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Introduction
96half.jpg - 15.2 K Since 30 June 1995, Orbital Engine Corporation Limited and its controlled entities ("Orbital") has achieved a number of milestone events including the production and release of the Mercury Marine ("Mercury") Direct Fuel Injected ("DFI") engine, the first sale of a Genesis vehicle, the demonstration of a high-performance capability on a direct-injected Honda NSR motorcycle, delivery of automotive engines with Orbital's new direct injected 4-stroke ("OCP 4-stroke") technology and the display of an Orbital-powered S2S concept vehicle.

There is significant worldwide interest in Orbital's technology at present. Orbital will deliver fourteen different vehicles and engines under thirteen separate customer programs during the first three months of 1996.

These deliveries include personal watercraft and other recreational products to North America, motorcycles to Asia and Europe, and marine engines to Japan. Four commercial arrangements have been signed in the non-automotive market which we anticipate will be converted to licensing and fuel system agreements on completion of their respective evaluation periods. In addition, Orbital has a number of direct injected 2-stroke and 4-stroke automotive programs underway which involve the delivery of engines to prospective customers for evaluation.

Background
Orbital is currently undertaking a series of development programs designed to achieve high volume production of a wide range of products incorporating Orbital Combustion Process ("OCP") technologies.

These development programs are currently being funded partly by the capital raised from the public for that specific purpose, and partly by funding received from customers. In the past, a portion of the expenditures incurred on these development programs was capitalised. This practice is no longer being adopted with all such expenditures now being expensed as incurred.

From an accounting perspective the net cost of these development programs is recorded as an operating loss. It is important to understand however that in a commercial sense this shortfall represents the cost of developing OCP technologies to enable commercialisation rather than losses being incurred as a result of unprofitable trading activities.

Results
The consolidated operating revenue for the six months to 31 December 1995 increased by 60% to $15.859 million from $9.933 million in the six months to 31 December 1994. Orbital recorded an operating loss before abnormal items and income tax of $16.451 million for the six months ended 31 December 1995 compared to a pre-tax profit of $2.099 million for the corresponding period last year.

The lower operating result is primarily due to a change in accounting policy whereby all research and development expenditure, pre-production expenditure and start-up costs have been expensed as incurred from 1 July 1995. The Directors consider that this new policy is more appropriate now that Orbital technology is being introduced to the market through customer programs and the Genesis vehicle program [refer "Change in Accounting Policies" below]. The financial effect of the change in accounting policy is that the operating loss before tax has increased by $8.146 million. Additional costs associated with the Genesis vehicle program and the expansion of activities at Orbital Fluid Technologies Inc were also incurred in the current period.

An abnormal expense of $4.128 million has been incurred in respect of a mediated settlement of litigation with Walbro Corporation, and a provision for legal fees and possible settlement costs of litigation arising from a public offering of American Depositary Shares at the time of our US listing in December 1991. Regrettably, the highly litigious nature of the USA business sector has resulted in the economic entity being burdened with extremely expensive legal costs even when the claims can be defended.

The operating loss after income tax was $17.773 million for the six months ended 31 December 1995 [1994: profit $4.178 million].

Marine & Small Engine Applications
The Company is particularly pleased with the progress of several leading marine, recreational vehicle and motorcycle producers who have indicated aggressive introduction plans.

The introduction of the Mercury 200 horsepower DFI engine is a historic achievement by Orbital and Mercury. On 15 January 1996 the first engine came off the production line. At the Miami Boat Show Orbital executives addressed a large and very positive media contingent following the on water evaluation of the engine's capabilities. The DFI Mercury engine is already attracting very positive feedback and an immediate following from Mercury's strong customer base.

Orbital has been expanding its influence in the Asian region and recently received acclaim from officials of the Petroleum Authority of Thailand and King Mongkut's Institute of Technology Thonburi ("KMITT") on Orbital's technological ability to dramatically reduce emissions from motorcycles. The Thai authorities evaluated and verified the Company's emissions, performance and fuel economy targets on the newly unveiled sports motorcycle which is one of the most popular of the seven million motorcycles on the roads in Thailand.

The 125cc 2-stroke Honda NSR motorcycle sets new standards for very low emission levels combined with very high power output. It matches conventionally powered motorcycles with an impressive 180 horsepower per litre running up to engine speeds of 11,000 rpm.

The METEOR Partnership between Orbital and Mercury has made excellent progress toward production intent versions of the Small Engine Fuel Injection System ("SEFIS") for marine and motorcycle engines. Fleets of motorcycles and scooters are now demonstrating high levels of performance, fuel economy, reliability and emissions control.

Manufacturing capacity to produce high volumes of fuel systems is currently being installed in Orbital Fluid Technologies Inc ("OFT") facilities in Cass City, Michigan.

Automotive Applications
Orbital's Genesis program is progressing well with an anticipated official release date in April 1996. There will be 20 vehicles delivered to DASFleet, 30 to the Western Australian State Government, 40 to Orbital shareholders and the remainder of the vehicles will be sold to interested parties in selected industry and specialty groups.

The Orbital Customer Service ("OCS") network has been developed and tested and is now ready to assist the Genesis vehicle owner/driver. OCS is set up to gather real time customer feedback and to respond to any issues should they arise.

Orbital's ground breaking work on applying its direct injection, combustion and control systems to existing automotive 4-stroke engines continues to attract strong commercial interest. The first delivery of the system has been made and there are active licensing and joint manufacturing discussions underway.

The new OCP 4-stroke technology and the Genesis vehicles are to be presented for the first time to the world automotive community in technical presentations and media conferences at the Society of Automotive Engineers annual conference in Detroit in March 1996.

Orbital's S2S prototype sports car will be unveiled at the Melbourne Motor Show in March 1996 and has already received a lot of media and public attention. The vehicle is powered by the Orbital three cylinder 2-stroke engine that is used in the Genesis vehicles and accentuates the sporty potential of the OCP high technology 2-stroke in a purpose-built vehicle. The car which weighs approximately 700 kilograms, can deliver excellent performance, fuel economy and emissions levels.

Performance Enhancement Program
The past six months have been a time of profound transition for Orbital as it moves from a development organisation to a company supporting its customers with product in the market. As part of this process, Orbital is undertaking a detailed program to enhance productivity and re-align its resource requirements. This program is yielding very good efficiency improvements and management is confident of achieving higher levels of productivity at lower cost. Orbital must ensure it marshals its resources wisely through the period until major royalty income flows from licensees.

Change in Accounting Policies
In the past, research and development costs were capitalised as pre-production expenditure if they were incurred in enhancing OCP technology to enable commercial production. Pre-production costs incurred throughout the economic entity, as well as start-up costs incurred by the manufacturing plant at Tecumseh, Michigan were also deferred to the extent that they did not relate solely to revenue which had already been brought to account.

In light of the number of commercial milestones achieved since 30 June 1995, including the first commercial production of engines incorporating OCP technology, the Directors have decided to change certain accounting policies to ensure that the policies being adopted are appropriate as Orbital embarks on a new era of commercialisation of its products. Specifically, from 1 July 1995, the economic entity has adopted the policy of expensing all research and development expenditure, pre-production expenditure and start-up costs as incurred.

The Directors are also considering the implementation of a conservative amortisation policy in respect of those amounts previously capitalised in accordance with the previous accounting policy.

The result of these changes is that Orbital's accounting results reported in accordance with Australian Generally Accepted Accounting Principles ("AUS GAAP") will come more in line with the results being reported in accordance with United States Generally Accepted Accounting Principles ("US GAAP").

In the short term, the adoption of these conservative policies will mean that Orbital may report significantly lower earnings in Australia than would otherwise be the case. However, in the longer term it will enable Orbital to report higher profits (as a result of reduced future amortisation charges) and declare dividends earlier than if these policies were not adopted.

Proposed Capital Restructure
On 30 October 1995, shareholders overwhelmingly approved two special resolutions giving effect to a capital restructure of Orbital. If approved by the court, the restructure will result in a reduction of the Company's share premium reserve of $236,083,315 with a corresponding reduction in the amounts denominated as "Patents, licences and technologies" and "Investments" in the balance sheets of Orbital and the Company respectively. An application has been lodged for a Directions Hearing in the Federal Court on 19 March 1996. The Company will be applying to have the final court hearing held prior to 30 June 1996.

Change in Directors
In December 1995 Mr Russell Fynmore retired as Chairman and Non-Executive Director after a long and distinguished association with the Company. Mr Fynmore was replaced by Mr Ross Kelly who has had extensive experience with a number of Australia's largest businesses on both strategic and operational matters in his earlier career as Operations Director (Asia Pacific Zone) of PA Management Consultants. Mr Kelly is currently Chairman of Sumich Group Limited, Fraser Range Granite NL and the Fremantle Football Club, and Director of Aurora Gold Ltd and Beltreco Ltd.

Mr John Richard Marshall has also joined the Board of Directors after serving on Orbital Engine Company (Australia) Pty Ltd's board since 1989. Mr Marshall is the Executive Director of the Advanced Engineering Centre for Manufacturing. He has extensive experience in the automotive industry and was Vice President Manufacturing of Ford Australia between 1983 and 1989.

Corporate Directory

ORBITAL ENGINE CORPORATION LIMITED
A.C.N. 009 344 058

(Incorporated in Western Australia)

REGISTERED OFFICE

    Level 43, Central Park,
    152 - 158 St George's Terrace,
    Perth, Western Australia, 6000
    Telephone: 61 (09) 429 3100
    Facsimile: 61 (09) 429 3133

PRINCIPAL SUBSIDIARIES

    Orbital Engine Company (Australia) Pty Ltd
    1 Whipple Street
    Balcatta, Western Australia, 6021
    Telephone: 61 (09) 441 2311
    Facsimile: 61 (09) 441 2345

    Orbital Engine Company (USA) Inc.
    5550 Occidental Highway
    Tecumseh, Michigan, 49286
    United States of America
    Telephone: 1 (517) 423 6623
    Facsimile: 1 (517) 423 6079

    Orbital Fluid Technologies Inc.
    4260 Doerr Road
    Cass City, Michigan, 48726-1397
    United States of America
    Telephone: 1 (517) 872 4361
    Facsimile: 1 (517) 872 3700

    Orbital Engine Company (UK) Limited
    7 Murdoch Road
    Bicester, England
    United Kingdom
    Telephone: 441 (869) 323 205
    Facsimile: 441 (869) 323 206

    Mercury Technologies Orbital (METEOR)
    4 Whipple Street
    Balcatta, Western Australia, 6021
    Telephone: 61 (09) 441 2311
    Facsimile: 61 (09) 441 2345

    Email Address
    orbital@yarrow.wt.com.au

DIRECTORS

    Ross William Kelly - Chairman
    Kim Christopher Schlunke -Chief Executive Officer
    John William Beech
    Richard John Carter
    Alan James Castleman
    Robert Slade Forbes
    Kenneth Noel Johnsen
    John Richard Marshall
    John Grahame Young

COMPANY SECRETARY

    Barry Anthony Mahon

BANKERS

    Westpac Banking Corporation
    Level 17
    109 St George's Terrace
    Perth, Western Australia, 6000

AUDITORS

    KPMG Peat Marwick
    Level 31, Central Park
    152 - 158 St George's Terrace
    Perth, Western Australia, 6000

SOLICITORS

    Minter Ellison Northmore Hale
    Level 51, Central Park
    152 -158 St George's Terrace
    Perth, Western Australia, 6000

SHARE REGISTRY

    KPMG Registrars Pty Ltd
    Level 29, Central Park
    152 - 158 St George's Terrace
    Perth, Western Australia, 6000
    Telephone: 61 (09) 324 1199
    Facsimile: 61 (09) 324 2499

ADR FACILITY

    The Bank of New York
    101 Barclay Street
    New York, New York, 10286
    United States of America
    Telephone: 1 (212) 815 2218
    Facsimile: 1 (212) 571 3050

STOCK EXCHANGE LISTING

    The Australian Stock Exchange Limited
    (Code "OEC")
    The New York Stock Exchange Inc (Code "OE")

Financial

The following financial summary is based on accounts which have been subject to a limited review by the auditors, which is not an audit.

  CONSOLIDATED
  1995   1994
  $000's   $000's

Sales revenue 13,476   7,291
 
Other revenue 2,383   2,642

 
Total operating revenue 15,859   9,933

 
Operating profit/(loss) before abnormal items and income tax (16,451)   2,099
 
Abnormal items (4,128)   -

 
Operating profit/(loss) before income tax (20,579)   2,099
 
Income tax credit attributable to operating profit/(loss) 2,806   2,079

 
Operating profit/(loss) after income tax (17,773)   4,178
 
Retained profits at the beginning of the half-year 46,301   54,392

 
Retained profits at the end of the half-year 28,528   58,570

 

Note


The lower operating result is primarily due to a change in accounting policy whereby all research and development expenditure, pre-production expenditure and start-up costs have been expensed as incurred from 1ÑJuly 1995. The financial effect of the change in accounting policy is that the operating loss before tax has increased by $8.146 million. Additional costs associated with the Genesis vehicle program and the expansion of activities at Orbital Fluid Technologies Inc were also incurred in the current period.

Balance Sheet

The following financial summary is based on accounts which have been subject to a limited review by the auditors, which is not an audit.

  CONSOLIDATED
  31 December   30 June   31 December
  1995   1994   1994
  $000's   $000's   $000's

CURRENT ASSETS
Cash 46,329   60,605   67,956
Receivables 5,258   5,553   12,282
Inventories 4,584   3,529   4,077
Other 4,193   11,238   678

TOTAL CURRENT ASSETS 60,364   80,925   84,993

 
NON-CURRENT ASSETS
Investments 2,583   4,247   4,247
Property, plant & equipement 41,504   40,770   41,397
Intangibles 382,013   382,863   375,462
Other 68,984   63,862   25,350

TOTAL NON-CURRENT ASSETS 495,084   491,742   446,456

 
TOTAL ASSETS 555,448   572,667   531,449

 
CURRENT LIABILITIES
Accounts Payable 5,196   3,843   8,185
Provisions 4,107   1,904   2,417
Other 7,736   12,378   530

TOTAL CURRENT LIABILITIES 17,039   18,125   11,132

 
NON-CURRENT LIABILITIES
Accounts Payable 264   176   136
Borrowing 19,000   19,000   19,000
Provisions 39,837   39,227   33,746
Other 41,674   40,889   -

TOTAL NON-CURRENT LIABILITIES 100,775   99,292   52,882

 
TOTAL LIABILITIES 117,814   117,417   64,014

 
NET ASSESTS 437,634   455,250   467,435

 
SHAREHOLDERS' EQUITY
Share Capital 161,660   161,589   161,554
Reserves 247,446   247,360   247,311
Retained profits 28,528   46,301   58,570

TOTAL SHAREHOLDERS' EQUITY 437,634   455,250   467,435

 

CashFlow Statement

The following financial summary is based on accounts which have been subject to a limited review by the auditors, which is not an audit.

  CONSOLIDATED
  1995 1994
  $000's $000's

CASH FLOWS USED IN OPERATING ACTIVITIES
 
Cash receipts in the course of operations 14,054 1,174
Cash payments in the course of operations (26,748) (7,333)

 
Net cash (used in) operating activities (12,694) (6,159)

 
CASH FLOWS USED IN OPERATING ACTIVITIES
 
Interest received 2,065 2,188
Proceeds from sale of property, plant and equipment 58 454
Payments for property, plant and equipment (3,012) (2,262)
Payments on deferred research and development, pre-production expenditure and start-up costs - (13,561)
Payments for patents (873) (790)

 
Net cash (used in) investing activities (1,762) (13,971)

 
CASH FLOWS FROM FINANCING ACTIVITIES
 
Proceeds from borrowings - 1,000
Proceeds from issue of shares 157 130
Lease payments (32) -

 
Net cash provided by financing activities 125 1,130

 
Net (decrease) in cash held (14,331) (19,000)
 
Cash at the beginning of the half-year 60,166 86,498

 
Cash at the end of the half-year (1) 45,835 67,498

 
  1. Reconciliation of Cash
    For the purpose of the Statement of Cash Flows, cash includes cash on hand and at bank and short term deposits at call, net of outstanding bank overdrafts. Cash as at the end of the financial period as shown Statement of Cash Flows is reconciled to the related items in the balance sheet as follows:
  1995 1994
  $000's $000's
 
Cash 46,329 67,956
Bank overdraft (494) (458)

  45,835 67,498

 

Investor Relations
This year, in response to numerous requests for regular information on the Company's activities, Orbital will be updating its shareholders on a quarterly basis with three quarterly reports and an Annual Report, in line with US company reporting requirements. Orbital also has a site on the world-wide web on the internet ("WWW:http://www.orbeng.com.au") which is updated immediately with any media statements, technical papers and general information.

Detailed copies of the half yearly financial report are available on request from our Public Affairs department.

Finally, the Board of Directors and staff of Orbital wish to thank you for your continued support.

Yours sincerely

KIM SCHLUNKE
Chief Executive Officer

 
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Orbital Corporation Limited, 4 Whipple Street, Balcatta, Western Australia 6021.
Phone: +618 9441 2311    Fax: +618 9441 2133    Email: info@orbitalcorp.com.au