TIDMHYR

RNS Number : 8830Z

HydroDec Group plc

23 September 2015

23 September 2015

Hydrodec Group plc

("Hydrodec", the "Company" or the "Group")

Unaudited Interim Results

Hydrodec Group plc (AIM: HYR), the clean-tech industrial oil re-refining group, today announces unaudited results for the six months ended 30 June 2015.

Financial highlights

-- 2015 has been, and continues to be, challenging, but the Company does not expect short term issues to impact 2016 expectations.

-- The ramp up of key projects has been slower than expected. In the UK, the Company continues to face, and react to, oil price volatility and difficult market conditions.

-- Total revenue and other income of US$21.3 million (H1 2014: US$29.4 million) includes business interruption income of US$1.5 million from the Canton insurance settlement but limited revenues from the plant as ramp-up is ongoing; it is also impacted by lost production during re-location of operations in Australia, whilst revenues in the UK are adversely impacted as a result of the lower price of oil.

-- Total sales volumes increased to 33.2 million litres (H1 2014: 25.5 million litres), with the acquisition of the business and assets of Eco Oil Limited ("Eco-Oil") in April 2015.

-- Gross profit of US$2.8 million (H1 2014: US$7.9 million); reflects limited revenues from the Canton facility, lost production in Australia, and the adverse impact of the lower price of oil in the UK.

-- Operating EBITDA(1) loss of US$3.2 million (H1 2014: US$1.6 million profit); reflecting production delays in the US, the costs associated with relocation of operations in Australia and the effects of the decline in the price of oil and changing market conditions on margins in the UK Recycling business.

-- Overall loss for the period of US$7.5 million (H1 2014: US$3.0 million) included transaction costs and one-off restructuring costs incurred in relation to the integration of the Eco-Oil business, the re-commissioning of the rebuilt and expanded plant in Canton and the relocation of Australian operations.

1 EBITDA adjusted for growth expenditure of US$1.2 million (H1 2014: US$1.1 million), including acquisition costs of US$0.4m and restructuring costs of US$0.5 million (H1 2014: US$nil)

Operational and strategic highlights

-- The rebuilt and expanded facility in Canton, Ohio was fully installed largely as expected but has experienced performance issues with plant and contractors slowing ramp up of production. The pace and continuing execution of the Canton ramp-up is the key performance imperative. At the time of this announcement, four Trains (out of six) are in production at a reduced rate producing approximately 38,000 litres of SUPERfine(TM) base oil per day. The previously announced issues with heat exchangers have been resolved; repaired units are now fitted to four Trains. Plans are in place to bring Trains 5 and 6 into production and we expect to switch production to transformer oil shortly. The business benefits from secure feedstock supply and ample stock. We have now revised our production projections for Canton for the year to 10 million litres assuming building to full production during October.

-- The acquisition of the business and assets of Eco-Oil has consolidated feedstock collection for the proposed lubricant oil re-refinery in the UK. A full restructure of the consolidated UK recycling business is nearing completion, with an approximate 36% reduction in headcount as well as site consolidation benefits expected to generate annualised synergies of c.US$2.5 million.

-- The Company has entered into an agreement for lease with The Manchester Ship Canal Company Limited (a member of the Peel Ports Group) for the proposed long term lease of a nine acre site near Eastham Locks, Port Wirral, Merseyside in North West England, for the first phase development of a used oil re-refinery in the UK. The Company continues to ensure that it delivers on all aspects of the consultation and engagement process required by the NSIP regime, to work on the design and value engineering of the project and to develop the planning submission for the proposed re-refinery to be submitted later this year.

-- Commenced tolling under the outsourcing arrangement with Southern Oil in Australia; product achieving '500hr' oil status with encouraging market response.

Market outlook

-- In the US, despite slower than expected ramp up to full production, we remain confident that the rebuilt and expanded plant has a unique market proposition and is well placed in 2016 to leverage the production of the highest quality transformer oil produced in the US, meeting all US and international standards.

-- In the UK, lower oil prices have created a significant market dislocation in supply and demand for used oil and used oil products. Hydrodec UK has responded, and continues to react to, and operate in, a tough trading environment, with a second phase of restructuring underway. The security of feedstock supply delivered by the combined business underpins the rationale and longer term strategy for a UK re-refinery where base oil margins are less volatile and continue to trade at a significant premium to fuel oil.

Commenting on the results, Ian Smale, Chief Executive of Hydrodec, said: "We remain focused on managing the resources of the Company and on delivering the comprehensive six point plan set out at this year's Annual General Meeting against a backdrop of very difficult underlying market conditions and performance issues with plant and contractors in key projects. We remain confident that the key elements of our comprehensive strategy are in place and believe that the delivery of this strategy and plan will drive the Company to profitability."

The Company also announces today that Gillian Leates, Non-Executive Director and Chair of the Audit Committee, has retired from the Board and as Chair of the Audit Committee with effect from the close of yesterday's Board meeting, in order to focus on her other business interests, including as Non-Executive Chairman of React Group plc. Lord Moynihan, Chairman, commented: 'On behalf of the Board I would like to express our deep appreciation to Gill for her exceptional contribution and commitment to Hydrodec over the last six years. As a long standing member of the Board, she has been integral to the development of Hydrodec over the past six years. We all wish her well for the future.'

For further information please contact:

 
                                    020 3300 
 Hydrodec Group plc                  1643 
 Ian Smale, Chief Executive 
  Chris Ellis, Chief Financial 
  Officer 
  James Hodges, General 
  Counsel and Company Secretary 
 Peel Hunt LLP (Nominated           020 7418 
  Adviser and Broker)                8900 
 Justin Jones 
  Mike Bell 
 Vigo Communications (PR            020 7016 
  adviser to Hydrodec)               9570 
 Patrick d'Ancona 
  Chris McMahon 
 

Notes to Editors:

Hydrodec's technology is a proven, highly efficient, oil re-refining and chemical process initially targeted at the multi-billion US$ market for transformer oil used by the world's electricity industry. Spent oil is currently processed at two commercial plants with distinct competitive advantage delivered through very high recoveries (near 100%), producing 'as new' high quality oils at competitive cost and without environmentally harmful emissions. The process also completely eliminates PCBs, a toxic additive banned under international regulations. Hydrodec's plants are located at Canton, Ohio, US and Young, New South Wales, Australia. In 2013, Hydrodec acquired the business and assets of OSS Group, the UK's largest collector, consolidator and processor of used lubricant oil and seller of processed fuel oil, with a national network of oil storage and transfer stations. Used oil is converted into processed fuel oil at OSS's plant at Stourport and principally sold on to the UK quarry and power industry. In April 2015, Hydrodec further acquired the business and assets of Eco Oil, a leading UK waste oil collector and supplier of recycled industrial fuel oil into the power and road stone industries. It is also one of four significant providers of waste management services to the marine industry in the UK, specifically oily-water slops or marine pollutant (MARPOL). In line with our stated intention to develop a base oil re-refinery in the UK, we have an exclusive licence agreement with California-based Chemical Engineering Partners (CEP) to develop the CEP wiped-film evaporation and hydrogenation technology in the UK as well as the basic engineering for a 75 million litre per annum capacity base oil re-refinery.

Hydrodec's shares are listed on the AIM Market of the London Stock Exchange. For further information, please visit www.hydrodec.com.

Chief Executive's Report

Operations

At the Company's Annual General Meeting on 9 June 2015, we set out a clear, focused and comprehensive six point plan to drive the Company to profitability. The first half of 2015 has been challenging, but has delivered progress in terms of the Company's strategic plan despite a backdrop of difficult underlying market conditions as well as performance issues with contractors and equipment in key projects.

The interim results reflect the re-commissioning of the rebuilt and expanded plant in Canton and the relocation of Australian operations as well as the impact of lower oil prices disproportionately affecting the UK collections business. In addition, they reflect the transaction costs and one-off restructuring costs incurred in relation to the integration of the Eco-Oil business, without the benefit of cuts in growth and overhead costs which arise in the second half of the year.

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In the United States, we have commissioned the rebuilt and expanded facility in Canton, Ohio including the necessary remedial action on plant and equipment that slowed production ramp-up over the summer. We have achieved design specification production from individual processing trains and remain confident that noted efficiency improvements will be attainable with full production from the plant in due course. At the time of this announcement, four Trains (out of six) are in production at a reduced rate producing approximately 38,000 litres of SUPERfine(TM) base oil per day. Previously announced issues with heat exchangers have been resolved with repaired units now fitted to four Trains which will allow us to plan for Trains 5 and 6 to be in production. We expect to switch production to transformer oil shortly. Given the delay to the ramp up of Trains 3 to 6 and based on revised internal forecasts, we have now revised our production projections for Canton for the year to 10 million litres assuming building to full production during October.

In Australia, tolling has commenced under the outsourcing arrangements with Southern Oil, with all transition and residual operating cost savings now delivered. Our product has achieved '500hr' oil status, certifying the oil to be high quality transformer oil and efforts to further develop market penetration of our SUPERfine(TM) product are underway. We expect the Australian operation to be cash flow positive by the year end supported by better margin structures compensating for some lost production during transition.

In the UK, our objective remains to deploy world leading technology that delivers a European hub for re-refining, producing high quality new oils from used oils for use in their original purpose. We have consolidated feedstock collection for the proposed lubricant re-refinery through the acquisition of the business and assets of Eco-Oil and are realising significant efficiencies through the transition of the OSS and Eco-Oil businesses under a combined Hydrodec (UK) operating structure and brand; revenue, scale and efficiency savings are estimated to deliver approximately US$2.5 million of benefit on an annualised basis. Significantly, the reduced oil price has changed the character of the UK waste oil market from oil as an opportunity value proposition to a liability cost for workshops and operators. In the short term, however, this pricing lag both compresses margins and reduces oil available for collection. An additional market feature is a reduction in demand for PFO with the decline in UK coal-fired power generation, pushing markets increasingly into Europe. A number of steps to mitigate both pricing lag and market structure are underway as Hydrodec UK continues to respond and operate in a tough trading environment.

Overall, the Company's priorities remain clear, and the Board remains confident that our focused and comprehensive six point plan will deliver value for shareholders: delivering the rebuild and expansion of our US market position through our Canton re-refinery; embedding the outsourcing relationship with Southern Oil in Australia; delivering the leading oil and associated waste management business in the UK; securing the technology platform of the Company through patents and partnership with key technology providers under the guidance of the Safety and Technology Board Committee; building out into the large lubricant oil re-refining market to be value accretive to Hydrodec shareholders; and, growth through technology de-risking expansion through partnership, collaboration or integration along the value chain. The key elements of this comprehensive strategy are in place; the Board and management all believe that delivery of this strategy and plan will drive the Company to profitability.

Ian Smale

Chief Executive

Chief Financial Officer's Review

The following provides a review of Hydrodec's results for the 6 months ended 30 June 2015. The half year results include additional costs related to the acquisition and consolidation of Eco-Oil's assets in the UK as well as re-commissioning costs in both the US and Australia. The impact of the restructuring charges incurred in H1 2015 will further reduce direct and overhead costs in H2 2015.

Overview

In the period, the Group sold 33.2 million litres of oil, an increase of 30% on the previous year driven by the acquisition of the Eco-Oil business at the start of Q2. Total income declined 27% as Business Interruption income ceased on 31(st) March and Average Selling Price ("ASP") declined as a result of the fall in world oil prices.

The focus for H2 is the continued ramp up to full production in the US of the expanded six Train facility at Canton and to complete the consolidation of the UK Recycling business to build a sustainably profitable business despite lower oil prices.

Re-Refining

 
                          6 months    6 months   % change 
                         30-Jun-15   30-Jun-14 
 Volume ('000 litres)        5,281       6,058      (13%) 
 ASP per litre 
  (US$/litre)                $0.84       $0.96      (13%) 
 Revenue (US$'000)           4,797       9,894      (52%) 
 EBITDA pre one-off 
  costs                      (363)       3,142          - 
 

Whilst the US plant remained under construction for the first half of the year, oil sales were restricted in that region to traded oil (3.6 million litres) which was lower compared to the prior year as the business focus moved to re-commissioning the plant. In Australia the business traded oil to maintain supply to key customers while the operations were transferred to the Southern Oil Refinery, however because of extended commissioning there was some sales disruption to the business during the transition resulting in a decline in volumes of 20%.

Recycling

 
                        6 months    6 months   % change 
                       30-Jun-15   30-Jun-14 
 Volume                   25,982      19,770        31% 
 ASP per litre             $0.33       $0.53      (38%) 
 Revenue                  16,547      19,538      (15%) 
 EBITDA pre one-off 
  costs                  (1,207)         537          - 
 

Overall volumes increased due to the acquisition of Eco-Oil on 1 April 2015. On a like for like basis volumes declined by 16% due to the focus on higher margin business and the impact of the decline in oil prices on the collection cycle at the end of 2014 as suppliers retained their feedstock on the expectation of a price recovery through Q1. The UK Recycling business has suffered further margin compression as a result of the recent decline in world oil prices. The business has successfully mitigated some of this impact by pushing down feedstock acquisition costs and following the acquisition of Eco-Oil has undertaken a significant restructuring exercise to bring down the fixed cost base for the combined business. Whilst some of these restructuring costs were incurred in H1 as noted below the impact of most of these changes will only materialise in H2 and further cost reductions will continue through Q3 and Q4.

Growth Costs and Overheads

 
                        6 months    6 months   % change 
                       30-Jun-15   30-Jun-14 
 Indirect Operating 
  Costs                    7,464       7,773       (4%) 
 Growth Costs*               805       1,069      (25%) 
 Total                     8,269       8,842       (6%) 
 

*Excludes one off transaction costs of US$422,000 for the acquisition of Eco-Oil

Despite the acquisition of Eco-Oil during the year, the Group has reduced ongoing indirect overheads by 6% compared to the first half of 2014, driven by a reduction in Growth and other indirect employee costs.

Exceptional and other items

In the half year, the Group accounted for a net charge of US$175,000 of exceptional and other costs. This consists of:

   --     Transaction costs related to the acquisition of Eco-Oil of US$422,000 
   --     Bargain purchase on the acquisition of Eco-Oil of US$847,000 

-- Restructuring costs in the Recycling business of US$105,000 as the business restructured Eco-Oil and OSS.

   --     Re-commissioning costs of US$115,000 in the US 
   --     Re-commissioning costs of US$380,000 in Australia 
   --     The cash associated with exceptional items in the period was an outflow of US$1,022,000 

Cash Flow

 
                                  6 months   6 months       Year to 
                                        to         to 
                                   30 June    30 June   31 December 
                                      2015       2014          2014 
 
 EBITDA                            (3,193)      1,590         1,610 
 Gain on disposal of Fixed 
  Assets                             (521)          -       (1,473) 
 Change in Working Capital         (3,000)    (1,197)         8,500 
 Operating Cash Flow               (6,714)        393         8,637 
 Capital Expenditure              (10,912)    (3,102)      (19,023) 
 Acquisition of Intangibles              -          -       (1,000) 
 Acquisition of Eco-Oil            (3,575)          -             - 
 Growth, Re-commissioning 
  and Restructuring                (1,826)    (1,069)       (2,278) 
 Non-recurring Cash Outflows      (16,313)    (4,171)      (22,301) 
 Proceeds from Loans/Equity          9,630      1,160         3,017 
 Net Proceeds from Disposals           648          -         3,546 
 Partner Capital Contribution          650          -         2,468 
 Non-recurring Cash Inflows         10,928      1,160         9,031 
 Net Finance/Lease repayment 
  Costs                              (197)      (620)       (1,858) 
 Taxes Paid                           (14)       (18)          (40) 
 Foreign Exchange                    (254)      (204)         (274) 
 Movement in Cash                 (12,564)    (3,460)       (6,805) 
-------------------------------  ---------  ---------  ------------ 
 Net Cash at start of 
  Period                            14,946     21,902        21,902 
 FX Variance on opening 

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  balance                                                     (151) 
 Net cash at end of Period           2,382     18,442        14,946 
===============================  =========  =========  ============ 
 

Net cash expended in the first six months of 2015 was a US$12.6 million outflow compared to a US$3.5 million outflow in the prior year comparable period. EBITDA was US$4.8 million lower and working capital outflows increased by US$1.8 million driven mostly by the build-up of feedstock in the US in anticipation of the production restart at Canton. Capital expenditure in the period was US$10.9 million, of which US$10 million related to the construction of the expanded plant in the US with the remainder of the lease facility being drawn against it of US$9.6 million. The remaining US$0.9 million primarily relates to the UK as the Group progresses its planning permission process in respect of the planned UK based re-refinery. The acquisition of Eco-Oil for US$3.6 million completed during the period. Overall, the Group held US$2.4 million in cash on its balance sheet at the end of the period. Under the terms of the arrangements with G&S, a further US$1.7 million should be received in H2 along with disposal proceeds arising from the restructuring of the UK businesses.

Risk management process

The Group has policies, processes and systems in place to help identify, evaluate and manage risks at all levels throughout the organisation. Risks are regularly reviewed and monitored by Business Unit or functional management teams. The executive team review the major risks across the Group on a quarterly basis to ensure that the management of these risks has appropriate focus. The Board review these at least twice a year.

The principal risks that could potentially have a significant impact on our business in the future are set out on pages 20 and 21 of the 2014 Annual Report. The pace and execution of Canton ramp-up is the key performance imperative and short term financial risk for the Group. The Annual Report can be downloaded at www.hydrodec.com

Chris Ellis

Chief Financial Officer

CONSOLIDATED CONDENSED STATEMENT OF INCOME

 
                                          6 months       6 months        Year to 
                                                to             to 
                                      30 June 2015   30 June 2014    31 December 
                                                                            2014 
                                       (unaudited)    (unaudited)      (audited) 
 
                               Note        USD'000        USD'000        USD'000 
 
 Revenue                        2           19,825         25,414         46,185 
 Other income                   2            1,519          4,018          8,552 
 Total income                               21,344         29,432         54,737 
 Cost of sales                            (18,576)       (21,540)       (40,445) 
 Gross profit                                2,768          7,892         14,292 
 Operating costs: 
 Employee benefit 
  expense                                  (4,643)        (5,801)       (12,201) 
 Other operating costs                     (5,226)        (5,120)        (9,177) 
 Depreciation                                (277)          (152)          (542) 
 Impairment of property, 
  plant and equipment                            -              -          (809) 
 Foreign exchange 
  gain/(loss)                                  (7)             34          (227) 
 Total operating costs                    (10,153)       (11,039)       (22,956) 
                                     -------------  -------------  ------------- 
 Operating loss                            (7,385)        (3,147)        (8,664) 
                                     -------------  -------------  ------------- 
 
 Analysed as: 
 Underlying operating 
  loss                                     (4,980)            (1)        (2,870) 
 Growth costs                   2          (1,227)        (1,069)        (2,278) 
 Amortisation of intangible 
  assets                                   (1,930)        (1,796)        (3,513) 
 Share based payments 
  costs                                       (17)          (281)          (324) 
 Bargain purchase                              847              -              - 
  on acquisition 
 (Loss)/Profit on 
  disposal of assets                           521            (2)          1,473 
 Re-commisioning/ 
  Restructuring costs                        (599)              -          (343) 
 Impairment of property, 
  plant and equipment                            -              -          (809) 
 Operating loss                            (7,385)        (3,149)        (8,664) 
----------------------------  -----  -------------  -------------  ------------- 
 
 Finance costs                  3            (201)           (95)          (236) 
 Finance income                                  4             14             45 
 Loss on ordinary 
  activities before 
  taxation                                 (7,582)        (3,230)        (8,855) 
 
 Income tax                                     18            187            403 
 Loss for the period                       (7,564)        (3,043)        (8,452) 
                                     -------------  -------------  ------------- 
 
 Loss for the period 
  attributable to: 
 Non-controlling interests                   (184)            489            986 
 Owners of the parent                      (7,380)        (3,532)        (9,438) 
 Total loss for the 
  period                                   (7,564)        (3,043)        (8,452) 
                                     -------------  -------------  ------------- 
 
 Loss per share -               4     (1.06) cents   (0.41) cents   (1.14) cents 
  basic/diluted 
 
 
                                6 months       6 months       Year to 
                                      to             to 
 Non-GAAP measure           30 June 2015   30 June 2014   31 December 
                                                                 2014 
                     Note        USD'000        USD'000       USD'000 
 Operating EBITDA     2          (3,193)          1,590         1,610 
------------------  -----  -------------  -------------  ------------ 
 

CONSOLIDATED CONDENSED STATEMENT OF COMPREHENSIVE INCOME

 
                                6 months       6 months       Year to 
                                      to             to 
                            30 June 2015   30 June 2014   31 December 
                                                                 2014 
                             (unaudited)    (unaudited)     (audited) 
                                                      0             0 
                                 USD'000        USD'000       USD'000 
 
 Total loss for the 
  period                         (7,564)        (3,043)       (8,452) 
 Other comprehensive 
  income 
 Items that may be 
  reclassified to 
  profit and loss: 
 Exchange differences 
  on translation of 
  foreign operations               (417)          1,361       (2,670) 
 Partner capital 
  contribution                       325              -         1,234 
 Revaluation of fixed 
  assets                               -              -           548 
 Total comprehensive 
  loss for the period            (7,656)        (1,682)       (9,340) 
                           -------------  -------------  ------------ 
 
 
 Other comprehensive 
  income for the period 
  attributable to: 
 Non-controlling 
  interests                        (184)            489           986 
 Owners of the parent            (7,472)        (2,171)      (10,326) 
 Total comprehensive 
  loss for the period            (7,656)        (1,682)       (9,340) 
                           -------------  -------------  ------------ 
 

CONSOLIDATED CONDENSED STATEMENT OF FINANCIAL POSITION

 
                                                            30 June 2015                               30 June 2014                                31 December 
                                                                                                                                                          2014 
                                                             (unaudited)                                (unaudited)                                  (audited) 
                         Note                                    USD'000                                    USD'000                                    USD'000 
 
 Non-current assets 
 Property, plant 
  and equipment                                                   49,914                                     25,467                                     36,790 
 Intangible assets        5                                       20,433                                     22,223                                     20,387 
 Investments                                                           -                                        117                                          - 
                                                                  70,347                                     47,807                                     57,177 
                               -----------------------------------------  -----------------------------------------  ----------------------------------------- 
 Current assets 
 Trade and other 
  receivables             6                                        8,475                                      8,843                                      8,310 
 Insurance receivable                                                  -                                      6,971                                          - 
 Inventories                                                       3,668                                      1,820                                      1,721 
 Cash and cash 

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  equivalents                                                      2,382                                     18,442                                     14,946 
                                                                  14,525                                     36,076                                     24,977 
 Current liabilities 
 Trade and other 
  payables                7                                     (15,561)                                   (11,422)                                   (16,636) 
 Provisions                                                        (663)                                      (263)                                      (319) 
                                                                (16,224)                                   (11,685)                                   (16,955) 
                               -----------------------------------------  -----------------------------------------  ----------------------------------------- 
 Net current 
  assets/(liabilities)                                           (1,699)                                     24,391                                      8,022 
 
 Non-current 
 liabilities 
 Employee obligations                                               (90)                                      (114)                                      (143) 
 Provisions                                                      (1,084)                                      (673)                                      (507) 
 Borrowings               8                                     (10,352)                                      (904)                                      (367) 
 Deferred taxation                                               (1,706)                                    (1,884)                                    (1,453) 
 Other non current                                               (1,000)                                          -                                    (1,000) 
  liabilities 
                                                                (14,232)                                    (3,575)                                    (3,470) 
                               -----------------------------------------  -----------------------------------------  ----------------------------------------- 
 Net assets                                                       54,416                                     68,623                                     61,729 
                               -----------------------------------------  -----------------------------------------  ----------------------------------------- 
 
 Equity attributable 
  to equity holders 
  of the parent 
 Called up share 
  capital                 9                                        5,870                                      6,841                                      6,250 
 Share premium account                                           124,518                                    134,891                                    123,243 
 Merger reserve                                                    4,980                                     50,571                                     46,204 
 Treasury reserve                                                      -                                   (45,659)                                   (41,716) 
 Employee benefit 
  trust                                                          (1,219)                                    (1,356)                                    (1,239) 
 Foreign exchange 
  reserve                                                          3,719                                      3,660                                      5,017 
 Share option reserve                                              7,652                                      8,234                                      7,556 
 Revaluation reserve                                                 513                                          -                                        548 
 Profit and loss 
  account                                                       (97,856)                                   (92,926)                                   (90,234) 
                                                                  48,177                                     64,256                                     55,629 
                               -----------------------------------------  -----------------------------------------  ----------------------------------------- 
 
 Non-controlling 
  interests                                                        6,239                                      4,367                                      6,100 
 Total equity                                                     54,416                                     68,623                                     61,729 
                               -----------------------------------------  -----------------------------------------  ----------------------------------------- 
 

UNAUDITED CONSOLIDATED CONDENSED STATEMENT OF CHANGES IN EQUITY

 
                                                                            Employee     Foreign      Share     Profit      Total               Non 
                                                                                                                         attributable 
                                                                                                                              to 
                                                                                                                            owners 
                                                                                                                              of 
                                                                                                                             the 
                                                                                                                            parent 
                     Share      Share   Revaluation     Merger   Treasury    benefit    exchange     option        and                  controlling    Total 
                                                                                                                  loss                                 equity 
                   capital    premium       reserve    reserve    reserve      trust     reserve    reserve    account                     interest 
 At 1 January 
  2014               6,619    130,524             -     48,940   (44,186)    (1,312)       2,850      7,330   (85,454)         65,311         3,872    69,183 
                                                  - 
 Exchange 
  differences          221      4,351             -      1,631    (1,473)       (44)     (4,692)          -          -            (6)             6         - 
 Share-based 
  payment                -          -             -          -          -          -           -        659          -            659             -       659 
 Issue of 
  shares                 1         15             -          -          -          -           -          -          -             16             -        16 
 Transactions 
  with owners          222      4,366             -      1,631    (1,473)       (44)     (4,692)        659          -            669             6       675 
                 ---------  ---------  ------------  ---------  ---------  ---------  ----------  ---------  ---------  -------------  ------------  -------- 
 Exchange 
  differences            -          -             -          -          -          -       5,502        245    (4,386)          1,361             -     1,361 
 Loss for 
  the period             -          -             -          -          -          -           -          -    (3,532)        (3,532)           489   (3,043) 
 Total 
  comprehensive 
  income                 -          -             -          -          -          -       5,502        245    (7,918)        (2,171)           489   (1,682) 
                 ---------  ---------  ------------  ---------  ---------  ---------  ----------  ---------  ---------  -------------  ------------  -------- 
 At 30 June 
  2014               6,841    134,890             -     50,571   (45,659)    (1,356)       3,660      8,234   (93,372)         63,809         4,367    68,176 
                 ---------  ---------  ------------  ---------  ---------  ---------  ----------  ---------  ---------  -------------  ------------  -------- 
 
 Exchange 
  differences        (591)   (11,647)             -    (4,367)      3,943        117      12,543          -          -            (2)             2         - 
 Share-based 
  payment                -          -             -          -          -          -           -       (24)          -           (24)             -      (24) 
 Issue of                -          -             -          -          -          -           -          -          -              -             -         - 
  shares 
 Issue costs             -          -             -          -          -          -           -          -          -              -             -         - 
 Investment 
  from partner           -          -             -          -          -          -           -          -          -              -         1,234     1,234 
 Transactions 
  with owners        (591)   (11,647)             -    (4,367)      3,943        117      12,543       (24)          -           (26)         1,236     1,210 
                 ---------  ---------  ------------  ---------  ---------  ---------  ----------  ---------  ---------  -------------  ------------  -------- 
 Exchange 
  differences            -          -             -          -          -          -    (11,186)      (654)      7,809        (4,031)             -   (4,031) 
 PPE 
  revaluation            -          -           548          -          -          -           -          -          -            548             -       548 
 Investment 

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  from partner           -          -             -          -          -          -           -          -      1,234          1,234             -     1,234 
 Loss for 
  the period             -          -                        -          -          -           -          -    (5,905)        (5,905)           497   (5,408) 
 Total 
  comprehensive 
  income                 -          -           548          -          -          -    (11,186)      (654)      3,138        (8,154)           497   (7,657) 
                 ---------  ---------  ------------  ---------  ---------  ---------  ----------  ---------  ---------  -------------  ------------  -------- 
 At 31 December 
  2014               6,250    123,243           548     46,204   (41,716)    (1,239)       5,017      7,556   (90,234)         55,629         6,100    61,729 
                 ---------  ---------  ------------  ---------  ---------  ---------  ----------  ---------  ---------  -------------  ------------  -------- 
 
 Change 
  in exchange 
  rates                 57      1,275          (35)      (339)        394         20     (1,370)          -          -              2           (2)         - 
 Share-based 
  payment                -          -             -          -          -          -           -         18          -             18             -        18 
 Investment 
  from partner           -          -             -          -          -          -           -          -        325            325             -       325 
 Cancellation 
  of shares          (437)          -             -   (40,885)     41,322          -           -          -          -              -             -         - 
 Transactions 
  with owners        (380)      1,275          (35)   (41,224)     41,716         20     (1,370)         18        325            345           (2)       343 
                 ---------  ---------  ------------  ---------  ---------  ---------  ----------  ---------  ---------  -------------  ------------  -------- 
 Change 
  in exchange 
  rates                  -          -             -          -          -          -          72         78      (567)          (417)             -     (417) 
 Investment 
  from partner           -          -             -          -          -          -           -          -          -              -           325       325 
 Loss for 
  the period             -          -             -          -          -          -           -          -    (7,380)        (7,380)         (184)   (7,564) 
 Total 
  Comprehensive 
  Income                 -          -             -          -          -          -          72         78    (7,947)        (7,797)           141   (7,656) 
                 ---------  ---------  ------------  ---------  ---------  ---------  ----------  ---------  ---------  -------------  ------------  -------- 
 At 30 June 
  2015               5,870    124,518           513      4,980          -    (1,219)       3,719      7,652   (97,856)         48,177         6,239    54,416 
                 ---------  ---------  ------------  ---------  ---------  ---------  ----------  ---------  ---------  -------------  ------------  -------- 
 

CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS

 
                                          6 months                      6 months                      Year to 
                                                to                            to 
                                           30 June                       30 June                  31 December 
                                              2015                          2014                         2014 
                                       (unaudited)                   (unaudited)                    (audited) 
                                           USD'000                       USD'000                      USD'000 
 Cash flows from operating 
  activities 
 Loss before tax                           (7,582)                       (3,230)                      (8,855) 
 Net finance costs                             197                            81                          191 
 Amortisation, depreciation 
  and impairment                             3,189                         3,421                        7,445 
 Bargain purchase recognised                 (847)                             -                            - 
  in statement of comprehensive 
  income 
 Loss/(gain) on disposal of 
  fixed assets                               (521)                             2                      (1,473) 
 Share based payment expense                    17                           281                          324 
 Foreign exchange movement                   (247)                         (238)                         (47) 
 Operating cash flows before 
  working capital movements                (5,794)                           317                      (2,415) 
                                      ------------  ----------------------------  --------------------------- 
 
 Increase in inventories                   (1,551)                         (248)                        (149) 
 Decrease in receivables                     2,365                           383                        6,986 
 (Decrease)/increase in trade 
  and other payables                       (3,480)                       (1,304)                        2,143 
 Increase in provisions                      (334)                          (28)                        (480) 
 Taxes paid                                   (14)                          (18)                         (40) 
 Net cash (outflow)/inflow 
  from operating activities                (8,808)                         (898)                        6,045 
                                      ------------  ----------------------------  --------------------------- 
 Cash flows from investing 
  activities 
 Acquisition of ECO Assets                 (3,575)                             -                            - 
 Purchase of property, plant 
  and equipment                           (10,912)                       (3,102)                     (19,023) 
 Purchase of other intangible 
  assets                                         -                             -                      (1,000) 
 Proceeds from disposal of 
  property, plant and equipment                648                             -                        1,851 
 Proceeds from sale of investment                -                             -                        1,695 
 Interest received                               4                            14                           45 
 Net cash outflow from investing 
  activities                              (13,835)                       (3,088)                     (16,432) 
                                      ------------  ----------------------------  --------------------------- 
 Cash flows from financing 
  activities 
 Issue of new shares                             -                            17                           17 
 Proceeds from loans                         9,630                         1,143                        3,000 
 Expansion capital partner 
  contribution                                 650                             -                        2,468 
 Interest paid                               (201)                          (94)                        (236) 
 Repayment of lease liabilities                  -                         (540)                      (1,667) 
 Net cash inflow/(outflow) 
  from financing                            10,079                           526                        3,582 
                                      ------------  ----------------------------  --------------------------- 
 (Decrease)/(decrease) in 
  cash and cash equivalents               (12,564)                       (3,460)                      (6,805) 
                                      ------------  ----------------------------  --------------------------- 
 Movement in net cash 
 Cash                                       14,946                        21,902                       21,902 
 Exchange differences on cash 
  and cash equivalents                           -                             -                        (151) 
 Opening cash and cash equivalents          14,946                        21,902                       21,751 
 Decrease in cash and cash 
  equivalents                             (12,564)                       (3,460)                      (6,805) 
 Closing cash and cash equivalents           2,382                        18,442                       14,946 
                                      ------------  ----------------------------  --------------------------- 
 Reported in the Consolidated 
  Statement of Financial Position 
  as: 
 Cash and cash equivalents                   2,382                        18,442                       14,946 
                                      ------------  ----------------------------  --------------------------- 
 

NOTES TO THE UNAUDITED INTERIM REPORT

   1.    Basis of Preparation 

Hydrodec Group plc is the Group's ultimate parent company. It is incorporated and domiciled in England and Wales. The address of Hydrodec Group plc's registered office is 6 Hay's Lane, London, United Kingdom. Hydrodec Group plc's shares are listed on the Alternative Investment Market of the London Stock Exchange.

The Group presents its financial statements in US dollars, as the Group's business is influenced by pricing in international commodity markets which are primarily dollar based.

These consolidated condensed interim financial statements have been approved by the Board of Directors on 22 September 2015.

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The interim consolidated financial statements for the six months ended 30 June 2015, which are unaudited, do not constitute statutory accounts within the meaning of Section 435 of the Companies Act 2006. Accordingly, this condensed report is to be read in conjunction with the Annual Report for the year ended 31 December 2014, which has been prepared in accordance with IFRS as adopted by the European Union, and any public announcements made by the Group during the interim reporting period.

The statutory accounts for the year ended 31 December 2014 have been reported on by the Group's auditors, received an unqualified audit report and have been filed with the registrar of companies at Companies House. The unaudited condensed interim financial statements for the six months ended 30 June 2015 have been drawn up using accounting policies and presentation expected to be adopted in the Group's full financial statements for the year ending 31 December 2015, which are not expected to be significantly different to those set out in note 1 to the Group's audited financial statements for the year ended 31 December 2014.

The financial statements have been prepared on the going concern basis, which assumes that the Group will have sufficient funds to continue in operational existence for the foreseeable future. As highlighted in the risk management section of the CFO's Report, a key underlying risk to this basis is the pace and execution of the ramp up of production at Canton.

   2.    Revenue and operating loss 

2.1. segment analysis

Following the acquisition of the principal assets and business of OSS Group Limited in September 2013 and now of Eco Oil Limited in April 2015, the Group now operates two main operating segments:

-- Re-refining: principally the treatment of used transformer oil and the sale of SUPERFINE(TM) oil

-- Recycling: principally the collection and treatment of waste lubricant oil and the sale of recycled oil products

The financial information detailed below is frequently reviewed by the Board (the Chief Operating Decision Maker).

 
                               Re-refining   Recycling   Unallocated     Total 
 6 months to 30 June               USD'000     USD'000       USD'000   USD'000 
  2015 
 
 Revenue and other 
  income                             4,797      16,547             -    21,344 
                              ------------  ----------  ------------  -------- 
 Operating EBITDA                    (363)     (1,207)       (1,623)   (3,193) 
 Growth Costs                        (715)       (422)          (90)   (1,227) 
 Bargain Purchase                        -         847             -       847 
 Re-commisioning Costs               (494)           -             -     (494) 
 Restructuring Costs                     -       (105)             -     (105) 
 Amortisation and 
  depreciation                     (1,486)     (1,699)           (4)   (3,189) 
 Share-based payment 
  costs                                  -           -          (17)      (17) 
 Foreign exchange 
  profit / (loss)                     (25)          48          (30)       (7) 
 Operating (loss)/profit           (3,083)     (2,538)       (1,764)   (7,385) 
                              ------------  ----------  ------------  -------- 
 
                               Re-refining   Recycling   Unallocated     Total 
 6 months to 30 June               USD'000     USD'000       USD'000   USD'000 
  2014 
 Revenue and other 
  income                             9,894      19,538             -    29,432 
                              ------------  ----------  ------------  -------- 
 Operating EBITDA                    3,142         537       (2,089)     1,590 
 Growth Costs                            -           -       (1,069)   (1,069) 
 Amortisation and 
  depreciation                     (1,585)     (1,820)          (16)   (3,421) 
 Share-based payment 
  costs                                  -           -         (281)     (281) 
 Foreign exchange 
  profit / (loss)                       74        (40)             -        34 
 Operating (loss)/profit             1,631     (1,323)       (3,455)   (3,147) 
                              ------------  ----------  ------------  -------- 
 
                               Re-refining   Recycling   Unallocated     Total 
 Year ended 31 December            USD'000     USD'000       USD'000   USD'000 
  2014 
 Revenue and other 
  income                            20,057      34,680             -    54,737 
                              ------------  ----------  ------------  -------- 
 Operating EBITDA                    4,944         764       (4,098)     1,610 
 Growth Costs                      (1,772)           -         (506)   (2,278) 
 Amortisation, depreciation 
  and impairment                   (3,277)     (3,360)             -   (6,637) 
 Share-based payment 
  costs                                  -           -         (324)     (324) 
 Foreign exchange 
  loss                                (67)        (88)          (72)     (227) 
 Operating (loss)/profit             (172)     (2,684)       (5,000)   (7,856) 
                              ------------  ----------  ------------  -------- 
 

2.2. geographic analysis

The Group's revenues from external customers and its non-current assets are divided into the following geographical areas:

 
                     6 months to             6 months to             Year to 31 
                     30 June 2015            30 June 2014           December 2014 
               ----------------------  ----------------------  ---------------------- 
                Revenue   Non-current   Revenue   Non-current   Revenue   Non-current 
                  and        assets       and        assets       and        assets 
                 other                   other                   other 
                 income                  income                  income 
                USD'000     USD'000     USD'000     USD'000     USD'000     USD'000 
 
 UK             16,547      17,380      19,538      12,474      34,680      11,580 
 USA*            2,706      33,235       6,416       8,906      13,910      23,733 
 Australia       2,091      11,994       3,478      15,437       6,147      13,078 
 Unallocated       -         7,738         -        10,990         -         8,786 
                21,344      70,347      29,432      47,807      54,737      57,177 
               --------  ------------  --------  ------------  --------  ------------ 
 

*2015 income includes USD1,510,000 for business interruption.

2.3. loss ON ORDINARY ACTIVITIES

The loss on ordinary activities before taxation is stated after charging/(crediting) the following amounts:

 
                               6 months   6 months       Year to 
                                     to         to 
                                30 June    30 June   31 December 
                                   2015       2014          2014 
                                USD'000    USD'000       USD'000 
 Grant Income                         -      (797)       (1,641) 
 Cost of goods sold 
 - inventory expensed             4,437      6,115        11,058 
 - other direct costs            10,398     11,117        20,313 
 - employee benefit expense       2,759      2,835         6,493 
 - depreciation                     982      1,473         2,581 
 Depreciation                       277        152           542 
 Impairment of assets                 -          -           809 
 

2.4. growth costs

The business continues to invest in long term strategic growth initiatives focused on geographic expansion and research and development. These costs are analysed as follows:

 
                                 6 months   6 months       Year to 
                                       to         to 
                                  30 June    30 June   31 December 
                                     2015       2014          2014 
                                  USD'000    USD'000       USD'000 
                                ---------  ---------  ------------ 
 
 Market expansion development 
  costs                               448        454         1,270 
 New product development              357        615         1,008 
 Transaction fees and onetime 
  costs                               422          -             - 
 Growth costs                       1,227      1,069         2,278 
                                ---------  ---------  ------------ 
 
                                 6 months   6 months       Year to 
                                       to         to 
                                  30 June    30 June   31 December 
                                     2015       2014          2014 
                                  USD'000    USD'000       USD'000 
                                ---------  ---------  ------------ 
 
 Employee benefit expense             460        635         1,342 
 Other costs                          767        434           936 
 Growth costs                       1,227      1,069         2,278 
                                ---------  ---------  ------------ 
 
   3.    Finance costs 
 
                               6 months   6 months       Year to 
                                     to         to 
                                30 June    30 June   31 December 
                                   2015       2014          2014 
                                USD'000    USD'000       USD'000 
                              ---------  ---------  ------------ 
 
 Bank overdrafts and leases         201         95           236 
                                    201         95           236 
                              ---------  ---------  ------------ 
 
   4.    LOSS PER SHARE 

The calculation of the basic loss per share is based on the loss attributable to ordinary shareholders divided by the weighted average number of shares in issue during the year.

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The weighted average number of shares used in the calculations are set out below:

 
     6 months      6 months       Year to 
           to            to 
      30 June       30 June   31 December 
         2015          2014          2014 
                                Number of 
       Number of Shares            Shares 
 --------------------------  ------------ 
  744,099,472   744,038,008   744,074,814 
 

In the period, the share options and warrants were anti-dilutive and diluted earnings per share is the same as basic. The calculation of the weighted average number of shares excludes shares held by the Employee Benefit Trust.

   5.    TANGIBLE FIXED ASSETS 
 
                               Land and    Plant and   Assets in Course     Total 
                              Buildings    Equipment    of Construction 
                            -----------  -----------  -----------------  -------- 
 
 
 Cost 
 At 31 December 
  2013                            4,977       25,100                  -    30,077 
 Exchange translation               215        1,084                  -     1,299 
 Additions                            -          371              2,810     3,181 
 At 30 June 2014                  5,192       26,555              2,810    34,557 
                            -----------  -----------  -----------------  -------- 
 Exchange translation             (361)      (4,776)                  -   (5,137) 
 Additions                            7          547             15,288    15,842 
 Revaluation                          -          548                  -       548 
 Disposals                            -      (1,424)                  -   (1,424) 
 At 31 December 
  2014                            4,838       21,450             18,098    44,386 
                            -----------  -----------  -----------------  -------- 
 Exchange translation              (67)        (297)                  -     (364) 
 Acquisition                        894        3,091                  -     3,984 
 Additions                           14           96             10,675    10,785 
 Disposals                          (6)        (536)                  -     (542) 
 At 30 June 2015                  5,672       23,804             28,773    58,249 
                            -----------  -----------  -----------------  -------- 
 
 Accumulated depreciation 
 At 31 December 
  2013                              330        7,084                  -     7,414 
 Exchange translation                14          306                  -       320 
 Provided in the 
  period                             74        1,464                  -     1,538 
 At 30 June 2014                    418        8,854                  -     9,273 
                            -----------  -----------  -----------------  -------- 
 Exchange translation              (42)      (2,604)                  -   (2,646) 
 Provided in the 
  period                            127        1,458                  -     1,585 
 Impairment                           -          809                  -       809 
 Disposals                            -      (1,424)                  -   (1,424) 
 At 31 December 
  2014                              503        7,093                  -     7,596 
                            -----------  -----------  -----------------  -------- 
 Exchange translation               (7)         (98)                  -     (105) 
 Provided in the 
  period                             54        1,205                  -     1,259 
 Disposals                          (3)        (412)                  -     (415) 
 At 30 June 2015                    547        7,788                  -     8,335 
                            -----------  -----------  -----------------  -------- 
 
 Carrying amount 
 At 30 June 2015                  5,125       16,016             28,773    49,914 
 At 30 June 2014                  4,774       17,701              2,810    25,285 
 At 31 December 
  2014                            4,335       14,357             18,098    36,790 
 
   6.    Intangibles 
 
                                         Re-Refining                        Recycling          Total 
                        --------------------------------------------  -------------------- 
                         Royalty      Hydrodec   Goodwill        CEP   Contracts     Brand 
                                    Technology               License                  Name 
                         USD'000       USD'000    USD'000    USD'000     USD'000   USD'000   USD'000 
 
 Cost 
 At 31 December 
  2013                     5,010        25,859      6,725          -       2,354     2,201    42,149 
 Exchange translation        167           862        224          -          78        73     1,404 
 Additions                     -             -          -          -           -         -         - 
 At 30 June 2014           5,177        26,721      6,949          -       2,432     2,274    43,553 
                        --------  ------------  ---------  ---------  ----------  --------  -------- 
 Exchange translation      (584)       (2,307)      (600)       (52)       (209)     (195)   (3,947) 
 Additions                     -             -          -      2,000           -         -     2,000 
 At 31 December 
  2014                     4,593        24,414      6,349      1,948       2,223     2,079    41,606 
                        --------  ------------  ---------  ---------  ----------  --------  -------- 
 Exchange translation      (292)           252         65         20          23        21        90 
 Additions                     -             -          -          -         818     1,287     2,105 
 At 30 June 2015           4,301        24,666      6,414      1,968       3,064     3,387    43,801 
                        --------  ------------  ---------  ---------  ----------  --------  -------- 
 
 Accumulated 
  amortisation 
  and impairment 
 At 31 December 
  2013                     2,925        12,361      3,300          -         179       195    18,960 
 Exchange translation         18           430        110          -           7         6       571 
 Provided in 
  the period                 279           858          -          -         318       344     1,799 
 At 30 June 2014           3,222        13,649      3,410          -         504       545    21,330 
                        --------  ------------  ---------  ---------  ----------  --------  -------- 
 Exchange translation      (229)       (1,215)      (292)          -        (43)      (45)   (1,824) 
 Provided in 
  the period                 272           836          -          -         289       316     1,713 
 At 31 December 
  2014                     3,265        13,270      3,118          -         750       816    21,219 
                        --------  ------------  ---------  ---------  ----------  --------  -------- 
 Exchange translation        (1)           163         31          -          18         8       219 
 Provided in 
  the period                 255           784          -          -         455       436     1,930 
 At 30 June 2015           3,519        14,217      3,149          -       1,223     1,260    23,368 
                        --------  ------------  ---------  ---------  ----------  --------  -------- 
 
 Carrying amount 
 At 30 June 2015             782        10,449      3,265      1,968       1,841     2,127    20,433 
 At 30 June 2014           1,955        13,072      3,539          -       1,928     1,729    22,223 
 At 31 December 
  2014                     1,328        11,144      3,231      1,948       1,473     1,263    20,387 
 
    7.    Trade and other receivables 
 
                                As at     As at         As at 
                              30 June   30 June   31 December 
                                 2015      2014          2014 
                              USD'000   USD'000       USD'000 
                             --------  --------  ------------ 
 
 Trade receivables              6,632     5,243         4,270 
 Prepayments and accrued 
  income                        1,546     1,812         3,790 
 Other receivables                292     1,788           198 
 Other taxation and social 
  security                          5         -            52 
                                8,475     8,843         8,310 
                             --------  --------  ------------ 
 
   8.    Trade and other payables 
 
                                 As at     As at         As at 
                               30 June   30 June   31 December 
                                  2015      2014          2014 
                               USD'000   USD'000       USD'000 
                              --------  --------  ------------ 
 
 Trade payables                  7,776     3,939         6,624 
 Accruals                        4,988     6,017         5,207 
 Other loan obligations due 
  within 1 year                  2,630         -         3,000 
 Deferred income                     -       571         1,496 
 Finance lease obligations 
  due within 1 year                168       895           309 
                                15,562    11,422        16,636 
                              --------  --------  ------------ 
 

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