TIDMKSI
RNS Number : 9703D
Kleenair Systems International PLC
31 March 2011
31 March 2011
KLEENAIR SYSTEMS INTERNATIONAL PLC
("KleenAir" or "Company")
Unaudited Interim Accounts for the six months ended
31 December 2010
CHAIRMAN'S STATEMENT
Investment in advanced heat and power technology company
In August 2010, following approval of the Company's Investing
Policy by shareholders at the General Meeting on 3rd August 2010,
the Company made its first investment. The Company acquired a
minority stake in Inspirit Energy Limited ("Inspirit"), a
Sheffield-based company in the final stages of development of a
micro combined heat and power appliance. Since the initial
investment, Inspirit has started the process to receive Gas
Appliance Directive (GAD) approval for its appliances and continues
its commercialisation process.
In January 2011, KleenAir made a further investment into
Inspirit, and following this, Inspirit acquired Somemore Limited
("Somemore"), the holders of the intellectual property relating to
Inspirit's appliance. Consequently, KleenAir now holds a 17.05%
stake in Inspirit, which the Company intends to retain as a
long-term investment.
Financial Results
The accounts for the period to 31 December 2010 show a minor
loss of GBP57,000.
Changes to the Board of Directors
On the 17 September 2010, Sarah Pozner was appointed an
Executive Director to the board and on 13 December 2010,
immediately following the retirement of Wayne Reid at the Company's
Annual General Meeting, as Chairman of the board.
Miles Lewis, having relocated abroad permanently, resigned as
Non Executive Director.
Loan Notes and Company Finance
Over the six month period ending 31 December 2010, the Company
raised new monies totalling GBP582,000. In March 2011, a further
GBP146,500 was raised by way of a new share issue of 3,662,500
ordinary shares of 0.1 penny. These funds have been and will be
used for both working capital purposes and investments in line with
the Investing Policy.
Creditors Voluntary Arrangement
In November 2010, the Company was notified by the nominee of the
Creditors Voluntary Arrangement ("CVA"), that a resolution had been
reached between the remaining creditors and, following this, the
Company issued the previously agreed amount of 401,155 ordinary
shares of one pence nominal value each. As a result, the company is
pleased to report that it has no further obligations under the
CVA.
Subdivision of Shares
Also at the last Annual General Meeting, approval was gained to
subdivide the ordinary shares of one pence nominal value of the
Company at a ratio of ten shares for one, into new ordinary shares
of 0.1 pence nominal value. These new ordinary shares were admitted
for trading on AIM on 14th December 2010.
Commenting on KleenAir's development, the Chairman, Sarah
Pozner, said:
"It has been another eventful period for the Company. We have
finally resolved completely some historic corporate issues and have
strengthened our equity position in a very exciting new heat and
power technology which is targeting the lucrative SME
marketplace.
The Company continues to identify and evaluate other potential
investments in line with the Investing Policy and plans to invest
into a second company in due course."
Sarah Pozner
Chairman
31 March 2011
Contacts:
KleenAir Systems International
plc www.KleenAir-systems.com
Sarah Pozner, Executive Director +44 (0) 207 048 9400
Square1 Consulting Limited
David Bick / Mark Longson +44 (0) 207 929 5599
WH Ireland Limited www.wh-ireland.co.uk
JN Wakefield / Marc Davies +44 (0) 117 945 3470
Global Investment Strategy UK
Limited
John Gunn +44 (0) 20 7048 9400
KLEENAIR SYSTEMS INTERNATIONAL PLC
Comprehensive Income Statement
for the six months ended 31 December 2010
Six months to Year to
31 December Six months 30 June
2010 to 31 December 2010
Unaudited 2009 Unaudited Audited
GBP'000s GBP'000s GBP'000s
Revenue 10 - -
Administrative expenses (59) (266) (464)
Reduction in liabilities
arising from Company
Voluntary Arrangement - - 401
---------------- ---------------- ----------------
Operating profit (49) (266) (63)
Interest paid (8) - -
---------------- ---------------- ----------------
(Loss) before tax (57) (266) (63)
Income tax charges - - -
---------------- ---------------- ----------------
(Loss) for the period
from continuing
operations attributable
to shareholders (57) (266) (63)
(Loss) per share - Pence
Basic and diluted -
after exceptional (0.15)p (4.81)p (0.66)p
- before exceptional (0.15)p (4.81)p (4.84)p
KLEENAIR SYSTEMS INTERNATIONAL PLC
Statement of Financial Position as at 31 December 2010
Six months to Six months Year to
31 December to 30 June
2010 31 December 2010
Unaudited 2009 Unaudited Audited
GBP'000s GBP'000s GBP'000s
Assets
Intangible fixed assets
Investment 300 - -
-------------- -------------- --------------
Current assets
Trade and other receivables 7 - 4
Cash and cash equivalents 433 - 300
-------------- -------------- --------------
440 - 304
-------------- -------------- --------------
Current liabilities
Trade and other payables (32) (457) (77)
-------------- -------------- --------------
(32) (457) (77)
-------------- -------------- --------------
Net Current
assets(Liabilities) 408 (457) 227
Non-Current Liabilities
Financial liabilities -
borrowings and
Interest bearing loans (460) (192) (460)
-------------- -------------- --------------
Net deficit 248 (649) (233)
Equity
Capital and reserves
Called up share capital 452 407 428
Share premium 3,530 2,838 3,030
Other reserves 87 87 87
Profit and loss deficit (3,821) (3,981) (3,778)
-------------- -------------- --------------
Total 248 (649) (233)
KLEENAIR SYSTEMS INTERNATIONAL PLC
Statement of Changes in Equity
For the six months ended 31 December 2010
Share Share Other Retained
Capital Premium Reserves Earnings Total
GBP'000s GBP'000s GBP'000s GBP'000s GBP'000s
As at 31
December
2009 407 2,838 87 (3,981) (649)
Loss after
tax for the
period - - - (63) (63)
Issue of
shares 21 192 - - 213
Reduction in
creditors
under
Creditors
Voluntary
Arrangement - - - 266 266
---------------- ---------------- ---------------- ---------------- ----------------
As at 30
June 2010 428 3,030 87 (3,778) (233)
Loss after
tax for the
period - - - (57) (57)
Issue of new
shares 15 567 - - 582
Cost of
share
issue - (63) - - (63)
Adjustment
for
Creditors
Voluntary
Arrangement 9 (4) - 14 19
---------------- ---------------- ---------------- ---------------- ----------------
As at 31
December
2010 452 3,530 87 (3,821) 248
KLEENAIR SYSTEMS INTERNATIONAL PLC
Statement of Cash Flow
For the six months ended 31 December 2010
Six months to Six months Year to
31 December to 30 June
2010 31 December 2010
Unaudited 2009 Unaudited Audited
Note GBP'000 GBP'000 GBP'000
Operating
activities 6 (78) (252) (434)
Interest paid (8) - -
-------------- -------------- --------------
Net cash
inflow/(outflow)
from operating
activities (86) (252) (434)
-------------- -------------- --------------
Investing
activities
Investment acquired (300) - -
-------------- -------------- --------------
(300) - -
-------------- -------------- --------------
Financing
activities
Loans received - 252 734
Issue of new shares 519 - -
-------------- -------------- --------------
Net cash from
financing
activities 519 252 734
-------------- -------------- --------------
Net cash
inflow(outflow) 133 - 300
Cash and cash
equivalents at the
beginning of the
period 300 - -
-------------- -------------- --------------
Cash and cash
equivalents at the
end of the period 433 - 300
KLEENAIR SYSTEMS INTERNATIONAL PLC
Notes to the Interim Financial Information
1. General Information
Kleenair Systems International Plc is a company incorporated in
England and Wales and quoted on the Alternative Investment Market
of the London Stock Exchange.
2. Basis of Preparation
These interim financial statements have been prepared in
accordance with International Financial Reporting Standards
("IFRS") as adopted by the European Union and on the historical
cost basis, using the accounting policies which are consistent with
those set out in the Company's Annual Report and Accounts for the
period ended 30 June 2010. This interim financial information for
the six months to 31 December 2010, which complies with IAS 34
'Interim Financial Reporting', was approved by the Board on 31
March 2011.
3. Significant Accounting Policies
Except as described below, the accounting policies applied are
consistent with those of the annual nancial statements for the
period ended 30 June 2010, as described in those annual nancial
statements.
Taxes
Taxes on income in the interim periods are accrued using the tax
rate that would be applicable to expected total annual
earnings.
Standards and Interpretations adopted with no material effect on
financial statements
The following new and revised Standards and Interpretations have
been adopted in these financial statements. Their adoption has not
had any significant impact on the amounts reported in these
financial statements but may affect the accounting for future
transactions and arrangements.
Title Issued Effective date
IFRIC 19 Extinguishing Financial Liabilities Nov 09 Accounting
periods beginning
With Equity Instruments on or after 01 July 2010
Standards and Interpretations issued but not effective on
financial statements
The following new and revised Standards and Interpretations have
not been adopted in these financial statements as they are not yet
effective in the period being reported on.
Title Issued Effective date
IFRIC 14 (Amendment) Prepayments of a minimum Nov 09 Accounting
periods
beginning
funding requirement on or after 01 January 2011
Revised IAS 24 Related Party Disclosures Nov 09 Accounting
periods
beginning
on or after 01 January 2011
IAS 32 (Amendment) Financial Instruments: Oct 09 Accounting
periods
beginning
Presentation - Classification of Rights Issue 2010 on or after
01 February 2010
Standards and Interpretations issued but not yet EU approved
The following new and revised Standards and Interpretations have
not been approved but may have on impact on future accounting.
Title Issued Effective date
IFRS 9 Financial Instruments Nov 09 Accounting periods
beginning
On or after 01 January 2013
4. SEGMENTAL ANALYSIS
The Company's primary reporting format is business segments and
its secondary format is geographical segments. The Company only
operates in a single business and geographical segment. Accordingly
no segmental information for business segment or geographical
segment is required.
5. Earnings/(loss) per Share
The loss per ordinary share is based on the Company's loss for
the period of GBP57,000 (31 December 2009 - GBP266,000; 30 June
2010 - GBP63,000) and a basic and diluted weighted average number
of ordinary shares of GBP0.001 each in issue of 37,004,285 (31
December 2009 - basic and diluted 5,525,620; 30 June 2010 - basic
and diluted 9,586,980).
6. Reconciliation of operating loss to net cash outflow from
operating activities.
Six months Six months
to to Year to
31 December 31 December 30 June
2010 2009 2010
GBP'000s GBP'000s GBP'000s
Operating Loss for the
period (49) (266) (63)
Adjustments for :
(Increase)/decrease in
receivables (3) - (4)
Increase/(decrease) in
payables (26) 14 (367)
-------------- -------------- --------------
Net cash from operating
activities (78) (252) (434)
7. Called up Share Capital
The issued share capital is as follows
Ordinary Ordinary Ordinary Ordinary
'A' 'A' 'B' 'B' Deferred
shares shares shares shares shares
of of of of of
GBP0.001 GBP0.01 GBP0.001 GBP0.01 GBP0.99
31 December 2010 48,807,010 - 1,221,200 - 400,932
30 June 2010
(audited) - 3,024,546 - 122,120 400,932
31 December 2009 - 883,812 - - -
8. The unaudited interim financial information for period ended
31 December 2010 do not constitute statutory accounts within the
meaning of Section 435 of the Companies Act 2006. The comparative
figures for the period ended 30 June 2010 are extracted from the
statutory financial statements which have been filed with the
Registrar of Companies and which contained a qualified audit
report.
9. Copies of this interim financial information document are
available from the Company at its registered office at 2(nd) Floor,
31 Davies Street, London, W1K 4LP. The interim financial
information document will also be available on the Company's
website www.kleenair-systems.com.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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Kleenair (LSE:KSI)
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