NOTES TO THE CONDENSED CONSOLIDATED … CONSOLIDATED INTERIM STATEMENT OF FINANCIAL POSITION As at...

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CONDENSED CONSOLIDATED INTERIM STATEMENT OF CASH FLOWS For the six months ended 30 June 2011 30 June 2010 Reviewed Reviewed R’000 R’000 Profit before taxation 54 352 793 883 Adjusted for: Recoveries not settled in cash (808 754) Profit on distribution of investments (52 474) Profit from sale of prospecting rights (9 963) Other non-cash items (277) 5 277 Interest received (3 073) (1 320) Dividends received (1 826) (12 048) Working capital changes (178) 38 727 Cash flows from operations (13 439) 15 765 Interest received 3 073 478 Taxation paid (10 450) (329) Cash flows from operating activities (20 816) 15 914 Cash flows from investing activities 11 757 85 534 Dividends received 1 826 12 048 Proceeds from disposal of recovered assets 27 344 Proceeds on disposal of prospecting rights 9 963 Acquisition of plant and equipment (39) (288) Proceeds from disposal of plant and equipment 7 Loan payments received 46 430 Cash flow from financing activities (64 633) (73 576) Dividends paid (64 633) Dividends paid to non-controlling shareholders (73 576) Net (decrease)/increase in cash and cash equivalents (73 692) 27 872 Cash and cash equivalents at the beginning of the period 291 797 294 806 Cash and cash equivalents at the end of the period 218 105 322 678 Reviewed results for the six months ended 30 June 2011 Randgold & Exploration Company Limited / (Incorporated in the Republic of South Africa) / (Registration number 1992/005642/06) Share code: RNG / ISIN: ZAE000008819 / (“R&E” or “the company” or “the group”) GREYMATTER & FINCH # 5905 Directors: DC Kovarsky (Chairman)**, M Steyn (CEO)*, V Botha*, MB Madumise**, JH Scholes** (*Executive, **Independent non-executive) Secretary and Registered office: RP Pearcey FCIS, 7th Floor Fredman Towers, 13 Fredman Drive, Sandown, 2196 Transfer secretaries: Computershare Investor Services (Pty) Ltd (Registration number 2004/003647/07) 70 Marshall Street, Johannesburg, 2001 Sponsor: PSG Capital RANDGOLD & EXPLORATION COMPANY LIMITED CONDENSED CONSOLIDATED INTERIM STATEMENT OF COMPREHENSIVE INCOME For the six months ended 30 June 2011 30 June 2010 Reviewed Reviewed Notes R’000 R’000 Revenue 1 826 12 048 Recoveries – JCI 783 549 – Other 25 205 Profit on sale of prospecting rights 7 9 963 Profit on distribution of investments 6 52 474 Foreign exchange gains 1 513 Other income 8 10 353 Other operating expenses (14 505) (38 592) Profit from operating activities 51 279 792 563 Finance income 3 073 1 320 Profit before taxation 54 352 793 883 Taxation 954 (1 052) Profit for the period 55 306 792 831 Other comprehensive income Change in fair value of available-for-sale investments 6 (9 537) 11 618 Realised gain reclassified to profit or loss (52 474) Total comprehensive (loss)/income (6 705) 804 449 Profit attributable to: Non-controlling interest 628 Owners of the company 55 306 792 203 Profit for the period 55 306 792 831 Total comprehensive (loss)/income attributable to: Non-controlling interest 628 Owners of the company (6 705) 803 821 Total comprehensive (loss)/income (6 705) 804 449 Basic and diluted earnings per share (cents) 8 77 1 103 Dividend per share (cents) 8 1 101 CONDENSED CONSOLIDATED INTERIM STATEMENT OF FINANCIAL POSITION As at 30 June 2011 31 December 2010 Reviewed Audited Notes R’000 R’000 Assets Non-current assets 776 782 Plant and equipment 302 308 Intangible assets 474 474 Current assets 220 586 568 291 Trade and other receivables 2 481 2 649 Investments held for distribution 6 273 845 Cash and cash equivalents 218 105 291 797 Total assets 221 362 569 073 Equity and liabilities Shareholders’ equity 177 287 174 455 Issued capital 748 748 Share premium Reserves 62 011 Retained earnings 176 539 111 696 Liabilities Non-current liabilities Post-retirement medical benefit obligation 36 114 36 429 Current liabilities 7 961 358 189 Tax liabilities 11 220 Shareholders for dividend 338 477 Trade and other payables 7 961 8 492 Total equity and liabilities 221 362 569 073 CONDENSED CONSOLIDATED INTERIM STATEMENT OF CHANGES IN EQUITY For the six months ended 30 June 2011 30 June 2010 Reviewed Reviewed Notes R’000 R’000 Share capital Balance at the beginning and end of the period 748 748 Share premium 162 612 Balance at the beginning of the period 986 054 Distribution dividend (823 442) Investment fair value reserve 23 755 Balance at the beginning of the period 62 011 12 137 Change in fair value of available-for-sale investments (9 537) 11 618 Realised gain reclassified to profit or loss (52 474) Retained earnings 176 539 316 518 Balance at the beginning of the period 111 696 (514 787) Transaction with non-controlling shareholders 6 079 Profit for the period 55 306 792 203 Distribution dividend 33 023 Remeasurement of shareholders for dividend 6 9 537 Non-controlling interest 9 396 Balance at the beginning of the period 250 378 Transaction with non-controlling shareholders (168 034) Dividends paid to non-controlling shareholders (73 576) Profit for the period 628 NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED 30 JUNE 2011 1. Reporting entity R&E is a company domiciled and incorporated in the Republic of South Africa. The condensed consolidated interim financial statements of the company for the six months ended 30 June 2011 include the company and its subsidiaries (together referred to as “the group”). 2. Statement of compliance The condensed consolidated interim financial statements for the six months ended 30 June 2011 have been prepared in compliance with the Listings Requirements of the JSE Limited, International Financial Reporting Standards (IFRS) (in particular International Accounting Standard 34 Interim Financial Reporting) and the AC 500 Standards as issued by the Accounting Practices Board or its successor. These condensed consolidated interim financial statements were approved by the board of directors on 2 August 2011. 3. Significant accounting policies The accounting policies applied by the group in these condensed consolidated interim financial statements are the same as those applied by the group in its consolidated financial statements as at and for the year ended 31 December 2010, except for the following standards and interpretations adopted on 1 January 2011: Revised IAS 24 Related Party Disclosures IFRIC 14 Amendment: Prepayments of minimum funding requirements Various improvements to IFRSs 2010 Excluding amendments to IFRS 3 Business Combinations, IAS 27 Consolidated and Separate Financial Statements There was no significant impact on these condensed consolidated interim financial statements as a result of adopting these standards and interpretations. 4. Independent review by the auditor The condensed consolidated interim financial statements of R&E were reviewed by KPMG Inc. The individual auditor assigned to perform the review is Mr CH Basson. The unmodified review report is available for inspection at the company’s registered office. 5. Segment reporting The group operates in a single operating segment as an investment holding company with assets in the mining industry. 6. Distribution of 2 270 687 GFI shares and special cash dividend of 90 cents per R&E share On 30 November 2010, R&E shareholders approved the distribution of R&E’s remaining listed investment in GFI (amounting to 3.16193 GFI shares per 100 R&E shares held), as well as a cash dividend of 90 cents per share. These distributions were effected on 17 January 2011. STC was paid on the portion of the distribution not made out of share premium. As a result of this distribution, the investment fair value reserve at 17 January 2011 of R52.4 million was reclassified to profit or loss. R’000 Investment held for distribution – 1 January 2011 273 845 Value of GFI shares at distribution date – 17 January 2011 (264 308) Decrease in fair value of investment held for distribution recognised in other comprehensive income 9 537 Investment fair value reserve – 1 January 2011 (62 011) Realised gain reclassified to profit or loss 52 474 R’000 Shareholders for dividend – 1 January 2011 338 477 Remeasurement – 17 January 2011 (9 537) Distribution 328 940 GFI Shares 264 307 Cash 64 633 7. Profit on sale of prospecting rights During the period under review, R&E disposed of certain of its prospecting rights which had a nil carrying value to a third party for R10 million (refer to note 10). 8. Earnings per share and dividend per share For the six months ended Basic earnings and diluted earnings per ordinary share 30 June 2011 Reviewed 30 June 2010 Reviewed Basic and diluted earnings for the period (R’000) 55 306 792 203 Weighted average number of ordinary shares in issue 71 813 235 71 813 128 Earnings per share (cents) 77 1 103 Headline and diluted headline earnings per ordinary share Headline and diluted headline (loss)/earnings for the period (R’000) (7 131) 805 717 Weighted average number of ordinary shares in issue 71 813 235 71 813 128 Headline (loss)/earnings per share (cents) (10) 1 122 Reconciliation between basic and headline earnings for the period R’000 R’000 Profit for the period attributable to the equity holders of the company 55 306 792 203 Adjusted for: Profit on distribution/disposal of investments held for distribution/available-for-sale investments (52 474) (2 139) Profit on disposal of prospecting rights (9 963) Impairment of investment held for distribution 15 653 (7 131) 805 717 Tax effect of adjustments Portion attributable to non-controlling interest Headline (loss)/earnings for the period attributable to equity holders of the company (7 131) 805 717 Dividend per share Total dividend declared (R’000) 790 419 Eligible shares in issue 71 813 235 71 813 128 Dividend per share (cents) 1 101 Total dividend payable from R&E’s share premium (R’000) 823 442 Dividend payable to group entities recognised in retained earnings (R’000) (33 023) Shareholders for dividend per statement of financial position (R’000) 790 419 9. Net asset and tangible net asset value and per share The net asset value per share is calculated using the following variables: 30 June 2011 Reviewed 31 Dec 2010 Audited Net asset value (R’000) 177 287 174 455 Ordinary shares outstanding 71 813 235 71 813 235 Net asset value per share (cents) 247 243 Net tangible asset value per share (cents) 246 242 The number of shares outstanding at 31 December 2010 and 30 June 2011 has been adjusted for the 3 million treasury shares held. 10. Material changes There have been no material changes to the information contained in the independent mineral asset valuation reports that were disclosed to shareholders in the settlement circular, however, two prospecting rights over various farms (collectively known as the Jeanette Prospecting Right and Weltevreden Prospecting Right) were disposed of during the reporting period (refer to note 7). 11. Related party transactions There were no related party transactions during the period under review. 12. Events after reporting date There were no significant events between the reporting date and the approval date of these results. General The board of Randgold & Exploration Company Limited (R&E) is pleased to announce the interim results for the six months ended 30 June 2011. Dividend in specie and special cash dividend The distribution of the company’s remaining investment in Gold Fields Limited (GFI) as well as a special cash dividend of 90 cents per R&E share, as approved by shareholders on 30 November 2010, was effected on 17 January 2011. Refer to the notes to these condensed consolidated interim financial statements for further details. Income The majority of the income recognised in the period under review was a result of profit realised on the distribution of the investments held for distribution and profit from the sale of prospecting rights. Financial position R&E is liquid with no interest-bearing debt. R&E’s total assets consist primarily of cash. R&E had a net asset value per share of R2.47 at 30 June 2011. Cash flow R&E started the period under review with a cash balance of R291.8 million. Operating activities utilised cash of R20.8 million during the period under review, primarily as a result of taxation paid and operating expenses. Investing activities yielded cash inflows of R11.8 million resulting from dividends received and proceeds from the sale of prospecting rights. The major cash outflow from financing activities for the period under review was the special cash dividend paid of R64.6 million. R&E remained in a strong cash position with R218.1 million in cash and cash equivalents at 30 June 2011. Outlook Given R&E’s liquidity and position in the resources industry, management will continue to focus on seeking new opportunities, where appropriate, for the benefit of R&E and its shareholders. As in the past, a pragmatic commercial approach will be adopted in dealing with the outstanding legal claims. DC Kovarsky Marais Steyn Chairman Chief Executive Officer Johannesburg 2 August 2011 COMMENTARY TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED 30 JUNE 2011

Transcript of NOTES TO THE CONDENSED CONSOLIDATED … CONSOLIDATED INTERIM STATEMENT OF FINANCIAL POSITION As at...

CONDENSED CONSOLIDATED INTERIM STATEMENT OF CASH FLOWS

For the six months ended30 June 2011 30 June 2010

Reviewed ReviewedR’000 R’000

Profi t before taxation 54 352 793 883 Adjusted for:

Recoveries not settled in cash – (808 754)Profi t on distribution of investments (52 474) –Profi t from sale of prospecting rights (9 963) –Other non-cash items (277) 5 277 Interest received (3 073) (1 320)Dividends received (1 826) (12 048)Working capital changes (178) 38 727

Cash fl ows from operations (13 439) 15 765 Interest received 3 073 478 Taxation paid (10 450) (329)Cash fl ows from operating activities (20 816) 15 914 Cash fl ows from investing activities 11 757 85 534 Dividends received 1 826 12 048 Proceeds from disposal of recovered assets – 27 344 Proceeds on disposal of prospecting rights 9 963 –Acquisition of plant and equipment (39) (288)Proceeds from disposal of plant and equipment 7 –Loan payments received – 46 430 Cash fl ow from fi nancing activities (64 633) (73 576)Dividends paid (64 633) –Dividends paid to non-controlling shareholders – (73 576)

Net (decrease)/increase in cash and cash equivalents (73 692) 27 872 Cash and cash equivalents at the beginning of the period 291 797 294 806 Cash and cash equivalents at the end of the period 218 105 322 678

Reviewed results for the six months ended 30 June 2011

Randgold & Exploration Company Limited / (Incorporated in the Republic of South Africa) / (Registration number 1992/005642/06)Share code: RNG / ISIN: ZAE000008819 / (“R&E” or “the company” or “the group”)

GREYMATTER & FINCH # 5905

Directors: DC Kovarsky (Chairman)**, M Steyn (CEO)*, V Botha*, MB Madumise**, JH Scholes** (*Executive, **Independent non-executive) Secretary and Registered offi ce: RP Pearcey FCIS, 7th Floor Fredman Towers, 13 Fredman Drive, Sandown, 2196 Transfer secretaries: Computershare Investor Services (Pty) Ltd (Registration number 2004/003647/07) 70 Marshall Street, Johannesburg, 2001 Sponsor: PSG Capital

RANDGOLD & EXPLORATION COMPANY LIMITED

CONDENSED CONSOLIDATED INTERIM STATEMENT OF COMPREHENSIVE INCOME

For the six months ended30 June 2011 30 June 2010

Reviewed ReviewedNotes R’000 R’000

Revenue 1 826 12 048

Recoveries – JCI – 783 549 – Other – 25 205Profi t on sale of prospecting rights 7 9 963 –Profi t on distribution of investments 6 52 474 –Foreign exchange gains 1 513 –Other income 8 10 353 Other operating expenses (14 505) (38 592)Profi t from operating activities 51 279 792 563 Finance income 3 073 1 320 Profi t before taxation 54 352 793 883 Taxation 954 (1 052)Profi t for the period 55 306 792 831 Other comprehensive incomeChange in fair value of available-for-sale investments 6 (9 537) 11 618 Realised gain reclassifi ed to profi t or loss (52 474) –Total comprehensive (loss)/income (6 705) 804 449

Profi t attributable to:Non-controlling interest – 628 Owners of the company 55 306 792 203 Profi t for the period 55 306 792 831

Total comprehensive (loss)/income attributable to:Non-controlling interest – 628 Owners of the company (6 705) 803 821 Total comprehensive (loss)/income (6 705) 804 449

Basic and diluted earnings per share (cents) 8 77 1 103 Dividend per share (cents) 8 – 1 101

CONDENSED CONSOLIDATED INTERIM STATEMENT OF FINANCIAL POSITION

As at30 June

201131 December

2010Reviewed Audited

Notes R’000 R’000AssetsNon-current assets 776 782Plant and equipment 302 308Intangible assets 474 474Current assets 220 586 568 291Trade and other receivables 2 481 2 649Investments held for distribution 6 – 273 845Cash and cash equivalents 218 105 291 797

Total assets 221 362 569 073

Equity and liabilitiesShareholders’ equity 177 287 174 455Issued capital 748 748Share premium – –Reserves – 62 011Retained earnings 176 539 111 696

LiabilitiesNon-current liabilitiesPost-retirement medical benefi t obligation 36 114 36 429

Current liabilities 7 961 358 189Tax liabilities – 11 220Shareholders for dividend – 338 477Trade and other payables 7 961 8 492

Total equity and liabilities 221 362 569 073

CONDENSED CONSOLIDATED INTERIM STATEMENT OF CHANGES IN EQUITY

For the six months ended30 June 2011 30 June 2010

Reviewed ReviewedNotes R’000 R’000

Share capitalBalance at the beginning and end of the period 748 748 Share premium – 162 612 Balance at the beginning of the period – 986 054 Distribution dividend – (823 442)

Investment fair value reserve – 23 755 Balance at the beginning of the period 62 011 12 137 Change in fair value of available-for-sale investments (9 537) 11 618 Realised gain reclassifi ed to profi t or loss (52 474) –

Retained earnings 176 539 316 518 Balance at the beginning of the period 111 696 (514 787)Transaction with non-controlling shareholders – 6 079 Profi t for the period 55 306 792 203 Distribution dividend – 33 023Remeasurement of shareholders for dividend 6 9 537 –

Non-controlling interest – 9 396 Balance at the beginning of the period – 250 378 Transaction with non-controlling shareholders – (168 034)Dividends paid to non-controlling shareholders – (73 576)Profi t for the period – 628

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED 30 JUNE 2011

1. Reporting entity

R&E is a company domiciled and incorporated in the Republic of South Africa. The condensed consolidated interim fi nancial statements of the company for the six months ended 30 June 2011 include the company and its subsidiaries (together referred to as “the group”).

2. Statement of compliance

The condensed consolidated interim fi nancial statements for the six months ended 30 June 2011 have been prepared in compliance with the Listings Requirements of the JSE Limited, International Financial Reporting Standards (IFRS) (in particular International Accounting Standard 34 Interim Financial Reporting) and the AC 500 Standards as issued by the Accounting Practices Board or its successor.

These condensed consolidated interim fi nancial statements were approved by the board of directors on 2 August 2011.

3. Signifi cant accounting policies

The accounting policies applied by the group in these condensed consolidated interim fi nancial statements are the same as those applied by the group in its consolidated fi nancial statements as at and for the year ended 31 December 2010, except for the following standards and interpretations adopted on 1 January 2011:

Revised IAS 24 Related Party Disclosures

IFRIC 14 Amendment: Prepayments of minimum funding requirementsVarious improvements to IFRSs 2010

Excluding amendments to IFRS 3 Business Combinations, IAS 27 Consolidated and Separate Financial Statements

There was no signifi cant impact on these condensed consolidated interim fi nancial statements as a result of adopting these standards and interpretations.

4. Independent review by the auditor

The condensed consolidated interim fi nancial statements of R&E were reviewed by KPMG Inc. The individual auditor assigned to perform the review is Mr CH Basson. The unmodifi ed review report is available for inspection at the company’s registered offi ce.

5. Segment reporting

The group operates in a single operating segment as an investment holding company with assets in the mining industry.

6. Distribution of 2 270 687 GFI shares and special cash dividend of 90 cents per R&E share

On 30 November 2010, R&E shareholders approved the distribution of R&E’s remaining listed investment in GFI (amounting to 3.16193 GFI shares per 100 R&E shares held), as well as a cash dividend of 90 cents per share. These distributions were effected on 17 January 2011. STC was paid on the portion of the distribution not made out of share premium.

As a result of this distribution, the investment fair value reserve at 17 January 2011 of R52.4 million was reclassifi ed to profi t or loss.

R’000Investment held for distribution – 1 January 2011 273 845Value of GFI shares at distribution date – 17 January 2011 (264 308)Decrease in fair value of investment held for distribution recognised in other comprehensive income 9 537Investment fair value reserve – 1 January 2011 (62 011)Realised gain reclassifi ed to profi t or loss 52 474

R’000Shareholders for dividend – 1 January 2011 338 477Remeasurement – 17 January 2011 (9 537)Distribution 328 940GFI Shares 264 307Cash 64 633

7. Profi t on sale of prospecting rights

During the period under review, R&E disposed of certain of its prospecting rights which had a nil carrying value to a third party for R10 million (refer to note 10).

8. Earnings per share and dividend per share

For the six months endedBasic earnings and diluted earnings per ordinary share

30 June 2011Reviewed

30 June 2010Reviewed

Basic and diluted earnings for the period (R’000) 55 306 792 203Weighted average number of ordinary shares in issue 71 813 235 71 813 128Earnings per share (cents) 77 1 103 Headline and diluted headline earnings per ordinary share

Headline and diluted headline (loss)/earnings for the period (R’000) (7 131) 805 717Weighted average number of ordinary shares in issue 71 813 235 71 813 128Headline (loss)/earnings per share (cents) (10) 1 122

Reconciliation between basic and headline earnings for the period R’000 R’000Profi t for the period attributable to the equity holders of the company 55 306 792 203 Adjusted for: Profi t on distribution/disposal of investments held for distribution/available-for-sale investments (52 474) (2 139) Profi t on disposal of prospecting rights (9 963) –Impairment of investment held for distribution – 15 653

(7 131) 805 717 Tax effect of adjustments – –Portion attributable to non-controlling interest – – Headline (loss)/earnings for the period attributable to equity holders of the company (7 131) 805 717 Dividend per shareTotal dividend declared (R’000) – 790 419Eligible shares in issue 71 813 235 71 813 128Dividend per share (cents) – 1 101Total dividend payable from R&E’s share premium (R’000) – 823 442Dividend payable to group entities recognised in retained earnings (R’000) – (33 023)Shareholders for dividend per statement of fi nancial position (R’000) – 790 419

9. Net asset and tangible net asset value and per share

The net asset value per share is calculated using the following variables:

30 June 2011Reviewed

31 Dec 2010Audited

Net asset value (R’000) 177 287 174 455Ordinary shares outstanding 71 813 235 71 813 235Net asset value per share (cents) 247 243Net tangible asset value per share (cents) 246 242

The number of shares outstanding at 31 December 2010 and 30 June 2011 has been adjusted for the 3 million treasury shares held.

10. Material changes

There have been no material changes to the information contained in the independent mineral asset valuation reports that were disclosed to shareholders in the settlement circular, however, two prospecting rights over various farms (collectively known as the Jeanette Prospecting Right and Weltevreden Prospecting Right) were disposed of during the reporting period (refer to note 7).

11. Related party transactions

There were no related party transactions during the period under review.

12. Events after reporting date

There were no signifi cant events between the reporting date and the approval date of these results.

GeneralThe board of Randgold & Exploration Company Limited (R&E) is pleased to announce the interim results for the six months ended 30 June 2011.

Dividend in specie and special cash dividendThe distribution of the company’s remaining investment in Gold Fields Limited (GFI) as well as a special cash dividend of 90 cents per R&E share, as approved by shareholders on 30 November 2010, was effected on 17 January 2011. Refer to the notes to these condensed consolidated interim fi nancial statements for further details.

Income The majority of the income recognised in the period under review was a result of profi t realised on the distribution of the investments held for distribution and profi t from the sale of prospecting rights.

Financial positionR&E is liquid with no interest-bearing debt. R&E’s total assets consist primarily of cash. R&E had a net asset value per share of R2.47 at 30 June 2011.

Cash fl owR&E started the period under review with a cash balance of R291.8 million. Operating activities utilised cash of R20.8 million during the period under review, primarily as a result of taxation paid and operating expenses.

Investing activities yielded cash infl ows of R11.8 million resulting from dividends received and proceeds from the sale of prospecting rights.

The major cash outfl ow from fi nancing activities for the period under review was the special cash dividend paid of R64.6 million.

R&E remained in a strong cash position with R218.1 million in cash and cash equivalents at 30 June 2011.

OutlookGiven R&E’s liquidity and position in the resources industry, management will continue to focus on seeking new opportunities, where appropriate, for the benefi t of R&E and its shareholders. As in the past, a pragmatic commercial approach will be adopted in dealing with the outstanding legal claims.

DC Kovarsky Marais SteynChairman Chief Executive Offi cer

Johannesburg2 August 2011

COMMENTARY TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED 30 JUNE 2011