Interim Results
Caledonia Mining Corporation
28 September 2007
Caledonia Mining Corporation
('Caledonia Mining' or the 'Company')
2007 Second Quarter Report
CALEDONIA MINING CORPORATION August 7, 2007
Management's Discussion and Analysis
This Interim MD & A covers the Company's results for the period from January 1,
2007 to June 30, 2007 - and the period thereafter to August 7, 2007. It is to be
read in conjunction with the Company's 2nd quarter financial statements prepared
to June 30, 2007, according to Canadian GAAP, its Annual Management Discussion
and Analysis for the fiscal year ended December 31, 2006, the audited financial
statements of the Company prepared to December 31, 2006, and the Company's 2006
Annual Report. All of these documents have been filed on SEDAR and are available
at www.sedar.com or on the Corporation's website at www.caledoniamining.com.
Note that all currency references in this document are to Canadian dollars.
1. OPERATIONAL REVIEW, OVERALL PERFORMANCE AND RESULTS OF
OPERATIONS
(a) Blanket Mine- Zimbabwe
The 2007 production is outlined below:-
There was no recordable production for the month of July as explained in the
text below.
2nd Quarter Actual Six months to June 2007
Ore processed -tonnes 14,042 38,742
Grade g/t 1.90 2.60
Recovery % 75% 82%
Sands Processed - tonnes 81,081 120,081
Sands Grade g/t 1.28 1.10
Sands Recovery % 60% 54%
Ounces gold from ore 647 3,042
Ounces gold from Sands 2,025 3,295
Total ounces produced 2,672 6,337
Total ounces sold 2,922 7,274
The metallurgical plant continued to operate as planned when the underground was
shutdown to finish the shaft equipping and gold production was derived
predominantly from the Sabiwa Tailings and limited underground production of
approximately 200 tonnes per day. The underground production came from selected
remnant areas in the upper section of the mine (above 7 level) which could be
hoisted to surface via the main Blanket Incline Shaft. These identified upper
blocks are essentially low grade +/- 2.5 - 3.0g/t and of limited strike.
Total production for the quarter was 2013 ozs below plan mainly due to the
shortfall from underground where anticipated grades were not realized. The pinch
and swirl nature of the ore zone created a lot of dilution resulting in most of
the stopes being abandoned.This created a tonnage shortage as the stopes being
mined were limited in number. A decision was made to stop underground production
at the end of the quarter as it was no longer economic.
The Sands plant performed well producing 573 ozs above plan. This was achieved
by a better performance by the haulage company in delivering tonnage to the
hydro sluicing plant and further assisted by better gold recoveries. Once the
high grade Sabiwa Sands were completed they were replaced with the low grade
Vubachikwe tailings.
Underground development was limited to mainly capital work with minimal run of
mine. Of the total of 207 meters advanced 116 meters were capital whilst 91
meters were run of mine. Payability was 49% at a grade of 3.36 g/t.
The mine resumed underground production on July 26, 2007 and is capable of
producing 600 tonnes per day but power outages are preventing this from being
achieved.
Plant
The plant operated well below capacity during the second quarter due to feed
shortages from both underground and sands. Plans to utilize this time to
refurbish equipment were hampered by lack of spares due to foreign currency
shortages.
Capital Expenditure
Blanket Mine as planned shut down 90% of the underground operations on February
15, 2007 to allow for the stripping and re-equipping of the No. 4 shaft (the new
main production shaft) in line with our expansion programme. The shaft was to
have been re-equipped from 6 level down to 24 level in 90 days with
commissioning taking place in June. However this programme was delayed
significantly mainly due to delayed payments for gold which resulted in delivery
delays of the shaft steel work as the suppliers in South Africa required cash
before shipping and the ZESA power outages which became increasingly severe
during the second quarter.
By the end of June equipping had reached 18 level which is below the mid-shaft
loading bins. The decision was taken to re-activate the 14 level loading chute
so the mine could rapidly get back to the 600 tonnes per day production level.
Commissioning of this plan is currently in progress, Blanket hoisted, crushed
and milled 495 tonnes of underground ore on the August, 2 and the 600 tonne per
day level is achieveable as long as power outages do not prevent this.
The next stage of the shaft expansion project will be to continue with the shaft
equipping down to the bottom of the shaft (825m level) and this is expected to
be completed by the end of September as the steelwork for this section will only
be ready for dispatch on the August 28 due to strikes in South Africa, after
which the equipping of the loading chute and spillage arrangements will
commence. Provided the operational environment in Zimbabwe does not deteriorate
further the shaft should be ready for final commissioning in December but this
is a very tight schedule.
Outlook
• With relatively firm international gold prices the future of Blanket
Mine looks positive. Our reserve/resource at present stands at +/- 500,000
ozs and this level of resource can support easily a 2,000 tonnes per day
operation, hence our efforts to expand the mine beyond the current expansion
project.
• Blanket's current exploration initiatives in the Gwanda Greenstone belt
have revealed interesting potential at the GG, Abercorn and Mascot /
Penzance / Eagle Vulture exploration projects. Further exploration is
planned for 2008 whilst the proposed exploration shaft is to be sunk at GG
during the 3rd quarter 2007. Should any of these projects prove to be viable
mines, the ore would be trucked to Blanket for processing.
• The down-dip potential of Blanket Mine below the 750 m level is good,
and a comprehensive diamond drilling programme will be planned early in 2008
to further evaluate this potential once the No. 4 shaft is fully
commissioned and operational down to 825m level.
• However, an area of ongoing concern is that all the above initiatives
are dependent on the socio-political and economic situation in Zimbabwe.
Currently Zimbabwe is experiencing a severe economic contraction and this is
negatively affecting the business environment, a situation weighing heavily
against our current initiatives.
• The Zimbabwean authorities appear determined to pass the Indigenisation
and Economic Empowerment Bill, which if implemented in its present ambiguous
form could severely curtail the mining industry in Zimbabwe. We believe the
authorities are cognizant of this probability and will likely amend the
legislation in practice.
(b) Discontinued Operations
Negotiations regarding the possible sale of the Barbrook Mine and Eersteling
Gold Mine continued during the quarter. Of the parties who submitted initial
non-binding offers only one continues with their due diligence investigations
but a number of new interested parties have joined the process and continue to
conduct their due diligence. The Board of directors has decided that the
Corporation should continue to seek buyers who will purchase the assets on
acceptable terms.
(c) Exploration and Project Development
Gold Exploration - Zimbabwe
Exploration activities were scaled down when the Blanket shaft was shutdown in
mid February to direct all available resources to the shaft expansion project. A
total of $6,000 was spent on exploration during the second quarter ($45,000 for
the six months to date).
The exploration activities focused on soil sampling the higher potential claims.
It is anticipated that exploration activities will recommence during the third
quarter of 2007 once the shaft is fully functional at 600 tonnes per day.
Rooipoort and Grasvally Platinum Exploration Project - South Africa
Soil geochemical sampling within the Rooipoort Platinum Exploration Project near
Mokopane (Potgietersrus) continued. During the quarter $19,000 was spent on
exploration ($54,000 for the six months to date).
Soil geochemical sampling on the rights acquired from Falconbridge continued
with a total of 6750 line meters of sampling achieved on Moordrift 289 KR.for
the period under review.
Concurrently soil geochemical sampling was undertaken on Jaagbaan 291 KR (9,820
line meters) and portions 6 and 24 of Grasvally 293 KR (22,560 line meters).
The application to the South African authorities to transfer the Falconbridge
rights to the Company is still in progress.
Nama Copper/Cobalt - Zambia
The communication and computer facilities at Lusaka office have been modernized
to facilitate better communications.
Exploration work commenced during April at Nama in the form of field preparation
work for the planned drilling program under the supervision of a Senior Project
Geologist.
Drilling of both diamond drill and reverse circulation holes commenced on June
19 at anomaly A (diamond drill) and anomaly C (reverse circulation). Water for
the drilling is being sourced from old water boreholes drilled by RUC in the
1960's. This represents a significant saving in costs.
To date 959.6 meters of drilling has been completed at anomaly A (4 diamond
drill holes, AP3, AP7, AP6 and AP2) with no operational problems.
A total of 18 reverse circulation holes (973 meters of drilling) have been
completed at anomaly C and site preparations are well advanced at anomaly D.
All the access roads to the sites and the main camp have been upgraded and the
camp infrastructure has been brought up to standard. No security incidents have
been reported, but a contingent of para military police remains resident in the
area to ensure safety standards.
The core drilled to date is currently being logged and split on site in
preparation for dispatch to the laboratory in Ndola, Zambia for analysis of
Cobalt, Copper, Nickel and Manganese. Quality Control and Quality Assurance
control procedures are in place to verify the accuracy of the lab results.
Overall the exploration program at Nama is progressing ahead of schedule under
the management of the Country Manager.
The metallurgical testing to establish the likely product specification of the
cobalt hydroxide is nearing completion and the report and results are expected
shortly.
A quotation has been received and is being evaluated for the 20 tonne per day
test plant which will be used for ongoing Nama metallurgical plant optimization.
A quotation for an independent feasibility study of Nama to Chinese standards
and the evaluation of the information required is currently in progress.
Kadola Copper/Cobalt - Zambia
No progress has been made with regards to the renewal of the Kadola group of
licenses despite many hours of negotiation with members of the Department of
Mines at all levels of seniority.
Notwithstanding the problems a favorable outcome is expected in the form of a
retention license for a limited time period.
Goedgevonden Diamonds - South Africa
Discussions with an interested party who has signed a confidentiality agreement
with Caledonia have commenced and will be further reported on if and when any
agreement is reached
(d) Financing
In April and May 2007 two sets of warrants of 22,890,000 and 6,998,259 warrants
were exercised at a price of $0.15 per share. The proceeds, net of commission,
amounted to $4,380,233. These funds will be used for general working capital and
the funding of exploration activities at Nama and other sites.
2. SUMMARY OF QUARTERLY RESULTS
The following information is provided for each of the eight most recently
completed quarters of the company - ending on the dates specified - in thousands
of Canadian dollars:
June 30/ Mar 31/07 Dec 31/ Sept 30/ June 30/ Mar 31/ Dec 31/ Sept 30/
07 new 06 06 06 06 05 05
estimate
Sales from
continuing
operations $1,539 $3,319 $9,045 $4,539 $1 $1 $2 $-
Income/
(loss)
from
continuing
operations 364 (3,909) 3,840 (455) (683) (387) (318) (1,177)
- per share
basic and
diluted $0.001 ($0.008) $0.008 ($0.001) ($0.002) ($0.001) ($0.001) ($0.003)
Discontinued
operations
(loss) (126) (254) (1,282) (2,619) (2,210) (1,879) (1,736) (1,387)
Net
Income(loss)
after
discontinued
operations 238 (4,163) 2,558 (3,074) (2,893) (2,266) (2,054) (2,564)
- per share
basic and
diluted $0.0005 ($0.008) $0.006 ($0.007) ($0.007) ($0.006) ($0.006) ($0.008)
Note: As there are no extraordinary items the disclosed net losses per share are
identical to the total loss before extraordinary items.
The effect of the dilution on the earnings per share has been calculated for
each quarter of 2006 as a profit was earned before discontinued operations for
the year. No calculation for 2005 was made as the result for the year was a loss
and the diluted earning per share would be anti-dilutive.
Due to the hyper inflationary nature of the Zimbabwean economy it was decided to
change the basis of the exchange rate estimate to be used in translating the
results of Blanket Mine into Canadian dollars.
This change has been made to the results for both the first and second quarters.
It has been decided that the effective exchange rate applicable to the 'Gold
Support Price' is the most appropriate rate of exchange to use at this point in
time and meets the requirements of Canadian GAAP. The table below shows the
exchange rates used now and in the past in Z$ per US$
2nd Quarter rate of 1st Quarter rate of Previous 1st Quarter rate
exchange exchange of exchange
Sales revenue 14,220 713 250
Other income
statement items 21,070 758 250
Monetary
assets and
liabilities 47,451 758 250
All other
assets and
liabilities 101.19 101.19 101.19
It was deemed appropriate to change the estimate as the Reserve Bank of Zimbabwe
announced retrospective changes, in August 2007, to the Gold Support Price (see
table below) and the resulting effective rate of exchange gives a more accurate
representation of the purchasing power of the Zimbabwean dollar, compared to the
fixed official rate of exchange of Z$250:US$1
Period Jan- Apr 26, Apr 27- May June 2007 From July
2007 2007 2007
Average gold
price
USD/ounce $657 $667 $656 $666
Gold support price in
Z$/gram Z$16,000 Z$350,000 Z$1,000,000 Z$3,000,000
Effective Z$:US$
exchange rate Z$758 Z$16,317 Z$47,451 Z$140,219
Old Mutual Implied Rate
Average Z$10,464 Z$26,184 Z$126,828 Z$139,747
Another rate of exchange used by other companies, is the Old Mutual Implied
Rate. This rate is calculated by dividing the Old Mutual Plc share price on the
Harare Stock Exchange by the Old Mutual Plc share price on the London Stock
Exchange. Management note that as the official exchange rate is not freely
floating it does not reflect the impact of the hyper inflationary economy and
does not give shareholders a fair perspective of the results of the operation.
The table below demonstrates what the consolidated results of Caledonia Mining
Corporation would have been if the Old Mutual Implied rate had been used to
translate the results of Blanket Mine. At this time the Old Mutual Implied rate
is not considered compliant with Canadian GAAP requirements
Six months to June 2007- At Gold Support Price At Old Mutual Implied
thousands of Canadian dollars rate of exchange rate of exchange
Sales Revenue $4,858 $4,838
Gross (loss) (1,500) (798)
Unrealised
foreign
exchange loss 452 1,719
Net (loss) (3,925) (4,456)
Current Assets 4,688 4,362
Current
Liabilities 2,356 2,100
Total Assets 28,228 27,441
Income
Statement
average rate
of exchange 21,070 59,053
Period end
rate of
exchange 47,451 147,351
For the six month period ending June 2007 the net gross revenue was $4,858,000
from the sale of 7,274 ounces of gold (2006 - $1,722,000 from 2,651 ounces). The
ounces of gold are not comparable as 2007 includes the operations of Blanket
Mine and 2006 includes the operations of Barbrook Mine only. The ounces of gold
sold in the second quarter amounted to 2,922 compared to 4,352 ounces in the
first quarter. The reduced ounces in the 2nd quarter 2007 are due to the planned
production reduction detailed in 1(a) above. The income from continuing
operations for the 2nd quarter of $364,000 (loss $3,909,000 1st quarter, income
$3,840,000 4th quarter 2006 and loss $455,000 for 3rd quarter 2006) mainly
results from a foreign exchange gain of $1,975,000 (loss $2,427,000 1st quarter)
being recorded due to the revision in the rate of exchange announced by the
Reserve Bank of Zimbabwe on April 26, 2007.
The revised monetary policy as explained below resulted in improved revenues
from gold sales if settled in Zimbabwe dollars from end April, but low gold
recovery from the tailings sands and the effect of inflation on the operating
costs resulted in an operating loss of $424,000 for the quarter ($1,076,000 loss
1st quarter). Underground mining resumed on July 26, 2007 after the successful
commissioning of the winder on No 4 shaft which will see the mine return to 600
metric tonnes per day as long as power outages do not occur.
During the second quarter the carrying value of the investment in the Kikerk
Lake diamond JV was written down by $495,000, to $254,000 as only 5 of the
original 15 claims transferred to the JV remain.
The loss from discontinued operations of $126,000 for the quarter represents the
holding costs of Barbrook and Eersteling as the sale process progresses.
3. LIQUIDITY
As of June 30, 2007 the company had a working capital surplus of $2,332,000
($1,978,000 deficit at March 31, 2007 and a surplus of $2,828,000 as at December
31, 2006). Due to continued late payments for gold sold to the Reserve Bank of
Zimbabwe (RBZ), Blanket Mine increased local borrowing facilities, the
facilities utilised calculated at the new rate of exchange of Z$15,000: US$1 is
now $500,000. These funds were used to pay local creditors and staff costs. As
at the end of the 2nd quarter US$413,000 was owed by the Reserve Bank of
Zimbabwe for gold sold, US$280,000 was received 3 days after the quarter closed
and as at August 7 US$244,000 was over due for payment.
On April 26, 2007 the RBZ announced new monetary policy measures to address the
rampant inflation in Zimbabwe and the critical cash flow shortages being
experienced by industry. Items that affect Blanket mine are summarized in the
table below:
Policy Item Old Policy New Policy from April 26, 2007
Gold revenue per Z$16,000 per gram Z$350,000 per gram
gram when sold for
Zimbabwe dollars
Gold revenue ratio 67,5% received in US 60% received in US dollars and
when sold for US dollars and 32,5% received 40% received in Zimbabwe
dollars in Zimbabwe dollars dollars
Method of Gold ounces x US$ price of Gold ounces x US$ price of gold
calculating gold x Z$250 = Zimbabwe x Z$250 x 60 (drought relief
Zimbabwe dollars dollar revenue. Effective factor) = Zimbabwe dollar
for the 32,5% and exchange rate Z$250: US$1 revenue. Effective exchange rate
40% above rate Z$15,000: US$1
Exchange rate paid Z$250: US$1 Z$15,000: US$1
when US dollars
sold to RBZ
Retention period Indefinite Indefinite
of US dollars
In terms of the Reserve Bank of Zimbabwe Act a monetary policy announcement was
to be made by July 31, 2007. Although no formal Monetary Policy announcement was
made, the Reserve Bank of Zimbabwe has announced that the gold support price has
been increased retrospectively to Z$1,000,000 per gram of gold sold in Zimbabwe
dollars in June 2007, and to Z$3,000,000 per gram from July 1, 2007.
With the implementation of the new policies it is expected that Blanket Mine
will generate sufficient cash to be self funding, for working capital and
capital expenditure projects.
Funding requirements for exploration activities and general working capital of
other operations will be met from the proceeds received from the exercise of
warrants in April 2007.
There are no other capital commitments that have a call on the companies'
available resources.
4. RELATED PARTY TRANSACTIONS
During the second quarter of 2007 the company had the following related party
transactions, all amounts in thousands of Canadian dollars.
2007 2006 2005
Management, administrative services and benefits paid or
accrued to a company which employs the Company's
President $107 $108 $108
Rent paid to a company owned by members of the
President's family 12 12 12
These related party transactions were in the normal course of operations and are
recorded at the ruling exchange amount.
5. CRITICAL ACCOUNTING POLICIES
Apart from the estimate of the rate of exchange to be used to translate the
results of Blanket Mine, there are two other major areas where accounting
estimates are made, asset impairment and asset retirement obligation. As
significant impairment provisions have already been made against the assets and
there is a reasonable level of certainty around the estimate it is considered
unlikely that any change in estimate would result in a material impact on the
results of the company. Based on non-binding purchase offers made for Barbrook
and Eersteling Mines no further asset impairment has been made against these
assets. The asset retirement obligation is also considered to be estimated with
a reasonable degree of certainty, although the original estimation was
calculated some years ago. The estimation is accreted annually at 5% and thus
any change in circumstances is considered unlikely to have a material impact on
the results of the company or its operations.
In 2005 the Company adopted the accounting guideline issued by the Canadian
Institute of Chartered Accountants in respect of consolidation of variable
interest entities effective for years after November 1, 2004. The Company has
reviewed its interests and determined that the new guideline has not had a
material effect on the results of operations or the financial condition of the
Company.
6. CONTROLS
The CEO and CFO have evaluated the effectiveness of the Company's disclosure
controls and procedures and assessed the design of the Company's internal
control over financial reporting as of December 31, 2006, pursuant to the
certification requirements of Multilateral Instrument 52-109.
The Company has a Disclosure Committee consisting of four Directors and one
Officer, and has disclosure controls and procedures which it follows in an
attempt to ensure that it complies with all required disclosures on an adequate
and timely basis. The Company's Directors and Management, and the Disclosure
Committee, are making all reasonable efforts to ensure that the Company's
disclosures are made in full compliance with the applicable rules and
requirements. All reasonable efforts are also being made to ensure that the
Company's disclosure controls and procedures provide reasonable assurance that
material information relating to the Company, including its consolidated
subsidiaries, is made known to the Company's Certifying Officers by others
within those entities.
7. FORWARD LOOKING STATEMENTS
This Management Discussion and Analysis contains certain forward-looking
statements relating but not limited to the Company's expectations, intentions,
plans and beliefs. Forward-looking information can often be identified by
forward-looking words such as 'anticipate', 'believe', 'expect', 'goal', 'plan',
'intend', 'estimate', 'could', 'should', 'may' and 'will' or similar words
suggesting future outcomes, or other expectations, beliefs, plans, objectives,
assumptions, intentions or statements about future events or performance.
Forward-looking information may include reserve and resource estimates,
estimates of future production, unit costs, costs of capital projects and timing
of commencement of operations, and is based on current expectations that involve
a number of business risks and uncertainties. Factors that could cause actual
results to differ materially from any forward-looking statement include, but are
not limited to, failure to establish estimated resources and reserves, the grade
and recovery of ore which is mined varying from estimates, capital and operating
costs varying significantly from estimates, delays in obtaining or failures to
obtain required governmental, environmental or other project approvals,
inflation, changes in exchange rates, fluctuations in commodity prices, delays
in the development of projects and other factors. Forward-looking statements are
subject to risks, uncertainties and other factors that could cause actual
results to differ materially from expected results.
Potential shareholders and prospective investors should be aware that these
statements are subject to known and unknown risks, uncertainties and other
factors that could cause actual results to differ materially from those
suggested by the forward-looking statements. Shareholders are cautioned not to
place undue reliance on forward-looking information. By its nature,
forward-looking information involves numerous assumptions, inherent risks and
uncertainties, both general and specific, that contribute to the possibility
that the predictions, forecasts, projections and various future events will not
occur. Caledonia undertakes no obligation to update publicly or otherwise revise
any forward-looking information whether as a result of new information, future
events or other such factors which affect this information, except as required
by law.
8. ADDITIONAL INFORMATION
(a) As at August 7, 2007 the following securities of the Company were
outstanding:
- 487,869,280 common shares.
- 18,388,000 common share purchase options at an average price of
$0.196 maturing at various dates until January 23, 2017
- 33,287,626 common share purchase warrants exercisable at a price
of $0.20 per share at dates between 28 December 2007 and February
3, 2008.
- 17,000,000 share purchase warrants exercisable at a price of $0.16
per share until September 28, 2007 but not exercisable before
August 15, 2007.
(b) For further information about Caledonia reference is also made to its 2006
Annual Information Form dated April 10, 2007 filed with the Ontario Securities
Commission on its SEDAR site.
Management's Responsibility for Financial Reporting
To the Shareholders of Caledonia Mining Corporation:
The accompanying unaudited consolidated financial statements of Caledonia were
prepared by management in accordance with accounting principles generally
accepted in Canada, consistently applied and within the framework of the summary
of significant accounting policies in these consolidated financial statements.
Management is responsible for all information in the quarterly report. All
financial and operating data in the quarterly report is consistent, where
appropriate, with that contained in the consolidated financial statements.
The Board of Directors discharges its responsibilities for the consolidated
financial statements primarily through the activities of its Audit Committee
composed of three directors, all of whom are not members of management. This
Committee meets with management to assure that it is performing its
responsibility to maintain financial controls and systems and to approve the
quarterly consolidated financial statements of Caledonia.
The consolidated financial statements have not been reviewed by Caledonia's
auditors.
S. E. Hayden S.R. Curtis
President and Vice-President Finance
Chief Executive Officer and Chief Financial Officer
Caledonia Mining Corporation
Consolidated Balance Sheet
(in thousands of Canadian dollars)
Unaudited June 30 December 31
2007 2006
--------- ---------
Assets Note A
Current
Cash and cash equivalents $2,169 $1,252
Accounts receivable 652 1,407
Inventories (note 4) 1,669 5,738
Prepaid expenses 16 61
Assets held for sale 182 315
--------- ---------
4,688 8,773
Capital assets and mineral properties held for sale 11,929 11,449
Investment at cost 79 79
Capital assets 214 212
Mineral properties 11,318 10,943
--------- ---------
23,540 22,683
--------- ---------
$28,228 $31,456
--------- ---------
Liabilities and Shareholders' Equity
Current
Accounts payable (note 4) 2,356 5,945
--------- ---------
2,356 5,945
Asset retirement obligation 756 811
Asset retirement obligation - held for sale 325 364
--------- ---------
3,437 7,120
Shareholders' Equity
Share Capital (note 1) 195,006 190,626
Contributed surplus 989 989
Deficit (171,204) (167,279)
--------- ---------
24,791 24,336
--------- ---------
$28,228 $31,456
--------- ---------
Note A: The estimate of the exchange rate used to translate Blanket Mine in the
comparative Financial Statements has not been changed and thus the comparatives
are as previously reported.
On behalf of the Board:
'S E Hayden' Director
'R Fasel' Director
The accompanying summary of significant accounting policies and notes are an
integral part of these financial statements.
Consolidated Statement of Deficit
(in thousands of Canadian dollars)
For the three months ended June 30, For the six months ended June 30
Unaudited 2007 2006 2005 2007 2006 2005
---------------- -------- -------- -------- -------- -------- --------
Deficit,
beginning of
period ($171,442) ($163,870) ($153,710) ($167,279) ($161,604) ($151,924)
Net (loss) for
the period 238 (2,893) (3,276) (3,925) (5,159) (5,062)
--------- --------- --------- --------- --------- ---------
Deficit end of
period ($171,204) ($166,763) ($156,986) ($171,204) ($166,763) ($156,986)
--------- --------- --------- --------- --------- ---------
For the three months ended June 30, For the six months ended June 30
Unaudited 2007 2006 2005 2007 2006 2005
------------------ ------- ------- -------- ------ ------- -------
Revenue and operating
costs
Revenue from
sales $1,539 ($1) $2 $4,858 $- $3
Operating
costs 1,963 253 186 6,358 548 367
------- ------- -------- ------- ------- -------
Gross (loss) (424) (254) (184) (1,500) (548) (364)
------- ------- -------- ------- ------- -------
Costs and expenses
General and
administration 646 544 774 1,041 732 1,224
Interest 44 2 3 55 1 0
Amortization 499 11 9 506 20 14
Other expenses
(income) (Note
3) (1,978) 2,586 140 441 2,484 6
------- ------- -------- ------- ------- -------
(789) 3,143 925 2,043 3,237 1,244
------- ------- -------- ------- ------- -------
(Loss) before
discontinued
operation 365 (3,397) (1,110) (3,543) (3,784) (1,608)
Taxation (1) - - (2)
------- ------- -------- ------- ------- -------
(Loss) after
tax before
discontinued
operations 364 (3,397) (1,110) (3,545) (3,784) (1,608)
Net (loss) for
discontinued
operations (126) 504 (2,166) (380) (1,375) (3,454)
------- ------- -------- ------- ------- -------
Net (loss) for
the period
after
discontinued
operations $238 ($2,893) ($3,276) ($3,925) ($5,159) ($5,062)
------- ------- -------- ------- ------- -------
Net Income/(loss) per
share before discontinued
operations
Basic and
fully diluted
(note 2) $0.001 ($0.009) ($0.004) ($0.008) ($0.010) ($0.005)
Net Income/(loss) per
share after discontinued
operations
Basic and
fully diluted
(note 2) $0.0005 ($0.007) ($0.011) ($0.008) ($0.013) ($0.017)
The accompanying summary of significant accounting policies and notes are an
integral part of these financial statements.
Consolidated Statement of Cash Flows
(in thousands of Canadian dollars)
For the three months ended June 30, For the six months ended June 30
Unaudited 2007 2006 2005 2007 2006 2005
----------------- ------- ------- -------- ------ ------- ---------
Cash provided by (used
in)
Operating activities
Net (loss)
before
discontinued
operations $364 ($3,397) ($1,110) ($3,545) ($3,784) ($1,608)
Adjustments to
reconcile net
cash from
operations (note
4 ) 461 18 4 412 59 44
Changes in
working capital
balances (note
4) (1,758) (3,434) (99) 1,370 (2,688) (242)
------- -------- -------- -------- -------- --------
(933) (6,813) (1,205) (1,763) (6,413) (1,806)
------- -------- -------- -------- -------- --------
Investing Activities
Expenditure on
capital assets
and mineral
properties (696) (127) (205) (1,380) (132) (205)
Financing activities
Bank overdraft
(decrease) (598) (281) - - (197) -
Shares held in
Escrow - 3,014 - - 3,014 -
Issue of share
capital net of
issue costs 4,380 3,924 3,166 4,380 5,399 3,166
------- -------- -------- -------- -------- --------
3,782 6,657 3,166 4,380 8,216 3,166
------- -------- -------- -------- -------- --------
Cash flow from
discontinued operations
Operating
activities (126) 504 (2,166) (380) (1,375) (3,454)
Amortization 16 954 322 16 1,126 474
Investing
Activities - (154) (820) (1,184) (2,163)
------- -------- -------- -------- -------- --------
(110) 1,304 (2,664) (364) (1,433) (5,143)
------- -------- -------- -------- -------- --------
Increase
(decrease) in
cash for the
period 2,043 1,021 (908) 873 238 (3,988)
Cash and cash
equivalents,
beginning of the
period 128 293 3,390 1,298 1,076 6,470
------- -------- -------- -------- -------- --------
Cash and cash
equivalents, end
of the period 2,171 1,314 2,482 2,171 1,314 2,482
------- -------- -------- -------- -------- --------
Cash and cash equivalents
at end of the period
relate to:
Continuing
operations 2,169 1,595 2,487 2,169 1,595 2,487
Discontinued
operations 2 (281) (5) 2 (281) (5)
------- -------- -------- -------- -------- --------
$2,171 $1,314 $2,482 $2,171 $1,314 2,482
------- -------- -------- -------- -------- --------
The accompanying summary of significant accounting policies and notes are an
integral part of these financial statements.
Summary of Significant Accounting Policies
Nature of Business
The Company is engaged in the acquisition, exploration and development of
mineral properties for the exploitation of base and precious metals. The ability
of the Company to recover the amounts shown for its capital assets and mineral
properties is dependent upon the existence of economically recoverable reserves;
the ability of the Company to obtain the necessary financing to complete
exploration and development; and future profitable production or proceeds from
the disposition of such capital assets and mineral properties.
Basis of Presentation
These financial statements have been prepared on the basis of a going concern,
which contemplates that the Company will be able to realize assets and discharge
liabilities in the normal course of business. The Company's ability to continue
as a going concern is dependent upon attaining profitable operations, realizing
proceeds from the disposal of mineral properties and obtaining sufficient
financing to meet its liabilities, its obligations with respect to operating
expenditures and expenditures required on its mineral properties.
Measurement Uncertainties
Preparation of the financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and the reported amounts
of revenues and expenses during the reporting period. The more significant areas
requiring estimates relate to the exchange rate used to translate the results of
Blanket Mine into Canadian dollars, mineral resources, future cash flows
associated with capital assets and mineral properties. Management's calculation
of reserves and resources and cash flows are based upon engineering and
geological estimates and financial estimates including gold prices and operating
costs. The amount ultimately recovered could be materially different than the
estimated values.
Principles of Consolidation
The consolidated financial statements include the accounts of the Company
together with all its subsidiaries, all 100% owned. All significant
inter-company balances and transactions have been eliminated on consolidation.
Barbrook Mines Limited Caledonia Mining (Zambia) Limited
Blanket (Barbados) Holdings Caledonia Nama Limited
Limited
Blanket Mine (1983) (Private) Caledonia Western Limited
Limited
Caledonia Holdings (Africa) Eersteling Gold Mining Company Limited
Limited
Caledonia Holdings Zimbabwe Fintona Investments (Proprietary) Limited
Limited
Caledonia Kadola Limited Greenstone Management Services (Proprietary)
Limited
Caledonia Mining Services Maid O'Mist (Proprietary) Limited
Limited
Cash and Cash Equivalents
Cash and cash equivalents represent cash on hand in operating bank accounts,
cash in transit at period end between Blanket Mine in Zimbabwe and Greenstone
Management Services in South Africa and money market funds maturing in less than
three months.
Inventories
These include gold in circuit (WIP) and bulk consumable stores. WIP is valued at
the lower of the cost of production, on an average basis, at the various stages
of production or net realizable value if the cost of production exceeds the
current gold price. Bulk consumable stores are valued at the lower of cost or
net realizable value on an average basis.
Investments
The market securities are recorded at cost, a declining value of market
securities that is other than temporary would be recognized by writing down the
investment.
Revenue Recognition
Revenue from the sale of precious metals is recognized when the metal is
delivered to the respective refineries, benefits of ownership are transferred
and the receipt of proceeds is substantially assured.
Capital Assets
Producing Assets
Producing assets are recorded at cost less grants, accumulated amortization and
write-downs. Producing plant and equipment assets are amortized using the
unit-of-production method on the ratio of tonnes of ore mined or processed to
the estimated proven and probable mineral reserves as defined by the Canadian
Institute of Mining, Metallurgy and Petroleum.
Other producing assets are amortized using the straight line method basis on the
estimated useful lives of the assets. The estimated life of the producing assets
ranges up to 10 years. Repairs and maintenance expenditures are charged to
operations; major improvements and replacements which extend the useful life of
an asset are capitalized and amortized over the remaining useful life of that
asset. Barbrook Mine and Eersteling Gold Mine have been put up for sale and are
thus presented as assets for sale in these financial statements.
Non-Producing Assets
Non-producing assets are recorded at cost less write downs. At the time of
commercial production, the assets are reclassified as producing. During
non-producing periods, no amortization is recorded.
Mineral Properties
Producing Properties
When and if properties are placed in production, the applicable capitalized
costs are amortized using the unit-of-production method as described above.
Blanket Mine was acquired during 2006 and has been consolidated into these
results from July 1, 2006 and, as such, has been presented as a producing asset
in these financial statements.
Non-Producing Properties
Costs relating to the acquisition, exploration and development of non-producing
resource properties which are held by the Company or through its participation
in joint ventures are capitalized until such time as either economically
recoverable reserves are established or the properties are sold or abandoned.
A decision to abandon, reduce or expand activity on a specific project is based
upon many factors including general and specific assessments of mineral
reserves, anticipated future mineral prices, anticipated costs of developing and
operating a producing mine, the expiration date of mineral property leases, and
the general likelihood that the Company will continue exploration on the
project. However, based on the results at the conclusion of each phase of an
exploration program, properties that are not suitable as prospects are
re-evaluated to determine if future exploration is warranted and that carrying
values are appropriate.
The ultimate recovery of these costs depends on the discovery and development of
economic ore reserves or the sale of the properties or the mineral rights. The
amounts shown for non-producing resource properties do not necessarily reflect
present or future values.
Discontinued Operations
During the fourth quarter of 2006 Barbrook Mine was subjected to illegal
industrial action by employees of a labour broker. Due to the damage caused
during and after the industrial action the mine was placed on care and
maintenance. At a subsequent meeting of the Board of Directors it was resolved
that Barbrook Mine and Eersteling Gold Mine would be put up for sale.
As a consequence of this decision Barbrook and Eersteling Mine's results for
2007 and preceding years have been disclosed under discontinued operations.
Asset Impairment
Long-lived assets are reviewed for possible impairment whenever events or
changes in circumstances indicate that the carrying amount of an asset may not
be recoverable. If changes in circumstances indicate that the carrying amount of
an asset that an entity expects to hold and use may not be recoverable, future
cash flows expected to result from the use of the asset and its disposition must
be estimated. If the undiscounted value of the future cash flows is less than
the carrying amount of the asset, impairment is recognized based on the fair
value of the assets.
Strategic Alliances
The Company has entered into various agreements under which the participants
earn a right to participate in the mineral property by incurring exploration
expenditures in accordance with the conditions of the agreements. Upon
satisfaction of the conditions of the agreement a joint venture may be formed
with customary joint venture terms and provisions and then accounted for
on a proportionate consolidation basis. Until a joint venture is formed only the
expenditures on the properties incurred by the Company are reflected in these
financial statements.
Foreign Currency Translation
Balances of the Company denominated in foreign currencies and the accounts of
its foreign subsidiaries are translated into Canadian dollars as follows:
(i) monetary assets and liabilities at period end rates;
(ii) all other assets and liabilities at historical rates, and
(iii) revenue and expense transactions at the average rate of exchange
prevailing during the period.
Exchange gains or losses arising on these translations are reflected in income
in the year incurred.
Blanket is a self-sustaining operation and operates in Zimbabwe in a hyper
inflationary economy. Accordingly the results of these operations have been
translated into Canadian Dollars using the temporal method as described above.
In the preparation of the financial statements shown on pages 12-14 the
effective exchange rate derived from the Gold Support price, has been used to
translate the results of Blanket Mine into Canadian dollars.
Due to the hyper inflationary nature of the Zimbabwe economy it was decided to
change the basis on which to estimate the exchange rate to be used in
translating the results of Blanket Mine into Canadian dollars. This is a change
in estimate and not a change in accounting policy.
This change has been made to the results for both the first and second quarters.
It has been decided that the effective exchange rate applicable to the 'Gold
Support Price' is the most appropriate rate of exchange to use at this point in
time and meets the requirements of Canadian GAAP. The table below shows the
exchange rates used now and in the past in Z$ per US$
2nd Quarter rate of 1st Quarter rate of Previous 1st Quarter rate
exchange exchange of exchange
Sales revenue 14,220 713 250
Other income
statement items 21,070 758 250
Monetary
assets and
liabilities 47,451 758 250
All other
assets and
liabilities 101.19 101.19 101.19
It was deemed appropriate to change the estimate as the Reserve Bank of Zimbabwe
announced retrospective changes, in August 2007, to the Gold Support Price and
the resulting effective rate of exchange gives a more accurate representation of
the purchasing power of the Zimbabwean dollar, compared to the fixed official
rate of exchange of Z$250:US$1
Income Taxes
The Company accounts for income taxes using the asset and liability method.
Under the asset and liability method, future tax assets and liabilities are
recognized for the future tax consequences attributable to differences between
the financial statement carrying amounts of existing assets and liabilities and
their respective tax bases. Future tax assets and liabilities are measured using
enacted or substantively enacted tax rates expected to apply when the asset is
realized or the liability settled. The effect on future tax assets and
liabilities of a change in tax rates is recognized in income in the period that
substantive enactment or enactment occurs.
Change in Accounting Policies
There have been no changes in accounting policy during the current or preceding
years.
Notes to the Consolidated Financial Statements
(in thousands of Canadian dollars unless otherwise indicated and except for
share and per share amounts)
1. Share Capital
(a) Authorized
An unlimited number of common shares.
An unlimited number of preference shares.
(b) Issued
Number of Shares Amount
Common shares
Balance December 31, 2004 301,112,286 $173,304
Issued pursuant to private placements 52,738,888 4,733
Warrants exercised 16,863,962 2,016
------------ -----------
Balance, December 31, 2005 370,715,136 $180,053
Issued pursuant to private placement 15,437,626 1,475
Issued pursuant to a private placement 34,828,259 3,924
Issued pursuant to acquisition 20,000,000 3,014
Issued pursuant to a private placement 17,000,000 2,160
------------ -----------
Balance December 31 , 2006 457,981,021 $190,626
------------ -----------
Balance March 31 , 2007 457,981,021 $190,626
Warrants exercised 22,890,000 3,330
Warrants exercised 6,998,259 1,050
------------ -----------
Balance June 30 , 2007 487,869,280 $195,006
------------ -----------
On April 27, 2007 warrants amounting to 22,890,000 units were exercised and an
equivalent number of shares were issued at a price of $0.15 per share realizing
$3,330,495 after commission and on May 12,2007 warrants amounting to 6,998,259
units were exercised and an equivalent number of shares were issued at a price
of $0.15 per share realizing $1,049,739.
(c) Stock Option Plans and Stock-Based Compensation
The Company has established incentive stock option plans (the 'Plans') for
employees, officers, directors, consultants and other service providers. Under
the Plans, as at June 30, 2007, the Company has the following options
outstanding:
Number of Options Exercise Price Expiry Date
803,000 $ 0.330 February 9, 2008
9,950,000 $ 0.235 April 24, 2012
225,000 $ 0.345 June 2, 2012
610,000 $ 0.260 April 29, 2014
200,000 $ 0.260 August 15, 2014
4,000,000 $ 0.110 February 15, 2015
1,000,000 $ 0.140 July 10, 2010
300,000 $0.130 May 11,2016
200,000 $0.110 January 23,2017
1,100,000 $.1125 May 31, 2012
------------
18,388,000
------------
The continuity of the options granted, exercised, cancelled and expired under
the Plans during 2007, 2006 and 2005 are as follows:
Number of Options Weighted Avg.
Exercise Price
Options outstanding at
December 31, 2004 13,108,700 $0.26
Granted 5,000,000 $0.12
Cancelled or expired (1,210,700) ($0.43)
---------- ---------------
Options outstanding at
December 31, 2005 16,898,000 $0.21
Granted 300,000 $0.13
Granted 150,000 $0.115
Cancelled or expired (110,000) ($0.27)
---------- ---------------
Options outstanding at
December 31, 2006 17,238,000 $0.21
Cancelled or expired (150,000) ($0.115)
Granted 200,000 $0.11
---------- ---------------
Options outstanding at
March 31, 2007 17,288,000 $0.204
Granted 1,100,000 $0.1125
---------- ---------------
Options outstanding at June
30, 2007 18,388,000 $0.196
---------- ---------------
The options to purchase common shares noted above, have been granted to
directors, officers, employees and service providers at exercise prices
determined by reference to the market value of the common shares on the date of
grant. The vesting of options is made at the discretion of the board of
directors at the time the options are granted.
(d) Warrants
The Company has issued the following common share purchase warrants pursuant to
private placements which are outstanding as of March 31, 2007:
Number of Shares for Exercise Price Expiry Date
Warrants Warrants
50,287,626 1 for 1 Various from $0.15 Various to February 03,
to $0.20 2008
On April 27, 2007 warrants amounting to 22,890,000 units were exercised and an
equivalent number of shares were issued at a price of $0.15 per share realizing
$3,330,495 after commission and on May 12,2007 warrants amounting to 6,998,259
units were exercised and an equivalent number of shares were issued at a price
of $0.15 per share realizing $1,049,739.
The detail of the warrants issued is detailed below.
Number Description Exercise Validity
Price
17,850,000 Common share purchase $0.20 Until December 28, 2007
warrants
10,000,000 Common share purchase $0.20 Until January 31, 2008
warrants
2,715,476 Common share purchase $0.20 Until February 2, 2008
warrants
2,722,150 Common share purchase $0.20 Until February 3, 2008
warrants
17,000,000 Common share purchase $0.16 Until September 28,
warrants 2007
The continuity of warrants issued and outstanding is as follows:
Number of Warrants
Outstanding December 31, 2004 39,232,909
Exercised (16,863,962)
Expired (22,368,947)
Issued pursuant to private placements 17,850,000
------------
Outstanding December 31, 2005 17,850,000
Issued pursuant to private placements 67,265,885
------------
Outstanding December 31, 2006 85,115,885
------------
Outstanding March 31, 2007 85,115,885
Exercised (22,890,000)
Exercised (6,998,259)
Expired (4,940,000)
------------
Outstanding June 30, 2007 50,287,626
------------
2. Net Income/(Loss) Per Share
The net basic income(loss) per share figures have been calculated using the
weighted average number of common shares outstanding during the second quarter
which amounted to 477,344,698 (2006 -398,142,213 ;) and year to date 467,770,435
(2006 - 390,345,589). Fully diluted earnings per share have not been calculated
as it would be anti-dilutive.
3. Other Expense (Income) before discontinued operations
Other expense (income) is comprised of the following:
2007 2006 2005
Foreign exchange (gain)loss 452 2,487 51
Other (11) (3) (45)
--------- --------- ---------
$441 $2,484 $6
--------- --------- ---------
4. Supplemental Cash Flow information
Items not involving cash are as follows:
2007 2006 2005
Amortization $11 $20 $14
Asset retirement obligation (94)
Write down of mineral property 495
Other 39 30
------- --------- ---------
$412 $59 $44
------- --------- ---------
The net changes in non-cash working capital balances for operations are as
follows:
2007 2006 2005
Accounts payable ($3,589) $82 $189
Accounts Receivable 755 461 (283)
Inventories 4,068 (242) (330)
Prepaid expenses 45 (2,989) 182
Assets held for sale 91
--------- --------- ---------
$1,370 ($2,688) ($242)
--------- --------- ---------
The reduction in the value of both inventory and accounts payable is largely due
to the more accurate estimate of exchange rate used to translate the Blanket
Mine financial statements into Canadian dollars. There has also been a reduction
of both inventory and accounts payable levels due to the reduced level of
production during the shaft expansion phase in the 2nd quarter.
5. Contingent Liability
In the Share Sale Agreement dated May 12, 2006 pursuant to which the Company
purchased 100% of the shares of Blanket, the Company agreed that it would, as
soon as reasonably practicable after the Closing of the Agreement, cause Blanket
to implement a share incentive scheme considered by the Directors to be in the
best interests of Blanket, pursuant to which a percentage of the shares of
Blanket will be deposited in a Trust for the benefit of the management and
employees of Blanket. As at June 30, 2007 no scheme had been established, nor
were any shares of Blanket deposited in a Trust for the purposes of such a
scheme. The Company and the Board of Directors of Blanket, have expressed their
intention to delay the establishment of the required scheme pending the passing
of anticipated Zimbabwe laws relating to the indigenization of the mining
industry, as it is recognized that the Zimbabwean laws, when passed, will likely
have a material impact on the structure of the proposed scheme and the
percentage of the issued shares of Blanket required to be put into trust for the
purposes of the scheme.
Enquiries
Seymour Pierce Limited
Jonathan Wright
Tel: +44 (0)207 107 8000
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