Exhibit 99.1
Caledonia Mining Corporation Plc
MANAGEMENT’S RESPONSIBILITY FOR FINANCIAL INFORMATION |
To the Shareholders of Caledonia Mining Corporation Plc:
Management has prepared the information and representations in this interim report. The unaudited condensed consolidated interim financial statements of Caledonia Mining Corporation Plc and its subsidiaries (the “Group”) have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”) and, where appropriate, these statements include some amounts that are based on best estimates and judgment. Management has determined such amounts on a reasonable basis in order to ensure that the unaudited condensed consolidated interim financial statements are presented fairly, in all material respects.
The accompanying Management Discussion and Analysis (“MD&A”) also includes information regarding the impact of current transactions, sources of liquidity, capital resources, operating trends, risks and uncertainties. Actual results in the future may differ materially from our present assessment of this information because future events and circumstances may not occur as expected.
The Group maintains adequate systems of internal accounting and administrative controls, within reasonable cost. Such systems are designed to provide reasonable assurance that relevant and reliable financial information are produced.
Management is responsible for establishing and maintaining adequate internal controls over financial reporting (“ICOFR”). Any system of ICOFR, no matter how well designed, has inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.
At June 30, 2022 management evaluated the effectiveness of the Group’s ICOFR and concluded that such ICOFR was effective based on the criteria set forth in the Internal Control Integrated Framework (2013) issued by the Committee of Sponsoring Organisations of the Treadway Commission.
The Board of Directors, through its Audit Committee, is responsible for ensuring that management fulfills its responsibilities for financial reporting and internal control. The Audit Committee is composed of three independent non-executive directors. This Committee meets periodically with management, the external auditor and internal auditor to review accounting, auditing, internal control and financial reporting matters.
These unaudited condensed consolidated interim financial statements have not been audited by the Group’s independent auditor.
The unaudited condensed consolidated interim financial statements for the period ended June 30, 2022 were approved by the Board of Directors and signed on its behalf on August 11, 2022.
(Signed) J.M. Learmonth | | (Signed) C.O. Goodburn |
Chief Executive Officer | | Chief Financial Officer |
Caledonia Mining Corporation Plc
Consolidated statements of profit or loss and other comprehensive income
(in thousands of United States Dollars, unless indicated otherwise)
Unaudited | | | | | | | | | | | | | | |
For the | | | | Three months ended | | | Six months ended | |
| | | | June 30, | | | June 30, | |
Unaudited | | Note | | 2022 | | | 2021 | | | 2022 | | | 2021 | |
| | | | | | | | | | | | | | |
Revenue | | | | | 36,992 | | | | 29,977 | | | | 72,064 | | | | 55,697 | |
Less: Royalty | | | | | (1,854 | ) | | | (1,503 | ) | | | (3,612 | ) | | | (2,792 | ) |
Production costs | | 6 | | | (14,502 | ) | | | (12,362 | ) | | | (28,861 | ) | | | (25,219 | ) |
Depreciation | | 12 | | | (2,639 | ) | | | (2,199 | ) | | | (4,702 | ) | | | (3,392 | ) |
Gross profit | | | | | 17,997 | | | | 13,913 | | | | 34,889 | | | | 24,294 | |
Other income | | | | | 1 | | | | 7 | | | | 3 | | | | 30 | |
Other expenses | | 7 | | | (490 | ) | | | (3,883 | ) | | | (1,283 | ) | | | (4,141 | ) |
Administrative expenses | | 8 | | | (2,908 | ) | | | (1,745 | ) | | | (5,279 | ) | | | (3,355 | ) |
Cash-settled share-based expense | | 9.1 | | | 57 | | | | (31 | ) | | | (310 | ) | | | (183 | ) |
Equity-settled share-based expense | | 9.2 | | | – | | | | – | | | | (82 | ) | | | – | |
Net foreign exchange gain/ (loss) | | 10 | | | 4,172 | | | | (345 | ) | | | 5,081 | | | | (72 | ) |
Derivative financial instrument gain/ (expense) | | 11 | | | 41 | | | | 7 | | | | (1,697 | ) | | | (107 | ) |
Operating profit | | | | | 18,870 | | | | 7,923 | | | | 31,322 | | | | 16,466 | |
Finance income | | | | | 2 | | | | 4 | | | | 3 | | | | 7 | |
Finance cost | | | | | (177 | ) | | | (227 | ) | | | (294 | ) | | | (348 | ) |
Profit before tax | | | | | 18,695 | | | | 7,700 | | | | 31,031 | | | | 16,125 | |
Tax expense | | | | | (5,314 | ) | | | (3,893 | ) | | | (10,033 | ) | | | (6,895 | ) |
Profit for the period | | | | | 13,381 | | | | 3,807 | | | | 20,998 | | | | 9,230 | |
| | | | | | | | | | | | | | | | | | |
Other comprehensive income | | | | | | | | | | | | | | | | | | |
Items that are or may be reclassified to profit or loss | | | | | | | | | | | | | | | | | | |
Exchange differences on translation of foreign operations | | | | | (852 | ) | | | 383 | | | | (159 | ) | | | 181 | |
Total comprehensive income for the period | | | | | 12,529 | | | | 4,190 | | | | 20,839 | | | | 9,411 | |
| | | | | | | | | | | | | | | | | | |
Profit attributable to: | | | | | | | | | | | | | | | | | | |
Owners of the Company | | | | | 11,378 | | | | 2,694 | | | | 17,318 | | | | 7,244 | |
Non-controlling interests | | | | | 2,003 | | | | 1,113 | | | | 3,680 | | | | 1,986 | |
Profit for the period | | | | | 13,381 | | | | 3,807 | | | | 20,998 | | | | 9,230 | |
| | | | | | | | | | | | | | | | | | |
Total comprehensive income attributable to: | | | | | | | | | | | | | | | | | | |
Owners of the Company | | | | | 10,526 | | | | 3,077 | | | | 17,159 | | | | 7,425 | |
Non-controlling interests | | | | | 2,003 | | | | 1,113 | | | | 3,680 | | | | 1,986 | |
Total comprehensive income for the period | | | | | 12,529 | | | | 4,190 | | | | 20,839 | | | | 9,411 | |
| | | | | | | | | | | | | | | | | | |
Earnings per share | | | | | | | | | | | | | | | | | | |
Basic earnings per share ($) | | | | | 0.88 | | | | 0.21 | | | | 1.32 | | | | 0.58 | |
Diluted earnings per share ($) | | | | | 0.88 | | | | 0.21 | | | | 1.32 | | | | 0.58 | |
The accompanying notes on pages 6 to 26 are an integral part of these condensed consolidated interim financial statements.
On behalf of the Board: “J.M. Learmonth”- Chief Executive Officer and “C.O. Goodburn”- Chief Financial Officer.
Caledonia Mining Corporation Plc
Consolidated statements of financial position
(in thousands of United States Dollars, unless indicated otherwise)
Unaudited | | | | June 30, | | | December 31, | |
As at | | Note | | 2022 | | | 2021 | |
| | | | | | | | |
Assets | | | | | | | | | | |
Property, plant and equipment | | 12 | | | 170,410 | | | | 149,102 | |
Exploration and evaluation asset | | 13 | | | 8,817 | | | | 8,648 | |
Deferred tax asset | | | | | 127 | | | | 194 | |
Total non-current assets | | | | | 179,354 | | | | 157,944 | |
| | | | | | | | | | |
Inventories | | 14 | | | 20,535 | | | | 20,812 | |
Prepayments | | 15 | | | 3,518 | | | | 6,930 | |
Trade and other receivables | | 17 | | | 7,748 | | | | 7,938 | |
Income tax receivable | | | | | 182 | | | | 101 | |
Cash and cash equivalents | | 16 | | | 10,862 | | | | 17,152 | |
Total current assets | | | | | 42,845 | | | | 52,933 | |
Total assets | | | | | 222,199 | | | | 210,877 | |
| | | | | | | | | | |
Equity and liabilities | | | | | | | | | | |
Share capital | | 18 | | | 83,471 | | | | 82,667 | |
Reserves | | | | | 137,702 | | | | 137,779 | |
Retained loss | | | | | (45,413 | ) | | | (59,150 | ) |
Equity attributable to shareholders | | | | | 175,760 | | | | 161,296 | |
Non-controlling interests | | | | | 22,033 | | | | 19,260 | |
Total equity | | | | | 197,793 | | | | 180,556 | |
| | | | | | | | | | |
Liabilities | | | | | | | | | | |
Provisions | | 19 | | | 3,059 | | | | 3,294 | |
Deferred tax liabilities | | | | | 3,265 | | | | 8,034 | |
Cash-settled share-based payment - long term portion | | 9.1 | | | 676 | | | | 974 | |
Lease liabilities - long term portion | | | | | 256 | | | | 331 | |
Total non-current liabilities | | | | | 7,256 | | | | 12,633 | |
| | | | | | | | | | |
Cash-settled share-based payment - short term portion | | 9.1 | | | 813 | | | | 2,053 | |
Lease liabilities - short term portion | | | | | 127 | | | | 134 | |
Derivative financial liabilities | | 11.1 | | | 122 | | | | 3,095 | |
Income tax payable | | | | | 3,327 | | | | 1,562 | |
Trade and other payables | | 20 | | | 12,761 | | | | 9,957 | |
Overdraft | | 16 | | | – | | | | 887 | |
Total current liabilities | | | | | 17,150 | | | | 17,688 | |
Total liabilities | | | | | 24,406 | | | | 30,321 | |
Total equity and liabilities | | | | | 222,199 | | | | 210,877 | |
The accompanying notes on pages 6 to 26 are an integral part of these condensed consolidated interim financial statements.
Caledonia Mining Corporation Plc
Consolidated statements of changes in equity
(in thousands of United States Dollars, unless indicated otherwise)
Unaudited | | Note | | Share capital | | | Foreign currency translation reserve | | | Contributed surplus | | | Equity- settled share-based payment reserve | | | Retained loss | | | Total | | | Non- controlling interests (NCI) | | | Total equity | |
Balance December 31, 2020 | | | | | 74,696 | | | | (8,794 | ) | | | 132,591 | | | | 14,513 | | | | (71,487 | ) | | | 141,519 | | | | 16,524 | | | | 158,043 | |
Transactions with owners: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Dividends declared | | | | | - | | | | - | | | | - | | | | - | | | | (2,795 | ) | | | (2,795 | ) | | | (711 | ) | | | (3,506 | ) |
Total comprehensive income: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Profit for the period | | | | | - | | | | - | | | | - | | | | - | | | | 7,244 | | | | 7,244 | | | | 1,986 | | | | 9,230 | |
Other comprehensive income for the period | | | | | - | | | | 181 | | | | - | | | | - | | | | - | | | | 181 | | | | - | | | | 181 | |
Balance at June 30, 2021 | | | | | 74,696 | | | | (8,613 | ) | | | 132,591 | | | | 14,513 | | | | (67,038 | ) | | | 146,149 | | | | 17,799 | | | | 163,948 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Balance December 31, 2021 | | | | | 82,667 | | | | (9,325 | ) | | | 132,591 | | | | 14,513 | | | | (59,150 | ) | | | 161,296 | | | | 19,260 | | | | 180,556 | |
Transactions with owners: | | | | | - | | | | - | | | | - | | | | - | | | | - | | | | | | | | - | | | | | |
Dividends declared | | | | | - | | | | - | | | | - | | | | - | | | | (3,581 | ) | | | (3,581 | ) | | | (907 | ) | | | (4,488 | ) |
Share-based payment: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
- Shares issued on settlement | | 9.1 | | | 804 | | | | - | | | | - | | | | - | | | | - | | | | 804 | | | | - | | | | 804 | |
- Equity-settled share-based payment granted | | 9.2 | | | - | | | | - | | | | - | | | | 82 | | | | - | | | | 82 | | | | - | | | | 82 | |
Total comprehensive income: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Profit for the period | | | | | - | | | | - | | | | - | | | | - | | | | 17,318 | | | | 17,318 | | | | 3,680 | | | | 20,998 | |
Other comprehensive income for the period | | | | | - | | | | (159 | ) | | | - | | | | - | | | | - | | | | (159 | ) | | | - | | | | (159 | ) |
Balance at June 30, 2022 | | | | | 83,471 | | | | (9,484 | ) | | | 132,591 | | | | 14,595 | | | | (45,413 | ) | | | 175,760 | | | | 22,033 | | | | 197,793 | |
| | Note | | | 18 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
The accompanying notes on pages 6 to 26 are an integral part of these condensed consolidated interim financial statements.
Caledonia Mining Corporation Plc
Consolidated statements of cash flows
(in thousands of United States Dollars, unless indicated otherwise)
Unaudited | | | | | | | | | | | | | | |
| | | | Three months ended | | | Six months ended | |
| | | | June 30, | | | June 30, | |
| | Note | | 2022 | | | 2021 | | | 2022 | | | 2021 | |
| | | | | | | | | | | | | | |
Cash generated from operations | | 21 | | | 18,341 | | | | 14,987 | | | | 30,185 | | | | 17,537 | |
Net finance costs paid | | | | | (59 | ) | | | (124 | ) | | | (89 | ) | | | (247 | ) |
Tax paid | | | | | (1,567 | ) | | | (2,134 | ) | | | (3,226 | ) | | | (2,598 | ) |
Net cash from operating activities | | | | | 16,715 | | | | 12,729 | | | | 26,870 | | | | 14,692 | |
| | | | | | | | | | | | | | | | | | |
Cash flows used in investing activities | | | | | | | | | | | | | | | | | | |
Acquisition of property, plant and equipment | | | | | (13,011 | ) | | | (7,425 | ) | | | (22,745 | ) | | | (13,769 | ) |
Acquisition of exploration and evaluation assets | | | | | (412 | ) | | | (784 | ) | | | (636 | ) | | | (974 | ) |
Realisation of derivative financial asset | | | | | – | | | | 1,083 | | | | – | | | | 1,083 | |
Proceeds from disposal of subsidiary | | | | | – | | | | – | | | | – | | | | 340 | |
Net cash used in investing activities | | | | | (13,423 | ) | | | (7,126 | ) | | | (23,381 | ) | | | (13,320 | ) |
| | | | | | | | | | | | | | | | | | |
Cash flows from financing activities | | | | | | | | | | | | | | | | | | |
Dividends paid | | | | | (2,700 | ) | | | (1,814 | ) | | | (4,488 | ) | | | (3,506 | ) |
Term loan repayments | | | | | – | | | | (102 | ) | | | – | | | | (206 | ) |
Repayment of gold loan | | 11.1 | | | (3,698 | ) | | | – | | | | (3,698 | ) | | | – | |
Net settlement of call options | | 11.1 | | | (176 | ) | | | – | | | | (176 | ) | | | – | |
Payment of lease liabilities | | | | | (39 | ) | | | (33 | ) | | | (79 | ) | | | (65 | ) |
Net cash used in financing activities | | | | | (6,613 | ) | | | (1,949 | ) | | | (8,441 | ) | | | (3,777 | ) |
| | | | | | | | | | | | | | | | | | |
Net (decrease)/ increase in cash and cash equivalents | | | | | (3,321 | ) | | | 3,654 | | | | (4,952 | ) | | | (2,405 | ) |
Effect of exchange rate fluctuations on cash and cash equivalents | | | | | (247 | ) | | | (12 | ) | | | (451 | ) | | | (18 | ) |
Net cash and cash equivalents at the beginning of the period | | | | | 14,430 | | | | 13,027 | | | | 16,265 | | | | 19,092 | |
Net cash and cash equivalents at the end of the period | | | | | 10,862 | | | | 16,669 | | | | 10,862 | | | | 16,669 | |
The accompanying notes on pages 6 to 26 are an integral part of these condensed consolidated interim financial statements.
Caledonia Mining Corporation Plc |
Notes to the Condensed Consolidated Interim Financial Statements |
(in thousands of United States Dollars, unless indicated otherwise) |
Caledonia Mining Corporation Plc (“Caledonia” or the “Company”) is a company domiciled in Jersey, Channel Islands. The Company’s registered office address is B006 Millais House, Castle Quay, St Helier, Jersey, Channel Islands.
These unaudited condensed consolidated interim financial statements as at and for the six months ended June 30, 2022 are of the Company and its subsidiaries (the “Group”). The Group’s primary involvement is in the operation of a gold mine and the exploration and development of mineral properties for precious metals.
Caledonia’s shares are listed on the NYSE American LLC stock exchange (symbol – “CMCL”). Depository interests in Caledonia’s shares are admitted to trading on AIM of the London Stock Exchange plc (symbol – “CMCL”). Caledonia listed on the Victoria Falls Stock Exchange (“VFEX”) (symbol – “CMCL”) on December 2, 2021. Caledonia voluntary delisted from the Toronto Stock Exchange (the “TSX”) on June 19, 2020. After the delisting the Company remains a Canadian reporting issuer and has to comply with Canadian securities laws until it demonstrates that Canadian shareholders represent less than 2% of issued share capital.
| i) | Statement of compliance |
These unaudited condensed consolidated interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting and do not include all the information required for full annual financial statements. Accordingly, certain information and disclosures normally included in the annual financial statements prepared in accordance with IFRS as issued by the IASB have been omitted or condensed. Selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the financial position and performance of the Group since the last annual consolidated financial statements as at and for the year ended December 31, 2021.
These unaudited condensed consolidated interim financial statements have been prepared on the historical cost basis except for:
| · | cash-settled share-based payment arrangements measured at fair value on grant and re-measurement dates; |
| · | equity-settled share-based payment arrangements measured at fair value on the grant date; and |
| · | derivative financial liabilities measured at fair value. |
These unaudited condensed consolidated interim financial statements are presented in United States Dollar (“$” or “US Dollars” or “USD”), which is also the functional currency of the Company. All financial information presented in US Dollars has been rounded to the nearest thousand, unless indicated otherwise. Refer to note 10 for changes to Zimbabwean real-time gross settlement, bond notes or bond coins (“RTGS$”) and its effect on the consolidated statement of profit or loss and other comprehensive income.
Caledonia Mining Corporation Plc |
Notes to the Condensed Consolidated Interim Financial Statements |
(in thousands of United States Dollars, unless indicated otherwise) |
| 3 | Use of accounting assumptions, estimates and judgements |
In preparing these unaudited condensed consolidated interim financial statements, management has made accounting assumptions, estimates and judgements that affect the application of the Group’s accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Changes in estimates are recognised prospectively.
| 4 | Significant accounting policies |
The same accounting policies and methods of computation have been applied consistently to all periods presented in these unaudited condensed consolidated interim financial statements as compared to the Group’s annual consolidated financial statements for the year ended December 31, 2021. In addition, the accounting policies have been applied consistently by the Group.
| 5 | Blanket Zimbabwe Indigenisation Transaction |
On February 20, 2012 the Group announced it had signed a Memorandum of Understanding (“MoU”) with the Minister of Youth, Development, Indigenisation and Empowerment of the Government of Zimbabwe pursuant to which the Group agreed that indigenous Zimbabweans would acquire an effective 51% ownership interest in the Zimbabwean company owning the Blanket Mine (also referred to herein as “Blanket” or “Blanket Mine” as the context requires) for a paid transactional value of $30.09 million. Pursuant to the above, members of the Group entered into agreements with each indigenous shareholder to transfer 51% of the Group’s ownership interest in Blanket Mine whereby it:
| · | sold a 16% interest to the National Indigenisation and Economic Empowerment Fund (“NIEEF”) for $11.74 million; |
| · | sold a 15% interest to Fremiro Investments (Private) Limited (“Fremiro”), which is owned by indigenous Zimbabweans, for $11.01 million; |
| · | sold a 10% interest to Blanket Employee Trust Services (Private) Limited (“BETS”) for the benefit of present and future managers and employees for $7.34 million. The shares in BETS are held by the Blanket Mine Employee Trust (“Employee Trust”) with Blanket Mine’s employees holding participation units in the Employee Trust; and |
| · | donated a 10% ownership interest to the Gwanda Community Share Ownership Trust (“Community Trust”). In addition, Blanket Mine paid a non-refundable donation of $1 million to the Community Trust. |
The Group facilitated the vendor funding of these transactions which is repaid by way of dividends from Blanket Mine. 80% of dividends declared by Blanket Mine are used to repay such loans and the remaining 20% unconditionally accrues to the respective indigenous shareholders. Following a modification to the interest rate on June 23, 2017, outstanding balances on these facilitation loans attract interest at a rate of the lower of a fixed 7.25% per annum payable quarterly or 80% of the Blanket Mine dividend in the quarter. The timing of the loan repayments depends on the future financial performance of Blanket Mine and the extent of future dividends declared by Blanket Mine. The Group related facilitation loans were transferred as dividends in specie intra-group and now the loans and most of the interest thereon is payable to the Company.
Caledonia Mining Corporation Plc |
Notes to the Condensed Consolidated Interim Financial Statements |
(in thousands of United States Dollars, unless indicated otherwise) |
| 5 | Blanket Zimbabwe Indigenisation Transaction (continued) |
Accounting treatment
The directors of Caledonia Holdings Zimbabwe (Private) Limited (“CHZ”), a wholly-owned subsidiary of the Company, performed a reassessment using the requirements of IFRS 10: Consolidated Financial Statements (IFRS 10). It was concluded that CHZ should continue to consolidate Blanket Mine after the indigenisation. The subscription agreements with the indigenous shareholders have been accounted for accordingly as a transaction with non-controlling interests and as a share-based payment transaction.
The subscription agreements, concluded on February 20, 2012, were accounted for as follows:
| · | Non-controlling interests (“NCI”) were recognised on the portion of shareholding upon which dividends declared by Blanket Mine will accrue unconditionally to equity holders as follows: |
| (a) | 20% of the 16% shareholding of NIEEF; |
| (b) | 20% of the 15% shareholding of Fremiro; and |
| (c) | 100% of the 10% shareholding of the Community Trust. |
| · | This effectively means that NCI was initially recognised at 16.2% of the net assets of Blanket Mine, until the completion of the transaction with Fremiro, whereby the NCI reduced to 13.2% (see below). |
| · | The remaining 80% of the shareholding of NIEEF and Fremiro was recognised as NCI to the extent that their attributable share of the net asset value of Blanket Mine exceeds the balance on the facilitation loans, including interest. At June 30, 2022 the attributable net asset value did not exceed the balance on the respective loan account and thus no additional NCI was recognised. |
| · | The transaction with BETS is accounted for in accordance with IAS 19 Employee Benefits (profit sharing arrangement) as the ownership of the shares does not ultimately pass to the employees. The employees are entitled to participate in 20% of the dividends accruing to the 10% shareholding in Blanket Mine if they are employed at the date of such distribution. To the extent that 80% of the attributable dividends exceeds the balance on the BETS facilitation loan, they will accrue to the employees at the date of such declaration. |
| · | BETS is an entity effectively controlled and consolidated by Blanket Mine. Accordingly, the shares held by BETS are effectively treated as treasury shares in Blanket Mine and no NCI is recognised. |
Fremiro purchase agreement
On November 5, 2018 the Company and Fremiro entered into a sale agreement for Caledonia to purchase Fremiro’s 15% shareholding in Blanket Mine. On January 20, 2020 all substantive conditions to the transaction were satisfied. The Company issued 727,266 shares to Fremiro for the cancellation of their facilitation loan and purchase of Fremiro’s 15% shareholding in Blanket Mine. The transaction was accounted for as a repurchase of a previously vested equity instrument. As a result, the Fremiro share of the NCI of $3,600 was derecognised, shares were issued at fair value, the share-based payment reserve was reduced by $2,247 and the Company’s shareholding in Blanket Mine increased to 64% on the effective date.
Caledonia Mining Corporation Plc |
Notes to the Condensed Consolidated Interim Financial Statements |
(in thousands of United States Dollars, unless indicated otherwise) |
| 5 | Blanket Zimbabwe Indigenisation Transaction (continued) |
Accounting treatment (continued)
Blanket Mine’s indigenisation shareholding percentages and facilitation loan balances
| | | | | Effective | | | NCI subject to | | | Balance of facilitation loan # | |
USD | | Shareholding | | | interest & NCI recognised | | | facilitation loan | | | June 30, 2022 | | | December 31, 2021 | |
NIEEF | | | 16 | % | | | 3.2 | % | | | 12.8 | % | | | 9,892 | | | | 10,359 | |
Community Trust | | | 10 | % | | | 10.0 | % | | | 0.0 | % | | | – | | | | – | |
BETS ~ | | | 10 | % | | | - | * | | | - | * | | | 5,986 | | | | 6,353 | |
| | | 36 | % | | | 13.2 | % | | | 12.8 | % | | | 15,878 | | | | 16,712 | |
* The shares held by BETS are effectively treated as treasury shares (see above).
~ Accounted for under IAS19 Employee Benefits.
# Facilitation loans are accounted for as equity instruments and are accordingly not recognised as loans receivable.
The balance on the facilitation loans is reconciled as follows:
| | 2022 | | | 2021 | |
| | | | | | |
Balance at January 1 | | | 16,712 | | | | 19,175 | |
Finance cost accrued | | | 299 | | | | 675 | |
Dividends used to repay loan | | | (1,133 | ) | | | (1,888 | ) |
Balance at June 30 | | | 15,878 | | | | 17,962 | |
Advance dividend loans and balances
In anticipation of completing the underlying subscription agreements, Blanket Mine agreed to advance dividend arrangements with NIEEF and the Community Trust. Advances made to the Community Trust against their right to receive dividends declared by Blanket Mine on their shareholding were as follows:
| · | a $2 million payment on or before September 30, 2012; |
| · | a $1 million payment on or before February 28, 2013; and |
| · | a $1 million payment on or before April 30, 2013. |
These advance payments were debited to a loan account bearing interest at a rate at the lower of a fixed 7.25% per annum, payable quarterly or the Blanket Mine dividend in the quarter to the advanced dividend loan holder. The loan is repayable by way of set-off of future dividends on the Blanket Mine shares owned by the Community Trust. Advances made to NIEEF as an advanced dividend loan before 2013 have been settled through Blanket Mine dividend repayments in 2014. The advance dividend payments were recognised as distributions to shareholders and they are classified as equity instruments. The loans arising are not recognised as loans receivables, because repayment is by way of uncertain future dividends. The final payment to settle the advance dividend loan to the Community Trust was made on September 22, 2021. Future dividends to the Community Trust will be unencumbered.
Caledonia Mining Corporation Plc |
Notes to the Condensed Consolidated Interim Financial Statements |
(in thousands of United States Dollars, unless indicated otherwise) |
| 5 | Blanket Zimbabwe Indigenisation Transaction (continued) |
Amendments to advanced dividend loan agreements
Advance dividend loan modification - Community Trust
On February 27, 2020, the Group, Blanket Mine and the indigenous shareholders of Blanket Mine reached an agreement to change the repayment terms of the advance dividend loan to the Community Trust. The amendment allowed that 20% of the Community Trust share of the Blanket dividend accrues on declaration of the dividend and that the remaining 80% be applied to the advance dividend loan from February 27, 2020. The modification was not considered beneficial to the indigenous shareholders.
The movement in the advance dividend loan to the Community Trust is reconciled as follows:
| | 2022 | | | 2021 | |
| | | | | | |
Balance at January 1 | | | – | | | | 994 | |
Finance cost accrued | | | – | | | | 25 | |
Dividends used to repay advance dividend loan | | | – | | | | (800 | ) |
Balance at June 30 | | | – | | | | 219 | |
| | 2022 | | | 2021 | |
| | | | | | |
Salaries and wages | | | 11,886 | | | | 8,914 | |
Consumable materials – Operations | | | 10,975 | | | | 8,305 | |
Consumable materials – COVID-19 | | | 164 | | | | 50 | |
Electricity costs | | | 4,516 | | | | 4,871 | |
Safety | | | 490 | | | | 339 | |
Cash-settled share-based expense (note 9.1(a)) | | | 424 | | | | 253 | |
Gold work in progress | | | (977 | ) | | | 1,166 | |
On mine administration | | | 1,294 | | | | 1,179 | |
Pre-feasibility exploration costs | | | 89 | | | | 142 | |
| | | 28,861 | | | | 25,219 | |
Caledonia Mining Corporation Plc |
Notes to the Condensed Consolidated Interim Financial Statements |
(in thousands of United States Dollars, unless indicated otherwise) |
| | 2022 | | | 2021 | |
| | | | | | |
Intermediated Money Transaction Tax | | | 519 | | | | 328 | |
COVID-19 donations | | | – | | | | 74 | |
Community and social responsibility cost | | | 256 | | | | 123 | |
Impairment of property, plant and equipment - plant and equipment (note 12) | | | 41 | | | | 106 | |
Impairment of exploration and evaluation assets (note 13) | | | 467 | | | | 3,510 | |
| | | 1,283 | | | | 4,141 | |
| | 2022 | | | 2021 | |
| | | | | | |
Investor relations | | | 394 | | | | 211 | |
Audit fee | | | 136 | | | | 132 | |
Advisory services fees | | | 541 | | | | 229 | |
Listing fees | | | 338 | | | | 204 | |
Directors fees – Company | | | 254 | | | | 256 | |
Directors fees – Blanket | | | 28 | | | | 23 | |
Employee costs | | | 2,303 | | | | 2,108 | |
Other office administration cost | | | 445 | | | | 173 | |
Management liability insurance | | | 482 | | | | – | |
Travel costs | | | 358 | | | | 19 | |
| | | 5,279 | | | | 3,355 | |
| 9.1 | Cash-settled share-based payments |
The Group has expensed the following cash-settled share-based expense arrangements for the six months ended June 30:
| | Note | | 2022 | | | 2021 | |
| | | | | | | | |
Restricted Share Units and Performance Units | | 9.1(a) | | | 310 | | | | 207 | |
Caledonia Mining South Africa employee incentive scheme | | | | | – | | | | (24 | ) |
| | | | | 310 | | | | 183 | |
Caledonia Mining Corporation Plc |
Notes to the Condensed Consolidated Interim Financial Statements |
(in thousands of United States Dollars, unless indicated otherwise) |
| 9 | Share-based payments (continued) |
| 9.1 | Cash-settled share-based payments (continued) |
| (a) | Restricted Share Units and Performance Units |
Certain management and employees within the Group are granted Restricted Share Units (“RSUs”) and Performance Units (”PUs”) pursuant to provisions of the 2015 Omnibus Equity Incentive Compensation Plan (“OEICP”). All RSUs and PUs were granted and approved at the discretion of the Compensation Committee of the Board of Directors.
RSUs vest three years after grant date given that the service conditions of the relevant employees have been fulfilled. The value of the vested RSUs is the number of RSUs vested multiplied by the fair market value of the Company’s shares, as specified by the OEICP, on the date of settlement.
PUs have a performance condition based on gold production and a performance period of one up to three years. The number of PUs that vest will be the relevant portion of the PUs granted multiplied by the performance multiplier, which will reflect the actual performance in terms of the performance conditions compared to expectations on the date of the award. Refer to note 9.2 for the performance conditions and performance period for Equity-settled share-based payments.
RSU holders are entitled to receive dividends over the vesting period. Such dividends will be reinvested in additional RSUs at the then applicable share price. PUs have rights to dividends only after they have vested.
RSUs and PUs allow for settlement of the vesting date value in cash or, subject to conditions, shares issuable at fair market value or a combination of both at the discretion of the unitholder.
The fair value of the RSUs at the reporting date was based on the Black Scholes option valuation model less the fair value of the expected dividends during the vesting period multiplied by the performance multiplier expectation. At the reporting date it was assumed that there is a 93%-100% probability that the performance conditions will be met and therefore a 93%-100% (2021: 93%-100%) average performance multiplier was used in calculating the estimated liability.
The fair value of the PUs at the reporting date was based on the Black Scholes option valuation model. The liability as at June 30, 2022 amounted to $1,489 (December 31, 2021: $3,027). Included in the liability as at June 30, 2022 is an amount of $424 (2021: $253) that was expensed and classified as production costs; refer to note 6. During the period PUs to the value of $2,272 vested and $1,028 were settled in cash and $1,244 in share capital (2021: $420 settled in cash).
Caledonia Mining Corporation Plc |
Notes to the Condensed Consolidated Interim Financial Statements |
(in thousands of United States Dollars, unless indicated otherwise) |
| 9 | Share-based payments (continued) |
| 9.1 | Cash-settled share-based payments (continued) |
| (a) | Restricted Share Units and Performance Units (continued) |
The following assumptions were used in estimating the fair value of the cash-settled share-based payment liability on:
| | June 30, 2022 | | | December 31, 2021 | |
| | RSUs | | | PUs | | | RSUs | | | PUs | |
Risk free rate | | | 2.98 | % | | | 2.98 | % | | | 1.52 | % | | | 1.52 | % |
Fair value (USD) | | | 11.42 | | | | 11.02 | | | | 12.06 | | | | 11.63 | |
Share price (USD) | | | 10.95 | | | | 11.01 | | | | 11.71 | | | | 11.71 | |
Performance multiplier percentage | | | – | | | | 93-100% | | | | – | | | | 93-100% | |
Volatility | | | 0.92 | | | | 0.79 | | | | 1.20 | | | | 1.06 | |
| | | | | | | | | | | | | | | | |
Share units granted: | | | RSUs | | | | PUs | | | | RSUs | | | | PUs | |
Grant - January 11, 2019 | | | – | | | | 95,740 | | | | – | | | | 95,740 | |
Grant - March 23, 2019 | | | – | | | | 28,287 | | | | – | | | | 28,287 | |
Grant - June 8, 2019 | | | – | | | | 14,672 | | | | – | | | | 14,672 | |
Grant - January 11, 2020 | | | 17,585 | | | | 114,668 | | | | 17,585 | | | | 114,668 | |
Grant - March 31, 2020 | | | – | | | | 1,971 | | | | – | | | | 1,971 | |
Grant - June 1, 2020 | | | – | | | | 1,740 | | | | – | | | | 1,740 | |
Grant - September 9, 2020 | | | – | | | | 1,611 | | | | – | | | | 1,611 | |
Grant - September 14, 2020 | | | – | | | | 20,686 | | | | – | | | | 20,686 | |
Grant - October 5, 2020 | | | – | | | | 514 | | | | – | | | | 514 | |
Grant - January 11, 2021 | | | – | | | | 78,875 | | | | – | | | | 78,875 | |
Grant -April 1, 2021 | | | – | | | | 770 | | | | – | | | | 770 | |
Grant - May 14, 2021 | | | – | | | | 2,389 | | | | – | | | | 2,389 | |
Grant - June 1, 2021 | | | – | | | | 1,692 | | | | – | | | | 1,692 | |
Grant - June 14, 2021 | | | – | | | | 507 | | | | – | | | | 507 | |
Grant - August 13, 2021 | | | – | | | | 2,283 | | | | – | | | | 2,283 | |
Grant - September 1, 2021 | | | – | | | | 553 | | | | – | | | | 553 | |
Grant - September 6, 2021 | | | – | | | | 531 | | | | – | | | | 531 | |
Grant - September 20, 2021 | | | – | | | | 526 | | | | – | | | | 526 | |
Grant - October 1, 2021 | | | – | | | | 2,530 | | | | – | | | | 2,530 | |
Grant - October 11, 2021 | | | – | | | | 500 | | | | – | | | | 500 | |
Grant - November 12, 2021 | | | – | | | | 1,998 | | | | – | | | | 1,998 | |
Grant - December 1, 2021 | | | – | | | | 936 | | | | – | | | | 936 | |
Grant - January 11, 2022 | | | – | | | | 96,359 | | | | – | | | | – | |
Grant - January 12, 2022 | | | – | | | | 825 | | | | – | | | | – | |
Grant - February 1, 2022 | | | – | | | | 1,077 | | | | – | | | | – | |
Grant - May 13, 2022 | | | – | | | | 2,040 | | | | – | | | | – | |
Grant - June 1, 2022 | | | – | | | | 1,297 | | | | – | | | | – | |
RSU dividends reinvested | | | 1,445 | | | | – | | | | 1,066 | | | | – | |
Settlements/ terminations | | | – | | | | (231,749 | ) | | | – | | | | (30,600 | ) |
Total awards | | | 19,030 | | | | 243,828 | | | | 18,651 | | | | 343,379 | |
Caledonia Mining Corporation Plc |
Notes to the Condensed Consolidated Interim Financial Statements |
(in thousands of United States Dollars, unless indicated otherwise) |
| 9 | Share-based payments (continued) |
| 9.2 | Equity-settled share-based payments |
Equity-settled share-based payment PUs have a performance condition based on gold production, average normalised controllable cost per ounce of gold and a performance period of up to three years. The number of PUs that vest will be the relevant portion of the PUs granted multiplied by the performance multiplier, which will reflect the actual performance in terms of the performance conditions compared to expectations on the date of the award.
PUs have rights to dividends only after they have vested.
The shares issued are subject to a minimum holding period of until at least the first anniversary of the PUs vesting date.
The fair value of the PUs at the reporting date was based on the Black Scholes option valuation model less the fair value of the expected dividends during the vesting period multiplied by the performance multiplier expectation. At the reporting date it was assumed that there is a 100% probability that the performance conditions will be met and therefore a 100% average performance multiplier was used in calculating the expense. The equity-settled share-based payment expense as at June 30, 2022 amounted to $82 (2021: $Nil).
The following assumptions were used in estimating the fair value of the equity-settled share-based payment liability on:
| | June 30, | |
| | 2022 | |
Grant date | | January 24, 2022 | |
Shares granted and outstanding as at valuation date | | | 130,380 | |
Share price (USD) | | | 11.50 | |
Fair value (USD) | | | 10.15 | |
Performance multiplier percentage | | | 100 | % |
Total fair value of PUs | | | 1,323 | |
| 10 | Net foreign exchange gain |
On October 1, 2018 the RBZ issued a directive to Zimbabwean banks to separate foreign currency from RTGS$ in the accounts held by their clients and pegged the RTGS$ at 1:1 to the US Dollar. On February 20, 2019 the RBZ issued a further monetary policy statement, which allowed inter-bank trading between RTGS$ and foreign currency. The interbank rate was introduced at 2.5 RTGS$ to 1 US Dollar and traded at 370.96 RTGS$ to 1 US Dollar as at June 30, 2022 (December 31, 2021: 108.67 RTGS$). On June 24, 2019 the Government issued S.I. 142 which stated, “Zimbabwe dollar (“RTGS$”) to be the sole currency for legal tender purposes for any transactions in Zimbabwe”. Throughout these announcements and to the date of issue of these financial statements the US dollar has remained the primary currency in which the Group’s Zimbabwean entities operate and the functional currency of these entities.
Caledonia Mining Corporation Plc |
Notes to the Condensed Consolidated Interim Financial Statements |
(in thousands of United States Dollars, unless indicated otherwise) |
| 10 | Net foreign exchange gain (continued) |
Previously there was uncertainty as to what currency would be used to settle amounts owed to the Zimbabwe Government. The announcement of S.I. 142 clarified the Zimbabwean Government’s intentions that these liabilities were always denominated in RTGS$ and that RTGS$ would be the currency in which they would be settled. The devaluation of the deferred tax liabilities contributed the largest portion of the foreign exchange gain set out below.
In June 2021 the RBZ announced that companies that are listed on the Victoria Falls Stock Exchange (“VFEX”) will receive 100% of the revenue arising from incremental production in US Dollars. Blanket has subsequently received confirmation that the “baseline” level of production for the purposes of calculating incremental production is 148.38 Kg per month (approximately 57,000 ounces per annum). The payment of the increased US Dollar proceeds for incremental production was applied from July 1, 2021. In December 2021, Caledonia obtained a secondary listing on the VFEX and Blanket has received all amounts due in terms of this revised policy up to the date of approval of these financial statements. The CMCL listing on the VFEX should mean that at an illustrative production rate of 80,000 ounces per annum Blanket would receive approximately 71.5% of its total revenues in US Dollars and the balance in RTGS$.
The table below illustrates the effect the weakening of the RTGS$ and other foreign currencies had on the consolidated statement of profit or loss and other comprehensive income.
| | 2022 | | | 2021 | |
| | | | | | |
Unrealised foreign exchange gain | | | 9,784 | | | | 422 | |
Realised foreign exchange loss | | | (4,703 | ) | | | (494 | ) |
Net foreign exchange (loss) gain | | | 5,081 | | | | (72 | ) |
| 11 | Derivative financial instruments |
The fair value of derivative financial instruments not traded in an active market is determined by using valuation techniques. These valuation techniques maximize the use of observable market data where available. The company did not apply hedge accounting to the derivative financial instruments and all fair value losses were recorded in the consolidated statement of profit or loss and other comprehensive income. Transaction costs are recognised in profit or loss as incurred.
Derivative financial instrument expenses | | | | 2022 | | | 2021 | |
| | | | | | | | |
Cap and collar options and Call options | | 11.1(a) | | | 249 | | | | – | |
Gold loan | | 11.1(a) | | | 832 | | | | – | |
Call options (December 13, 2021) | | 11.1(b) | | | (180 | ) | | | – | |
Call options transaction costs (March 9, 2022) | | 11.1(a) | | | 796 | | | | – | |
Gold exchange-traded fund ("Gold ETF") | | | | | – | | | | 107 | |
| | | | | 1,697 | | | | 107 | |
Caledonia Mining Corporation Plc |
Notes to the Condensed Consolidated Interim Financial Statements |
(in thousands of United States Dollars, unless indicated otherwise) |
| 11 | Derivative financial instruments (continued) |
| 11.1 | Derivative financial liabilities |
The table below summarises the derivative financial liabilities balances as at:
| | | | 2022 | | | December 31, 2021 | |
| | | | | | | | |
Cap and collar options and Call options | | 11.1(a) | | | 73 | | | | – | |
Gold loan | | 11.1(b) | | | – | | | | 2,866 | |
Call options (December 13, 2021) | | 11.1(b) | | | 49 | | | | 229 | |
| | | | | 122 | | | | 3,095 | |
| (a) | Cap and collar options and Call options |
On February 17, 2022 the Company entered into a zero cost contract to hedge 20,000 ounces of gold over a period of 5 months from March to July 2022. The hedging contract has a cap of $1,940 and a collar of $1,825 over 4,000 ounces of gold per month expiring at the end of each month over the 5-month period.
On March 9, 2022 in response to a very volatile gold price the Company purchased a matching quantity of Call options at a strike price above the cap at a total cost of $796 over 4,000 ounces of gold per month at strike prices of $2,100 per ounce from March 2022 to May 2022 and $2,200 per ounce from June 2022 to July 2022 in order to limit margin exposure and reinstate gold price upside above the strike price.
In April, 2022 Auramet and the Company each purchased matching quantities of Call options at a net settlement cost to the Company of $176 over 2,400 ounces of gold per month at strike prices of $1,886 and $1,959.50 respectively. These options were purchased to hedge against a short term increase in the gold price. For the last week of April. At quarter end the options were both expired.
| (b) | Gold loan and Call options |
On December 13, 2021 the Company entered into two separate gold loan and option agreements with Auramet International LLC (“Auramet”).
In terms of the agreements the Group:
| · | received $3 million less transaction costs from Auramet at inception of the Gold loan agreement; |
| · | is required to make two deliveries of 925 ounces each on May 31, 2022 and June 30, 2022 in repayment of the Gold loan or pay the equivalent in cash; and |
| · | granted Call options on 6,000 ounces to Auramet with a strike price of $2,000 per ounce, expiring monthly in equal monthly tranches from June 30, 2022 to November 30, 2022. |
Caledonia Mining Corporation Plc |
Notes to the Condensed Consolidated Interim Financial Statements |
(in thousands of United States Dollars, unless indicated otherwise) |
| 11 | Derivative financial instruments (continued) |
| 11.1 | Derivative financial liabilities (continued) |
| (b) | Gold loan and Call options (continued) |
Accounting for the Gold loan and the Call options transactions:
| · | At inception the fair value of the Gold loan was calculated at the amount received less the fair value of the Call options. |
| · | As at March 31, 2022 the fair value of the gold loan was calculated by discounting the fair value of the gold deliveries at a forward rate of $1,833 due by a market related discount rate. |
| · | At inception and at March 31, 2022 the Call options were valued at the quoted prices available from the CME Group Inc. at each respective date. |
| · | Differences in the fair values were accounted for as Fair value losses on derivative financial instruments in the consolidated statement of profit or loss and other comprehensive income. |
| · | The Call options were classified as level 1 in the fair value hierarchy and the Gold loan as level 2. |
| · | Derivative liabilities are not designated as hedging instruments. |
Proceeds received under the Gold loan and Call options agreements were allocated as follows:
December 13, 2021 | | | |
Net proceeds received | | | 2,960 |
Fair value of Call options | | | 208 |
Fair value of Gold loan | | | 2,752 |
Caledonia Mining Corporation Plc |
Notes to the Condensed Consolidated Interim Financial Statements |
(in thousands of United States Dollars, unless indicated otherwise) |
| 12 | Property, plant and equipment |
Cost | | Land and Buildings | | | Mine development, infrastructure and other | | | Plant and equipment | | | Furniture and fittings | | | Motor vehicles | | | Solar Plant ~ | | | Total | |
| | | | | | | | | | | | | | | | | | | | | |
Balance at January 1, 2021 | | | 11,757 | | | | 108,839 | | | | 40,644 | | | | 1,235 | | | | 2,995 | | | | 392 | | | | 165,862 | |
Additions* | | | 318 | | | | 25,529 | | | | 3,531 | | | | 134 | | | | 176 | | | | 1,581 | | | | 31,269 | |
Impairments@ | | | – | | | | (65 | ) | | | (1,565 | ) | | | – | | | | – | | | | – | | | | (1,630 | ) |
Derecognised plant and equipment | | | (192 | ) | | | – | | | | – | | | | – | | | | – | | | | – | | | | (192 | ) |
Reallocations between asset classes # | | | 3,120 | | | | (24,913 | ) | | | 21,785 | | | | 8 | | | | – | | | | – | | | | – | |
Foreign exchange movement | | | (25 | ) | | | – | | | | (76 | ) | | | (35 | ) | | | (2 | ) | | | (33 | ) | | | (171 | ) |
Balance at December 31, 2021 | | | 14,978 | | | | 109,390 | | | | 64,319 | | | | 1,342 | | | | 3,169 | | | | 1,940 | | | | 195,138 | |
Additions* | | | – | | | | 11,872 | | | | 1,149 | | | | 67 | | | | 85 | | | | 12,183 | | | | 25,356 | |
Impairments | | | – | | | | – | | | | (41 | ) | | | – | | | | – | | | | – | | | | (41 | ) |
Foreign exchange movement | | | (6 | ) | | | – | | | | 701 | | | | (5 | ) | | | (1 | ) | | | (6 | ) | | | 683 | |
Balance at June 30, 2022 | | | 14,972 | | | | 121,262 | | | | 66,128 | | | | 1,404 | | | | 3,253 | | | | 14,117 | | | | 221,136 | |
* | Included in additions is an amount of $6,681 (2021: $19,413) relating to capital work in progress (“CWIP”) and contains $Nil (December 31, 2021: $17) of borrowing costs capitalised from the term loan. As at period end $43,743 of CWIP was included in the cost closing balance (2021: $42,145). |
~ | On July 6, 2020 the Board appointed Voltalia as the contractor for the engineering, procuring and constructing of a solar plant to be owned by a subsidiary of the Company and supply Blanket Mine with power. Construction of the 12MWac solar plant is expected to be completed in the second quarter of 2022. Included in Prepayments is an advance payment to Voltalia to the amount of $91 (2021: $1,821) in terms of the EPC agreement and $Nil (2021: $704) for equipment. Also included in Prepayments is an amount of $41 (2021: $426) to entities in Zimbabwe for civil and construction work related to the solar plant. Refer to note 15. |
@ | Included in impairments are Gensets at a cost of $1,001 and Guide ropes at a total cost of $310. These assets were impaired as they are no longer in a working conditions as intended for the use in production or day to day operations. |
# | Included in the reallocation between asset classes is an amount of $18,509 for the Central Shaft. |
Caledonia Mining Corporation Plc |
Notes to the Condensed Consolidated Interim Financial Statements |
(in thousands of United States Dollars, unless indicated otherwise) |
| 12 | Property, plant and equipment (continued) |
Accumulated depreciation and Impairment losses | | Land and Buildings | | | Mine development, infrastructure and other | | | Plant and equipment | | | Furniture and fittings | | | Motor vehicles | | | Solar Plant | | | Total | |
| | | | | | | | | | | | | | | | | | | | | |
Balance at January 1, 2021 | | | 6,446 | | | | 6,973 | | | | 22,685 | | | | 849 | | | | 2,430 | | | | – | | | | 39,383 | |
Depreciation for the year | | | 1,217 | | | | 2,537 | | | | 3,953 | | | | 136 | | | | 203 | | | | – | | | | 8,046 | |
Accumulated depreciation for derecognised plant and equipment | | | (230 | ) | | | – | | | | – | | | | – | | | | – | | | | – | | | | (230 | ) |
Accumulated depreciation for impairments | | | – | | | | – | | | | (1,133 | ) | | | – | | | | – | | | | – | | | | (1,133 | ) |
Foreign exchange movement | | | (1 | ) | | | – | | | | – | | | | (27 | ) | | | (2 | ) | | | – | | | | (30 | ) |
Balance at December 31, 2021 | | | 7,432 | | | | 9,510 | | | | 25,505 | | | | 958 | | | | 2,631 | | | | – | | | | 46,036 | |
Depreciation for the period | | | 592 | | | | 1,874 | | | | 2,080 | | | | 77 | | | | 107 | | | | – | | | | 4,730 | |
Accumulated depreciation for impairments | | | – | | | | – | | | | (28 | ) | | | – | | | | – | | | | – | | | | (28 | ) |
Foreign exchange movement | | | (3 | ) | | | – | | | | – | | | | (8 | ) | | | (1 | ) | | | – | | | | (12 | ) |
Balance at June 30, 2022 | | | 8,021 | | | | 11,384 | | | | 27,557 | | | | 1,027 | | | | 2,737 | | | | – | | | | 50,726 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Carrying amounts | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
At December 31, 2021 | | | 7,546 | | | | 99,880 | | | | 38,814 | | | | 384 | | | | 538 | | | | 1,940 | | | | 149,102 | |
At June 30, 2022 | | | 6,951 | | | | 109,878 | | | | 38,571 | | | | 377 | | | | 516 | | | | 14,117 | | | | 170,410 | |
Caledonia Mining Corporation Plc |
Notes to the Condensed Consolidated Interim Financial Statements |
(in thousands of United States Dollars, unless indicated otherwise) |
| 13 | Exploration and evaluation assets |
| | Glen Hume | | | Connemara North | | | Maligreen | | | GG | | | Sabiwa | | | Abercorn | | | Valentine | | | Total | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Balance at January 1, 2021 | | | 2,661 | | | | 300 | | | | – | | | | 3,523 | | | | 284 | | | | – | | | | – | | | | 6,768 | |
Acquisition costs: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
- Mining claims acquired | | | – | | | | – | | | | 4,000 | | | | – | | | | – | | | | – | | | | – | | | | 4,000 | |
Decommissioning asset acquired | | | – | | | | – | | | | 135 | | | | – | | | | – | | | | – | | | | – | | | | 135 | |
Exploration costs: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
- Consumables and drilling | | | 1,074 | | | | 71 | | | | 14 | | | | 16 | | | | – | | | | 12 | | | | 31 | | | | 1,218 | |
- Contractor | | | 42 | | | | 51 | | | | – | | | | – | | | | – | | | | – | | | | 24 | | | | 117 | |
- Labour | | | 60 | | | | 41 | | | | 47 | | | | 46 | | | | – | | | | 4 | | | | 10 | | | | 208 | |
- Power | | | – | | | | – | | | | – | | | | 33 | | | | 6 | | | | – | | | | – | | | | 39 | |
Impairment * | | | (3,837 | ) | | | – | | | | – | | | | – | | | | – | | | | – | | | | – | | | | (3,837 | ) |
Balance at December 31, 2021 | | | – | | | | 463 | | | | 4,196 | | | | 3,618 | | | | 290 | | | | 16 | | | | 65 | | | | 8,648 | |
Exploration costs: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | – | |
- Consumables and drilling | | | – | | | | – | | | | 374 | | | | 9 | | | | – | | | | – | | | | 51 | | | | 434 | |
- Contractor | | | – | | | | 4 | | | | – | | | | – | | | | – | | | | – | | | | – | | | | 4 | |
- Labour | | | – | | | | – | | | | 174 | | | | 11 | | | | – | | | | 3 | | | | – | | | | 188 | |
- Power | | | – | | | | – | | | | – | | | | 7 | | | | 3 | | | | – | | | | – | | | | 10 | |
Impairment * | | | – | | | | (467 | ) | | | – | | | | – | | | | – | | | | – | | | | – | | | | (467 | ) |
Balance at June 30, 2022 | | | – | | | | – | | | | 4,744 | | | | 3,645 | | | | 293 | | | | 19 | | | | 116 | | | | 8,817 | |
* | Caledonia has completed sufficient work to establish that the potential orebody at the Glen Hume and Connemara North properties will not meet Caledonia’s requirements in terms of size, grade and width. Accordingly, Caledonia will not exercise the option to acquire this property. |
Caledonia Mining Corporation Plc |
Notes to the Condensed Consolidated Interim Financial Statements |
(in thousands of United States Dollars, unless indicated otherwise) |
| | 2022 | | | December 31, 2021 | |
| | | | | | |
Consumable stores | | | 20,262 | | | | 21,516 | |
Gold in progress and Ore stock-pile | | | 1,220 | | | | 243 | |
Provision for obsolete stock | | | (947 | ) | | | (947 | ) |
| | | 20,535 | | | | 20,812 | |
| | 2022 | | | December 31, 2021 | |
| | | | | | |
Suppliers - South Africa | | | 1,239 | | | | 1,552 | |
- Zimbabwe | | | 2,043 | | | | 1,766 | |
Solar (note 12) | | | 132 | | | | 2,951 | |
Other prepayments | | | 104 | | | | 661 | |
| | | 3,518 | | | | 6,930 | |
| 16 | Cash and cash equivalents |
| | 2022 | | | December 31, 2021 | |
| | | | | | |
Bank balances | | | 10,862 | | | | 17,152 | |
Cash and cash equivalents | | | 10,862 | | | | 17,152 | |
Bank overdrafts used for cash management purposes | | | – | | | | (887 | ) |
Net cash and cash equivalents | | | 10,862 | | | | 16,265 | |
Included in the cash and cash equivalents is a restricted cash amount of USD2.3 million (denominated in RTGS$) held by Blanket Mine which has been earmarked by Stanbic Bank Zimbabwe as a letter of credit in favour of CMSA. The letter of credit was issued by Stanbic Bank Zimbabwe on March 25, 2022 and has a 90-day tenure to settlement. The cash on maturity will be transferred to CMSA’s bank account, denominated in South African rands.
| | | | | Interest rate | |
Overdraft facilities | | | | | | |
Stanbic Bank - RTGS$ denomination | | | 300,000,000 | | | | 32 | % |
Stanbic Bank - USD denomination | | | 1,000,000 | | | | 10 | % |
CABS Bank of Zimbabwe - USD denomination | | | 2,000,000 | | | | | *9.27% |
* | Interest charges on this facility is as a rate of the 3 month Secured Overnight Funding Rates (“SOFR”) plus a margin of 7.75% per annum. The SOFR as at June 30, 2022 was 1.52%. |
Caledonia Mining Corporation Plc |
Notes to the Condensed Consolidated Interim Financial Statements |
(in thousands of United States Dollars, unless indicated otherwise) |
| 17 | Trade and other receivables |
| | 2022 | | | December 31, 2021 | |
| | | | | | |
Bullion sales receivable | | | 5,795 | | | | 4,528 | |
VAT receivables | | | 945 | | | | 3,162 | |
Solar - VAT and duty receivables | | | 600 | | | | – | |
Deposits for stores, equipment and other receivables | | | 408 | | | | 248 | |
| | | 7,748 | | | | 7,938 | |
The net carrying value of trade receivables was considered a reasonable approximation of fair value and are short term in nature. No provision for expected credit losses were recognised as all scheduled payments were received as expected up to the date of approval of these financial statements. The Bullion sales receivable was received after quarter-end.
Authorised
Unlimited number of ordinary shares of no par value.
Unlimited number of preference shares of no par value.
Issued ordinary shares
| | Number of fully paid shares | | | Amount | |
| | | | | | |
January 1, 2021 | | | 12,118,823 | | | | 74,696 | |
- options exercised | | | 18,000 | | | | 165 | |
- equity raise* | | | 619,783 | | | | 7,806 | |
December 31, 2021 | | | 12,756,606 | | | | 82,667 | |
Shares issued: | | | | | | | | |
- share-based payment - employees (note 9.2(a)) | | | 76,520 | | | | 804 | |
June 30, 2022 | | | 12,833,126 | | | | 83,471 | |
* | Gross proceeds of $7,834 with a transaction cost of $28 were raised by issuing depository receipts on the VFEX in December 2021. |
Site restoration
Site restoration relates to the estimated cost of closing down the mines and represents the site and environmental restoration costs, estimated to be paid throughout the period up until closure due to areas of environmental disturbance present at the reporting date as a result of mining activities. Regarding Blanket Mine the costs of site restoration are discounted based on the estimated life of mine. Site restoration costs at Blanket Mine are capitalised to mineral properties on initial recognition and depreciated systematically over the estimated life of the mine.
Caledonia Mining Corporation Plc |
Notes to the Condensed Consolidated Interim Financial Statements |
(in thousands of United States Dollars, unless indicated otherwise) |
Reconciliation of site restoration provision | | 2022 | | | December 31, 2021 | |
| | | | | | |
Balance January 1 | | | 3,294 | | | | 3,567 | |
Unwinding of discount | | | 184 | | | | – | |
Change in estimate - adjustment capitalised in Property, plant and equipment | | | (419 | ) | | | (408 | ) |
Acquisition - Maligreen | | | – | | | | 135 | |
Balance June 30 | | | 3,059 | | | | 3,294 | |
The discount rates currently applied in calculating the present value of the Blanket Mine provision is 2.59% (2021: 1.94%), based on a risk-free rate and cash flows estimated at an average 2.29% inflation (2021: 2.26%). The gross rehabilitation costs, before discounting, amounted to $3,087 (2021: $3,087) for Blanket Mine as at June 30, 2022.
| 20 | Trade and other payables |
| | 2022 | | | December 31, 2021 | |
| | | | | | |
Trade payables and accruals* | | | 5,364 | | | | 2,503 | |
Electricity accrual | | | 1,183 | | | | 888 | |
Audit fee | | | 234 | | | | 260 | |
Shareholders for dividend (Non-controlling interest) | | | 544 | | | | – | |
Other payables | | | 535 | | | | 749 | |
Financial liabilities | | | 7,860 | | | | 4,400 | |
| | | | | | | | |
Production and management bonus accrual - Blanket Mine | | | 675 | | | | 899 | |
Other employee benefits | | | 678 | | | | 657 | |
Leave pay | | | 2,458 | | | | 2,410 | |
Bonus provision | | | 62 | | | | 645 | |
Accruals | | | 1,028 | | | | 946 | |
Non-financial liabilities | | | 4,901 | | | | 5,557 | |
Total | | | 12,761 | | | | 9,957 | |
* | Included in Trade payables and accruals is an amount for Voltalia of $3.2 million. |
Caledonia Mining Corporation Plc |
Notes to the Condensed Consolidated Interim Financial Statements |
(in thousands of United States Dollars, unless indicated otherwise) |
Non-cash items and information presented separately on the cash flow statement:
| | 2022 | | | 2021 | |
| | | | | | |
Operating profit | | | 31,322 | | | | 16,466 | |
Adjustments for: | | | | | | | | |
Impairment of property, plant and equipment | | | 13 | | | | 106 | |
Impairment of exploration and evaluation assets - Connemara North (note 13) | | | 467 | | | | 3,510 | |
Unrealised foreign exchange gains (note 10) | | | (9,784 | ) | | | (422 | ) |
Cash-settled share-based expense (note 9.1) | | | 310 | | | | 183 | |
Cash-settled share-based expense included in production costs (note 6) | | | 424 | | | | 253 | |
Cash portion of cash-settled share-based expense | | | (1,468 | ) | | | (420 | ) |
Equity-settled share-based expense | | | 82 | | | | – | |
Depreciation | | | 4,702 | | | | 3,392 | |
Fair value loss on derivative assets (note 11) | | | – | | | | 107 | |
Fair value loss on derivative liabilities and derivative assets (note 11) | | | 901 | | | | – | |
Rehabilitation provision - change in estimate | | | – | | | | 253 | |
Cash generated from operations before working capital changes | | | 26,969 | | | | 23,428 | |
Inventories | | | 302 | | | | 1,191 | |
Prepayments | | | 2,711 | | | | (3,011 | ) |
Trade and other receivables | | | 21 | | | | (4,531 | ) |
Trade and other payables | | | 182 | | | | 460 | |
Cash generated from operations | | | 30,185 | | | | 17,537 | |
The Group's operating segments have been identified based on geographic areas. The strategic business units are managed separately because they require different technology and marketing strategies. For each of the strategic business units, the Group’s CEO reviews internal management reports on at least a quarterly basis. Zimbabwe and South Africa describe the operations of the Group's reportable segments. The Zimbabwe operating segment comprises Caledonia Holdings Zimbabwe (Private) Limited and subsidiaries Blanket Mine (1983) (Private) Limited and Caledonia Mining Services (Private) Limited. The South African geographical segment comprises a gold mine that is on care and maintenance (and now sold), as well as sales made by Caledonia Mining South Africa Proprietary Limited to the Blanket Mine. The holding company (Caledonia Mining Corporation Plc) and Greenstone Management Services Holdings Limited (a UK company) responsible for administrative functions within the Group are taken into consideration in the strategic decision-making process of the CEO and are therefore included in the disclosure below. Reconciling amounts do not represent a separate segment. Information regarding the results of each reportable segment is included below. Performance is measured based on segment profit before income tax, as included in the internal management report that are reviewed by the Group's CEO. Segment profit is used to measure performance as management believes that such information is the most relevant in evaluating the results of certain segments relative to other entities that operate within these industries.
Caledonia Mining Corporation Plc |
Notes to the Condensed Consolidated Interim Financial Statements |
(in thousands of United States Dollars, unless indicated otherwise) |
| 22 | Operating Segments (continued) |
Information about reportable segments
For the six months ended June 30, 2022 | | Zimbabwe | | | South Africa | | | Inter-group eliminations adjustments | | | Corporate and other reconciling amounts | | | Total | |
| | | | | | | | | | | | | | | |
Revenue | | | 72,064 | | | | – | | | | – | | | | – | | | | 72,064 | |
Inter-segmental revenue | | | – | | | | 8,140 | | | | (8,140 | ) | | | – | | | | – | |
Royalty | | | (3,612 | ) | | | – | | | | – | | | | – | | | | (3,612 | ) |
Production costs | | | (28,129 | ) | | | (7,909 | ) | | | 7,177 | | | | – | | | | (28,861 | ) |
Depreciation | | | (5,130 | ) | | | (77 | ) | | | 527 | | | | (22 | ) | | | (4,702 | ) |
Other income | | | 2 | | | | 1 | | | | – | | | | – | | | | 3 | |
Other expenses | | | (816 | ) | | | – | | | | – | | | | (467 | ) | | | (1,283 | ) |
Administrative expenses | | | (76 | ) | | | (1,666 | ) | | | 1 | | | | (3,538 | ) | | | (5,279 | ) |
Management fee | | | (1,873 | ) | | | 1,873 | | | | – | | | | – | | | | – | |
Cash-settled share-based expense | | | – | | | | – | | | | 424 | | | | (734 | ) | | | (310 | ) |
Equity-settled share-based expense | | | – | | | | – | | | | – | | | | (82 | ) | | | (82 | ) |
Net foreign exchange gain (loss) | | | 5,165 | | | | (45 | ) | | | (154 | ) | | | 115 | | | | 5,081 | |
Fair value loss on derivative liabilities | | | – | | | | – | | | | – | | | | (1,697 | ) | | | (1,697 | ) |
Net finance cost | | | (547 | ) | | | (11 | ) | | | – | | | | 267 | | | | (291 | ) |
Dividends (paid) received | | | (3,200 | ) | | | – | | | | – | | | | 3,200 | | | | – | |
Profit before tax | | | 33,848 | | | | 306 | | | | (165 | ) | | | (2,958 | ) | | | 31,031 | |
Tax expense | | | (9,837 | ) | | | (37 | ) | | | 1 | | | | (160 | ) | | | (10,033 | ) |
Profit after tax | | | 24,011 | | | | 269 | | | | (164 | ) | | | (3,118 | ) | | | 20,998 | |
As at June 30, 2022 | | Zimbabwe | | | South Africa | | | Inter-group eliminations adjustments | | | Corporate and other reconciling amounts | | | Total | |
| | | | | | | | | | | | | | | |
Geographic segment assets: | | | | | | | | | | | | | | | | | | | | |
Current (excluding intercompany) | | | 37,548 | | | | 3,579 | | | | (12 | ) | | | 1,730 | | | | 42,845 | |
Non-Current (excluding intercompany) | | | 171,247 | | | | 1,088 | | | | (5,042 | ) | | | 12,061 | | | | 179,354 | |
Expenditure on property, plant and equipment (note 12) | | | 16,112 | | | | (1,372 | ) | | | 10,616 | | | | – | | | | 25,356 | |
Expenditure on evaluation and exploration assets (note 13) | | | 632 | | | | – | | | | – | | | | 4 | | | | 636 | |
Intercompany balances | | | 36,908 | | | | 10,721 | | | | (100,013 | ) | | | 52,384 | | | | – | |
| | | | | | | | | | | | | | | | | | | | |
Geographic segment liabilities: | | | | | | | | | | | | | | | | | | | | |
Current (excluding intercompany) | | | (11,263 | ) | | | (1,674 | ) | | | – | | | | (4,213 | ) | | | (17,150 | ) |
Non-current (excluding intercompany) | | | (6,420 | ) | | | (155 | ) | | | 95 | | | | (776 | ) | | | (7,256 | ) |
Intercompany balances | | | (12,257 | ) | | | (34,956 | ) | | | 100,013 | | | | (52,800 | ) | | | – | |
Caledonia Mining Corporation Plc |
Notes to the Condensed Consolidated Interim Financial Statements |
(in thousands of United States Dollars, unless indicated otherwise) |
| 22 | Operating Segments (continued) |
For the six months ended June 30, 2021 | | Zimbabwe | | | South Africa | | | Inter-group eliminations adjustments | | | Corporate and other reconciling amounts | | | Total | |
| | | | | | | | | | | | | | | |
Revenue | | | 55,697 | | | | – | | | | – | | | | – | | | | 55,697 | |
Inter-segmental revenue | | | – | | | | 8,706 | | | | (8,706 | ) | | | – | | | | – | |
Royalty | | | (2,792 | ) | | | – | | | | – | | | | – | | | | (2,792 | ) |
Production costs | | | (25,062 | ) | | | (8,069 | ) | | | 7,912 | | | | – | | | | (25,219 | ) |
Depreciation | | | (3,517 | ) | | | (70 | ) | | | 217 | | | | (22 | ) | | | (3,392 | ) |
Other income | | | 33 | | | | (3 | ) | | | – | | | | – | | | | 30 | |
Other expenses | | | (1,008 | ) | | | – | | | | – | | | | (3,133 | ) | | | (4,141 | ) |
Administrative expenses | | | (72 | ) | | | (977 | ) | | | – | | | | (2,306 | ) | | | (3,355 | ) |
Management fee | | | (1,200 | ) | | | 1,200 | | | | – | | | | – | | | | – | |
Cash-settled share-based expense | | | (271 | ) | | | (126 | ) | | | 253 | | | | (39 | ) | | | (183 | ) |
Net foreign exchange (loss) gain | | | (10 | ) | | | 74 | | | | (17 | ) | | | (119 | ) | | | (72 | ) |
Fair value loss on derivative assets | | | – | | | | (107 | ) | | | – | | | | – | | | | (107 | ) |
Net finance cost | | | (1,325 | ) | | | 1 | | | | – | | | | 983 | | | | (341 | ) |
Dividends received | | | – | | | | – | | | | – | | | | – | | | | – | |
Profit before tax | | | 20,473 | | | | 629 | | | | (341 | ) | | | (4,636 | ) | | | 16,125 | |
Tax expense | | | (6,748 | ) | | | (236 | ) | | | 89 | | | | – | | | | (6,895 | ) |
Profit after tax | | | 13,725 | | | | 393 | | | | (252 | ) | | | (4,636 | ) | | | 9,230 | |
As at June 30, 2021 | | Zimbabwe | | | South Africa | | | Inter-group eliminations adjustments | | | Corporate and other reconciling amounts | | | Total | |
| | | | | | | | | | | | | | | |
Geographic segment assets: | | | | | | | | | | | | | | | | | | | | |
Current (excluding intercompany) | | | 29,073 | | | | 5,114 | | | | (35 | ) | | | 12,954 | | | | 47,106 | |
Non-Current (excluding intercompany) | | | 143,772 | | | | 1,288 | | | | (4,718 | ) | | | 583 | | | | 140,925 | |
Expenditure on property, plant and equipment (note 12) | | | 13,982 | | | | 584 | | | | (698 | ) | | | (47 | ) | | | 13,821 | |
Expenditure on evaluation and exploration assets (note 13) | | | 99 | | | | – | | | | – | | | | 876 | | | | 975 | |
Intercompany balances | | | 21,009 | | | | 7,473 | | | | (74,143 | ) | | | 45,661 | | | | – | |
| | | | | | | | | | | | | | | | | | | | |
Geographic segment liabilities: | | | | | | | | | | | | | | | | | | | | |
Current (excluding intercompany) | | | (8,614 | ) | | | (1,589 | ) | | | – | | | | (2,099 | ) | | | (12,302 | ) |
Non-current (excluding intercompany) | | | (11,072 | ) | | | (140 | ) | | | 331 | | | | (900 | ) | | | (11,781 | ) |
Intercompany balances | | | 617 | | | | (33,147 | ) | | | 74,143 | | | | (41,613 | ) | | | – | |
Major customer
Revenues from Fidelity amounted to $72,064 (2021: $55,697) for the six months ended June 30, 2022.
Caledonia Mining Corporation Plc |
Notes to the Condensed Consolidated Interim Financial Statements |
(in thousands of United States Dollars, unless indicated otherwise) |
Additional information
DIRECTORS AND OFFICERS at August 11, 2022
BOARD OF DIRECTORS | |
L.A. Wilson (2) (3) (4) (6) (8) Chairman of the Board | |
Non-executive Director | |
Washington DC, United States of America | |
| |
S. R. Curtis (5) (6) (7) (8) | |
Non-executive Director Johannesburg, South Africa | |
| |
J. L. Kelly (1) (2) (3) (4) (6) (8) | |
Non-executive Director Connecticut, United States of America | |
| |
J. Holtzhausen (1) (2) (4) (5) (6) | |
Chairman Audit Committee Non-executive Director, Cape Town, South Africa | |
| |
M. Learmonth (6) (7) | |
Chief Executive Officer Jersey, Channel Islands | |
|
| |
N. Clark (4) (5) (6) | |
Non-executive Director | |
East Molesey, United Kingdom | |
| |
G. Wildschutt (1) (3) (4) (6) (8) | |
Non-executive Director | |
Johannesburg, South Africa | |
| |
D. Roets (5) (6) (7) (8) | |
Chief Operating Officer | |
Johannesburg, South Africa | |
| |
G. Wylie (4) (5) (6) | |
Non-executive Director | |
Malta, Europe | |
OFFICERS |
M. Learmonth (6) (7) Chief Executive Officer |
Jersey, Channel Islands |
|
|
D. Roets (5) (6) (7) (8) |
Chief Operating Officer Johannesburg, South Africa |
|
C.O. Goodburn (6) (7) |
Chief Financial Officer Johannesburg, South Africa |
|
A. Chester (7) (8) |
General Counsel, Company Secretary and Head of Risk and Compliance Jersey, Channel Islands |
|
BOARD COMMITTEES |
(1) Audit Committee |
(2) Compensation Committee |
(3) Corporate Governance Committee |
(4) Nomination Committee |
(5) Technical Committee |
(6) Strategic Planning Committee |
(7) Disclosure Committee |
(8) ESG Committee |
Caledonia Mining Corporation Plc |
Notes to the Condensed Consolidated Interim Financial Statements |
(in thousands of United States Dollars, unless indicated otherwise) |
Additional information
CORPORATE DIRECTORY as at August 11, 2022
CORPORATE OFFICES
Jersey
Head and Registered Office
Caledonia Mining Corporation Plc
B006 Millais House
Castle Quay
St Helier
Jersey JE2 3NF
South Africa
Caledonia Mining South Africa Proprietary Limited
No. 1 Quadrum Office Park
Constantia Boulevard
Floracliffe
South Africa
Zimbabwe
Caledonia Holdings Zimbabwe (Private) Limited
P.O. Box CY1277
Causeway, Harare
Zimbabwe
Capitalisation (August 11, 2022)
Shares, Warrants and Options Issued:
Shares: | | 12,833,126 | |
Options: | | 10,000 | |
SHARE TRADING SYMBOLS
NYSE American - Symbol “CMCL”
AIM - Symbol “CMCL”
VFEX – Symbol “CMCL”
BANKER
Barclays
Level 11
1 Churchill Place
Canary Wharf
London E14 5HP
NOMINATED ADVISOR
Cenkos Securities Plc
6.7.8 Tokenhouse Yard
London
EC2R 7AS
MEDIA AND INVESTOR RELATIONS
BlytheRay Communications
4-5 Castle Court
London EC3V 9DL
Tel: +44 20 7138 3204
SOLICITORS
Mourant Ozannes (Jersey)
22 Grenville Street
St Helier
Jersey
Channel Islands
Borden Ladner Gervais LLP (Canada)
Suite 4100, Scotia Plaza
40 King Street West
Toronto, Ontario M5H 3Y4
Canada
Memery Crystal LLP (United Kingdom)
165 Fleet Street
London EC4A 2DY
United Kingdom
Dorsey & Whitney LLP (US)
TD Canada Trust Tower
Brookfield Place
161 Bay Street
Suite 4310
Toronto, Ontario
M5J 2S1
Canada
Gill, Godlonton and Gerrans (Zimbabwe)
Beverley Court
100 Nelson Mandela Avenue
Harare, Zimbabwe
Bowman Gilfillan Inc (South Africa)
11 Alice Lane
Sandton
Johannesburg
2196
AUDITOR
BDO South Africa Incorporated
Wanderers Office Park
52 Corlett Drive
Illovo 2196
South Africa
Tel: +27(0)10 590 7200
REGISTRAR AND TRANSFER AGENT
Computershare
150 Royall Street,
Canton,
Massachusetts, 02021
Tel: +1 800 736 3001 or +1 781 575 3100
28