INSPIRIT ENERGY HOLDINGS PLC

Interim / Quarterly Report • Mar 30, 2020

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RNS Number : 0914I

Inspirit Energy Holdings PLC

30 March 2020

30 March 2020

Inspirit Energy Holdings PLC

("Inspirit Energy", the "Group" or the "Company")

Interim Results

Inspirit Energy Holdings PLC (AIM: INSP), the developer of micro Combined Heat and Power (microCHP) boilers, is pleased to announce its interim accounts for the six months ended 31 December 2019. The interim financial information document will also be available on the Company's website www.inspirit-energy.com.

Chairman's Statement:

During the period, the Group continued to advance its microCHP boiler and marine engine application with its European partners.  To this end, improvements to the design of the Group's Stirling engine technology, including output of 6.4kW, progressed further with the simplification as part of the 'design for manufacture' process and meeting the challenges in new technology development, sourcing cheaper materials and efficiency re-redesign. All these factors resulted in further delays to the certification process although we hope to progress forward with a higher output and cheaper cost base product later his year.

The Group has continued discussions with a European company that may carry out the certification process, with the new cheaper but robust material employed in the latest model, and advanced manufacturing processes as and when the product is approved for production.

As mentioned previously, the applicable market for our technology is global, either as a boiler replacement product or as an add-on to an existing commercial plant room. In the UK there are in excess of 20 million gas boilers installed and more than 1.6 million new and replacement domestic gas boilers are installed each year. This is in addition to almost 300,000 commercial boiler installations each year. Europe as a whole has approximately 70 million boilers installed. These are the first markets to which our technology is applicable. The Company has identified other markets where our stirling engine technology can be used including marine engine and waste recycling.

The Company raised £300,000 before expenses and this was during challenging market conditions which reflects the confidence of investors in Inspirit's technology.

The Company converted its loan notes totalling £845,000 and other debt to equity and as a result, substantially reduced its debt close to zero. The board would like to thank the loan note holders for their commitment and support and  with recent engineering progress and opportunity to tap into other markets. We hope that this reduction in debt will provide the right base from which the business can now grow.

Finally, the Board recognises that these are unprecedented times and that the necessary actions Global Governments are taking to control COVID-19 are inevitably causing disruption to the economy. As with all businesses, we are not immune to this and are currently experiencing movement and lock down restrictions in the UK and Europe. As a result, our European partners and Marine counterparts are reviewing constantly the timeline in resuming development and testing of our microCHP boiler.  The board will provide further updates in due course.

Design and Development Director Statement and outlook:

At the start of 2020 Inspirit Energy set up the manufacturing and testing site in Poland in readiness to implement the manufacturing and testing of the charger unit. The facility is set up for the manufacturing and testing of our developing technology.  

We have progressed with very favourable discussions with the large marine engine manufacturer and these discussions are continuing. We have had other interest from waste recycling companies to adapt our technology to capture redundant waste heat and generate electricity, we are working on a large standalone unit which will produce over 300 Kw. Again, we will provide further updates in due course.

-ends-

This announcement contains inside information for the purposes of Article 7 of Regulation (EU) 596/2014.

More information on Inspirit Energy can be seen at: www.inspirit-energy.com

For further information please contact:

Inspirit Energy Holdings plc
John Gunn, Chairman and CEO	+44 (0) 207 048 9400
Beaumont Cornish Limited  www.beaumontcornish.com (Nominated Advisor)
Roland Cornish / James Biddle	+44 (0) 207 628 3396
Global Investment Strategy UK Ltd (Broker) Samantha Esqulant	+44 (0) 207 048 9045

INSPIRIT ENERGY HOLDINGS PLC

Consolidated

Statement of Comprehensive Income

for the six months ended 31 December 2019

				Group Six months  to 31 December 2019  Unaudited		Group Six months  to 31 December 2018  Unaudited		Group Year  to 30 June 2019  Audited
				£'000s		£'000s		£'000s
Revenue				-		-		-
Administrative expenses				(188)		(213)		(264)
				────────		────────		────────
Operating loss				(188)		(213)		(264)
Finance costs				(1)		(1)		-
				────────		────────		────────
Loss before tax				(189)		(214)		(264)
Income tax credit				-		-		25
				────────		────────		────────
Loss for the period from continuing operations attributable to shareholders				(189)		(214)		(239)
				════════		════════		════════
Loss per share - Pence
Basic and diluted				(0.007)p		(0.015)p		(0.017)p
				════════		════════		════════

INSPIRIT ENERGY HOLDINGS PLC

Consolidated

Statement of Financial Position as at 31 December 2019

				Group As at 31 December 2019  Unaudited		Group As at 31 December 2018  Unaudited	Group As at 30 June  2019  Audited
				£'000s		£'000s	£'000s
Non-Current Assets
Intangible assets				2,570		2,401	2,570
Tangible assets				39		42	38
				───────		───────	───────
				2,609		2,443	2,608
Current assets
Trade and other receivables				167		37	63
Cash and cash equivalents				90**		175	40
				───────		───────	───────
				257		212	103
				───────		───────	───────
Current liabilities
Trade and other payables				(341)		(226)	(307)
Other borrowing				(100)		(100)	(100)
				───────		───────	───────
				(441)		(326)	(407)
				───────		───────	───────
Net Current Liabilities				(184)		(114)	(304)
Non-Current Liabilities
Borrowings				(3)		(845)	(845)
				───────		───────	───────
				2,422		1,484	1,459
				═══════		═══════	═══════
Equity
Share capital				1,966		1,818	1,818
Share premium				9,189		8,185	8,185
Other reserves				3		3	3
Merger reserve				3,150		3,150	3,150
Reverse acquisition reserve				(7,361)		(7,361)	(7,361)
Retained losses				(4,525)		(4,311)	(4,336)
				───────		───────	───────
Total				2,422		1,484	1,459
				═══════		═══════	═══════

** At 31 December 2019, £145,000 was held in the Company's broker account and is disclosed in Trade and other receivables.

INSPIRIT ENERGY HOLDINGS PLC

Consolidated

Statement of Changes in Equity

For the six months ended 31 December 2019

	Attributable to the owners of the parent
	Share	Share premium	Other reserves	Merger reserve	Reverse acquisition reserve	Retained	Total
capital	losses	Equity
	£'000	£'000	£'000	£'000	£'000	£'000	£'000
BALANCE AT 30 June 2017	1,568	8,144	206	3,150	(7,361)	(3,347)	2,360
Loss for the period	-	-	-	-	-	(953)	(953)
TOTAL COMPREHENSIVE INCOME FOR THE PERIOD	-	-	-	-	-	(953)	(953)
Share issues	250	50	-	-	-	-	300
Share issue costs	-	(9)	-	-	-	-	(9)
Share options lapsed			(203)			203	-
TRANSACTIONS WITH OWNERS	250	41	(203)	-	-	203	291
BALANCE AT 30 June 2018	1,818	8,185	3	3,150	(7,361)	(4,097)	1,698
Loss for the period	-	-	-	-	-	(239)	(239)
TOTAL COMPREHENSIVE INCOME FOR THE PERIOD	-	-	-	-	-	(239)	(239)
BALANCE AT 30 June 2019	1,818	8,185	3	3,150	(7,361)	(4,336)	1,459
Loss for the period	-	-	-	-	-	(189)	(189)
TOTAL COMPREHENSIVE INCOME FOR THE PERIOD	-	-	-	-	-	(189)	(189)
Share issues	148	1,025	-	-	-	-	1,173
Share issue costs	-	(21)	-	-	-	-	(21)
TRANSACTIONS WITH OWNERS	148	1004	-	-	-	-	1,152
BALANCE AT 31 December 2019	1,966	9,189	3	3,150	(7,361)	(4,525)	2,422

INSPIRIT ENERGY HOLDINGS PLC

Consolidated

Statement of Cash Flows

For the six months ended 31 December 2019

			Group Six months  to 31 December 2019  Unaudited	Group Six months to 31 December 2018 Unaudited	Group Year to 30 June  2019 Audited
		Note	£'000	£'000	£'000
# Operating activities
# Net cash from operating activities		6	(258)	131	164
			───────	───────	───────
Net cash generated/(used) in operating activities			(258)	131	164
			───────	───────	───────
# Investing activities
# Acquisition of intangible assets			-	-	(169
# Acquisition of plant and equipment			-	-	-
			───────	───────	───────
Net cash from financing activities			-	-	(169)
			───────	───────	───────
# Financing activities
Issue of share capital (Net of fees)			1,151	-	-
Finance costs			(1)	(1)	-
Decrease in borrowing			-	-	-
Transactions with owners			(842)		-
			───────	───────	───────
Net cash from financing activities			308	(1)	-
			───────	───────	───────
Net cash outflow			50	130	(5)
Cash and cash equivalents at the beginning of the period			40	45	45
			───────	───────	───────
Cash and cash equivalents at the end of the period			90	175	40
			═══════	═══════	═══════

INSPIRIT ENERGY HOLDINGS PLC

Consolidated Notes to the Interim Financial Information

1.   General Information

The principal activity of Inspirit Energy Holdings PLC ("the Company") during the period was that of an investment company which aims to invest in disruptive products or technologies that are either proven or at the later stages of development, which own or have exclusive licence to the relevant intellectual property and may benefit from feed-in tariffs or other renewable energy incentives.

Inspirit Energy Holdings PLC is a company incorporated and domiciled in England and Wales and quoted on AIM, a market operated by the London Stock Exchange. The address of its registered office is 2nd Floor, 2 London Wall Buildings, London, EC2M 5PP, United Kingdom.

2.   Basis of Preparation

The interim financial information set out above does not constitute statutory accounts within the meaning of the Companies Act 2006.  It has been prepared on a going concern basis in accordance with the recognition and measurement criteria of International Financial Reporting Standards (IFRS) as adopted by the European Union. Statutory financial statements for the year ended 30 June 2019 were approved by the Board of Directors on 23 December 2019 and delivered to the Registrar of Companies. The report of the auditors on those financial statements was unqualified.

The interim financial information for the six months ended 31 December 2019 has not been reviewed or audited.  The interim financial report has been approved by the Board on 27 March 2020.

Going concern

The Directors, having made appropriate enquiries, consider that adequate resources exist for the Company to continue in operational existence for the foreseeable future and that, therefore, it is appropriate to adopt the going concern basis in preparing the interim financial statements for the period ended 31 December 2019.

Risks and uncertainties

The Board continuously assesses and monitors the key risks of the business. The key risks that could affect the Company's medium term performance and the factors that mitigate those risks have not substantially changed from those set out in the Company's 2019 Annual Report and Financial Statements, a copy of which is available on the Company's website: www.inspirit-energy.com. The key financial risks are liquidity and credit risk.

Critical accounting estimates

The preparation of interim financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the end of the reporting period. Significant items subject to such estimates are set out in note 2 of the Company's 2019 Annual Report and Financial Statements. The nature and amounts of such estimates have not changed significantly during the interim period.

3.   Significant Accounting Policies

The accounting policies applied are consistent with those of the annual financial statements for the year ended 30 June 2019, as described in those annual financial statements.

4.  Segmental Analysis

The Company's primary reporting format is business segments and its secondary format is geographical segments. The Company only operates in a single business and geographical segment. Accordingly, no segmental information for business segment or geographical segment is required.

5.   Loss per Share

The loss per ordinary share is based on the Group's loss for the period of £189,000 (company's loss - 6 months to 31 December 2018 £214,000; year ended 30 June 2019 - £239,000) and a basic and diluted weighted average number of ordinary shares of £0.0001 each in issue of 2,899,211,616 (31 December 2018 1,420,806,859 - basic and diluted 1,420,806,859; 30 June 2019).

6.   Reconciliation of Operating Loss to Net Cash Outflow from Operating Activities

	Group Six months  to 31 December 2019  Unaudited	Group Six months to 31 December 2018 Unaudited	Group Year to 30 June  2019 Audited
	£'000s	£'000s	£'000s
Operating Loss for the period	(189)	(214)	(264)
Adjustments for :
(Increase)/Decrease in receivables	(104)	379	352
(Decrease)/Increase in payables	34	(35)	44
Depreciation	-	-	7
Finance expense	1	1	4
Tax credit	-	-	25
	───────	───────	───────
Net cash from operating activities	(258)	131	164
	═══════	═══════	═══════

7.   Issued and fully paid

The issued share capital is as follows

	Number of ordinary shares	Number of deferred shares	Ordinary shares	Deferred shares	New Deferred B shares	Share premium	Total
			£	£	£	£	£
At 30 June 2017	1,170,806,859	400,932	1,170,807	396,923	-	11,295,421	12,863,151
Issue of new shares	250,000,000	-	250,000	-	-	50,000	300,000
Capital Reorganisation			(1,406,599)		1,406,599	-	-
Issue costs	-	-	-	-	-	(9,765)	(9,765)
At 30 June 2018	1,420,806,859	400,932	14,208	396,923	1,406,599	11,335,656	13,153,386
Issue of new shares	-	-	-	-	-	-	-
Issue costs	-	-	-	-	-	-	-
At 30 June 2019	1,420,806,859	400,932	14,208	396,923	1,406,599	11,335,656	13,153,386
Issue of new shares	1,478,404,757-	-	147,840	-	-	1,024,960	1,172,800
Issue costs	-	-	-	-	-	(21,140)	(21,140)
At 31 December 2019	2,899,211,616	400,932	162,048	396,923	1,406,599	12,339,476	14,305,046

8.   Subsequent events after the reporting period

On 23rd December 2019, the Company received a loan conversion notices for £3,200 on the Convertible Loan Notes and zero (Nil) Loan Notes remained outstanding.

In relation to these loan notes, an application was made for the 4,571,433 Ordinary Shares to be admitted to trading on or about 6 January 2020. On Admission of these shares, the Company's enlarged issued share capital comprised 2,903,783,045 Ordinary Shares. 

9.   Copies of this interim financial information document are available from the Company at its registered office at 2nd Floor, Number 2, London Wall Buildings, London, EC2M 5PP. The interim financial information document will also be available on the Company's website www.inspirit-energy.com.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

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