Interim results

Transense Technologies plc ("the Company")
 
Interim results for the six months ended 30 June 2009
 
3 September 2009
 
Chairman's Statement
 
In the six  months to  30 June 2009,  turnover amounted  to £350K  (6
months to 30 June 2008 - £104K) resulting in a trading loss of  £564K
(2008 - £535K before  adjusting for the  exceptional credit of  £452K
arising from  the  write-back  of  the  value  of  notional  benefits
attributable under IFRS 2 to previous directors' options  benefits).
The cash held by the Group as  at 30 June amounted to £2,091K,  which
was in line with budget.
 
Income generated  in the  first  half of  2009 reached  levels  never
previously achieved by the Company.  This is a direct consequence  of
the change  in strategy  initiated  by the  new board  some  eighteen
months ago.  The decision to pursue near term revenues in addition to
our longer term  objectives has  resulted in a  number of  commercial
successes. Our joint  development programme  with McLaren  Electronic
Systems has progressed,  with our technology  performing well  within
the extremely demanding Motorsport  environment.  The income  derived
from this  project,  in  combination with  our  new  minimum  royalty
agreements, has  provided a  base  upon which  to  build as  we  work
towards our primary objective of becoming a profitable business.
 
We are particularly  pleased with  the progress  in our  relationship
with  Vectron/SenGenuity  who  are  introducing  our  technology   to
industrial manufacturers  requiring  wireless  interrogation  of  SAW
(Surface Acoustic  Wave)  sensors.  As  highlighted  in  my  previous
report, our reader electronics can be used with a wide variety of SAW
sensors, not just our own.
 
We have also formed a  new subsidiary, Translogik Limited, which  has
been granted global  distribution rights  for a range  of tyre  tread
depth and pressure probes, RFID (Radio Frequency Identification) tags
and patches,  RFID  readers and  associated  software for  Truck  and
Off-the-Road  (OTR)   applications.  Prior   to  the   formation   of
Translogik, we had been working with Pneu-Logic to integrate our  SAW
sensor technology into their product range.  During this  development
process  it  became  apparent   that  the  respective   complimentary
technology provided an opportunity for Transense to use the  existing
Pneu-Logic products as a "readymade" delivery platform for our sensor
technology, both in terms of the physical product and the established
distribution network.  Translogik now  provides  a further  point  of
entry for  our technology  into  the market.  A vindication  of  this
decision has  already been  received  in the  form of  our  exclusive
distribution agreement  with FEC  International and  the minimum  USD
$600K of revenue this agreement has secured over the next two  years.
Translogik are currently in discussions with several other  potential
distribution partners, and are  hopeful that further agreements  will
follow.
 
As part  of our  continuing effort  to develop  new markets  for  our
technology, presentations have  been made recently  to several  major
tyre  OEM's,  distributors,  retreaders  and  fleet  management   and
distribution  companies   in  Malaysia,   China  and   Japan.   These
discussions were encouraging,  and agreements have  been signed  with
FEC  International  and  Mesnac.  There  appears  to  be  significant
appetite for  cutting  edge  technology  in  this  region,  as  these
expanding companies seek  competitive advantages through  innovation.
In order to  maintain a  continuing presence  in the  region we  have
engaged a local agent with expert knowledge of both the global sensor
market and our SAW and RFID technology to promote our interests.
 
Central to the continued success of both Transense and Translogik, is
the ongoing development of our technology and the patents to  protect
it.  I  was  therefore   delighted  to  welcome   David  Ford  as   a
non-executive member of the Board. In  the short time David has  been
working  with   us  he   has  demonstrated   considerable   technical
appreciation of  our  technology,  and his  extensive  experience  of
Intellectual Property law will be of much benefit.
 
In summary, I  am encouraged by  the solid progress  of the last  six
months, revenues are growing, new partnerships are being forged,  and
existing projects continue to  develop towards commercialisation.  It
is key however,  that we  continue to drive  development for  further
applications of  our  patented  technology  and  explore  new  market
opportunities wherever they arise.  A concerted marketing effort  and
continuing investment  programme will  require a  modest increase  in
overheads but  this  should be  more  than compensated  by  increased
income.
 
David Kleeman
Non-Executive Chairman
 
Chief Executive's Report
 
The first half of  2009 has seen further  progress in the process  of
transforming Transense from being  a purely research and  development
focused Company, to one that is able to additionally provide  product
development and production engineering support.
 
We are working closer  than ever with our  licensees and partners  to
push  our  technology  into  production,  and  in  order  to  further
facilitate this  we have  established a  full clean  room and  sensor
calibration facility  at  our offices  in  Upper Heyford.  These  new
facilities have allowed us  to bridge the  gap between ourselves  and
our partners during  the technology transfer  process. Transense  are
now manufacturing  to a  production  standard rather  than  producing
prototypes for  evaluation.   A  clean  room  is  essential  for  the
assembly of SAW  production intent  devices that  are susceptible  to
performance changes due to contamination by moisture or particles.
 
As part of the change to supplying production parts and quantities it
was also necessary to design and build a calibration bench capable of
calibrating large numbers of TPMS sensors.  This fully automated  rig
will be used to supply calibrated TPMS sensor to other licensees.
 
In my  last report  I outlined  a  number of  projects that  we  were
working on. Below is a brief list of operational highlights:
 
Professional Motorsport
 
Sensors have been manufactured and  calibrated at Transense and  then
supplied to McLaren  throughout 2009. This  activity has  contributed
significantly to our revenues in the  first half of the year. We  are
also exploring possible new applications of our technology within the
McLaren group.
 
SenGenuity/Vectron
 
SenGenuity have identified three major projects within the industrial
market for  our sensors  and interrogation  electronics. Samples  and
pre-production systems have been supplied to end-users.
 
Vectron are now supplying Transense with quantities of TPMS  sensors,
which we then calibrate using our automated calibration rig.
 
Translogik
 
Development effort has been spent integrating Transense Tyre Pressure
Monitoring System (TPMS) technology into the new range of  Translogik
probes.
 
Powertrain
 
A  demonstration  unit  has  been  sold  to  a  global   agricultural
manufacturer for evaluation.
 
Marketing / Communications
 
The new Transense website was launched in June and provides us with a
modern platform upon  which to develop  the Transense and  Translogik
brands. Our  new  Translogik  subsidiary, with  a  more  conventional
business model than was previously the case with Transense, supplying
products to  distributors,  requires a  more  conventional  marketing
approach and as  such the  Translogik site  will serve  as the  focal
point for this.
 
Summary
 
The management team continue to  be encouraged by the progress  being
made at the Transense Group as we execute our business strategy.   We
now have a  broad spectrum of  diverse projects for  our sensors  and
interrogation electronics  across a  range of  timescales and  market
sectors. The shift in emphasis towards nearer term revenue generation
has started to  pay dividends  and we are  increasingly hopeful  that
further revenue streams will begin to emerge during 2010.
 
Transense Technologies plc
Condensed consolidated statement of
comprehensive income
 
                              Half year to   Half year to     Year to
                                 30 Jun 09      30 Jun 08   31 Dec 08
                               (Unaudited)    (Unaudited)   (Audited)
                         Note        £'000          £'000       £'000
Continuing operations
Revenue                                350            104         204
Cost of sales                         (36)            (9)        (38)
Gross profit                           314             95         166
 
Administrative expenses              (944)          (875)     (2,086)
Exceptional share based
payments items            4              -            452         453
Operating Loss                       (630)          (328)     (1,467)
 
Financial income          5             18            100         178
Loss before taxation                 (612)          (228)     (1,289)
 
Taxation                                48            145         204
 
Total comprehensive
income for the period                (564)           (83)     (1,085)
 
Basic and fully diluted
loss per share                      (0.7p)         (0.0p)      (1.4p)
 
Transense Technologies
plc
Condensed consolidated statement of financial
position
 
                                  30 Jun 09     30 Jun 08   31 Dec 08
                        Notes   (Unaudited)   (Unaudited)   (Audited)
                                      £'000         £'000       £'000
Non current assets
Property, plant and
equipment                                18            14          24
Intangible assets                     1,407         1,536       1,446
Available for sale
investments                              65            65          65
Loans receivable                         25            25          25
                                      1,515         1,640       1,560
 
Current assets
Inventory                                17             -          18
Trade and other
receivables                             219           246         174
Cash and cash
equivalents                           2,091         3,334       2,695
                                      2,327         3,580       2,887
 
Total assets                          3,842         5,220       4,447
 
Current liabilities
Trade and other
payables                              (103)         (185)       (204)
Current tax liabilities                (34)          (28)        (30)
Total liabilities                     (137)         (213)       (234)
 
Net assets                            3,705         5,007       4,213
 
Capital and reserves
Share capital                         7,581         7,581       7,581
Share premium                         7,855         7,830       7,830
Accumulated deficit                (11,731)      (10,404)    (11,198)
Shareholders' funds                   3,705         5,007       4,213
 
Transense Technologies plc
Condensed consolidated statement of changes in equity (unaudited)
 
Issued
                share   Share premium   Accumulated   Total equity
               capital     account        deficit
                  £'000          £'000          £'000        £'000
At 1 January
2008              5,791          5,668        (9,921)        1,538
Total
comprehensive
income for the
period                -              -        (1,085)      (1,085)
Transactions
with owners,
recorded
directly
in equity
contributions
by owners
Shares issued
and share
premium           1,790          2,162              -        3,952
Share based
transactions          -              -          (192)        (192)
At 31 December
2008              7,581          7,830       (11,198)        4,213
Total
comprehensive
income for the
period                -              -          (564)        (564)
Transactions
with owners,
recorded
directly
in equity
contributions
by owners
Share Premium
adjustment            -             25              -           25
Share based
transactions          -              -             31           31
At 30 June
2009              7,581          7,855       (11,731)        3,705
 
Transense Technologies
plc
Condensed consolidated
statement of cash flows
                                 Half year to  Half year to   Year to
                                    30 Jun 09     30 Jun 08 31 Dec 08
                                  (Unaudited)   (Unaudited) (Audited)
Cash flow from operating
activities                              £'000         £'000     £'000
Loss for the period                     (612)         (228)   (1,289)
Adjustments for
Depreciation of property,
plant and equipment                         6             6        11
Amortisation and impairment
of intangible assets                      114            65       209
Loss on Asset disposal                      -             -        54
Equity settled share based
payment                                    31         (400)     (191)
Financial income                         (18)         (100)     (178)
Operating cash flows before
movements in working capital            (479)         (657)   (1,384)
Change in inventories                       1             -      (18)
Change in receivables                       3           134       160
Change in payables                       (97)       (1,008)     (987)
Cash generated by operations            (572)       (1,531)   (2,229)
Taxation recovered                          -             -       105
Net cash used in operations             (572)       (1,531)   (2,124)
 
Cash flows from Investing
activities
Interest received                          18           100       178
Acquisition of property,
plant & equipment                           -           (5)      (21)
Acquisition of intangible
assets                                   (75)          (83)     (190)
Net cash used in investing
activities                               (57)            12      (33)
 
Cash flows from financing
activities
Proceeds from issue of
equity share capital                        -         1,790     1,789
Share premium refund of
issuance fees                              25         2,162     2,162
Net cash used for financing
activities                                 25         3,952     3,951
 
Net (decease)/increase in
cash and cash equivalents               (604)         2,433     1,794
Cash and cash equivalents at
beginning of period                     2,695           901       901
Cash and cash equivalents at
end of period                           2,091         3,334     2,695
 
Notes to the Interim results for the six months to 30 June 2009
 
1   Accounting Policies
    The following standards or interpretations, issued by the IASB or
    the IFRIC came into effect during the year and have been adopted:
 
    IAS 1 (Revised) Presentation of Financial Statements
 
    IFRS 2 (Revised) Share-based Payments
 
    The following standards have been  adopted for the first time  in
    the year:
 
    IFRS 3 Business Combinations
 
    The standards listed above did  not have a significant effect  on
    the results or financial position of the group or company.
 
    In addition, the following IFRIC  amendments and IAS's have  been
    adopted, although they have no  impact on the Group's  reporting;
    IFRIC  9  'Reassessment  of   embedded  derivatives',  IFRIC   13
    'Customer loyalty programmes', IFRIC 14 'IAS 19 - The limit on  a
    defined benefit  asset, minimum  funding requirements  and  their
    interaction', IFRIC 16 'Hedges of  a net investment in a  foreign
    operation' and the amendments to IAS 23 'Borrowing Costs', IAS 32
    'Presentation' and IAS 39 'Financial instruments: recognition and
    measurement'. IFRIC 15 'Agreements  for the construction of  real
    estate' and various amendments to IAS 39 are still to be endorsed
    but these are not expected to have any impact on the Group.
 
2   Basis of preparation
 
    The financial  statements have  been prepared  on a  consolidated
    basis and in  accordance with the  Company's accounting  policies
    under International Financial Reporting  Standards as adopted  by
    the  EU  ('IFRS')  and  the  historical  cost  convention.    The
    financial  information  is  unaudited  and  does  not  constitute
    statutory accounts as defined in section 435 of the Companies Act
    2006.  The  comparatives for  the full  financial year  ended  31
    December 2008 are not the  Company's full statutory accounts  for
    the year.  A  copy of the  statutory accounts for  that year  has
    been delivered  to the  Registrar  of Companies.   The  auditors'
    report on those accounts  was unqualified and  did not contain  a
    statement under Section 237 (2) - (3) of the Companies Act 1985.
 
3   Going concern
    The interim financial information has been prepared on a going
    concern basis, which assumes that the Company will have adequate
    resources to continue in operational existence for the
    foreseeable future.
 
4   Share options and Exceptional Items
    Administrative expenses include a charge of £31,000 (2008:
    £52,000) representing the valuation of the notional benefits
    arising from the Company's employee share option schemes and
    calculated in accordance with International Financial Reporting
    Standard (IFRS) 2. Exceptional items in 2008 included a credit of
    £452,000 also in respect of IFRS 2. This credit arose due to the
    departure of various Board members during the Six months to 30th
    June 2008 and the crediting of the cumulative charges under IFRS
    2 up to 31st December 2007 in respect of the departing Directors.
    This credit has been treated as exceptional as they are of a one
    off nature.
 
    These items have been added back in the Consolidated statement of
    changes in equity in the financial statements.  There are no
    other recognised gains or losses for the current and prior
    period.
 
5   Corporation tax and Deferred tax
    The Company is entitled to a Corporation Tax credit in respect of
    expenditure on Research and Development. No deferred tax asset is
    recognised in these financial statements in respect of trading
    losses to date.
 
6   Consolidated Accounts
    During the period a new subsidiary, Translogik Limited, was
    formed and commenced trading in May 2009. These accounts reflect
    the trading of Translogik for the two months to 30th June 2009.
    Translogik Limited is a wholly owned subsidiary and was
    incorporated on 30th April 2009 at a cost to Transense
    Technologies of £1,000. Translogik has been established to
    operate as a sales and marketing arm of Transense focused on the
    tyre industry. During July 2009 Translogik signed a distribution
    deal with Pneu-Logic Limited whereby Transense Technologies would
    act as exclusive distributors, outside of America, for Pneu-Logic
    products the income from which will arise in the second half of
    2009.
 
    Copies of the interim statement have been sent to shareholders
    and are available on the Company's website: www.transense.co.uk .
 
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