REG - MC Mining Limited - Interim Financial Report
15/03/2023 07:45
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RNS Number : 0418T MC Mining Limited 15 March 2023
ABN 98 008 905 388
FINANCIAL REPORT
FOR THE HALF-YEAR ENDED
31 DECEMBER 2022
CORPORATE DIRECTORY
REGISTERED OFFICE Suite 8, 7 The Esplanade
Mt Pleasant, Perth, WA 6153
Telephone: +61 8 9316 9100
Facsimile: +61 8 9316 5475
Email: perth@mcmining.co.za (mailto:perth@mcmining.co.za)
SOUTH AFRICAN OFFICE Ground Floor
Greystone Building
Fourways Golf Park, Roos Street
Fourways
2191
Telephone: +27 10 003 8000
Facsimile: +27 11 388 8333
BOARD OF DIRECTORS Non-executive
Nhlanhla Musa Nene
Andrew David Mifflin
Brian He Zhen
Khomotso Brian Mosehla
An Chee Sin
Ontiretse Mathews Senosi
Yi He
Julian Hoskin
Executive
Godfrey Gomwe
COMPANY SECRETARY Tony Bevan
AUSTRALIA UNITED KINGDOM SOUTH AFRICA
AUDITORS Mazars Assurance Pty Ltd N/A Mazars
Level 11, 307 Queen Street, Brisbane QLD 4000 101 on Olympus
Australia
Pentagon Park
Bloemfontein
South Africa
BANKERS National Australia Bank Limited ABSA Bank
Level 1, 1238 Hay Street North Campus
West Perth WA 6005 15 Alice Lane
Australia Sandton
South Africa
CORPORATE DIRECTORY (CONTINUED)
AUSTRALIA UNITED KINGDOM SOUTH AFRICA
BROKERS N/A Tennyson Securities N/A
65 Petty France
London SW1H 9EU
United Kingdom
LAWYERS K&L GATES N/A FALCON & HUME
Level 31 2nd Floor, 8 Melville Road Illovo
1 O'Connell Street Johannesburg, 2196
Sydney, NSW 2000 South Africa
Australia
NOMINATED ADVISER/ CORPORATE SPONSOR N/A Strand Hanson Investec Bank Limited
26 Mount Row 100 Grayston Drive
London W1K 3SQ Sandton
United Kingdom 2196
Johannesburg
South Africa
Index
The reports and statements set out below comprise the half-year report
presented to shareholders:
Contents Page
Directors' Report 4
Condensed Consolidated Statement of Profit or Loss and Other Comprehensive 10
Income
Condensed Consolidated Statement of Financial Position 11
Condensed Consolidated Statement of Changes in Equity 12
Condensed Consolidated Statement of Cash Flows 13
Notes to the Condensed Consolidated Half-year Report 14
Directors' Declaration 27
Auditor's Independence Declaration 28
Independent Auditor's Review Report 29
The directors of MC Mining Limited (MC Mining or the Company) submit herewith
the financial report of MC Mining and its subsidiaries (the Group) for the
half-year ended 31 December 2022. All amounts are expressed in US dollars ($)
unless stated otherwise.
In order to comply with the provision of the Corporations Act 2001, the
directors report as follows:
Directors
The names of the directors of the Company during or since the end of the
half-year are:
Nhlanhla Nene (Chairman) Khomotso Mosehla
Godfrey Gomwe* An Chee Sin
Andrew Mifflin Mathews Senosi
Brian He Zhen Junchao Liu**
Yi He*** Julian Hoskin***
* Executive director (Managing Director & Chief Executive
Officer (CEO))
** Resigned 10 March 2023
*** appointed 10 March 2023
Review of Operations
Principal activity and nature of operations
The principal activity of the Company and its subsidiaries is the mining,
exploration and development of coking and thermal coal properties in South
Africa.
The Company's principal assets and projects include:
· Uitkomst Colliery, an operating metallurgical and thermal coal
mine (Uitkomst);
· Makhado Project, a hard coking and thermal coal exploration and
evaluation project (the Makhado Project or Makhado);
· Vele Aluwani Colliery, a semi-soft coking and thermal colliery
(Vele) previously on care and maintenance but outsourced and recommissioned in
December 2022; and
· Three exploration stage coking and thermal coal projects,
namely Chapudi, Generaal, and Mopane, in the Soutpansberg Coalfield
(collectively the GSP).
The Company's focus on safety continued with three lost time incidents (LTIs)
recorded during the six months under review (H1 FY2022: three incidents).
Uitkomst Colliery - Utrecht, KwaZulu-Natal (84% owned)
The Uitkomst Colliery recorded three LTI's during the period (H1 FY2022: three
LTIs).
Uitkomst comprises the existing underground coal mine with a planned life of
mine (LOM) extension directly to the north of current operations,
approximately 15 years remaining LOM. The LOM extension requires the
development of adit 2k (horizontal shaft) and the development is subject to
receipt of the regulatory approvals, available funds and prevailing market
conditions.
Uitkomst sells a 0 to 40mm (duff) product into the metallurgical domestic
market for use as pulverised coal. The colliery also sells unsized coal into
the export coal market via the Coal Sales and Marketing Agreement (Marketing
Agreement) with Overlooked Collieries (Pty) Ltd (Overlooked). Uitkomst
supplies sized coal (peas) products to local energy generation facilities and
also sells smaller volumes of a high-ash, coarse discard coal (middlings)
product.
The initial Marketing Agreement with Overlooked was signed in July 2022 and
was due to expire on 31 December 2022. During the period, the key terms of the
Marketing Agreement were extended for a further six months to June 2023
ensuring Uitkomst has a route to market for the majority of its coal, at
prices linked to international coal indexes rather than at floating and fixed
price domestic prices.
Uitkomst produced 225,389 tonnes (t) (H1 FY2022: 217,228t) of run of mine
(ROM) coal during the period and the colliery had 27,058t (H1 FY2022: 10,803t;
FY2022: 15,534t) at site at the end of the period with a further 36,764t at
port (H1 FY2022: nil t; FY2022: 22,169t). Uitkomst sold 104,855t of coal
during the six months consisting of 98,924t of high-grade peas and duff, with
71,955t exported (H1 FY2022: nil t) and the balance sold domestically. The
exported volumes are 5,352t lower than previously reported following the
subsequent receipt of an updated third party confirmation. The colliery also
sold 5,931 tonnes of lower grade middlings coal (H1 FY2022: 11,655t).
The Uitkomst Colliery generated pleasing results for the period with revenue
of $14.0 million (H1 FY2022: $13.0 million) yielding a gross profit of $3.9
million (H1 FY2022: $2.1 million).
MC Mining increased its interest in the Uitkomst Colliery during the period
when it bought back the 14% interest belonging to a black industrialist
shareholder, for $0.5 million. The terms of the transaction ensure that the
Uitkomst equity purchased satisfies the 'once empowered, always empowered'
principle in South Africa.
Makhado Coking Coal Project - Soutpansberg Coalfield, Limpopo (67.3% owned)
No LTIs were recorded at Makhado during the period (H1 FY2022: nil LTIs).
MC Mining's flagship Makhado Project is situated in the Soutpansberg Coalfield
and all regulatory approvals are in place and surface rights over the mining
and processing areas have been secured. MC Mining is heavily invested in the
Makhado Project as the complex regulatory environment in South Africa demanded
significant capital and time investment to achieve its current 'shovel ready'
status.
The development of the Makhado Project is expected to deliver positive returns
for shareholders and position MC Mining as South Africa's pre-eminent hard
coking coal (HCC) producer. During the period, the Company appointed Erudite
(Pty) Ltd (Erudite) to complete the detailed planning for a full process
design for the Makhado coal processing plant (CPP). Erudite expects to
complete the planning during H1 CY2023 and this plan is also required by
potential funders to complete their assessments.
The Company also employed independent consultants to review the Makhado mine
plan and this forms part of the detailed execution plan. MC Mining's directors
approved the commencement of early works Makhado and the Company allocated
ZAR71.3 million ($4.1 million) to this and expects to have this completed at
the end of H1 CY2023. The early works commenced in February 2023 and include
amongst others, a bridge and internal roads, initial bulk earthworks, site
security and communication infrastructure.
The Makhado CPP optimisation study was completed by independent experts during
the period and the results of this study are being used in Erudite's detailed
CPP and infrastructure design work. The planned Makhado CPP annual ROM feed
capacity is expected to result in an increase of the ROM capacity from 3.0
million tonnes per annum (Mtpa) to 4.0 Mtpa in addition to further refinements
of the plant design.
Makhado is expected to produce HCC with an ash content of less than 10% and
would be the only significant HCC producer in South Africa resulting in
obvious advantages for South African steel producers. Development of Makhado
is also expected to have a positive impact on employment and the general
Limpopo province economy resulting in the creation of 650 direct jobs. The
funding initiatives for Makhado continued during the period and these are
expected to be finalised in first half of CY2023 following completion of the
detailed designs for the Makhado CPP and updated mine plan.
Vele Colliery - Tuli Coalfield, Limpopo (100% owned)
The Vele Colliery recorded no LTIs during the period (H1 FY2022: nil LTIs).
The Vele Colliery had been on care and maintenance since late CY2013 and the
Company assessed various strategies to utilise the asset. These assessments
confirmed the significant capital and technical investment required to
optimise production at the colliery. Following the increase in international
thermal coal prices in CY2022, the outsourcing of operations at Vele was
identified as the optimal strategy as this would secure the necessary
investment from a third party to de-water the opencast pit, modify and
recommission the CPP and remove a significant portion of the ongoing costs
associated with the colliery.
The assessment of outsourcing opportunities resulted in the conclusion of a
five-year Contract Mining Agreement (Mining Agreement) with Hlalethembeni
Outsourcing Services (Pty) Ltd (HOS) in December 2022. HOS is mining in terms
of an agreed mine plan on an exclusive basis until 22 December 2027 and is
targeting monthly production of 60,000t of saleable thermal coal from Vele.
HOS is responsible for all mining and processing costs while the Company
remains responsible for the colliery's regulatory compliance, rehabilitation
guarantees, relationships with authorities and communities as well as the
supply of electricity and water.
HOS recommissioned the Vele CPP in late December 2022 and first coal sales
commenced in early CY2023. Operations at the colliery are expected to ramp-up
to full production during Q2 CY2023. The recommissioning of the Vele Colliery
adds a further cash generating unit to MC Mining's portfolio, with limited
financial or human capital contributions and is a potential funding
contributor for Makhado. The recommencement of operations at Vele created
approximately 245 permanent job positions and also alleviates any 'use it or
lose it' risk associated with unutilised mining assets in South Africa.
Greater Soutpansberg Projects - Soutpansberg Coalfield, Limpopo (74% owned)
The GSP reported no LTIs during the period (H1 FY2022: nil LTIs).
The South African Department of Mineral Resources & Energy (DMRE) has
granted mining rights for the three project areas comprising the GSP, namely,
Chapudi, Mopane and Generaal.
The three GSP project areas contain over 7.0 billion gross tonnes in situ of
inferred HCC, semi-soft coking coal and thermal coal resources. The
exploration and development of the GSP is the catalyst for MC Mining's
long-term growth and positions the Company to be a potential long-term
domestic and export metallurgical coal supplier. The Company anticipates
commencing with the various studies required for the outstanding water and
environmental regulatory approvals following the construction of the Makhado
Project.
Corporate
The Industrial Development Corporation of South Africa Limited (IDC) is a 6.7%
shareholder in MC Mining's subsidiary, Baobab Mining & Exploration (Pty)
Ltd (Baobab), the owner of the Makhado Project. The bank continues to provide
support for the development of Makhado. MC Mining previously utilised the
existing IDC loan facility to develop the project and during the period, the
IDC extended the date for repayment of the ZAR160 million loan ($9.4 million)
plus interest thereon, as well as the terminal draw down date of the new
ZAR245 million ($14.4 million) loan facility, to 30 June 2023. Draw down of
the additional ZAR245 million ($14.4 million) loan facility remains subject to
the IDC confirming its due diligence and credit approval.
In November 2022, MC Mining completed a fully underwritten 1.012 for 1
renounceable rights offer (the Rights Offer) of new ordinary shares of no par
value in the Company (each, a New Share) at an issue price of A$0.20 per New
Share for eligible shareholders in Australia and New Zealand, and at ZAR2.36
per New Share for eligible shareholders in South Africa. The Rights Offer
raised gross proceeds of A$40 million (equivalent to approximately ZAR472
million) from the issue of 200,026,719 New Shares.
The funds raised from the Rights Issue will be used to meet the Company's
equity contribution (required for the IDC's proposed debt funding) in relation
the continued development of Makhado including an enhanced development
strategy that optimises HCC production and capex, general working capital and
costs of the Rights Issue. The Rights Issue also resulted in a reduction of
debt owed under the ZAR60 million Standby Facility ($3.5 million) owing to
Dendocept (Pty) Ltd (Dendocept).
The Company also repaid the ZAR20 million ($0.4 million) loan owing to the
Senosi Group Investment Holdings (Proprietary) Limited (SGIH), during the
period.
Financial review
The loss after tax attributable to the owners of the parent for the six months
under review was $1,275,553 or 0.50 cents per share compared to a loss after
tax of $773,579 or 0.54 cents per share for the prior corresponding period.
The loss after tax for the period under review of $1,309,550 (FY2022 H1:
$828,362) includes:
· revenue of $14,049,152 (FY2022 H1: $13,030,159) and cost of sales of
$10,136,800 (FY2022 H1: $10,912,725), resulting in a gross profit of
$3,912,352 (FY2022 H1: gross profit of $2,117,435);
· income tax expense of $1,045,821 (FY2022 H1: credit of $510,083);
· net foreign exchange gain of $19,971 (FY2022 H1: loss of $186,698)
arising from the translation of borrowings and cash due to movement in the
ZAR:USD and ZAR:AUD exchange rates during the period;
· employee benefit expense of $2,078,638 (FY2022 H1: $1,201,849) which
included non-cash employee expenses of $609,388 (FY2022 H1: $389,025) and
cash employee expenses of $1,469,250 (FY2022 H1: $812,824)
· other expenses of $1,961,130 (FY2022 H1: $1,661,537); and
· depreciation of $47,914 (FY2022 H1: $45,570) included in
administrative expenses.
As at 31 December 2022, the Company had cash and cash equivalents of
$20,090,399 compared to cash and cash equivalents of $2,993,504 at 30 June
2022.
Authorised and issued share capital
MC Mining had 397,681,589 fully paid ordinary shares in issue as at 31
December 2022. The holders of ordinary shares are entitled to one vote per
share and are entitled to receive dividends when declared.
Dividends
No dividends were declared by or paid by MC Mining during the six months.
Basis of preparation and going concern
The interim financial statements for the half-year ended 31 December 2022
contains an independent auditor's review report which includes an emphasis of
matter paragraph with regards to the existence of a material uncertainty that
may cast significant doubt about the Group's ability to continue as a going
concern.
The directors have prepared a cash flow forecast for the 12-month period
ending 31 March 2024, taking into account available facilities, additional
funding that is expected to be raised and expected cash flows to be generated
by the Uitkomst Colliery and the Vele Colliery which indicates that the Group
will have sufficient cash to fund its operations for at least the twelve-month
period from the date of signing this report.
The existing ZAR160 million ($9.4 million), excluding accrued interest, IDC
facility is repayable on 30 June 2023 and the Company's cash flow forecasts
include the assumption that it can negotiate a deferred settlement to when the
Makhado Project is at steady state production, as opposed to being payable in
June 2023, with the balance being added to the new R245 million ($14.4
million) IDC facility. The construction of the Makhado Project is conditional
on the Company raising further funding (the Additional Funding). MC Mining is
exploring and progressing a number of alternatives to raise the Additional
Funding including, but not limited to, the issue of new equity for cash in
both the Company and its subsidiary companies which own the Makhado Project,
the sale of minority stakes in the corporate entities holding the Makhado
Project, further debt funding and contractor funding, such as build, own,
operate, transfer (BOOT) arrangements.
The conclusion of the Additional Funding is by its nature an involved process
and is subject to successful negotiations with the external funders and
shareholders, as well as the potential funder's due diligence procedures. As
such, whilst the directors are confident, there can be no guarantee that the
required funds will be raised. In the event that the parties cannot reach
agreement on further deferment terms or the Company does not repay the loan by
the repayment date, the financing documentation allows for the existing IDC
facility to be converted into equity.
For further information, refer to note 2 of the interim financial statements
together with the auditor's review report.
Events after the reporting period
Director resignation
Mr Junchao Liu, Haohua Energy International (Hong Kong) Co. Ltd's (HEI)
shareholder representative director, resigned as a Non-Executive Director on
10 March 2023. HEI is MC Mining's sixth largest shareholder, owning 5.8% of
the issued shares.
Appointment of Non-Executive Directors
Ms Yi (Christine) He and Julian Hoskin were appointed as Non-Executive
Directors of the Company on 10 March 2023. Ms He is the Managing Director of
Dendocept, a 7.1% shareholder in the Company and holds a further 2.2% in her
personal capacity and joins the board as a shareholder nominee Director for
the Dendocept Consortium, which collectively holds 23.9% of MC Mining's issued
shares. Mr Hoskin was appointed as an Independent Non-Executive Director and
is an Australian resident.
Rounding off of amounts
The Company is of the kind referred to in ASIC Legislative Instrument
2016/191, and in accordance with that Instrument amounts in the directors'
report and the half-year financial report are rounded off to the nearest
thousand dollars, unless otherwise indicated.
Auditor's Independence Declaration
The auditor's independence declaration is included on page 28 of the half-year
report.
The half-year report set out on pages 10 to 27, which has been prepared on a
going concern basis, was approved by the board on 15 March 2023 and was signed
on its behalf by:
Nhlanhla Nene Godfrey Gomwe
Chairman Managing Director & Chief Executive Officer
15 March 2023 15 March 2023
Dated at Johannesburg, South Africa, this 15(th) day of March 2023.
Six months ended Six months ended
31 Dec 2022 31 Dec 2021
Note $'000 $'000
Continuing operations
Revenue 4 14,049 13,030
Cost of sales 5 (10,137) (10,913)
Gross profit 3,912 2,117
Other operating income 6 352 42
Other operating gains 7 205 188
Expected credit loss reversal 8 291 -
Administrative expenses 9 (4,089) (2,909)
Operating profit/(loss) 671 (562)
Interest income 128 73
Finance costs (1,063) (850)
Loss before tax (264) (1,339)
Income tax (expense)/credit 10 (1,045) 510
LOSS AFTER TAX (1,309) (829)
Other comprehensive loss, net of income tax
Items that may be reclassified subsequently to profit or loss
Exchange differences on translating foreign operations (2,373) (9,817)
Total comprehensive loss for the period (3,682) (10,646)
Loss after tax for the period attributable to:
Owners of the parent (1,275) (774)
Non-controlling interests (34) (55)
(1,309) (829)
Total comprehensive profit/(loss) attributable to:
Owners of the parent (3,648) (10,591)
Non-controlling interests (34) (55)
(3,682) (10,646)
Loss per share
Basic and diluted (cents per share) 12 (0.50) (0.54)
The accompanying notes are an integral part of these condensed consolidated
financial statements
31 Dec 2022 30 June 2022
Note $'000 $'000
ASSETS
Non-current assets
Exploration and evaluation assets 13 66,232 67,839
Development assets 13 16,919 17,739
Property, plant and equipment 22,745 23,475
Right-of-use assets 14 2,733 3,132
Other financial assets 4,965 4,599
Restricted cash 15 261 100
Total non-current assets 113,855 116,884
Current assets
Inventories 16 6,944 4,445
Trade and other receivables 1,438 1,093
Cash and cash equivalents 15 20,090 2,993
Total current assets 28,472 8,531
Total assets 142,327 125,415
LIABILITIES
Non-current liabilities
Provisions 8,289 8,048
Deferred tax liability 4,266 4,232
Lease liabilities 17 1,716 2,057
Total non-current liabilities 14,271 14,337
Current liabilities
Borrowings 19 16,394 21,656
Trade and other payables 9,814 9,307
Bank overdraft 15 1,132 1,529
Provisions 195 203
Tax liabilities 741 362
Lease liabilities 17 818 885
Total current liabilities 29,094 33,942
Total liabilities 43,365 48,279
NET ASSETS 98,962 77,136
EQUITY
Issued capital 20 1,070,278 1,045,395
Accumulated deficit (927,520) (926,245)
Reserves (42,938) (41,190)
Equity attributable to owners of the parent 99,820 77,960
Non-controlling interests (858) (824)
TOTAL EQUITY 98,962 77,136
The accompanying notes are an integral part of these condensed consolidated
financial statements
Issued capital Accumulated deficit Share based payment reserve Capital profits reserve Warrants reserve Foreign currency translation reserve Attributable to owners of the parent Non-controlling interests Total equity
$'000 $'000 $'000 $'000 $'000 $'000 $'000 $'000 $'000
Balance at 1 July 2022 1,045,395 (926,245) 1,263 91 - (42,544) 77,960 (824) 77,136
Total comprehensive profit/(loss) for the period - (1,275) - - - (2,373) (3,648) (34) (3,682)
Loss for the period - continuing operations - (1,275) - - - - (1,275) (34) (1,309)
Other comprehensive loss, net of tax - - - - - (2,373) (2,373) - (2,373)
Performance rights issued - - 625 - - - 625 - 625
Shares issued 26,503 - - - - - 26,503 - 26,503
Share issue costs (1,620) - - - - (1,620) - (1,620)
Balance at 31 December 2022 1,070,278 (927,520) 1,888 91 - (44,917) 99,820 (858) 98,962
Balance at 1 July 2021 1,041,884 (907,202) 1,494 91 1,177 (30,199) 107,245 (721) 106,524
Total comprehensive profit/(loss) for the period - (774) - - - (9,817) (10,591) (55) (10,646)
Loss for the period - continuing operations - (774) - - - - (774) (55) (829)
Other comprehensive loss, net of tax - - - - - (9,817) (9,817) - (9,817)
Share based payments - - 277 - - - 277 - 277
Performance rights expired - 369 (369) - - - - - -
Balance at 31 December 2021 1,041,884 (907,607) 1,402 91 1,177 (40,016) 96,931 (776) 96,155
The accompanying notes are an integral part of these condensed consolidated
financial statements
Six months ended 31 Dec 2022 Six months ended 31 Dec 2021
Note $'000 $'000
Cash Flows from Operating Activities
Receipts from customers 14,394 17,798
Payments to employees and suppliers (14,336) (15,179)
Cash generated in operations 58 2,619
Interest received 128 16
Interest paid (126) (129)
Tax (paid)/refund (464) 45
Net cash generated in operating activities (404) 2,551
Cash Flows from Investing Activities
Purchase of property, plant and equipment (626) (567)
Investment in exploration and evaluation assets 13 (732) (30)
Increase in other financial assets (326) (101)
Payments for development assets 13 (273) (3)
Restricted cash movement (161) -
Net cash used in investing activities (2,118) (701)
Cash Flows from Financing Activities
Proceeds from issue of shares 23,039 -
Share issue costs (1,620) -
Lease repayments 17 (415) (424)
Proceeds from borrowings 19 289 -
Borrowings repayments 19 (1,610) (351)
Net cash generated/(used) in financing activities 19,683 (775)
NET INCREASE IN CASH AND CASH EQUIVALENTS 17,161 1,075
Cash and cash equivalents at the beginning of the half-year 1,464 1,023
Foreign exchange differences 333 (192)
Cash and cash equivalents at the end of the half-year 15 18,958 1,906
The accompanying notes are an integral part of these condensed consolidated
financial statements
1. Significant Accounting Policies
Statement of compliance
The half-year financial report is a general purpose financial report prepared
in accordance with the Corporations Act 2001 and AASB 134: 'Interim Financial
Reporting'. Compliance with AASB 134 ensures compliance with International
Financial Reporting Standard IAS 34 'Interim Financial Reporting'. The
half-year report does not include notes of the type normally included in an
annual financial report and should be read in conjunction with the most recent
annual financial report.
Basis of preparation
The condensed consolidated financial statements have been prepared on the
basis of historical cost, except for the revaluation of financial instruments
and assets held for sale. Cost is based on the fair values of the
consideration given in exchange for assets.
All amounts are presented in United States dollars, unless otherwise noted.
The Company is of a kind referred to in ASIC Legislative Instrument 2016/191,
relating to the 'rounding off' of amounts in the financial statement. Amounts
in the directors' report and the half-year financial report have been rounded
off in accordance with the instrument to the nearest thousand dollars, or in
certain cases, to the nearest dollar.
The accounting policies and methods of computation adopted in the preparation
of the half-year financial report are consistent with those adopted and
disclosed in the Company's 2022 annual financial report for the financial year
ended 30 June 2022, except for the impact of the Standards and Interpretations
described below. These accounting policies are consistent with the Australian
Accounting Standards and with International Financial Reporting Standards
(IFRS).
Where applicable, certain comparatives have been adjusted to conform with
current year presentation.
The Group has adopted all of the new and revised Standards and Interpretations
issued by the Australian Accounting Standards Board (the AASB) that are
relevant to their operations and effective for the current reporting period.
2. Going Concern
The Consolidated Group has incurred a net loss after tax for the six months
ended 31 December 2022 of $1.3 million (31 December 2021: loss of $0.8
million). During the period ended 31 December 2022, net cash outflows from
operating activities were $0.4 million (31 December 2021 net inflow: $2.6
million). As at 31 December 2022 the Consolidated Group had a net current
liability position of $0.6 million (30 June 2022: net current liability
position of $25.4 million).
During November 2022, the settlement date of the $9.4 million (ZAR160 million)
IDC loan facility, excluding accrued interest, was extended to 30 June 2023.
The IDC also agreed to extend the terminal drawdown date in respect of the
conditional $14.4 million (ZAR245 million) term loan agreed to partially
finance the development of the Makhado Project, also to 30 June 2023, subject
to the satisfaction of the outstanding conditions, including the IDC
reaffirming its financial due diligence and credit approval.
The Directors have prepared a cash flow forecast for the 12-month period ended
31 March 2024, taking into account available facilities, additional debt and
equity funding that although not yet concluded is expected to be raised, and
expected cash flows to be generated by Uitkomst and the Vele Colliery. On the
basis of these equity and debt funding initiatives being successfully
implemented, the forecast indicates that the Group will have sufficient cash
to fund their operations for at least the twelve-month period from the date of
signing this report.
These cash flow forecasts referred to above include the following assumptions:
· Meeting commitments to creditors arising from continuing
operations;
· Deferring the settlement of the existing IDC loan (plus accrued
interest) to when Makhado is at steady state production as opposed to being
payable in June 2023 (refer note 19) and/or converting this facility to
equity;
· Continued favorable coal prices and utilization of cash generated
by the Company's collieries;
· A drawdown of the new IDC term facility of $14.4 million (ZAR245
million);
2. Going Concern (continued)
· Contractor funding including a BOOT arrangement of $6.5 million
(ZAR110 million); and
· In addition to the $14.4 million (ZAR245 million) new IDC term
loan facility and $6.5 million (ZAR110 million) BOOT arrangement referred to
above, securing additional composite debt/equity funding of approximately
$82.4 million (ZAR1.4 billion) required (Additional Funding) to finance the
development of the Makhado Project, through either a debt or equity.
The Group is still in negotiations with the IDC on the deferral of the
existing loan repayment, which may have an impact on its ability to draw down
on the new facility. This is due to the new facility being subject to certain
conditions precedent which are still to be met, one of which is the settlement
of the current facility. In addition, draw down on the conditional $14.4
million (ZAR245 million) term loan is subject to successful conclusion of a
due diligence exercise and credit approval.
The Group is exploring and progressing several alternatives to raise the
Additional Funding including, but not limited to:
· The issue of new equity for cash in the Company or its subsidiary
that owns the Makhado project;
· Further debt funding;
· Cash generated by the Company's Collieries;
· Further contractor BOOT funding arrangements; and
· The sale of a minority stake in the subsidiary companies holding
the Makhado Project.
The conclusion of the debt and equity raise funding initiatives as included in
the cash flow forecast and for purposes of obtaining the Additional Funding as
outlined above, and renegotiations with the IDC on current and further
funding, is by its nature an involved process subject to successful
negotiations with the external funders and shareholders. In addition, any
equity or debt raised is likely to be subject to a due diligence process.
These conditions create a material uncertainty that may cast significant doubt
on the entity's ability to continue as a going concern and, therefore, the
Group may be unable to realize its assets and discharge its liabilities in the
normal course of business.
The Directors are of the opinion that the going concern basis remains
appropriate as a result of the following considerations:
· The Group is already in discussions with the IDC on the deferral
of the settlement of the existing loan and the restructuring of the conditions
precedent in relation to the new facility;
· The Group has a history of successful capital raisings to meet
the Group's funding requirements; and
· The Group has the capacity if necessary to reduce its operating
cost structure in order to minimise its working capital requirements and defer
the timing of any future capital raising.
Subject to raising the required funding noted above, the development of the
Makhado Project is expected to commence within the twelve months following the
signing of these interim financial statements.
Based on the above, the directors are satisfied at the date of signing the
interim financial statements that there are reasonable grounds to believe that
they will be successful in obtaining the required funding and that the Group
will have sufficient funds to meet its obligations as and when they fall due
and are of the opinion that the use of the going concern basis remains
appropriate
These consolidated interim financial statements do not give effect to
adjustments that would be necessary to the carrying value and classification
of assets and liabilities, should the Group be unable to continue as a going
concern. Such adjustments could be material.
2. Segment Information
AASB 8 requires operating segments to be identified on the basis of internal
reports about components of the Group that are regularly reviewed by the chief
operating decision maker in order to allocate resources to the segment and to
assess its performance.
Information reported to the Group's Managing Director and Chief Executive
Officer (CEO) for the purposes of resource allocation and assessment of
performance is more specifically focused on the stage within the mining
pipeline that the operation finds itself in.
The Group's reportable segments under AASB 8 are therefore as follows:
· Exploration
· Development
· Mining
The Exploration segment is involved in the search for resources suitable for
commercial exploitation, and the determination of the technical feasibility
and commercial viability of resources. As of 31 December 2022, projects within
this reportable segment include four exploration stage coking and thermal coal
complexes, namely the Chapudi Complex (which comprises the Chapudi project,
the Chapudi West project and the Wildebeesthoek project), Generaal (which
comprises the Generaal Project and the Mount Stuart Project), Mopane (which
comprises the Voorburg Project and the Jutland Project) and the Makhado
Project.
The Development segment is engaged in establishing access to and commissioning
facilities to extract, treat and transport production from the mineral
reserve, and other preparations for commercial production. As at 31 December
2022, projects included within this reportable segment includes the Vele
Colliery, in the early operational stage with the ramp-up to full production
expected in Q2 FY2023 and Klipspruit, which is included in the Uitkomst
Colliery.
The Mining segment is involved in day to day activities of obtaining a
saleable product from the mineral reserve on a commercial scale and consists
of Uitkomst Colliery.
The Group evaluates performance on the basis of segment profitability, which
represents net operating (loss)/profit earned by each reportable segment.
Each reportable segment is managed separately because, amongst other things,
each reportable segment has substantially different risks.
The Group accounts for intersegment sales and transfers as if the sales or
transfers were to third parties, i.e. at current market prices.
The Group's reportable segments focus on the stage of project development and
the product offerings of coal mines in production.
The following is an analysis of the Group's results by reportable operating
segment for the period under review:
For the six months ended 31 December 2022
$'000 $'000 $'000 $'000
Exploration Development Mining Total
Revenue - - 14,049 14,049
Cost of sales - (4) (10,130) (10,134)
Gross Profit - (4) 3,919 3,915
Other operating income - 6 13 19
Expected credit loss reversed - - 291 291
Other operating gains/(losses) 2 2 8 12
Administrative expenses (269) (425) (48) (742)
Profit/(loss) before interest (267) (421) 4,183 3,495
Interest income 32 4 24 60
Finance costs (272) (318) (311) (901)
Profit/(loss) before tax (507) (735) 3,896 2,654
For the six months ended 31 December 2021
$'000 $'000 $'000 $'000
Exploration Development Mining Total
Revenue - - 13,030 13,030
Cost of sales - - (10,913) (10,913)
Gross Profit - - 2,117 2,117
Other operating income 2 22 14 38
Other operating gains/(losses) - - 62 62
Administrative expenses (533) (333) (85) (951)
Profit and loss before interest (531) (311) 2,108 1,266
Interest income 5 - 15 20
Finance costs (360) (203) (288) (850)
Loss before tax (886) (514) 1,835 435
The following is an analysis of the Group's assets by reportable operating
segment:
31 Dec 2022 30 June 2022
$'000 $'000
Exploration 78,196 86,031
Development 17,513 31,337
Mining 28,944 31,418
Total segment assets 124,653 148,786
Reconciliation of segment information to the consolidated financial
statements:
31 Dec 2022 31 Dec 2021
$'000 $'000
Total profit/(loss) before tax for reportable segments 2,654 435
Other operating gains 193 126
Administrative expenses (3,347) (1,957)
Other operating income 334 5
Interest income 68 52
Finance costs (164) -
Cost of sales (2) -
Loss before tax (264) (1,339)
31 Dec 2022 30 June 2022
$'000 $'000
Total segment assets 124,653 115,999
Unallocated property, plant and equipment 5,436 4,964
Other financial assets 4,084 4,037
Other receivables 261 100
Unallocated exploration and evaluation assets 312 1
Unallocated current assets 7,581 314
Total assets 142,327 125,415
The reconciling items relate to corporate assets.
4. Revenue
Revenue consists of the sale of coal by the Uitkomst Colliery. Coal sales
during the period were made to customers in the steel industry in South Africa
and domestic and export thermal coal sales.
5. Cost of sales
Cost of sales consists of:
31 Dec 2022 31 Dec 2021
$'000 $'000
Salaries and wages (4,447) (4,537)
Underground mining (1,395) (2,048)
Depreciation and amortisation (1,208) (1,245)
Logistics 579 (52)
Other direct mining costs (4,275) (3,447)
Inventory adjustment 2,322 498
Other (1,713) (82)
(10,137) (10,913)
6. Other operating income
Other operating income includes:
31 Dec 2022 31 Dec 2021
$'000 $'000
Sale of scrap 10 -
Other 342 42
352 42
7. Other operating gains
Other operating gains or losses include:
31 Dec 2022 31 Dec 2021
$'000 $'000
Foreign exchange (loss)/profit
Unrealised (71) (170)
Realised 91 (16)
Other 185 374
205 188
8. Expected credit loss reversal
31 Dec 2022 31 Dec 2021
$'000 $'000
Reversal of expected credit losses 291 -
291 -
9. Administrative expenses
31 Dec 2022 31 Dec 2021
$'000 $'000
Employee costs (2,079) (1,201)
Depreciation and amortisation (48) (46)
Other (1,962) (1,662)
(4,089) (2,909)
10. Income tax expense/(credit)
The income tax expense/(credit) relates to the following:
31 Dec 2022 31 Dec 2021
$'000 $'000
Current income tax expense 849 (45)
Deferred tax current year 196 (465)
1,045 (510)
11. Dividends
No dividend has been paid by MC Mining or is proposed in respect of the
half-year ended 31 December 2022 (FY 2021 H1: nil)
12. Loss per share
31 Dec 2022 31 Dec 2021
12.1 Basic loss per share
Cents per share Cents per share
Basic loss per share
From continuing operations (0.50) (0.54)
$'000 $'000
Loss for the period attributable to owners of the parent (1,275) (774)
31 Dec 2022 31 Dec 2021
'000 shares '000 shares
Weighted number of ordinary shares
Weighted average number of ordinary shares for the purposes of basic loss per 254,493 154,420
share
12.3 Diluted loss per share
Diluted loss per share is calculated by dividing the loss attributable to
owners of the Company by the weighted average number of ordinary shares
outstanding during the year plus the weighted average number of dilutive
ordinary share that would be issued on conversion of all the dilutive
potential ordinary shares into ordinary shares.
As the Company is in a loss position, the diluted potential ordinary shares
impact is anti-dilutive.
12.4 Headline loss per share (in line with JSE listing requirements)
The calculation of headline loss per share at 31 December 2022 was based on
the headline loss attributable to ordinary equity holders of the Company of
$1,275,550 (FY 2022 H1: $773,579) and a weighted average number of ordinary
shares outstanding during the period ended 31 December 2022 of 254,493,063 (FY
2022 H1: 154,419,555).
The adjustments made to arrive at the headline loss are as follows:
31 Dec 2022 31 Dec 2021
$'000 $'000
Loss after tax for the period attributable to ordinary shareholders (1,275) (774)
Headline loss (1,275) (774)
Headline loss per share (cents per share) (0.50) (0.54)
13. Development, Exploration and Evaluation Assets
A reconciliation of development, exploration and evaluation assets is
presented below:
Exploration and evaluation assets
31 Dec 2022 $'000 30 June 2022 $'000
Balance at beginning of period 67,839 93,467
Additions 732 134
Movement in rehabilitation asset 21 88
Foreign exchange differences (2,360) (11,000)
Impairment - (14,850)
Balance at end of period 66,232 67,839
Development assets
31 Dec 2022 30 June 2022 $'000
$'000
Balance at beginning of period 17,739 19,055
Transfer to property, plant and equipment (651) -
Additions 273 5
Movement in rehabilitation asset 250 1,115
Foreign exchange differences (692) (2,436)
Balance at end of period 16,919 17,739
14. Right-of-use assets
The Group leases various assets including land, buildings, plant and machinery
and vehicles. The movement in the right-of-use assets is as follows:
31 Dec 2022 30 June 2022
$'000 $'000
Balance at beginning of the period 3,132 2,588
Additions - 119
Depreciation (270) (637)
Modification - 1,462
Foreign exchange differences (129) (400)
Balance at end of period 2,733 3,132
15. Cash and cash equivalents
31 Dec 2022 30 June 2022
$'000 $'000
Bank balances 20,090 2,993
Bank overdraft (1,132) (1,529)
18,958 1,464
Restricted cash 261 100
261 100
The bank overdraft relates to an ABSA Bank Limited (ABSA) facility for $1.5
million (ZAR24.9 million). The facility is for short-term working capital
requirements and potential expansion opportunities. It has a floating coupon
at the South African Prime rate (currently 10.75% per annum) plus 3.0%, with a
general notarial bond over Uitkomst's assets as well as a cession of the
colliery's trade receivables. The facility is subject to annual review.
16. Inventory
31 Dec 2022 30 June 2022
$'000 $'000
Consumable stores 671 580
Consignment inventory 3,418 1,460
Finished goods 2,854 2,450
Other 33 8
Provision for obsolete inventory (32) (53)
6,944 4,445
17. Lease liabilities
The movement in the lease liabilities is as follows:
31 Dec 2022 30 June 2022
$'000 $'000
Balance at beginning of the period 2,942 2,412
Modification (8) 1,339
Additions - 119
Interest 134 281
Repayments (415) (864)
Foreign exchange differences (119) (345)
Balance at end of period 2,534 2,942
The maturity of the Group's undiscounted lease payments is as follows:
31 Dec 2022 30 June 2022
$'000 $'000
Not later than one year 818 885
Later than one year and not later than five years 2,155 2,707
Later than five years 313 332
3,286 3,924
Less future finance charges (752) (982)
Present value of minimum lease payments 2,534 2,942
18. Deferred consideration
31 Dec 2022 30 June 2022
$'000 $'000
Opening balance - 2,796
Interest accrued - 39
Repayments - (2,670)
Foreign exchange differences - (165)
- -
18. Deferred consideration (continued)
Lukin and Salaita deferred consideration
In the 2019 financial year, the Company's subsidiary, Baobab, completed the
acquisition of the properties Lukin and Salaita, the key surface rights
required for its Makhado Project for an acquisition price of $4.1 million
(ZAR70 million). $2.1 million (ZAR35 million) of the acquisition price has
been deferred to the earlier of:
· the third anniversary of the transfer of the properties; or
· the first anniversary of production of coal underlying the
properties; or
· completion of a potential land claims and expropriation process.
In terms of current legislation, this would result in Baobab receiving market
related compensation and would be followed by negotiations with the Minister
of Land Affairs and the successful claimants, who are shareholders in Baobab,
for long-term access to the properties.
The deferred consideration and accrued interest payments owed were settled on
1 March 2022.
19. Borrowings
31 Dec 2022 30 June 2022
$'000 $'000
Opening balance 21,656 19,482
Loans acquired during the year 289 7,953
Transfer to share capital - (3,024)
Repayments (5,074) (644)
Interest accrued 460 537
Foreign exchange differences (937) (2,648)
Balance at end of period 16,394 21,656
Non-current - -
Current 16,394 21,656
16,394 21,656
Industrial Development Corporation of South Africa Limited
The IDC has provided longstanding financial support for the development of the
Makhado Project. In March 2017 MC Mining secured a facility of which ZAR160
million ($9.4 million) was drawn to progress Makhado to its fully-permitted
status and to partially fund the acquisition of the surface rights over the
project area. The Company is required to repay the loan amount plus an amount
equal to the after tax internal rate of return equal to 16% of the amount of
each advance. In terms of the IDC facility, as a result of ZAR160 million of
the facility being drawn, the IDC was issued with 6.7% of the shares in MC
Mining subsidiary, Baobab, the owner of the Makhado Project. The IDC has
extended the date for repayment date for the ZAR160 million (plus accrued
interest) to 30 June 2023.
The IDC also agreed to extend the terminal draw down date in respect of the
conditional July 2019 ZAR245 million ($14.4 million) new facility for the
development of the Makhado Project, to 30 June 2023, which facility is still
subject to successful conclusion of a due diligence exercise and credit
approval. The ZAR245 million new facility remains part of the composite
Makhado funding package, subject to the repayment of the March 2017 facility,
along with accrued interest thereon.
MC Mining is required to issue warrants, in respect of MC Mining shares, to
the IDC on the drawdown of the March 2017 facility. The warrants for the first
$7.1 million (ZAR120 million) draw down equated to 2.5% (equating to 2,408,752
shares) of the entire issued share capital of MC Mining as at 5 December 2016.
The IDC was entitled to exercise the warrants for a period of five years from
the date of issue and these warrants expired on 16 June 2022. The price at
which the IDC was entitled to purchase the MC Mining shares was equal to a
thirty percent premium to the 30-day volume weighted average price of the MC
Mining shares as traded on the JSE. The warrants for the second draw down of
ZAR40 million ($2.4 million) equate to 0.833% of the entire share capital of
MC Mining as at 1 October 2020, and it is not known if or precisely when these
warrants will be issued as the Company is in discussions with the IDC to
restructure the ZAR160 million facility. Furthermore, upon each advance,
Baobab is required to
19. Borrowings (continued)
issue new ordinary shares in Baobab to the IDC equivalent to 5% of the entire
issued share capital of Baobab if the drawdown was ZAR120 million. Following
the total drawdowns of ZAR160 million, the IDC is a 6.7% shareholder in
Baobab.
Dendocept (Pty) Ltd
The R60 million ($3.5 million) Standby Loan Facility obtained from Dendocept
is unsecured and bears interest at the South African Prime plus 3% with a
maturity date of June 2023. The outstanding balance on the final maturity date
was payable in cash or MC Mining equity. The R60 million owing in terms of the
Standby Loan Facility was settled by the issue of MC Mining equity as part of
the November 2022 Rights Issue.
Senosi Group Investment Holdings (Pty) Ltd
During February 2022, MC Mining and its subsidiary Limpopo Coal Company
Proprietary Limited (Limpopo Coal), entered into a staged ZAR86 million ($5.1
million) Convertible Advance and Subscription Agreement (the SGIH Agreement)
with SGIH. In terms of the SGIH Agreement, SGIH paid ZAR46 million ($2.7
million) and 38.3 million new MC Mining shares were issued to SGIH on 6 April
2022.
SGIH also conditionally agreed to subscribe for a further 33.3 million new MC
Mining shares, raising an additional ZAR40 million ($2.4 million), conditional
on shareholder approval. The Company's shareholders declined to approve the
issue of the shares to SGIH at a general meeting on 15 July 2022. As a result,
the two tranches of ZAR10 million paid by SGIH during April and May 2022, plus
interest, were due to be repaid by Limpopo Coal. The ZAR20 million ($1.2
million) loan from SGIH plus interest at the South African prime interest
rate, was repaid during the period.
20. Issued Capital
During the reporting period the Company issued 200,026,719 ordinary shares.
31 Dec 2022 30 June 2022
$'000 $'000
397,681,589 (FY2022: 197,654,870) fully paid ordinary shares 1,070,278 1,045,395
Fully paid ordinary shares carry one vote per share and carry the right to
dividends.
Options
Shareholders authorised the issue of 12,000,000 share options to the Managing
Director and CEO on 30 November 2022. The options were granted subsequent to
period end.
Performance Rights
During July 2022 the directors issued 9,183,906 performance rights to
management in terms of the shareholder approved Performance Rights Scheme.
Shareholders authorised 7,000,000 performance rights for issue to MC Mining
directors on 30 November 2022. The performance rights were granted subsequent
to period end.
During November 2022, 381,219 performance rights granted to management in 2019
vested and a further 1,602,393 special incentive performance rights granted to
management in September 2020 vested on the commissioning of the Vele Colliery
CPP in December 2022. As at 31 December 2022, the ordinary MC Mining shares
due for these performance rights had not been issued. The South African
regulatory approval for the issue of the ordinary MC Mining shares was
received subsequent to period end and the ordinary MC Mining shares are
expected to be issued in March/April 2023.
No further performance rights expired or were cancelled during the period.
21. Contingencies and Commitments
Contingent liabilities
The Group has no significant contingent liabilities at reporting date.
Commitments
As at 31 December 2022, the Group had a $0.2 million commitment which relate
to its social and labour plan at Uitkomst Colliery. In addition to the amount
provided in the consolidated statement of financial position.
In addition to the commitments of the parent entity, subsidiary companies have
typical financial commitments associated with their mining rights granted by
the South African Department of Mineral Resources & Energy (DMRE).
22. Events subsequent to reporting
Director resignation
Mr Junchao Liu, HEI's shareholder representative director, resigned as a
Non-Executive Director on 10 March 2023. HEI is MC Mining's sixth largest
shareholder, owning 5.8% of the issued shares.
Appointment of Non-Executive Directors
Ms Yi (Christine) He and Julian Hoskin were appointed as Non-Executive
Directors of the Company on 10 March 2023. Ms He is the Managing Director of
Dendocept, a 7.1% shareholder in the Company and holds a further 2.2% in her
personal capacity and joins the board as a shareholder nominee Director for
the Dendocept Consortium, which collectively holds 23.9% of MC Mining's issued
shares. Mr Hoskin was appointed as an Independent Non-Executive Director and
is an Australian resident.
23. Key management personnel
Remuneration arrangements of key management personnel are disclosed in the
annual financial report.
24. Financial Instruments
Fair value of financial assets and
liabilities
The fair value of a financial asset or a financial liability is the amount at
which the asset could be exchanged or liability settled in a current
transaction between willing parties in an arm's length transaction. The fair
values of the Group's financial assets and liabilities approximate their
carrying values, as a result of their short maturity or because they carry
floating rates of interest.
All financial assets and liabilities recorded in the consolidated financial
statements approximate their respective fair values.
The following table provides an analysis of financial instruments that are
measured subsequent to initial recognition at fair value, grouped into Level 1
to 3, based on the degree to which the fair value is observable.
Level 1 fair value measurements are those derived from quoted prices in active
markets for identical assets or liabilities. The balances classed here are
financial assets comprising deposits and listed securities.
Level 2 fair value measurements are those derived from inputs other than
quoted prices included within Level 1 that are observable for the asset or
liability, either directly or indirectly. The financial assets classed as
Level 2 comprise of investments with investment firms. These investments serve
as collateral for rehabilitation guarantees. The fair value has been
determined by the investment firms' fund statement.
Level 3 fair value measurements are those derived from valuation techniques
that include inputs for the asset or liability that are not based on
observable market data.
There were no assets reclassified into/out of fair value through profit and
loss (FVTPL) during the period nor were any assets transferred between levels.
As at 31 December 2022 ($'000) Level 1 Level 2 Level 3 Total
Other Financial Assets - 4,965 - 4,965
- 4,965 - 4,965
As at 30 June 2022 ($'000) Level 1 Level 2 Level 3 Total
Other Financial Assets - 4,599 - 4,599
- 4,599 - 4,599
Directors' Declaration
The Directors declare that in the directors' opinion,
1. The condensed financial statements and notes of the
consolidated entity are in accordance with the following:
a. complying with accounting standards and the Corporations
Act 2001; and
b. giving a true and fair view of the consolidated entity's
financial position as at 31 December 2022 and of its performance for the
half-year ended on that date.
2. There are reasonable grounds to believe that the Company
will be able to pay its debts as and when they become due and payable.
This declaration is made in accordance with a resolution of the Board of
Directors, made pursuant to section 303(5) of the Corporations Act 2001.
On behalf of the Directors
Nhlanhla Nene Godfrey Gomwe
Chairman Managing Director and Chief Executive Officer
15 March 2023 15 March 2023
Dated at Johannesburg, South Africa, this 15(th) day of March 2023.
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