Restatement of previously reported financial results
Withdrawal of cautionary
Renewal of cautionary
MINE RESTORATION INVESTMENTS LIMITED
(formerly Capricorn Investment Holdings Limited)
(Registration Number 1987/004821/06)
("MRI" or "the Company")
Share code: MRI ISIN: ZAE000149951
RESTATEMENT OF PREVIOUSLY REPORTED FINANCIAL RESULTS
(“RESTATEMENT”), WITHDRAWAL OF CAUTIONARY WITH REGARD TO THE
RESTATEMENT AND RENEWAL OF CAUTIONARY WITH REGARD TO THE CONVERSION
OF DEBT
INTRODUCTION
Shareholders were advised in the cautionary announcement published
on SENS on 20 March 2014 (“Cautionary Announcement”), that the
Company?s annual financial statements for the 14 months ended
28 February 2013 (“2013 AFS”) and the interim results for the
period ended 31 August 2013 (“August 2013 Interims”) were
misstated.
The misstatement of the 2013 AFS and August 2013 Interims were
identified following the JSE Limited?s (“JSE”) pro-active
monitoring process whereby the 2013 AFS were selected for review by
the JSE (“Pro-active Monitoring”).
RESTATEMENT
1.Background
During the financial period ended 28 February 2013, MRI was, from
an International Financial Reporting Standards (“IFRS”)
perspective, acquired by Western Utilities Corporation (Pty)
Limited (“WUC”) by way of a reverse-acquisition in terms of IFRS 3
Business Combinations. MRI was regarded as the legal parent and the
accounting acquiree and WUC was regarded as the legal subsidiary
company and the accounting acquirer, which resulted in the
identifiable assets and liabilities of MRI being measured at their
fair-value.
The misstatement occurred as a result of incorrectly applying the
requirements of IFRS 3 in the reverse acquisition, as well as
errors made in the calculations relating to the transaction itself.
The revised computation of the purchase price and the treatment of
the loan accounts payable added further to the computation of the
correcting reverse acquisition entries.
2. Basis of preparation of the Restatement
The restated financial information regarding the 2013 AFS and
August 2013 Interims has been prepared by Anthon Meyer in his
capacity as Financial Director, in accordance with IFRS and the
SAICA Financial Reporting Guides as issued by the Accounting
Practices Committee. The accounting policies applied in arriving at
the restated financial results are consistent, in all material
respects, with those applied in the 2013 AFS and August 2013
Interims.
3. Restated 2013 AFS and August 2013 Interims
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
6-months Restatement Restated 14- Restatement Restated
to Adjustments 6-months months Adjustments 14-months
August to to 28 to
2013 August February February
2013 2013 2013
R’000 R’000 R’000 R’000 R’000 R’000
Other income - - - 20 021 (14 043) 5 978
Operating expenses (4 093) (4 093) (9 048) - (9 048)
Operating (loss)/profit (4 093) - (4 093) 10 973 - (3 070)
Investment revenue 5 - 5 177 - 177
Interest expense (2 707) - (2 707) (4 908) - (4 908)
(Loss)/Profit before taxation (6 795) - (6 795) 6 242 - (7 801)
Taxation 1 550 - 1 550 (11 415) - (11 415)
(Loss)/Profit for the period (5 245) - (5 245) (5 173) - (19 216)
Other comprehensive income - - - - - -
Total comprehensive (loss)/income (5 245) - (5 245) (5 173) - (19 216)
(Loss)/Profit attributable to: -
Equity holders (4 283) - (4 283) (5 095) - (19 138)
Non-controlling interests (962) - (962) (78) - (78)
Total comprehensive (loss)/income
attributable to:
Equity holders (4 283) - (4 283) (5 095) - (19 138)
Non-controlling interests (962) - (962) (78) - (78)
Basic and diluted (loss)/earnings
per share (0.91) - (0.91) (1.74) (4.82) (6.55)
Basic and diluted headline
(loss)/earnings per share (0.91) - (0.91) (6.55) - (6.55)
Weighted average number of shares
(„000) 468 413 - 468 413 292 106 - 292 106
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
31 Restatement Restated 14- Restatement Restated
August Adjustments 6-months months Adjustments 14-months
2013 to to 28 to
August February February
2013 2013 2013
R’000 R’000 R’000 R’000 R’000 R’000
Assets
Non-Current Assets
Property, plant and equipment 14 404 - 14 404 10 798 - 10 798
Intangible assets 91 284 - 91 284 92 411 - 92 411
Goodwill - 9 123 9 123 - 9 123 9 123
Deferred tax 1 550 - 1 550 7 173 - 7 173
107 238 9 123 116 361 110 382 9 123 119 505
Current Assets
Trade and other receivables 521 - 521 610 - 610
Cash and cash equivalents 3 270 - 3 270 314 - 314
3 791 - 3 791 924 - 924
Total Assets 111 029 9 123 120 152 111 306 9 123 120 429
Equity and Liabilities
Equity
Share capital and share premium 79 961 (15 695) 64 266 76 999 (15 695) 61 304
Reverse acquisition reserve (31 066) 31 066 - (31 066) 31 066 -
Retained earnings (10 330) (6 248) (16 578) (6 047) (6 248) (12 295)
Amount attributable to equity
holders 38 565 9 123 47 688 39 886 9 123 49 009
Equity loan 5 000 - 5 000 5 000 - 5 000
Non-Controlling Interest 16 390 - 16 390 17 352 - 17 352
59 955 9 123 69 078 62 238 9 123 71 361
Liabilities
Non-Current Liabilities
Deferred tax 18 464 - 18 464 25 626 - 25 626
Other financial liabilities 25 768 - 25 768 22 002 - 22 002
44 232 - 44 232 47 628 - 47 628
Current Liabilities
Other financial liabilities 6 795 - 6 795 - - -
Current tax payable 16 - 16 33 - 33
Trade and other payables 31 - 31 1 407 - 1 407
6 842 - 6 842 1 440 - 1 440
Total Equity and Liabilities 111 029 9 123 120 152 111 306 9 123 120 429
OTHER MATTERS ARISING FROM THE PRO-ACTIVE MONITORING
The Pro-active Monitoring also identified that insufficient
disclosure, in terms of IFRS, was made with regard to certain items
in the 2013 AFS. This is not considered to be material and will be
corrected in the annual financial statements for the year ended
28 February 2014.
WITHDRAWAL OF CAUTIONARY WITH REGARD TO THE RESTATEMENT AND RENEWAL
OF CAUTIONARY ANNOUNCEMENT WITH REGARD TO CONVERSION OF DEBT
Further to the Cautionary Announcement and this announcement,
shareholders need no longer exercise caution when trading in MRI
securities with regard to the Restatement. Notwithstanding this,
further to the detailed cautionary announcement published on
21 February 2014 regarding the conversion of debt, shareholders
should continue to exercise caution when dealing in MRI securities
until a further announcement in this regard is made.
4 April 2014
Johannesburg
Designated Advisor: Sasfin Capital (a division of Sasfin Bank
Limited)
Date: 04/04/2014 12:15:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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