Final Results 2014

RNS Number : 3503Q

Ormonde Mining PLC

17 June 2015

 

17 June 2015

Ormonde Mining plc

("Ormonde" or "the Company")

Final Results for the year ended 31 December 2014

DUBLIN & LONDON: 17 June 2015 - Ormonde Mining plc announces its final results for the year ended 31 December 2014.

HIGHLIGHTS FOR THE YEAR AND POST YEAR END

·    Environmental permit for Barruecopardo approved in January 2014.

·    Mining concession for Barruecopardo granted to Saloro SL (the Company's Spanish subsidiary) in November 2014.

·    Basic engineering completed by Fairport Engineering Limited, and substantial progress and preparations made that would expedite development upon completion of project financing.

·    Comprehensive funding package totalling USD 99.7 million (circa € 90.4 million) executed with funds managed by Oaktree Capital Management in April 2015, split between project equity of USD 44.2 million and project debt of USD 55.5 million, for a 70% Oaktree interest in a new joint venture company, Barruecopardo JV; approved by shareholders in May 2015.

·    Positioned to develop Barruecopardo into a significant, low cost, long life tungsten mine and a major European supplier of tungsten, with significant expansion potential.

Mike Donoghue, Chairman, commented:

"The past year has been one of transformative progress for Ormonde, with the mining concession for Barruecopardo being issued by the Spanish authorities, and the agreement of a USD 99.7 million funding package with Oaktree Capital to allow for the development of our flagship Barruecopardo Tungsten Project.  These two major milestones transform Ormonde from an exploration to a mining company, as we now move into the development stage at Barruecopardo."

Enquiries to:

Ormonde Mining plc

Kerr Anderson, Managing Director  Tel: [phone]

Capital M Consultants

Simon Rothschild  Mob: [phone]

Murray Consultants

Mark Brennock  Tel: [phone]  Mob: [phone]

Davy (Nomad / ESM Adviser / Joint Broker / Financial Adviser)

Eugenée Mulhern / Roland French  Tel: [phone]

SP Angel Corporate Finance LLP (Joint Broker)

Ewan Leggat / Katy Birkin  Tel: [phone]

CHAIRMAN'S REVIEW

This year I have the welcome task of summarising activities which culminated towards the end of the year in the granting of the mining concession for Barruecopardo and led in the first part of 2015 to the finalisation of a comprehensive funding package for the development of the Project.  These two major milestones have been achieved on the latter part of our journey from an exploration company to becoming a mining company, as we now move to develop our Barruecopardo Tungsten Project.

Barruecopardo

We cleared the first step in our environmental permitting in late December 2013 with the issue of the IRNA document by the Regional Environment Department on the impacts of the project on the Nature Network 2000 area of which the site forms a part, and this led then to the issuance of theEnvironmental Impact Declaration ("EID") for the Project in January 2014. The EID was in effect the environmental permit for the Project and led onto the next major milestone, the granting of the mining concession to Ormonde's subsidiary, Saloro SL, in November of 2014.

The granting of the mining concession facilitated Ormonde advancing its funding options with a number of parties into the due diligence and final negotiation stages over late 2014 and the early months of 2015. In considering these funding options, I should perhaps give some context by noting the status of the capital markets in which we had to raise funds. In the first instance the commodity markets were depressed for the past eighteen months, particularly in the case of metals. Tungsten had displayed considerable resilience in defying the general commodity market downward trend, but eventually it succumbed and drifted down below $300 per mtu early in 2015. While this had a lesser influence on debt providers, who tend to take a longer term view, it had a more marked effect on the equity markets. The mining sector was in any event depressed and further falls in metal prices were unhelpful. Our financial advisors in Dublin and London indicated that a large equity raise (to support a debt package) would be very challenging and, if supported, would probably need to be heavily discounted. The attendant execution risk and potentially severe dilution to existing shareholders arising from any such equity raise was a matter of concern to the Board.

In looking at the debt options for Barruecopardo, it has been clear for some time that the conventional project debt markets from resource banks were effectively closed, with the absence of a terminal market for tungsten exacerbating the challenges of conventional debt project financing. However, Ormonde's investigations had, in any event, led to the conclusion that bond financing would, if achievable, be preferable (due primarily to the associated greater flexibility on drawdown and repayments) and we engaged Swedbank Norway, a recognized bond broker, to source interested investors. Taking into account the feedback from discussions with debt providers and the general condition of the resource market, Ormonde sought to combine an acceptable level of debt with sufficient equity to ensure a robust funding package, thus reducing the risk of late stage dilution issues arising. In dealing with these matters, Ormonde, and its advisers, negotiated with various funds and private equity companies during the second half of 2014 and, in February of 2015, after a due diligence exercise and agreement on a term sheet, granted exclusivity for a seven week period to Oaktree Capital Management, a very large US global investment fund, active in Europe, with circa US$100 billion under management.

This led to agreement on terms and conditions, drafting of long-form debt and equity agreements and late in April these activities culminated in the signing of binding documentation, subject to Ormonde shareholder approval, which was forthcoming in May 2015 at our EGM. In opting to bring Oaktree into the Project with a 70% interest in a joint venture, your Board took the view that the Oaktree deal was the best financed, lowest risk funding package, with the least dilution (and prospect of further future dilution) to existing shareholders, available to it, comprising a large $44.2 million equity component relative to the $55.5 million debt component. This, coupled with the minority protection clauses and the flexibility on debt repayments and distributions, addressed many of our concerns. With Ormonde as manager of the joint venture, shareholders' interests may also be safeguarded and, with Oaktree and Ormonde both anxious to expand their tungsten business, we believe there is potential to add value for shareholders over and above that presently apparent in Barruecopardo.    

While these funding matters were being addressed, your Company continued to advance the Project, albeit at a pace appropriate to the pre-capital funding position of the Company at that time. In February 2014, Ormonde awarded the engineering design contract for the Barruecopardo plant and infrastructure to Fairport Engineering Limited, an experienced UK engineering firm. During 2014 Ormonde advanced various aspects of the Project, including negotiations and design of power supply-lines, design of the by-pass road and negotiation and design of the water supply-line. The basic engineering stage was completed by Fairport and process flow-sheets were finalised. Documentation and discussions with equipment suppliers and sub-contractors were also advanced, which led on to the subsequent preparation of preliminary shortlists. Ormonde was also active in expediting the documentation for the various municipal permits and permissions required to facilitate the construction phase.

In March 2014, prior to Ormonde's funding agreement with Oaktree, Ormonde signed a tungsten concentrate offtake agreement with Noble Resources International Pte., a wholly-owned subsidiary of Noble Group Limited, a global market-leading commodities supply-chain manager of energy products, metals, minerals & ores and agricultural products. This agreement was structured to provide for purchase of 100% of the tungsten concentrate produced from the Barruecopardo open pit mine during its initial five years of operation. Ormonde is currently in discussions with Noble in relation to modifications to this offtake agreement. While there is nothing to suggest an agreement cannot be reached, Ormonde and Noble have the option to terminate the existing agreement should such modifications not be mutually acceptable. The Oaktree funding package for Barruecopardo is not in any way conditional on any offtake arrangements.

Land acquisition arrangements continued during 2014, utilising lease with option to purchase agreements. All land blocks were identified some time ago and the vast majority of land owners have now signed up to these agreements. The issues with the remainder are almost all identified, the bulk of these being lack of documentation. The latter issues can all be dealt with through the expropriation procedures and with the mining concession in place and funding agreed, the expropriation procedures are now in train.

In conclusion, I would comment that your Company has made very significant progress over the past year and we are now well positioned to develop a tungsten mine at Barruecopardo. Despite recent weakness in the tungsten price, we believe the prognosis for tungsten prices going forward is good, with favourable situations forecast to arise on both the demand and supply side in the next couple of years. It is anticipated by industry commentators that existing supply will tighten in a number of countries and new sources of primary supply will be very slow to be developed. Demand should follow the economic cycle, strengthening as economic conditions improve worldwide. Consensus forecasting from metal analysts is for an upturn in tungsten prices in the next couple of years, as Barruecopardo comes on stream.

Other Projects

Work on our gold properties at Peralonso and Cabeza de Caballo Prospects in the Salamanca Province, in joint venture with Aurum Mining plc, was limited during 2014. With Barruecopardo now fully funded and entering the development stage, we will have the opportunity to re-evaluate these gold properties with Aurum and decide how best to progress them.

At La Zarza, our efforts were concentrated on the identification of an arrangement that would see a potential divestment of the Company's interest in the project. To date nothing has been finalised, but we expect to refocus on these assets during the latter half of 2015.

Corporate and Financials

This year I must once again refer to an unsolicited approach made by another tungsten company, Almonty Industries.  The previous approach ended with the Irish Takeover Panel issuing a deadline by which Almonty was required to either announce a firm intention to make an offer or (as it did) confirm that it did not intend to make an offer. Almonty therefore became subject to a 12 month period in which it was prohibited from making an offer, without the consent of the Irish Takeover Panel. This period expired in January 2015. In March 2015, Almonty initiated a second approach and campaigned  to have shareholders reject the Oaktree funding package, but withdrew in May following the overwhelming shareholder vote in favour of the Oaktree deal.   

The Company has reported a loss for the year of €1.63 million, compared with a loss of €1.81 million for 2013. The Company raised £2.0 million through a placing in April 2014 to progress engineering works, permitting and funding activities relating to Barruecopardo and for general working capital purposes.

In conclusion, I would like to thank shareholders for their support during the last year; I believe it has been worthwhile with the substantial progress made on Barruecopardo during 2014. I look forward to the development stage of our Barruecopardo Project in the period ahead.   

Michael J. Donoghue

Chairman

16 June 2015

Consolidated Statement of Comprehensive Income

Year ended 31 December 2014

		2014		2013
		€000's		€000's
Administrative expenses		(1,625)		(1,397)
Exploration costs written off		-		(418)
OPERATING LOSS		(1,625)		(1,815)
Interest receivable and similar income		4		7
LOSS FOR THE YEAR BEFORE TAXATION		(1,621)		(1,808)
Taxation		(5)		(1)
LOSS FOR THE YEAR		(1,626)		(1,809)
Minority Interest		-		-
RETAINED LOSS FOR THE YEAR		(1,626)		(1,809)
EARNINGS PER SHARE
Basic loss per ordinary share		(€0.0036)		(€0.0045)
Diluted loss per ordinary share		(€0.0036)		(€0.0044)

Consolidated Statement of Financial Position

As at 31 December 2014

		2014		2013
		€000's		€000's
ASSETS
NON-CURRENT ASSETS
Intangible assets		18,535		17,127
Property, plant and equipment		1		1
		18,536		17,128
CURRENT ASSETS
Trade and other receivables		222		394
Cash and cash equivalents		511		1,050
Total Current Assets		733		1,444
TOTAL ASSETS		19,269		18,572
EQUITY AND LIABILITIES
EQUITY
Issued share capital		13,485		12,197
Share premium account		29,932		28,837
Share based payment reserve		837		837
Capital conversion reserve fund		29		29
Capital redemption reserve fund		7		7
Foreign currency translation reserve		1		1
Retained loss		(25,234)		(23,608)
Equity attributable to Owners of the Company		19,057		18,300
CURRENT LIABILITIES
Trade and Other Payables		212		272
Total Current Liabilities		212		272
Total Liabilities		212		272
TOTAL EQUITY AND LIABILITIES		19,269		18,572

Consolidated Statement of Cash Flows

Year ended 31 December 2014

		2014		2013
		€000's		€000's
CASHFLOWS FROM OPERATING ACTIVITIES
Loss for the year before taxation		(1,621)		(1,808)
Adjustments for:
Depreciation		2		2
Exploration costs written off		-		418
Movement on share-based payment reserve		-		60
Investment revenue recognized in profit or loss		(4)		(7)
		(1,623)		(1,335)
MOVEMENT IN WORKING CAPITAL
Decrease in debtors		172		165
(Decrease)in creditors		(59)		(136)
Income taxes paid		(5)		-
NET CASH (USED IN) OPERATING ACTIVITIES		(1,515)		(1,306)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds of issue of share capital		2,383		1,206
CASH FLOWS FROM INVESTING ACTIVITIES
Expenditure on exploration activities		(1,408)		(1,138)
Movement in property, plant and equipment		(2)		-
Interest received		4		7
Taxation		-		(1)
NET CASH (USED IN) INVESTING ACTIVITIES		(1,407)		(1,132)
NET INCREASE /(DECREASE) IN CASH AND CASH EQUIVALENTS		(539)		(1,232)
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR		1,050		2,282
CASH AND CASH EQUIVALENTS AT END OF YEAR		511		1,050

Consolidated Statement of Changes in Equity

Year ended 31 December 2014

			Share
			Based
	Share	Share	Payment	Other s	Retained s	s
	Capital	Premium	Reserve	Reserves	Losses	Total
	€000's	€000's	€000's	€000's	€000's	€000's
Balance at 1 January 2013	11,636	28,192	777	37	(21,799)	18,843
Loss for the year	-	-	-	-	(1,809)	(1,809)
Recognition of share based payments	-	-	60	-	-	60
Proceeds of share issue	561	645	-	-	-	1,206
Balance at 31 December 2013	12,197	28,837	837	37	(23,608)	18,300
Balance at 1 January 2014	12,197	28,837	837	37	(23,608)	18,300
Loss for the year	-	-	-	-	(1,626)	(1,626)
Recognition of share based payments	-	-	-	-	-	-
Proceeds of share issue	1,288	1,095	-	-	-	2,383
Balance at 31 December 2014	13,485	29,932	837	37	(25,234)	19,057

1.   The basic loss per share and the diluted loss per share have been calculated on a loss after taxation of €1,626,000 (2013: loss of €1,809,000) and a weighted average number of Ordinary Shares in issue for the year of 455,692,724(2013: 404,950,441) for the basic loss per share and 457,108,369 (2013: 406,705,542) for the diluted loss per share.

 

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