Preliminary Results and Interim Management Stat...
Kenmare Resources plc ("Kenmare" or "the Company")
Kenmare Preliminary Results
For the year ended 31 December 2010
(LSE/ISE: KMR)
18 April 2011
Kenmare Resources plc which operates the Moma Titanium Minerals Mine (the
"Mine") in Mozambique, today announces its preliminary results for the twelve
months to 31 December 2010.
Production highlights
* HMC production increased by 16% to 956,900 tonnes
* Ilmenite production increased by 44% to 678,400 tonnes
* Zircon production increased by 76% to 37,100 tonnes
* Rutile production increased by 161% to 4,700 tonnes
* 43 ships were loaded, bringing total sales for the year to 712,900 tonnes of
product
* Mineral resources increased by 20% since June 2010
Financial highlights
* Revenues of US$91.6 million and EBITDA of US$17.4 million in 2010
* US$270 million equity raised in March 2010 to fund a 50% expansion of the
Mine, currently being implemented
* Kenmare admitted to the FTSE 250 in August 2010
* Global titanium feedstock consumption estimated to have grown by 20% in
2010
Michael Carvill, Managing Director of Kenmare said, "Prices of titanium minerals
and zircon have continued to strengthen in 2011 and this trend is expected to
continue. The Mine is operating well and production is broadly in line with
expectations. The expansion programme to increase production capacity by 50% is
well underway and scheduled for commissioning and ramp-up in 2012. We believe
the outlook for 2011 is very positive for Kenmare."
Chairman's Statement
Dear Shareholder,
I am pleased to report that Kenmare's Moma Titanium Minerals Mine is operating
stably for ilmenite and zircon production with an expected further increase in
rutile production later this year. Our expansion plans to increase total
production by a further 50% are on course for commissioning in 2012 and markets
for our products are very strong with rising prices.
Markets
The market for our products has transformed over the last twelve months. Â At the
start of 2010, the market was starting to show signs of recovery, but prices
were still at low levels. Â The ongoing recovery in world economies, and
especially developing economies, has resulted in a significant increase in
underlying demand. This, combined with the requirement for our customers to
restock depleted inventories, has created a strong market. Total titanium
minerals feedstock consumption increased by an estimated 20% in 2010. Â This has
exposed a supply-demand imbalance which was becoming apparent in late 2008
before the onset of the global financial crisis, but which was then masked by
subdued demand. Many existing large mines are mature and cannot easily increase
production, and several have become depleted in recent years. Most projects in
the development pipeline will not be producing meaningful amounts for several
years. Â Even when these new projects do enter the market, they will not satisfy
the expected increase in demand. Â It will take successive developments of new
mines to re-establish a balance between supply and demand. Â We believe that
prices for titanium minerals and zircon will have to increase significantly and
be sustained at these higher levels to justify the development of these projects
with higher capital and operating costs.
Expansion
In early 2010, the Mine was still in a production ramp-up phase. Â However, most
of the equipment necessary to improve the operation of the Mineral Separation
Plant (MSP) was either on site or on the way. Â Management was confident that
they would be able to increase the levels of production for ilmenite and zircon
by later in the year, which they achieved. Â We were also convinced that there
was a future shortfall in the supply of titanium feedstocks and, in order to
service our customers in the coming tight market, that we needed to move quickly
into an expansion project.
Accordingly, we issued a prospectus on 5 March 2010 to raise US$270 million in a
Placing and Open Offer in order to fund an expansion to increase production by
50%. We then immediately moved forward with a detailed engineering study on the
expansion. Â This was then rolled into a contract to perform the Engineering,
Procurement & Construction Management function with Aveng Group, a large South
African engineering group. Â The activities of Aveng are supervised by our
owner's team based in Aveng's office in Pretoria. Â This owner's team includes
senior Kenmare managers who have worked at the Mine for several years and are
familiar with the existing operations and requirements for a successful ramp-up.
They have employed this experience to guide Aveng in the detailed engineering
design, specification of equipment and the current construction works.
The expansion project has moved to site. Initial site establishment work, which
focused on building a construction camp and excavation of the starter pond for
the new mining operations, started in February and is on schedule. Â A new
dredge, which is larger and more powerful than each of our two existing dredges,
is being manufactured in the United States and was approximately 75% complete at
the time of writing this report. Â It will be ready for shipping from the U.S. to
the Mine in the third quarter of 2011. Â The major contracts for structural,
mechanical and electrical work have been awarded and the principal shipping and
logistics contractor has been appointed. Â This first expansion is expected to
give Kenmare a 10% share in the titanium feedstock market and a 7% share in the
zircon market.
To capitalise on the growing market opportunity, Kenmare has moved forward with
plans for a second expansion. Â A scoping study for a further expansion was
commissioned in November 2010 with completion expected by the end of this year.
 Assuming the outcome of this study is favourable, a full feasibility study will
commence immediately. Â Monazite is contained in the Moma orebody and is
concentrated in the MSP. Presently this material is then returned to the orebody
in the reject stream. A study which is focusing on the production of a
marketable monazite concentrate has been commissioned. Monazite is the primary
feed material containing Rare Earth Oxides (REOs), including cerium, lanthanum
and neodymium. REO's unique magnetic and phosphorescent properties make them
vital ingredients for the automotive, glass and electronics sectors.
Settling pond breach
In October of last year there was a breach of a settling pond. Â This allowed
muddy water to enter part of Topuito village. Â This was a deeply distressing
incident for the residents of the village, many of whom are employees of
Kenmare. This was made more painful by the loss of a four year old girl as a
result of the incident.
The incident occurred in the early hours of Friday, 8 October. The Mine was
immediately shut down and equipment and personnel were diverted to the village
to help people. Â A health post was set up by 7 a.m. and water and food was
distributed by mid-day. Â By Saturday evening most people had been accommodated
in a tented village and we were distributing three meals a day to all affected
people. Â There were a small number of minor injuries, which were treated.
On Sunday morning the Minister of Mines arrived to review the efforts and
offered Government support to the relief efforts. Â All affected people were paid
compensation and were fully compensated for all damaged property. Â In addition,
the work crews were hired from the affected village for extensive clean-up
operations, providing further monetary support. Â Within two weeks people started
to move back into their homes and within four weeks 96% of people were back in
their homes. Â The remaining villagers returned to their homes in the following
weeks. Â The Mine did not open again for four weeks while failsafe provisions
were put in place to ensure that something like this would never be repeated.
The MSP continued to operate during this period at a reduced throughput rate
using stockpiled Heavy Mineral Concentrate (HMC) and material that had been
partially processed during initial plant commissioning.
I would like to pay tribute to the residents of Topuito village and our site
staff who worked in close cooperation to ensure that disruption to the life of
Topuito village caused by our pond breach was minimised. It is thanks to their
efforts that relationships with the local community and the Government of
Mozambique continue to be excellent. I would also like to assure all
stakeholders that every aspect of our operations have been reviewed for risk
both internally and by external experts. Â We will work tirelessly to ensure that
such an incident never happens again and Kenmare will continue to maintain its
strong community relations.
Operations
HMC output increased during 2010 by 16%. The Mine produced 678,400 tonnes of
ilmenite in 2010, which is an increase of 44% from the previous year. Â Zircon
production was 37,100 tonnes, representing a 76% increase, and rutile production
was 4,700 tonnes, up 161% from 2009.
Production in 2010 would have been greater were it not for the month long
cessation of mining operations while extensive additional protection measures
against breaches were put in place at the mine. Â This contributed to lower than
expected production in the last quarter. Â The after-effects of this remedial
work were still being felt in early 2011, resulting in slightly diminished
zircon recovery in the first quarter of this year. Â Zircon recovery is nearly
back at design level and the shortfall created in early 2011 will be made up by
using partially processed material which was stockpiled during the early ramp-up
period. Ilmenite production during the first quarter of 2011 was 183,800 tonnes
and zircon production was 10,300 tonnes.
We anticipate that the Mine will run at design capacity for ilmenite and zircon
for the rest of the year and that rutile recovery will gradually improve as
planned modifications to the rutile circuit are implemented. Â However there will
be some breaks in production to allow tie-ins to the expansion facilities. Â The
expansion implementation plan has been designed to minimise these breaks and we
anticipate they will represent an overall loss of production of less than 10%.
In 2010, 43 ships were loaded, bringing total sales for the year to 712,900
tonnes of product. This compares with 24 ships and 418,000 tonnes in 2009, a
71% increase in tonnage year on year. 2010 also marked a number of milestones
for the shipping department, including the completion of the first bulk shipment
of rutile.
Financial
2010 was the first full year when revenue and related costs were reported
through the income statement; prior to 1 July 2009 they were capitalised as
development expenditure. Revenues in 2010 were US$92 million, up from U$42
million in the previous twelve months and we expect these to continue to improve
substantially during 2011. We made a loss for the year of US$16 million, but
generated earnings before interest, tax and depreciation (EBITDA) of US$17.4
million. Â These results were influenced by the production ramp-up during the
early part of 2010 and mine downtime following the settling pond breach.
Revenues were also affected as some sales in 2010 were based on contracts
negotiated during the economic crises, though average prices increased later in
the year as the global economy started to recover. Cash operating costs were
impacted by mining industry inflation, albeit gross margins are more than
maintained as product prices continue to increase strongly. Cost control will
remain a key focus for management in 2011. With increased production levels and
significantly improved product prices, the outlook for the future is very
positive.
Outlook
In the coming year, we are looking forward to operating at design capacity and
to continued improvements in selling prices for our mineral products. Â In recent
months, the ilmenite market has continued to move away from long term fixed
price contracts. Â In addition to spot sales where pricing is set at time of
shipment, we have concluded some ilmenite contracts in 2011 in which prices are
set on a six monthly basis with renegotiation based on how the market has moved
at the end of the period. Â Â The number of these contracts with shorter term
pricing is likely to increase in 2012 as old contracts are renewed. Rutile is
also likely to move to short term pricing in line with the rest of the market
when current contracts expire in 2011. Zircon prices are set quarterly or per
shipment and contracts are volume based. The indications are that all product
prices will continue to increase as the market tightens.
During the period under review production has improved, the market has
strengthened and our expansion has moved into the construction phase. The
Company has entered the FTSE 250 and our shareholder base has broadened. The
search for my replacement continues and we are confident a suitable candidate
will be selected in the coming months. Â In the interim, I would like to thank
all of our shareholders for their continued support over the last year and look
forward to a positive 2011.
Charles Carvill
Chairman
This release incorporates Kenmare's Interim Management Statement relating to the
period from the 1 January 2011 to the 18 April 2011.
For more information:
Kenmare Resources plc
Michael Carvill, Managing Director
Tel: +353 1 6710411
Mob: + 353 87 674 0110
Murray Consultants
Joe Heron
Tel: +353 1 498 0300
Mob: + 353 87 690 9735
Tavistock Communications
Charlie Geller
Tel: +44 207 920 3150
Mob: +44 7528 233 383
www.kenmareresources.com
KENMARE RESOURCES PLC
PRELIMINARY RESULTS
CONSOLIDATED INCOME STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2010
 2010 2009
 US$'000 US$'000
Continuing Operations
Revenue 91,587 26,721
Cost of sales (77,741) (35,170)
Gross profit/(loss) 13,846 (8,449)
Other operating costs (17,369) (3,662)
Operating loss (3,523) (12,111)
Finance income 1,522 202
Finance costs (31,024) (15,533)
Foreign exchange gain/(loss) 16,691 (2,910)
Loss before tax (16,334) (30,352)
Income tax expense - -
Loss for the year
and total comprehensive loss for the year (16,334) (30,352)
Attributable to equity holders (16,334) (30,352)
 US$ cents US$ cents
per share per  share
Loss per share: Basic (0.01c) (3.59c)
Loss per share: Diluted (0.01c) (3.59c)
KENMARE RESOURCES PLC
PRELIMINARY RESULTS
CONSOLIDATED BALANCE SHEET
AS AT 31 DECEMBER 2010
 2010 2009
 US$'000 US$'000
Assets
Non-current assets
Property, plant and equipment 552,786 540,924
Current assets
Inventories 24,618 21,951
Trade and other receivables 12,974 13,311
Cash and cash equivalents 238,515 17,408
 276,107 52,670
Total assets 828,893 593,594
Equity
Capital and reserves attributable to the
Company's equity holders
Called-up share capital 195,830 74,670
Share premium 299,860 163,147
Retained losses (43,694) (57,501)
Other reserves 14,103 41,795
Total equity 466,099 222,111
Liabilities
Non-current liabilities
Bank loans 252,814 297,326
Obligations under finance lease 2,015 2,172
Provisions 6,750 4,347
 261,579 303,845
Current liabilities
Bank loans 85,574 58,791
Obligations under finance lease 157 92
Provisions 279 650
Trade and other payables 15,205 8,105
 101,215 67,638
Total liabilities 362,794 371,483
Total equity and liabilities 828,893 593,594
KENMARE RESOURCES PLC
PRELIMINARY RESULTS
CONSOLIDATED CASH FLOW STATEMENT
 FOR THE YEAR ENDED 31 DECEMBER 2010
 2010 2009
 US$'000 US$'000
Cash flows from/(used in) operating activities
Loss for the year (16,334) (30,352)
Adjustment for:
Foreign exchange movement (16,691) 2,910
Share based payments 2,374 796
Finance income (1,522) (202)
Finance costs 29,852 15,533
Depreciation 20,955 12,871
Impairment of property, plant and equipment 3,066 -
Increase in provisions 845 739
Operating cash flow 22,545 2,295
Increase in inventories (2,667) (13,749)
Decrease/(increase) in trade and other receivables 319 (700)
Increase in trade and other payables 6,851 5,898
Cash from/(used in) operations 27,048 (6,256)
Interest received 1,522 202
Interest paid (10,191) (11,866)
Net cash from/(used in) operating activities 18,379 (17,920)
Cash flows from/(used in) investing activities
Addition to property, plant and equipment (34,790) (40,197)
Net cash used in investing activities (34,790) (40,197)
Cash flows from/(used in) financing activities
Proceeds on the issue of shares 257,873 19,582
Repayment of borrowings (26,374) (336)
Increase in borrowings - 15,890
Decrease in obligations under finance leases (588) (286)
Net cash from financing activities 230,911 34,850
Net increase/(decrease) in cash and cash equivalents 214,500 (23,267)
Cash and cash equivalents at beginning of the year 17,408 40,536
Effect of exchange rate changes on cash and cash equivalents 6,607 139
Cash and cash equivalents at the end of the year 238,515 17,408
NOTES TO THE PRELIMINARY RESULTS
Note 1. Basis of Accounting and Preparation of Financial Information
During the first six months ended 30 June 2009, the Group continued to build up
production to target levels. From 1 July 2009 the Kenmare Moma Titanium Minerals
Mine (the "Mine") was considered to be capable of operating at target levels of
production; as a result, the Group has reported revenue and related costs in the
income statement from July 2009 onwards.
While the consolidated financial statements for the year ended 31 December
2010, from which the preliminary results have been extracted, are prepared in
accordance with International Financial Reporting Standards (IFRSs) as adopted
by the European Union, these preliminary results do not contain sufficient
information to comply with IFRSs.
On 15 April 2011 the Directors approved the full financial statements that
comply with IFRS as adopted by the European Union and expect to publish the
financial statements in April 2011. The financial statements are prepared in US
Dollars under the historical cost convention except for share based payments
which are recognised at fair value.
The auditors have reported without qualification of their audit opinion on the
financial statements in respect of the year ended 31 December 2010 but drew
attention to the disclosures made in the financial statements concerning the
recoverability of property, plant and equipment (see Note 5) and investments in
and amounts due from subsidiary undertakings, which are dependent on the
successful development of economic ore reserves and successful operation of the
mine. They noted that the financial statements do not include any adjustments
relating to these uncertainties and the ultimate outcome cannot at present be
determined.
The financial information presented above does not constitute statutory accounts
within the meaning of the Companies Acts, 1963 to 2009. A copy of the accounts
in respect of the financial year ended 31 December 2010 will be annexed to the
Annual Return for 2011.
The statutory accounts for the year ended 31 December 2009 prepared under IFRS
upon which the auditors have issued an unqualified opinion, but with an emphasis
of matter drawing attention to the disclosures made in the financial statements
concerning the recoverability of property, plant and equipment and investments
in and amounts due from subsidiary undertakings, which are dependent on the
successful development of economic ore reserves and successful operation of the
mine, have been filed with the Registrar of Companies.
Note 2. Segment Reporting
Information on the operations of Moma Titanium Minerals Mine in Mozambique is
reported to the Board for the purposes of resources allocation and assessment of
segment performance. Information regarding the Group's operating segment is
reported below.
Segment revenues and results
 2010 2009
Moma Titanium Minerals Mine US$'000 US$'000
Revenue 91,587 26,721
Cost of sales (77,741) (35,170)
Gross profit/(loss) 13,846 (8,449)
Other operating costs (10,363) (1,770)
Segment operating profit/(loss) 3,483 (10,219)
Central other operating costs (7,006) (1,892)
Group operating loss (3,523) (12,111)
Finance income 1,522 202
Finance expenses (31,024) (15,533)
Foreign exchange gain/(loss) 16,691 (2,910)
Loss before tax (16,334) (30,352)
Income tax expense - -
Loss for the year (16,334) (30,352)
Segment assets
Moma Titanium Minerals Mine assets 593,305 571,266
Corporate assets 235,588 22,328
Total assets 828,893 593,594
Segment liabilities
Moma Titanium Minerals Mine liabilities 356,504 366,352
Corporate liabilities 6,290 5,131
Total liabilities 362,794 371,483
Other segment information
Depreciation and amortisation
Moma Titanium Minerals Mine 20,912 12,830
Corporate 43 41
Total 20,955 12,871
Additions to non-current assets
Moma Titanium Minerals Mine 32,647 43,651
Corporate 3,236 4,024
Total 35,883 47,675
Depreciation for the first six months to 30 June 2009 of US$5.8 million has been
capitalised in development expenditure in property, plant and equipment.
Revenue from major products
 2010 2009
 US$'000 US$'000
Mineral products (ilmenite, zircon and rutile) 91,587 26,721
Revenue for the first six months to 30 June 2009 of US$15.6 million has not been
included in the 2009 amount as this has been capitalised in development
expenditure in property, plant and equipment, being generated at a time before
the Mine was operating in the manner intended by management.
Geographical information
 2010 2009
Revenue from external customers US$'000 US$'000
Europe 51,169 13,700
Asia 25,059 4,563
USA 13,153 8,458
Rest of World 2,206 -
Total 91,587 26,721
The Group's revenue from external customers is generated by the Moma Titanium
Minerals Mine, the non-current assets of which are US$546.6 million (2009:
US$536.8 million).
Information about major customers
Included in revenues are US$17.5 million (6 months ended 31 December 2009:
US$8.5 million) from sales  to the Group's largest customer, US$15.1 million (6
months ended 31 December 2009: US$7.7 million) Â from sales to the Group's second
largest customer, US$13.2 million (6 months ended 31 December 2009: US$4.6
million) Â from sales to the Group's third largest customer and US$9.8 million
from sales to the Group's fourth largest customer. All revenues are generated by
the Moma Titanium Minerals Mine.
Note 3. Â Other Operating Costs
 2010 2009
 US$'000 US$'000
Distribution costs 3,777 1,770
Freight costs 4,098 -
Administration costs 7,660 1,892
Cost of the settling pond breach incident net of insurance claim 1,834 -
 17,369 3,662
Included in administration costs are:
Share based payments 2,063 796
Litigation costs 1,839 78
Distribution, freight and certain administration and share based payments costs
for the first six months to 30 June 2009 have been capitalised in development
expenditure in property, plant and equipment. Â Freight costs of US$4.1 million
are reimbursable by customers or factored into the sales price for product
delivered to customers on a CIF (cost, insurance and freight) basis.
Total share based payments for 2010 amounted to US$2.5 million of which US$0.3
million relate to staff at the Mine and are included as a production cost of
inventories. US$0.1 million relate to staff working on the expansion project and
have been capitalised in property, plant and equipment and the balance of US$2.1
million included in administration costs in the income statement. Â Total share
based payments for 2009 amounted to US$2.0 million of which US$0.8 million was
included in administration costs in the income statement and US$1.2 million was
capitalised in property, plant and equipment.
During the year the Company incurred and provided for litigation costs as a
result of High Court proceedings in a defamation case taken by a former Company
Director. On 17 November 2010, the High Court jury delivered a verdict of
damages of €10 million. The Company has submitted an appeal to the Supreme Court
with a view to setting aside both the verdict and the amount, with the intention
of securing a retrial. The High Court granted a stay on the award subject to the
payment of €0.5 million until the hearing of the Supreme Court appeal. The
Company's legal team strongly advise that the award will be set aside on appeal.
The same former Director has also served notice that he intends to pursue a
number of non-defamation actions against the Company. Â The Company has provided
US$1.3 million for the costs associated with the defamation case appeal and
retrial and further actions taken by the former Director.
On 8 October 2010, a settling pond at the Mine breached a retaining wall
resulting in the release of water, sand and clay which flowed through part of
the nearby village of Topuito. The Group provided help and support to those
affected by the breach and all families were settled back in their homes and
compensated. Improvements to the settling pond berm complex were completed and
following a review by the Mozambican authorities mining operations resumed on 9
November 2010. The total costs incurred in relation to compensation and
reinstating production was US$3.0 million. An insurance claim of US$1.2 million
has been made under the Group's public liability policy and this is included in
other receivables as at 31 December 2010 resulting in the net charge of US$1.8
million included in the income statement.
Note 4. Â Loss per share
The calculation of the basic and diluted loss per share attributable to the
ordinary equity holders of the Parent Company is based on the loss after
taxation of US$16.3 million (2009: loss US$30.4 million) and the weighted
average number of shares in issue during 2010 for the purposes of basic loss per
share of 2,029,895,059 (2009: 844,314,758) and for diluted loss per share of
2,093,498,317 (2009:891,343,016).
In 2010 the basic loss per share and the diluted loss per share are the same, as
the effect of the outstanding share options are anti-dilutive.
Note 5. Property, plant and equipment
 Plant & Other Construction Development Total
 Equipment Assets In Progress Expenditure
 US$'000 US$'000 US$'000 US$'000 US$'000
Cost
At 1 January 2009 259,516 12,798 45,705 236,406 554,425
Transfer from construction 47,354 1,511 (48,865) - -
in progress
Reclassification to (1,797) - - - (1,797)
inventory
Additions during the year 6,360 268 7,473 33,574 47,675
Adjustment as a result of - - - (25,758) (25,758)
the DOS&R
Impairment during the year - (362) - (48) (410)
At 1 January 2010 311,433 14,215 4,313 244,174 574,135
Transfer from construction 4,224 1,894 (6,118) - -
in progress
Additions during the year 4,510 24 27,180 4,169 35,883
At 31 December 2010 320,167 16,133 25,375 248,343 610,018
Accumulated Depreciation
At 1 January 2009 10,220 4,533 - - 14,753
Charge for the year 11,042 2,440 - 5,188 18,670
Impairment during the year - (212) - - (212)
At 1 January 2010 21,262 6,761 - 5,188 33,211
Charge for the year 10,949 2,488 - 7,518 20,955
Impairment during the year 3,066 - - - 3,066
At 31 December 2010 35,277 9,249 - 12,706 57,232
Carrying Amount
At 31 December 2010 284,890 6,884 25,375 235,637 552,786
At 31 December 2009 290,171 7,454 4,313 238,986 540,924
An EPC Contract for the engineering, procurement, building, commissioning and
transfer of facilities at the Moma Titanium Minerals Mine in Mozambique was
entered into on 7 April 2004. The EPC Contractor was a joint venture formed for
this project by subsidiaries of Multiplex Limited and Bateman B.V.. On 12
December 2009, a Deed of Settlement and Release (DOS&R) was signed by Kenmare
Moma Mining (Mauritius) Limited and Kenmare Moma Processing (Mauritius) Limited
and the EPC Contractor. Under the terms of the DOS&R all outstanding rights,
obligations and liabilities of all parties under the EPC contract and related
agreements have been mutually settled and released. As a result of the DOS&R
US$25.8 million of EPC Contract accruals net of receipts of US$10 million, were
credited to development expenditure in December 2009.
At the 30 June 2010 the Group finalised drilling work on the Nataka deposit
resulting in an increase in the total reserves from 25 million tonnes of total
heavy mineral to 33 million tonnes of total heavy mineral. This resulted in a
change in the depreciation rate for plant and machinery which is depreciated on
a unit of production basis.
The jetty was initially damaged in December 2007 when the Bronagh J collided
with it during loading. While the jetty remains operational using a modified
mooring and loading procedure, there has been some further deterioration to the
structure over time. During 2010, an assessment of the permanent repair work
required was carried out. Based on this assessment, an impairment of US$3.0
million was recognised in the income statement and property plant and equipment.
In addition, during the year repair costs of US$0.5 million were incurred. The
Group has commenced repair and upgrade work on the jetty which will both
strengthen the current structure and increase its operational capacity by
allowing the transhipment vessels to load from both sides of the jetty. An
insurance claim relating to the damage to the jetty structure was settled in
June 2010 for US$3.5 million and this has been recognised in the income
statement.
Included in plant and equipment are capital spares of US$1.4 million (2009:
US$1.0 million).
Substantially all the property, plant and equipment of the Group is or will be
mortgaged, pledged or otherwise secured to provide collateral for the wholly
owned subsidiary undertakings Kenmare Moma Mining (Mauritius) Limited and
Kenmare Moma Processing (Mauritius) Limited (the "Project Companies") senior and
subordinated loans, or in the case of the transhipment barge Peg and
tug/workboat Sofia III, a loan provided to the Group as detailed in Note 8.
Additions to development expenditure include mine expansion development costs of
US$4.2 million (2009: US$1.0 million). Expansion development costs incurred
during the period before the expansion assets are capable of operating at
production levels in a manner intended by management are deferred and included
in property, plant and equipment.
The recovery of property, plant and equipment is dependent upon the successful
operation of the Moma Titanium Minerals Mine and continued availability of
adequate funding for the Mine. The Directors are satisfied that at the balance
sheet date the recoverable amount of property, plant and equipment exceeds its
carrying amount and based on the planned mine production levels that the Moma
Titanium Minerals Mine will achieve positive cash flows.
Note 6. Cash and cash equivalents
                2010    2009
                US'000    US$'000
Immediately available
without restriction            55,892    10,255
Contingency Reserve Account            172,753    1
Shareholder Funding Account            -
    25
Project Companies Accounts             9,870    7,127
                238,515    17,408
Cash and cash equivalents comprise cash balances held for the purposes of
meeting short-term cash commitments and investments which are readily
convertible to a known amount of cash and are subject to an insignificant risk
of change in value. Where investments are categorised as cash equivalents, the
related balances have a maturity of three months or less from the date of
investment.
The Contingency Reserve Account (the "CRA") and Shareholder Funding Account are
accounts established under a cash collateral and shareholder funding deed to
secure the obligations of the Company and Congolone Heavy Minerals Limited (a
wholly-owned subsidiary undertaking) under the Completion Agreement as detailed
in Note 8.
On 5 March 2010 the Company, Congolone Heavy Minerals Limited and the Project
Companies entered into a deed of waiver and amendment (the "Expansion Funding
Deed") with the Project lenders and the lenders' agents. The Expansion Funding
Deed required that, as a condition to its effectiveness, US$200 million be
deposited to the CRA to fund the expansion by 30 June 2010, and provides that
funds deposited into the CRA may be transferred by Congolone Heavy Minerals
Limited, at its sole discretion, to the secured Project bank accounts controlled
by the Project Companies. Â Once deposited in those accounts, such funds are
required to be applied in accordance with the provisions of the financing
agreements (as amended, including pursuant to the Expansion Deed) pursuant to
which such funds may in the absence of an event of default be spent on, amongst
other things, the expansion. Funds deposited into the CRA may not be transferred
other than to the Project Accounts. Â It is a completion requirement that all the
funds initially deposited to the CRA as a condition to the effectiveness of the
Expansion Funding Deed be transferred to Project bank accounts. Â There are no
continuing funding requirements in relation to the CRA, and no minimum balance
is required to be maintained in the CRA.
Note 7. Called up share capital
On 1 April 2010, 1,497,030,066 new ordinary shares were issued by way of a firm
placing and placing and open offer which raised US$257.8 million net of
expenses. The primary purpose of this equity raising is to fund an expansion of
the existing mine operations to increase production capacity from 800,000 tonnes
per annum of ilmenite plus co-products to 1.2 million tonnes per annum of
ilmenite plus co-products. US$121.12 million of this issue has been credited to
share capital. US$136.68 million of this issue has been credited to share
premium.
508,333 million new ordinary shares were issued during the year as a result of
share options exercised and resulted in US$0.039 million being credited to share
capital and US$0.032 million credited to share premium.
Note 8. Bank loans
 2010 2009
 US$'000 US$'000
Project Loans
Senior Loans 159,968 188,079
Subordinated Loans 176,372 165,525
Total Project Loans 336,340 353,604
Mortgage Loan 2,048 2,513
 338,388 356,117
The borrowings are repayable as follows:
Within one year 85,574 58,791
In the second year 40,578 41,722
In the third to fifth years inclusive 120,656 124,979
After five years 91,580 130,625
 338,388 356,117
Less: amount due for settlement within 12 months (85,574) (58,791)
Amount due for settlement after 12 months 252,814 297,326
Project Loans
Balance at 1 January 2010 353,604 334,824
Loan interest accrued 29,024 28,600
Loan interest paid (10,026) (11,809)
Loan repayment (25,911) (336)
Foreign exchange movement (10,351) 2,325
Balance at 31 December 2010 336,340 353,604
Mortgage Loan
Balance at 1 January 2010 2,513 -
Drawdown - 2,500
Loan interest accrued 163 70
Loan interest paid (165) (57)
Loan repayment (463) -
Balance at 31 December 2010 2,048 2,513
Project loans
Project loans have been made to the Mozambique branches of Kenmare Moma Mining
(Mauritius) Limited and Kenmare Moma Processing (Mauritius) Limited (the Project
Companies). The Project loans are secured by substantially all rights and assets
of the Project Companies, and, amongst other things, the shares in and
intercompany loans to the Project Companies.
The Company and Congolone Heavy Minerals Limited have guaranteed the Project
loans during the period prior to Completion (achievement of "Technical
Completion" and "Non-Technical Completion").
The Expansion Funding Deed dated 5 March 2010 extended the final date for
achieving Completion to 31 December 2013. Completion occurs upon meeting certain
tests and satisfying certain conditions, all as verified by the lenders'
independent engineer, including installation of all required facilities, meeting
certain cost, efficiency, and production benchmarks and social and environmental
requirements ("Technical Completion"), meeting marketing, legal and permitting
requirements, including filling of specified reserve accounts to the required
levels ("Non-Technical Completion"). Upon Completion, the Company's and
Congolone Heavy Minerals Limited's guarantee of the Project loans will
terminate. Under the Expansion Funding Deed failure to achieve Technical
Completion by 31 December 2011 ceases to be an event of default but Senior Loans
and Subordinated Loans will attract an additional interest margin of 1% and 2%
respectively from 31 December 2011 until Technical Completion is achieved.
Failure to achieve Non-Technical Completion by 31 December 2013 is an event of
default. Three of the four certificates required for Technical Completion
(Physical Facilities, Production, and Efficiency) were submitted to lenders on
20 February 2011. A small number of items are being addressed prior to
submitting the fourth certificate (Environmental).
Interest and principal on the subordinated loans is due to be paid each year in
February and August but if cash is insufficient in the Project Companies on the
scheduled payment dates, interest is capitalised and both interest and principal
becomes payable on the next semi-annual payment date thereafter on which
sufficient cash is available, in whole or in part, to the extent of available
cash. Included in loan amounts due within one year is US$55.4 million in
relation to subordinated loans. The final installments are due on 1 August 2019.
Under the second Deed of Waiver and Amendment referred to above, interest
margins on subordinated loans were increased by 3% per annum until Technical
Completion and by 1% per annum until Completion. This additional margin is
scheduled to be paid after senior loans have been repaid in full but may be
prepaid without penalty.
Amendments to Project loan agreements
Under the existing financing documentation, the marketing certificate required
for Completion must be delivered no later than 30 June 2011, and thereafter a
marketing covenant which tests ratios relating projected revenue from sales
contracts with a term of at least 12 months with eligible buyers to projected
costs and debt service over a 12 month horizon is to be observed at all times.
This covenant was negotiated when long term sales contracts prevailed in the
titanium minerals industry. As the supply of titanium minerals has tightened,
the length of contracts has shortened and this covenant is no longer
appropriate. Â Accordingly, the Company, Congolone Heavy Minerals Limited and the
Project Companies have agreed the terms of a Deed of Amendment with the lenders
and lenders' agents that provides flexibility when entering into sales
contracts. The Deed of Amendment is currently in the final stages of the
lenders' approval processes and the main provisions of the Deed of Amendment
include the following:
* The marketing covenant is to be tested semi-annually as at 1 January and 1
July, the calculation to be set out in a periodic marketing certificate to
be delivered no later than 1 March (45 days after the effectiveness of the
Deed of Amendment in the case of 2011) and 1 September of each year;
* In determining projected revenues for the marketing covenant, all offtake
agreements with eligible buyers entered into on or before the date of the
marketing certificate would be considered regardless of term. At present,
only offtake agreements with eligible buyers with a term of one year or
greater may be considered;
* The amended marketing covenant would require sales contracts with eligible
buyers with a term of at least 1 year for a specified tonnage of final
products, to be tested annually as at 1 January;
* Failure to comply with the marketing covenant would no longer give rise to
an event of default; rather, such a failure would result, pre-Completion, in
majority lenders being able to convene a meeting at which the Project
Companies would present their marketing plan, and post-Completion in the
inability of the Project Companies to make restricted payments (dividends
and payments on intercompany loans) on the next semi-annual restricted
payment date.
Other Group bank borrowings
On the 7 August 2009 Mozambique Minerals Limited (a wholly-owned subsidiary
undertaking) entered into a loan agreement with Banco Comerical e de
Investimentos, S.A. for US$2.5 million to fund the purchase of an additional
product transhipment barge, Peg, and a tug/work boat, Sofia III. Interest
accrues at a 6 month LIBOR plus 6%, and is payable monthly commencing September
2009 with principal scheduled to be repaid in 54 monthly installments commencing
March 2010. This loan was fully drawn on 10 August 2009. The loan was secured by
a mortgage on the Peg and Sofia III and by a guarantee from Kenmare Resources
plc. This loan was repaid in full on the 5 March 2011.
Note 9. Â 2010 Annual Report and Accounts
The Annual Report and Accounts will be posted to shareholders before 30 April
2011.
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Source: Kenmare Resources via Thomson Reuters ONE
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