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Notice of annual general meeting and changes to the reviewed provisional annual financial statements
VILLAGE MAIN REEF LIMITED
(Incorporated in the Republic of South Africa)
(formerly known as Village Main Reef Gold Mining Company (1934) Limited)
(Registration Number 1934/0057034/06)
Share code: VIL ISIN: ZAE000154761
(“Village” or the “Company”)
NOTICE OF ANNUAL GENERAL MEETING AND CHANGES TO THE REVIEWED PROVISIONAL CONDENSED CONSOLIDATED
ANNUAL FINANCIAL STATEMENTS AS AT 30 JUNE 2012
Shareholders are advised that the Company’s integrated annual report, incorporating the audited financial statements for the
year ended 30 June 2012, has been published on the company’s website at www.villagemainreef.co.za today and, other than as
set out below, contains no changes to the reviewed provisional condensed consolidated annual financial results which were
announced on SENS on 21 September 2012. The Company’s Notice of Annual General Meeting (“AGM”) and summary
integrated report has been dispatched to shareholders.
The AGM will be held at The Killarney Country Club, 60 5th Street, Lower Houghton, on Friday, 30 November 2012 at 10:00 am.
The record date in terms of section 59 of the Companies Act for purposes of determining which shareholders of the company
are entitled to:
- Receive notice of the AGM – record date 26 October 2012; and
- participate in and vote at the AGM – record date 23 November 2012.
The last day for shareholders to trade, in order to participate in and vote at the AGM is 16 November 2012.
Forms of proxy must be lodged with the transfer secretaries, Link Market Services South Africa (Pty) Limited, by no later than
10:00 on Wednesday, 28 November 2012.
Furthermore, shareholders are referred to the results announcement for the year ended 30 June 2012, released on SENS on
21 September 2012, and are advised that that, as a result of prior period adjustments, the Company wishes to draw
shareholders’ attention to the following changes:
Prior period adjustments
During the financial year ended 30 June 2011, Village entered into a reverse acquisition of Simmer and Jack carve out accounts
on 27 June 2011. During the current year, the comparative figures were restated to accurately reflect the deferred tax
consequences of assets and liabilities acquired in these business combinations. As a result, the gain on bargain purchase, loss
before and after taxation, total comprehensive loss, deferred tax liability, retained earnings and loss per share for 2011 have
been restated. Refer to note 1 for the amounts with which the above financial statement line items have been adjusted.
The adjustments do not have an impact on the opening 2011 reserves and balances. No other periods were affected by these
prior period adjustments and, as a result, the directors have not presented a third column statement of financial position.
Accordingly, the audited consolidated statement of financial position as at 30 June 2012, audited consolidated statement of
comprehensive income for the 12 months ended 30 June 2012, and the audited consolidated statement of changes in equity for
the 12 months ended 30 June 2012 are set out below.
Audited consolidated statement of financial position as at 30 June 2012
30 June Restated
2012 30 June
2011*
R’000 R’000
Assets
Non-current assets
Property, plant and equipment 2,274,359 1,701,234
Investment property 17,312 28,859
Investment in rehabilitation trust fund 160,101 124,558
Intangible assets 83,063 83,063
Financial assets 30,310 343,362
Reimbursive asset 106,338 95,553
Total non-current assets 2,671,483 2,376,629
Current assets
Financial assets 418,576 4,750
Trade and other receivables 217,296 103,181
Inventories 127,712 44,119
Cash and cash equivalents 294,736 196,011
Total current assets 1,058,320 348,061
Non-current assets held for sale 8,620 251,995
Total assets 3,738,423 2,976,685
Equity and liabilities
Equity
Stated capital 636,500 486,500
Retained earnings 1,122,691 1,109,699
Fair value reserve 20,187 12,146
Non-distributable reserve 8,595 32,462
Equity loans 29,252 -
Minority interest (12,745) 44,714
Total equity 1,804,480 1,685,521
Non-current liabilities
Financial liabilities 172,734 223,510
Deferred tax 246,357 153,037
Provision for environmental rehabilitation 404,511 282,760
Total Non-current liabilities 823,602 659,307
Current liabilities
Financial liabilities 170,590 160,890
Trade and other payables 605,689 392,744
Shareholders for dividends 302,608 -
Retirement benefit obligations 3,368 3,723
Bank overdraft 28,086 28,811
Total current Liabilities 1,110,341 586,168
Non-current liabilities held for sale - 45,689
Total liabilities 1,933,943 1,291,164
Total equity and liabilities 3,738,423 2,976,685
*In the comparative figures, an amount of R59,8 million has been reclassified from non-current to current assets, to provide a
more accurate and meaningful disclosure.
Audited consolidated statement of comprehensive income for the 12 months ended 30 June 2012
12 Months 15 Months
Ended ended
30 June 30 June
2012 2011
R’000 R’000
Revenue 2,502,099 1,755,258
Cost of sales (2,072,241) (1,685,090)
Gross profit 429,858 70,168
Other income 78,003 25,492
Operating, administrative and general expenses (192,571) (222,760)
Operating profit/(loss) 315,290 (127,100)
Investment revenue 49,287 77,667
Restructuring costs 9,018 (49,629)
Fair value adjustments (63,096) 36,156
Gain on bargain purchase 27,371 21,953
Impairment of assets and associate (27,011) (1,436,895)
Share of loss in associate - (326,265)
Recycling of FCTR on disposal of
investment in associate 32,462 -
Finance cost (28,655) (68,951)
Profit/(loss) from continuing operations 314,666 (1,873,064)
Loss from discontinuing operations (55) (43,014)
Profit/(loss ) before taxation 314,611 (1,916,078)
Taxation 355 -
Profit/(loss) for the period 314,966 (1,916,078)
Other comprehensive income:
Fair value adjustments to available for sale investments 8,041 408
Foreign currency translation reserve (FCTR) (32,462) (57,303)
Total comprehensive income for the period 290,545 (1,972,973)
Profit/(loss) attributable to:
Owners of the parent 315,600 (1,916,078)
Non-controlling interest (634) -
Profit/(loss) for the period 314,966 (1,916,078)
Total comprehensive income attributable to:
Owners of the parent 291,179 (1,972,973)
Non-controlling interest (634) -
Total comprehensive income for the period 290,545 (1,972,973)
Basic earnings/(loss) per share
From continuing operations (cents per share) 34.73 (312.44)
From discontinuing operations (cents per share) (0.01) (7.17)
Diluted earnings/(loss) per share
From continuing operations (cents per share) 34.49 (312.44)
From discontinuing operations (cents per share) (0.01) (7.17)
Audited consolidated statement of changes in equity for the 12 months ended 30 June 2012
Stated Retained Fair value
Capital Earnings reserve
2012
Group R’000 R’000 R’000
Restated balance as at 1 July 2011 486,500 1,109,699 12,146
Profit/(loss) for the period - 315,600 -
Recycling of FCTR to the statement
of comprehensive income statement - - -
Other comprehensive income - - 8,041
Non-controlling interest acquired in
business combination - - -
Inflow of IDC loan drawdown - - -
Dividend declared - (302,608) -
Share options expensed during the year - - -
Share capital issued during the year 150,000 - -
Balance as at 30 June 2012 636,500 1,122,691 20,187
Foreign
Currency Share
Translation Equity option
Reserve Loans reserve
Group R’000 R’000 R’000
Restated balance as at 1 July 2011 32,462 - -
Profit/(loss) for the period - - -
Release of FCTR to the statement of
comprehensive income statement (32,462) -
Other comprehensive income - - -
Non-controlling interest acquired in
business combination - - -
Inflow of IDC loan drawdown - 29,252 -
Dividend declared - - -
Share options expensed during the year - - 8,595
Share capital issued during the year - - -
Balance as at 30 June 2012 - 29,252 8,595
Equity Non-
Attributable controlling Total
to owners of the parent interest Equity
Group R’000 R’000 R’000
Restated balance as at 1 July 2011 1,640,807 44,714 1,685,521
Profit/(loss) for the period 315,600 (634) 314,966
Release of FCTR to the statement
of comprehensive income statement (32,462) (32,462)
Other comprehensive income 8,041 - 8,041
Business combination - (81,644) (81,644)
Inflow of IDC loan drawdown 29,252 24,819 54,071
Dividend declared (302,608) - (302,608)
Share options expensed during the year 8,595 - 8,595
Share capital issued during the year 150,000 - 150,000
Balance as at 30 June 2012 1,817,225 (12,745) 1,804,480
For the 15 months ended 30 June 2011
Stated Retained Fair value
capital Earnings reserve
2011
Group R’000 R’000 R’000
Balance as at 1 April 2010 - 3,025,777 11,738
Reverse acquisition share issue 486,500 - -
Loss for the period - (1,916,078) -
Other comprehensive income - - 408
Balance as at 30 June 2011 486,500 1,109,699 12,146
Foreign
Currency Share
Translation Equity option
Reserve Loans reserve
Group R’000 R’000 R’000
Balance as at 1 April 2010 89,765 - -
Reverse acquisition share issue - - -
Loss for the period - - -
Other comprehensive income (57,303) - -
Balance as at 30 June 2011 32,462 - -
Equity Non-
Attributable controlling Total
to owners of the parent interest Equity
Group R’000 R’000 R’000
Balance as at 1 April 2010 3,127,280 - 3,127,280
Reverse acquisition share issue 486,500 44,714 531,214
Loss for the period (1,916,078) - (1,916,078)
Other comprehensive income (56,895) - (56,895)
Balance as at 30 June 2011 1,640,807 44,714 1,685,521
Note 1: Prior period adjustments
During the financial year ended 30 June 2011, Village entered into a reverse acquisition of Simmer and Jack carve out
accounts on 27 June 2011. During the current year, the Company has identified additional deferred tax liabilities relating to the
reverse acquisition and has adjusted the gain on bargain purchase accordingly.
Previously stated Movement Restated
Group R’000 R’000 R’000
Statement of total comprehensive income
Gain on bargain purchase 154,532 (132,579) 21,953
Loss from continuing operations (1,740,485) (132,579) (1,873,064)
Loss before taxation (1,783,499) (132,579) (1,916,078)
Loss for the period (1,783,499) (132,579) (1,916,078)
Total comprehensive loss for the period (1,840,394) (132,579) (1,972,973)
Statement of financial position
Deferred tax liability 20,458 132,579 153,037
Retained earnings 1,242,278 (132,579) 1,109,699
Loss per share
Basic loss per share from
continuing operations (cents per share) (290.32) (22.12) (312.44)
Diluted loss per share from
continuing operations (cents per share) (290.32) (22.12) (312.44)
By order of the Board
VILLAGE MAIN REEF LIMITED
Johannesburg
31 October 2012
Transfer secretaries
Link Market Services South Africa (Pty) Ltd
Auditor
PricewaterhouseCoopers (PwC) Inc
Sponsor
Java Capital
Date: 31/10/2012 05:09:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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