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ATLATSA RESOURCES CORPORATION - UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS FOR THE THREE AND SIX MONTHS ENDED 30 JUNE 2012

Release Date: 14/08/2012 15:00
Code(s): ATL     PDF:  
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UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS FOR THE THREE AND SIX MONTHS ENDED 30 JUNE 2012

Atlatsa Resources Corporation
(previously Anooraq Resources Corporation)
(Incorporated in British Columbia, Canada)
(Registration number 10022-2033)
TSXV/JSE share code: ATL
NYSE AMEX share code: ATL
ISIN: CA0494771029
(”Atlatsa” or the “Company”)


CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
THREE AND SIX MONTHS ENDED 30 JUNE 2012
(Unaudited)
(Expressed in Canadian Dollars unless otherwise stated)


Condensed Consolidated Interim Statements of Financial Position
As at 30 June 2012
(Unaudited - Expressed in Canadian Dollars, unless otherwise stated)
                                                     Audited
                              Note   30 June 2012   31 December
                                                           2011
Assets
Non-current assets
Property, plant and            5      788,589,343   798,924,420
equipment
Capital work-in-progress       6       24,972,665    20,826,290
Intangible assets              7        1,364,099     1,895,205
Mineral property interests              8,234,097     8,268,783
Goodwill                               10,880,593    10,994,115
Platinum producers’                     3,177,578     2,927,591
environmental trust
Other non-current assets                  336,849       367,825
Total non-current assets              837,555,224   844,204,229
Current assets
Assets classified as held               4,066,630     4,101,654
for sale
Inventories                               762,116       787,084
Trade and other receivables            28,576,337    27,048,591
Current tax receivable                    134,704       136,109
Cash and cash equivalents              14,895,733    15,945,008
Restricted cash                           557,620       786,291
Total current assets                   48,993,140    48,804,737
Total assets                          886,548,364   893,008,966
Equity and Liabilities
Equity
Share capital                          71,967,083        71,967,083
Treasury shares                       (4,991,726)       (4,991,726)
Convertible preference                162,910,000       162,910,000
shares
Foreign currency translation          (10,398,512)   (11,238,333)
reserve
Share-based payment reserve             24,521,752    24,042,711
Accumulated loss                      (288,054,751) (245,448,316)
Total equity attributable to           (44,046,154)       (2,758,581)
equity holders of the Group
Non-controlling interest               (63,459,449)   (25,326,683)
Total equity                          (107,505,603)   (28,085,264)
Liabilities
Non-current liabilities
Loans and borrowings           8        820,839,980       744,456,487
Deferred taxation                       137,365,875       144,032,213
Provisions                                8,640,406         8,383,708
Total non-current                       966,846,261       896,872,408
liabilities
Current liabilities
Trade and other payables                 26,322,629        23,125,587
Short-term portion of loans                 885,077         1,096,235
and borrowings
Total current liabilities                27,207,706        24,221,822
Total liabilities                       994,053,967       921,094,230
Total equity and liabilities            886,548,364       893,008,966

Approved by the Board of Directors on 14 August 2012


Signed by:
Harold Motaung (Director)
Patrick Cooke (Director)
Condensed Consolidated Interim Statements of Comprehensive Loss
For the periods ended 30 June 2012
(Unaudited - Expressed in Canadian Dollars)
                       Note     Three months ended 30 June
                                   2012             2011
 Revenue                           38,732,962       35,916,397
 Cost of sales                    (52,399,218)     (56,212,465)
Gross loss                        (13,666,256)     (20,296,068)
Administrative
expenses                           (4,102,789)     (10,294,361)
Other income                               -            3,947
Operating loss                    (17,769,045)     (30,586,482)
Finance income                        120,650          233,652
Finance expense                   (23,227,212)     (25,078,380)

Net finance expense               (23,106,562)     (24,844,728)
Loss before income
tax                               (40,875,607)     (55,431,210)
Income tax                             464,434        9,285,054
Loss for the period                (40,411,173)     (46,146,156)

Other comprehensive
income/(loss)
Foreign currency
translation
differences for
foreign operations                   3,418,133        (853,472)
Effective portion of
changes in fair
value of cash flow
hedges                                       -            9,054
Reclassification to
profit or loss on
settlement of cash
flow hedge                                   -        2,521,654
Other comprehensive 
income/(loss) for
the period, net of
income tax                           3,418,133        1,677,236
Total comprehensive
loss for the period                (36,993,040)     (44,468,920)

Loss attributable
to:
Owners of the
Company                            (21,068,853)   (28,244,686)
Non-controlling 
interest
                                   (19,342,320)   (17,901,470)
Loss for the period
                                   (40,411,173)   (46,146,156)


Total comprehensive
loss attributable
to:



Owners of the
Company                            (19,678,645)   (26,386,888)
Non-controlling
interest
                                   (17,314,395)   (18,082,032)
Total comprehensive
loss for the period

                                   (36,993,040)   (44,468,920)


                      Note     Six months ended 30 June
                                2012            2011

Revenue                        72,811,584      66,614,625
Cost of sales                (105,821,365   (103,764,020)
                                        )
Gross loss                   (33,009,781)    (37,149,395)
Administrative                (8,181,714)    (14,599,479)
expenses
Other income                       59,381          54,238
Operating loss               (41,132,114)    (51,694,636)
Finance income                    260,001         427,820
Finance expense              (46,048,448)    (48,331,003)

Net finance expense          (45,788,447)    (47,903,183)
Loss before income           (86,920,561)    (99,597,819)
tax
Income tax                      5,241,927      17,375,230
Loss for the period          (81,678,634)    (82,222,589)

Other comprehensive
income/(loss)
Foreign currency
translation                     1,764,794     (7,007,453)
differences for
foreign operations
Effective portion
of changes in fair                      -       1,602,501
value of cash flow
hedges
Reclassification to
profit or loss on                       -       2,521,654
settlement of cash
flow hedge
Other comprehensive
income/(loss) for               1,764,794     (2,883,298)
the period, net of
income tax
Total comprehensive          (79,913,840)    (85,105,887)
loss for the period

Loss attributable
to:

Owners of the                (42,606,435)    (46,889,058)
Company
Non-controlling              (39,072,199)   (35,333,531)
interest

Loss for the period          (81,678,634)   (82,222,589)



Total comprehensive
loss attributable
to:



Owners of the               (41,781,074)   (47,167,056)
Company
Non-controlling             (38,132,766)   (37,938,831)
interest

Total comprehensive         (79,913,840)   (85,105,887)
loss for the period
 
Condensed Consolidated Interim Statements of Changes in Equity
For the period ended 30 June 2012
(Unaudited - Expressed in Canadian Dollars)

                                            Share Capital    Treasury       Convertible
                                                              Shares        preference
                                                                              shares



   For the period ended 30 June 2011
   Balance at 1 January 2011                   71,852,588   (4,991,726)     162,910,000
   Total comprehensive income/(loss) for
   the period
      Loss for the period                               -               -             -
      Other comprehensive income/(loss)
      Foreign currency translation                      -               -             -
      differences
      Effective portion of changes in                   -               -             -
      fair value of cash flow hedges, net
      of tax
      Reclassification to profit or loss                -               -             -
      on settlement of cash flow hedge
   Total other comprehensive loss                       -               -             -
   Total comprehensive loss for the                     -               -             -
   period
   Transactions with owners, recorded
   directly in equity
   Contributions by and distributions to
    owners
         Common shares issued                     114,495               -             -
         Share-based payment transactions               -               -             -
        Total contributions by and                114,495               -             -
        distributions to owners
   Balance at 30 June 2011                     71,967,083   (4,991,726)     162,910,000

   For the period ended 30 June 2012
   Balance at 1 January 2012                   71,967,083   (4,991,726)     162,910,000
   Total comprehensive income/(loss) for
   the period
      Loss for the period                               -               -             -
      Other comprehensive income/(loss)
      Foreign currency translation                      -               -             -
      differences
   Total comprehensive income/(loss) for                -               -             -
   the period
Transactions with owners, recorded
directly in equity
   Contributions by and distributions to
   owners
        Share-based payment transactions              -                -            -
   Total contributions by and                         -                -            -
   distributions to owners
   Balance at 30 June 2012                    71,967,083     (4,991,726)   162,910,000




                                                      Foreign        Share-based
                                                     currency          payment
                                                   translation         reserve
                                                      reserve
                                                      reserve

   For the period ended 30 June 2011
   Balance at 1 January 2011                       (5,197,843)        22,032,571
   Total comprehensive income/(loss) for the
   period
      Loss for the period                                        -              -
      Other comprehensive income/(loss)
      Foreign currency translation differences     (4,407,702)              5,549
      Effective portion of changes in fair                       -              -
      value of cash flow hedges, net of tax
      Reclassification to profit or loss on                      -              -
      settlement of cash flow hedge
   Total other comprehensive loss                  (4,407,702)              5,549
   Total comprehensive loss for the period         (4,407,702)              5,549
   Transactions with owners, recorded directly
   in equity
   Contributions by and distributions to
    owners
         Common shares issued                                    -      (51,495)
         Share-based payment transactions                        -     1,640,996
        Total contributions by and                               -     1,589,501
        distributions to owners
   Balance at 30 June 2011                         (9,605,545)        23,627,621

   For the period ended 30 June 2012
   Balance at 1 January 2012                      (11,238,333)        24,042,711
   Total comprehensive income/(loss) for the
   period
      Loss for the period                                        -              -
      Other comprehensive income/(loss)
      Foreign currency translation differences         839,821        (14,460)
   Total comprehensive income/(loss) for the           839,821        (14,460)
   period
Transactions with owners, recorded directly in
equity
  Contributions by and distributions to
  owners
          Share-based payment transactions                    -           493,501
   Total contributions by and distributions to                -           493,501
   owners
   Balance at 30 June 2012                          (10,398,512)      24,521,752




                                                                Hedging         Accumulated
                                                                reserve            loss




         For the period ended 30 June 2011
         Balance at 1 January 2011                            (4,124,155)      (163,519,502
                                                                                          )
         Total comprehensive income/(loss) for the period
            Loss for the period                                            -   (46,889,058)
            Other comprehensive income/(loss)
           Foreign currency translation differences                        -              -
            Effective portion of changes in fair value of       1,602,501                 -
          cash flow hedges, net of tax
            Reclassification to profit or loss on               2,521,654                 -
          settlement of cash flow hedge
            Total other comprehensive loss                      4,124,155                 -
         Total comprehensive loss for the period                4,124,155      (46,889,058)
         Transactions with owners, recorded directly in
         equity
         Contributions by and distributions to owners
               Common shares issued                                        -              -
               Share-based payment transactions                            -              -
            Total contributions by and distributions to                    -              -
         owners
         Balance at 30 June 2011                                           -   (210,408,560
                                                                                          )
For the period ended 30 June 2012
Balance at 1 January 2012                                           -          (245,448,316
                                                                                       )

Total comprehensive income/(loss) for the period


   Loss for the period                                              -            (42,606,435)


   Other comprehensive income/(loss)


   Foreign currency translation differences                         -                   -


Total comprehensive income/(loss) for the period                    -            (42,606,435)


Transactions with owners, recorded directly in
equity

Contributions by and distributions to owners


      Share-based payment transactions                              -                   -


   Total contributions by and distributions to                      -                   -
owners

Balance at 30 June 2012                                             -             (288,054,751
                                                                                       )




                                               Total           Non-             Total
                                                           controlling
                                                             interest




For the period ended 30 June 2011
Balance at 1 January 2011                     78,961,933     42,404,014       121,365,947
Total comprehensive income/(loss) for the
period
   Loss for the period                      (46,889,058)   (35,333,531)      (82,222,589)
   Other comprehensive income/(loss)
   Foreign currency translation              (4,402,153)    (2,605,300)       (7,007,453)
   differences
   Effective portion of changes in fair        1,602,501                -       1,602,501
 value of cash flow hedges, net of tax
   Reclassification to profit or loss on       2,521,654              -         2,521,654
 settlement of cash flow hedge
   Total other comprehensive loss              (277,998)    (2,605,300)       (2,883,298)
Total comprehensive loss for the period     (47,167,056)   (37,938,831)      (85,105,887)
Transactions with owners, recorded
directly in equity
Contributions by and distributions to
 owners
      Common shares issued                        63,000              -         63,000
      Share-based payment transactions         1,640,996              -      1,640,996
   Total contributions by and                  1,703,996              -      1,703,996
distributions to owners
Balance at 30 June 2011                       33,498,873      4,465,183     37,964,056

For the period ended 30 June 2012
Balance at 1 January 2012                    (2,758,581)   (25,326,683)   (28,085,264)

Total comprehensive income/(loss) for the
period
   Loss for the period                      (42,606,435)   (39,072,199)   (81,678,634)

   Other comprehensive income/(loss)

   Foreign currency translation                  825,361        939,433      1,764,794
differences
Total comprehensive income/(loss) for the   (41,781,074)   (38,132,766)   (79,913,840)
period
Transactions with owners, recorded
directly in equity
Contributions by and distributions to
 owners
      Share-based payment transactions           493,501              -        493,501

   Total contributions by and                    493,501              -        493,501
distributions to owners
Balance at 30 June 2012                     (44,046,154)   (63,459,449)   (107,505,603
                                                                                     )


Condensed Consolidated Interim Statements of Cash Flows
For the periods ended 30 June 2012
(Unaudited - Expressed in Canadian Dollars)
                Note      Three months ended 30
                                            June
                          2012         2011
 Cash flows
 from operating
 activities
Cash utilised      9   (11,516,713) (19,797,449)
by operations
Interest                    67,469       186,561
received
Interest paid                  (39)       (3,030)
Taxation paid              (34,604)             -

Cash utilised          (11,483,887) (19,613,918)
by operating
activities
Cash flows
from investing
activities
Acquisition of     5              -             -
property,
plant and
equipment
Acquisition of     6   (12,640,335)     (6,714,422)
capital-work-
in-progress
Acquisition of     7              -     (244,595)
intangible
assets
Investment in             (117,691)     (300,028)
environmental
trusts

Cash utilised          (12,758,026)     (7,259,045)
by investing
activities
Cash flows
from financing
activities
Settlement of      8              -     (3,691,604)
interest rate
swap
Funding loan       8              -     3,691,604
raised – RPM
Long term                23,370,857     23,722,587
borrowings
raised – OCSF
Repayment of              (436,082)     (492,311)
other loans
Common shares                     -             -
issued
Cash generated           22,934,775    23,230,276
from financing
activities


Effect of
foreign
currency
translation               (641,576)        91,474
Net decrease            (1,948,714)   (3,551,213)
in cash and
cash
equivalents
Cash and cash            16,844,447    22,791,239
equivalents,
beginning of
period
Cash and cash            14,895,733    19,240,026
equivalents,
end of period




                 Note    Six months ended 30 June
                            2012         2011
Cash flows
from operating
activities
Cash utilised       9 (19,133,465) (21,590,854)
by operations
Interest                    150,935       331,442
received
Interest paid                  (84)     (528,340)
Taxation paid              (34,604)             -

Cash utilised           (19,017,218) (21,787,752)
by operating
activities
Cash flows
from investing
activities
Acquisition of      5   (2,664)             -
property,
plant and
equipment
Acquisition of   6 (19,635,545)   (14,488,974)
capital-work-
in-progress
Acquisition of   7             -     (244,595)
intangible
assets
Investment in          (239,923)     (300,028)
environmental
trusts

Cash utilised        (19,878,132) (15,033,597)
by investing
activities
Cash flows
from financing
activities
Settlement of    8             -   (3,691,604)
interest rate
swap
Funding loan     8             -     3,691,604
raised – RPM
Long term             38,636,594    31,981,790
borrowings
raised – OCSF
Repayment of           (655,670)     (492,311)
other loans
Common shares                  -        63,000
issued
Cash generated        37,980,924    31,552,479
from financing
activities


Effect of
foreign
currency
translation            (134,849)   (1,255,694)
Net decrease         (1,049,275)   (6,524,564)
in cash and
cash
equivalents
Cash and cash         15,945,008    25,764,590
equivalents,
beginning of
period
Cash and cash         14,895,733    19,240,026
equivalents,
end of period
Notes to the Condensed Consolidated Interim Financial Statements
For the periods ended 30 June 2012
(Unaudited - Expressed in Canadian Dollars)

1.   REPORTING ENTITY

     Atlatsa Resources Corporation (the "Company" or "Atlatsa") is
     incorporated in the Province of British Columbia, Canada.         The
     condensed consolidated interim financial statements of the Company as
     at and for the three and six months ended 30 June 2012 comprise the
     Company and its subsidiaries (together referred to as the “Group” and
     individually as “Group entities”) and the Group’s interests in
     associates and jointly controlled entities.

2.   GOING CONCERN

     The condensed consolidated interim financial statements are prepared
     on the basis that the Group will continue as a going concern which
     contemplates the realisation of assets and settlement of liabilities
     in the normal course of operations as they become due.

     As a result of the acquisition of the operating mine in 2009, the
     Group secured various funding arrangements including securing a long-
     term credit facility, the Operating Cash Flow Shortfall Facility
     (“OCSF”), with Rustenburg Platinum Mines Limited (“RPM”) for an
     amount of $183.2 million (ZAR 1,470 million). The facility is used to
     fund operating cash and capital requirements for an initial period of
     three years. As at 30 June 2012, the Group utilised $177.1 million
     (ZAR 1,421 million), excluding interest, thereof to fund operating
     requirements from 1 July 2009 as the mining operations are not
     currently generating sufficient cash flows to fund operations and
     operational projects. In addition, RPM has extended the terms of the
     OCSF facility to fund cash shortfalls up to 31 August 2013. The Group
     has no obligation to repay significant interest and capital on its
     outstanding loans and borrowings during the next 12 months.
     As a result of securing the financial resources and the terms of the
     long-term funding, the directors expect that cash flows from mining
     operations and the extended OCSF will be sufficient to meet immediate
     ongoing operating and capital cash requirements of the Group, and
     accordingly the financial statements have been prepared on a going
     concern basis.

     The Company is in the process of completing a proposed refinancing
     and restructuring transaction. The proposed transaction will among
     others significantly reduce and restructure the total debt of the
     Group and thereby significantly improve its financial position as
     well as providing new debt facilities to fund operations and capital
     projects.
3.   STATEMENT OF COMPLIANCE

     These condensed consolidated interim financial statements have been
     prepared in accordance with IAS 34 Interim Financial Reporting and
     the AC 500 Standards as issued by the Accounting Practices Board or
     its successor. They do not include all of the information required
     for full annual financial statements, and should be read in
     conjunction with the consolidated financial statements of the Group
     as at and for the year ended 31 December 2011. The consolidated
     financial statements of the Group as at and for the year ended 31
     December 2011 are available upon request from the Company’s
     registered office at 82 Grayston Drive, Sandton, South Africa or at
     www.sedar.com.

4.   SIGNIFICANT ACCOUNTING POLICIES
      The accounting policies applied by the Group in these condensed
      consolidated interim financial statements are the same as those
      applied by the Group in its consolidated financial statements as at
      and for the year ended 31 December 2011, except for the following
      standards and interpretations adopted in the current financial year:
     – Amendments to IAS12, Deferred Tax: Recovery of underlying assets
     There was no significant impact on these condensed consolidated
     interim financial statements as a result of adopting these standards
     and interpretations.
     Standards and interpretations issued but not yet effective and
     applicable to the Group:
     – Amendments to IAS 1, Presentation of Financial Statements:
        Presentation of Items of Other Comprehensive Income (1 July 2012)
     – Amendments to IAS 19, Employee benefits: Defined benefit plans
        (effective 1 January 2013)
     – IAS 27, Separate Financial Statements (effective 1 January 2013)
     – IAS 28, Investment in Associates and Joint ventures (effective 1
        January 2013)
     – IAS 32, Offsetting Financial Assets and Financial Liabilities (1
        January 2014)
     – Amendments to IFRS 7, Disclosures – Offsetting Financial Assets and
        Financial Liabilities (1 January 2013)
     – IFRS 9, Financial Instruments (effective 1 January 2015)
     – IFRS 9, Additions to IFRS 9 Financial instruments (effective 1
        January 2015)
     – IFRS 10, Consolidated Financial Statements (effective 1 January
        2013)
     – IFRS 11, Joint Arrangements (effective 1 January 2013)
     – IFRS 12, Disclosure of Interests in Other Entities (effective 1
        January 2013)
     – IFRS 13, Fair Value Measurement (effective 1 January 2013)
     – IFRIC 20, Stripping costs in the Production Phase of a Surface Mine
        (effective 1 January 2013)
Notes to the Condensed Consolidated Interim Financial Statements
For the periods ended 30 June 2012
(Unaudited - Expressed in Canadian Dollars)

                                                      Six    Year ended
                                                            31 December
                                                   months
                                                 ended 30
                                                     June
                                                     2012            2011

5.   PROPERTY, PLANT AND EQUIPMENT

Summary
Cost
Balance at beginning of period               876,764,628 1,032,647,854
Additions                                          2,664         2,238
Transferred from capital work-in-progress     16,866,368    17,168,350
Disposals                                              -   (1,087,212)
Adjustment to rehabilitation assets                    -     1,050,670
Effect of translation                        (9,345,849) (173,017,272)
Balance at end of period                     884,287,811    876,764,628
Accumulated depreciation and impairment
losses
Balance beginning of period                   77,840,208      47,741,321
Depreciation for the period                   18,991,514      42,075,759
Disposals                                              -       (748,144)
Effect of translation                        (1,133,254)    (11,228,728)
Balance at end of period                      95,698,468      77,840,208
Carrying value                               788,589,343    798,924,420

6. CAPITAL WORK-IN-PROGRESS
Capital work-in-progress consists of mine development and
infrastructure costs relating to the Bokoni mine and will be
transferred to property, plant and equipment when the relevant projects
are commissioned.

Balance at beginning of period                 20,826,290   10,311,973
Additions                                      19,635,545   28,678,042
Transfer to property, plant and equipment    (16,866,368) (17,168,350)
Capitalisation of borrowing costs               1,669,250    1,777,431
Effect of translation                           (292,052)  (2,772,806)
Balance at end of period                       24,972,665   20,826,290

Capital work-in-progress is funded through cash generated from
operations and available loan facilities.

7.   INTANGIBLE ASSETS
Cost
Balance at beginning of period                  3,113,175       3,473,000
Additions                                                -        236,304
Effect of translation                             (32,145)      (596,129)
Balance at end of period                         3,081,030      3,113,175
Accumulated amortisation and impairment
losses
Balance beginning of period                      1,217,970        192,944
Amortisation for the period                        520,569      1,148,618
Effect of translation                             (21,608)      (123,592)
Balance at end of period                         1,716,931      1,217,970
Carrying value                                   1,364,099      1,895,205

Notes to the Condensed Consolidated Interim Financial Statements
For the periods ended 30 June 2012
(Unaudited - Expressed in Canadian Dollars)

                                                        Six   Year ended
                                                                      31
                                                     months     December
                                                   ended 30         2011
                                                       June
                                                       2012

8.   LOANS AND BORROWINGS
Redeemable “A” preference shares (related
party)                                         410,635,347    392,191,315
Rustenburg Platinum Mines – Funding loans
(related party)                                179,139,216    172,650,283
Rustenburg Platinum Mines – OCSF (related
party)                                         224,744,969    172,991,980
Rustenburg Platinum Mines – Interest free
loan (related party)                             3,602,316      3,639,900
Rustenburg Platinum Mines – commitment fees
(related party)                                  1,360,569      1,298,865
Other                                            2,242,640      2,780,379
                                               821,725,057    745,552,722
Short-term portion
Other                                            (885,077)    (1,096,235)
                                                 (885,077)    (1,096,235)
Non-current liabilities                        820,839,980    744,456,487


The carrying value of the Group’s loans and borrowings changed during
the period as follows:

Balance at beginning of the period            745,552,722   716,936,362
Rustenburg Platinum Mine – OCSF                38,636,594    64,851,418
Loans repaid - other                            (648,104)     (716,317)
Commitment fee capitalised                       (76,446)     (394,063)
Finance expenses accrued                      47,368,285    88,648,310
Funding loan raised – Rustenburg
Platinum Mine (related party)                          -     3,691,604
Capitalisation transaction costs
written-off                                            -     3,834,378
Commitment fee liability                          76,442       394,063
Interest rate swap adjustment                          -       355,852
Other                                                  -        86,937
Effect of translation                        (9,184,436) (132,135,822)
Balance at end of the period                 821,725,057   745,552,722
Short-term portion
Other                                          (885,077)   (1,096,235)
                                               (885,077)   (1,096,235)
Non-current portion                          820,839,980   744,456,487

Senior Term Loan Facility

RPM has waived the loan covenants on the debt as of 30 June 2012 and
until 31 August 2013.

Rustenburg Platinum Mines – OCSF

Under the Operating Cash Flow Shortfall Facility (“OCSF”), if funds are
requested by Bokoni (and authorised by Bokoni Holdco), RPM shall advance
such funds directly to Bokoni. At 30 June 2012 $177.1 million (ZAR 1,421
million) of the original available $185 million (ZAR 1,470 million) has
been advanced by RPM. The remaining facility may be utilised only for
purposes of operating or capital expenditure cash shortfalls at Bokoni.
In addition, RPM has extended the terms of the OCSF facility to fund
cash shortfalls up to 31 August 2013 by extending the facility to $268.8
million (ZAR 2,157 million).
Notes to the Condensed Consolidated Interim Financial Statements
For the periods ended 30 June 2012
(Unaudited - Expressed in Canadian Dollars)
                         Three months ended 30 June

                               2012                2011

9.   CASH UTILISED BY OPERATIONS
Loss before income       (40,875,607)     (55,431,210)
tax
Adjustments for:
Finance expense            23,227,212       25,078,380
Finance income              (120,650)        (233,652)
Non-cash items:
Depreciation and            9,750,128       10,849,330
amortisation
Equity settled                235,018          665,401
share-based
compensation
Loss on disposal of                   -         17,929
property, plant and
equipment

Profit and loss                       -      2,673,963
impact of cash flow
hedge
Cash utilised before      (7,783,899)     (16,379,859)
ESOP transactions

ESOP cash                      83,089                -
transactions
(restricted cash)
Cash utilised before      (7,700,810)     (16,379,859)
working capital
changes
Working capital
changes
(Increase)/decrease       (3,524,140)      (5,701,111)
in trade and other
receivables
Increase /(decrease)           80,113        1,528,988
in trade and other
payables

(Increase)/decrease         (371,876)          754,533
in inventories
Cash utilised by         (11,516,713)     (19,797,449)
operations
                     Six months ended 30 June
                           2012             2011



Loss before         (86,920,561)   (99,597,819)
income tax
Adjustments for:
Finance expense       46,048,448     48,331,003
Finance income         (260,001)      (427,820)
Non-cash items:
Depreciation and      19,512,084     22,367,253
amortisation
Equity settled           493,500      1,640,996
share-based
compensation
Loss on disposal               -         17,929
of property,
plant and
equipment
Profit and loss                -      2,640,465
impact of cash
flow hedge
Cash utilised       (21,126,530)   (25,027,993)
before ESOP
transactions
ESOP cash                178,184               -
transactions
(restricted cash)
Cash utilised       (20,948,046)   (25,027,993)
before working
capital changes
Working capital
changes
(Increase)/decrea    (1,823,822)      6,314,527
se in trade and
other receivables
Increase               3,621,565    (2,561,386)
/(decrease) in
trade and other
payables
(Increase)/decrea         17,138      (316,002)
se in inventories
Cash utilised by    (19,133,465)   (21,590,854)
operations
10.   SEGMENT INFORMATION


The Group has two reportable segments as described below. These segments
are managed separately based on the nature of operations. For each of
the segments, the Group’s CEO (the Group’s chief operating decision
maker) reviews internal management reports monthly.       The following
summary describes the operations in each of the Group’s reportable
segments:
      –Bokoni Mine - Mining of PGM’s.
      –Projects - Mining exploration in Boikgantsho, Kwanda, and Ga-
     Phasha exploration projects.
 The majority of operations and functions are performed in South Africa.
 An insignificant portion of administrative functions are performed in
 the Company’s country of domicile.
 The CEO considers earnings before net finance expense, income tax,
 depreciation and amortisation (“EBITDA”) to be an appropriate measure
 of each segment’s performance. Accordingly, the EBITDA for each segment
 is included in the segment information. All external revenue is
 generated by the Bokoni Mine segment.


                                      Six months ended 30 June
                                                 2012

                                                                           Note
                        Bokoni Mine         Projects         Total
EBITDA
                        (20,211,223)          (30,936)     (20,242,159)     (i)
Total Assets
                            897,648,528      9,617,379      907,265,907    (ii)

                                          Six months ended 30 June
                                                    2011



                                                                           Note
                            Bokoni Mine       Projects         Total
EBITDA
                            (22,432,972)       (546,032)    (22,979,004)     (i)
Total Assets
                            1,021,896,632     11,002,363   1,032,898,995    (ii)




                                   Three months ended 30 June
                                                2012

                        Bokoni Mine           Projects          Total
EBITDA
                        (7,348,065)          16,389       (7,331,676)


                                  Three months ended 30 June
                                             2011

                                                                    Note
                     Bokoni Mine      Projects         Total
EBITDA
                     (13,976,27)      (261,456)     (14,237,732)     (i)



Notes to the Condensed Consolidated Interim Financial Statements
For the periods ended 30 June 2012
(Unaudited - Expressed in Canadian Dollars)

                                                           2012            2011

(i)   EBITDA – six months ended

  EBITDA for reportable segments                    (20,242,159)    (22,979,004)
  Net finance expense                               (45,788,447)    (47,903,183)
  Depreciation and amortisation                     (19,512,083)    (22,367,253)
  Corporate and consolidation adjustments             (1,377,872)   (6,348,379)
  Consolidated loss before income tax               (86,920,561)    (99,597,819)


  EBITDA - three months ended
  EBITDA for reportable segments                      (7,331,676)   (14,237,732)
  Net finance expense                               (23,106,562)    (24,844,728)
  Depreciation and amortisation                       (9,750,127)   (10,849,330)
  Corporate and consolidation adjustments               (687,242)   (5,499,420)
  Consolidated loss before income tax               (40,875,607)    (55,431,210)



(ii) Total assets
  Assets for reportable segments                      907,265,907 1,032,898,995
  Corporate and consolidation adjustments           (20,717,543)    (17,447,436)
  Consolidated total assets                           886,548,364 1,015,451,559
11.   EARNINGS PER SHARE
The basic and diluted loss per share for the three and six months ended
30 June 2012 was 5 cents (2011: 7 cents) and 10 cents (2011: 11 cents)
respectively.
The calculation of basic loss per share for the three months ended 30
June 2012 of 5 cents (2011: 7 cents) is based on the loss attributable
to owners of the Company of $21,068,853 (2011: $28,244,686) and a
weighted average number of shares of 424,791,411 (2011: 424,745,795).
The calculation of basic loss per share for the six months ended 30 June
2012 of 10 cents (2011: 11 cents) is based on the loss attributable to
owners of the Company of $42,606,435 (2011: $46,889,058) and a weighted
average number of shares of 424,791,411 (2010: 424,745,795).
Share options were excluded in determining diluted weighted average
number of common shares as their effect would have been anti-dilutive.
12.HEADLINE AND DILUTED HEADLINE EARNINGS PER SHARE
Headline earnings per share is calculated by dividing headline earnings
attributable to shareholders of the Company by the weighted average
number of ordinary shares in issue during the period. Diluted headline
earnings per share is determined by adjusting the headline earnings
attributable to shareholders of the Company and the weighted average
number of ordinary shares in issue during the period, for the effects of
all dilutive potential ordinary shares, which comprise share options
granted to employees.
Headline earnings per share
The calculation of headline loss per share for the three months ended 30
June 2012 of 5 cents (2011: 7 cents) is based on headline loss of
$21,068,853 (2011: $28,226,757) and a weighted average number of shares
of 424,791,411 (2011: 424,745,795).
The calculation of headline loss per share for the six months ended 30
June 2012 of 5 cents (2011: 11 cents) is based on headline loss of
$42,606,435 (2011: $46,871,129) and a weighted average number of shares
of 424,791,411 (2011: 424,745,795).
The following adjustments to loss attributable to owners of the Company
were taken into account in the calculation of headline loss attributable
to owners of the Company:
                                                    Three months ended 30
                                                             June
                                                                  2012          2011

Loss attributable to shareholders of the Company           (21,068,853) (28,244,686)
-                                              Loss
    on disposal of property, plant and equipment                     -        17,929

Headline    loss   attributable   to   owners   of   the
Company                                                    (21,068,853) (28,226,757)


                                                           Six months ended 30 June
                                                                  2012          2011

Loss attributable to shareholders of the Company           (42,606,435) (46,889,058)


-                                              Loss
    on disposal of property, plant and equipment                     -        17,929
Headline    loss   attributable   to   owners   of   the    (42,606,435) (46,871,129)
Company


Notes to the Condensed Consolidated Interim Financial Statements
For the periods ended 30 June 2012
 (Unaudited - Expressed in Canadian Dollars)
Diluted headline earnings per share
The calculation of diluted headline loss per share for the three months
ended 30 June 2012 of 5 cents (2011: 7 cents) is based on headline loss
of $21,068,853 (2011: $28,226,757) and a weighted average number of
shares of 424,791,411 (2011: 424,745,795).
The calculation of diluted headline loss per share for the six months
ended 30 June 2012 of 5 cents (2011: 11 cents) is based on headline loss
of $42,606,435 (2011: $46,871,129) and a weighted average number of
shares of 424,791,411 (2011: 424,745,795).
Share options were excluded in determining diluted weighted average
number of common shares as their effect would have been anti-dilutive.
There are no       reconciling   items   between   headline   loss   and   diluted
headline loss.

13.   SUBSEQUENT EVENTS
There have been no events that have occurred after the reporting date
that would have a material impact on the reported results.
Johannesburg



14 August 2012

JSE Sponsor

Macquarie First South Capital (Pty) Limited



Issued on behalf of Atlatsa Resources Corporation



On behalf of Atlatsa


Joel Kesler

Executive: Corporate Development

Office: +27 11 779 6800

Mobile: +27 82 454 5556


Russell and Associates

Charmane Russell

Office: +27 11 880 3924

Mobile: +27 82 372 5816
Macquarie First South Capital

Annerie Britz/ Yvette Labuschagne

Office: +27 11 583 2000

Date: 14/08/2012 03:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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