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Fri 30 Mar 2012, 8:00 PGL - Pallinghurst Resources Limited - Annual results for the year ended
PGL
PGL                                                                             
PGL - Pallinghurst Resources Limited - Annual results for the year ended        
31 December 2011                                                                
Pallinghurst Resources Limited                                                  
(Previously Pallinghurst Resources (Guernsey) Limited)                          
(Incorporated in Guernsey)                                                      
(Guernsey registration number: 47656)                                           
(South African external company registration number 2009/012636/10)             
Share code on the BSX: PALLRES                                                  
ISIN: GG00B27Y8Z93                                                              
Share code on the JSE: PGL                                                      
("Pallinghurst" or the "Company")                                               
NAV per share: ZAR 6.25 up 3%                                                   
Condensed consolidated income statement                                         
                                         31 December           31 December      
                                         2011                  2010             
(audited)             (audited)        
                                         US$`000               US$`000          
Income                                                                          
Investment Portfolio                                                            
Unrealised fair value gains               14,533                158,296         
Unrealised fair value losses              (150,362)             (22,465)        
Unrealised foreign exchange gains         -                     11,167          
Unrealised foreign exchange losses        (1,395)               (396)           
Net (loss)/gain on Platmin Note           (180)                 47              
Realised foreign exchange gain on         429                   -               
Jupiter forward contract                                                        
Realised fair value loss on acquisition   (1,478)               -               
of Jupiter shares                                                               
Net realised gain on Tshipi Jupiter       -                     46,005          
transaction                                                                     
Net realised gain on POSCO transaction    -                     7               
(138,453)             192,660          
Investment Portfolio revenue                                                    
                                                                                
Loan interest income                      893                   1,704           
Structuring fee and other income          -                     1,549           
                                         893                   3,253            
                                                                                
                                                                                
Net (losses)/gains on investments and     (137,560)             195,913         
income from operations                                                          
                                                                                
                                                                                
Expenses                                                                        
Investment Manager`s Benefit              (4,628)               (4,626)         
Performance incentive accrual             32,512                (32,512)        
reversal/(accrual)                                                              
Operating expenses                        (773)                 (909)           
Net foreign exchange (losses)/gains       (4)                   76              
                                         27,108                (37,971)         
                                                                                

(Loss)/profit from operations             (110,453)             157,942         
                                                                                
                                                                                
Finance income                            136                   494             
Finance costs                             -                     -               
Net finance income                        136                   494             
                                                                                

(Loss)/profit before share in loss of     (110,316)             158,436         
associates                                                                      
                                                                                

Share in loss of associates               (4,106)               (292)           
                                                                                
                                                                                
(Loss)/profit before tax                  (114,422)             158,144         
                                                                                
                                                                                
Tax credit/(expense)                      42,114                (42,114)        

                                                                                
Net (loss)/profit for the year            (72,309)              116,030         
                                                                                

Basic and diluted (loss)/earnings per     (0.15)                0.24            
ordinary share*                                                                 
                                                                                
*?Headline earnings per share is equal to earnings per share                    
Condensed consolidated statement of comprehensive income                        
                                         31 December           31 December      
                                         2011                  2010             
(audited)             (audited)        
                                         US$`000               US$`000          
Net (loss)/profit for the year            (72,309)              116,030         
                                                                                
Other comprehensive income                -                     -               
                                                                                
Total comprehensive (loss)/income for     (72,309)              116,030         
the year                                                                        
Condensed consolidated statement of cash flows                                  
                                         31 December           31 December      
                                         2011                  2010             
                                         (audited)             (audited)        
US$`000               US$`000          
Cash outflows from operations             (5,458)               (5,643)         
Additions to investments                  (5,569)               (14,731)        
Loans extended to investments             (18,500)              (28,845)        
Acquisition of Platmin Note               -                     (9,136)         
Loan repayments from investments          28,822                -               
Proceeds from disposal of investment      -                     6,868           
Finance income received                   136                   494             
Net cash used in operating activities     (568)                 (50,993)        
                                                                                
                                                                                
Cash flows from investing activities                                            
Investments in associates                 (23,559)              (30)            
Net cash used in investing activities     (23,559)              (30)            
                                                                                
                                                                                
Cash flows from financing activities                                            
                                                                                
Cash flows from financing activities      -                     -               
Net cash from financing activities        -                     -               

Net decrease in cash and cash             (24,128)              (51,023)        
equivalents                                                                     
                                                                                

Cash and cash equivalents at the          29,405                80,406          
beginning of the year                                                           
Exchange (loss)/gain on cash              (4)                   22              

                                                                                
Cash and cash equivalents at the end of   5,274                 29,405          
the year                                                                        
Condensed consolidated balance sheet                                            
                                         31 December           31 December      
                                         2011                  2010             
                                         (audited)             (audited)        
US$`000               US$`000          
Non-current assets                                                              
Investments in associates                 21,068                1,614           
                                                                                
Investment Portfolio                                                            
                                                                                
Listed investments                        125,192               302,349         
Unlisted investments                      190,457               137,001         
Loans and receivables                     22,436                31,865          
Platmin Note                              -                     9,183           
                                         338,084               480,397          
                                                                                
Total non-current assets                  359,152               482,012         
                                                                                
                                                                                
Current assets                                                                  

Trade and other receivables               1,180                 1,213           
Cash and cash equivalents                 5,274                 29,405          
Total current assets                      6,454                 30,618          

Total assets                              365,606               512,630         
                                                                                
Non-current liabilities                                                         

Deferred tax liability                    -                     42,114          
                                                                                
Current liabilities                                                             
Performance Incentive accrual             -                     32,512          
Trade and other payables                  204                   294             
Total current liabilities                 204                   32,806          
                                                                                
Total liabilities                         204                   74,919          
                                                                                
                                                                                
Net assets                                365,402               437,711,111     

Share capital                             5                     5               
Share premium                             300,226               300,226         
Retained earnings                         65,171                137,480         
Equity                                    365,402               437,711         
                                                                                
                                                                                
NAV and tangible NAV per share            0.77                  0.92            
Condensed consolidated statement of changes in equity                           
                                  Share       Share       Retained   Total      
                                  capital     premium     earnings   equity     
                                  (audited)   (audited)   (audited)  (audited)  
US$`000     US$`000     US$`000    US$`000    
Balance at 1 January 2010          5           300,226     21,450     321,681   
                                                                                
Total Comprehensive Income for the -           -           116,030    116,030   
year                                                                            
                                                                                
Balance at 31 December 2010        5           300,226     137,480    437,711   
                                                                                
Total Comprehensive Loss for the   -           -           (72,309)   (72,309)  
year                                                                            
                                                                                
Balance at 31 December 2011        5           300,226     65,171     365,402   
Segmental information                                                           
                          PGMs     Steel       Coloured    Faberge   Total      
                          US$`000  Making      gemstones   US$`000   US$`000    
                                   Materials   US$`000                          
US$`000                                      
31 December 2011                                                                
Investment Portfolio                                                            
Listed investments         -        85,756      39,436      -         125,192   
Unlisted investments       103,450  -           -           87,006    190,457   
Loans and receivables      -        -           -           22,436    22,436    
Total segmental assets     103,450  85,756      39,436      109,442   338,084   
                                                                                
Investments in associates,                                            27,318    
current assets and                                                              
liabilities                                                                     
Net assets                                                            365,402   

31 December 2010                                                                
Investment Portfolio                                                            
Listed investments         50,982   226,436     24,931      -         302,349   
Unlisted investments       49,995   -           -           87,006    137,001   
Loans and receivables      28,478   -           -           3,387     31,865    
Platmin Note               9,183    -           -           -         9,183     
Total segmental assets     138,637  226,436     24,931      90,393    480,397   

Investments in associates,                                            (42,686)  
current assets and                                                              
liabilities                                                                     
Net assets                                                            437,711   
Investments                                                                     
Investme        Unrea   Unrea  Unrea  Reali  Net    Addit   Accru  Platm  Closi 
nt       Openi  lised   lised  lised  sed    reali  ions    ed     in     ng at 
ng at  fair    fair   forei  forei  sed    and     inter  recla  31     
        1      value   value  gn     gn     loss   dispo   est    ssify  Decem  
        Janua  gains   losse  excha  excha  on     sals    and    catio  ber    
        ry     US$     s      nge    nge    acqui  US$     struc  n      2011   
2011           US$    losse  gain   sitio          turin  US$    US$    
        US$                   s      on     n of           g fee                
                              US$    Jupit  Jupit          US$                  
                                     er     er                                  
forwa  share                               
                                     rd     s and                               
                                     contr  loss                                
                                     act    on                                  
US$    Platm                               
                                            in                                  
                                            Note                                
                                            US$                                 
Listed                                                                          
equity                                                                          
investme                                                                        
nts                                                                             
Platmin  50,98  -       (5,21  (1,31  -      -      9,003   -      (53,4  -     
Ltd      2              1)     7)                                  56)          
Gemfield 24,93  14,53   -      (29)   -      -      -           -         39,43 
s plc    1      3                                                  -      6     
Jupiter  226,4  -       (145,  (49)   429    (1,47  5,569      -   -      85,75 
Mines    36             151)                 8)                           6     
Ltd                                                                             
        302,3  14,53   (150,  (1,39  429    (1,47  14,57   -                    
49     3       363)   5)            8)     2              (53,4  125,1  
                                                                  56)    92     
Unlisted                                                                        
equity                                                                          
investme                                                                        
nts                                                                             
Faberge  87,00  -       -      -      -      -      -           -  -      87,00 
Ltd      6                                                                6     
Moepi    13,37  -       -      -      -      -      -              -      13,37 
Group    3                                                  -             3     
(Boynton                                                                        
)                                                                               
Richtrau 36,62  -       -      -      -      -      -         -    -      36,62 
No 123   1                                                                1     
Ltd                                                                             
(Magazyn                                                                        
skraal)                                                                         
Platmin  -      -       -      -      -      -      -        -     53,45  53,45 
Ltd                                                                6      6     
        137,0  -       -      -      -      -      -       -      53,45         
01                                                        6      190,4  
                                                                         57     
Loans                                                                           
and                                                                             
receivab                                                                        
les                                                                             
Faberge  3,387  -       -      -      -      -      18,50   550       -   22,43 
Ltd                                                 0                     6     
Platmin  28,47  -       -      -      -      -      (28,8   344        -  -     
Ltd      8                                          22)                         
        31,86  -       -      -      -      -      (10,3   893                  
        5                                          22)            -      22,43  
6      
Platmin                                                                         
Note                                                                            
Platmin  9,183  -       -      -      -      (180)  (9,00   -      -      -     
Note                                                3)                          
        9,183  -       -      -      -      (180)  (9,00   -      -      -      
                                                   3)                           
                                                                                
Total    480,3  14,53   (150,  (1,39  429    (1,65  (4,75   893     -           
Investme 97     3       363)   5)            8)     3)                    338,0 
nt                                                                        84    
Portfoli                                                                        
o                                                                               
                                                                                
Investme                Unrea  Unrea  Unrea  Unrea  Net     Addit  Accru  Closi 
nt              Openi   lised  lised  lised  lised  reali   ions   ed     ng at 
ng at   fair   fair   forei  forei  sed     and    inter  31     
               1       value  value  gn     gn     gains   dispo  est    Decem  
               Janua   gains  losse  excha  excha  on      sals   and    ber    
               ry      US$    s      nge    nge    Tship   US$    struc  2010   
2010           US$    gains  losse  i              turin  US$    
               US$                   US$    s      Jupit          g fee         
                                            US$    er             US$           
                                                   and                          
POSCO                        
                                                   trans                        
                                                   actio                        
                                                   ns                           
US$                          
Listed                                                                          
equity                                                                          
investme                                                                        
nts                                                                             
Platmin         58,77   -      (22,4  3,156  -      -       11,51  -      50,98 
Ltd             6              65)                          4             2     
Gemfield        8,330   16,62  -      -      (349)  -       329    -      24,93 
s plc                   1                                                 1     
Jupiter         15,84   129,1  -      8,011  -      74,88   (1,48  -      226,4 
Mines           5       77                          6       3)            36    
Ltd                                                                             
82,95   145,7  (22,4  11,16  (349)  74,88   10,36  -      302,3  
               2       98     65)    7             6       0             49     
Unlisted                                                                        
equity                                                                          
investme                                                                        
nts                                                                             
Faberge         86,63   -      -      -      -      -       373    -      87,00 
Ltd             3                                                         6     
Moepi           10,03   3,343  -      -      -      -       -      -      13,37 
Group           0                                                         3     
(Boynton                                                                        
)                                                                               
Richtrau        27,46   9,155  -      -      -      -       -      -      36,62 
No 123          6                                                         1     
Ltd                                                                             
(Magazyn                                                                        
skraal)                                                                         
Tshipi          29,94   -      -      -      -      (28,9   (7)    -      -     
               0                                   33)                          
               154,0   12,49  -      -      -      (28,9   366    -      137,0  
69      9                           33)                   01     
Loans                                                                           
and                                                                             
receivab                                                                        
les                                                                             
Faberge         -       -      -      -      -      -       3,000  387    3,387 
Ltd                                                                             
Tshipi          1,321   -      -      -      (48)   1,058   (2,43  100    -     
1)                   
Platmin         -       -      -      -      -      -       25,84  2,633  28,47 
Ltd                                                         5             8     
               1,321   -      -      -      (48)   1,058   26,41  3,119  31,86  
5             5      
Platmin                                                                         
Note                                                                            
Platmin         -       47     -      -      -      -       9,136  -      9,183 
Note                                                                            
                -      47     -      -      -      -       9,136  -      9,183  
                                                                                
Total           238,3   158,3  (22,4  11,16  (396)  46,01   46,27  3,119  480,3 
Investme        42      43     65)    7             2       6             97    
nt                                                                              
Portfoli                                                                        
o                                                                               
All figures in the above tables are rounded to US$000s, meaning some casting    
differences may be in evidence.                                                 
Chairman`s statement                                                            
Few could have predicted the turbulence of 2011. Extraordinary events affecting 
global markets included the devastating tsunami in Japan and the political and  
military uprisings across much of North Africa and the Middle East. The period  
also saw further crises in the banking sector, sovereign debt default and       
downgrades in the credit ratings of many countries. These events had a          
significantly negative impact on equity market performance and business         
confidence in general. Pallinghurst and its portfolio companies have not been   
immune to these events, with the reversal of a substantial portion of the gains 
in Jupiter`s valuation achieved during 2010.                                    
However, I am pleased to report that significant progress has been made in each 
of the four investment platforms during the past year. Most recently, agreement 
was reached for the regional consolidation of the three contiguous PGM          
properties acquired over the past few years. We also welcomed the Industrial    
Development Corporation as a key partner in the consolidated PGM initiative,    
with the IDC agreeing to make an equity investment of ZAR3.24 billion. These are
important steps in the creation and crystallisation of value for the Company`s  
single largest investment.                                                      
Jupiter successfully raised AUD150 million and approved its portion of the      
funding required to build South Africa`s newest open pit manganese mine at      
Tshipi Borwa. With construction well underway, Tshipi Borwa is on track to      
commence production by the end of 2012, with a sizeable resource capable of     
sustaining more than 60 years of production.                                    
Gemfields has again delivered record breaking auction results, earning higher   
revenues and prices per carat than previously seen. A significant milestone on  
the road to becoming the world`s leading coloured gemstones producer was reached
with the acquisition of a controlling interest in a large ruby deposit in       
Mozambique. Since the year end, Gemfields` share price has climbed significantly
as the market has begun to recognise its potential.                             
For the first time in almost a century, Faberge has returned to London, with the
opening of its Mayfair boutique. New collections were launched successfully,    
putting Faberge in a position to unlock the significant value inherent in its   
name.                                                                           
It has given me pride to witness the transformation of our portfolio companies  
from what we identified as "unloved assets" upon acquisition, into what is now a
portfolio of attractive and valuable investments, well positioned to realise    
superior investment returns.                                                    
The Company has achieved a modest increase in its Rand denominated net asset    
value, but in US dollar terms, due to the significant drop in the Jupiter share 
price, the Company recorded a loss for the year. Also, there has been a further 
widening of the gap between the Company`s net asset value and its market        
capitalisation. To address this, the Board is continuing to explore a number of 
initiatives, including an additional listing. However, our key focus is on      
assisting our portfolio companies in making the right decisions in order to     
maximise their inherent value.                                                  
Despite the volatile economic situation, I am confident that each investment    
platform will grow, develop and generate significant value for the Company.     
Brian Gilbertson                                                                
Chairman                                                                        
Chief executive`s statement                                                     
Dear fellow shareholders,                                                       
On the road-show for the Company`s IPO in September 2007, we told all           
prospective shareholders that, for that the first round of capital, we should   
allow for a ten year realisation period. Simply put, during the first five years
we would plough the fields, sow the grain and attend to the green shoots. During
the following five years we would aim at timing the harvest in a way which would
maximise the returns to shareholders. We are now in the fifth year and I am     
pleased to report that, as per the initial plan, our first four investment      
platforms are indeed entering the predicted "harvesting period".                
We set ambitious targets for our investments from the outset, and the ten year  
horizon enables us to be patient in the realisation, so to secure the maximum   
return to all shareholders. As an example, in 2007 the strategy for Gemfields to
emulate the De Beers diamond industry model in the fragmented coloured gemstone 
industry was met with some scepticism. However, Gemfields has now achieved its  
market leading position in the emerald sector. It is about to apply the same    
business model to rubies, having recently acquired a world-class deposit in     
Mozambique. In only a few years, what was once an ambitious plan is now close to
becoming reality.                                                               
When we made the first investment into the PGM sector, we did so with the aim of
creating a major new industry player, which would benefit from a long life and  
low cost production. On 29 March 2012, an important announcement confirmed the  
consolidation of the four PGM assets in which Pallinghurst has invested. It also
reported the acquisition of a 16% stake in the consolidated vehicle for an      
investment of ZAR3.24 billion by the IDC, the South African Sovereign investor. 
This is a tangible confirmation of the realisation of our PGM vision and        
strategy.                                                                       
Since its re-launch less than 30 months ago, Faberge has achieved a remarkable  
repositioning at the top of the luxury goods sector. Its fine craftsmanship and 
design have received widespread acclaim. Innovative initiatives (such as the    
Faberge Big Egg Hunt which has generated more than a million articles and       
references) have greatly increased public awareness of the brand. Faberge is now
a high profile business with a distribution network which includes London, Hong 
Kong, Geneva and soon New York, and of course also the industry leading "Global 
Flagship" for an online "Shop Window". The achievements of the Faberge team     
validate our strategy for the brand, and position the investment attractively   
for further value creation.                                                     
As the original portfolio now enters the mature stage, the management time      
required to drive the strategies forward has been reduced. We therefore intend  
to pursue a number of attractive new investments opportunities, both within the 
current portfolio as well as in developing investment platforms. Also, it is    
likely that Faberge will seek a further capital injection to enable them to     
complete their strategy. In such situations, your Company must avoid value      
destructive dilution at this late stage of their development, and follow our    
rights in such capital raisings.                                                
As your management team has stressed, we will only raise capital when we have   
specific use for the funds, and in our best judgement, now is the right time to 
raise incremental equity capital for the Company. The Board has therefore       
approved a renounceable rights offer of up to ZAR800 million at ZAR2.24 per     
share. I intend to follow my rights in full, as will my fellow partners of the  
Investment Manager.  Further information will be made available to shareholders 
in due course.                                                                  
The Company is entering an exciting new phase with the strategies of the        
original Investment Portfolio being largely achieved. I am confident that the   
value of each will substantially increase as they move towards fulfilment. The  
raising of new funds will also enable participation in new opportunities,       
positioning the Company well for long-term growth and value creation.           
Arne H. Frandsen                                                                
Chief Executive                                                                 
Notes to the condensed financial statements                                     
Basis of preparation                                                            
The Directors are responsible for preparing the Annual Report and Financial     
Statements (the "Financial Statements") in accordance with International        
Financial Reporting Standards ("IFRS"), the Companies (Guernsey) Law, 2008, the 
JSE Listing Requirements and the AC500 Standards issued by the Accounting       
Practices Board of the South African Institute of Chartered Accountants.        
The Group has prepared IFRS-compliant Financial Statements for the year ending  
31 December 2011. The Financial Statements have been audited by the Company`s   
auditors, Saffery Champness; their audit opinion was unqualified, and did not   
draw attention to any emphases of matter. The audit opinion is available for    
inspection at the Company`s registered office. The Financial Statements will be 
mailed to shareholders during April 2012, and made available on the Company`s   
website, www.pallinghurst.com.                                                  
This preliminary announcement, which includes condensed financial statements    
(the "Condensed Financial Statements") does not contain sufficient information  
to fully comply with IFRS. The Condensed Financial Statements have been prepared
in accordance with IAS34 Interim Financial Reporting, the Companies (Guernsey)  
Law, 2008 and the JSE Listing Requirements.                                     
Accounting policies                                                             
The Group`s accounting policies were last disclosed in full in the Group`s      
financial statements for the year ended 31 December 2010. A number of amendments
have been made to the Group`s accounting policies for the year ended 31 December
2011. The accounting policies were updated for the early adoption of IFRS13 Fair
Value Measurement in the Group`s financial statements for the six months ended  
30 June 2011. This had a minor impact on the Group. Secondly, in previous       
reporting periods, fair value gains or losses on investments in the Investment  
Portfolio were presented as a single net number on the face of the Income       
Statement. Foreign exchange gains or losses on investments were also presented  
net on the face of the Income Statement. The fair value gain or loss and the    
foreign exchange gain or loss on each investment was included in the segmental  
reporting and investment notes. The Directors have chosen to amend this         
presentation in the current year. Gross fair value gains, gross fair value      
losses, gross foreign exchange gains and gross foreign exchange losses are each 
now presented on the face of the Income Statement. The Financial Statements     
contain the same information, presented slightly differently. The change does   
not impact on the balance sheet or any component of equity in the current or any
prior periods. The Directors therefore believe that the inclusion of a restated 
balance sheet at 31 December 2009 (the beginning of the earliest prior period   
presented) would not be helpful to users and a third balance sheet has not been 
presented. There have also been various new and revised accounting standards,   
amendments to standards and new interpretations issued by the International     
Accounting Standards Board which have become effective during the year. Various 
other standards, amendments and new interpretations have come into issue but are
not yet effective. Other than as disclosed above, the Directors have not yet    
fully determined what the impact of each new standard, amendments and           
interpretation will be.The accounting policies applied are consistent with those
adopted and disclosed in the Group`s financial statements for the year ended 31 
December 2010, other than in respect of these changes.                          
Financial instruments                                                           
IFRS7 Financial Instruments: Disclosures ("IFRS7") requires the Group to        
allocate investments into Levels 1, 2 or 3 based on the degree to which fair    
value is observable, with fair value measurement being most easy for Level 1 and
more difficult for level 2 and 3. Platmin delisted from the JSE on 23 December  
2011. The investment in Platmin has been reclassified from listed to unlisted   
investments in the balance sheet at 31 December 2011. For the purposes of the   
Group`s IFRS7 disclosure, the investment in Platmin has been reclassified from  
Level 1 to Level 3 during the year. During 2010, equity investments of          
US$137,000,863 were restated and included as Level 3 rather than Level 2 assets.
This balance includes investments in Faberge, Moepi and Magazynskraal. These    
were initially categorised as Level 2 investments at 31 December 2009, however, 
these investments should have been classified as Level 3. The underlying        
valuation methodologies for these investments have not changed, and there have  
been no relevant amendments to IFRS7. The investment valuations and impairment  
reviews for these assets are indirectly based on market inputs, such as PGM     
prices. However, there is no direct link between this input and the valuation of
the investment in the balance sheet. The Directors have therefore agreed that a 
Level 3 categorisation is more prudent and better represents the nature of these
unlisted investments.                                                           
Contingent liabilities and contingent assets                                    
On 31 August 2011, the Company agreed to act as a limited guarantor for the     
lease of Faberge`s New York retail outlet at 694 Madison Avenue. The limited    
guarantee extends to the Company being liable for the payment of rent for the   
outlet if the landlord takes legal action to evict Faberge for non-payment of   
rent or other charges, and only to the extent of the rent and charges from the  
date that legal action commences to the date that Faberge moves out of the      
premises. The Directors believe that there is a very low likelihood that this   
guarantee will be called upon. Their assessment of the maximum amount of the    
Group`s contingent liability is US$219,000. There is a degree of uncertainty    
over this amount regarding the length of time Faberge might take to vacate the  
premises in the event of legal action on the part of the landlord and,          
therefore, how much rent might become due. However, the Directors believe that  
it is highly unlikely that the Group will become liable for any amounts under   
this guarantee. The Group has not become liable for any amounts under this      
guarantee to date. The Group had no other significant contingent liabilities or 
contingent assets at 31 December 2011, nor any significant contingent           
liabilities or contingent assets at 31 December 2010.                           
Commitments                                                                     
The Group has a commitment to take up its share of the investment in Sedibelo.  
Sedibelo is located on the Western Limb of the Bushveld Complex and is          
contiguous to both the Pilanesberg Platinum Mine ("PPM") and Magazynskraal. The 
Bakgatla now holds 100% of Sedibelo, having acquired the final 10% interest in  
the first half of 2011, which was previously held by Barrick Platinum South     
Africa (Pty) Limited. During March 2011, a suite of transactions was announced  
that provides the platform for the consolidation of PPM, Sedibelo and           
Magazynskraal. In particular, the Pallinghurst Co-Investors will acquire a 49.9%
stake in Sedibelo, and interests in certain other assets. Funds were contributed
to Ivy Lane, one of the Group`s associates, during the year, for the            
satisfaction of these commitments. It is anticipated that the cash outflows will
be material to the Group. Completion of the suite of transactions is subject to 
approval from the Department of Mineral Resources.                              
The Group committed to loan Faberge up to US$25 million on 24 May 2010. This was
subsequently amended on 27 July 2011 and the commitment can now be drawn upon by
Faberge between 1 October 2010 and 31 July 2012. Faberge had drawn down         
US$21,500,000 by 31 December 2011.                                              
A further US$3,000,000 has been drawn down since 31 December 2011 as described  
in the Events occurring after the end of the year note. The Group`s outstanding 
commitment, which excludes the US$375,000 structuring fee, is US$125,000. The   
terms of the loan agreement are that any amount drawn down is due for repayment 
by 31 August 2012. No further commitments have been entered into at the date of 
signature of the Financial Statements.                                          
Events occurring after the end of the year                                      
As described in the Commitments note, a series of transactions was announced    
during March 2011 that provides the platform for the Consolidation (of PPM,     
Sedibelo and Magazynskraal). During March 2012, the IDC has agreed to invest,   
upon the Consolidation, ZAR3.24 billion, in return for 16.2% of the consolidated
entity. The IDC investment is expected to complete during 2012. The Directors   
believe that the completion of the IDC`s investment into the consolidated entity
may have a positive effect on the Group`s NAV, which it is not yet possible to  
quantify. Completion of the Consolidation and the IDC investment are subject to 
various conditions including approvals from the South African Reserve Bank.     
The Group has provided a commitment to loan Faberge up to US$25 million, which  
can be drawn down at any point up until 31 July 2012. The amount drawn down at  
31 December 2011 was US$21.5 million. Faberge has drawn down a further US$3     
million subsequent to the year end; the outstanding balance has therefore       
increased to US$24.5 million (excluding interest and structuring fee).          
The Jupiter share price has fallen since 31 December 2011. The estimated impact 
of this non-adjusting event is as follows: The Jupiter share price on 26 March  
2012 was AUD0.2350 and the exchange rate was US$1:AUD0.9558. The fair value of  
the Group`s investment was US$74,008,079, US$11,747,699 lower than the valuation
of US$85,755,778 included in the Balance Sheet.                                 
The Gemfields share price has increased since 31 December 2011. The estimated   
impact of this non-adjusting event is as follows: The Gemfields share price on  
26 March 2012 was GBP0.3875 and the exchange rate was US$1:GBP0.6303. The fair  
value of the Group`s investment was US$66,046,562, US$26,610,749 higher than the
valuation of US$39,435,813 included in the Balance Sheet.                       
On behalf of the Board                                                          
Brian Gilbertson     Arne H. Frandsen                                           
Chairman             Chief Executive                                            
Pallinghurst Resources Limited                                                  
(Previously Pallinghurst Resources (Guernsey) Limited)                          
(Incorporated in Guernsey)                                                      
(Guernsey registration number: 47656)                                           
(South African external company registration number 2009/012636/10)             
Share code on the JSE: PGL                                                      
Share code on the BSX: PALLRES ISIN: GG00B27Y8Z93                               
("Pallinghurst" or the "Company")                                               
Executive directors: Brian Gilbertson, Arne H. Frandsen, Andrew Willis          
Independent non-executive directors: Stuart Platt-Ransom, Clive Harris, Martin  
Tolcher, Patricia White 1                                                       
Permanent alternate: Brian O`Mahoney 2                                          
Administrator and secretary: Legis Fund Services Limited                        
Registered office: 11 New Street, St Peter Port, Guernsey, GY1 3EG, Channel     
Islands                                                                         
Transfer secretaries: Computershare Investor Services (Proprietary) Limited,    
70 Marshall Street, Johannesburg, 2001                                          
Auditor: Saffery Champness, PO Box 141, La Tonnelle House, Les Banques,         
St Sampson, Guernsey, GY1 3HS, Channel Islands                                  
JSE sponsor: Investec Bank Limited, 100 Grayston Drive, Sandown, Sandton,       
2196, South Africa                                                              
BSX sponsor: Capital G BSX Services Limited, 25 Reid Street, 4th Floor, Hamilton
HM 11, Bermuda                                                                  
1 Appointed as Director on 29 February 2012                                     
2 Appointed as Permanent Alternate to Stuart Platt-Ransom and Patricia White on 
29 February 2012                                                                
Date: 30/03/2012 08:00:15 Produced by the JSE SENS Department.                  
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