AQUARIUS PLATINUM LIMITED: 2013 Half Year Financial Results to 31 Dec 2012
AQUARIUS PLATINUM LIMITED: 2013 Half Year Financial Results to 31 Dec 2012 2013 Half Year Financial Results: 31 December 2012
Aquarius Platinum Limited
Financial Results for the six months ended 31 December 2012 Key Points: Financial Revenue decreased by 29% to $179 million (H1 2012: $252 million) Mine operating net cash flow decreased by $63 million to a $38 million outflow (H1 2012: inflow of $25 million) Mine EBITDA decreased by 24% to $22 million (H1 2012: $29 million) Group cash balance at period end of $83 million Key Points: Operational Group attributable production decreased by 27% to 156,787 PGM ounces (H1 2012: 215,453 PGM ounces) Attributable production from operating mines increased by 8% compared to the previous corresponding period (pcp) The average US Dollar PGM Basket Price was 10% lower compared to the pcp The average Rand Basket Price increased by 1% compared to the pcp due to a weaker Rand The Rand weakened by 12% on average against the US Dollar On-mine unit cash costs in South Africa increased by 3% in Rand terms Mimosa performed strongly again, continuing to produce at capacity Operations at Blue Ridge, Marikana, Everest and CTRP remained suspended Key Points: Strategic Transition to owner operator completed during the period, on time and below budget Rollout of revised hanging wall system completed during the period, on time and below budget Mimosa and Government of Zimbabwe agreed commercial terms on indigenisation and signed a term sheet Commenting on the results, Jean Nel, CEO of Aquarius Platinum said: The period under review was one of the most challenging in the history of the company. Industrial relations in the southern African mining industry, and in particular the platinum sector, were volatile and strained throughout the entire period, whilst at the same time, platinum group metal prices remained low. In South Africa, the Aquarius management team persisted with its focus on restoring operational credibility at the Kroondal mine. In this regard I am pleased to report that both of the significant processes we committed to, being the migration to owner operator and the implementation of the revised hanging wall support regime, were completed on time and below budget. The implementation of these two initiatives, combined with a focussed and motivated work force at Kroondal contributed to Kroondal's production improving by 11% relative to the pcp whilst unit costs only increased by 3%. Given the macro environment this was a pleasing performance which would not have been possible without a motivated effort by the entire Kroondal work force. At Mimosa the solid production performance continued, with the conclusion of the indigenisation term sheet between Mimosa and the Government of Zimbabwe, particularly pleasing. The Mimosa management team is currently focused on addressing the high cost inflation being experienced at Mimosa. The satisfactory operational improvements notwithstanding, Aquarius remains acutely aware that despite the improvements, the company continued to consume cash during the period. The metal price improvements and weakened Rand/Dollar exchange rate in January 2013 combined with the fact that the once-off costs associated with the two aforementioned processes and the closure of the Marikana and Everest mines are now completed, is expected to substantially reduce cash consumption and enable the company to start producing cash at mine level. From a PGM supply and demand perspective there seems to be consensus that both platinum and palladium will move into primary supply deficit during 2013. Whilst encouraging the increase in recycling, the continued depressed demand from European auto producers and the substantial above ground inventories renders significant further short term price increases unlikely. In summary, despite the significant operational improvements delivered during the period, cash generation at current spot prices remains constrained. It is against this backdrop that Aquarius will continue to focus on operational improvements and cash preservation whilst remaining committed to improving the quality of life of the communities surrounding its operations. Aquarius Group attributable production (PGM ounces) - twelve months to 31 December 2012 [See www.aquariusplatinum.com for graph] Production Total production from all Aquarius operations for the six months to December 2012 was 308,954 PGM ounces, representing a 20% decrease compared to the period ended December 2011 (the previous corresponding period or "pcp"). Production attributable to Aquarius fell by 27% to 156,787 PGM ounces for the period under review when compared to the pcp following the Everest and Marikana mines being placed on care and maintenance in May/June 2012. Significantly, continuing operating mines Kroondal and Mimosa recorded increased production compared to the pcp of 11% and 5% respectively. Gains recorded at Kroondal were attributable to the move from contractor to owner operator and also the successful implementation of a revised support system, both completed in the December 2012 quarter. Production by Mine and Attributable to Aquarius Mine Attributable to Aquarius
PGMs (4E) Half-Year ended Half-Year ended Half-Year ended Half-Year ended
Dec 2012 Dec 2011 Dec 2012 Dec 2011
Kroondal 194,598 175,704 97,299 87,852
Marikana - 54,802 - 27,400
Everest - 41,787 - 41,787
Mimosa 109,093 104,254 54,547 52,127
CTRP 644 1,769 322 885
Platinum Mile 4,619 6,415 4,619 5,402
Total 308,954 384,731 156,787 215,453
The chart below illustrates the impact on production of each of the operations demonstrating the lower production caused by the placing of Everest and Marikana on care and maintenance and also the improved production recorded by continuing mines Kroondal and Mimosa. The most significant factor is the increased production recorded at Kroondal during what has been regretfully, one of the most disrupted and hostile periods in the sector. AQPSA who manage the Kroondal operations engaged extensively with its workforce, the local communities and regulators to build a workable solution to the ongoing regional industrial unrest.
[See www.aquariusplatinum.com for chart]
Rand Dollar Exchange Rate
The average Rand-Dollar exchange rate weakened during the half-year, falling by 14% from R7.60 in the pcp to R8.65 to the US dollar. Since then, it has averaged 8.78 in the month of January.
The average Rand basket price achieved for the half-year was marginally up at R10,262 compared to R10,185 in the pcp. Rand weakness contributed to the Rand basket price remaining stable compared to US Dollar prices which had decreased 10% from the corresponding period, December 2011, to $1,211. Subsequent to the end of the half-year, the PGM basket price has consolidated to average R11,347 per PGM ounce in January 2013.
[See www.aquariusplatinum.com for graph]
The price of the PGM basket recovered strongly in the first half of the period under review triggered by supply disruptions at South African platinum mines from illegal strike action. Market sentiment for the PGM basket in dollar terms had improved because of deteriorating supply expectations, a consequence of the ongoing and severe labour disruptions in SA which led to rising expectations of shaft closures, project deferrals and increased costs. At the beginning of the second quarter the PGM Rand basket price continued to rise as persistent illegal strikes triggered concerns for both future supply of PGMs and how it will impact the overall South African economy. The pessimism on supply did not last long as the basket price peaked at R12,398 per oz in mid-October (from a trough R9,525 per oz in mid-August) at which point the US$ dollar metal prices began to retreat. By the end of October, platinum and palladium were both trading at two-month lows. PGM prices were supported by the publication of Johnson Matthey's Platinum 2012 Interim Review highlighting a global deficit in platinum as a result of reduced supply from South Africa and a decline in open-loop recycling. However, resolutions to illegal strike activity in the region, together with negative news surrounding the euro zone economy and investor nervousness over the US fiscal cliff at the end of the period weighed on PGM prices and resulted in a disappointing end to a difficult six months.
The average platinum price decreased by 6.1%, while palladium decreased by 8.5% and rhodium decreased by 34.2% compared to the pcp. Gold reduced by 0.4% on average. Platinum closed the half-year down 3.8% at $1,589 per ounce, while palladium remained stable at $691 per ounce and rhodium fell by 38% to $1,040 over the same period. Gold fell 0.3% to $1,688 per ounce. Subsequent to the end of the current half-year under review, platinum has averaged $1,637 in January, while palladium rose 2.75% to $711 and rhodium rose by 10% to $1,157 in the same period. Gold fell 1% to $1,670 per ounce.
[See www.aquariusplatinum.com for graph]
Financial results: Half-Year to 31 December 2012
Aquarius' consolidated result for the half-year ended 31 December 2012 was a loss of $184 million (38.57 cents per share). The result includes an impairment charge of $127 million arising substantially from a review of the carrying value of non-operating assets, namely Marikana, Ridge Mining, Platmile and several mining rights.
Profitability at mine level (on-mine EBITDA) was $22 million compared to $29 million in the previous corresponding period (pcp) due to challenging operating conditions experienced at the Group's South African operations, increased mining costs and lower PGM metal prices. Decreasing metal prices caused a negative sales adjustment to be incurred.
Group attributable mine production for the half-year was 156,787 PGM ounces. This was 58,666 PGM ounces (27%) lower compared to the pcp due to the closure of the Everest and Marikana mines.
Revenue (PGM sales and interest) for the half-year to December 2011 was $179 million, 29% lower compared to the pcp due to lower production and lower PGM metal prices. The revenue received per PGM ounce for the half-year was $1,211, down 10% from the pcp.
Group Financials by Operation
Kroondal Marikana Everest Mimosa Plat CTRP Blue Total
(4E) 97,299 - - 54,547 4,619 322 - 156,787 (attributable)
Kroondal Marikana Everest Mimosa Plat CTRP Blue Corporate Total
$m $m Mile Ridge $m
$m $m $m $m $m $m
Revenue 106.5 0.5 0.6 63.6 5.0 0.3 - 2.6 179.3
Cost of sales
processing & (99.7) (2.3) (1.5) (47.5) (3.8) (0.4) (0.7) (0.1) (156.1)
Cost of sales
& (16.5) (0.3) (1.4) (6.2) (2.0) (0.1) (0.1) - (26.5)
Gross profit/ (9.6) (2.0) (2.3) 9.9 (0.8) (0.2) (0.8) 2.5 (3.3) (loss)
Other income - - - - - - - 0.1 0.1
Administrative - - - - - - - (7.2) (7.2) costs
exchange gain/ 1.4 - 0.1 (0.1) 0.4 - - (22.1) (20.3) (loss)
Finance costs - - - - - - - (15.9) (15.9)
Impairment - (18.8) - - (10.0) (13.6) (85.1) (127.5) losses
transition (3.3) (2.7) (11.0) - - - - - (17.0) costs
share - - - (1.5) - - - - (1.5) ownership
before income (11.6) (23.4) (13.2) 8.3 (10.4) (0.2) (14.4) (127.7) (192.6) tax
Income tax - - - - - - - 8.3 8.3 benefit
(loss) from (11.6) (23.4) (13.2) 8.3 (10.4) (0.2) (14.4) (119.4) (184.3) ordinary
Group gross cash margin increased to 13% from 6% in the pcp due to the closure of loss operating mines Marikana and Everest. Total cash cost of production was $156 million, down $80 million due to lower production following the closure of high costs mines Marikana and Everest. On a per PGM ounce basis this represented a 9% decrease per ounce. Finance costs of $16 million included $9 million interest on convertible bonds and bank borrowings, $5 million of non-cash interest arising from the unwinding of the equity portion of the convertible bond and $2 million of non-cash interest arising from the unwinding of the net present value of the rehabilitation provisions of AQPSA. During the half-year Aquarius recorded net foreign exchange losses of $20 million. The income tax benefit of $8 million includes $11 million movement in the deferred tax credit offset by $2 million normal tax and $1 million withholding tax. The consolidated cash balance at period end was $83 million, a net decrease of $97 million for the 6 months. Net cash of $38 million was used in operations during the half-year. The group paid $27 million to fund its capital expenditure program, $24 million for closure of currency contracts and $9 million in interest. Financials Aquarius Platinum Limited Consolidated Income Statement Half-Year ended 31 December 2012 $'000 Half-Year Ended Year Ended Note 31/12/12 31/12/11 30/06/12
Attributable Production (PGM Ounces) 156,787 215,453 411,398
Revenue (i) 179,262 252,381 485,736
Cost of sales (including D&A) (ii) (182,578) (272,952) (531,169)
Gross loss (3,316) (20,571) (45,433)
Other income 106 1,108 2,076
Administrative costs (iii) (7,218) (7,394) (11,950)
Foreign exchange loss (iv) (20,309) (91,289) (95,001)
Finance costs (v) (15,887) (17,583) (34,674)
Impairment losses (127,496) - (3,983)
Closure and transition costs (17,004) - -
Community share ownership trust (1,500) - -
Loss before income tax (192,624) (135,729) (188,965)
Income tax benefit (vi) 8,332 22,237 30,678
Net loss for the period (184,292) (113,492) (158,287)
Non-controlling interests (456) 1 -
Loss attributable to equity holders of (183,836) (113,493) (158,287)
Aquarius Platinum Limited
Loss per share (basic - cents) (38.57) (24.31) (33.77)
Notes on the Consolidated Income Statement Revenue decreased as a result of lower production and a 3% decrease in the US Dollar PGM basket price compared to the pcp. The 9% decrease in cost of sales on a unit cost basis reflects the closure of high costs mines Marikana and Everest. Relates to administration costs of the Aquarius Group inclusive of costs associated with business development activities, legal and financial advisory expenses. Net foreign exchange (FX) loss includes a $24 million loss on currency contracts, as well as gains/losses on cash, intercompany loans, pipeline debtors and sales adjustments due to the movement of the Dollar against other currencies. Finance costs include $9 million interest on convertible bonds and bank borrowings, $5 million of non-cash interest arising from the unwinding of the equity portion of the convertible bond and $2 million in non-cash interest arising from the unwinding of the net present value of the rehabilitation provisions of AQPSA. Income tax benefit includes an $11 million deferred tax credit offset by $2 million normal tax and $1 million withholding tax. Aquarius Platinum Limited Consolidated Cash Flow Statement Half-year ended 31 December 2012 $'000 Half-year ended Year ended Note 31/12/12 31/12/11 30/06/12
Net operating cash (outflow)/inflow (i) (38,465) 24,948 26,356
Net investing cash outflow (ii) (26,752) (69,221) (120,079)
Net financing cash outflow (iii) (36,275) (34,350) (34,525)
Net decrease in cash held (101,492) (78,623) (128,248)
Opening cash balance 180,088 328,083 328,083
Exchange rate movement on cash (iv) 4,734 (19,333) (19,747)
Closing cash balance 83,330 230,127 180,088
Notes on the Consolidated Cash Flow Statement Net operating cash flow includes a $182 million inflow from sales, closure and transition costs of $21 million, $199 million paid to suppliers, interest income of $3 million and income tax paid of $3 million. Reflects payments for property, plant & equipment and mine development costs Includes $24 million paid for closure of currency contract, $8 million interest paid and $4 million repayment of borrowings Reflects movement of other currencies against the Dollar. Aquarius Platinum Limited Consolidated Balance Sheet At 31 December 2012 $'000 Half-year ended Year ended Note 31/12/12 31/12/11 30/06/12
Cash assets 83,330 230,127 180,088
Current receivables (i) 79,565 92,857 87,100
Other current assets (ii) 51,104 47,452 44,258
Property, plant and equipment (iii) 286,134 273,635 276,195
Mining assets (iv) 300,432 434,883 437,574
Other non-current assets (v) 88,245 87,759 88,093
Intangibles (vi) 73,755 90,560 87,882
Total assets 962,565 1,257,273 1,201,190
Current liabilities (vii) 91,341 105,634 113,466
Non-current payables (viii) 4,280 5,368 4,204
Non-current interest-bearing liabilities (ix) 265,101 259,408 265,526
Other non-current liabilities (x) 128,190 177,836 141,349
Total liabilities 488,912 548,246 524,545
Net assets 473,653 709,027 676,645
Issued capital 24,370 23,516 23,516
Unissued shares - - 2,436
Treasury shares (27,433) (18,169) (18,128)
Reserves 714,937 712,797 722,734
Accumulated losses (244,031) (15,461) (60,195)
Total equity attributable to equity holders 467,843 702,683 670,363
of Aquarius Platinum Limited
Non-controlling interests (xi) 5,810 6,344 6,282
Total equity 473,653 709,027 676,645
Notes on the Consolidated Balance Sheet
Reflects debtors receivable on PGM concentrate sales.
Reflects PGM concentrate inventory, reef stockpiles and consumables stores.
Represents plant and equipment within the Group.
Mining assets relate to Kroondal, Marikana, Everest and Mimosa mine properties and mine development.
Includes the recoverable portion of rehabilitation provision from Anglo Platinum of $11 million, receivable from the Reserve Bank of Zimbabwe (RBZ) of $28 million, receivable from outside shareholders of Blue Ridge and Sheba's Ridge of $25 million, investments in rehabilitation trusts of $18 million and investments held for resale of $3 million.
Includes intangibles relating to contract value acquired on the acquisition of equity interest in Platinum Mile Resources (Pty) Ltd.
Includes creditors and other payables of $46 million, DBSA and IDC loans at Blue Ridge of $28 million, AQPSA equipment leases of $6 million, Mimosa bank loans of $4 million and provisions of $6 million.
Includes rehabilitation obligations on P&SA1 and P&SA2 structures.
Includes convertible notes of $262 million and AQPSA equipment leases of $3 million.
Includes deferred tax liabilities of $85 million and provision for closure costs of $43 million.
Minority interests reflects 8.3% outside equity interest of Platmile Resources (Pty) Ltd.
Operating Review Summary (all numbers on 100% basis)
... This section contains summarised operating reviews of each of the Company's operations. Full operating statistics are provided on page 15 of this report. In addition, further detail on each of the operations can be obtained from the quarterly and full-year reports released by the Company throughout the financial year available on the Company's website, www.aquariusplatinum.com.
AQUARIUS PLATINUM (SOUTH AFRICA) (PTY) LTD (Aquarius Platinum - 100%)
P&SA 1 at Kroondal (Aquarius Platinum - 50%)
12-month rolling average DIIR deteriorated to 1.39 per 200,000 man hours
Production increased by 6% to 3,137,000 tonnes
Head grade increased from 2.38 g/t to 2.45 g/t
Recoveries improved slightly to 80%
Volumes processed increased by 5% to 3,099,000 tonnes
Stockpiles at the end of the period totalled approximately 75,000 tonnes
PGM production increased by 11% to 194,598 PGM ounces
Revenue increased by 28% to R1,804 million due to improved production and basket price
Mining cash costs increased by 8% to R546 per tonne, and costs per PGM ounce by 3% to R8,688
Kroondal's cash margin for the period increased from -6% to 6%
Safety, Health and Environment
No fatalities occurred at Kroondal Mine during the period under review. The Disabling Injury Incident Rate deteriorated to 1.39 due mainly to the uncertainty around the owner operate transition. Currently the total Kroondal Operation is standing at 1.2 million fatality-free shifts.
The transition from Contract mining to Owner Operate was successfully completed during the period. The mine production after the introduction and the implementation of the bolters and the change in the support regime has increased and trending to steady state levels.
Although there were visits from the inspectorate the number of section 54 stoppages reduced significantly during the period in review with only two section 54 stoppages issued, one each at both Simunye and Kopaneng shafts during this period under review prompted by accidents that operations experienced.
Some of the infrastructure improvement projects completed which have positively contributed to the increase in production include a bunker, conveyor belt infrastructure and raisebore holes to improve ventilation at various shafts.
From an industrial relations perspective the period under review was an extremely difficult time across the entire Rustenburg region with all mines experiencing labour strikes in some form and significant levels of intimidation occurred throughout the period. The impact on the Kroondal shafts was far less than the surrounding mines due to the positive attitude shown by all our employees.
That being said, employees working at Kwezi went on strike at the start of the period under review and more than 15 production days were lost in July. These employees were dismissed and workers from Marikana 4 shaft were transferred to Kwezi.
Marikana: As disclosed previously, as a result of current low Rand PGM basket prices, the mine and processing plant have been placed on care and maintenance until further notice.
Everest: As disclosed previously, as a result of current low Rand PGM basket prices and unstable labour relations, the Everest mine has been placed on care and maintenance until further notice.
AQPSA Operating costs per ounce (R)
4E 6E 6E net of by-products (Pt+Pd+Rh+Au) (Pt+Pd+Rh+Ir+Ru+Au) (Ni&Cu)
Kroondal 8,688 7,131 6,995
Capital expenditure (100% basis) Kroondal
(R'000 unless otherwise stated) Total Per 4E oz
Ongoing Infrastructure Establishment 125,954 647
Project Capital (K6 shaft) 99,013 509
Mobile Equipment 96,384 495
Total 321,350 1,651
Kroondal mine: reconciliation of cash costs per 4E ounce Cost per 4E ounce (Rand) HY1
Total operating expenditure 10,633
Ongoing capital expenditure & mobile equipment (1,142)
Project capex (K6 shaft) (509)
Transition costs (294)
On mine cash costs 8,688
MIMOSA INVESTMENTS (Aquarius Platinum - 50%) Mimosa Platinum Mine 12-month rolling average DIIR deteriorated 0.16 per 200,000 man hours Production increased by 4% to 1,231,000 tonnes Head grade improved by 1% to 3.67 g/t Recoveries remained static at 78% Volumes processed increased by 4% to 1,192,000 tonnes Stockpiles at the end of the period totalled approximately 123,191 tonnes PGM production increased by 5% to 109,093 PGM ounces Revenue decreased by 13% to $127 million due to depressed metal prices Mining cash costs increased by 18% to $79 per tonne and costs per PGM ounce by 17% to $863 Stay-in-business capital expenditure was $167 per PGM ounce for the period Mimosa's cash margin for the period fell from 46% to 16% due to depressed metal prices and increased costs. Commentary Safety, Health and Environment No fatalities occurred at Mimosa during the period under review. The Disabling Injury Incidence Rate remained low and stable. Operations Mimosa continued to operate at capacity during the period under review, although some production disruption was caused in the latter months of the half-year by power outages as well as surface electrical breakdowns. Stay-in-business capital expenditure for the period amounted to $18 million. Expenditure was mainly incurred in mobile equipment, Drill Rigs and LHD, Conveyor belt extension, Down dip Development and Housing project. Operating Cash Costs The unacceptable 17% increase in unit costs at Mimosa was primarily the result of $1.3 million in surface rentals, consumable inventory write-down of $2.2 million, the rebuilding of stockpiles following the fire of $1.4 million and the increased usage of reagents of $1.0 million. The stockpile rebuilding was completed in December and the reagents will be fully depleted by the end of the financial year. Excluding the above items unit cost still rose by the expected 9% in line with inflation. Operating cash costs per ounce 4E 6E 4E net of by-products (Pt+Pd+Rh+Au) (Pt+Pd+Rh+Ir+Ru+Au) (Ni, Cu & Co)
Mimosa 863 816 561
Indigenisation and Economic Empowerment Discussions on indigenisation were concluded in December 2012 and this culminated in the signing of a term sheet on 14 December 2012. The term sheet sets out the key details of the indigenisation plan and paves the way for the drafting of detailed agreements that will facilitate the implementation of the plan. It is envisaged that all agreements will be finalised by the end of March 2013. TAILINGS OPERATIONS Platinum Mile (Aquarius Platinum - 91.7%) (consolidated - 100% attributable) Material processed decreased by 40% to 1,519 tonnes Head grade increased by 35% to 0.69 g/t Recoveries decreased by 19% to 13% Production decreased by 28% to 4,619 PGM ounces Cash costs decreased by 10% to R6,305 per PGM ounce Revenue was R41 million for the period The cash margin for the period was 29%, up from 16% in the previous period Commentary CTRP The operation remains on care and maintenance since 6 August 2012. Platinum Mile During the half-year the results were significantly impacted by strikes at Anglo Platinum in October and November. For this reason the operation lost 13 production days in September and virtually the whole of October and November 2012. The strikes continued into early December 2012 when production resumed to normal. Whilst the results for the half-year were impacted by these strikes, encouragingly a positive cash margin was achieved despite these trying circumstances. The recently announced restructure at Anglo Platinum is not expected to materially impact the operations of Platinum Mile as it continues to treat only tails from the Merensky concentrator. Operating cash costs per ounce 4E 6E 4E net of by-products (Pt+Pd+Rh+Au) (Pt+Pd+Rh+Ir+Ru+Au) (Ni, Cu& Co)
CTRP 9,658 9,173 9,020
Platinum Mile 6,305 5,460 4,889
[See www.aquariusplatinum.com for Statistical Information]
Note: CTRP reported only for Q1 FY2013
Issue of Shares to Support Black Economic Empowerment (BEE) Partners
As previously announced, in October 2012 the Company issued and allotted 14,000,000 fully paid common shares of US$0.05 at a price per share of 41.75 pence (A$0.64) as part of a transaction intended to preserve the black economic empowerment ("BEE") credentials of Aquarius. The Board of Aquarius resolved that it was in the interests of Aquarius, and in line with its ongoing commitment to comply with the BEE and regulatory framework in South Africa, to assist the BEE Partners to preserve their remaining shareholding in Aquarius.
The limited guarantee and pledge provided to the BEE Partners' financiers was released in January 2013. These shares are currently held as Treasury and neither Aquarius' BEE partners nor their financiers have any further recourse to these shares.
Aquarius' full announcement released to the market on 4 October 2012 outlining details of the transaction is available on Aquarius' website.
On 14 December 2012, Mimosa Investment Holdings ("Mimosa Investments"), which is held jointly in a 50:50 partnership with Impala Platinum Holdings Limited, concluded a term sheet in respect of a proposed indigenisation implementation plan ("IIP") with the Government of Zimbabwe. The term sheet provides for the key terms, subject to certain conditions precedent, of the sale by Mimosa Investments of an aggregate 51% equity ownership of Mimosa Holdings (Private) Limited ("Mimosa Holdings") to indigenous parties for US$550 million (50% attributable to Aquarius), based on an agreed fair market value for Mimosa Holdings of US$1.078 billion.
Mimosa Investments will provide a vendor loan funding mechanism to facilitate the transaction which has a term of ten years. This loan will bear interest at a rate of 9% annually and will be settled through the waiver of the right to receive 90% of dividends due to the indigenous entities in favour of Mimosa Investments. Any loan balance outstanding at the end of the ten-year period will be payable in cash.
Aquarius' full announcement of 14 December 2012 outlines details of the indigenisation plan and is available on Aquarius' website.
Potential acquisition of the Booysendal reserve
The Company remains in communication with the Department of Mining and Resources ("DMR") in South Africa in relation to the outstanding approval from the DMR required to implement this transaction. In the event of the approval being granted before the end of April 2013 by which date the agreement lapses the Company will advise shareholders accordingly.
Aquarius' full announcement of 4 May 2011, outlines details of this transaction and is available on Aquarius' website.
Mr Stuart Murray resigned as director and CEO of Aquarius and executive chairman of AQPSA in October 2012. Mr Jean Nel was appointed Chief Executive Officer of the Group on 5 November 2012 and Mr Zwelakhe Mankazana, Non-executive Chairman of AQPSA. Sir William Purves retired from the AQP Board on 5 November 2012.
Ms Sonja Sebotsa was appointed to the Board of Aquarius on 6 February 2013. Ms. Sebotsa was also appointed to the Board of Aquarius fully owned subsidiary AQPSA and will assume the role of Chairman of AQPSA from acting AQPSA Chairman Mr. Zwelakhe. Mr Zwelakhe continues to serve as a non-executive director.
Aquarius Platinum Limited Incorporated in Bermuda
Exempt company number 26290
Board of Directors
Nicholas Sibley Non-executive Chairman
Jean Nel Chief Executive Officer
David Dix Non-executive
Tim Freshwater Non-executive (Senior Independent Director)
Edward Haslam Non-executive
Kofi Morna Non-executive
Zwelakhe Mankazana Non-executive
Sonja Sebotsa Non-executive
David Dix (Chairman)
Edward Haslam (Chairman)
Sonja Sebotsa (Chairman)
Jean Nel Chief Executive Officer
Robert Schroder Managing Director
Graham Ferreira Finance Director
Wessel Phumo General Manager: Kroondal
Mimosa Mine Management
Winston Chitando Managing Director
Herbert Mashanyare Technical Director
Peter Chimboza Resident Director
Fungai Makoni General Manager Finance & Company Secretary
Platinum Mile Management
Richard Atkinson Managing Director
Paul Swart Financial Director
At 31 December 2012, the Company had on issue: 486,851,336 fully paid common shares and 120,000 unlisted options.
Substantial Shareholders 31 December 2012 Number of Shares Percentage
Chase Nominees Limited 31,756,135 6.52
JP Morgan Nominees Australia Limited 29,109,414 5.98
HSBC Custody Nominees (Australia) Limited 26,873,642 5.52
Primary Australian Securities Exchange Trading Information Listing: (AQP.AX)
Premium London Stock Exchange (AQP.L) ISIN number BMG0440M1284 Listing:
Secondary JSE Limited (AQP.ZA) ADR ISIN number US03840M2089 Listing:
Convertible Bond ISIN number XS0470482067 Broker (LSE) (Joint) Broker (ASX) Sponsor (JSE)
Liberum Capital Limited Ropemaker Place, Level 12
25 Ropemaker Street Euroz Securities Rand Merchant Bank
Level 18 Alluvion (A division of FirstRand Bank London, EC2Y 9LY 58 Mounts Bay Road, Limited) Telephone: +44 (0) 20 Perth WA 6000 1 Merchant Place 3100 2000 Telephone: +61 (0) 8 Cnr Fredman Drive & Rivonia
9488 1400 Road Sandton 2196 Bank of America South Africa Merrill Lynch 2 King Edward St London, EC1A 1HQ Telephone: +44 (0)20 7628 1000
Aquarius Platinum (South Africa) (Proprietary) Ltd
(Incorporated in the Republic of South Africa)
Registration Number 2000/000341/07
Unit 16, Berkley Office Park, 8 Bauhinia Street, Highveld Techno Park, Centurion, Pretoria, South Africa Postal Address: PO Box 76575, Wendywood, 2144, South Africa
Telephone: +27 (0)12 001 2001
Facsimile: +27 (0)12 001 2070
Aquarius Platinum Corporate Services Pty Ltd
(Incorporated in Australia)
ACN 094 425 555
Level 4, Suite 5, South Shore Centre, 85 The Esplanade, South Perth WA 6151, Australia
Postal Address: PO Box 485, South Perth WA 6151, Australia
Telephone: +61 (0)8 9367 5211
Facsimile: +61 (0)8 9367 5233
For further information please visit www.aquariusplatinum.com or contact:
In the United Kingdom and South Africa
+ 27 (0)12 001 2001
+61 (0) 8 9367 5211
A$ Australian Dollar
Aquarius Aquarius Platinum Limited or AQP
APS Aquarius Platinum Corporate Services Pty Ltd
AQPSA Aquarius Platinum (South Africa) (Pty) Ltd
ACS(SA) Aquarius Platinum (SA) Corporate Services (Pty) Ltd
BEE Black Economic Empowerment
BRPM Blue Ridge Platinum Mine
CTRP Chrome Tailings Retreatment Operation. Consortium comprising Aquarius
Platinum (SA) (Corporate Services) (Pty) Limited (ASACS), Ivanhoe Nickel and Platinum Limited and Sylvania South Africa (Pty) Ltd (SLVSA).
DIFR Disabling injury frequency rate -being the number of lost-time
injuries expressed as a rate per 1,000,000 man-hours worked
DIIR Disabling injury incidence rate -being the number of lost-time
injuries expressed as a rate per 200,000 man-hours worked
DME formerly South African Government Department of Minerals and Energy
DMR South African Government Department of Mineral Resources, formerly the
Dollar United States Dollar or $
Everest Everest Platinum Mine
Great A PGE bearing layer within the Great Dyke Complex in Zimbabwe Dyke Reef
g/t Grams per tonne, measurement unit of grade (1g/t = 1 part per million)
JORC Australasian code for reporting of Mineral Resources and Ore Reserves code
JSE JSE Limited
Kroondal Kroondal Platinum Mine or P&SA1 at Kroondal
LHD Load haul dump machine
Marikana Marikana Platinum Mine or P&SA2 at Marikana
Mimosa Mimosa Mining Company (Private) Limited
nm Not measured
PGE(s) Platinum group elements plus gold. Five metallic elements commonly (6E) found together which constitute the platinoids (excluding Os
(osmium)). These are Pt (platinum), Pd (palladium), Rh (rhodium), Ru (ruthenium), Ir (iridium) plus Au (gold)
PGM(s) Platinum group metals plus gold.Aquarius reports the PGMs as (4E) comprising Pt+Pd+Rh plus Au (gold) with the Pt, Pd and Rh being the
most economic platinoids in the UG2 Reef
PlatMile Platinum Mile Resources (Pty) Ltd
P&SA1 Pooling & Sharing Agreement between AQPSA and RPM Ltd on Kroondal
P&SA2 Pooling & Sharing Agreement between AQPSA and RPM Ltd on Marikana
R South African Rand
Ridge Ridge Mining Limited
ROM Run of mine. The ore from mining which is fed to the concentrator
plant. This is usually a mixture of UG2 ore and waste.
Tonne 1 Metric tonne (1,000kg)
TARP Trigger Action Response Procedure
UG2 Reef A PGE-bearing chromite layer within the Critical Zone of the Bushveld
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