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MMH - Miranda Mineral Holdings Limited - Reviewed condensed consolidated

Release Date: 31/05/2011 16:00
Code(s): MMH
Wrap Text

MMH - Miranda Mineral Holdings Limited - Reviewed condensed consolidated financial results for the six months ended 28 February 2011 Miranda Mineral Holdings Limited (Incorporated in the Republic of South Africa) (Registration number 1998/001940/06) Share code: MMH ISIN: ZAE000074019 ("Miranda" or "the Group") Reviewed condensed consolidated financial results for the six months ended 28 February 2011 * Capital raising is currently being reviewed * Sesikhona mining and offtake partner has been conditionally appointed * Uithoek Mining Right has been granted * Miranda Coal`s shareholding in Glencoe coal properties increased Condensed Consolidated Statement of Financial Position (Figures in R `000) Reviewed Unaudited Audited six months six months year
ended ended ended 28 Feb 2011 28 Feb 2010 31 Aug 2010 Assets Non-Current Assets Property, plant and equipment 18,792 8,018 14,368 Intangible assets 339,735 338,136 339,612 Other financial assets 2,541 2,664 2,468 361,068 348,818 356,448 Current Assets Trade and other receivables 1,223 1,377 2,905 Cash and cash equivalents 4,137 5,503 24,553 5,360 6,880 27,458 Total Assets 366,428 355,698 383,906 Equity and Liabilities Equity Equity Attributable to Equity Holders of Parent Share capital 115,050 91,812 115,050 Reserves - 1,793 - Retained income 228,139 248,249 239,139 343,189 341,854 354,189 Non-controlling interest (905) (382) (863) 342,284 341,472 353,326
Liabilities Non-Current Liabilities Finance lease obligation 1,294 2,316 1,815 Deferred tax 221 907 221 Environmental rehabilitation 8,280 8,164 9,220 provisions 9,795 11,387 11,256 Current Liabilities Loans from shareholders 2,928 100 2,928 Finance lease obligation 1,012 912 964 Operating lease liability 22 35 22 Trade and other payables 10,387 1,792 15,410 14,349 2,839 19,324 Total Liabilities 24,144 14,226 30,580 Total Equity and Liabilities 366,428 355,698 383,906 Net asset value per share (cents) 120.3 138.0 124.2 Net tangible asset value per share 0.9 1.3 4.8 (cents) Shares in issue - closing number 284,511 247,400 284,511 Condensed Consolidated Statement of Comprehensive Income (Figures in R `000) Reviewed Unaudited Audited six months six months year ended ended ended 28 Feb 2011 28 Feb 2010 31 Aug
2010 Operating loss before interest and (11,203) (7,286) (17,593) tax Investment revenue 201 410 478 Fair value adjustment 73 - 131 Finance costs (113) (445) (319) Loss before taxation (11,042) (7,321) (17,303) Taxation - (84) (95) Loss for the period (11,042) (7,405) (17,398) Other comprehensive income: Loss on aircraft revaluation - (357) (2,847) Taxation related to components of - 100 797 other comprehensive income Other comprehensive loss for the - (257) (2,050) year net of taxation Total comprehensive loss (11,042) (7,662) (19,448) Loss attributable to: Equity holders of the parent (11,000) (7,192) (16,704) Non-controlling interest (42) (213) (694) (11,042) (7,405) (17,398) Total comprehensive loss attributable to: Equity holders of the parent (11,000) (7,449) (18,754) Non-controlling interest (42) (213) (694) (11,042) (7,662) (19,448) Weighted average number of shares 284,511 247,400 247,502 in issue Loss per share (cents) (3.87) (2.99) (7.03) Headline loss per share (cents) (3.87) (2.99) (6.73) No dilution effect Condensed Consolidated Statement of Cash Flows (Figures in R `000) Reviewed Unaudited Audited six months six months year ended ended ended 28 Feb 2011 28 Feb 2010 31 Aug
2010 Cash used in operations (13,496) (5,931) (2,562) Interest income 201 410 478 Finance costs (113) (174) (319) Net cash from operating activities (13,408) (5,695) (2,403) Net cash from investing activities (6,534) (3,409) (13,269) Net cash from financing activities (474) ( 523) 25,095 Total cash movement for the period (20,416) (9,627) 9,423 Cash at the beginning of the period 24,553 15,130 15,130 Total cash at end of the period 4,137 5,503 24,553 Condensed Consolidated Statement of Changes in Equity (Figures in R `000) Share Share Re- Retain Non- Total capital premi Valua- ed contro equity um tion income l- reser ling ve intere
st Balance at 31 2,474 (169) 348,778 August 2009 89,33 2,050 255,08 8 5
Total comprehensive loss - - (213) (7,662) for the 6 months (257) (7,192 ) Revaluation reserve - - - 356 - 356 realised Total changes - - (213) (7,306) (257) (6,836 )
Balance at 28 2,474 (382) 341,472 February 2010 89,33 1,793 248,24 8 9 Balance at 31 2,474 (169) 348,778 August 2009 89,33 2,050 255,08 8 5 Total comprehensive loss - - (694) for the year (2,05 (16,70 (19,448) 0) 4) Issue of shares 371 - - - 23,238 22,86 7
Revaluation reserve - - - 758 - 758 realised Total changes 371 (694) 4,548 22,86 (2,05 (15,94
7 0) 6) Balance at 31 2,845 - (863) 353,326 August 2010 112,2 239,13 05 9
Balance at 31 2,845 - (863) 353,326 August 2010 112,2 239,13 05 9 Total comprehensive loss - - - (42) for the 6 months (11,00 (11,042) 0) Total changes - - - (11,00 (42) 0) (11,042)
Balance at 28 2,845 - (905) 342,284 February 2011 112,2 228,13 05 9 Group Segmental Analysis IFRS 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 segments and to assess their performance. The chief operating decision-maker has been identified as the Executive Committee that makes strategic decisions. The Group has identified its operating segments based on its main exploration divisions and aggregated them into coal, diamonds, gold, base metals and industrial minerals and other. These values have been reconciled to the consolidated financial results. The measures reported on by the Group are in accordance with the accounting policies adopted for preparing and presenting the consolidated annual financial statements. Segment operating expenses comprise all operating expenses of the different reportable segments and are either directly attributable to the reportable segment, or can be allocated to the reportable segment on a reasonable basis. The segment assets and liabilities comprise all assets and liabilities of the different segments that are employed by the reportable segments and are either directly attributable to the reportable segments, or can be allocated to the reportable segment on a reasonable basis. Reviewed six months 28 February 2011 Coal Diamond Gold Base Other Group (Figures in s Metals & R`000) Industria l
Minerals Segment result: Loss before 4,392 1,532 382 688 4,048 11,042 taxation Taxation - - - - - - Loss after 4,392 1,532 382 688 4,048 11,042 taxation
Segment assets 53,692 637 143 307,238 4,718 366,428 Mining 14,882 - - - - 14,882 properties Capital work-in- 13,153 - - - - 13,153 progress Exploration and 10,388 282 72 79 - 10,821 evaluation asset Mineral rights 8,929 - - 306,832 - 315,761 Other assets 6,340 355 71 327 4,718 11,811 Segment (17,638) (627) (126 (188) (5,565) (24,144) liabilities )
Other material non-cash items included in segment loss Depreciation on 691 74 15 22 16 818 property, plant and equipment Unaudited six months 28 February 2010 Segment result: Loss before 3,787 552 105 159 2,718 7,321 taxation Taxation 71 8 2 3 - 84 Loss after 3,858 560 107 162 2,718 7,405 taxation Segment assets 40,734 1,249 216 307,353 6,146 355,698 Mining - - - - - - properties Capital work-in- 12,791 - - - - 12,791 progress Exploration and 8,960 487 64 72 - 9,583 evaluation asset Mineral rights 8,929 - - 306,833 - 315,762 Other assets 10,054 762 152 448 6,146 17,562 Segment (11,871) (704) (141 (211) (1,299 (14,226) liabilities ) ) Other material non-cash items included in segment loss Depreciation on 974 110 22 33 26 1,165 property, plant and equipment Audited for the year ended 31 August 2010 Segment result: Loss before 10,373 1,576 367 659 4,328 17,303 taxation Taxation 80 10 2 3 - 95 Loss after 10,453 1,586 369 662 4,328 17,398 taxation Segment assets 50,245 927 155 307,256 25,323 383,906 Mining 9,665 - - - - 9,665 properties Capital work-in- 13,153 - - - - 13,153 progress Exploration and 10,042 506 71 78 - 10,697 evaluation asset Mineral rights 8,929 - - 306,832 - 315,761 Other assets 8,456 421 84 346 25,323 34,630 Segment (22,236 (1,025) (205 (307) (6,807 (30,580) liabilities ) ) ) Other material non-cash items included in segment loss Depreciation on 2,031 230 46 69 62 2,438 property, plant and equipment Commentary The Board of Directors welcomes this opportunity to update the shareholders of Miranda on some of the exciting developments impacting on their investment during the first six months of the 2011 financial year. The condensed consolidated interim financial results of the Group for the six month period ended 28 February 2011 are a summary of the Group`s reviewed interim financial statements and comprise the Company and its subsidiaries. As a result of the restructured Board mentioned below, it was decided that in terms of good corporate governance, the interim financial results would be reviewed. The group`s auditors, Deloitte & Touche, have reviewed these results and a copy of their unmodified review opinion on this set of condensed financial information is available for inspection at the Group`s registered office. 1. PRESENTATION OF CONDENSED CONSOLIDATED INTERIM RESULTS The condensed consolidated interim results have been prepared in accordance with the framework concepts and the measurement and recognition requirements of International Financial Reporting Standards (IFRS), the AC 500 standards as issued by the Accounting Practices Board and the information as required by IAS 34: Interim Financial Reporting, Listing Requirements of the JSE Limited, and the Companies Act of South Africa (Act 61 of 1973), as amended. In the preparation of these interim financial results, the Group has applied key assumptions concerning the future and other indeterminate sources in recording various assets and liabilities. The Group`s principal accounting policies and assumptions have been applied consistently over the current and prior financial period. 2. STRATEGIC AND CORPORATE REVIEW At a strategic and corporate level, the period under review has largely been one of consolidation, review and restructuring for Miranda. Shareholders are referred to the SENS announcements dated 7, 19 and 21 April 2011, as well as 9 and 24 May 2011, in which it stated that the Company is presently reviewing all possible implications associated with the re-launch of the capital raising, which process is expected to be conclude by no later than the first week of June 2011. The plans to list the Group`s coal assets separately have been placed on hold pending the capital raising. The Board has been restructured to reflect the change in its shareholder base and the new challenges the Company will face. This process of establishing the right balance between expertise and independence is ongoing. The Board and its sub committees are in the process of reconstitution following the retirement of two directors at the annual general meeting held on 7 April 2011. 3. OPERATIONAL REVIEW The operational highlights of the Coal Division`s activities during the last six months include: * Miranda Coal has appointed its new preferred partner in its Sesikhona Klipbrand Colliery (Pty) Ltd ("Sesikhona"), an approximately 3.7 million tonne ("mt") anthracite project, subject to the delivery of acceptable financial guarantees. Miranda has returned to its original model for Sesikhona, namely to outsource all mining, processing, logistics and offtake to an outsider and to secure an annuity income stream for the Group over the life of the project. An announcement on the timeline and roll-out of the project will be made as soon as all agreements have been concluded and the offtake becomes unconditional. * The long-awaited Mining Right for Miranda Coal`s second coal development property, Uithoek, has been granted and executed with the Department of Mineral Resources ("DMR"). The open pit sections of Uithoek and the adjacent Burnside property (whose Mining Right application lags that of Uithoek by approximately six months), have been targeted as the first mining phase in the Group`s larger Glencoe complex of properties. Management has decided to fast-track the development of this 13.5 mt open pit resource and has planned to embark on an exploration programme designed to refine the resource and obtain additional information sufficient for a pre-feasibility study. * During April 2011, Miranda Coal increased its stakes in the following subsidiaries, which are all the holders of coal Prospecting Rights in the KZN Klip River coal field. The transactions were funded out of existing cash holdings. Street Spirit Trading 54 (Pty) Ltd (Burnside project) - by 17% to 77%; Applewood Trading 3 (Pty) Ltd (Boschhoek project) - by 20% to 72%; Nungu Trading 695 (Pty) Ltd (Wasbank project) - by 12% to 74%; and Point Blank Trading 104 (Pty) Ltd (Learydale project) - by 12% to 64%. The first three projects all form part of Miranda Coal`s strategic portfolio of coking coal properties in the Glencoe complex. Learydale is adjacent to the Group`s Yarl underground project in its Newcastle project area, which currently holds an approximately 16.9 mt SAMREC inferred coal resource. Management`s focus in the other operating divisions has been, and will continue to be, to work towards a resolution with the Department of Mineral Resources in respect of its disputed Prospecting Rights. Other than as disclosed in these interim financial results, there have been no material changes during the six months ended 28 February 2011 to the information as disclosed in the 2010 Annual Report in respect of the Company`s exploration activities and results. Contingencies As previously reported, Sesikhona is still involved in an arbitration process with Stefanutti Stocks Mining Services ("SSMS") regarding outstanding amounts and claims in respect of a mining contract with SSMS. Sesikhona rejected the SSMS claim of R31.3 million in its entirety and has instituted a counterclaim against SSMS for the damages suffered by Sesikhona at the mining site. The Group`s legal advisers consider the likelihood of any action against the Company in this matter being successful as unlikely, and the case should be resolved within the foreseeable future. The damage to the mining property of Sesikhona, with a capitalised value of R15.8 million in Property, Plant and Equipment at February 2011 (2010: R nil), became evident following rain in the Dannhauser area during the months of December 2010 and early January 2011. The site establishment had been completed at the time of the incident and Sesikhona is still investigating whether the proper establishment and development of the site by the previous mining contractors could have prevented or limited the damages. The Board has received confirmation from the DMR that its appeal against the refusal of a prospecting right for its Rozynenbosch lead, silver and zinc deposit is part of a large inherited backlog and is receiving urgent attention. As a consequence, the Company has put its appeal process against Government on hold pending further information. The Board is monitoring the situation on an ongoing basis and will make further announcements to shareholders as soon as any of the facts related to the matter change. In the event of this right not being granted to Miranda, it could result in a derecognition of the full mineral asset value currently carried at R284 million. Given the uncertainty on title, tenure and the current depressed market for clay bricks, the board is currently reviewing information pertaining to the prospects and potential economic benefits of the Rozynenbosch mineral asset and Turffontein clay deposit, including the company`s strategic intents and intended programmes to realise the embedded economic value within these assets, in order to arrive at an informed view of whether to impair or not to impair these assets. The Board expects to finalise the assessment for impairment on these assets in the foreseeable future. In the unlikely event of these assets proving to be impaired, it could result in a recognition of the full impairment loss of up to R307 million. 4. Financial Review On 28 February 2011, the net asset value and net tangible asset value of the company amounted to R342.3 million and R2.5 million respectively (2010: R341.5 million and R3.3 million). This was equivalent to 120.3 cents per share ("cps") and 0.9 cps (2010: 138.0 cps and 1.3 cps), which represents a decline of 13% and 31%, respectively. The group has incurred material expenditure in the period as a direct result of its ongoing exploration program and the preparation of new exploration and mining right applications. The resultant net loss for the period was R11.0 million (2010: R7.4 million). 5. Events Subsequent to Balance Sheet Date An extraordinary general meeting of shareholders was held on 9 May 2011. Shareholders passed the requisite resolutions to facilitate the Group`s capital raising activities by placing the authorised, unissued shares of the Company under the control of the directors. 6. Changes to the Board During the financial period reported on: * Mr Parawut Kobboon and Mr Glen William Poff were appointed as Non-executive Directors, and Mr Daniel Choon Beng Lian as an Independent Non-executive Directors, all effective from 13 December 2010; and * Mr Moses Tshitangano, was appointed as a Non-executive Director effective 14 February 2011. Subsequent to 28 February 2011: * Mr Glen Poff, previously a non-executive director was appointed as the Chief Executive Officer effective 14 March 2011; * Alan R Thompson, previously Non-executive Chairman, and Adriaan M Botha, previously Financial Director, both retired from the board on 7 April 2011; * Mr Daniel Lian`s designation changed to that of a Non-independent Non- executive Director with effect from 20 April 2011; and * Ms Lulama Mokhobo, previously an Independent Non-executive Director of the Company, was appointed as the Chairperson of the Board with effect from 20 April 2011. 7. Group Prospects The Board is focused on implementing its strategy of fast-tracking and bringing to account Miranda Coal`s most advanced coal projects in KZN. 8. Statement on going concern The condensed consolidated interim results have been prepared on the basis of accounting policies applicable to a going concern. This basis presumes that funds will be available to finance future operations and that the realisation of assets and settlement of liabilities, contingent obligations and commitments will occur in the ordinary course of business. The short to medium-term going concern outlook of the Group will be enhanced by the ability of the company to implement its stated policy of capital raising. Accordingly, the interim results have been prepared on the basis of accounting policies applicable to going concern. 9. Dividends No dividends were recommended or declared for the period under review (2010: nil). For and on behalf of the Board LP Mokhobo GW Poff Chairperson Chief Executive Officer Centurion 31 May 2011 Sponsor: PricewaterhouseCoopers Corporate Finance (Proprietary) Ltd, 2 Eglin Road, Sunninghill, 2157 (Private Bag X36, Sunninghill, 2157) Corporate Adviser: Touchstone Capital (Proprietary) Ltd, Ground Floor, Pecanwood Building, The Greens Office Park, Charles de Gaulle Crescent, Highveld Techno Park, Centurion (PO Box 36254, Menlo Park, 0102) Transfer Secretaries: Computershare Investor Services (Pty) Limited, 70 Marshall Street, Johannesburg, 2001 (PO Box 61051, Marshalltown, 2107) Telephone number: 011 370 5000 Company Secretary and place where registers are kept: Fusion Corporate Secretarial Services (Pty) Ltd, represented by Melinda van den Berg, Nr 56 Regency Road, Route 21 Corporate Park, Nellmapius Drive, Irene, Centurion (PO Box 68528, Highveld, 0169) Telephone number: 082 896 0548 Company registered office: Ground Floor, Pecanwood Building, The Greens Office Park, Charles de Gaulle Crescent, Highveld Techno Park, Centurion PO Box 1045, North Riding, 2162 Telephone: 012 665 4200''Fax: 012 665 4258 Email: info@mirandaminerals.com www.mirandaminerals.com Date: 31/05/2011 16:00:00 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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