(SNT.L) Sabien Technology Group PLC Buy/Sell

RNS Number : 1620C Sabien Technology Group PLC 09 November 2009

9 November 2009

Sabien Technology Group plc

("Sabien" or "the Company")

Adjustment to number of warrants in issue

Sabien, the manufacturer and supplier of M2G, an energy efficiency technology, announces that further to the equity placing announced on 14 October 2009, and in accordance with the adjustment mechanism included in the warrant instrument held by TVI 2 Limited ("TV2") (the "Warrants") it has issued 84,433 new Warrants to TV2. As announced on 28 October 2009, the Company has also repaid the £400,000 loan from TV2; as a result, 50 per cent. of the Warrants issued to TV2 have been cancelled and TV2 now holds 1,518,356 Warrants over Sabien ordinary shares ("Ordinary Shares") representing 4.6 per cent. of the enlarged share capital if the Warrants were exercised.

No other Warrants over Ordinary Shares are in issue.

For further information: Sabien Technology Group plc
Alan O'Brien, CEO Tel: +44 (0) 20 7993 3700
Gus Orchard, CFO www.sabien-tech.co.uk

Arbuthnot Securities Limited
Antonio Bossi Tel: +44 (0) 20 7012 2000
www.arbuthnotsecurities.co.uk

This information is provided by RNS The company news service from the London Stock Exchange

MSCUUGUUGUPBGBQ

RNS Number : 4676B
  Sabien Technology Group PLC
  28 October 2009
   

28 October 2009

Sabien Technology Group Plc

("Sabien') 

Preliminary results for the 12 months ended 30 June 2009

Sabien (AIM: SNT) announces its preliminary results for the year ended 30 June 2009.

Sabien is focused on the manufacture and sale of M2G and M3G energy saving devices which are proven to reduce energy consumption on commercial boilers and air conditioning units by up to 35%.

Key Points:

During the year:

*     Continuing implementation of Project 10

*     £188k order from Aviva

*     Orders from public sector including Department of Communities and Local Government, Keele University, South Derby District Council, Bradford City Council, Environment Agency and National Archives

*     Orders from private sector including Aviva, Virgin Media, Marriott Hotels and Vodafone

*     Received UL approval for M2G for sale in the USA 

*     £100k order from US distributor

Highlights since the year end:

*     Received first order from British Telecom for £118k

*     Orders received from Marriott Hotels, Lubrizol, Keele University, RAF, Vodafone, Aston University and NHS

*     Alliance Agreements for the distribution of M2G entered into with Jones Lang LaSalle, Serco, Balfour Beatty, British Gas

*     Current prospective pipeline stands at 3,000 units

*     £1.475 million raised through equity placing and all external debt repaid

For further information:

 Sabien Technology Group plc                                020 7993 3700
 Alan O'Brien - Chief Executive Officer
 Gus Orchard - Finance Director

 Arbuthnot Securities (NOMAD)                               020 7012 2000
 Antonio Bossi

CHAIRMAN'S STATEMENT

I am pleased to report on the results for Sabien Technology Group Plc ("Sabien", "the Company" or "the Group") for the year ended 30 June 2009.

Market development

Sabien was set up in 2004 to commercialise M2G, an energy saving technology which reduces gas consumption in commercial boilers. In March 2009, Sabien obtained Underwriters Laboratories (UL) approval to sell M2G in the USA.

The opportunities for Sabien continue to be positive with increasing legislation, in particular the Carbon Reduction Commitment in the UK which becomes effective on 1 April 2010, volatile energy prices and commitments to reduce carbon emissions, all driving interest and demand for our products from public and private sector organisations.

Progress to date

Since the Company floated in 2006, it has worked hard to become a leader in the area of boiler energy efficiency. Pilot projects have been undertaken with a number of large organisations in order to show them the carbon and monetary efficiencies that can be obtained by using M2G. As I noted in my report last year, the results of the initial M2G pilot projects had resulted in an order from Aviva for £188k and the creation of a strong sales pipeline. Further pilot projects were carried out during the year and have again generated great interest. While it has taken longer than initially foreseen to turn this interest into orders, the Company believes that this interest will succeed in generating substantial future revenues.

Since the year end, orders have been received from two of the UK's leading telecommunication service providers for £168k and there has been a continued flow of business from new and existing customers.

Our list of blue-chip clients, both public and private sector, continues to grow despite the economic conditions prevalent during the course of the past year. During the year, M2G units were installed at Aviva, Virgin Media, the Department of Communities and Local Government, Derby and Keele Universities. We have also seen a large upturn in interest from Facilities Management companies whose customers require energy savings to be made and, as announced in August and September this year, we have entered into agreements and started a number of projects with organisations such as Serco, British Gas, Jones Lang LaSalle and Balfour Beatty.

Financial Results

Turnover in the year was £675k compared with £681k for the same period last year. The comparable turnover for the year to 30 June 2008 included £395k of sales to the Royal Bank of Scotland; as expected, sales in the year to 30 June 2009 to this client were minimal. The loss after taxation was £825k compared with £612k (as restated) in the same period in 2008.

At 30 June 2009, cash and cash deposits amounted to £525k (2008: £1.3m). Management of cash is important for the group and expenditure is strictly controlled.

Since the year end, in August 2009 the Company has successfully refinanced its short term debt to General Capital Venture Finance Ltd with a two year term loan from funds advised by Thames Valley Capital Ltd ("TVC"). As part of this transaction, the Company has granted warrants to this company amounting to 10% of the enlarged share capital of the Company. This is explained in greater detail in the Notes to the Financial Statements.

Additionally in October 2009, in order to strengthen the balance sheet and provide additional working capital, the Group carried out a placing of shares which raised £1.475 million gross. £400,000 of this placing has been used to repay TVC's loan and this in turn has reduced the number of warrants granted by almost 50%.

Strategy 

Sabien's strategy is to become the supplier of choice for private and public sector organisations that are faced with delivering on their energy and carbon strategies. The Company is continuing with this objective of delivering its commercially viable energy-efficiency technology both in the UK and overseas to a wider base of blue-chip clients.

The Company continues to invest in its brand which is providing a foundation for it to become recognised as a provider of leading energy-efficiency technology for multi-site organisations in both the public and private sectors. It has been approved for the London Green 500 initiative and has recently received ETV (Environment Technology Verification) status.

Board, Management and People

To ensure the Company has the right team in place, experienced sales and operations personnel have been recruited to ensure the on-going high levels of service we provide our customers. These positions are fully integrated into the business and the Company has the right structure and vision to ensure continued growth.

The Board remains confident that Sabien will experience strong growth by meeting the demands that both public and private organisations are now facing to reduce carbon emissions.

Dr Clive Morton OBE

Chairman

28 October 2009

Chief Executive Officer's Report 

Introduction

I am pleased to present the Group's final results for the year ended 30 June 2009 during which, despite the tough economic conditions, the Group has continued to make steady progress in developing its reputation as a proven technology provider while also developing its direct and indirect sales capabilities. The Group continues to invest in its direct sales model and is expecting strong interest from companies forced to act in anticipation of the Government's challenging new Carbon Reduction Commitment legislation which comes into force in April 2010.

Overview 

The Group has felt the effects of the economic downturn; however, we have adjusted our sales strategy to counteract these effects as much as possible. We recognised that in the current climate some of our major clients have been bought or sold or have used the downturn as an opportunity to re-organise their resources by downsizing which has resulted in job losses amongst decision makers and key influencers in these companies. This has had a knock on effect in terms of sales lead times for Sabien. However all clients in our pipeline have expressed their commitment to deploying M2G.  

The Carbon Reduction Commitment ("CRC") is a mandatory cap and trade scheme starting in April 2010 requiring companies to purchase allowances from the government for their CO² emissions. All companies with half-hourly meters ("HHMs") whose electricity consumption during 2008 exceeded 6,000 MWh (a cost of around £500,000) will have to participate. A league table will be published each year showing the performance of each participant and the revenue raised from the sale of allowances will be "recycled" back to those with the best results. We expect the financial and economic drivers of the CRC to increase interest and deployment of our technology.

During the year, the business has received a number of significant orders from its direct sales channel while at the same time developing its indirect channels by entering into alliance agreements for the supply of M2G with Serco, British Gas, Balfour Beatty and Jones Lang LaSalle. Already we are beginning to receive customer enquiries and sales from these alliances. Our sales strategy will continue to focus on aligning ourselves with established service suppliers who have a ready made market in the demand for proven energy efficient technology.  

In order to protect and drive shareholder value, we will continue our focus on delivering sales of M2G via our various sales channels here in the UK and in the US while managing our running costs and extracting maximum benefit from our cash utilisation. At the year end, the Group had £0.5 million in the bank and, as mentioned in the Chairman's statement, has raised a further £1.475m since then. With a cash utilisation of around £100k per month, the Group is confident that it has sufficient resources to attain profitability in the short to medium term.

Project 10

Over the past 2 years, we have set in place our well publicised Project 10 initiative to help shorten the decision making process of our potential customers while overcoming buyer technology adoption issues. The project, which is paid for in full by our clients, has also been successful in terms of helping them identify where they could make substantial energy savings with quick payback. As part of this initiative, we agreed to install M2Gs at up to 3 sites in each of 10 large prospective customers and to monitor the results obtained from the M2Gs over the heating season for periods of up to 3 months. At the end of the pilot period, a report is produced for each customer in which are presented the results of the pilot and the likely levels of savings in energy and CO2 emission savings that could be achieved if M2G was deployed over the client's estate of buildings.

As noted last year, Aviva placed an initial order with Sabien for M2G worth £188k. As part of the ongoing relationship with Aviva, we were asked during the year to provide a methodology for validating the savings achieved over the entire estate. We completed this exercise successfully and the results indicated that Aviva has been achieving overall savings of 12% with a payback of 56 weeks since the roll-out of the M2G product.

Other organisations have likewise been able to verify independently the level of savings achieved by M2G.  The first phase roll out of the British Telecom order comes as a direct result of a Project 10 pilot which delivered savings in energy consumption and CO2 emissions of up to 36%.  Sabien's measurement and monitoring package for calculating and verifying savings was independently observed and verified by AEA Technology, a leading energy and climate change consultancy which was retained by BT.

Owing to the economic downturn and introduction of legislation we have noticed delays in the placing of orders from participants in the Project 10 programme.  This has been brought about by spending moratoriums, introduction of CRC and further amendments, job losses and integration programmes; however, we are confident that substantial revenues will arise from the programme as we are in constant contact with all our prospective customers.

We will yet again be running the Project 10 pilot exercise this coming winter heating season and are already fully subscribed with a number of well-known UK multi-site organisations. 

Operational progress

We continue to develop and strengthen our technical expertise in the energy efficiency market and to help our customers reduce energy and carbon emissions. 

During the year we received both confirmation of the grant of a European patent in respect of M2G (under number 1607820) and Underwriters Laboratories ("UL") certification to enable distribution of the M2G product in the US. As noted above, we have already received an order for £100k from our US distributor, Greffen Systems.  Greffen's model has been to carry out pilot installations for a varied clientele ranging from banks to public sector entities.  The US has not been immune from the economic downturn and Greffen has experienced delays in the placing of orders. However, they are confident of receiving orders in the months ahead.

Since the year end, we have also achieved Environmental Technology Verification ("ETV"). ETV is a European Union initiative which provides technology users with reliable information about environmental performance so as to accelerate market acceptance of innovative technologies and is based on similar initiatives in the US and Canada.

To meet the increasing demand for our technology, we have contracted ROMEC, one of the UK's leading Facilities Management providers, to be our installation partner. Combined with Sabien's project management capabilities, the partnership enables us to deploy M2G anywhere in the UK regardless of the number of clients or the size of their estates.

Team Development

I would like to thank my fellow directors and all the Company employees whose efforts have contributed to the progress of the company over the last twelve months.  Their efforts and personal sacrifices have not gone unnoticed.

Outlook

This last year has been challenging for the company but I believe we are better positioned than ever.  We continue to win substantial contracts and, despite the difficulties mentioned above, our prospective pipeline for the installation of M2G's has grown from a low base this time last year to approximately 3,000 devices currently.  This pipeline, together with the growth in our alliance network which contains some of the leading service suppliers in the UK is a strong endorsement of our technology and of our people.  The introduction of the CRC legislation and the continued focus on managing utility spend will continue to create a great level of interest in our products and our internal forecasts indicate that 2009/10 may well be our breakthrough year.

Alan O'Brien

Chief Executive Officer

28 October 2009
      Consolidated Income Statement

For the year ended 30 June 2009

                                              2009                2008
                                 Notes    £'000    £'000    £'000        £'000
                                                                   as restated
 Revenue                                             675                   681
 Cost of sales                                     (102)                 (164)
 Gross profit                                        573                   517

 Other income                      5                  26                   102
 Distribution costs                                (201)                 (211)
 Administrative expenses (as                              (1,233)
 previously reported)                   (1,178)
 Prior year adjustment             3          -               147
 Administrative expenses (as                     (1,178)               (1,086)
 restated)
 Finance costs (as previously              (45)             (155)
 reported)
 Prior year adjustment             3          -               221
 Finance costs (as restated)       6                (45)                    66

 Loss before tax                   4               (825)                 (612)

 Corporation tax                   7                   -                     -
 Loss for the year attributable                    (825)                 (612)
 to equity holders of the
 parent company

 Loss per share in pence -         8               (3.1)                 (2.3)
 basic and diluted

Consolidated and Company Balance Sheet

As at 30 June 2009

                                               Group                Company
                                           2009         2008     2009         2008
                                 Notes    £'000        £'000    £'000        £'000
                                                 as restated           as restated
 ASSETS
 Non-current assets
 Property, plant and equipment               34           47        -            -
 Intangible assets                          864        1,175        -            -
 Investment in subsidiaries                   -            -      544        1,024
 Total non-current assets                   898        1,222      544        1,024

 Current assets
 Inventories                                137          121        -            -
 Trade receivables                          118          151        -            -
 Other current assets                        44           58      133          256
 Cash and cash equivalents                  525        1,274      510        1,264
 Total current assets                       824        1,604      643        1,520

 LIABILITIES
 Current liabilities
 Trade and other payables                    35           24        2            -
 Short term provisions                      574          135      513           24
 Total current liabilities                  609          159      515           24

 Non-current liabilities
 Long-term borrowings                         -          451        -          451
 Long-term provisions                       222          527      222          527
 Total non-current liabilities              222          978      222          978

 Net Assets                                 891        1,689      450        1,542

 EQUITY 
 Equity attributable to equity
 holders of the parent
 Share capital                            1,329        1,329    1,329        1,329
 Other reserves                           1,649        1,622    2,420        2,392
 Retained (losses)/earnings             (2,087)      (1,262)  (3,299)      (2,179)
 Total equity                               891        1,689      450        1,542

Consolidated and Company Cash Flow Statement

For the year ended 30 June 2009

                                            Group               Company
                                       2009         2008     2009         2008
                                             as restated           as restated
                                      £'000        £'000    £'000        £'000
 Cash flows from operating
 activities
 Loss before taxation                 (825)        (612)  (1,120)        (759)
 Adjustments for:
 Depreciation and amortisation           40            1        -            -
 Impairment provision                   288        1,350    1,280        2,261
 Reduction in long term provisions    (287)      (1,350)    (287)      (1,350)
 Finance income                        (26)        (102)     (57)        (162)
 Finance expense                         45         (66)       45         (66)
 Transfers to equity reserves            27           21       28           22
 Decrease/(Increase) in trade and        47         (73)      123          (2)
 other receivables
 Decrease in inventories               (16)         (50)        -            -
 Increase/(Decrease) in trade and       450         (63)      491         (23)
 other payables

 Cash generated from operations       (257)        (944)      503         (79)
 Corporation taxes recovered/(paid)       -           13        -            -
 Net cash (outflow)/inflow from       (257)        (931)      503         (79)
 operating activities

 Cash flows from investing
 activities
 Investment in subsidiary company         -            -    (800)        (900)
 Purchase of property, plant and        (4)         (15)        -            -
 equipment
 Finance income                          26          102       57          162
 Net cash generated by/(used in)         22           87    (743)        (738)
 investing activities

 Cash flows from financing
 activities
 (Repayment of)/proceeds from long    (514)         (30)    (514)         (30)
 term borrowings
 Net cash from financing activities   (514)         (30)    (514)         (30)

 Net increase/(decrease) in cash and  (749)        (874)    (754)        (847)
 cash equivalents
 Cash and cash equivalents at the     1,274        2,148    1,264        2,111
 beginning of the year
 Cash and cash equivalents at the       525        1,274      510        1,264
 end of the year

Notes to the Financial Statements

1.  Basis of Preparation 

The results for the year are preliminary and unaudited.

While the financial information included in this interim announcement has been computed in accordance with International Financial Reporting Standards (IFRS), this announcement does not itself contain sufficient information to comply with IFRS.  The full financial statements of the company will be prepared in accordance with IFRS, International Accounting Standards and their interpretations issued or adopted by the International Accounting Standards Board as adopted for use in the European Union. No adjustments have been required to restate opening balances from UK GAAP to IFRS.

The financial statements have been prepared on the historical cost basis. The consolidated financial statements are presented in £'000 unless otherwise stated. 

The Company has raised £1.475m via a placing to the market after the year end. The directors therefore feel that the Group is a going concern and have accordingly prepared these financial statements on a going concern basis.

The preliminary announcement was approved by the Board of Directors on 28 October 2009.

2.  Basis of Consolidation

The consolidated balance sheet and income statement includes the financial statements of the Company and its subsidiaries at 30 June 2009. The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries) made up to 30 June each year. Control is achieved where the Company has the power to govern the financial and operating policies of an investee entity so as to obtain benefits from its activities.

Business combinations involving entities under common control fall outside the scope of IFRS and are consolidated using merger accounting under which the group incorporates the assets and liabilities of the entities at the amounts recorded in the books of the entities. No goodwill arises on consolidation and any difference arising from the use of merger accounting is included in equity as a merger reserve.

The consolidated financial information incorporates the combined companies' results as if the companies had always been combined.  

In respect of other business combinations fair values are attributed to the net assets acquired. Goodwill, which represents the difference between the purchase consideration and the fair value of the net assets acquired, is capitalised and subject to an impairment review at least annually or more frequently if events or changes in circumstances indicate that the goodwill may be impaired.

3.  Prior year adjustment

 The prior year adjustment has arisen as a result of a recalculation of
 amortisation and interest charges which should have been processed in the
 year to 30 June 2008 as a result of the impairment review carried out at
 that date.

 Group                             Year ended 30 June    Year ended 30 June
                                                 2009                  2008
                                                £'000                 £'000
 Correction of error in                             -                   147
 calculation of amortisation of
 Intellectual Property
 Correction of error in                             -                   221
 calculation of interest in
 respect of deferred
 consideration
 Increase in retained earnings                      -                   368

 Company
 Correction of error in                             -                   221
 calculation of interest in
 respect of deferred
 consideration
 Increase in retained earnings                      -                   221

4.  Loss before tax

The loss before tax is stated after charging/(crediting):
                                 Year ended 30 June 2009  Year ended 30 June 2008
                                                                      as restated
                                                   £'000                    £'000
 Depreciation of owned tangible                       17                       15
 fixed assets
 Amortisation of intangible                           23                     (14)
 assets
 Operating lease rentals - land                       31                       28
 and buildings

5.  Finance income
                      Year ended 30 June 2009  Year ended 30 June 2008
                                        £'000                    £'000
 Interest receivable                       26                      102

6.  Finance expense

                                 Year ended 30 June 2009  Year ended 30 June 2008
                                                   £'000                    £'000
                                                                      As restated
 Interest payable (as                                 45                      155
 previously reported)
 Prior year adjustment (note 3)                        -                    (221)
 Interest payable                                     45                     (66)

7.  Corporation tax

                                   Year ended 30 June    Year ended 30 June
                                                 2009                  2008
                                                £'000                 £'000
                                                                as restated
 Current tax                                        -                     -
 Deferred tax                                       -                     -
 Total tax recovery for the                         -                     -
 year

 The tax recovery for the year can be reconciled to the loss per the income
 statement as follows:

 Loss before tax                                (825)                 (612)
 Tax on loss on ordinary                        (173)                 (122)
 activities at standard UK
 corporation tax rate of 21%
 (2008: 20%)
 Expenses not deductible for                        3                    11
 tax purposes
 Capital allowances in excess                       1                     -
 of depreciation
 Other short term timing                          152                    84
 differences
 Unrelieved tax losses                             17                    27
 Current tax recovery                               -                     -

No provision has been made to recognise a deferred tax asset as future profitability is uncertain.

8.  Loss per share

The calculation of loss per share is based on the loss for the year attributable to equity holders of £825k (2008: £612k as restated) and a weighted average number of shares in issue during the period of 26,570,511 (2008: 26,570,511). At the year end options over 1,333,622 shares were in issue. These options have not been taken into account in calculating loss per share as they are anti-dilutive.

The financial information above for the years ended 30 June 2008 and 2009, in respect of which the accounting policies are consistent, does not constitute the statutory financial statements for those years. It is anticipated that the annual report and accounts for the year ended 30 June 2009 together with a notice of Annual General Meeting to be held at The Reform Club, 104 Pall Mall, London SW1Y 5EW  at 11.00 a.m. on 25 November 2009 will be posted to shareholders on or around 2 November 2009. Copies will be available from the Company Secretary, Sabien Technology Group Plc, 34 Clarendon Road, Watford, Herts WD17 1JJ and on the Company's website, www.sabien-tech.co.uk. 

This information is provided by RNS
The company news service from the London Stock Exchange
 
  END 
 
FR DGMZGVNRGLZM

LONDON, Oct 14 (Reuters) - Sabien Technology Group Plc:

RNS Number : 7162A Sabien Technology Group PLC 14 October 2009

14 October 2009

Sabien Technology Group plc

("Sabien" or "the Company")

GBP1.475 million Placing