Interim Results for the 6 Months to end-June 2019

RNS Number : 0938O

Bushveld Minerals Limited

30 September 2019

 

Market Abuse Regulation (MAR) Disclosure

Certain information contained in this announcement would have been deemed inside information for the purposes of Article 7 of Regulation (EU) No 596/2014 until the release of this announcement.

30 September 2019

Bushveld Minerals Limited

("Bushveld Minerals", the "Group" or the "Company")

Unaudited Interim Results for the Six Months ended 30 June 2019

Bushveld Minerals Limited (AIM: BMN), the AIM listed, integrated primary vanadium producer, with ownership of high grade vanadium assets, is pleased to announce its half year unaudited results for the six months ended 30 June 2019.

Key Highlights

H1 2019 Group financial highlights

·    Revenue of US$78.0 million (H1 2018: US$83.7 million).

·    EBITDA¹ of US$41.0 million (H1 2018: US$42.8 million).

·    Profit after tax of US$30.8 million (H1 2018: US$28.5 million).

·    Free cash flow² of US$23.3 million (H1 2018: (US$16.4 million).

·    Net cash balance of US$66.1 million at 30 June 2019 (31 December 2018: US$42.0 million).

·    Earnings per share of 1.92 cents (H1 2018: 1.57 cents).

·    Ferrovanadium price averaged US$56.3/kgV in H1 2019 (H1 2018: US$65.5/kgV).

§ Year to date average ferrovanadium price of US$48.2/kgV³_.

1.     EBITDA comprises operating profit plus depreciation and amortisation.

2.     Free cash flow comprises net operating cash flows less net investing cash flows.

3.     London Metal Bulletin year to date average as at 20 September 2019.

H1 2019 Group operating highlights

•     On 1 May 2019, the Company announced the conditional acquisition of Vanchem for a consideration of US$68 million. The transaction is expected to be completed on 31 October 2019.

H1 2019 Bushveld Vanadium operational highlights

Vametco

·    Transformation programme successfully delivering, with Q2 2019 production being the highest quarter for production in over two years.

·    Production for H1 2019 was 1,392 mtV, a two per cent increase relative to H1 2018 (H1 2018: 1,360 mtV).

·    On track to meet 2019 production guidance of 2,800 mtV to 2,900 mtV.

·    On track to meet 2019 unit cash cost guidance of US$18.90/kgV to US$19.50/kgV.

H1 2019 Bushveld Energy operational highlights

Electrolyte Plant

·    The Environmental Impact Assessment ("EIA") for the proposed plant in East London, South Africa, has passed the public participation stage and is on track to be completed this year.

·    The first batch of electrolyte was successfully produced using Vametco's feedstock, with the samples being sent to vanadium battery companies for testing.

Vanadium electrolyte rental model 

·    Implementation of the first rental contract was announced with Avalon Battery Corporation and its customer, Sandbar, in the United States.

·    Negotiating larger rental agreements in Africa, Asia, Europe and North America.

·    Negotiations in progress with external commercial debt providers to support the structure.

Eskom Vanadium Redox Flow Battery project

·    The vanadium redox flow battery ("VRFB") installed with Eskom was commissioned and now operating fully.

Vametco based Solar Mini-Grid Project

·    Commenced a number of activities including an Environmental Assessment, a grid connection and geotechnical studies. Procurement for the project commenced in Q3 2019.

Group events post 30 June 2019

Vametco

·    Successfully completed the wages and benefits negotiations with the Association of Mineworkers and Construction Union ("AMCU") for the three year period from 1 July 2019 to 30 June 2022.

Vanchem acquisition

·    On 28 August 2019, unconditional approval for the acquisition was received from the Competition Commission of South Africa.

·    The transaction remains on track to be completed on 31 October 2019. The outstanding conditions precedent, namely, the cession of specific commercial agreements and South African Reserve Bank approval, are expected to be satisfied.

·    The Company is making good progress with local banks for debt facilities and remains confident of completing the transaction without relying on equity capital markets. Further updates will be provided as appropriate.

Group Outlook

·    Execution of the transformation programme at Vametco to increase production rates to 3,400 mtVp.a. during the course of 2020 and then to 4,200 mtVp.a. during 2022, remains on track.

·    Develop a production platform of more than 8,400 mtVp.a. with a nameplate capacity of 10,000 mtVp.a within the next five years.

·    On completion of the Vanchem acquisition, the Company will offer a diverse product offering for the steel, chemicals and energy storage markets.

·    Continue to reinforce Bushveld Energy's position as a leading energy storage solutions provider.

·    Invest in the vanadium supply chain individually or through partnerships.

·    Progress workstreams for the Johannesburg Stock Exchange ("JSE") listing.

Appointment of joint broker

·    Appointment of Peel Hunt LLP as joint corporate broker to the Company with immediate effect.

Fortune Mojapelo, CEO of Bushveld Minerals Limited, commented: 

"I am pleased to report that Bushveld Minerals has continued to build on firm foundations in the first half of 2019, enjoying progress across the Group and establishing new platforms for further future growth.

"The Group's EBITDA of US$41million and free cash flow generation of US$23 million achieved in the period highlights the mine's robust nature as a low-cost, highly cash generative operation, and was achieved in a period of weaker vanadium prices, which averaged 14 per cent less than a year earlier. Even with this strong result, we will be focusing our efforts at Vametco on further refining processes to maintain cost control.

"Operational performance has been improved through our transformation programme at Vametco, which we started to implement at the beginning of the year. Execution of the transformation programme is ongoing throughout the rest of this year and into 2020, during which we will reach a steady state of production of 3,400 mtV per annum.

"In August, we were pleased to receive approval from the Competition Commission of South Africa to acquire the Vanchem assets, without conditions, which was a key milestone in closing the transaction on 31 October 2019. We now look forward to completing the remaining conditions precedent and completing this important transaction for the Group.

"At Bushveld Energy, the first half of 2019 has seen a broader and improved understanding of its innovative business model. The combination of the electrolyte rental product and the current vanadium price is increasing confidence that VRFBs will become a long-term feature of energy grids both in Africa and globally. We expect these events to increase vanadium consumption from VRFBs during second half of 2019 and beyond."

Enquiries: [e-mail]

Bushveld Minerals		[phone]
Fortune Mojapelo, Chief Executive Officer
Chika Edeh, Head of Investor Relations
SP Angel Corporate Finance LLP	Nominated Adviser & Broker	[phone]
Ewan Leggat / Richard Morrison
Abigail Wayne / Richard Parlons
BMO Capital Markets Limited	Joint Broker	[phone]
Jeffrey Couch / Tom Rider Michael Rechsteiner / Neil Elliot
Peel Hunt LLP	Joint Broker	[phone]
Ross Allister / James Bavister
David McKeown
Tavistock	Financial PR
Charles Vivian / Gareth Tredway		[phone]
Brunswick	Financial PR (South Africa)
Miyelani Shikwambana		[phone]

ABOUT BUSHVELD MINERALS LIMITED

Bushveld Minerals is a low cost, integrated, primary vanadium producer, with ownership of high grade vanadium assets.

The Company's flagship vanadium platform includes a 74 per cent controlling interest in Bushveld Vametco Alloys (Pty) Ltd, a primary vanadium mining and processing company; the Mokopane Vanadium Project and the Brits Vanadium Project.

Bushveld's vision is to become a significant, low cost, integrated primary vanadium producer through owning high grade assets. This incorporates development and promotion of the role of vanadium in the growing global energy storage market through Bushveld Energy, the Company's energy storage solutions provider. Whilst the demand for vanadium remains largely anchored in the steel industry, Bushveld Minerals believes there is strong potential for an imminent and significant global vanadium demand surge from the fast-growing energy storage market, particularly through the use and adoption of Vanadium Redox Flow Batteries.

While the Company's focus is on vanadium operations and the development and promotion of VRFBs, it has additional investments in coal, power and tin.

The Company's approach to project development recognises that, whilst attractive project economics are imperative, they are insufficient to secure capital to bring them to account. A clear path to production within a visible timeframe, low capital expenditure requirements and scalability are important factors in ensuring a positive return on investment. This philosophy is core to the Company's strategy in developing projects.

Detailed information on the Company and progress to date can be accessed on the website www.bushveldminerals.com.

About Vametco

Vametco is located near Brits on the Western Limb of the Bushveld Complex. The integrated operation comprises a vanadium ore mine and a processing plant that produces Nitrovan^TM, a trademark product sold in major steel markets across the world. The mine lies adjacent to the Brits Vanadium Project, which will in future serve as an alternative source of near surface run of mine (ROM) ore feed to the Vametco plant.

The Vametco mining operation uses open pit bench mining methods to mine a well-defined orebody. The deposit is continuous with limited faulting and dips in a northerly direction at approximately 19 degrees.

ROM ore is fed into a primary, secondary and tertiary crushing circuit, followed by milling and magnetic separation to produce magnetite concentrates. The magnetite concentrates are fed into the extraction process which includes the kiln for roasting followed by leaching and precipitation. Thereafter the precipitated vanadium as ammonium metavanadate is converted to modified vanadium oxide ("MVO") in rotary calciners. MVO is fed into the mixplant and finally into the shaft furnaces to produce Nitrovan^TM. 

About Bushveld Energy Limited

Bushveld Energy is a leading energy storage solutions provider, focusing on the African market. Bushveld Energy recognises that electricity in Africa intersects paramount potential for social transformation with an immense commercial opportunity.

Launched in 2016, Bushveld Energy is focused on developing and promoting the role of vanadium in the growing global energy storage market through application in vanadium redox flow batteries. Its near term strategy is to deploy several VRFB systems as part of its longer term vision to become a significant electricity storage provider in Africa by 2020, meeting the demand for utility scale energy storage in Africa by leveraging South Africa-mined and beneficiated vanadium.

http://www.bushveldenergy.com 

 

Chief Executive Report

Dear Shareholder,

I am pleased to report back on a successful first half of the 2019 financial year. The Company is on track with its strategic initiatives to deliver a truly integrated and leading low-cost vanadium platform characterised by large high-grade vanadium deposits and mines; scalable, low-cost, cash generating vanadium primary processing assets and a downstream energy storage business, positioned to play a leading role in the growing stationary energy storage market.

VANADIUM PRODUCTION OPERATIONS

Bushveld has one of the largest high-grade primary vanadium resource base in the world. The Company's vanadium resource base currently consists of three mineral assets, Vametco, Brits and Mokopane. Bushveld's processing facilities consist of Vametco and Vanchem (conditional acquisition). The Company's mineral resources and processing facilities are situated within the Bushveld Complex in South Africa.

Vametco (74% ownership)

At the core of this strategy is Vametco, located in Brits, Northwest Province. Vametco is a low cost primary vanadium mining and processing company which produces a trademark vanadium product, Nitrovan^TM, as well as Modified Vanadium Oxide.

On 22 May 2019, following a significant amount of exploration work, including a 2018 drilling campaign comprising 13 drill holes over a total of 1,506m, the Company announced a doubling of its Ore Resources and a significant increase in the total mineral resource. Vametco has a 186.7 Mt JORC compliant resource averaging 1.98 per cent V₂O₅ in magnetite grades (including 48.4 Mt in reserves), and a life of mine of 27 years.

Table 1: Vametco operational and financial overview

	Unit	H1 2019	H1 2018	Variance
Vanadium produced	(mtV)	1,392	1,360	2.4%
Vanadium sold	(mtV)	1,115	1,403	-20.5%
LMB Prices w.a.	US$/ kgV	56.3	65.5	-13.9%
Revenue	USD (millions)	74.3	81.2	-8.6%
EBITDA	USD (millions)	42.3	42.4	0%
Production cash costs	USD/ kgV	19.2	20.2	-5%

While Vametco had a stellar financial performance in 2018 (Revenue of US$183 million  and EBITDA of US$108 million), the Company recognised that continued success requires improvement on several fronts, not least, lowering Vametco's already low production costs even further, by increasing throughputs and thus production volumes, while also, ensuring a conducive working environment with a motivated workforce.

Following a diagnostic exercise in Q4 2018, the Company successfully implemented its operational improvement programme, which is starting to bear fruit. This transformation programme will complement the Company's capacity expansion project to increase vanadium production at Vametco to more than 4,200 mtVp.a. The diagnostic review undertaken in Q4 2018 identified a number of initiatives to improve operational performance focusing on stabilising and improving production, cost and capital efficiencies and improving overall organisational health.

During this half the Company made several changes to the management structure, which were designed to build greater depth in the leadership team, improve coordination with the greater Bushveld Group and create dedicated capacity to coordinate the development and implementation of the many initiatives forming part of the transformation programme. These changes included the appointment of Ms Bertina Symonds into the role of General Manager, created from combining the CEO and COO roles into one. Bertina brings over 20 years of mining and beneficiation experience, strong leadership and a solid production and commercial background. William Steinberg, former Vametco's Works Manager, was appointed Chief Transformation officer, to drive the Operations Transformation programme, while Mr Taff Williams, former Vametco's COO, was appointed Group Vanadium Specialist to provide technical support to the Group's global vanadium sales as well as supporting integration efforts for Vanchem.

As a result of the initiatives undertaken in the first half of 2019, the Company has already seen improvements in all key areas, being: a) production scheduling; b) vanadium grade in the kiln feed; c) the hourly feed rate to the kiln; and d) recoveries, all contributing to improved throughput at higher grades. This resulted in material improvements in production, where the 742 mtV Nitrovan^TM produced in Q2 2019 was up 14 per cent on Q1 2019 and up 18 per cent on the comparable quarter last year. The Company is therefore pleased to report that Vametco remains on target to meet its production guidance for this year of 2,800 mtV to 2,900 mtV.

Vametco sold 1,115 mtV Nitrovan ^TM, generating revenues of US$74.3 million in the first half. Vametco's realised price is based on the prior month's average price, which is higher than the quoted LMB weighted average price for the period of US$56.3/kgV. These higher realised prices offset the lower sales in the period.

Vametco is in the lowest quartile on the cost curve for global vanadium producers and, therefore, enjoys robust economics and remains highly profitable even in weaker price environments. The Company is pleased to report that Vametco generated an EBITDA of US$42.3 million achieving an EBITDA margin of 57 per cent. 

The Company had previously reported a first half unit cash cost of US$17.40/kgV and an EBITDA of US$48.6 million for Vametco. These figures have subsequently changed to US$19.20/kgV and US$42.3 million, as a result of intercompany costs introduced from January 2019 which should have been eliminated, however they were instead incorrectly capitalised to the cost of inventory. The impact of the adjustment increased the value of cost of sales as well as the reduction in the inventory value of work in progress and finished goods. Vametco's 2019 cash cost guidance remains unchanged at US$18.90/kgV to US$19.50/kgV.

Looking forward, the continued implementation of initiatives identified in the diagnostic review will support Vametco in achieving a steady state production of 3,400 mtVp.a. during 2020.

The Phase III expansion programme, to be undertaken after the above initiatives are completed, will focus on improving kiln availability and increasing kiln and leach recoveries targeting steady state production of 4,200 mtVp.a during 2022.

Health and safety

Health and safety remain a top priority for the Company. I am pleased to report that Vametco recorded 5.376 million Fatality Free Shifts by the end of June 2019.

Employee relations

Good relationships between management, the Company's employees and the local communities in which we operate are an essential part of any successful mining business. The Company is delighted to have successfully completed wages and benefits negotiations with AMCU, which represents approximately 70 per cent of Vametco's workforce. The resulting three year agreement is an important step in bolstering the Company's corporate social responsibility and maintaining operational excellence. Pleasingly, the costs of the agreement do not necessitate a revision to Vametco's 2019 production cost guidance. 

Furthermore, the Company has embarked upon and progressed a number of initiatives, including negotiating an Employee Share Ownership Scheme ("ESOP") which is aimed at closely aligning the interests of Vametco's workforce with its operational targets, as well as an Employees' Financial Wellness Programme. Pending the implementation of the ESOP, expected in 2020, Vametco will pay during 2019 a special ESOP bonus calculated on the same basis as the ESOP payment made for the period 1 July 2018 to 31 December 2018.

Environmental

Bushveld Minerals takes its environmental obligations and responsibilities seriously. Several environmental initiatives underway include construction of a new tailings dam to prevent groundwater contamination, rehabilitation of current tailings dams to eliminate fall-out dust. Furthermore, during the first half of the year, Vametco embarked on the installation of an off-gas scrubber to reduce dust emissions. The Company's environmental objectives are to align the Company's Environmental Management Systems with international standards, including those of the International Finance Corporation and ISO 14001:2015 (an international standard for environmental management systems). The Company is targeting ISO 14001 certification by Q3 2020.

Brits (62.5% ownership)

The Brits Project is located in Portion 3 of the farm Uitvalgrond 431 JQ, near the town of Brits in the North West Province of South Africa and is directly along strike from the Bushveld Vametco Alloys Mine (Bushveld-Vametco). The Company announced a maiden JORC Mineral Resource on 21 June 2019 which incorporated data from the 2018 drilling campaign comprising 26 drill holes over a total of 2,967m of diamond drilling.

Brits has an Indicated and Inferred Resource of 66.8 Mt (100 per cent Gross Basis) at an average grade of 1.58 per cent V₂O₅ in magnetite for 175,400 tonnes of contained vanadium across the three seams. Pleasingly, the Indicated Mineral Resource tonnages account for 67 per cent of the total combined Mineral Resource and stand at 44.9Mt with an average grade of 1.59 per cent V₂O₅ in magnetite for 115,600 tonnes of contained vanadium across the three seams. Brits provides the optionality for additional ore feed for the Vametco plant, and, if required, feed for the Vanchem plant.

Vanchem (conditional acquisition)

Meanwhile, Bushveld's strategy of growing its production platform through targeted brownfield processing assets is also bearing fruit. On 01 May 2019, the Company announced the conditional acquisition of Vanchem, a primary vanadium processing plant that includes three kilns, two ferrovanadium converters. Post completion of a US$45 million refurbishment programme, Vanchem has the potential to produce more than 4,200 mtVp.a. in the form of vanadium pentoxide, vanadium trioxide, vanadium chemicals and ferrovanadium. This acquisition, in addition to Vametco, sets the platform for Bushveld to increase its overall vanadium production to more than 8,400 mtVp.a. with a name plate capacity in excess of 10,000 mtVp.a.

The Company is delighted to have received unconditional approval of the transaction by the Competition Commission of South Africa and now look forward to completing the transaction on 31 October 2019, following the fulfilment of remaining conditions precedent.

As communicated to the market, the Company expects to fund the acquisition from its strong cash position as well as debt facilities that it is in negotiations for.

Mokopane (64% ownership)

Mokopane is one of the world's largest primary vanadium resources, with a 298 Mt JORC compliant resource and a weighted average V₂O₅ grade of 1.41 per cent in-situ and 1.75 per cent in magnetite.

Mokopane is positioned to become a primary source of feedstock for Vanchem, creating a fully integrated vanadium producing business in a shorter time frame and at a lower cost, as opposed to a standalone operation. The Company engaged MSA to undertake a definitive feasibility study in September 2019 for the development of the Mokopane mine. The expedited Mokopane development, as a possible primary feedstock supply to Vanchem, does not remove the optionality of supplying ore to other primary or secondary producers worldwide, and/or to develop Mokopane into an integrated mine and processing plant.

BUSHVELD ENERGY (86% ownership)

This sound, scalable and low cost production base gives Bushveld a solid platform to implement its vertically integrated business model, through the development of a downstream vanadium-based energy storage business, Bushveld Energy. Bushveld Energy was created to establish a significant position for VRFBs in the stationary energy storage industry thereby achieving the twin objectives of a) diversifying and strengthening the vanadium demand profile and b) capturing a compelling commercial opportunity in a multi-billion dollar industry.

During the first half of 2019, Bushveld Energy made significant progress across all its key areas of focus - development of electrolyte production capacity, deployment of its electrolyte rental model, which is expected to play an important role in promoting deployment of VRFBs, development of energy storage mandates and developing a sound partnership model for VRFB assembly/manufacturing.

The Company is encouraged to see greater coverage and a broader and improved understanding by the market of stationary energy storage and the Bushveld Energy business model. Moreover, the combination of the Company's electrolyte rental model and Bushveld's ability to scale up vanadium production will support VRFBs becoming a long-term feature of energy grids globally.

GROWTH STRATEGY

Strategic acquisitions are a key part of the Company's growth plans, as demonstrated by the successful acquisition of Vametco and soon to be completed acquisition of Vanchem.

Following the acquisition of Vanchem, Bushveld's growth strategy will focus on realising the potential of its assets, focusing on production throughput, cost control and realising the downstream opportunities under development through Bushveld Energy. These opportunities will see the Company continue investing across the vanadium supply chain individually or through partnerships.

As previously communicated, the Company's investment proposition remains primarily capital growth on the back of the Company delivering on its ambitious growth targets. The Company is nevertheless confident that when fully implemented, its vertically integrated platform will generate sufficient cash to return some to its shareholders through dividends.

VANADIUM MARKET

The Company believes that the vanadium market fundamentals remain attractive. Demand in steel making is expected to continue growing, notwithstanding a subdued steel market outlook in the medium term. This demand increase is driven by growing intensity of use of vanadium in steel, which is in turn driven largely by new regulations introduced in China. Meanwhile the momentum behind energy storage applications of vanadium continues to grow as the energy transition towards cleaner energy sources takes root.

Vanadium prices have seen a 50 per cent fall during the first half of 2019. The Company  believes that the price fall  has been heavily influenced by largely temporary factors and retains its positive outlook on the vanadium market going forward. These factors include:

China's rebar standard

The new rebar standards introduced in China in November 2018 were expected, when fully complemented, to see an uplift in Chinese vanadium demand of approximately 30 per cent. This uplift has, however, not been realised, mostly due to a lacklustre enforcement regime for the standards which effectively provided a "tolerance window" for the mills in relation to the new standard.  A nation-wide inspection launched in July and expected to be completed in September is anticipated to drive greater compliance with the new standards and in turn support demand growth going forward.

Substitution

Increased niobium imports into China suggest greater substitution of vanadium in rebar when vanadium prices were over US$100/kgV. The majority of the substitution is price elastic. At current vanadium prices the incentive to substitute niobium with ferrovanadium is significantly diminished, as vanadium continues to have several advantages over niobium in steel applications.

Opportunistic producers

Abnormally high vanadium prices such as those seen in November 2018, will always encourage new supply, particularly opportunistic swing supply, such as secondary production or stone coal production in China. Furthermore, the increased global steel production during 2019, and the return of near US$100/t prices for iron ore amid a tight iron ore supply/demand balance as a result of the supply disruptions in Brazil, brought back to life previously marginal magnetite mines from China, increasing vanadium supply via co-production. As steel margins normalise and iron ore market returns to a balance, the Company excepts a reduction in vanadium production from co-producers.

The medium term outlook for supply, however, remains constrained. This outlook is informed by the significant hurdles to greenfield vanadium supply growth, while co-producers capacity is capped resulting in a modest outlook for sustainable new supply growth going forward. 

Outlook

While the medium to long term outlook for vanadium remains positive, the Company's low cost curve position means that it is well positioned to address the recent weakness in commodity prices. Bushveld Minerals' high-grade, long-life and low cost assets put the Company in a strong position throughout the commodity cycle (year to date average ferrovanadium price of US$48.2/kgV[1]). Moreover, the Company's vertical integration strategy provides a natural hedge to vanadium price volatility as well as a diversified revenue stream. The normalisation of the vanadium price is increasing confidence that VRFBs will become a long-term global feature of energy grids.

[1]London Metal Bulletin year to date average as at 20 September 2019.

FINANCIAL PERFORMANCE

In this report, Bushveld Minerals is pleased to report a strong set of financial results for the first half of the year, underpinned by operational improvements and effective cost control initiatives.

The Group generated revenue of US$78.0 million (H1 2018: US$83.7 million), representing a decrease of seven per cent from the prior corresponding period. The lower revenue reflects lower sales volumes.

The Group generated an EBITDA of US$41.0 million (H1 2018: US$42.8 million), representing a decrease of four per cent from the prior corresponding period, however the EBITDA margin was higher at 53 per cent (H1 2018: 51 per cent), as a result of the Group reducing its operating costs at Vametco.

Cash generated by the operating activities of the business was US$34.7 million (H1 2018 US$21.4 million). The investing activities of the business resulted in an outflow of US$11.4 million, with the majority relating to the initial US$6.8 million paid as part of the aggregate cash consideration of US$68 million for the Vanchem acquisition.  The cash and cash equivalent balance for the six months ended 30 June 2019 is US$66.1 million (31 December 2018: US$42.0 million).

ORGANISATIONAL AND ADVISER CHANGES

The Company is pleased to announce the appointment of Peel Hunt LLP as joint corporate broker to the Company with immediate effect. SP Angel Corporate Finance LLP remains the Company's nominated adviser and joint corporate broker, along with BMO Capital Markets Limited, which remains joint corporate broker.

Finally, I would like to make a special mention of Geoff Sproule, Bushveld's long serving finance director, who will be stepping down with effect from 30 September 2019 and will simultaneously resign from the board of directors of the Company.  Geoff has been an integral part of the team that has helped Bushveld Minerals achieve so much since starting out as a junior explorer and rapidly transforming into the significant vanadium player it is now. I wish him all the best.

The Company will be announcing the new finance director this week, the management team and the board strongly believe fulfils all the criteria that Bushveld Minerals requires for the next phase of its growth.

It has been a productive year to date and the Company is steadily executing its strategy to grow its low-cost production base and build up the Bushveld Energy business. I look forward to the second half during which Bushveld Minerals will keep strengthening its position as a leading primary vanadium producer, offering a diverse range of products for the steel, chemicals and energy storage markets.

I thank you for all of your support.

Fortune Mojapelo

 

Consolidated Income Statement

For the six months ended 30 June 2019

			6 Months ended 30 June 2019 (unaudited)			6 Months ended 30 June 2018 (unaudited)		Year ended 31 December 2018 (audited)
			$			$		$
Continuing operations
Revenue			78,001,182			83,744,182		192,089,845
Cost of sales			(22,879,458)			(32,421,693)		(65,273,543)
Gross profit			55,121,724			51,322,489		126,816,302
Other operating income			412,905			4,648,360		7,420,109
Selling and distribution costs			(8,451,397)			(5,168,892)		(10,661,706)
Other mine operating costs			(1,565,719)			(1,098,381)		(2,508,971)
Idle plant costs			(284,266)			(546,623)		(2,688,422)
Administration expenses			(7,687,433)			(6,969,320)		(23,202,234)
Operating profit			37,545,814			42,187,632		95,175,078
Finance income			2,679,963			1,097,335		1,987,333
Finance costs Share based payment economic empowerment transaction Movement in earnout estimate				(1,448,801)                             -             5,912,435		(1,819,397)                                                -		(1,233,406)  (3,232,425) (6,091,514)
Profit before tax			44,689,411			41,465,580		86,605,066
Taxation			(13,877,341)			(12,936,872)		(37,604,907)
Profit after taxation			30,812,070			28,528,709		49,000,159
Attributable to:
Owners of the parent			21,542,145			15,108,930		30,215,509
Non-controlling interests			9,269,925			13,419,779		18,784,650

Profit per ordinary share (note 4)
Basic and diluted profit per share (in cents)	1.92	1.57		2.9

All results relate to continuing activities.

 

Consolidated Statement of Comprehensive Income

For the six months ended 30 June 2019

		6 Months ended 30 June 2019 $		6 Months ended 30 June 2018 $		Year ended 31 December 2018 $
		(unaudited)		(unaudited)		(audited)
Profit for the period / year		30,812,070		28,528,709			49,000,159
Other comprehensive income, net of tax:
Items that may be subsequently reclassified to profit or loss:
Currency translation differences		3,687,039		(10,787,074)			(13,715,270)
Available-for-sale financial assets - net change in fair value Other fair value movements		(2,679) -		- 276,781			659,007 21,796
Total comprehensive income for the period / year		34,496,430		18,018,416			35,965,692
Attributable to:
Owners of the parent		24,267,874		10,648,883			21,941,346
Non-controlling interests		10,228,556		7,369,533			14,024,346
Total comprehensive income for the period / year		34,496,430		18,018,416			35,965,692

 

Consolidated Statement of Financial Position

As at 30 June 2019

Company number: 54506

	Note																				30 June  2019 $			31 December 2018 $
																					(unaudited)			(audited)
Assets
Non-current assets
Intangible assets: exploration and evaluation	5																				60,629,669			57,150,425
Property, plant and equipment	6																				58,647,894			47,881,162
Investment properties																					2,868,332			2,816,007
Deferred tax asset																					3,646,004			3,004,141
Total Non-Current assets																					125,791,899			110,851,735
Current assets
Inventories	7																				24,358,804			17,193,018
Trade and other receivables	8																				17,274,273			32,586,185
Restricted investment																					6,200,384			5,388,953
Income tax receivable																					2,538,283			251,382
Available-for-sale financial assets																					2,308,594			2,311,272
Cash and cash equivalents	9																				66,130,719			42,019,123
Total Current assets																					118,811,057			99,749,933
Total assets																					244,602,956			210,601,668
Equity and liabilities
Share capital	12																				14,921,079			14,921,079
Share premium	12																				101,003,256			101,003,256
Accumulated profit																					42,989,282			21,447,137
Foreign exchange translation reserve																					(4,344,979)			(7,073,387)
Fair value reserve																					(374,158)			(371,479)
Equity attributable to owners of the parent																					154,194,480			129,926,606
Non-controlling interests																					39,941,002			29,712,446
Total Equity																					194,135,482			159,639,052
Non-Current liabilities
Post-retirement medical liability																					2,440,278			2,377,737
Environmental rehabilitation liability																					6,918,762			6,632,60
Deferred consideration																					11,441,175			17,427,512
Borrowings																					-			-
Lease liability - IFRS 16	11																				4,524,958			-
Total Non-Current liabilities																					25,325,173			26,437,856
Current liabilities
Trade and other payables	10																				20,543,207			20,203,795
Provisions																					3,734,243			4,320,965
Leases liability - IFRS 16	11																				864,851			-
Total Current liabilities																					25,142,301			24,524,760
Total Equity and liabilities																					244,602,956			210,601,668

 

Consolidated Statement of Changes in Equity

For the six months ended 30 June 2019                                                                       Attributable to owners of the parent company

	Share capital	Share premium	Accumulated deficit	Warrant reserve	Foreign exchange translation reserve	Fair value reserve	Total	Non- controlling interests	Total equity
	$	$	$	$	$	$	$	$	$
Total equity at 1 January 2018 (audited)	11,817,573	69,222,661	(13,121,418)	2,113,866	1,881,579	(1,052,282)	70,861,979	36,371,168	107,233,147
Profit for the period	-	-	15,108,93	-	-	-	15,108,930	13,419,779	28,528,709
Other comprehensive income:
Fair value movements on investments						276,782	276,782		276,782
Currency translation differences	-	-	-	-	(4,736,828)	-	(4,736,828)	(6,050,246)	(10,787,074)
Total comprehensive income for the period	-	-	15,108,930	-	(4,736,828)	276,782	10,648,883	7,369,533	18,081,416
Transactions with owners:
Grant of warrants	-	-	-	849,220	-	-	849,220	-	849,220
Issue of shares	2,700,150	23,714,999	-	-	-	-	26,415,149	-	26,415,149
Share issue expenses	-	(1,080,161)	-	-	-	-	(1,080,161)	-	(1,080,161)
Non-controlling interest	-	-	-	-	-	-	-	-	-
Total equity at 30 June 2018 (unaudited)	14,517,723	91,857,499	1,987,512	2,963,086	(2,855,249)	(775,500)	107,695,071	43,740,701	151,435,771
Profit for the period	-	-	15,106,579	-	-	-	15,106,579	5,364,871	20,471,450
Other comprehensive income:
Fair value movement on investments	-	-	-	-	-	404,021	404,021	-	404,021
Currency translation differences	-	-	-	-	(4,218,138)	-	(4,218,138)	1,289,942	(2,928,196)
Total comprehensive income for the period	-	-	15,106,579	-	(4,218,138)	404,021	11,292,463	6,654,813	17,947,276
Transactions with owners:			-	-	-	-	-	-	-
Grant of warrants	-	-	-	(849,220)	-	-	(849,220)	-	(849,220)
Exercise of warrants	547,453	4,232,445	-	-	-	-	4,779,898	-	4,779,898
Issue of shares	(144,097)	4,913,312	-	-	-	-	4,769,215	-	4,769,215
Reserve transfer	-	-	2,113,866	(2,113,866)	-	-	-	-	-
Change in non-controlling interest	-	-	2,239,180	-	-	-	2,239,180	(19,739,180)	(17,500,000)
Dividends paid to non-controlling interest	-	-	-	-	-	-	-	(943,888)	(943,888)
Total equity at 31 December 2018 (audited)	14,921,079	101,003,256	21,447,137	-	(7,073,387)	(371,479)	129,926,606	29,712,446	159,639,052
Profit for the period	-	-	21,542,145	-	-	-	21,542,145	9,269,925	30,812,070
Other comprehensive income:
Fair value movement on investments	-	-	-	-	-	(2,679)	(2,679)	-	(2,679)
Currency translation differences	-	-	-	-	2,728,407	-	2,728,407	958,630	3,687,037
Total comprehensive income for the period	-	-	21,542,145	-	2,728,407	(2,679)	24,267,873	10,228,556	34,496,429
Transactions with owners:
Issue of shares	-	-	-	-	-	-	-	-	-
Share issue costs	-	-	-	-	-	-	-	-	-
Non-controlling interest	-	-	-	-	-	-	-	-	-
Total equity at 30 June 2019 (unaudited)	14,921,079	101,003,256	42,989,282	-	(4,344,979)	(374,158)	154,194,480	39,941,002	194,135,482

Consolidated Statement of Cash Flows

For the six months ended 30 June 2019

						6 Months ended 30 June 2019 $					6 Months ended 30 June 2018 $				Year ended 31 December 2018 $
						(unaudited)					(unaudited)				(audited)
Profit before taxation							44,689,412						41,465,580				86,605,066
Adjustments for:
Depreciation property, plant and equipment									3,483,155				624,093				6,039,339
Fair value economic empowerment transaction									-				-				3,232,425
Movement in earnout estimate									(5,912,435)				-				6,091,514
Finance income									(2,679,963)				(1,097,335)				(1,987,333)
Finance costs									1,448,801				1,819,387				1,233,406
Changes in working capital									4,803,162				(8,457,041)				(25,350,569)
Income taxes paid									(11,147,542)				(12,936,871)				(30,923,733)
Net cash generated from operating activities									34,684,591				21,417,813				44,940,115
Cash flows from investing activities
Finance income									2,679,963				1,097,335				1,987,333
Purchase of exploration and evaluation assets									(895,402)				(20,567)				(1,553,219)
Purchase of property, plant and equipment									(5,807,169)				(6,055,346)				(11,205,702)
Acquisition of non-controlling interest									-				-				(17,500,000)
Payment of Deferred Consideration									(600,000)				-				-
Payment in advance for acquisition of Vanchem									(6,800,000)				-				-
Net cash (used in)/generated from investing activities									(11,422,608)				(4,978,578)				(28,271,588)
Cash flows from financing activities
Finance costs									(1,448,801)				(1,819,387)				-
Lease payments									(305,688)				-				-
Net proceeds of capital raise									-				20,615,493				19,006,177
Net proceeds from issue of shares and warrants									-				1,578,851				4,139,825
Net repayments of other borrowings									-				(6,902,380)				(6,907,035)
Net cash (used in)/generated from financing activities									(1,754,489)				13,472,577				16,238,967
Net increase in cash and cash equivalents									21,507,494				29,911,812				32,907,494
Cash and cash equivalents at the beginning of the period									42,019,123				9,739,632				9,739,632
Effect of foreign exchange rates								2,604,102					(4,333 831)				(628,003)
Cash and cash equivalents at end of the period								66,130,719					35,317,613				42,019,123

1.         Corporate information and principal activities

Bushveld Minerals Limited ("Bushveld") was incorporated and domiciled in Guernsey on 5 January 2012 and admitted to the AIM market in London on 26 March 2012. 

The company's reporting date is 31 December. These unaudited interim financial statements are for the six months ended 30 June 2019 with comparatives to 30 June 2018.  The twelve months to 31 December 2018 are audited.

2.         Basis of preparation

The results presented in this report are unaudited and they have been prepared in accordance with the recognition and measurement principles of International Financial Reporting Standards ('IFRS") as adopted by the EU that are expected to be applicable to the next set of financial statements and on the basis of the accounting policies to be used in those financial statements.

The interim financial information does not include all of the information required for full annual financial statements and accordingly, whilst the interim financial information has been prepared in accordance with the recognition and measurement principles of IFRS, it cannot be construed as being in full compliance with IFRS. The financial information contained in this announcement does not constitute statutory accounts as defined by the Companies (Guernsey) Law 2008.

On the instructions of the directors, the Group's auditor has performed specific procedures in accordance with International Standard on Related Services ('ISRS') 4400 'Engagements to Perform Agreed-upon Procedures Regarding Financial Information', on the financial information, solely for the purpose of providing a report of factual findings in respect of the financial information to the directors.  The specific procedures performed do not constitute either an audit or a review.

The audited financial information for the period ended 31 December 2018 is based on the statutory accounts for the financial period ended 31 December 2018 The auditors reported on those accounts: their report was unqualified and did not contain statements where the auditor is required to report by exception.

IFRS 16 has been adopted in the interim financial statements and the impact is disclosed in note 11.

3.         Use of estimates and judgements

In the application of the group's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates In particular, information about significant areas of estimation uncertainty considered by management in preparing the financial statements is described below:

i.      Decommissioning and rehabilitation obligations

Estimating the future costs of environmental and rehabilitation obligations is complex and requires management to make estimates and judgements as most of the obligations will be fulfilled in the future and contracts and laws are often not clear regarding what is required. The resulting provisions are further influenced by changing technologies, political, environmental, safety, business and statutory considerations.

ii.    Asset lives and residual values

Property, plant and equipment are depreciated over its useful life taking into account residual values, where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors. In reassessing asset lives, factors such as technological innovation, product life cycles and maintenance programmes are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and projected disposal values.

iii.   Post-retirement employee benefits

Post-retirement medical aid liabilities are provided for certain existing employees. Actuarial valuations are based on assumptions which include employee turnover, mortality rates, the discount rate, health care inflation costs and rates of increase in costs.

iv.   Surface rights liabilities

The group has provided for surface lease costs that would accrue to the owners of the land on which the mine is built. The quantum of the amounts due post implementation of the MPRDA and the granting of the new order mining right to the group is somewhat uncertain and need to be negotiated with such owners. The group has conservatively accrued for possible costs in this regard, but the actual obligation may be materially different when negotiations with the relevant parties are completed.

v.     Revaluation of investment properties

The group carries its residential investment properties at fair value. The group engaged an independent valuation specialist to assess the fair value as at 31 December 2018 for residential properties. For residential properties, it measures land and buildings at revalued amounts with changes in fair value being recognised in other comprehensive income. Land and buildings were valued by reference to market-based evidence, using comparable prices adjusted for specific market factors such as nature, location and condition of the property.

vi.   Impairment of exploration and evaluation assets

Determining whether an exploration and evaluation asset is impaired requires an assessment of whether there are any indicators of impairment, including by reference to specific impairment indicators prescribed in IFRS 6 - Exploration for and Evaluation of Mineral Resources.  If there is any indication of potential impairment, an impairment test is required based on value in use of the asset. The valuation of intangible exploration assets is dependent upon the discovery of economically recoverable deposits which, in turn, is dependent on future iron ore and tin prices, future capital expenditures and environmental and regulatory restrictions. The directors have concluded that there are no indications of impairment in respect of the carrying value of intangible assets at 30 June 2019 based on planned future development of the projects and current and forecast commodity prices. 

4.      Profit/Loss per share

From continuing operations

The calculation of a basic profit per share of 1.92 cents (year ended 31 December 2018: 2.9 cents), is calculated using the total profit for the six months attributable to the owners of the company of $21,542,145 (year ended 31 December 2018: $30,215,509) and the weighted average number of shares in issue during the six months of 1,119,727,953 (June 2018: 1,043,907,922). The dilutive effect of other shares in issue would be immaterial to the profit per share.

 

5.      Intangible exploration and evaluation assets

	Vanadium and Iron ore $		Coal $	Total $
As at 1 January 2018	60,862,691		-	60,862,691
Exchange differences	(5,265,485)		-	(5,265,485)
Additions	41,861		1,511,358	1,553,219
As at 31 December 2018 (audited)	55,639,067	1,511,358		57,150,425
Additions to at June 2019	741,867	153,535		895,402
Exchange differences	2,583,842	-		2,583,842
As at 30 June 2019 (unaudited)	58,964,776	1,664,893		60,629,669

Vanadium and iron ore

The Company's subsidiary, Bushveld Resources Limited has a 64% interest in Pamish Investment
No 39 (Proprietary) Limited ("Pamish") which holds an interest in Prospecting right 95 ("Pamish 39"). Bushveld Resources Limited also has a 68.5% interest in Amaraka Investment No 85 (Proprietary) Limited ("Amaraka") which holds an interest in Prospecting right 438 ("Amaraka 85").

Under the agreements to acquire the licences within Bushveld Resources, the group is required to fully fund the exploration activities up to the issue of the corresponding mining licences.  As the non-controlling interest party retains their equity interest, the funding of their interest is accounted as deemed purchase consideration and is included in the additions in the year to exploration activities.  A corresponding increase is credited to non-controlling interest.

Brits Vanadium Project

The Company is in a process to secure regulatory approval in terms of section 11 of the Mineral and Petroleum Resources Development Act (MPRDA) for change of control in respect of the acquired Sable Metals & Mining Ltd subsidiaries. Following approval, Bushveld Minerals will commence with activities to delineate the shallow resource on the Uitvalgrond farm portion.

·      NW 30/5/1/1/2/11069 PR - held through Great Line 1 (Pty) Ltd

·      NW 30/5/1/1/2/11124 PR - held through Great Line 1 (Pty) Ltd

·      GP 30/5/1/1/02/10142 PR - held through Gemsbok Magnetite (Pty) Ltd

Coal

Coal Exploration licences have been issued to Coal Mining Madagascar SARL a 99% subsidiary of Lemur Investments Limited.

The exploration is in South West Madagascar covering 11 concession blocks in the Imaloto Coal basin known as the Imaloto Coal Project and Extension.

6.   Property, plant and equipment

	Buildings and other improvements	Plant and machinery	Motor vehicles furniture and equipment	Decommissioning assets	Assets under construction	Right of use assets	Total
	$	$	$	$	$	$	$
Cost at 1 January 2018	610,789	42,147,393	28,670	1,507,013	934,379	-	45,228,234
Disposals	-	(1,180,001)	(30,017)	-	-	-	(1,210,018)
Additions	-	-	-	271,518	10,934,184	-	11,205,702
Asset under construction capitalised	730,388	3,310,376	246,498	-	(4,287,262)	-	-
Exchange differences	(82,128)	(1,398,908)	(3,856)	(202,636)	(125,639)	-	(1,813,167)
At 31 December 2018 (audited)	1,259,049	42,878,860	241,295	1,575,895	7,455,662	-	53,410,751
Additions to 30 June 2019	-	26,991	65,056	-	5,715,122	5,396,776	11,203,944
Disposals	-	-	(1,337)	-	-	-	(1,337)
Assets under construction capitalised	-	-	-	-	-	-	-
Exchange differences	64,761	2,205,544	12,411	81,059	384,773	298,721	3,047,270
At 30 June 2019 (unaudited)	1,323,810	45,111,395	317,425	1,656,954	13,555,557	5,695,497	67,660,638
Depreciation 1 January 2018	-	809,055	-	-	-	-	809,055
Depreciation charge for the year	237,758	5,508,585	209,890	83,106	-	-	6,039,339
Disposals	-	(1,180,001)	(30,017)	-	-	-	(1,210,018)
Exchange differences	-	(108,787)	-	-	-	-	(108,787)
At 31 December 2018 (audited)	237,758	5,028,852	179,873	83,106	-	-	5,529,589
Charge for the six months to 30 June 2019	282,011	2,842,373	53,083	-	-	305,688	3,483,155
Exchange differences	-	-	-	-	-	-	-
At 30 June 2019 (unaudited)	519,769	7,871,225	232,956	83,106	-	305,688	9,012,744
Net book value 31 December 2018 (audited)	1,021,291	37,850,008	61,422	1,492,789	7,455,662	-	47,881,162
Net book value 30 June 2019 (unaudited)	804,041	37,240,170	84,469	1,573,848	13,555,557	5,389,809	58,647,894

7.         Inventories

				30 June 2019 $				31 December 2018 $
				Unaudited				Audited
Finished goods					11,617,574				6,094,274
Work in progress					6,149,775				4,489,189
Raw materials					1,888,247				2,157,296
Consumable stores					4,703,208				4,452,259
Inventories				24,358,804				17,193,018

The amount of write-down of inventories due to net realisable value provision requirement is nil.

8.   Trade and other receivables

				30 June 2019 $			31 December 2018 $
					Unaudited			Audited
Trade receivables					7,971,371			27,454,540
Other receivables					9,302,902			5,131,645
Trade and other receivables				17,274,273			32,586,185

 

Trade receivables are non-interest bearing and are generally on 15 - 90-day terms. At 30 June 2019 the group had one customer which accounted for approximately 90% of trade receivables.

The directors consider that the carrying amount of trade and other receivables approximates to their fair value due to their short-term nature. As at the year end, no receivables are past their due date, hence no allowance for doubtful receivables is provided on the basis that expected credit losses are nil

 

9.             Cash and cash equivalents

				30 June 2019 $			31 December 2018 $
				(unaudited)			(audited)
Cash at hand and in bank					66,130,719			42,019,123

Cash and cash equivalents (which are presented as a single class of assets on the face of the Statement of Financial Position) comprise cash at bank and other short-term highly liquid investments with an original maturity of three months or less.  The directors consider that the carrying amount of cash and cash equivalents approximates their fair value. 

10.       Trade and other payables

					30 June 2019 $			31 December 2018 $
					(unaudited)			(audited)
	Trade payables					19,903,313			12,140,084
	Accruals					639,894			8,063,711
					20,543,207			20,203,795

Trade and other payables principally comprise amounts outstanding for trade purchases and on-going costs. The average credit year taken for trade purchases is 30 days.

11.       IFRS 16 - Leases

The Group has applied IFRS 16 for the first time in the period.  IFRS 16 introduces new or amended requirements with respect to lease accounting. It introduces significant changes to lessee accounting by removing the distinction between operating and finance leases and requiring the recognition of a right-of-use asset and a lease liability at the lease commencement for all leases, except for short-term leases and leases of low value assets. 

This note explains the impact of the adoption of IFRS 16 'Leases' on the Group's condensed consolidated interim report and discloses the new accounting policies that have been applied from 1 January 2019. The Group has adopted IFRS 16 using the modified retrospective approach from 1 January 2019 and has not restated comparatives for the 2018 reporting period, as permitted under the specific transitional provisions in the standard. The reclassifications and adjustments arising from the new leasing rules are therefore recognised in the opening balance sheet on 1 January 2019.

Applying IFRS 16, for all leases (except as noted below), the Group: 

a) recognises right-of-use assets and lease liabilities in the Statement of Financial Position, initially measured at the present value of future lease payments;

b) recognises depreciation of right-of-use assets and interest on lease liabilities in the Income Statement; and

c) separates the total amount of cash paid into a principal portion (presented within financing activities) and interest (presented within operating activities) in the Statement of Cash Flows.

Lease incentives (e.g. free rent period) are recognised as part of the measurement of the right-of-use assets and lease liabilities whereas under IAS 17 they resulted in the recognition of a lease incentive liability, amortised as a reduction of rental expense on a straight-line basis. Under IFRS 16, right-of-use assets are tested for impairment in accordance with IAS 36 Impairment of Assets. This replaces the previous requirement to recognise a provision for onerous lease contracts. For short‑term leases (lease term of 12 months or less) and leases of low-value assets (such as personal computers and office furniture), the Group has opted to recognise a lease expense on a straight-line basis as permitted by IFRS 16. This expense is presented within net operating expenses in the Income Statement. 

The Group assesses whether a contract is or contains a lease, at inception of a contract. The Group recognises a right-of-use asset and a corresponding lease liability with respect to all lease agreements in which it is the lessee, except for short-term leases (defined as leases with a lease term of 12 months or less) and leases of low value assets. For these leases, the Group recognises the lease payments as an operating expense on a straight-line basis over the term of the lease unless another systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed. 

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted by using the rate implicit in the lease. If this rate cannot be readily determined, the Group uses its incremental borrowing rate. 

Lease payments included in the measurement of the lease liability comprise:

• fixed lease payments (including in-substance fixed payments), less any lease incentives;

• variable lease payments that depend on an index or rate, initially measured using the index or rate at the commencement date;

• the amount expected to be payable by the lessee under residual value guarantees;

• the exercise price of purchase options, if the lessee is reasonably certain to exercise the options; and

• payments of penalties for terminating the lease, if the lease term reflects the exercise of an option to terminate the lease.

The lease liability is presented as a separate line in the Statement of Financial Position. The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability (using the effective interest method) and by reducing the carrying amount to reflect the lease payments made.

The Group remeasures the lease liability (and makes a corresponding adjustment to the related right-of-use asset) whenever:

 • the lease term has changed or there is a change in the assessment of exercise of a purchase option, in which case the lease liability is remeasured by discounting the revised lease payments using a revised discount rate.

• the lease payments change due to changes in an index or rate or a change in expected payment under a guaranteed residual value, in which cases the lease liability is remeasured by discounting the revised lease payments using the initial discount rate (unless the lease payments change is due to a change in a floating interest rate, in which case a revised discount rate is used).

• a lease contract is modified and the lease modification is not accounted for as a separate lease, in which case the lease liability is remeasured by discounting the revised lease payments using a revised discount rate.

The Group did not make any such adjustments during the periods presented. 

The right-of-use assets comprise the initial measurement of the corresponding lease liability, lease payments made at or before the commencement day and any initial direct costs.

They are subsequently measured at cost less accumulated depreciation and impairment losses.

Whenever the Group incurs an obligation for costs to dismantle and remove a leased asset, restore the site on which it is located or restore the underlying asset to the condition required by the terms and conditions of the lease, a provision is recognised and measured under IAS 37. The costs are included in the related right-of-use asset, unless those costs are incurred to produce inventories.

Right-of-use assets are depreciated over the shorter period of lease term and useful life of the underlying asset. If a lease transfers ownership of the underlying asset or the cost of the right-of-use asset reflects that the Group expects to exercise a purchase option, the related right-of-use asset is depreciated over the useful life of the underlying asset. The depreciation starts at the commencement date of the lease. The right-of-use assets are presented as a separate line in the Statement of Financial Position. The Group applies IAS 36 Impairment of Assets to determine whether a right-of-use asset is impaired and accounts for any identified impairment loss. 

A reconciliation of total operating lease commitments to the IFRS 16 lease liability at 30 June 2019 is as follows:

                                                                                                                                                                       $

Operating lease commitments disclosed at 31 December 2018                                       10,709,178

Less: short term leases recognised on a straight-line basis as expense                                (191,010)

Less: discount effect using incremental borrowing rate                                                      (5,121,392)

Lease liability recognised at 1 January 2019                                                                          5,396,776

Of which: 

Current lease liabilities                                                                                                                   724,944

Non-current lease liabilities                                                                                                         4,671,832

Total                                                                                                                                              5,396,776

In addition to the recognition of right-of-use assets, lease liabilities and adjustments to net operating expenses for operating lease costs and depreciation coupled with adjustments to finance expenses and have been remeasured under the new standard.

12.          Share capital and share premium

	Share Number	Share Capital $	Share premium $	Total share capital and premium $
Balance brought down 1 January 2018 (Audited)	875,894,905	11,817,573	69,222,661	81,040,234
Conversion of convertible bonds	32,499,147	413,649	2,991,090	3,404,739
Warrants exercised	33,737,419	429,409	3,710,416	4,139,825
Shares issued	152,749,172	1,944,191	18,080,981	20,025,172
Shares issued to directors and staff	24,847,310	316,257	8,017,103	8,333,360
Share issue expenses	-	-	(1,018,995)	(1,018,995)
Balance at 31 December 2018 (Audited)	1,119,727,953	14,921,079	101,003,256	115,924,335

Balance brought down 1 January 2019 (Audited)		1,119,727,953	14,921,079		101,003,256		115,924,335
Balance at 30 June 2019 (unaudited)		1,119,727,953	14,921,079		101,003,256		115,924,335

The Board may, subject to Guernsey Law, issue shares or grant rights to subscribe for or convert securities into shares. It may issue different classes of shares ranking equally with existing shares.  It may convert all or any classes of shares into redeemable shares. The Company may also hold treasury shares in accordance with the law. Dividends may be paid in proportion to the amount paid up on each class of shares.

As at the 30 June 2019 the Company owns 670,000 (31 December 2018: 670,000) treasury shares with a nominal value of 1 penny.

13.           Events after the reporting period

On 1 May 2019, Bushveld announced a conditional agreement to acquire the primary vanadium processing assets of Vanchem Vanadium plant, the ferrovanadium production business of SAJV as a going concern, and a 100 per cent of the outstanding shares of Ivanti Resources (Pty) Limited, a subsidiary of Duferco Participations Holding S.A, (collectively "Vanchem").

On 28 August 2019, it received approval from the Competition Commission of South Africa to acquire the Vanchem assets, without conditions. The transaction remains on track to be completed on 31 October 2019 and we expect the outstanding conditions precedent, being the cession of specific commercial agreements and South African Reserve Bank approval, to be satisfied.

 

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IR EASNEDDENEEF