TIDMBMN

RNS Number : 9689B

Bushveld Minerals Limited

26 September 2018

Market Abuse Regulation (MAR) Disclosure

Certain information contained in this announcement would have been deemed inside information for the purposes of Article 7 of Regulation (EU) No 596/2014 until the release of this announcement.

26 September 2018

Bushveld Minerals Limited

("Bushveld" or the "Company")

Unaudited interim results performance report for the period ended 30 June 2018

Bushveld Minerals Limited (AIM: BMN), the AIM listed, integrated primary vanadium producer, with ownership of high grade vanadium assets, is pleased to announce its half year unaudited results, for the six months ended 30 June 2018.

H1 2018 Financial Highlights

-- First period of fully consolidated accounts since the Company increased its shareholding in Bushveld Vametco Holdings (Proprietary) Limited ("Vametco") from 26.6% to a controlling 59.1% in December 2017, and subsequently to 75% in September 2018;

-- Bushveld Minerals consolidated H1 2018 Revenue of GBP62.1 million;

-- Bushveld Minerals consolidated EBITDA of GBP31.7 million (H1 2017: GBP1.0 million including share of results of associate);

-- Bushveld Minerals consolidated Profit after tax of GBP21.1 million (H1 2017: GBP1.1 million);

-- Bushveld Minerals consolidated Free cash flow(1) of GBP10.2 million (H1 2017: (GBP1.4million));

-- Bushveld Minerals consolidated Cash balance of GBP26.2 million as at 30 June 2017 (H1 2017: GBP71.5 thousand);

-- Bushveld Minerals consolidated Gross debt of nil (H1 2017: nil);

-- Earnings per share of 1.14p (H1 2017: 0.26p).

(1) Free cash flow: comprises net operating cash flows less net investing cash flows.

H1 2018 Operational Highlights

-- Nitrovan(TM) sales of 1,403 mtV (H1 2017: 1, 341 mtV);

-- Nitrovan(TM) production of 1,360 mtV (H1 2017: 1,441 mtV);

-- Bushveld remains one of the lowest cost vanadium producers in the world, with H1 operating costs of ZAR248.4/KgV (US$20.2/KgV) (H1 2017: US$15.4/KgV);

-- Phase Two of the Vametco Expansion project completed on time and within budget to raise nameplate capacity to 3,750mtV;

-- The exploration programme at the Brits Vanadium Project has shown vanadium grades in magnetite of 1.54 - 2.09% V(2) O(5) ;

-- Bushveld Energy and the Industrial Development Corporation ("IDC") received delivery of the first vanadium redox flow battery ("VRFB") from UniEnergy Technologies ("UET") in South Africa;

-- Bushveld Energy and IDC continue to progress work to build an electrolyte manufacturing plant in South Africa, to be located at Vametco and the East London Industrial Zone;

-- Lemur Holdings and the Government of Madagascar concluded the 30-year Project Concession Agreement;

-- Lemur Holdings completed the inception site visit for the Social and Environmental Impact Assessment ("SEIA") at the Imaloto Power Project with related field studies commencing thereafter;

-- Lemur Holdings and the state-owned utility, Jiro sy Rano Malagasy ("JIRAMA"), amended the Power Purchase Agreement to significantly increase the latter's offtake to up to 25MW.

H1 2018 Corporate Highlights

-- Completed a GBP15.7 million (US$22.2 million) equity placing before expenses by way of an oversubscribed placing of 152,749,172 new ordinary shares at a price of 10.3p per share;

-- Redeemed and settled the Atlas Convertible Bonds in full, for a final aggregate cash payment of GBP5.12 million;

-- Appointed Michael J. Kirkwood as Senior Independent Non-Executive Director;

-- Appointed Alternative Resource Capital, a trading name of Shard Capital Partners LLP, as joint broker of the Company;

-- Listing on the Johannesburg Stock Exchange remains a priority for the Company, with the work progressing accordingly;

-- Number of Warrants in issue as at 25 September 2018.

 
 No. of warrants outstanding   Exercise Price   Lapse Date 
                                (GBp) 
 3,598,684                     6.9p             31 March 2020 
                              ---------------  -------------- 
                                                22 September 
 6,257,309                     13.84p            2020 
                              ---------------  -------------- 
 

H1 2018 Bushveld Vanadium Update

-- Vametco H1 2018 Revenue increased by 139.2% to ZAR 1,050 million (GBP62.1 million) compared with H1 2017 revenue of ZAR 439 million (GBP26.4 million).

-- Vametco H1 2018 EBITDA increased by 429.6% to ZAR 521 million (GBP30.8 million) compared with ZAR 98.4 million in H1 2017 (GBP5.7 million).

-- The Metal Bulletin FeV mid-average price for H1 2018 was US$65.5/ KgV, an increase of approximately 150% relative to the H1 2017 average price of US$26.2/ KgV.

   --      Vametco's realised price is based on an average one month prior to sale. 

-- FeV price has continued to strengthen with the Metal Bulletin FeV mid-price averaging US$80/ KgV in the two months ended August 2018.

-- Vametco achieved an all-time record magnetite kiln feed during Q1 2018, supported by the completion of Phase One of the expansion project.

-- Vametco completed Phase Two of the expansion project. This phase of the expansion project will increase the nameplate capacity from 3,035 mtV, achieved in Phase One, to 3,750 mtV, through self-funded capital expenditure of US$2.5 million.

-- The Company commenced an exploration programme at the Brits Vanadium Project, which has shown positive results with vanadium grades in magnetite of 1.54-2.09% V(2) O(5) , similar to grades mined at Vametco.

H1 2018 Bushveld Energy Update

Electrolyte production facility

-- Engaged an international chemicals company that has already designed and built a vanadium electrolyte production plant with multiple megalitre annual capacity.

-- Initiated the Environmental Impact Assessment (EIA) process for the electrolyte production plant, including appointment of local EIA consultants.

Eskom VRFB project

-- Completed manufacturing of the Direct Current (DC) portion of the VRFB.

-- Appointed two technicians from South Africa to perform installation support and maintenance on the Eskom project. The first phase of the technicians' training was held at UET, in April 2018. This will give Bushveld Energy the capability to install and maintain future VRFB installations in South Africa and regionally.

-- Bushveld Energy and the IDC received delivery of the first VRFB from UET in South Africa. This included the mixed-acid vanadium electrolyte to be used in the battery.

H1 2018 Lemur Holdings Update

-- Lemur Holdings and the Government of Madagascar concluded a 30-year Project Concession Agreement which gives Lemur the right to build, own, operate and supply an initial 60 MW. In addition, the concession gives Lemur the right to build an evacuation line of up to 138kV for transport of the electricity to the connection points.

-- Completed the inception site visit for the SEIA at the Imaloto Power Project and commenced the relevant field work for the SEIA.

-- Amended the Power Purchase Agreement with the state-owned JIRAMA from the existing 10MW to allow the utility to offtake up to 25MW.

Events post 30 June 2018

Bushveld Minerals

-- Completed the acquisition of a 21.22% interest in Strategic Minerals Corporation("SMC") (the ultimate holding company of Vametco Alloys Proprietary Limited) from Sojitz Noble Alloys Corporation. The Acquisition of all of Sojitz's legal and beneficial interest in SMC was acquired for a total cash consideration of US$20,000,000, including US$2,500,000 in accrued dividends. The acquisition increased Bushveld Minerals' controlling interest in Vametco Holdings from 59.1% to 75%.

-- An unprotected industrial action at Vametco temporarily stopped production from the evening of 5 September. The industrial action was in relation to historic legacy issues and compensation structures prior to Bushveld's acquisition of Vametco. The strike ended on 21 September, when Bushveld Minerals and the Association of Mineworkers and Construction Union ("AMCU") announced that they had reached an agreement. The agreement includes:

-- The settlement agreement, signed between Vametco and AMCU in May 2018 in respect of payments in lieu of Employee Share Options Scheme ("ESOPS") for the period 2013 to December 2017, is valid and recognised.

-- Vametco will pay employees an amount in lieu of ESOPS for the year 2018 on the same basis as the ESOPS payment made as part of the May 2018 settlement agreement. The payments (the "2018 ESOPS payment") will be structured as a two-part payment:

-- A payment of R15,000 (post-tax) shall be paid to each employee in respect of the period 1 January to 30 June 2018. This amount shall be paid on 28 September 2018.

-- A second payment, in respect of the period 1 July 2018 to 31 December 2018, shall be payable after the release of the financial results of Bushveld Vametco Alloys Limited for FY2018 which is expected to be paid by 31 March 2019.

-- The new agreement discourages any future participation in unprotected industrial actions by the workers at the risk of losing participation of any ESOP payments.

Following 16 days of unprotected industrial action, operations and production at Vametco resumed on 22 September 2018.

The unprotected industrial action may impact Vametco's 2018 production and cost guidance. The Company is in the process of quantifying the impact of the stoppage and such guidance will be provided no later than the Q3 2018 Bushveld Vanadium Operational update.

Bushveld Energy

-- During commissioning of the VRFB, a performance issue was experienced, and initial assessments confirmed a vanadium electrolyte constraint. As a result, the battery was not able to meet the specified operational performance. It was also determined that it would not be possible to resolve the constraint in South Africa at this time and a remediation strategy was immediately implemented. The remediation includes the provision of new electrolyte and hardware for the DC module of the battery. This will allow commissioning to resume and be completed in Q4 2018. The Company will provide an update on progress in November 2018.

-- Bushveld Energy was awarded a grant from the Government of the United States of America, acting through the U.S. Trade and Development Agency (USTDA). The grant will provide support in implementation and enhancement of Bushveld Energy's previously announced VRFB project at the Eskom mini-grid at its Research, Testing & Development centre. It will also support the development of new modelling capabilities to cover the combination - or "stacking" - of multiple benefits from energy storage supplied by one battery.

Commenting on the results, CEO Fortune Mojapelo said:

"I am pleased to report the first set of financial results that reflect the full consolidation of Vametco's accounts since Bushveld Minerals acquired a majority controlling interest last December. It is particularly pleasing to report our first ever consolidated net profit and net free cash flow for the Bushveld Group. We expect to show continuously improving performance as we integrate and grow the business.

"We recently increased our interest in Vametco to 75% to gain maximum exposure of the business we operate. While Vametco is already a low cost producer of vanadium, we believe potential exits to further improve its cost position by improving its productivity. To this end we will be developing and implementing several productivity initiatives, in addition to the expansion plans announced to date, to enhance Vametco's performance across the production process. We expect to see the positive effects of these initiatives in the coming year.

"Key to the success of our efforts at Vametco is a healthy cooperative relationship with all of our stakeholders, not least the local communities in which we operate and the workers. The recent unprotected strike action at the mine, while unfortunate only underscores the importance of us succeeding in this objective. We are pleased that we were able to reach a resolution with the workers and delighted that they will participate in the success of the Company through an Employee Share Options Scheme Structure.

"Meanwhile our efforts in building a leading energy storage company through Bushveld Energy are progressing well on all fronts, the construction of the electrolyte manufacturing plant in South Africa, the deployment of a VRFB at Eskom, securing mandates for large scale VRFB deployments as well as the development of vanadium electrolyte leasing products to promote the adoption of VRFBs in the global energy storage industry. The grant of US$500,000 received from the Government of the United States of America will go a long way to fund the implementation and enhancement of the Eskom Vanadium Redox Flow Batteries project. The commissioning delay experienced with the Eskom Vanadium Redox Flow Batteries project has meant the new battery is now expected to be commissioned during the Q4 2018.

"The signing of a 30-year Project Concession Agreement between Lemur Holdings and the Government of Madagascar is a critical milestone in the development of Lemur's integrated coal-to-power project, bringing it even closer to implementation.

"As we continue to steadily execute our firm strategy to grow into a significant, low-cost vertically integrated vanadium platform, we have a busy pipeline of corporate and operational activities ahead. I look forward to providing further updates on the operations in the second half of the year.

"Finally, we are pleased to see the South Africa government move to clear regulatory uncertainty around the South Africa's Mining Charter bringing much needed clarity and direction for investors."

Enquiries: info@bushveldminerals.com

 
Bushveld Minerals                                                 +27 (0) 11 268 6555 
Fortune Mojapelo, Chief Executive 
 Officer 
Chika Edeh, Head of Investor 
 Relations 
 
SP Angel Corporate Finance 
 LLP                                Nominated Adviser & Broker    +44 (0) 20 3470 0470 
Ewan Leggat 
Richard Morrison 
 
Alternative Resource Capital        Joint Broker 
Rob Collins                                                       +44 (0) 207 186 9001 
Alex Wood                                                         +44 (0) 207 186 9004 
 
Tavistock                           Financial PR 
Charles Vivian / Gareth Tredway                                   +44 (0) 207 920 3150 
 
Lifa Communications                 Financial PR (South Africa) 
Gabriella von Ille                                                +27 (0) 711 121 907 
 

--

ABOUT BUSHVELD MINERALS LIMITED

Bushveld Minerals is a low cost, integrated, primary vanadium producer, with ownership of high grade vanadium assets.

The Company's flagship vanadium platform includes a 75 per cent controlling interest in Bushveld Vametco Alloys (Pty) Ltd, a primary vanadium mining and processing company; the Mokopane Vanadium Project and the Brits Vanadium Project.

Bushveld's vision is to become a significant, low cost, integrated primary vanadium producer through owning high grade assets. This incorporates development and promotion of the role of vanadium in the growing global energy storage market through Bushveld Energy, the Company's energy storage solutions provider. Whilst the demand for vanadium remains largely anchored in the steel industry, Bushveld Minerals believes there is strong potential for an imminent and significant global vanadium demand surge from the fast-growing energy storage market, particularly through the use and adoption of Vanadium Redox Flow Batteries.

While the Company's focus is on vanadium operations and the development and promotion of VRFBs, it has additional investments in coal, power and tin.

The coal platform comprises the wholly-owned Imaloto Coal Project, which is being developed as one of Madagascar's leading independent power producers. The Company's tin interests are held through its shareholding in AIM listed AfriTin Mining Limited.

The Company's approach to project development recognises that, whilst attractive project economics are imperative, they are insufficient to secure capital to bring them to account. A clear path to production within a visible timeframe, low capital expenditure requirements and scalability are important factors in ensuring a positive return on investment. This philosophy is core to the Company's strategy in developing projects. Detailed information on the Company and progress to date can be accessed on the website www.bushveldminerals.com

Consolidated Income Statement

For the six months ended 30 June 2018

 
                                      6 Months ended   6 Months ended       10 Months 
                                                                                ended 
                                        30 June 2018     30 June 2017     31 December 
                                                                                 2017 
                                         (unaudited)      (unaudited)       (audited) 
                                                 GBP              GBP             GBP 
Continuing operations 
Revenue                                   62,069,509                -       2,210,430 
Cost of sales                           (24,030,309)                -     (1,093,443) 
 
Gross profit                              38,039,200                -       1,116,987 
 
Other operating income                     3,445,271                -               - 
Selling and distribution 
 costs                                   (3,831,079)                -       (220,724) 
Other mine operating costs                 (814,098)                -       (122,707) 
Idle plant costs                           (405,146)                -        (24,216) 
Administration expenses                  (5,165,521)         (43,202)     (3,740,558) 
 
 
  Operating profit/(loss)                 31,268,627         (43,202)     (2,991,218) 
 
  Share of results of associate                    -        1,083,019       3,610,066 
Impairment loss on demerger 
 of tin assets                                     -                -       (547,441) 
Finance income                               813,323           19,099         107,045 
Finance costs                            (1,348,493)                -       (863,035) 
 
Profit / (loss) before tax                30,733,457        1,058,916       (684,583) 
 
Taxation                                 (9,588,550)                -         (8,144) 
 
Profit / (loss) after taxation            21,144,907        1,058,916       (692,727) 
 
Attributable to: 
Owners of the parent                      11,198,436        1,058,916       (953,358) 
Non-controlling interests                  9,946,471                -         260,811 
                                      ==============   ==============   ============= 
 
 
 
Profit / (loss) per ordinary share 
 (note 4) 
Basic and diluted profit / (loss) 
 per share (in pence)                1.14    0.26                         (0.12) 
 

All results relate to continuing activities.

Consolidated Statement of Comprehensive Income

For the six months ended 30 June 2018

 
                                     6 Months ended      6 Months ended      10 Months ended 
                                       30 June 2018        30 June 2017          31 December 
                                                GBP                 GBP                 2017 
                                                                                         GBP 
                                        (unaudited)         (unaudited)            (audited) 
 
  Profit/(loss) for the 
   period / year                         21,144,907           1,058,916            (692,727) 
 
  Other comprehensive 
   income, net of tax: 
  Items that may be subsequently 
   reclassified to profit 
   or loss: 
  Currency translation 
   differences                          (7,995,163)           (305,694)            1,354,597 
  Available-for-sale financial 
   assets - net change 
   in fair value                            205,145                   -            (779,930) 
 
  Total comprehensive 
   income for the period 
   / year                                13,354,889             753,222            (118,060) 
                                    ===============  ==================  =================== 
 
 
  Attributable to: 
  Owners of the parent                    7,892,739             753,222            (327,272) 
  Non-controlling interests               5,462,150                   -              209,212 
 
  Total comprehensive 
   income for the period 
   / year                                13,354,889             753,222            (118,060) 
                                    ===============  ==================  =================== 
 

Consolidated Statement of Financial Position

As at 30 June 2018

Company number: 54506

 
                                      30 June 2018  30 June 2017  31 December 2017 
                                Note           GBP           GBP               GBP 
                                       (unaudited)   (unaudited)         (audited) 
Assets 
Non-current assets 
  Intangible assets: 
   exploration and evaluation    5      43,387,123    60,397,078        45,110,207 
Property, plant and 
 equipment                       6      35,323,848       304,910        32,922,605 
Investment properties                    2,255,524             -         2,448,489 
Deferred tax asset                       2,536,647             -         2,427,455 
 
Total Non-Current 
 assets                                 83,503,142    60,701,988        82,908,756 
 
Current assets 
Inventories                      7      12,023,125             -        12,727,444 
Trade and other receivables      8      17,906,049     6,633,573        10,286,266 
Restricted investment                    4,059,340             -         3,844,454 
Income tax receivable                            -             -           862,162 
Available-for-sale 
 financial assets                        1,429,771             -         1,224,626 
Cash and cash equivalents        9      26,176,707        71,544         7,218,820 
 
Total Current assets                    61,594,992     6,705,117        36,163,772 
 
Total assets                           145,098,134    67,407,105       119,072,528 
                                      ============  ============  ================ 
 
Equity and liabilities 
Share capital                    12     10,760,245     8,065,153         8,758,948 
Share premium                    12     68,082,937    62,091,768        51,306,449 
Accumulated profit/(deficit)             1,473,104   (6,893,429)       (9,725,332) 
Warrant reserve                          2,196,180       594,127         1,566,755 
Foreign exchange translation 
 reserve                               (2,116,253)       294,087         1,394,589 
Fair value reserve                       (574,785)             -         (779,930) 
                                      ------------  ------------  ---------------- 
  Equity attributable 
   to owners of the parent              79,821,428    64,151,706        52,521,479 
 
Non-controlling interests               32,431,445     2,058,010        26,969,295 
 
Total Equity                           112,252,873    66,209,716        79,490,774 
 
Non-Current liabilities 
Borrowings                       11              -             -         5,815,092 
Other financial liabilities                      -             -         1,012,490 
Post-retirement medical 
 liability                               1,874,944             -         2,063,042 
Environmental rehabilitation 
 liability                               4,670,671             -         4,943,249 
Deferred consideration                   8,717,393             -         8,167,393 
 
Total Non-Current 
 liabilities                            15,263,008             -        22,001,266 
 
Current liabilities 
Trade and other payables         10     11,222,372     1,197,389        15,007,199 
Provisions                               6,359,881             -         2,573,289 
 
Total Current liabilities               17,582,253     1,197,389        17,580,488 
 
Total Equity and liabilities           145,098,134    67,407,105       119,072,528 
                                      ============  ============  ================ 
 
 

Consolidated Statement of Changes in Equity

For the six months ended 30 June 2018

Attributable to owners of the parent company

 
                                                                                     Foreign       Fair                       Non- 
                                   Share         Share  Accumulated     Warrant  translation      value                controlling         Total 
                                 capital       premium      deficit     reserve      reserve    reserve         Total    interests        equity 
                                     GBP           GBP          GBP         GBP          GBP        GBP           GBP          GBP           GBP 
Total equity at 1 January 
 2017 (unaudited)              6,839,087    61,177,827  (7,658,258)     594,127     (11,607)               60,941,176    2,079,259    63,020,435 
----------------------------  ----------  ------------  -----------  ----------  -----------  ---------  ------------  -----------  ------------ 
Profit for the period                  -             -    1,058,916           -            -          -     1,058,916            -     1,058,916 
Other comprehensive income: 
Currency translation 
 differences                           -             -    (294,087)           -      305,694          -        11,607            -        11,607 
Total comprehensive income 
 for the period                        -             -      764,829           -      305,694          -     1,070,523            -     1,070,523 
Transactions with owners: 
Issue of shares                1,226,066     1,340,121            -           -            -          -     2,566,187            -     2,566,187 
Share issue expenses                   -     (426,180)            -           -            -          -     (426,180)            -     (426,180) 
Non-controlling interest               -             -            -           -            -          -             -      305,694       305,694 
Total equity at 30 June 
 2017 (unaudited)              8,065,153    62,091,768  (6,893,429)     594,127      294,087          -    64,151,706    2,384,953    66,536,659 
----------------------------  ----------  ------------  -----------  ----------  -----------  ---------  ------------  -----------  ------------ 
Loss for the period                    -             -  (2,831,903)           -            -          -   (2,831,903)            -   (2,831,903) 
Other comprehensive income: 
Fair value movement on 
 investments                           -             -            -           -            -  (779,930)     (779,930)            -     (779,930) 
Currency translation 
 differences                           -             -            -           -    1,100,502          -     1,100,502       21,249     1,121,751 
----------------------------  ----------  ------------  -----------  ----------  -----------  ---------  ------------  -----------  ------------ 
Total comprehensive loss 
 for the period                        -             -  (2,831,903)           -    1,100,502          -   (2,511,331)       21,249   (2,490,082) 
Transactions with owners 
Grant of warrants                      -             -            -     972,628            -          -       972,628            -       972,628 
Issue of shares                  693,795     5,362,681            -           -            -          -     6,056,476            -     6,056,476 
Distribution of capital 
 on de-merger                          -  (16,148,000)            -           -            -          -  (16,148,000)            -  (16,148,000) 
Non-controlling interest               -             -            -           -            -          -             -   24,563,093    24,563,093 
----------------------------  ----------  ------------  -----------  ----------  -----------  ---------  ------------  -----------  ------------ 
Total equity at 31 December 
 2017 
 (audited)                     8,758,948    51,306,449  (9,725,332)   1,566,755    1,394,589  (779,930)    52,521,479   26,969,295    79,490,774 
 
Profit for the period                  -             -   11,198,436           -            -          -    11,198,436    9,946,471    21,144,907 
Other comprehensive income: 
Fair value movement on 
 investments                           -             -            -           -            -    205,145       205,145            -       205,145 
Currency translation 
 differences                           -             -            -           -  (3,510,842)          -   (3,510,842)  (4,484,321)   (7,995,163) 
Total comprehensive income 
 for the period                        -             -   11,198,436           -  (3,510,842)    205,145     7,892,739    5,462,150    13,354,889 
Transactions with owners 
Grant of warrants                      -             -            -     629,425            -          -       629,425            -       629,425 
Issue of shares                2,001,297    17,577,082            -           -            -          -    19,578,379            -    19,578,379 
Share issue costs                      -     (800,594)            -           -            -          -     (800,594)            -     (800,594) 
Non-controlling interest               -             -            -           -            -          -             -            -             - 
Total equity at 30 June 
 2018 (unaudited)             10,760,245    68,082,937    1,473,104   2,196,180  (2,116,253)  (574,785)    79,821,428   32,431,445   112,252,873 
----------------------------  ----------  ------------  -----------  ----------  -----------  ---------  ------------  -----------  ------------ 
 

Consolidated Statement of Cash Flows

For the six months ended 30 June 2018

 
                                            6 Months ended       6 Months ended       10 Months ended 
                                              30 June 2018         30 June 2017           31 December 
                                                       GBP                  GBP                  2017 
                                                                                                  GBP 
                                               (unaudited)          (unaudited)             (audited) 
 
 
PROFIT/(LOSS) AFTER TAXATION                    21,144,907            1,058,916             (692,727) 
 
Adjustments for: 
           Depreciation property, plant 
            and equipment                          462,565                3,725                50,369 
 
           Impairment loss on de-merger                  -                    -               547,472 
           Finance income                        (813,323)             (19,099)             (107,045) 
           Finance costs                         1,348,493                    -               863,035 
           Share of profit in associate                  -          (1,083,019)           (3,610,066) 
           Changes in working capital          (6,268,188)            (750,510)           (1,144,094) 
                                                            -------------------  -------------------- 
           Net cash generated from/(used 
            in) operating activities            15,874,454            (789,987)           (4,093,056) 
                                                            -------------------  -------------------- 
 
  Cash flows from investing 
   activities 
 
  Finance income                                   813,323               19,099               107,045 
  Purchase of exploration 
   and evaluation assets                          (15,244)            (475,897)           (1,261,590) 
  Purchase of property, plant 
   and equipment                               (4,488,101)             (21,249)                     - 
  Net cash impact of acquisition 
   of Bushveld Vametco Limited                           -                    -             4,412,912 
 
  Net cash (used in)/generated 
   from investing activities                   (3,690,022)            (478,047)             3,258,367 
                                                            -------------------  -------------------- 
 
  Cash flows from financing 
   activities 
  Finance costs                                (1,348,493)                    -                     - 
  Net proceeds of capital 
   raise                                        15,279,790                    -                     - 
  Net proceeds from issue 
   of shares and warrants                        1,170,213            1,916,187             1,691,011 
  Proceeds from convertible 
   bond issue (net of repayments)                        -                    -             6,545,000 
  Net repayments of other 
   borrowings                                  (5,115,906)                    -             (128,767) 
                                                            -------------------  -------------------- 
  Net cash generated from 
   financing activities                          9,985,604            1,916,187             8,107,244 
                                                            -------------------  -------------------- 
 
  Net increase in cash and 
   cash equivalents                             22,170,036              648,153             7,272,555 
 
  Cash and cash equivalents 
   at the beginning of the 
   period                                        7,218,820              131,155               131,155 
 
  Effect of foreign exchange 
   rates                                       (3,212,149)            (707,764)             (184,890) 
 
  Cash and cash equivalents 
   at end of the period                         26,176,707               71,544             7,218,820 
                                                            ===================  ==================== 
 
   1.       Corporate information and principal activities 

Bushveld Minerals Limited ("Bushveld") was incorporated and domiciled in Guernsey on 5 January 2012 and admitted to the AIM market in London on 26 March 2012.

The company changed its reporting date from 28 February to 31 December during the prior period. These unaudited interim financial statements are for the six months 30 June 2018 with comparatives to 30 June 2017. The ten months to 31 December 2017 are audited.

   2.       Basis of preparation 

The results presented in this report are unaudited and they have been prepared in accordance with the recognition and measurement principles of International Financial Reporting Standards ('IFRS") as adopted by the EU that are expected to be applicable to the next set of financial statements and on the basis of the accounting policies to be used in those financial statements.

The interim financial information does not include all of the information required for full annual financial statements and accordingly, whilst the interim financial information has been prepared in accordance with the recognition and measurement principles of IFRS, it cannot be construed as being in full compliance with IFRS. The financial information contained in this announcement does not constitute statutory accounts as defined by the Companies (Guernsey) Law 2008.

The audited financial information for the period ended 31 December 2017 is based on the statutory accounts for the financial period ended 31 December 2017. The auditors reported on those accounts: their report was unqualified and did not contain statements where the auditor is required to report by exception.

The directors do not believe that the adoption of new standards, including IFRS 9 and IFRS 15,will have a material impact on the reported results.

   3.       Use of estimates and judgements 

In the application of the group's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates in particular, information about significant areas of estimation uncertainty considered by management in preparing the financial statements is described below:

   i.    Decommissioning and rehabilitation obligations 

Estimating the future costs of environmental and rehabilitation obligations is complex and requires management to make estimates and judgements as most of the obligations will be fulfilled in the future and contracts and laws are often not clear regarding what is required. The resulting provisions are further influenced by changing technologies, political, environmental, safety, business and statutory considerations.

   ii.   Asset lives and residual values 

Property, plant and equipment are depreciated over its useful life taking into account residual values, where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors. In reassessing asset lives, factors such as technological innovation, product life cycles and maintenance programmes are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and projected disposal values.

iii. Post-retirement employee benefits

Post-retirement medical aid liabilities are provided for certain existing employees. Actuarial valuations are based on assumptions which include employee turnover, mortality rates, the discount rate, health care inflation costs and rates of increase in costs.

iv. Surface rights liabilities

The group has provided for surface lease costs that would accrue to the owners of the land on which the mine is built. The quantum of the amounts due post implementation of the MPRDA and the granting of the new order mining right to the group is somewhat uncertain and need to be negotiated with such owners. The group has conservatively accrued for possible costs in this regard, but the actual obligation may be materially different when negotiations with the relevant parties are completed.

   v.   Impairment of exploration and evaluation assets 

Determining whether an exploration and evaluation asset is impaired requires an assessment of whether there are any indicators of impairment, including by reference to specific impairment indicators prescribed in IFRS 6 - Exploration for and Evaluation of Mineral Resources. If there is any indication of potential impairment, an impairment test is required based on value in use of the asset. The valuation of intangible exploration assets is dependent upon the discovery of economically recoverable deposits which, in turn, is dependent on future of Ferro Vanadium prices, future capital expenditures and environmental and regulatory restrictions. The directors have concluded that there are no indications of impairment in respect of the carrying value of intangible assets at 31 December 2017 based on planned future development of the projects and current and forecast commodity prices.

4. Profit/Loss per share

From continuing operations

The calculation of a basic profit per share of 1.14 pence (December 2017: 0.12 pence loss), is calculated using the total profit for the six months attributable to the owners of the company of GBP11,198,436 (December 2017: GBP953,538) and the weighted average number of shares in issue during the six months of 985,904,707 (December 2017: 789,578,440). The dilutive effect of other shares in issue would be immaterial to the profit per share.

   5.   Intangible exploration and evaluation assets 
 
                                Vanadium 
                                and Iron            Tin          Total 
                                     ore            GBP            GBP 
                                     GBP 
 As at 1 January 2017         41,653,048     18,268,133     59,921,181 
--------------------------  ------------  -------------  ------------- 
 Additions to 30 June 
  2017                           475,897              -        475,897 
--------------------------  ------------  -------------  ------------- 
 As at 30 June 2017 
  (unaudited)                 42,128,945     18,268,133     60,397,078 
 Exchange differences          1,719,672    (1,572,661)        147,011 
 Additions to 31 December 
  2017                         1,261,590              -      1,261,590 
 Impairment/loss on 
  disposal                             -   (16,695,472)   (16,695,472) 
--------------------------  ------------  -------------  ------------- 
 As at 31 December 
  2017 (audited)              45,110,207              -     45,110,207 
 Additions to June 
  2018                            15,244              -         15,244 
 Exchange differences        (1,738,328)              -    (1,738,328) 
--------------------------  ------------  -------------  ------------- 
 As at 30 June 2018 
  (unaudited)                 43,387,123              -     43,387,123 
--------------------------  ------------  -------------  ------------- 
 

The Company's subsidiary, Bushveld Resources Limited has a 64% interest in Pamish Investment No 39 (Proprietary) Limited ("Pamish") which holds an interest in Prospecting right 95 ("Pamish 39"). Bushveld Resources Limited also has a 68.5% interest in Amaraka Investment No 85 (Proprietary) Limited ("Amaraka") which holds an interest in Prospecting right 438 ("Amaraka 85").

Under the agreements to acquire the licences within Bushveld Resources, the group is required to fully fund the exploration activities up to the issue of the corresponding mining licences. As the non-controlling interest party retains their equity interest, the funding of their interest is accounted as deemed purchase consideration and is included in the additions in the year to exploration activities. A corresponding increase is credited to non-controlling interest.

Brits Vanadium Project

The Company is in a process to secure regulatory approval in terms of section 11 of the Mineral and Petroleum Resources Development Act (MPRDA) for change of control in respect of the acquired Sable Metals & Mining Ltd.'s subsidiaries. Following approval, Bushveld Minerals will commence with activities to delineate the shallow resource on the Uitvalgrond farm portion.

   --     NW 30/5/1/1/2/11069 PR - held through Great Line 1 (Pty) Ltd 
   --     NW 30/5/1/1/2/11124 PR - held through Great Line 1 (Pty) Ltd 
   --     GP 30/5/1/1/02/10142 PR - held through Gemsbok Magnetite (Pty) Ltd 
   6.       Property, plant and equipment 
 
                                        Buildings             Plant and                 Motor             Decommissioning             Assets under             Total 
                                        and other             machinery              vehicles                      assets             construction 
                                     improvements                                   furniture 
                                                                                          and 
                                                                                    equipment 
                                              GBP                   GBP                   GBP                         GBP                      GBP 
           Cost at 1 
            January 2017 
            and 30 June 
            2017                                -               750,921                     -                           -                        -           750,921 
           Disposals                            -             (301,185)                     -                           -                        -         (301,185) 
           Additions due 
            to 
            acquisition                   452,703            30,606,619                21,249                   1,116,965                  692,541        32,890,077 
           Exchange 
            differences                         -               182,448                     -                           -                        -           182,448 
                          -----------------------  --------------------  --------------------  --------------------------  -----------------------  ---------------- 
           At 31 
            December 
            2017 
            (audited)                     452,703            31,238,803                21,249                   1,116,965                  692,541        33,522,261 
                          =======================  ====================  ====================  ==========================  =======================  ================ 
 
           Additions to 
            30 June 2018                        -                     -               225,192                           -                4,262,909         4,488,101 
           Assets under 
            construction 
            capitalised                         -                88,309                     -                           -                 (88,309)                 - 
           Exchange 
            differences                         -           (1,624,293)                     -                           -                        -       (1,624,293) 
                          =======================  ====================  ====================  ==========================  =======================  ================ 
           At 30 June 
            2018 
            (unaudited)                   452,703            29,702,819               246,441                   1,116,965                4,867,141        36,386,069 
                          =======================  ====================  ====================  ==========================  =======================  ================ 
 
           Depreciation 
            1 January 
            2017                                -               442,286                     -                           -                        -           442,286 
           Charged for 
            six months 
            to 30 June 
            2017                                -                 3,725                     -                           -                        -             3,725 
           Exchange                             -                     -                     -                           -                        -                 - 
           differences 
                          -----------------------  --------------------  --------------------  --------------------------  -----------------------  ---------------- 
           At 30 June 
            2017 
            (unaudited)                         -               446,011                     -                           -                        -           446,011 
                          =======================  ====================  ====================  ==========================  =======================  ================ 
 
           Charge for 
            the six 
            months 
            to 31 
            December 
            2017                                -                50,369                     -                           -                        -            50,369 
           Exchange 
            differences                         -               103,274                     -                           -                        -           103,274 
                          -----------------------  --------------------  --------------------  --------------------------  -----------------------  ---------------- 
           At 31 
            December 
            2017 
            (audited)                           -               599,656                     -                           -                        -           599,656 
                          =======================  ====================  ====================  ==========================  =======================  ================ 
 
           Charge for 
            the six 
            months 
            to 30 June 
            2018                           54,602               323,988                83,975                           -                        -           462,565 
           Exchange                             -                     -                     -                           -                        -                 - 
           differences 
                          -----------------------  --------------------  --------------------  --------------------------  -----------------------  ---------------- 
           At 30 June 
            2018 
            (unaudited)                    54,602               923,644                83,975                           -                        -         1,062,221 
                          =======================  ====================  ====================  ==========================  =======================  ================ 
 
           Net book 
            value 30 
            June 
            2018 
            (unaudited)                   398,101            29,779,175               162,466                   1,116,965                4,867,141        35,323,848 
                          =======================  ====================  ====================  ==========================  =======================  ================ 
 
           Net book 
            value 31 
            December 
            2017 
            (audited)                     452,703            30,639,147                21,249                   1,116,965                  692,541        32,922,605 
                          =======================  ====================  ====================  ==========================  =======================  ================ 
 
           Net book 
            value 30 
            June 
            2017 
            (unaudited)                         -               304,910                     -                           -                        -           304,910 
                          =======================  ====================  ====================  ==========================  =======================  ================ 
 
   7.       Inventories 
 
                    30 June 2018       30 June 2017       31 December 
                             GBP                GBP              2017 
                                                                  GBP 
                       Unaudited          Unaudited           Audited 
Finished goods         4,287,521                  -         4,800,578 
Work in progress       3,008,165                  -         3,255,013 
Raw materials          1,660,681                  -         1,198,704 
Consumable stores      3,066,758                  -         3,473,149 
                    ------------  -----------------  ---------------- 
Inventories           12,023,125                  -        12,727,444 
                    ============  =================  ================ 
 

The amount of write-down of inventories due to net realisable value provision requirement is nil.

   8.         Trade and other receivables 
 
                              30 June 2018           30 June 2017          31 December 
                                       GBP                    GBP                 2017 
                                                                                   GBP 
                                 Unaudited              Unaudited              Audited 
Trade receivables               11,181,598              2,513,256            6,136,121 
Other receivables                6,724,451              4,120,317            4,150,145 
                    ----------------------  ---------------------  ------------------- 
Trade and other 
 receivables                    17,906,049              6,633,573           10,286,266 
                    ======================  =====================  =================== 
 

Trade receivables are non-interest bearing and are generally on 15-90 day terms. There were no indicators of impairment at 30 June 2018. At 30 June 2018 the group had one customer which accounted for approximately 90% of trade receivables.

   9.       Cash and cash equivalents 
 
                               30 June 2018        30 June 2017       31 December 
                                        GBP                 GBP              2017 
                                                                              GBP 
                                (unaudited)         (unaudited)         (audited) 
 
  Cash at hand and 
   in bank                       26,176,707              71,544         7,218,820 
                     ======================  ==================  ================ 
 
 

Cash and cash equivalents (which are presented as a single class of assets on the face of the Statement of Financial Position) comprise cash at bank and other short-term highly liquid investments with an original maturity of three months or less. The directors consider that the carrying amount of cash and cash equivalents approximates their fair value.

   10.     Trade and other payables 
 
                          30 June 2018         30 June 2017       31 December 
                                   GBP                  GBP              2017 
                                                                          GBP 
                           (unaudited)          (unaudited)         (audited) 
 
Trade payables               6,347,003              298,914         8,059,604 
Other payables               2,955,871               83,275         4,729,604 
Accruals                     1,919,498              815,200         2,217,991 
                 ---------------------  -------------------  ---------------- 
                            11,222,372            1,197,389        15,007,199 
                 =====================  ===================  ================ 
 

Trade and other payables principally comprise amounts outstanding for trade purchases and on-going costs. The average credit year taken for trade purchases is 30 days.

   11.     Borrowings 

Since December 2017 the outstanding convertible bonds balance was reduced by the following conversions:

-- GBP250,000 of convertible bonds converted into 3,078,817 ordinary shares of 1 pence each of the Company at a conversion price of 8.12 pence each on 18 January 2018. Following the exercise, Atlas held a total of GBP6,700,000 Convertible Bonds;

-- GBP700,000 of convertible bonds converted into 8,620,689 ordinary shares of 1 pence each of the Company at a conversion price of 8.12 pence each on 23 January 2018. Following the exercise, Atlas held a total of GBP6,000,000 Convertible Bonds;

-- GBP1,000,000 of convertible bonds converted into 11,990,407 ordinary shares of 1 pence each of the Company at a conversion price of 8.34 pence each on 19 February 2018. Following the exercise, Atlas held a total of GBP5,000,000 Convertible Bonds;

-- GBP725,000 of convertible bonds converted into 8,809,234 ordinary shares of 1 pence each of the Company at a conversion price of 8.23 pence each 14 March 2018. Following this exercise, Atlas held a total of GBP4,275,000 Convertible Bonds.

On 14 June 2018, Bushveld fully redeemed the issued Convertible Bonds. The Convertible Bonds were settled in full for a final aggregate cash payment of GBP5.116 million, including interest and early redemption charges.

   12.     Share capital and share premium 
 
                                      Number of 
                                  shares issued                   Nominal value                  Total share capital 
                                      and fully    Issue price     of shares of         Share            and premium 
                                           paid      Per share     1 pence each       premium                    GBP 
                                            GBP            GBP              GBP           GBP 
             Balance at 1 
              January 2017 
              (audited)             683,908,870                       6,839,087    61,177,827             68,016,914 
              Warrants 
               exercised 
               January to June 
               2017                   3,866,667           0.05           38,667        19,333                 58,000 
              Warrants 
               exercised 
               January to June 
               2017                   4,833,333          0.018           48,333        38,667                 87,000 
              Warrants 
               exercised 
               January to June 
               2017                  67,549,458          0.024          675,495       945,692              1,621,187 
              Warrants 
               exercised 
               January to June 
               2017                   5,357,143          0.028           53,571        96,429                150,000 
              Shares issued for 
               Uis Transaction       41,000,000          0.016          410,000       240,000                650,000 
              Share issue 
               expenses                                                             (426,180)              (426,180) 
              Balance at 30 
               June 2017 
               (unaudited)          806,515,471                       8,065,153    62,091,768             70,156,921 
                                 --------------  -------------  ---------------  ------------  --------------------- 
 
              Balance brought 
               down 1 July 2017     806,515,471                       8,065,153    62,091,768             70,156,921 
 
              Warrants 
               exercised July 
               to December 2017         470,886          0.024            4,710         6,591                 11,301 
              Warrants 
               exercised July 
               to December 2017         652,000          0.045            6,520        22,820                 29,340 
              Warrants 
               exercised July 
               to December 2017         434,000          0.068            4,340        25,172                 29,512 
              50,000 
               convertible 
               bonds converted 
               October                  540,540         0.0925            5,405        44,595                 50,000 
              1,000,000 
               convertible 
               bonds converted 
               December              12,515,644         0.0799          125,156       874,844              1,000,000 
              Shares issued on 
               acquisition           54,766,364          0.091          547,664     4,388,658              4,936,322 
              Distribution of 
               capital on 
               de-merger 
               Afritin                                                           (16,148,000)           (16,148,000) 
              Balance at 31 
               December 2017 
               (audited)            875,894,905                       8,758,948    51,306,449             60,065,397 
                                 --------------  -------------  ---------------  ------------  --------------------- 
 
                Balance brought 
                down 1 January 
                2018                875,894,905                       8,758,948    51,306,449             60,065,397 
 
 
             Warrants exercised January to June 2018             190,638   0.024       1,905       2,669       4,574 
              950,000 convertible bonds converted January 
               2018                                           11,699,506  0.0812     116,995     833,005     950,000 
              1,000,000 convertible bonds converted 
               February 
               2018                                           11,990,407  0.0834     119,904     880,096   1,000,000 
              725,000 convertible bonds converted March 
               2018                                            8,809,234  0.0823      88,092     636,908     725,000 
              Capital raise and placing 26 March 2018        152,749,172   0.103   1,527,492  14,205,673  15,733,165 
              Darwin warrants exercised April 2018             3,039,473   0.079      30,396     209,725     240,120 
              Darwin warrants exercised April 2018             4,052,631   0.099      40,526     360,684     401,210 
              Wogan warrants exercised May 2018                7,598,684   0.069      75,987     448,322     524,309 
              Share issue expenses                                                             (800,594)   (800,594) 
              Balance at 30 June 2018 (unaudited)          1,076,024,650          10,760,245  68,082,937  78,843,182 
                                                           -------------  ------  ----------  ----------  ---------- 
 

The Board may, subject to Guernsey Law, issue shares or grant rights to subscribe for or convert securities into shares. It may issue different classes of shares ranking equally with existing shares. It may convert all or any classes of shares into redeemable shares. The Company may also hold treasury shares in accordance with the law. Dividends may be paid in proportion to the amount paid up on each class of shares.

As at the 30 June 2018 the Company owns 670,000 (30 June 2017 and 31 December 2017: 670,000) treasury shares with a nominal value of 1 penny.

On 26 March 2018, the Company raised approximately US$22.2 million (GBP15.7 million) (before expenses) by way of an oversubscribed placing of 152,749,172 new ordinary shares of 1 penny each at a price of 10.3 pence per share with leading institutional and mining investors (the "Placing"). The price was calculated as the 5 day volume weighted average price (as published by Bloomberg) at close of trading Monday 19 March 2018. The Placing shares represented approximately 14.4% of the Company's issued share capital on admission.

   13.     Events after the reporting period 

On 6 July 2018, the Company received an exercise notice for the exercise of warrants over 4,000,000 ordinary shares of 1 pence each ("Ordinary Shares") with an exercise price of 6.9 pence per Ordinary Share. Accordingly, 4,000,000 new Ordinary Shares have been issued. The new Ordinary Shares rank pari passu with the Company's existing Ordinary Shares.

On 6 July 2018, the Company received an exercise notice for the exercise of warrants over 5,000,000 ordinary shares of 1 pence each ("Ordinary Shares") with an exercise price of 13.84 pence per Ordinary Share. Accordingly, 5,000,000 new Ordinary Shares have been issued. The new Ordinary Shares rank pari passu with the Company's existing Ordinary Shares.

On 8 August 2018, the issue and allotment of 24,847,310 new ordinary shares of 1 pence each to be issued to certain directors, senior employees and advisors of the Company (the "Compensation Shares") was approved. Accordingly, 24,847,310 new Ordinary Shares have been issued. The new Ordinary Shares rank pari passu with the Company's existing Ordinary Shares.

On 13 September 2018 the Group completed the acquisition of a 21.22 per cent interest in Strategic Minerals Corporation ("SMC"), an intermediate holding company of Vametco Alloys Proprietary Limited, "Vametco") from Sojitz Noble Alloys Corporation ("Sojitz") for a total cash consideration of US$20,000,000 (the "Acquisition"). On completion of the Acquisition, Bushveld increased its indirect beneficial interest in Vametco from 59.1 per cent to 75 per cent.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

IR LFMATMBATMMP

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September 26, 2018 02:01 ET (06:01 GMT)

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