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PETMIN LIMITED - Condensed Consolidated Interim Financial Statements for the six months ended 31 December 2014

Release Date: 24/02/2015 08:00
Code(s): PET     PDF:  
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Condensed Consolidated Interim Financial Statements for the six months ended 31 December 2014

Petmin Limited
(Incorporated in the Republic of South Africa)
(Registration number 1972/001062/06)
JSE code: PET  ISIN: ZAE000076014
("Petmin" or "the Group")

"Committed to growth, dedicated to value"

Condensed Consolidated Interim Financial Statements
for the six months ended 31 December 2014

"Headline Earnings Per Share up 25%.
Continuing growth in a tough environment"

Salient features:

- Somkhele: Anthracite production up 27%, anthracite sales volumes up 89%

- Somkhele: Energy coal production up 55% and sales volumes up 943%

- Operating cost per tonne reduced by 7% despite a weakening Rand

- Shareholding in North Atlantic Iron Corporation (NAIC) increased to 34%

- NAIC site selection and unbundling process on track

Preparation
These condensed consolidated interim financial statements for
the six months ended 31 December 2014 have been prepared
under the supervision of Petmin's financial director, Mr BP Tanner
CA(SA).

Review of results
These condensed consolidated interim financial statements for
the six months ended 31 December 2014 have been reviewed
by the Group's auditors, KPMG Inc.

Condensed Consolidated Interim Income Statement
for the six months ended 31 December 2014

                                      Reviewed          Reviewed     Audited
                             Six months ended  Six months ended  Year ended
                                   31 December       31 December     30 June
                                          2014              2013        2014
                        Note              R'000             R'000       R'000
Revenue                                 693 939           355 888   1 019 789
Cost of sales                         (596 794)         (254 932)   (824 760)
Gross profit                             97 145           100 956     195 029
Operating expenses                        (662)          (12 996)    (14 527)
Administration expenses                 (9 263)          (11 423)    (20 597)
Profit from operating
activities                               87 220            76 537     159 905
– Fair value adjustments
on listed securities                          –           (9 713)    (13 464)
Net finance expense                    (17 931)          (16 099)    (32 546)
– Finance income                          3 639             3 168       6 537
– Finance expenses                     (21 570)          (19 267)    (39 083)
Separately disclosed
items:                                                                     
Impairment of
investments in equity
accounted investees, net
of tax                                        –                 –   (199 676)
Share of (loss)/profit
of equity accounted
investees, net of tax                     (242)               700       7 813
Profit/(loss) before
income tax                               69 047            51 425    (77 968)
Income tax expense                     (21 894)          (18 659)    (41 457)
Profit/(loss) for the
period                                   47 153            32 766   (119 425)
Earnings per share                                                        
Basic earnings/(loss) per
ordinary share (cents)      6               8,40              5,68     (20,70)
Diluted earnings/(loss)
per ordinary share
(cents)                     6               8,40              5,68     (20,70)

Condensed Consolidated Interim Statement of Comprehensive Income
for the six months ended 31 December 2014

                                           Reviewed           Reviewed      Audited
                                   Six months ended   Six months ended   Year ended
                                        31 December        31 December      30 June
                                               2014               2013         2014
                                              R'000              R'000        R'000
Profit/(loss) for the period                  47 153             32 766    (119 425)
Other comprehensive income
(after tax)                                                                       
Items that may be reclasssified
to profit or loss                                                                 
Foreign currency translation
differences on equity accounted
investees                                      2 351             11 224        6 862
Share of fair value gain in equity
accounted investee                            16 564                  –       16 251
Cash flow hedges reclassified to
profit or loss                                 (952)              2 619        2 619
Other comprehensive income
for the period, net of income
tax                                           17 963             13 843       25 732
Total comprehensive income
for the period                                65 116             46 609     (93 693)

Condensed Consolidated Interim Statement of Financial Position
at 31 December 2014

                                          Reviewed        Reviewed     Audited
                                       31 December     31 December     30 June
                                              2014            2013        2014
                           Note               R'000           R'000       R'000
ASSETS                                                                        
Non-current assets                        1 539 500       1 702 000   1 552 484
Property, plant and
equipment                                 1 086 638       1 118 587   1 122 531
Investment in equity
accounted investee             8             369 981         490 359     337 572
Loans due from equity 
accounted investees                          57 881          64 303      67 381
Investments                                  25 000          28 751      25 000
Current assets                              449 815         429 266     482 951
Inventories                   11             216 761         296 518     264 532
Trade and other receivables                 172 648         109 843     121 549
Current tax assets                           10 350           2 772       2 095
Cash and cash equivalents                    50 056          20 133      94 775                                                                          
Total assets                              1 989 315       2 131 266   2 035 435
EQUITY AND LIABILITIES                                                       
Ordinary share capital and
reserves                                  1 199 163       1 306 043   1 169 304
Share capital                               140 259         143 575     143 150
Share premium                               313 592         332 654     328 927
Share option reserve                         20 297          12 582      20 297
Hedging reserve                               (952)               –           –
Foreign currency translation
reserve                                      20 213          22 224      17 862
Retained earnings                           705 754         795 008     659 068
Non-current liabilities                     481 381         624 476     602 692
Interest-bearing loans and 
borrowings                                  144 045         358 500     289 159
Deferred taxation liabilities               268 909         226 092     246 670
Environmental rehabilitation
provision                                    68 427          39 884      66 863
Current liabilities                         308 771         200 747     263 439
Trade and other payables                     75 486          74 030     115 182
Revenue in advance                                –          61 103           –
Current portion of interest-
bearing loans and borrowings    12           190 571          21 340      75 042
Hedge liability                               1 322               –           –
Shareholders for dividend                     1 560           1 398       1 339
Bank overdraft                               39 832          42 876      71 876
Total equity and liabilities              1 989 315       2 131 266   2 035 435

Condensed Consolidated Interim Statement of Cash Flows 
for the six months ended 31 December 2014

                                                                              Reviewed             Reviewed          Audited
                                                                      Six months ended     Six months ended       Year ended
                                                                           31 December          31 December          30 June
                                                                                  2014                 2013             2014
                                                                                 R'000                R'000            R'000
Profit from operating activities before finance (expense)/income                87 220               76 537          159 905
Adjustments for:                                                                                                           
– depreciation                                                                  294 295              252 441          567 215
– notional interest                                                               1 564                1 125            2 250
– Loss on disposal of property, plant and equipment                                  12                8 332            8 332
– long-term rehabilitation expenditure incurred                                       –                (429)            (429)
– impairment of receivable on sale of subsidiary                                      –                1 158            1 158
– reversal of accrual                                                                 –              (8 132)          (8 132)
– write down to net realisable value of inventory                                     –                1 591            1 591
– share options granted                                                               –                3 142           10 857
Operating cash flows before changes in working capital                          383 091              335 765          742 747
(Increase)/decrease in trade and other receivables                             (51 099)               88 044           76 338
Decrease/(increase) in inventories                                               47 772            (137 072)        (105 087)
Decrease in trade and other payables                                           (39 963)             (52 591)         (11 440)
Increase in revenue received in advance                                               –               61 103                –
Cash generated by operations                                                    339 801              295 249          702 558
Income tax paid                                                                 (9 052)                   –           (1 542)
Interest received                                                                 3 639                3 168            6 537
Interest paid                                                                  (21 570)             (19 267)         (39 083)
Net cash flow from operating activities                                         312 818              279 150         668 470
Cash flows from investing activities                                                                                       
Acquistion of subsidiary (net of cash acquired)                      7           (11 974)                   –                –
Investment in equity accounted investees                             8           (13 731)             39 579)         (67 459)
Decrease/(increase) in loans to equity accounted investees                         9 496             (3 348)          (6 434)
Acquisition of property, plant and equipment                                   (244 663)           (249 718)        (542 580)
– to expand operations                                                           (5 029)            (11 693)         (25 326)
– to expand operations – capitalised pre-strip                       9          (226 528)           (225 599)        (497 773)
– to maintain operations                                                        (13 106)            (12 426)         (19 481)
Proceeds from sale of property, plant and equipment                                   –                1 000            1 000
Net cash flows used in investing activities                                    (260 872)           (291 645)        (615 473)
Cash flows from financing activities                                                                                       
Treasury shares acquired                                             6           (18 226)                   –          (4 152)
Repayment of borrowings                                                         (29 585)            (10 670)         (19 562)
Increase in borrowings                                                                 –              46 828           40 081
Dividends paid                                                                  (16 810)            (17 186)         (17 245)
Net cash flows from financing activities                                        (64 621)              18 972           ( 878)
Net (decrease)/increase in cash and cash equivalents                            (12 675)               6 477           52 119
Cash and cash equivalents at beginning of period                                  22 899            (29 220)         (29 220)
Cash and cash equivalents at end of period                                        10 224            (22 743)           22 899

Condensed Consolidated Interim Statement of Changes in Equity
for the six months ended 31 December 2014
                                                                                                           Foreign                         
                                                                                     Share   Cash flow      currency                         
                                                                  Share      Share    option     hedging   translation    Retained              
                                                                capital    premium   reserve     reserve       reserve    earnings       Total   
GROUP                                                              R'000      R'000     R'000       R'000         R'000       R'000       R'000   
Balance at 30 June 2013                                          143 575    332 654     9 440     (2 619)        11 000     779 471   1 273 521   
Total comprehensive income for the period, net of income tax           –          –         –       2 619         6 862   (103 174)    (93 693)   
Loss for the period                                                    –          –         –           –             –   (119 425)   (119 425)   
Share of fair value gain in equity accounted investee                  –          –         –           –             –      16 251      16 251   
Effective portion of changes in fair value of cash flow hedges         –          –         –       2 619             –           –       2 619   
Foreign currency translation differences                               –          –         –           –         6 862           –       6 862   
Transactions with owners, recorded directly in equity              (425)    (3 727)    10 857           -             –    (17 229)    (10 524)   
Treasury shares acquired during the period                         (425)    (3 727)         –           –             –           –     (4 152)   
Share options granted                                                  –          –    10 857           –             –           –      10 857   
Dividend paid                                                          –          –         –           –             –    (17 229)    (17 229)   
Balance at 30 June 2014                                          143 150    328 927    20 297           –        17 862     659 068   1 169 304   
Total comprehensive income for the period, net of income tax           –          –         –       (952)         2 351      63 717      65 116   
Profit for the period                                                  –          –         –           –             –      47 153      47 153   
Share of fair value gain in equity accounted investee                  –          –         –           –             –      16 564      16 564   
Effective portion of changes in fair value of cash flow hedges         –          –         –       (952)             –           –       (952)   
Foreign currency translation differences                               –          –         –           –         2 351           –       2 351   
Transactions with owners, recorded directly in equity            (2 891)   (15 335)         –           -             –    (17 031)    (35 257)   
Treasury shares acquired during the period                       (2 891)   (15 335)         –           –             –           –    (18 226)   
Dividends paid                                                         –          –         –           –             –    (17 031)    (17 031)   
Balance at 31 December 2014                                      140 259    313 592    20 297       (952)        20 213     705 754   1 199 163   

Condensed Consolidated Interim Financial Statements
for the six months ended 31 December 2014

Segment reporting
Segment information is presented in the financial statements in respect of the Group's segments. The segment reporting format reflects the Group's management and internal reporting structure as reviewed by the chief operating decision
makers.  Segment revenue represents revenue to external customers. There was no inter-segment revenue. Segment results include items directly attributable to a segment as well as those that can be allocated on a reasonable basis.
Reportable segments
The Group comprises the following main reportable segments:
- Anthracite mining and marketing ("Anthracite")
- Expansion projects, which includes Petmin's exploration and development projects.

                                                                                  Anthracite                             Expansion projects                            Eliminations                                Consolidated
                                                                   Six months     Six months         Year    Six months     Six months          Year     Six months      Six months        Year    Six months      Six months          Year
                                                           Units         ended          ended        ended         ended          ended         ended          ended           ended       ended         ended           ended         ended
                                                              of        31 Dec         31 Dec      30 June        31 Dec         31 Dec       30 June         31 Dec         31 Dec      30 June        31 Dec          31 Dec       30 June
                                                         measure          2014           2013         2014          2014           2013          2014           2014           2013         2014      
    2014            2013         2014
Anthracite – Saleable tonnes produced                    (tonnes)       678 002        534 523    1 125 089             –              –             –             –               –            –       678 002         534 523     1 125 089
Anthracite – Tonnes sold                                 (tonnes)       659 754        349 414    1 026 250             –              –             –             –               –            –       659 754         349 414     1 026 250
Energy – Saleable tonnes produced                        (tonnes)       171 474        110 349      244 298             –              –             –             –               –            –       171 474         110 349       244 298
Energy – Tonnes sold                                     (tonnes)       268 788         25 777      174 556             –              –             –             –               –            –       268 788          25 777       174 556
Segment revenue                                             R'000       693 939        355 888    1 019 789             –              –             –             –               –            –       693 939         355 888     1 019 789
Segment finance (expense)/income                            R'000                                                                                                                                                                   
Finance income                                              R'000         3 325          2 703        5 768             –              –             –           314             465          769         3 639           3 168         6 537
Mark to market of listed securities                         R'000             –              –             –            –        (9 713)      (13 464)             –               –            –             –         (9 713)      (13 464)
Finance expense                                             R'000      (18 700)       (17 845)      (35 576)            –              –             –       (2 870)         (1 422)      (3 507)      (21 570)        (19 267)      (39 083)                                                                                                                                                                                                                         
Segment profit/(loss) before tax                            R'000        75 933         68 621       149 782        (831)       (10 998)     (198 725)       (6 055)         (6 198)     (29 025)        69 047          51 425      (77 968)
Segment tax expense                                         R'000      (21 097)       (18 658)      (39 237)            –              –             –         (796)              –       (2 220)      (21 894)        (18 659)      (41 457)
Segment profit/(loss) after tax                             R'000        54 836         49 963       110 545        (831)       (10 998)     (198 725)       (6 851)         (6 198)     (31 244)        47 153          32 766     (119 425)
Segment capital expenditure – combined                      R'000       242 928        247 158       562 791            –              –             –         1 736           2 560        5 644       244 663         249 718       568 434
Segment capital expenditure                                 R'000        16 400         21 559        65 018            –              –             –         1 736           2 560        5 644        18 135          24 119        70 662
Segment capital expenditure – pre-strip*                    R'000       226 528        225 599       497 773            –              –             –             –               –            –       226 528         225 599       497 773
Segment depreciation – combined                             R'000       294 117        252 240       566 824            –              –             –           178             201          391       294 295         252 441       567 215
Segment depreciation                                        R'000        28 666         20 045        45 837            –              –             –           178             201          391        28 843          20 246        46 228
Segment depreciation – pre-strip*                           R'000       265 451        232 195       520 987            –              –             –             –               –            –       265 451         232 195       520 987
Share option costs included in segment                                                                                                                                                                                             
profit/(loss) before tax                                    R'000             –              –             –            –              –             –             –           3 142       10 857             –           3 142        10 857
Segment assets                                              R'000     1 572 295      1 602 831     1 667 713      384 145        516 056       352 018        32 875          12 379       15 704     1 989 315       2 131 266     2 035 435
Percentage of segment assets to total assets            (percent)            79             75            82           19             24            17             2               1            1           100             100           100
Segment liabilities                                         R'000       875 864      1 040 864     1 037 165            –              –             –      (85 712)       (215 641)    (171 034)       790 152         825 223       866 131
Percentage of segment liabilities to total liabilities  (percent)           111            126           120            –              –             –          (11)            (26)         (20)           100             100           100
* See note 9.

Notes to the Condensed Consolidated Interim Financial Statements
for the six months ended 31 December 2014

1.  Reporting entity
    Petmin is a company domiciled in South Africa. The condensed consolidated interim financial statements of the Group for the six months ended 31 December 2014 comprise the
    Company and its subsidiaries and the Group's interests in associates and joint arrangements (together referred to as the "Group").
    The condensed consolidated interim financial statements were authorised for issue by the directors on 23 February 2015.

2.  Basis of preparation
    These condensed consolidated financial statements are prepared in accordance with IAS 34 – Interim Financial Reporting as well as the SAICA Financial Reporting Guides as issued
    by the Accounting Practices Committee and Financial Pronouncements as issued by the Financial Reporting Standards Council, the South African Companies Act and the JSE Listings
    Requirements. The accounting policies applied in the preparation of the condensed consolidated interim financial statements are in terms of IFRS and are consistent with those applied
    in the previous consolidated annual financial statements. The condensed consolidated interim financial statements do not include all of the information required for full annual financial
    statements purposes and should be read in conjunction with the consolidated annual financial statements for the year ended 30 June 2014, which are available upon request from the
    Company's registered office at 37 Peter Place, Bryanston, 2021, Johannesburg or at www.petmin.co.za.

3.  Accounting policies 
    The accounting policies have been applied consistently by the Group to all periods presented in these condensed consolidated interim financial statements and are consistent to those
    applied by the Group in its consolidated financial statements for the year ended 30 June 2014.
    Functional and presentation currency
    The condensed consolidated interim financial statements are presented in South African Rands ("Rands"), which is the Company's functional currency.  All financial information presented
    in Rands has been rounded to the nearest thousand. 

4.  Estimates and judgements
    The preparation of the condensed consolidated interim financial statements, in conformity with IAS 34 – Interim Financial Reporting, requires management to make judgements, estimates
    and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on
    historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making the judgements about carrying
    values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. 
    The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision
    affects only that period or in the period of the revision and future periods if the revision affects both current and future periods.
    The significant judgements made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those applied to the
    consolidated annual financial statements as at and for the year ended 30 June 2014.

5.  Review of results
    The results of the Group as set out in these condensed consolidated interim financial statements have been reviewed by the Group's auditors, KPMG Inc. The unqualified review report
    is available for inspection at the Group's registered office.
    The auditor's report does not necessarily report on all of the information contained in these financial results. Shareholders are therefore advised that in order to obtain a full
    understanding of the nature of the auditor's engagement they should obtain a copy of the auditor's report together with the accompanying financial information from the issuer's
    registered office.

6.  Earnings and diluted earnings per share
    Earnings per share ("EPS") are based on the Group's profit for the period, divided by the weighted average number of shares in issue during the period. 

                                                                Reviewed                             Reviewed                              Audited
                                                    Six months ended 31 December 2014    Six months ended 31 December 2013          Year ended 30 June 2014
                                                   Profit for   Number of                Profit for Number of              Profit for    Number of                
                                                   the period   shares in    Per share   the period    shares in  Per share    the year    shares in    Per share
                                                        R'000   thousands     in cents        R'000   thousands    in cents       R'000    thousands     in cents
Basic earnings per share                                47 153     561 031         8,40       32 766     576 908        5,68   (119 425)      576 908      (20,70)
Share options and contingent consideration*                  –           –            –            –           –           –           –            –            –
Diluted EPS                                             47 153     561 031         8,40       32 766     576 908        5,68   (119 425)      576 908      (20,70)
Headline earnings per share                                                                                                                             
Headline earnings per share is based on the 
Group's headline earnings divided by the weighted 
average number of shares in issue during the 
period.                                                                                                                                                 
Reconciliation between earnings and headline 
earnings per share                                                                                                                                       
Basic EPS                                               47 153     561 031         8,40       32 766     576 908        5,68   (119 425)      576 908      (20,70)
Adjustments:                                                                                                                                            
– Loss on sale of property, plant and equipment              9           –         0,00        6 028           –        1,04       5 999            –         1,04
– Impairment of equity accounted investees                   –           –            –            –           –           –     199 676            –        34,61
Headline EPS                                            47 162     561 031         8,40       38 794     576 908        6,71      86 250      576 908        14,95
Share options and contingent consideration*                  –           –            –            –           –           –           –            –            –
Diluted headline EPS                                    47 162     561 031         8,40       38 794     576 908        6,71      86 250      576 908        14,95

* At the reporting dates, the ruling share price of Petmin's shares was below the strike price of the options. As the exercise of the options would be anti-dilutive, they have been ingored for the dilution calculations.

During the six months ended 31 December 2014, the Group acquired 11 565 606 of its own shares at an average acquisition price of R1,58 per share. At 31 December 2014 the
Group held, 15 877 062 of its own shares in treasury stock, representing 2,75% of the total issued shares. 

7.  Acquisition of subsidiary
    On 1 December 2014, Petmin acquired 100% of the shares and loans of West Road Property 1 Proprietary Limited ("WRP") for a total purchase consideration of R12.5 million. WRP
    owns the premises occupied by the Petmin corporate team. The acquisition has been treated as an asset acquisition.
    The acquistion had the following effect on the Group's assets and liabilities at acquisition on 1 December 2014:
    
                      Recognised values   Adjustment   Carrying amount   
                                  R'000        R'000             R'000   
    Deferred tax                 (1 512)        (350)           (1 162)   
    Fixed assets                  13 750        1 250            12 500   
    Bank and cash                    526                           526   
    Creditors                      (264)                         (264)   
                                 12 500          900            11 600   
    Paid in cash                (12 500)                                
    Cash acquired                    526                                
    Net cash outflow            (11 974)                                


8.  Investment equity accounted investee
    During the six months ended 31 December 2014 Petmin invested an additional US$1 million [approximately R11 million] (2013: US$4 million [approximately R40 million]) in North
    Atlantic Iron Corporation (NAIC). Petmin's shareholding in NAIC is now 34% (30 June 2014: 33%).

9.  Pre-stripping cost

                                                                           Six months         Six months           Year   
                                                                                ended              ended          ended   
                                                                     31 December 2014   31 December 2013   30 June 2014   
                                                                            R million          R million      R million   
    Opening balance on balance sheet                                               305                328            328   
    Cash spend in the period                                                       227                226            498   
    Mining – expensed on a units-of-production basis (depreciation)              (265)              (232)          (521)   
    Closing balance on the balance sheet                                           267                322            305   

    Petmin incurred cash stripping costs amounting to R227 million during the current period (2013: R226 million). It is Petmin's accounting policy to record the cash cost incurred on these
    stripping activities as additions to mine development cost under property, plant and equipment (a non-current asset).
    These capitalised cash costs are expensed (depreciated) as coal is extracted. This is done on a units-of-production basis over the life of the component of the ore body to which access
    is improved and amounted to R265 million during the current period (2013: R232 million). This resulted in a decrease in the amount recorded on the balance sheet as capitalised pre-
    stripping by R38 million during the current period (2013: decrease of R6 million).
    The depreciation is, in reality, the mining cost (stripping cost) that is expensed during the period when anthracite is produced (removed from the pit). 

10. Liquidity and going concern
    The Group remains strongly cash generative and the directors believe that there is sufficient liquidity and funding available to finance the Group's operations for the foreseeable future
    and that the going-concern assumption is appropriate.
    At 31 December 2014, the Group had cash on hand of R10 million and undrawn overdraft facilities of R140 million with Standard Bank (at 30 June 2014: cash on hand of R23 million
    and undrawn overdraft facilities of R170 million).
    During the six months ended 31 December 2014, the Group transferred R30 million of the overdraft facilities to environmental guarantee facilities.

11. Inventories
    R36 million (2013: R43.4 million) of inventory is plant feed that will only be processed in greater than 12 months.

12. Borrowings
    The short-term portion of borrowings has increased as the R100 million Standard Bank term loan is repayable in one lump-sum on 31 December 2015. The first of the 13 quarterly
    capital repayments on the R225 million Standard Bank Revolving Credit Facility was paid in December 2014.

13. Contingent liability
    The dispute with one of Tendele's customers over the interpretation of the contracted qualities of Tendele's energy product (please refer to note 28 of Petmin's June 2014 financial
    statements) has been scheduled for arbitration during May 2015 as there was insufficient time to complete the process during the hearings held during December 2014. Tendele and
    its legal advisors believe that the claims are unlikely to be successful hence no liability has been recognised at 31 December 2014.

14. Proceedings instituted for recovery of payments due to Petmin from the Veremo project
    On 25 November 2014, Petmin instituted proceedings against Framework Investments Limited ("Framework") and Kermas Limited ("Kermas") for the payment of the three R65 million
    distributions payable from the Veremo project to Petmin. Petmin awaits confirmation of the scheduled dates for the arbitration. (Please refer to note 4 of the annual financial statements
    for the year ended 30 June 2014.) 

15. Related parties
    The group entered into various transactions with related parties which occurred under terms that are no more favourable than those arranged with independent third parties. 

16. Subsequent events
    There have been no events that have occurred subsequent to 31 December 2014 and before the condensed preliminary consolidated financial statements are authorised for issue
    which require adjustment of, or disclosure in the financial statements or notes thereto in accordance with IAS 10 – Events After the Reporting Period.

This management commentary has been prepared by management and has not been reviewed by the Group's auditors.

(i) General overview of performance
    Petmin's headline earnings per share were up 25% and normalised earnings per share (see table below) were up 8% from 2013. 

    Earnings per share increased by 48% largely as a result of the non-recurring mark-to-market and impairment charges recorded in the comparative period in 2013.

    Operating expenses reduced by R12.3 million to R0.7 million (2013: R13 million) as the Group recorded foreign exchange gains of R3.8 million (2013: losses of R1.3 million) and other
    income of R0.3 million (2013: loss on sale of PPE R8.2 million).

    Administration expenses reduced by R2.2 million reflecting management's efforts to reduce corporate costs.

    Normalised earnings                        6 months ended     6 months ended     Year ended   
    (R000)                                   31 December 2014   31 December 2013   30 June 2014   
    Profit/(loss) for the period                       47 153             32 766      (119 425)   
    Adjust for after-tax effect of:                                                            
    – Loss on sale of PPE                                   9              5 999          5 999   
    – Mark to market of listed investments                  –              9 713         13 464   
    – Impairments                                           –              1 158        200 834   
    – NRV impairment of inventory                           –              1 146          6 703   
    – Reversal of accrual                                   –            (5 855)        (5 855)   
    Normalised profit after tax                        47 162             44 927        101 720   
    Adjusted profit per share                            8,40               7,79          17,63   
    % increase                                              8                                   


    Capital expenditure in the six months to 31 December 2014 was R18 million (2013: R24 million). The table below summarises the Group capital expenditure for the six months ended
    31 December 2014.

                                                   6 months ended     6 months ended     Year ended   
                                                     31 December 2014   31 December 2013   30 June 2014   
                                                            R million          R million      R million   
    Total capital expenditure excluding pre-strip                   18                 24             45   
    – Somkhele                                                      18                 24             39   
    – Group                                                          –                  –              6   
    Capital expenditure at Somkhele mine                            18                 24             39   
    – Exploration, development, resource definition                  7                 12             21   
    – Mobile plant                                                   4                  –              –   
    – Third wash plant                                               –                  3              3   
    – Other                                                          7                  9             15   
    Capital pre-strip                                             (38)                (6)           (23)   
    Capital expenditure including pre-strip                       (20)               (18)             22   


    Additionally, Petmin made the following investments in subsidiaries and equity accounted investees:
    -   Petmin acquired 100% of the shares and loans in WRP whose only asset is the office building which houses the head office team for a total purchase consideration of
        R12,5 million. (In line with the strategy to reduce corporate costs, approximately 43% of the office space will be rented out at market related prices and Petmin's total cash cost
        to occupy will reduce as a result.)
    -   Petmin invested an additional US$1 million (2013: US$4 million) in NAIC, taking its shareholding in NAIC to 34%.

    Dividends and share buy-backs
    In the six months ended 31 December 2014, Petmin paid a dividend of 3 cents per share and also acquired 11 565 606 of its own shares for a total investment of R18 million, or
    R1,58 per share. In 2014, an updated Competent Persons Report valued the Somkhele anthracite mine at R1,6 billion or approximately R2,84 per share for Somkhele only. Management
    believes that Petmin's current share price significantly undervalues the Group's assets and Petmin will continue with a share buy-back programme when the opportunity arises.
    Anthracite Division
    Somkhele anthracite mine
    
                                            Six months                Six months        Year   
                                                ended                     ended       ended   
                                          31 December   Percentage   31 December     30 June   
    Somkhele production performance               2014       change          2013        2014   
    Run of Mine (ROM) tonnes washed          1 523 051          23%     1 234 380   2 688 563   
    Yield                                       44.52%           3%        43.30%      41.85%   
    Anthracite saleable tonnes produced        678 002          27%       534 523   1 125 089   
    Anthracite tonnes sold                     659 754          89%       349 414   1 026 250   
    Discard tonnes washed                      669 292          26%       530 215   1 174 419   
    Yield                                       25.62%          23%        20.81%      20.80%   
    Energy coal saleable tonnes produced       171 474          55%       110 349     244 298   
    Energy coal sold                           268 788         943%        25 777     174 556   


    Production of saleable anthracite increased by 27% in the six months ended 31 December 2014 compared to 2013, with a 3% improvement in the yields achieved and a 23% increase
    in ROM tonnes washed. Production of energy coal increased by 55% with the yield improving by 23%.
    Anthracite sales volumes increased by 89% as export volumes increased by 231%. Sales volumes to inland metallurgical customers increased by 25%, as customers' expansion projects
    were commissioned and ramped up to full production.
    Energy coal sales volumes increased by 943% as energy coal sales were temporarily suspended in the comparative period. The previous build-up of energy coal inventory has been sold.
    Average dollar export prices reduced in line with movements in the international commodity markets and also due to product mix sold compared to 2013. We have managed to
    achieve pricing better than market due to specific supply interruptions in Eastern Europe and South Africa. Inland prices were more stable and reduced by only 2% from 2013.
    The exemplary safety record at Somkhele has been maintained and the lost-time injury frequency rate remained zero.

    Expansion projects division
    Petmin's focus remains on the development of the NAIC pig-iron project in North America.

    North Atlantic Iron Corporation ("NAIC")
    During the six months ended 31 December 2014, Petmin invested a further US$1 million (2103: US$4 million) to take its shareholding in NAIC to 34%.
    The final site selection process for the first pig iron plant remains the key focus with the two final sites selected from a short list of 13, being a site in Ashtabula, Ohio, and the second
    in Quebec. The independent trade-off analysis between the sites will be concluded in the second quarter of calendar year 2015, coinciding with the completion of the pre-feasibility
    study (PFS) by Hatch Engineering.
    Once the site selection has been finalised, the detailed engineering design and project costing will commence.

    Unbundling
    The unbundling of the NAIC shares to shareholders remains on track for June 2015 after completion of the PFS. It is anticipated that a dividend in-specie of approximately 50 cents per
    share will be declared, following the primary listing of NAIC in North America and a secondary listing on the JSE.

    Pig-iron – South Africa (Veremo project)
    Veremo awaits the execution of the Mining Right for which notification of its award was received in January 2014. The Veremo management team is in the process of finalising smelt
    tests and the mine design and, once the Mining Right is executed, mine development can commence. All development capital is funded by Framework (the 75% shareholder in Veremo)
    and supported by Kermas, its holding company.
(ii)Prospects
    Anthracite division
    Production and sales volumes of both anthracite and energy coal are expected to be maintained at current levels for the six months ending 30 June 2015.
    Confirmed orders have been received for 94% of anticipated anthracite production to June 2015. Anticipated energy coal production is fully committed to confirmed orders. We expect
    that local supply constraints and the continued effects of the Eastern European crisis to have a positive effect on our market, with demand and pricing becoming more favourable for all
    of Somkhele's products. Our continued efforts to refine our product mix and find new markets with our trading partners are also expected to enhance overall performance.
    Capital expenditure to June 2015 is expected to be approximately R38 million with no additional capital pre-stripping forecast to June 2015.
    We continue to evaluate how best to permanently protect the interests of shareholders by facilitating empowerment at both the asset and the corporate level in Petmin and Tendele,
    the final proposal in respect of which will be communicated with shareholders in due course.

    Expansion projects division
    In the period to June 2015, Petmin expects to invest a further US$5 million to take its shareholding in NAIC to 40%. 
    It remains the intention of NAIC's shareholders to list NAIC and then to unbundle their interests in NAIC to shareholders, given the investment's fundamentally different risk profile
    and investment offering compared to Somkhele. In Petmin's case, the anticipated unbundling is expected to result in a dividend in-specie of approximately ZAR0.50 per Petmin share.
    Additional details on Petmin, including a detailed presentation on the results (which will be available from 24 February 2015) can be found on our website www.petmin.co.za. 

By order of the Board

ID Cockerill                     JC du Preez                                  Johannesburg
Chairman                         Chief Executive Officer                  23 February 2015

Directors: I Cockerill# (Chairman)* L Mogotsi (Deputy Chairman) J du Preez (Chief Executive Officer)
B Doig B Tanner (Financial Director) M Arnold*† E de V Greyling* K Kalyan* T Petersen*
*Non-executive      #British   †American

Registered office: 37 Peter Place Bryanston 2021

Corporate office: 37 Peter Place Bryanston 2021 Tel: (011) 706 1644 Fax: (011) 706 1594 Website: www.petmin.co.za

Sponsor – JSE: River Group Tel: +27 (0) 12 346 8540

Company secretary: Mondial Consultants (Proprietary) Limited

Transfer secretaries: JSE: Computershare Investor Services (Proprietary) Limited

Auditors: KPMG Inc.

A PDF version of these results is available on our website: www.petmin.co.za

www.petmin.co.za

Johannesburg

24 February 2014

Sponsor

River Group



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