| Thu 19 Aug 2004, 16:56 | | RESULTS FOR THE YEAR ENDED 30 JUNE 2004 |
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PETRA MINING LIMITED - PRELIMINARY RESULTS FOR THE YEAR ENDED 30 JUNE 2004
PETRA MINING LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1972/001062/06)
Share code: PET ISIN: ZAE000010237
(`Petmin` or `the company`)
PRELIMINARY RESULTS FOR THE YEAR ENDED 30 JUNE 2004
Abridged Income Statements
Reviewed Audited
Year ended Year ended
30 June 2004 30 June 2003
R`000 R`000
Turnover 2 514 14 966
Net operating (loss)/profit (22) 11 416
Profit on sale of subsidiary - 514 271
Net (loss)/profit before taxation (22) 525 687
Taxation (216) 67 499
Net (loss)/profit after taxation (238) 458 188
Shares in issue (`000) 97 000 80 000
Weighted average share in issue (`000) 87 083 80 000
Earnings per ordinary share:
Net (loss)/profit attributable to ordinary
shareholders (238) 458 188
(Loss)/Earnings per share (cents) (0.27) 572.70
Headline (loss)/earnings per share:
Net (loss)/profit attributable to ordinary
shareholders (238) 458 188
Exceptional item - (514 271)
Capital Gains Taxation - 6 428
Secondary Taxation on Companies - 57 647
(238) 7 992
Headline (loss)/earnings per share (cents) (0.27) 10.00
Dividends per ordinary share:
Dividends paid - 472 000
Dividends paid per ordinary share (cents) - 590
Abridged Balance Sheets
Reviewed Audited
30 June 2004 30 June 2003
R`000 R`000
ASSETS
Non-current assets
Investments - -
Current assets 32 230 37 478
Receivables and pre-payments 759 673
Cash resources 31 471 36 805
Total assets 32 230 37 478
EQUITY AND LIABILITIES
Capital and reserves 25 104 26 392
Issued share capital 24 250 20 000
Share premium 937 87
Non-distributable reserve - 6 000
Fair value reserve (6 150) -
Retained earnings 6 067 305
Current liabilities 7 126 11 086
Trade and other payables 976 1 233
FEC liability 6 150 -
Taxation (note 3) - 9 853
Total equity and liabilities 32 230 37 478
Abridged Cash Flow Statements
Reviewed Audited
Year ended Year ended
30 June 2004 30 June 2003
R`000 R`000
Net cash flows from operating activities (581) (612 442)
Cash generated from sale of subsidiary - 514 271
Decrease in other investments - 141 404
Proceeds from share issue 5 100 -
Taxation paid (9 853) (6 428)
Net movement in cash (5 334) 36 805
Cash at beginning of year 36 805 -
Cash at end of year 31 471 36 805
Abridged Statements of Changes in Equity
Share Share
R`000 capital premium Reserves
Balance at 1 July 2002 20 000 101 287 6 000
- Net profit for year - - -
- Dividends paid - - -
- Reduction in share premium - (101 200) -
Balance at 30 June 2003 20 000 87 6 000
Balance at 1 July 2003 20 000 87 6 000
- Shares issued during year 4 250 850 -
- Transfer to retained earnings - - (6 000)
- Cash flow hedges, net fair
value gains, net of taxes - - -
- Net loss for year - - -
Balance at 31 December 2003 24 250 937 -
Fair
value Retained
R`000 reserve earnings Total
Balance at 1 July 2002 - 14 117 141 404
- Net profit for year - 458 188 458 188
- Dividends paid - (472 000) (472 000)
- Reduction in share premium - - (101 200)
Balance at 30 June 2003 - 305 26 392
Balance at 1 July 2003 - 305 26 392
- Shares issued during year - - 5 100
- Transfer to retained earnings - 6 000 -
- Cash flow hedges, net fair
value gains, net of taxes (6 150) - (6 150)
- Net loss for year - (238) (238)
Balance at 31 December 2003 (6 150) 6 067 25 104
COMMENTS
1. Accounting policy
This report has been prepared in terms of South African Statements of
Generally Accepted Accounting Practice (GAAP) and is consistent with those
applied in the financial statements for the year ended 30 June 2003.
2. Review of results
The preliminary results of the company as set out above have been reviewed
by the company`s auditors, PricewaterhouseCoopers Inc., as required by the
JSE Securities Exchange South Africa (`JSE`). The review report is
available for inspection at the company`s registered address.
The comparative figures show the sale of Petmin`s operating subsidiaries,
which were sold effective 30 September 2002, as an exceptional item. The
current period results disclose the results of the operations of Petmin as
a cash company with the turnover being only interest earned, and which has
resulted in the large decrease in earnings per share between the current
year and the comparative year.
On 13 May 2004 the company entered into a Forward Exchange Contract (`FEC`)
to buy 7,5 million at a forward rate of R8.40 to the Euro, amounting to R63
million. The contract was entered into in fulfilment of one of the
conditions precedent to the acquisition of SamQuarz (see 3.3 below). The
FEC was fair valued on 30 June 2004 and a corresponding liability of R6,150
million was raised against fair value reserves. The full amount of R6,150
million will be transferred from the fair value reserves and will be
capitalised against the cost of SamQuarz once the transaction has been
closed.
3. Review of operations
3.1 Change in control and strategic positioning
On 20 November 2003 the company announced that Midnight Storm
Investments 34 (Pty) Limited (`Storm`) acquired a 41.69% interest in
the company at 30 cents per share. This acquisition of shares
constituted an affected transaction in terms of the Securities
Regulation Code on Mergers and Acquisitions and, as a result, Storm
was required to make a mandatory offer to all shareholders of the
company at 30 cents per share. The offer opened on Monday, 15 December
2003 and closed on Wednesday, 21 January 2004 and details of the offer
were sent to shareholders in a circular dated 12 December 2003.
Following the offer to shareholders and the annual general meeting
held on 30 January 2004, four new directors were appointed to the
board of Petmin, Storm became a major shareholder of Petmin and PSG
Capital Limited acquired a 20% interest in the company.
As stated in the announcement to shareholders on 18 November 2003, the
company refocused its business to create shareholder value by pursuing
mining exploration and development projects in Southern Africa which:
* emerging previously disadvantaged entrepreneurs participate in a
substantial and meaningful way;
* the full set of criteria contained in the Mining Charter
Scorecard are pursued progressively;
* access to international equity capital is optimally leveraged to
enhance project economics.
3.2 Specific issue of shares for cash
At the annual general meeting of the company held on 30 January 2004,
the requisite majority of shareholders approved an ordinary resolution
authorising the directors to issue 20 million shares to PSG Capital
Limited in accordance with the Listings Requirements of the JSE.
A final number of 17 million par value ordinary shares at 30 cents
each were issued to PSG Capital Limited, which amounted to cash
proceeds of R5,1 million to Petmin. The 17 million new shares
represented a 21.25% increase in the issued share capital of the
company and the requisite disclosure was made in Petmin`s interim
results for the six months to 31 December 2003.
The JSE granted a listing of the new shares with effect from the
commencement of business on Monday, 23 February 2004.
3.3 Acquisition of SamQuarz (Pty) Limited (`SamQuarz`)
In pursuit of its newly stated objectives as detailed in 3.1 above,
Petmin entered into agreement with Quarzwerke GmBH for the acquisition
of SamQuarz who owns the largest high quality and cash generative
silica mine in South Africa. The transaction was announced in the
press on 25 March 2004 and at year-end the only condition precedent
still outstanding is formal approval from the Petmin shareholders in
general meeting. A majority of Petmin shareholders have already given
their irrevocable undertaking to Petmin to vote in favour of the
transaction.
A circular to shareholders containing full details of the acquisition
of SamQuarz is currently being finalised and will be sent to
shareholders within the next two weeks.
4. Future prospects
Having gone through a year of restructuring, the board is looking forward
to continue expanding on Petmin`s newly stated strategy. The acquisition of
SamQuarz represents the first significant step in this direction and, once
the transaction has closed, the board intends to pursue a number of
opportunities to enhance shareholder value.
On behalf of the board
P J Nel D H Warmenhoven
Non-Executive Chairman Chief Executive Officer
18 August 2004
Pretoria
Directors
P J Nel (Non-executive Chairman)
D H Warmenhoven (Chief Executive Officer)
J A Strijdom, J P Mabena, L Mogotsi, E de V Greyling
Registered Office
Parc Nouveaux, First Floor, Block C
225 Veale Street, Brooklyn, Pretoria, 0002
(PO Box 899, Groenkloof, 0027)
Secretary and Sponsor
River Sponsors (Pty) Limited
Transfer Secretaries
Computershare Investor Services 2004 (Proprietary) Limited
Auditors:
PricewaterhouseCoopers Inc.
Date: 19/08/2004 04:49:19 PM
Produced by the JSE SENS Department
