REG - Jubilee Platinum PLC - Notice of AGM & Audited results for the year <Origin Href="QuoteRef">JLP.L</Origin> - Part 2
10/11/2017 07:06
- Part 2: For the preceding part double click ID:nRSJ1140Wa
maximum preference equity stake in the
subsidiary Jubilee Processing
· As previously announced on 31 March 2016, the remaining purchase
consideration of the Middelburg Disposal was calculated at approximately GBP
0.39 million (ZAR 8.90 million) net of closing adjustments including stock and
supplier adjustments. The final settlement amount of GBP 0.46 million (ZAR
7.40 million) has been received by Jubilee in March 2017. These proceeds
strengthened the Group's cash flow and its ability to fund its projects.
· During March 2017 the Company successfully completed a placing of 66 000
000 new ordinary shares of 1 pence each ("Ordinary Shares") in Jubilee (the
"Placing Shares") at a price of 5.0 pence (ZAR 78.70 cents) per share to raise
approximately GBP 3.30 million before expenses (ZAR 51.90 million at current
conversion rates).
The Directors are of the opinion that the Group and Company are funded
sufficiently to enable it to continue with its operations as a going concern.
9. Events after the reporting period
9.1 PlatCro Platinum and Chrome Tailings Project ("PlatCro project")
Post the period under review the Company executed a Framework and Processing
of Tailings Agreement ("the Agreement") with PlatCro in March 2017 for the
acquisition of new platinum, palladium, rhodium and gold ("4E PGMs") bearing
surface material existing at PlatCro as well as all future surface material at
PlatCro. The existing surface material is estimated at 1 250 000 tonnes with
an estimated grade of 2.7 g/t 4E PGMs. This ensured Jubilee the sole right to
future earnings from the platinum bearing material.
The PlatCro project will target a processing rate of 25 000 tonnes per month
to complement Jubilee's surface tailings platinum production by a further 14
200 ounces of PGMs per annum. This projects a total production target at
stable operations of approximately 50 000 ounces of PGMs per annum for Jubilee
from all its surface tailings and 3rd party ore projects.
Under the Agreement Jubilee will acquire the existing material for a total
consideration of GBP 3.13 (ZAR 50.00) per tonne of surface material remaining
after on-going further recovery of residual chromite by PlatCro. Approximately
79 % of the material is estimated to remain following chromite removal, which
equates to a 4E PGM acquisition value of GBP 3.50 million (ZAR 55.40
million).
The Agreement allows for a two-stage payment over an estimated three month
period following the conclusion of the Agreement. Future material will be
acquired at a value of GBP 3.13 (ZAR 50.00) per tonne of material post
chromite removal. The surface material is located within trucking distance of
Jubilee's Hernic operation, thereby offering the opportunity to process the
additional material at the Company's existing Hernic plant for PGM recovery.
Jubilee also holds the option to acquire property located adjacent to the
surface material for the construction of a dedicated platinum processing
plant, if deemed appropriate, and at Jubilee's election.
On 9 May 2017 Jubilee executed the first payment of GBP 1.16 million (ZAR 20
million) as part of the PlatCro project. The PlatCro project includes the
upfront acquisition of all PGMs contained in surface material as well as
future PGMs from further processing and mining operations.
The final payment for the existing surface PGMs is subject to the completion
of the surface drill programme and receiving regulatory approval to commence
with the processing of the PGMs. The first payment was recognised in the
statement of financial position as a prepayment until such time as the
necessary conditions have been met. On 31 July 2017 Jubilee notified PlatCro
that it has undertaken and completed a survey of the dam as provided for in
the Agreement.
9.2 Project funding secured
On 9 August 2017, Jubilee secured a USD50 million project funding structure,
provided by RiverFort Capital Group Limited ("RiverFort"), which is modelled
on the successful Hernic platinum and chrome recovery project which was also
financed through RiverFort.
10. Contingencies and commitments
Other than disclosed below, there are no material contingent assets or
liabilities as at 30 June 2017.
10.1 PlatCro Platinum and Chrome Tailings Project ("PlatCro project")
Jubilee executed a framework and processing of tailings agreement ("the
Agreement") with PlatCro Proprietary Limited ("PlatCro"). The Agreement
provides for the acquisition of the platinum, palladium, rhodium and gold
("4E"or "PGMs") contained in the existing surface material as well as all
future material at the PlatCro. Existing surface material is estimated to be
1.25 million tonnes at an estimated grade of 2.7 g/t 4E PGMs. On 9 May 2017
Jubilee executed the first payment of GBP 1.16 million (ZAR 20 million) as
part of the PlatCro project.
The PlatCro project includes the upfront acquisition of all PGMs contained in
surface material as well as future PGMs from further processing and mining
operations of which the first payment equates to approximately 50 % of the
acquisition value. The final payment for the existing surface PGMs is subject
to the completion of the surface drill programme and receiving regulatory
approval to commence with the processing of the PGMs. The first payment was
recognised in the statement of financial position as a prepayment until such
time as the necessary conditions have been met. On 31 July 2017 Jubilee
notified PlatCro that it has undertaken and completed a survey of the dam as
provided for in the Agreement. As at the period end Jubilee recognised the
first payment of the acquisition value as a prepayment in an amount of GBP
1.16 million (ZAR 20 million).
Contacts
Jubilee Platinum PLC
Colin Bird/Leon Coetzer
Tel +44 (0) 20 7584 2155 / Tel +27 (0) 11 465 1913
Andrew Sarosi
Tel +44 (0)1752 221937
JSE Sponsor
Sasfin Capital, (a member of the Sasfin group)
Sharon Owens
Tel +27 (0)11 809 7500
Nominated Adviser
SPARK Advisory Partners Limited
Mark Brady/Andrew Emmott
Tel: +44 (0)203 368 3551
Broker
Beaufort Securities Limited
Jon Belliss
Tel: +44 (0) 20 7382 8300
Annexure 1
Jubilee Platinum Plc
Independent auditors' report to the members
Opinion
We have audited the financial statements of Jubilee Platinum Plc for the year
ended 30 June 2017 which comprise the Consolidated and Company Statements of
Comprehensive Income, the Consolidated and Company Statements of Financial
Position, the Consolidated and Company Statements of Changes in Equity, the
Consolidated and Company Statements of Cash flows and notes to the financial
statements, including a summary of significant accounting policies set out on
pages 30 to 71. The financial reporting framework that has been applied in
their preparation is applicable law and International Financial Reporting
Standards ("IFRS") as adopted by the European Union.
In our opinion, the financial statements:
· give a true and fair view of the state of affairs of the
Group and of the parent company as at 30 June 2017 and of their losses for
the period then ended;
· have been properly prepared in accordance with IFRS as
adopted by the European Union; and
· have been prepared in accordance with the requirements of the
Companies Act 2006.
This report is made solely to the company's members, as a body, in accordance
with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been
undertaken so that we might state to the company's members those matters we
are required to state to them in an auditors' report and for no other purpose.
To the fullest extent permitted by law, we do not accept or assume
responsibility to anyone other than the company and the company's members as a
body, for our audit work, for this report, or for the opinions we have
formed.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing
(UK) ("ISAs (UK)") and applicable law. Our responsibilities under those
standards are further described in the Auditor's responsibilities for the
audit of the financial statements section of our report. We are independent of
the company in accordance with the ethical requirements that are relevant to
our audit of the financial statements in the UK, including the FRC's Ethical
Standard, and we have fulfilled our other ethical responsibilities in
accordance with these requirements. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
We have nothing to report in respect of the following matters in relation to
which the ISAs (UK) require us to report to you where:
· the Directors' use of the going concern basis of accounting
in the preparation of the financial statements is not appropriate; or
· the Directors have not disclosed in the financial statements
any identified material uncertainties that may cast significant doubt about
the company's ability to continue to adopt the going concern basis of
accounting for a period of at least twelve months from the date when the
financial statements are authorised for issue.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were
of most significance in our audit of the financial statements of the current
period and include the most significant assessed risks of material
misstatement (whether or not due to fraud) we identified, including those
which had the greatest effect on: the overall audit strategy, the allocation
of resources in the audit; and directing the efforts of the engagement team.
These matters were addressed in the context of our audit of the financial
statement as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters. This is not a complete list of
all risks identified by our audit.
Key audit matter How our audit addressed the key audit matter
Carrying value of intangible assetsThe carrying value of intangible assets included in the Group's balance sheet at 31 December 2017 was stated at £48.2m, contained within 3 cash generating units ("CGUs"). The Directors assess at each reporting period end Our audit procedures included the following:· Assessing the methodology used by the Directors to calculate recoverable amounts and evaluated if it complies with the requirements of IAS 36;· Assessing the viability of the platinum group elements ("PGE") exploration asset by analysing future projected cash flows used in the value in use calculations for the CGU to determine whether the assumptions used in projecting the cash flows are reasonable and supportable given the current macroeconomic climate;· Performing sensitivity analysis on key assumptions and testing the mathematical accuracy of models;· Comparing foreign exchange rates used in management's calculations against third party sources;· Understanding the commercial prospects of the assets, and where possible comparison of assumptions with external data sources;· Reviewing correspondence and other sources for evidence of impairment;· Reviewing the recoverability of intercompany loans within the parent company and indicators of impairment in investments in subsidiaries;· Assessing the appropriateness and completeness of the related disclosures in note 8, intangible assets, of the group financial statements; and· Recalculating the deferred tax liability relating to specific intangible assets and assessing applicable tax rates. Based on our procedures, we noted no material exceptions and considered management's key assumptions to be within reasonable ranges.
whether there is any indication that an asset may be impaired and intangible assets with an indefinite life must be tested for impairment on an annual basis. The determination of recoverable amount, being the higher of value-in-use and fair value less
costs to dispose, requires judgement on the part of management in both identifying and then valuing the relevant CGUs, especially for projects where the there is an uncertain timeframe. Deferred tax liabilities are recognised on certain intangible assets
following business combinations and these liabilities are re-evaluated at each reporting period end. Any impairment in these CGUs could lead to subsequent impairments in the parent company investments in subsidiaries or intercompany loans to these
subsidiaries. Due to the significance of the intangible assets to the consolidated financial statements, the significant judgements involved in these calculations and the potential impact to parent company investments and intercompany loans, the carrying
value of intangible assets is a key audit matter.
Key audit matter How our audit addressed the key audit matter
Revenue recognitionRevenue for the year was £9.8m, representing a significant increase on 2016. Additionally, this is the first year of production at Hernic, leading to the recognition of revenue from platinum group metals ("PGM") concentrate sales as well Our audit procedures included the following:· Evaluating the Group's revenue recognition policy and management's current year accounting assessment for the fair value of consideration receivable;· Confirming the implementation of the Group's policy to both PGM concentrate sales at Hernic and chromite concentrate sales at DCM by performing tests to confirm our understanding of the process by which revenue is calculated;· Confirming that fair value measurements are determined in accordance with IFRS 13;· Comparing foreign exchange rates used in management's calculations;· Substantive tests agreeing concentrates to weighbridge tickets and underlying calculations to terms stipulated in individual customer contracts ; and· Assessing the appropriateness of the related disclosures in notes 1.1 and 3, revenue recognition accounting policy and revenue split by commodity, of the group financial statements. Based on our procedures, we noted no material exceptions and considered management's key assumptions to be within reasonable ranges. We consider that revenue recognition has been recognised appropriately and is in accordance with the Group's revenue recognition policy.
as chromite concentrate. As required by IFRS as adopted by the European Union, an entity is required to recognise revenue at the fair value of the consideration received or receivable when the following conditions have been satisfied: · the entity
has transferred to the buyer the significant risks and rewards of ownership of the goods;· the entity retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;·
the amount of revenue can be measured reliably;· it is probable that the economic benefits associated with the transaction will flow to the entity; and· the costs incurred or to be incurred in respect of the transaction can be measured reliably.
For the sale of chromite concentrate and PGM concentrate, revenue is initially recognised at the fair value of the consideration receivable, which is an estimate of the final sales price (see note 1.11, revenue recognition accounting policy, for the full
revenue recognition policy). Due to the significance of revenue to the consolidated financial statements, the judgement involved in estimating consideration receivable and this being the first year of revenue generated at the Hernic project, revenue
recognition is a key audit matter.
Key audit matter How our audit addressed the key audit matter
Accounting for project finance raised in the year The carrying value of project finance liabilities at 30 June 2017 was £3.8m. Funding was raised in the year to finance the construction and working capital of the Hernic project. These borrowings are required to be held at amortised cost under IAS 39. Additionally, when the conditions for borrowing costs to be capitalised are met these are required to be capitalised in accordance with IAS 23. Due to the introduction of new, and significant, liabilities during the year, together with the requirement to capitalise certain elements of borrowing costs, accounting for project finance is a key audit matter. Our audit procedures included the following:· Reviewing loan agreements to determine all individual cash flows necessary to calculate the effective interest rate required to hold the loans at amortised cost;· Recalculating the effective interest
rate and the total liability as at 30 June 2017;· Reviewing loan agreements and other third party evidence to determine when the conditions under IAS 23 where met to commence and cease capitalisation of borrowing costs;· Recalculating the
borrowing costs required to be capitalised during the year; · Comparing foreign exchange rates used in management's calculations; and· Assessing the appropriateness and completeness of the related disclosures in notes 19 and 21, other financial
liabilities and financial instruments. Based on our procedures, we noted no material exceptions and considered that disclosures relating to project finance have been made appropriately.
Our application of materiality
We apply the concept of materiality in planning and performing our audit, in
evaluating the effect of any identified misstatements and in forming our
opinion. Our overall objective as auditor is to obtain reasonable assurance
that the financial statements as a whole are free from material misstatement,
whether due to fraud or error. We consider a misstatement to be material where
it could reasonably be expected to influence the economic decisions of the
users of the financial statements.
We have determined a materiality of £620,000 (2016: £500,000) for both the
Group and Company financial statements. This is based on 1% of net assets
prior to audit.
An overview of the scope of our audit
We tailored the scope of our audit to ensure that we obtained sufficient
evidence to support our opinion on the financial statements as a whole, taking
into account the structure of the Group and the Company, the accounting
processes and controls and the industry in which the Group operates.
As Group auditors we carried out the audit of the Company financial statements
and, in accordance with ISA 600, obtained sufficient evidence regarding the
audit of seven subsidiaries undertaken by component auditors in South Africa
and Australia. These seven subsidiaries were deemed to be significant to the
Group financial statements either due to their size or their risk
characteristics. The Group audit team directed, supervised and reviewed the
work of the component auditors in South Africa and Australia, which involved
issuing detailed instructions, holding regular discussions with component
audit teams, performing detailed file reviews and visiting South Africa to
attend local audit meetings with management. Audit work in South Africa and
Australia was performed at materiality levels of £100,000, lower than Group
materiality.
As part of designing our audit, we determined materiality and assessed the
risks of material misstatement in the financial statements. In particular, we
looked at where the Directors made subjective judgements, for example in
respect of significant accounting estimates that involved making assumptions
and considering future events that are inherently uncertain. We also addressed
the risk of management override of internal controls, including evaluating
whether there was evidence of bias by the Directors that represented a risk of
material misstatement due to fraud.
Other information
The Directors are responsible for the other information. The other information
comprises the information included in the Annual Report, other than the
financial statements and our auditor's report thereon. Our opinion on the
financial statements does not cover the other information and, except to the
extent otherwise explicitly stated in our report, we do not express any form
of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility
is to read the other information and, in doing so, consider whether the other
information is materially inconsistent with the financial statements or our
knowledge obtained in the audit or otherwise appears to be materially
misstated. If we identify such material inconsistencies or apparent material
misstatements, we are required to determine whether there is a material
misstatement in the financial statements or a material misstatement of the
other information. If, based on the work we have performed, we conclude that
there is a material misstatement of this other information; we are required to
report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
· the information given in the Strategic Report and the
Directors' Report for the financial year for which the financial statements
are prepared is consistent with the financial statements; and
· the Strategic Report and the Directors' Report have been
prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its
environment obtained in the course of the audit, we have not identified
material misstatements in the Strategic Report or the Directors' Report.
We have nothing to report in respect of the following matters in relation to
which the Companies Act 2006 requires us to report to you if, in our opinion:
· adequate accounting records have not been kept, or returns
adequate for our audit have not been received from branches not visited by us;
or
· the financial statements are not in agreement with the
accounting records and returns; or
· certain disclosures of Directors' remuneration specified by
law are not made; or
· we have not received all the information and explanations we
require for our audit.
Responsibilities of Directors
As explained more fully in the Directors' Responsibilities Statement set out
on page 20, the Directors are responsible for the preparation of the financial
statements and for being satisfied that they give a true and fair view, and
for such internal control as the Directors determine is necessary to enable
the preparation of financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the financial statements, the Directors are responsible for
assessing the company's ability to continue as a going concern, disclosing, as
applicable, matters related to going concern and using the going concern basis
of accounting unless the Directors either intend to liquidate the company or
to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial
statements as a whole are free from material misstatement, whether due to
fraud or error, and to issue an auditor's report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that
an audit conducted in accordance with ISAs (UK) will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and
are considered material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions of users taken on
the basis of these financial statements.
A further description of our responsibilities for the audit of the financial
statements is located on the Financial Reporting Council's website at:
www.frc.org.uk/auditorsresponsibilities. This description forms part of our
auditor's report.
…………………………………..
Andrew Gaskell (Senior Statutory Auditor)
for and on behalf of Saffery Champness LLP
Chartered Accountants
Statutory Auditors
71 Queen Victoria Street
London
EC4V 4BE
9 November 2017
Annexure 2 - Headline earnings per share
Accounting policy
Headline earnings per share (HEPS) is calculated using the weighted average
number of shares in issue during the period under review and is based on
earnings attributable to ordinary shareholders, after excluding those items as
required by Circular 2/2013 issued by the South African Institute of Chartered
Accountants (SAICA).
30 June 2017 30 June 2016
Headline loss per share comprises the following:
Continuing operations
Loss from continuing operations for the period attributable to ordinary shareholders (10 570) (3 412)
Impairment of other financial assets net of tax 8 522 856
Loss on sale of property plant and equipment - 1
Loss on exchange differences 72 81
Headline loss from continuing operations (1 976) (2 474)
Weighted average number of shares in issue 984 780 906 241
Headline loss per share from continuing operations (pence) (1.07) (0.27)
Headline loss per share from continuing operations (ZAR cents) (18.55) (5.85)
Discontinued operations
Loss from discontinued operations for the period attributable to ordinary shareholders - (283)
Headline loss from discontinued operations - (283)
Weighted average number of shares in issue 984 780 906 241
Headline loss per share from discontinued operations (pence) - (0.03)
Headline loss per share from discontinued operations (ZAR cents) - (0.67)
Average conversion rate used for the period under review £:ZAR 0.05786 0.04667
This information is provided by RNS
The company news service from the London Stock ExchangeRecent news on Jubilee Metals
See all newsREG - Jubilee Metals Group - Zambia Progress Update
AnnouncementREG - Jubilee Metals Group - Operational Update Q3 FY2025
AnnouncementREG - Jubilee Metals Group - Directorate Change
AnnouncementREG - Jubilee Metals Group - Transaction on Surplus PGM Feed Material
AnnouncementREG - Jubilee Metals Group - Jubilee Transaction on Large Waste Project
Announcement