Final Results
Kenmare Resources PLC
30 April 2003
KENMARE RESOURCES PLC ('KENMARE' OR 'THE COMPANY')
Kenmare Preliminary Results
For the year ended 31st December 2002
Chairman's Statement
Dear Shareholder,
Since the publication of the 2001 Annual Report and Accounts, we have been
working on the development of a funding package for the Moma Titanium Minerals
Project and the appointment of a contractor to build it. We have also signed
three off-take agreements and continue to work on penetrating the titanium
minerals market.
Project Construction Contract
In September 2002, Kenmare initiated an Invitation to Bid process for the
contract to build the project. Responses were received from three groups at the
end of November. In consultation with the Lender Group, it was decided in
December that Fluor Corporation would be awarded the contract to perform a
delineation phase. During this time they would perform further definition work,
go out to subcontractors, and reach a definitive cost number for the
construction, commissioning and hand over of the mine. The definition work, due
to be complete on 31 March, has taken longer than expected. Fluor has since
requested an additional two months in order to complete this phase.
Presently subcontractor packages are being put together, potential
subcontractors are being interviewed and the packages are being distributed for
competitive tender. Any tendering situation has a degree of inherent uncertainty
until complete, but our interviews suggest that there is a strong interest in
the work from subcontractors.
Moma Project Implementation Director
Kenmare appointed Frank Murray as Moma Project Implementation Director in August
2002. Frank has worked in project implementation for many years and has
completed several successful projects. His latest major implementation position
was the Project Implementation Director for the Collahuasi Copper Project in
Chile. This is a Joint Venture between Anglo American and Falconbridge and, when
first built, was the largest greenfield mine development ever. Frank has a small
team of people supplied principally from Aker Kvaerner, our Client Engineering
firm, who work with him in Fluor's office in Johannesburg to liaise with Fluor
and ensure their activities are focused. As we move into the construction phase,
the size of this team will be increased.
Marketing
As a precondition to first project loan disbursement, we need to have arranged
advance sales of product covering a significant portion of the annual revenues
from the mine. This process started with the signing of a major ilmenite
contract in May 2002. Since the last Annual Report we have added two zircon
contracts covering 100% of the zircon output and a rutile contract covering
approximately 40% of the rutile output. A further off-take contract is under
negotiation, which will add a significant additional tranche of ilmenite and
rutile sales.
Power Supply Agreement
A Power Supply Agreement with the Mozambican State-owned utility, Electricidade
de Mocambique, was signed in January covering the provision of low cost,
hydro-electrically generated power to the project from the commencement of
production. The Agreement, covering a 20 year period, sets out the terms and
conditions for the provision of this power and ensures that the project will pay
a highly competitive tariff for the power supplied.
Environmental Licence Awarded
The Environmental Licence for the project, which includes the licence over the
power transmission line, was issued on 19 March 2003. Licence approval by the
Department of the Environment in Mozambique comes after an extensive review
process and consultation with the public and stakeholders, whose input was
incorporated into the final recommendations. An Environmental Impact Assessment
and Environmental Management Plan for the project have been prepared to World
Bank Standards and Kenmare is working closely with the Government of Mozambique
and the local communities at the project area to ensure the development of the
Moma mine will meet these high environmental standards. A temporary water use
licence has been granted; this will be converted into a long-term licence.
Project Financing
Certain members of the Lender Group are constrained by their charters to lend
only to African entities. The project companies, which were party to the
regulatory agreements with the Government of Mozambique, are based in Jersey.
Hence, we have incorporated new companies to facilitate lender requirements and
transfer the agreements to them. Mauritius was chosen as a base as it was judged
to have the most appropriate legal framework for financing in Africa. The
Council of Ministers of Mozambique approved the transfer of the Implementation
Agreement on 11 March 2003. This document defines the rights and obligations of
the Industrial Free Zone in which the project's mineral processing operates. The
transfer of the Mineral Licensing Agreement has also been completed.
The Lender Group appointed an independent engineering company, SRK Engineering,
who have performed a due diligence process on the engineering work and costing
previously performed on the project. Their final report issued in January states
that the project is well engineered, will produce the volume of products
predicted and should have a capital cost close to the number anticipated. The
Lender Group also appointed an independent industry expert firm, IBMA Inc., to
report on Moma's strategic position in the industry and on the likelihood that
we will sell our product at the predicted prices. IBMA concluded that Moma would
have the lowest operating cost of any potential entrant to the industry and
lower operating costs than any existing producers with the exception of Richards
Bay Minerals. Their report shows that there would be a deficit of supply of our
products and that our price expectations were realistic.
After several major plenary sessions and a site visit by the whole Lender Group,
substantial agreement on the terms of a project financing package have been
achieved between Kenmare and its advisors (N. M. Rothschild & Sons Ltd. and
lawyers Sullivan & Cromwell) and the Lender Group and its advisors. A term sheet
has been negotiated and is being considered by each of the lending institutions.
Satisfactory outcomes of the marketing and contractor processes are now the key
factors in moving the funding process to closure.
Kenmare accounts for the year ended 31 December 2002 show a profit of US$968,520
arising mainly from foreign exchange gains and deposit interest income.
Charles Carvill
Chairman
For more information:
Kenmare Resources plc Tel: + 353 1 671 0411
Tony McCluskey, Financial Director Mob: + 353 87 6740346
Binns & Co PR Ltd Tel: + 44 207 786 9600
Paul McManus Mob: + 44 7980 541 893
Murray Consultants Tel: + 353 1 498 0339
Tom Byrne
www.kenmareresources.com
30 April, 2003
CONSOLIDATED PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31st DECEMBER 2002
2002 2001
US$ US$
Turnover - -
========== ==========
Operating Income/(Expenses) 707,037 (983,638)
---------- ----------
Operating Profit/(Loss) 707,037 (983,638)
Interest Receivable 261,483 110,806
---------- ----------
Profit/(Loss) On Ordinary Activities Before 968,520 (872,832)
Taxation
Taxation - -
---------- ----------
Profit/(Loss) On Ordinary Activities After 968,520 (872,832)
Taxation ========== ==========
Earnings/(Loss) per share: Basic 0.41c (0.47c)
========== ==========
Earnings/(Loss) per share: Diluted 0.36c (0.47c)
========== ==========
CONSOLIDATED BALANCE SHEET
AS AT 31st DECEMBER 2002
Notes 2002 2001
US$ US$
FIXED ASSETS
Mineral Interests 4 18,618,309 11,137,129
Tangible Assets 5 41,630,810 41,639,177
--------- --------
60,249,119 52,776,306
--------- --------
CURRENT ASSETS
Debtors 95,473 76,826
Cash at Bank and In Hand 8,040,751 1,239,530
--------- --------
8,136,224 1,316,356
CREDITORS:
Amounts falling due within one (1,453,021) (1,484,230)
year --------- --------
NET CURRENT ASSETS/(LIABILITIES) 6,683,203 (167,874)
--------- --------
TOTAL ASSETS LESS CURRENT 66,932,322 52,608,432
LIABILITIES
CREDITORS:
Amounts falling due after one year (1,431,903) (1,379,571)
PROVISION FOR LIABILITIES AND (2,826,000) (1,275,510)
CHARGES --------- --------
62,674,419 49,953,351
========= ========
CAPITAL AND RESERVES
Called Up Share Capital 24,556,528 20,684,504
Share Premium Account 25,592,896 16,303,622
Profit and Loss Account - (Deficit) (22,012,278) (22,980,798)
Revaluation Reserve 30,141,002 31,549,752
Other Reserve 3,642,080 3,642,080
Capital Conversion Reserve Fund 754,191 754,191
--------- --------
Shareholders' Funds 62,674,419 49,953,351
========= ========
GROUP CASH FLOW STATEMENT
FOR THE YEAR ENDED 31st DECEMBER 2002
Notes 2002 2001
US$ US$
Net cash inflow/(outflow) from 6 1,948,541 (63,175)
operating activities -------- --------
Returns on Investments & Servicing of
Finance
Interest received 261,483 110,806
Net cash inflow from Returns on
Investment & -------- --------
Servicing of Finance 261,483 110,806
-------- --------
Capital expenditure & financial
investment
Addition of Mineral Interests (7,583,927) (3,502,168)
Net cash outflow from capital
expenditure & -------- --------
financial investment (7,583,927) (3,502,168)
-------- --------
Net cash outflow before use of liquid (5,373,903) (3,454,537)
resources & financing -------- --------
Financing
Issue of Ordinary Share Capital 14,530,686 5,409,437
Cost of share issues (1,369,388) (397,304)
Finance Lease (15,690) (15,405)
Debt due within one year (1,027,945) (2,022,213)
Debt due beyond a year 57,461 323,441
-------- --------
Net cash inflow from financing 12,175,124 3,297,956
-------- --------
Increase/(Decrease) in cash 6,801,221 (156,581)
======== ========
STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES
FOR THE YEAR ENDED 31ST DECEMBER 2002
Notes 2002 2001
US$ US$
Income (Loss) attributable to Group 968,520 (872,832)
shareholders
Movement in Revaluation Reserve (1,408,750) -
Currency Translation Movement - 2,913,385
-------- --------
Total Recognised (Losses) and Gains for (440,230) 2,040,553
the year ======== ========
RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS
FOR THE YEAR ENDED 31st DECEMBER 2002
2002 2001
US$ US$
Total Recognised (Losses) and Gains for the (440,230) 2,040,553
year
Issue of Shares 3,872,024 1,146,812
Share premium, net of costs 9,289,274 3,865,322
---------- ----------
Net change in Shareholders' funds 12,721,068 7,052,687
Opening Shareholders' funds 49,953,351 42,900,664
---------- ----------
Closing Shareholders' funds 62,674,419 49,953,351
========== ==========
Note 1. Basis of Accounting
The preliminary accounts have been prepared under the historical cost
convention, as modified by the revaluation of certain fixed assets, and in
accordance with the accounting policies set out on page 23 of the 2001 Annual
Report and Accounts save that the Directors have changed the reporting currency
of the group to US Dollar as they view this as being the functional currency of
the group.
Note 2. Basis of Preparation
The financial information presented above does not constitute statutory accounts
within the meaning of the Companies Acts, 1963 to 2001. An audit report has not
yet been issued on the accounts for the year ended 31st December 2002, nor have
they been delivered to the Registrar of Companies. The comparative financial
information for the year ended 31st December 2001 has been derived from the
statutory accounts for the year and converted into US Dollars using the exchange
rate at 1 January 2002. Those statutory accounts, upon which the auditors have
issued an unqualified opinion, have been filed with the Registrar of Companies.
Note 3. Earnings and Fully Diluted Earnings Per Share
The calculation of the earnings and fully diluted earnings per share is based on
the profit after taxation of US$968,520 (2001: Loss US$872,832) and the weighted
average number of shares in issue during 2002 of 238,468,595 (2001 - 187,405,370
shares).
The calculation of fully diluted earnings per share is based on the profit for
the period after taxation as for basic earnings per share. The number of shares
is adjusted to show the potential dilution if share options and share warrants
are converted into ordinary shares. The weighted average number of shares in
issue is increased to 267,046,911. For the 2001 comparatives, the fully diluted
earnings per share and the basic earnings per share figures are the same as a
loss was made during this period.
Note 4. Mineral Interests
The recovery of deferred development expenditure is dependent upon the
successful development of economic ore reserves, which in turn depends on the
availability of adequate funding from a joint venture party or other source. The
Directors are satisfied that deferred expenditure is worth not less than cost
less any amounts written off and that the exploration projects have the
potential to achieve mine production and positive cash flows.
Note 5. Tangible Assets
Tangible Assets are stated at cost or valuation less accumulated depreciation.
GRD Minproc Limited, an independent Australian engineering group, has appraised
the Mining and Processing Plant on a depreciated replacement cost basis of
valuation as at 30 June 2000. An inspection of the Mining and Processing Plant
was carried out by GRD Minproc Limited in March 2002 concluding that no material
alteration to the plants had taken place. Confirmation of the existence of the
Processing Plant and the Mining Plant at the year end has been provided by Aker
Kvaerner, an international engineering group. The recovery of the plant
valuation is dependent upon the successful development of the Moma Titanium
Minerals Project, which in turn depends on the availability of adequate funding
being made available. The historical cost net book value of these assets at 31
December 2002 is US$8,118,204. The surplus arising on revaluation amounts to
US$31,549,752.
Note 6. Reconciliation of Operating Loss to Net Cashflow from Operating Loss to
Net Cashflow from Operating Activities
2002 2001
US$ US$
OPERATING ACTIVITIES
Operating Income (Loss) 707,037 (983,638)
Depreciation 8,367 11,508
Increase in Debtors (18,647) (20,922)
Increase /(Decrease) in operating creditors 1,007,297 (127,459)
Increase/(Decrease) in Provision for 1,550,490 (36,911)
Liabilities & Charges
Impairment/Write off of Minerals Interests 102,747 1,170,848
Decrease in Revaluation Reserve (1,408,750) -
Exchange (Gain) on translation of Fixed - (2,989,986)
Assets
Exchange Loss on translation of Revaluation - 788,346
Reserve
Exchange Loss on translation of Subsidiaries - 2,125,039
------- ---------
Net Cash Flow from Operating Activities 1,948,541 (63,175)
======= =========
Note 7. Analysis of Net Debt
At 1 Jan 2002 Cash Flow At 31 Dec 2002
US$ US$ US$
Cash at Bank and in hand 1,239,530 6,801,221 8,040,751
Debt due after 1 year (1,374,442) (57,461) (1,431,903)
Debt due within 1 year (1,126,562) 1,027,945 (98,617)
--------- ------- ----------
(1,261,474) 7,771,705 6,510,231
========= ======= ==========
Note 8. Reconciliation of Net Cashflow to Movement in Net Debt
2002 2001
US$ US$
Increase/(Decrease) in cash during the year 6,801,221 (156,581)
Outflow from movements in debt & lease 970,484 1,698,772
financing ------- -------
Movement in net cash in the year 7,771,705 1,542,191
Net debt at start of year (1,261,474) (2,803,665)
------- -------
Net cash/(debt) at end of year 6,510,231 (1,261,474)
======= =======
Note 9. 2002 Annual Report and Accounts
The Annual Report and Accounts will be posted to shareholders in due course.
END
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