RENERGEN LIMITED - CANCELLATION OF S400242 Provisional Condensed Consolidated Financial Results for the year ended 28 February 2018

Release Date: 01/06/2018 07:15
Code(s): REN
 
Wrap Text
CANCELLATION OF S400242 Provisional Condensed Consolidated Financial Results for the year ended 28 February 2018

RENERGEN LIMITED
Incorporated in the Republic of South Africa
(Registration number: 2014/195093/06)
Share code: REN ISIN: ZAE000202610
(“Renergen” or “the Company” or “the Group”)

Provisional condensed consolidated financial results for the year ended 28 February 2018

Key Features

Conclusion of South Africa’s first commercial Liquified Natural Gas (“LNG”) sales agreement with The South African Breweries (Pty) Ltd (“SAB”)
Positive record of decision granted to Tetra4’s Environmental Impact Assessment (“EIA”)
Enhanced design of proposed plant from Compressed Natural Gas (“CNG”) to LNG, thus increasing of natural gas liquefiers in 2018
Announcement of proven, recoverable helium reserves of over 6 billion cubic feet, or around 20% more than the United States’ stated Helium Reserve
The continued success of the pilot project with Megabus; the buses have now completed more than 1,000,000 incident free kilometres
Significant savings during trials on two dual-fuel European brand trucks; in advanced discussions with several large fleet operators

About Renergen

Renergen is an integrated alternative and renewable energy business that invests in early stage energy projects across Africa and emerging markets. Through
our investment in Tetra4, we are the company with the first onshore petroleum production right in South Africa, and the only one with an environmental
authorisation to commence full-scale production.

COMMENTARY

Operational overview

Renergen received a positive environmental authorisation or record of decision (“RoD”) on Tetra4’s Environmental Impact Assessment (“EIA”) by the Petroleum
Agency of South Africa (“PASA”) on 29 September 2017, a process which has taken over two years and involved multiple rounds of public participation.Tetra4
has also announced that it will become the first company to produce LNG in the country and among the first to sell LNG locally, resulting in significant financial
savings to the end-user. Gas in liquid form overcomes the challenges of size and weight of vessels to hold the gas as well as the high pressures associated with
the gas. Further to the announcement of the switch in business model from CNG to LNG, the Company has managed to secure its first off-take agreement with
SAB for a significant number of its trucks. This will help SAB in its quest to reduce carbon footprint by substituting clean LNG over diesel but will also help reduce
their cost of operation on the fleet side. We see this as the catalyst to convince other companies to become early adopters of this disruptive technology which is
growing rapidly in Europe and China.

“This agreement with SAB marks the second large scale South African trucking operation to use new age fuels. The use of LNG not only drastically reduces
carbon emissions but has the added advantage of improving the vehicle’s lifecycle maintenance and reduces the operator’s cost significantly. SAB remains a
pioneer in sustainability, and Renergen is proud to be associated with SAB in such a landmark agreement,” said Renergen CEO Stefano Marani.
MHA Petroleum Consultants LLC performed an evaluation of Tetra4 natural gas reserves. The Reserve Review performed by Venmyn Deloitte had previously
estimated the valuation of the Virginia Project at R6.6bn using 10% discount rate on 1P and 20% discount rate on 2P. MHA Petroleum Consultants report
using a blended 15% discount for 2P shows a new valuation of R8.4bn, or an increase of 27%. This increase is made up of numerous contributors, including
a more favourable oil price, a more formal evaluation of the helium reserves and USD/ZAR exchange rate. Helium reserves volumes are estimated to be
6.21 billion cubic feet on a discovered commercial basis, or 3P. The contingent resources, or 3C amount to 24.6 billion cubic feet, which now makes Tetra4’s
helium project important from a global perspective. These reserve estimates were signed off by a qualified reserves evaluator, Mr Jeffrey B. Aldrich, and are
based on assumptions including USD/ZAR of 12 and a gas sales price of ZAR 227/GJ.

Tetra4, which is the first and only South African company which holds a petroleum production licence, is now included as part of a small group of companies
that has the capacity to help South Africa become a net exporter of helium. Helium is important in the use of space exploration and high-level science and
plays an important role in the use of magnetic resonance imaging (MRI’s) and the manufacturing of semiconductors.

Côte d’Ivoire Hydro is a hydroelectric project managed by Mega Power Renewables (a subsidiary of Renergen) in Côte d’Ivoire (in the west of the African
continent) which reached a critical point where management had to take a decision on whether to continue to fund it or write off the investment to date. The
studies have shown that the tariff required to deliver reasonable investment returns to Renergen are above the norm, and Renergen would benefit more from
deploying that investment to developing Tetra4’s Evander gas field as well as bringing a second operation online. Management has decided not to continue
funding the Ivory Coast hydro-electric projects further and will concentrate exclusively on the South African natural gas market for the time being. Renergen
disposed of Mega Power Renewables on 23 February 2018.

Email investor queries to investorrelations@renergen.co.za.

Financial review

Total loss of the Group was R40.6 million (28 February 2017: R18.7 million) after taxation of R 2.4 million (28 February 2017: R6.2 million).
Major investing activities were:
• R9.6 million spent on plant, machinery and equipment on engineering of Tetra4’s Virginia operating plant expansion
• R2.8 million on a financial business system as well as integrated health, safety and environmental quality software system

The feasibility and pre-feasibility studies of the hydroelectric project in Cote d‘Ivoire, were funded by Renergen. Renergen has funded all costs incurred to
date in the form of a loan to Mega Power Renewables. The hydroelectric project of R12.2 million has been impaired as no economic benefits are expected
to be recovered.
Provisional Consolidated Statement of financial position

The statement of financial position of the Group as at 28 February 2018 are set out below:

                                                                    Reviewed                     Audited
 Figures in R'000                        Notes                   28 February 2018             28 February 2017
 Assets
 Non - Current Assets
 Property Plant and Equipment              4                          32,615                       21,756
 Intangible Assets #                       3                          65,838                       76,555
 Deferred tax asset                                                   8,671                        6,234
 Restricted cash #                         5                          1,632                            -
 Total non-current assets                                             108,756                      104,545
 Current Assets
 Trade and other receivables                                          2,459                        8,933
 Cash and cash equivalents                                            3,037                        11,299
 Total current assets                                                 5,496                        20,232

 Total Assets                                                         114,252                      124,777
 Equity and Liabilities
 Equity
 Stated capital                            6                          161,065                      137,585
 Accumulated loss                                                     (80,231)                     (42,551)
 Foreign currency translation reserve                                 -                            3,389
 Share based payment reserve               13                         114                          -
 Equity attributable to parent                                        80,948                       98,423
 Non-controlling interest                                             (12,285)                     (9,262)
 Total Equity                                                         68,663                       89,161
 Liabilities
 Non-Current Liabilities
 Other financial liabilities                                          30,545                       27,013
 Finance lease obligation                                             511                          137
 Provisions                                                           3,100                        3,100
 Total non-current liabilities                                        34,156                       30,250

 Current Liabilities
 Trade and other payables                                             11,167                       5,284
 Finance lease obligation*                                            266                          *82
 Total Current Liabilities                                            11 433                       5 366

 Total Liabilities                                                    45,589                       35,616

 Total Equity and Liabilities                                         114,252                      124,777
 Net asset value per share (cents)                                    84.73                        113.71
 Tangible net asset value per share
 (cents)#                                                             3.49                         8.13

 *This amount was included as part of trade and other payables in the 2017 financial year.
 # Refer to note 14

Provisional Consolidated Statement of profit or loss and other comprehensive income

The statement of profit or loss and other comprehensive income of the Group for the year ended 28 February 2018 are set out below:

                                                                                          Reviewed                             Audited
Figures in R'000                              Notes                                   28 February 2018                     28 February 2017
 
Revenue                                         9                                           2,885                                1,722

 Cost of sales                                  10                                        (3,483)                             (2,127)
 Gross (Loss)                                                                               (598)                               (405)

 Other income                                                                                  59                                 375

 Share based payments                           13                                          (114)                                   -

 Impairment loss                                                                         (12,245)                                 (3)

 Operating expenses                             11                                       (31,912)                            (22,986)
 Profit on disposal of business                  8                                          4,708                                   -
 Operating loss                                                                          (40,102)                            (23,019)
 Interest Income                                                                              632                               1,287
 Imputed interest expense                                                                 (3,532)                             (3,156)
 Interest expense                                                                            (35)                                 (8)
 Total loss before tax                                                                   (43,037)                            (24,896)

 Taxation                                                                                   2,436                               6,234

 Total loss after tax                                                                    (40,601)                            (18,662)
 Other comprehensive income
 Items that may be reclassified to profit or loss
 Foreign currency translation reserve                                                       1,348                              3,389
 Foreign currency translated to OCI                                                       (4,737)                                  -
 Total Comprehensive loss for the
 period                                                                                  (43,990)                            (15,273)

 Total loss attributable to:
Owners of the parent                                                                     (37,680)                            (17,221)
Non-controlling interest                                                                  (2,921)                              (1,441)
                                                                                         (40,601)                            (18,662)
Total comprehensive loss
attributable to:
Owners of the parent                                                                     (41,069)                            (13,832)
Non- controlling interest                                                                 (2,921)                              (1,441)
                                                                                         (43,990)                            (15,273)

Loss per share                                  12
Basic loss per share (cents)                                                             (47.10)                              (22.19)
Diluted loss per ordinary share (cents)                                                  (47.05)                              (22.19)
Provisional Consolidated Statement of Changes in Equity

The statement of changes in equity of the Group for the year ended 28 February 2018 is set out below:

                                                                  Foreign           Share based
                                                                                                    Equity                Non-
                                   Stated        Accumulated      Currency          payment                                                   Total
  Figures in R'000                                                                                  Attributable to       Controlling
                                   Capital       Loss             Translation       reserve                                                   Equity
                                                                                                    parent                interest
                                                                  Reserve
  Balance at 01 March 2016
                                     124,158          (25,330)                 -                 -              98,828            (7,923)         90,905
  Share issue                                                                                                                           -
                                      13,482                 -                 -                 -              13,482                            13,482
  Share issue costs                                                                                                                     -
                                        (55)                 -                 -                 -                 (55)                             (55)
  Total loss
                                           -          (17,221)                 -                 -             (17,221)           (1 441)       (18,662)
  Other comprehensive
  income                                   -                 -             3,389                 -                3,389                 -          3,389
  Non-controlling interest at
  acquisition of Mega Power                -                 -                 -                 -                    -
                                                                                                                                      102            102
  Renewables
  Balance at 28 February
  2017                               137,585          (42,551)             3,389                 -               98,423           (9,262)         89,161
                                                                                                 -
                                                                               -
  Share issue                         26,000                 -                                                   26,000                 -         26,000
                                                                                                 -
  Share issue costs                                          -                 -                                                        -
                                     (2,520)                                                                    (2,520)                          (2,520)

  Share based payment
  reserve                                  -                 -                 -
                                                                                               114                 114                  -            114
  Other comprehensive
                                           -                 -                                                                          -
  income
                                                                           1,348                 -               1,348                             1,348
  Reclassification to OCI                  -                 -           (4,737)                 -             (4,737)                  -        (4,737)
  Non-controlling interest at
  disposal – Mega Power
                                                             -                 -                 -
  Renewables                               -                                                                         -              (102)          (102)
  Total loss
                                           -          (37,680)                 -                 -            (37,680)            (2,921)       (40,601)
   Balance at 28 February
                                                                               -
   2018                              161,065          (80,231)                                 114              80,948           (12,285)            68,663

   Notes                                 6                                                     13




Provisional Consolidated Statement of Cash Flows

The statement of cash flow of the Group for the year ended 28 February 2018 are set out below:
                                                                     
                                                                      Reviewed                      Audited
Figures in R'000                               Notes              28 February 2018              28 February 2017

Cash flows from operating activities
Cash used in operations                          7                        (19,036)                      (24,414)
Interest Income                                                                632                         1,287
Interest expense                                                              (35)                           (8)
Net cash outflow from operating activities                                (18,439)                      (23,135)

Acquisition of property, plant and equipment                              (13,662)                      (16,469)
Acquisition of intangible assets                                             (199)                       (4,260)
Proceeds on sale of property, plant and
equipment                                                                        -                            15
Net cash outflow from investing activities                                (13,861)                      (20,714)

Net proceeds on share issue                                                 23,480                        13,427
Finance lease capital re-payments                                            (210)                             -
Finance lease proceeds                                                         768                             -
Net cash inflow from financing activities                                   24,038                        13,427

Total cash movement for the period                                         (8,262)                      (30,422)
Cash at the beginning of the period                                         11,299                        41,721
Total cash at the end of the period                                          3,037                        11,299
NOTES TO THE FINANCIAL STATEMENTS

The notes to the financial information as at 28 February 2018 are set out below:

1.     Basis of preparation
The provisional consolidated financial statements for the year ended 28 February 2018 have been prepared and presented in accordance with the
requirements of the JSE Limited (“JSE Listings Requirements”) and the requirements of the South African Companies Act 71 of 2008, as amended.
The JSE Listings Requirements require summary reports to be prepared in accordance with the framework concepts and the measurement and
recognition requirements of International Financial Reporting Standards (“IFRS”) and the SAICA Financial Reporting Guides issued by the Accounting
Practices Committee and Financial Pronouncements issued by Financial Reporting Standards Council and to also, as a minimum, contain the
information required by IAS 34 Interim Financial Reporting.

The accounting policies used in the preparation of the provisional consolidated financial statements are in terms of IFRS and are consistent with those
applied in the preparation of the audited consolidated financial statements of Renergen (the Group) for the year ended 28 February 2017.

The directors take full responsibility for the preparation of the provisional report. These provisional consolidated financial statements have been
prepared under the supervision of Ms FH Ravele CA(SA), the Group’s Chief Financial Officer.

Auditor’s opinion

Grant Thornton, the Group’s independent auditor, has reviewed the condensed provisional consolidated financial statements for the year ended 28
February 2018 and have issued a modified review report. The auditor’s report contained the following material uncertainty related to going concern
section:
Without qualifying our conclusion, we draw attention to the note 2 to the condensed consolidated financial statements which indicates that the Group
incurred a net loss of R40.6 million for the year ended 28 February 2018. The Group currently does not have adequate cash reserves to finance its
operations and business objectives for the next 12 months. As stated in Note 15, these events or conditions, along with other matters as set forth in
Note 16, indicate that a material uncertainty exists that may cast significant doubt on the Group's ability to continue as a going concern.
The auditor's review conclusion does not necessarily cover all of the information contained in this announcement. Shareholders are therefore advised
that in order to obtain a full understanding of the nature of the reviewer’s work they should obtain a copy of that conclusion, together with the
accompanying financial information from the registered office of the Group.

2.       Operating Segments

An operating segment is a component of the Group that engages in business activities which may earn revenues and incur expenses and whose
operating results are regularly reviewed by the Group’s chief operating decision maker (Renergen Limited’s Chief Executive Officer) to allocate
resources and assess performance and for which discrete financial information is available.
The Group has the following reportable segments:

     • Corporate Head Office

     Corporate head office is a segment where all investment decisions are made. Renergen Limited is an investment holding company focused
     on investing in prospective green projects
     
     • Tetra4 (Pty) Ltd
     
     Tetra4 explores, develops and sells compressed natural gas to the South African market.
     
     • Mega Power Renewables
     
     Mega Power Renewables is in Côte d’Ivoire. This segment is managing the development of a hydro-electric project. Its functional currency is
     Euros. Closing balances of assets and liabilities have been translated at the closing Euro/ZAR exchange rate as at year end. On 23 February
     2018 Renergen decided to sell its investment in Mega Power Renewables, refer note 8 for details on the disposal.

Analysis of reportable segments as at 28 February 2018 is set out below:

  Figures in R'000               Corporate             Tetra4       Mega Power                   Total      Consolidating           Consolidated
  28 February 2018              Head Office                         Renewables                               Adjustments

  Revenue                            8,600              2,885                   -               11,485              (8,600)                  2,885

  External                                              2,885                   -                2,885                    -                  2,885

  Inter-segment                      8,600                   -                  -                8,600              (8,600)                      -
  Loss for the period             (11,392)            (29,209)                  -             (40,601)                    -              (40,601))
  Total Assets                     744,363             104,993                266              849,622            (735,370)                114,252
  Total liabilities                  4,249             176,525                  -              180,774            (135,185)                 45,589


 Comparatives


 Figures in R'000       Corporate Head                 Tetra4        Mega Power                 Total       Consolidating           Consolidated
 28 February 2017       Office                                       Renewables                              Adjustments

 Revenue                            5,098               1,722                   -               6,820               (5,098)                  1,722
 External                               -               1,722                   -               1,722                                        1,722
 Inter-segment                      5,098                   -                   -               5,098               (5,098)                      -
 Loss for the period                (565)            (18,097)                   -            (18,662)                     -               (18,662)
 Total Assets                     729,533             103,710              11,108             844,351             (719,574)                124,777
 Total liabilities                  1,621             146,035               7,508             155,164             (119,548)                 35,616
3.       Intangible assets

                                                  Accumulated            Accumulated
 Figures in R’000                        Cost    Amortisation            Impairment        Carrying Value



 28 February 2018

 Exploration and development costs      9,250             (32)                   -            9,218

 Molopo project mineral rights         56,579                -                   -           56,579

 Domain                                    41                -                   -               41

 Côte d’Ivoire Hydroelectric project   12,245                -            (12,245)                -

 Total                                 78,115             (32)            (12,245)           65,838




Comparatives

                                                    Accumulated           Accumulated
 Figures in R’000                       Cost        Amortisation           Impairment        Carrying Value
 28 February 2017

 Exploration and development costs      9,051               (13)                  -                9,038

 Molopo project mineral rights         56,579                  -                  -               56,579

 Domain                                    41                  -                  -                   41

 Côte d’Ivoire Hydroelectric project   10,897                  -                  -               10,897

 Total                                 76,568               (13)                  -               76,555

4.   Property, Plant and Equipment
     28 February 2018

                                                                                   Accumulated
                                                              Accumulated
                                                                                   Impairment
 Figures in R’000                         Cost               Depreciation                                    Carrying Value

 Computer software                          2,933                    (231)                   (3)                     2,699

 Furniture and fixtures                       751                    (197)                    -                        554

 IT equipment                                 248                    (123)                    -                        125

 Assets Under Construction                 10,090                        -                    -                     10,090

 Motor vehicles                             2,086                  (1,098)                    -                        988

 Office equipment                             134                     (63)                    -                         71

 Plant and machinery                       20,335                  (3,625)                    -                     16,710

 Leasehold improvements:

     Furniture and fixtures                   567                     (77)                    -                        490

     Office Equipment                         146                     (35)                    -                        111

 Finance Lease -Motor vehicle                 857                     (80)                    -                        777

 Total                                     38,147                  (5,529)                  (3)                     32,615


Comparatives

28 February 2017



                                                    Accumulated                 Accumulated
 Figures in R’000                    Cost           Depreciation                 Impairment            Carrying Value
 
 Computer software                    95                      (83)                     (3)                          9

 Furniture and fixtures              577                      (90)                      -                         487

 IT equipment                        163                      (53)                      -                         110

 Assets Under Construction           506                         -                      -                         506

 Motor vehicles                    2,086                     (771)                      -                       1,315

 Office equipment                    134                      (47)                      -                          87

 Plant and machinery              20,305                   (1,640)                      -                      18,665

 Leasehold improvements:

      Furniture and fixtures         300                      (14)                      -                         286

      Office Equipment               110                      (13)                      -                          97

 Finance Lease - Motor vehicle       210                      (16)                      -                         194

 Total                            24,486                   (2,727)                    (3)                      21,756


5.      Restricted cash

     Figures in R’000
     Cash in demand deposit account                               28 February 2018                        28 February 2017
     
     Environmental Rehabilitation guarantee                              1,632                                       -
     cash
                                                                         1,632                                       -
 
 The group has exploration rights over land in Evander (Mpumalanga) and in Virginia (Free state). The group has had to provide for its environmental
 management program associated with the exploration activities for the rehabilitation and management of negative environmental impacts associated
 with the exploration activities. The group has a rehabilitation provision of R3.1 million. The cash portion of this guarantee is invested in a call account
 and has been ringfenced for the use towards environmental rehabilitation. Due to this restriction the use of the cash is restricted, and it is classified as
 a non-current asset.


6.      Stated Capital
        Authorised                                                                 28 February 2018               28 February 2017

500 000 000 no par value shares                                                       500,000                         100,000
The shareholders approved an increase in authorized stated
capital from 100 million to 500 million on 29 September 2017.

Reconciliation of number of shares issued:
Opening balance                                                                        78,413                          77,376
Issue of shares – ordinary shares                                                       2,622                           1,037
                                                                                       81,035                          78,413

Reconciliation of issued stated
capital

Opening balance                                                                       137,585                         124,158

Issue of shares – ordinary shares issued for cash                                      26,000                          13,482
Share issue costs                                                                     (2,520)                           (55)

Total issued stated capital                                                           161,065                         137,585


7. Cash used in operations

 Figures in R’000                                                               28 February 2018                28 February 2017
 Loss before tax                                                                     (43,037)                        (24,896)
 Adjustments for:

 Depreciation                                                                          2,803                           1,828
 Amortisation                                                                             19                              13
 Impairment                                                                           12,245                               3
 Interest income                                                                       (632)                         (1,287)
 Interest expense                                                                         35                               8
 Imputed interest expense                                                              3,532                           3,156
 Share-based payment                                                                     114                               -
 Profit on sale of business – Mega Power Renewables                                   (4,708)                              -
 Loss on sale of assets                                                                     -                             15

 Other Non – cash Items                                                                     -
                                                                                                                           -
 Allocation to restricted cash                                                        (1,632)                              -
 Expected cash proceeds on disposal of Mega Power                                         135                              -
 Renewables
 Changes in working capital
 Trade and other receivables                                                            6,473                        (5,051)
 Trade and other receivables on disposal of Mega Power                                  (266)                              -
 Renewables
 Trade and other payables                                                               5,883                          1,797
 Total cash used in operations                                                       (19,036)                       (24,414)

8.    Sale of Business

In February 2018 Renergen disposed of their investment in Mega Power Renewables.

 Figures in R’000                                                                 28 February 2018               28 February 2017
 Trade and other receivables                                                                  266                             -

 Net asset value of Mega Power Renewables at disposal                                         266                             -

 Non - controlling Interest                                                                  (102)                            -
 Investment in Mega Power Renewables                                                           164
                                                                                                                              -
 Reclassification of Foreign Currency Translation Reserve to profit                        (4,737)
 and loss
 Cash proceeds from sale                                                                     (135)
                                                                                                                              -
 Profit on disposal of asset                                                                 4,708
                                                                                                                              -

9.   Revenue
Revenue was generated from the sale of Compressed Natural Gas. (‘’CNG’’)
 Figures in R’000                                                                  28 February 2018                       28 February 2017
 Sale of CNG                                                                                  2,885                         1,722
 Management fees                                                                                  -                             -
 Total                                                                                        2,885                         1,722

10.   Cost of sales
Cost of sales are comprised as follows:
Production costs entails depreciation costs of plant and equipment used in the production process, machinery maintenance costs and labor costs.




 Figures in R’000                                                                 28 February 2018                                 28 February 2017
 Cost of Compressed Natural Gas purchased                                                        -                                            (406)
 Compressed Natural Gas Production costs                                                   (3,483)                                          (1,721)
 Total                                                                                     (3,483)                                          (2,127)

11.   Operating Expenses

 Figures in R’000                                                                           28 February 2018                       28 February 2017

 Consulting and advisory fees                                                                         12,177                                 5,169
 Depreciation*                                                                                           803                                 1,022
 Directors fees                                                                                        1,339                                 1,276
 Employee costs**                                                                                      9,500                                 6,509
 Operating lease                                                                                         964                                      -
 Other Operating costs                                                                                 7,129                                 9,010
                                                                                                      31,912                                22,986

 *Depreciation of plant and machinery amounting to R2 million (28 February 2017: R0,86 million), is included in cost of sales. The
 operating plant became fully operational in September 2017, resulting in 5 months’ worth of depreciation being included in cost of sales.
 **Employee costs relating to manufacturing is included in cost of sales

12.   Loss per share

 Figures in R’000                                                             28 February 2018              28 February 2017
 Basic loss
 Loss from continuing operations attributable to equity owners of the                 (37,680)                      (17,221)
 parent
 Weighted average number of shares                                                     80,002                        77,611
 Basic loss per share (cents)                                                          (47.10)                       (22.19)


 Reconciliation of diluted loss
 Basic loss                                                                           (37,680)                      (17,221)
 Diluted loss                                                                         (37,680)                      (17,221)


 Weighted average number of shares                                                     80,002                        77,611
 Shares issuable on share-based payment                                                    81                              -
 Diluted weighted average number of shares                                             80,083                        77,611
 Diluted loss per share (cents)                                                        (47.05)                       (22.19)


 Reconciliation of basic loss to headline loss
 Basic loss attributable to equity owners of parent                                   (37,680)                      (17,221)
 Profit on disposal of assets                                                                -                          (15)
 Profit on disposal of business – Mega Power Renewables                                (4,708)                             -
 Impairment of fixed assets                                                                  -                            3
 Impairment of intangible assets                                                       12,245                              -
 Tax effects on disposal of fixed assets                                                     -                            4
 Headline loss                                                                        (30,143)                      (17,229)
 Headline loss per share (cents)                                                       (37.68)                       (22.20)
 Reconciliation of basic headline loss to diluted headline loss
 Headline loss                                                                        (30,143)                      (17,229)
 Diluted headline loss                                                                (30,143)                      (17,229)


 Diluted weighted average number of shares                                              80,083                        77,611
 Diluted headline loss per share (cents)                                               (37.64)                       (22.20)

13.   Share based payments
 Renergen granted shares to senior management and executive directors after the approval of a
 Bonus share scheme by shareholders on 29 September 2017. The Bonus Share Scheme did
 not exist in the prior year.

The share-based payment arrangement is described below:

 Bonus Share Plan

 Grant date/Employees entitled                                             Number of shares                  Vesting conditions

 Shares granted to executive directors

 Fulu Ravele                                                                                    36 months of service from grant date (05
                                                                                       58,734   October 2017)

 Shares granted to senior management

 Robert Katzke                                                                                  36 months of service from grant date (05
                                                                                       21,914   October 2017)


 Total number of bonus shares granted                                                  80,648

 Fair value per share at grant date                                                     10.22

 Total fair value of shares granted (figure in Rand Thousands)                            824
 The estimated fair value of the shares at grant date of R10.22 was calculated based on 30-day
 volume weighted average price.



 Effect on Financial Statements
 Figures in R’000Financial effect of share-based payment                         28 February 2018               28 February 2017
 transactions on Statement of Profit or Loss
 Share-based payment expense included in loss                                                 114                     -

 Financial effect of share-based payment transactions on
 Statement of Financial Position                                                 28 February 2018               28 February 2017


 Increase in Share Based Payment equity reserves                                              114                     -


14.   Correction of error

 The following errors were noted in the financial results for comparatives. These were not considered qualitatively material and thus comparatives
 were not restated.
 •       Intangible assets as at 28 February 2017 of R76.6 million incorrectly included a ring- fenced cash reserves of R1.1 million Molopo Mineral
         Rights. This amount should have been treated as restricted cash in non-current assets. The R1.1million has been included in the restricted
         cash balance in 28 February 2018. cash reserves are administered by Lombard Insurance on behalf of the Company and are invested in
         an-interest bearing account.
 •       Tangible net asset value per share was incorrectly calculated at 8.13 cents per share. This should have been 16.07 cents per share

15.   Events after the reporting period

Additional stated capital of R10 million was raised in March 2018. Management continue to raise funding to facilitate the development of renewable
and alternative energy projects.

As per the SENS announcement dated 07 March 2018, MHA Petroleum Consultants released an independent Reserve and Resources Evaluation
Report on Tetra4’s gas reserves. The Report indicated that Tetra4’s Total Proven and probable gas reserves are valued at R8.4 billion compared to
R6.6 billion in 2017.

As per the SENS announcement dated 21 May 2018 Renergen and AB-INBEV, through their respective subsidiaries Tetra4 Proprietary Limited
(“Tetra4”) and The South African Breweries Proprietary Limited (“SAB”), concluded off-take agreements for the provision of natural gas by Tetra4 to
SAB to use in displacing diesel use in trucks (the “Agreement”).
The directors are not aware of any other material event which occurred after the reporting period and up to the date of this report.

16.   Going concern

The Historical Financial Information has been prepared assuming the Group will continue as a going concern, which contemplates the realisation of
assets and satisfaction of liabilities in the normal course of business for the foreseeable future. The Group’s ability to achieve profitability is dependent
on the capital spends of proceeds raised in the capital raise. The Group intends to raise sufficient capital from its investor negotiations which took place
in May 2018 to finance its operations, business objectives and satisfaction of the Condition Precedent to the Industrial Development Corporation Loan
requiring a capital raise of R145 000 000. There is a material uncertainty in this capital raise, but Management is confident that the Company will be in
a position to draw under the loan by the end of the 2018/2019 financial year.

CORPORATE INFORMATION

Country of incorporation and domicile             South Africa

Company and registration number                   2014/195093/06

JSE Share code                                    REN

JSE ISIN                                          ZAE000202610

Registered office                                 First Floor
                                                  1 Bompas Road
                                                  Dunkeld West
                                                  2196

Nature of the business and principal activities   Energy company focused on alternative and renewable energy sectors in South Africa and
                                                  sub-Saharan Africa. The Company is listed on the JSE Alternative Exchange (“AltX”)

Directors                                         Stefano Marani
                                                  Fulu Ravele
                                                  Nick Mitchell
                                                  Brett Kimber
                                                  Mbali Swana
                                                  Luigi Matteucci
                                                  Bane Maleke

Auditors                                          Grant Thornton Johannesburg
                                                  Chartered Accountants (SA)
                                                  Registered Auditors
                                                  A South African member of Grant Thornton
                                                  International Limited
Company Secretary                                 Acorim Proprietary Limited

Transfer secretaries                              Computershare Investor Services Proprietary Limited

Designated adviser                                PSG Capital

Date: 01/06/2018 07:15:59 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,
 information disseminated through SENS.

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