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RENERGEN LIMITED - Condensed Consolidated Interim Results for the Six Months Ended 31 August 2018

Release Date: 23/11/2018 13:10
Code(s): REN     PDF:  
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Condensed Consolidated Interim Results for the Six Months Ended 31 August 2018

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


Key Features

Holder of the first and only onshore petroleum production right in South Africa

Approximately 187,000 hectares of production right area, with significant additional exploration right

Proven reserves with significant concentrations of helium

New gas sales agreements in place with customers, including Anheuser-Busch InBev, KAP Industrial,
and Linde Global Helium. Agreements expected to start translating into gas revenue in the 2020
financial year with CNG sales from Anheuser-Busch InBev, LNG and Helium sales to commence in
2021 financial year.

Debt facility in place from Industrial Development Corporation (IDC) to construct facility

Recently undertaken underwritten rights issue to raise sufficient capital to draw down IDC facility

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 Group with the first onshore
petroleum production right in South Africa, and the only one with an environmental authorisation to commence full-
scale production.


The environment for this last financial period was incredibly volatile both in financial markets as well as politically.
Most notably for South Africans however was the price of fuel at the pump, which strengthened the business case
for using natural gas as a cheaper alternative to more expensive liquid fuels. The added pressure on corporate
sustainability and more stringent climate change policies has also led to increased interest in customers moving away
from traditional fossil fuels over to cleaner forms of fuel such as natural gas.

Helium markets suffered similar levels of volatility, with the US Bureau of Land Management announcing the last
auction of crude helium which saw prices soar over 135% from last year’s auction. Helium shortages are expected
to persist for several years to come, which has placed Renergen in an ideal position to capitalise on its incredibly rich
helium concentrations when the plant becomes operational.

Renergen announced its intention to raise funds from the capital markets at the end of 2017 in order to commence
construction of the Liquid Natural Gas (LNG) and liquid helium plants. In light of domestic investor uncertainty owing
to the fluid political situation, obtaining the funding proved challenging and took longer than expected, which will lead
to delays in the main plant becoming operational. The Group however announced its underwritten rights issue for
R125 million, which surpasses the remaining condition to draw down on the IDC facility and therefore to commence
placing orders on equipment and suppliers.
The Group also announced its intention to look towards listing on the Australian Stock Exchange (ASX) in 2019,
which the Board feels will add greatly to the liquidity in the share given the ASX investor base’s familiarity with oil and

Operational overview

The compressed natural gas station has now operated for over 885 injury free days, as well as having no major
technical incidents causing the plant to shut down over similar period. We estimate that the buses running on natural
gas at the Megabus operation have saved in excess of 2.1 million kgs of carbon-dioxide emissions, proving the case
for sustainability and value for money for the operator.
Email investor queries to

Financial review

Headline loss per share improved from 21.15 cents to 19.43 cents

Revenue increased by 22.7% to R1.8 million (August 2017: R1.4 million). The increase is as a result of a higher
diesel price following a weaker Rand and higher oil prices.

Cost of sales has decreased by 12.6% to R1.6 million (August 2017: R1.9 million) as a result of improved cost

82.7% more cash was utilised in operations compared to August 2017. This is mostly attributable to getting ready
for the planned pipeline construction.

R4.8 million spent on plant, machinery and equipment on engineering of Tetra4’s Virginia operating plant

R1.9 million spent on gas exploration

Changes to the Board of Directors

The Board welcomes Francois Olivier to the Board as a Non-Executive Director

Francois Olivier is a portfolio manager at Mazi Capital. He has 18 years of investment research and portfolio
management experience, six years of which were spent in the USA. He is a Chartered Accountant and CFA Charter

We believe this appointment adds a new dimension to our Board and will aid the Executive team in developing the
Group strategy in order to unlock returns for all of our shareholders.

Other than the change mentioned above, there are no other changes to the board of directors.

Condensed Consolidated Statement of financial position

The statement of financial position of the Group as at 31 August 2018 are set out below:

                                                     Reviewed                   Unaudited         Audited
                                                                                              28 February
Figures in R'000          Notes                31 August 2018              31 August 2017            2018
Non - Current
Property Plant and
Equipment                                            35 853                    32 732            32 615
Intangible Assets           7                        67 765                    76 595            65 838
Deferred tax asset                                   10 824                     6 350             8 671
Restricted cash            10                         1 875                         -             1 632
Total non-current                                                                 115
assets                                              116 317                       677           108 756
Current Assets
Trade and other
receivables               11                          3 084                     3 928             2 459
Cash and cash
equivalents                9                          6 259                     4 139             3 037
Total current assets                                  9 343                     8 067             5 496

Total Assets                                        125 660                   123 744           114 252
Equity and
Stated capital                                      182 601                  147 531            161 065
Accumulated loss                                   (96 239)                     286)            (80 231)
Foreign currency
translation reserve                                       -                    4 707                  -
Share based
payment reserve          13                             268                        -                114
Equity attributable
to parent                                            86 630                    92 952            80 948
interest                                           (13 744)                  (11 029)           (12 285)
Total Equity                                         72 886                    81 923             68 663

Other financial
liabilities             15                           32 476                    28 753            30 545
Finance lease
obligation                                              313                         -               511
Provisions                                            3 100                     3 100             3 100
Total non-current
liabilities                                          35 889                    31 853            34 156

Current Liabilities
Trade and other
payables                14                           16 503                     9 968            11 167
Finance lease
obligation                                              382                          -              266
Total Current
Liabilities                                          16 885                     9 968            11 433

Total Liabilities                                    52 774                    41 821            45 589

Total Equity and
Liabilities                                         125 660                   123 744           114 252
Net asset value per
share (cents)                                         87.32                    103.16             84.73
Tangible net asset
value per share
(cents)                                                6.14                      6.71              3.49

Condensed 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 reviewed six- month period
ended 31 August 2018 are set out below:

                                                Reviewed        Unaudited       Audited
                                                                            28 February
Figures in R'000                  Notes   31 August 2018   31 August 2017          2018

Revenue                           5                1 753            1 429         2 885

Cost of sales                     6              (1 623)          (1 857)       (3 483)

Gross profit / (loss)                               130             (428)         (598)

Other income                                        691               23            59
Share - based payments            13               (154)                -         (114)
Impairment loss                                        -                -      (12 245)

Operating expenses                8             (18 441)         (16 694)      (31 912)
Profit on disposal of business                         -                -         4 708

Operating loss                                  (17 774)         (17 099)      (40 102)

Interest Income                                     124              222           632

Imputed interest expense                         (1 931)          (1 740)       (3 532)

Interest expense                                    (39)                -          (35)
Total loss before tax                           (19 620)         (18 617)      (43 037)

Taxation                                           2 153             115          2 436

Total loss after tax                            (17 467)         (18 502)      (40 601)
Other comprehensive income/
expenditure -
Items that may be reclassified to
profit or loss
Foreign currency translation
gain                                                   -            1 318         1 348
Foreign currency reserve
realised on disposal of business
– transfer to other
comprehensive income                                   -                -       (4 737)
Total Comprehensive loss for
the period                                      (17 467)         (17 184)      (43 990)

Total loss attributable to:
Owners of the parent                            (16 008)         (16 735)      (37 680)
Non-controlling interest                         (1 459)          (1 767)       (2 921)

                                                (17 467)         (18 502)      (40 601)
Total comprehensive loss
attributable to:
Owners of the parent                            (16 008)         (15 417)      (41 069)
Non- controlling interest                        (1 459)          (1 767)       (2 921)
                                                (17 467)         (17 184)      (43 990)

Loss per share

Basic loss per share (cents)                     (19.43)          (21.15)       (47.10)
Diluted loss per ordinary share
(cents)                                          (19.43)          (21.15)       (47.05)
 Weighted average number of
 shares (‘000)                                    82 372           79 135        80 002
 Number of shares in issue
 (‘000)                                           83 469           79 413        81 035

 Headline loss per share
 Basic headline loss per share
 (cents)                                         (19.43)           (21.15)      (37.68)
 Diluted headline loss per share
 (cents)                                         (19.43)           (21.15)      (37.64)
 Weighted average number of
 shares (‘000)                                    82 372            79 135       80 002
 Number of shares in issue
 (‘000)                                           83 469            79 413       81 035

 Condensed Consolidated Statement of Changes in Equity

The statement of changes in equity of the Group for the reviewed six- month period ended 31 August 2018 are set
out below:

                                                    Foreign       Share     Equity
                                                   Currency       based    Attribut           Non-
                      Stated       Accumulated    Translatio   payment      able to      Controllin       Total
Figures in R'000      Capital            Loss     n Reserve     reserve     parent       g interest      Equity
Balance at 01
March 2017            137 585          (42 551)       3 389            -    98 423          (9 262)      89 161

Share issue            10 000                 -            -           -    10 000                   -   10 000
Share issue                                                            -
costs                     (54)                -            -                   (54)                  -      (54)
income                       -                -       1 318            -      1 318                  -    1 318

Total loss for the                                                                                        (18
period                       -         (16 735)            -           -   (16 735)         (1 767)         502)
Balance at 31
August 2017           147 531          (59 286)       4 707                 92 952         (11 029)      81 923

Share issue            16 000                 -            -           -    16 000                   -   16 000
Share issue
costs                  (2 466)                -            -           -    (2 466)                  -   (2 466)
Share based
payment reserve              -                -            -         114       114                   -      114

Total loss for the                                                                                       (22 099
period                       -         (20 945)            -           -   (20 945)            (1 154)         )
Foreign currency
reserve realised
on disposal of
recycled to profit
or loss                      -                -      (4 707)           -    (4 707)                  -   (4 707)
Non- controlling
interest at
disposal -Mega               -                -            -           -          -             (102)      (102)
Balance at 28
February 2018          161 065        (80 231)                -       114    80 948          (12 285)     68 663

Share issue             21 760                -               -         -    21 760               -      21 760
Share issue
costs                    (224)                -               -         -      (224)              -       (224)
Share based
payment reserve              -                -               -       154        154              -        154

Total loss for the                                                                                        (17
period                       -         (16 008)                -         -   (16 008)       (1 459)          467)
Balance at 31
August 2018            182 601         (96 239)                -       268    86 630       (13 744)        72 886

Condensed Consolidated Statement of Cash Flows

The statement of cash flow of the Group for the reviewed six- month period ended 31 August 2018 are set out

                                               Reviewed                Unaudited              Audited
                                                                                          28 February
Figures in R'000                        31 August 2018            31 August 2017                2018

Cash flows from operating
Cash used in operations                           (11 566)                  (6 330)              036)

Interest Income                                       124                      222                632

Interest expense                                      (39)                        -              (35)
Net cash outflow from                                                                             (18
operating activities                              (11 481)                  (6 108)              439)

Acquisition of property, plant
and equipment                                      (4 823)                 (12 292)          (13 662)
Acquisition of intangible
assets                                             (1 927)                     (72)             (199)
Net cash outflow from
investing activities                               (6 750)                 (12 364)          (13 861)

Net proceeds on share issue                        21 536                    9 946             23 480
Finance lease capital re-
payments                                              (83)                        -             (210)
Finance lease proceeds                                   -                        -               768
Increase of environmental
rehabilitation guarantee                                 -                     264                  -
Net cash inflow from
financing activities                               21 453                   10 210             24 038

Total cash movement for
the period                                          3 222                   (8 262)            (8 262)
Cash at the beginning of the
period                                              3 037                   12 401             11 299
Total cash at the end of the
period                                              6 259                    4 139              3 037


The notes to the financial information as at 31 August 2018 are set out below:

1.     Basis of preparation
The reviewed condensed interim financial statements are prepared in accordance with the Listings Requirements
of JSE Limited (“Listings Requirements”) for interim reports, and the requirements of the Companies Act (Act 71
of 2008 as amended) applicable to condensed financial statements. The Listings Requirements require interim
reports to be prepared in accordance with International Financial Reporting Standards, IAS 34 Interim Financial
Reporting and the SAICA Financial Reporting Guides as issued by the Accounting Practices Committee and the
Financial Reporting Pronouncements as issued by the Financial Reporting Standards Council. The board of
directors of Renergen Limited (“the Board”) takes full responsibility for the preparation of this interim report. The
condensed financial statements comprise the condensed statement of financial position as at 31 August 2018
and the condensed statements of comprehensive income, changes in equity and cash flows for the period ended
31 August 2018. This is the first set of the Group’s financial statements where IFRS 15 and IFRS 9 have been
applied. Changes to significant accounting policies are described in note 4.
These condensed interim financial statements have been reviewed by the Company’s auditors and were prepared
under the supervision of the Chief Financial Officer, Miss F Ravele CA(SA).

Grant Thornton Johannesburg Partnership, the group’s independent auditor, has reviewed the Condensed
Consolidated Interim Results for the period ended 31 August 2018 and have expressed an unmodified review
conclusion thereon. A copy of the auditor’s review report is available for inspection at the company’s registered
office together with the financial information identified in the auditor’s report. The auditor’s review report does not
necessarily report on all 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 review report together with the accompanying financial information from the company’s registered

The directors take full responsibility for the preparation of these financial results.

2.   Accounting policies

All accounting policies applied in these interim financial statements are in terms of IFRS and are consistent with
those applied by the Group in its consolidated financial statements for the year ended 28 February 2018, except
for new standards related to the application of IFRS 15 and IFRS 9, which are described in note 4.

3.   Significant Accounting Policies

3.1. Consolidation

Basis of consolidation

The consolidated financial statements incorporate the financial statements of the Group and all investees
which are controlled by the Group.

The results of subsidiaries are included in the consolidated financial statements from the effective date of
acquisition to the effective date of disposal.

Non-controlling interests in the net assets of consolidated subsidiaries are identified and recognised
separately from the group's interest therein and are recognised within equity. Losses of subsidiaries
attributable to non-controlling interests are allocated to the non-controlling interest even if this results in a
debit balance being recognised for non-controlling interest.
Business combinations

The Group accounts for business combinations using the acquisition method of accounting. The cost of
the business combination is measured as the aggregate of the fair values of assets given, liabilities incurred
or assumed and equity instruments issued. Costs directly attributable to the business combination are
expensed as incurred, except the costs to issue debt which are amortised as part of the effective interest and
costs to issue equity which are included in equity. The excess of the consideration transferred over the fair
value of the Group’s share of the identifiable net assets of the subsidiary acquired is recorded as goodwill. If
the consideration transferred is less than the Group’s share of the fair value of the net assets of the subsidiary
acquired, the difference is recognised directly in the statement of comprehensive income. All intergroup
transactions, balances and unrealised gains and losses on transactions between entities of the Group have
been eliminated. When necessary, accounting policies of subsidiaries have been changed to ensure
consistency with the policies adopted by the Group.

3.2. Property, plant and equipment

Property, plant and equipment is carried at cost less accumulated depreciation and accumulated impairment

Property, plant and equipment is initially measured at cost. Cost includes all of the expenditure which is directly
attributable to the acquisition or construction of the asset.

Expenditure incurred subsequently for major services, additions to or replacements of parts of property, plant
and equipment are capitalised if it is probable that future economic benefits associated with the expenditure will
flow to the Group and the cost can be measured reliably. Day to day servicing costs are included in profit or
loss in the year in which they are incurred.

Depreciation is charged to write off the asset's carrying amount over its estimated useful life to its estimated
residual value, using a method that best reflects the pattern in which the asset's economic benefits are
consumed by the company. Construction assets are not depreciated as they are not ready and available for the
use intended by management. Leased assets are depreciated in a consistent manner over the shorter of their
expected useful lives and the lease term.

The useful lives of items of property, plant and equipment have been assessed as follows:

Item                                                     Depreciation method           Average useful life

Computer software                                        Straight line                 10 years
Furniture and fittings                                   Straight line                 6 years
IT equipment                                             Straight line                 3 years
Assets under Construction                                Not applicable                Not applicable
Motor vehicles                                           Straight line                 5 years
Office equipment                                         Straight line                 6 years
Plant and machinery                                      Straight line                 10 years
Leasehold improvements- Furniture and fittings           Straight line                 6 years
Leasehold improvements-Office equipment                  Straight line                 6 years
Finance - Motor vehicle                                  Straight line                 5 years

The residual value, useful life and depreciation method of each asset are reviewed at the end of each reporting
year. If the expectations differ from previous estimates, the change is accounted for prospectively as a change
in accounting estimate.
The depreciation charge for each year is recognised in profit or loss unless it is included in the carrying amount
of another asset.

Impairment tests are performed on property, plant and equipment when there is an indicator that they may be
impaired. When the carrying amount of an item of property, plant and equipment is assessed to be higher than
the estimated recoverable amount, an impairment loss is recognised immediately in profit or loss to bring the
carrying amount in line with the recoverable amount.

An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits
are expected from its continued use or disposal.

3.3. Areas of Significant Judgements

In preparing the financial statements, management is required to make estimates and assumptions that
affect the amounts represented in the financial statements and related disclosures. Use of available
information and the application of judgement is inherent in the formation of estimates. Actual results in the
future could differ from these estimates which may be material to the financial statements. Significant
judgements include:

Loans and receivables

The company assesses its loans and receivables for impairment at the end of each reporting period. In
determining whether an impairment loss should be recorded in profit or loss, the company makes judgements
as to whether there is observable data indicating a measurable decrease in the estimated future cash flows
from a financial asset.

The impairment for loans and receivables is calculated on a subsidiary basis, based on historical loss ratios,
and other indicators present at the reporting date that correlate with defaults on the subsidiary. These annual
loss ratios are applied to loan balances in the subsidiary.

Impairment testing

The recoverable amounts of cash-generating units and individual assets have been determined based on
the higher of value-in-use calculations and fair values less costs to sell. These calculations require the use
of estimates and assumptions. It is reasonably possible that the assumption may change which may then
impact our estimations and may then require a material adjustment to the carrying value of tangible assets.

The company reviews and tests the carrying value of assets when events or changes in circumstances
suggest that the carrying amount may not be recoverable. Assets are grouped at the lowest level for which
identifiable cash flows are largely independent of cash flows of other assets and liabilities. If there are
indications that impairment may have occurred, estimates are prepared of expected future cash flows for
each group of assets. Expected future cash flows used to determine the value in use of tangible assets are
inherently uncertain and could materially change over time. They are significantly affected by several

Useful lives of depreciable assets

Management reviews its estimate of the useful lives and residual values of depreciable assets and intangible
assets at each reporting date, based on the expected utility of the assets. Uncertainties in these estimates
relate to technical obsolescence or depleting gas reserve volumes that may change the utility of certain assets.

3.4. Areas of Estimates


Judgement is required in determining the provision for income taxes due to the complexity of legislation.
There are many transactions and calculations for which the ultimate tax determination is uncertain during the
ordinary course of business. The company recognises liabilities for anticipated tax audit issues based on
estimates of whether taxes will be due. Where the final tax outcome of these matters is different from
the amounts that were initially recorded, such differences will impact the income tax and deferred tax
provisions in the period in which such determination is made.

The company recognises the net future tax benefit related to deferred tax assets to the extent that it is
probable that the deductible temporary differences will reverse in the foreseeable future. Assessing the
recoverability of deferred tax assets requires the company to make significant estimates related to
expectations of future taxable income. Estimates of future taxable income are based on forecast cash flows
from operations and the application of existing tax laws in each jurisdiction. To the extent that future cash
flows and taxable income differ significantly from estimates, the ability of the company to realise the net
deferred tax assets recorded at the end of the reporting period could be impacted.

3.5. Areas of significant judgements

In preparing these interim financial statements, management has made judgements and estimates that affect
the application of accounting policies and the reported amounts of assets and liabilities, income and
expense. Actual results may differ from these estimates.

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 described in the annual financial statements for
year ended 28 February 2018, except for new significant judgements and key sources of estimation
uncertainty related to the application of IFRS 15 and IFRS 9, which are described in note 4.

3.6. Intangible assets

Intangible assets are initially recognised at cost.
Expenditure on research (or on the research phase of an internal project) is recognised as an expense when
it is incurred. An intangible asset arising from development (or from the development phase of an internal
project) is recognised when:

•     it is technically feasible to complete the asset so that it will be available for use or sale.
•     there is an intention to complete and use or sell it.
•     there is an ability to use or sell it.
•     it will generate probable future economic benefits.
•     there are available technical, financial and other resources to complete the development and to use or
      sell the asset.
•     the expenditure attributable to the asset during its development can be measured reliably. Intangible
      assets are carried at cost less any accumulated amortisation and any impairment losses.

The amortisation period and the amortisation method for intangible assets are reviewed every period-end.

Reassessing the useful life of an intangible asset with a finite useful life after it was classified as indefinite is
an indicator that the asset may be impaired. As a result, the asset is tested for impairment and the
remaining carrying amount is amortised over its pattern of use. All assets with finite useful life are assessed
for impairment annually.

Item                                                                       Amortisation
Exploration and development costs                                          Pattern of use (units)
Molopo project mineral rights                                              Pattern of use (units)
Domain names                                                               Indefinite useful lives

3.7. Financial instruments

3.7.1. Financial Assets

Initial recognition and measurement

Financial instruments are recognised initially when the Group becomes a party to the contractual provisions
of the instruments.
The Group classifies financial instruments, or their component parts, on initial recognition as a financial
asset, a financial liability or an equity instrument in accordance with the substance of the contractual
Financial instruments are measured initially at fair value, except for equity investments for which a fair value
is not determinable, which are measured at cost and are classified as available-for-sale financial assets.
For financial instruments which are not at fair value through profit or loss, transaction costs are included in
the initial measurement of the instrument.

Subsequent measurement

Loans and receivables are subsequently measured at amortised cost, using the effective interest method,
less accumulated impairment losses.

      a.     Trade and receivables

Trade receivables are measured at initial recognition at fair value and are subsequently measured at
amortised cost using the effective interest rate method. Appropriate allowances for estimated irrecoverable
amounts are recognised in profit or loss when there is objective evidence that the asset is impaired.
Significant financial difficulties of the debtor, probability that the debtor will enter bankruptcy or financial
reorganisation, and default or delinquency in payments (more than 30 days overdue) are considered
indicators that the trade receivable is impaired. The allowance recognised is measured as the difference
between the asset’s carrying amount and the present value of estimated future cash flows discounted at the
effective interest rate computed at initial recognition.

The carrying amount of the asset is reduced using an allowance account, and the amount of the loss is
recognised in profit or loss within operating expenses. When a trade receivable is uncollectable, it is written
off against the allowance account for trade receivables. Subsequent recoveries of amounts previously written
off are credited against operating expenses in profit or loss.

      b.     Cash and cash equivalents

In the consolidated statement of financial position cash and cash equivalents includes cash in hand.

       c. Restricted Cash

The company has cash deposits in call accounts that have been ring-fenced. These cash deposits are used
for environmental rehabilitation. This cash is not treated as cash and cash equivalent.

       d. Other financial assets

Other financial assets held at amortised cost include a loan to minority shareholders held as a current asset.
The loan is held at cost and is repayable on demand.

3.7.2. Financial Liabilities
Financial liabilities held at amortised cost include trade payables, accruals, other payables and borrowings.

       a.   Trade and other payables

     Trade payables are initially measured at fair value, and are subsequently measured at amortised cost, using
     the effective interest rate method.

       b.   Other financial liabilities

     Other financial liabilities are recognised initially at fair value, net of transaction costs, and are subsequently
     stated at amortised cost and include accrued interest and prepaid interest. Other financial liabilities are
     classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability
     for at least 12 months from the balance sheet date.

4.    Changes in accounting policies

     The interim condensed consolidated financial statements do not include all the information and disclosures
     required in the annual financial statements, and should be read in conjunction with the Group’s annual
     financial statements as at 28 February 2018. The accounting policies adopted in the preparation of the
     interim condensed consolidated financial statements are consistent with those followed in the preparation of
     the Group’s annual consolidated financial statements for the year ended 28 February 2018, except for the
     adoption of new standards effective as of 1 January 2018.

     4.1. IFRS 9 (Financial Instruments)

     IFRS 9 was effective for the current period. As permitted by IFRS 9, Renergen Group has not restated
     comparative information for 2018 for financial instruments in the scope of IFRS 9. Therefore, the
     comparative information for 2017 is reported under IAS 39 and is comparable to the information presented
     for 2018. There is, however, no material impact from IFRS 9 on the Interim Condensed Consolidated
     Financial Statements as there were no expected impairments from trade and other receivables.

     4.2.   4.2 IFRS 15 (Revenue from Contracts with Customers)

     Application of the standard is mandatory for reporting periods beginning on or after 1 January, 2018. This
     standard provides a single, principles-based five-step model for the determination and recognition of revenue
     to be applied to all contracts with customers. It replaces in particular IAS 18 (Revenue) and has no material
     effect on the prior year and current year presentation of Renergen Group results of consolidated statement
     of comprehensive income and financial position, however it will lead to additional disclosure in the
     accounting policies and notes. Renergen Group currently services one customer in South Africa and does
     not export any CNG.
     IFRS 15 – Disaggregation
     The impact of adopting IFRS 15, does not result in any further disaggregation of revenue as compared to the
     segmental report of the financial statements as the Group only has one source of revenue from one South
     African customer.
     The Group has not early adopted any other standard, interpretation or amendment that has been issued but
     is not yet effective.

5.    Revenue
Revenue was generated from the sale of Compressed Natural Gas (‘’CNG’’).
CNG is produced and sold directly to one South African customer at present, as a result disaggregation of revenue
has not been disclosed.

                                                                                          Audited 28 February
                                   Reviewed 31 August         Unaudited 31 August                        2018
Figures in R’000                                2018                        2017

Sale of CNG                                    1 753                       1 429                       2 885
Total                                          1 753                       1 429                       2 885

6.    Cost of sales

                                                                                          Audited 28 February
                                    Reviewed 31 August         Unaudited 31 August                       2018
Figures in R’000                                 2018                        2017

Employee costs                                      (525)                     (470)                    (980)
Plant Depreciation                                (1 001)                     (986)                  (1 985)
CNG purchased                                           -                     (166)                    (166)
Repairs and Maintenance                              (97)                     (235)                    (352)
Total                                             (1 623)                    (1 857)                 (3 483)

7.    Intangible assets

Figures in R’000                                 Cost                  Amortisation         Carrying Value

Reviewed 31 August 2018

Exploration and development
costs                                          11 177                          (32)                11 145
Molopo project mineral rights                  56 579                             -                56 579
Domain                                             41                             -                    41
Total                                          67 797                          (32)                67 765


Figures in R’000                                  Cost             Amortisation             Carrying Value

Unaudited 31 August 2017

Exploration and development
 costs                                           12 223                       (26)                  12 197
Molopo project mineral rights                    52 112                          -                  52 112
Domain                                               41                          -                      41
Côte d’Ivoire Hydroelectric
project                                          12 245                          -                  12 245

Total                                            76 621                       (26)                  76 595

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

Audited 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

8.      Operating Expenses

                                                                                                      Audited 28
                                          Reviewed 31 August         Unaudited 31 August           February 2018
Figures in R’000                                        2018                        2017

Consulting and advisory fees                         (5 875)                     (2 644)              (12 177)
Depreciation*                                          (586)                       (316)                 (803)
Non-Executive Directors fees                           (656)                       (648)               (1 339)
Executive Directors Fees***                          (2 787)                     (2 787)               (6 040)
Employee costs**                                     (4 247)                     (2 365)               (3 460)
Operating lease                                        (538)                           -                 (964)
Other Operating costs                                (3 752)                     (7 934)               (7 129)
                                                    (18 441)                    (16 694)              (31 912)

*Depreciation of plant and machinery amounting to R1 million (31 August 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 and 7 months’ worth is included in
operating expenses for the period ended 28 February 2018.
**Employee costs relating to manufacturing is included in cost of sales
*** The Remuneration Committee and the Board of Directors reviewed PWC’s report on salary for
Executive Directors after August 2018, therefore executives’ salary structure remained unchanged for the
first six months of the year.

9.      Cash and cash equivalents

The accounting policies for financial instruments have been applied to the line items below:

                                                                                                   Audited 28
                                     Reviewed 31 August          Unaudited 31 August            February 2018
Figures in R’000                                  2018                         2017

Bank                                                 6 259                       4 139                    3 037
Total                                                6 259                       4 139                    3 037

10. Restricted cash

                                                                                                      Audited 28
                                       Reviewed 31 August         Unaudited 31 August              February 2018
Figures in R’000                                    2018                        2017
Environmental rehabilitation
guarantee cash                                        1 875                           -                  1 632
Total                                                 1 875                           -                  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 programme 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 ring-fencing the use of the
cash is restricted, and it is classified as a non-current asset.

11. Trade and other receivables
   Figures in Rand thousands
                                                                                                      Audited 28
                                       Reviewed 31 August         Unaudited 31 August              February 2018
Trade and other receivables                        2018                        2017
Deposits                                                214                         214                      214
Other receivables*                                      684                         705                      505
Prepayments                                           1 429                       1 085                    1 403
Value added tax receivable                              757                       1 924                      337
Total                                                 3 084                       3 928                    2 459

*Other receivables include R0.380 million (31 August 2017: R0.529 million), receivable from revenue sold on 30
days payment terms.

12. Segments analysis

The operating segments are reported in a manner consistent with the annual financial statements as at 28
February 2018.

Renergen Limited has two operating segments, Renergen sold its investment in Mega Power Renewables on
23 February 2018, thus reducing the segments from three to two.

• Corporate Head Office

Corporate head office is a segment where all investment decisions are made. Renergen Limited is the 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

Figures in R'000               Corporate           Tetra4             Total        Consolidating       Consolidated
Reviewed 31                   Head Office                                            Adjustments
August 2018
                                     5 550            1 753            7 303              (5 550)          1 753
External                                              1 753            1 753                   -           1 753
Inter-segment                         5 550               -            5 550              (5 550)              -
Loss for the period                 (2 872)         (14 595)         (17 467)                   -       (17 467)
Total Assets                        764 280          111 926          876 206            (750 546)       125 660

Total liabilities                    5 347           198 054          203 401            (150 627)        52 774


Figures in
R’000                  Corporate
Unaudited 31          Head Office          Tetra4       Mega Power                     Consolidating     Consolidat
August 2017                                             Renewables         Total       Adjustments              ed

Revenue                     5 000           1 429             -            6 429          (5 000)         1 429
External                        -           1 429             -            1 429                -         1 429
Inter-segment               5 000               -             -            5 000          (5 000)              -
Loss for the
period                     (831)         (17 671)                 -       (18 502)                  -     (18 502)
Total Assets             738 650          102 439             12 481       853 570           (729 826)     123 744
Total liabilities          1 678          162 381              7 508       171 567           (129 746)       41 821

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

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

13. Share based payment

Renergen granted shares to senior management and an executive director after the approval of a Bonus Share
Scheme by shareholders on 29 September 2017. Further shares were granted to senior management and general
employees on 6 July 2018. All shares vest after 36 months of employment with the company. Renergen had no
share-based payments in the six- month comparative period ended 31 August 2017.

                                          Reviewed 31 August 2018                      Audited 28 February 2018
                            Number        Fair value                           Number of         per
                           of shares      per share            Value of           shares    share at   Value of
                           awarded          at grant            Shares          awarded        grant    Shares
                             (‘000)             date            (R'000)            (‘000)       date    (R'000)
Opening balance
F Ravele
(granted 5
October 2017)                    59             10.22               600                   -            -          -
Allocation for the
F Ravele
(granted 5
October 2017)                     -                -                  -                  59         10.22       600
Closing shares
award                            59                                 600                  59                     600

Opening balance
R Katzke (granted
5 October 2017)                  22            10.22               224                   -             -        -
Allocation for the
period                                                                                                          -
K Patel (granted 6
July 2018)                       10             9.9                 99                   -            -         -
M Stuart (granted 6
July 2018)                        7             9.9                 69
R Katzke (granted
6 July 2018)                      8             9.9                 79                  22         10.22       224

Closing shares
awarded                          47                                471                  22                     224


Opening                           -               -                  -                   -             -        -
Allocation for the
period (granted 6
July 2018)                        4             9.9                 40                   -             -        -

Closing awarded                   4                                 40                   -             -        -

Total shares
awarded to date                 110                              1 111                  81                    824

STATEMENTS                        Reviewed 31 August 2018              Audited 28 February 2018
                                             Statement of                          Statement of
                                                financial                             financial
                                                position-                             position-
                        Statement of        shares based                          shares based
                          profit and            payments     Statement of profit      payments
Figures in R’000                loss           reserves             and loss         reserves

Opening Balance                  114              114

EXECUTIVES                        83               83                     -                -

SENIOR MANAGEMENT                 31               31                     -                -

GENERAL EMPLOYEE                 -                                        -                -

Movement                          40              154                   114              114
allocation of prior year
awarded shares                    17              100                    83               83
– allocation of prior year
awarded shares                     6               37                    31               31
–allocation of current
year awarded shares               15               15                     -                -

– allocation of current
year awarded shares                2                2                     -                -

Closing balance                  154              268                    114             114

14. Trade and other payables

                                                                                                       Audited 28
                                        Reviewed 31 August         Unaudited 31 August              February 2018
 Figures in Rand thousands                            2018                        2017

Trade payables                                        13 090                      7 891                    9 651
Accrued expenses                                       2 279                      1 430                      610
Accrued leave                                          1 134                        647                      906
Total                                                 16 503                      9 968                   11 167

15. Other financial liabilities

                                               Reviewed 31                 Unaudited 31                Audited 28
                                               August 2018                 August 2017              February 2018
Figures in Rand thousands

Held at amortised cost
Molopo Energy Limited                                  32 476                     28 753                   30 545
Total                                                  32 476                     28 753                   30 545

Molopo Energy Limited

Tetra4 (Pty) Ltd entered into a R50 million loan agreement on 01 May 2013. This loan was part of the conditions
of the sale of shares in Tetra4 (Pty) Ltd from Molopo Energy Limited to Windfall Energy (Pty) Ltd. The loan
agreement is for the period from inception of the loan on 1 May 2013 until 31 December 2022. During this period,
the loan is unsecured and interest free. The loan can only be repaid when Molopo South Africa declares a dividend
and 36% of distributable profits must be repaid before a dividend is declared. In the event that by 31 December
2022 the loan is not repaid, the loan shall bear interest at prime overdraft plus 2 percent and will have no
repayment terms. Shareholders loans can only be repaid after the loans from Molopo Energy Limited have been

The loan is discounted to present value for the period that it is interest free at a discount rate which is equal to the
prime lending rate plus 2 percent which at 31 August 2018 is 12% (prime lending rate of 10% plus 2%). The
imputed interest expense is included in profit and loss. The fair value of the loan amount outstanding at 31 August
2018 amounts to ZAR30.5 million.

16. Contingent liabilities and commitments

     16.1. Contingent liabilities
       There are no contingent liabilities in the reviewed condensed interim financial statements for 31 August

     16.2. Commitments
       The were no material changes to the commitments as disclosed in the annual financial statements for 28
       February 2018.

17. Events after the reporting period

On 26 October 2018 Renergen released an announcement on SENS, wherein it was further disclosed that the
Group intends listing on the Australian Stock Exchange (ASX) in the first half of 2019. Renergen has undertaken
a fully underwritten rights issue on the JSE for R125 million. The funds raised through the Rights Offer
combined with the funds to be raised on the listing on the ASX, will be used to commence the proposed
expansion of the Virginia Gas Project, which is to be undertaken in stages. Stage one involves connecting 12
gas wells to a new gas pipeline and constructing a new plant for helium and LNG with an anticipated maximum
daily production capacity of 350 kg of liquid helium and 50 tons of LNG (“New Plant”).

18. Going concern

The unaudited, reviewed condensed interim financial statements 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.

A condition of the Industrial Development Corporation (IDC) debt funding announced on 27 May 2017, is the
Group’s ability to raise its own capital of R145 million which will be fulfilled on completion of the rights offers
announced on 26 October 2018. Tetra4’s access to the R218 million facility from the IDC to and Renergen’s
secondary listing on the Australian Securities Exchange in 2019 will finance the expansion of the Virginia Gas
Project will result in unlocking of gas volumes which see the Group generating profits on the sale of LNG and
Helium. Management is confident that the business will be able to continue as a going concern.


23 November 2018


Registered office                                                  First Floor
                                                                   1 Bompas Road
                                                                   Dunkeld West

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
                       Francois Olivier

Auditors               Grant Thornton Johannesburg Partnership
                       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

Designated adviser     PSG Capital

Date: 23/11/2018 01:10:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
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