- Part 3: For the preceding part double click ID:nRSK7076Ub
reduction scheme - - (67,079) -
At 31 December 2015 112,069,738 1,121 - (7,810)
The par value of Ordinary Shares is $0.01 per share and all shares are fully paid.
On 13 May 2015, the Company completed a court approved capital reduction scheme, which resulted in $67,079,000 being
transferred from the share premium account to distributable reserves.
18. Other reserves Group Share option reserve$'000 Shares reserve to be issued $'000 Currency translation reserve $'000 Total Group $'000
At 1 January 2014 5,557 39,409 (826) 44,140
Reserve transfer (5,557) - - (5,557)
Currency translation differences - - (10,291) (10,291)
Promise of shares to be issued on completion of SUC acquisition - 16,844 - 16,844
Ordinary shares issued on completion of Kounrad transaction - (56,253) - (56,253)
At 31 December 2014 - - (11,117) (11,117)
Currency translation differences - - (77,352) (77,352)
At 31 December 2015 - - (88,469) (88,469)
(88,469)
The fall in value of the Tenge has resulted in a non-cash foreign exchange loss of $77,352,000 recognised within equity.
This is primarily due to the translation on consolidation of the Group's Kazakhstan based subsidiaries whose functional
currency is the Tenge as well as the goodwill and fair value uplift adjustments to the carrying amounts of assets and
liabilities arising on the Kounrad Transaction which are denominated in Tenge.
The Group and Company made a reserve transfer during 2014 to include the share option reserve as part of retained earnings
as permitted by IFRS. The share option reserve continues to be recognised within retained earnings as at 31 December
2015.
19. Trade and other payables
Group Company
31 Dec 15 $'000 31 Dec 14 $'000 31 Dec 15$'000 31 Dec 14 $'000
Trade payables 3,907 1,041 2,163 439
Corporation tax, social security and other taxes 2,354 3,211 342 785
6,261 4,252 2,505 1,224
The carrying value of all the above payables is equivalent to fair value.
The Group made a net provision for the 2015 corporate income tax liability at Kounrad of $638,000 (2014: $803,940) having
paid an amount of $9,324,934 in advance during the year (2014: $8,505,272). $674,149 was also paid during the year in
relation to 2014 corporate income tax.
All Group and Company trade and other payables are payable within less than one year for both reporting periods.
20. Cash generated from/(used in) operations
Group Company
Note 2015$'000 2014$'000 2015$'000 2014$'000
Profit/(loss) before income tax including discontinued operations 32,583 70,019 (9,522) (9,704)
Adjustments for:
Depreciation 13 7,666 9,476 47 46
Amortisation 14 2,720 1,936 - -
Loss on disposal of property, plant and equipment 16 494 - -
Foreign exchange (gain)/loss 12 (8,992) 1,887 (657) 850
Gain on re-measuring to fair value the existing interest on acquisition of control - (33,039) - -
Change in provision for doubtful receivables 15 (41) 8 - -
Impairment of Mongolian intercompany receivables - - 138 206
Impairment of Mongolian intangible assets and investments - - 38 60
Share based payments 2,396 1,914 2,396 1,914
Write-off of inventory 9 600 - -
Finance income (41) (61) (18) -
Finance costs 304 334 53 (11)
Changes in working capital:
Inventories (1,454) 83 - -
Trade and other receivables 15 (1,647) (1,740) 263 16,314
Trade and other payables 19 (515) (2,842) 2,068 810
Movement in provisions - (1,317) - -
Cash generated from/(used in) operations 33,595 47,152 (5,194) 10,485
21. Dividend per share
In line with the Company dividend policy, the Company paid $20,368,000 in 2015 (2014: $17,932,000) which consisted of a
2015 interim dividend of 4.5 pence per share and a final dividend for 2014 of 7.5 pence per share (2014: interim dividend
of 5 pence per share and a final dividend for 2013 of 5 pence per share). The dividend declared amount recognised in the
statement of changes in equity of $20,358,000 is different to the dividend paid recognised in the cash flow statement of
$20,368,000 due to foreign exchange differences on the GBP declared dividend.
The Directors will propose a final dividend in respect of the year ended 31 December 2015 of 8 pence per share at the
forthcoming Annual General meeting ("AGM").
22. Events after the reporting period
VAT recoverability
The Group's main receivable is the VAT incurred on purchases within Kazakhstan as explained in note 15. As at 31 December
2015 a total of $4,423,000 (2014: $6,392,885) of VAT receivable was still owed to the Group by the Kazakhstan authorities.
An amount of $1,666,060 was refunded from the authorities in February 2016 and has been reclassified from non-current to
current trade and other receivables as at 31 December 2015.
Off-take arrangements at Kounrad
During 2015, the Group's off-take arrangements at Kounrad were put out to tender with Traxys being retained as CAML's
off-take partner following a competitive process. The revised off-take contract has been agreed through to 31 December
2018 and will provide additional cost savings fixed for the three-year period. The commitment is for a minimum of 90% of
the Kounrad copper cathode production.
Insurance claim
Following the incident at Kounrad in June 2015 an insurance claim was submitted. In March 2016, the Group received
notification that the merits of the claim had been accepted and negotiations are ongoing as to the quantum. No receivable
was recognised for the claim at 31 December 2015.
23. Related party transactions
The Group had the following related party balances and transactions during the year ended 31 December 2015. Related parties
are those entities owned or controlled by the Company, which is the ultimate controlling party of the Group.
Transactions between the Company and subsidiaries
Amounts receivable within one year: 31 Dec 15 $'000 31 Dec 14 $'000
CAML Kazakhstan BV - following completion of the Kounrad Transaction 1,631 29,571
Sary Kazna LLP - management service fees 252 -
Copper Bay Limited - management service fees 31 -
1,914 29,571
During 2015, CAML Kazakhstan BV repaid $27,940,000 to the Company (2014: $11,270,000). As at 31 December 2015, $176,272 of
intercompany loans and management fee receivable with the Mongolian subsidiaries has been written off during the year as
part of the Group impairment testing (2014: $206,000).
The Company also received management fee income from Sary Kazna LLP of $312,916 (2014: $60,000) and from Copper Bay Limited
of $26,288 (2014: nil).
Directors' remuneration, EBT shares and options
Directors' remuneration, including Non-Executive Directors, during the year is disclosed in the Remuneration Committee
Report of the 2015 Annual Report.
Kenges Rakishev
Mr Kenges Rakishev ("KR") became a major shareholder of CAML on 23 May 2014 following completion of the Kounrad
Transaction. He was appointed to the CAML Board on 9 December 2013 following the completion of the first part of the
transaction. Consequently, KR is considered a related party in any dealings he has with the Group.
As part of the obligations on KR for completing the Kounrad Transaction, he signed a relationship agreement with CAML
setting out the terms of the relationship between KR and the Group.
On 29 December 2015, JSC Kazkommertsbank ("KKB") announced that KR, a director of KKB, completed a transaction with Alnair
Investment Company to purchase its parent company, JSC Alnair Capital Holding ("Alnair"), which owns 28.08% of KKB's issued
and outstanding share capital.
As a result of the transaction, KR became the General Partner of the Alnair investment group and effectively acquired full
control over the voting and other rights of a combined 56.75% stake in KKB's issued and outstanding share capital, made up
of shares in KKB held by KR directly and indirectly, through Alnair. Alnair has subsequently been renamed Qazaq Financial
Group JSC.
The Group uses the facilities of KKB within Kazakhstan for its normal day-to-day banking and has insurance agreements with
a subsidiary of KKB. As at 31 December 2015 the Group held $6,107,000 with KKB (2014: $12,479,000).
24. Deferred income tax liability
Group
The movements in the Group's deferred tax assets and liabilities which are expected to be recovered or settled more than 12
months after the reporting period are as follows:
At 1 January 2015 $'000 Acquisition $'000 Currency translation differences $'000 Credited to income statement $'000 At 31 December 2015 $'000
Other timing differences (276) - 121 21 (134)
Deferred tax liability on fair value adjustment on Kounrad Transaction (20,291) - 10,185 - (10,106)
Deferred tax liability, net (20,567) - 10,306 21 (10,240)
At 1 January 2014 $'000 Acquisition $'000 Currency translation differences $'000 Credited to income statement $'000 At 31 December 2014 $'000
Other timing differences (374) - 58 40 (276)
Deferred tax liability on fair value adjustment on Kounrad Transaction (9,278) (11,013) - - (20,291)
Deferred tax liability, net (9,652) (11,013) 58 40 (20,567)
The fall in value of the Tenge has resulted in a currency translation difference on the deferred tax liability of
$10,306,000. This is primarily due to the translation of the goodwill arising on the Kounrad Transaction which is
denominated in Tenge.
Where the realisation of deferred tax assets is dependent on future profits, the Group recognises losses carried forward
and other deferred tax assets only to the extent that the realisation of the related tax benefit through future taxable
profits is probable.
Further reductions to the UK corporation tax rate have been announced which will reduce the rate to 17% by April 2020.
However, these changes had not been substantially enacted at the balance sheet date and, therefore, are not recognised in
this financial information.
The Group did not recognise other potential deferred tax assets arising from losses of $5,385,000 (2014: $3,700,000) as
there is insufficient evidence of future taxable profits within the entities concerned. Unrecognised losses can be carried
forward indefinitely.
At 31 December 2015, the Group had other deferred tax assets of $934,000 (2014: $1,222,000) in respect of share based
payments and other temporary differences which had not been recognised because of insufficient evidence of future taxable
profits within the entities concerned.
There are no significant unrecognised temporary differences associated with undistributed profits of subsidiaries at 31
December 2015 and 2014, respectively.
Company
At 31 December 2015 and 2014 respectively, the Company had no recognised deferred tax assets or liabilities.
At 31 December 2015, the Company had not recognised potential deferred tax assets arising from losses of $5,385,000 (2014:
$3,345,000) as there is insufficient evidence of future taxable profits. The losses can be carried forward indefinitely.
At 31 December 2015, the Company had other deferred tax assets of $934,000 (2014: $1,222,000) in respect of share based
payments and other temporary differences which had not been recognised because of insufficient evidence of future taxable
profits.
This information is provided by RNS
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