Wrap Text
Appendix 5B
Orion Minerals Limited
Incorporated in the Commonwealth of Australia
Australian Company Number 098 939 274
ASX share code: ORN
JSE share code: ORN
ISIN: AU000000ORN1
(“Orion” or “the Company”)
APPENDIX 5B
+Rule 5.5
Mining exploration entity and oil and gas exploration entity quarterly report
Introduced 01/07/96 Origin Appendix 8 Amended 01/07/97, 01/07/98, 30/09/01, 01/06/10, 17/12/10, 01/05/13, 01/09/16
Name of entity
Orion Minerals Ltd
ABN Quarter ended (“current quarter”)
76 098 939 274 September 2019
Consolidated statement of cash flows Current quarter Year to date
$A’000 (3 months)
$A’000
1. Cash flows from operating activities
1.1 Receipts from customers --- ---
1.2 Payments for
(a) exploration & evaluation (2,864) (2,864)
(b) development --- ---
(c) production --- ---
(d) staff costs (411) (411)
(e) administration and corporate costs (634) (634)
1.3 Dividends received (see note 3) --- ---
1.4 Interest received 11 11
1.5 Interest and other costs of finance paid (185) (185)
1.6 Income taxes paid --- ---
1.7 Research and development refunds --- ---
1.8 Other (provide details if material) --- ---
1.9 Net cash from / (used in) operating activities (4,083) (4,083)
+ See chapter 19 for defined terms
1 September 2016 Page 1
Consolidated statement of cash flows Current quarter Year to date
$A’000 (3 months)
$A’000
2. Cash flows from investing activities
2.1 Payments to acquire:
(a) property, plant and equipment --- ---
(b) tenements (see item 10) --- ---
(c) investments --- ---
(d) other non-current assets --- ---
2.2 Proceeds from the disposal of:
(a) property, plant and equipment --- ---
(b) tenements (see item 10) --- ---
(c) investments --- ---
(d) other non-current assets --- ---
2.3 Cash flows from loans to other entities --- ---
2.4 Dividends received (see note 3) --- ---
2.5 Other (provide details if material) --- ---
2.6 Net cash from / (used in) investing activities --- ---
3. Cash flows from financing activities
3.1 Proceeds from issues of shares 3,334 3,334
3.2 Proceeds from issue of convertible notes --- ---
3.3 Proceeds from exercise of share options --- ---
3.4 Transaction costs related to issues of shares, --- ---
convertible notes or options
3.5 Proceeds from borrowings --- ---
3.6 Repayment of borrowings --- ---
3.7 Transaction costs related to loans and --- ---
borrowings
3.8 Dividends paid --- ---
3.9 Other (provide details if material) --- ---
3.10 Net cash from / (used in) financing activities 3,334 3,334
4. Net increase / (decrease) in cash and
cash equivalents for the period
4.1 Cash and cash equivalents at beginning of
period 1,395 1,395
4.2 Net cash from / (used in) operating activities (4,083) (4,083)
(item 1.9 above)
4.3 Net cash from / (used in) investing activities --- ---
(item 2.6 above)
4.4 Net cash from / (used in) financing activities 3,334 3,334
(item 3.10 above)
+ See chapter 19 for defined terms
1 September 2016 Page 2
Consolidated statement of cash flows Current quarter Year to date
$A’000 (3 months)
$A’000
4.5 Effect of movement in exchange rates on cash (25) (25)
held
4.6 Cash and cash equivalents at end of period 621 621
5. Reconciliation of cash and cash Current quarter Previous quarter
equivalents $A’000 $A’000
at the end of the quarter (as shown in the
consolidated statement of cash flows) to the
related items in the accounts
5.1 Bank balances 621 621
5.2 Call deposits --- ---
5.3 Bank overdrafts --- ---
5.4 Other (provide details) --- ---
5.5 Cash and cash equivalents at end of quarter 621 621
(should equal item 4.6 above)
Note: On 25 October 2019, the Company announced that it received commitments from investors to raise $6.4M
by way of placement of approximately 222M Shares at $0.025 per Share by way of placement (refer ASX release
25 October 2019 for further details).
6. Payments to directors of the entity and their associates Current quarter
$A'000
6.1 Aggregate amount of payments to these parties included in item 1.2 121
6.2 Aggregate amount of cash flow from loans to these parties included in ---
item 2.3
6.3 Include below any explanation necessary to understand the transactions included in items 6.1 and 6.2
Payments to directors and associates were on normal commercial terms. These payments represent director
fees and payments in terms of consultancy agreements with director-related entities.
7. Payments to related entities of the entity and their associates Current quarter
$A'000
7.1 Aggregate amount of payments to these parties included in item 1.2 ---
7.2 Aggregate amount of cash flow from loans to these parties included in ---
item 2.3
7.3 Include below any explanation necessary to understand the transactions included in items 7.1 and 7.2
+ See chapter 19 for defined terms
1 September 2016 Page 3
8. Financing facilities available Total facility amount Amount drawn at
Add notes as necessary for an understanding of at quarter end quarter end
the position $A’000 $A’000
8.1 Loan facilities 5,000 5,000
8.2 Credit standby arrangements --- ---
8.3 Other (please specify) --- ---
8.4 Include below a description of each facility above, including the lender, interest rate and whether it is
secured or unsecured. If any additional facilities have been entered into or are proposed to be entered
into after quarter end, include details of those facilities as well.
Note: Amounts above exclude capitalised interest and fees.
Convertible Loan
On 25 January 2019, the Company announced a $3.6M loan facility with Tembo Capital Mining Fund II LP (Tembo) (Loan
Facility). The key terms of the Loan Facility are:
• Loan Facility Amount: Up to $3.6M;
• Interest: Capitalised at 12% per annum accrued daily on the amount drawn down;
• Repayment: Tembo may elect for repayment of the Outstanding Amount to be satisfied by the issue of Shares by the
Company to Tembo at a deemed issue price of 2.6 cents per Share, subject to receipt of Shareholder approval. The
Outstanding Amount must be repaid by 25 January 2020, or if Tembo elects to receive Shares in repayment of the
Outstanding Amount in lieu of payment in cash, the date on which the Shares are to be issued to Tembo (or such later
date as may be agreed between Tembo and Orion);
• Establishment fee:
o Cash - capitalised 5% of the Loan Facility Amount, payable on the Repayment date; and
o Options - 11M unlisted Orion options, exercisable at a price of 3.0 cents per option, expiring on 17 June 2024.
• Security: Loan Facility is unsecured.
At Quarter end, the balance of the Loan Facility was $4.06M (including capitalised interest and fees).
AASMF Loan
On 2 November 2015, Repli Trading No 27 (Pty) Ltd (Repli) and Anglo American sefa Mining Fund (AASMF) entered into a
loan agreement for the further exploration and development of the Copperton Project. Under the terms of the loan, on 1
August 2017, AASMF advanced ZAR14.25M to Repli. The key terms of the agreement are as follows:
• Loan amount: ZAR14.25M (~$1.40M);
• Interest: Prime lending rate in South Africa;
• Repayment: Repayable on the earlier of 3 years from the date of the advance (1 August 2020) or on the date which
Repli raises any additional finance for the further development of the Copperton Project; and
• Security: 29.17% of the shares held in Repli by the Agama group (a wholly owned subsidiary of the Company), have
been pledged as security to AASMF for the performance of Repli's obligations in terms of the loan.
At Quarter end, the balance of the loan was $1.73M (including capitalised interest).
For further information in relation to the Convertible Loan and the AASMF Loan, refer to the Company’s Full Year Statutory
Accounts for financial year ending 30 June 2019.
9. Estimated cash outflows for next quarter $A’000
9.1 Exploration and evaluation (for information in relation to capital raising 3,200
initiatives (Placement and Share Purchase Plan), refer to ASX release 25
October 2019 and the Company’s September 2019 Activities Report.
9.2 Development ---
9.3 Production ---
9.4 Staff costs ---
9.5 Administration and corporate costs 800
9.6 Other (provide details if material) ---
9.7 Total estimated cash outflows 4,000
Note: Exploration and evaluation expenditure estimated cash outflows relate principally to Bankable Feasibility
Study optimisation studies and early works at the Company’s Prieska Zinc-Copper Project.
+ See chapter 19 for defined terms
1 September 2016 Page 4
10. Changes in Tenement reference and Nature of Interest at Interest
tenements location interest beginning at end of
(items 2.1(b) of quarter quarter
and 2.2(b)
above)
10.1 Interests in South Africa Prospecting Rights
mining ---
tenements and
petroleum WA Exploration Licence
tenements ---
lapsed, VIC Exploration Licence
relinquished or
MIN 5487 Relinquished 100% 0%
reduced
10.2 Interests in South Africa Prospecting Rights
mining NC30/5/1/1/2/1038MR Granted 0% 70.00%
tenements and
petroleum WA Exploration Licence
tenements ---
acquired or VIC Exploration Licence
increased
---
Compliance statement
1 This statement has been prepared in accordance with accounting standards and policies which
comply with Listing Rule 19.11A.
2 This statement gives a true and fair view of the matters disclosed.
Sign here: ............................................................ Date: 31 October 2019
(Company secretary)
Print name: Martin Bouwmeester
Notes
1. The quarterly report provides a basis for informing the market how the entity’s activities have been
financed for the past quarter and the effect on its cash position. An entity that wishes to disclose
additional information is encouraged to do so, in a note or notes included in or attached to this
report.
2. If this quarterly report has been prepared in accordance with Australian Accounting Standards,
the definitions in, and provisions of, AASB 6: Exploration for and Evaluation of Mineral Resources
and AASB 107: Statement of Cash Flows apply to this report. If this quarterly report has been
prepared in accordance with other accounting standards agreed by ASX pursuant to Listing Rule
19.11A, the corresponding equivalent standards apply to this report.
3. Dividends received may be classified either as cash flows from operating activities or cash flows
from investing activities, depending on the accounting policy of the entity.
+ See chapter 19 for defined terms
1 September 2016 Page 5
ENQUIRIES
Investors JSE Sponsor
Errol Smart – Managing Director & CEO Rick Irving
Denis Waddell – Chairman Merchantec Capital
T: +61 (0) 3 8080 7170 T: +27 (0) 11 325 6363
E: info@orionminerals.com.au E: rick@merchantec.co.za
Media
Nicholas Read Barnaby Hayward
Read Corporate, Australia Tavistock, UK
T: +61 (0) 419 929 046 T: +44 (0) 207 920 3150
E: nicholas@readcorporate.com.au E: orion@tavistock.co.uk
Date: 31/10/2019 11:20:00
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