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ATLATSA RESOURCES CORPORATION - Atlatsa announces unaudited condensed consolidated interim financial statements for the three months ended 31 March

Release Date: 14/05/2013 15:00
Code(s): ATL     PDF:  
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Atlatsa announces unaudited condensed consolidated interim financial statements for the three months ended 31 March

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

ATLATSA ANNOUNCES ITS UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS FOR THE THREE
MONTHS ENDED 31 MARCH 2013

Atlatsa announces its unaudited condensed consolidated interim financial statements for the three months ended 31 March 2013,.
This announcement should be read with the Company`s full Annual Financial Statements and Management Discussion & Analysis,
for its financial year ended 31 December 2012, available at www.atlatsa.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 2013
(Unaudited - Expressed in Canadian Dollars, unless otherwise stated)
                                                                                                  Audited

                                                     Note             31 March 2013      31 December 2012
Assets

Non-current assets

Property, plant and equipment                           5               704,013,927          748,456,905
Capital work-in-progress                                6                24,384,960           20,027,764
Intangible assets                                                           530,216              801,928
Mineral property interests                                                7,863,233            8,036,659
Goodwill                                                                  9,666,787           10,234,394
Platinum producers’ environmental trust                                   3,201,004            3,250,760
Other non-current assets                                                    202,463              231,425
Total non-current assets                                                749,862,590          791,039,835
Current assets

Assets classified as held for sale                                        3,692,137            3,867,259
Inventories                                                                       -              769,447
Trade and other receivables                                              35,417,708            3,272,400
Cash and cash equivalents                                                15,826,394           14,580,886
Restricted cash                                                             510,895              535,502
Total current assets                                                     55,447,134           23,025,494

Total assets                                                            805,309,724          814,065,329
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                                     (8,220,487)          (9,797,657)
Share-based payment reserve                                              25,200,617           25,285,851
Accumulated loss                                                       (270,330,689)        (264,166,155)
Total equity attributable to equity holders of the Company              (23,465,202)         (18,792,604)

Non-controlling interest                                                213,137,574          224,049,827
Total equity                                                            189,672,372          205,257,223
Liabilities

Non-current liabilities

Loans and borrowings                                  7                 445,227,566         434,968,189
Deferred taxation                                                       133,307,280         142,341,072
Provisions                                                                9,411,233           9,786,479
Total non-current liabilities                                           587,946,079         587,095,740
Current liabilities

Trade and other payables                                                 26,909,388          20,888,635
Short-term portion of loans and borrowings                                  781,885             823,731
Total current liabilities                                                27,691,273          21,712,366

Total liabilities                                                       615,706,352         608,808,106
Total equity and liabilities                                            805,309,724         814,065,329


Approved by the Board of Directors on 14 May 2013

ATLATSA RESOURCES CORPORATION (PREVIOUSLY ANOORAQ RESOURCES CORPORATION)
Condensed Consolidated Interim Statements of Comprehensive Loss
For the period ended 31 March 2013
(Unaudited - Expressed in Canadian Dollars)
                                                                   Note   Three months ended 31 March

                                                                                  2013                  2012

 Revenue                                                                    45,080,728            34,078,622
 Cost of sales                                                             (53,428,927)          (53,422,147)
 Gross loss                                                                 (8,348,199)          (19,343,525)
 Administrative expenses                                                    (4,090,554)           (4,096,704)
 Other income                                                                  145,091                77,160
 Fair value gain on consolidated facility                                   20,627,354                     -
 Operating profit/(loss)                                                      8,333,692          (23,363,069)
 Finance income                                                                108,720               139,351
 Finance expense                                                           (14,226,282)          (22,821,236)

 Net finance expense                                                       (14,117,562)          (22,681,885)

 Loss before income tax                                                     (5,783,870)          (46,044,954)
 Income tax                                                                  1,159,007             4,777,493
 Loss for the period                                                        (4,624,863)          (41,267,461)


 Other comprehensive income/(loss)
 Foreign currency translation differences for foreign operations           (10,976,744)           (1,653,339)
 Other comprehensive loss for the period, net of income tax                (10,976,744)           (1,653,339)
 Total comprehensive loss for the period                                   (15,601,607)          (42,920,800)

 Loss attributable to:
 Owners of the Company                                                      (6,164,534)          (21,537,582)
 Non-controlling interest                                                    1,539,671           (19,729,879)
 Loss for the period                                                        (4,624,863)          (41,267,461)


 Total comprehensive loss attributable to:
 Owners of the Company                                                      (4,689,354)          (22,102,429)
 Non-controlling interest                                                  (10,912,253)          (20,818,371)
 Total comprehensive loss for the period                                   (15,601,607)          (42,920,800)

ATLATSA RESOURCES CORPORATION (PREVIOUSLY ANOORAQ RESOURCES CORPORATION)
Condensed Consolidated Interim Statement of Changes in Equity
For the period ended 31 March 2013
(Unaudited - Expressed in Canadian Dollars)
		
	
                                                         Share 	  Treasury 	Convertible 	  Foreign 	Share-based 
	                                                 Capital	  Shares		preferences       currency        payment
                                                                                   shares           translation      reserve
                                                                                                      reserve

	                                 
For the period ended 31 March 2012					
Balance at 1 January 2012                 	    71,967,083	(4,991,726)	162,910,000	(11,238,333)	24,042,711
Total comprehensive income/(loss) for the period					
   Loss for the period	                                      -	         -	          -	          -	         -
   Total other comprehensive income/(loss)	             -	         -	          -	   (598,609)	    33,762
Total comprehensive income/(loss) for the period	             -	         -	          -	   (598,609)	    33,762
Transactions with owners, recorded directly in equity					
Contributions by and distributions to owners					
   Share-based payment transactions	                     -	         -	          -	          -	   258,481
   Total contributions by and distributions to owners	    -	         -	          -	          -	   258,481
Balance at 31 March 2012	                             71,967,083	(4,991,726)	162,910,000	(11,836,942)	24,334,954
					
For the period ended 31 March 2013					
Balance at 1 January 2013	                             71,967,083	(4,991,726)	162,910,000	(9,797,657)	25,285,851
Total comprehensive income/(loss) for the period					
   Loss for the period	                                      -	         -	          -	         -               -
   Total other comprehensive income/(loss)	             -	         -	          -	 1,577,170	  (101,990)
Total comprehensive income/(loss) for the period	             -	         -	          -	 1,577,170	  (101,990)
Transactions with owners, recorded directly in equity					
Contributions by and distributions to owners					
   Share-based payment transactions	                      -	         -	          -	         -	    16,756
   Total contributions by and distributions to owners	     -	         -	          -	         -	    16,756
Balance at 31 March 2013	                             71,967,083	(4,991,726)	162,910,000	(8,220,487)	25,200,617

ATLATSA RESOURCES CORPORATION (PREVIOUSLY ANOORAQ RESOURCES CORPORATION)
Condensed Consolidated Interim Statement of Changes in Equity
For the period ended 31 March 2013
(Unaudited - Expressed in Canadian Dollars)


                                                         Accumulated       Total           Non-             Total
                                                         loss                        controlling
                                                                                       interest
                                                                                                         



For the period ended 31 March 2012
Balance at 1 January 2012                             (245,448,316)    (2,758,581)   (25,326,683)      (28,085,264)
Total comprehensive income/(loss) for the period
 Loss for the period                                   (21,537,582)   (21,537,582)   (19,729,879)      (41,267,461)
 Total other comprehensive income/(loss)                         -       (564,847)    (1,088,492)       (1,653,339)
Total comprehensive income/(loss) for the period       (21,537,582)   (22,102,429)   (20,818,371)      (42,920,800)
Transactions with owners, recorded directly in equity
Contributions by and distributions to owners
 Share-based payment transactions                                 -       258,481               -         258,481
 Total contributions by and distributions to owners               -       258,481               -         258,481
Balance at 31 March 2012                               (266,985,898)  (24,602,529)   (46,145,054)     (70,747,583)


For the period ended 31 March 2013
Balance at 1 January 2013                              (264,166,155)   (18,792,604)   224,049,827     205,257,223
Total comprehensive income/(loss) for the period
 Loss for the period                                     (6,164,534)    (6,164,534)     1,539,671      (4,624,863)
 Total other comprehensive income/(loss)                          -      1,475,180    (12,451,924)    (10,976,744)
Total comprehensive income/(loss) for the period         (6,164,534)    (4,689,354)   (10,912,253)     15,601,607)
Transactions with owners, recorded directly in equity
Contributions by and distributions to owners
 Share-based payment transactions                                 -         16,756              -          16,756
 Total contributions by and distributions to owners               -         16,756              -          16,756
Balance at 31 March 2013                               (270,330,689)   (23,465,202)   213,137,574     189,672,372



ATLATSA RESOURCES CORPORATION (PREVIOUSLY ANOORAQ RESOURCES CORPORATION)
Condensed Consolidated Interim Statements of Cash Flows
For the period ended 31 March 2013
(Unaudited - Expressed in Canadian Dollars)
                                                 Note      Three months ended 31 March
                                                                   2013                   2012
Cash flows from operating activities
Cash utilised by operations                         8        (27,402,956)           (7,616,753)
Interest received                                                 79,672                83,466
Interest paid                                                     (3,234)                  (45)
Cash utilised by operating activities                        (27,326,518)           (7,533,332)
Cash flows from investing activities
Investment in environmental trusts                              (113,652)             (122,232)
Acquisition of property, plant and equipment                           -                (2,714)
Acquisition of capital work-in-progress                      (11,990,803)           (6,995,160)
Cash utilised from investing activities                      (12,104,455)           (7,120,106)
Cash flows from financing activities
Loans and borrowings raised                                   41,728,952            15,265,737
Other loans repaid                                              (178,171)             (219,588)
Cash generated from financing activities                      41,550,781            15,046,149
Effect of foreign currency translation                          (874,300)              506,728
Net increase in cash and cash equivalents                      1,245,508               899,439
Cash and cash equivalents, beginning of period                14,580,886            15,945,008
Cash and cash equivalents, end of period                      15,826,394            16,844,447

ATLATSA RESOURCES CORPORATION (PREVIOUSLY ANOORAQ RESOURCES CORPORATION)
Notes to the Condensed Consolidated Interim Financial Statements
For the period ended 31 March 2013
(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 2013 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 Group incurred a net loss for the three months ended 31 March 2013 of $4.6 million (2012 fiscal year: $95.6 million) and
     as of that date its total assets exceeded its total liabilities by $189.7 million (2012: total assets exceeded total liabilities by
     $205.3 million). The company continues to incur losses.

     The company embarked on a restructuring and recapitalising plan during 2012 and on 28 September 2012 the first phase of
     the restructuring plan was completed. The effect was a consolidation of all loan facilities into one facility at a more favourable
     interest rate of 6.27% compared to 12.31% of the previous facility. The funds available from this facility are expected to meet
     the Group’s projected cash flow requirements until approximately July 2013. The company is currently in the process of
     implementing the second phase of the plan to reduce the debt by $271.2 million (ZAR2.45 billion) and for additional funds to
     be made available from Anglo to meet the Group’s projected cash flow requirements until approximately the end of 2015.
     Under the proposed plan the new restructured debt will only be repayable once the company generates sufficient free cash
     flow.

     Anglo has currently extended financial support until 30 September 2013.

     The financial statements are prepared on the basis of accounting policies applicable to a going concern. This basis presumes
     that debt restructuring and accompanying funding arrangements as described above are successfully approved by the
     shareholders by June 2013.

     These conditions give rise to a material uncertainty which may cast significant doubt about the ability of the Company and its
     subsidiaries to continue as going concerns and, therefore that they may be unable to realise their assets and discharge their
     liabilities in the normal course of business.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.

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 2012. The
     consolidated financial statements of the Group as at and for the year ended 31 December 2012 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 2012, except
     for the following standards and interpretations adopted in the current financial year:
     -   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)
     -   Amendment to IFRS 7, Disclosures – Offsetting Financial Assets and Financial Liabilities (effective 1 January 2013)
     -   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)
     -   Amendment to IFRS 10, IFRS 11 and IFRS 12, Consolidated Financial Statements, Joint Arrangements and Disclosure of
         Interests in Other Entities: Transition Guidance (Effective 1 January 2013)
     -   IFRIC 20, Stripping costs in the Production Phase of a Surface Mine (effective 1 January 2013)
     -   7 individual amendments to 5 standards, Improvements to International Financial Reporting Standards 2012 (effective 1
         January 2013)

     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 32, Offsetting Financial Assets and Financial Liabilities (effective 1 January 2014)
       -   IFRS 9, Financial Instruments (effective 1 January 2015)
       -   IFRS 9, Additions to IFRS 9 Financial instruments (effective 1 January 2015)

5.     PROPERTY, PLANT AND EQUIPMENT
                                                          Three months     Year ended 31
                                                        ended 31 March          December

                                                                  2013              2012

Summary

Cost
Balance at beginning of period                             856,549,652       876,764,628
Additions                                                            -             2,563
Transferred from capital work-in-progress                    6,429,002        40,632,355
Disposals                                                            -              (934)
Adjustment to rehabilitation assets                                  -         1,391,080
Effect of translation                                      (47,613,370)       62,240,040
Balance at end of period                                   815,365,284       856,549,652
Accumulated depreciation
Balance beginning of period                                108,092,747        77,840,208
Depreciation for the period                                  9,412,336        37,091,152
Disposals                                                            -              (353)
Effect of translation                                       (6,153,726)       (6,838,260)
Balance at end of period                                   111,351,357       108,092,747
Carrying value                                             704,013,927       748,456,905


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                              20,027,764        20,826,290
Additions                                                   11,990,803        38,917,145
Transfer to property, plant and equipment                   (6,429,002)      (40,632,355)
Capitalisation of borrowing costs                                    -         2,382,069
Effect of translation                                       (1,204,605)       (1,465,385)
Balance at end of period                                    24,384,960        20,027,764

7.    LOANS AND BORROWINGS
                                                                             Three months       Year ended 31
                                                                           ended 31 March           December
                                                                                     2013              2012

Rustenburg Platinum Mines – Consolidated facility (related party)             441,205,902       430,570,710
Rustenburg Platinum Mines – Interest free loan (related party)                  3,200,452         3,388,374
Other                                                                           1,603,096         1,832,836

                                                                              446,009,450       435,791,920
Short-term portion

Other                                                                            (781,884)         (823,731)

                                                                                 (781,884)         (823,731)

Non-current liabilities                                                       445,227,566       434,968,189

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

Balance at beginning of the period                                             435,791,920      745,552,722
Rustenburg Platinum Mine – OCSF                                                          -       72,872,141
Loans repaid - RPM                                                                       -     (111,307,515)
Loans repaid - other                                                              (178,171)      (1,048,243)
Commitment fee capitalised                                                               -          (82,457)
Finance expenses accrued                                                        14,052,793       84,546,911
Funding loan raised – Rustenburg Platinum Mine                                  41,728,952      315,612,211
Redemption of A Preference shares                                                        -     (401,782,311)

Commitment fee liability                                                                 -           82,457
De-recognition of OCSF and Senior funding loan                                           -     (682,365,807)
Recognition of consolidated facility                                                     -      682,365,807
Fair value gain on recognition of consolidated facility and
subsequent adjustments                                                         (20,627,354)    (215,470,758)

Effect of translation                                                          (24,758,690)     (53,183,238)

Balance at end of the period                                                   446,009,450      435,791,920
Short-term portion

Other                                                                             (781,884)        (823,731)

                                                                                  (781,884)        (823,731)

Non-current portion                                                            445,227,566      434,928,189


                                                                                Three months ended 31 March
                                                                                      2013             2012

8.         CASH USED BY OPERATIONS

Loss before income tax                                                          (5,783,870)     (46,044,954)
Adjustments for:
Finance expense                                                                 14,226,282       22,821,236
Finance income                                                                    (108,720)        (139,351)
Items not involving cash:
Depreciation and amortisation                                                    9,643,472        9,761,956
Equity settled share-based compensation                                             16,756          258,481
Fair value gain on consolidated facility                                                        (20,627,354)                         -
Cash utilised before ESOP transactions                                          (2,633,434)     (13,342,632)
ESOP cash transactions (restricted cash)                                            21,948           95,095
Cash utilised before working capital changes                                    (2,611,486)     (13,247,537)
Working capital changes
(Increase)/decrease in trade and other receivables                             (32,904,300)       1,700,318
Increase in trade and other payables                                             7,373,583        3,541,452
Decrease in inventories                                                            739,247          389,014
Cash utilised by operations                                                    (27,402,956)      (7,616,753)


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 2013                             31 March 2012

                      Bokoni Mine    Projects        Total      Bokoni Mine      Projects         Total     Note
EBITDA                 20,622,385      (8,844)  20,613,541      (35,338,158)      (47,325)  (35,385,483)      (i)
Total Assets          819,186,789 108,031,636  927,218,425      931,370,322    10,068,667   941,438,989      (ii)


(i)    EBITDA
       EBITDA for reportable segments            20,613,541                                (35,385,483)
       Net finance expense                      (14,117,562)                               (22,496,718)
       Depreciation and amortisation             (9,643,472)                                (9,761,956)
       Corporate and consolidation adjustments   (2,636,377)                                21,599,203
       Consolidated loss before income tax       (5,783,870)                               (46,044,954)

(ii)   Total assets
       Assets for reportable segments           927,218,425                                941,438,989
       Corporate and consolidation adjustments (121,908,701)                               (20,621,948)
       Consolidated assets                      805,309,724                                920,817,041


10.   EARNINGS PER SHARE
The basic and diluted loss per share for the three months ended 31 March 2013 was 1 cent (2012: 5 cents).

The calculation of basic loss per share for the three months ended 31 March 2013 of 1 cent (2012: 5 cents) is based on the loss
attributable to owners of the Company of $6,164,534 (2012: $21,537,582) and a weighted average number of shares of
424,791,411 (2012: 424,791,411).

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.

14 May 2013
Johannesburg

JSE Sponsor
Macquarie First South Capital (Pty) Ltd.

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