Interim / Quarterly Report • Aug 11, 2010
Interim / Quarterly Report
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THE GROUP AS OF 30 JUNE 2010
| INCOME STATEMENT IN EUR MILLION | H1/2010 | H1/20091 | +/– in % |
|---|---|---|---|
| Revenue | 109.2 | 60.0 | + 82 |
| Gross profit | 22.2 | 18.3 | + 21 |
| Operating profit (EBIT) | 8.6 | 5.7 | + 51 |
| Net profit | 2.6 | 0.3 | > 100 |
| STATEMENT OF FINANCIAL POSITION IN EUR MILLION | 30 JUNE 2010 | 31 DEC 2009 | + / – in % |
| Total assets | 318.4 | 323.1 | – 1 |
| Equity | 118.9 | 118.3 | + 1 |
| Equity ratio in % | 37.3 | 36.6 | + 2 |
| Subscribed capital | 17.7 | 17.7 | 0 |
| CASH FLOWS IN EUR MILLION | H1/2010 | H1/20091 | + / – in % |
| Cash flows from operating activities | – 6.4 | – 4.0 | – 68 |
| Cash flows from investing activities | – 0.9 | – 4.2 | + 79 |
| Cash flows from financing activities | – 8.5 | – 0.2 | < 100 |
| Cash and cash equivalents as of 30 June 2010 | 16.5 | 7.8 | > 100 |
| THE SHARE IN EUR | H1/2010 | H1/20091 | + / – in % |
| Earnings per share (basic) | 0.15 | 0.02 | > 100 |
| Share price, beginning of January (closing price) | 4.11 | 4.20 | – 2 |
| Share price, end of June (closing price) | 2.65 | 5.00 | – 47 |
| Number of shares | 17,744,557 | 5,115,757 | > 100 |
| Number of employees (as of 30 June 2010) | 122 | 101 | + 21 |
1 Pro forma figures: The pro forma figures comprise the results of both Renewagy A/S and COLEXON Energy AG for the entire reporting period. COLEXON Energy AG acquired Renewagy A/S after the second quarter of 2009, which severely limits comparability with the previous year's figures. The pro forma presentation is intended to provide a suitable reference point for 2009.
The adjustment of the feed-in tariff has created a major challenge for Germany's solar industry. It will now have to forge new paths and tap into innovative ideas in order to exploit the new opportunities for growth. Our positive results and our strategic successes show that we are on the right track in that regard.
After many months of debates, Germany's two houses of parliament — the Bundestag and the Bundesrat — agreed on a compromise on reducing the feed-in tariff during the current year. These changes will increase the complexity of the photovoltaics industry's project business. Whereas agricultural land that was fairly accessible for PV plants now is less attractive, on-roof systems, as well as both wasteland and converted sites that are not amenable to most other uses will offer new advantages. In percentage terms, the project business in Germany will make much less of a contribution to revenue than in the past even if one were to focus on these types of PV plants.
Our response to this development entails both a diversified business model and stronger international alignment. Continuing to refine our business model has increased our entrepreneurial flexibility and enhancing our international business has lowered our dependence on national legislative models that serve to promote renewables.
The success of this strategy is embodied not least in the strong performance of our international project business. Solar power plants with a total output of more than ten megawatts are currently under construction in European countries other than Germany or will be accomplished within this year. We will continue to push this approach and aim to substantially increase revenue from international projects in the course of the year.
The Company's key financial indicators as of the first six months of 2010 also underscore COLEXON's successful positioning. During this period, revenue rose by 82 percent to EUR 109.2 million (proforma 2009: EUR 60.0 million). The Wholesale segment made the largest contribution to revenue because it benefitted from accelerated purchasing decisions sparked by the looming reduction in the feed-in tariff as of 01 July 2010. At EUR 8.6 million, earnings before interest and taxes (EBIT) also rose substantially year on year (proforma 2009: EUR 5.7 million).
We expect revenue to continue growing at a robust rate during the current financial year and profits to remain stable. We also expect to generate revenue in excess of EUR 200 million and earnings of EUR 13 to EUR 15 million before interest and taxes (EBIT) for the full 2010 financial year. This means
HENRIK CHRISTIANSEN (CFO) VOLKER HARS (COO) THORSTEN PREUGSCHAS (CEO)
that COLEXON remains one of a handful of solar companies that can look back on constant performance despite the volatile market environment.
We are well positioned for the future thanks to the market-oriented strategy and our innovative ideas. The legislative changes that have been enacted pose not just a challenge for us. They also give us the opportunity to continue distinguishing ourselves from our competitors and thus to continue expanding our market share.
We are pleased that you will continue to accompany us on this exciting journey.
Yours sincerely,
Thorsten Preugschas Chief Executive Officer(CEO)
Volker Hars Chief Operating Officer (COO)
Henrik Christiansen Chief Financial Officer(CFO)
Germany's political parties compromised on the future of solar energy subsidies in Germany after months of debates and the convening of the mediation committee to reconcile the competing interests of the Bundestag and Bundesrat. The new compensation structure of the German Renewable Energy Sources Act is as follows:
Units on rooftops: Compensation for roof-mounted PV units was reduced by 13 percent retroactively to 1 July 2010. From October on the compensation will decrease by additional 3 percent.
Units on agricultural land: The subsidies were largely eliminated effective July 2010.
Ground-mounted units: Subsidies for ground-mounted installations were cut by 12 percent retroactively to 1 July 2010; the reduction will rise to 15 percent in October.
Units on converted sites: Compensation for plants installed on converted sites such as landfills, industrial wasteland and abandoned commercial or military sites was cut by 8 percent retroactively to 1 July 2010, and will be cut by a total of 11 percent starting in October.
Personal consumption: Compensation for solar power used for personal consumption will be increased compared to the tariff paid for solar power fed into the grid.
Reductions from 2011: The annual capping of compensation that applies at the turn of each year will remain in place besides the reductions that were enacted for the current year.
Our goal is to substantially expand our foreign business in order to reduce our dependence on individual national legislative models that promote renewables. Our international project business already generated major successes in both Italy and the United States during the year's first quarter. COLEXON launched the construction of its largest PV project to date in the second quarter.
The Enercap ground-mounted project in the Czech Republic is designed for a total nominal output of 7.2 MWp. Our engineers are currently installing 94,800 thin-film solar modules made by First Solar, the world's leading module manufacturer, on a total area of 200,000 square meters. Completion and start-up of the solar power plant will take place later this year. Once it has been completed, this solar power plant will generate roughly 6.8 gigawatt hours of electricity per year. A coal-powered plant would emit approximately 6,800 metric tons of CO2 to generate the same amount of energy.
As in previous years, COLEXON was able to present itself successfully with new products and its entire range of services at this year's Intersolar Europe in Munich. Intersolar Europe, the world's largest trade fair for the solar industry, had some 72,000 visitors from around 150 countries this year — more than ever before. COLEXON's expections were also fully met at the event.
The discussions at this year's Intersolar Europe centered on the potential effects of the current reduction in the feedin tariff on German solar companies. In this context, COLEXON impressed particularly with its marketoriented business model and the international focus of its project business. COLEXON is in a position to react fast to looming changes, given its capacity as a wholesaler, project developer and operator of solar power plants. Furthermore, COLEXON has reduced its dependency on the German subsidy model by expanding its international project business. Analysts therefore expect the COLEXON Group to continue its positive development even after the reduction of subsidy levels in Germany.
At the Intersolar, COLEXON Energy AG presented its innovative mounting system, which is particularly suitable for on-roof solar power plants requiring lightweight construction. The Company's COLEXON SYSTEM C+Z system has been designed specifically for the thin-film solar modules of First Solar, the market leader. This opens up additional market potential for the Group because the system makes it possible to install PV units on roofs having a low static load capacity.
The angle of the COLEXON SYSTEM C+Z is determined before it is constructed; it usually is between 0° und 30°. The system's components are adjusted on site to the characteristics of the respective roof and allow for rapid installation and dismantling. As it does not require special tools, the very light system (which weighs from 2.00 kg per module) can be moved around in connection with repairs to the roof. It is affixed to the roof by means of foil bonding, which eliminates the need for penetrating the roof in any manner. If required for structural reasons, however, screws can be used to enhance the bond. The open design allows for optimal air flow, thus preventing any build-up of heat underneath the modules.
Solar shares under strong pressure in the first half-year
The share prices of listed solar companies came under massive pressure once the amendment of the German Renewable Energy Sources Act was announced at the start of the year. The ensuing debate among political parties and the reporting in the media sparked deep uncertainty among investors in solar shares, as an analysis of the industry average clearly shows. The Prime IG Renewable Energy Index lost 43.1 points in the second quarter, closing at 318.32 points on 30 June 2010, down 12
| KEY SHARE FIGURES FOR COLEXON ENERGY AG | |||
|---|---|---|---|
| WKN / ISIN | 525070 / DE0005250708 |
|---|---|
| Ticker symbol | HRP |
| Common code | 22356658 |
| Trading segment | Prime Standard, Regulated Market, Frankfurt / Main |
| Stock exchanges | Xetra, Berlin, Dusseldorf, Frankfurt, Munich, Stuttgart |
| Type of share | No-par value shares |
| Designated sponsor | ICF Kursmarkler AG |
| Initial listing | December 2000 |
| H1/2010 | H1/2009* | |
|---|---|---|
| Number of shares | 17,744,557 | 5,115,757 |
| Market capitalization in EUR million | 47.0 | 25.6 |
| Earnings per share (basic) in EUR | 0.15 | 0.02 |
| Share price, beginning of January in EUR | 4.11 | 4.05 |
| Share price, end of June in EUR | 2.65 | 5.00 |
* Pro forma figures
Market capitalization increased by 50 PERCENT year-on-year to EUR 47.0 million." "
percent. The German DAX was almost unchanged during this period, closing at 5,966 points on 30 June 2010.
COLEXON shares were unable to withstand the negative trend affecting solar shares and as a result lost much ground too. They declined by 23 percent in the second quarter, closing at EUR 2.65 on 30 June 2010. This means that the Company's share price performance is clearly at odds with its operating performance. Both EBIT and revenue rose substantially during the same period. This discrepancy is also reflected in research institutes' upside targets that value the Company's share at an average of EUR 5.70. This corresponds to a potential of more than 100 percent. In contrast, the Company's market capitalization rose substantially year on year in the wake of the takeover of the Danish power plant operator, Renewagy. It climbed by just under 50 percent to EUR 47.0 million.
COLEXON share follows industry trend
As of 30 June 2010, the shareholder structure was as follows:
| Shareholder structure (30 June 2010) | |||
|---|---|---|---|
| Treasury shares | 4.94 % | 19.36 % | DKA Consult A/S |
| 10.09 % | Synerco A/S | ||
| Free float | 48.23 % | 5.38 % | Bram Stal A/S |
| 4.20 % | Vagner Holding A/S | ||
| 3.59 % | TLP Holding ApS | ||
| T. Preugschas | 0.99 % | 3.22 % | Stena Metall Ltd |
For COLEXON Energy AG, the first six months of the year were dominated by the debate in Germany on this year's reduction in the feed-in tariff. The Group has both strengthened its international business and aligned its business model with the changed parameters with the aim of lowering countryspecific risks and growing in ways geared to the market.
COLEXON Energy AG posted revenue of EUR 109.2 million in the reporting period and earnings before interest and taxes (EBIT) of EUR 8.6 million – a substantial improvement over the previous year's figures.
The Management Board expects the Company to perform very well this year and anticipates revenue in excess of EUR 200 million and earnings of EUR 13 to EUR 15 million before interest and taxes (EBIT).
The global economy recovered from the after-effects of the global financial crisis in the first six months of 2010. In Germany, the export sector has provided most of the impetus for growth. Personal consumption remains subdued in Germany even though the economy in the euro zone is recovering. The German domestic market benefitted accordingly from the economic upswing.
Solar market benefits from pull-forward effects
A different development took place in the German solar power market, however. The massive reductions in the price of solar modules during 2009 sparked an intense debate at the start of 2010 on reducing the feed-in tariffs effective 01 July 2010. In turn, this triggered accelerated purchasing decisions, reviving solar companies' domestic business.
At the same time, the companies' focus turned increasingly to international markets, which would become more attractive for investors if the feed-in tariff were to be lowered in Germany. Italy and France thus posted the strongest growth during the year's first half. In addition, the United States enacted important measures aimed at laying the groundwork for the positive development of the renewables industry in the wake of the oil spill in the Gulf of Mexico.
Rising significance of international markets
As a vertically integrated Group, COLEXON covers the entire downstream segment of the value chain in the solar market. The Group has three divisions: Wholesale, Projects and Plant Operation. Combining different businesses reduces one-sided dependence on external market influences. In a volatile market environment, this positioning gives COLEXON a decisive competitive edge and therefore holds the key to the Group's successful operating performance.
COLEXON has focused on thin-film technology from an early stage and is one of 14 trade partners worldwide of the global market leader First Solar. This has given the Group access to one of the leading module technologies on the procurement market. Because COLEXON does not have any other fixed purchase commitments, the Group is able to act flexibly on the procurement market.
This year's reduction of the German feed-in tariff demonstrated yet again the extent to which the solar market, which is largely dependent on statutory subsidies, is impacted by country-specific risks. COLEXON has invested much effort in expanding its international business by entering new growth markets in order to reduce its dependency on individual national funding schemes. Projects with a total output of more than ten megawatts are currently under construction in European countries other than Germany or will be accomplished within 2010. We will continue to push this approach and aim to substantially increase the revenue share from international projects in the course of the year.
The acquisition of COLEXON Solar Invest A/S (formerly Renewagy A/S) effective 14 August 2009 has a large impact on the representation of the Group's results. In accordance with IFRS, the previous year's figures of the acquired company, COLEXON Solar Invest A/S (formerly Renewagy A/S), must be used for comparison with the prior-year period. The fact that this approach does not take into account important key figures such as the profit contributions of the Wholesale and Projects segments severely limits comparability with the previous year's figures.
Takeover severely limits comparability with previous year
Business model permits market-focused growth
Internationalization reduces countryspecific risks
Compared to the same period the previous year, the revenue of the COLEXON Group rose by EUR 99.9 million to EUR 109.2 million between 01 January and 30 June 2010. The sales volume in this period came to around 60 MWp. The sharp rise in revenue can be attributed to the fact that the results of COLEXON Solar Invest A/S (formerly Renewagy A/S) for the previous year were used as comparatives in accordance with IFRS 3. As Renewagy did not have the high-revenue Projects and Wholesale segments, there are considerable differences compared with the previous year.
Stronger international focus in the project business
International sales came in at EUR 10.8 million (prior-year period COLEXON Solar Invest A/S: EUR 0 million), thus accounting for 9.9 percent of the Group's total sales. The share of COLEXON's international business will continue to increase during the course of the year. The sharp year-on-year increase is rooted in the fact that the solar power plants of COLEXON Solar Invest A/S (formerly Renewagy A/S) are all located in Germany.
Gross profits rose year on year by EUR 13.7 million to EUR 22.2 million. This encouraging improvement was driven by the new Wholesale and Projects segments. The gross profit margin as a percentage of revenue has settled at 20.3 percent (prior-year period COLEXON Solar Invest A/S: 92.0 percent) due to the newly acquired business segments.
As of 30 June 2010, the Company had a total of 122 employees (30 June 2009 COLEXON Solar Invest A/S: 11 employees). Given the sharp increase in personnel, staff costs rose by EUR 4.4 million to EUR 5.0 million year on year.
Depreciation and amortization within the Group relates to amortization of intangible assets and depreciation of property, plant and equipment amounting to EUR 3.6 million (prior-year period COLEXON Solar Invest A/S: EUR 2.8 million). This increase of EUR 0.9 million is attributable to newly acquired solar power plants of COLEXON Solar Invest A/S (formerly Renewagy A/S) in the previous year, depreciation of which began in 2009.
Other operating expenses in the first six months of the year rose by 366.5 percent to EUR 4.9 million (prior-year period COLEXON Solar Invest A/S: EUR 1.0 million). This sharp increase can be attributed to investments in the Company's international expansion as well as to the addition of the new Wholesale, Projects and Holding segments. The ratio of other operating expenses to revenue decreased from 11.3 percent to 4.5 percent. This change is also mainly due to the increased revenue posted by the Wholesale and Projects segments.
Diversified business model triggers positive development of EBIT
EBIT in the first half of 2010 increased to EUR 8.6 million (prior-year period COLEXON Solar Invest A/S: EUR 4.0 million). This represents an EBIT margin of 7.9 percent (prior-year period COLEXON Solar Invest A/S: 43.3 percent). This strong increase can be partly ascribed to the high EBIT generated by the Wholesale segment. Furthermore, Renewagy A/S was in a capital-intensive start-up phase in the previous year, which reduced its earnings for that year.
| BUSINESS PERFORMANCE (results taking into account pursuant to IFRS 3) | ||||
|---|---|---|---|---|
| COMPANY | PERIOD | PROJECTS | WHOLESALE | PLANT OPERATION |
| COLEXON | 01.01.– 30.06.10 | yes | yes | yes |
| Renewagy | 01.01.– 30.06.09 | — | — | yes |
At EUR – 4.6 million, the loss from investing and financing activities was up from the prior-year figure of COLEXON Solar Invest A/S (formerly Renewagy A/S, EUR – 4.2 million). This corresponds to an increase of 10.1 percent, which is primarily due to the increase in financial liabilities. Nevertheless, the ratio of interest expense to sales revenue improved considerably from 47.8 percent to 4.3 percent.
The Group posted a net profit of EUR 2.6 million (prior-year period COLEXON Solar Invest A/S: EUR – 0.2 million) for the first half of 2010. This positive development was mainly driven by the new Wholesale and Projects segments that were added as a consequence of the takeover of COLEXON Solar Invest A/S (formerly Renewagy A/S). Comparability with prior-year figures is substantially undermined as a result.
Net profit reflects positive development of business
Non-current assets rose by 0.3 percent to EUR 251.1 million as of 30 June 2010 (31 December 2009: EUR 250.5 million), due for the most part to the EUR 2.1 million increase in other non-current assets and the EUR 1.4 million increase in deferred tax assets. In contrast, plant and machinery declined by EUR 2.4 million because the Group did not make significant investments in this area during the second quarter of 2010.
Current assets fell by EUR 5.4 million to EUR 67.3 million (31 December 2009: EUR 72.7 million). These changes were mainly attributable to the increase in inventories, future receivables from construction contracts and other assets. Cash and cash equivalents fell by EUR 15.7 million.
Trade receivables increased to EUR 11.8 million (31 December 2009: EUR 6.1 million). Future receivables from construction contracts increased to EUR 8.9 million (31 December 2009: EUR 4.0 million). This was mainly due to the fact that the Group pushed the completion of national and international projects in the second quarter of 2010.
Cash and cash equivalents decreased by 48.8 percent to EUR 16.5 million as of 30 June 2010 (31 December 2009: EUR 32.3 million). For one, the decline stems from investments in working capital and, for another, from interest and principal payments related to financial liabilities in the Plant Operation segment as well as VAT payments for projects settled in December 2009.
Non-current liabilities rose by EUR 0.8 million to EUR 147.6 million. This represents an increase of 0.5 percent, which is mainly due to the increase of EUR 2.8 million in non-current financial liabilities from derivative financial instruments to EUR 5.4 million. Current and non-current financial liabilities include EUR 135.2 million in non-recourse liabilities. Deferred tax liabilities also rose from EUR 2.8 million to EUR 3.1 million compared to 31 December 2009.
Current liabilities fell by 10.5 percent to EUR 51.9 million (31 December 2009: EUR 57.9 million). This decline is due to a decrease in both current financial liabilities and other liabilities.
Financial liabilities reduced significantly Compared to 31 December 2009, current financial liabilities to banks fell by 31.9 percent to EUR 12.7 million (31 December 2009: EUR 18.7 million) as a result of planned repayments of financial liabilities. Advances received rose by 123.1 percent to EUR 7.5 million (31 December 2009: EUR 3.4 million), mainly due to advance payments from wholesale customers as well as investors for commissioned projects. In contrast, other liabilities fell by 55.7 percent to EUR 5.6 million (31 December 2009: EUR 12.6 million).
COLEXON's working capital (= inventories + advances paid + trade receivables + future receivables from construction contracts – advances paid – trade payables) rose by 41.2 percent to EUR 20.2 million (31 December 2009: EUR 14.3 million).
The principles and goals of financial management at COLEXON Energy AG are aimed at securing funding for the Company's operating activities and safeguarding its solvency at all times.
Project financing, lines of guarantee and current account credit lines amounting to EUR 35.5 million are available to finance the Group's growth. Of this figure, EUR 21.2 million had been drawn down as of 30 June 2010 exclusively for guarantees.
Cash flows from operating activities in the first half of 2010 amounted to EUR – 6.4 million (prior-year period: EUR – 3.4 million). The negative cash flow is essentially due to the increase in current and non-current assets.
Investing activities resulted in negative cash flow of EUR 0.9 million (prior-year period: EUR – 3,9 million). The cash flow from financing activities declined to EUR – 8.5 million (prior-year period: EUR 0.4 million) as a result of the planned repayment of financial liabilities.
The negative cash flow from operating, investing and financing activities in the reporting period resulted in a reduction of cash and cash equivalents to EUR 16.5 million.
Project portfolio with an output of 7,2 MWP secured in Czech Republic." "
At its meeting on 09 July 2010, the German Bundesrat approved the compromise on the controversial reduction in subsidies for solar energy that had been negotiated by the mediation committee on 05 July 2010 such that the amended German Renewable Energy Sources Act (EEG) could take effect retroactively as of 01 July 2010. The compromise between Bundestag and Bundesrat provides for reducing the feed-in tariffs for solar power effective 01 July 2010 in two stages.
COLEXON started to develop a 7.2 MWp project portfolio in the Czech Republic in July. Completion and start-up of the plant will take place later this year. The Czech EnerCap Power Fund is the investor.
No further events that were of significance for the Group's business performance occurred after the reporting period.
For general risks, please see our 2009 annual report. In addition, the following changes took place in Germany during the second quarter of 2010 in connection with this year's reduction in the country's feed-in tariff.
The project business in the German solar energy market will become more complex in the wake of the amendment of German Renewable Energy Sources Act (EEG). Whereas agricultural land that was fairly accessible for PV plants now is less lucrative, on-roof systems, as well as both wasteland and converted sites that are not amenable to most other uses will offer new advantages. This requires all players to adjust. We cannot preclude that COLEXON's order levels will decline as part of this process.
Foreign growth markets are playing an increasingly important role for COLEXON as a result of the changes in the German feed-in tariff. Compared with Germany, international expansion harbors much higher risks from a legal and political perspective. These are often very difficult to assess and can lead to delays in the implementation of projects and to unplanned costs.
EEG amendment increases complexity of solar business
Rising significance of international markets
EEG amendment takes effect
Major contract secured in Czech Republic
The project business of COLEXON entails the general risk typical of the industry that customers might sue due to non-performance or defective performance in connection with the promised quality and capabilities of products, plants, or services delivered, or due to delays in delivering such products, plants or services. Currently, a complaint against COLEXON has been received in which the petitioners sue for damages in connection with an offer submitted by COLEXON. Since the annexes to the complaint were not available to COLEXON as of the end of the reporting period, a final assessment regarding the exact amount and scope of the resulting risk cannot be made as of 30 June 2010. Based on a preliminary assessment made by the law firm retained in this matter, the suit is expected to have only limited chances to succeed, both in terms of its merit and the amount sued for. The Company has recognized an appropriate provision.
There were no other material changes in the second quarter of 2010 relative to the risks enumerated in the annual report for 2009.
Total revenue of more than EUR 200 MILLION forecast for 2010 financial year." "
The German solar market has expanded at a more rapid pace compared to the previous year due to the debate regarding this year's extraordinary reduction in the German feed-in tariff. Market growth will decline noticeably in the third and fourth quarter in Germany, however, due to the lower compensation rates effective from 01 July 2010. International growth markets such as Italy and France, in contrast, will increase in importance as the year progresses.
COLEXON is very prepared for the changed parameters thanks to its strong international project pipeline and market oriented business model. Hence the Management Board believes that the Company will continue to develop along a positive trajectory. COLEXON expects to generate revenue in excess of EUR 200 million for the year on the whole. Earnings before interest and taxes (EBIT) will be between EUR 13 and EUR 15 million.
Management Board expects positive development to continue
AS OF 30 JUNE 2010
| ASSETS | 30 JUNE 2010 EUR'000 |
30 DEC 2009 EUR'000 |
|
|---|---|---|---|
| A. Non-current assets | |||
| I. | Goodwill | 71,372 | 71,399 |
| II. | Other intangible assets | 307 | 923 |
| III. | Investment property | 1,575 | 1,296 |
| IV. | Plant and machinery | 156,432 | 158,858 |
| V. | Advances paid on plant and machinery under construction | 0 | 0 |
| VI. | Other equipment, operating and office equipment | 834 | 895 |
| VII. Equity investments | 0 | 0 | |
| VIII. Other non-current assets | 16,630 | 14,491 | |
| IX. | Deferred tax assets | 3,979 | 2,598 |
| Total | 251,129 | 250,460 | |
| B. Current assets | |||
| I. | Inventories | ||
| 1. Modules | 11,189 | 16,910 | |
| 2. Production supplies | 319 | 187 | |
| 3. Work in progress | 6,929 | 4,023 | |
| 4. Advances paid | 6,574 | 2,966 | |
| II. | Trade receivables | 11,800 | 6,056 |
| III. | Future receivables from construction contracts | 8,952 | 3,967 |
| IV. | Cash | 16,522 | 32,255 |
| V. | Other assets | 4,966 | 6,211 |
| VI. | Tax refund claims | 18 | 76 |
| Total | 67,269 | 72,650 | |
| Total assets | 318,398 | 323,110 |
| EQUITY AND LIABILITIES | 30 JUNE 2010 EUR'000 |
31 DEC 2009 EUR'000 |
|---|---|---|
| A. Equity | ||
| I. Subscribed capital |
17,745 | 17,745 |
| II. Capital reserves |
77,691 | 77,345 |
| III. Retained earnings |
36,445 | 33,797 |
| IV. Reserve for treasury shares |
– 10,574 | 10,826 |
| V. Currency translation reserve |
83 | 235 |
| VI. Reserve for derivative financial instruments | – 2,453 | – 614 |
| VII. Revaluation surplus | 1 | 1 |
| VIII. Minority interest | – 29 | 657 |
| Total equity | 118,909 | 118,340 |
| B. Liabilities | ||
| I. Non-current liabilities |
||
| 1. Financial liabilities | 144,133 | 143,607 |
| 2. Deferred tax liabilities | 3,099 | 2,849 |
| 3. Other non-current provisions | 405 | 394 |
| Total non-current liabilities | 147,637 | 146,850 |
| II. Current liabilities |
||
| 1. Tax provision | 3,876 | 3,559 |
| 2. Other provisions | 4,143 | 3,324 |
| 3. Financial liabilities | 12,708 | 18,664 |
| 4. Advances received | 7,500 | 3,361 |
| 5. Trade payables | 18,055 | 16,436 |
| 6. Other liabilities | 5,569 | 12,575 |
| Total current liabilities | 51,852 | 57,920 |
| Total liabilities | 199,489 | 204,770 |
| Total equity and liabilities | 318,398 | 323,110 |
| 01 JAN – 30 JUNE 2010 TEUR |
01 JAN – 30 JUNE 2009 TEUR |
|
|---|---|---|
| 1. Revenue | 109,164 | 9,212 |
| 2. Other operating income | 793 | 65 |
| 3. Increase in inventories of finished services and work in progress | 2,910 | 0 |
| 4. Cost of production supplies and purchased goods | – 83,629 | 0 |
| 5. Cost of purchased services | – 7,048 | – 804 |
| 6. Gross profit | 22,190 | 8,473 |
| 7. Staff costs | – 5,041 | – 667 |
| 8. Depreciation, amortization and impairment losses | – 3,631 | – 2,771 |
| 9. Other operating expenses | – 4,869 | – 1,044 |
| 10. Operating profit (EBIT) | 8,649 | 3,991 |
| 11. Other interest and similar income | 112 | 92 |
| 12. Interest and similar expenses | – 4,690 | – 4,406 |
| 13. Result from investments | 0 | 155 |
| 14. Result from investments and financial result | – 4,578 | – 4,158 |
| 15. EBT | 4,070 | – 167 |
| 16. Taxes on income | – 1,511 | – 279 |
| 17. Net profit from continuing operations | 2,560 | – 446 |
| 18. Net profit after taxes from discontinued operations | 0 | 210 |
| 19. Net profit of which shareholders of COLEXON Energy AG / Renewagy A/S of which minority interest |
2,560 2,572 – 12 |
– 236 – 236 |
| Earnings per share (basic) in EUR Basis: 16.86 million (previous year: 68.172 million) shares according to IAS 33. from continuing operations from discontinued operations |
0.15 0.00 |
0.00 0.00 |
| CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (CONDENSED) | ||
| Net profit | 2,560 | – 236 |
| Changes in the fair value of investments accounted for using the equity method | 0 | – 284 |
| Changes in the fair value of hedging instruments | – 1,839 | – 330 |
| Changes in the fair value of financial instruments available for sale | 0 | 0 |
| Currency translation | – 151 | – 308 |
| Taxes on other comprehensive income | 862 | 102 |
| Other comprehensive income after taxes | – 1,128 | – 820 |
| Consolidated comprehensive income of which shareholders of COLEXON Energy AG / Renewagy A/S of which minority interest |
1,431 1,444 – 12 |
– 1,056 – 1,056 |
| BALANCE | SUB SCRIBED CAPITAL EUR'000 |
CAPITAL RESERVE EUR'000 |
RETAINED EARNINGS EUR'000 |
RESERVE FOR TREASURY SHARES EUR'000 |
CURRENCY TRANSLA TION RESERVE EUR'000 |
RESERVE FOR DERIVA TIVE FINAN CIAL IN STRUMENTS EUR'000 |
REVALUA TION SURPLUS EUR'000 |
EQUITY OF SHARE HOLDERS OF COLEXON ENERGY AG EUR'000 |
MINORITY INTEREST EUR'000 |
TOTAL EQUITY EUR'000 |
|---|---|---|---|---|---|---|---|---|---|---|
| I. 01 January 2009 | 9,318 | 57,616 | 30,710 | – 1,361 | – 22 | – 286 | 0 | 95,975 | 0 | 95,975 |
| 1. Consolidated comprehensive income |
– 236 | – 308 | – 228 | – 772 | – 772 | |||||
| II. 30 June 2009 | 9,318 | 57,616 | 30,474 | – 1,361 | – 330 | – 515 | 0 | 95,203 | 0 | 95,203 |
| I. 01 January 2010 | 17,745 | 77,345 | 33,797 | – 10,826 | 235 | – 614 | 1 | 117,683 | 657 | 118,340 |
| 1. Consolidated comprehensive income |
2,572 | – 151 | – 1,839 | 0 | 581 | – 12 | 569 | |||
| 2. Disposal of treasury shares from squeeze-out of COLEXON Solar Invest A/S shareholders |
– 98 | – 154 | 252 | 0 | ||||||
| 3. Minority interest | 444 | 230 | 673 | – 673 | 0 | |||||
| II. 30 June 2010 | 17,745 | 77,691 | 36,445 | – 10,574 | 83 | – 2,453 | 1 | 118,938 | – 29 | 118,909 |
| 01 JAN – 30 JUNE 2010 EUR'000 |
01 JAN – 30 JUNE 2009 EUR'000 |
|
|---|---|---|
| Net profit/loss (including portion attributable to minority interests) before extraordinary items |
2,560 | – 236 |
| +/– Depreciation/amortization/impairment losses and write-ups on fixed assets | 3,631 | 2,771 |
| +/– Increase/decrease in provisions | 1,148 | 10 |
| +/– Other non-cash expenses/income | 1,301 | – 333 |
| +/– Change in currency translation reserve | – 151 | – 308 |
| –/+ Increase/decrease in inventories, trade receivables and other assets not part of investing or financing activities |
– 13,872 | 598 |
| +/– Increase/decrease in trade payables and other liabilities not part of investing or financing activities |
– 998 | – 5,909 |
| Cash flows from operating activities | – 6,383 | – 3,407 |
| – Cash receipts from the disposal of property, plant and equipment/intangible assets |
15 | 0 |
| Cash payments for investments in property, plant and equipment | – 847 | – 3,852 |
| Cash payments for investments in intangible assets | – 33 | 0 |
| Cash flows from investing activities | – 865 | – 3,852 |
| Cash receipt from issuing bonds and from borrowings | 3,500 | 27,677 |
| Payments for the redemption of bonds and borrowings | – 11,985 | – 27,331 |
| Cash flows from financing activities | – 8,486 | 346 |
| Cash flows from discontinued operations | 0 | 3,605 |
| Cash and cash equivalents at beginning of period | 32,255 | 10,048 |
| Net change in cash and cash equivalents | – 15,733 | – 3,308 |
| = Cash and cash equivalents at end of period |
16,522 | 6,740 |
COLEXON is a group of companies with an international focus. The parent company is COLEXON Energy AG, with subsidiaries in Spain, France, the Czech Republic, the United States, Australia and Denmark. COLEXON Energy AG is a listed stock corporation under German law that is entered in the Commercial Register of Hamburg Local Court under No. HRB 93828. The Company's registered office is in Grosse Elbstrasse 45, 22767 Hamburg, Germany. The Company has an Official Market listing on the Frankfurt Stock Exchange with German Securities Identification Number 525070 and is also listed on other stock markets in Germany.
In the area of renewable energy, the COLEXON Group has specialized both in the wholesale business with solar modules and in the project development and operation of large-scale solar power plants. The Group companies plan and build turnkey solar power plants for constructors and investors from agriculture, industry and the public sector in and outside Germany. The COLEXON Group also invests in and operates low-risk solar power plants that provide a steady cash flow COLEXON Solar Invest A/S performs analyses, conducts technical, legal and financial investment reviews and secures the financing of the solar power plants to that end.
These financial statements are condensed interim consolidated financial statements for the period from 01 January 2010 to 30 June 2010 with comparative figures for the period from 01 January 2009 to 30 June 2009 and comparative figures in the statement of financial position for the closing date of 31 December 2009. In accordance with IFRS, the previous year's comparative figures are the previous year's figures of Renewagy A/S.
The consolidated interim statement of financial position is organized according to maturity. The nature of expense method was used to prepare the consolidated interim statement of comprehensive income. All figures are presented in two statements: A separate income statement and a reconciliation of profit or loss with the statement of comprehensive income, including a presentation of the components of other income.
The Group's reporting currency is the euro (EUR). For purposes of simplification, most disclosures are made in EUR thousand. Individual figures have been rounded. In tables, such figures may not exactly add up to the totals in the table.
The consolidated interim report as of 30 June 2010 for COLEXON Energy AG was prepared in accordance with the requirements and regulations of the International Financial Reporting Standards (IFRS), as applicable within the European Union, and the interpretations of the International Financial Reporting Interpretations Committee (IFRIC), taking IAS 34 (Interim Financial Reporting) into account.
The disclosures in the notes to the consolidated financial statements of COLEXON Energy AG as of 31 December 2009 in regards to accounting policies also apply to the present consolidated interim report as of 30 June 2010.
These interim consolidated financial statements were reviewed by an auditor in accordance with Section 37w para 5 WpHG.
The interim consolidated financial statements as of 30 June 2010 include all companies whose financial and business policy can be directly or indirectly controlled by the COLEXON Group. Subsidiaries are fully consolidated in the interim consolidated financial statements from the date at which the Group assumes control over them. Conversely, they are deconsolidated at the date the Group's control over the respective company ends. Insignificant subsidiaries from the Group's perspective are not consolidated.
| COUNTRY | SHARE % |
|
|---|---|---|
| COLEXON Iberia S.L., Madrid | Spain | 100 |
| COLEXON Corp., Tempe/Az. | USA | 100 |
| SASU COLEXON FRANCE, Nice | France | 100 |
| SASU SAINTE MAXIME SOLAIRE, Sainte Maxime | France | 100 |
| COLEXON Energy s.r.o., Prague | Czech Republic | 80 |
| COLEXON Australia Pty. Ltd., Brighton | Australia | 100 |
| COLEXON Imola S.r.l., Imola | Italy | 100 |
| COLEXON IPP GmbH, Hamburg | Germany | 100 |
| COLEXON IPP Germany GmbH, Hamburg | Germany | 100 |
| COLEXON 1. Solar Verwaltungs GmbH, Hamburg | Germany | 100 |
| COLEXON 1. Solarprojektgesellschaft mbH & Co. KG, Hamburg | Germany | 100 |
| COLEXON 2. Solarprojektgesellschaft mbH & Co. KG, Hamburg | Germany | 100 |
| COLEXON 3. Solarprojektgesellschaft mbH & Co. KG, Hamburg | Germany | 100 |
| COLEXON 4. Solarprojektgesellschaft mbH & Co. KG, Hamburg | Germany | 100 |
| COLEXON 5. Solarprojektgesellschaft mbH & Co. KG, Hamburg | Germany | 100 |
| COLEXON 6. Solarprojektgesellschaft mbH & Co. KG, Hamburg | Germany | 100 |
| COLEXON 7. Solarprojektgesellschaft mbH & Co. KG, Hamburg | Germany | 100 |
| COLEXON 8. Solarprojektgesellschaft mbH & Co. KG, Hamburg | Germany | 100 |
| COLEXON 9. Solarprojektgesellschaft mbH & Co. KG, Hamburg | Germany | 100 |
| COLEXON 10. Solarprojektgesellschaft mbH & Co. KG, Hamburg | Germany | 100 |
| COLEXON IPP Italy GmbH, Hamburg | Germany | 100 |
| COLEXON IPP Bulgaria GmbH, Hamburg | Germany | 100 |
| COLEXON IPP Czechia GmbH, Hamburg | Germany | 100 |
| COLEXON IPP France GmbH, Hamburg | Germany | 100 |
| COLEXON Langalerie I SASU, Saint-Quentin-de-Caplong | France | 100 |
| COLEXON IPP Spain GmbH, Hamburg | Germany | 100 |
In addition to COLEXON Energy AG, the following subsidiaries were fully consolidated in the interim consolidated financial statements as of 30 June 2010:
| COUNTRY | SHARE % |
|
|---|---|---|
| COLEXON Solar Invest A/S (formerly: Renewagy A/S, Virum), Virum | Denmark | 99 |
| ITH Traeindustrie AS, Lyngby-Taarbaek | Denmark | 100 |
| Danish Building Agency Ltd., Glasgow | Großbritannien | 100 |
| O. Windows (UK) Ltd., Norfolk | Großbritannien | 100 |
| O. Vinduer Ireland Ltd., Kildare | Großbritannien | 100 |
| CHA Furniture A/S, Lyngby-Taarbaek | Denmark | 100 |
| HTI Import & Handel A/S, Virum | Denmark | 100 |
| Renewagy GmbH, Hamburg | Germany | 100 |
| COLEXON Renewagy Energy A/S, Virum | Denmark | 100 |
| Renewable Greece ApS, Virum | Denmark | 100 |
| COLEXON Solar Energy ApS, Virum | Denmark | 100 |
| Renewagy 1. Solarpark Verwaltungs GmbH, Hamburg | Germany | 100 |
| Renewagy 1. Solarprojektgesellschaft mbH & Co. KG, Hamburg | Germany | 100 |
| Renewagy 2. Solarprojektgesellschaft mbH & Co. KG, Hamburg | Germany | 100 |
| Renewagy 3. Solarprojektgesellschaft mbH & Co. KG, Hamburg | Germany | 100 |
| Renewagy 4. Solarprojektgesellschaft mbH & Co. KG, Hamburg | Germany | 100 |
| Renewagy 5. Solarprojektgesellschaft mbH & Co. KG, Hamburg | Germany | 100 |
| Renewagy 7. Solarprojektgesellschaft mbH & Co. KG, Hamburg | Germany | 100 |
| Renewagy 9. Solarprojektgesellschaft mbH & Co. KG, Hamburg | Germany | 100 |
| Renewagy 10. Solarprojektgesellschaft mbH & Co. KG, Hamburg | Germany | 100 |
| Renewagy 11. Solarprojektgesellschaft mbH & Co. KG, Hamburg | Germany | 100 |
| Renewagy 21. Solarprojektgesellschaft mbH & Co. KG, Hamburg | Germany | 100 |
| Renewagy 22. Solarprojektgesellschaft mbH & Co. KG, Hamburg | Germany | 100 |
The Group has applied IFRS 8 "Operating Segments" since 2008. This standard stipulates the 'management approach,' according to which segment information is presented externally on the same basis as used by the Company for internal management. EBIT, earnings before interest and taxes, is used for internal management and as an indicator of the long-term earnings capacity of an operating segment.
Reporting using the operating segments corresponds to the internal reporting to the chief operating decision-maker. The chief operating decision-maker is the Management Board. Reporting to the Management Board is based on consolidated figures.
The operating segments are defined on the basis of the reports available to the Management Board. The reporting on the operating segments' financial performance using the 'management approach' depends to a considerable extent on the nature and the scope of the information submitted to the chief operating decision-maker.
The Management Board assesses the Company from a sales market-based perspective. The Company distinguishes the Wholesale and Projects segments. As a result of the acquisition of Renewagy A/S, the Company includes the activities of Renewagy A/S in segment reporting as a new segment called Plant Operation.
The Projects segment comprises the Company's activities as a system provider of photovoltaic systems as well as a project developer for private and institutional investors. As a system provider, the COLEXON Group plans, delivers and installs large-scale photovoltaic systems, mainly on the roofs of buildings used for commercial, public or agricultural purposes.
The Wholesale segment comprises the wholesale business with modules and accessories.
The Plant Operation segment performs analyses, conducts technical, legal and financial investment reviews and secures the financing of the solar power plants.
The accounting principles for the two segments are identical to those for the Group as applied in its accounting principles. The earnings capacity of the Group's individual segments is measured on the basis of operating result (EBIT) as presented in the income statement.
Segment reporting for the period from 01 January 2010 to 30 June 2010 is presented below:
| WHOLE SALE |
PROJECTS | SERVICE AND OPERATION |
PLANT OPERATION |
HOLDING COMPANY |
CONSOLI DATION |
TOTAL | |
|---|---|---|---|---|---|---|---|
| SEGMENT INFORMATION BY DIVISION |
EUR'000 | EUR'000 | EUR'000 | EUR'000 | EUR'000 | EUR'000 | EUR'000 |
| Revenue | 76,604 | 23,300 | 983 | 8,458 | 0 | – 182 | 109,164 |
| Previous year (H1 2009) | 0 | 0 | 0 | 9,212 | 0 | 0 | 9,212 |
| Changes in inventories | 119 | 1,601 | 1,191 | 0 | 0 | 0 | 2,910 |
| Previous year (H1 2009) | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Cost of materials | – 65,562 | – 22,557 | – 1,836 | – 904 | 0 | 182 | – 90,678 |
| Previous year (H1 2009) | 0 | 0 | 0 | – 804 | 0 | 0 | – 804 |
| Other income | 22 | 670 | 1 | 99 | 1 | 0 | 793 |
| Previous year (H1 2009) | 0 | 0 | 0 | 65 | 0 | 0 | 65 |
| Gross profit | 11,183 | 3,014 | 340 | 7,652 | 1 | 0 | 22,190 |
| Previous year (H1 2009) | 0 | 0 | 0 | 8,473 | 0 | 0 | 8,473 |
| Staff costs | – 381 | – 2,356 | – 275 | – 551 | – 1,477 | 0 | – 5,041 |
| Previous year (H1 2009) | 0 | 0 | 0 | – 667 | 0 | 0 | – 667 |
| Amortization/depreciation | – 7 | – 47 | – 3 | – 2,858 | – 125 | – 591 | – 3,631 |
| Previous year (H1 2009) | 0 | 0 | 0 | – 2,771 | 0 | 0 | – 2,771 |
| Other expenses | – 227 | – 2,243 | – 140 | – 530 | – 1,730 | 0 | – 4,869 |
| Previous year (H1 2009) | 0 | 0 | 0 | – 1,044 | 0 | 0 | – 1,044 |
| EBIT | 10,567 | – 1,632 | – 78 | 3,713 | – 3,330 | – 591 | 8,649 |
| Previous year (H1 2009) | 0 | 0 | 0 | 3,991 | 0 | 0 | 3,991 |
| Result from investments and financial result |
– 57 | – 503 | – 1 | – 3,975 | – 41 | 0 | – 4,578 |
| Previous year (H1 2009) | 0 | 0 | 0 | – 4,158 | 0 | 0 | – 4,158 |
| EBT | 10,510 | – 2,135 | – 80 | – 262 | – 3,371 | – 591 | 4,070 |
| Previous year (H1 2009) | 0 | 0 | 0 | – 167 | 0 | 0 | – 167 |
| Taxes on income Previous year (H1 2009) |
– 1,511 – 279 |
||||||
| Net profit from continuing operations |
2,560 | ||||||
| Previous year (H1 2009) | – 446 | ||||||
| Net profit from discontinued operations Previous year (H1 2009) |
0 210 |
||||||
| Net profit Previous year (H1 2009) |
2,560 – 236 |
||||||
| Segment assets | 35,446 | 36,781 | 0 | 241,606 | 36,459 | – 31,894 | 318,398 |
| Previous year (31 Dec. 2009) | 13,210 | 51,987 | 0 | 238,040 | 25,009 | – 5,136 | 323,110 |
The reporting of the information regarding external sales by region to the Management Board is based on the customers' registered offices. Germany, Europe and Other Regions are defined as regions in line with internal management requirements.
| SEGMENT INFORMATION BY REGION |
GERMANY EUR'000 |
REST OF EUROPE EUR'000 |
OTHER REGIONS EUR'000 |
CONSOLI DATION EUR'000 |
GROUP EUR'000 |
|---|---|---|---|---|---|
| Revenue | 98,520 | 10,703 | 123 | – 182 | 109,164 |
| Previous year (H1 2009) | 9,212 | 0 | 0 | 0 | 9,212 |
No events that were of significance for the Group's business performance occurred after the reporting period.
Both the weather and statutory promotional measures subject the sale of photovoltaics modules to seasonal fluctuations during the financial year. It is the digression in the German feed-in tariff that usually stimulates demand at the close of a year and depresses it at the start of the following year. In the wholesale and projects business, earnings in the last two quarters of a financial year usually exceed earnings in the first two quarters. Given the fact that insolation is higher in the second and third quarter of the financial year for seasonal reasons, the Plant Operation segment generates substantially higher revenue in these two quarters than in the first and fourth quarter of the financial year.
As of 30 June 2010, there are contingent liabilities from possible repurchase obligations for solar power plants for a period of approximately 20 years. The present value of the maximum contingent liability as of the reporting date is EUR 727 thousand.
Besides the subsidiaries included in the consolidated financial statements, COLEXON Energy AG has direct and indirect relationships with related parties within the scope of its ordinary operations. Relationships with related parties are represented from the point of view of the economic buyer (i.e. Renewagy A/S) because of the reverse acquisition.
0
0
OTHER RELATED ENTITIES/ PERSONS EUR'000
SUPERVISORY BOARD MEMBERS
MANAGEMENT BOARD MEMBERS EUR'000
COMPANIES WITH A MATERIAL INFLUENCE EUR'000 17 7 2,257 719 24 0 0 0 0 0
EUR'000
Services and products provided Previous year (H1 2009) Receivables and other assets Previous year (H1 2009) Services and products received Previous year (H1 2009)
Liabilities
Previous year (H1 2009)
Advances received Previous year (H1 2009)
COLEXON Energy AG is considered an associate of Renewagy A/S until 14 August 2009, the date of initial consolidation. Hence all transactions through 13 August 2009 are recognized as transactions with related persons/entities. Starting on 14 August 2009, all transactions are eliminated through consolidation of expenses and earnings.
ASSOCIATES
EUR'000
0
The products and services provided for companies with a material influence relate to rental costs that were passed on. The receivables relate to receivables from services provided and loans.
The products and services received concern rental payments for a leased property.
The reporting on related parties concerns business relations with relatives of members of the Management Board or the Supervisory Board or companies they own or control, directly or indirectly.
In accordance with Article 8 of the Articles of Association, the Company's Supervisory Board comprises six members and was composed as follows as of 30 June 2010:
The following individuals were members of the Management Board as of 30 June 2010:
In accordance with Article 6 of the Articles of Association, the Company is represented by two members of the Management Board or by one Management Board member together with an authorized signatory ("Prokurist").
The declaration to be submitted in accordance with Section 161 of the German Stock Corporation Act stating to what extent the Company has complied and will comply with the recommendations of the Government Commission of the German Corporate Governance Code was submitted through publication on the Company's website and made available to shareholders.
Hamburg, Germany, 6 August 2010
COLEXON Energy AG The Management Board
Thorsten Preugschas Volker Hars Henrik Christiansen
We have reviewed the condensed interim consolidated financial statements – comprising the condensed statement of financial position, condensed statement of comprehensive income, condensed statement of cash flows, condensed statement of changes in equity and selected explanatory notes – and the interim management report of the Group of Colexon Energy AG for the period from 1 January to 30 June 2010. The Company's Management Board is responsible for preparing and presenting the condensed interim consolidated financial statements in accordance with IFRS for interim reporting as adopted by the EU. Our responsibility is to issue an opinion on the condensed interim consolidated financial statements based on our review.
We conducted our review in accordance with the International Standard on Review Engagements – "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" (ISRE 2410) – and Section 37w para 5 of the German Securities Trading Act (WpHG). A review of interim consolidated financial statements 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 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.
Based on our review, no matters have come to our attention that cause us to presume that the condensed interim consolidated financial statements have not been prepared, in material respects, in accordance with the IFRS applicable to interim financial reporting as adopted by the EU.
We issue this certificate on the basis of the contract concluded with the Company which is based, also as regards third parties, on the General Terms and Conditions for Certified Public Accountants and Auditing Firms of 1 January 2002.
Hamburg, Germany, 9 August 2010
PricewaterhouseCoopers Aktiengesellschaft Wirtschaftsprüfungsgesellschaft
Wirtschaftsprüfer Wirtschaftsprüfer
Richard Müllner [ppa.] Tobias Hennenberger
COLEXON Energy AG acquired its former major shareholder, Renewagy A/S, on 14 August 2009. Pursuant to IFRS 3, the acquisition of Renewagy A/S must be treated as a reverse acquisition in the consolidated financial statements. As a result, Renewagy A/S is treated as the buyer in accounting terms whereas COLEXON Energy AG is treated as the acquired company and thus must be recognized as a subsidiary. Hence actual legal relationships are not taken into account and are reversed (in that regard, for more details see the notes to the consolidated financial statements as of 31 December 2009).
In material terms, this means that the revenue, income and expenses of COLEXON Energy AG are only accounted for in the income statement after its initial consolidation as a subsidiary, i.e. from 14 August 2009.
In contrast, IFRS 3 requires taking the earnings of COLEXON Energy AG until 14 August 2009 directly to equity in connection with the purchase price allocation (in that regard, for more details also see the notes to the consolidated financial statements as of 31 December 2009).
In the interest of transparency and in order to provide a better representation of the actual revenue of the "new" COLEXON Group, below please find the voluntary consolidated statement of comprehensive income that would have applied, had the transaction already been executed as of 01 January 2009 (so-called condensed proforma consolidated statement of comprehensive income for the reporting period). In contrast to the interim consolidated financial statements, here the revenue, income and expenses of COLEXON Energy AG are recognized in profit and loss for the entire reporting period. The recognition and measurement methods used correspond to the methods utilized in connection with the interim consolidated financial statements:
| PRO FORMA CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (CONDENSED) |
01 JAN – 30 JUNE 2010 EUR'000 |
01 JAN – 30 JUNE 2009 EUR'000 |
|---|---|---|
| 1. Revenue | 109,164 | 59,993 |
| 2. Other operating income | 793 | 691 |
| 3. Increase in inventories of finished services and work in progress |
2,910 | 3,557 |
| 4. Cost of production supplies and purchased goods |
– 83,629 | – 43,685 |
| 5. Cost of purchased services | – 7,048 | – 2,209 |
| 6. Gross profit | 22,190 | 18,346 |
| 7. Staff costs | – 5,041 | – 3,635 |
| 8. Depreciation, amortization and impairment losses | – 3,631 | – 2,942 |
| 9. Other operating expenses | – 4,869 | – 6,118 |
| 10. Operating profit (EBIT) | 8,649 | 5,651 |
| 11. Other interest and similar income | 112 | 255 |
| 12. Interest and similar expenses | – 4,690 | – 5,097 |
| 13. Result from investments | 0 | 0 |
| 14. Result from investments and financial result | – 4,578 | – 4,842 |
| 15. Taxes on income | – 1,511 | – 679 |
| 16. Net profit from continuing operations | 2,560 | 130 |
| 17. Net profit after taxes from discontinued operations | 0 | 210 |
| 18. Net profit | 2,560 | 340 |
| Earnings per share in EUR Basis: 16.86 million shares acc. to IAS 33 |
0.15 | 0.02 |
To further enhance transparency, the segment reporting is also provided for the entire reporting period from 01 January 2009 where COLEXON Energy AG is recognized in profit and loss:
| PRO FORMA SEGMENT INFORMATION BY DIVISION |
WHOLESALE EUR'000 |
PROJECTS EUR'000 |
SERVICE AND OPERATION EUR'000 |
PLANT OPERATION EUR'000 |
HOLDING COMPANY EUR'000 |
CONSO LIDATION EUR'000 |
TOTAL GROUP EUR'000 |
|---|---|---|---|---|---|---|---|
| Revenue | 76,604 | 23,300 | 983 | 8,458 | 0 | – 182 | 109,164 |
| Previous year (H1 2009) | 41,843 | 10,039 | 0 | 9,212 | 0 | – 1,100 | 59,993 |
| Changes in inventories | 119 | 1,601 | 1,191 | 0 | 0 | 0 | 2,910 |
| Previous year (H1 2009) | 0 | 3,557 | 0 | 0 | 0 | 0 | 3,557 |
| Cost of materials | – 65,562 | – 22,557 | – 1,836 | – 904 | 0 | 182 | – 90,678 |
| Previous year (H1 2009) | – 34,685 | – 11,443 | 0 | – 804 | 0 | 1,037 | – 45,894 |
| Other income | 22 | 670 | 1 | 99 | 1 | 0 | 793 |
| Previous year (H1 2009) | 12 | 131 | 0 | 65 | 483 | 0 | 691 |
| Gross profit | 11,183 | 3,014 | 340 | 7,652 | 1 | 0 | 22,190 |
| Previous year (H1 2009) | 7,170 | 2,283 | 0 | 8,473 | 483 | – 63 | 18,346 |
| Staff costs | – 381 | – 2,356 | – 275 | – 551 | – 1,477 | 0 | – 5,041 |
| Previous year (H1 2009) | – 201 | – 1,552 | 0 | – 667 | – 1,215 | 0 | – 3,635 |
| Amortization/depreciation | – 7 | – 47 | – 3 | – 2,858 | – 125 | – 591 | – 3,631 |
| Previous year (H1 2009) | – 63 | – 12 | 0 | – 2,771 | – 96 | 0 | – 2,942 |
| Other expenses | – 227 | – 2,243 | – 140 | – 530 | – 1,730 | 0 | – 4,869 |
| Previous year (H1 2009) | – 231 | – 2,025 | 0 | – 1,044 | – 2,817 | 0 | – 6,118 |
| EBIT | 10,567 | – 1,632 | – 78 | 3,713 | – 3,330 | – 591 | 8,649 |
| Previous year (H1 2009) | 6,674 | – 1,306 | 0 | 3,991 | – 3,645 | – 63 | 5,651 |
| Result from investments and financial result Previous year (H1 2009) |
– 57 0 |
– 503 0 |
– 1 0 |
– 3,975 – 4,313 |
– 41 – 529 |
0 0 |
– 4,578 – 4,842 |
| EBT | 10,510 | – 2,135 | 80 | – 262 | – 3,371 | – 591 | 4,070 |
| Previous year (H1 2009) | 6,674 | – 1,306 | 0 | – 322 | – 4,173 | – 63 | 809 |
| Taxes on income Previous year (H1 2009) |
– 1,511 – 679 |
||||||
| Net profit from continuing operations Previous year (H1 2009) |
2,560 130 |
||||||
| Net profit from discontinued operations Previous year (H1 2009) |
0 210 |
||||||
| Net profit Previous year (H1 2009) |
2,560 340 |
||||||
| Segment assets | 35,446 | 36,781 | 0 | 241,606 | 36,459 | – 31,884 | 318,398 |
| Previous year (31 Dec 2009) | 13,210 | 51,987 | 0 | 238,040 | 25,009 | – 5,136 | 323,110 |
Publication of the Q2 2010 report 11 August 2010 Small Cap Conference 30 August 2010 Publication of the Q3 2010 report 10 November 2010 11th Forum Solarpraxis 11 and 12 November 2010
German Equity Forum 22 November 2010
| BIPV | Building-integrated PV systems |
|---|---|
| CdS | Cadmium sulfide (CdS) is a chemical compound of cadmium and sulfur which is used in the development of solar modules. |
| CdTe | Cadmium telluride (CdTe) is an absorber material for solar cells which is less expensive but also less efficient than silicon. |
| COLEXON | Short form of COLEXON Energy AG |
| Crystalline silicon | Crystalline modules are made by cutting wafer-thin slices of monocrystalline or polycrystalline silicon and fitting them with contacts. Their efficiency is higher than that of thin-film cells covering the same surface area. |
| EEG | German Acronym of the German Renewable Energy Sources Act, which has regulated the feed-in tariffs for solar energy in Germany since 2000 and guarantees investors a secure income for a period of 20 years. |
| Grid parity | Grid parity describes the point in time at which solar electricity can be produced as cheaply as conventional. |
| IPP | Independent (solar) power producer |
| kW/kWp | Kilowatt/kilowatts-peak |
| MW/MWp | Megawatt/megawatts-peak |
| PV | Photovoltaics (production of power from solar irradiation) |
| Thin-film technology | Thin-film modules are made by depositing or vapor coating high-purity semiconducting materials such as a-Si or CdTe onto a substrate, and then applying contacts. Since thin-film PV cells are produced using less energy |
and material, they are more environmentally-friendly and cost-efficient than crystalline cells.
COLEXON Energy AG Grosse Elbstrasse 45 • 22767 Hamburg • Germany www.colexon.com
Jan Hutterer/Kirsten Friedrich Fon +49 (0)40. 28 00 31-0 Fax +49 (0)40. 28 00 31-101
CAT Consultants GmbH & Co., Hamburg | www.cat-consultants.de
This report is available for download in German and English.
Please contact us for printed copies or additional information about COLEXON Energy AG. We will be happy to include you in our mailing list for shareholders if you'd like to receive regular information and the latest news by email.
This Report includes forward-looking statements that are based on the opinions of the Management Board of COLEXON Energy AG and reflect the Board's current assumptions and estimates. These forward-looking statements are subject to risks and uncertainties. Numerous facts unforeseeable at this time could cause the actual performance and results of COLEXON Energy AG to differ from such forward-looking statements. These facts include, but are not limited to: lack of acceptance of newly introduced products or services; changes in the general economic or business situation; failure to meet efficiency or cost reduction targets; and changes in the Company's business strategy.
The Management Board firmly believes that the expectations contained in these forward-looking statements are sound and realistic. However, should the previously mentioned or other risks materialize, COLEXON Energy AG cannot guarantee that the assumptions made turn out to be correct.
COLEXON ENERGY AG GROSSE ELBSTRASSE 45 22767 HAMBURG GE RMANY WWW.COLEXON.COM
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