TIDMCAP

RNS Number : 2498P

Clean Air Power Limited

30 September 2011

For immediate release 30 September 2011

Clean Air Power Limited

("Clean Air Power" or "Company")

Interim Results for six month period ended 30 June 2011

Clean Air Power Ltd (AIM:CAP), the developer of Dual-Fuel(TM) combustion technology for heavy-duty diesel engines, today announces its results for the six month period ended 30 June 2011.

Financial Highlights

-- Revenue for the period: GBP2.1m (2010: GBP2.3m)

-- Revenue in Dual-Fuel(TM) increased by 56% to GBP1.4m (2010: GBP0.9m), driven by sales in Dual-Fuel(TM) and development revenue

-- Gross profit for the period: GBP1.2m (2010: GBP1.3m)

-- Losses after tax for the period: GBP1.3m (2010: GBP1.2m)

-- Gross margin for the period: 57% (2010: 56 %)

-- Successful GBP1.5m equity raise in May 2011

Operational Highlights

-- Launch of European Manufacturer's Interfaced product incorporating CAP Dual-Fuel(TM) technology

-- Order for eleven Dual-Fuel(TM) systems delivered to Volvo Bus Corporation

-- Genesis EDGE Dual-Fuel(TM) Euro 5 product launched in Australia

-- Order received for fifteen Dual-Fuel(TM) units in Australia with an order value of GBP0.5m

Post Period End

-- Order received to deliver ten Genesis EDGE units to Arla Foods in 2011

John Pettitt, Chief Executive of Clean Air Power said:

"The launch of the European OEM product, incorporating our Dual-Fuel(TM) technology within its engine, follows the Supply and Development Agreement signed in July 2010. This represents a major achievement by the Company and a key milestone set out within our objectives at admission to AIM. We are confident that subject to the resumption of factory production for the European OEM product, all technical criteria are met and there are no further delays, the expected commencement of sales will provide us with a springboard from which the Company can begin to realise the full potential of our exciting technology, although timing and visibility of these sales continues to be difficult to predict.'

For further information, please contact:

Clean Air Power Ltd 01772 624499

John Pettitt

Peter Rowse

Buchanan 020 7466 5000

Charles Ryland

Ben Romney

Seymour Pierce 020 7107 8000

(Nominated Adviser)

Freddy Crossley/ Mark Percy

David Banks (Corporate Broking)

Chief Executive's Statement

The launch of a European factory produced Dual-Fuel(TM)truck incorporating Clean Air Power's technology was the key achievement for the Company during the first half of the year. The commencement of sales has been delayed by technical issues arising during fleet trials as announced on 15 September 2011. Although solutions have now been identified they are still subject to validation by the manufacturer. However, the Board is confident that these solutions will allow factory production to start and return to the original plan although we cannot yet confirm the timing of this resumption of factory production. We continue to work very closely with our European OEM partner to minimise any further delays and look forward to updating shareholders shortly with further clarification of production timing.

Our progress with a US OEM brings the opportunity of a product for the important US market closer and we continue to work towards a Product Development contract.

In May 2011 we launched our 'Genesis EDGE' Dual-Fuel(TM) Euro 5 product in Australia. The launch has been successful and the product is starting to gain traction with customers in Tasmania and Victoria with orders for nine units already received.

Clean Air Power's 'Genesis EDGE' product in Europe is gaining momentum due to the compelling drivers in the market place. The price of oil and the continued focus on reducing emissions is contributing to an increased focus and interest in the Dual-Fuel(TM) product. We recently received an order from Arla Foods to supply ten units and we have made further sales into European markets. However, the general uncertain economic climate is likely to affect total sales in the second half of the year.

Sales for the first six months in our key Dual-Fuel(TM) division have significantly outperformed last year, although they have fallen short of our expectations. Sales of our Components Division, as expected, have been lower than 2010 due to the loss of a major customer in 2010 as previously reported and the Emissions Reduction Division has seen lower sales following a delay in obtaining orders from a key customer.

Clean Air Power has three commercial divisions; Dual-Fuel(TM) Vehicle Installations, Components and Emissions Reduction systems.

1) Dual-Fuel(TM) Vehicle Installations

The core technology of the Group gives rise to Clean Air Power's patented Dual-Fuel(TM) system which allows a diesel engine to run on a combination of diesel and natural gas, thereby generating significant reductions in NOx, particulate matter and CO(2) emissions as well as generating fuel cost savings for the operator.

The technology is currently available in two main variants; the interfaced product, where Clean Air Power's technology is incorporated into vehicles with the manufacturers' cooperation; and the Genesis product, where the technology is adapted and retro-fitted solely by Clean Air Power under its own brand.

The first half of the year has seen sales for this division increase by 56% to GBP1.4m (2010: GBP0.9m) compared to the period to 30 June 2010. This increase is due to the sale of early interfaced systems to the European OEM, improved Dual-Fuel(TM) sales in the Australian market and revenue derived from product development activity with our European OEM customer.

Genesis EDGE Vehicle System

The 'Genesis' system was developed specifically to be a retro-fitted solution which can be installed without the need for formal co-operation of the engine manufacturers. The solution does not interface directly with the vehicles own engine management system and around 50% - 60% of the diesel normally used by the vehicle is substituted with natural gas. The emissions and fuel savings are therefore lower than would be expected on a fully interfaced system, but still economically attractive in the target markets.

The agreement with the European OEM partner allowed Clean Air Power to develop its 'own brand' Genesis solution for a Euro 5 compliant vehicle. The newly improved 'Genesis EDGE' variant was introduced in June 2010. The Company has had product interest and enquiries from several countries in Europe and Australia. Since the launch of the product in Australia, the Company has received orders for nine 'Genesis EDGE' systems that will be retrofitted to Euro 5 compliant trucks. The Company recently received orders for its product in the UK from Arla Foods for ten units. Arla Foods is an existing customer that has been trialling our product for a period and further discussions give the Board confidence that this relationship will potentially result in significant further orders for Dual-Fuel(TM) vehicles next year.

Manufacturer Developments: Interfaced vehicle system

In this solution our Dual-Fuel(TM) technology is interfaced with the manufacturer's electronic engine management system and therefore requires their cooperation and maximises the reduction of emissions and fuel cost savings. We expect around 70% - 90% of the diesel normally used by the vehicle to be substituted for gas on an interfaced product.

Clean Air Power's first interfaced products were developed with Caterpillar in the US. These products have largely reached the end of their life cycle although some are still sold in Australia where we have received orders in 2011. The Company has also recently sold a unit to a US based customer which will potentially lead to further sales if performance milestones are reached.

Following the European launch of a Dual-Fuel(TM) truck incorporating Clean Air Power's technology our immediate focus will switch to the US where our goal is to sign an agreement to develop a similar interfaced OEM product for heavy goods vehicles for the US market.

The Company's main strategic goal remains to work with vehicle or engine manufacturers on fully funded projects whereby our Dual-Fuel(TM) technology is incorporated on their vehicles as a standard option and to develop it further with their full cooperation. In this way the benefits of our technology and routes to market can be maximised. The Company is in discussions with several manufacturers.

European OEM:

The Company's European OEM customer's interfaced product incorporating Clean Air Power's Dual-Fuel(TM) technology was launched in May 2011 with the initial markets determined as UK, Sweden and Netherlands. Euro 5 compliant vehicles are sold throughout the European Union, Australia and certain other markets across the world.

The launch of this product in May 2011 follows the signing of the Supply and Development Agreements in July 2010, initially for five years. The vehicle will be produced, marketed and supported by the manufacturer. The commencement of sales has been delayed by technical issues arising during fleet trials as announced on 15 September 2011. Although solutions have now been identified they are still subject to validation by the manufacturer. However the Board is confident that these solutions will allow factory production to start and return to the original plan, although we cannot yet confirm the timing of this resumption of factory production. We continue to work very closely with our European OEM partner to minimise any further delays and look forward to updating shareholders shortly with further details of production timing.

Incorporating Clean Air Power's Dual-Fuel(TM) technology into these truck engines will deliver significant greenhouse gas emission reductions and fuel cost savings compared with standard diesel engines. Additionally these Dual-Fuel(TM) trucks are expected to be around 30% more energy efficient than equivalent spark ignited natural gas engines. The engines can use natural or bio-gas as the main fuel and can also operate solely on diesel, an important feature as gas distribution systems face many years of development.

Navistar:

In February 2010 Clean Air Power entered into a concept development agreement with Navistar, Inc. ("Navistar") to develop a MaxxForce 13 Natural Gas/Diesel Engine Program for the North American market.

The purpose of the development program is to utilise Clean Air Power's Dual-Fuel(TM) combustion technology to deliver an engine that achieves the US Environmental Protection Agency (EPA) 2010 emissions standard.

The Concept Ready Phase was successfully delivered during 2010. The product has been shown to a number of trade shows including the Mid-America trucking show in March 2011 and is gaining considerable market interest and discussions continue towards a formal development contract.

Focus in North America on using natural gas as a road fuel for heavy goods vehicles is increasing. The determination of the US to reduce reliance on imported oil and to utilise the domestically available natural gas reserves, including shale gas, is a strong driver for Dual-Fuel(TM) along with the strong economic case.

2) Components Division

Clean Air Power manufactures a number of the components that are used in the Group's Dual-Fuel(TM) technology. The Group sells these components for spark ignited gas engines and certain other applications. Global demand for these engines is increasing as customers are increasingly aware of the social and economic drivers towards alternative fuels. With global sales, strong margins and a customer base including international automotive manufacturers, this is an important contributor to the overall Clean Air Power business.

This business is relatively mature and tends to operate with long initial order lead times but thereafter receives regular recurring revenues from maintenance and servicing requirements in addition to the initial demand for production. The Company lost an important customer in 2010 which has resulted in the sales for the period to 30 June 2011 being lower than the same period in 2010. However sales are in line with expectations at the half year although conditions remain challenging.

3) Emissions Reduction Division

This division provides systems incorporating catalysed substrates supplied by specialist manufacturers and can be integrated during the initial installation or retro-fitted to older existing engines and plants.

Historically this has been mainly a project based business with a few large scale contracts generating the majority of the revenue. While the core business remains, the division expanded its market in 2010 by winning a significant order to supply Catalytic Converters for vehicles. These units are used on 7.6L Natural Gas Engines to control emissions to deliver sub EPA '10 emission levels for their truck and bus operating customers and provided the Company with an entry into a potentially very significant market.

Revenue has been delayed during 2011 following the initial success of the 7.6L Natural Gas Engine to which Clean Air Power's catalyst is fitted. The high level of demand for the engine resulted in the product being switched from a retro-fit to a factory-fit product and as a consequence has delayed sales for Clean Air Power in the first half of the year.

The year to date sales of GBP0.1m are lower than the GBP0.3m achieved for the same period to June 2010. During the first half, the production for this Division has been relocated from Houston in Texas to the production facility in San Diego, California.

Financial Review

The six month period to 30 June 2011 has seen revenue decrease to GBP2.1m. This has been due mainly to a weaker performance in our Components and Emissions Reduction Division.

Gross profit reduced to GBP1.2m from GBP1.3m in June 2010.

Operating loss increased to GBP1.3m representing a GBP0.1m increase on the GBP1.2m loss for the same period in 2010. This has been mainly due to the delay in factory production of the European OEM product within our Dual-Fuel(TM) segment.

The net result after tax for the period was a loss of GBP1.3m, a GBP0.1m increase on the GBP1.2m loss for the same period in 2010. The basic loss per share for the period was 1.67p (2010: 2.14p).

Gross receipts from the recent fundraising during May 2011 were GBP1.5m. The cash position as at 30 June 2011 is GBP2.2m compared to GBP1.3m as at the end of 2010.

Investments in fixed assets were GBP1.0m for the period compared with GBP0.6m in the first half of 2010. The majority of these amounts relate to capitalisation of labour and expenses incurred in developing new products.

The current cash position is GBP1.0m which has been adversely effected by delays to the OEM production. Consequently the Board are actively considering further short and medium term financing options and these are discussed in note 2.

Outlook

The delayed factory production of the European OEM product, while improving the visibility of our future revenues, will adversely affect 2011 sales expectations and consequently the Board are actively considering further short and medium term financing options. Although solutions have now been identified they are still subject to validation by the manufacturer. However the Board is confident that these solutions will allow factory production to start and return to the original plan, although we cannot yet confirm the timing of this resumption of factory production. We continue to work very closely with our European OEM partner to minimise any further delays and look forward to updating shareholders shortly with further details of production timing.

The company is encouraged by the level of interest in the product which continues to benefit from the difference between the price of natural gas and diesel in Europe.

Our progress with a US OEM brings the opportunity of a product for the important US market closer and we continue to work towards a Product Development contract.

In the US the continuing delta between natural gas and diesel prices and natural gas initiatives are encouraging operators to consider alternative options to fuel their fleets of vehicles. These drivers coincide with the desire within many organisations to reduce emissions from their transport operations. The Company's existing and new product offerings mean that we are well placed to capitalise on the opportunities that arise as a result of these factors.

The launch of Genesis EDGE Dual-Fuel(TM) product and the commissioning of the LNG plant in Tasmania which, although later than anticipated, is expected to provide the opportunity for an uplift in Australian sales. However, due to procurement leadtimes we now expect the majority of this demand to be met in 2012. Some orders have been received already and interest is growing. A degree of adaptation of the local product is required to capitalise on these opportunities in 2012.

Genesis EDGE in the UK and Europe should facilitate improvements in sales of our Dual-Fuel(TM) products; we had hoped to accelerate revenues in the second half of 2011 following the receipt of the order from Arla Foods however concluding orders is taking longer than anticipated.

Components and Emissions sales are expected to remain relatively steady but under more challenging market conditions, which also seem to be affecting the other divisions.

We look forward to updating shareholders shortly with further details of production timing of the European OEM product.

John Pettitt

Chief Executive

30 September 2011

 
 INTERIM CONSOLIDATED INCOME STATEMENT 
 
 
 For the six months ended 30 June 2011 
 
 
                                 Unaudited       Unaudited             Audited 
-------------------  -----  --------------  --------------  ------------------ 
                               6 months to     6 months to             Year to 
                      Note    30 June 2011    30 June 2010    31 December 2010 
-------------------  -----  --------------  --------------  ------------------ 
                                   GBP'000         GBP'000             GBP'000 
 
 
 Revenue               6             2,067           2,317               5,788 
 
 Cost of sales                       (904)         (1,009)             (2,754) 
 
 Gross profit                        1,163           1,308               3,034 
 
 Administrative 
  expenses                         (2,448)         (2,466)             (4,761) 
 Share-based 
  payments charge      8              (58)            (46)               (110) 
 
 
 Operating loss                    (1,343)         (1,204)             (1,837) 
 
 
 Finance revenue                         4              11                  17 
 Finance costs                           -               -                   - 
 
 Loss on ordinary 
  activities before 
  taxation             6           (1,339)         (1,193)             (1,820) 
 
 Tax expense           5                 -               -                   - 
 
 Loss for the 
  period                           (1,339)         (1,193)             (1,820) 
                            --------------  --------------  ------------------ 
 
 
 Basic and diluted 
  loss per share                   (1.67p)         (2.14p)             (3.00p) 
 
 
 

INTERIM CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

 
 For the six months ended 30 June 2011 
 
 
                                 Unaudited       Unaudited             Audited 
                               6 months to     6 months to             Year to 
                              30 June 2011    30 June 2010    31 December 2010 
                                   GBP'000         GBP'000             GBP'000 
 
 
 Loss for the period               (1,339)         (1,193)             (1,820) 
                            --------------  --------------  ------------------ 
 
 Exchange differences on 
  translation of foreign 
  operations                          (88)             139                 101 
 
 
 Total comprehensive loss 
  for the period                   (1,427)         (1,054)             (1,719) 
                            --------------  --------------  ------------------ 
 
 Attributable to: 
                            --------------  --------------  ------------------ 
 Equity holders of the 
  parent                           (1,427)         (1,054)             (1,719) 
                            --------------  --------------  ------------------ 
 
 
 INTERIM CONSOLIDATED STATEMENT OF FINANCIAL POSITION 
 
 
 As at 30 June 2011 
 
 
                                 Unaudited       Unaudited             Audited 
                               6 months to     6 months to             Year to 
                      Note    30 June 2011    30 June 2010    31 December 2010 
-------------------  -----  --------------  --------------  ------------------ 
                                   GBP'000         GBP'000             GBP'000 
-------------------  -----  --------------  --------------  ------------------ 
 
 Assets 
 Non-current assets 
 Plant and 
  equipment            7               232             305                 269 
 Intangible assets     7             3,063           1,560               2,241 
                            --------------  --------------  ------------------ 
                                     3,295           1,865               2,510 
                            --------------  --------------  ------------------ 
 
 Current assets 
 Inventories                         1,033           1,128                 839 
 Trade and other 
  receivables                        1,139           1,211               1,342 
 Cash and cash 
  equivalents          4             2,196           1,290               2,410 
                            --------------  --------------  ------------------ 
                                     4,368           3,629               4,591 
                            --------------  --------------  ------------------ 
 
 TOTAL ASSETS                        7,663           5,494               7,101 
                            --------------  --------------  ------------------ 
 
 Equity and 
 liabilities 
 Equity 
 attributable to 
 equity holders of 
 the parent 
 Ordinary share 
  capital              9                57              33                  44 
 Share premium         9            17,677          14,083              16,219 
 Translation 
  reserve                              996           1,103               1,084 
 Other reserves                     33,504          33,504              33,504 
 Accumulated loss                 (46,780)        (44,917)            (45,499) 
                            --------------  --------------  ------------------ 
 Total equity                        5,454           3,806               5,352 
                            --------------  --------------  ------------------ 
 
 Non-current 
 liabilities 
 Other payables                          -               1                   - 
                            --------------  --------------  ------------------ 
                                         -               1                   - 
                            --------------  --------------  ------------------ 
 
 Current 
 liabilities 
 Trade and other 
  payables                           1,264           1,009               1,132 
 Provisions                            366             388                 460 
 Deferred revenue                      579             290                 157 
                            --------------  --------------  ------------------ 
                                     2,209           1,687               1,749 
                            --------------  --------------  ------------------ 
 
 Total liabilities                   2,209           1,688               1,749 
                            --------------  --------------  ------------------ 
 
 TOTAL EQUITY AND 
  LIABILITIES                        7,663           5,494               7,101 
                            --------------  --------------  ------------------ 
 
 
 
 
 
 
 Director 
 
 
 INTERIM CONSOLIDATED CASH FLOW STATEMENT 
 
 
 For the six months ended 30 June 2011 
 
 
                               Unaudited          Unaudited            Audited 
                          6 months to 30     6 months to 30         Year to 31 
                               June 2011          June 2010      December 2010 
---------------------  -----------------  -----------------  ----------------- 
                                 GBP'000            GBP'000            GBP'000 
---------------------  -----------------  -----------------  ----------------- 
 
 Cash flows from 
 operating 
 activities 
 
 Loss before taxation            (1,339)            (1,193)            (1,820) 
 Adjustments for: 
 Net finance income                  (4)               (11)               (17) 
 Depreciation of 
  plant and 
  equipment                           59                 75                139 
 Amortisation of 
  intangibles                        133                243                332 
 Share-based payments                 58                 46                110 
 Decrease in trade 
  and other 
  receivables                        203                329                197 
 Increase/(decrease) 
  in trade and other 
  payables                           132              (169)               (46) 
 (Increase)/decrease 
  in inventories                   (194)              (145)                145 
 (Decrease)/increase 
  in provisions                     (95)                (4)                 68 
 Increase/(decrease) 
  in deferred 
  revenue                            422              (299)              (432) 
 Other non-cash 
  movements                           18                 26               (24) 
 
 
 Net cash outflow 
  from operating 
  activities                       (607)            (1,102)            (1,348) 
                       -----------------  -----------------  ----------------- 
 
 Investing activities 
 Interest received                     4                 11                 17 
 Payments to acquire 
  plant and 
  equipment                         (31)               (27)               (62) 
 Payments to acquire 
  intangible assets              (1,033)              (594)            (1,397) 
 
 Net cash outflow 
  from investing 
  activities                     (1,060)              (610)            (1,442) 
                       -----------------  -----------------  ----------------- 
 
 Financing activities 
 Proceeds from the 
  issue of ordinary 
  share capital                    1,526                  -              2,285 
 Share issue costs                  (55)                  -              (103) 
 
 Net cash inflow from 
  financing 
  activities                       1,471                  -              2,182 
                       -----------------  -----------------  ----------------- 
 
 Decrease in cash and 
  cash equivalents                 (196)            (1,712)              (608) 
 Effect of exchange 
  rates on cash and 
  cash equivalents                  (18)                 64                 80 
 Cash and cash 
  equivalents at the 
  beginning of the 
  period                           2,410              2,938              2,938 
 Cash and cash 
  equivalents at end 
  of period                        2,196              1,290              2,410 
                       -----------------  -----------------  ----------------- 
 
 
 
 
 INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 
 
 
 For the six months ended 30 June 2011 
 
 
                   Issued     Share   Translation      Other   Accumulated     Total 
                  Capital   Premium       Reserve   Reserves          loss    Equity 
                  GBP'000   GBP'000       GBP'000    GBP'000       GBP'000   GBP'000 
---------------  --------  --------  ------------  ---------  ------------  -------- 
 Balance at 1 
  January 2010         33    14,048           983     33,504      (43,789)     4,779 
                 --------  --------  ------------  ---------  ------------  -------- 
 Other 
  comprehensive 
  income                -         -           139          -             -       139 
 Loss for the 
  period                -         -             -          -       (1,193)   (1,193) 
                 --------  --------  ------------  ---------  ------------  -------- 
 Total 
  comprehensive 
  income                -         -           139          -       (1,193)   (1,054) 
 Issue of share 
  capital               -        35             -          -             -        35 
 Share issuance 
 costs                  -         -             -          -             -         - 
 Share-based 
  payments              -         -             -          -            46        46 
                 --------  --------  ------------  ---------  ------------  -------- 
 Balance at 30 
  June 2010            33    14,083         1,122     33,504      (44,936)     3,806 
                 --------  --------  ------------  ---------  ------------  -------- 
 Other 
  comprehensive 
  income                -         -          (38)          -             -      (38) 
 Loss for the 
  period                -         -             -          -         (627)     (627) 
                 --------  --------  ------------  ---------  ------------  -------- 
 Total 
  comprehensive 
  income                -         -          (38)          -         (627)     (665) 
 Issue of share 
  capital              11     2,239             -          -             -     2,250 
 Share issuance 
  costs                 -     (103)             -          -             -     (103) 
 Share-based 
  payments              -         -             -          -            64        64 
                 --------  --------  ------------  ---------  ------------  -------- 
 Balance at 31 
  December 
  2010                 44    16,219         1,084     33,504      (45,499)     5,352 
                 --------  --------  ------------  ---------  ------------  -------- 
 Other 
  comprehensive 
  income                -         -          (88)          -             -      (88) 
 Loss for the 
  period                -         -             -          -       (1,339)   (1,339) 
                 --------  --------  ------------  ---------  ------------  -------- 
 Total 
  comprehensive 
  income                -         -          (88)          -       (1,339)   (1,427) 
 Issue of share 
  capital              13     1,513             -          -             -     1,526 
 Share issuance 
  costs                 -      (55)             -          -             -      (55) 
 Share-based 
  payments              -         -             -          -            58        58 
                 --------  --------  ------------  ---------  ------------  -------- 
 Balance at 30 
  June 2011            57    17,677           996     33,504      (46,780)     5,454 
                 --------  --------  ------------  ---------  ------------  -------- 
 
 
 NOTES TO THE INTERIM FINANCIAL STATEMENTS 
 

1. CORPORATE INFORMATION

The interim condensed consolidated financial statements of Clean Air Power Limited for the six months ended 30 June 2011 were authorised for issue in accordance with a resolution of the directors on 30 September 2011. Clean Air Power Limited is a public limited Company incorporated in Bermuda whose shares are publicly traded.

All of the revenues and operating assets relate to the Group's principal business activities, being vehicle conversion sales, sales of components and an emissions reduction business. Revenue is stated net of value added tax.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of preparation

These interim condensed consolidated financial statements for the six months ended 30 June 2011 have been prepared in accordance with IAS 34 Interim Financial Reporting; and using the recognition and measurement principles of International Accounting Standards, International Financial Reporting Standards and Interpretations adopted for use in the European Union (collectively 'Adopted IFRS').

The interim condensed consolidated financial statements are presented in sterling and all values are rounded to the nearest thousand (GBP'000) except when otherwise indicated.

Accounting Policies

The accounting policies adopted in preparation of the interim condensed financial statements are consistent with those followed in preparation of the Group's annual financial statements for the year ended 31 December 2010.

Going Concern

The Group's business activities, together with the factors likely to affect its future development, performance and position are set out in the Chief Executive's Statement and the financial position of the Group is described within the Statement of Financial Position. As described in the Chief Executive's review, the Company has experienced delays in factory production of its European OEM product. Although solutions have now been identified they are still subject to validation by the OEM partner. However the Board is confident that these solutions will allow factory production to start and return to the original plan although we cannot yet confirm the timing of this resumption of factory production.

The Company's ability to meet its future working capital requirements is dependent on it being able to generate significant revenues and/or successfully conclude financing options. Assuming the issues giving rise to the delays in factory production are resolved, this OEM contract provides the opportunity for increased sales and further funding. The Company also has a number of sales opportunities pending which, if successful, will provide additional cash resources. Given the nature of the Company's development activities and in light of the current economic climate, it is very difficult to predict with any certainty the timing and extent of future revenues. The directors have prepared projections of the trading results for the foreseeable future which they consider to be prudent. The directors are actively considering further short and medium term financing options. However there is uncertainty as to whether the necessary funds will be raised as this is dependent on the ability of the Company to resolve the technical issues with the OEM partner.

In the absence of firm commitments in relation to these sales opportunities or financing options the Directors have concluded that these circumstances represent a material uncertainty that casts doubt upon the Company's ability to continue as a going concern and therefore the Company may be unable to realise its assets and discharge its liabilities in the normal course of business. Nevertheless the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. For these reasons, they continue to adopt the going concern basis of accounting in preparing the condensed set of financial statements in the half-yearly financial report.

3. RISKS AND UNCERTAINTIES

Management identify and assess risks to the business using a common model. The Group has a number of exposures which can be summarised as follows: manufacturer co-operation; in house product development; adaptation of core technology; gas supply; regulatory framework; competition/intellectual property; additional capital requirements; employees and trading risks. These risks and uncertainties facing our business were reported in detail in the 2010 Annual Report and Accounts and all of them are monitored closely by the Group's Management Board.

 
 4. Cash and cash equivalents 
 
 
                                 Unaudited         Audited 
                                6 months to       year ended 
                                  30 June         31 December 
                            ------------------  ------------- 
                                2011      2010           2010 
                             GBP'000   GBP'000        GBP'000 
 Cash at bank and in hand      2,196     1,290          2,410 
                               2,196     1,290          2,410 
                            ========  ========  ============= 
 

NOTES TO THE INTERIM FINANCIAL STATEMENTS

 
 5. Income tax 
 The major components of income tax expense in the interim consolidated 
  income statement are: 
 
 
                           Unaudited         Audited 
                          6 months to       year ended 
                            30 June         31 December 
                      ------------------  ------------- 
                          2011      2010           2010 
                       GBP'000   GBP'000        GBP'000 
 Current taxation 
 
 Overseas tax                -         -              - 
 Income tax expense          -         -              - 
                      ========  ========  ============= 
 
 
         6. Segmental analysis 
 
 
 Revenue by business segment: 
 
 
 For management purposes the Group is organised into 
  business units based on their products and services, 
  and has three reportable 
 operating segments as follows: 
 
 
 The Dual-Fuel(TM) segment allows a standard diesel engine to operate 
  on natural gas without any major changes to the engine. 
 
 
 The components segment designs and delivers innovative hydraulic 
  valves and natural gas injector components for natural gas engines 
  that enable automotive and truck manufacturers to build low-emission 
  gasoline, natural gas and diesel vehicles that meet worldwide emissions 
  regulations. 
 
 
 The emissions reduction segment offers emissions reduction solutions 
  that reduce regulated engine emissions by post combustion after-treatment 
  of an engine's exhaust gasses. 
 
                                              Period ended 30 June 2011 GBP'000 
    ---------------------  ----------------------------------------------------------------------- 
                                                                     Adjustments 
                                                         Emissions       and 
                            Dual-Fuel(TM)   Components   Reduction   eliminations       Total 
    ---------------------  --------------  -----------  ----------  -------------  --------------- 
     Revenue 
  Third party                       1,386          618          63              -            2,067 
  Inter-segment                       309            -           -          (309)                - 
 
  Total revenue                     1,695          618          63          (309)            2,067 
                           ==============  ===========  ==========  =============  =============== 
 
     Results 
  Depreciation and 
   amortisation                     (176)         (16)         (3)              3            (192) 
 
  Segment loss                      (996)            -       (261)           (86)          (1,343) 
 
  Net finance income                    -            -           -              -                4 
 
  Loss for the period                   -            -           -              -          (1,339) 
                           ==============  ===========  ==========  =============  =============== 
 
     Assets 
 
  Operating assets                  2,731        1,478         172           (13)            4,368 
                           ==============  ===========  ==========  =============  =============== 
 
  Provisions                          126          166          79            (5)              366 
  Operating liabilities 
   including provisions             1,627          417         170            (5)            2,209 
 
     Other disclosures 
  Capital expenditure               1,059            -           5              -            1,064 
                           ==============  ===========  ==========  =============  =============== 
 
 

NOTES TO THE INTERIM FINANCIAL STATEMENTS

6. Segmental analysis - Continued

 
 
                                  Period ended 30 June 2010 GBP'000 
 ---------------  ---------------------------------------------------------------- 
                                                            Adjustments 
                                                Emissions       and 
                   Dual-Fuel(TM)   Components   Reduction   eliminations    Total 
 ---------------  --------------  -----------  ----------  -------------  -------- 
  Revenue 
  Third party                930        1,120         267              -     2,317 
  Inter-segment              118            -           -          (118)         - 
  Total revenue            1,048        1,120         267          (118)     2,317 
                  ==============  ===========  ==========  =============  ======== 
  Results 
  Depreciation 
   and 
   amortisation            (282)         (36)         (2)              8     (312) 
  Segment loss           (1,133)           34       (175)             70   (1,204) 
  Net finance 
   income                      -            -           -              -        11 
  Loss for the 
   period                      -            -           -              -   (1,193) 
                  ==============  ===========  ==========  =============  ======== 
  Assets 
  Operating 
   assets                  1,509        1,518         631           (29)     3,629 
                  ==============  ===========  ==========  =============  ======== 
  Provisions                 246           44         106            (8)       388 
  Operating 
   liabilities 
   including 
   provisions              1,036          432         227            (8)     1,687 
                  ==============  ===========  ==========  =============  ======== 
  Other disclosures 
  Capital expenditure    600   12   9   -   621 
                        ====  ===          ==== 
                                Period ended 31 December 2010 GBP'000 
 ---------------  ---------------------------------------------------------------- 
                                                            Adjustments 
                                                Emissions       and 
                   Dual-Fuel(TM)   Components   Reduction   eliminations    Total 
 ---------------  --------------  -----------  ----------  -------------  -------- 
  Revenue 
  Third party              2,762        2,108         918              -     5,788 
  Inter-segment              980            -           -          (980)         - 
  Total revenue            3,742        2,108         918          (980)     5,788 
                  ==============  ===========  ==========  =============  ======== 
  Results 
  Depreciation 
   and 
   amortisation            (403)         (72)         (6)             10     (471) 
  Segment loss           (1,219)          (9)       (244)          (365)   (1,837) 
  Net finance 
   income                      -            -           -              -        17 
  Loss for the 
   period                      -            -           -              -   (1,820) 
                  ==============  ===========  ==========  =============  ======== 
  Assets 
  Operating 
   assets                  1,796        1,875         949           (29)     4,591 
                  ==============  ===========  ==========  =============  ======== 
  Provisions                 139          242          88            (9)       460 
  Operating 
   liabilities 
   including 
   provisions                767          689         302            (9)     1,749 
                  ==============  ===========  ==========  =============  ======== 
  Other disclosures 
  Capital expenditure     1,468        25       13     (47)   1,459 
                        =======  ========  =======  =======  ====== 
 
 
 

NOTES TO THE INTERIM FINANCIAL STATEMENTS

 
 7. Plant, equipment & intangible assets 
 

During the six months ended 30 June 2011, the Group acquired plant and equipment with a cost of GBP30,505 (30 June 2010: GBP26,707) (31 December 2010: GBP62,000). Expenditure on product development for the six months ended 30 June 2011 was GBP1,033,354 (30 June 2010: GBP594,323) (31 December 2010: GBP1,307,000). The majority of the expenditure related to the European OEM development project.

 
 8. Share-based payment 
 

During the period the Group recognised GBP58,292 (30 June 2010: GBP45,734) (31 December 2010: GBP110,198) related to equity-settled share-based payments transactions.

9. Share capital

In May 2011, the Company successfully raised GBP1.52m from a combination of new and existing investors; this increased the share capital to GBP57,162 by the creation of an additional 21,048,276 Ordinary Shares with a nominal value of $US0.001 each and a market price of 7.25 pence per share. The difference between the consideration received of GBP1.52m less costs of GBP0.054m, and the nominal value of the shares GBP12,866 has been transferred to the share premium account.

 
 10. Related party disclosures 
 

The Group receives consultancy services from Karl Viktor Schaller and Hans Gunnar Folkesson, a Non-Executive Director of Clean Air Power (Bermuda) Limited and Gary Ireson, the Director of Clean Air Power Pty Ltd.

 
 The following table provides the total amount of transactions, which 
  have been entered into with related parties for the relevant financial 
  year. 
 
 
                                          Unaudited   Unaudited 
                                           6 months    6 months        Audited 
                                                 to          to     year ended 
 Hans Gunnar Folkesson                      30 June     30 June    31 December 
---------------------------------------  ----------  ----------  ------------- 
                                               2011        2010           2010 
---------------------------------------  ----------  ----------  ------------- 
                                            GBP'000     GBP'000        GBP'000 
 Services received from related parties           -           6             21 
 Amounts owed to related parties                  -           -              - 
 
 
                                          Unaudited   Unaudited 
                                           6 months    6 months        Audited 
                                                 to          to     year ended 
 Gary Ireson                                30 June     30 June    31 December 
---------------------------------------  ----------  ----------  ------------- 
                                               2011        2010           2010 
---------------------------------------  ----------  ----------  ------------- 
                                            GBP'000     GBP'000        GBP'000 
 Services received from related parties          10          22             24 
 Amounts owed to related parties                  2           -             13 
 
 
                                          Unaudited   Unaudited 
                                           6 months    6 months        Audited 
                                                 to          to     year ended 
 Prof K V Schaller                          30 June     30 June    31 December 
---------------------------------------  ----------  ----------  ------------- 
                                               2011        2010           2010 
---------------------------------------  ----------  ----------  ------------- 
                                            GBP'000     GBP'000        GBP'000 
 Services received from related parties           5           -              - 
 Amounts owed to related parties                  -           -              - 
 
 
 Report and Financial Information 
 

Copies of the interim report for the Company for the period ended 30 June 2011 are to be made available on the Company's website.

 
 CORPORATE INFORMATION 
 
 
 Directors 
  Non-Executive Chairman - Rodney Westhead "# 
  Non-Executive Deputy Chairman - Bernard Lord 
  "*+# 
  President & Chief Executive - John Pettitt 
  Group Financial Director - Peter Rowse 
  Non-Executive Director - Prof Dr. Karl Viktor 
  Schaller *+# 
  Non-Executive Director - Dr. Ulrich Wohr "*+# 
 
 
  * Member of the Audit Committee + Member of the 
  Remuneration Committee # Member of the 
  Nomination Committee " Independent 
  Secretary 
  Codan Services Limited (appointed 9 August 
  2010) 
  Registered Office 
  Clarendon House 
  2 Church Street 
  Hamilton HM11 
  Bermuda 
  Auditors 
  Ernst & Young LLP 
  100 Barbirolli Square 
  Manchester 
  M2 3EY 
  Solicitors 
  Berwin Leighton Paisner LLP 
  Adelaide House 
  London Bridge 
  London 
  EC4R 9HA 
  Nominated Advisor and Stockbrokers 
  Seymour Pierce 
  20 Old Bailey 
  London 
  EC4M 7EN 
  Registrars and Transfer Office 
  Capita IRG (Offshore) Limited 
  Victoria Chambers, Liberation Square 
  1/3 The Esplanade 
  St Helier 
  Jersey 
  Principal Banker 
  Royal Bank of Scotland 
  8 South Parade 
  Nottingham 
  NG1 2JS 
  Financial Public Relations 
  Buchanan Communications 
  45 Moorfields 
   London 
   EC2Y 9AE 
 

INDEPENDENT REVIEW REPORT TO CLEAN AIR POWER LIMITED

Introduction

We have been engaged by the company to review the condensed set of financial statements in the half-yearly financial report for the 6 months ended 30 June 2011 which comprises the Consolidated Income Statement, the Consolidated Statement of Comprehensive Income, the Interim Consolidated Statement of Financial Position, the Consolidated Cash Flow Statement, the Consolidated Statement of Changes in Equity and the related explanatory notes 1 to 10. We have read the other information contained in the half yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.

This report is made solely to the company in accordance with guidance contained in ISRE 2410 (UK and Ireland) "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company, for our work, for this report, or for the conclusions we have formed.

Directors' Responsibilities

The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the half-yearly financial report in accordance with International Accounting Standard 34, "Interim Financial Reporting," as adopted by the European Union.

As disclosed in note 2, the annual financial statements of the company are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with International Accounting Standard 34, "Interim Financial Reporting," as adopted by the European Union.

Our Responsibility

Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review.

Scope of Review

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the 6 months ended 30 June 2011 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union.

Emphasis of Matter - Going Concern

In reaching our conclusion, which is not qualified, we have also considered the adequacy of the disclosures made in note 2 to the interim financial statements concerning the company's ability to continue as a going concern. The conditions described in note 2 indicate the existence of a material uncertainty which may cast significant doubt about the company's ability to continue as a going concern. The condensed set of financial statements in the half-yearly financial report do not include the adjustments that would result if the company was unable to continue as a going concern.

Ernst & Young LLP

Manchester

30 September 2011

This information is provided by RNS

The company news service from the London Stock Exchange

END

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