TIDMGELN
RNS Number : 8971E
Gelion PLC
16 March 2022
16 March 2022
Gelion plc
("Gelion" or the "Company")
Interim Results for the six months ended 31 December 2021
Company to embrace commercial opportunities after transformative
period
Gelion plc (AIM: GELN), the Anglo-Australian energy storage
innovator, is pleased to announce its unaudited interim results for
the half-year ended 31 December 2021.
Financial and operational highlights
-- Successful IPO and admitted to the London Stock Exchange's
AIM on 30 November 2021, accompanied by an oversubscribed placing
to new and existing shareholders raising GBP16m.
-- Qualified for the LSE Green Economy Mark on admission.
-- Completed a successful pre-IPO funding round of GBP6m in
September 2021 with existing and new
investors including from UK, Australia and Singapore.
-- Additional funds have enabled the acceleration of investment
into strategic recruitment, building production capacity with our
manufacturing partners and formation of partnerships in pursuit of
the Company's commercialisation strategies.
-- The Company is well capitalised with cash on the balance
sheet of GBP20.6 million as at 31 December 2021.
Post period highlights
-- Signed a contract with Acciona Energía to test and supply
Gelion batteries for potential commercial deployment.
-- Strengthened the Board and senior management with the
appointment of interim Chief Executive Officer Hannah McCaughey and
Chief Operating Officer Simon Mouat in March 2022.
Dr Steve Mahon, Non-Executive Chairman, commented:
"The past six months have been transformative for Gelion. Our
fundraising and listing on the London Stock Exchange's AIM market
have provided the funds and platform to: accelerate the
commercialisation of the Company's innovative energy storage
technology; further develop our strategic partnerships to build and
distribute our Endure batteries; establish a lithium-additive
mobile energy division; and support investment into strategic hires
in production, sales and research capacity.
"With regard to the leadership of Gelion, on behalf of the
Board, I would like to thank our outgoing CEO Andrew Grimes who did
a great job over the past few years and in taking the company
public.
"We are delighted to have welcomed Hannah McCaughey as our
interim CEO and Simon Mouat as our Chief Operating Officer, who
will support the next phase of transformation of Gelion to a
commercial-led, global company for the renewable energy storage
sector.
"Geopolitical tensions dictate that security of energy supply is
every bit as important as decarbonisation. Gelion is now
well-placed to capitalise on opportunities in this rapidly growing
arena of energy transition."
For further information please visit www.gelion.com or
contact:
Gelion plc via Alma PR
Hannah McCaughey, Chief Executive Officer
Thomas Maschmeyer, Founder and Principal
Technology Advisor
Marcus Strom, Corporate Communications
finnCap Ltd (Nominated Adviser and Sole Broker)
Christopher Raggett (Corporate Finance)
Seamus Fricker (Corporate Finance)
Fergus Sullivan (Corporate Finance)
Barney Hayward (ECM) +44 207 220 0500
Alma PR (Financial PR Adviser) +44 20 3405 0205
Justine James gelion@almapr.co.uk
Josh Royston
Hannah Campbell
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS DEFINED IN
ARTICLE 7 OF THE MARKET ABUSE REGULATION EU NO. 596/2014, AS
RETAINED AND APPLICABLE IN THE UK PURSUANT TO S3 OF THE EUROPEAN
UNION (WITHDRAWAL) ACT 2018 (AS AMED). UPON THE PUBLICATION OF THIS
ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN
THE PUBLIC DOMAIN.
About Gelion
Gelion (LON: GELN) is listed on the London Stock Exchange AIM
market. It was founded as a spin-out from the University of Sydney
in 2015 by Professor Thomas Maschmeyer, a world leading chemist who
was awarded the Australian Prime Minister's Prize for Innovation
2020.
Gelion is a global renewable-energy storage innovator. By
designing leading-edge battery technology for stationary and mobile
energy, the Company supports the transition to a sustainable
economy while delivering value for customers and investors.
-- The Gelion Endure battery uses low-cost, abundant raw
materials and is based on a chemistry that is highly resistant to
fire.
-- The batteries are scalable, using lead-acid battery
manufacturing technology, and the Company expects to develop
megawatt-hour capacity for large-scale infrastructure, including
for solar and wind farms.
-- With applications in agriculture, mining, water management
and irrigation the battery is highly adaptable for off-grid
use.
In addition to investing in the growth of its zinc-bromide
technology, the Company will use funding to develop its mobile
energy division to enhance existing lithium-ion and lithium-sulfur
battery technologies used in electric vehicles (EVs) and the
emerging market in electric aviation.
For the mobile market, Gelion's technology pipeline
includes:
-- Highly tuneable, low-cost silicon nanoparticle additives for
next-generation advanced lithium-ion batteries, which are safer and
have higher energy density.
-- A low-cost additive, which increases the lifetime of
lithium-sulfur batteries by more than four times, delivering up to
three times higher energy by weight than conventional lithium-ion
batteries.
Using additive technology developed by its R&D team, which
cooperates closely with scientists at the School of Chemistry and
the University of Sydney Nano Institute, Gelion will develop and
license additives for advanced lithium-silicon and lithium-sulfur
technologies for ultra-high-density batteries to extend the
cycle-life and safety of mobile energy storage.
Gelion qualified for the LSE Green Economy Mark which recognises
London-listed companies and funds that derive more than 50% of
their revenues from products and services that are contributing the
environmental objectives such as climate change mitigation and
adaptation, waste and pollution reduction, and the circular
economy.
Interim Results for the six months to 31 December 2021
Chairman's Report
Gelion has successfully transformed from a private company to
listing on the internationally recognised AIM market of the London
Stock Exchange.
The funds raised through our IPO and the enhanced public profile
of the Company as a PLC will support the acceleration of our plans
to become a significant provider of safe, robust and scalable
renewable energy storage solutions to the world market.
The global climate crisis will need bold policy alongside
technical and commercial solutions, to ensure we maintain our
planet as a prosperous, healthy and viable place to live. Gelion is
committed to playing our part in positively impacting global
decarbonisation.
The Company is focused on commercial solutions for the
successful transition to a sustainable economy through the storage
of renewable energy. The design and delivery of innovative battery
technologies will play a pivotal role in enabling that transition
while providing value for both our customers and investors.
In the six months to 31 December 2021, Gelion established a
performance additives division aimed at providing significant
improvements for lithium-ion batteries for the mobile energy
storage sector; made senior hires to support our strategic goals;
established and executed commercial partnerships; prepared our main
commercial offering, the Gelion Endure battery, for field
deployment; and importantly raised GBP22 million through our
pre-IPO and IPO process.
The listing on the London Stock Exchange's AIM provides a
platform to enable us to accelerate our battery technology to
market as well as provide further access to the dynamic capital and
liquidity available via AIM to meet the anticipated demand for
renewable energy storage over the coming years. The global energy
storage market is poised to grow over the next decade, with
BloombergNEF recently forecasting investment worth $US262 billion
by the end of 2030.
This presents a great opportunity for us to leverage the
supportive investment community on AIM, to take our battery
technology to Asia, Europe and North America.
Our strategy
Company growth will be built around two central strategies:
-- Manufacturing partnerships in key markets to make and
distribute our patented non-flow, zinc-bromide Endure battery;
and
-- Licensing agreements that access our patented advanced
lithium-silicon and lithium-sulfur performance additives to enhance
lithium-ion mobile energy storage.
Gelion has made significant headway in executing this twin-track
strategy to grow the Company, through the completion and
advancement of a range of commercial agreements; further
development of our technology; efficient utilisation of funds
raised; adherence to our high standard of corporate governance; and
implementation of sustainability policies.
Our senior management and staff have achieved impressive results
while negotiating the various impacts from the COVID-19
pandemic.
In the six months to 31 December 2021, we have achieved the
following:
Commercial developments
Stationary energy (Endure batteries)
-- Executed our partnership with Battery Energy Power Solutions
(Australia), which will manufacture and distribute the Endure
battery in Australian markets.
-- Initiated construction of our pilot manufacturing line for
the Endure zinc-bromide battery at the Battery Energy factory in
Sydney.
-- Announced a 100MWh off-take agreement with Mayur Renewables,
a division of Mayur Resources, to provide batteries for renewable
energy projects in Papua New Guinea.
-- Finalised details for our test-and-supply contract with
Acciona Energía, the contract was signed in February 2022. Acciona
Energia are one of Europe's largest renewable energy companies
providing solar PV farms and wind farms globally. Acciona will
expand its provision of large-scale batteries globally. Gelion was
selected after Acciona conducted a world-wide search for
break-through stationary energy storage solutions.
-- Signed a total 400MWh in signed off-take agreements to
provide future customers with Endure zinc-bromide battery
systems.
Mobile energy (Li-ion performance additives)
-- Gelion has established a new Performance Additives division
to commercialise two high performance additives for lithium-based
batteries for electric vehicles and electric aviation.
-- The performance additives are focussed on improving the
energy density, safety, and cycle-life of lithium-ion and lithium
sulphur batteries.
Technology development
Stationary energy (Endure batteries)
-- Established design parameters for the Endure 4.1e battery.
This iteration of the Endure battery will be rigorously tested in
lab and field ahead of our first commercial product, Endure Gen
5.
-- Successful global search for a new role of Engineering
Director was finalised in January 2022. This position will oversee
the deployment and integration of the Company's energy storage
systems with customers and commercial partners.
Mobile energy (Li-ion performance additives)
-- Technical team built for lithium-silicon and lithium-sulfur battery additive development.
-- Multi-layer full pouch cell demonstration using silicon anode with capacity of 440 mAh/g.
-- Lithium-silicon binder and electrolyte optimisation improved LiSi cycle-life sevenfold.
Financial
-- Ahead of the IPO on 30 November 2021, the Company raised GBP6
million from investors, with an additional GBP16 million of new
capital raised directly as part of Gelion's admission to AIM.
-- The Company's entire issued share capital was admitted to
trading on AIM on 30 November 2021 at a price of 145 pence each and
market capitalisation of GBP154.4 million.
-- The Company is well capitalised with cash on the balance
sheet of GBP20.6 million as at 31 December 2021.
The Board
Upon admission to AIM, a new Board took over governance of the
Company. Dr Steve Mahon became Non-Executive Chairman of the
company, with Professor Thomas Maschmeyer, who had been Executive
Chairman of Gelion as a private company moving to Non-Executive
Director and Principal Technology Advisor.
Board of Directors:
-- Dr Steve Mahon, Non-Executive Chairman
-- Andrew Grimes, Chief Executive Officer (departed 4 March 2022)
-- Amit Gupta, Chief Financial Officer
-- Professor Thomas Maschmeyer, Non-Executive Director and Principal Technology Advisor
-- Michael Davie, Non-Executive Director
-- Joycelyn Morton, Non-Executive Director
The Board considers Michael Davie and Joycelyn Morton to be
independent directors.
Subsequently, Hannah McCaughey was appointed to the Board in
March 2022 as CEO, replacing Andrew Grimes.
The Board has established three committees:
-- Audit and Risk Committee: Joycelyn Morton (Chair), Dr Steve Mahon and Michael Davie
-- Remuneration Committee: Michael Davie (Chair), Joycelyn Morton and Dr Steve Mahon
-- ESG Committee: Dr Steve Mahon (chair), Hannah McCaughey and Michael Davie
COVID-19 impact
The Company has operated in accordance with public health
directives throughout the COVID-19 pandemic. Thanks to the
dedication of Gelion staff and successful flexible work
arrangements, the Company has maintained good progress on
workflow.
However, like other businesses worldwide, the Company has been
forced to adjust commercial, production, research, personnel and
financial activities and timetables in order to manage impacts from
the global COVID-19 pandemic. These impacts, while manageable, are
ongoing, and have included:
-- Disruption to laboratory and research work timetables given
lockdowns and the intermittent halting of international travel
-- Shipping and procurement delays
-- Delays to (and in one case cancellation of) in-field product testing
-- Delays to international recruitment of technical and scientific staff.
Sustainability
Upon admission to the London Stock Exchange's AIM market, Gelion
received the London Stock Exchange Green Economy Mark. This is
bestowed upon listed companies that generate 50% or more of their
total annual revenues from products and services to the global
green economy. 100% of Gelion's products and services meet these
criteria.
The Gelion Board has established the Environment, Sustainability
and Governance committee to oversee the implementation of our
environmental policy. The Company and its operations are closely
aligned with six United Nations Sustainable Development Goals: Goal
6 (Clean Water & Sanitation); Goal 7 (Affordable & Clean
Energy); Goal 9 (Industry, Innovation & Infrastructure); Goal
11 (Sustainable Cities & Communities); Goal 12 (Responsible
Consumption & Production); and Goal 13 (Climate Action).
Independent market intelligence and analytics consultants,
Boundless Impact Research & Analytics, assessed Gelion for our
climate impact. The report was published in July 2021.
Boundless awarded Gelion 9.7 points out of a maximum possible 10
points for our Climate Impact Score. This score measures
environmental key performance indicators across seven benchmarks:
cost, carbon payback, water footprint, greenhouse gas emission,
volatile organic compound emissions, energy footprint and carbon
return on investment.
The Climate Impact Report noted that Gelion's battery technology
"uses materials that are abundant, inexpensive, recyclable and
abuse tolerant, resulting in environmental and commercial
advantages over lead-acid and lithium-ion batteries".
Post-reporting period update
-- In March 2022, the Board appointed Hannah McCaughey as CEO
for an interim nine-month period and Simon Mouat as Chief Operating
Officer.
-- In January 2022, Gelion signed a test-and-supply contract
with Acciona Energía, one of Europe's largest sustainable energy
companies, to integrate its Endure battery technology into one of
Acciona Energía's solar photovoltaic plants in northern Spain for a
six- to 12-month period starting second half 2022.
-- If this trial integration is successful, the Endure battery
is expected to form part of Acciona Energía's supplier portfolio as
a renewable energy storage provider.
-- In January 2022, we appointed an Engineering Director and Corporate Communications Manager.
Outlook
Gelion remains on track to deliver results in line with our
ambitious goals as set out in our Admission Document.
Demand for alternative stationary energy storage solutions is
increasing faster than expected, due to increased supply-chain
pinch points affecting the dominant technology in the energy
storage market, lithium-ion batteries.
In the 12 months to February 2022, the price for lithium
carbonate, the base raw material for lithium-ion batteries,
skyrocketed 476%, with a run-on impact into battery prices and
supply-chain bottlenecks. This price squeeze is being further
exacerbated by the increase cost of nickel, which is a being used
as a replacement material in lithium batteries for the conflict
mineral cobalt.
At the same time, uncertainty around the future of the lead-acid
battery market continues. The Gelion Endure stationary energy
storage platform offers a bridge for lead-acid battery
manufacturers to retool production lines with low CapEx to produce
our zinc-bromide batteries. This offers established battery
companies a way to move from a sunset industry to embrace the
future of renewables.
Rising energy costs, in Europe in particular, are also forcing
the pace on the energy transition from fossil fuels to renewables.
The wholesale electricity price in Germany more than tripled last
year to an average EUR97/MWh compared with 2020, according to the
Institute of Energy Economics at the University of Cologne.
Heightened geopolitical tensions have led to a general impact on
material supplies and prices. This, plus ongoing precipitous
increases in global oil and gas prices serve to highlight the need
to reduce our reliance on fossil fuels and further invest in energy
storage technologies.
This means an expanded opportunity for Gelion to provide energy
solutions as demand increases for renewable energy storage, which
lithium-ion will not be able to meet on its own.
As lithium prices soar, resources are being prioritised for
electric vehicles and mobile electronic consumables, creating
increased pressure on prices and supply for stationary energy
storage.
Technology companies looking to invest in renewables are
increasingly eager to diversify the raw material base for renewable
energy storage systems. Given the significant cost and safety
upside for zinc-bromide technology, Gelion is well placed to take
advantage of these favourable market dynamics and increase our
agreements to supply energy beyond 500MWh into gigawatt-hour
scales.
Given the success of our fundraising through the IPO process and
the continued support of significant investors, our cash position
remains strong.
This cash position will allow us to invest in commercial
partnerships, capital expenditure, research & development and
strategic staff hires to execute our plans to become a significant
global supplier of stationary renewable energy storage and invest
in the R&D acceleration needed for our mobile energy division.
With EVs expected to hit half of all new car sales by 2030 (up from
8% last year), demand in this sector for high-performance advanced
lithium is expected to grow strongly.
With astute and timely execution of our ambitious commercial and
technology goals, we are confident we can meet the significant
opportunities afforded by the growth expected in both stationary
and mobile energy storage in the coming decade.
The real world is producing challenges for energy pricing,
lead-acid battery manufacturers and the lithium markets. Gelion is
positioned to help provide solutions to these real-world
problems.
Dr Steve Mahon
Chairman
16 March 2022
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Unaudited for the six months ended 31 December 2021
Six-months Six-months
Notes ended 31 ended 31
December December
2021 2020
Unaudited Unaudited
GBP'000 GBP'000
Revenue from contracts with customers 3 - 353
----------- -----------
Gross profit - 353
----------- -----------
Other income 3 - 65
Administrative expenses (1,304) (565)
Research and development expenditure 4 (1,127) (1,079)
----------- -----------
Operating Loss before non-recurring
items (2,431) (1,226)
Non-recurring items 5 (4,481) -
----------- -----------
Operating Loss (6,912) (1,226)
Finance costs (45) (4)
Finance income - 8
Loss on ordinary activities before
taxation (6,957) (1,222)
Tax on loss on ordinary activities - -
----------- -----------
Loss on ordinary activities after
taxation ( 6,957) (1,222)
----------- -----------
Total loss for the period attributable
to equity holders of the parent
Other comprehensive income:
Items that may be reclassified
to profit or loss
* Exchange gains/(losses) due to subsidiary with $AUD
foreign currency causing fluctuations 157 (65)
Total comprehensive loss for
the period attributable to equity
holders of the parent (6,800) (1,287)
Loss per share (basic and diluted)
attributable to the equity holders
(pence) 6 (7.5) (1.4)
The above results relate entirely to continuing activities.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
Unaudited as at 31 December 2021
31 December 2021 30 June 2021
Notes
Unaudited Audited
GBP'000 GBP'000
ASSETS
NON-CURRENT ASSETS
Intangible assets 338 313
Property, Plant and Equipment 583 553
CURRENT ASSETS
Cash and cash equivalents 20,560 1,913
Other receivables 314 1,250
TOTAL ASSETS 21,795 4,029
----------------- -------------
LIABILITIES
CURRENT LIABILITIES
Trade and other payables 508 436
NON-CURRENT LIABILITIES
Trade and other payables - 7
TOTAL LIABILITIES 508 443
----------------- -------------
NET ASSETS 21,287 3,586
================= =============
EQUITY
Issued capital 7 107 33
Share premium account 7 20,798 11,251
Other reserves 7 15,728 691
Accumulated losses (15,346) (8,389)
TOTAL EQUITY 21,287 3,586
================= =============
CONSOLIDATED STATEMENT OF CASH FLOWS
Unaudited for the six months ending 31 December 2021
Six-months Six-months ended
ended 31 December 31 December
2021 2020
Unaudited Unaudited
GBP'000 GBP'000
Cash flow from operating activities
Loss for the period (6,957) (1,222)
Adjustments for:
* depreciation 133 98
* amortisation 6 35
* finance income - (8)
* share based payments expense 3,826 27
Changes in operating assets /
liabilities
* Decrease / (increase) in other receivables 936 1,151
* Increase / (decrease) in payables 125 (77)
------------------- -----------------
Net cash used in operating activities (1,931) 4
Cashflows from investing activities
Purchase of intangible fixed
assets (31) (56)
Purchase of tangible fixed assets (162) (14)
Interest received - 8
Net cash used in investing activities (193) (62)
Cashflows from financing activities
Proceeds from issue of shares
(net of transaction costs) 20,674 -
Repayment of leasing liabilities (60) (67)
Net cash used in financing activities 20,614 (67)
Net (decrease) / increase in
cash held 18,490 (125)
Cash and cash equivalents at
beginning of the period 1,913 3,778
Effect of exchange rate changes 157 (65)
------------------- -----------------
Cash and cash equivalents at
end of the period 20,560 3,588
------------------- -----------------
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Unaudited for the 6 months ended 31 December 2021
Share Share Accumulated Other reserves Total
Capital premium Losses
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Balance at 1
July 2020 33 11,251 (6,593) 723 5,414
Total comprehensive
loss for the
period - - (1,222) (65) (1,287)
Share-based
payments charge - - - 27 27
Balance at 31
December 2020 33 11,251 (7,815) 685 4,154
--------- --------- ------------ --------------- --------
Balance at 1
January 2021 33 11,251 (7,815) 685 4,154
Total comprehensive
loss for the
period - - (574) (42) (616)
Share-based
payments charge - - - 48 (48)
Balance at 30
June 2021 33 11,251 (8,389) 691 3,586
--------- --------- ------------ --------------- --------
Balance at 1
July 2021 33 11,251 (8,389) 691 3,586
Total comprehensive
loss for the
period - - (6,957) 157 (6,800)
Bonus issue 57 (57) - - -
Capital reduction - (11,195) - 11,195 -
Share-based
payment charge - - - 3,826 3,826
Shares issued
during the period 17 22,025 - - 22,042
Costs of shares
issued - (1,520) - - (1,520)
Exercise of
share options - 294 - (141) 153
Balance at 31
December 2021 107 20,798 (15,346) 15,728 21,287
--------- --------- ------------ --------------- --------
1 GENERAL INFORMATION
Gelion plc ("Gelion" or the "Company") is a 100% owner of an
Australian subsidiary that conducts research and development in
respect of an innovative battery system and associated industrial
design and manufacturing.
Gelion is a public limited company, limited by shares,
incorporated and domiciled in England and Wales. The Company was
incorporated on 26 September 2015. The registered office of the
Company is at 3(rd) Floor, 141-145 Curtain Road, London, EC2A 3BX.
The registered company number is 09796512.
The Board, Directors and Management referred to in this document
refers to the Board, Directors and Management of Gelion.
2 ACCOUNTING POLICIES
2.1 Basis of preparation
These unaudited consolidated Interim Financial Statements have
been prepared in accordance with AIM Rule 18. The financial
information contained in the Interim Financial Statements is
unaudited and does not constitute statutory accounts within the
meaning of Section 434 of the Companies Act 2006.
The statutory accounts for the nine months ended 30 June 2021
have been delivered to the Registrar of Companies. Historical
financial information of the Company (as disclosed in Part IV of
the publicly available Admission Document) has been prepared in
accordance with International Financial Reporting Standards and
International Accounting Standards as adopted by the European Union
and the IFRS Interpretation Committee interpretations (collectively
IFRSs), and in accordance with applicable law. The Independent
Accountants Report on the historic financial information contained
no qualification.
The Interim Financial Statements are presented in Great British
Pounds (GBP) unless otherwise stated, which is the Company's
presentational currency and the parent company's functional
currency. The functional currency of the subsidiary is Australian
Dollars (AUD). The provision of services by the group is entirely
in AUD, therefore it is considered that the functional currency of
the group is AUD. The policies adopted for translation of the
subsidiary's assets, liabilities, income and expenses are set out
in note 2.5 .
2.2 Basis of consolidation
The Group Historical Financial Information consolidates the
financial statements of Gelion UK Limited and of its subsidiary
undertaking drawn up to each reporting date.
Where the Company has control over an investee, it is classified
as a subsidiary. The Company controls an investee if all three of
the following elements are present: power over the investee,
exposure to variable returns from the investee, and the ability of
the investor to use its power to affect those variable returns.
Control is reassessed whenever facts and circumstances indicate
that there may be a change in any of the elements of control.
Profit or loss and each component of other comprehensive income
(OCI) are attributed to the equity holders of the parent of the
Group. When necessary, adjustments are made to the financial
statements of subsidiaries to bring their accounting policies in
line with the Group's accounting policies. All intra-group assets
and liabilities, equity, income, expenses and cash flows relating
to transactions between members of the Group are eliminated in full
on consolidation.
The following was a subsidiary undertaking of the Group:
Name Registered office Class of shares Holding
Gelion Technologies
Pty Limited Australia Ordinary A 100%
The shareholding is held directly.
The registered office of Gelion Technologies Pty Limited is
Level 16, 101 Miller Street, North Sydney, NSW 2060.
2.3 Going concern
The financial information has been prepared on the going concern
basis, which assumes that Gelion will continue in operational
existence for the foreseeable future.
After reviewing the Group's forecasts and projections the
Directors have a reasonable expectation that the Group has adequate
resources to continue in operational existence for the foreseeable
future. The Group has therefore adopted the going concern basis in
preparing the Interim Financial Statements.
2.4 Share-based payments
The Group provides benefits to its employees in the form of
share-based payments, whereby employees render services in exchange
for shares or rights over shares (equity-settled transactions) in
the parent entity.
The cost of these equity-settled transactions with employees is
measured by reference to the fair value of the equity instruments
at the date at which they are granted. The fair value is determined
using a Black- Scholes model. This calculation is completed by the
parent entity.
The cost of these equity-settled transactions is recognised as
an expense, with a corresponding increase in equity, over the
period in which the service conditions are fulfilled (the vesting
period), ending on the date on which the relevant employees become
fully entitled to the award (the vesting date).
At each subsequent reporting date until vesting, the cumulative
charge to profit and loss is the product of:
-- the grant date fair value of the award;
-- the current best estimate of the number of awards that will vest; and
-- the expired portion of the vesting period.
The charge to profit and loss for the period is the cumulative
amount as calculated above less the amounts already charged in
previous periods. There is a corresponding entry to the share based
payment reserve in equity.
2.5 Foreign currency translation
The functional currency of each company in the Group is that of
the primary economic environment in which the entity operates.
Monetary assets and liabilities denominated in foreign currencies
are translated into GBP at the rates of exchange ruling at the
period end. Transactions in foreign currencies are recorded at the
rate ruling at the date of the transaction.
All differences are taken to the statement of comprehensive
income. On consolidation, the assets and liabilities of the group
entities that have a functional currency different to the
presentational currency are translated into GBP as the closing rate
at the date of the statement of financial position. Income and
expenses for each statement of profit or loss are translated at
average exchange rates for the period. Exchange differences are
recognised in other comprehensive income.
2.6 Contributed Equity
Ordinary shares are classified as equity. Incremental costs
directly attributable to the issue of new shares are deducted from
the share premium account.
Retained losses includes all current and prior period
results.
3 REVENUE AND OTHER INCOME
The group's 'revenue from contracts with customers' in the six
months ended 31 December 2020 relate to revenue from supply and
installation of mobile lights and solar photovoltaic building
battery systems for the University of Sydney. Gelion was founded as
a spin-out of from the University of Sydney and this historic
revenue represents funding for an early proof of concept for the
Company's technology which was not expected to be continue.
'Other income' reported in the six months ended 31 December 2020
relate to non-repeatable COVID-19 stimulus funding from the
Australian government.
4 R&D expenditure
R&D expenditure includes personnel and related costs
(including salaries, benefits and payroll tax) and costs associated
with product research, design and development.
5 NON-RECURRING ITEMS
Six-months ended Six-months
31 December ended 31 December
2021 2020
Unaudited Unaudited
GBP'000 GBP'000
Non-recurring items - listing 401 -
costs
Non-recurring items - Share based 3,777 -
payments accelerated due to listing
Non-recurring items - key management 303 -
bonus due to listing
----------------- -------------------
Total non-recurring items 4,481 -
----------------- -------------------
Certain costs were incurred in the period relating to the
Company converting from a private to public limited company, its
subsequent admission to AIM, issuance and sale of share and
associated professional costs.
As set out in the Admission Document 11,063,679 new Ordinary
Shares were issued and 2,068,966 existing shares were sold. Costs
of GBP401,000 have been expensed to 'Non-recurring - listing
costs'. The Company's conversion and subsequent admission to AIM is
a one-off event and therefore costs incurred in relation to this
have been considered 'non-recurring'.
'Non-recurring items - Share based payments accelerated due to
listing' are outlined in note 8.
'Non-recurring items - key management bonus due to listing'
represents one off payments made to key management for successfully
completing the Company's listing and fundraising. This is not
reflective of standard management incentive arrangements and is
quite specific to the admission of the Company to AIM and
subsequent fundraising. The payment of bonus was fully contingent
upon the successful listing of the Company. For these reasons,
these costs are considered 'non-recurring' and separately disclosed
to assist the user of the financial information to understand and
compare the underlying financial performance of the Company.
6 EARNINGS / (LOSS) PER SHARE
The calculation of the earnings / loss per share is based on the
loss for the financial period after taxation of GBP6,957,000 (2020:
GBP1,222,000) and on the weighted average of 92,744,562 (2020:
89,883,920) ordinary shares in issue during the period.
In September 2021, the parent company carried out a bonus issue
and share reorganisation with the aggregate effect of increasing
the number of shares in issue by 85,389,724. This increase in the
number of ordinary shares has been applied retrospectively to the
prior period presented in these financial statements by increasing
the weighted average number of shares in the six months to December
2020 by 85,389,724.
There were share options of 8,095,384 outstanding at 31 December
2021 (2020: 960,813). The impact of these options would be to
reduce the diluted loss per share and therefore they are
antidilutive. Hence, the diluted loss per share reported for the
periods under review is the same as the earnings per share.
7 ISSUED CAPITAL AND RESERVES
Share capital and premium
Number of shares Share premium
on issue Share capital
GBP'000 GBP'000
Balance as at 1 July
2020 4,494,196 33 11,251
Shares issued during - - -
the period
Balance as at 31 December
2020 4,494,196 33 11,251
Share issued during - - -
the period
Balance as at 30 June
2021 4,494,196 33 11,251
Bonus issues and reorganisation 85,389,724 57 (57)
Capital reduction - - (11,195)
Share issued during
the period 16,579,919 17 20, 505
Exercise of share options 560,000 - 294
Balance as at 31 December
2021 107,023,839 107 20,798
----------------- -------------- --------------
Gelion had two classes of share at 1 July 2021 - A ordinary and
B ordinary which ranked pari passu.
At 30 June 2021 there were 3,335,196 A Ordinary shares of
GBP0.01 each.
At 30 June 2021 there were 1,159,000 B Ordinary shares of
GBP0.0000086 each.
On 2 September 2021, the Company consolidated the 1,159,000 B
ordinary shares of GBP0.0000086 each into 1,000 B ordinary shares
of GBP0.01 each, on the basis of one B ordinary share of GBP0.01
for every 1,159 B ordinary shares of GBP0.0000086 held on the
record date (the "B Share Consolidation").
On 2 September 2021, following the B Share Consolidation the
Company issued 1,158,000 new B ordinary shares of GBP0.01 each by
way of a bonus issue to the holders of such shares on the basis of
1,158 B ordinary shares for each one B ordinary shares held on the
record date (the "First Bonus Issue").
On 3 September 2021, following completion of the First Bonus
Issue, the Company issued 3,335,196 A ordinary shares of GBP0.01
each and 1,159,000 B ordinary shares of GBP0.01 each pursuant to a
bonus issue of such shareholders on the basis of one A ordinary
share for each A ordinary share held and one B ordinary share for
each B ordinary share held, in each case on the record date (the
"Second Bonus Issue").
Immediately following the Second Bonus Issue, the balance
standing to the credit of the share premium account was cancelled
and the amount so cancelled was credited to a distributable reserve
(the "Capital Reduction").
On 12 November 2021, the A Ordinary Shares of GBP0.01 each in
the capital of the Company and the B Ordinary Shares of GBP0.01
each in the capital of the Company then in issue were redesignated
as ordinary shares of GBP0.01 each in the capital of the Company
carrying the rights and subject to the restrictions attaching to
the ordinary shares of the Company as set out in the Articles (the
"Re-designation")
On 13 November 2021, the Company sub-divided each ordinary share
of GBP0.01 each arising from the Re-designation into ten new
ordinary shares of GBP0.001 each.
Immediately prior to Admission on AIM the Company had 89,883,920
shares in issue. 16,579,919 new Ordinary Shares of GBP0.001 each
were issued in the fundraising following Admission on AIM.
Transaction costs incurred in the issuing of shares in the
period ended 31 December 2021 of GBP2.2m (six months to December
2020: GBPnil) of which GBP1.5m have been offset against share
premium and GBP0.7m have been expensed.
Nature and purpose of other reserves
Other reserves
- Share-based payments reserve
The share-based payments reserve is used to recognise the value
of equity-settled share-based payments provided to employees,
including key management personnel, as part of their remuneration.
Refer to note 8 for further details of these plans.
- Foreign currency translation reserve
The subsidiary's functional currency is AUD and therefore on
consolidation a foreign exchange gain or loss on translation of net
assets is recognised through other comprehensive income at each
reporting date. These gains or losses are accumulated in a foreign
currency translation reserve.
- Capital reduction reserve
Immediately following the Second Bonus Issue, the balance
standing to the credit of the share premium account was cancelled
and the amount so cancelled was credited to a distributable reserve
called the 'capital reduction reserve'.
Other reserves:
Share-based Foreign currency Capital Total other
payment translation reduction reserves
reserve reserve reserve
GBP'000 GBP'000 GBP'000 GBP'000
Balance at 1
July 2020 817 (94) - 723
Total comprehensive
loss for the
period - (65) - (65)
Share-based
payments charge 27 - - 27
Balance at 31
December 2020 844 (159) - 685
------------ ----------------- ----------- ------------
Balance at 1
January 2021 844 (159) - 685
Total comprehensive
loss for the
period - (42) - (42)
Share-based
payments charge 48 - - 48
Balance at 30
June 2021 892 (201) - 691
------------ ----------------- ----------- ------------
Balance at 1
July 2021 892 (201) - 691
Total comprehensive
loss for the
period - 157 - 157
Share-based
payment charge 3,826 3,826
Exercise of
options (141) - - (141)
Capital reduction - - 11,195 11,195
Balance at 31
December 2021 4,577 (44) 11,195 15,728
------------ ----------------- ----------- ------------
8 SHARE-BASED PAYMENTS
The Directors recognise the role of the Group's staff in
contributing to its overall success and the importance of the
Group's ability to incentivise and motivate its employees.
Therefore, the Directors believe that certain employees should be
given the opportunity to participate and take a financial interest
in the success of the Company.
The Group therefore operated a share option plan whereby
employees and key service providers were granted options over
shares in Gelion UK Limited. Due to the Company's admission to
trading on AIM which took place on 30 November 2021 all unvested
options were vested triggering an accelerated share based payment
expense.
In addition to the existing share option plan the Group agreed
to grant options over Ordinary Shares pursuant to obligations under
the service agreements with the relevant individuals. These service
agreement obligations were triggered by admission to trading on
AIM.
In the period 3,675,000 options were granted of which 3,290,000
were pursuant to obligations under the service agreements with the
relevant individuals.
Both the acceleration of option vesting and additional options
granted pursuant to service agreement obligations are triggered by
the Company's admission to AIM and therefore can be considered as
part of the same non-recurring event.
All options were granted with the exercise price equalling the
market value of the shares at the time of grant.
Six-months ended Six-months
31 December ended 31 December
2021 2020
GBP'000 GBP'000
Recurring share based payment
expense recognised 49 27
Non-recurring share based payment 3,777 -
expense recognised
----------------- -------------------
Total share based payment expense 3,826 27
----------------- -------------------
The Black-Scholes option pricing model was used to value the
share based payment awards as it was considered that this approach
would result in materially accurate estimate of the fair value of
options granted. The following table lists the inputs to the models
used for share option plans.
Six-months ended Six-months
31 December ended 31 December
2021 2020
Dividend yield (%) - -
Expected volatility (%) 62.8 100
Risk-free interest rate (%) 1.3 2.2
Expected life of share options
(years) 10 5
The Company has revised its estimation of the risk-free interest
rate and expected volatility in the period to reflect changing
market circumstances and revised volatility benchmarking with
comparable entities listed on AIM.
In order to incentivise and motivate the Group's executives and
employees, the Board intends to adopt a new long term incentive
plan. The Company is currently taking professional advice on
benchmarking and plan design including the nature of awards to be
made to participants in the new long term incentive plan.
9 EVENTS SUBSEQUENT TO PERIOD END
Gelion has now signed a test and supply contract with Acciona
Energía, one of Europe's largest sustainable energy companies, to
integrate its Endure battery technology into one of Acciona's solar
PV plants for a six- to 12-month period starting Q3 2022. If this
trial integration is successful, the Endure battery is expected to
form part of Acciona Energía's supplier portfolio as a renewable
energy storage provider.
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END
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