Wrap Text
ATL - Atlatsa Resources Corporation - Condensed Consolidated Interim
financial statements for the three months ended 31 March 2012
Atlatsa Resources Corporation
(previously Anooraq Resources Corporation)
(Incorporated in British Columbia, Canada)
(Registration number 10022-2033)
TSXV/JSE share code: ATL
AMEX share code: ATL
ISIN: CA03633E1088
("Atlatsa" or the "Company" or, together with its subsidiaries, the "Group")
CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED
31 MARCH 2012
Atlatsa announces condensed consolidated financial results for the three
months ended 31 March 2012, as approved by the Board of Directors on 14 May
2012. This announcement should be read with the Company`s Management
Discussion & Analysis, available at www.anooraqresources.com and filed on
www.sedar.com.
These financial statements have not been reviewed by the Company`s auditors
ATLATSA RESOURCES CORPORATION (PREVIOUSLY ANOORAQ RESOURCES CORPORATION)
Condensed Consolidated Interim Statements of Financial Position
As at 31 March 2012
(Unaudited - Expressed in Canadian Dollars, unless otherwise stated)
Audited
Note 31 March 2012 31 December
2011
Assets
Non-current assets
Property, plant and equipment 5 817,897,887 798,924,420
Capital work-in-progress 6 29,408,178 20,826,290
Intangible assets 1,695,271 1,895,205
Mineral property interests 8,422,564 8,268,783
Goodwill 11,387,073 10,994,115
Platinum producers` environmental 3,178,178 2,927,591
trust
Other non-current assets 367,225 367,825
Total non-current assets 872,356,376 844,204,229
Current assets
Assets classified as held for sale 4,188,859 4,101,654
Inventories 422,589 787,084
Trade and other receivables 26,286,727 27,048,591
Current tax receivable 140,974 136,109
Cash and cash equivalents 16,844,447 15,945,008
Restricted cash 577,069 786,291
Total current assets 48,460,665 48,804,737
Total assets 920,817,041 893,008,966
Equity and Liabilities
Equity
Share capital 71,967,083 71,967,083
Treasury shares (4,991,726) (4,991,726)
Convertible preference shares 162,910,000 162,910,000
Foreign currency translation reserve (11,836,942) (11,238,333)
Share-based payment reserve 24,334,954 24,042,711
Accumulated loss (266,985,898) (245,448,316)
Total equity attributable to equity (24,602,529) (2,758,581)
holders of the Company
Non-controlling interest (46,145,054) (25,326,683)
Total equity (70,747,583) (28,085,264)
Liabilities
Non-current liabilities
Loans and borrowings 7 809,850,847 744,456,487
Deferred taxation 144,358,440 144,032,213
Provisions 8,862,986 8,383,708
Total non-current liabilities 963,072,273 896,872,408
Current liabilities
Trade and other payables 27,330,703 23,125,587
Short-term portion of loans and 1,161,648 1,096,235
borrowings
Total current liabilities 28,492,351 24,221,822
Total liabilities 991,564,624 921,094,230
Total equity and liabilities 920,817,041 893,008,966
ATLATSA RESOURCES CORPORATION (PREVIOUSLY ANOORAQ RESOURCES CORPORATION)
Condensed Consolidated Interim Statements of Comprehensive Loss
For the period ended 31 March 2012
(Unaudited - Expressed in Canadian Dollars)
Note Three months ended 31
March
2012 2011
Revenue 34,078,622 30,698,228
Cost of sales (53,422,147) (47,551,555)
Gross loss (19,343,525) (16,853,327)
Administrative expenses (4,096,704) (4,305,118)
Other income 77,160 50,291
Operating loss (23,363,069) (21,108,154)
Finance income 139,351 194,168
Finance expense (22,821,236) (23,252,623)
Net finance expense (22,681,885) (23,058,455)
Loss before income tax (46,044,954) (44,166,609)
Income tax 4,777,493 8,090,176
Loss for the period (41,267,461) (36,076,433)
Other comprehensive income/(loss)
Foreign currency translation (1,653,339) (6,153,981)
differences for foreign operations
Effective portion of changes in fair - 1,593,447
value of cash flow hedges
Other comprehensive loss for the (1,653,339) (4,560,534)
period, net of income tax
Total comprehensive loss for the (42,920,800) (40,636,967)
period
Loss attributable to:
Owners of the Company (21,537,582) (18,644,372)
Non-controlling interest (19,729,879) (17,432,061)
Loss for the period (41,267,461) (36,076,433)
Total comprehensive loss attributable
to:
Owners of the Company (22,102,429) (20,780,168)
Non-controlling interest (20,818,371) (19,856,799)
Total comprehensive loss for the (42,920,800) (40,636,967)
period
ATLATSA RESOURCES CORPORATION (PREVIOUSLY ANOORAQ RESOURCES CORPORATION)
Condensed Consolidated Interim Statement of Changes in Equity
For the period ended 31 March 2012
(Unaudited - Expressed in Canadian Dollars)
Attributable to equity holders of the Company
Share Capital Treasury Convertible
Shares preference
shares
For the period ended 31
March 2011
Balance at 1 January 71,852,588 (4,991,726) 162,910,000
2011
Total comprehensive
income/(loss) for the
period
Loss for the period - - -
Total other - - -
comprehensive
income/(loss)
Total comprehensive - - -
income/(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 114,495 - -
by and distributions to
owners
Balance at 31 March 2011 71,967,083 (4,991,726) 162,910,000
For the period ended 31
March 2012
Balance at 1 January 71,967,083 (4,991,726) 162,910,000
2012
Total comprehensive
income/(loss) for the
period
Loss for the period - - -
Total other - - -
comprehensive
income/(loss)
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 31 March 2012 71,967,083 (4,991,726) 162,910,000
Attributable to equity holders of the Company
Foreign Share-based Hedging
currency payment reserve
translation reserve
reserve
For the period ended 31
March 2011
Balance at 1 January (5,197,843) 22,032,571 (4,124,155)
2011
Total comprehensive
income/(loss) for the
period
Loss for the period - - -
Total other (3,974,164) 11,122 1,827,246
comprehensive
income/(loss)
Total comprehensive (3,974,164) 11,122 1,827,246
income/(loss) for the
period
Transactions with
owners, recorded
directly in equity
Contributions by and
distributions to owners
Common shares issued - (51,495) -
Share-based payment - 975,595 -
transactions
Total contributions - 924,100 -
by and distributions to
owners
Balance at 31 March 2011 (9,172,007) 22,967,793 (2,296,909)
For the period ended 31
March 2012
Balance at 1 January (11,238,333) 24,042,711 -
2012
Total comprehensive
income/(loss) for the
period
Loss for the period - - -
Total other (598,609) 33,762 -
comprehensive
income/(loss)
Total comprehensive (598,609) 33,762 -
income/(loss) for the
period
Transactions with
owners, recorded
directly in equity
Contributions by and
distributions to owners
Share-based payment - 258,481 -
transactions
Total contributions - 258,481 -
by and distributions to
owners
Balance at 31 March 2012 (11,836,942) 24,334,954 -
Attributable to equity holders of the
Company
Accumulated loss Total
For the period ended 31 March
2011
Balance at 1 January 2011 (163,519,502) 78,961,933
Total comprehensive
income/(loss) for the period
Loss for the period (18,644,372) (18,644,372)
Total other comprehensive - (2,135,796)
income/(loss)
Total comprehensive (18,644,372) (20,780,168)
income/(loss) for the period
Transactions with owners,
recorded directly in equity
Contributions by and
distributions to owners
Common shares issued - 63,000
Share-based payment - 975,595
transactions
Total contributions by and - 1,038,595
distributions to owners
Balance at 31 March 2011 (182,163,874) 59,220,360
For the period ended 31 March
2012
Balance at 1 January 2012 (245,448,316) (2,758,581)
Total comprehensive
income/(loss) for the period
Loss for the period (21,537,582) (21,537,582)
Total other comprehensive - (564,847)
income/(loss)
Total comprehensive (21,537,582) (22,102,429)
income/(loss) for the period
Transactions with owners,
recorded directly in equity
Contributions by and
distributions to owners
Share-based payment - 258,481
transactions
Total contributions by and - 258,481
distributions to owners
Balance at 31 March 2012 (266,985,898) (24,602,529)
Attributable to equity holders of the
Company
Non-controlling Total
interest
For the period ended 31 March
2011
Balance at 1 January 2011 42,404,014 121,365,947
Total comprehensive
income/(loss) for the period
Loss for the period (17,432,061) (36,076,433)
Total other comprehensive (2,424,738) (4,560,534)
income/(loss)
Total comprehensive (19,856,799) (40,636,967)
income/(loss) for the period
Transactions with owners,
recorded directly in equity
Contributions by and
distributions to owners
Common shares issued - 63,000
Share-based payment - 975,595
transactions
Total contributions by and - 1,038,595
distributions to owners
Balance at 31 March 2011 22,547,215 81,767,575
For the period ended 31 March
2012
Balance at 1 January 2012 (25,326,683) (28,085,264)
Total comprehensive
income/(loss) for the period
Loss for the period (19,729,879) (41,267,461)
Total other comprehensive (1,088,492) (1,653,339)
income/(loss)
Total comprehensive (20,818,371) (42,920,800)
income/(loss) for the period
Transactions with owners,
recorded directly in equity
Contributions by and
distributions to owners
Share-based payment - 258,481
transactions
Total contributions by and - 258,481
distributions to owners
Balance at 31 March 2012 (46,145,054) (70,747,583)
ATLATSA RESOURCES CORPORATION (PREVIOUSLY ANOORAQ RESOURCES CORPORATION)
Condensed Consolidated Interim Statements of Cash Flows
For the period ended 31 March 2012
(Unaudited - Expressed in Canadian Dollars)
Note Three months ended 31 March
2012 2011
Cash flows from operating
activities
Cash utilised by operations 8 (7,616,753) (1,793,405)
Interest received 83,466 144,881
Interest paid (45) (525,310)
Cash utilised by operating (7,533,332) (2,173,834)
activities
Cash flows from investing
activities
Investment in environmental trusts (122,232) -
Acquisition of property, plant and (2,714) (1,240,460)
equipment
Acquisition of capital work-in- (6,995,160) (6,534,092)
progress
Cash utilised by investing (7,120,106) (7,774,552)
activities
Cash flows from financing
activities
Loans and borrowings raised 15,265,737 8,259,203
Other loans repaid (219,588) -
Common shares issued - 63,000
Cash generated from financing 15,046,149 8,322,203
activities
Effect of foreign currency 506,728 (1,347,168)
translation
Net increase/(decrease) in cash 899,439 (2,973,351)
and cash equivalents
Cash and cash equivalents, 15,945,008 25,764,590
beginning of period
Cash and cash equivalents, end of 16,844,447 22,791,239
period
ATLATSA RESOURCES CORPORATION (PREVIOUSLY ANOORAQ RESOURCES CORPORATION)
Notes to the Condensed Consolidated Interim Financial Statements
For the period ended 31 March 2012
(Unaudited - Expressed in Canadian Dollars)
1. REPORTING ENTITY
Atlatsa Resources Corporation (previously Anooraq 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 months ended 31 March 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 consolidated 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 in order to fund the purchase
consideration and to fund its planned business objectives. The funding
agreements included securing a long-term credit facility, the Operating Cash
Flow Shortfall Facility ("OCSF"), with Rustenburg Platinum Mines Limited
("RPM") (a related party) for an amount of $191.7 million (ZAR1,470 million).
The facility is used to fund operating cash and capital requirements for an
initial period of three years. As at 31 March 2012, the Group utilised $160.9
million (ZAR1.2 million) thereof to fund operating requirements from 1 July
2009 as the mining operations are currently not generating sufficient cash
flows to fund operations and capital projects. In addition, RPM has extended
the terms of the OCSF facility to fund cash shortfalls up to 31 January 2013.
The Group also has no significant obligation to repay interest and capital on
its outstanding loans and borrowings during 2012.
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. 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:
- 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)
- 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)
5. PROPERTY, PLANT AND EQUIPMENT
Three months Year ended 31
ended 31 March December
2012 2011
Summary
Cost
Balance at beginning of period 876,764,628 1,032,647,854
Additions 2,714 2,238
Transferred from capital work-in- - 17,168,350
progress
Disposals - (1,087,212)
Adjustment to rehabilitation assets - 1,050,670
Effect of translation 31,337,920 (173,017,272)
Balance at end of period 908,105,262 876,764,628
Accumulated depreciation
Balance beginning of period 77,840,208 47,741,321
Depreciation for the period 9,496,745 42,075,759
Disposals - (748,144)
Effect of translation 2,870,422 (11,228,728)
Balance at end of period 90,207,375 77,840,208
Carrying value 817,897,887 798,924,420
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 6,995,160 28,678,042
Transfer to property, plant and equipment - (17,168,350)
Capitalisation of borrowing costs 770,217 1,777,431
Effect of translation 816,511 (2,772,806)
Balance at end of period 29,408,178 20,826,290
Capital work-in-progress is funded through cash generated from operations and
available loan facilities.
7. LOANS AND BORROWINGS
Three months Year ended 31
ended 31 March December
2012 2011
Redeemable "A" preference shares 417,813,873 392,191,315
(related party)
Rustenburg Platinum Mines - Funding 183,095,916 172,650,283
loans (related party)
Rustenburg Platinum Mines - OCSF 202,213,936 172,991,980
(related party)
Rustenburg Platinum Mines - Interest 3,770,000 3,639,900
free loan (related party)
Rustenburg Platinum Mines - 1,393,986 1,298,865
commitment fees (related party)
Other 2,724,784 2,780,379
811,012,495 745,552,722
Short-term portion
Other (1,161,648) (1,096,235)
(1,161,648) (1,096,235)
Non-current liabilities 809,850,847 744,456,487
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 15,265,737 64,851,418
Loans repaid - other (219,588) (716,317)
Commitment fee capitalised (48,248) (394,063)
Finance expenses accrued 23,413,437 88,648,310
Funding loan raised - Rustenburg - 3,691,604
Platinum Mine
Capitalisation transaction costs - 3,834,378
written-off
Commitment fee liability 48,248 394,063
Interest rate swap adjustment - 355,852
Other - 86,937
Effect of translation 27,000,187 (132,135,822)
Balance at end of the period 811,012,495 745,552,722
Short-term portion
Other (1,161,648) (1,096,235)
(1,161,648) (1,096,235)
Non-current portion 809,850,847 744,456,487
8. CASH USED BY OPERATIONS
Three months ended 31 March
2012 2012
Loss before income tax (46,044,954) (44,166,609)
Adjustments for:
Finance expense 22,821,236 23,252,623
Finance income (139,351) (194,168)
Items not involving cash:
Depreciation and amortisation 9,761,956 11,517,923
Equity settled share-based 258,481 975,595
compensation
Derivative gain - (33,498)
Cash utilised before ESOP (13,342,632) (8,648,134)
transactions
ESOP cash transactions (restricted 95,095 -
cash)
Cash utilised before working capital (13,247,537) (8,648,134)
changes
Working capital changes
Decrease in trade and other 1,700,318 12,015,638
receivables
Increase/(decrease) in trade and 3,541,452 (4,090,374)
other payables
Decrease/(increase) in inventories 389,014 (1,070,535)
Cash utilised by operations (7,616,753) (1,793,405)
9. 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 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.
31 March 2012
Bokoni Mine Projects Total Note
EBITDA (35,338,158) (47,325) (35,385,483) (i)
Total 931,370,322 10,068,667 941,438,989 (ii)
Assets
31 March 2011
Bokoni Mine Projects Total Note
EBITDA (8,456,696) (284,576) (8,741,272) (i)
Total 1,027,040,599 11,016,290 1,038,056,889 (ii)
Assets
(i)EBITDA
EBITDA for reportable segments (35,385,483) (8,741,272)
Net finance expense (22,496,718) (23,058,455)
Depreciation and amortisation (9,761,956) (11,517,923)
Corporate and consolidation adjustments 21,599,203 (848,959)
Consolidated loss before income tax (46,044,954) (44,166,609)
(ii) Total assets
Assets for reportable segments 941,438,989 1,038,056,889
Corporate and consolidation adjustments (20,621,948) (15,394,318)
Consolidated assets 920,817,041 1,022,662,571
10. EARNINGS PER SHARE
The basic and diluted loss per share for the three months ended 31 March 2012
was 5 cents (2011: 4 cents).
The calculation of basic loss per share for the three months ended 31 March
2012 of 5 cents (2011: 4 cents) is based on the loss attributable to owners of
the Company of $21,537,582 (2011: $18,644,372) and a weighted average number
of shares of 424,791,411 (2011: 424,727,096).
Share options were excluded in determining diluted weighted average number of
common shares as their effect would have been anti-dilutive.
11. SUBSEQUENT EVENTS
There have been no events that have occurred after the reporting date that
would have a material impact on the reported results.
JSE Sponsor
Macquarie First South Capital (Pty) Limited
14 May 2012
Date: 14/05/2012 15:30:07 Supplied by www.sharenet.co.za
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