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Provisional Summarised Annual Financial Results for the year ended 30 June 2018
AEP Energy Africa Limited
Incorporated in the Republic of South Africa
(Registration number 2017/024904/06)
JSE Share code: AEY
ISIN: ZAE000241741
("AEP" or "the Company")
Provisional Summarised Annual Financial Results
for the year ended 30 June 2018
Introduction
1. Basis of presentation
The provisional summarised annual financial results have been prepared on a historical cost basis in accordance with, and
in compliance with, International Financial Reporting Standards ("IFRS") and International Financial Reporting
Interpretations Committee ("IFRIC") interpretations issued and effective at the time of preparing these provisional summarised
annual financial results and the Companies Act 71 of 2008 of South Africa, as amended and the
Johannesburg Stock Exchange ("JSE") Listings Requirements.
The provisional summarised annual financial results have been prepared on the going concern basis. The accounting
policies are consistent with those applied in the annual financial statements and are in terms of IFRS.
These provisional summarised annual results comply with the requirements of the SAICA Financial Reporting Guides as
issued by the Accounting Practices Committee and the Financial Reporting Pronouncements as issued by the Financial
Reporting Standards Council and contain the disclosure requirements of IAS 34: Interim Financial Reporting.
This provisional summarised report is extracted from audited information, but is not itself audited.
The audited annual financial statements and the audit report is available for inspection at the issuer`s registered office.
The directors take full responsibility for the preparation of the provisional summarised report and the financial information
has been correctly extracted from the underlying annual financial statements.
The underlying financial statements included an unmodified audit opinion.
The provisonal summarised annual results have been prepared under the supervision of Mr KG Simons CA (SA), in his
capacity as the Chief Financial Officer.
2. Nature of business
AEP's vision is to play a significant role in advancing energy in Africa so that it becomes safe, cost effective and reliably
accessible. AEP aims to own, operate and maintain a portfolio of energy assets; power plants generating electricity for
utilities and industries; specialist fuel storage terminals; and cogeneration plants generating electricity, located close to
consumption points.
AEP's business model is to acquire energy infrastructure or service providers that are operating and cash generative or not
more than 12 months from commercial operations.Typically these assets provide clear revenue visibility and a mix of
annuity income e.g long term electricity supply and short-term contracts for the supply of fuel etc.
3. Commentary
On 25 June 2018, AEP entered into a specific and binding sale and purchase agreement (the "transaction") with First
Independent Power Kenya Limited ("FIPK") to acquire all the shares and shareholder claims against IberAfrica Power (East
Africa) Limited ("IberAfrica").
Further information in respect of the transaction was included in the announcement issued to shareholders on 26 June 2018.
The income generated has solely been from interest received on cash balances. AEP made a loss after tax for the period of
R12,326,798 (30 June 2017: R6,136,894). Basic and headline loss per share based on 5 255 680 shares, being the
weighted average of outstanding shares in issue over the period to 30 June 2018, amounts to a loss of 235 cents per share
(30 June 2017: 18 224 cents) and is a result of interest received from funds in escrow and current accounts, less
permissible and operating expenses.
The current tax for the year ended 30 June 2018 amounts to R640,280 (30 June 2017: R9,849).
4. Comparatives
Comparative provisional summarised financial information for the Company and Group for the 2017 financial year has been
presented by way of Statements of Financial Position, Statements of Profit or Loss and Other Comprehensive Income,
Statements of Changes in Equity, Statements of Cash Flows and Notes.
The prior year comparatives for the Group are the same as the comparatives for the Company. This is only shown for
comparative purposes as the subsidiary was only incorporated in the current financial year.
5. Subsequent events
There were no significant events subsequent to year-end up until the date of this report, that require adjustments to or
disclosure to the provisional summaried annual financial statements.
6. Changes to the Board
Three new non-executive directors: Mr ONW Petersen, Mr SM Moloko and Mr TP Leeuw were appointed to the AEP Board on
05 July 2017.
On 4 September 2017, Ms EL Johnson resigned as an independent non-executive director.
7. Going concern
The provisional summarised annual results for the year ended 30 June 2018, have been prepared on a going concern basis.
This basis presumes that funds will be available to finance future operations and that the realisation of assets and settlement of
liabilities, contingent obligations and commitments will occur in the ordinary course of business.
8. Dividend
There were no dividends declared for the period.
9. Details of the Board
The directors in office at the date of this report are as follows:
Executive directors
ECMB Kikonyogo (Chief Executive Officer)
N Gugushe (Chief Operations Officer)
KG Simons (Chief Financial Officer)
Non-executive directors
DW Wright* (Chairman)
SM David*
CJ Dooling (nee Cloete)*
SS Sibiya*
MM Kekana*
SM Moloko
TP Leeuw
ONW Petersen
* Independent non-executive
10. Registered office
The registered address of the company is: Second Floor
28 Fricker Road
Illovo
Sandton
2196
11. Company secretary
The company secretary of AEP is Imbokodvo Bethany Governance and Statutory Compliance Proprietary Limited who is
represented by Ms Siphiwe Ngwenya.
Business address: First Floor, Yellowwood House
Ballywoods Office Park
33 Ballyclare Drive
Bryanston
2196
12. Designated sponsor
Questco Corporate Advisory Proprietary Limited is the designated sponsor to AEP.
Business address: First Floor, Yellowwood House
Ballywoods Office Park
33 Ballyclare Drive
Bryanston
2196
Date of issue: 28 September 2018
Provisional Summarised Statements of Financial Position
as at 30 June 2018
Group Company
Figures in Rand Note(s) 2018 2017 2018 2017
Audited Audited Audited Audited
Assets
Non-Current Assets
Property, plant and equipment 10,744 16,884 10,744 16,884
Investment in subsidiary - - 12,534 -
10,744 16,884 23,278 16,884
Current Assets
Other receivables 544,909 1,093,600 544,909 1,093,600
Current tax receivable 2,978 - 2,978 -
Cash and cash equivalents 31,481,472 52,592,028 31,468,938 52,592,028
32,029,359 53,685,628 32,016,825 53,685,628
Total Assets 32,040,103 53,702,512 32,040,103 53,702,512
Equity and Liabilities
Equity
Share capital 48,741,085 48,741,085 48,741,085 48,741,085
Accumulated loss (18,463,692) (6,136,894) (18,463,692) (6,136,894)
30,277,393 42,604,191 30,277,393 42,604,191
Liabilities
Current Liabilities
Trade and other payables 1,762,710 9,765,037 1,762,710 9,765,037
Loan from related party - 1,323,435 - 1,323,435
Current tax payable - 9,849 - 9,849
1,762,710 11,098,321 1,762,710 11,098,321
Total Equity and Liabilities 32,040,103 53,702,512 32,040,103 53,702,512
Provisional Summarised Statements of Profit or Loss and Other
Comprehensive Income
Group Company
Figures in Rand Note(s) 2018 2017 2018 2017
Audited Audited Audited Audited
Foreign exchange gains 22,736 - 22,736 -
Other operating expenses (13,973,232) (6,162,221) (13,973,232) (6,162,221)
Operating loss (13,950,496) (6,162,221) (13,950,496) (6,162,221)
Interest income 2,263,978 35,176 2,263,978 35,176
Loss before taxation (11,686,518) (6,127,045) (11,686,518) (6,127,045)
Taxation (640,280) (9,849) (640,280) (9,849)
Loss for the year (12,326,798) (6,136,894) (12,326,798) (6,136,894)
Other comprehensive income - - - -
Total comprehensive loss for the year (12,326,798) (6,136,894) (12,326,798) (6,136,894)
Loss per share
Per share information
Basic loss per share (cents) 2 (235) (18 224) (235) (18,224)
Diluted loss per share (cents) 2 (235) (18 224) (235) (18,224)
There is no difference between loss per share and headline loss per share.
Provisional Summarised Statements of Changes in Equity
Share capital Accumulated Total equity
Figures in Rand loss
Group and Company
Issue of shares 52,555,000 - 52,555,000
Share issue costs (3,813,915) - (3,813,915)
Loss for the year - (6,136,894) (6,136,894)
Balance at 30 June 2017 48,741,085 (6,136,894) 42,604,191
Balance at 01 July 2017 48,741,085 (6,136,894) 42,604,191
Loss for the year - (12,326,798) (12,326,798)
Total comprehensive loss for the year - (12,326,798) (12,326,798)
Balance at 30 June 2018 48,741,085 (18,463,692) 30,277,393
Provisional Summarised Statements of Cash Flows
Group Company
Figures in Rand Note(s) 2018 2017 2018 2017
Audited Audited Audited Audited
Cash flows from operating activities
Cash (used in) / generated from operations (21,397,992) 2,510,751 (21,397,992) 2,510,751
Interest received 2,263,978 35,176 2,263,978 35,176
Tax paid (653,107) - (653,107) -
Net cash from operating activities (19,787,121) 2,545,927 (19,787,121) 2,545,927
Cash flows from investing activities
Purchase of property, plant and equipment - (18,419) - (18,419)
Investment in subsidiary - - (12,534) -
Net cash from investing activities - (18,419) (12,534) (18,419)
Cash flows from financing activities
Proceeds on share issue - 52,555,000 - 52,555,000
Repayment of related party loan (1,323,435) - (1,323,435) -
Loan advanced by related party - 1,323,435 - 1,323,435
Payment of share issue costs - (3,813,915) - (3,813,915)
Net cash from financing activities (1,323,435) 50,064,520 (1,323,435) 50,064,520
Net (decrease) / increase in cash and (21,110,556) 52,592,028 (21,123,090) 52,592,028
cash equivalents
Cash and cash equivalents at the beginning 52,592,028 - 52,592,028 -
of the year
Cash and cash equivalents at end of the
year 31,481,472 52,592,028 31,468,938 52,592,028
Notes to the Provisional Summarised Annual Financial Results
Group Company
Figures in Rand 2018 2017 2018 2017
Audited Audited Audited Audited
1. Going concern
The provisional summarised annual financial statements have been prepared on the going concern basis of accounting.
The Directors have reviewed the Company`s cashflow forecast for the period to 30 September 2019, and in light of this
review and the current financial position, coupled with the signature of the IberAfrica acquisition and progress to its
completion, they are satisfied that the Company has adequate resources to continue in operational existence for the
foreseeable future.
2. Basic loss per share
Basic loss per share is determined by dividing loss attributable to the ordinary equity holders of the Group by the weighted
average number of ordinary shares outstanding during the period.
Basic and Headline loss per share
From operations (cents per share) (235) (18 224) (235) (18 224)
Basic loss per share was based on losses after tax of R12,326,798 (30 June 2017: R6,136,894) and weighted average
number of ordinary shares of 5 255 680 at 30 June 2018 (30 June 2017: 33 676).
During the year ended 30 June 2018, there was no potential share conversions that could result in any additional shares
being issued. Therefore, the diluted loss per share and diluted headline loss per share equaled the basic loss per share.
3. Related parties
Relationships
Trodera Proprietary Limited ("Trodera")
Trodera is an investment vehicle through which the founders of AEP, indirectly hold their shares in AEP. The entity`s equal
shareholders are the directors ECMB Kikonyogo and N Gugushe.
Destiny Corporation Management Services Proprietary Limited ("DCMS")
DCMS is the appointed Management Company of AEP and therefore has significant influence. The Executive Directors of
DCMS are also the Executive Directors of AEP.
Kaemelon Proprietary Limited ("Kaemelon")
Kaemelon has a 67% shareholding in DCMS.
Thesele Group Proprietary Limited ("Thesele")
Thesele has a 49% shareholding in Kaemelon. Thesele has three Non-Executive Directors on the AEP Board.
Related party transactions
Destiny Corporation Energy Proprietary
Limited
Related party loan - (1,323,435) - (1,323,435)
- The loan bears no interest and has no fixed payment terms.
DCMS
Management fees 1,800,000 - 1,800,000 -
Recovered costs 534,131 - 534,131 -
- The recovered costs include lease rental recoveries and legal fee recoveries on overruns. The outstanding
balance on the recoveries was R 419,131 at 30 June 2018.
Trodera
Shareholder hosting fees 59,364 - 59,364 -
- These are bank charges incurred by Trodera for holding its shares in AEP in custody with Rand Merchant Bank
("RMB"), as part of the JSE Listing Requirements of a SPAC. These bank charges were on-charged to AEP
during the 2018 financial year.
Thesele
Office lease rental expense 182,733 - 182,733 -
- The Company entered into a 12 month lease rental agreement with Thesele on 1 August 2017. The lease
agreement expired on 31 July 2018 and is now on a month to month basis.
Kaemelon
Recovered costs 262,848 - 262,848 -
- The recoveries relate to a Due Diligence done on a potential viable acquisition target. These costs were fully
recovered from Kaemelon by 30 June 2018.
The related party transactions are at arm's length.
Compensation to directors and other key
management
Short-term employee benefits 5,663,256 1,970,519 5,663,256 1,970,519
Date: 28/09/2018 03:27:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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