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PAN - Pan African Resources Plc - Consolidated unaudited provisional results for

Release Date: 19/08/2008 09:00
Code(s): PAN
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PAN - Pan African Resources Plc - Consolidated unaudited provisional results for the financial year ended 30 June 2008 Pan African Resources Plc (`Pan African` or the `Company`) (Incorporated and registered in England and Wales under the Companies Act 1985 with registered number 3937466 on 25 February 2000) Share code on AIM: PAF Share code on AltX: PAN ISIN: GB0004300496 SALIENT FEATURES - EBITDA of GBP13,7 million - Gold sales of 99,078 oz - Total cash cost of US$ 476/oz sold - Acquisition of Barberton Mines - Now an unhedged gold company - Considerable progress and encouraging results from exploration projects - Geological footprint in West Africa enhanced through the acquisition of three gold properties in Ghana FINANCIAL PERFORMANCE 12 months ended 12 months ended
30 June 2008 30 June 2007 (Unaudited) (Unaudited) Revenue (GBP) 39,254,557 26,684,796 Cash Mining Profit (GBP) 13,710,819 5,804,036 Attributable profit (GBP) 5,460,067 2,067,985 EPS (pence) 0.52 0.35 HEPS (pence) 0.52 0.35 Weighted average number of 1,043,789,285 593,740,476 shares in issue * HEPS - Headline Earnings Per Share - refer to calculation under Consolidated Income Statement Comparative information for the previous year incorporates 12 months of Barberton in terms of IFRS 3: Business Combinations as the Company`s acquisition of Barberton represents a reverse takeover. The figures for the year ended 30 June 2008 incorporates 12 months of Barberton and 11 months of Pan African. OVERVIEW Pan African is a gold mining, development and exploration Company on the African continent with both production ounces and a portfolio of exploration assets. The acquisition of Barberton Mines (Pty) Ltd ("Barberton") in South Africa during 2007 transformed the Company from a junior exploration company to a mid- tier gold producer with a pipeline of exploration projects. The resultant cash flow and enhanced metallurgical, engineering and mining skills base enable the Company to pursue mining and exploration projects to further grow the Company. In addition to its 74% stake in Barberton (Shanduka Resources is a 26% shareholder), Pan African is exploring concessions in Mozambique, the Central African Republic, South Africa and Ghana. The Company is also actively seeking partnerships and Joint Ventures with other gold mining companies. Pan African has been given first right of refusal on any gold project discovered in Africa by both Pangea Exploration (Pty) Ltd and Metorex Limited (Metorex Limited owns 55% of Pan African), the Company`s largest shareholder. Pan African is quoted on AIM, the international market for smaller growth companies operated by the London Stock Exchange under the share code "PAF", with a secondary listing on the Alternative Exchange (AltX), a division of the JSE Limited, under the share code "PAN". OVERALL PERFORMANCE Pan African today announces that for the year ended 30 June 2008, EBITDA was GBP 13.7 million, which incorporates 12 months of Barberton and 11 months of Pan African. The Company has benefited from the robust gold price at its operations. The EBITDA was reduced by a hedging loss of GBP 2.2 million. No further hedges have been entered into on gold sales after 30 June 2008. Pan African has accelerated the capital expenditure at Barberton to replace ore reserves as well as its spending at its projects in Mozambique, Ghana and the Central African Republic. SAFETY AND TRAINING While the Company conducts its activities with due regard for the safety of its employees and runs approved training programmes through training centres located at its mining operations, we regret to report that two fatal accidents occurred during the past 12 months. Both accidents were on the Sheba operation, one accident involved a contractor on 20 September 2007 and the other, an employee of the mine on 19 February 2008. Our sincere condolences are extended to the families of the deceased. REVIEW OF BARBERTON MINING OPERATIONS The three operating gold mines in the Barberton area; Fairview, Sheba and New Consort together with the Calcine dump retreatment operation produced 99,078oz of gold, an improvement on the previous year. Gold production from the mines was incremented by the retreatment of the Calcine dump. This production, together with a buoyant gold price and well controlled cost management, resulted in a strong cash flow from the operations. During the year, Barberton sold 99,078 oz, of which 10,696 oz were sold against its hedge, realising a hedging loss of GBP2.2 million. At the end of the current reporting period all hedge contracts had been met and gold sales in the new year will be at the spot price. 2008 2007 2006 2005 2004 Tons Milled (t) 315,305 330,367 313,779 316,094 349,219 Headgrade (g/t) 8.9 9.2 10.7 11.1 10.4 Overall (%) 91 92 92 92 91 Recovery Production: (oz) 82,436 90,022 99,281 103,847 106,258 Underground Production: (oz) 13,513 - - - - Calcine Dump Gold Sold (oz) 99,078 89,572 99,924 102,914 106,773 Average (USD/oz) 823 640 528 433 397 Price: Spot Average (USD/oz) 451 415 438 511 455 Price: Hedge Total Cash (USD/oz) 476 465 429 427 340 Cost USD/oz sold Capital (GBP) 2,901,792 1,637,359 1,091,965 1,021,041 1,054,288 Expenditure Exchange (ZAR/GBP) 14,68 13,95 n/a n/a n/a rate - average Exchange (ZAR/GBP) 15,56 14,18 n/a n/a n/a rate - closing * 74% of the 2008 results are attributable to the equity shareholders of Pan African CALCINE SLIMES DAM RETREATMENT PROJECT The calcine project commenced during the last quarter of 2007, utilising an existing treatment plant. Capital expenditure of GBP600,000 was spent on a new tailings facility for the project. This year it yielded 13,513oz of gold at a cash cost of US$ 291/oz. The calcine project reached the end of its life during July 2008. RESERVE REPLACEMENT PROJECTS Sheba - Southwell Adit The re-equipping of the adit, inter-levels and incline shaft was completed and the necessary development done to access a reserve block of reef. Raising on this orebody will start in the new financial year. Sheba - 35 ZK Decline The decline to access the Zwartkoppies reef below 35 level has commenced. The headgear section is complete and a winder is in the process of being installed. During the next financial year sinking will commence and the development of the first level will take place. Sheba - Edwin Bray to Thomas & Joe`s Luck area The Edwin Bray adit was re-equipped and the necessary services and infrastructure were reinstalled. Development of the cross-cut and airway has commenced to access Joe`s Luck and Thomas orebodies. A further 800m of flat development is required, however it is envisaged that this development will enable the operation to prospect a number of prospective geological structures along the way. Consort - 50 Level Declines The east and west orebodies below 50 level at Consort are being accessed by two decline shafts. The headgears, inclines and infrastructure at both declines have been completed and sinking started. Both these orebodies have been drilled and evaluated. This new infrastructure to access these orebodies will be completed in 2010. Fairview - MRC development The development of the ramp system at Fairview continues below 60 level to access the MRC reef and stoping continues. This ramp will take mining to the 62 level, thereafter plans are being investigated to deepen the No. 3 sub-incline shaft down to 68 level. POWER SUPPLY Barberton has been affected by power outages in South Africa, however these have occurred mainly during off shift periods and this has not had a significant effect on underground production. In line with the rest of the mining industry power saving initiatives are being put in place to reduce total demand by 10%. EXPLORATION PROJECTS Manica gold project, Mozambique Geological work continued on the Fairbride prospect area. Work comprised exploration drilling and orebody outline drilling on both the Fairbride East & West orebodies. Drilling results confirmed orebody continuation in both dip and strike extension down to a depth of 350m below surface. Resource remodelling was completed during April 2008 defining a total resource of 1.7Moz (11.45mt@ 4.61g/t), which forms the basis for the Pre-Feasibility study which is currently underway. In this study the size of the possible mine, the location and the future economic factors are being considered. The relevant departments within the Government of Mozambique are being engaged so as to understand the financial parameters under which mining could take place. Further studies are currently underway to assess the availability and reliability of power, water and other requirements within the country. Bogoin & Dekoa gold projects, Central African Republic At Bogoin the 8,200m Rotary Air Blast (`RAB`) drilling programme was completed leading to the narrowing down of the soil geochemical anomaly. A widely spaced 29,062m Reverse Circulation (`RC`) programme has commenced over an area in excess of 800kmSquared to test the geochemical anomalies identified. To date 2,062 m of RC drilling has been completed. The Company successfully concluded a mining convention with the government of the Central African Republic for the Dekoa prospecting area. Subsequent geological work identified several large soil geochemical anomalies at Dekoa. A 60,000 RC drilling programme to test the identified anomalies is due to commence during 2009. Akrokerri gold project, Ghana An infill soil sampling programme was completed and 7,600 m of core drilling commenced to define possible extensions to the historical Akrokerri underground mine workings. To date 2,978m of drilling has been completed. Laboratory results are expected by Q1 of the new financial year. Kyereboso gold project, Ghana A 7,400 m RC drilling programme was initiated to test the proposed mineralisation model. To date 3,600 m of drilling has been completed. Final results of the first phase of the drilling programme are expected in Q2 of the new financial year. U&N gold project, Ghana Pan African has concluded an Earn-In Agreement to acquire 85% of an exploration property, the U&N property in Ghana from the U&N Company Limited. The U&N property lies approximately 45km south-west of the town of Kumasi in volcanics, interbedded with clastic and chemical sediments of the early Proterozoic Birimian Supergroup. This is considered a highly prospective area with several known gold occurrences. Pan African can earn-in 40% of the project by spending not less than US$ 290,000 on a soil sampling exploration phase. Should the Company wish to continue work after this phase, it must spend not less than US$ 300,000 to earn a further 45%. On completion of the BFS (`Bankable Feasibility Study`) the Company may, at it`s election acquire the remaining 15% at a cost based on the Net Present Value (`NPV`). Barberton gold project, South Africa All available historical exploration & geological information was collated into a spatially referenced database. This database has been used to define several exploration targets. A comprehensive airborne geophysical survey of the project will be completed to further refine these targets. Planned fieldwork for the area during the remainder of 2008 and into the first half of 2009, includes; detailed geological field mapping, stream sediment sampling as well as a comprehensive soil sampling programme. Should the results of this work prove positive, it will be followed by a drilling programme. CAPITAL EXPENDITURE AND COMMITMENTS Capital expenditure at Barberton totalled GBP2.9 million, which was mainly spent on underground development. Exploration expenditure at the Company`s projects in Mozambique, Central African Republic and Ghana totalled GBP3.1 million for the financial year. Contracted capital commitments at the end of the financial year amounted to GBP187,643. Operating lease commitments, which fall due within the next year, amount to GBP89,269 whilst commitments of GBP16,822 fall due during the following four years. CORPORATE ACTIVITY Effective 27 July 2007, the Company acquired 74% of Barberton, for GBP35.6 million satisfied by the issue of 593,740,476 new shares at 6p per share. The transaction constituted a reverse takeover in terms of IFRS 3: Business Combinations. Accordingly, Barberton has been treated for accounting purposes as acquiring Pan African, the current year results incorporate a full year of Barberton and 11 months of Pan African and prior year comparatives represent the results of Barberton for 12 months prior to the transaction. IFRS 3 also requires the cost of the transaction to represent the fair value of Pan African immediately prior to the deal, being GBP25,7 million. The fair value of the acquired net assets of Pan African amounted to GBP5.9 million at acquisition, which gave rise to the recognition of goodwill amounting to GBP19.8 million, which is to be tested for impairment on an annual basis against the net asset value of the new Pan African group. In addition, transaction costs of GBP1.1 million formed part of the cost of acquisition and allocated to goodwill. The net loss from Pan African since the date of acquisition was GBP 1.9 million. If the above transaction had taken place at the beginning of the year, the impact on the group`s net profit for the year would have been immaterial. DIRECTORSHIP CHANGE The board announced the resignation of Mr Nathan Steinberg, effective 21 February 2008, and in accordance with the undertaking given to shareholders on the acquisition of Barberton in the Readmission document, announced the appointment of Mr Maritz Smith as his successor. In addition, Mr John Hopwood was appointed to the Board as an Independent, Non-Executive Director. The board welcomes the two new directors to the board. SHARES ISSUED: July 2007 - June 2008 1. 593,740,476 shares issued to Metorex at 6p per share for the acquisition of Barberton. 2. 60,000,000 shares issued to Pangea Exploration (Pty) Ltd at 6p per share for the balance of Manica and the Central African Republic projects. 3. 28,122,727 share options exercised by past and current directors at an average price of 2.79p per share. ACCOUNTING POLICIES AND BASIS OF PREPARATION The financial information set out in this announcement does not constitute the Company`s statutory accounts for the year ended 30 June 2008. In the current year, the Group adopted International Financial Reporting Standards as adopted in the UK (`IFRS`). Barberton, which was acquired on 27 July 2007, applied IFRS for the year ended 30 June 2008. While the financial information included in this preliminary announcement has been prepared in accordance with the recognition and measurement criteria of IFRS, this announcement does not itself contain sufficient disclosure information to comply fully with IFRS. Expect for share capital, share premium and the merger reserve, comparative information was extracted from the audited financial statements of Barberton for the year ended 30 June 2007. The Company expects to publish full financial statements which comply with IFRS in October 2008. This preliminary announcement was approved by the board on 18 August 2008. DIVIDEND No dividend is proposed or declared (2007: nil). FUTURE PROSPECTS Subsequent to the acquisition of Barberton, the Company moved from being a junior exploration company, to a self-funding mining group with a substantial pipeline of exploration projects. Through the ongoing relationship with Metorex and Pangea Exploration (Pty) Ltd, the Company has first right of refusal on any gold projects discovered by these world-class companies. Despite current turbulent markets, the Company has, through the Barberton acquisition secured cash flow to not only continue its current exploration activity, but to accelerate the exploration timetable. The exploration of highly prospective areas together with a competent management team provides significant opportunities going forward. By Order of the Board KC Spencer JP Nelson Chairman Chief Executive Officer 19 August 2008 CONSOLIDATED INCOME STATEMENT 12 months ended 12 months ended 30 June 2008 30 June 2007 (Unaudited) (Unaudited)
GBP GBP Revenue Gold sales 39,254,557 26,684,796 Realisation costs (106,277) (60,783) On - mine revenue 39,148,280 26,624,013 Cost of production (25,163,675) (21,623,538) Depreciation (1,965,872) (1,865,997) Mining Profit 12,018,733 3,134,478 Other (expenses)/income (273,786) 803,561 Operating income before finance costs 11,744,947 3,938,039 Finance income 217,288 49,018 Finance costs (17,006) (35,893) Profit before taxation 11,945,229 3,951,164 Taxation (4,366,543) (1,156,590) Profit after taxation 7,578,686 2,794,574 Attributable to: Equity holders of the parent 5,460,067 2,067,985 Minority interests 2,118,619 726,589 7,578,686 2,794,574 Earnings per share (pence) 0.52 0,35 Diluted earnings per share (pence) 0.51 0,35 Weighted average number of shares in 1,043,789,285 593,740,476 issue Diluted number of shares in issue 1,073,789,285 593,740,476 Headline earnings per share is calculated using the following: Headline earnings 5,460,067 2,067,985 Headline earnings per share (pence) 0.52 0.35 Diluted headline earnings per share 0.51 0.35 (pence) CONSOLIDATED BALANCE SHEET 30 June 2008 30 June 2007
(Unaudited) (Unaudited) GBP GBP ASSETS
Non-current assets Property, plant and equipment 20,069,814 20,731,502 Rehabilitation trust fund 1,739,522 1,743,648 Intangible assets 12,837,045 - Goodwill 21,000,714 - 55,647,095 22,475,150 Current assets Inventories 377,974 125,498 Trade and other receivables 2,972,776 2,185,552 Cash and cash equivalents 5,419,489 422,416 8,770,239 2,733,466 TOTAL ASSETS 64,417,334 25,208,616 EQUITY AND LIABILITIES Capital and reserves Share capital and premium 48,266,139 8,256,801 Hedging reserve, translation and option (956,948) (1,449,423) reserves Retained income 9,450,853 3,990,786 Merger Reserve (10,622,892) (116,560) Equity attributable to equity holders of 46,137,152 10,681,604 parent Minority interest 4,231,619 2,113,000 Total equity 50,368,771 12,794,604 Non - Current liabilities Long term liabilities - Interest bearing 16,822 115,665 Long term Provisions 2,219,954 2,284,142 Deferred Taxation 5,201,245 5,526,973 7,438,021 7,926,780
Current liabilities Trade and other payables 2,754,795 1,926,944 Short term liabilities - Interest bearing 89,269 170,017 Short term Provisions 711,085 711,903 Financial instruments - 1,092,232 Taxation 3,055,393 586,136 6,610,542 4,487,232 TOTAL EQUITY AND LIABILITIES 64,417,334 25,208,616 CONSOLIDATED CASH FLOW STATEMENT 12 months ended 12 months ended 30 June 2008 30 June 2007 (Unaudited) (Unaudited)
GBP GBP Cash Generated by operations 11,971,149 5,731,600 Taxation paid (899,743) (16,703) Finance costs,net 201,282 13,125 Cash inflow from operating activities 11,272,688 5,728,022 Capital Expenditure - Barberton Mines (2,901,792) (1,578,056) Exploration Expenditure - Pan African (3,111,018) - Shares Issued 784,909 - Proceeds of disposal of assets - 17,302 Barberton Transaction Costs (1,156,630) - Cash outflow from financing activities 146,379 (3,710,295) Net increase in cash equivalents 5,034,536 456,973 Cash at the beginning of period 422,416 (27,590) Effect of foreign exchange rates (37,463) (6,967) Cash at end of year 5,419,489 422,416 STATEMENT OF CHANGES IN EQUITY 12 months ended 12 months ended 30 June 2008 30 June 2007 (Unaudited) (Unaudited) GBP GBP
Share capital & premium Balance at beginning of 8,256,801 8,055,710 year Issue of shares 40,009,338 201,091 48,266,139 8,256,801 Hedging Reserve, Translation & Option Reserves Balance at beginning of (1,449,423) (4,019,207) year Fair value losses for 1,092,172 2,765,674 the year Share option expense for 338,240 34,265 the year Foreign Exchange Reserve (937,937) (230,155) (956,948) (1,449,423)
Minority Interest Balance at beginning of 2,113,000 1,386,411 year Attributable profit 2,118,619 726,589 4,231,619 2,113,000 Retained Income Balance at beginning of 3,990,786 1,922,861 year Net income for the year 5,460,067 2,067,985 9,450,853 3,990,786 Merger Reserve Balance at beginning of (116,560) - the year Reverse acquisition (10,506,332) (116,560) (10,622,892) (116,560) TOTAL 50,368,771 12,794,604 CONTACT DETAILS Jan Nelson Pan African Resources PLC Chief Executive Officer E-mail: jnelson@paf.co.za Office: + 27 (0) 11 777 7840 Keith Spencer Pan African Resources PLC Executive Chairman E-mail: keith@metorexgroup.com Office: + 27 (0) 11 880 3155 Nicole Spruijt Pan African Resources PLC Public Relations & Administration E-mail: nicole@paf.co.za Office: + 27 (0) 11 777 7840 Corporate Office Viewpoint House Cnr. Main Street & Orchard Avenue Bordeaux, Randburg South Africa Office: + 27 (0) 11 777 7840 Facsimile: + 27 (0) 11 777 7843 Phil Dexter St James`s Corporate Services Company Secretary & Investor Relations E-mail: phil.dexter@corpserv.co.uk Office: + 44 (0) 207 499 3916 Martin Eales / Andrew Smith RBC Capital Markets Nominated Advisor & Broker (UK) E-mail: martin.eales@rbccm.com Office: + 44 (0) 207 029 7881 Amanda Markman / Thato Morojele MacQuarie First South Corporate Finance Sponsor (RSA) Office: + 27 (0) 11 583 2000 E-mail: amanda.markman@macquarie.com Registered Office St James`s Corporate Services 6 St James`s Place London SW1A 1NP Office: + 44 (0) 207 499 3916 Facsimile: + 44 (0) 207 491 1989 Date: 19/08/2008 09:00:01 Supplied by www.sharenet.co.za Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.

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