for judgments or * compared the prior period valuations to actual to
financial uncertainties, assess the reliability of the models;
assets and which requires
financial special audit
liabilities), consideration * agreed assumptions and data inputs to supporting
5 (Financial because of the documentation, where possible; and
risk management) likelihood and
and 6 (Fair potential magnitude
value of financial of misstatements * challenged the assumptions used by management to
instruments). to the valuation assess their reasonableness.
of the financial
instrument.
Our results: No exceptions
were identified.
--------------------- ----------------------- -----------------------------------------------------------
3 Emphasis of matter - valuation of private equity
investments
We draw attention to note 6 to the financial statements
concerning the valuation of private equity investments of
GBP9,133,000. These assets are deemed to be level 3 under the fair
value hierarchy and are stated at Directors' valuation based on
valuation techniques stated therein. Due to the inherent
significant uncertainty associated with the determination of the
valuations, the amount realised on the disposal of private equity
investments may differ materially from the amount at which they are
stated in the financial statements. The impact of such uncertainty
cannot be quantified. Our opinion is not modified in respect of
this matter.
4 Our application of materiality and an overview of the scope of
our audit
Materiality for the Company Financial Statements as a whole was
set at GBP373,000 (2016: GBP400,000), determined with reference to
a benchmark of Company's net assets, of which it represents 4%
(2016: 4%).
Whilst our audit procedures are designed to identify
misstatements (including disclosure misstatements) which are
material to our opinion on the financial statements as a whole, we
nevertheless report any misstatements of lesser amounts to the
extent that these are identified by our audit work.
Under ISA 260, we are obliged to report omissions or
misstatements (including disclosure misstatements) other than those
which are 'clearly trivial' to those charged with governance. ISA
260 defines 'clearly trivial' as matters that are clearly
inconsequential, whether taken individually or in aggregate and
whether judged by any quantitative or qualitative criteria.
We agreed to report to the Board of Directors any corrected or
uncorrected identified misstatements exceeding GBP19,000 for
Company's Financial Statements, in addition to other identified
misstatements that warranted reporting on qualitative grounds.
5 We have nothing to report on going concern
We are required to report to you if we have concluded that the
use of the going concern basis of accounting is inappropriate or
there is an undisclosed material uncertainty that may cast
significant doubt over the use of that basis for a period of at
least twelve months from the date of approval of the Financial
Statements. We have nothing to report in these respects.
6 We have nothing to report on the other information in the
Annual Report
The Directors are responsible for the other information
presented in the Annual Report together with the Financial
Statements. Our opinion on the Financial Statements does not cover
the other information and, accordingly, we do not express an audit
opinion or, except as explicitly stated below, any form of
assurance conclusion thereon.
Our responsibility is to read the other information and, in
doing so, consider whether, based on our Financial Statements audit
work, the information therein is materially misstated or
inconsistent with the Financial Statements or our audit knowledge.
Based solely on that work we have not identified material
misstatements in the other information.
Directors' Report
Based solely on our work on the other information:
-- we have not identified material misstatements in the Directors' Report; and
-- in our opinion the information given in that report for the
financial year is consistent with the Financial Statements.
7 Respective responsibilities
Directors' responsibilities
As explained more fully in their statement, the Directors are
responsible for: the preparation of the Financial Statements
including being satisfied that they give a true and fair view; such
internal control as they determine is necessary to enable the
preparation of Financial Statements that are free from material
misstatement, whether due to fraud or error; assessing the
Company's ability to continue as a going concern, disclosing, as
applicable, matters related to going concern; and using the going
concern basis of accounting unless they either intend to liquidate
the Company or to cease operations, or have no realistic
alternative but to do so.
Auditor's responsibilities
Our objectives are to obtain reasonable assurance about whether
the Financial Statements as a whole are free from material
misstatement, whether due to fraud or error, and to issue our
opinion in an auditor's report. Reasonable assurance is a high
level of assurance, but does not guarantee that an audit conducted
in accordance with ISAs (UK) will always detect a material
misstatement when it exists. Misstatements can arise from fraud or
error and are considered material if, individually or in aggregate,
they could reasonably be expected to influence the economic
decisions of users taken on the basis of the Financial
Statements.
A fuller description of our responsibilities is provided on the
FRC's website at www.frc.org.uk/auditorsresponsibilities.
8 The purpose of our audit work and to whom we owe our
responsibilities
This report is made solely to the Company's members, as a body,
in accordance with Section 80(C) of the Companies Act 2006. Our
audit work has been undertaken so that we might state to the
Company's members those matters we are required to state to them in
an auditor's report and for no other purpose. To the fullest extent
permitted by law, we do not accept or assume responsibility to
anyone other than the Company and the Company's members, as a body,
for our audit work, for this report, or for the opinions we have
formed.
KPMG Audit LLC
Chartered Accountants
Heritage Court
41 Athol Street
Douglas
Isle of Man IM99 1HN
Statement of Comprehensive Income
Year ended Year ended
30 June 30 June
2017 2016
Note GBP'000 GBP'000
---- ----------------------------------- ---------- ----------
Realised gain on disposal
of financial assets at fair
value through profit or loss
- Carbon - 569
Realised gain/(loss) on disposal
of financial assets at fair
value through profit or loss
7 - Private Equity 10 (753)
Net change in fair value of
financial assets at fair value
through profit or loss - Private
6.3 Equity 1,651 2,368
Investment services fees - (194)
8 Administration fees (204) (227)
Net foreign exchange (losses)/gains (14) 125
Decrease in the provision
for litigation costs - 1,041
10 Other operating expenses (945) (1,258)
Operating profit 498 1,671
----------------------------------- ---------- ----------
Finance income 1 20
Net finance income 1 20
----------------------------------- ---------- ----------
Profit before tax 499 1,691
----------------------------------- ---------- ----------
11 Taxation - -
----------------------------------- ---------- ----------
Profit for the year 499 1,691
----------------------------------- ---------- ----------
Other comprehensive income - -
for the year
----------------------------------- ---------- ----------
Total comprehensive profit 499 1,691
Basic and diluted earnings
per Share for the year (expressed
14.2 in pence per Share) 0.20 0.68
----------------------------------- ---------- ----------
The notes form an integral part of the Financial Statements.
Statement of Financial Position
As at As at
30 June 30 June
2017 2016
Note GBP'000 GBP'000
----- ---------------------------- --------- ---------
ASSETS
Financial assets at fair
value through profit or
6 loss - Private Equity 9,133 12,997
12 Trade and other receivables 101 47
2,
5.2 Cash and cash equivalents 1,342 3,426
Current assets 10,576 16,470
LIABILITIES
13 Trade and other payables (540) (688)
Current liabilities (540) (688)
---------------------------- --------- ---------
Net current assets 10,036 15,782
Net assets 10,036 15,782
---------------------------- --------- ---------
EQUITY
15 Share capital 2,498 2,498
16 Distributable reserves 7,538 13,284
Total equity 10,036 15,782
---------------------------- --------- ---------
The notes form an integral part of the Financial Statements.
The Financial Statements were approved and authorised for issue
by the Board on 1 December 2017 and signed on its behalf by:
Neil Duggan Philip Scales
Director Director
Statement of Changes in Equity
For the year ended 30 June 2017
Share Distributable
capital reserves Total
GBP'000 GBP'000 GBP'000
Balance at 1 July
2016 2,498 13,284 15,782
Profit for the year - 499 499
Total comprehensive
income - 499 499
--------------------- --------- -------------- --------
Transactions with
Shareholders
Distributions - (6,245) (6,245)
Total transactions
with Shareholders - (6,245) (6,245)
--------------------- --------- -------------- --------
Balance at 30 June
2017 2,498 7,538 10,036
--------------------- --------- -------------- --------
For the year ended 30 June 2016
Capital
Share Share redemption Distributable
capital premium reserve reserves Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Balance at 1
July 2015 2,498 301,086 395 (277,398) 26,581
Profit for the
year - - - 1,691 1,691
Total comprehensive
income - - - 1,691 1,691
--------------------------- --------- ---------- ------------ -------------- ---------
Transactions
with Shareholders
Distributions - (12,490) - - (12,490)
Transfer to distributable
reserves - (288,596) (395) 288,991 -
--------------------------- --------- ---------- ------------ -------------- ---------
Total transactions
with Shareholders - (301,086) (395) 288,991 (12,490)
--------------------------- --------- ---------- ------------ -------------- ---------
Balance at 30
June 2016 2,498 - - 13,284 15,782
--------------------------- --------- ---------- ------------ -------------- ---------
The notes form an integral part of the Financial Statements.
Statement of Cash Flows
Year ended Year ended
30 June 30 June
2017 2016
GBP'000 GBP'000
-------------------------------------------------------------- ----------- -----------
Cash flows from operating activities
Profit for the year 499 1,691
Adjustment for:
- realised gain on disposal of
financial assets at fair value
through
profit or loss - Carbon - (569)
* realised (gain)/loss on disposal of financial assets
at fair value through profit or loss - Private Equity (10) 753
* net change in financial assets at fair value through
profit or loss - Private Equity (1,651) (2,368)
- net foreign exchange losses/(gains) 14 (125)
- finance income (1) (20)
* non cash TEP Investment Company expenses - 47
Changes in working capital:
- (increase)/decrease in trade
and other receivables (54) 31
- decrease in trade and other
payables (148) (305)
- decrease in provisions - (1,401)
Cash used in operations (1,351) (2,266)
Interest received 1 20
Additions to Private Equity - (32)
Distributions and receipts from
Private Equity 5,525 8,145
-------------------------------------------------------------- ----------- -----------
Net cash generated from operating
activities 4,175 5,867
-------------------------------------------------------------- ----------- -----------
Cash flows from financing activities
Distributions to Shareholders (6,245) (12,490)
-------------------------------------------------------------- ----------- -----------
Net cash used in financing activities (6,245) (12,490)
-------------------------------------------------------------- ----------- -----------
Net decrease in cash and cash
equivalents (2,070) (6,623)
Cash and cash equivalents at
start of year 3,426 9,821
Effects of movements in exchange
rates on cash held (14) 228
-------------------------------------------------------------- ----------- -----------
Cash and cash equivalents at
end of year 1,342 3,426
-------------------------------------------------------------- ----------- -----------
The notes form an integral part of the Financial Statements.
Notes to the Financial Statements
for the year ended 30 June 2017
1 General information
Trading Emissions Plc (the "Company") invests in environmental
and emissions assets, companies providing products and services
related to the reduction of greenhouse gas emissions and associated
financial products.
The Company is a closed-ended investment company domiciled in
the Isle of Man. The address of its registered office is IOMA
House, Hope Street, Douglas, Isle of Man. The Company incorporated
on 15 March 2005 in the Isle of Man as a public limited company
quoted on the AIM and regulated by the London Stock Exchange. In
December 2011, the Company re-registered under the Isle of Man
Companies Act 2006.
2 Significant accounting policies
The Company has consistently applied the following accounting
policies to all years presented in the Financial Statements.
2.1 Basis of accounting
The Financial Statements have been prepared in accordance with
International Financial Reporting Standards ("IFRSs") as adopted by
the European Union ("EU").
The Financial Statements have been prepared on the historical
cost basis, except for Private Equity investments, which are
accounted for on a fair value measurement basis.
a) New standards and interpretations issued but not effective
A number of new standards and amendments to standards are
effective for annual periods beginning after 1 July 2016 and
earlier application is permitted. The one new standard potentially
relevant to the Company is detailed below.
IFRS 9 Financial Instruments
The standard replaces IAS 39 Financial Instruments: Recognition
and Measurement. It includes revised guidance on classification and
measurement of financial instruments, a new expected credit loss
model for calculating impairment on financial assets and new
general hedge accounting requirements. It also carries forward the
guidance on recognition and derecognition of financial instruments
from IAS 39.
IFRS 9 will be effective for accounting periods beginning on or
after 1 January 2018. The Company does not plan to adopt this
standard early.
Based on an initial assessment, this standard is not expected to
have a material impact on the Company. This is because the
financial instruments currently measured at fair value through
profit or loss ("FVTPL") will continue to be measured at FVTPL
under IFRS 9 and those currently measured at amortised cost will
continue to be measured at amortised cost under IFRS 9.
2.2 Classification as an investment entity
The Board concluded that the Company meets the essential
elements of the definition of an investment entity because:
(a) The Company obtained funds for the purpose of providing
Shareholders with investment management services.
(b) The Company's initial Investing Policy, which was
communicated directly to Shareholders, is investment solely for
returns from capital appreciation and investment income.
(c) The performance of investments is measured and evaluated on a fair value basis.
In addition, the Company has the following typical
characteristics of an investment entity:
(a) It has more than one investment.
(b) It has more than one Shareholder.
(c) It has Shareholders that are not related parties of the entity.
(d) It has ownership interests in the form of equity or similar interests.
2.3 Segment reporting
Operating segments are reported in a manner consistent with the
internal reporting provided to the chief operating decision-maker.
The chief operating decision-maker, which is responsible for
allocating resources and assessing performance of the operating
segments, has been identified as the Board.
2.4 Foreign currency translation
Transactions in foreign currencies are translated into Pounds
Sterling (GBP) at the exchange rate at the date of the
transactions.
Monetary assets and liabilities denominated in foreign
currencies are translated into Pounds Sterling at the exchange rate
at the reporting date. Non-monetary assets and liabilities
denominated in foreign currencies that are measured at fair value
are translated into Pounds Sterling at the exchange rate at the
date on which the fair value was determined.
Foreign currency differences arising on translation are
recognised in profit or loss as net foreign exchange
gains/(losses), except those arising on financial instruments at
FVTPL, which are recognised as a component of net gain/loss from
financial instruments at FVTPL.
"Functional currency" is the currency of the primary economic
environment in which the Company operates. If indicators of the
primary economic environment are mixed, then the Board uses its
judgement to determine the functional currency that most faithfully
represents the economic effect of the underlying transactions,
events and conditions. The Company's Ordinary shares ("Shares") are
denominated in Pounds Sterling and dividends are paid in Pounds
Sterling. Most of the other operating expenses are denominated and
paid in Pounds Sterling. Most of the Company's cash is held in
Pounds Sterling. Accordingly, the Board has determined that the
functional currency of the Company is Pounds Sterling.
2.5 Gains/(losses) from financial instruments at FVTPL
Gains/(losses) from financial instruments at FVTPL includes all
realised and unrealised fair value changes and foreign exchange
differences, but excludes interest and dividend income.
The realised gain/(loss) from financial instruments at FVTPL
represents the difference between the carrying amount of a
financial instrument at the beginning of the reporting period, or
the transaction price if it was purchased in the current reporting
period, and its settlement price.
The unrealised gain/(loss) represents the difference between the
carrying amount of a financial instrument at the beginning of the
reporting period, or the transaction price if it was purchased in
the current reporting period, and its carrying amount at the end of
the reporting period.
2.6 Financial assets and financial liabilities
(a) Recognition and initial measurement
Financial assets and financial liabilities at FVTPL are
initially recognised on the trade date, which is the date on which
the Company becomes a party to the contractual provisions of the
instrument. Other financial assets and liabilities are recognised
on the date on which they originated.
Financial assets and liabilities at FVTPL are initially
recognised at fair value, with transaction costs recognised in
profit or loss.
Financial assets and liabilities not at FVTPL are initially
recognised at fair value plus transaction costs that are directly
attributable to their acquisition or issue.
(b) Classification
The Company classifies financial assets and liabilities into the
following categories.
Financial assets at FVTPL:
-- Designated as at FVTPL: TEP Investment Companies included in
Private Equity investments. See note 5, Financial risk management
for definitions of TEP Investment Companies and Private Equity.
Financial assets at amortised cost:
-- Loans and receivables: cash and cash equivalents and trade
and other receivables. Trade and other receivables are classified
as current assets if receipt is due within one year or less. If
not, they are presented as non-current assets.
Financial liabilities at amortised cost:
-- Other liabilities: trade and other payables. Trade and other
payables are classified as current liabilities if payment is due
within one year or less. If not, they are presented as non-current
liabilities.
The Company designates all equity instruments at FVTPL on
initial recognition because it manages them on a fair value
basis.
(c) Fair value measurement
"Fair value" is the price that would be received to sell an
asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date in the
principal or, in its absence, the most advantageous market to which
the Company has access at that date. The fair value of a liability
reflects its non-performance risk.
When available, the Company measures the fair value of an
instrument using the quoted price in an active market for that
instrument. A market is regarded as "active" if transactions for
the asset or liability take place with sufficient frequency and
volume to provide pricing information on an on-going basis. The
Company measures instruments quoted in an active market at a
mid-price, because this price provides a reasonable approximation
of the exit price.
If there is no quoted price in an active market, then the
Company uses valuation techniques that maximise the use of relevant
observable inputs and minimise the use of unobservable inputs. The
chosen valuation technique incorporates all of the factors that
market participants would take into account in pricing a
transaction.
The Company recognises transfers between levels of the fair
value hierarchy as at the end of the reporting period during which
the change has occurred.
(d) Amortised cost measurement
The amortised cost of a financial asset or liability is the
amount at which the financial asset or liability is measured at
initial recognition, minus the principal repayment, plus or minus
the cumulative amortisation using the effective interest method of
any difference between the initial amount recognised and the
maturity amount, minus any reduction for impairment. Trade and
other receivables and trade and other payables are accounted for at
their nominal values due to their short-term duration.
(e) Impairment
A financial asset not classified at FVTPL is assessed at each
reporting date to determine whether there is objective evidence of
impairment. A financial asset or a group of financial assets is
'impaired' if there is objective evidence of impairment as a result
of one or more events that occurred after the initial recognition
of the asset(s) and that loss event(s) had an impact on the
estimated future cash flows of that asset(s) that can be estimated
reliably.
Objective evidence that financial assets are impaired includes
significant financial difficulty of the borrower or issuer, default
or delinquency by a borrower, restructuring of the amount due on
terms that the Company would not otherwise consider, indications
that a borrower or issuer will enter bankruptcy, or adverse changes
in the payment status of the borrowers.
An impairment in respect of a financial asset measured at
amortised cost is calculated as the difference between its carrying
amount and the present value of the estimated future cash flows
discounted at the asset's original effective interest rate.
Impairments are recognised in profit or loss and deducted from the
gross value of the associated assets. Interest on the impaired
asset continues to be recognised. If an event occurring after the
event was recognised causes the amount of impairment loss to
decrease, then the decrease in impairment loss is reversed through
profit or loss.
(f) Derecognition
The Company derecognises a financial asset when the contractual
rights to the cash flows from the asset expire, or it transfers the
rights to receive the contractual cash flows in a transaction in
which substantially all of the risks and rewards of ownership of
the financial asset are transferred or in which the Company neither
transfers nor retains substantially all of the risks and rewards of
ownership and does not retain control of the financial asset.
On derecognition of a financial asset, the difference between
the carrying amount of the asset (or the carrying amount allocated
to the portion of the asset that is derecognised) and the
consideration received (including any new asset obtained less any
new liability assumed) is recognised in profit or loss. Any
interest in such transferred financial assets that is created or
retained by the Company is recognised as a separate asset or
liability.
The Company derecognises a financial liability when its
contractual obligations are discharged, cancelled, or expire.
(g) Offsetting
Financial assets and financial liabilities are offset and the
net amount presented in the Statement of Financial Position when,
and only when, the Company has a legal right to offset the amounts
and it intends to either settle on a net basis or to realise the
asset and settle the liability simultaneously.
Income and expenses are presented on a net basis for gains and
losses from financial instruments at FVTPL and foreign exchange
gains and losses.
(h) Cash and cash equivalents
Cash and cash equivalents comprise deposits with banks.
2.7 Interest
Interest income, including interest income from non-derivative
financial assets at FVTPL, is recognised in profit or loss, using
the effective interest method. The effective interest rate is the
rate that exactly discounts the estimated future cash receipts
through the expected life of the financial instrument (or, when
appropriate, a shorter period) to the carrying amount of the
financial instrument on initial recognition. When calculating the
effective interest rate, the Company estimates future cash flows
considering all contractual terms of the financial instrument, but
not future credit losses.
Interest received or receivable, is recognised in profit or loss
as interest income.
2.8 Going concern
In assessing the going concern basis of preparation of the
Financial Statements, the Directors, with the assistance of the
administrator, have prepared cash-flow forecasts, and stress-tested
the assumptions in those forecasts. The conclusion reached is that
while there will always remain inherent uncertainty within the cash
flow forecasts, the Directors have a reasonable expectation that
the Company has adequate resources to continue in operational
existence for the foreseeable future, and for a period of at least
12 months from the date of signing of the Financial Statements.
Accordingly, they continue to adopt the going concern basis in
preparing the Financial Statements.
2.9 Income tax
Income tax is recognised in profit or loss except to the extent
that it relates to items recognised directly in equity.
Income tax comprises the expected tax payable or receivable on
the taxable income or loss for the financial year and any
adjustment to the tax payable or receivable in respect of previous
years. The amount of current tax payable or receivable is the best
estimate of the tax amount expected to be paid or received that
reflects uncertainty related to income taxes, if any. It is
measured using tax rates enacted or substantively enacted at the
reporting date. Current tax also includes any tax arising from
dividends.
2.10 Share capital
Shares are classified as equity. Incremental costs attributable
to the issue of new Shares are shown in equity as a deduction from
the proceeds.
Share premium represents the difference between the original
issue price of GBP1 of the Shares and the par value of 1 pence.
Amounts are recorded net of issuance costs.
2.11 Provisions
Provisions comprise liabilities of uncertain timing or amount
that may arise. Provisions are recognised when there is a present
obligation, legal or constructive, because of past events; it is
probable that an outflow of resources will be required to settle
the obligation; and the amount has been reliably estimated.
Provisions are not recognised for future operating losses.
Provisions are measured at the present value of the expenditure
expected to be required to settle the obligation using a pre-tax
rate that reflects current market assessments of the time value of
money and the risks specific to the obligation. The increase in the
provision due to the passage of time is recognised as a finance
cost.
2.12 Expenses
Expenses are recognised in profit or loss when the risks and
rewards of goods are transferred to the Company or when services
are received. Expenses are accounted for on an accruals basis.
2.13 Distributions
Distribution payments to Shareholders are recognised as a
liability in the Financial Statements in the period in which the
distribution is approved by the Board.
3 Use of judgements and estimates
In preparing the Financial Statements, the Board has made
judgements, estimates and assumptions that affect the application
of accounting policies and the reported amounts of assets,
liabilities, income and expenses. Actual results may differ from
those estimates.
Estimates and underlying assumptions are reviewed on an on-going
basis. Changes in estimates are recognised through profit or
loss.
a) Judgements
Information about judgements made in applying accounting
policies that have the most significant effects on the amounts
recognised in the Financial Statements is included in the following
notes:
-- Note 2.2, Classification as an investment entity - the
Company's classification as an Investment Entity;
-- Note 2.4, Foreign currency translation - determination of functional currency;
-- Note 2.8, Going concern - determination of the going concern basis of the Company;
-- Note 4, Segment Reporting - determination of the Company's operating segments;
-- Note 6, Fair value of financial instruments - determination
of significant unobservable inputs into valuation models of Level 3
financial instruments; and
b) Assumptions and estimation uncertainties
Information about assumptions and estimation uncertainties that
have a significant risk of resulting in a material adjustment for
the year ended 30 June 2017 are included in note 6, Fair value of
financial instruments and relate to the determination of fair value
of financial instruments with significant unobservable inputs.
4 Segment reporting
The Board has determined the operating segments based on the
reports and financial information provided to it by the
administrator, FIM Capital Limited ("FIM"). These reports are used
by the Board to make strategic decisions. The Board manages the
assets across two segments, being Private Equity and Corporate.
Historically and in the prior financial year, Carbon was determined
as a reportable segment and has been included below for comparative
purposes, where appropriate. The reportable segments are made up as
follows:
Private Equity
The Private Equity segment consists of financial assets at FVTPL
- Private Equity at the reporting date of GBP9,133,000 (as at 30
June 2016: GBP12,997,000). See note 5, Financial risk management
for the definition of Private Equity investments and note 7,
Realised gain/(loss) on disposal of financial assets at FVTPL -
Private Equity.
Corporate
The Corporate segment comprises all assets and liabilities not
otherwise attributable to the Private Equity segment and includes
cash at the reporting date of GBP1,342,000 (as at 30 June 2016:
GBP3,426,000).
As at As at
30 June 30 June
Net Asset Value ("NAV") 2017 2016
GBP'000 GBP'000
------------------------- --------- ---------
Private Equity 9,133 12,849
Corporate 903 2,933
------------------------- --------- ---------
Total NAV 10,036 15,782
------------------------- --------- ---------
4 Segment reporting (continued)
Total comprehensive profit Year ended Year ended
30 June 30 June
2017 2016
GBP'000 GBP'000
----------------------------- ----------- -----------
Carbon - 1,899
Private Equity 2,529 5,800
Corporate (2,030) (6,008)
----------------------------- ----------- -----------
Total comprehensive profit 499 1,691
----------------------------- ----------- -----------
5 Financial risk management
The Company has exposure to the following risks from financial
instruments:
-- Credit risk;
-- Liquidity risk;
-- Market risk; and
-- Operational risk.
This note presents information about the Company's objectives,
policies and processes for measuring and managing risk, and the
Company's management of capital.
Financial instruments held by the Company consist of Private
Equity investments. These are "TEP Investment Companies" which are
all companies in which TEP holds an ownership interest greater than
20%.
Name of TEP Investment Immediate parent Principal TEP ultimate
Company place of % ownership
business interest
------------------------- ---------------------- ----------- -------------
TEP (Solar Holdings)
Florasolar S.r.l** Limited Italy 100.00
TEP (Solar Holdings)
RGP Puglia 1 S.r.l** Limited Italy 100.00
Solar Energy Italia TEP (Solar Holdings)
1 S.r.l Limited Italy 100.00
Solar Services TEP (Solar Holdings)
Italia S.r.l Limited Italy 100.00
Trading Emissions Isle of
Surya PLC PLC Man 100.00
TEP (Carbon Holdings) Trading Emissions Isle of
Limited* PLC Man 100.00
TEP (Hydro Holdings) Trading Emissions Isle of
Limited* PLC Man 100.00
TEP (Renewables Trading Emissions
Holding) Limited PLC Ireland 100.00
TEP (Solar Holdings)
Limited Surya PLC Ireland 100.00
Trading Emissions Trading Emissions Isle of
(Isle of Man) Limited* PLC Man 100.00
Trading Emissions Trading Emissions
Limited* PLC UK 100.00
*In liquidation
** Sold 8 August 2017, see note 19, Subsequent
events
5.1 Risk management framework
The Company maintains positions in a variety of Private Equity
investments.
The Board manages the Company's assets in line with the
Investing Policy objective of the orderly realisation of
investments.
5.2 Credit risk
"Credit risk" is the risk that a counterparty to a financial
instrument will fail to discharge an obligation or commitment that
it has entered into with the Company, resulting in a financial loss
to the Company. It arises principally from cash and cash
equivalents. For risk management reporting purposes, the Company
considers and aggregates all element of credit risk exposure (such
as counterparty default risk and country risk).
The Company manages credit risk by minimising its exposure to
counterparties with perceived higher risk of default. The Company's
credit risk is monitored by the Board.
The Company's activities may give rise to settlement risk.
"Settlement risk" is the risk of a loss due to the failure of an
entity to honour its obligations to deliver cash, securities or
other assets as contractually agreed.
The Company's main exposure to credit risk arises in respect of
the following:
-- Cash and cash equivalents;
-- Amounts receivable from TEP Investment Companies.
Cash and cash equivalents
The Company's policy is to deposit cash with banks with a
Standard and Poor's minimum long term credit rating of BBB+. The
following table shows the split between the institutions (or their
subsidiaries) that the Company's cash is deposited with:
Credit As at As at
rating 30 June 30 June
of 2017 2016
parent GBP'000 GBP'000
bank at
30 June
2017
Barclays Bank A- 328 489
Royal Bank of Scotland
International BBB+ 1,014 2,937
Total Cash 1,342 3,426
------------------------------------ --------- ---------
Amounts receivable from TEP Investment Companies
The Company recognises TEP Investment Companies as financial
assets designated at FVTPL.
5.3 Liquidity risk
"Liquidity risk" is the risk that the Company will encounter
difficulty in meeting the obligations associated with its financial
liabilities that are settled by delivering cash or another
financial asset.
The Company tries to ensure that as far as possible, it will
always have sufficient liquidity to meet its liabilities when due,
under both normal and stress conditions, without incurring
unacceptable losses or risking damage to the Company's reputation
or financial integrity.
The Company's financial assets include Private Equity
investments, which are generally illiquid. As a result, the Company
may not be able to liquidate some of its financial assets in these
investments in due time to meet its liquidity requirements.
The Company's liquidity risk is managed on a daily basis by FIM
in accordance with policies and procedures in place.
The Company's overall liquidity position is monitored on a
quarterly basis by the Board. Cash flow forecasting is performed on
a quarterly basis. The forecasting takes into consideration the
strategy of the Investing Policy of achieving an orderly
realisation of assets and return capital to Shareholders. The Board
monitors liquidity requirements to ensure there is sufficient cash
to meet the Company's operational needs.
The Company maintains most of its liquid assets in cash and cash
equivalents in order to meet its future financial commitments. As
at 30 June 2017 the Company held cash and cash equivalents of
GBP1,342,000 (as at 30 June 2016: GBP3,426,000).
The tables below show the contractual maturities of financial
liabilities at the reporting dates. The amounts are gross and
undiscounted, and include estimated interest payments. The
liabilities are based on cash flows at the earliest possible
contractual maturity dates; the expected cash flows on these
instruments do not vary significantly from this analysis.
Less Between Between Over Total
than 1 2
As at 30 June 1 year and 2 and 5 5 years
2017 (GBP'000) years years (GBP'000) (GBP'000)
(GBP'000) (GBP'000)
----------------- ------------ ----------- ------------ ------------ -------------
Trade and other
payables (505) - (35) - (540)
----------------- ------------ ----------- ------------ ------------ -------------
Total (505) - (35) - (540)
----------------- ------------ ----------- ------------ ------------ -------------
Less Between Between Over Total
than 1 2
As at 30 June 1 year and 2 and 5 5 years
2016 (GBP'000) years years (GBP'000) (GBP'000)
(GBP'000) (GBP'000)
----------------- ------------ ----------- ------------ ------------ -------------
Trade and other
payables (653) - (35) - (688)
----------------- ------------ ----------- ------------ ------------ -------------
Total (653) - (35) - (688)
----------------- ------------ ----------- ------------ ------------ -------------
5.4 Market risk
"Market risk" is the risk that changes in market prices - such
as interest rates, foreign exchange rates, equity prices and credit
spreads - will affect the Company's income or fair value of its
holding of financial instruments.
The Company's strategy for the management of market risk is
driven by the Company's Investing Policy.
The Company's market risk is managed by the Board in accordance
with policies and procedures in place. The Company's market
positions are monitored by the Board.
(a) Interest rate risk
The Company is exposed to the risk that the fair value or future
cash flows of its financial instruments will fluctuate as a result
of changes in market interest rates. In respect of the Company's
interest-bearing financial instruments, the Company's policy is to
transact in financial instruments that mature or re-price in the
short-term i.e. no longer than 3 months. Accordingly, the Company
is subject to limited exposure to fair value or cash flow interest
rate risk due to fluctuations in prevailing levels of market
interest rates.
Internal procedures require FIM to manage interest rate risk on
a quarterly basis in accordance with the policies and procedures in
place. The Company's interest rate risk is monitored on a quarterly
basis by the Board. If the interest rate risk is not in accordance
with the Investing Policy and guidelines of the Company, then FIM
is required to rebalance the portfolio.
The sensitivity analysis reflects how net assets would have been
affected by changes in the relevant risk variable that were
reasonably possible at the reporting date. The Board has determined
that a fluctuation in interest rates of 5 basis points is
reasonably possible, considering the economic environment in which
the Company operates.
The Company's main exposure to interest rate risk arises in
respect of the cash and cash equivalents.
During the financial year interest income was received on cash
and deposits with financial institutions of GBP1,000 (year ended 30
June 2016: GBP20,000). If during the financial year interest rates
on average had increased/decreased by 5 basis points with all other
variables held constant, the total comprehensive profit/(loss) for
the financial year would decrease/increase by GBPNil (during the
year ended 30 June 2016 an increase/decrease of 5 basis point would
have resulted in an increase/decrease of GBP15,000).
(b) Currency risk
The Company invests in financial instruments and enters into
transactions that are denominated in currencies other than its
functional currency, primarily in US Dollars ($) and Euros (EUR).
Consequently, the Company is exposed to risk that the exchange rate
of its functional currency relative to other foreign currencies may
change in a manner that has an adverse effect on the fair value or
future cash flows of the Company's financial assets or financial
liabilities denominated in currencies other than Pounds
Sterling.
The Company's currency risk is managed on a daily basis by FIM
in accordance with the policies and procedures in place. The
Company's currency positions and exposures are monitored on a
quarterly basis by the Board.
The Company's main exposure to currency risk arises in respect
of the following:
-- Cash and cash equivalents; and
-- Private Equity investments.
Cash and cash equivalents
Significant cash balances held are denominated in Pounds
Sterling, US Dollars and Euros. For cash held in US Dollars at 30
June 2017 a 10% strengthening of Pounds Sterling against the US
Dollar would result in a GBP11,000 decrease in cash and cash
equivalents (year ended 30 June 2016: GBP5,000). For cash held in
Euros at 30 June 2017 a 10% strengthening of Pounds Sterling
against the Euro would result in a GBP2,000 decrease in cash and
cash equivalents (year ended 30 June 2016: GBP21,000).
Private Equity investments
TEP Investment Companies included in Private Equity investments
are exposed to currency risk. Currency exposure arising from the
net assets of TEP Investment Companies is monitored by the
Board.
At the reporting date, the carrying amount of the Company's net
financial assets and net financial liabilities held in individual
currencies, expressed in Pounds Sterling were as follows:
As at As at
30 June 2017 30 June
GBP'000 2016
GBP'000
Pounds Sterling 898 2,837
US Dollars 102 (134)
Euros 9,037 13,093
Other (1) (14)
----------------- -------------- ---------
Net assets 10,036 15,782
----------------- -------------- ---------
(c) Other price risk
"Other price risk" is the risk that the fair value of financial
instruments will fluctuate as a result of changes in market prices
(other than those rising from interest rate risk or currency risk),
whether caused by factors specific to an individual instrument or
its issuer or factors affecting all instruments in the traded
market.
Price risk is managed by the Board in accordance with the
Company's Investing Policy of the orderly realisation of
investments. Agreements entered into with third parties for the
sale of Private Equity investments are negotiated by the Board in
order to minimise other price risk.
The Company is exposed to other price risk in respect of Private
Equity investments.
5.5 Operational risk
"Operational risk" is the risk of direct or indirect loss
arising from a wide variety of causes associated with processes,
technology and infrastructure supporting the Company's activities
with financial instruments, either internally within the Company or
externally at the Company's service providers, and from external
factors other than credit, market and liquidity risks such as those
arising from legal and regulatory requirements.
The Company's objective is to manage operational risk so as to
balance the limiting of financial losses and damage to its
reputation with achieving its Investing Policy objective of the
orderly realisation of financial instruments and generating returns
to Shareholders.
The primary responsibility for the development and
implementation of controls over operational risk rests with the
Board, which is assisted in this regard by FIM. The responsibility
is supported by the development of overall standards for the
management of operational risk, which encompasses the controls and
processes at the service providers, in the following areas:
-- documentation of controls and procedures;
-- requirements for:
- appropriate segregation of duties between various functions, roles and responsibilities;
- reconciliation and monitoring of transactions;
-- compliance with regulatory and other requirements;
-- ethical and business standards; and
-- risk mitigation, including insurance if this is effective.
The Board's assessment of the adequacy of the controls and
processes in place at the service providers with respect to
operational risk is carried out via regular discussions with the
service providers.
5.6 Capital risk management
Capital is defined as total equity. The objectives in managing
capital are to safeguard the Company's ability to continue as a
going concern in order to provide returns for Shareholders and to
maintain an optimal capital structure to reduce the cost of
capital. In order to adjust the capital structure, the Company
effects the distributions to Shareholders. The Company is not
subject to externally imposed regulatory capital requirements.
The Company's cash balance as at 30 June 2017 was GBP1,342,000
(30 June 2016: GBP3,426,000). During the financial year a
distribution was paid to Shareholders of 2.5 pence per Share,
equivalent to GBP6,245,000 in total, see note 17, Distributions
paid and declared.
6 Fair value of financial instruments
6.1 Valuation models
The fair values of financial assets and financial liabilities
that are traded in active markets are based on prices obtained
directly from an exchange on which the instruments are traded or
obtained from a broker that provides an unadjusted quoted price
from an active market for an identical instrument. For all other
financial instruments, the Company determines fair values using
other valuation techniques.
For financial instruments that trade infrequently and have
little price transparency, fair value is less objective, and
requires varying degrees of judgement depending on liquidity,
uncertainty of market factors, pricing assumptions and other risks
affecting the specific instrument.
The Company measures fair values using the following fair value
hierarchy that reflects the significance of the inputs used in
making the measurements.
Level 1: Inputs that are quoted market prices (unadjusted) in
active markets for identical instruments.
Level 2: Inputs other than quoted prices included within Level 1
that are observable either directly (i.e. prices) or indirectly
(i.e. derived from prices). This category includes instruments
valued using: quoted market prices in active markets for similar
instruments, quoted prices for identical or similar instruments in
markets that are considered less active, or other valuation
techniques in which all significant inputs are directly or
indirectly observable from market data.
Level 3: Inputs are unobservable. This category includes all
instruments for which the valuation technique includes inputs not
based on observable data and the unobservable inputs have an effect
on the instrument's valuation. This category includes instruments
that are valued based on quoted
market prices for similar instruments but for which significant
unobservable adjustments or assumptions are required to reflect
differences between the instruments.
A market is regarded as active if quoted prices are readily and
regularly available from an exchange. The quoted market price used
for assets held is the mid-price at the date of valuation.
The categorisation of a financial asset or liability within the
hierarchy is based upon the pricing transparency of the asset or
liability and does not necessarily correspond to the perceived
risk. A financial asset or liabilities Level within the fair value
hierarchy is based on the lowest Level of any input that is
significant to the fair value measurement. However, the
determination of what constitutes "observable" requires significant
judgement by the Board.
Valuation techniques include net present value and risk-adjusted
cash flow models. Assumptions and inputs used in valuation
techniques include factors used in risk -adjustments, equity prices
and foreign currency exchange rates.
The objective of valuation techniques is to arrive at a fair
value measurement that reflects the price that would be received to
sell an asset or paid to transfer the liability in an orderly
transaction between market participants at the measurement
date.
The Company uses widely recognised valuation models for
determining the fair value of common and simple financial
instruments. The availability of observable market prices and model
inputs reduces the need for the Board's judgement and estimation
and reduces the uncertainty associated with the determination of
fair values. The availability of observable market prices and
inputs varies depending on the products and markets and is prone to
changes based on specific events and general conditions in the
financial market.
For more complex instruments, the Company uses proprietary
valuation models, which are usually developed from recognised
valuation techniques and methodologies. Some or all of the
significant input into these models may not be observable in the
market, and are derived from market prices or rates or are
estimated based on assumptions. Valuation models that employ
significant unobservable inputs require a higher degree of the
Board's judgement and estimation and are usually required for the
selection of the appropriate valuation techniques and methodologies
to be used, determination of expected future cash flows on the
financial instrument being valued, the determination of the
probability of counterparty defaults and prepayments and selection
of appropriate discount rates.
Valuation estimates obtained from models are adjusted for any
other factors, such as liquidity risk or model uncertainties; to
the extent the Board believes that a third party market participant
would take them into account in a pricing transaction. Fair values
reflect the credit risk of the instrument and include adjustments
to take account of the credit risk of the Company and the
counterparty where appropriate.
Models and values are calibrated against historical data and
forecasts and, when possible, against current or recent observed
transactions. This calibration process is inherently subjective and
yields ranges of possible inputs and estimates of fair value, and
the Board's judgement is required to select the most appropriate
point in the range.
The Company has established a control framework with respect to
the measurement of fair values. This framework includes a portfolio
valuation function, which reports to the Board, who have overall
responsibility for fair value measurements. Specific controls
include:
-- verification of observable pricing inputs;
-- re-performance of model valuations;
-- a review and approval process for new models and changes to such models; and
-- review of unobservable inputs and valuation adjustments.
When third party information, such as discounted cash flow
models, is used to measure fair value, then the portfolio valuation
function assesses and documents the evidence obtained from the
third parties to support the conclusion that such valuations meet
the requirement of IFRS. This includes understanding how the fair
value is arrived at and the extent to which it represents actual
market transactions.
6.2 Fair value hierarchy - financial instruments measured at fair value
The Company holds no Level 1 or Level 2 financial
instruments.
The financial instruments included within Level 3 are Private
Equity investments.
There were no transfers of financial assets between Levels
during the year ended 30 June 2017 (year ended 30 June 2016: no
transfers).
The table below analyses financial instruments measured at fair
value at the reporting date by the level in the fair value
hierarchy into which the fair value measurement is categorised. The
amounts are based on the values recognised in the statement of
financial position. All fair value measurements below are
recurring.
As at 30 June 2017 Level Level Level Total
1 2 3
GBP'000 GBP'000 GBP'000 GBP'000
Financial assets at
FVTPL - Private Equity - - 9,133 9,133
Total financial assets - - 9,133 9,133
------------------------- --------- --------- -------- --------
As at 30 June 2016 Level Level Level Total
1 2 3
GBP'000 GBP'000 GBP'000 GBP'000
Financial assets at FVTPL
- Private Equity - - 12,997 12,997
Total financial assets - - 12,997 12,997
--------------------------- --------- --------- -------- --------
6.3 Significant unobservable inputs used in measuring fair value
The table below sets outs the information about significant
unobservable inputs used at 30 June 2017 in measuring financial
instruments categorised as Level 3 in the fair value hierarchy.
Fair value of financial assets at FVTPL - Private Equity:
As at As at Significant unobservable Valuation
30 June 30 June inputs techniques
2017 2016
GBP'000 GBP'000
--------- --------- ------------------------------ ---------------
Risk-adjusted discount
rates that take into
account specific performance
factors of the investment.
Actual transaction
terms
Risk - adjusted proposed
transaction terms
Risk-adjusted forecast
cash-flows Risk-adjusted
cash flows
Estimated recovery
9,133 12,997 value Cost approach
--------- --------- ------------------------------ ---------------
Significant unobservable inputs include:
-- Risk-adjusted discount rates, which represent the rates used
to discount forecast cash flows and estimated recovery values for
investments to their present values as part of the calculation of
fair value for the investment. The Board uses its judgement to
determine a rate that reflects the illiquidity, currency risk and
credit risk of counterparties for each specific instrument.
-- Actual transaction terms, including binding agreements with
third parties for the purchase of Private Equity.
-- Risk-adjusted proposed transaction terms, including
non-binding offers received from third parties for the purchase of
Private Equity, which form the basis of current negotiations. An
adjustment may be applied to non-binding offers to reflect the risk
of non-completion of a transaction, potential amendments to
proposed offers and other risk factors.
-- Risk-adjusted forecast cash flows, based on projections by
the Company and management of TEP Investment Companies which
consider various operational scenarios and transaction terms, the
amount to be paid or received under each scenario and the
probability of each scenario. The Board uses its judgement to
determine adjustments that reflect the illiquidity, currency risk
and credit risk of counterparties for each specific instrument.
-- Estimated recovery value, which estimated recovery value is
the amount estimated by the Board to be realised on an investment
in a disposal or liquidation scenario.
Level 3 reconciliation:
The table below presents the changes in Level 3 financial
instruments for the years ended 30 June 2017 and 30 June 2016.
There have been no transfers between Levels during either year.
Financial assets at FVTPL
Year ended Year ended
30 June 30 June
Private Equity 2017 2016
GBP'000 GBP'000
------------------------------------ ----------- -----------
Opening balance 12,997 19,539
Net decrease in amounts receivable
from TEP Investment Companies (5,515) (8,910)
Net change in fair value 1,651 2,368
Closing balance 9,133 12,997
------------------------------------ ----------- -----------
6.4 Sensitivity of fair value measurement to changes in unobservable inputs
Although the Board believes that its estimates of fair value are
appropriate, the use of different methodologies or assumptions
could lead to different measurements of fair value. For fair value
measurements in Level 3, changing one or more of the assumptions
used to reasonably possible alternative assumptions would have the
following effects on net assets.
-- If the discount rates applied were increased, this would have
an unfavourable impact on the value of Private Equity. The Board
has determined that it would be reasonably possible for the
risk-adjusted discount rate under each valuation model to be
increased or decreased by an arbitrary 5 per cent, the effects of
which are shown in the table below.
Private Equity Year ended Year ended
30 June 30 June
2017 2016
GBP'000 GBP'000
---------------- ----------- -----------
Favourable 125 646
(Unfavourable) (140) (577)
---------------- ----------- -----------
-- If the risk-adjustment factor applied to proposed transaction
terms would increase, this would have an unfavourable impact on the
value of Private Equity. The Board has determined that it would be
reasonably possible for the risk-adjustment factor applied to
non-binding offers under each valuation model to be increased or
decreased by an arbitrary 25 per cent, the effects of which are
shown in the table below.
Private Equity Year ended Year ended
30 June 30 June
2017 2016
GBP'000 GBP'000
--------------- ----------- -----------
Favourable 2,230 -
(Unfavourable) (2,230) -
--------------- ----------- -----------
6.5 Financial instruments not measured at fair value
Financial assets not measured at fair value include cash and
cash equivalents and trade and other receivables. These are
short-term financial assets whose carrying amounts approximate fair
value, because of their short-term nature and the high credit
quality of counterparties.
7 Realised gain/(loss) on disposal of financial assets at fair
value through profit or loss - Private Equity
TEP (Solar Holdings) Limited
On 1 September 2016 TEP (Solar Holdings) Limited ("TEP Solar")
executed a Sales and Purchase Agreement ("SPA") with a member of
the Sonnedix group ("Sonnedix") in respect of the sale of its
entire interest in two Italian subsidiaries, Etuno S.r.l. ("Etuno")
and Solar Energy Italia 6 S.r.l. ("SEI 6"), which were ultimately
wholly owned by the Company.
Prior to the completion date of the sale TEP Solar received a
net distribution of cash from SEI 6 of EUR984,000. It was agreed in
advance with Sonnedix that this distribution would form part of the
sales proceeds in accordance with the terms of the SPA.
On 14 December 2016 the sale completed and an aggregate net
proceeds from the sale of the two Italian subsidiaries, after
allowing for outstanding transaction costs (including those paid
directly by the Company), of EUR8,613,000 were received. Of the
payment by Sonnedix EUR3,000,000 was deposited in escrow, to be
released to TEP Solar as to EUR1,000,000 on 14 December 2017 and
the remaining EUR2,000,000 on 14 December 2018, subject to no
claims having been received pursuant to indemnities provided by TEP
Solar customary for this type of transaction.
Carbon Capital Markets Limited
During the year ended 30 June 2017 the liquidation of Carbon
Capital Markets Limited was completed. Final liquidation proceeds
of GBP70,000 were received by the Company compared to the valuation
of GBP60,000 giving a realised gain on liquidation of GBP10,000
(year ended 30 June 2016: GBPnil).
In addition to the liquidation of Capital Markets Limited, Santa
Rita Limited Partnership was dissolved and three TEP Investment
Companies were placed into liquidation. See also Note 18, Related
party transactions.
8 Administration fees
The Company appointed FIM, a fund administration and investment
management company incorporated in the Isle of Man, to provide
administration and secretarial services including financial
accounting and company secretarial services to the Company. Under
the Administration and Secretarial Agreement, FIM received an
administration fee of GBP212,000 per annum up to 31 March 2017.
From 1 April 2017, FIM receives an administration fee of GBP180,000
per annum. Administration fees paid to FIM for the year ended 30
June 2017 were GBP204,000 (year ended 30 June 2016: GBP227,000).
The Administration and Secretarial Agreement can be terminated by
the Company with 6 months' notice.
9 Directors' fees
The Company paid the following fees to Directors during the
financial year:
Year ended Year ended
30 June 30 June
2017 2016
GBP'000 GBP'000
----------------------- ----------- -----------
Martin Adams 60 60
Neil Duggan* 40 45
Mark Lerdal 40 40
Philip Scales* 5 5
Total Directors' fees 145 150
----------------------- ----------- -----------
* Isle of Man resident
The annual non-executive Directors' fees (excluding any
additional fees) are currently GBP60,000 for the Chairman and
GBP40,000 for the other non-executive Directors other than for
Philip Scales who receives an annual fee of GBP5,000. The Directors
are also reimbursed for travel and out of pocket expenses
incurred.
The Company operates a Directors' Incentive Plan ("DIP") which
entitles Participating Directors to 2% of distributions made to
Shareholders. Participation in the DIP is granted at the discretion
of the Nomination and Remuneration Committee at the time each
distribution is made. The table below shows the DIP payments paid
and accrued during the years ended 30 June 2017 and 30 June
2016:
Year ended Year ended
30 June 30 June
2017 2016
GBP'000 GBP'000
----------------------------- ----------- -----------
DIP paid 94 187
DIP retained:
-brought forward 165 103
-accrued 31 62
----------------------------- ----------- -----------
-carried forward 196 165
DIP accrued and paid during
the year 125 249
----------------------------- ----------- -----------
The DIP amounts retained will be paid to the Participating
Directors at a later date.
Other than as detailed above, none of the Directors is entitled
to any cash or non-cash benefits in kind, pensions, bonus or share
scheme arrangements.
10 Other operating expenses
Year ended
Year ended 30 June
30 June 2017 2016
GBP'000 GBP'000
-------------------------------- -------------- -----------
Administration expenses -
TEP Investment Companies 82 170
Legal and professional fees 339 364
Directors' fees (see note
9, Directors' fees) 145 150
Directors' and Officers'
insurance 30 30
Directors' Incentive Plan
(see note 9, Directors' fees) 125 250
Audit and other assurance
fees* 37 85
Other expenses 187 209
Total other operating expenses 945 1,258
-------------------------------- -------------- -----------
* Audit and other assurance fees for the financial year includes
GBP1,000 in relation to Group reporting services provided to the
Company (year ended 30 June 2016: GBP22,000 in relation to the 31
December 2015 interim audit and Group reporting services).
11 Taxation
During the financial year and under the current system of
taxation in the Isle of Man, the Company is subject to income tax
at a rate of 0% (year ended 30 June 2016: 0%).
12 Trade and other receivables
As at As at
30 June 30 June
2017 2016
GBP'000 GBP'000
----------------------------------- --------- ---------
Trade receivables 68 16
Prepayments 33 31
Total trade and other receivables 101 47
----------------------------------- --------- ---------
13 Trade and other payables
As at As at
30 June 30 June
2017 2016
GBP'000 GBP'000
-------------------------------- --------- ---------
Accrued expenses 157 242
Trade payables 383 446
-------------------------------- --------- ---------
Total trade and other payables 540 688
-------------------------------- --------- ---------
14 NAV per Share and earnings/(loss) per Share
The NAV per Share is calculated by dividing the net assets
attributable to the Shareholders by the number of Shares in issue
at as 30 June 2017 and 30 June 2016 respectively.
14.1 NAV per Share
As at As at
30 June 2017 30 June
2016
Net assets (GBP'000) 10,036 15,782
Shares in issue ('000) 249,800 249,800
NAV per Share (in pence) 4.02 6.32
-------------------------- -------------- ---------
14.2 Earnings per Share
(a) Basic
The basic earnings per Share is calculated by dividing the
earnings attributable to the Shareholders by the weighted average
number of Shares in issue during the financial year.
Year ended Year ended
30 June 30 June
2017 2016
Earnings for the year (GBP'000) 499 1,691
--------------------------------- ------------- -----------
Weighted average number of
Shares in issue ('000) 249,800 249,800
------------- -----------
Basic earnings per Share (in
pence) 0.20 0.68
--------------------------------- ------------- -----------
(b) Diluted
Diluted earnings per Share is calculated by adjusting the
weighted average number of Shares outstanding to assume conversion
of all dilutive potential Shares. As at 30 June 2017 and 30 June
2016 the Company had no dilutive potential Shares.
15 Share capital
The total number of authorised and issued Shares at 30 June 2017
and 30 June 2016 together with their rights is explained below.
As at As at As at As at
30 June 30 June 30 June 30 June
2017 2017 2016 2016
(Number GBP'000 (Number GBP'000
'000) '000)
------------------- --------- --------- --------- ---------
Authorised
Shares of GBP0.01
par value 460,000 4,600 460,000 4,600
------------------- --------- --------- --------- ---------
Issued and fully
paid
Shares of GBP0.01
par value 249,800 2,498 249,800 2,498
------------------- --------- --------- --------- ---------
All issued Shares of 249,800,202 are fully paid, and each Share
carries the right to one vote. Shareholders are entitled to receive
notice of, and vote at general meetings of the Company.
16 Reserves
Reserve Description and purpose
-------------- ---------------------------------------
Distributable Cumulative net realised and unrealised
reserves losses recognised in the Statement
of Comprehensive Income, which are
distributable.
-------------- ---------------------------------------
17 Distributions declared and paid
On 20 December 2016 the Company declared a distribution to
Shareholders of GBP6,245,000. The distribution was paid on 13
January 2017 and financed from the distributable reserves account.
During the year ended 30 June 2016 the Company declared and paid a
distribution to Shareholders of GBP12,490,000. The distribution was
financed from the share premium account. See also Note 19,
Subsequent events.
18 Related party transactions
Parties are considered to be related if one party has the
ability to control the other party or to exercise significant
influence over the other party in making financial or operational
decisions. The Directors, including certain Directors of TEP
Investment Companies who meet the definition of "key management
personnel" in IAS 24 are considered to be related parties.
18.1 Directors
Directors' fees, the DIP and other transactions with the
Directors during the financial year are explained in note 9,
Directors' fees.
Philip Scales was a Director throughout the financial year. He
receives an annual fee of GBP5,000 and is also reimbursed for
travel and out of pocket expenses incurred. Mr Scales is a Director
of FIM and has a beneficial ownership interest in FIM. During the
financial year FIM received fees of GBP204,000 (year ended 30 June
2016: GBP227,000). FIM also received reimbursements for out of
pocket expenses. Administration fees are explained in note 8,
Administration fees.
18.2 TEP Investment Companies
Trading Emissions Limited
On 15 July 2016 Trading Emissions Limited ("TEL") was placed
into liquidation. During the year ended 30 June 2016 an agreement
was entered into between the Company and TEL whereby the Company
would cover any of TEL's future costs, which are expected to be
incurred solely in relation to TEL's liquidation. Costs covered by
the Company under this agreement during the financial year amounted
to GBP1,000 (year ended 30 June 2016: GBP6,000).
TEP (Renewables Holding) Limited
The Company entered into a Fees and Expenses Agreement with TEP
Renewables on 6 December 2010. Under the terms of the agreement the
Company will reimburse TEP Renewables for any 'agreed company
expenses'. During the financial year fees and expenses reimbursed
by the Company to TEP Renewables amounted to EUR43,000 (year ended
30 June 2016: EUR61,000).
On 6 December 2010 the Company also entered into a Total Return
Swap Agreement ("TRS") with TEP Renewables. The TRS is for a period
of 20 years with a termination date of 6 December 2030 or such
earlier date as may be specified by written notice by TEP
Renewables to the Company. Under the terms of the TRS, TEP
Renewables will make investments in target companies and investment
gains and losses are recharged through the TRS loan to TEP. On
termination of the TRS any amounts in the cash account from the TRS
or investments made must be paid to the Company by TEP Renewables.
As at 30 June 2017 the balance on the TRS stands at EUR114,000 (30
June 2016: EUR326,000).
Surya PLC
During the financial year, Surya PLC made a payment to TEP
against the equity originally invested by the Company of
GBP5,454,000. This payment was funded from a receipt from the sale
by its subsidiary, TEP Solar of Etuno and SEI 6, as detailed in
note 7, Realised gain/(loss) on disposal of financial assets at
fair value through profit or loss - Private Equity.
Billiter Participações Ltda
During the year the Company advanced GBP6,000 (30 June 2016:
GBP132,000) to Billiter Participações Ltda to cover its on-going
operating expenses. Billiter Participações Ltda was sold during the
financial year.
Other liquidations of subsidiaries
On 3 May 2017 Trading Emissions (Isle of Man) Limited, TEP
(Carbon Holdings) Limited and TEP (Hydro Holdings) Limited were
placed into liquidation. On the same date Santa Rita Limited
Partnership was dissolved.
19 Subsequent events
TEP (Solar Holdings) Limited
On 21 July 2017 TEP Solar executed a SPA with Sonnedix in
respect of the sale of its entire interest in two Italian
subsidiaries, RGP Puglia 1 S.r.l. and Florasolar S.r.l., which were
ultimately wholly owned by the Company.
Although no new escrow arrangement was created, certain claims
following the sale may be made against the sums that were placed in
escrow pursuant to the sale of Etuno and SEI 6 (see note 7,
Realised gain/(loss) on disposal of financial assets at fair value
through profit or loss - Private Equity). To date, there have been
no claims against the amounts held in escrow.
On 8 August 2017 the sale completed and an aggregate net
proceeds from the sale of the two Italian subsidiaries, after
allowing for outstanding transaction costs (including those paid
directly by the Company), of EUR3,035,000 were received.
Shareholder distribution
On 29 August 2017 the Company declared a distribution to
Shareholders of 1.0 pence pence per Share, equivalent to
GBP2,498,000 in total. The distribution was paid on 20 September
2017 and financed from the distributable reserves account.
Receipt of TEL liquidation proceeds
On the 21 July 2017 the Company received GBP2,000 in respect of
the liquidation of TEL. TEL has not yet been dissolved. No further
proceeds are expected from the liquidation.
This information is provided by RNS
The company news service from the London Stock Exchange
END
FR TBBFTMBMMBJR
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