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Quarterly Activities and cashflow Report for the period ended 31 March 2014
FERRUM CRESCENT LIMITED
(Previously Washington Resources Limited)
(Incorporated and registered in Australia
and registered as an external company in
the Republic of South Africa)
(Registration number A.C.N. 097 532 137)
(External company registration number 2011/116305/10)
Share code on the ASX: FCR
Share code on AIM: FCR
Share code on the JSE: FCR ISIN: AU000000WRL8
("Ferrum Crescent" or "the company" or "the group")
Quarterly Activities and Cashflow Report (Amended) for the period ended 31 March 2014
Ferrum Crescent Limited, the ASX, AIM and JSE quoted iron ore developer in northern South
Africa, today announces its quarterly results for the three month period ending 31 March
2014.
HIGHLIGHTS:
Moonlight Iron Ore Project:
- US$500,000 first payment received from Anvwar Asian Investment (“AAI”)
-US$500,000 additional payment to be paid by 30 April 2014
-US$28.5m implied valuation of Ferrum Crescent by AAI
- Payment part of US$10m agreement to acquire a 35% shareholding in Ferrum Iron
Ore (Pty) Ltd (“FIO”), which holds the mining right over the three farms that
contain the Moonlight Deposit
- Shares (in Ferrum Iron Ore) to be allocated but held in trust pending full payment
(must be complete at conclusion of the Bankable Feasibility Study (“BFS”) or by
31st December 2015, whichever occurs first, to retain interest)
-BFS work program planning underway
Corporate:
- Appointment of Mr Tom Revy as Managing Director to oversee BFS Completion
o Mr Revy brings over 30 years’ experience specialising in operations, project
development and corporate management
- Cash as at 31 March 2014 was approximately AU$1.43m
- The Company announces today also that there are certain board changes to take
effect immediately. Ed Nealon will cease to be Executive Chairman but will remain on
the board as Non-Executive Chairman. Bob Hair has resigned as a director. Andrew
Nealon has resigned as company secretary, in order to pursue other business, and Bob
Hair has been appointed company secretary.
Commenting today Tom Revy, Managing Director, said: "The first quarter of calendar year
2014 saw Ferrum gearing up to complete the BFS at the Moonlight Project and make it
construction ready. One of the primary motivations for me joining the Company is to ensure
that Moonlight can access the necessary infrastructure and produce and deliver to customers a
premium iron ore product. We look forward to receiving the next tranche of funds from AAI
and updating the market on various aspects of the BFS going forward.
On another note, I would very much like to thank Bob and Andrew for their contributions as a
director and as company secretary, respectively. All of us on the board are very grateful for
the work that Andrew has done, noting that he has been with the Company from the very
early days and we wish him well for the future. We are equally happy that Bob will remain
with the Company as secretary,” he added.
For more information, please visit www.ferrumcrescent.com or contact:
Australia and Company enquiries: UK enquiries:
Ferrum Crescent Limited Pareto Securities Ltd (Broker)
Ed Nealon T: +61 8 9380 9653 Guy Wilkes T: +44 (0) 20 7786 4370
Executive Chairman
RFC Ambrian Limited (Nominated Adviser)
Tom Revy T: +61 8 9380 9653 Sarah Wharry/Andrew Thompson
Managing Director T: +44 (0) 20 3440 6800
Ferrum Crescent Limited
Laurence Read (UK representative)
T: +44 7557672432
South Africa enquiries: Sasfin Capital
Leonard Eiser T: +27 11 809 7500
On 18 March 2014, Ferrum Crescent, the ASX, AIM and JSE quoted iron ore developer,
announced that it had signed a final investment agreement with AAI to progress the BFS at the
Moonlight Iron Ore Project located in Limpopo Province of South Africa. A total sum of
US$10m will be paid to the Company in return for the granting of a 35% interest in the
subsidiary Ferrum Iron Ore (Pty) Limited (“FIO”), the holder of the Moonlight assets.
On 28 March 2014, the Company announced that its subsidiary FIO had received the first
tranche of US$500,000 from AAI as loan funds (which will following the administrative
approval from the South African Reserve Bank be converted into shares) with a further tranche
of US$500,000 to be paid by 30 April 2014. In return, AAI will hold 35% of the shareholding in
FIO (“AAI Shares”) as partly-paid shares. The subscription price for the AAI Shares will be the
South African Rand equivalent of US$10m (“Subscription Price”), and the AAI Shares will be
allotted but held in trust pending payment in full of the Subscription Price. It is also
acknowledged and agreed that, unless mutually agreed between FIO and AAI, the AAI Shares
must be fully paid by the payment to FIO of the South African Rand equivalent of the
Subscription Price by the completion of the BFS or by 31st December 2015, whichever occurs
first.
In the event that the AAI Shares have not been fully paid by that date (or an amended date, if
applicable), then the (partly paid) AAI Shares are to be cancelled in accordance with applicable
legislation, and fully paid FIO shares are to be allotted and issued to AAI, the number of such
shares to be calculated by reference to the percentage of the Subscription Price that has been
paid. By way of example, in the event that 10% of the Subscription Price has been paid by that
date, then the (10% partly paid) AAI Shares would be cancelled and fully paid FIO shares equal
to 3.5% of FIO shares on issue would be allotted and issued to AAI.
Following receipt of the first 2 payment tranches equating to US$1m, the Company will
recommence the BFS under the supervision of newly appointed Managing Director, Tom Revy.
AAI is an Oman based investment company chaired by Mr Anvwar Al Balushi. The Moonlight
Project provides AAI with potential exposure to an iron ore project capable of producing high-
grade pellet product, located within 200km of established rail hubs.
Corporate
During the quarter, Ferrum Crescent announced the appointment of Mr Tom Revy as CEO and
Managing Director of the Company, whilst Mr Bob Hair moved to the position of Executive
Director from Managing Director.
Mr Revy is a mining professional with 30 years’ experience specialising in operations, project
development and corporate management. His appointment brings a wealth of experience in
project development and planning to Ferrum Crescent as the Company progresses its BFS
towards construction readiness. As Development Director at Worley Parsons, Mr Revy worked
extensively on the Olympic Dam Expansion and undertook key studies for companies such as
AngloAmerican and Codelco. Previously Mr Revy worked at design and construction group,
GRD Minproc, working on projects such as the Fortescue Metals phase 2 expansions in
Western Australia and on the US$1.8b project Tenke Fungurume project in the DRC.
Exploration Interests
As at 31 March 2014, the Company held an interest in the following mining tenements:
Project Location Tenement Tenement Holder Percentage
Number Status Interest
Moonlight Limpopo 30/5/1/2/2/20 Mining Right Ferrum Iron 81.4%
Province, 1 MR Granted Ore (Pty) Ltd,
South Africa previously
Turquoise
Moon Trading
157 (Pty) Ltd
Moonlight Limpopo 30/5/1/2/2/20 Prospecting Ferrum Iron 81.4%
Province, 1 MR Right Ore (Pty) Ltd,
South Africa Application previously
Turquoise
Moon Trading
157 (Pty) Ltd
No licences were acquired or disposed of during the quarter.
Appendix 5B
Mining exploration entity quarterly report
Introduced 01/07/96 Origin Appendix 8 Amended 01/07/97, 01/07/98, 30/09/01, 01/06/10, 17/12/10
Name of entity
Ferrum Crescent Limited
ABN Quarter ended (“current quarter”)
58 097 532 137 31 March 2014
Consolidated statement of cash flows
Current quarter Year to date
Cash flows related to operating activities (9 months)
$A’000 $A’000
1.1 Receipts from product sales and related
debtors
1.2 Payments for (a) exploration & evaluation (112) (378)
(b) development
(c) production
(d) administration (320) (898)
1.3 Dividends received
1.4 Interest and other items of a similar nature
received 2 14
1.5 Interest and other costs of finance paid
1.6 R&D recoupment tax - 125
1.7 Other – net income on restricted cash
investments 3 (27)
Net Operating Cash Flows (427) (1,164)
Cash flows related to investing activities
1.8 Payment for purchases of:
(a) prospects
(b) equity investments
(c) other fixed assets (2) (2)
1.9 Proceeds from sale of:
(a) prospects
(b) equity investments
(c) other fixed assets
1.10 Loans to other entities - (41)
1.11 Loans repaid by other entities 41 41
1.12 Other (restricted cash investments) (75) 102
Net investing cash flows (36) 100
1.13 Total operating and investing cash flows
(carried forward) (463) (1,064)
1.13 Total operating and investing cash flows
(brought forward) (463) (1,064)
Cash flows related to financing activities
1.14 Proceeds from issues of shares, options, 91 1,511
etc.
1.15 Proceeds from sale of forfeited shares
1.16 Proceeds from borrowings
1.17 Repayment of borrowings
1.18 Dividends paid
1.19.1 Other - 29
1.19.2 Other - First Tranche proceeds from
Anvwar Asian Investment 539 539
1.19.3 Other – share issue costs - (110)
630 1,969
Net financing cash flows
Net increase (decrease) in cash held 167 905
1.20 Cash at beginning of quarter/year to date 1,353 548
1.21 Exchange rate adjustments to item 1.20 (86) (19)
1,434 1,434
1.22 Cash at end of quarter
Payments to directors of the entity and associates of the directors
Payments to related entities of the entity and associates of the related
entities
Current quarter
$A'000
1.23 Aggregate amount of payments to the parties included in item 1.2 110
1.24 Aggregate amount of loans to the parties included in item 1.10 -
1.25 Explanation necessary for an understanding of the transactions
Non-cash financing and investing activities
2.1 Details of financing and investing transactions which have had a material effect on
consolidated assets and liabilities but did not involve cash flows
2.2 Details of outlays made by other entities to establish or increase their share in projects in
which the reporting entity has an interest
Financing facilities available
Add notes as necessary for an understanding of the position.
Amount available Amount used
$A’000 $A’000
3.1 Loan facilities
3.2 Credit standby arrangements
Estimated cash outflows for next quarter
$A’000
4.1 Exploration and evaluation 300
4.2 Development
4.3 Production
4.4 Administration 200
Total 500
Reconciliation of cash
Reconciliation of cash at the end of the quarter (as Current quarter Previous quarter
shown in the consolidated statement of cash flows) $A’000 $A’000
to the related items in the accounts is as follows.
5.1 Cash on hand and at bank 923 1,353
511 -
5.2 Deposits at call
5.3 Bank overdraft
5.4 Other (provide details)
1,434 1,353
Total: cash at end of quarter (item 1.22)
Changes in interests in mining tenements
Tenement reference Nature of interest Interest at Interest
(note (2)) beginning at end of
of quarter quarter
6.1 Interests in mining N/A
tenements and
petroleum tenements
relinquished, reduced or
lapsed
6.2 Interests in mining N/A
tenements and
petroleum tenements
acquired or increased
Issued and quoted securities at end of current quarter
Description includes rate of interest and any redemption or conversion rights together with prices and dates.
Total number Number quoted Issue price per Amount paid up per
security (see security (see note
note 3) (cents) 3) (cents)
7.1 Preference
+securities
(description)
7.2 Changes during
quarter
(a) Increases
through issues
(b) Decreases
through returns
of capital, buy-
backs,
redemptions
7.3 +Ordinary 380,602,777 374,007,777 Various Fully Paid
securities
7.4 Changes during
quarter
(a) Increases
through issues
(b) Decreases
through returns
of capital, buy-
backs
7.5 +Convertible
debt securities
(description)
7.6 Changes during
quarter
(a) Increases
through issues
(b) Decreases
through
securities
matured,
converted
7.7 Options Exercise price Expiry date
(description and 400,000 - $0.10 14 December 2015
conversion 500,000 - $0.03 21 November 2016
factor) 2,500,000 - $0.08 19 February 2017
7.8 Issued during 2,500,000 - $0.08 19 February 2017
quarter
7.9 Exercised
during quarter
7.10 Expired /
cancelled
during quarter
7.11 Debentures
(totals only)
7.12 Unsecured
notes (totals
only)
Compliance statement
1 This statement has been prepared under accounting policies which comply with
accounting standards as defined in the Corporations Act or other standards
acceptable to ASX (see note 5).
2 This statement does give a true and fair view of the matters disclosed.
28 April 2014
Sign here: Date:
(Company secretary)
Print name: Bob Hair
Notes
1 The quarterly report provides a basis for informing the market how the entity’s
activities have been financed for the past quarter and the effect on its cash
position. An entity wanting to disclose additional information is encouraged to
do so, in a note or notes attached to this report.
2 The “Nature of interest” (items 6.1 and 6.2) includes options in respect of
interests in mining tenements acquired, exercised or lapsed during the reporting
period. If the entity is involved in a joint venture agreement and there are
conditions precedent which will change its percentage interest in a mining
tenement, it should disclose the change of percentage interest and conditions
precedent in the list required for items 6.1 and 6.2.
3 Issued and quoted securities The issue price and amount paid up is not
required in items 7.1 and 7.3 for fully paid securities.
4 The definitions in, and provisions of, AASB 6: Exploration for and Evaluation of
Mineral Resources and AASB 107: Statement of Cash Flows apply to this report.
5 Accounting Standards ASX will accept, for example, the use of International
Financial Reporting Standards for foreign entities. If the standards used do not
address a topic, the Australian standard on that topic (if any) must be complied
with.
29 April 2014
Sasfin Capital
(a division of Sasfin Bank Limited
Date: 29/04/2014 09:25:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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