TIDMRUR

RNS Number : 6333A

Rurelec PLC

30 September 2015

 
   30 September 2015 
            AIM: RUR 
 

Rurelec PLC

("Rurelec" or "the Company")

Interim results for the six months ended 30 June 2015

Rurelec PLC (AIM: RUR), the owner, operator and developer of power generation capacity internationally, today announces its unaudited interim results for the six months ended 30 June 2015.

Financial Highlights:

   --      Turnover                                                           GBP620k (2014: GBP252k) 
   --      Gross Profit                                                      GBP487k (2014: GBP145k) 

-- Post tax loss GBP14.1 million (2014: GBP1.8 million loss)

-- Loss per share 2.52 pence loss (2014: 0.32 pence loss)

   --      Net asset value per share                             7.7 pence (2014: 10.4 pence) 

Operational and Post Half-Year Highlights:

-- Revenues in the six months came from the running of the newly commissioned Canchayllo run-of-river hydro plant as well as from providing engineering services from IPC.

   --      GBP14.1 million loss for the period is largely due to 

o Provisional write off in Peru of GBP3.8 million

o Write down of investment and Goodwill in IPC of GBP2.7 million

o Impairment of the loans to Argentina of GBP3.9 million

o foreign exchange losses of GBP1.6 million made on the fall in the value of the Peruvian Nuevo Soles and our recently built Canchayllo plant as well as the reduction in the value of the Argentine Peso on our asset in Comodoro Rivadavia

-- Revenues in Argentina still performing well locally with Argentine Pesos Arg $118 million (2014: Arg $110 million).

   --      Two new members of the Board of Directors, Mark Keegan and Simon Morris 

-- Peru - Canchayllo plant sale completed in July 2015 for $6.8 million plus $1 million deferred.

   --      Chile - two projects (295 MW) still under development. 
   --      IPC spun out reducing overheads and concentrating the Group business in South America. 

Commenting on the results, Colin Emson, Rurelec's Chairman, said:

"This has not been a satisfactory period for the Company and after changing the Board of Directors we are looking forward to a period where we can restore value to the Company and its shareholders through developments in Argentina and Chile, whilst pursuing cost savings at the head office in London and the sale of the Peruvian assets."

For further information please contact:

 
 Rurelec PLC      WH Ireland 
 Colin Emson      Paul Shackleton 
  Chairman         and James Bavister 
 +44 (0)20 7793   +44(0) 20 7220 
  5610             1666 
 

Chairman's Statement

During the first half of this year, the company has undergone some material changes including the departure of the CEO and two other executive directors, with the newly appointed executive board of directors being Simon Morris FCA and Mark Keegan. Simon Morris is a chartered accountant and former Chief Operating Officer of Grant Thornton UK LLP. Mark Keegan was formerly chief executive of New Hibernia Investments Ltd, and has considerable experience working in the Republic of Argentina, the location of the Company's principal asset.

The new executive board is undertaking a comprehensive review of the Company's history and assets to determine a strategy to preserve and restore shareholder value, following the long sequence of unsatisfactory strategies and projects, the culmination of which was the disastrous settlement following the nationalisation of the company's plant in Bolivia.

During this time the share price collapsed as a result of the Bolivian settlement, the inability to raise debt or equity capital, and the absence of profit; this has created uncertainties which need to be addressed.

Review of Operations:

In Argentina our 50% owned operating entity, Energia del Sur S.A., and its parent company, Patagonia Energy Limited, have outstanding borrowings and interest of GBP30.7m due to the Group. The company is operating well at the local level however management costs have been allowed to inflate unnecessarily.

In Peru the Company embarked on a project of high capital commitment with low returns. The total commitment to date has been GBP12.6m of which GBP4.2m was recovered from the sale of the first completed part, leaving GBP8.4m of continued exposure to the Peru project. Having disposed of the Canchayllo income producing base, the group now faces a loss on the balance of the project estimated at GBP3.8m.

In Chile the ongoing project development is being managed by two executives based in the UK, who, have brought the project to a point of readiness for financing displaying considerable expertise, which may enable to Company to recover some value.

In the absence of any qualified industry engineers employed within the Company has had to rely heavily on outside consultants. Despite ongoing payments to professionals within the industry and local management, overheads in London to manage the three remaining projects remained disproportionately high.

Following the departure of the former executive board in July measures have been taken to reduce overheads, to revise internal procedures and to place the remaining assets in a position where they can be used to recover shareholder value.

Given the progress on the sale of the Group's assets and the fact that the Directors are pursuing alternative sources of finance, the directors continue to adopt the going concern basis of accounting.

Review of future strategy

The future strategy and operations of the Company and the application of its assets are currently being considered by the board, which will depend to a degree on the level of realisations and sources of capital being identified in the coming months.

While the medium term prospects for the Group are reasonable, the Company is acutely short of cash resources; the board is confident that the Company will secure short term funding, however there can be no guarantee of success.

Summary:

This is an extremely difficult time for the Company for the reasons outlined above. The Relationship Agreement between the Company, the major shareholder and the former NOMAD prevented intervention in the Company's operations. It was only at the AGM in July when shareholders were able to reject the resolutions for the reappointment of the board without infringing the Relationship Agreement.

The Directors consider that the coming months will be challenging but they are determined to repair shareholder value. They look forward to working closely with employees, advisers, shareholders, and other stakeholders for a positive and constructive outcome.

Colin Emson

Chairman

RURELEC PLC

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (unaudited)

for the half year ended 30 June 2014

(expressed in thousands of pounds)

________

 
                                                 Restated 
                              Notes   6 months   6 months   12 months 
                                            to         to          to 
                                      30/06/15   30/06/14    31/12/14 
                                       GBP'000    GBP'000     GBP'000 
---------------------------  ------  ---------  ---------  ---------- 
 
 Revenue                                   620        252         302 
 Cost of sales                           (133)      (107)       (231) 
---------------------------  ------  ---------  ---------  ---------- 
 Gross profit                              487        145          72 
 Administrative 
  expenses                             (2,779)    (2,235)     (4,349) 
---------------------------  ------  ---------  ---------  ---------- 
 Operating (loss)                      (2,292)    (2,090)     (4,277) 
 Foreign exchange 
  (losses)/gains                       (1.599)    (1,447)       2,180 
 Other (expense) 
  / income                      5,6   (10,982)        267     (3,094) 
 Finance income                          1,308      1,948       2,568 
 Finance expense                         (563)      (481)       (312) 
---------------------------  ------  ---------  ---------  ---------- 
 (Loss) before 
  tax                                 (14,128)    (1,804)     (2,936) 
 Tax expense                               (3)        (5)         (8) 
---------------------------  ------  ---------  ---------  ---------- 
 (Loss) for the 
  period                              (14,131)    (1,809)     (2,944) 
 
 (Loss) per share                 3    (2.52)p    (0.32)p     (0.52)p 
---------------------------  ------  ---------  ---------  ---------- 
 
 Other comprehensive 
  income 
  Items that will 
  be subsequently 
  reclassified to 
  Profit & Loss 
 Exchange differences 
  on translation 
  of foreign operations                    831        145     (2,249) 
 
 
 Total other comprehensive 
  income                                   831        145     (2,249) 
 
 Total comprehensive 
  (loss) for the 
  period                              (13,300)    (1,664)     (5,193) 
 
 
 
 
 
 

RURELEC PLC

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION (unaudited)

at 30 June 2015

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(expressed in thousands of pounds)

 
                                                   Restated 
                                         30/6/15    30/6/14   31/12/14 
                                Notes    GBP'000    GBP'000    GBP'000 
---------------------------  --------  ---------  ---------  --------- 
 Assets 
 Non-current assets 
 Property, plant 
  and equipment                           21,978     28,149     22,169 
 Intangible assets                           400      1,818      1,321 
 Trade and other 
  receivables                             22,299     20,734     23,213 
 Deferred tax assets                           0          0          0 
---------------------------  --------  ---------  ---------  --------- 
                                          44,677     50,701     46,702 
---------------------------  --------  ---------  ---------  --------- 
 Current assets 
 Trade and other 
  receivables                              4,382     17,972      9,601 
 Cash and cash equivalents                   304      4,166        283 
---------------------------  --------  ---------  ---------  --------- 
                                           4,686     22,138      9,883 
---------------------------  --------  ---------  ---------  --------- 
 
 Assets Classified 
  as held for sale                  4     13,266          0     17,895 
---------------------------  --------  ---------  ---------  --------- 
 
 
 Total assets                             62,629     72,839     74,480 
---------------------------  --------  ---------  ---------  --------- 
 
 Equity and liabilities 
 Shareholders' equity 
 Share capital                            11,228     11,228     11,228 
 Share premium account                    22,754     67,836     22,754 
 Foreign currency 
  reserve                                (2,380)    (1,849)    (3,211) 
 Share option reserve                        147        107        147 
 Plant reserves                            1,050      1,050      1,050 
 Other reserve                      7     45,000          0     45,000 
 Profit and loss 
  reserve                               (34,547)   (20,082)   (20,426) 
---------------------------  --------  ---------  ---------  --------- 
 Total equity attributable 
  to                                      43,252     58,290     56,541 
 shareholders of 
  Rurelec PLC 
---------------------------  --------  ---------  ---------  --------- 
 
 Non-controlling 
  interest                                     0        127          0 
 
 Total equity                             43,252     58,417     56,541 
 
 
   Non-current liabilities 
 Future tax liabilities                        0         18          0 
 Deferred tax liabilities                      0          0          0 
 Borrowings                                    0       6121          0 
---------------------------  --------  ---------  ---------  --------- 
                                               0      6,139          0 
---------------------------  --------  ---------  ---------  --------- 
 Current liabilities 
 Trade and other 
  payables                                 4,446      5,392      4,423 
 Current tax liabilities                      85        192         70 
 Borrowings                                4,253      2,698      3,164 
---------------------------  --------  ---------  ---------  --------- 
                                           8,784      8,282      7,657 
---------------------------  --------  ---------  ---------  --------- 
 
 Liabilities Classified 
  as held for sale                        10,593          0     10,282 
---------------------------  --------  ---------  ---------  --------- 
 
 
 Total liabilities                        19,377     14,421     17,939 
---------------------------  --------  ---------  ---------  --------- 
 
 Total equity and 
  liabilities                             62,629     72,839     74,480 
---------------------------  --------  ---------  ---------  --------- 
 

RURELEC PLC

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (unaudited)

for the half year ended 30 June 2015

(expressed in thousands of pounds)

 
                         Share         Share      Foreign       Share      Retained        Other       Plant         Total   Non-controlling         Total 
                       capital       premium     currency      option      earnings      reserve     reserve       GBP'000          interest        equity 
                       GBP'000       GBP'000      reserve     reserve       GBP'000      GBP'000     GBP'000                         GBP'000       GBP'000 
                                                  GBP'000     GBP'000 
-----------------  -----------  ------------  -----------  ----------  ------------  -----------  ----------  ------------  ----------------  ------------ 
 Balance at 
  01.01.14              11,145        67,369        (962)         107      (17,199)            -       1,050        61,510               142        61,652 
-----------------  -----------  ------------  -----------  ----------  ------------  -----------  ----------  ------------  ----------------  ------------ 
 Issue of share             83           467            -           -             -            -           -           550                 -           550 
-----------------  -----------  ------------                           ------------  -----------  ----------  ------------  ----------------  ------------ 
 Non-controlling             -             -            -           -             -            -           -             -                 -             - 
  interest 
-----------------                                                      ------------  -----------  ----------  ------------  ----------------  ------------ 
 Total 
  transactions 
  with owners               83           467            -           -             -            -           -           550                 -           550 
                   -----------                -----------              ------------               ---------- 
 Loss for year               -             -            -           -       (2,282)            -           -       (2,282)                 -       (2,282) 
-----------------                             -----------  ----------  ------------  -----------  ----------  ------------  ----------------  ------------ 
 Exchange 
  differences                -             -      (2,394)           -             -            -           -       (2,394)                 -       (2,394) 
                   -----------                                                       -----------  ----------  ------------  ----------------  ------------ 
 Total 
  comprehensive 
  Loss                       -             -      (2,394)           -       (2,282)            -           -       (4,676)                 -       (4,676) 
-----------------  -----------  ------------  -----------  ----------  ------------  -----------  ----------  ------------  ----------------  ------------ 
 Original Balance 
  at 30.06.14           11,228        67,836      (3,356)         107      (19,481)            -       1,050        57,384               142        57,526 
-----------------  -----------  ------------  -----------  ----------  ------------  -----------  ----------  ------------  ----------------  ------------ 
 Issue of share              -             -            -           -             -            -           -             -                 -             - 
-----------------  -----------  ------------  -----------  ----------  ------------  -----------  ----------  ------------  ----------------  ------------ 
 Share issue 
  costs                      -          (82)            -           -             -            -           -          (82)                 -          (82) 
-----------------  -----------  ------------  -----------  ----------  ------------  -----------  ----------  ------------  ----------------  ------------ 
 Charge for share 
  options                    -                          -          40             -            -           -            40                 -            40 
-----------------  -----------  ------------  -----------  ----------  ------------  -----------  ----------  ------------  ----------------  ------------ 
 Transfer to 
  Other reserve              -      (45,000)            -           -             -       45,000           -             -                 -             - 
-----------------  -----------  ------------  -----------  ----------  ------------  -----------  ----------  ------------  ----------------  ------------ 
 Non-controlling 
  interest 
  transfer 
  to Assets for 
  Sale                       -             -            -           -           283            -           -           283             (142)           141 
-----------------  -----------  ------------  -----------  ----------  ------------  -----------  ----------  ------------  ----------------  ------------ 
 Total 
  transactions 
  with owners                -      (45,082)            -          40           283       45,000           -           241             (142)            99 
                   -----------                -----------              ------------               ---------- 
 Loss for the 
  Period                     -             -            -           -         (945)            -           -         (945)                 -         (945) 
-----------------  -----------  ------------  -----------  ----------  ------------  -----------  ----------  ------------  ----------------  ------------ 
 Exchange 
  differences                                         145                                                              145                             145 
 Total 
  comprehensive 
  Loss                       -             -          145           -         (945)            -           -         (800)                 -         (800) 

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-----------------  -----------  ------------  -----------  ----------  ------------  -----------  ----------  ------------  ----------------  ------------ 
 Balance at 
  31.12.14              11,228        22,754      (3,211)         147      (20,143)       45,000       1,050        56,825                 -        56,825 
-----------------  -----------  ------------  -----------  ----------  ------------  -----------  ----------  ------------  ----------------  ------------ 
 Loss for year               -             -            -           -      (14,404)            -           -      (14,404)                 -      (14,404) 
-----------------                             -----------  ----------  ------------                           ------------  ----------------  ------------ 
 Exchange 
  differences                -             -          831           -             -            -           -           831                 -           831 
                                                           ----------                                         ------------  ----------------  ------------ 
 Total 
  comprehensive 
  Loss                       -             -          831           -      (14,404)            -           -      (13,573)                 -      (13,573) 
-----------------  -----------  ------------  -----------  ----------  ------------  -----------  ----------  ------------  ----------------  ------------ 
 Balance at 
  30.06.15              11,228        22,754      (2,380)         147      (34,547)       45,000       1,050        43,252                 -        43,252 
-----------------  -----------  ------------  -----------  ----------  ------------  -----------  ----------  ------------  ----------------  ------------ 
 

RURELEC PLC

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (unaudited)

for the half year ended 30 June 2015

(expressed in thousands of pounds)

 
                                                   Restated 
                                Notes   6 months   6 months   12 months 
                                              to         to          to 
                                        30/06/15   30/06/14    31/12/14 
----------------------------  -------  ---------  ---------  ---------- 
 
 Result for the period 
  before tax                            (14,128)    (1,804)     (2,936) 
 from continuing operations 
 Net finance (income) 
  / costs                                  (745)    (1,466)     (2,255) 
 Adjustments for: 
 Depreciation                                245          4          12 
 Unrealised exchange 
  (gains) / losses                         1,599      1,447     (2,180) 
 Movement in share 
  option reserve                               -          -          40 
 Impairment of Goodwill                      921          -         691 
 Impairment Assets                         4,940          -           - 
  held for sale 
 Change in trade and 
  other receivables                        6,131      (465)       5,426 
 Change in trade and 
  other payables                            (24)      2,659     (3,687) 
-------------------------------------  ---------  ---------  ---------- 
 
 Cash generated from 
  / (used in) operations                 (1,062)        375     (4,890) 
-------------------------------------  ---------  ---------  ---------- 
 
 Taxation paid                               (3)        (5)         (8) 
 Interest paid                             (560)      (481)       (312) 
 
 Net cash generated 
  from / (used in) 
  operations                             (1,625)      (112)     (5,210) 
 
 
 Cash flows from investing 
  activities 
 Purchase of plant 
  and equipment                                -    (3,030)     (5,135) 
 Settlement of expropriated 
  assets                                       -     18,863      18,863 
 Repayments from / 
  (loans to) joint 
  venture companies                          904      1,441       3,381 
 
 Net cash used in 
  investing activities                       904     17,274      17,109 
-------------------------------------  ---------  ---------  ---------- 
 
 Net cash outflow 
  before                                   (721)     17,162      11,899 
 financing activities 
----------------------------  -------  ---------  ---------  ---------- 
 
 Cash flows from financing 
  activities 
 Issue of shares                               -        550         468 
 Deferred Consideration                        -          -       (125) 
 Loan drawdowns                              926      1,583       3,170 
 Repayment of loans                        (184)   (18,859)    (18,859) 
 
 Net cash generated 
  from                                       742   (16,726)    (15,346) 
 financing activities 
----------------------------  -------  ---------  ---------  ---------- 
 
 (Decrease) / increase 
  in cash                                     21        436     (3,447) 
 and cash equivalents 
----------------------------  -------  ---------  ---------  ---------- 
 
 Cash and cash equivalents 
  at                                         283      3,730       3,730 
 start of period 
----------------------------  -------  ---------  ---------  ---------- 
 
 Cash and cash equivalents 
  at end of period                           304      4,166         283 
 
 
 

RURELEC PLC

Notes to the Interim Statement

for the six months ended 30 June 2015

1. Basis of preparation

These condensed consolidated interim financial statements do not constitute statutory accounts within the meaning of Section 435 of the Companies Act 2006. The comparative figures for the year ended 31 December 2014 were derived from the statutory accounts for that year which have been delivered to the Registrar of Companies. Those accounts were unqualified. The financial information contained in this interim statement has been prepared in accordance with all relevant International Reporting Standards as adopted by the European Union and expected to apply to the Group's results for the year ending 31 December 2015 and on interpretations of those Standards released to date.

2. Accounting policies

These condensed consolidated interim financial statements have been prepared in accordance with the accounting policies set out in the Group's financial statements for the year ended 31 December 2014.

 
 3. Earnings per share           6 months    Restated   12 months 
                                       to    6 months          to 
                                                   to 
                                  30/6/15     30/6/14    31/12/14 
                              -----------  ----------  ---------- 
 
 Basic and diluted 
 Average number of shares            561m        561m        561m 
 in issue during the 
  period 
 Loss attributable to          GBP(14.1m)   GBP(1.8m)   GBP(2.9m) 
  equity holders of the 
  parent 
 from continuing operations 
 
 Basic and diluted loss 
  per share on continuing 
  operations                      (2.52p)     (0.32p)     (0.52p) 
                              -----------  ----------  ---------- 
 
 

4. Assets held for Sale

As reported in the December 2014, financial statements the assets held for sale relate to entities within Peru, which have been held for sale following the commitment of the Group to restructure the business. Two disposals have been identified one of which is the Canchayllo run-of-river hydro plant with the rest of the assets included within the second group.

The Company completed the construction of the 5.3MW Canchayllo run-of-river hydro-electric project in Peru during December 2014 and the plant entered commission during January this year. In July the Company completed the sale of the plant to Energias Renovables de los Andes SAC for US $6.8 million. In addition a further US $1 million is due to be received by way of reimbursement of amounts advanced towards the completion of the plant.

At 30(th) June the Group has been in discussions with a number of potential buyers for the rest of the Group's Peruvian assets and based on this a provision has been made of GBP3.8 million against the carrying value of these assets.

5. Spin out of Independent Power Corporation PLC

In June the subsidiary Independent Power Corporation PLC ("IPC") was spun out from the rest of the Group in an agreement with Peter Earl the former CEO of Rurelec. The principal assets and liabilities of IPC have been transferred to Rurelec in addition GBP500,000 of annual overheads were transferred with this agreement to IPC. This transaction has caused an impairment of the assets of the Group to reflect the write off of the investment in IPC of GBP1.3 million and the balance of GBP1.1 million of goodwill that arose on the original purchase of the business. This is countered by the transfer of GBP1.4 million of assets to Rurelec.

6. Impairment of the Loans to Patagonia Energy Limited ("PEL") and Energia del Sur SA ("EdS")

The Board of Directors have considered the value of the investment and loans in PEL and EdS which total GBP38.9 million and have undertaken an impairment review to assess their carrying value. This exercise has resulted in a GBP3.9 million write down of the value of the assets due to the deteriorating ability to receive repayment and servicing of the loans, which has led to a reduction in the valuation parameters. These parameters are considered by the Board of Directors at the balance sheet date to have deteriorated from the assumptions of the Board as at the end of 2014. The underlying power generating asset in Comodoro Rivadavia is profitable with US $3.8m EBITDA to 30(th) June 2015, however the Group's ability to realise value from this asset is severely restricted with little ability to receive repayment of principal and interest on the outstanding loans.

7. Other Reserve

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