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Wed 22 Dec 2004, 17:37 INTERIM REPORT FOR THE SIX MONTHS ENDED 30 SEPTEMB
MATODZI RESOURCES LIMITED - INTERIM REPORT FOR THE SIX MONTHS ENDED 30 SEPTEMBER
2004                                                                            
Matodzi Resources Limited                                                       
(Incorporated in the Republic of South Africa)                                  
(Registration number 1933/004523/06)                                            
Share code: MTZ                                                                 
ISIN: ZAE000042412                                                              
(`Matodzi` or `the Company`)                                                    
Interim Report for the six months ended 30 September 2004                       
Highlights                                                                      
Matodzi now controls Letseng                                                    
-    Commercial production commenced during the second quarter of the financial 
year                                                                            
-    21 882 carats at a grade of 2,2 carats per 100 ton has been recovered to 11
November 2004                                                                   
-    The diamonds were sold for an average of $1 025 per carat                  
The exploration and mining programme is currently being revamped                
The Orlyfunt Consortium is acquiring preference shares held by JCI Limited from 
Matodzi                                                                         
Abridged consolidated income statements (abridged)                              
                                       Unaudited    Unaudited     Audited       
                                       six months   six months    year          
                                       ended        ended         ended         
30           30 September  31 March      
                                       September    2003          2004          
Group                            Notes 2004         R`000         R`000         
                                       R`000                                    
Revenue                                141 679      88            153           
Net profit/(loss) for the        1     32 912       (4 689)       (20 152)      
period                                                                          
Fair value adjustments           2     (63 050)     -             27 711        
Net (loss)/profit before               (30 138)     (4 777)       7 712         
taxation                                                                        
Taxation                         3     (86)         -             (317)         
(Loss)/profit after taxation           (30 224)     (4 777)       7 395         
Profit attributable to outside         458          -             4 167         
shareholders                                                                    
(Loss)/profit attributable to          (30 682)     (4 777)       3 228         
shareholders                                                                    
(Loss)/earnings per share        4                                              
(cents)                                                                         
- headline (loss)/earnings             (20,6)       (3,2)         2,2           
- attributable (loss)/earnings         (20,6)       (3,2)         2,2           
- diluted headline                     (8,8)        (1,4)         0,9           
(loss)/earnings                                                                 
- diluted attributable                 (8,8)        (1,4)         0,9           
(loss)/earnings                                                                 
Notes to the income statements                                                  
1.Profit/(loss) for the period                                                  
is stated after taking into                                                     
account the following:                                                          
- Interest received                    363          2 851         3             
- Depreciation                         (13 048)     -             (13)          
- Finance costs                        (5 883)      (2 136)       (14 732)      
2. Fair value adjustments                                                       
- Investments                          (63 050)     -             27 711        
3. Taxation                                                                     
- Current year                         86           -             5             
- Prior year underprovision            -            -             312           
86           -             317           
4. (Loss)/earnings per share                                                    
are calculated as follows:                                                      
Attributable (loss)/profit for         (30 682)     (4 777)       3 228         
year                                                                            
Weighted number of ordinary            149 262 157  149 262 157   149 262 157   
shares in issue                                                                 
Weighted diluted number of             349 262 157  349 262 157   349 262 157   
ordinary shares in issue                                                        
Cash flow statements (abridged)                                                 
                                       Unaudited     Unaudited     Audited      
                                       six months    six months    year         
ended         ended         ended        
                                       30 September  30 September  31 March     
                                       2004          2003          2004         
Group                                  R`000         R`000         R`000        
Cash flows from operating activities   48 606        4 037         (19 560)     
Cash flows from investing activities   (26 323)      63 420        (63 661)     
Cash flows from financing activities   16 654        (67 835)      83 083       
Net movement in cash and cash                                                   
equivalents                            38 937        (378)         (138)        
Cash and cash equivalents                                                       
- at beginning of period               97            235           235          
- cash of subsidiary acquired -                                                 
1 April 2004                           9 850         -             -            
Cash and cash equivalents at end of                                             
period                                 48 884        (143)         97           
Statement of changes in equity                                                  
Accumu-                      
                                                   lated (loss)/                
                               Share     Share     retained                     
                               capital   premium   earnings        Total        
Group                          R`000     R`000     R`000           R`000        
Balance 31 March 2003          39 315    179 390   (89 800)        128 905      
Change in accounting policy -                      5 000           5 000        
AC133 restatement                                                               
Net profit for the year                            3 228           3 228        
Balance 31 March 2004          39 315    179 390   (81 572)        137 133      
Net loss for the period                            (30 682)        (30 682)     
Balance on 30 September 2004   39 315    179 390   (112 254)       106 451      
Registered office                                                               
28 Harrison Street, Johannesburg, 2001. (PO Box 6966, Johannesburg, 2000)       
Investor relations                                                              
Khangale Makhado                                                                
28 Harrison Street, Johannesburg, 2001. (PO Box 6966, Johannesburg, 2000)       
Tel: + 27 11 688 5001, Fax: + 27 11 688 5101                                    
Transfer secretaries                                                            
Computershare Investors Services 2004 (Pty) Limited                             
70 Marshall Street, Johannesburg, 2001. (PO Box 61051, Johannesburg, 2107)      
Sponsor                                                                         
River Sponsors (Pty) Limited                                                    
Block C, 1st Floor, Parc Nouveau, 225 Veale Street, Brooklyn, Pretoria, 0181    
(PO Box 1666, Groenkloof, 0027)                                                 
River Group Logo                                                                
Consolidated balance sheets (abridged)                                          
                                      Unaudited     Unaudited    Audited        
30 September  30 September 31 March       
                                      2004          2003         2004           
Group                          Notes  R`000         R`000        R`000          
Assets                                                                          
Non-current assets                                                              
- Mining assets, property,            228 629       24 949       25 177         
plant and equipment                                                             
- Goodwill                            77 778        -            -              
- Investments and loans        2      75 155        262 622      248 661        
                                      381 562       287 571      273 838        
Current assets                        103 033       470          848            
Total assets                          484 595       288 041      274 686        
Equity and liabilities                                                          
Capital and reserves                                                            
- Shareholders` interest       3      106 451       133 547      137 133        
- Outside shareholders                62 447        71 000       52 500         
Interest-bearing borrowings    4      282 916       65 655       78 067         
                                      451 814       270 202      267 700        
Current liabilities                                                             
- interest bearing                    7 784         -            73             
- non-interest bearing                24 997        17 839       6 913          
                                      32 781        17 839       6 986          
Total equity and liabilities          484 595       288 041      274 686        
Number of shares in issue                                                       
- ordinary shares of 25 cents         149 262 157   149 262 157  149 262 157    
each                                                                            
- `B` preference shares of 1          200 000 000   200 000 000  200 000 000    
cent each                                                                       
Net asset value per share                                                       
(cents)                                                                         
- ordinary shares                     30,5          38,2         39,3           
- `B` preference shares               30,5          38,2         39,3           
Notes to the balance sheets                                                     
1.   Basis of accounting                                                        
The consolidated results are prepared in accordance with South African          
Statements of Generally Accepted Accounting Practice (`GAAP`) and Schedule 4 of 
the Companies Act. These Accounting Policies are consistent with those used in  
the annual financial statements for the year ended 31 March 2004, except for the
adoption of AC140: Business Combinations, in terms of which goodwill is no      
longer amortised but is instead reviewed for impairment in terms of AC128:      
Impairment of Assets.                                                           
2.Investments                            Unaudited    Unaudited     Audited     
                                         30 September 30 September  31 March    
                                         2004         2003          2004        
R`000        R`000         R`000       
               Listed investments - at   69 355       176 988       163 029     
               market value                                                     
               Unlisted investments      1 000        1 000         1 000       
Directors` valuation of   1 000        3 500         1 000       
               unlisted investments                                             
During the period 2 794 044 Energem shares (formerly Diamond Works Limited) were
disposed of.                                                                    
3.   During the period under review, the Company`s authorised share capital     
remained unchanged at                                                           
250 000 000 ordinary shares of 25 cents each, 200 000 000 `B` preference shares 
of 1 cent each, of which 149 262 157 ordinary shares and                        
200 000 000 `B` preference shares remained in issue throughout the period.      
4.   Interest-bearing borrowings includes a loan which was entered into to      
acquire 126 834 740 ordinary shares in JCI Limited. The loan amount is stated at
outstanding capital and accrued interest. The initial loan amount was R64,6     
million. Interest is calculated at the prime overdraft rate, is secured by a    
pledge of the 126 834 740 JCI Limited shares and is repayable on 31 August 2006.
Over and above the interest the lender is also entitled to receive an amount    
equal to 50% of any increase in the market value of the shares at the date of   
repayment.                                                                      
Commentary                                                                      
Matodzi controls its 50% held subsidiary, Letseng Investment Holdings (South    
Africa) (Pty) Limited which owns 76% of Lesotho`s newly established and         
flourishing LetsGBPeng Diamonds Project.                                          
Matodzi is revamping its exploration and mining programme and is busy converting
its diversified portfolio of mineral rights into new order rights. Matodzi is   
also re-negotiating its option agreements.                                      
The loss reflected in the income statement was mainly attributable to the fair  
value adjustments in Matodzis` investment in JCI. The JCI shares are greatly    
undervalued and the board of directors are of the opinion that this will improve
in the near future.                                                             
JCI has relinquished its preference shares in Matodzi through the `Orlyfunt` BEE
transaction currently taking place.                                             
After start-up, the kimberlite processing plant passed the million tons treated 
mark on 11 November.  Headfeed was derived from the Satellite Pipe pit (85%),   
and the main pipe stockpile (15%). During this period, 21 882 carats were       
recovered at a grade of 2,2 carats per hundred tons. The diamonds were sold for 
an average of US$1 025 per carat.                                               
To date, alluvial production amounts to 6 175 carats, recovered from 375 000    
tons of gravel, at a grade of 1,6 carats per hundred tons. Sales averaged US$1  
860 per carat.                                                                  
A 123 carat white stone was recovered from the gravels in early November and is 
insured for US$2 million. The diamond was displayed at the official opening of  
the mine, which was performed by His Majesty King Letsie III, on 26 November    
2004.                                                                           
For and on behalf of the board                                                  
Andrew Mlangeni               Sello Rasethaba                                   
Non-executive Chairman        Executive Director                                
Johannesburg                                                                    
22 December 2004                                                                
Date: 22/12/2004 05:30:11 PM
Produced by the JSE SENS Department                                             
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