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MINE RESTORATION INVESTMENTS LTD - Unaudited interim results for the six months ended 31 August 2014

Release Date: 01/12/2014 16:20
Code(s): MRI     PDF:  
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Unaudited interim results for the six months ended 31 August 2014

Mine Restoration Investments Limited
(Incorporated in the Republic of South Africa)
(Registration number 1987/004821/06)
Share Code: MRI
ISIN Code: ZAE000164562
("MRI" or the “Company")


UNAUDITED INTERIM RESULTS FOR THE 6 MONTHS ENDED 31 AUGUST 2014


CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

                                  Unaudited   Unaudited Audited 12-
                                6-months to 6-months to   months to
                                August 2014 August 2013    February
                                             (Restated)        2014
                                      R’000       R’000       R’000
Coal fines revenue                    2 827           -           -
Other income (see note 5)            29 506           -          36
Operating expenses                 (12 572)     (4 093)    (61 966)
Operating profit/(loss)              19 761     (4 093)    (61 930)
Investment revenue                        -           5           6
Finance cost                        (3 059)     (2 707)     (6 156)
Profit/(Loss) before taxation        16 702     (6 795)    (68 080)
Taxation                            (2 804)       1 550       7 833
Profit/(Loss) for the period         13 898     (5 245)    (60 247)
Other comprehensive income                -           -           -
Total comprehensive
income/(loss)                       13 898       (5 245)   (60 427)
Profit/(Loss) attributable
to:
Owners of the parent                12 016       (4 283)   (56 329)
Non-controlling interests            1 882         (962)    (3 918)
Total comprehensive
income/(loss) attributable
to:
Equity holders                      12 016       (4 283)   (56 329)
Non-controlling interests            1 882         (962)    (3 918)

Basic earnings/(loss) per
share                                 2.17       (0.91)     (11.84)
Diluted earnings/(loss) per
share                                 2.15       (0.91)      (9.91)
Weighted average number of
shares (‘000)                      554 227       468 413    475 773
Diluted weighted average
number of shares in issue
(‘000)                             559 227       468 413    568 376
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

                                  Unaudited      Unaudited    Audited 28
                                  31 August      31 August      February
                                       2014           2013          2014
                                                (Restated)
                                      R’000          R’000         R’000
Assets
Non-Current Assets
Property, plant and equipment        14   348      14   404       18   296
Intangible assets                    46   453      91   284       46   453
Goodwill                              1   053       9   123        1   053
Deferred tax                          4   288       1   550        3   016
                                     66   142     116   361       68   818

Current Assets
Trade and other receivables             824           521            696
Cash and cash equivalents               120         3 270          2 985
                                        944         3 791          3 681
Total Assets                         67 086       120 152         72 499

Equity and Liabilities
Equity
Amount attributable to equity        31 974        52 688          2 642
holders
Non-Controlling Interest             15 316        16 390         13 434
                                     47 290        69 078         16 076

Liabilities
Non-Current Liabilities
Deferred tax                         14 736        18 464         13 624
Other financial liabilities               -        25 768         41 709
                                     14 736        44 232         55 333

Current Liabilities
Other financial liabilities               -         6 795              -
Trade and other payables              5 060            31          1 090
Current tax payable                       -            16              -
                                      5 060         6 842          1 090
Total Equity and Liabilities         67 086       120 152         72 499
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

                    Share     Reverse    Capital    Reserve   Retained         Amount        Non-     Total
                  capital Acquisition    Reserve        for   earnings   attributable Controlling    equity
                             Reserves               capital                 to Equity    Interest
                                                      based                   Holders
                                                   payments
                    R’000        R’000    R’000                 R’000          R’000        R’000     R’000
Group
Balance at 1
September 2012     40 027       17 953        -           -     1 424         59 404       16 380    75 784
Reverse
acquisition             -     (49 019)        -           -         -       (49 019)            -   (49 019)
Issue of
additional
shares             36 972            -        -           -         -         36 972        1 000    37 972
Prior year
errors adjusted   (15 695)      31 066        -           -         -         15 371            -    15 371
Non-recourse
funding by IDC          -            -    5 000           -         -          5 000            -     5 000
Total
comprehensive
loss for the
period                  -            -        -           -   (13 719)      (13 719)         (28)   (13 747)
Balance at 28
February 2013
(restated)         61 304            -    5 000           -   (12 295)        54 009       17 352    71 361
Total
comprehensive
loss for the
period                  -            -        -           -   (4 284)        (4 284)           38   (4 246)
Issue of shares
on reverse
acquisition       2 963    -      -      -         -      2 963         -      2 963
Balance at 31
August 2013
(restated)        64 267   -   5 000     -   (16 579)    52 688    17 390     70 078
Total
comprehensive
loss for the
period                -    -      -      -   (52 046)   (52 046)   (3 956)   (56 002)
Issue of shares   2 500    -      -      -          -      2 500         -      2 500
Share issue
expenses          (500)    -      -      -         -      (500)         -      (500)
Balance at 28
February 2014     66 267   -   5 000     -   (68 625)     2 642    13 434     16 076
Total
comprehensive
profit for the
period                -    -      -      -     12 016    12 016     1 882     13 898
Reserve for
capital based
payment –
directors
options                -   -      -    559         -        559         -        559
Issue of shares   16 757   -      -      -         -     16 757         -     16 757
Balance at 31
August 2014       83 024   -   5 000   559   (56 609)    31 974    15 316     47 290

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

                                        Unaudited  Unaudited      Audited
                                         6-months   6-months    12-months
                                        to August  to August           to
                                             2014       2013     February
                                                  (Restated)         2014
                                            R’000      R’000        R’000
     Cash flows from operating
     activities                            17 421     (6 939)   (14 221)
     Cash flows from investing
     activities                             (241)     (3 627)    (7 777)
     Cash flows from financing
     activities                          (20 045)     13 522      24 669

     Total cash movement for the
     period                               (2 865)      2 956       2 671
     Cash and cash equivalents at the
     beginning of the period                2 985        314         314
     Cash and cash equivalents at end
     of the period                            120      3 270       2 985


     COMMENTARY

1.   BASIS OF PREPARATION

     These condensed consolidated interim financial statements have been
     prepared by A Meyer in accordance IFRS, SAICA Financial Reporting
     Guides as issued by the Accounting Practices Committee and
     Financial Pronouncements as issued by the Financial Reporting
     Standards Council, the Companies Act No 71 of 2008, as amended and
     the JSE Limited Listings Requirements and include the disclosures
     required by IAS34 Interim Financial Reporting and AC 500 standards
     as issued by the Accounting Practices Board.

     The financial statements have been prepared using accounting
     policies that comply with IFRS and which are consistent with those
     applied in the preparation of the audited financial statements for
     the year ended 28 February 2014.

     These condensed consolidated interim financial statements have not
     been reviewed by the external auditor.

2.   FINANCIAL RESULTS

     The Group is pleased to announce that it produced its first
     earnings and headline earnings attributable to owners of the parent
     amounting to R12.02m (2013: (R4.28m).
     As detailed in the trading statement published on SENS on 25
     November 2014, the Company terminated the loan with the Development
     Bank of South Africa (“DBSA”), which was non-recourse in nature and
     was only formally terminated on 28 May 2014 (“Loan Reversal”). As a
     result, the Loan Reversal has been accounted for during in the
     financial period ended 31 August 2014.

3.   STATUS AND OVERVIEW OF PROJECTS

     The Group commenced commercial production from its coal fines
     processing plant at Keaton Energy Holdings Limited’s Vaalkrantz
     Colliery in February 2014. Initially, the plant battled to produce
     product that met quality requirements specified by the customers,
     owing to technical challenges in the screening circuit. However,
     the Company entered into a commercial arrangement with Virto Group
     Inc (“Virto”), a provider of cutting edge screening technology.
     Virto funded the capital expenditure required to install their
     equipment, which is leased to the Company in return for a royalty.
     After test production work commencing in May this year, the
     decision was taken in July 2014 to commence with full scale
     operation.

     The first phase of the plant has been successfully commissioned,
     with the second phase of the upgrade due to be installed during
     December 2014, slightly later than originally anticipated. This
     will increase production above 5,000tpm, with the final phase (an
     upgrade in feed capacity of waste material from the void) due to be
     implemented early in 2015. The final phase should bring the
     capacity of the plant to above 7,500tpm before the end of the
     current financial year ending 28th February 2015

4.   FUTURE PROSPECTS

     The Company has entered into test work with a number of external
     parties, and anticipates that it will find commercially viable
     opportunities to deploy its operating experience in the processing
     of coal fines in conjunction with Virto’s technology during the
     course of the next financial year. It will focus on its core
     expertise of coal fines processing, with briquetting as a possible
     additional beneficiation step.


5.   SEGMENT INFORMATION

                                   AMD          Coal   Parent     Total
                               project   Briquetting    R’000     R’000
                                 R’000         R’000
     Segmental reporting –
     2014
     Segmental total
     assets                        342       66,104          640    67,086
     Segmental total
     liabilities               (3,193)     (15,560)      (1,043)   (19,796)
     Net segment
     assets/(liabilities)      (2,851)       50,544        (403)    47,290

     Segmental revenue                          2,827                2,827
     Segmental other
     income                     28,968             177       361    29,506

     Segmental expenses        (4,723)      (8,144)      (5,568)   (18,435)
     Segmental
     profit/(loss)              24,245      (5,140)      (5,207)    13,898

     Income from
     termination of non-
     recourse loan
     included in segmental
     profit/(loss)

     DBSA loan                  28,968              -          -    28,968
     Provision for capital
     gains tax                 (2,965)              -          -   (2,965)

     Segmental reporting -
     2013 (restated)
     Segmental total
     assets                     58,220       61,873           60   120,152
     Segmental total
     liabilities              (41,578)     (14,321)        4,825   (51,074)

     Net segment assets         16,642       47,551        4,885    69,078

     As the projects were not yet operational a segment analysis by
     profits was not applicable.

     The MRI Group segmental analysis is based on the AMD and Coal
     Briquetting Projects. The coal briquetting plant was commissioned
     in December 2013 and started generating revenue subsequent to the
     financial year-end. The Group was reliant on one major customer in
     respect of the coal briquetting project. The AMD project was
     impaired in full during the financial year ended 28 February 2014
     as the Group has as yet been unable to secure contracts to generate
     revenue.

6.   HEADLINE EARNINGS/(LOSS) PER SHARE (“HEPS”)

     Reconciliation of earnings to   headline   earnings   attributable   to
     equity holders of the parent:
                                      Unaudited 6-   Unaudited 6-   Audited 12-
                                         months to      months to     months to
                                       August 2014    August 2013      February
                                                       (Restated)          2014
     Earnings/(loss) per share
     (cents)                                 2.17         (0.91)        (1.74)
     Diluted earnings/(loss) per
     share (cents)                           2.15         (0.91)        (9.91)
     Headline earnings/(loss) per
     share (cents)                           2.17         (0.91)        (1.74)
     Diluted headline
     earnings/(loss) per share               2.15         (0.91)        (3.30)

     HEPS Calculation
     Profit/(loss) for the year            12 016        (4 283)      (56 329)

     Impairment of intangible
     assets and goodwill                        -              -        37 584

     Headline earnings/(loss)              12 016        (4 283)      (18 745)

     Weighted average number of
     shares in issue (‘000)               554 227        468 413       475 773
     Actual number of shares in
     issue (‘000)                         833 624        470 704       498 482

     Diluted HEPS Calculation
     Profit/(loss) for the year            12 016        (4 283)      (56 329)

     Impairment of intangible
     assets and goodwill                        -              -        37 548

     Headline earnings/(loss)              12 016        (4 283)      (18 745)

     Diluted weighted average
     number of shares in issue
     (‘000)                               559 227        468 413       568 376

7.   CHANGES IN SHARE CAPITAL

     Since the last reporting period, as detailed in the SENS
     announcement dated 2 June 2014 and the period under review, the
     Company issued the following new shares:

     -   246 181 701 at an issue price of R0.05 per share in settlement of
         the AfrAsia Special Opportunities Fund Proprietary Limited loan;
     -   65 960 757 at an issue price of R0.05 per share in settlement of
         the Armadale Capital Plc loan;
     -   10 000 000 at an issue price of R0.05 per share in settlement of
         corporate advisory fees owed to AfrAsia Corporate Finance
         Proprietary Limited; and
     -   13 000 000 at an issue price of R0.05 per share in settlement of
         directors and employee fees.

     The above issues of shares were approved by MRI shareholders at a
     general meeting held on 17 June 2014.

     Share-based Payment

     MRI shareholders approved 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. This is considered a share based
     payment arrangement, details of which are provided as follows:

     Type of arrangement:            Senior management share option plan
     Date of grant:                  June 2014
     Number of shares granted:       10 000 000
     Contractual life:               2 years

     The estimated fair value of the share option granted in the Senior
     management share option plan is R559 479. This was calculated by
     applying the Black-Scholes Option pricing model. The model inputs
     were the share price at grant date of 10 cents, exercise price of 5
     cents, expected volatility of 30 per cent, no expected dividends,
     contractual life of two years, and a risk-free interest rate of 6
     per cent. Historical volatility was 30 per cent. The Company
     expects the volatility of its share price to reduce as it matures.
     The estimated fair value of each share granted in the executive
     share plan is 5.6 cents.

9.   EVENTS AFTER THE END OF THE REPORTING PERIOD

     No significant      transactions, which require disclosure,       have
     occurred since     the end of the period to the date of           this
     announcement.

10. CHANGES TO THE COMPOSITION OF THE BOARD

     Since the prior reporting period, the following changes to the
     board have taken place:

        -   Mr Anthon Meyer will change his role from executive, financial
             director of MRI to non-executive director with effect from 1
             December 2014;
         -   Mr Carl-Heinz Gernandt has been appointed as financial
             director of the Company with effect from 1 December 2014; and
         -   Mr Justin Lewis resigned as non-executive director of MRI with
             effect from 29 October 2014.
11. CHANGE TO THE DESIGNATED ADVISER

   AfrAsia Corporate Finance (Pty) Ltd was appointed as designated
   adviser of the Company with effect from 1 September 2014.

12. DIVIDENDS

   No dividend will be declared for the interim financial period ended
   31 August 2014 (2013: Nil).


   1 December 2014
   Johannesburg

   Q George                                      Prepared by: A Meyer


   CORPORATE INFORMATION

   Mine Restoration Investments Limited

   Country of incorporation and domicilium: South Africa

   Postal address: PO Box 825, Irene, 0062, Pretoria

   Physical address:   The   Zone   Loft   Offices   West,    31   Tyrwhitt
   Avenue, Rosebank

   Tel no:+27 (0) 11 036 3100
   Fax no:+27 (0) 86 654 6818
   Web: www.minerestoration.co.za

   Directors: Q George# (Chairman), A Meyer, C Roed*, R Tait
   (CEO), CH Gernandt^, S Caddy*
   (#Non-Executive, * Independent Non-Executives, ^ with effect
   from 1 December 2014)

   Company Secretary: Neil Esterhuysen & Associates Inc

   Registered Office: Route 21, Corporate Park,              45    Sovereign
   Drive, Ground Floor, Unit C, Irene X30, 0046

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

   Auditor: Horwath Leveton Boner

   Corporate and Designated Adviser: AfrAsia Corporate Finance
   Proprietary Limited

Date: 01/12/2014 04:20:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
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indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
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