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The Waterberg Coal Company - Financial information
The Waterberg Coal Company
(formerly ‘Range River Gold Limited’)
(Incorporated in Australia)
(ABN 64 065 480 453)
ASX: WCC (previously, RNG)
JSE: WCC • ISIN: AU000000RNG7
ABN 64 065 480 453
23 September 2013
ASX Release
THE WATERBERG COAL COMPANY LIMITED – FINANCIAL INFORMATION
The following information is provided by The Waterberg Coal Company Limited (WCC or the
Company) for release to the market:
Expenditure Commitments
In section 4.6 of the Company’s replacement prospectus dated 25 July 2013 (Prospectus),
the Company set out its proposed use of funds upon completion of the offer contained in
the Prospectus (Offer). The Company closed the Offer on 13 September 2013 pursuant to
which it raised $1,500,500. By way of update, the Company’s proposed use of the funds
raised under the Prospectus is set out below:
Funds available Use of Funds Percentage
Existing cash reserves 7,900,000 84.04%
Funds raised under the Prospectus 1,500,500 15.96%
Total 9,400,500 100%
Allocation of funds
Expenses of the Offer 310,695 3.31%
JSE Listing Expenses 510,000 5.43%
Exploration Expenditure* 4,630,437 49.26%
Repayment of loan to Celtic Capital 1,500,000 15.96%
Corporate Advisory Fees relating to the Takeover 1.60%
150,000
Offer
Salaries and Wages of WCC 800,000 8.51%
Corporate administration costs 700,000 7.45%
Working capital 799,368 8.50%
TOTAL 9,400,500 100%
* The Company’s proposed exploration expenditure is as set out in the table below:
Item Funds
Drilling (Phase 1 Smitspan/Massenberg to complete BFS) 913,139
Additional drilling (Massenberg and other extensional exploration) 2,417,298
Completion of BFS including resource modelling, mine design 700,000
Metallurgical testing and coal marketing studies -
Tenement & Tenement administration (South Australian Tenements) 600,000
TOTAL 4,630,437
The Company confirms that it is not aware of any legal, regulatory or contractual
impediments to the Company undertaking the activities the subject of its commitments set
out above.
Pro Forma Balance Sheet
A pro forma balance sheet for the Company upon completion of the Offer was contained in
section 9 of the Prospectus. Below is an updated pro forma balance sheet for the Company
upon closure of the Offer:
Column B
Column A Proforma – consolidated
Statement of Financial Position* Company entity
Notes 31-Dec-12
Current Assets
Cash and cash equivalents 1 691,225 11,556,030
Trade and other receivables 50,084 50,084
Loan receivable 2 750,000 -
Total current assets 1,491,309 11,606,114
Non Current Assets
Trade and other receivables - -
Interest in associate - Sekoko 3.1 - 21,950,000
Investment in FSE 3.2 - 9,460,850
Intangible 3.3 - 27,318,798
Capitalised exploration costs 5,838 5,838
Convertible note - FSE 3.4 - 5,000,000
Total non current assets 5,838 63,735,486
Total assets 1,497,147 75,341,600
Current Liabilities
Trade and other payables 4 406,095 1,008,374
Payables to: - -
- Resource Venture Capital Partners 5.1 - 237,099
- Celtic Capital (Nominees) 5.2 - 1,500,000
- Haworth Finance Limited 5.3 - 500,000
- Richmond Capital (Equity Loan) 5.4 - 2,089,420
Total current liabilities 406,095 5,334,893
Non-Current Liabilities
Borrowings 6 - 65,117,231
Total non-current liabilities - 65,117,231
Total liabilities 406,095 70,452,124
Net assets 1,091,052 4,889,476
Equity
Contributed equity 7 3,429,207 46,694,116
Reserves 8 1,264,000 4,735,264
Accumulated losses (3,602,155) (46,539,904)
Total equity 1,091,052 4,889,476
Consolidated Statement of Financial Position
Proforma - consolidated
entity
Note 1: Notes
Cash and cash equivalents
Opening balance as at 31/12/12 691,225
Receipt of the remaining $1,500,000 in respect of the $1,800,000
placement ($300,000 had been received as at 31/12/12) 7 1,500,000
Raising $1,500,500 under the prospectus, net of transaction costs
$310,695. 7 1,189,805
Raising $2,075,000 before costs via the 2nd placement 7 2,075,000
Payment of Garrison Capital fees (300,000)
Draw down under the Convertible Facility Agreement 6 35,000,000
Advance funds to Ariona of $26,500,000, which in turn used the
proceeds to settle on the acquisition of the 10% in Sekoko and
480,000,000 shares in FSE 2 (26,500,000)
Advance funds of $1,500,000 to Ariona, which in turn used the
proceeds to settle loans owing to Celtic Capital (Nominees) of
$1,500,000 2 (1,500,000)
Advance funds of $600,000 to Ariona, which in turn used the
proceeds to acquire convertible notes in FSE (600,000)
Total 11,556,030
Note 2:
Loan receivable
Opening balance as at 31/12/12 750,000
Advance funds of $600,000 to Ariona, which in turn used the
proceeds to acquire convertible notes in FSE 600,000
Advance funds of $1,500,000 to Ariona, which in turn used the
proceeds to settle loans owing to Celtic Capital and entities
associated with Celtic Capital of $1,500,000 1 1,500,000
Advance funds to Ariona of $26,500,000, which in turn used the
proceeds to settle on the acquisition of the 10% in Sekoko and
480,000,000 shares in FSE 1 26,500,000
Elimination of the outstanding amount on consolidation of Ariona (29,350,000)
Total -
Note 3.1:
Interest in associate – Sekoko
Opening balance as at 31/12/12 -
Recognition of investments in Sekoko on consolidation of Ariona 21,950,000
Total 21,950,000
Note 3.2:
Investment in FSE
Opening balance as at 31/12/12 -
Recognition of investments in FSE on consolidation of Ariona 4,800,000
Record WCC's holding of 1,096,808,318 FSE shares as at 23/7/13 13,710,104
Impairment adjustment based on FSE's quoted price as at 23/7/13 (9,049,254)
Total 9,460,850
Note 3.3:
Intangible
Opening balance as at 31/12/12 -
Recognition of intangible on consolidation of Ariona 27,318,798
Total 27,318,798
Note 3.4:
Convertible note – FSE
Opening balance as at 31/12/12 -
Recognition of FSE convertible notes on consolidation of Ariona 5,000,000
Total 5,000,000
Note 4:
Trade and other payables
Opening balance as at 31/12/12 406,095
Reduce balance by $300,000 as it related to funds received by
31/12/12 related to the $1,800,000 placement 7 (300,000)
Record the accrued costs related to the JSE listing of $510,000 510,000
Recognition of Ariona's accounts payable balance on
consolidation 392,279
Total 1,008,374
Note 5.1:
Payable to Resource Venture Capital Partners
Opening balance as at 31/12/12 -
Recognition of liability on consolidation of Ariona 237,099
Total 237,099
Note 5.2:
Payable to Celtic Capital (Nominees)
Opening balance as at 31/12/12 -
Recognition of liability on consolidation of Ariona 1,500,000
Total 1,500,000
Note 5.3:
Payable to Haworth Finance Limited
Opening balance as at 31/12/12 -
Recognition of liability on consolidation of Ariona 500,000
Total 500,000
Note 5.4:
Payable to Richmond Capital (Equity Loan)
Opening balance as at 31/12/12 -
Recognition of liability on consolidation of Ariona 2,089,420
Total 2,089,420
Note 6:
Borrowings
Opening balance as at 31/12/12 -
Draw down under the Convertible Facility Agreement 1 35,000,000
Record premium payable to the lender via profit or loss 30,117,231
Total 65,117,231
Note 7:
Contributed equity
Opening balance as at 31/12/12 3,429,207
Receipt of the remaining $1,500,000 in respect of the $1,800,000
placement ($300,000 had been received as at 31/12/12) 1 1,500,000
Transfer of the $300,000 already receipted by 31/12/12 4 300,000
Raising $1,500,500 under the prospectus, net of transaction costs
$310,695. 1 1,189,805
Raising $2,075,000 before costs via the 2nd placement 1 2,075,000
Issue of 125,000,000 shares to settle on the acquisition of Ariona 25,000,000
Offset the costs related to the JSE listing of $510,000 against issued
capital 4 (510,000)
Record WCC's holding of 1,096,808,318 FSE shares as at 23/7/13 3.2 13,710,104
Total 46,694,116
Note 8:
Reserves
Opening balance as at 31/12/12 1,264,000
Record the issue of options to Garrison Capital 3,471,264
Total 4,735,264
The Waterberg Coal Company Limited ABN 64 065 480 453
Level 1, 330 Churchill Avenue Subiaco, WA 6008
Telephone +61 8 9200 4243 Facsimile +61 8 9200 4469
Sponsor: Bravura Equity Services (Pty) Ltd
Date: 16/10/2013 11:42:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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