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MINE RESTORATION INVESTMENTS LTD - Reviewed results for the year ended 28 February 2014

Release Date: 02/06/2014 11:05
Code(s): MRI     PDF:  
Wrap Text
Reviewed results for the year ended 28 February 2014

MINE RESTORATION INVESTMENTS LIMITED
(Registration Number 1987/004821/06)
(“MRI” or “the Company” or “the Group”)
Share code: MRI  ISIN: ZAE000149951


REVIEWED RESULTS FOR THE YEAR ENDED 28 FEBRUARY 2014


1. INTRODUCTION AND OVERVIEW

1.1    INTRODUCTION

The year to 28 February 2014 saw MRI continue to construct its coal
briquetting plant (“the Plant”) at the Vaalkrantz Colliery, with
commissioning commencing in December 2013, and commercial operation
commencing in February 2014. The Plant has commenced commercial
production following the year end and is currently in a ramp-up
phase and is anticipated to reach nameplate capacity of 5,000
tonnes per month by July 2014. After careful consideration of the
circumstances surrounding the near term commercial application of
the Group?s Acid Mine Drainage (“AMD”) technology, the board
decided to impair the asset in line with IAS 36. Further details
are provided below.

The Company faced various financial and operational challenges
during the year, notwithstanding, under the leadership of new CEO
Richard Tait, financial director Anthon Meyer and various new board
representatives, the Company successfully negotiated various lines
of funding to continue operations during the year. With cash flow
being generated by the Plant, and the capital structure being
bolstered through the upcoming share issues (as detailed in the
commentary below), the Group is now in a position to begin focusing
on opportunities to build similar plants and to scale the
technology that has been developed in-house.

1.2    STATUS AND OVERVIEW OF PROJECTS

Acid Mine Drainage (AMD) Project

Despite the impairment of the AMD asset, the board continues to
treat this project as a strategic focus of the Group, given the
investment in the technology, and its relevance in a world with
increasing environmental pressures. Management will continue to
engage with the Department of Water Affairs and other stakeholders
to understand better the process to be undertaken and to assess our
realistic chances of being part of the future of this project.
Management is also actively investigating avenues for
commercialising the technology in the private sector.
The Group has been approached by a large mining house to work with
them to develop a solution for the Western Basis (independently of
the Department of Water Affairs project) to minimise their
commercial risk, which we will pursue in earnest. Management is
also in discussion with an environmental consultant for providing
our technology in a water purification project for a colliery in
Kwa-Zulu Natal, which has problem removing sulphates.

Further, the Group is in discussions with a Canadian equipment
manufacturer which specialises in modular technology, to explore
the commercialisation of the technology on a smaller scale.
Management will continue to try to identify potential partners,
with the assistance of board members and consultants. The Group?s
expertise can be used on a consulting basis both to private sector
and public clients.

Briquetting Project

As reported on SENS, the commercial commissioning of the
Briquetting Project commenced in December 2013.

In addition to the ramp-up of the Octavovox plant, the Group is
currently running a trial of innovative screening equipment in
conjunction with a technology provider, Virto. Their equipment
greatly increases the yield of coal fine screens, with improved
quality. If the trial is successful, the Company look to enter into
commercial arrangements to incorporate the technology into this,
and future, projects. Our subsidiary company, Prodiflex Coal,
responded to a request for proposal by Exxaro to find a solution
for the coal fines at its Leeuwpan Colliery, and we are confident
that we will come up with a viable solution, building on our
experience at Vaalkrantz, which will form the basis of a
competitive bid. Prodiflex Coal is also doing testwork with Keaton
on samples of fines from its Vanggatfontein Colliery in a joint
research project with MRI.

In addition, management has been in discussion with various owners
of fines dumps in the Vryheid area for potential feedstock to our
existing plant, to supplement supply from the current dump, or for
standalone projects. Some of these discussions are at an advanced
stage while others are still exploratory, but it is clear that
there are significant business opportunities that the Company can
exploit over the next few years in this area.
REVIEWED FINANCIAL RESULTS


CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION


                               28-Feb-14      28-Feb-13    31-Dec-11
                                             (restated)
                                   R'000         R'000        R'000

ASSETS

Non-current assets
Property, plant and
equipment                         18   296      10   798          8
Intangible assets                 46   453      92   411     93 043
Goodwill                           1   053       9   123          -
Deferred tax                       3   016       7   173      6 365
Investment in associate                  -             -      1 000

Current assets
Trade and other
receivables                          696             610         69
Cash and cash equivalents          2 985             315        584

Total assets                      72 499       120 430      101 069

EQUITY AND LIABILITIES
Capital and reserves               2 642        54 009        4 048
Non-controlling interest          13 434        17 352       16 430

LIABILITIES
Non-current liabilities
Other financial
liabilities                       41 709        22 002       17 358
Loans from group companies             -             -       49 738
Deferred tax                      13 624        25 626       13 428

Current liabilities
Current tax payable                    -            34            -
Trade and other payables           1 090         1 407           67

Total equity and
liabilities                       72 499       120 430      101 069

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME


                                          12 months         14 months
                                           ended 28          ended 28
                                      February 2014          February
                                                                 2013
                                                            (restated)
                                              R'000             R'000

Other income                                     36             5 978
Operating expenses                          (61 966)           (9 048)
Operating loss                              (61 930)           (3 070)
Investment revenue                                6               177
Finance cost                                 (6 156)           (4 908)
Loss before taxation                        (68 080)           (7 801)
Taxation                                      7 833           (11 416)
Loss after tax                              (60 247)          (19 217)
Loss attributable to Owners of the
parent                                      (56 329)          (19 138)
Non-controlling interest                     (3 918)              (79)
                                            (60 247)          (19 217)


CONDENSED CONSOLIDATED STATEMENT OF CASHFLOWS


                                          12 months          14 months
                                           ended 28           ended 28
                                      February 2014      February 2013
                                              R'000              R'000

Cash flows from operating
activities                                  (14 221)            (4 337)
Cash flow utilised in investing
activities                                   (7 777)           (10 815)
Cash flows from financing
activities                                   24 669             14 882
Net increase/(decrease) in cash and
cash equivalents                              2 671              (270)
Cash at beginning of the period                 314               584
Cash at the end of the period                 2 985               314

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY


                                    Stated     Reverse      Capital   Retained          Total        Non-     Total
                                     share acquisition      reserve     income   attributable controlling    equity
                                   capital    reserves        R'000      R'000      to equity    interest     R'000
                                     R'000       R'000                             holders of       R'000
                                                                                    the group
                                                                                        R'000
Balance at 01 January 2011                                             (7 773)        (7 773)                (7 773)
Profit for the period                                                    6 821          6 821      16 430     23 251
Balance at 01 January 2012                                               (952)          (952)      16 430     15 478
Loss for the period                                                   (19 138)       (19 138)        (78)   (19 216)
Issue of shares on reverse-
acquisition                         78 784                                            78 784                  78 784
Non-recourse funding by IDC                                  5 000                     5 000                   5 000
Reverse-acquisition adjustment                (31 066)                              (31 066)                (31 066)
Business combination                                                                       -        1 000      1 000
Prior year errors adjusted         (15 695)     31 066                                15 371                  15 371
Prior year errors adjustment
arising from reverse acquisition                                         7 794         7 794                  7 794
Share issue expenses               (1 785)                                           (1 785)                (1 785)
Balance at 28 February 2013
(restated)                          61 304              -    5 000    (12 296)        54 008       17 352     71 360
Loss for the period                                                   (56 329)      (56 329)      (3 918)   (60 247)
Issue of shares                      5 463                                             5 463                   5 463
Share issue expenses                 (500)                                             (500)                   (500)
Balance at 28 February 2014         66 267              -    5 000    (68 625)         2 642       13 434     16 076
COMMENTARY

1.   BASIS OF PREPARATION

The condensed reviewed group financial statements for the year
ended 28 February 2014 have been prepared in accordance with the
framework concepts and the measurement and recognition requirements
of International Financial Reporting Standards (“IFRS”), the
presentation and disclosure requirements of IAS 34: Interim
Financial Reporting, the SAICA Financial Reporting Guides as issued
by the Accounting Practices Committee, the Financial Reporting
Pronouncements as issued by the Financial Reporting Standards
Council, the JSE Limited Listings Requirements and the requirements
of the South African Companies Act, 71 of 2008.

The condensed group financial statements for the year ended 28
February 2014 were compiled by A Meyer, CA(SA), the financial
director. The accounting policies are in terms of IFRS and are
consistent with those of the most recent financial statements and
the restated results.

The financial results have been reviewed by the Company's
independent auditor, Horwath Leveton Boner, and their unmodified
review opinion is available for inspection at the registered office
of the Company.

Any reference to future financial performance included in this
announcement has not been reviewed or reported on by the Company's
auditor.

2.   FINANCIAL RESULTS

The financial year-end of the Group was previously 31 December.
This was changed in the previous financial period to the end of
February.

The Group loss attributable to owners of the parent amounts to
R56.3m. (2013 restated R19.1m). This year's loss is mainly
attributable to the impairment of the AMD project (refer note 7.2).

The headline loss of the Group attributable to owners of the parent
amounts to R18.7m (2013 restated R19.1m)

Capital and reserves at the financial year-end was R 2.6m (2013
restated R54m) and total assets amounted to R72.5m.

3.   RECONCILIATION OF PROPERTY, PLANT AND EQUIPMENT


GROUP 2014               OPENING      ADDITIONS   DEPRECIATION    TOTAL
                         BALANCE
                           R'000         R'000           R'000    R'000

Plant and machinery          297             -            (31)      266
Furniture and
fixtures                      13            11             (5)       19
Motor vehicles                              95            (12)       83
Office equipment              16             -             (5)       11
IT equipment                   -             -               -        -
Computer software              -             -               -        -
Briquetting plant         10 472         7 672           (227)   17 917
                          10 798         7 778           (280)   18 296

GROUP 2013                OPENING     ADDITIONS   DEPRECIATION      TOTAL
                          BALANCE
                            R'000         R'000          R'000      R'000

Plant and machinery             -           310           (13)        297
Furniture and
fixtures                        1            13            (1)         13
Office equipment                1            19            (4)         16
IT equipment                    6             -            (6)          -
Computer software               2             -            (2)          -
Plant construction in
progress                        -        10 472             -      10 472
                               10        10 814           (26)     10 798

4.   RECONCILIATION OF INTANGIBLE ASSETS

GROUP 2014                OPENING     AMORTISATION   IMPAIRMENT     TOTAL
                          BALANCE
                            R'000            R'000       R'000      R'000

Rehabilitation and
processing rights          47 959          (3 366)                 44 593
AMD project                42 452          (1 460)     (40 992)         -
Intellectual property       2 000            (140)                  1 860
                           92 411          (4 966)     (40 992)    46 453


GROUP 2013                OPENING      ADDITIONS   AMORTISATION     TOTAL
                          BALANCE        THROUGH
                                        BUSINESS
                                    COMBINATIONS
                            R'000          R'000          R'000     R'000

Rehabilitation and 
processing rights          47 959              -              -    47 959
AMD project                45 082              -         (2 630)   42 452
Intellectual property           -          2 000              -     2 000
                           93 041          2 000         (2 630)   92 411


5.   CHANGES TO THE COMPOSITION OF THE BOARD

During the reporting period, the following changes to the board of
directors were made with effect from the following dates:

18 April 2013:
Mr Charles Pettit resigned as non–executive director
Mr Richard Tait was appointed as non-executive director

19 July 2013
Mr S Swana resigned as independent non-executive director

30 August 2013
Mrs M van den Bergh resigned as financial director

3 September 2013
Mr Steve Tredoux resigned as independent non-executive director
Mr James Herbst resigned as non-executive director

5 September 2013
Mr Justin Lewis was appointed as a non-executive director

1 October 2013
Mr Anthon Meyer changed his role from non-executive director to
financial director

15 November 2013
Mr Jaco Schoeman resigned as Chief Executive Officer
Mr Richard Tait changed his role from non-executive director and
was appointed as acting Chief Executive Officer
Mr Syd Caddy was appointed as independent non-executive director

The current board of MRI consists of the following directors:

Quinton George – Non-Executive Chairman
Richard Tait - Chief Executive Officer
Anthon Meyer – Financial Director
Chris Roed – Independent Non-Executive Director
Justin Lewis – Non-Executive Director
Syd Caddy – Independent Non-Executive Director

6.    CHANGES IN STATED CAPITAL

During the year, the Company issued 27 777 778 and 14 812 520 new
MRI shares at R0.09 and R0.20 respectively to public investors
under MRI?s general authority to issue shares for cash.

Upcoming Changes in Stated Capital

With reference to a circular sent to all shareholders on 16 May
2014 (“the Circular”), the Company intends to issue the following
equity shares in line with various corporate actions detailed in
the Circular and as announced on SENS on 8 April 2014:

-    a specific issue of a maximum of 251 697 989 new MRI shares for
     cash at an issue price of R0.05 per share in settlement of the
     AfrAsia Special Opportunities Fund Proprietary Limited loan,
     amounting to approximately R12.5 million;
-    a specific issue of a maximum of 66 335 446 new MRI shares for
     cash at an issue price of R0.05 per share in settlement of the
     Armadale Capital Plc loan, amounting to approximately R3.5
     million;
-    a specific issue of 10 000 000 new MRI shares for cash at an
     issue price of R0.05 per share in settlement of corporate
     advisory fees owed to AfrAsia Corporate Finance Proprietary
     Limited;
-    the granting of an incentive option in respect of 10 000 000
     new MRI shares at a strike price of R0.05 per share to CEO, Mr
     Richard Tait; and
-    a specific issue of 13 000 000 new MRI shares for cash at an
     issue price of R0.05 per share in settlement of directors and
     employee fees.

7.    EXCEPTIONAL ITEMS

7.1 Restatement of the 2013 results

Pursuant to findings raised following a pro-active monitoring
process undertaken by the Issuer Regulation Division of the JSE
Limited during the latter half of 2013 and the first quarter of
2014, the previously published audited results for the 14 months
ended 28 February 2013 and the interim results for the six months
ended 31 August 2013, were restated, which restatement was
published on SENS on 4 April 2014. The restatement adjustments are
set out in the summary detailed below:

                           14-months to   Adjustments    28 February
                               February                         2013
                                   2013                     Restated
                                  R'000         R'000          R'000

Other income                     20 021       (14 043)         5 978
Operating expenses               (9 048)                      (9 048)
Operating profit/(loss)          10 973       (14 043)        (3 070)
Investment revenue                  177                          177
Interest expense                 (4 908)                      (4 908)
Profit/(loss) before
taxation                          6 242       (14 043)        (7 801)
Taxation charge                 (11 415)                     (11 415)
Loss for the period              (5 173)      (14 043)       (19 216)
Other comprehensive
income                                -                            -
Total comprehensive loss         (5 173)      (14 043)       (19 216)
Loss attributable to:
Equity holders                   (5 095)      (14 043)       (19 138)
Non-controlling
interests                           (78)                         (78)
Total comprehensive loss
attributable to:
Equity holders                   (5 095)      (14 043)       (19 138)
Non-controlling
interests                           (78)                         (78)

Basic and diluted loss
per share                         (1.74)                       (6.55)

Basic and diluted
headline loss per share           (6.55)                       (6.55)

Weighted average number
of shares („000)                292 106                      292 106

                           14-months to    Adjustments    28 February
                               February                          2013
                                   2013                      Restated
                                  R'000          R'000          R'000
Assets
Non-Current Assets
Property, plant and
equipment                        10 798                        10 798
Intangible assets                92 411                        92 411
Goodwill                                         9 123          9 123
Deferred tax                      7 173                         7 173
Total Non-Current Assets        110 382          9 123        119 505
Current Assets
Trade and other
receivables                         610                           610
Cash and cash
equivalents                         314                           314
Total Current Assets                924              -            924
Total Assets                    111 306          9 123        120 429
Equity and Liabilities
Equity
Share Capital and share
premium                          76 999        (15 695)        61 304
Reverse acquisition
reserve                         (31 066)        31 066              -
Retained earnings                (6 047)        (6 248)       (12 295)
Amount attributable to
equity holders                   39 886          9 123         49 009
Equity loan                       5 000                         5 000
Non-Controlling Interest         17 352                        17 352
                                 62 238          9 123         71 361
Liabilities
Non-Current Liabilities
Deferred tax                    25 626                         25 626
Other financial
liabilities                     22 002                         22 002
                                47 628               -         47 628
Current Liabilities
Other financial
liabilities                          -                              -
Trade and other payables         1 407                          1 407
Current tax payable                 33                             33 
                                 1 440              -           1 440
Total Equity and Liabilities   111 306          9 123         120 429

The restatement is in respect of the error in the accounting
treatment of the reverse acquisition of now wholly-owned subsidiary
Western Utilities Corporation Proprietary Limited (“WUC”).

7.2 AMD Project Impairment

Between 2007 and 2011, the Company invested a significant amount of
capital in research and development of a solution to the AMD crisis
facing the mining industry on the Witwatersrand Basin. This
culminated in a definitive feasibility study and proposal which was
presented to government, with further engagement between the
Company and government.

In April 2011, the Government appointed the Trans Caledon
Tunnelling Authority to undertake emergency remedial work, and
Aurecon was appointed in February 2012 to conduct a detailed
feasibility study of the acid mine drainage problem. The Department
of Water Affairs has publicly released Study Report 5.4, “Treatment
Technology Options” (dated May 2013), which outlines all the
technology options available, including passive, pre-treatment,
physical, chemical and biological processes. Amongst the chemical
processes, they considered the Company's Alkali-Barium-Calcium
(“ABC”) process and the Ettringite precipitation process. Their
principal assessment is that the ABC process is untested beyond
pilot-plant stage and there is significant risk in scaling it up to
full commercial operation.

The full conclusions and recommendations made to the minister are
not in the public domain but it is apparent from the extracts that
are in the public domain, the report advises the use of established
processes, rather than the innovative technology developed by the
Company.

In line with the requirements of IAS 36, the board reviewed the
carrying value of the AMD project at the financial year-end. As no
concrete evidence of the commercialisation of the project in the
foreseeable future could be demonstrated, the board approached a
technical consultant for some guidance. Although the consultant and
board are still of the opinion that the technology has value, the
board could not be satisfied that the intellectual property vesting
in the project can be commercialised in the near future.

As the underlying value of the asset is imbedded in intellectual
property, substantial additional cash will be required to convert
the intellectual property into a cash generating asset. For these
reasons, the board impaired the AMD project to zero in terms of IAS
36.

7.3 DBSA LOAN

During 2009, the Development Bank of South Africa (“DBSA”) granted
a long term, non-recourse loan of R10m to WUC (“DBSA Loan”). The
purpose of the loan was to fund the development of the AMD project
and to afford the DBSA the right to participate in any subsequent
project emanating from the AMD project. The terms of the DBSA Loan
stipulates that it will not be repayable if the AMD project does
not go ahead. The Company is currently in discussion with the DBSA
to terminate the obligations to repay the DBSA Loan.
Notwithstanding the full impairment of the AMD project, the DBSA
Loan plus accumulated interest (R27m in total) is still reflected
as a liability as at 28 February 2014 and was not set-off the AMD
Project asset.

7.4 BRIQUETTING PROJECT

In December 2013, the Group commenced commissioning of its Plant,
situated at the Vaalkrantz Colliery, owned by Keaton Energy
Holdings Ltd (“Keaton”). Commercial production commenced in
February 2014, while the Company was in discussion with Keaton
about the sale of product from the Plant. These discussions have
been concluded, and although the specific commercial terms remain
confidential, broadly the new agreement will cover the joint
marketing of screened coal fines of different grades in addition to
briquettes. The Company is currently producing coal fines
exclusively for Keaton, as this product delivers a higher margin
than the briquettes due to the lower cost of production. The market
for briquettes is not yet fully commercialised. Samples of
briquettes have been sent to a variety of potential customers, with
a view to establishing an economically sustainable market for the
product. The Plant is now configured in such a way that it can run
a fully autonomous washing and screening operation, or incorporate
the briquetting process as well.

The Plant has been able to achieve a steady increase in production
through optimisation of the process and hiring/training of new
shift teams, and expects to achieve nameplate capacity of 6 000t by
the end of July 2014. The Plant throughput is linked to the
achieved flow and the slurry concentration from the re-suspension
pond. Significant problems with the configuration of pipes to, and
from, the pond have been ironed out, and the production team has
developed strategies to deal with erratic supply of water and
undersize product from the Vaalkrantz Colliery washing plant. The
production team has forged a good working relationship with local
plant management, who have assisted with various technical
challenges, and it is anticipated that the production level will
continue to rise with more experience.

8.   SEGMENT INFORMATION

                                 AMD        Coal      Parent       Total
                             project Briquetting
                               R'000       R'000       R'000       R'000
Segmental reporting – 2014
Segmental total assets         1 133      70 059       1 307      72 499
Segmental total
liabilities                  (27 525)    (28 453)       (445)    (56 423)
Net segment
assets/(liabilities)         (26 392)     41 606         862      16 076

Segmental other income              -         17          19          36
Segmental expenses           (51 380)     (5 855)     (3 048)    (60 283)
Segmental loss               (51 380)     (5 838)     (3 029)    (60 247)

                                 AMD        Coal      Parent        Total
                             project Briquetting
                               R'000       R'000       R'000        R'000
Segmental reporting - 2013
(restated)
Segmental total assets        58 220      62 015         194      120 429
Segmental total
liabilities                  (39 945)    (13 759)      4 636      (49 068)
Net segment assets            18 275      48 256       4 830       71 361

9.   LOSS AND HEADLINE LOSS PER SHARE RECONCILIATION

The loss and weighted average number of ordinary shares used in the
calculation of loss and headline loss per share are as follows:

                                          12 months    14 months ended
                                           ended 28        28 February
                                           February               2013
                                               2014          (restated)
Basic loss per share
Loss attributable to equity
shareholders (R„000)                        (56 329)           (19 138)
Weighted average number of shares in
issue („000)                                475 773            292 106
Basic loss per share (cents)                 (11.84)             (6.55)

Diluted Basic loss per share
Loss attributable to equity
shareholders (R„000)                        (56 329)           (19 138)
Diluted weighted average number of
shares in issue („000)                      568 376            292 106
Diluted Basic loss per share (cents)          (9.91)             (6.55)

Reconciliation of loss to headline loss attributable to equity
holders of the parent:
                                           12 months          14 months
                                            ended 28           ended 28
                                            February      February 2013
                                                2014         (restated)
Headline loss per share

Loss after taxation (R'000)                  (56 329)          (19 138)

Headline loss adjustment
Impairment of intangible assets &
goodwill net of taxation                      37 584                -
Total headline loss (R'000)                  (18 745)          (19 138)
Weighted average number of shares in
issue („000)                                 475 773           292 106

Headline loss per share (cents)                 (3.94)           (6.55)

                                            12 months          14 months
                                             ended 28           ended 28
                                             February      February 2013
                                                 2014         (restated)
Diluted Headline loss per share

Loss after taxation (R'000)                  (56 329)           (19 138)

Diluted Headline loss adjustment
Impairment of intangible assets &
goodwill net of taxation                      37 584                  -
Total headline loss (R'000)                  (18 745)           (19 138)
Diluted weighted average number of
shares in issue („000)                       568 376            292 106

Diluted headline loss per share
(cents)                                        (3.30)            (6.55)

10.   EVENTS AFTER THE END OF THE REPORTING PERIOD

Shareholders are referred to paragraph 6 above regarding upcoming
corporate actions the Company will undertake which will involve the
issuing of new MRI shares and converting Company debt to equity.
The meeting of MRI shareholders to approve the above-mentioned
corporate actions will take place at 09h00 on 17 June 2014 at MRI's
offices, Route 21 Corporate Park, 45 Sovereign Drive, Ground Floor,
Unit C, Irene X30, 0046.

11.   GOING CONCERN

After the impairment of the AMD project, the Group's net equity and
reserves as at 28 February 2014 is R2 642 114. The conversion of
the long term liabilities to equity (refer to paragraphs 6 and 10
above) together with the projected positive cash flows expected
from the Briquetting Project, will enable the Company to fund its
operations in the foreseeable future. Consequently the Board is
satisfied that the financial reports are prepared on a going
concern basis.

12.   RELATED PARTY TRANSACTIONS

Current year
The following related party transactions were entered into during
the financial year:

                               AfrAsia Special    Armadale Capital
                            Opportunities Fund                 Plc
                           Proprietary Limited
                                         R'000               R'000
Long term loans
Opening balances at
beginning of year                            -                   -
Advances during the year                10 392               3 037
Fees charged                               966                   4
Interest accrued                           601                 165
Repayments made                           (959)                  -
Closing balances a
financial year-end                      11 000               3 206

Both Armadale Capital Plc and AfrAsia Special Opportunities Fund
(Pty) Ltd are shareholders of MRI.

Other than mentioned above, and other than loans advanced or
received in the normal course of business, there have been no other
related party relationships during the year.

Prior year

Loans advanced by Watermark Global Plc (now Armadale Capital Plc)
to WUC were repaid out of the funds raised at the time of the
reverse-listing of WUC.

In June 2012, as the largest shareholders, Trinity Asset Management
Proprietary Limited and Watermark Global Plc (now Armadale Capital
Plc) agreed to underwrite any shortfall in the working capital of
MRI to the maximum value of R4 million for the period until 30 June
2013. This funding was called upon.
As part of the funding agreement an additional 14 812 520 new
ordinary shares of no par value was issued for cash on 28 March
2013.

A company, Auctus PM Consulting, controlled by the previous Chief
Executive Officer of MRI, was paid R 56 000 for services rendered.

13.   BUSINESS COMBINATION

There were no changes in business combinations in the current year.

14.   DIVIDENDS

No dividend will be declared for the financial year ended 28
February 2014 (2013: Nil).

For and on behalf of the board

2 June 2014
Johannesburg


Q George                                         Prepared by: A Meyer CA(SA)

CORPORATE INFORMATION

Mine Restoration Investments Limited
Country of incorporation and domicile: South Africa
Postal address: PO Box 825, Irene, 0062, Pretoria
Tel no:+27 (12) 345 4037, Fax no:+27 (12) 345 4808
Web: www.minerestoration.co.za

Directors: Q George# (Chairman), R Tait (Chief Executive Officer),
A Meyer (Financial Director), S Caddy*, C Roed*, J Lewis# (#Non-
Executive, * Independent Non-Executive)

Company Secretary: Neil Esterhuysen & Associates Inc
Registered Office: Units 23&24 Norma Jean Square, 244 Jean Avenue,
Centurion

Transfer Secretaries: Computershare Investor Services (Pty) Ltd, 70
Marshall Street, Marshalltown 2001, PO Box 61051, Marshalltown 2107

Auditor: Horwath Leveton Boner

Designated Advisor: Sasfin Capital (a division of Sasfin Bank
Limited)

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