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
17 September 2024
Bushveld Minerals
Limited
("Bushveld Minerals"
"Bushveld" or the
"Company")
Unaudited Interim results
for the six-months ended 30 June 2024
Bushveld Minerals Limited (AIM:
BMN), the integrated primary vanadium producer, announces
its interim results for the six months ended 30
June 2024.
Following the previously announced
sale of the Vanchem vanadium processing plant ("Vanchem") to
Southern Point Resources Fund I S.A. LP
("SPR"), Vanchem has been classified as 'a
discontinued operation' and 'held for sale'. Vanchem's operational
results for the current and comparative periods are presented as
discontinued operations in the Group's consolidated interim
statement of profit or loss and its assets and liabilities are
presented separately under current assets and current liabilities,
respectively, in the Group's consolidated interim statement of
financial position at 30 June 2024.
H1 2024 Financial Highlights from continuing
operations
·
Revenue (primarily Vametco) of US$25.6 million
(H1 2023: US$55.1 million)
·
Group Sales of 949 mtV (H1 2023: 1,428
mtV)
·
Average realised price of US$26.9/kgV (H1 2023:
US$38.6/kgV)
·
Cost per unit sold including sustaining capital
of US$42.9/kgV (H1 2023: US$30.8/kgV)
·
Adjusted EBITDA1 loss of US$14.3
million (H1 2023: US$12.6 million profit)
·
Operating loss of US$18.6 million (H1 2023:
US$7.9 million profit)
·
Net loss of US$45.0 million (H1 2023: net loss
US$12.5 million)
·
Free cash outflow2 of US$18.1
million (H1 2023: outflow of US$2.7 million)
·
Cash and cash equivalents of US$1.0 million (31
December 2023: US$1.3 million)
·
Net debt3 of US$124.0 million (31
December 2023: US$105.7 million)
1 Adjusted EBITDA is EBITDA, excluding the Group's share of
losses from investments in associate and joint venture, fair value
gain on derivative liability and other losses.
2 Free cash flow defined
as operating cash flow less sustaining capital.
3 Net debt is total debt plus lease liabilities less cash and
cash equivalents.
Group Priorities and Post-Period Update
·
Optimising operations and right-sizing the
organisation to ensure that Vametco is a cash-generating asset,
expecting to achieve an annualised savings of
US$8-10 million by 2025 year-end, including the following
initiatives:
o Reducing the current labour complement at Vametco and
Head Office.
o Reducing costs by transferring purchases of certain goods and
services to longer term contracts.
o Reducing raw material consumption by ensuring assets are
running efficiently.
o Implementing several operational initiatives for yield
improvements from kiln to finished goods.
·
Complete outstanding conditions of the Vanchem
sale, expecting to receive Competition Commission approval at the
end of October 2024 and complete final documentation.
·
Focused on receiving the outstanding balance of
funds due in 2024 from SPR.
·
Attaining sustainable production at Vametco of
240 mtV per month by Q4 2024.
·
Complete the sale of certain non-core assets -
Lemur Holdings Limited ("Lemur") and Bushveld Electrolyte
Company ("BELCO").
·
Cash balance of US$4.1 million as at 31 August
2024.
·
OMF Fund III (F) Limited's ("Orion") US$10
million matched funding received post-period end.
·
As announced on 14 August 2024, the Company
secured the total amount of US$12 million of the SPR
interim working capital facility announced on 07 May
2024.
·
In discussions with Joint Venture ("JV") partner
for the transfer of liabilities from BELCO and removal of a
guarantee provided by Bushveld amounting to ZAR28.75
million (c.US$1.5 million).
·
Received approval from the Development Bank
of South Africa ("DBSA") to dispose of Lemur, which will
result in Bushveld no longer being liable for a c.US$2.5
million debt. The disposal remains subject to certain
outstanding conditions being met.
Investor session
Bushveld Minerals Chief Executive Officer, Craig
Coltman and Chief Financial Officer, Robbie Taylor, will
host an investor session on Thursday 19th September
2024 at 14:00pm BST (15:00pm SAST) via
the Investor Meet Company platform to discuss the
operational update.
The session is open to all
existing and potential shareholders. Investors can submit questions
via Investor Meet Company dashboard up
until 9:00am the day before the meeting. Pre-submitted
questions will be prioritised.
Investors can sign up
to Investor Meet Company for free and register for the
event via:
https://www.investormeetcompany.com/bushveld-minerals-limited/register-investor
Investors who already
follow Bushveld Minerals on the Investor Meet
Company platform will automatically be invited.
Craig Coltman, CEO of Bushveld Minerals
commented:
"The Company experienced a challenging start to the financial
year given severe funding constraints leading to the inability to
run our assets efficiently. This is clearly reflected in these
financial results. However, Bushveld has remained steadfast in its
commitment to rationalise assets, and implement a range of
cost-cutting measures in what is now our core asset,
Vametco.
The sale of Vanchem is expected to be concluded, with
approval from the Competition Authorities expected by end October
2024.
As outlined in our Q2 and H1 operational update, May was a
standout month at Vametco, reaching its highest monthly output
since the beginning of my tenure of 217 mtV, demonstrating the
early success of some of our turnaround efforts.
Additionally, we saw the successful receipt of the final
instalment of US$2 million from SPR, completing the total US$12
million interim working capital facility initially secured in May
2024. In a further boost to our position, we received the full
US$10 million of the matched funding facility from Orion. These
milestones have enabled us to maintain momentum in our turnaround
journey, but the Company remains
focused on managing our working capital situation and is dependent
on a significant amount of funds from SPR for the balance of funds
due in 2024."
Enquiries : info@Bushveldminerals.com
Bushveld Minerals Limited
|
|
+27 (0) 11 268 6555
|
Craig Coltman, Chief Executive Officer
|
|
|
|
|
|
|
|
|
SP
Angel Corporate Finance LLP
|
Nominated Adviser & Joint Broker
|
+44 (0) 20 3470 0470
|
Richard Morrison / Charlie
Bouverat
|
|
|
Grant Barker / Abigail
Wayne
|
|
|
|
|
|
Hannam & Partners
|
Joint Broker
|
+44 (0) 20 7907 8500
|
Andrew Chubb / Matt
Hasson / Jay Ashfield
|
|
|
|
|
|
Tavistock
|
Financial PR
|
+44 (0) 207 920 3150
|
Gareth Tredway / Tara
Vivian-Neal / James Whitaker
|
|
|
ENDS
ABOUT BUSHVELD MINERALS LIMITED
Bushveld Minerals is a primary
vanadium producer. It is one of the world's three primary vanadium
producers, offering compelling exposure to vanadium through its
upstream asset.
Detailed information on the Company
and progress to date can be accessed on the
website www.bushveldminerals.com.
Chief Executive Officer's
Review
Dear stakeholders,
The financial results for the
first six months of 2024 reflect a challenging first half of the
year for the Company.
We entered the period on the front
foot, having completed a fund raising at the end of 2023 that was
intended to help us reduce creditors and secure availability of
goods and services, along with pricing based on longer term
contracts.
For reasons previously explained,
this funding was not immediately forthcoming and the Company was
forced to continue to run on a hand-to-mouth basis for several
months. The pre-announced sale of Vanchem, and US$10 million in
matched funding have since strengthened our position, and we remain
focused on managing our working capital situation, but we remain
dependent upon SPR for the balance of funds due in 2024.
In addition, Orion agreed to amend
the terms of the agreements entered into for the convertible loan
note refinancing announced on 1 February 2024, importantly
extending the first repayment date on the term loan to 31 December
2025 (previously 30 June 2024).
The major factor out of our
control in this regard, remains the Vanadium price, which continues
to trade at levels which place pressure on the ability of our
operations to generate meaningful positive cash flow.
As a result of these, and other
factors, the Company recorded an adjusted and underlying EBITDA
loss from continuing operations of US$14.3 million, and an
operating loss of US$18.6 million. Both adjusted EBITDA loss and
operating loss were higher
than the prior year due to lower realised prices
and lower sales volumes, partially offset by lower costs of sales.
While revenue of US$25.6 million from continuing operations was 54%
lower than the prior year due to a 30% decrease in the average
realise price to US$26.9/kgV and a 34% decrease in sales to 949
mtV.
The cost of sales, excluding
depreciation, from continuing operations for the first half of 2024
was US$28.3 million, which was US$1.4 million lower than the prior
period primarily due to lower variable production costs.
Production cash costs for
continuing operations for the quarter and half year were $32.8/kgV,
driven by higher raw material costs, lower production volumes due
to earlier constraints, and maintenance expenses. As production
continues to stabilise and increase due to our turnaround strategy,
we anticipate a reduction in Vametco's costs in the second half of
the year. We are targeting weighted average production cash costs
for the Group of between $26.7/kg and $27.1/kg, with total Group
production projected between 3,800 mtV and 4,000 mtV. Assuming
Vanchem's production is excluded for the last two months of the
year (with Competition Commission approval expected to be received
at the end of October 2024), total year Group production guidance
will reduce by 400 mtV.
OPERATIONAL OVERVIEW
Bushveld Minerals has continued
its efforts to streamline operations and drive efficiencies, and
the Company remains committed to its strategy of asset
rationalisation, which includes cost-cutting measures and a
reduction in headcount, while simultaneously making significant
strides in the turnaround initiative at Vametco. The programme has
already delivered improved production volumes and enhanced
operational stability, despite supplier challenges. A stabilised
power supply, secured through our agreement with the local
municipality, has further enabled steady production, and as a
result of these measures, our outlook remains strong for the
remainder of 2024 into 2025.
In Q2, Bushveld reported
production at Vametco of 548 mtV, and 905 mtV for the half year.
Notably, May was a standout month at Vametco, with production
reaching 217 mtV - the highest monthly output since my tenure began
a year ago. This performance underscores the success of our ongoing
turnaround efforts at Vametco, which has now become our core
asset.
Despite financial constraints
earlier in the year and a planned 25-day maintenance shutdown in
January and February, we have laid a strong foundation for further
improvements. With additional initiatives set to be implemented at
Vametco in the second half of the year, we are on track to achieve
our goal of 240 mtV of sustainable monthly production by Q4
2024.
Furthermore, during this period,
Bushveld has continued to progress its asset rationalisation
strategy. While no definitive agreement has been reached, we are in
discussions with our JV partner, the Industrial Development
Corporation, regarding the transfer of ownership of BELCO, which
would include all liabilities and a guarantee of approximately
US$1.5 million from Bushveld. We have also received approval from
DBSA to proceed with the disposal of Lemur, which will result in Bushveld no longer being accountable
for the outstanding US$2.5 million debt on
the asset, contingent on certain conditions being met.
Following shareholder approval in
June, we are now advancing the sale of Vanchem, with approval from
the Competition Commission expected by the end of October
2024.
Health and Safety
I'm pleased to report that in H1
2024, TRIFR reduced by over 60% to 1.30 from 3.39 in H1 2023,
reflecting the successful implementation of the Safety Diagnostic
Audit and a strategic focus on leading indicators, which have
collectively contributed to a notable reduction in safety
incidents.
2024 priorities and outlook
Bushveld also renegotiated
agreements with Orion during the period, which include additional
funding commitments matching those paid by SPR.
As mentioned, post-period end,
Bushveld Minerals has made significant strides in strengthening its
financial position and supporting the execution of our turnaround
strategy at Vametco.
We announced the successful receipt
of the final instalment of US$2 million from SPR, completing the
total US$12 million interim working capital facility that was
initially secured in May 2024. In addition, Orion agreed to match
SPR's additional funds on a dollar-for-dollar basis, up to a
maximum of US$10 million, and received approval by SARB and secured
the full US$10 million from Orion, as announced 02 September
2024.
The combined funding of US$22
million from SPR and Orion will significantly enhance our working
capital position, allowing us to reduce our long
outstanding creditor balances, support our ongoing
turnaround initiatives at Vametco, and cover transaction costs. We
have also commenced work on critical cost-cutting and development
initiatives aimed at returning the Company to profitability and
securing its long-term future.
Looking ahead, I am focused on
executing the Company's asset rationalisation and turnaround
strategies at Vametco, positioning the company as a simple, fast
and effective business.
FINANCIAL OVERVIEW
|
Unit
|
H1 2024
|
% change
|
H1 2023
|
Revenue
|
US$m
|
25,6
|
-54%
|
55,1
|
Cost of sales
|
US$m
|
(32,4)
|
-6%
|
(34,3)
|
Other operating income and
costs
|
US$m
|
(5,5)
|
-7%
|
(5,9)
|
Administrative costs
|
US$m
|
(6,3)
|
-10%
|
(7,0)
|
Adjusted EBITDA
|
US$m
|
(34,3)
|
-432%
|
10,3
|
- continuing
operations
|
US$m
|
(14,3)
|
-214%
|
12,6
|
- discontinued
operation
|
US$m
|
(19,9)
|
763%
|
(2,3)
|
Underlying EBITDA
|
US$m
|
(21,9)
|
-313%
|
10,3
|
- continuing
operations
|
US$m
|
(14,3)
|
-214%
|
12,6
|
- discontinued
operation
|
US$m
|
(7,6)
|
229%
|
(2,3)
|
Average foreign exchange
rate
|
US$/ZAR
|
18,73
|
3%
|
18,21
|
Group production
|
mtV
|
1 693
|
-5%
|
1 784
|
- continuing
operations
|
mtV
|
905
|
-22%
|
1 167
|
- discontinued
operation
|
mtV
|
788
|
28%
|
617
|
Group sales
|
mtV
|
1 639
|
-22%
|
2 096
|
- continuing
operations
|
mtV
|
949
|
-34%
|
1 428
|
- discontinued
operation
|
mtV
|
690
|
3%
|
668
|
All-in sustaining costs
("AISC")
|
US$/kgV
|
47,1
|
41%
|
33,4
|
- continuing
operations
|
US$/kgV
|
42,9
|
40%
|
30,8
|
- discontinued
operation
|
US$/kgV
|
52,8
|
36%
|
38,9
|
Average realised price
|
US$/kgV
|
25,1
|
-33%
|
37,4
|
- continuing
operations
|
US$/kgV
|
26,9
|
-30%
|
38,6
|
- discontinued
operation
|
US$/kgV
|
22,5
|
-36%
|
34,9
|
The sale of Vanchem was considered
to be highly probable as at 30 June 2024. Vanchem was therefore
accounted for as held for sale and its operating results for the
current and comparative period were reported as discontinued
operations.
The financial results for the
first six months reflect a challenging start to the year for the
Company. The Company recorded an adjusted EBITDA loss of US$14.3
million from continuing operations and an adjusted EBITDA loss of
US$19.9 million from discontinued operations and an operating loss
of US$18.6 million. Both adjusted EBITDA loss and operating loss
were lower than the prior year due to lower realised prices and
lower sales volumes, partially offset by lower costs of
sales.
Income
statement
The income statement summary below
is adjusted from the primary statement presentation.
In US$'000
|
H1 2024
|
% change
|
H1 2023
|
Revenue
|
25
550
|
-54%
|
55
103
|
Cost of sales excluding
depreciation
|
(28
324)
|
-5%
|
(29
743)
|
Other operating income and
costs
|
(5 488)
|
-7%
|
(5 893)
|
Administration costs excluding
depreciation
|
(6 067)
|
-11%
|
(6 849)
|
Underlying EBITDA
|
(14
329)
|
-214%
|
12 618
|
Impairment losses
|
-
|
0%
|
-
|
Adjusted EBITDA
|
(14
329)
|
-214%
|
12 618
|
Depreciation
|
(4 296)
|
-10%
|
(4 757)
|
Operating profit /
(loss)
|
(18
625)
|
-337%
|
7 861
|
Fair value gain on derivative
liability
|
107
|
100%
|
-
|
Share of loss from associate and
joint venture
|
-
|
-100%
|
(1 504)
|
Other gains / (losses)
|
36
|
-101%
|
(3 375)
|
Net financing expenses
|
(5 847)
|
-11%
|
(6 539)
|
Loss before tax
|
(24
329)
|
584%
|
(3 557)
|
Income tax
|
3 567
|
-232%
|
(2 712)
|
Loss from continuing
operations
|
(20
762)
|
231%
|
(6 269)
|
Loss from discontinuing
operations
|
(24
237)
|
289%
|
(6 224)
|
Net loss for the period
|
(44
999)
|
260%
|
(12
493)
|
Revenue from continuing operations
|
H1 2024
|
H1 2023
|
Group sales (mtV)
|
949
|
1
428
|
Average realised price
(US$/kgV)
|
26.9
|
38.6
|
Revenue (US$'000)
|
25
550
|
55
103
|
Revenue of US$25.6 million from
continuing operations was 54% lower than the prior year due to a
30% decrease in the average realise price to US$26.9/kgV and a 34%
decrease in sales to 949 mtV.
The geographic split of Group
sales during the first half of 2024 was 48% to the USA (H1 2023:
49%), 33% to Europe (H1 2023: 29%), 9% to Asia (H1 2023: 6%), 5% to
South Africa (H1 2023: 6%), and 5% to the rest of the world (H1
2023: 10%).
During the period, Bushveld
continued to prioritise nitro vanadium sales into North America
given the higher vanadium prices in the region. Sales into the
aerospace and specialty chemical products sectors were also a focus
given the price premiums these sectors attract.
Cost analysis
In US$'000
|
H1 2024
|
H1 2023
|
Continuing operations
|
|
|
Cost of sales excluding
depreciation
|
(28 324)
|
(29
743)
|
Other operating income and
costs
|
(5
488)
|
(5
893)
|
Administration costs excluding
depreciation
|
(6
067)
|
(6
849)
|
Total income statement cost excluding
depreciation
|
(39
879)
|
(42 485)
|
Total units sold (mtV)
|
949
|
1
428
|
Cost per income statement per unit sold (excluding
depreciation) (US$/KgV)
|
42.0
|
29.8
|
Sustaining capital
|
(862)
|
(1
461)
|
Total cost including sustaining capital
|
(40
741)
|
(43 946)
|
Cost per unit sold including sustaining capital from
continuing operations (US$/KgV)
|
42.9
|
30.8
|
Cost per unit sold including
sustaining capital from discontinued operation (US$/KgV)
|
52.8
|
38.9
|
Cost per unit sold including sustaining capital
(US$/KgV)
|
47.1
|
33.4
|
Cost per unit sold from continuing
operations
The cost per unit sold from
continuing operations for the half year (including sustaining
capital expenditure) was US$42.9/kgV. This represents a 40%
increase relative to the prior year primarily as a result of lower
sales volumes, partially offset by the cost factors noted
below.
Cost of sales
The cost of sales, excluding
depreciation, from continuing operations for the first half of 2024
was US$28.3 million, which was US$1.4 million lower than the prior
period primarily due to lower variable production costs
incurred.
Other operating income and
costs
Other operating income and costs
from continuing operations of US$5.5 million decreased by US$0.4
million primarily due to:
·
A US$1.9 million reduction in selling and
distribution costs to US$2.7 million primarily driven by lower
commissions due to the lower average realised sales prices and
lower distribution costs due to the lower sales volumes.
·
This reduction was partially offset by a US$1.5
million decreased in other operating income primarily due to
reduction in foreign exchange gains due to the strengthening of the
Rand compared to the US$.
Administration costs
Administration costs, excluding
depreciation charges, from continuing operations for the half year,
was US$6.1 million. Below is a breakdown of the key items included
in administration costs:
In US$'000
|
H1 2024
|
H1 2023
|
Staff costs
|
2
482
|
3
235
|
Professional fees
|
544
|
1
846
|
Other (incl. IT and security
expenses)
|
3
041
|
1
768
|
|
6 067
|
6 849
|
Adjusted and underlying EBITDA
Adjusted EBITDA is a factor of
volumes, prices and cost of production. This is a measure of the
underlying profitability of the Group, which is widely used in the
mining sector. Underlying EBITDA removes the effect of impairment
charges.
In US$'000
|
H1 2024
|
H1 2023
|
Continuing operations
|
|
|
Revenue
|
25
550
|
55
103
|
Cost of sales
|
(32 367)
|
(34
324)
|
Other operating income and
costs
|
(5
488)
|
(5
893)
|
Administration costs
|
(6
320)
|
(7
025)
|
Add: Depreciation and
amortization
|
4
296
|
4
757
|
Adjusted EBITDA from continuing operations
|
(14 329)
|
12 618
|
Adjusted EBITDA from discontinued
operation
|
(19 921)
|
(2 308)
|
Adjusted EBITDA
|
(34 250)
|
10 310
|
Add: Impairment losses from
continuing operations
|
-
|
-
|
Add: Impairment losses from
discontinued operation
|
12
317
|
-
|
Underlying EBITDA from continuing
operations
|
(14 329)
|
12 618
|
Underlying EBITDA from
discontinued operations
|
(7 604)
|
(2 308)
|
Underlying EBITDA
|
(21 933)
|
10 310
|
|
|
|
The Group delivered an adjusted
and underlying EBITDA loss of US$14.3 million from continuing
operations, a decrease of US$26.9 million compared to the previous
year, primarily driven by lower realised sales prices and lower
sales volumes, partially offset by lower costs of sales.
Other gains/(losses)
Other gains/(losses) of US$36k
consists of a gain recognised on the remeasurement of the Orion
production financing arrangement of US$1.2 million partially offset
by a write-down of US$1.2 million on the investment in
VRFB/CellCube.
Net financing expenses
Net financing expenses were US$5.8
million, US$0.7 million lower than in the prior year.
In US$'000
|
H1 2024
|
H1 2023
|
Finance income
|
(82)
|
(235)
|
Interest on borrowings
|
4 813
|
6
050
|
Unwinding of discount
|
371
|
382
|
Interest on lease
liabilities
|
383
|
322
|
Other finance costs
|
362
|
20
|
Net finance expenses
|
5 847
|
6 539
|
Interest on borrowings primarily
reflected the interest on the Orion convertible loan note of US$1.1
million (H1 2023: US$3.7 million), interest on the Orion production
financing arrangement of US$2.2 million (H1 2023: US$2.2 million),
and interest on the Orion senior term loan of US$1.4 million (H1
2023: $nil).
Loss from discontinued operations
Vanchem was accounted for as a
discontinued operation and its operating results for the current
and comparative period were reported as net loss from discontinued
operations. The net loss from discontinued operations were US$24.2
million, an increase of US$18.0 million compared to the prior year.
The increase in the net loss from discontinued operations was
primarily due to the impairment loss recognised in order to align
the net asset value of Vanchem with the expected discounted sales
proceeds of US$32.0 million, decrease in revenue due to a lower
average realised price partially offset by lower cost of sales due
to costs saving initiatives.
Balance
sheet
Assets
The sale of Vanchem was considered
highly probable and therefore the assets and liabilities of Vanchem
were classified as assets and liabilities held for sale and
presented separately under current assets and current liabilities,
respectively in the Group's consolidated interim statement of
financial position at 30 June 2024.
Property, plant and equipment
decreased by US$51.6 million compared to the previous year
primarily due to the impairment loss recognised for Vanchem and the
reclassification of Vanchem as assets held for sale.
Inventories of US$25.8 million
decreased by US$16.4 million compared to the prior year, primarily
due to a reclassification of Vanchem as assets held for sale of
$11.2 million and the reduction in work-in-progress stocks and
weighted average production costs.
Trade and other receivables of
US$15.6 million decreased by US$9.4 million compared to the prior
year primarily due to the reclassification of Vanchem as assets
held for sale of $6.1 million. The remaining decrease is primarily
due to the collection of US$1.4 million of the subscription
receivables and collection of other trade receivables.
The decrease in cash and cash
equivalents to US$1.0 million was primarily due to cash used from
operations (US$16.3 million), capital expenditures incurred (US$1.9
million), repayment of finance costs (US$1.9 million), partially
offset by net proceeds received from the interim working capital
facility (US$18.9 million) and net proceeds received from the
equity raise (US$1.4 million).
Liabilities
Total borrowings (excluding
leases) of US$116.4 million increased by US$17.9 million compared
to the previous year primarily due to the additional funds received
from the SPR interim working capital facility of US$18.9 million
and the capitalisation of finance costs to borrowings of US$5.9
million, partially offset by the 10% conversion of the Orion
convertible loan notes by issuing 124,747,016 new ordinary shares
and the repayment of finance costs of US$1.9 million.
The net debt reconciliation below
outlines the Group's total debt and cash position:
In US$'000
|
30 June
2024
|
31 Dec
2023
|
Change
|
Orion production financing
arrangement
|
(35 768)
|
(35 635)
|
(133)
|
Orion convertible loan
notes
|
(14 787)
|
(46
766)
|
31
979
|
Orion senior term loan
|
(29 658)
|
-
|
(29
658)
|
Industrial Development Corporation
loans
|
(6
747)
|
(6
238)
|
(509)
|
SPR interim working capital
facility
|
(27 807)
|
(7 812)
|
(19
995)
|
Other
|
(1
664)
|
(2
124)
|
460
|
Lease liabilities
|
(8
570)
|
(8
428)
|
(142)
|
Total debt
|
(125
001)
|
(107 003)
|
(17 998)
|
Cash and cash
equivalents
|
1
028
|
1
281
|
(253)
|
Net debt
|
(123
973)
|
(105 722)
|
(18 251)
|
Cash flow
statement
The table below summarises the
main components of cash flow during the year:
In US$'000
|
H1 2024
|
H1 2023
|
Operating profit/(loss)
|
(18 625)
|
7
861
|
Depreciation
|
4
296
|
4
757
|
Other non-cash items
|
(1
007)
|
(12
755)
|
Changes in working capital and
provisions
|
4
337
|
(4
571)
|
Taxes paid
|
(799)
|
(1
902)
|
Cash outflow from continuing
operations
|
(11 798)
|
(6 610)
|
Cash inflow/(outflow) from
discontinued operation
|
(4 472)
|
5
690
|
Cash outflow from operations
|
(16 270)
|
(920)
|
Sustaining capital
expenditures
|
(1
850)
|
(1
793)
|
Free cash flow
|
(18
120)
|
(2 713)
|
Cash generated from/(used in)
other investing activities
|
21
|
(2
521)
|
Cash generated from/(used in)
financing activities
|
17
846
|
(1
313)
|
Cash outflow
|
(253)
|
(6 547)
|
Opening cash and cash
equivalents
|
1
281
|
10
874
|
Less cash and cash equivalents
classified as held for sale
|
(47)
|
-
|
Foreign exchange
movement
|
47
|
(585)
|
Closing cash and cash equivalents
|
1
028
|
3 742
|
Operating activities
Cash used in operating activities
was US$16.3 million, an increase of US$15.3 million from the
previous year, primarily driven by the higher operating loss
incurred partially offset by the inflow from changes in working
capital and provisions.
Investing activities
Cash used in investing activities,
including sustaining capital expenditure of US$1.9 million was
primarily driven by capital expenditure on property, plant and
equipment.
Capital Expenditure (US$' million)
In US$ millions
|
H1 24
|
H1 23
|
Vametco
- Growth
- Sustaining
|
-
0.9
|
-
1.5
|
Vanchem
- Growth
- Sustaining
|
-
0.9
|
-
0.3
|
Bushveld Energy
- Growth
- Sustaining
|
0.1
-
|
2.5
0.0
|
Total
|
1.9
|
4.3
|
Financing activities
Cash generated from financing
activities of US$17.8 million comprised of the proceeds received
from the SPR interim working capital facility of US$18.9 million
and the equity proceeds received of US$1.4 million, partially
offset by the repayment of finance costs of $1.9 million and
repayment of lease liabilities of US$0.3 million.
Going concern and outlook
We closely monitor and manage
liquidity risk by ensuring that the Group has sufficient funds for
all ongoing operations. As part of the liquidity planning process,
the Directors reviewed the approved Group production outlook and
base case cashflow forecast through to 30 September 2025. The base
case cashflow forecast has been amended in line with any material
changes identified during the year. Equally, where funding
requirements are identified from the base case cashflow forecast,
appropriate measures are taken to ensure these requirements are
tracked and can be met.
We have performed an assessment of
whether the Group would be able to continue as a going concern for
at least twelve months from balance sheet date. We took into
account the financial position, outstanding cash flow commitments
from SPR for the balance of 2024, expected future performance of
the operations, the debt facilities and debt service requirements,
the working capital requirements, capital expenditure commitments
and forecasts, expected proceeds from the sale of Vanchem and
Mokopane. The Directors have identified and are proactively
monitoring options within their control which will improve the
Group's liquidity. Additionally, we factored in the favourable
relationship with Orion, demonstrated by the restructuring of
agreements to accommodate market conditions and constructive
engagement in relevant matters.
The Group's ability to continue as
a going concern is dependent on its ability to complete the sale of
Vanchem and Mokopane and the timing of those sales proceeds,
monitoring options within their control, the continued support of
Orion, and achieving the planned production levels at the estimated
average sales prices of US$29.15/kgV for the remainder of 2024
(which is 8% greater than current prices) and estimated average
sales prices of US$34.40/kgV (which is 27% greater than current
prices) throughout 2025 which were based on industry analysts'
market research.
These conditions indicate the
existence of material uncertainties that may cast significant doubt
on the Group's ability to continue as a going concern. The interim
consolidated financial statements for the period ended 30 June 2024
have been prepared on a going concern basis as, in the opinion of
the Directors, the Group will be in a position to continue to meet
its operating and capital costs requirements and pay its debts as
and when they fall due for at least twelve months from the date of
this report.
Bushveld Minerals Limited
Consolidated Interim Financial
Statements for the period ended 30 June 2024
Consolidated Statement of Profit or Loss
|
|
Figures in thousands of US$
|
Notes
|
6 months
ended
30 June
2024
Unaudited
|
6 months
ended
30 June
2023
Unaudited
|
Continuing operations
|
|
|
|
Revenue
|
|
25,550
|
55,103
|
Cost of sales
|
|
(32,367)
|
(34,324)
|
Gross (loss) profit
|
|
(6,817)
|
20,779
|
Other operating income
|
|
259
|
1,738
|
Selling and distribution
costs
|
|
(2,730)
|
(4,590)
|
Other mine operating costs
|
|
(1,350)
|
(1,492)
|
Idle plant costs
|
|
(1,667)
|
(1,549)
|
Administrative expenses
|
|
(6,320)
|
(7,025)
|
Operating profit / (loss)
|
|
(18,625)
|
7,861
|
Finance income
|
|
82
|
235
|
Finance costs
|
|
(5,929)
|
(6,774)
|
Other gains / (losses)
|
|
36
|
(3,375)
|
Fair value gain on derivative
liability
|
|
107
|
-
|
Share of loss from investments in
associate and joint venture
|
|
-
|
(1,504)
|
Loss before taxation
|
|
(24,329)
|
(3,557)
|
Taxation
|
|
3,567
|
(2,712)
|
Loss from continuing operations
|
|
(20,762)
|
(6,269)
|
Loss from discontinued operations,
net of taxation
|
4
|
(24,237)
|
(6,224)
|
Loss for the period
|
|
(44,999)
|
(12,493)
|
Loss attributable to:
|
|
|
|
Owners of the parent
|
|
(44,999)
|
(14,093)
|
Non-controlling interest
|
|
-
|
1,600
|
|
|
(44,999)
|
(12,493)
|
Loss per ordinary share
|
|
|
|
Basic loss per share (cents)
|
3
|
(1.97)
|
(1.09)
|
Diluted loss per share
(cents)
|
3
|
(1.97)
|
(1.09)
|
The accompanying notes are an
integral part of these unaudited condensed consolidated interim
financial statements.
Consolidated Statement of Comprehensive Loss
|
|
Figures in thousands of US$
|
Notes
|
6 months
ended
30 June
2024
Unaudited
|
6 months
ended
30 June
2023
Unaudited
|
Loss for the period
|
|
(44,999)
|
(12,493)
|
Other comprehensive income / (loss):
|
|
|
|
Items that may be reclassified to profit or loss:
|
|
|
|
Currency translation differences
|
|
183
|
(15,097)
|
Total comprehensive loss
|
|
(44,816)
|
(27,590)
|
Total comprehensive loss attributable to:
|
|
|
|
Owners of the parent
|
|
(44,816)
|
(24,716)
|
Non-controlling interest
|
|
-
|
(2,874)
|
|
|
(44,816)
|
(27,590)
|
The accompanying notes are an
integral part of these unaudited condensed consolidated interim
financial statements
Consolidated Statement of
Financial Position
|
|
|
|
|
|
|
Figures
in thousands of US$
|
Notes
|
30 June
2024
Unaudited
|
31 December
2023
Audited
|
Assets
|
|
|
|
Non-current
assets
Property, plant and equipment
|
5
|
48,193
|
99,744
|
Investment property
|
|
2,217
|
2,173
|
Investments in associate and joint venture
|
|
1,080
|
2,360
|
Deferred
tax asset
|
|
4,209
|
464
|
Restricted investment
|
|
3,071
|
2,881
|
Total
non-current assets
|
|
58,770
|
107,622
|
Current
assets
Inventories
|
6
|
25,853
|
42,273
|
Trade
and other receivables
|
7
|
15,619
|
25,018
|
Other financial assets
|
|
24
|
24
|
Cash and cash equivalents
|
8
|
1,028
|
1,281
|
|
|
42,524
|
68,596
|
Assets held for sale
|
4
|
57,678
|
3,700
|
Total
current assets
|
|
100,202
|
72,296
|
Total
assets
|
|
158,972
|
179,918
|
Equity and
liabilities
Share capital
|
9
|
28,527
|
26,944
|
Share premium
|
9
|
143,405
|
140,272
|
Accumulated loss
|
9
|
(163,005)
|
(118,006)
|
Share-based
payment reserve
|
|
261
|
261
|
Foreign
currency translation reserve
|
|
(46,983)
|
(47,166)
|
Fair
value reserve
|
|
(1,783)
|
(1,783)
|
Equity attributable
to owners of the parent
|
|
(39,578)
|
522
|
Non-controlling interest
|
|
288
|
288
|
Total
equity
|
|
(39,290)
|
810
|
Liabilities
|
|
|
|
Non-current
liabilities
Post retirement medical liability
|
|
1,606
|
1,577
|
Environmental rehabilitation liabilities
|
|
7,232
|
16,633
|
Deferred consideration
|
|
-
|
306
|
Borrowings
|
10
|
111,268
|
38,008
|
Lease liabilities
|
|
7,787
|
7,746
|
Total
non-current liabilities
|
|
127,893
|
64,270
|
Current
liabilities
Trade
and other payables
|
11
|
36,953
|
46,295
|
Provisions
|
|
1,520
|
1,944
|
Borrowings
|
10
|
5,163
|
60,567
|
Lease liabilities
|
|
783
|
682
|
Deferred consideration
|
|
2,586
|
2,304
|
Current
tax payable
|
|
2,135
|
3,046
|
|
|
49,140
|
114,838
|
Liabilities relating to assets held for sale
|
4
|
21,229
|
-
|
Total
Current Liabilities
|
|
70,369
|
114,838
|
Total
liabilities
|
|
198,262
|
179,108
|
Total
equity and liabilities
|
|
158,972
|
179,918
|
Consolidated Statement of
Changes in Equity
Figures in thousands of US$
|
Share capital
|
Share premium
|
Foreign currency
translation
reserve
|
Share-based
payment reserve
|
Fair value reserve
|
Accumulated
loss
|
Total
attributable to
equity holders of the group
|
Non-
controlling
interest
|
Total equity
|
Balance at 1 January 2023
|
17,122
|
127,702
|
(35,346)
|
515
|
(1,798)
|
(39,147)
|
69,048
|
36,583
|
105,631
|
Loss for the period
|
-
|
-
|
-
|
-
|
-
|
(103,927)
|
(103,927)
|
(2,842)
|
(106,769)
|
Other comprehensive loss, net of
tax: Currency translation differences
|
-
|
-
|
(11,820)
|
-
|
-
|
-
|
(11,820)
|
(853)
|
(12,673)
|
Other fair value movements
|
-
|
-
|
-
|
-
|
15
|
-
|
15
|
-
|
15
|
Total comprehensive loss for the period
|
-
|
-
|
(11,820)
|
-
|
15
|
(103,927)
|
(115,732)
|
(3,695)
|
(119,427)
|
Transaction with owners: Issue of
shares
|
6,874
|
9,977
|
-
|
-
|
-
|
-
|
16,851
|
-
|
16,851
|
Share issue costs
|
-
|
(945)
|
-
|
-
|
-
|
-
|
(945)
|
-
|
(945)
|
Share-based payment
|
-
|
-
|
-
|
(254)
|
-
|
-
|
(254)
|
-
|
(254)
|
Acquisition of non-controlling
interest
|
2,948
|
3,538
|
-
|
-
|
-
|
25,068
|
31,554
|
(33,036)
|
(1,482)
|
Contribution from non-controlling
interest
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
436
|
436
|
Audited balance at 31 December 2023
|
26,944
|
140,272
|
(47,166)
|
261
|
(1,783)
|
(118,006)
|
522
|
288
|
810
|
Loss for the period
|
-
|
-
|
-
|
-
|
-
|
(44,999)
|
(44,999)
|
-
|
(44,999)
|
Other comprehensive income, net of
tax: Currency translation reserve
|
-
|
-
|
183
|
-
|
-
|
-
|
183
|
-
|
183
|
Total comprehensive loss for the period
|
-
|
-
|
183
|
-
|
-
|
(44,999)
|
(44,816)
|
-
|
(44,816)
|
Issue of shares
|
1,583
|
3,133
|
-
|
-
|
-
|
-
|
4,716
|
-
|
4,716
|
Unaudited balance at 30 June 2024
|
28,527
|
143,405
|
(46,983)
|
261
|
(1,783)
|
(163,005)
|
(39,578)
|
288
|
(39,290)
|
Notes
|
9
|
9
|
|
|
|
|
|
|
|
Consolidated Statement of Cash Flows
|
|
Figures in thousands of US$
|
Notes
|
6 months
ended
30 June
2024
Unaudited
|
6 months
ended
30 June
2023
Unaudited
|
Cash flows from operating activities
|
|
|
|
Loss before taxation from
continuing operations
|
|
(24,329)
|
(3,557)
|
Adjustments for:
Depreciation of property, plant
and equipment and right-of-use assets
|
5
|
4,296
|
4,757
|
Share of loss from investments in
associate and joint ventures
|
|
-
|
1,504
|
Fair value gain on derivative
liability
|
|
(107)
|
-
|
Other (gains) / losses
|
|
(36)
|
2,125
|
Finance income
|
|
(82)
|
(235)
|
Finance costs
|
|
5,929
|
6,774
|
Other non-cash movements
|
|
7
|
(1,613)
|
Foreign exchange differences
|
|
(1,015)
|
(9,892)
|
Changes in working capital
|
|
4,338
|
(4,571)
|
Income taxes paid
|
|
(799)
|
(1,902)
|
Net cash used in operating activities related to continuing
operations
|
|
(11,798)
|
(6,610)
|
Net cash used in operating
activities related to discontinued operation
|
|
(4,472)
|
5,690
|
Net cash used in operating activities
|
|
(16,270)
|
(920)
|
Cash flows from investing activities
|
|
|
|
Finance income
|
|
82
|
97
|
Purchase of property, plant and
equipment
|
|
(949)
|
(4,008)
|
Purchase of exploration and
evaluation assets
|
|
-
|
(71)
|
Net cash used in investing activities related to continuing
operations
|
|
(867)
|
(3,982)
|
Net cash used in investing
activities related to discontinued operation
|
|
(962)
|
(332)
|
Net cash used in investing activities
|
|
(1,829)
|
(4,314)
|
Cash flows from financing activities
|
|
|
|
Proceeds from borrowings
|
10
|
19,025
|
1,294
|
Lease payments
|
|
(328)
|
(331)
|
Finance costs
|
10
|
(1,943)
|
(2,258)
|
Purchase of non-controlling
interest
|
|
(310)
|
-
|
Equity proceeds (net)
|
|
1,417
|
-
|
Net cash generated from / (used in) financing activities
related to continuing operations
|
|
17,861
|
(1,295)
|
Net cash generated used in
financing activities related to discontinued operation
|
|
(15)
|
(18)
|
Net cash generated from / (used in) financing activities
|
|
17,846
|
(1,313)
|
Total cash and cash equivalents movement for the period
|
|
(253)
|
(6,547)
|
Cash and cash equivalents at the
beginning of the period
|
|
1,281
|
10,874
|
Less cash and cash equivalents
including in assets held for sale
|
|
(47)
|
-
|
Effect of translation of foreign
exchange rates
|
|
47
|
(585)
|
Total cash and cash equivalents at end of the period
|
|
1,028
|
3,742
|
Notes to the
Condensed Consolidated Interim Financial Statements
1. Corporate information and
principal activities
Bushveld Minerals Limited
("Bushveld" or the "Company") and its subsidiaries and interest in
equity accounted investments (together the "Group") are an
integrated primary vanadium producer. The company was incorporated
and domiciled in Guernsey on 5 January 2012 and admitted to the AIM
market in London on 26 March 2012.
The address of the Company's
registered office is 18-20 Le Pollet, St Peter Port, Guernsey. The
unaudited condensed consolidated interim financial statements
("consolidated interim financial statements") of the Company for
the interim period ended 30 June 2024 comprise of the Company and
its subsidiaries and interest in equity accounted
investments.
2. Significant accounting
policies Basis of accounting
The results presented in this
report are unaudited and they have been prepared in accordance with
the recognition and measurement principles of UK-adopted
International Accounting Standards 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 consolidated interim financial
statements do not include all of the information required for full
annual financial statements and accordingly, whilst the
consolidated interim financial statements have been prepared in
accordance with the recognition and measurement principles of the
UK-adopted International Accounting Standards, it cannot be
construed as being in full compliance with the UK-adopted
International Accounting Standards. The financial information
contained in this announcement does not constitute statutory
accounts as defined by the Companies (Guernsey) Law
2008.
The consolidated interim financial
statements have not been audited or reviewed in accordance with
International Standard on Review Engagements (UK) 2410. The
consolidated financial statements for the period ended 31 December
2023 is based on the statutory accounts for the period ended 31
December 2023. The auditor reported on those accounts which were
not qualified but included a material uncertainty related to going
concern.
The consolidated interim financial
statements have been prepared on the basis of accounting policies
applicable to a going concern. This basis presumes that funds will
be available to finance future operations and that the realisation
of assets and settlement of liabilities, contingent obligations and
commitments will occur in the ordinary course of
business.
Going concern
The interim consolidated financial
statements have been prepared on the going concern basis, which
contemplates continuity of normal business activities and the
realisation of assets and discharge of liabilities in the normal
course of business.
The Group recorded a net loss
after tax of US$45.0 million for the period ended 30 June 2024. As
at 30 June 2024 the Group had cash and cash equivalents of US$1.03
million and total borrowings of US$116.43 million.
The Directors closely monitor and
manage the liquidity risk of the Group by ensuring that the Group
has sufficient funds for all ongoing operations. As part of the
liquidity planning process, the Directors reviewed the approved
Group production outlook and base case cashflow forecast through to
30 September 2025. The base case cashflow forecast has been amended
in line with any material changes identified during the year.
Equally, where funding requirements are identified from the base
case cashflow forecast, appropriate measures are taken to ensure
these requirements are tracked and can be met.
The Group has entered into a
revised sales agreement with SPR, which was approved by the
shareholders, whereby the Group will sell 100% of Vanchem. The
closing of the Vanchem sale remains conditional upon approval by
the Competition Tribunal. The Group also entered into revised
agreements with Orion Mine Finance ("Orion") whereby the Group
received additional funding of US$10 million under the senior term
loan facility and the repayment of interest and capital were
extended to 31 December 2025.
The Directors have performed an
assessment of whether the Group would be able to continue as a
going concern for at least twelve months. In their assessment, the
Group has taken into account its financial position, outstanding
cash flow commitments from SPR for the balance of 2024, expected
future performance of its operations, its debt facilities and debt
service requirements, its working capital requirements, capital
expenditure commitments and forecasts, expected proceeds from the
sale of Vanchem and Mokopane. The Directors have identified and are
proactively monitoring options within their control which will
improve the Group's liquidity. Additionally, the Directors factored
in the favourable relationship with Orion, demonstrated by the
restructuring of agreements to accommodate market conditions and
constructive engagement in relevant matters.
The Group's ability to continue as
a going concern is dependent on its ability to complete the sale of
Vanchem and Mokopane and the timing of those sales proceeds,
monitoring options within their control, the continued support of
Orion, and achieving the planned production levels at the estimated
average sales prices of US$29.15/kgV for the remainder of 2024
(which is 8% greater than current prices) and estimated average
sales prices of US$34.40/kgV (which is 27% greater than
current prices) throughout 2025 which were based on industry
analysts' market research.
These conditions indicate the
existence of material uncertainties that may cast significant doubt
on the Group's ability to continue as a going concern. The interim
consolidated financial statements for the period ended 30 June 2024
have been prepared on a going concern basis as, in the opinion of
the Directors, the Group will be in a position to continue to meet
its operating and capital costs requirements and pay its debts as
and when they fall due for at least twelve months from the date of
this report.
Accordingly, these interim
consolidated financial statements do not include adjustments to the
recoverability and classification of recorded assets and
liabilities and related expenses that might be necessary should the
Group be unable to continue as a going concern.
Use of estimates and judgements
The preparation of consolidated
interim financial statements requires management to make judgments,
estimates and assumptions that affect the reported amounts of
assets, liabilities and contingent liabilities as at the date of
the consolidated interim financial statements and reported amounts
of revenues and expenses during the period ended 30 June 2024.
Estimates and assumptions are continuously evaluated and are based
on management's experience and other factors, including
expectations of future events which are believed to be reasonable
under the circumstances. Actual results may differ from these
estimates.
Determination of Assets Held for Sale and Discontinued
Operations
Critical Judgements in Applying Accounting Policies
Judgement is required in
determining whether an asset or disposal group should be classified
as held for sale. An asset or disposal group should be classified
as held for sale when it is available for immediate sale in its
present condition and its sale is highly probable. The Group
determined the sale of Vanchem was considered highly
probable.
Management also applies judgement
to determine whether a component of the Group that either has been
disposed of, or is classified as held for sale, meets the criteria
of a discontinued operation. The key area that involves management
judgement in this determination is whether the component represents
a separate major line of business or geographical area of
operation. This determination was applied to the sale of Vanchem
and the Group concluded that Vanchem was a sperate major line of
business and was considered to be a discontinued
operation.
Deferred tax assets
Key sources of estimation uncertainty
Deferred tax assets are recognised
only to the extent it is considered probable that those assets will
be recoverable. This involves an assessment of when those assets
are likely to reverse, and a judgement as to whether or not there
will be sufficient taxable profits available to offset the assets
when they do reverse. This requires assumptions regarding future
profitability and is therefore inherently uncertain. To the extent
assumptions regarding future profitability change, there can be an
increase or decrease in the amounts recognised in respect of
deferred tax assets as well as in the amounts recognised in income
in the period in which the change occurs.
Adoption of New Accounting Standards and New Accounting
Standards Issued but Not Yet Effective
(a) Adoption of new accounting
standards
These consolidated interim
financial statements have been prepared following the same
accounting policies and methods of computation as the audited
annual consolidated financial statements for the year ended 31
December 2023. In addition, the following new accounting
pronouncements are effective for annual periods beginning on or
after 1 January 2024 and have been incorporated into the
consolidated interim financial statements:
- Classification of Liabilities as
Current or Non-current (Amendments to IAS 1).
- Lease Liability in a Sale and
Leaseback (Amendments to IFRS 16 Leases).
- Supplier Finance Arrangements
(Amendments to IAS 7 and IFRS 7).
The adoption of these
pronouncements did not have a significant impact.
(b) New accounting standards issued but not effective
2. Significant accounting
policies (continued)
Certain pronouncements have been
issued by the International Accounting Standards Board (IASB) that
are mandatory for accounting periods after June 30,
2024:
· Lack
of exchangeability (Amendments to IAS 21) which is effective for
periods on or after 1 January 2025.
· Amendments to the Classification and Measurement of Financial
Instruments (Amendments to IFRS 9 and IFRS 7) which is effective
for periods on or after 1 January 2026.
· Presentation and Disclosure in Financial Statements (IFRS 18)
which is effective for periods on or after 1 January 2027.
· Sale
or Contribution of Assets Between an Investor and its Associate or
Joint Venture (Amendments to IFRS 10 and IAS 28) amendments were to
be applied prospectively for annual periods beginning on or after 1
January 2016, however, on 17 December 17 the IASB decided to defer
the effective date for these amendments indefinitely. Early
adoption is still permitted. The Company does not intend to early
adopt these standards.
Pronouncements related to IAS 21,
IFRS 9, IFRS 7, IFRS 10 and IAS 28 are not expected to have a
significant impact on the consolidated interim financial statements
upon adoption and the impact of the introduction of IFRS 18 is
under assessment.
3. Loss per share Basic loss
per share
Basic loss per share is calculated
by dividing the net loss attributable to equity holders of the
Company by the weighted average number of ordinary shares in issue
during the period excluding ordinary shares purchased by the
Company and held as treasury shares.
|
6 months
ended
|
6 months
ended
|
Figures in thousands of US$
|
30 June
2024
Unaudited
|
30 June
2023
Unaudited
|
Numerator
Net loss from continuing
operations attributable to equity holders
|
(20,762)
|
(7,869)
|
Net loss from discontinued
operations attributable to equity holders
|
(24,237)
|
(6,224)
|
Net loss attributable to equity holders
|
(44,999)
|
(14,093)
|
Denominator (in thousands)
Weighted average number of common
shares
|
2,289,774
|
1,287,148
|
Basic loss per share from
continuing operations attributable to equity holders (cents)
|
(0.91)
|
(0.61)
|
Basic loss per share from
discontinued operations attributable to equity holders (cents)
|
(1.06)
|
(0.48)
|
Basic loss per share attributable to equity holders
(cents)
|
(1.97)
|
(1.09)
|
Diluted loss per share
|
|
|
Due to the Group being loss making
for the period, instruments are not considered dilutive and
therefore the diluted loss per share is the same as basic loss per
share for all periods.
4. Assets and liabilities held
for sale
Mokopane Vanadium and Iron Ore Project Disposal
Figures
in thousands of US$
|
Vanadium and
Iron Ore
|
Balance,
1 January 2023
|
53,469
|
Capitalised expenditures
|
322
|
Impairment loss
|
(49,620)
|
Exchange
differences
|
(471)
|
Transfer to asset held for sale
|
(3,700)
|
Balance, 31 December 2023 and 30 June 2024
|
-
|
The Group has an interest in
Prospecting right 95. The Department of Mineral Resources and
Energy ("DMRE") executed a 30-year mining right on 29 January 2020
in favour of Pamish, over five farms: Vogelstruisfontein 765 LR;
Vriesland 781 LR; Vliegekraal 783 LR; Schoonoord 786 LR; and
Bellevue 808 LR (the "Mining Right") situated in the District of
Mogalakwena, Limpopo, which make up the Mokopane
Project.
The Mining Right required Pamish
to commence mining activities, including in-situ activities
associated with the Definitive Feasibility Study ("DFS") by end of
January 2021. The Covid-19 pandemic resulted in a significant delay
in the commencement of the DFS and the necessary engagement with
local communities required to finalise land use arrangements and,
consequently, this deadline was not met. Application to the DMRE
for an extension to commence mining activities has been submitted
and Pamish is awaiting a response.
The Group entered into a sale of
shares agreement with SPR on 14 December 2023 to sell its interest
in the Mokopane Project for US$3.7 million. The transaction is
subject to certain regulatory approvals as well as other customary
closing conditions. The Competition Commission approved the sale on
31 May 2024.
At 31 December 2023, the Mokopane
intangible asset met the criteria to be classified as held for sale
and has been classified as a current asset held for sale on the
consolidated statement of financial position. During the year ended
31 December 2023, an impairment charge of US$49.62 million was
recognised in the consolidated statements of profit or loss to
align the carrying value of the asset with the sales price. The
intangible asset forms part of the exploration segment.
Vanchem Disposal
The Group entered into a revised
sales agreement with SPR to sell Vanchem for a total consideration
of up to US$40 million, comprising of an initial consideration of
US$20 million and a deferred consideration of between US$15 million
and US$20 million (the "Disposal"). The Disposal was approved by
the shareholders on 31 May 2024. The transaction is subject to
Competition Tribunal approval as well as other customary closing
conditions.
At 30 June 2024, Vanchem met the
criteria to be classified as held-for-sale and discontinued
operations in accordance with IFRS 5. The results of Vanchem have
been restated for the current and comparative year to reclassify
the net loss as net loss from discontinued operations. All assets
and liabilities relating to Vanchem were classified as assets and
liabilities held for sale and presented separately under current
assets and current liabilities, respectively in the Group's
consolidated statement of financial position at 30 June 2024.
Vanchem forms part of the Vandium mining and production
segment.
During the six months ended 30
June 2024, an impairment charge of US$12.32 million was recognised
in the consolidated statement of profit or loss to align the
carrying value of Vanchem with the consideration expected to be
received.of US$32 million.
The net loss from discontinued
operations from Vanchem for the six month period ended 30 June 2024
and 203 are as follows:
Figures in thousands of US$
|
30 June
2024
Unaudited
|
30 June
2023
Unaudited
|
Revenue
|
15,523
|
23,325
|
Cost of sales
|
(19,365)
|
(24,621)
|
Gross loss
|
(3,842)
|
(1,296)
|
Other operating income
|
35
|
520
|
Impairment losses
|
(12,317)
|
-
|
Selling and distribution
costs
|
(262)
|
(302)
|
Other mine operating costs
|
(429)
|
(1,245)
|
Idle plant costs
|
(4,241)
|
(2,283)
|
Administration expenses
|
(1,742)
|
(1,196)
|
Operating loss
|
(22,798)
|
(5,802)
|
Finance income
|
26
|
-
|
Finance costs
|
(1,449)
|
(542)
|
Loss before taxation
|
(24,221)
|
(6,344)
|
Taxation
|
(16)
|
120
|
Net loss from discontinued operations
|
(24,237)
|
(6,224)
|
The assets and liabilities of
Vanchem that are included in the held-for-sale categories are
summarized below:
|
30 June
2024
Unaudited
|
Figures in thousands of US$
|
|
Assets
|
|
Property, plant and
equipment
|
36,689
|
Inventories
|
11,159
|
Trade and other receivables
|
6,083
|
Cash and cash equivalents
|
47
|
Total assets held for sale
|
53,978
|
|
|
Liabilities
|
|
Environmental rehabilitation
liability
|
10,699
|
Deferred tax liability
|
7
|
Trade and other payables
|
10,261
|
Provisions
|
250
|
Lease liabilities
|
12
|
Total liabilities relating to assets held for sale
|
21,229
|
Net assets held for sale
|
32,749
|
|
|
5.
Property, plant and equipment
Figures in thousands of US$
|
Buildings
and other
improvements
|
Plant and machinery*
|
Motor
vehicles, furniture and equipment
|
Right-of-use
assets
|
Waste
stripping
asset
|
Assets under construction
|
Total
|
|
Cost
At 1 January 2023
|
6,575
|
178,548
|
1,454
|
7,620
|
1,782
|
14,564
|
210,543
|
|
Additions
|
-
|
-
|
245
|
1,729
|
616
|
5,454
|
8,044
|
|
Changes in environmental
rehabilitation liabilities
|
-
|
(336)
|
-
|
-
|
-
|
-
|
(336)
|
|
Scrapping of obsolete assets
|
(34)
|
(4,443)
|
(192)
|
(424)
|
-
|
-
|
(5,093)
|
|
Transfers within PPE
|
264
|
2,106
|
-
|
-
|
-
|
(2,370)
|
-
|
|
Exchange differences
|
(556)
|
(12,055)
|
(119)
|
(664)
|
(157)
|
(1,301)
|
(14,852)
|
|
At 31 December 2023 (audited)
|
6,249
|
163,820
|
1,388
|
8,261
|
2,241
|
16,347
|
198,306
|
|
Additions
|
-
|
-
|
1
|
-
|
-
|
2,231
|
2,232
|
|
Transfer to assets held for
sale
|
(4,851)
|
(98,322)
|
(306)
|
(140)
|
-
|
(1,747)
|
(105,366)
|
|
Exchange differences
|
124
|
2,542
|
27
|
167
|
45
|
1,020
|
3,925
|
|
At 30 June 2024 (unaudited)
|
1,522
|
68,040
|
1,110
|
8,288
|
2,286
|
17,851
|
99,097
|
|
Accumulated depreciation
At 1 January 2023
|
(2,386)
|
(77,695)
|
(932)
|
(1,741)
|
(382)
|
-
|
(83,134)
|
|
Scrapping of obsolete assets
|
32
|
3,651
|
191
|
424
|
-
|
-
|
4,298
|
|
Depreciation charge for the
year
|
(331)
|
(14,120)
|
(185)
|
(433)
|
(1,422)
|
-
|
(16,491)
|
|
Impairment
|
(421)
|
(7,750)
|
(14)
|
-
|
-
|
(37)
|
(8,222)
|
|
Exchange differences
|
198
|
4,530
|
73
|
144
|
42
|
-
|
4,987
|
|
At 31 December 2023 (audited)
|
(2,908)
|
(91,384)
|
(867)
|
(1,605)
|
(1,761)
|
(37)
|
(98,562)
|
|
Transfer to assets held for
sale
|
2,805
|
65,488
|
240
|
113
|
-
|
31
|
68,677
|
|
Depreciation charge for the
period
|
(162)
|
(6,219)
|
(91)
|
(225)
|
(476)
|
-
|
(7,173)
|
|
Impairment loss recognised in
income
|
(687)
|
(11,630)
|
-
|
-
|
-
|
-
|
(12,317)
|
|
Exchange differences
|
(61)
|
(1,362)
|
(18)
|
(38)
|
(48)
|
-
|
(1,527)
|
|
At 30 June 2024 (unaudited)
|
(1,013)
|
(45,107)
|
(736)
|
(1,756)
|
(2,286)
|
(6)
|
(50,904)
|
|
Net Book Value
|
|
|
|
|
|
|
|
|
At 31 December 2023 (audited)
|
3,341
|
72,436
|
521
|
6,656
|
480
|
16,310
|
99,744
|
|
|
|
|
|
|
|
|
|
|
At 30 June 2024 (unaudited)
|
509
|
22,933
|
374
|
6,532
|
-
|
17,845
|
48,193
|
|
*Include decommissioning
asset.
|
|
|
|
|
|
|
|
|
Impairment Disclosure
At each reporting date, the Group
reviews the carrying amounts of its tangible assets to determine
whether there is any indication that those assets have suffered an
impairment loss. If any such indication exist, the recoverable
amount of the asset is estimated in order to determine the extent
of the impairment loss (if any).
Vanchem Cash Generating Unit ("CGU")
An impairment loss of US$12.32
million was recognised for the period ended 30 June 2024 in the
consolidated statement of profit or loss within loss from
discontinued operations to align the carrying value of Vanchem with
the sales price.
6. Inventories
Finished goods
|
14,040
|
12,702
|
Work in progress
|
5,286
|
15,566
|
Raw materials
|
761
|
2,510
|
Consumable stores
|
5,766
|
11,495
|
|
25,853
|
42,273
|
The Group recognised a net
realisable value write down of finished goods amounting to US$0.56
million (31 December 2023: US$0.84 million) and work in progress
amounting to US$0.18 million (31 December 2023: US$0.94
million).
7. Trade and other receivables
Financial instruments:
Trade receivables
|
1,818
|
7,590
|
Other receivables
|
438
|
525
|
Expected credit losses
|
(86)
|
(116)
|
Subscription receivables
|
12,500
|
13,917
|
Non-financial instruments:
Value-added taxes
|
895
|
2,510
|
Deposits
|
25
|
133
|
Prepaid expenses
|
29
|
459
|
Total trade and other receivables
|
15,619
|
25,018
|
Categorisation of trade and other receivables
|
|
|
Trade and other receivables are
categorised as follows in accordance with IFRS 9: Financial
Instruments:
At amortised cost
|
14,670
|
21,916
|
Non-financial instruments
|
949
|
3,102
|
|
15,619
|
25,018
|
Trade receivables are amounts due
from customers for goods sold or services performed in the ordinary
course of business. They are generally due for settlement within
15-90 days and therefore are all classified as current.
The fair value of trade and other
receivables approximate the carrying value due to the short
maturity.
8. Cash and cash equivalents
Cash and cash equivalents consist
of:
|
|
|
Cash at bank and in hand
|
1,002
|
1,280
|
Short-term deposits
|
26
|
1
|
|
1,028
|
1,281
|
Cash and cash equivalents (which
are presented as a single class of assets on the face of the
statement of financial position) comprise cash at bank and other
short-term highly liquid investments with an original maturity of
three months or less.
The fair value of the cash and
cash equivalents approximates the carrying value due to the short
maturity.
9. Share capital and share
premium
|
Number of
|
Share capital
|
Share premium
|
Total share capital
and
premium
|
shares
|
US$ '000
|
US$ '000
|
US$ '000
|
At 1 January 2023
|
1,287,818,281
|
17,122
|
127,702
|
144,824
|
Shares issued - Mustang backstop
agreement
|
270,393,578
|
1,886
|
-
|
1,886
|
Shares issued - Acquisition of
minority interest
|
232,836,255
|
2,948
|
3,538
|
6,486
|
Shares issued - Equity raise (net
of cost)
|
395,897,277
|
4,988
|
9,032
|
14,020
|
At 31 December 2023 (audited)
|
2,186,945,391
|
26,944
|
140,272
|
167,216
|
Shares issued - Orion conversion
(note 10)
|
124,747,016
|
1,583
|
3,133
|
4,716
|
At 30 June 2024 (unaudited)
|
2,311,692,407
|
28,527
|
143,405
|
171,932
|
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 30 June 2024 the Company
owns 670,000 (31 December 2023: 670,000) treasury shares with a
nominal value of 1 pence.
Shares issued
Mustang Backstop Agreement
The Company entered into an
investment agreement with Mustang whereby the holders of the
Mustang convertible loan notes ("CLN") would be able to request the
issuance of new shares if Mustang's shares had not been readmitted
to trading on the LSE by 31 July 2023.
In August 2023, each of the CLN
holders had elected to redeem their CLNs and were issued
270,393,578 new ordinary shares of one pence each in
Bushveld.
Acquisition of Minority Interest
The Company acquired on 20
December 2023, the 26% minority interest in Bushveld Vametco
Holdings owned by a Black Economic Empowerment ("BEE") consortium
in return for the issue of 232,836,255 shares in the Company, cash
payment of ZAR18 million and the cancellation of a US$0.51 million
loan.
Equity Raise
The Company completed an equity
raise on 27 December 2023 whereby it issued 395,897,277 new
ordinary shares at a price of three pence per share for gross
proceeds of US$14.97 million. The Company incurred transaction
costs of US$0.95 million of which US$0.25 million was
paid.
Orion Conversion
As part of the refinancing of the
convertible loan notes, US$4.72 million of the debt obligation was
settled by issuing 124,747,016 shares to Orion.
Nature and purpose of other reserves Share
premium
The share premium reserve
represents the amount subscribed for share capital in excess of
nominal value.
Share-based payment reserve
The share-based payment reserve
represents the cumulative fair value of share options granted to
employees.
Foreign exchange translation reserve
The translation reserve comprises
all foreign currency differences arising from the translation of
financial statements of foreign operations.
Fair value reserve
The fair value reserve comprises
the cumulative net change in the fair value of financial assets at
fair value through other comprehensive income until the assets are
derecognised or impaired and actuarial changes recognised on the
post retirement medical aid liability.
Retained income reserve
The retained income reserve
represents other net gains and losses and transactions with owners
(e.g. dividends) not recognised elsewhere.
|
30 June
|
31 December
|
2024
Unaudited
US$ '000
|
2023
Audited
US$ '000
|
10. Borrowings
|
|
|
Orion production financing
agreement ("PFA")
|
35,768
|
35,635
|
Orion convertible loan notes
("CLN")
|
14,787
|
46,766
|
Orion senior term loan
|
29,658
|
-
|
SPR interim working capital
facility
|
27,807
|
7,812
|
Industrial Development Corporation
("IDC") shareholder loan
|
2,797
|
2,664
|
IDC property, plant and equipment
loan
|
3,950
|
3,574
|
Other
|
1,664
|
2,124
|
|
116,431
|
98,575
|
Split between non-current and current portions
Non-current
|
111,268
|
38,008
|
Current
|
5,163
|
60,567
|
|
116,431
|
98,575
|
|
Orion PFA
|
Orion Term Loan
|
Orion CLN
|
SPR interim
working capital facility
|
IDC loans
|
Other
|
Total
|
|
US$ '000
|
US$ '000
|
US$ '000
|
US$ '000
|
US$ '000
|
US$ '000
|
US$ '000
|
Balance, 1 January 2023
|
35,146
|
-
|
39,742
|
-
|
5,480
|
2,762
|
83,130
|
Cash changes:
|
|
|
|
|
|
|
|
Proceeds from borrowings
|
-
|
-
|
-
|
7,505
|
942
|
543
|
8,990
|
Repayment of principle and
interest
|
(3,859)
|
-
|
-
|
(263)
|
-
|
(1,375)
|
(5,497)
|
Non-cash changes:
|
|
|
|
|
|
|
|
Finance
costs(1)
|
4,450
|
-
|
7,056
|
420
|
590
|
225
|
12,741
|
Fair value gain on derivative
liability
|
-
|
-
|
(32)
|
-
|
-
|
-
|
(32)
|
Remeasurement of financial
liabilities
|
-
|
-
|
-
|
-
|
(436)
|
-
|
(436)
|
Exchange differences
|
(102)
|
-
|
-
|
150
|
(338)
|
(31)
|
(321)
|
Balance, 31 December 2023 (audited)
|
35,635
|
-
|
46,766
|
7,812
|
6,238
|
2,124
|
98,575
|
Cash changes:
|
|
|
|
|
|
|
|
Proceeds from
borrowings
|
-
|
-
|
-
|
18,949
|
76
|
-
|
19,025
|
Repayments of principle and
interest
|
(920)
|
-
|
-
|
(488)
|
-
|
(535)
|
(1,943)
|
Non-cash changes:
|
|
|
|
|
|
|
|
Refinancing of convertible loan
notes
|
-
|
28,293
|
(33,009)
|
-
|
-
|
-
|
(4,716)
|
Finance
costs(2)
|
2,244
|
1,365
|
1,137
|
768
|
295
|
66
|
5,875
|
Fair value gain on derivative
liability
|
-
|
-
|
(107)
|
-
|
-
|
-
|
(107)
|
Remeasurement of financial
liabilities
|
(1,198)
|
-
|
-
|
-
|
-
|
-
|
(1,198)
|
Exchange differences
|
7
|
-
|
-
|
766
|
138
|
9
|
920
|
Balance, 30 June 2024 (unaudited)
|
35,768
|
29,658
|
14,787
|
27,807
|
6,747
|
1,664
|
116,431
|
(1)Finance
costs include capitalised finance costs of US$0.59 million to
property,plant and equipment.
(2)Finance
costs include capitalised finance costs of US$0.29 million to
property, plant and equipment.
Orion Mine Finance Production Financing Agreement
The Group signed a long-term
production financing agreement ("PFA") of US$30 million with Orion
Mine Finance ("Orion") in December 2020, primarily to finance its
expansion plans at Bushveld Vametco Alloys Proprietary Limited and
debt repayment. Exchange control authorisation from the South
Africa Reserve Bank Financial Surveillance Department was granted
in October 2020.
PFA Details
The Group will repay the principal
amount and pay interest via quarterly payments determined initially
as the sum of:
- a gross revenue rate (set at
1.175% for 2020 and 2021 and 1.45% from 2022 onwards, subject to
adjustment based on applicable quarterly vanadium prices)
multiplied by the gross revenue for the quarter; and
- a unit rate of US$0.443/kgV
(adjusted annually for inflation) multiplied by the aggregate
amount of vanadium sold for the quarter.
First Amendment
The Group entered into a first
amendment to the agreement on 6 August 2021. In terms of the
amendment, US$17.8 million of the funds ringfenced for the Vametco
Phase 3 Expansion was reallocated to Vanchem mainly for capital
expenditure on Kiln-3.
The original PFA had a cap of
1,075 mtV per quarter. This amounted to 4,300 mtV per annum
expected from 2024 onwards following the completion of the Vametco
Phase 3 expansion project. The amended agreement, with the addition
of the Vanchem production volumes from 1 July 2021 resulted in the
initial cap of 4,300 mtV being brought forward, from 1 July 2022
instead of from 2024. As a result of the amendment, the Group
recognised a gain on the remeasurement of the liability of US$1.2
million.
Second Amendment
The Group entered into a second
amendment to the agreement on 28 June 2024. In terms of the
amendment, the quarterly repayments for 31 March 2024, 30 June 2024
and 30 September 2024 will be deferred and shall be paid in four
equal instalments in 2025.
Orion Mine Finance Convertible Loan Notes Instrument
The Company subscribed to a US$35
million convertible loan notes instrument in December 2020 (the
"Instrument") with Orion Mine Finance ("Orion"). The Company
entered into an agreement on 27 November 2023 with Orion to extend
the maturity date of the Instrument to 31 January 2024 and
refinanced the Instrument as follows:
· US$4.7
million of the convertible debt obligations were capitalised into a
subscription for 124,747,016 new ordinary shares (see note
9);
· A
new convertible loan note of US$14.1 million;
· A
term senior loan of US$28.3 million; and
· Supplemental royalty.
Orion Mine Finance New Convertible Loan Notes Instrument
The Group entered into a US$14.1
million new convertible loan note instrument ("the Instrument") on
31 January 2024 with the following terms:
· A
fixed 12% per annum coupon and maturity date of 30 June
2028.
· All
interest will accrue and be capitalised on a quarterly basis in
arrears but compounded annually.
· Accumulated capitalised and accrued interest is convertible
into Bushveld ordinary shares. All interest and principal, to the
extent not converted into ordinary shares, is due and payable at
maturity date.
· Conversion price set at 3.99 pence.
· The
Group has a one-time right to redeem 50% (in whole and not in part)
of the principal and interest outstanding on 30 June 2026, subject
to the right of Orion to elect instead to covert the
amount.
The Instrument have been accounted
for as a loan and a derivative liability as the conversion will
result in a variable amount of shares.
|
Amortised
costs
|
Fair value
|
Total
|
|
US$ '000
|
US$ '000
|
US$ '000
|
Inception
|
13,304
|
842
|
14,146
|
Finance costs and fair value
gain
|
748
|
(107)
|
641
|
Balance, 30 June 2024
|
14,052
|
735
|
14,787
|
Orion Mine Finance Senior Term Loan
|
|
|
|
The Group entered into a US$28.3
million senior term loan ("Term Loan") agreement on 31 January 2024
with the following terms:
· Interest rate of 6.0% ("Margin") plus the greater of (i)
3-month Secured Overnight Financing Rate ("SOFR") and
(ii) 3.0% per annum.
· Interest payable quarterly in arrears in cash starting from
the last business day of the quarter in which the closing of the
transaction occurs and on the last business day of each quarter
thereafter. In the event that the Company has insufficient cash
available to pay interest on its due date, the interest due on that
date shall continue to accrue. While there is a continuing default,
the Margin will be increased by 3%.
· Principle repayments of 25% on 30 June 2024, 30% on 30 June
2025 and the outstanding balance on 30 June
2026.
· The
Term Loan may be prepaid in whole or in part at any time, subject
to early redemption fees.
· Secured against certain group companies and associated
assets.
On 28 June 2024, the Group entered
into a revised Term Loan agreement whereby the Group will receive
additional funding of up to US$10 million. The repayment of
interest and capital on the Term Loan was also amended whereby the
repayment of both interest and capital will only start on 31
December 2025 and will consist of equal quarterly instalments with
the final payment on 31 December 2029.
The Group received the additional
US$10 million funding on 20 August 2024.
Orion Mine Finance Supplemental Royalty
The Group entered into a
supplemental royalty agreement on 31 January 2024 with the
following terms:
· Royalty payment rate of 0.264% with a realised price per kgV
of less than US$47/kgV.
· Royalty payment rate of 0.216% with a realised price per kgV
of greater than US$47/kgV.
· The
later of 30 June 2027 and when the Term Loan has been fully repaid,
the repayment rate will reduce by 80% and shall be payable for the
life of the Vametco operation.
On 28 June 2024, the Group entered
into a revised Supplemental Royalty Agreement which increased the
royalty rate from 0.264% up to 0.5% depending on the amount of the
additional drawdown on terms senior loan facility and reducing by
50% at the term loan maturity.
SPR Interim Working Capital Facility
Bushveld Vanchem ("Vanchem")
entered into a loan agreement with SPR on 19 September 2023 whereby
SPR borrowed ZAR150.0 million to Vanchem.
The loan bears interest, which is
payable in cash every two weeks, in the following amount:
· If
the Vanadium Price is less than US$35/kgV, an amount equal to 0.54%
of ZAR150,000,000;
· If the
Vanadium Price is equal to or more than US$35/kgV but less than
US$40/kgV, an amount equal to 0.58% of ZAR150,000,000;
and
· If
the Vanadium Price is equal to or more than US$40/kgV, an amount
equal to 0.62% of ZAR150,000,000.
The loan is repayable in full on
the maturity date, which is the first of:
· The
date on which the lender gives a step-in notice (this is when an
event of default continues for more than 30 days); or
· The
date on when the Vanchem and Mokopane Acquisition have been fully
implemented; or
· First anniversary of the advance date (22 September
2024).
The loan is secured by a Mortgage
Bond of ZAR750 million over the movable property of Vanchem and
Notarial Bond of ZAR750 million over the immovable property of
Vanchem.
The Group incurred transaction costs of US$0.41
million which have been capitalised and offset against the carrying
amount of the loan and are being amortised using the effective
interest rate method.
The loan agreement was amended to include the receipt of US$12.5
million (ZAR237.26 million) which is non-interest bearing and
repayable on the closing of the Vanchem sale.
The loan agreement with SPR was also amended to
include further drawdowns of US$6.49 million (ZAR118.8 million) and
the maturity date was amended by updating it to the second
anniversary of the advance date (22 September 2025). The loan
amount outstanding will be set-off against the Vanchem sales
proceeds on closing on the transaction.
Industrial Development Corporation Shareholder Loan
Bushveld Electrolyte Company ("BELCO") is 55%
owned by Bushveld Energy Company ("BEC") and 45% by the Industrial
Development Corporation ("IDC"). The loan represents the IDC's
contribution to BELCO and consists of the initial capitalised cost
of ZAR4.38 million and the subsequent subscription amount of
ZAR72.71 million. The loan is interest free, unsecured,
subordinated in favour of BELCO's creditors and has no fixed term
of repayment and shall only be repaid from free cash flow when
available. BELCO has the unconditional right to defer settlement
until it has sufficient free cash flow to settle the outstanding
amount, which is estimated at the end of 2028. The loan has been
classified as non-current.
The shareholder loan is measured at the present value of the future
cash payments discounted using an interest rate of 8.5%, which is
the estimated prevailing market rate. The difference between the
fair value and the nominal amount of US$0.43 million (31 December
2022: US$1.79 million) was recognised as a capital contribution
from the non-controlling interest.
A general notarial bond for a minimum amount of
ZAR140 million plus an additional sum of 30% for ancillary costs
and expenses was registered over all the movable assets owned by
BELCO.
Industrial Development Corporation Property, Plant and Equipment
Loan
The IDC provided a property, plant and equipment
loan to BELCO as part of the funding for the construction of the
electrolyte plant. The loan bears interest at the South African
prime rate plus 2.5% margin and is repayable in 84 equal monthly
instalments starting in July 2024. On 27 March 2024, the IDC
amended the loan agreement by extend the repayment date to 31
December 2026 and extended the repayment terms to 100
months.
Development Bank of Southern Africa - Facility Agreement
Lemur Holdings Limited entered into a US$1.0
million facility agreement with the Development Bank of Southern
Africa Limited in March 2019. The purpose of the facility is to
assist with the costs associated with delivering the key milestones
to the power project. The repayment is subject to the successful
bankable feasibility study of the project at which point the
repayment would be the facility value plus an amount equal to an
Internal Rate of Return ("IRR") of 40% capped at 2.5 times,
whichever is lower. As at 30 June 2024, US$1.0 million (31 December
2023: US$1.0 million) was drawn down.
The Development Bank of South Africa approved the sale of the
Group's interest in the Imaloto Coal Project including their
outstanding debt balance.
Nesa Investment
Holdings ("Nesa")
The Group entered into a loan agreement with Nesa to fund US$0.81
million (ZAR12.08 million) bearing interest at South African prime
rate plus 3.5% margin. The maturity date of the loan was extended
from 30 August 2023 to 30 August 2024 and the repayments will
consist of the following:
·
Accrued interest up to 31 August 2023 repaid on 31
August 2023;
· ZAR2.00
million capital repayment on 21 September 2023; and
·
Thereafter 10 consecutive monthly payments
starting from 30 November 2023.
The Group entered into a second loan agreement with Nesa to fund
US$0.54 million (ZAR10.0 million) bearing interest at South African
prime rate plus 4% margin. The maturity date of the loan was
extended to 31 August 2026 and the repayments will consist of the
following:
·
Accrued interest up to 31 October 2023 repaid on
31 October 2023;
· ZAR0.53
million capital and interest repayment on 30 November 2023;
and
·
Thereafter 11 consecutive quarterly payments
starting from 29 February 202
|
30 June
|
31 December
|
2024
Unaudited
US$ '000
|
2023
Audited
US$ '000
|
11. Trade and other
payables
|
|
|
Financial instruments:
Trade payables
|
32,036
|
41,784
|
Trade payables - related
parties
|
11
|
10
|
Accruals and other payables
|
4,817
|
4,461
|
Non-financial instruments:
VAT
|
89
|
40
|
|
36,953
|
46,295
|
Financial instrument and non-financial instrument components
of trade and other payables
|
|
|
At amortised cost
|
36,864
|
46,255
|
Non-financial instruments
|
89
|
40
|
|
36,953
|
46,295
|
Trade and other payables
principally comprise amounts outstanding for trade purchases and
on-going costs. The average credit period taken for trade purchases
is 90 days.
The Group has financial risk
management policies in place to ensure that all payables are paid
within the pre-arranged credit terms.
The directors consider that the
carrying amount of trade and other payables approximates to their
fair value.