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REG - Atalaya Mining PLC - Half-year Report <Origin Href="QuoteRef">ATYM.L</Origin> - Part 2

- Part 2: For the preceding part double click  ID:nRSG1370Ja 

302      -        -        302    
 
 
Use and revision of accounting estimates 
 
The preparation of the condensed interim consolidated financial statements
requires the making of estimations and assumptions that affect the recognised
amounts of assets, liabilities, revenues and expenses and the disclosure of
contingent liabilities.  The estimates and associated assumptions are based on
historical experience and various other factors that are believed to be
reasonable under the circumstances, the results of which form the basis of
making the judgments about carrying values of assets and liabilities that are
not readily apparent from other sources.   Actual results may differ from
these estimates.  The estimates and underlying assumptions are reviewed on an
ongoing basis. Revisions to accounting estimates are recognised in the period
in which the estimate is revised if the revision affects only that period or
in the period of the revision and future periods if the revision affects both
current and future periods. 
 
Adoption of new and revised International Financial Reporting Standards
(IFRSs) 
 
The Group has adopted all the new and revised IFRSs and International
Accounting Standards (IASs) which are relevant to its operations and are
effective for accounting periods commencing on 1 January 2016.  The adoption
of these Standards did not have a material effect on the condensed interim
consolidated financial statements. 
 
Critical accounting estimates and judgements 
 
The fair values of the Group's financial assets and liabilities approximate
their carrying amounts at the reporting date.  Estimates and judgments are
continually evaluated and are based on historical experience and other
factors, including expectations of future events that are believed to be
reasonable under the circumstances. 
 
The Group makes estimates and assumptions concerning the future. The resulting
accounting estimates will, by definition, seldom equal the related actual
results.  The estimates and assumptions that have a significant risk of
causing a material adjustment to the carrying amounts of assets and
liabilities within the next financial year are unchanged from those disclosed
in the annual consolidated financial statements. 
 
Provisions are recognised when the Group has a present legal or constructive
obligation as a result of past events, it is probable that an outflow of
resources will be required to settle the obligation, and a reliable estimate
of the amount can be made. If the effect of the time value of money is
material, provisions are discounted using a current pre-tax rate that
reflects, where appropriate, the risks specific to the liability. Where
discounting is used, the increase in the provision due to the passage of time
is recognised as a finance cost. 
 
3. Business and geographical segments 
 
Business segments 
 
The Group has only one distinct business segment, being that of mining
operations, mineral exploration and development. 
 
Geographical segments 
 
The Group's mining and exploration activities are located in Spain and its
administration is based in Cyprus. 
 
 Three months ended 30 June  2016                                       Cyprus   Spain     Other    Total       
                                                                                                                
 Sales                                                                  17,723   -         -        17,723      
                                                                                                                
 Earnings Before Interest, Tax, Depreciation and Amortisation (EBITDA)  (647)    (417)     (4)      (1,068)     
 Depreciation/amortisation charge                                       (4)      (1,908)   -        (1,912)     
 Net finance cost                                                       -        (45)      -        (45)        
 Foreign exchange (loss) / gain                                         (247)    64        -        (183)       
 Loss for the period before taxation                                    (898)    (2,306)   (4)      (3,208)     
 Tax                                                                                                (6)         
 Net loss for the period                                                                            (3,214)     
                                                                                                                
                                                                                                                
 Six months ended 30 June  2016                                         Cyprus   Spain     Other    Total       
                                                                                                                
 Sales                                                                  22,619   -         -        22,619      
                                                                                                                
 Earnings Before Interest, Tax, Depreciation and Amortisation (EBITDA)  (1,625)  (1,947)   (8)      (3,580)     
 Depreciation/amortisation charge                                       (8)      (2,513)   -        (2,521)     
 Net finance cost                                                       -        (81)      -        (81)        
 Foreign exchange (loss) / gain                                         (343)    66        -        (277)       
 Loss for the period before taxation                                    (1,976)  (4,475)   (8)      (6,459)     
 Tax                                                                                                (12)        
 Net loss for the period                                                                            (6,471)     
                                                                                                                
                                                                                                                
 Total assets                                                           4,327    232,448   5        236,780     
 Total liabilities                                                      (9,080)  (57,422)  (59)     (66,561)    
 Depreciation of property, plant and equipment                          8        2,199     -        2,207       
 Amortisation of intangible assets                                      -        314       -        314         
 Total net additions of non-current assets                              -        17,079    -        17,0079     
                                                                                                              
                                                                                                              
 Three months ended 30 June 2015                                        Cyprus   Spain     Other    Total     
                                                                                                              
 Earnings Before Interest, Tax, Depreciation and Amortisation (EBITDA)  (371)    (861)     -        (1,232)   
 Depreciation/amortisation charge                                       (132)    (57)      -        (189)     
 Finance cost                                                           (1,958)  (61)      -        (2,019)   
 Foreign exchange loss                                                  (1,715)  (20)      -        (1,735)   
 Loss for the period before taxation                                    (4,176)  (999)     -        (5,175)   
 Tax                                                                                                -         
 Net loss for the period                                                                            (5,175)   
 
 
 Six months ended 30 June 2015                                          Cyprus    Spain    Other    Total     
                                                                                                              
 Earnings Before Interest, Tax, Depreciation and Amortisation (EBITDA)  (1,284)   (5,202)  (10)     (6,496)   
 Depreciation/amortisation charge                                       (132)     (57)     -        (189)     
 Finance cost                                                           (4,092)   (136)    -        (4,228)   
 Foreign exchange loss                                                  (4,866)   (56)     -        (4,922)   
 Loss for the period before taxation                                    (10,374)  (5,451)  (10)     (15,835)  
 Tax                                                                                                -         
 Net loss for the period                                                                            (15,835)  
 
 
 Total assets                                   23,803  166,052   9       189,864   
 Total liabilities                              (383)   (13,194)  (35)    (13,612)  
 Depreciation of property, plant and equipment  9       57        -       66        
 Amortisation of intangible assets              123     -         -       123       
 Total net additions of non-current assets      123     35,820    -       35,943    
 
 
4. Net finance cost 
 
                                                           Three months ended               30 June 2016    Three  months ended 30 June 2015    Six months ended               30 June 2016    Six months ended 30 June 2015  
 Interest expense                                          25                                               61                                  52                                             136                            
 Interest income                                           (4)                                              (1)                                 (18)                                           (1)                            
 Rehabilitation cost                                       24                                               -                                   47                                             -                              
 Accretion expense on convertible note                     -                                                -                                   -                                              31                             
 Bridge loan interest expense                              -                                                678                                 -                                              1,232                          
 Convertible note interest expense                         -                                                766                                 -                                              1,178                          
 Bridge loan financing expenditure                         -                                                1,342                               -                                              1,342                          
 Loss on fair value on conversion of the convertible note  -                                                (827)                               -                                              310                            
                                                           45                                               2,019                               81                                             4,228                          
 
 
5. Basic and fully diluted loss per share 
 
The calculation of the basic and fully diluted loss per share attributable to
the ordinary equity holders of the parent is based on the following data: 
 
                                                                                      Three months ended    Three  months ended 30    Six months ended          Six months ended 30  
                                                                                      30 June 2016           June 2015                         30 June 2016      June 2015           
 Parent                                                                               (730)                 (4,176)                   (1,379)                   (10,374)             
 Subsidiaries                                                                         (2,484)               (999)                     (5,092)                   (5,461)              
 Loss attributable to the ordinary holders of the parent                              (3,214)               (5,175)                   (6,471)                   (15,835)             
 Weighted number of ordinary shares for the purposes of basic loss per share (000's)  116,680               51,811*                   116,680                   49,903*              
 Basic loss per share:                                                                                                                                                               
 Basic and fully diluted loss per share (cents)                                       (2.8)                 (9.9)                     (5.5)                     (31.7)               
 
 
* Adjusted for the 30:1 share consolidation which took place in October 2015 
 
6. Property, plant and equipment 
 
 Cost                             Land and buildings  Plant and machinery  Mineral rights  Assets under construction  Deferred mining costs(2)  Other assets(3)    Total    
 At 1 January 2015                35,797              29,087               -               -                          -                         1,086              65,970   
 Additions                        23                  27,747               -               -                                                    68                 27,838   
 At 30 June 2015                  35,820              56,834               -               -                          -                         1,154              93,808   
 Additions / (reclassifications)  3,971(1)            (27,770)             -               88,885                     10,334                    4                  75,424   
 Reclassifications                (730)               (5,860)              950             5,640                      -                         -                  -        
 Disposals                        -                   (158)                -               -                                                    (132)              (290)    
 At 31 December 2015              39,061              23,046               950             94,525                     10,334                    1,026              168,942  
 Additions                        46                  16,994               -                                          -                         39                 17,079   
 Reclassifications                -                   46,935               -               (41,731)                   (5,204)                   -                  -        
 Reclassifications -intangibles   -                   1,614                -               -                          -                         -                  1,614    
 Disposals                        -                   -                    -               -                          -                         (5)                (5)      
 At 30 June 2016                  39,107              88,589               950             52,794                     5,130                     1,060              187,630  
 Depreciation                                                                                                                                                               
 At 1 January 2015                -                   158                  -               -                          -                         498                656      
 Charge for the period            -                   -                    -               -                          -                         66                 66       
 At 30 June 2015                  -                   158                  -               -                          -                         564                722      
 Charge for the period            -                   -                    -               -                          -                         86                 86       
 Disposals                        -                   (158)                -               -                          -                         (132)              (290)    
 At 31 December 2015              -                   -                    -               -                          -                         518                518      
 Charge for the period            658                 1,652                -               -                          -                         (103)              2,207    
 Disposals                        -                   -                    -               -                          -                         (5)                (5)      
 At 30 June  2016                 658                 1,652                -               -                          -                         410                2,720    
 Net book value                                                                                                                                                             
 At 30 June 2016                  38,449              86,937               950             52,794                     5,130                     650                184,910  
 At 31 December 2015              39,061              23,046               950             104,859                    -                         508                168,424  
 
 
  
 
(1) Rehabilitation provision 
 
(2) Stripping costs 
 
(3) Includes motor vehicles, furniture, fixtures and office equipment which
are depreciated over 5-10 years. 
 
The above property, plant and equipment is located in Cyprus and Spain. 
 
7. Intangible assets 
 
 Cost                                               Permits of Rio Tinto Project  Acquisition of mineral rights  Goodwill    Total    
 At 1 January 2015                                  17,655                        310                            10,023      27,988   
 Additions                                          7,982                         -                              123         8,105    
 At 30 June 2015                                    25,637                        310                            10,146      36,093   
 Reclassification                                   (5,479)                       -                              -           (5,479)  
 Disposals/closure of subsidiaries                  -                             (310)                          (813)       (1,123)  
 At 31 December 2015                                20,158                        -                              9,333       29,491   
 Reclassifications - property, plant and equipment  (1,614)                       -                              -           (1,614)  
 Other reclassifications                            48                            -                              -           48       
 At 30 June 2016                                    18,592                        -                              9,333       27,925   
 Provision for impairment                                                                                                             
 On 1 January 2015                                  -                             310                            10,023      10,333   
 Provision for the period                           -                             -                              123         123      
 At 30 June 2015                                    -                             310                            10,146      10,456   
 Disposal/closure of subsidiaries                   -                             (310)                          (813)       (1,123)  
 At 31 December 2015                                -                             -                              9,333       9,333    
 Provision for the period                           314                           -                              -           314      
 At 30 June 2016                                    314                           -                              9,333       9,647    
 Net book value                                                                                                                       
 At 30 June 2016                                    18,278                        -                              -           18,278   
 At 31 December 2015                                20,158                        -                              -           20,158   
 
 
The useful life of the intangible assets is estimated to be not less than
fourteen years from the start of production (the revised Reserves and
Resources statement which was announced in July 2016 has increased the life of
mine to 16 ½ years).  The ultimate recoupment of balances carried forward in
relation to areas of interest or all such assets including intangibles is
dependent on successful development, and commercial exploitation, or
alternatively sale of the respective areas.  The Group conducts impairment
testing on an annual basis unless indicators of impairment are present at the
reporting date.  In considering the carrying value of the assets at Proyecto
Riotinto, including the intangible assets and any impairment thereof, the
Group assessed the carrying values having regard to (a) the current recovery
value (less costs to sell) and (b) the net present value of potential cash
flows from operations.  In both cases, the estimated net realisable values
exceeded current carrying values and thus no impairment has been recognised. 
Goodwill of E9,333,000 arose on the acquisition of the remaining 49% of the
issued share capital of Atalaya Riotinto Minera S.L.U. ("ARM") back in
September 2008.  This amount was fully impaired on acquisition, in the absence
of the mining license back in 2008. 
 
8. Inventories 
 
                         30 June 2016    31 Dec 2015  
 Finished products       6,216           -            
 Materials and supplies  4,749           -            
                         10,965          -            
 
 
9. Trade and other receivables 
 
                                               30 June 2016    31 Dec 2015  
 Trade receivables                             1,016           -            
 Receivables from related parties (Note 16.4)  570             6,541        
 Deposits and prepayments                      1,109           1,114        
 VAT                                           8,789           7,970        
 Other receivables                             192             1,007        
                                               11,676          16,632       
 
 
The fair values of trade and other receivables approximate to their carrying
amounts as presented above. 
 
10. Share capital and share premium 
 
                                                Shares000's  Share CapitalStg£'000  Share premiumStg£'000    TotalStg£'000  
 Authorised                                                                                                                 
 Ordinary shares of Stg £0.075 each*            200,000      15,000                 -                        15,000         
                                                                                                                            
 Issued and fully paid                          000's        Euro 000's             Euro 000's               Euro 000's     
 Balance at 1 January 2016 and  30 June 2016    116,679      11,632                 277,238                  288,870        
                                                                                                                                
                                                                                                                                            
 
 
Authorised capital 
 
2015 
 
*Following the Company's EGM on 13 October 2015, the consolidation of ordinary
shares came into effect on 21 October 2015, whereby all shareholders received
one new ordinary share of nominal value Stg £0.075 for every 30 existing
ordinary shares of nominal value Stg £0.0025. 
 
2016 
 
The Company's authorised share capital is 200,000,000 ordinary shares of Stg
£0.075 each. 
 
Issued capital 
 
2016 
 
No shares were issued in the period from 1 January 2016 to 30 June 2016. 
 
Warrants 
 
The Company has issued warrants to advisers to the Group.  Warrants, noted
below, expire three or five years after the grant date and have exercise
prices ranging from Stg £1.425 to Stg £3.150. 
 
Details of share warrants outstanding as at 30 June 2016: 
 
                                                       Number of warrants  
 Outstanding warrants at 1 January and 30 June 2016    473,061             
 
 
11. Other reserves 
 
                                                    Share option  Bonus share  Available-for-sale investment    Total  
 At 1 January 2015                                  5,973         44           (202)                            5,815  
 Change in value of available-for-sale investment   -             -            (172)                            (172)  
 Bonus shares issued in escrow                      -             50           -                                50     
 Warrant issue costs                                122           -            -                                122    
 Recognition of share based payments                76            -            -                                76     
 At 30 June 2015                                    6,171         94           (374)                            5,891  
 Bonus shares issued in escrow                      -             51           -                                51     
 Change in value of available-for-sale investment   -             -            (510)                            (510)  
 Recognition of share based payments                76            -            -                                76     
 At 31 December 2015                                6,247         145          (884)                            5,508  
 Change in value of available-for-sale investments  -             -            193                              193    
 Bonus shares issued in escrow                      -             63           -                                63     
 Recognition of share based payments                68            -            -                                68     
 At 30 June 2016                                    6,315         208          (691)                            5,832  
 
 
Share options 
 
No share options were issued in the period from 1 January 2016 to 30 June
2016.  Details of share options outstanding as at 30 June 2016: 
 
                                                     Number of share options 000's  
 Outstanding options at 1 January 2016               931,654                        
 -  cancelled/expired during the reporting period    (113,331)                      
 Outstanding options at 30 June 2016                 818,323                        
 
 
12. Trade and other payables 
 
                                       30 June 2016    31 Dec 2015  
 Non-current trade and other payables                               
 Social Security*                      208             1,741        
 Land options                          135             155          
                                       343             1,896        
 Current trade and other payables                                   
 Trade payables                        48,594          37,106       
 Deferred income                       5,403           -            
 Deferred income (Note 16.4)           3,503           -            
 Social Security*                      3,248           2,867        
 Land options and mortgage             774             789          
 Accruals                              642             1,124        
 Tax liability                         36              24           
 Other                                 -               1            
                                       62,200          41,911       
 
 
The fair values of trade and other payables due within one year approximate to
their carrying amounts as presented above. 
 
* On 25 May 2010 ARM recognised a debt with the Social Security's General
Treasury in Spain amounting to E16.9 million that was incurred by a previous
owner in order to stop the execution process by Public Auction of the land
over which Social Security had a lien.  E13.5 million has been repaid to date.
 Originally payable over 5 years, the repayment schedule was subsequently
extended until June 2017. 
 
13. Provisions 
 
                                                       Rehabilitation costs  
 At 1 January 2015                                     -                     
 Additions                                             3,971                 
 At 31 December 2015                                   3,971                 
 Charge to profit and loss as finance cost (Note 4)    47                    
 At 30 June 2016                                       4,018                 
 
 
              30 June 2016    31 Dec 2015  
 Non-current  4,018           3,971        
 Current      -               -            
 Total        4,018           3.971        
 
 
Rehabilitation provision represents the accrued cost required to provide
adequate restoration and rehabilitation upon the completion of production
activities. These amounts will be settled when rehabilitation is undertaken,
generally over the project's life. 
 
14. Derivative instruments 
 
As at 30 June 2016, Atalaya had certain short term foreign exchange contracts.
The contracts were in an unrealised gain position which was recorded as a
foreign exchange gain in the income statements (30 June 2016 - E54,000), as
part of net foreign exchange loss, the corresponding receivable amount
recorded in other receivables. The relevant information of the contracts is as
follows: 
 
Foreign exchange contracts - Euro/USD 
 
 Period                   Contract type      Amount in USD  Contract rate  Strike  
 June 2016  - March 2017  FX Forward - Put   5,000,000      1.0955         n/a     
                          FX Forward - Call  10,000,000     1.0955         1.0450  
 
 
The counter parties of the foreign exchange agreements are third parties. 
 
15. Acquisition and disposal of subsidiaries 
 
There were no acquisitions in the six months ended 30 June 2016. 
 
16. Related party transactions 
 
The following transactions were carried out with related parties: 
 
16.1 Compensation of key management personnel 
 
The total remuneration and fees of Directors (including Executive Directors)
and other key management personnel was as follows: 
 
                                                                        Threemonths ended30 June 2016    Threemonths ended30 June 2015    Sixmonths ended30 June 2016    Sixmonths ended30 June 2015  
 Directors' remuneration and fees                                       175                              170                              350                            258                          
 Share option-based benefits to directors                               14                               14                               28                             28                           
 Bonus shares issued to director, in escrow                             31                               25                               63                             50                           
 Key management personnel remuneration                                  95                               157                              190                            315                          
 Share option-based and other benefits to key management personnel      8                                20                               16                             26                           
                                                                        323                              386                              647                            677                          
 
 
16.2 Share-based benefits 
 
The directors and key management personnel have not been granted options
during the three month period. 
 
16.3 Transactions with shareholders 
 
                                                                                                          Threemonths ended30 June 2016    Threemonths ended30 June 2015    Sixmonths ended30 June 2016    Sixmonths ended30 June 2015  
 Trafigura - Sales of goods (pre commissioning sales offset against the cost of constructing assets)      -                                -                                2,452                          -                            
 Trafigura - Sales of goods                                                                               6,497                            -                                11,393                         -                            
                                                                                                          6,497                            -                                13,845                         -                            
 
 
16.4 Period-end balances with shareholders 
 
                                                                                                     30 June 2016    31 Dec 2015  
 Receivables from related parties (Note 9):                                                                                       
 Trafigura                                                                                           570             6,541        
 The above debtor balance arising from sales of goods bears no interest and is repayable on demand.                
 Deferred income (Note 12):                                                                                                       
 Orion                                                                                               3,503           -            
                                                                                                                                    
 
 
17. Contingent liabilities 
 
Deferred consideration 
 
In September 2008, the Group moved to 100% ownership of ARM (and thus full
ownership of Proyecto Riotinto) by acquiring the remaining 49% of the issued
capital of ARM.  The cost of the acquisition was satisfied by issuing
39,140,000 Ordinary Shares to MRI Trading AG ("MRI") at an issue price of 21p
per Ordinary Share and a deferred cash settlement of up to E53 million
("Deferred Consideration"), (including loans of E9,116,617.30 owed to
companies related to MRI incurred in relation to the operation of Proyecto
Riotinto).  The obligation to pay the Deferred Consideration is subject to the
satisfaction of the following conditions (the "Conditions"): (a) all
authorisations to restart mining activities in Proyecto Riotinto having been
granted by the Junta de Andalucía ("Permit Approval"); and (b) the Group
securing a senior debt finance facility for a sum sufficient to restart mining
operations at Proyecto Riotinto ("Senior Debt Facility") and being able to
draw down funds under the Senior Debt Facility. 
 
Originally the Group was obliged to pay the Deferred Consideration in
instalments commencing on the date of drawdown under the Senior Debt Facility
until the second anniversary of commercial production at Proyecto Riotinto. 
On 31 March 2009, pursuant to a deed of amendment, MRI consented to the Group
paying the Deferred Consideration over a period of six or seven years
following satisfaction of the Conditions (the "Payment Period").  In return,
the Company agreed to potentially pay further Deferred Consideration of up to
E15,900,000 in regular instalments over the Payment Period depending upon the
price of copper.  Any such additional Deferred Consideration would only be
payable if, during the relevant period, the average price of copper per tonne
is US$6,614 or more (US$3.00/lb).  On 11 November 2011 MRI novated its right
to be paid the Deferred Consideration to Astor Management AG ("Astor"). 
 
As security, inter alia, for the obligation to pay the Deferred Consideration
to Astor, EMED Holdings (UK) Limited has granted a pledge to Astor Resources
AG over the issued capital of ARM and the Company has provided a parent
company guarantee. 
 
As at the date of this report, the Permit Approval condition has been
satisfied.  However, the Group has not entered into arrangements in connection
with a Senior Debt Facility and, in the absence of drawdown of funds by the
Group pursuant to a Senior Debt Facility, there is significant doubt
concerning the legal obligation on the Company to pay any of the Deferred
Consideration. 
 
On 2 November 2015, the Company announced that it was in receipt of a formal
claim from Astor (the "Claim").  The Claim was made in the High Court of
Justice in London against the Company and certain other members of the Group. 
In its Claim, Astor is claiming, inter alia, that the Conditions have been
satisfied and the first instalment of the Deferred Consideration is due
(together with damages).  The Company is disputing this and it is defending
the proceedings vigorously.  The Company continues to work closely with its
legal advisors in preparing for trial at the High Court of Justice in London. 
The date for the trial has been set for 30 January 2017. 
 
Judicial and administrative cases 
 
On 23 September 2010, ARM was notified that the Andalucían Water Authority
("AWA") had initiated a Statement of Objections and Opening of File (the
"Administrative File 2010") following allegations by third parties of
unauthorised industrial discharges from the Tailings Management Facility
("TMF") at the Rio Tinto Copper Mine in the winter months of late 2010 and
early 2011.  These assertions are judicial (alleging negligence) and
administrative (alleging damage to the environment) in nature.  At that time,
the Company owned 33% of the TMF and the owners of the remaining 67% are
co-defendants (Rumbo and Zeitung). 
 
In December 2011, the judicial claims were dismissed in the initial discovery
phase by the appeals Court (upholding a lower court decision) finding that the
controlled discharges of excess rainwater were force majeure events carried
out to protect the stability of the TMF, thereby ensuring public safety and
protection of the environment (the "Court Decisions"). 
 
Given that all judicial claims were dismissed in the very early stages of the
court´s investigation, no formal charges were ever made against ARM or against
any of its Directors or Officers. 
 
Now that the Court Decisions are final, the Administrative File 2010, which
can only result in a monetary sanction against the co-defendants, was
re-opened in 2012.  The defence arguments successfully used in a later case
which has been dismissed on 11 February 2015 (see below) will be used in the
defence of Administrative File 2010 and the management is positive that they
will be accepted. 
 
On January 2, 2013 ARM, Rumbo and Zeitung were notified of a Resolution of
Fine and Damages (in a total amount of E1,867,958.39).  In February 2013 ARM
appealed this Resolution and the Court has agreed that the Fine and Damages
amount be secured by a mortgage over certain properties owned by ARM until the
final decision on the alleged discharges is known. 
 
In the Company's view, no "industrial discharge" took place, but rather a
force majeure controlled discharge of excess rainwater accumulated in the TMF
since industrial operations ceased in the early 2000´s with no actual damage
to the environment having taken place. 
 
In the Company's view it is unlikely that any fine or sanction will be imposed
against ARM once the Administrative File 2010 reaches its final conclusion
after all appeals are exhausted in approximately 3-5 years. On 28 January
2016, the Court ruled in favour of ARM, Rumbo and Zeitung.   On 26 April 2016
the Court issued a final decree by which the 28 January 2016 ruling was
declared final. 
 
On 20 January 2014, ARM was notified that the Huelva Territorial Delegation of
the Ministry of Environment (which has absorbed the former AWA) had initiated
another disciplinary proceeding for unauthorised discharge (the
"Administrative File 2013") of administrative nature following allegations by
the administration of alleged unauthorised industrial discharges from the TMF
at the Rio Tinto Copper Mine during the heavy rains occurred from 7 March to
25 April 2013.  The Administration has proposed the amount of E726,933.30 as
compensation for alleged damages to the environment ("Public Water Domain")
and a fine of between E300,507 and E601,012.  On 11 February 2015, the Huelva
Territorial Delegation of the Ministry of Environment dismissed the case.  On
13 May 2015, the Huelva Territorial Delegation of the Ministry of Environment
re-opened the Administrative File 2013. Written allegations were submitted on
30 May 2015. On 29 March 2016 the Huelva Territorial Delegation of the
Ministry of Environment dismissed finally and without further recourse the
Administrative File 2013. 
 
On 19 February 2015, ARM was notified that the Huelva Territorial Delegation
of the Ministry of Environment had initiated another disciplinary proceeding
for unauthorised discharge (the "Administrative File 2014") which has proposed
a fine of between E300,507 and E601,012.  On 10 March 2015 the Company
submitted the relevant defence arguments. 
 
The Junta de Andalucía notified ARM of another disciplinary proceeding for
unauthorised discharge in 2014.  ARM submitted the relevant defence arguments
on 10 March 2015 but has had no response or feedback from the Junta de
Andalucía since the submissions.  Based on the time that has lapsed without a
response, it is expected that the outcome of this proceedings will also be
favourable for ARM.  Once the necessary time has lapsed, ARM will ask for the
Administrative File to be dismissed. 
 
18. Commitments 
 
Spain 
 
There are no minimum exploration requirements at Proyecto Riotinto.  However,
the Group is obliged to pay municipal land taxes which currently are
approximately E110,000 per year in Spain and the Group is required to maintain
the Riotinto site in compliance with all applicable regulatory requirements. 
 
As part of the consideration for the purchase of land from Rumbo, ARM has
agreed to pay a royalty to Rumbo subject to commencement of production of
$250,000 in each quarter where the average price of LME copper or the average
copper sale price achieved by the Group is at least $2.60/lb.  No royalty is
payable in respect of any quarter where the average copper price for that
quarter is below this amount and in certain circumstances any quarterly
royalty payment can be deferred until the following quarter.  The royalty
obligation terminates 10 years after commencement of production. 
 
Commencement of production is defined as being the first to occur of
processing of ore at a rate of nine million tonnes per annum for a continuous
period of six months or the date that is 18 months after the first product
sales from Proyecto Riotinto. 
 
ARM has entered into a 50/50 joint venture with Rumbo to evaluate and exploit
the potential of the class B resources in the tailings dam and waste areas at
Proyecto Riotinto.  Under the joint venture agreement, ARM will be the
operator of the joint venture, will reimburse Rumbo for the costs associated
with the application for classification of the Class B resources and will fund
the initial expenditure of a feasibility study up to a maximum of E2 million. 
Costs are then borne by the joint venture partners in accordance with their
respective ownership interests.  Half of the costs paid by ARM in connection
with the feasibility study can be deducted from any royalty which may fall due
to be paid. 
 
At Proyecto Riotinto, the Group had four year options with each of Zeitung and
Inland for the purchase of certain land plots adjacent to the mine at a
purchase price of E4,202,000 (expiry date 31 July 2016) and E4,648,000 (expiry
date 2 August 2016) respectively.  The completion of the infill drilling
programme, assays and updating of the block model provided the Group with a
better understanding of the mineralisation.  Based on these results, the Group
took the view that the options on the said land plots were no longer necessary
and opted not to exercise them. 
 
19. Significant events 
 
The Group declared commercial production on 1 February 2016.  The
commissioning of the expansion project began in May 2016, with nameplate
capacity of 9.5Mtpa forecast by the end of 2016. 
 
The updated Reserves and Resources statement released on 14 July 2016
indicated a 12% increase in contained reserves and extended life of mine to 16
½ years. 
 
20. Events after the reporting period 
 
On 7 July 2016, the Annual General Meeting was held at Rio Tinto, in Spain,
with all resolutions being passed by shareholders.  On the same day, Atalaya
announced the appointment of Mr Cesar Sanchez as Group Chief Financial
Officer. 
 
On 5 September 2016, the Company announced the completion of a US$14 million
prepayment funding facility with Transamine Trading S.A.  The facility covers
part of the Group's short term working needs in order to support itself
through the ramp-up phase.  The Group continues to work on alternative funding
solutions to improve its balance sheet and its working capital position during
the ramp-up period to full expanded production. 
 
There were no other events after the reporting period, which would have a
material effect on the consolidated financial statements. 
 
This information is provided by RNS
The company news service from the London Stock Exchange

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