4th Dec 2013 07:00
4 December 2013
Greenko Group plc
("Greenko", "the Company" or "the Group")
Interim Results for the six months ended 30 September 2013 ("the period")
Greenko, the Indian developer, owner and operator of clean energy projects, today announces its interim results for the period ended 30 September 2013.
Financial Highlights
· Operational capacity grew 74.6% from 244 MW in March 2013 to 426 MW to date
· Revenue grew 32.4%, and adjusted1 EBITDA grew 67.0% in constant currency terms
· Reported1 EBITDA increased 49% to €24.6 million (2012: €16.5 million)
· Adjusted1 profit after tax increased 151% to €10.5 million (2012: €4.2 million)
· €117.9 million invested in new capacity
Operational Highlights
· Addition of 183 MW of operational wind capacity
· Mangalore Energy 15 MW wind farm added to the pipeline and brought into construction
· Approximately 608.6 MW of projects in construction and 1,337 MW in active development
1. Adjusted for the 2012 one-off non-cash 2008 LTIP charge to enable a like for like comparison with the current year.
Commenting on the results, Anil Chalamalasetty, CEO of Greenko, said: "Greenko's 75% growth in capacity to 426 MW this year is thanks to our structured development process that is focused on the predictable and profitable phased roll out of utility scale projects. As a result, we confidently expect to have well over 600 MW generating by the 2014 monsoon."
A presentation for analysts will be held at 09.30am this morning at Tavistock Communications, 131 Finsbury Pavement, London, EC2A 1NT. Please contact Matt Ridsdale or Mike Bartlett on 020 7920 3150 if you would like to attend.
-Ends-
For further information please visit www.greenkogroup.com or call:
Greenko Group plc
Anil Chalamalasetty +44 (0)20 7920 3150
Mahesh Kolli
Vasudeva Rao Kaipa
Mark Thompson
Arden Partners plc
Richard Day / Adrian Trimmings +44 (0)20 7614 5917
Tavistock Communications
Matt Ridsdale / Mike Bartlett / Niall Walsh +44 (0)20 7920 3150
About Greenko
Greenko is a mainstream participant in the growing Indian energy industry and a market leading owner and operator of clean energy projects in India utilising a de-risked portfolio of wind, run-of-river hydropower, natural gas and biomass assets. The Group is now focused on building new utility scale wind farms and hydropower projects across India. Greenko intends to increase the installed capacity it operates by winning concessions to develop and build new greenfield assets, as well as making selective acquisitions which enhance shareholder value.
Greenko's portfolio is carefully planned and managed to ensure it offers investors diversification and spreads its risk across a number of projects that utilise various well-proven environmental technologies. The Company's goal is to reach 1,000 MW of operational capacity in 2015 and approximately 2,000 MW in 2018.
With a core belief in sustainability both operationally and environmentally, Greenko endeavours to be a responsible business playing an important role in the community beyond its role in the power generation industry. The Company maintains a continuous involvement in localised projects and community programmes which centre on education, health and wellbeing, environmental stewardship and improving rural infrastructure.
Greenko Group plc was admitted to trading on the AIM market of the London Stock Exchange (LSE: GKO) in November 2007.
Report to Shareholders
Chairman's Statement
I am pleased to report Greenko's interim results for the six months ended 30 September 2013. The first half of 2013 has seen significant progress across all areas of the business, putting us on a strong footing to deliver long term and sustainable returns. The disciplined project development process, investments, and infrastructure put in place over the last three years are now delivering strong growth in operational projects. Since the start of this financial year, we have commissioned 183.0 MW of wind projects, with further phases at an advanced stage of construction. The Company is well positioned to have over 600 MW of operating capacity ready for the 2014 generating season, and 1,000 MW by 2015.
Good performance from our southern hydro assets saw generation grow by 39%. This ensured overall output increased despite the northern hydro assets being affected by an extended winter that resulted in a slower snowmelt. Wind assets did well during the first year of operation, contributing significantly both to revenue and generation.
Assets generating power grew from 244 MW to 309 MW. Shortly after the end of the reporting period we reached 426 MW. We expect growth to accelerate over the next two of years as we complete the 608.6 MW of projects currently under construction, and most of the 1,337 MW of projects currently in active development are moved into construction. The recent addition of the Matrix and Mangalore wind farms to access attractive tariffs in Karnataka give an indication of the depth of existing development stage opportunities and our ability to focus resources on the most profitable opportunities.
Clean energy is an important part of the Indian energy market and should provide a significant portion of the Indian Government's 12th Plan target for new capacity. The Indian energy market is witnessing a paradigm shift, with the emphasis changing to price discovery using reliable supply contracts, instead of unsustainable subsidized power. Given the major shortages in domestic coal and gas supplies, the market now reflects global commodity pricing in its long term base load supply and financial return expectation. This effect is visible in the bidding process across multiple states with tariffs well above Rs5/kWh (Euro 80/MWh).
Greenko's wind and hydro portfolio can - in most states - profitably supply power below the price of conventional generation. In addition, the policy of some states of making long term, attractive price announcements for wind, as in the case of Madhya Pradesh, has encouraged investments from a number of IPPs, including ourselves. These factors, coupled with increased demand, means that Greenko is well positioned to provide financially attractive, sustainable long term returns.
The Company's profitable progress and strong underlying operational performance was achieved despite a difficult economic environment. The depreciation of the Rupee against the Euro by approximately 12.3% has again led to foreign currency translation differences in our consolidated accounts. Generation increased 15% and power revenue increased 17.8%, despite the weakness of the Indian Rupee, as our generating mix changed with the growth in attractively priced and high margin wind power.
Outlook
In an environment of ever increasing demand for power in India, the attraction of developing, owning and operating diversified portfolio of hydro and wind generating assets puts Greenko in a strong position for profitable and sustained growth. Over the next two years the shape and size of our operating portfolio will transform, as the 608.6 MW of projects currently in construction are completed. Despite challenges across the sector and exchange rate volatility impacting the accounting treatment of our immediate financials, we are confident that the quality of the underlying assets should deliver substantial value to our shareholders. We see Greenko emerging as a stable and leading player in India's power generation sector. I look forward to reporting further progress to you in the coming months.
Keith Henry
Chairman
Executive Directors' Statement
Introduction
I am pleased to present Greenko's preliminary un-audited financial results for the six months ended 30 September 2013. We demonstrated another period of profitable growth and the successful completion of three wind farms, which together with the existing portfolio establishes Greenko as a mainstream IPP in the Indian energy market. After completing a successful equity raise with GIC, the Singaporean sovereign wealth fund, we are now deploying the capital to deliver our 2015 target of 1,000 MW and put in place the foundations for subsequent growth. The total power portfolio under our control represents over 2.2 GW and our operational portfolio increased 74.6% to 426 MW since March 2013. We have 608.6 MW in construction, 1,337 MW in active development and deployed €117.9 million into power assets in the first six months of our financial year.
Financial Review
Reported revenue was €27.9 million (2012: €23.7 million) from generation of 653 GWh (2012: 569 GWh). Adjusted EBITDA (net of one-off ESOP charge, but including IFRS fair value adjustment), a key performance indicator for Greenko, increased 49% to €24.6 million (2012: €16.5 million), despite being impacted by adverse currency movements and lower generation from biomass assets. Adjusted profit after tax increased 151% to €10.5 million (2012: €4.2 million). Reported profit after tax of €4.2 million (2012: €1.1 million) was attributed to minority shareholders, mainly the preference share held by Global Environment Emerging Markets Fund III (which invested in the Group at the Mauritius subsidiary level in 2009) and the new investment from GIC.
The Group invested over €117.9 million into power assets, primarily due to a significant increase in construction activity. The cash balance at the end of the period was €43.5 million (2012: €29.6 million), with total borrowings of €243.5 million (2012: €213.9 million) and €114 million of committed but undrawn facilities in place.
Operational and Development review
Greenko's generating portfolio strategy is designed around asset clusters that offer economies of scale, as well as diversification by geography, off-take and technology. Greenko reports on its secured capacity in three categories: operating assets, projects in-construction and concessions under active development. Together, these represent over 2.2 GW of capacity, with 426 MW currently operational and 608 MW in active construction. Having commissioned the Basvanbagewadi Phase-1, Balavenkatpuram Phase-1 and Matrix wind farms in the last few months, Greenko expects to have commissioned another 200 MW of wind projects ahead of the 2014 monsoon. As a result, we remain confident that 1,000 MW should be operational in 2015.
Hydro
Greenko currently has 165.25 MW of operational hydro and is one of the largest operators of small hydro projects in India. It has a further 187.6 MW under construction and the Company is continuing to assess selective acquisition opportunities for projects at a late stage of development, or recently commissioned.
Over the period, our hydro assets performed well. An extended winter and relatively weak summer meant that generation from our northern hydro assets (71 MW) was 244 GWh, down 2% on the previous year (2012: 248 GWh), although still within normal year on year variability. An early monsoon helped southern hydro generation to recover to 156 GWh, giving a 39% improvement over the previous year (2012: 113 GWh). Two southern hydro assets, representing 35 MW, were successfully moved from State PPAs to open market PPAs and the impact of the resulting higher tariff should be apparent in next year's results.
Progress has continued with the 187.6 MW of hydro projects currently in-construction:
· Dikchu (96 MW) in Sikkim is our largest hydro project and remains on track to be commissioned ready for the 2015 monsoon. Key components of the project are progressing well. Over 60% of the underground civils are complete and works involving electro mechanical and hydro mechanical have been initiated. The majority of the Alsthom turbines and the electro-magnetic components have been delivered to site, enabling the installation of key equipment to begin. The project experienced delays due to abnormal weather conditions earlier in the year, but remains on schedule to begin commissioning for 2015's generating season.
· Southern hydro cluster - Karnataka
o AMR-2 (10 MW) is a monsoon 'peaking' plant being built next to the AMR and Rithwick (each 24.75 MW) complex. By using the existing sub-station and site infrastructure, the overall cost is lowered substantially. Construction is in progress and commissioning should be completed by the 2014 monsoon season.
o Kukkey-1 (24 MW) roads and infrastructure are in place. Work on the impoundment structure began at the end of this year's monsoon and equipment orders have been finalized.
o Kumardhara (24 MW) initial access work has started, with equipment ordered for delivery in 2014.
· Northern hydro cluster - Himachal Pradesh
o Paudital Lassa (24 MW) tunnelling has started and all access roads are in place. Adit II portal construction is in progress, with E & M orders issued.
o Jeori (9.6 MW) site work has started, with enabling infrastructure on-going. Construction of the access roads is complete, with Head Race Tunnel excavation and other supporting works in progress.
Wind
The Group's wind strategy is based on the extensive analysis of wind data to deliver reliable long-term generating profiles along with large utility scale projects, built in a phased manner. As a result, Greenko has added 183.0 MW of new capacity, across three sites, since the start of the current financial year. A further 200 MW is expected to be completed ready for the 2014 monsoon generating period.
During the year, the Government of India reinstated the Generation Based Incentive (Rs0.5/kWh capped at Rs10 million per MW). Several states also raised their wind energy tariffs, benefitting all three Greenko operating clusters. Greenko now has over 1,110 MW of wind assets in active development, including 421 MW of projects in varying stages of construction.
Taking the main wind projects in turn:
· Ratnagiri Wind Farm (101.6 MW) in Maharashtra is Greenko's first major wind project. Phase-1 (65.6 MW) was commissioned ready for the 2013 monsoon. Over the period it generated 93 GWh, slightly ahead of expectations. The infrastructure for the full 101.6 MW capacity is in place and Phase-2 (36 MW) is under construction with turbine delivery starting in December. Phase-2's commissioning is planned to capture the 2014 wind season.
· Basvanbagewadi Wind Farm (150 MW) in Karnataka is Greenko's second major wind project. Phase-1 (51.2 MW) was commissioned at the period end with GE 1.6 MW XLE machines. The entire site's infrastructure is in place, with a 180 MW grid connection that is shared with the Matrix and Mangalore projects. Phase-2 (50.0 MW) is at an advanced stage of construction using the Gamesa G-97 2.0 MW turbine and remains on track for commissioning during our current financial year.
· Matrix Wind Farm (15.0 MW) was recently commissioned. It is co-located with Greenko's Basvanbagewadi project and shares its existing 180 MW grid connection. The project is selling its power directly to a multi-national IT park near Bangalore, via an attractive 10-year indexed power purchase agreement. It uses the well-proven Vensys V87 1.5 MW gearless turbine made by ReGen, which should in an average year deliver a 28% capacity factor.
· Mangalore Wind Farm (15.0 MW) was recently announced and is also co-located with Greenko's Basvanbagewadi project. It shares the existing 180 MW grid connection and should be operational during the current financial year. Construction is underway with the Vensys V87 1.5 MW turbine, with power sold via a bilateral power purchase agreement.
· Balavenkatpuram Wind Farm (200 MW) in Andhra Pradesh is Greenko's third major wind project. Phase 1 (51.2 MW) was commissioned a month early in November and uses the enhanced GE 1.6 XLE turbine. The entire site's infrastructure has been completed for the full 200 MW. Phase-2 (50.0 MW) is at an advanced stage execution with 60% of the Gamesa G-97 turbines already up. Phase-3 (50.0 MW) has begun, with its turbines expected to start arriving in early 2014. Phase-4 (50.0 MW) is now being planned, with construction expected to start at the end of the 2014 wind season.
· Tanot Wind Farm (120 MW) in Rajasthan is Greenko's fourth major wind cluster and was initiated during the current financial year. Land required for the project has been acquired and turbines required for the project have been agreed. The Company anticipates accelerating this development once the State Elections that are currently underway have been completed.
Thermal
The 36.8 MW liquid fuel plant continues to generate operating profit in line with expectations, using the existing quasi-tolling structure. The Group's 41.5 MW of biomass assets continue to operate below our long-term expectations and output was lower than the previous period, as we ran the plants to maximise cash generation. We expect to see an improvement over the full financial year, as Andhra Pradesh's tariff was increased in mid-November, while the Ravi Kiran (7.5 MW) plant in Karnataka moved to a merchant tariff allowing access to better prices.
Business Development
With a significant portion of the current portfolio having secured long term state PPAs, the Company is now working towards increasing the proportion of highly attractive open market contracts for new projects. We are working towards optimizing revenue with a mix of open market tariffs and state PPAs, which should improve returns and improve diversification.
The Company's infrastructure, brand and standing within the industry also bring unrivalled access to acquisition opportunities. Greenko continues to pursue a twin-track strategy of developing new concessions and acquisitions in hydro, where we see real opportunities to scale-up our business. As always, we remain highly selective but expect to take forward an attractive opportunity in the near future.
Our growth plans are unchanged and we remain focussed on maximising shareholders' returns.
Anil Chalamalasetty
CEO
Interim condensed consolidated statement of financial position
30 September 2013 (Un-audited) |
30 September 2012 (Un-audited) |
31 March 2013 (Audited) | |
Assets | |||
Non-current assets | |||
Intangible assets | 105,216,056 | 91,158,619 | 116,641,640 |
Property, plant and equipment | 440,288,315 | 331,660,668 | 400,075,891 |
Bank deposits | 2,486,900 | 3,688,485 | 7,542,157 |
Trade and other receivables | 5,388,880 | 17,579,792 | 4,385,988 |
553,380,151 | 444,087,564 | 528,645,676 | |
Current assets | |||
Inventories | 7,046,836 | 8,703,921 | 7,335,762 |
Trade and other receivables | 44,466,149 | 46,377,558 | 42,780,524 |
Available-for-sale financial assets | 46,114 | 1,534,533 | 60,910 |
Current income tax assets | - | 46,086 | - |
Bank deposits | 8,965,567 | 17,011,877 | 4,313,538 |
Cash and cash equivalents | 32,039,494 | 8,865,549 | 23,921,007 |
| 92,564,160 | 82,539,524 | 78,411,741 |
Total assets | 645,944,311 | 526,627,088 | 607,057,417 |
Equity
| |||
Ordinary shares | 753,308 | 753,308 | 753,308 |
Share premium | 201,336,875 | 201,336,875 | 201,336,875 |
Share based payment reserve | 59,063 | (4,035,062) | - |
Revaluation reserve | - | 34,324 | 4,035 |
Currency translation reserve | (59,624,272) | (13,461,227) | (17,375,265) |
Other reserves including capital subsidy | 38,278,612 | (2,852,337) | (3,405,542) |
Option reserve | (15,594,526) | - | (15,594,526) |
Retained earnings | 30,032,071 | 23,688,741 | 28,954,634 |
Equity attributable to owners of the Company | 195,241,131 | 205,464,622 | 194,673,519 |
Non - controlling interests | 127,871,967 | 42,133,681 | 71,802,643 |
Total equity | 323,113,098 | 247,598,303 | 266,476,162 |
Liabilities | |||
Non-current liabilities | |||
Retirement benefit obligations | 297,716 | 257,655 | 371,746 |
Borrowings | 227,597,734 | 197,434,057 | 229,812,108 |
Other Financial Liability | 23,899,966 | - | 24,474,057 |
Trade and other payables | 1,822,662 | 4,707,603 | 2,064,903 |
Deferred income tax liabilities | 32,881,425 | 26,732,454 | 35,470,245 |
| 286,499,503 | 229,131,769 | 292,193,059 |
Current Liabilities | |||
Trade and other payables | 19,950,330 | 33,336,541 | 30,201,891 |
Current tax liability | 514,018 | - | 135,205 |
Borrowings | 15,867,362 | 16,560,475 | 18,051,100 |
36,331,710 | 49,897,016 | 48,388,196 | |
Total liabilities | 322,831,213 | 279,028,785 | 340,581,255 |
Total equity and liabilities | 645,944,311 | 526,627,088 | 607,057,417 |
Interim condensed consolidated income statement
Six month period ended 30 September 2013 (Un-audited) | Six month period ended 30 September 2012 (Un-audited) | Year ended 31 March 2013 (Audited) | |
Revenue | 27,878,287 | 23,655,821 | 38,345,397 |
Other operating income | 79,575 | 122,196 | 3,645,725 |
Cost of material and power generation expenses | (1,936,430) | (3,318,964) | (7,441,941) |
Employee benefits expense | (1,742,188) | (2,105,010) | (4,066,649) |
Other operating expenses | (1,949,234) | (2,195,001) | (5,196,128) |
Depreciation and amortization | (5,902,255) | (4,571,065) | (9,007,074) |
Excess of group's interest in the fair value of acquiree's assets and liabilities over cost |
2,257,265 |
345,705 |
7,474,334 |
Employee share based payments | (59,063) | (4,035,062) | (4,035,062) |
Operating profit | 18,625,957 | 7,898,620 | 19,718,602 |
Finance income | 414,911 | 1,815,068 | 3,584,103 |
Finance cost | (7,005,687) | (7,974,169) | (15,343,134) |
Finance Costs - net | (6,590,776) | (6,159,101) | (11,759,031) |
Profit before income tax | 12,035,181 | 1,739,519 | 7,959,571 |
Income tax expense | (1,517,444) | (1,557,498) | (1,944,131) |
Profit for the period/year | 10,517,737 | 182,021 | 6,015,440 |
Attributable to: | |||
Equity holders of the Company | 6,335,772 | (902,960) | 4,353,259 |
Non - controlling interests | 4,181,965 | 1,084,981 | 1,662,181 |
10,517,737 | 182,021 | 6,015,440 | |
Earnings per share for profit attributable to the equity holders of the Company during the period/year -Basic (in cents) -Diluted (in cents) |
4.21 4.02 |
(0.62) (0.62) |
2.94 2.81 |
Interim condensed consolidated statement of comprehensive income
Six month period ended 30 September 2013 (Un-audited) | Six month period ended 30 September 2012 (Un-audited) | Year ended 31 March 2013 (Audited) | |
Profit for the period/year | 10,517,737 | 182,021 | 6,015,440 |
Other comprehensive income | |||
Items that will be reclassified subsequently to Profit or loss | |||
Unrealized gains on available-for-sale financial assets | (1,008) | (328) | (1,710) |
Exchange differences on translating foreign operations | (66,580,591) | 852,890 | (3,876,718) |
Total other comprehensive income | (66,581,599) | 852,562 | (3,878,428) |
Total comprehensive income/(loss) | (56,063,862) | 1,034,583 | 2,137,012 |
Total comprehensive income/(loss) attributable to: | |||
Equity holders of the Company | (39,851,750) | (206,230) | 1,131,382 |
Non - controlling interests | (16,212,112) | 1,240,813 | 1,005,630 |
(56,063,862) | 1,034,583 | 2,137,012 |
Interim condensed consolidated statement of changes in equity (Un-audited)
Ordinary shares | Share premium | Share based payment reserve | Revaluation reserve | Currency translation reserve | Other reserves | Option reserve | Retained earnings | Total equity attributable to equity holders of the Company | Non-controlling interests | Total equity | |
At 1 April 2013 | 753,308 | 201,336,875 | - | 4,035 | (17,375,265) | (3,405,542) | (15,594,526) | 28,954,634 | 194,673,519 | 71,802,643 | 266,476,162 |
Transfer from revaluation reserve to retained earnings | - | - | - | (4,035) | - | - | - | 24,729 | 20,694 | (20,694) | - |
Sale of interest in subsidiaries | - | - | - | - | 3,937,507 | 41,685,162 | - | (5,283,064) | 40,339,605 | 72,302,130 | 112,641,735 |
Value of employee services | - | - | 59,063 | - | - | - | - | - | 59,063 | - | 59,063 |
Transaction with owners | - | - | 59,063 | (4,035) | 3,937,507 | 41,685,162 | - | (5,258,335) | 40,419,362 | 72,281,436 | 112,700,798 |
Profit for the period | - | - | - | - | - | - | - | 6,335,772 | 6,335,772 | 4,181,965 | 10,517,737 |
Other comprehensive income | |||||||||||
Unrealised loss on available-for-sale financial assets | - | - | - | - | - | (1,008) | - | - | (1,008) | - | (1,008) |
Exchange differences on translating foreign operations | - | - | - | - | (46,186,514) | - | - | - | (46,186,514) | (20,394,077) | (66,580,591) |
Total comprehensive income for the period | - | - | - | - | (46,186,514) | (1,008) | - | 6,335,772 | (39,851,750) | (16,212,112) | (56,063,862) |
At 30 September 2013 | 753,308 | 201,336,875 | 59,063 | - | (59,624,272) | 38,278,612 | (15,594,526) | 30,032,071 | 195,241,131 | 127,871,967 | 323,113,098 |
|
Interim condensed consolidated statement of changes in equity (Un-audited)
Ordinary shares | Share premium | Share based payment reserve | Revaluation reserve | Currency translation reserve | Other reserves | Retained earnings | Total equity attributable to equity holders of the Company | Non - controlling interests | Total Equity | |
At 1 April 2012 | 708,202 | 185,556,658 | 1,516,421 | 62,085 | (14,158,270) | (3,224,221) | 24,563,925 | 195,024,800 | 38,833,684 | 233,858,484 |
Transfer from revaluation reserve to retained earnings | - | - | - | (27,776) | - | - | 27,776 | - | - | - |
Equity issue during the period | 45,106 | 6,193,672 | - | - | - | - | - | 6,238,778 | - | 6,238,778 |
Transfer from Share payment reserve on exercise of ESOPs | - | 9,586,545 | (9,586,545) | - | - | - | - | - | - | - |
Non controlling interests | - | - | - | - | - | - | - | - | 1,982,651 | 1,982,651 |
Value of employee services | - | - | 4,035,062 | - | - | - | - | 4,035,062 | - | 4,035,062 |
Grant received from Govt. of India | - | - | - | - | - | 372,212 | - | 372,212 | 76,533 | 448,745 |
Transactions with Owners | 45,106 | 15,780,217 | (5,551,483) | (27,776) | - | 372,212 | 27,776 | 10,646,052 | 2,059,184 | 12,705,236 |
Profit for the period | - | - | - | - | - | - | (902,960) | (902,960) | 1,084,981 | 182,021 |
Other comprehensive income | ||||||||||
Unrealised gain on available-for-sale financial assets | - | - | - | - | - | (328) | - | (328) | - | (328) |
Currency translation reserve | - | - | - | 15 | 697,043 | - | - | 697,058 | 155,832 | 852,890 |
Total comprehensive income for the period | - | - | - | 15 | 697,043 | (328) | (902,960) | (206,230) | 1,240,813 | 1,034,583 |
At 30 September 2012 | 753,308 | 201,336,875 | (4,035,062) | 34,324 | (13,461,227) | (2,852,337) | 23,688,741 | 205,464,622 | 42,133,681 | 247,598,303 |
Interim condensed consolidated statement of changes in equity (Audited)
Ordinary shares | Share premium | Share based payment reserve | Revaluation reserve | Currency translation reserve | Other reserves | Option reserve | Retained earnings | Total equity attributable to equity holders of the Company | Non-controlling interests | Total equity | |
At 1 April 2012 | 708,202 | 185,556,658 | 1,516,421 | 62,085 | (14,158,270) | (3,224,221) | - | 24,563,925 | 195,024,800 | 38,833,684 | 233,858,484 |
Transfer from revaluation reserve to retained earnings | - | - | - | (54,878) | - | - | - | 54,878 | - | - | - |
Issue of share capital (Net of issue expenses) | 45,106 | 6,193,672 | - | - | - | - | - | - | 6,238,778 | - | 6,238,778 |
Transfer of share based payment reserve | - | 9,586,545 | (9,586,545) | - | - | - | - | - | - | - | - |
Sale of interest in subsidiaries | - | - | - | - | - | - | - | (17,428) | (17,428) | 32,096,278 | 32,078,850 |
Recognition of liability for option | - | - | - | - | - | - | (15,594,526) | - | (15,594,526) | - | (15,594,526) |
Acquisition of non-controlling interest | - | - | - | - | - | (551,823) | - | - | (551,823) | (209,482) | (761,305) |
Value of employee services | - | - | 8,070,124 | - | - | - | - | - | 8,070,124 | - | 8,070,124 |
Government grants | - | - | - | - | - | 372,212 | - | - | 372,212 | 76,533 | 448,745 |
Transaction with owners | 45,106 | 15,780,217 | (1,516,421) | (54,878) | - | (179,611) | (15,594,526) | 37,450 | (1,482,663) | 31,963,329 | 30,480,666 |
Profit for the year | - | - | - | - | - | - | - | 4,353,259 | 4,353,259 | 1,662,181 | 6,015,440 |
Other comprehensive income | |||||||||||
Unrealised loss on available-for-sale financial assets | - | - | - | - | - | (1,710) | - | - | (1,710) | - | (1,710) |
Exchange differences on translating foreign operations | - | - | - | (3,172) | (3,216,995) | - | - | - | (3,220,167) | (656,551) | (3,876,718) |
Total comprehensive income for the year | - | - | - | (3,172) | (3,216,995) | (1,710) | - | 4,353,259 | 1,131,382 | 1,005,630 | 2,137,012 |
At 31 March 2013 | 753,308 | 201,336,875 | - | 4,035 | (17,375,265) | (3,405,542) | (15,594,526) | 28,954,634 | 194,673,519 | 71,802,643 | 266,476,162 |
|
Interim condensed consolidated statement of cash flow
Six month ended 30 September 2013 (Un-audited) | Six month ended 30 September 2012 (Un-audited) | Year ended 31March 2013 (Audited) | |
A. Cash flows from operating activities | |||
Profit before income tax | 12,035,181 | 1,739,519 | 7,959,571 |
Adjustments for | |||
Depreciation and amortization | 5,902,255 | 4,571,065 | 9,007,074 |
(Profit)/loss on sale of assets | (31,559) | 59,861 | 12,606 |
Value of employee services | 59,063 | 4,035,062 | 4,035,062 |
Finance income | (414,911) | (1,810,560) | (3,584,103) |
Finance cost | 7,005,687 | 7,974,169 | 15,343,134 |
Provision for impairment of trade and other receivables | - | - | 656,580 |
Excess of group's interest in the fair value of acquiree's assets and liabilities over cost |
(2,257,265) |
(345,705) |
(7,474,334) |
Changes in working capital | |||
Inventories | (1,080,329) | (991,412) | 136,231 |
Trade and other receivables | (6,863,107) | (6,822,935) | (2,762,102) |
Trade and other payables | (3,187,053) | (1,771,439) | (665,855) |
Cash generated from operations | 11,167,962 | 6,637,625 | 22,663,864 |
Income taxes paid | (818,221) | (1,316,085) | (1,331,018) |
Net cash generated from operating activities | 10,349,741 | 5,321,540 | 21,332,846 |
B. Cash flows from investing activities | |||
Purchase of property, plant and equipment and capital expenditure | (112,589,038) | (29,945,371) | (87,599,077) |
Proceeds from sale of assets | 38,579 | 85,580 | 138,208 |
Acquisition of business, net of cash acquired | (5,303,384) | (9,115,141) | (24,379,313) |
Acquisition of non controlling interest | - | - | (2,172,959) |
Investment in mutual funds | - | (1,444,878) | - |
Advance for purchase of equity | - | (4,155,052) | (1,021,171) |
Payment for acquisitions relating to earlier years | (10,054,870) | (218,028) | (358,118) |
Bank deposits | (1,819,111) | (5,919,898) | 3,315,893 |
Interest received | 400,107 | 1,289,937 | 3,700,599 |
Dividends received | 258 | 1,148 | 19,235 |
Net cash used in investing activities | (129,327,459) | (49,421,703) | (108,356,703) |
C. Cash flows from financing activities | |||
Proceeds from issue of shares (Net of Costs) | - | 6,238,778 | 6,238,778 |
Proceeds from non controlling interests (Net of Costs) | 113,509,865 | - | 17,937,927 |
Proceeds from borrowings | 41,942,996 | 18,471,892 | 88,494,144 |
Repayment of borrowings | (8,570,104) | (7,330,014) | (21,165,668) |
Interest paid | (12,859,110) | (12,511,224) | (27,175,599) |
Net cash from financing activities | 134,023,647 | 4,869,432 | 64,329,582 |
Net increase/(decrease) in cash and cash equivalents | 15,045,929 | (39,230,731) | (22,694,275) |
Cash and cash equivalents at the beginning of the period/year | 23,921,007 | 48,513,270 | 48,513,270 |
Exchange losses on cash and cash equivalents | (6,927,442) | (416,990) | (1,897,988) |
Cash and cash equivalents at the end of the period/year | 32,039,494 | 8,865,549 | 23,921,007 |
1. General information
Greenko Group plc ("the Company" or "the Parent") is a company domiciled in the Isle of Man and registered as a company limited by shares under the provisions of Part XI of the Isle of Man Companies Act 2006. The registered office of the Company is at 4th floor, 14 Athol Street, Douglas, Isle of Man, IM1 1JA. The Company is listed on the Alternative Investment Market ("AIM") of the London Stock Exchange.
The Company together with its subsidiaries ("the Group") is in the business of owning and operating clean energy facilities in India. All the energy generated from these plants is sold to state utilities and other electricity transmission and trading companies in India through long-term power purchase agreements ("PPA"). The Group holds licence to trade up to 100 million units of electricity per annum in the whole of India except the state of Jammu and Kashmir. However, the Group is yet to commence trading in electricity. The Group is also a part of the Clean Development Mechanism ("CDM") process and generates and sells Certified Emission Reductions ("CER") and Voluntary Emission Reductions ("VER") and Renewable Energy Certificates ("REC").
These financial statements are the un-audited interim condensed consolidated financial statements ("Interim Financial Statements") for the six-month period ended 30 September 2013 (hereafter 'the interim period'). The interim financial statements have been approved for issue by the Board of Directors on 2 December 2013.
2. Basis of preparation
The condensed interim consolidated financial statements ("the interim financial statements") are for the six months ended 30 September 2013 and are presented in Euros, which is the functional currency of the Parent Company. The interim financial statements have been prepared in accordance with International Accounting Standard 34 (IAS 34) Interim Financial Reporting and do not include all of the information required in annual financial statements in accordance with International Financial Reporting Standards and should be read in conjunction with the consolidated financial statements of the Group for the year ended 31 March 2013.
3. Significant accounting policies
The interim financial statements have been prepared in accordance with the accounting policies adopted in the Group's last annual financial statements for the year ended 31 March 2013, except for Presentation of Financial Statements Amendments resulting from May 2010 Annual Improvements to IFRS. The presentation of the Interim Financial Statements is consistent with the audited Annual Financial Statements. Where necessary, comparative information has been reclassified or expanded from the previously reported Interim Financial Statements to take into account any presentation changes made in the Annual Financial Statements or in these Interim Financial Statements.
4. Estimates
The preparation of the Interim Financial Statements requires management to make estimates and assumptions that affect the reported amounts of revenues, expenses, assets, liabilities and the disclosure of contingent liabilities at the date of the Interim Financial Statements. If in the future such estimates and assumptions, which are based on management's best judgments at the date of the Interim Financial Statements, deviate from the actual circumstances, the original estimates and assumptions will be modified as appropriate in the period in which the circumstances change.
5. Earnings per share
Both the basic and diluted earnings per share have been calculated using the profit attributable to the shareholders of the parent company as the numerator, i.e. no adjustments to profits were necessary during the six months period ended 30 September 2013 and 2012.
The weighted average number of shares for the purposes of the calculation of diluted earnings per share can be reconciled to the weighted average number of ordinary shares used in the calculation of basic earnings per share as follows:
30 September 2013 | 30 September 2012 | 31 March 2013 | |
Weighted average number of ordinary shares used in basic earnings per share | 150,661,606 | 146,048,609 | 148,286,819 |
Shares deemed to be issued for no consideration in respect of share based payments | 149,994 | - | - |
Shares deemed to be issued for no consideration to preference shareholders of subsidiary company | 6,916,185 | - | 6,516,654 |
Weighted average number of ordinary shares used in diluted earnings per share | 157,727,785 | 146,048,609 | 154,803,473 |
6. On 1st April, 2013, the Company has granted 150,000 share options to Mr. Keith Henry, Chairman of the Board, at the nominal value of ordinary share. These share options will vest over a period of 2 years as per the terms approved by the Remuneration Committee.
7. During the period, the Government of Singapore Investment Corporation Pte Limited ("GIC") through its affiliate Cambourne Investments Private Limited ("CIPL") subscribed £100,000,000 through "A Exchangeable Shares" ("AES") in Greenko Mauritius ("GM").
CIPL has the right to exchange AES, subject to final adjustment, one for one into ordinary shares of the Company at a price not exceeding 260p per share for a minimum of 44,861,538 shares, representing 19.50% on a fully diluted basis, between 1 July 2015 and 30 June 2017 and under certain specified circumstances at a period earlier than 1 July 2015.
8. During the period, the pre-conversion lock-in period for Global Environment Emerging Markets Fund III LP's ("GEEMF") preference shares ("Preference Shares") in Greenko Mauritius ("GM") and the period for calculating the required return, have been extended by one year to 30 June 2015. This amendment aligns GEEMF with the minimum lock-in period for the £100 million investment into GM by an affiliate of the GIC. GEEMF's affirmative rights on management reserved matters and shareholder reserved matters are also extended to 30 June 2015, along with its existing right to appoint two directors to the GM board. Further as a result of this amendment, the warrants held by GEEMF to subscribe for 1,077,441 Ordinary Shares were terminated.
9. Intangible assets
Licences | Electricity PPAs | Goodwill | Total | |
Cost | ||||
At 1 April 2013 | 92,030,142 | 12,974,056 | 18,071,729 | 123,075,927 |
Acquisition through business combination | 11,937,200 | - | - | 11,937,200 |
Disposals | - | - | - | - |
Exchange differences | (17,516,699) | (2,318,381) | (3,229,306) | (23,064,386) |
At 30 September 2013 | 86,450,643 | 10,655,675 | 14,842,423 | 111,948,741 |
At 1 April 2012 | 57,989,338 | 12,397,074 | 13,317,877 | 83,704,289 |
Acquisition through business combination | 7,272,459 | 804,799 | 4,557,509 | 12,634,767 |
Disposals | - | - | - | - |
Exchange differences | 181,949 | 36,807 | 49,832 | 268,588 |
At 30 September 2012 | 65,443,746 | 13,238,680 | 17,925,218 | 96,607,644 |
At 1 April 2012 | 57,989,338 | 12,397,074 | 13,317,877 | 83,704,289 |
Acquisition through business combination | 35,220,404 | 804,799 | 5,071,181 | 41,096,384 |
Disposals | (54,363) | - | - | (54,363) |
Exchange differences | (1,125,237) | (227,817) | (317,329) | (1,670,383) |
At 31 March 2013 | 92,030,142 | 12,974,056 | 18,071,729 | 123,075,927 |
Accumulated amortization and impairment | ||||
At 1 April 2013 | 1,253,551 | 5,180,736 | - | 6,434,287 |
Charge for the period | 235,587 | 1,341,673 | - | 1,577,260 |
Disposals | - | - | - | - |
Exchange differences | (243,282) | (1,035,580) | - | (1,278,862) |
At 30 September 2013 | 1,245,856 | 5,486,829 | - | 6,732,685 |
At 1 April 2012 | 739,578 | 3,580,904 | - | 4,320,482 |
Charge for the period | 264,623 | 834,773 | - | 1,099,396 |
Disposals | - | - | - | - |
Exchange differences | 6,181 | 22,966 | - | 29,147 |
At 30 September 2012 | 1,010,382 | 4,438,643 | - | 5,449,025 |
At 1 April 2012 | 739,578 | 3,580,904 | - | 4,320,482 |
Charge for the year | 522,825 | 1,649,293 | - | 2,172,118 |
Disposals | (1,335) | - | - | (1,335) |
Exchange differences | ( 7,517) | ( 49,461) | - | ( 56,978) |
At 31 March 2013 | 1,253,551 | 5,180,736 | - | 6,434,287 |
Net book value | ||||
At 30 September 2013 | 85,204,787 | 5,168,846 | 14,842,423 | 105,216,056 |
At 30 September 2012 | 64,433,364 | 8,800,037 | 17,925,218 | 91,158,619 |
At 31 March 2013 | 90,776,591 | 7,793,320 | 18,071,729 | 116,641,640 |
10. Property, plant and equipment
Land | Buildings | Plant and machinery | Furniture, fixtures & equipment | Vehicles | Capital work-in-progress | Total | |
Cost | |||||||
At 1 April 2013 | 3,296,624 | 100,253,932 | 87,759,396 | 1,471,998 | 1,121,587 | 225,257,614 | 419,161,151 |
Additions | 10,162 | 43,697 | 282,200 | 250,219 | 50,883 | 114,970,142 | 115,607,303 |
Acquisition through business combination | - | - | - | 291 | - | 1,182,771 | 1,183,062 |
Capitalisation (Disposals) | 2,904,286 | 5,136,128 | 59,249,952 | (326) | - | (67,297,386) | (7,346) |
Exchange differences | (827,626) | (18,338,705) | (17,790,026) | (283,222) | (204,586) | (38,561,336) | (76,005,501) |
At 30 September 2013 | 5,383,446 | 87,095,052 | 129,501,522 | 1,438,960 | 967,884 | 235,551,805 | 459,938,669 |
At 1 April 2012 | 3,167,309 | 49,291,504 | 72,073,071 | 1,025,232 | 927,940 | 112,375,583 | 238,860,639 |
Additions | - | 368,725 | 325,986 | 175,986 | 209,945 | 37,765,438 | 38,846,080 |
Acquisition through business combination | 194,542 | 52,434,719 | 16,807,940 | 51,257 | 88,184 | 769,388 | 70,346,030 |
Capitalisation/(Disposals) | - | - | - | (854) | (142,047) | - | (142,901) |
Exchange differences | 9,373 | 289,347 | 252,865 | 5,726 | 3,892 | (836,709) | (275,506) |
At 30 September 2012 | 3,371,224 | 102,384,295 | 89,459,862 | 1,257,347 | 1,087,914 | 150,073,700 | 347,634,342 |
At 1 April 2012 | 3,167,309 | 49,291,504 | 72,073,071 | 1,025,232 | 927,940 | 112,375,583 | 238,860,639 |
Additions | 8,469 | 281,019 | 397,841 | 400,143 | 264,460 | 111,513,597 | 112,865,529 |
Acquisition through business combination | 194,542 | 52,434,719 | 16,831,589 | 63,524 | 89,492 | 3,461,189 | 73,075,055 |
Capitalisation/(Disposals) | (16,024) | - | (11,445) | (1,080) | (203,995) | (157,599) | (390,143) |
Exchange differences | (57,672) | (1,753,310) | (1,531,660) | (15,821) | 43,690 | (1,935,156) | (5,249,929) |
At 31 March 2013 | 3,296,624 | 100,253,932 | 87,759,396 | 1,471,998 | 1,121,587 | 225,257,614 | 419,161,151 |
Land | Buildings | Plant and machinery | Furniture, fixtures & equipment | Vehicles | Capital work-in-progress | Total | |
Accumulated depreciation and impairment | |||||||
At 31 March 2013 | - | 5,995,417 | 12,315,693 | 426,236 | 347,914 | - | 19,085,260 |
Depreciation for the period | - | 1,482,842 | 2,696,837 | 89,826 | 55,490 | - | 4,324,995 |
Disposals | - | - | - | - | - | - | - |
Exchange Difference | - | (1,192,755) | (2,416,917) | (83,516) | (66,713) | - | (3,759,901) |
At 30 September 2013 | - | 6,285,504 | 12,595,613 | 432,546 | 336,691 | - | 19,650,354 |
At 1 April 2012 | - | 2,990,004 | 8,920,053 | 271,446 | 233,410 | - | 12,414,913 |
Charge for the period | - | 1,539,102 | 1,805,861 | 69,625 | 57,081 | - | 3,471,669 |
Disposals | - | - | - | - | - | - | - |
Exchange differences | - | 30,756 | 52,952 | 1,844 | 1,540 | - | 87,092 |
At 30 September 2012 | - | 4,559,862 | 10,778,866 | 342,915 | 292,031 | - | 15,973,674 |
At 1 April 2012 | - | 2,990,004 | 8,920,053 | 271,446 | 233,410 | - | 12,414,913 |
Charge for the year | - | 3,035,796 | 3,523,218 | 158,290 | 117,652 | - | 6,834,956 |
Disposals | - | - | (788) | (306) | (60,318) | - | (61,412) |
Exchange differences | - | (30,383) | (126,790) | (3,194) | 57,170 | - | (103,197) |
At 31 March 2013 | - | 5,995,417 | 12,315,693 | 426,236 | 347,914 | - | 19,085,260 |
Net book value | |||||||
At 30 September 2013 | 5,383,446 | 80,809,548 | 116,905,909 | 1,006,414 | 631,193 | 235,551,805 | 440,288,315 |
At 30 September 2012 | 3,371,224 | 97,824,433 | 78,680,996 | 914,432 | 795,883 | 150,073,700 | 331,660,668 |
At 31 March 2013 | 3,296,624 | 94,258,515 | 75,443,703 | 1,045,762 | 773,673 | 225,257,614 | 400,075,891 |
11. Commitments
Capital expenditure contracted for at 30 September 2013 but not yet incurred aggregated to €157,696,544 (31 March 2013: €99,502,621).
12. Business combinations
During the period ended 30 September 2013, the Group acquired the following companies to enhance the generating capacity of the Group from clean energy assets. Details of these acquisitions are set out below:
Effective Date of acquisition | Percentage acquired | |
Harsar Hydro Projects Private Limited (HHPPL) | 1 July 2013 | 100.00% |
Bharmour Hydro Projects Private Limited (BHPPL) | 1 July 2013 | 100.00% |
HHPPL and BHPPL hold licenses to develop 75MW and 40 MW of hydel projects in the state of Himachal Pradesh, India respectively. These projects had obtained significant approvals to implement the projects and these projects were under various stages of development at the date of acquisition. These projects are hereinafter collectively referred as 'Himachal Projects.
Generally, the total gestation period, starting from obtaining a licence till commencement of commercial operations, for these types of hydro power projects is four to five years. Hence, the projects have significant value embedded in them, which is generally not reflected in the books of account, and captured in the fair value of licences. The excess of the Group's interest in the fair value of an acquiree's assets and liabilities over cost resulting from the time value which the Group gained, the value in readiness for implementation and the negotiating skills of the Group.
Details of net assets acquired are as follows:
Himachal Projects | |
Purchase consideration: | |
- Cash paid | 5,332,333 |
- Amounts paid as advance in earlier year | 500,028 |
Total Purchase consideration | 5,832,361 |
Fair value of net asset acquired | 8,089,626 |
Excess of Group's interest in fair value of acquirees' assets and liabilities | (2,257,265) |
Fair value of the acquiree's assets and liabilities arising from the acquisition are as follows:
Himachal Projects | |
Property, plant and equipment | 291 |
Work in progress | 1,182,771 |
Licence | 11,937,200 |
Trade and other receivables | 1,286 |
Cash and cash equivalents | 28,949 |
Trade and other payables | (1,187,846) |
Deferred income tax liabilities | (3,873,025) |
Net assets | 8,089,626 |
Purchase consideration settled in cash | 5,332,333 |
Cash and cash equivalents | (28,949) |
Cash outflow on acquisition | 5,303,384 |
Related Shares:
GKO.L