28th Aug 2013 07:00
For Immediate Release 28 August 2013
APR Energy plc
Interim Results 2013
Strong Contract Wins Drive Record Order Book Growth.
Libya Installation Complete and Set to Drive H2 Revenues.
147MW of New Deals Awarded.
APR Energy plc (LSE: APR) (the "Company" and together with its subsidiaries, "APR Energy" or the "Group"), a global leader in fast-track power solutions, today announces its interim results for the six-month period ended 30 June 2013.
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(1) Adjusted figures for 2013 and 2012 cover the 6 month periods ended 30 June 2013 and 2012 for APR Energy and exclude non-cash expenses for amortisation of intangible assets ($4.8 million and $48.7 million) and Founder securities revaluation ($8.2 million and $5.0 million).
KEY HIGHLIGHTS
· 593MW of new contracts signed in H1 2013 - up 72% on prior year period
· 111MW of extensions year to date
· Order book at 14,439 MW-months - up 59% on prior year period
· Further increase in new fleet investment to $280 million (from $250 million previous guidance)
· Diesel utilisation of 81%; total fleet utilisation at 79%
· Fleet expanded to 1,607MW - up by 53% on prior year period
· All Libya plants installed and commercially operational
· 40MW deal awarded in Mozambique for natural gas power modules
· Diesel power module contracts awarded in Indonesia (75MW) and Senegal (32MW)
John Campion, Chief Executive Officer, said:
"APR Energy has made significant progress during the first half of 2013, winning 593MW of new contracts - more than in the whole of 2012. Our regional hub strategy has also delivered results, helping to secure contracts in Indonesia and Oman, and enabling us to service these in record time. The new business wins, together with 111MW of extensions, bring our order book to a record 14,439 MW-Months - a rise of 59% on the same period a year ago and 25% ahead of 31 December 2012.
"Our plants in Libya are now all fully installed and commercially operational - a tremendous achievement given that the project is APR Energy's largest-ever installation and was successfully executed despite a challenging operating environment. Due to the scheduled timing of Libya and Uruguay commissioning, revenues and operating profits will skew towards the second half.
"Following upon our momentum of the first half, we announce today 147MW of new contract awards in Mozambique, Indonesia, and Senegal. The Mozambique deal for gas power modules aligns closely with APR Energy's strategy to increase its natural gas footprint, taking advantage of the lower-cost, lower-emissions fuel. Our awards in Indonesia and Senegal will further strengthen our presence in those strategic markets, and will enable us to significantly increase our diesel fleet utilisation."
Enquiries:
APR Energy plc +44 (0) 203 427 3747
Brian Gallagher +44 (0) 777 590 6076
Capital MSL
Ian Brown +44 (0) 20 7307 5344 / +44 (0) 7908 251 123
Richard Campbell +44 (0) 20 7307 5344 / +44 (0) 7775 784 933
Analyst Conference
There will be an analyst conference this morning at 10.30 am GMT at the offices of Numis Securities, London Stock Exchange, London EC1R 0HL. A webcast will be available on the APR Energy website - www.aprenergy.com
About APR Energy
APR Energy specialises in the sale of reliable and efficient electricity through the rapid global deployment and installation of scalable turnkey power solutions. APR Energy's solutions, coupled with comprehensive operation and maintenance services and flexible commercial terms, have established it as a leader in its industry. Serving both utility and industrial segments, APR Energy provides power generation solutions to customers and communities around the world, with an emphasis on Africa, Latin America, the Middle East, and Asia. APR Energy also implements philanthropic projects at each plant location through its Community Development Programme, which aims to build and maintain close relationships with its neighbours through projects focused on health, education, and infrastructure.
Certain statements included in this announcement constitute, or may constitute, forward-looking statements. Any statement in this announcement that is not a statement of historical fact (including, without limitation, statements regarding the Group's future expectations, operations, financial performance, financial condition, and business) is or may be a forward-looking statement. Such forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those projected or implied in any forward-looking statement. These risks and uncertainties include, among other factors, changing economic, financial, business or other market conditions. Although any such forward-looking statements reflect knowledge and information available at the date of this announcement, reliance should not be placed on them. Without limitation to the foregoing, nothing in this announcement should be construed as a profit forecast.
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APR Energy plc
Interim Management Report
CHAIRMAN'S STATEMENT
Introduction
The six months to 30 June 2013 has been a period of significant investment as we build the platform for long-term sustainable growth. Our investments in fleet and our regional hubs have positioned us well to seize emerging opportunities. Whilst our financial results are lower than 2012, the comparable period in 2012 was significantly skewed by a large contract in Japan, which concluded in Q1 2013. In addition, a large portion of the Group's fleet was being repositioned during the first half of 2013 to two of the Group's largest-ever projects, Uruguay and Libya. The majority of the revenue from these two projects will be generated in the second half of the year and beyond.
Performance
Revenue in the period was $87.2 million (H1 2012: $155.0 million), reflecting lower utilisation during the early part of the first half largely due to abnormally high fleet repositioning. This is against a strong comparative period in 2012 that included a 203MW contract in Japan, which ended in part in Q2 2012 and completed in Q1 2013. The fleet used in the Japan contract has now been fully redeployed to other projects, with the large majority now operating in Libya and Uruguay. Unlike Japan, these projects are a result of structural power deficits, which are expected to continue into the longer term. The management team's focus on increasing fleet utilisation, particularly of diesel power modules, has been successful and should reflect an enhanced operational performance for the business during the second half.
Investment in the mobilisation, site preparation, and installation of the Group's two largest projects, Uruguay (additional 200MW) and Libya (450MW), affected its first half performance, as the majority of revenue from these assets will not be generated until the second half.
Planned fleet investment is being increased to $280 million for 2013 (previous guidance $250 million), as we believe the prospects for our mobile gas turbine technology continue to increase. During the first half, capital expenditure in the fleet was $245 million, primarily in mobile gas turbines and reflecting the installation of the Libya contract announced in March 2013.
The Group balance sheet has gross debt of $440 million (excluding capitalised financing costs) and cash of $35 million, resulting in net debt of $405 million at 30 June 2013 (31 December 2012: $184 million). The Group also secured a $150 million term loan expansion of its credit facilities from $400 million to $550 million. This expansion was arranged with its existing consortium of relationship banks and underpins the growth ambitions of the Group into the medium term.
Dividend
The Board declared an interim 2013 dividend of 3.3 pence per ordinary share in the half year to 30 June 2013. This interim dividend will be paid on 26 November 2013 to shareholders on the register of members of the Company as at 1 November 2013, with an ex-dividend date of 30 October 2013.
Outlook
The Group continues to see strong structural demand for power solutions across its primary markets in Africa, Latin America, the Middle East, and South East Asia, particularly for large-scale, fast-track power projects. Our commercial pipeline remains strong, with ongoing discussions on a significant number of opportunities across all our technologies. APR Energy's focus on leading-edge technology, including mobile gas turbines, positions us well for such opportunities, expanding our addressable market, and providing a competitive advantage that will help us continue to grow market share. Our solutions provide essential power in markets with significant structural power deficits and, as such, contract renewal rates are expected to remain high.
Chairman
Mike Fairey
27 August 2013
BUSINESS REVIEW
Overview
Group revenues totalled $87.2 million for the six-months ending 30 June 2013, down from the prior period. However, the comparison is skewed by the roll-off of the large post-Tsunami contract in Japan, which largely finished in the second half of 2012, with completion in Q1 2013. Lower utilisation of our fleet in the early part of the period, as we demobilised the plant in Japan, also affected financial performance. However, during the first six months of 2013, the Group achieved new contract wins of 593MW and contract extensions of 111MW, a significant achievement, representing more than the total contract wins for the whole of 2012.
As of 30 June 2013, total fleet capacity was 1,607MW (31 December 2012: 1311MW) with an order book of 14,439 MW-Months, an increase of 25% from the end of 2012.
APR Energy continues to focus on improving its operational performance. Utilisation has been a key target for management, with diesel utilisation reaching 81% at the period end. This operational achievement should reflect stronger margins and growth during the second half.
Trading
The structural growth drivers within the Group's business are intact and the prospects for fast-track, large-scale power in all its chosen geographies remain very strong. During the period, the Group signed 593MW of new contracts, with an additional 111MW in contract extensions (including Botswana and Senegal).
In June, APR Energy announced the expansion of its 250MW contract in Libya by an additional 200MW, making it the largest single contract in the history of the fast-track power industry. The 450MW solution will help cover demand during the critical summer high heat season, as well as provide interim power while the country continues to rebuild and improve its infrastructure.
In Uruguay, the 100MW La Tablada site and 100MW Punta del Tigre site expansion went operational, bringing APR Energy's total power generation capacity in the country to 300MW. The Group's 32MW plant in Oman went operational as one of the fastest installations in its history, facilitated by its patent-pending modular block building system and supported by the regional hub in Dubai.
APR Energy signed its first ever cross-border agreement, a 40MW diesel power module solution, with the government of Mali. The solution is being installed and operated in Senegal to feed into the OMVS interconnected grid that connects Mali, Senegal, and Mauritania. The deal is the Group's first sale of power to Mali. The project further reinforces APR Energy's commitment to West Africa, with other recent projects across the region including Senegal, Burkina Faso, and Gabon.
The 40MW contract in Indonesia, APR Energy's second in the country during 2013, brings its total power capacity in the country to 55MW. The recent success in Indonesia, one of the largest fast-track power markets in the world, is the result of APR Energy's increased focus in Asia, following the opening of its regional hub in Malaysia in September 2012.
Strategy
We continue to make good progress on our key strategic initiatives during the first half, from which we are already reaping significant benefits.
Focus on large-scale power projects. APR Energy has placed an increased focus on larger-scale and longer-term power projects, as seen with our 300MW project in Uruguay and our 450MW project in Libya. Compared to traditional plants, which require significant up-front financing and take years to build, our fast-track, large-scale plants offer a compelling alternative to customers in urgent need of power. A key part of that strategy has been investment in our mobile gas turbines, which, with their high power density, dual-fuel flexibility, high reliability, and low emissions, have been the technology of choice for many customers with large-scale projects. As one of the world's largest providers of mobile gas turbine technology, APR Energy is well positioned to further execute upon this strategy.
Continued improvement in operational execution. To maintain our leadership in fast-track, large-scale power, APR Energy places a major focus on driving continuous operational improvement across engineering, logistics, purchasing, and installations. Progress can be seen through the successful execution of our 450MW project in Libya, the Group's largest ever installation, spanning six plant sites, and featuring multiple technologies. APR Energy's 32MW plant in Oman is another example. Featuring our proprietary modular block building system, and leveraging support from our regional hub in Dubai, the site went operational within days as one of the fastest installations in our history.
Regional expansion and diversification. APR Energy remains committed to expanding our global footprint, whilst diversifying our market coverage and customer base. We have placed a priority on developing our key target markets, primarily located within Africa, Asia Pacific, Latin America, and the Middle East/North Africa (MENA). The implementation of APR Energy's global hubs has been highly successful in increasing market access, while the placement of experienced business development and power project developers in key markets has been instrumental in increasing market penetration. For example, in the Asia Pacific region, the opening of the Malaysian operational hub and Singapore commercial office led to the signing of our two Indonesia contracts and an increased commercial pipeline. APR Energy's increased focus and presence in the MENA region led to the Libya and Oman projects. We expect these initiatives to continue fuelling new growth and expansion into our priority markets.
In addition to these strategic advancements, we continue to invest in elevating the skills, experience, and expertise of our people across our critical functional areas.
Outlook
APR Energy's commercial pipeline remains strong. The Group continues to see further opportunities for large-scale, fast-track power projects, which are its sole focus. The increase in fleet investment to $280m, primarily focused on mobile gas turbines, reflects the Group's confidence in the technology and its advantages for large-scale projects.
The implementation of APR Energy's global hubs has been highly successful in increasing market access, especially in the Middle East/North Africa (MENA) and Asia Pacific regions, while the placement of experienced business development and power project developers in key markets has been instrumental in increasing market penetration. We expect these initiatives to continue fuelling new growth and expansion into our priority markets, and we look forward to making further progress in the second half of 2013 and beyond.
The momentum from the first half of the year has carried into the second half with the 40MW contract award in Mozambique for gas power modules, and the new contract awards in Indonesia (75MW) and Senegal (32MW) for diesel power modules. These deals will help us expand our presence in key markets, and will further increase the Group's total fleet utilisation.
KEY PERFORMANCE INDICATORS
As set out in our most recent annual report, we monitor our performance in implementing our strategy using five key performance indicators (KPIs). These KPIs are applied on a Group wide basis. Performance in the six months ended 30 June 2013 is set out in the table below, together with the prior period performance data.
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Capacity, order book, adjusted EBITDA, adjusted EBITDA margin, adjusted ROCE and adjusted earnings per share are non-IFRS measures. The Directors have included these measures in this document because they are used by the Group in managing the business and measuring the Group's core performance and cash flows. These measures will also be beneficial to potential investors in understanding the Group's business. However, the figures disclosed herein may not be comparable to similarly titled measures disclosed by other companies, as non-IFRS measures are not uniformly defined.
FINANCIAL REVIEW
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Adjusted Financial Results and Performance Review
To provide investors with clarity on the performance of the APR Group, adjusted unaudited financial information has been prepared to show the results of the APR Group for the six-month period ended 30 June 2013 and 2012 respectively, as well as the year ended 31 December 2012. The adjusted unaudited financial information has been prepared on an adjusted basis as follows:
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Revenue for the six-month period ended 30 June 2013 was $87.2 million, a decrease of 44 per cent over the same period last year. This reduction reflects low utilisation during the early part of the first half and a strong comparative period in 2012 based on a 203MW contract in Japan. This contract ended in part in July 2012 and completed in March 2013. Management focus on increasing utilisation, in particular in the diesel fleet, has been successful and will be reflected in enhanced operational performance of the business during the second half of the year.
Operating profit on an adjusted basis also decreased to $5.2 million from $52.8 million. This decrease was similarly due to lower utilisation levels during early part of the first half and the ending of the Japan contract. Net interest expense increased to $8.3 million (H1 2012: $0.5 million) as the Group drew down on debt facilities to fund fleet expenditures.
The 2013 tax charge on an adjusted basis was $4.3 million credit (H1 2012: $5.0 million charge), reflecting an effective tax rate of 136 per cent (H1 2012: 10 per cent). The tax credit is due to the Group booking previously unrecognised tax losses in the UK as a result of contract wins during the period.
Adjusted EBITDA totalled $43.7 million, a decrease of 55 per cent over the prior year (H1 2012: $96.1 million). Adjusted EBITDA margin was 50 per cent (H1 2012: 62 per cent). These reductions were as a result of the lower utilisation during the early part of the period.
Capital expenditures on new fleet assets for the six-month period ending 30 June 2013 were $245.2 million, up from $147.1 million in 2012. The continued capital investment represented fleet investment, primarily in dual fuel turbines.
Return on Capital Employed (ROCE) is a key performance metric for the business. Given the significant increase in net operating assets and the fact that certain contracts have only minimally contributed in H1 2013 the ROCE (on an adjusted basis) decreased to 2.6 per cent (31 December 2012: 11.0 per cent).
Reconciliation of adjusted operating profit to adjusted EBITDA:
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The reduction in the depreciation charge compared to the comparative period relates primarily to a reduction in the mobilisation depreciation as a result of lower contractual utilisation.
Reported Results and Performance Review
Revenue
Revenue for the six-month period ended 30 June 2013 was $87.2 million (H1 2012: $155.0 million).
Operating profit
The reported operating profit was $0.4 million, compared to $4.1 million in the same period in the prior year. This reduction was mainly as a result of decreased revenues in 2013 and the strong comparative period in the prior year, offset by a reduction in selling, general and administrative expenses in the period due to a continued focus on the Group's cost structure and a large decrease in the amortisation of intangible assets as discussed below.
Amortisation of intangible assets
The amortisation of customer contracts concluded in the period, leaving only the trade name at 30 June 2013 in the statement of financial position, which is being expensed over 25 years.
Founder securities
In accordance with IAS 39, the Founder securities are fair valued at each balance sheet date. The charge of $8.2 million relates to, inter alia, the rise in the Group's share price in the period and the volatility of the Group's share price.
Provision for bad debt
The Group evaluates the collectability of receivables on a case-by-case basis depending on the customer's ability to pay. The Group has recognised an allowance for doubtful debts against trade receivables which are 90 days or older based on estimated irrecoverable amounts determined by reference to past default experience of the counterparty and an analysis of the counterparty's current financial position. The position at 30 June 2013 remaining unchanged during the period.
Share-based payments
In accordance with IFRS 2, a non-cash charge of $2.7 million was recognised within selling, general and administrative expenses, related to equity-settled share-based payment transactions in the period (H1 2012: $0.6 million). This expense relates to equity grants made under the Company's Performance Share Plans and the Non-Executive Directors' share matching scheme and the increase relates to the timing of those awards.
Loss per share
Basic loss per share was 15.14 cents for the reported period (H1 2012: 8.82 cents), reflecting the larger losses reported in the period.
Liquidity and capital resources
Net debt (excluding capitalised finance fees of $8.8 million) as at 30 June 2013 was $405.0 million (31 December 2012: $184.0 million). This reflects the Group's continued investment in its fleet and is consistent with the Group's strategy. A summary analysis of cash flows is set out in the table below.
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During the period, net cash flows from operating activities totalled $40.3 million (H1 2012: $70.9 million). Cash outflows from investing activities primarily comprised of the purchases of property and equipment. Cash from financing activities included a net $235.0 million of debt draw-downs. The cash balance at period end was maintained at a level to minimise borrowing costs.
Treasury policies and risk management
The Group's activities give rise to a number of financial risks, particularly market risk comprised of foreign exchange and interest rate risk, credit risk, liquidity risk, and capital risk management.
Market risk
Market risk includes foreign exchange risk and interest rate risk. The Group seeks to manage these risks to acceptable levels by maintaining appropriate policies and procedures. In its determination to enter into a contract, the Group will carry out a risk assessment and determine the appropriate risk mitigations strategies. Market risk also includes the risk that cash derived from income for services fulfilled under contract terms will become restricted and not available for use in the on-going activities of the business.
Foreign exchange risk
The Group has an exposure to transactional foreign exchange from purchases or sales in currencies other than US dollars. In order to minimise exposure to foreign exchange risk, the Group primarily contracts in US dollars or in contracts with a price based on US dollars at the date of transaction or payment if possible. In some cases, the Group transacts in local currencies when purchasing materials and supplies for project operations.
In limited circumstances, the Group may use derivative instruments to economically hedge against foreign exchange risk. Any hedges are limited in duration and correspond to the applicable contract payments or receipts to which the derivatives are associated.
Interest rate risk
The Group is primarily exposed to interest rate risk on its borrowings. Borrowings issued at variable rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. When applicable, the Group may elect to hedge interest rate risk associated with debt or borrowings under the credit facility by purchasing derivative instruments. As at 30 June 2013, 31 December 2012 and 30 June 2012 there were no interest rate hedges in place.
Credit risk
Credit risk arises from counterparty default risk tied to deposits of cash and cash equivalents, as well as exposures to outstanding receivables from customers. Due to the nature of the Group's business in emerging markets, management believes the most significant of these to be exposures to outstanding receivables from customers.
To minimise the risk of a significant impact on the business due to a customer defaulting on its commitments, the Group closely monitors trade receivables. In addition, the Group utilises letters of credit, contract insurance policies and up front deposits to mitigate this risk.
Liquidity risk
Liquidity risk results from insufficient funding being available to meet the Group's funding requirements as they arise. The Group manages liquidity risk by maintaining adequate reserves of cash and available committed facilities to meet the Group's short and long-term funding requirements. The Group monitors the short-term forecast and actual cash flows on a daily basis and medium and long-term requirements in line with the Group's long-term planning processes.
In 2011, the Group entered into a committed, secured credit facility of $400.0 million with a group of international banks. In May 2013, the Group further entered into a committed, secured term loan of $150.0 million with several of the existing group of international banks previously involved with the revolving credit facility.
Dividends
The Company's shareholders approved a final dividend for the year ended 31 December 2012 of 6.7 pence per ordinary share at the Annual General Meeting on 14 May 2013. This amount was paid on 28 May 2013 to shareholders on the register of members of the Company on 3 May 2013.
The Board declared an interim 2013 dividend of 3.3 pence per ordinary share in the half year to 30 June 2013. This interim dividend will be paid on 26 November 2013 to shareholders on the register of members of the Company as at 1 November 2013, with an ex-dividend date of 30 October 2013.
Principal risks and uncertainties
There are a number of potential risks and uncertainties which could have a material impact on the Group's performance over the remaining six months of the financial year and which could cause actual results to differ materially from expected and historical results. A detailed explanation of the risks summarised below can be found on pages 45 to 49 of the 2012 annual report which is available at www.aprenergy.com.
• Failure to deliver the growth plan envisaged as part of the recent capital injections;
• Contracts are temporary in nature;
• Customer concentration;
• Global political and economic conditions;
• Volatility in customer demand, including event-driven demand;
• Increase in competitive environment;
• Asset security;
• Focus on developing markets - operations in difficult regions of the world;
• Recruitment and retention of key staff;
• Environmental, health and safety;
• Movement in cost inputs;
• Payment default; and
• Funding risk.
The Directors do not consider that the principal risks and uncertainties have changed since the publication of the annual report for the year ended 31 December 2012 and believe that these will continue to be the same in the second half of the year.
Related party transactions
Related party transactions are disclosed in note 11 to the condensed set of financial statements.
There have been no material changes in the related party transactions described in the last annual report.
Going concern
The Directors are satisfied that the Group has sufficient resources to continue in operation for the foreseeable future, a period of not less than 12 months from the date of this report. The Group's principal debt facilities (totalling $550.0 million), which have been renegotiated during the period, are provided by a syndicate of banks under a revolving credit facility and a term loan, which are due to mature on 28 November 2016 and 20 November 2014 respectively.
In order to ensure it remains within the terms of these facilities (including covenant requirements) the Group regularly produces cash flow statements, and forecasts and sensitivities are run for different scenarios including, but not limited to, changes to contract start dates, pricing and expected contract duration. In the event of unexpected adverse changes to the Group's cash flows, the Directors are confident that the Group could manage its financial affairs, including the securing of additional financing, portfolio management and deferring of non-essential capital expenditure, so as to ensure that sufficient funding remains available for the next twelve months.
Accordingly, notwithstanding the above uncertainties, and the current uncertain economic environment, the Directors believe that the Group's forecasts and projections, taking account of reasonably possible changes in assumptions, show that the Group will be able to operate within the terms of its current facilities for the foreseeable future, being twelve months from the date of this report.
After making enquiries, the Directors have a reasonable expectation that the Group have adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the condensed set of financial statements.
APR Energy plc
Responsibility statement
We confirm that to the best of our knowledge:
(a) the condensed set of financial statements has been prepared in accordance with International Accounting Standard 34 Interim Financial Reporting;
(b) the interim management report includes a fair review of the information required by DTR 4.2.7R (indication of important events during the first six months and description of principal risks and uncertainties for the remaining six months of the year); and
(c) the interim management report includes a fair review of the information required by DTR 4.2.8R (disclosure of related parties' transactions and changes therein).
By order of the Board
Chief Executive Officer
John Campion
27 August 2013
APR Energy plc
Independent review report to APR Energy plc
We have been engaged by the Company to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2013, which comprises the condensed consolidated statement of comprehensive income, the condensed consolidated statement of financial position, the condensed consolidated statement of changes in equity, the condensed consolidated cash flow statement and related notes 1 to 11. 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 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. Our work has been undertaken so that we might state to the Company those matters we are required to state to it in an independent review report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company, for our review 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 the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.
As disclosed in note 2, the annual financial statements of the Group 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 inquiries, 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 six months ended 30 June 2013 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.
Deloitte LLP
Chartered Accountants and Statutory Auditor
27 August 2013
London, United Kingdom
Notes:
(a) The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website.
(b) Legislation in the United Kingdom governing the preparation and dissemination of financial information differs from legislation in other jurisdictions.
APR Energy plc
Condensed consolidated statement of comprehensive income
For the six month period ended 30 June 2013
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APR Energy plc
Condensed consolidated statement of financial position
As at 30 June 2013
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APR Energy plc
Condensed consolidated statement of changes in equity
For the six month period ended 30 June 2013
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1 Other reserves arise mainly as a consequence of the application of merger relief to the acquisition of APR Group in 2011.
APR Energy plc
Condensed consolidated cash flow statement
For the six month period ended 30 June 2013
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Included within cash and cash equivalents at 30 June 2013 is an amount of $7.7 million which backs letters of credit and as such is classified as restricted cash (31 December 2012: $4.8 million).
APR Energy plc
Notes to the condensed set of financial statements
1. General information
APR Energy plc ("the Company" and together with its subsidiaries, "APR Energy" or "the Group") is incorporated in the United Kingdom under the Companies Act. The address of the registered office is 54 Baker Street, London, W1U 7BU, United Kingdom.
This condensed set of financial statements was approved by the Board of Directors on 27 August 2013.
The information for the year ended 31 December 2012 does not constitute statutory accounts as defined in section 434 of the Companies Act 2006. A copy of the statutory accounts for that period has been delivered to the Registrar of Companies. The auditors reported on those accounts: their report was unqualified, did not draw attention to any matters by way of emphasis and did not contain a statement under section 498(2) or (3) of the Companies Act 2006.
2. Accounting policies
Basis of preparation
The annual financial statements of APR Energy plc 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 and have been prepared on the basis of the accounting policies set out in the Group's financial statements for the year ended 31 December 2012.
Changes in accounting policy
In 2012, a number of new standards and interpretations became effective as noted in the 2012 Annual report and accounts (page 92). The adoption of these standards and interpretations has not had a material impact on the financial statements of the Group. Since the 2012 Annual report and accounts was published no significant new standards and interpretations have been issued. The following new and revised standards became effective during 2013:
· IAS 1 Presentation of Items of Other Comprehensive Income - Amendments to IAS 1
· IAS 19 (revised) Employee Benefits
· IFRS 7 (amended) Disclosures - Offsetting Financial Assets and Financial Liabilities
· IFRS 13 Fair Value Measurement
The adoption of these standards has not had a material impact on the financial statements of the Group.
In addition, the following standards, which are endorsed by the European Union but are not effective until 1 January 2014 will be adopted for the period beginning 1 January 2014:
· IFRS 10 Consolidated Financial Statements
· IFRS 11 Joint Arrangements
· IFRS 12 Disclosure of Interests in Other Entities
· IAS 28 (revised) Investment in Associates and Joint Ventures
The Directors do not expect that the adoption of these standards will have a material impact on the financial statements of the Group in future periods.
Going concern
The Directors are satisfied that the Group has sufficient resources to continue in operation for the foreseeable future, a period of not less than 12 months from the date of this report. The Group's principal debt facilities (totalling $550.0 million) are provided by a syndicate of banks under a revolving credit facility and a term loan and mature on 28 November 2016 and 20 November 2014 respectively. The Group's forecasts and projections show that the facilities in place currently are anticipated to be sufficient for meeting the Group's operational requirements. Accordingly, they continue to adopt the going concern basis in preparing the condensed set of financial statements. Further details are found in the financial review.
3. Segment reporting
Consistent with the Group's latest annual audited financial statements, the Group continues to identify one operating segment based on the financial information regularly provided to the chief operating decision maker and the methods by which the chief operating decision maker assesses the Group's performance and makes decisions about resource allocation. As such, no segment reporting is shown in this condensed set of financial statements.
4. Taxation
Tax for the 6 month period comprises a current tax charge of $4.4 million (H1 2012: $3.9 million) and a deferred tax credit of $8.7 million (H1 2012: $1.1 million charge). It has been charged at 26% (6 months ended 30 June 2012: (270)%; year ended 31 December 2012: (208)%), representing the consolidated best estimate of the average annual effective tax rate for each tax paying jurisdiction expected for the full year, applied to the pre-tax income of the 6 month period and adjusted for the discrete recognition of deferred tax assets.
APR Energy plc
Notes to the condensed set of financial statements (continued)
The Group is not taxable in certain jurisdictions where either the jurisdictions do not impose an income tax or the entity is treated as a flow-through entity for local country tax purposes. The difference between the statutory income tax rate and the effective tax rate is as a result of withholding taxes and income taxes in foreign jurisdictions, as well as the recognition of previously unrecognised tax losses in the UK as a result of contract wins during the current period.
The Group periodically assesses its liabilities and contingencies for all tax years open to audit based upon the latest information available. For those matters where it is probable that an adjustment will be made, the Group record its best estimate of these tax liabilities, including related interest charges. Inherent uncertainties exist in estimates of tax contingencies due to changes in tax laws. Whilst management believes they have adequately provided for the probable outcome of these matters, future results may include favourable or unfavourable adjustments to these estimated tax liabilities in the period the assessments are made, or resolved, or when the statute of limitation lapses. The final outcome of tax examinations may result in a materially different outcome than estimated in the tax liabilities.
5. Revenue
The following is an analysis of the Group's revenue from continuing operations from its major products and services:
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6. Dividends
The Company's shareholders approved a final dividend for the year ended 31 December 2012 of 6.7 pence per ordinary share at the Annual General Meeting on 14 May 2013. This amount was paid on 28 May 2013 to shareholders on the register of members of the Company on 3 May 2013.
The Board declared an interim 2013 dividend of 3.3 pence per ordinary share in the half year to 30 June 2013. This interim dividend will be paid on 26 November 2013 to shareholders on the register of members of the Company as at 1 November 2013, with an ex-dividend date of 30 October 2013.
7. Loss per share from continuing operations
The calculation of the basic and diluted loss per ordinary share is based on the following data:
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1 Share options and Founder securities are considered anti-dilutive for the periods ended 30 June 2013, 30 June 2012 and 31 December 2012 as the inclusion of these securities would reduce the loss per share. The Founder securities are also not considered to be potentially dilutive as the associated performance conditions had not been met at 30 June 2013.
8. Property, plant and equipment
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As of 30 June 2013, the Group's commitments related to the purchase of property, plant and equipment was $9.1 million (31 December 2012: $117.5 million).
9. Borrowings
Additional net loans of $235.0 million were drawn down during the period under both the Group's existing revolving credit facility and a new term loan primarily to fund the additions to property, plant and equipment.
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In 2011, the Group entered into a committed, secured revolving credit facility of $400.0 million with a group of international banks, with a maturity date of 28 November 2016. In May 2013, the Group further entered into a committed, secured term loan of $150.0 million with several of the existing group of international banks involved with the revolving credit facility, with a maturity date of 20 November 2014.
As of 30 June 2013, $14.1 million (31 December 2012: $19.4 million) of letters of credit have been drawn against the revolving credit facility. As of 30 June 2013, the available amount of the undrawn facilities was $95.9 million (31 December 2012: $175.6 million).
The facilities provide for funding of capital expenditures, working capital requirements and letters of credit. Key financial covenants include a Total Leverage Ratio (Adjusted EBITDA/Total Indebtedness) at a maximum of 5.00:1 which reduces to 2.50:1 by 30 June 2014, and an Interest Coverage Ratio (Adjusted EBITDA/Net Interest) at a minimum of 4.00:1. The LIBOR spread is LIBOR plus 2.25% - 3.75% dependent on the Total Leverage Ratio.
The revolving credit facility and term loan are secured with the equity and assets of the majority of the Group's subsidiary undertakings. The Directors believe that the carrying value of borrowings approximate their fair value.
10. Financial instruments
The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value, grouped into Levels 1 to 3 based on the degree to which the fair value is observable:
· Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities;
· Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and
· Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data (unobservable inputs).
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There were no transfers between Level 1 and 2 during the current or prior period.
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The Founder securities revaluation in the current period resulted in a loss of $8.2 million (6 months ended 30 June 2012: $5.0 million; year ended 31 December 2012: $10.2 million) recognised in the statement of comprehensive income.
Subject to the satisfaction of the performance condition, the holders of the Founder securities have the right to require the Company to acquire the Founder securities in exchange for the issue to the holders of the Founder securities of such number of ordinary shares, as described in the 2012 Annual report and accounts.
For 30 June 2013, the Group continues to use a Monte Carlo simulation model to value the Founder securities, which incorporates a binomial tree to value the Founder securities as of the date of the performance condition being achieved within the Monte Carlo simulation. This model simulates the future Company ordinary share price, on a daily basis, using a Geometric Brownian Motion in a risk-neutral framework. The valuation output of this model is then discounted to reflect the lack of marketability of the Founder securities using a protective put option method.
The inputs used for the Monte Carlo simulation model were:
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A change in the expected volatility by 1% would have a $1.2 million impact on the reported fair value.
The expected volatility was determined by calculating the historical and implied volatilities of the Company and several comparable listed entity share prices over the previous 3 years.
11. Related party transactions
Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation and are not disclosed in this note.
JCLA Holdings LLC is a related party due to its owners being the CEO and COO of APR Energy plc.
Consulting services from JCLA Holdings LLC (and its subsidiaries) were incurred by the Group during the period presented. These consulting services were made at an arm's length market price. The total expense for the period was $0.1 million (6 months ended 30 June 2012: $0.1 million; year ended 31 December 2012: $0.3 million). The services rendered were all paid in cash. No guarantees have been given or received.
JCLA Developments II LLC is a company related by common control to the CEO and COO.
JCLA Developments II LLC rents office space to the Group. These rental services were made at an arm's length market price. The total expense for the period was $nil million (6 months ended 30 June 2012: $0.1 million; year ended 31 December 2012: $0.1 million). The services rendered were all paid in cash. No guarantees have been given or received.
At 30 June 2013, JCLA Holdings LLC and JCLA Developments II LLC owed $nil to the Group due to expenses having been paid by the Group (31 December 2012: $nil).
Key financial definitions:
Adjusted EBITDA
Operating profit adjusted to add back depreciation of property, plant and equipment, equity-settled share-based payment expense, amortisation of intangible assets and exceptional items. Exceptional items are those items believed to be exceptional in nature by virtue of size and/or incidence.
Adjusted EBITDA margin
Adjusted EBITDA divided by adjusted revenue.
Adjusted earnings per share
Adjusted net income divided by the weighted average number of ordinary shares. Adjusted net income is net income adjusted to add back amortisation of intangibles, revaluation of Founder securities and exceptional items. Exceptional items are those items believed to be exceptional in nature by virtue of size and/or incidence.
Adjusted ROCE (return on capital employed)
Operating profit for the previous twelve months adjusted to add back amortisation of intangible assets and exceptional items divided by the average of the net operating assets at the previous three balance sheet dates (for 30 June 2013 this comprises the 30 June 2013, 31 December 2012 and 30 June 2012 and for 31 December 2012 this comprises the 31 December 2012, 30 June 2012 and 31 December 2011). "Net operating assets" is defined as total equity adjusted to exclude goodwill, intangible assets, borrowings, Founder securities, deferred tax assets and liabilities and current tax assets and liabilities.
Related Shares:
APR.L