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 (“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 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 internal controls over financial reporting, 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 March 31, 2017 management evaluated the effectiveness of the Group’s internal control over financial reporting and concluded that such internal control over financial reporting was effective.
The Board of Directors, through its Audit Committee, is responsible for ensuring that management fulfils its responsibilities for financial reporting and internal control. The Audit Committee is composed of three independent directors. This Committee meets periodically with management and the external auditor to review accounting, auditing, internal control and financial reporting matters.
These condensed consolidated interim financial statements have not been reviewed by the Group’s auditor.
The unaudited condensed consolidated interim financial statements for the period ended March 31, 2017 were approved by the Board of Directors and signed on its behalf on May 10, 2017.
(Signed) S. R. Curtis | (Signed) M. Learmonth |
| |
Chief Executive Officer | Chief Financial Officer |
Condensed consolidated statements of profit or loss and other comprehensive income |
(in thousands of United States dollar, unless indicated otherwise) | |
For the three months ended March 31, | | | | | | |
Unaudited | | | | | | | | | |
| | Note | | | 2017 | | | 2016 | |
| | | | | | | | | |
| | | | | | | | | |
Revenue | | | | | | 16,449 | | | | 13,423 | |
Less: Royalty | | | | | | (823 | ) | | | (672 | ) |
Production costs | | 6 | | | | (9,098 | ) | | | (8,042 | ) |
Depreciation | | | | | | (882 | ) | | | (821 | ) |
Gross profit | | | | | | 5,646 | | | | 3,888 | |
Other income | | | | | | 644 | | | | 56 | |
Administrative expenses | | 7 | | | | (1,441 | ) | | | (1,437 | ) |
Foreign exchange gain | | | | | | (64 | ) | | | 28 | |
Cash settled share based payments | | 8 | | | | (410 | ) | | | (90 | ) |
Margin call on gold hedge | | | | | | - | | | | (435 | ) |
Finance income | | | | | | 5 | | | | 1 | |
Finance cost | | | | | | (12 | ) | | | (37 | ) |
Profit before tax | | | | | | 4,368 | | | | 1,974 | |
Tax expense | | | | | | (1,460 | ) | | | (1,126 | ) |
Profit for the period | | | | | | 2,908 | | | | 848 | |
| | | | | | | | | | | |
Other comprehensive income | | | | | | | | | | | |
Items that are or may be reclassified to profit or loss | | | | | | | | | | | |
Foreign currency translation differences for foreign operations | | | | | | 73 | | | | 104 | |
Total comprehensive income for the period | | | | | | 2,981 | | | | 952 | |
| | | | | | | | | | | |
Profit attributable to: | | | | | | | | | | | |
Owners of the Company | | | | | | 2,338 | | | | 543 | |
Non-controlling interests | | | | | | 570 | | | | 305 | |
Profit for the period | | | | | | 2,908 | | | | 848 | |
Total comprehensive income attributable to: | | | | | | | | | | | |
Owners of the Company | | | | | | 2,411 | | | | 647 | |
Non-controlling interests | | | | | | 570 | | | | 305 | |
Total comprehensive income for the period | | | | | | 2,981 | | | | 952 | |
| | | | | | | | | | | |
Earnings per share | | | | | | | | | | | |
Basic earnings per share ($) | | | | | | 0.04 | | | | 0.01 | |
Diluted earnings per share ($) | | | | | | 0.04 | | | | 0.01 | |
The accompanying notes on page 6 to 17 are an integral part of these condensed consolidated interim financial statements.
On behalf of the Board: “S.R. Curtis”- Chief Executive Officer and “M. Learmonth”- Chief Financial Officer.
Condensed consolidated statements of financial position | | |
(in thousands of United States dollar, unless indicated otherwise) | |
Unaudited | | | | | | | | | |
| | | | | March 31, | | | December 31, | |
As at | | Note | | | 2017 | | | 2016 | |
| | | | | | | | | |
| | | | | | | | | |
Assets | | | | | | | | | |
Property, plant and equipment | | 9 | | | | 67,351 | | | | 64,873 | |
Deferred tax asset | | | | | | 48 | | | | 44 | |
Total non-current assets | | | | | | 67,399 | | | | 64,917 | |
| | | | | | | | | | | |
Inventories | | 10 | | | | 7,312 | | | | 7,222 | |
Prepayments | | | | | | 2,072 | | | | 810 | |
Trade and other receivables | | 11 | | | | 4,592 | | | | 3,425 | |
Cash and cash equivalents | | | | | | 11,852 | | | | 14,335 | |
Total current assets | | | | | | 25,828 | | | | 25,792 | |
Total assets | | | | | | 93,227 | | | | 90,709 | |
| | | | | | | | | | | |
Equity and liabilities | | | | | | | | | | | |
Share capital | | | | | | 55,002 | | | | 55,002 | |
Reserves | | | | | | 142,447 | | | | 142,374 | |
Retained loss | | | | | | (140,154 | ) | | | (141,767 | ) |
Equity attributable to shareholders | | | | | | 57,295 | | | | 55,609 | |
Non-controlling interests | | | | | | 4,278 | | | | 3,708 | |
Total equity | | | | | | 61,573 | | | | 59,317 | |
| | | | | | | | | | | |
Liabilities | | | | | | | | | | | |
Provisions | | | | | | 3,474 | | | | 3,456 | |
Deferred tax liability | | | | | | 16,376 | | | | 15,909 | |
Long-term portion of term loan facility | | | | | | 1,193 | | | | 1,577 | |
Cash settled share based payments | | 8 | | | | 1,028 | | | | 618 | |
Total non-current liabilities | | | | | | 22,071 | | | | 21,560 | |
| | | | | | | | | | | |
Short-term portion of term loan facility | | | | | | 1,483 | | | | 1,410 | |
Trade and other payables | | | | | | 7,273 | | | | 8,077 | |
Income tax payable | | | | | | 697 | | | | 345 | |
Bank overdraft | | | | | | 130 | | | | - | |
Total current liabilities | | | | | | 9,583 | | | | 9,832 | |
Total liabilities | | | | | | 31,654 | | | | 31,392 | |
Total equity and liabilities | | | | | | 93,227 | | | | 90,709 | |
The accompanying notes on pages 6 to 17 are an integral part of these condensed consolidated interim financial statements.
On behalf of the Board: “S.R Curtis”- Chief Executive Officer and “M Learmonth” - Chief Financial Officer
Condensed consolidated statements of changes in equity
(in thousands of United States dollar, 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 at December 31, 2015 | | | 54,569 | | | | (6,520 | ) | | | 132,591 | | | | 15,871 | | | | (147,654 | ) | | | 48,857 | | | | 1,504 | | | | 50,361 | |
Transactions with owners: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Shares issued – option exercises | | | 58 | | | | - | | | | - | | | | - | | | | - | | | | 58 | | | | - | | | | 58 | |
Dividends paid | | | - | | | | - | | | | - | | | | - | | | | (598 | ) | | | (598 | ) | | | - | | | | (598 | ) |
Total comprehensive income: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Profit for the period | | | - | | | | - | | | | - | | | | - | | | | 543 | | | | 543 | | | | 305 | | | | 848 | |
Other comprehensive income for the period | | | - | | | | 104 | | | | - | | | | - | | | | - | | | | 104 | | | | - | | | | 104 | |
Balance at March 31, 2016 | | | 54,627 | | | | (6,416 | ) | | | 132,591 | | | | 15,871 | | | | (147,709 | ) | | | 48,964 | | | | 1,809 | | | | 50,773 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Balance at December 31, 2016 | | | 55,002 | | | | (6,258 | ) | | | 132,591 | | | | 16,041 | | | | (141,767 | ) | | | 55,609 | | | | 3,708 | | | | 59,317 | |
Transactions with owners: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Dividend paid | | | - | | | | - | | | | - | | | | - | | | | (725 | ) | | | (725 | ) | | | - | | | | (725 | ) |
Total comprehensive income: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Profit for the period | | | - | | | | - | | | | - | | | | - | | | | 2,338 | | | | 2,338 | | | | 570 | | | | 2,908 | |
Other comprehensive income for the period | | | - | | | | 73 | | | | - | | | | - | | | | - | | | | 73 | | | | - | | | | 73 | |
Balance at March 31, 2017 | | | 55,002 | | | | (6,185 | ) | | | 132,591 | | | | 16,041 | | | | (140,154 | ) | | | 57,295 | | | | 4,278 | | | | 61,573 | |
The accompanying notes on page 6 to 17 are an integral part of these condensed consolidated interim financial statements.
On behalf of the Board: “S.R. Curtis”- Chief Executive Officer and “M. Learmonth”- Chief Financial Officer.
Unaudited | | | | | | | | | |
| | Note | | | 2017 | | | 2016 | |
| | | | | | | | | |
| | | | | | | | | |
Cash generated by operating activities | | 12 | | | | 2,415 | | | | 1,933 | |
Net finance cost paid | | | | | | (1 | ) | | | (36 | ) |
Tax paid | | | | | | (635 | ) | | | (148 | ) |
Cash from operating activities | | | | | | 1,779 | | | | 1,749 | |
| | | | | | | | | | | |
Cash flows from investing activities | | | | | | | | | | | |
Acquisition of Property, plant and equipment | | | | | | (3,296 | ) | | | (3,304 | ) |
Proceeds from sale of Property, plant and equipment | | | | | | - | | | | 56 | |
Net cash used in investing activities | | | | | | (3,296 | ) | | | (3,248 | ) |
| | | | | | | | | | | |
Cash flows from financing activities | | | | | | | | | | | |
Dividend paid | | | | | | (725 | ) | | | (598 | ) |
Repayments of term-loan facility | | | | | | (375 | ) | | | - | |
Share issued | | | | | | - | | | | 58 | |
Net cash used in financing activities | | | | | | (1,100 | ) | | | (540 | ) |
| | | | | | | | | | | |
Net decrease in cash and cash equivalents | | | | | | (2,617 | ) | | | (2,039 | ) |
Effect of exchange rate fluctuations on cash held | | | | | | 4 | | | | - | |
Cash and cash equivalents at beginning period | | | | | | 14,335 | | | | 10,880 | |
Cash and cash equivalents at end of period | | | | | | 11,722 | | | | 8,841 | |
The accompanying notes on page 6 to 17 are an integral part of these condensed consolidated interim financial statements.
On behalf of the Board: “S.R. Curtis”- Chief Executive Officer and “M. Learmonth”- Chief Financial Officer.
1 Reporting entity
Caledonia Mining Corporation Plc (the “Company”) is a company domiciled in the Jersey, Channel Islands. The address of the Company’s registered office is 3rd Floor, Weighbridge House, St Helier, Jersey, Channel Islands, JE2 3NF. These Condensed Consolidated Interim Financial Statements of the Group as at and for the 3 months ended March 31, 2017 comprise the Company and its subsidiaries (together referred to as the “Group” and individually as “Group entities”). The Group is primarily involved in the operation of a gold mine and the exploration and development of mineral properties for precious metals.
2 Basis for preparation
(a) 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 International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“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, 2016.
(b) Basis of measurement
The unaudited Condensed Consolidated Interim Financial Statements have been prepared on the historical cost basis except for liabilities for cash settled share based payment arrangements measured at fair value.
(c) Functional and presentation currency
These Condensed Consolidated Interim Financial Statements are presented in United States dollars (“$”), which is also the functional currency of the Company. All financial information presented in United States dollars have been rounded to the nearest thousand, unless indicated otherwise.
3 Use of estimates and judgements
In preparing these Condensed Consolidated Interim Financial Statements, management has made judgements, estimates and assumptions 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.
3 Use of estimates and judgements (continued)
In preparing these Condensed Consolidated Interim Financial Statements, the significant judgements made by management in applying the Group’s accounting policies and the key sources of estimation uncertainty were the same as those that applied as at December 31, 2016 and should be read in conjunction with the Group’s annual financial statements for the year ended December 31, 2016, unless indicated otherwise in the accounting policies below.
4 Significant accounting policies
Except as stated otherwise, the same accounting policies and methods of computation have been applied consistently to all periods presented in these Condensed Consolidated Interim Financial Statements as compared to the Group’s annual financial statements for the year ended December 31, 2016. In addition, the accounting policies have been applied consistently by the Group entities.
Cash settled share based payments
Cash settled share-based payment arrangements
The fair value of the amount payable to employees in respect of share-based awards, which will be settled in cash, is recognised as an expense with a corresponding increase in liabilities, over the period over which the employee becomes unconditionally entitled to payment. The liability is re-measured at each reporting date. Any changes in the fair value of the liability are recognised as an expense in profit or loss. The method of calculating the fair value of the cash settled share based payments changed during the current quarter from the intrinsic valuation method to the Black-Scholes method. The decision to change to the Black Scholes method of valuation is used to include the effect of the share volatility into the fair value of the share-based awards. The change was applied prospectively and did not have a significant effect on the liability value at quarter end. Additional information about significant judgements, estimates and the assumptions used to estimate the fair value of cash settled share-based payment transactions are disclosed in note 8.
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 Blanket Mine for a paid transactional value of $30.09 million. Pursuant to the above, the Group entered into agreements with each Indigenisation Shareholder to transfer 51% of the Group’s ownership interest in Blanket Mine as follows:
· | 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. |
5 Blanket Zimbabwe Indigenisation Transaction (continued)
· | 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. Outstanding balances on these facilitation loans attract interest at a rate of 10% over the 12-month LIBOR. The timing of the repayment of the loans depends on the future financial performance of Blanket Mine and the extent of future dividends declared by Blanket Mine. The facilitation loans relating to the Group were transferred as a dividend in specie to a wholly-owned subsidiary of the Company
Blanket suspended dividend payments from January 1, 2015 until August 1, 2016 to facilitate the capital expenditure on an investment programme at Blanket mine to increase production as a result of which the repayment of facilitation loans by Blanket’s indigenous shareholders was also suspended. A moratorium was placed on the interest of the advanced dividend loan until such time as dividends resumed, no repayments were made or interest accumulated from December 31, 2014 until July 31, 2016. Dividends and interest resumed on August 1, 2016, when Blanket Mine declared a dividend.
Accounting treatment
The directors of Caledonia Holdings Zimbabwe (Private) Limited (“CHZ”) a wholly owned subsidiary of the Company, performed an re-assessment, using the requirements of IFRS 10: Consolidated Financial Statements (IFRS 10), and concluded that CHZ should continue to consolidate Blanket Mine after the recapitalisation and accordingly the subscription agreements have been accounted for as a transaction with non-controlling interests and as share based payments.
The initial indigenisation 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; |
(c) | 100% of the 10% shareholding of the Community Trust. |
· | This effectively means that NCI is recognised at Blanket Mine level at 16.2% of the net assets. |
· | The remaining 80% of the shareholding of NIEEF and Fremiro is recognised as non-controlling interests 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 March 31, 2017 the attributable net asset value did not exceed the balance on the respective loan accounts and thus no additional NCI was recognised. |
· | The transaction with the BETS will be 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 exceed the balance on the BETS facilitation loan they will accrue to the employees at the date of such declaration. |
5 Blanket Zimbabwe Indigenisation Transaction (continued)
· | The Employee Trust and BETS are structured entities which are 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. |
Indigenisation shareholding percentages and facilitation loan balances
USD | | Shareholding | | | NCI Recognised | | | NCI subject to facilitation loan | | | Balance of facilitation loan at March 31, 2017 # | | | Dec 31, 2016 | |
NIEEF | | | 16 | % | | | 3.2 | % | | | 12.8 | % | | | 12,317 | | | | 11,990 | |
Fremiro | | | 15 | % | | | 3.0 | % | | | 12.0 | % | | | 12,001 | | | | 11,682 | |
Community Trust | | | 10 | % | | | 10.0 | % | | | - | | | | - | | | | - | |
BETS ~ | | | 10 | % | | | - | * | | | - | * | | | 8,001 | | | | 7,788 | |
| | | 51 | % | | | 16.2 | % | | | 24.8 | % | | | 32,319 | | | | 31,460 | |
The balance on the facilitation loans is reconciled as follows:
| | | | | | |
| | 2017 | | | 2016 | |
Balance at January 1, | | | 31,460 | | | | 31,336 | |
Interest accrued & | | | 1,859 | | | | - | |
Dividends used to repay loans | | | - | | | | - | |
Balance at March 31, | | | 33,319 | | | | 31,336 | |
& An interest moratorium was placed on all facilitation loans from December 31, 2014 to August 1, 2016.
* 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 (see above).
Advance dividends
In anticipation of completion of the 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 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 of 10% over the 12-month LIBOR. The loan is repayable by way of set off of future dividends on the Blanket Mine shares owed by the Community Trust. Advances made to NIEEF as an advanced dividend loan before 2013 has been settled in 2014 through Blanket Mine dividend repayments.
5 | Blanket Zimbabwe Indigenisation Transaction (continued) |
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 receivable, because repayment is by way of uncertain future dividends to be declared.
The movement in the advance dividend loan to the Community trust is reconciled as follows:
| | 2017 | | | 2016 | |
| | | | | | |
Balance at January 1, | | | 3,238 | | | | 3,237 | |
Interest accrued | | | 82 | | | | - | |
Dividends used to repay advance dividends | | | - | | | | - | |
Balance at March 31, | | | 3,320 | | | | 3,237 | |
6 Production costs
| | 2017 | | | 2016 | |
| | | | | | |
Salaries and wages | | | 3,309 | | | | 2,612 | |
Consumable materials | | | 4,309 | | | | 4,010 | |
Exploration | | | 106 | | | | 92 | |
Safety | | | 68 | | | | 134 | |
On mine administration | | | 1,306 | | | | 1,194 | |
| | | 9,098 | | | | 8,042 | |
7 Administrative expenses
| | 2017 | | | 2016 | |
| | | | | | |
Investor relations | | | 119 | | | | 103 | |
Audit fee | | | 61 | | | | 68 | |
Legal fee and disbursements | | | 47 | | | | 178 | |
Advisory services fee | | | 68 | | | | 16 | |
Listing fees | | | 72 | | | | 116 | |
Directors fees company | | | 56 | | | | 57 | |
Directors fees Blanket | | | 12 | | | | 10 | |
Employee costs | | | 667 | | | | 433 | |
Other office administration costs | | | 98 | | | | 37 | |
Travel costs | | | 149 | | | | 76 | |
Eersteling Gold Mine administration costs | | | 30 | | | | 25 | |
Professional consulting fees | | | 62 | | | | 318 | |
| | | 1,441 | | | | 1,437 | |
8 Cash settled share-based payments
Certain key management members were granted Restricted Share Units (“RSU’s”) and Performance Share Units (“PSU’s”), pursuant to provisions of the 2015 Omnibus Equity Incentive Compensation Plan. All RSU’s and PSU’s were granted and approved by the Compensation Committee of the Board of Directors.
The RSU’s will vest three years after grant date given that the service condition of the relevant employees are fulfilled. The value of the vested RSU’s will be the number of RSU’s vested multiplied by the fair value of the Company’s shares, as specified by the plan, on date of settlement.
The PSU’s have a service condition and a performance period of three years. The performance condition is a function of production cost, gold production and central shaft depth targets on certain specified dates. The number of PSU’s that will vest will be the PSU 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.
RSU holders are entitled to receive dividends over the vesting period. Such dividends will be reinvested in additional RSU’s at the then applicable share price calculated at the average Bank of Canada noon rate immediately preceding the dividend payment. PSU’s have rights to dividends only after they have vested.
The fair value of the RSU’s, at the reporting date, were based on the Black Scholes option valuation model. The fair value of the PSU’s, at the reporting date, were calculated on the Black Scholes option valuation model at reporting date 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% performance multiplier was used in calculating the estimated liability.
The following assumptions were used in estimating the fair value of the cash settled share-based payment liability on March 31:
| | 2017 | | | 2016 | |
| | RSU’s | | | PSU’s | | | RSU’s | | | PSU’s | |
Fair value (USD) | | $ | 1.39 | | | $ | 1.33 | | | $ | 0.85 | | | $ | 0.80 | |
Share price (USD) | | $ | 1.39 | | | $ | 1.39 | | | $ | 0.85 | | | $ | 0.85 | |
Risk free rate | | | 2.40 | % | | | 2.40 | % | | | - | | | | - | |
Volatility | | | 1.19 | | | | 1.19 | | | | - | | | | - | |
Performance multiplier percentage | | | - | | | | 100 | % | | | | | | | 100 | % |
Dividend yield | | | - | | | | 3.95 | % | | | | | | | 5.3 | % |
Share units granted up until reporting date: | | | | | | | | | |
| | RSU’s | | | PSU’s | | | RSU’s | | | PSU’s | |
Grant - January 11, 2016 | | | 303,225 | | | | 1,212,903 | | | | 303,225 | | | | 1,212,903 | |
Grant - March 23, 2016 | | | 54,839 | | | | 219,355 | | | | 54,839 | | | | 219,355 | |
Grant - June 8, 2016 | | | 25,588 | | | | 102,353 | | | | - | | | | - | |
Grant – January 19, 2017 | | | 22,218 | | | | 88,873 | | | | - | | | | - | |
RSU dividend reinvestments | | | 21,639 | | | | - | | | | 5,718 | | | | - | |
Total awards at March 31 | | | 427,509 | | | | 1,623,484 | | | | 363,782 | | | | 1,432,258 | |
9 Property, plant and equipment
| | Land and buildings | | | Mine development, infrastructure and other | | | Exploration and Evaluation assets | | | Plant and equipment | | | Fixtures and fittings | | | Motor vehicles | | | Total | |
| | | | | | | | | | | | | | | | | | | | | |
Cost | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | |
Balance at January 1, 2016 | | | 7,989 | | | | 31,158 | | | | 6,224 | | | | 20,626 | | | | 1,277 | | | | 2,069 | | | | 69,343 | |
Additions | | | - | | | | 17,545 | | | | 739 | | | | 572 | | | | 73 | | | | 230 | | | | 19,159 | |
Scrappings | | | - | | | | - | | | | - | | | | - | | | | (502 | ) | | | - | | | | (502 | ) |
Reallocations between asset classes | | | 361 | | | | (3,699 | ) | | | - | | | | 3,338 | | | | - | | | | - | | | | - | |
Disposals | | | - | | | | - | | | | - | | | | - | | | | - | | | | (55 | ) | | | (55 | ) |
Foreign exchange movement | | | 17 | | | | 74 | | | | 4 | | | | - | | | | 28 | | | | 11 | | | | 134 | |
Balance at December 31, 2016 | | | 8,367 | | | | 45,078 | | | | 6,967 | | | | 24,536 | | | | 876 | | | | 2,255 | | | | 88,079 | |
Additions | | | 3 | | | | 2,600 | | | | 273 | | | | 436 | | | | 19 | | | | 39 | | | | 3,370 | |
Foreign exchange movement | | | - | | | | - | | | | (25 | ) | | | - | | | | - | | | | (1 | ) | | | (26 | ) |
Balance at March 31, 2017 | | | 8,370 | | | | 47,678 | | | | 7,215 | | | | 24,972 | | | | 895 | | | | 2,293 | | | | 91,423 | |
9 Property, plant and equipment (continued)
| | Land and buildings | | | Mine development, infrastructure and other | | | Exploration and Evaluation assets | | | Plant and equipment | | | Fixtures and fittings | | | Motor vehicles | | | Total | |
Accumulated depreciation and Impairment losses | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
Balance at January 1, 2016 | | | 2,321 | | | | 3,781 | | | | - | | | | 11,524 | | | | 996 | | | | 1,503 | | | | 20,125 | |
Scrappings | | | - | | | | - | | | | - | | | | - | | | | (502 | ) | | | - | | | | (502 | ) |
Depreciation for the year | | | 629 | | | | 699 | | | | - | | | | 1,705 | | | | 106 | | | | 352 | | | | 3,491 | |
Disposals | | | - | | | | - | | | | - | | | | - | | | | - | | | | (8 | ) | | | (8 | ) |
Impairment | | | - | | | | - | | | | - | | | | - | | | | 20 | | | | - | | | | 20 | |
Foreign exchange movement | | | - | | | | 61 | | | | - | | | | - | | | | 22 | | | | (3 | ) | | | 80 | |
Balance at December 31, 2016 | | | 2,950 | | | | 4,541 | | | | - | | | | 13,229 | | | | 642 | | | | 1,844 | | | | 23,206 | |
Depreciation for the 3 month period | | | 165 | | | | 143 | | | | - | | | | 485 | | | | 28 | | | | 61 | | | | 882 | |
Foreign exchange movement | | | - | | | | - | | | | - | | | | - | | | | (16 | ) | | | - | | | | (16 | ) |
Balance at March 31, 2017 | | | 3,115 | | | | 4,684 | | | | - | | | | 13,714 | | | | 654 | | | | 1,905 | | | | 24,072 | |
Carrying amounts | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
At December 31, 2016 | | | 5,417 | | | | 40,537 | | | | 6,967 | | | | 11,307 | | | | 234 | | | | 411 | | | | 64,873 | |
At March 31, 2017 | | | 5,255 | | | | 42,994 | | | | 7,215 | | | | 11,258 | | | | 241 | | | | 388 | | | | 67,351 | |
10 Inventories
| | | | | December 31, | |
| | 2017 | | | 2016 | |
| | | | | | |
Consumable stores | | | 7,312 | | | | 6,884 | |
Gold in progress | | | - | | | | 338 | |
| | | 7,312 | | | | 7,222 | |
11 Trade and other receivables
| | | | | December 31, | |
| | 2017 | | | 2016 | |
| | | | | | |
Bullion sales receivable | | | 2,667 | | | | 1,059 | |
VAT receivables | | | 1,243 | | | | 1,901 | |
Deposits for stores and equipment and other receivables | | | 682 | | | | 465 | |
| | | 4,592 | | | | 3,425 | |
12 Cash flow information
Non-cash items and information presented separately on the cash flow statement:
| | 2017 | | | 2016 | |
Profit before tax | | | 4,368 | | | | 1,974 | |
Adjustments for: | | | | | | | | |
Net finance cost | | | 7 | | | | 36 | |
Unrealised portion of Margin call | | | - | | | | 290 | |
Unrealised foreign exchange losses | | | 63 | | | | 238 | |
Share-based payment expense | | | 410 | | | | 90 | |
Other income | | | (408 | ) | | | (56 | ) |
Depreciation | | | 882 | | | | 821 | |
Cash generated by operations before working capital changes | | | 5,322 | | | | 3,393 | |
Inventories | | | (92 | ) | | | (829 | ) |
Prepayments | | | (1,262 | ) | | | (50 | ) |
Trade and other receivables | | | (700 | ) | | | (821 | ) |
Trade and other payables | | | (853 | ) | | | 240 | |
Cash flows from operating activities | | | 2,415 | | | | 1,933 | |
13 Operating Segments
The Group's operating segments have been identified based on geographic areas. The Group has three reportable segments as described below, which represents the Group's strategic business units. 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. The
13 Operating Segments (continued)
following geographical areas describe the operations of the Group's reportable segments: Corporate, Zimbabwe and South Africa. The Corporate segment comprise the holding company and Greenstone Management Services Holdings Limited (UK) responsible for administrative functions within the group. The Zimbabwe operating segments comprise CHZ and subsidiaries. The South Africa geographical segment comprise a gold mine, that is on care and maintenance, as well as sales made by Caledonia Mining South Africa Proprietary Limited to the Blanket Mine. 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 reports 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.
Information about reportable segments
For the 3 months ended March 31, 2017 | | Corporate | | | Zimbabwe | | | South Africa | | | Inter-group eliminations | | | Total | |
| | | | | | | | | | | | | | | |
Revenue | | | - | | | | 16,449 | | | | 1,920 | | | | (1,920 | ) | | | 16,449 | |
Royalty | | | - | | | | (823 | ) | | | | | | | | | | | (823 | ) |
Production costs | | | - | | | | (9,286 | ) | | | (1,942 | ) | | | 2,130 | | | | (9,098 | ) |
Management fee | | | - | | | | (990 | ) | | | 990 | | | | - | | | | - | |
Other income | | | 27 | | | | 617 | | | | - | | | | - | | | | 644 | |
Administrative expenses | | | (798 | ) | | | (12 | ) | | | (606 | ) | | | (25 | ) | | | (1,441 | ) |
Depreciation | | | | | | | (939 | ) | | | (14 | ) | | | 71 | | | | (882 | ) |
Foreign exchange (loss)/gain | | | (71 | ) | | | (63 | ) | | | 70 | | | | - | | | | (64 | ) |
Share based payment expense | | | (118 | ) | | | (223 | ) | | | (69 | ) | | | - | | | | (410 | ) |
Net finance (costs)/income | | | - | | | | (12 | ) | | | 5 | | | | - | | | | (7 | ) |
Segment profit before income tax | | | (960 | ) | | | 4,718 | | | | 354 | | | | 256 | | | | 4,368 | |
Income tax expense | | | - | | | | (1,424 | ) | | | (233 | ) | | | 197 | | | | (1,460 | ) |
Segment profit after income tax | | | (960 | ) | | | 3,294 | | | | 121 | | | | 453 | | | | 2,908 | |
As at March 31, 2017 | | Corporate | | | Zimbabwe | | | South Africa | | | Inter-group eliminations | | | Total | |
| | | | | | | | | | | | | | | | | | | | |
Geographic segment assets: | | | | | | | | | | | | | | | | | | | | |
Current | | | 4,465 | | | | 19,546 | | | | 2,197 | | | | (380 | ) | | | 25,828 | |
Non-Current (excluding intercompany) | | | 40 | | | | 67,765 | | | | 640 | | | | (1,046 | ) | | | 67,399 | |
Additions to property, plant and equipment | | | - | | | | 2,895 | | | | | *475 | | | - | | | | 3,370 | |
Intercompany balances | | | 43,971 | | | | - | | | | 6,610 | | | | (50,581 | ) | | | - | |
Geographic segment liabilities: | | | | | | | | | | | | | | | | | | | | |
Current | | | (355 | ) | | | (8,192 | ) | | | (1,036 | ) | | | - | | | | (9,583 | ) |
Non-current (excluding intercompany) | | | (296 | ) | | | (21,031 | ) | | | (756 | ) | | | 12 | | | | (22,071 | ) |
Intercompany balances | | | (16,939 | ) | | | (904 | ) | | | (32,738 | ) | | | 50,581 | | | | - | |
* Represents Capital work in progress built in South Africa earmarked for installation at the Blanket Mine.
13 Operating Segments (continued)
For the 3 months ended March 31, 2016 | | Corporate | | | Zimbabwe | | | South Africa | | | Inter-group eliminations | | | Total | |
| | | | | | | | | | | | | | | |
Revenue | | | - | | | | 13,423 | | | | 2,119 | | | | (2,119 | ) | | | 13,423 | |
Royalty | | | - | | | | (672 | ) | | | - | | | | - | | | | (672 | ) |
Production costs | | | - | | | | (8,106 | ) | | | (1,812 | ) | | | 1,876 | | | | (8,042 | ) |
Management fee | | | - | | | | (990 | ) | | | 990 | | | | - | | | | - | |
Other income | | | - | | | | 56 | | | | - | | | | - | | | | 56 | |
Administrative expenses | | | (882 | ) | | | (10 | ) | | | (566 | ) | | | 21 | | | | (1,437 | ) |
Depreciation | | | - | | | | (885 | ) | | | (10 | ) | | | 74 | | | | (821 | ) |
Foreign exchange gain/(loss) | | | 65 | | | | - | | | | (37 | ) | | | - | | | | 28 | |
Share based payment expense | | | (90 | ) | | | - | | | | - | | | | - | | | | (90 | ) |
Margin call | | | (435 | ) | | | - | | | | - | | | | - | | | | (435 | ) |
Net finance cost | | | - | | | | (36 | ) | | | - | | | | - | | | | (36 | ) |
Profit before income tax | | | (1,342 | ) | | | 2,780 | | | | 684 | | | | (148 | ) | | | 1,974 | |
Tax expense | | | - | | | | (891 | ) | | | (235 | ) | | | - | | | | (1,126 | ) |
Profit after income tax | | | (1,342 | ) | | | 1,889 | | | | 449 | | | | (148 | ) | | | 848 | |
| | | | | | | | | | | | | | | |
As at December 31, 2016 | | Corporate | | | Zimbabwe | | | South Africa | | | Inter-group eliminations | | | Total | |
| | | | | | | | | | | | | | | | | | | | |
Geographic segment assets: | | | | | | | | | | | | | | | | | | | | |
Current (excluding intercompany) | | | 5,050 | | | | 19,501 | | | | 1,616 | | | | (375 | ) | | | 25,792 | |
Non-current (excluding intercompany) | | | 40 | | | | 65,824 | | | | 388 | | | | (1,335 | ) | | | 64,917 | |
Intercompany balances | | | 42,871 | | | | - | | | | 7,080 | | | | (49,951 | ) | | | - | |
Additions to property, plant and equipment | | | - | | | | 19,000 | | | | 36 | | | | 123 | | | | 19,159 | |
Geographic segment liabilities: | | | | | | | | | | | | | | | | | | | | |
Current (excluding intercompany) | | | (313 | ) | | | (8,801 | ) | | | (718 | ) | | | - | | | | (9,832 | ) |
Non-current (excluding intercompany) | | | - | | | | (20,989 | ) | | | (517 | ) | | | - | | | | (21,560 | ) |
Intercompany balances | | | (14,900 | ) | | | (2,184 | ) | | | (32,867 | ) | | | 49,951 | | | | - | |
Major customer
Revenues from Fidelity printers and Refiners in Zimbabwe amounted to $16,449 (2016: $13,423) for the 3 months ended March 31.
Directors and Officers at May 10, 2017
BOARD OF DIRECTORS | OFFICERS |
L.A. Wilson (2) (3) (4) (5) (7) Chairman of the Board | S. R. Curtis (4) (5) (6) (7) Chief Executive Officer |
Non-executive Director | Johannesburg, South Africa |
Florida, United States of America | |
| |
S. R. Curtis (4) (5) (6) (7) | D. Roets (5) (6) (7) |
Chief Executive Officer Johannesburg, South Africa | Chief Operating Officer Johannesburg, South Africa |
| |
J. Johnstone (2) (3) (4) (6) (7) | M. Learmonth (5) (7) |
Non-executive Director Gibsons, British Columbia, Canada | Chief Financial Officer Jersey, Channel Islands |
| |
J. L. Kelly (1) (2) (3) (5) (7) | M. Mason (5) (7) |
Non-executive Director Connecticut, United States of America | VP Corporate Development and Investor Relations London, England |
| |
J. Holtzhausen (1) (2) (4) (5) (6) (7) | A. Chester (5) |
Chairman Audit Committee Non-executive Director, Cape Town, South Africa | General Counsel, Company Secretary and Head of Risk and Compliance Jersey, Channel Islands |
| |
M. Learmonth (5) (7) | Board Committees |
Chief Financial Officer | (1) Audit Committee |
Jersey, Channel Islands | (2) Compensation Committee |
| (3) Corporate Governance Committee |
John McGloin (1) (4) (6) (7) | (4) Nomination Committee |
Non-executive Director | (5) Disclosure Committee |
Bishops Stortford, United Kingdom | (6) Technical Committee (7) Strategic Planning Committee |
CORPORATE DIRECTORY as at May 10, 2017
CORPORATE OFFICES | SOLICITORS |
Jersey - Head Office | Walkers |
Caledonia Mining Corporation Plc | Jersey, Channel Islands |
3rd Floor Weighbridge House | PO Box 72, Walkers House 28-34 Hill street, St Helier, Jersey, Channel Islands |
Weighbridge House | +44 1534 700 700 |
St Helier | |
Jersey JE2 3NF | |
| |
South Africa | Borden Ladner Gervais LLP (Canada) |
Caledonia Mining South Africa Proprietary Limited | Suite 4100, Scotia Plaza |
P.O. Box 4628 444628834 | 40 King Street West |
Weltevreden park | Toronto, Ontario M5H 3Y4 Canada |
South Africa | |
Tel: +27(11) 447-2499 Fax: +27(11) 447-2554 | Memery Crystal LLP (United Kingdom) |
| 44 Southampton Buildings |
Zimbabwe | London WC2A 1AP |
Caledonia Holdings Zimbabwe (Private) Limited | United Kingdom |
P.O. Box CY1277 | |
Causeway, Harare | AUDITORS |
Zimbabwe | KPMG Inc. |
| 85 Empire Road |
CAPITALIZATION (May 10, 2017) | Parktown 2193 |
Authorised: 52,787,428 | South Africa |
Shares, Warrants and Options Issued: (May 10, 2017) | Tel: +27 83 445 1400, Fax: + 27 11 647 6018 |
Shares: 52,787,428 | |
Options: | REGISTRAR & TRANSFER AGENT |
| Computershare |
SHARES LISTED | 100 University Ave, 8th Floor, |
Toronto Stock Exchange Symbol “CAL” | Toronto, Ontario, M5J 2Y1 |
NASDAQ OTCQX Symbol "CALVF" | Tel:+1 416 263 9483 |
London “AIM” Market Symbol “CMCL” | |
| BANKERS |
| Barclays |
| Level 11 |
| 1 Churchill place, Canary Wharf, London, E14 5HP |
18