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Wolf Minerals Ltd (WLFE)

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Wednesday 07 March, 2018

Wolf Minerals Ltd

Interim Financial Statements

RNS Number : 9025G
Wolf Minerals Limited
07 March 2018
 



 

 

 

 

7 March 2018

 

Wolf Minerals Limited

("Wolf" or the "Company")

 

Release of Interim Financial Statements 

 

Specialty metals producer, Wolf Minerals Limited (ASX: WLF, AIM: WLFE) ("Wolf" or "the Company") wishes to advise that its Interim Financial Report for the 6 months ending 31 December 2017 are enclosed and are also available for  download from the Company's website, www.wolfminerals.com 

 

 

 

 

 

WOLF MINERALS LIMITED

A.B.N. 11 121 831 472

AND CONTROLLED ENTITIES

 

 

 

 

INTERIM FINANCIAL REPORT

 

 

31 DECEMBER 2017



31 DECEMBER 2017

 

CONTENTS

 

 

CORPORATE DIRECTORY

 

DIRECTORS' REPORT

 

AUDITOR'S INDEPENDENCE DECLARATION

 

CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

 

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

 

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

 

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

 

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

DIRECTORS' DECLARATION

 

INDEPENDENT AUDITOR'S REVIEW REPORT

 

 

This interim financial report does not include all the notes of the type normally included in an annual financial report. Accordingly, this report is to be read in conjunction with the annual report for the year ended 30 June 2017 and any public announcements made by Wolf Minerals Limited during the interim reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001.


CORPORATE DIRECTORY

 

 


NON-EXECUTIVE CHAIRMAN

John Hopkins OAM

 

INTERIM MANAGING DIRECTOR

Richard Lucas

 

NON-EXECUTIVE DIRECTORS

Ronnie Beevor

Nick Clarke

Chris Corbett

Don Newport

Michael Wolley

 

ALTERNATE DIRECTOR

Jacob Roorda

 

COMPANY SECRETARY

Pauline Carr

 

REGISTERED OFFICE

5/35 Havelock Street

WEST PERTH WA 6005

 

PRINCIPAL PLACE OF BUSINESS

Drakelands Mine

Drakelands, Plymouth

DEVON PL7 5B5

UNITED KINGDOM

 

AUDITORS

PKF Mack

Level 4, 35 Havelock Street

WEST PERTH WA 6005

 

LAWYERS

Hogan Lovells

Level 13, St Georges Square

225 St Georges Terrace

PERTH WA 6000

 

SHARE REGISTER

Security Transfer Australia

770 Canning Hwy

APPLECROSS WA 6153

 

UK DEPOSITORY

Computershare Investor Services PLC

The Pavilions, Bridgwater Road

Bristol BS99 6ZZ

 

SECURITIES EXCHANGE LISTINGS

Australian Securities Exchange

(Home Exchange: Perth, Western Australia)

Code: WLF

Alternative Investment Market

London Stock Exchange

Code: WLFE

 

BANKERS

National Australia Bank

50 St Georges Terrace

PERTH WA 6000

 

WEBSITE

www.wolfminerals.com.au




 

DIRECTORS' REPORT

 

Your Directors submit the financial report of the Consolidated Entity for the half year ended

31 December 2017.

 

DIRECTORS

The names of Directors who held office during or since the end of the half year:

 

John Hopkins OAM

Non-Executive Chairman

Richard Lucas

Interim Managing Director

Ronnie Beevor

Non-Executive Director

Nick Clarke

Non-Executive Director

Chris Corbett

Non-Executive Director

Don Newport

Non-Executive Director

Michael Wolley

Non-Executive Director

Jacob Roorda

Alternate Director

 

 

 

PRINCIPAL ACTIVITIES

 

During the half year the principal activities of the Consolidated Entity consisted of tungsten and tin mining, conducted through the wholly owned subsidiary, Wolf Minerals (UK) Limited.

 

REVIEW OF RESULTS

 

The Directors of Wolf Minerals Limited ("Wolf" or "the Company") announce for the half year to 31 December 2017 a net consolidated loss after tax of $35,423,986 (half year to 31 December 2016: $37,688,696).

 

REVIEW OF OPERATIONS

Summary

Wolf has continued to focus on its operations at the Drakelands mine ("Drakelands") as part of the Hemerdon tungsten and tin project ("Hemerdon" or "the Project") located in Devon, England. During the six months ended 31 December 2017 the key achievements included:

 

·   Improved tungsten concentrate production and sales during the period.

·   Operating turnaround plan activities largely complete and being incorporated into operating practices.

·   Tungsten price improves further reaching a three year high, currently US$319 per mtu.

·   Further funding support provided by Resource Capital Fund VI L.P. Discussions in progress regarding the required funding support to reach steady state operating cash flows.

 

Drakelands Operations

 

Overview

There were five lost time injuries during the six months to 31 December 2017. Safety is a core value of Wolf with all incidents investigated and procedures updated as part of the Company's safety effort. The Company's continuing investment in behavioural based safety is being integrated into the business, with further opportunities for improvement identified and under development. 

 

The operating turnaround plan has provided improved production and sales, through increased operating time to allow greater understanding of the processing plant operating performance and the ore feed blending requirements.

DIRECTORS' REPORT (CONTINUED)

 

Mining Activities

During the period, mining activities remained focused upon ore feed blending for the processing

plant and the commencement of Stage 3.1 construction of the Mining Waste Facility ("MWF").

A total of 1,386,550 bank cubic metres of material was moved during the six month period with ore grade averaging 0.21% WO3 and 0.03% Sn.

 

The improvement in the processing plant performance has provided valuable information for mine planning on the blending strategy for optimal ore feed quality. A stable operating platform will continue to enhance this process, especially as the gravity fines circuit contribution further improves pre-concentrate recovery.

 

In addition, following encouraging test work during the period, the Company has initiated a pre-processing trial on lower quality ore feed to identify potential improvements in processing efficiency and project cashflows. The trial is expected to commence pre-processing in February and will run for the next two quarters on a range of ore feed quality and mineralised waste.

 

Processing Plant

During the six month period the processing plant treated 959,958 tonnes of ore and produced 79,099 metric tonne units ("mtu") of tungsten concentrate. During the period, both production and sales improved significantly, up 36% and 37% respectively on the previous period on an equivalent operating basis, providing an increase in revenue and taking advantage of higher tungsten prices.

 

The throughput tonnes demonstrated an incremental improvement on the June period, after adjusting for the reduced weekend operations, however significant gains were constrained towards the end of the period by commissioning the modifications in the gravity fines circuit under the operating turnaround plan.

 

The dense media separation ("DMS") circuit continued to provide improvements in tungsten pre-concentrate recovery, with further optimisation activities being driven by more consistent circuit run time and performance data analytics. The improvements in the gravity fines circuit are expected to provide a further lift to pre-concentrate recovery towards target levels, once stable operating parameters are achieved.

 

In the refinery, further improvement in reliability and run time provided an increase in kiln throughput for the period, with a total of 744 tonnes in November alone providing significant growth in tungsten concentrate production. The increased kiln throughput has fully consumed the previous bagged pre-concentrate inventories and has additional capacity to accommodate further increases in front end throughput and pre-concentrate volumes. The refinery performance is also expected to benefit from improved pre-concentrate quality as DMS and gravity fines circuit recovery grades increase, along with higher concentrate grade from improved kiln reducing conditions prior to magnetic separation.

 

The major activities within the operating turnaround plan were largely completed by the end of the period, with only two more outstanding items in the refinery and gravity fines to be implemented. These remaining activities will be scheduled over the coming months as the operating turnaround plan has been incorporated into daily activities and the focus moves to optimisation and performance improvement in a more stable environment.

 

 

DIRECTORS' REPORT (CONTINUED)

 

Sustainability

At the end of December the site recorded 28 injury free days following five lost time injuries during the period (compared to six in the previous period). Following the behaviour based safety training program, a follow up exercise was undertaken on the application of the skills learned in the training and to provide onetoone coaching for supervisors and safety representatives.

 

In addition, another awareness initiative was implemented to encourage a preventative, injury free safety culture through greater hazard observation, supported by field level risk assessments and authority to work procedures. This initiative was very well supported, providing a number of opportunities to improve safety performance.

 

One Category A environmental incident occurred during the period. This related to a planned flow shutoff in a constructed compensation channel to control a discharge of potentially impacted surface water. The flow shutoff had a limited impact on the local fish population and the subsequent investigation recommended a change in the flocculant dosing procedure to ensure that flow could be maintained in the future. The incident was reported to the Environment Agency ("EA") and no further action is required by the Company.

 

During the period, the Company also implemented a temporary period of weekend modified operations in which the vibrating screens in the processing plant were turned off each week from 11pm on Friday until 6am the following Monday. The Company also conducted additional investigations to progress the development of low frequency noise ("LFN") solutions, including obtaining input from five different global expert engineering teams on noise and acoustic treatments. After an extensive investigative programme, each expert presented its findings and the potential solutions were peer reviewed and evaluated to determine the best available techniques to address LFN emissions from the processing plant.

 

The process culminated in an LFN noise and vibration management plan, together with a summary of the work undertaken by the experts, being submitted to the EA for review. Subsequent to period end, the noise and vibration management plan has been agreed with the EA, with the solution identified from best available techniques being to re-clad the existing building structure with a proprietary acoustic panelling system at an estimated cost of up to £7.5 million. The Company has also returned to 7 days a week operation in January, including regular updates to the community on scheduled shutdown periods whilst the LFN noise and vibration management plan is implemented.

 

Previously, the Company assessed the costs of ongoing LFN rectifications and announced on 17 August 2017 that it had decided to notify its lead construction contractor, GR Engineering Services Limited ("GRES"), of its intention to recover these costs from the £7.5 million Performance Bond under the construction contract if GRES did not take all necessary actions to do so at its own cost. Further discussions and correspondence have taken place with GRES and are ongoing in relation to achieving a resolution.

 

 

DIRECTORS' REPORT (CONTINUED)

 

Increased Bridge Facility with Resource Capital Fund VI L.P.

 

As announced on 27 October 2017, the Company reached agreement with Resource Capital Fund VI L.P. ("RCF VI") to increase its secured bridge loan facility (the "Bridge Facility") and provide the Company with a further £10 million subordinated loan, bringing the total subordinated loans amount to £55 million. The subordinated loans are accruing interest at a rate of 15% per annum, which is being capitalised.

 

If certain conditions precedent are satisfied (including shareholder approval), RCF VI can elect that the subordinated loans switch to subordinated convertible notes. The Company will, in due course, seek shareholder approval to enable the issue of the convertible notes and subsequent conversion into ordinary shares in accordance with the convertible note terms under the Bridge Facility. The convertible notes are also conditional upon, amongst other things, RCF VI obtaining FIRB approval.

 

Subsequent to period end on 31 January 2018, the Company's funding and offtake standstill arrangements from the debt restructure in October 2016 were due to end and revert to the original terms announced to the market on 24 October 2016, including the re-commencement of principal debt repayments under the Senior Facilities Agreement. A one month extension was granted to 28 February 2018 to allow negotiations to be completed.

 

On 28 February 2018, the Company announced that it had executed agreements for an extension to the standstill and further restructure of the senior debt facilities and additional funding support by way of a further £10 million subordinated loan facility from RCF VI repayable in October 2020. The standstill extension continues to grant relief from financial and other covenants for a further 12 months to 31 January 2019. The restructure includes reduced principal debt repayments for the next three quarters to October 2018, with the deferred amounts added to repayments in 2020, unless a revised repayment schedule is agreed before 31 July 2019. In addition, the Company's tungsten concentrate supply agreements have been amended to align with the extended standstill period.

 

Tungsten Market Trends

 

The ammonium paratungstate ("APT") price published by London Metal Bulletin (FOB Europe) had another solid performance during the period, rising from US$220 per mtu to US$294 per mtu by the end of the period. The average for the period was US$272 per mtu up from US$206 per mtu in the previous period - an increase of 32%.

 

 

DIRECTORS' REPORT (CONTINUED)

 

Tungsten Market Trends (Continued)

Subsequent to period end, the APT price has risen further to US$319 per mtu.

 

The rise in the APT price during the period has been attributed to a combination of tight concentrate supply and increased buying interest in China. The Company considers that further price rises over the next three to six months will largely depend on the extent of Chinese production capacity permanently removed from the market following the enforcement of higher environmental standards. End user markets remain positive, particularly the United States and Russia where oil and gas demand for tungsten carbide continues to strengthen.

 

Mining Tenements

As at 31 December 2017, Wolf has an interest in the following projects:

 

Tenement

Location

Interest

Status

Grant Date

Hemerdon

United Kingdom

100%

Leased

10/02/2014

 

All tenements are held by Wolf Minerals (UK) Limited, a wholly owned subsidiary of the Company. No farm-in or farm-out agreements are applicable. No mining or exploration tenements were acquired or disposed of during the period.

 

Planned Upcoming Activities

Wolf will continue to progress the operations at Drakelands. Details of proposed activities include:

 

·   Continuing emphasis on personal safety awareness and hazard observations.

·   Building upon processing plant performance and ramp up, including optimisation of the mine plan and gravity fines circuit.

·   Commencing the ore pre-processing trial.

·   Implementing the noise and vibration management plan to reduce LFN emissions.

·   Completing negotiations for further funding support.

AFTER BALANCE DATE EVENTS

 

On 28 February 2018, the Company announced that it had executed agreements for an extension to the standstill and further restructure of the senior debt facilities and additional funding support by way of a further £10 million (extendable to £15m at RCF VI's discretion) subordinated loan facility from RCF VI repayable in October 2020. The standstill extension continues to grant relief from financial and other covenants for a further 12 months to 31 January 2019. The restructure includes reduced principal debt repayments for the next three quarters to October 2018, with the deferred amounts added to repayments in 2020, unless a revised repayment schedule is agreed before 31 July 2019. In addition, the Company's tungsten concentrate supply agreements have been amended to align with the extended standstill period.

 

 

DIRECTORS' REPORT (CONTINUED)

 

AUDITOR'S DECLARATION

 

The lead auditor's independence declaration under section 307C of the Corporations Act 2001 is set out on page 8 for the half year ended 31 December 2017.

 

This report is made in accordance with a resolution of the Directors.

 

 

 

_____________________________

Richard Lucas

Interim Managing Director

 

Dated:  6 March 2018

 

 

 

 

AUDITOR'S INDEPENDENCE DECLARATION

TO THE DIRECTORS OF WOLF MINERALS LIMITED   

 

In relation to our review of the financial report of Wolf Minerals Limited for the half year ended 31 December 2017, to the best of my knowledge and belief, there have been no contraventions of the auditor independence requirements of the Corporations Act 2001 or any applicable code of professional conduct.

 

 

PKF Mack

 

 

 

Simon Fermanis

Partner

 

6 March 2018

West Perth,

Western Australia


CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

FOR THE HALF YEAR ENDED 31 DECEMBER 2017

 

           

Note

31 December 2017


31 December 2016



$


$






Revenue

8

23,120,776


10,939,075

Cost of sales

9

(43,720,308)


(39,279,665)

Gross profit/(loss)


(20,599,532)


(28,340,590)






Other income


27,371


9,722

Financial instrument loss


(3,043,943)


(3,080,826)

Corporate costs


(1,645,149)


(2,569,420)

Depreciation


(9,377)


(13,217)

Operating profit/(loss)


(25,270,630)


(33,994,331)






Finance income


1,672


89,751

Finance costs

10

(10,155,028)


(3,784,116)

Net financing


(10,153,356)


(3,694,365)






Loss before income tax


(35,423,986)


(37,688,696)






Income tax benefit


-


-






Loss for the period after income tax


(35,423,986)


(37,688,696)






Items that may be reclassified subsequently to profit or loss





Exchange differences on translating foreign operations (net of tax)


114,824


(9,604,913)

Movement in the cash flow hedge reserve (net of tax)


6,141,506


(3,354,772)






Total comprehensive loss for the period


(29,167,656)


(50,648,381)






Earnings per share





Basic and diluted loss per share (cents)


(3.26)


(3.48)






 

 

The above condensed consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes.

 

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2017

 

           

Note

31 December 2017


30 June

2017



$


$

CURRENT ASSETS





Cash and cash equivalents


6,599,138


8,333,662

Trade and other receivables


3,745,207


2,328,126

Inventory

11

5,407,091


3,098,154

Other current assets


813,034


531,497

TOTAL CURRENT ASSETS


16,564,470


14,291,439

 





NON-CURRENT ASSETS





Mine properties and development

12

5,458,624


5,582,197

Property, plant and equipment

13

272,444,474


263,749,966

Other non-current assets


18,953,610


17,189,663

TOTAL NON CURRENT ASSETS


296,856,708


286,521,826

 





TOTAL ASSETS


313,421,178


300,813,265

 





CURRENT LIABILITIES





Trade and other payables


21,936,634


22,978,838

Provisions


111,525


193,960

Derivative financial instruments

14

365,499


4,202,631

Borrowings

15

10,792,315


59,874,424

TOTAL CURRENT LIABILITIES


33,205,973


87,249,853

 

NON CURRENT LIABILITIES





Provisions


7,027,153


6,778,765

Derivative financial instruments

14

-


366,877

Borrowings

15

192,897,988


97,060,134

TOTAL NON CURRENT LIABILITIES


199,925,141


104,205,776

 





TOTAL LIABILITIES


233,131,114


191,455,629

 





NET ASSETS


80,290,064


109,357,636

 





EQUITY





Issued capital

16

274,160,487


274,080,313

Reserves


(366,617)


(6,642,857)

Accumulated losses


(193,503,806)


(158,079,820)

 





TOTAL EQUITY


80,290,064


109,357,636

 

 

The above condensed consolidated statement of financial position should be read in conjunction with the accompanying notes.




CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE HALF YEAR ENDED 31 DECEMBER 2017

 

           

Issued Capital


Accumulated Losses


Share Based

Payments

Reserve


Cash Flow Hedge Reserve


Foreign Currency Translation Reserve


Total


$


$


$


$


$


$













Balance at 1 July 2016

273,544,711


(83,543,179)


1,743,297


(10,671,031)


9,252,726


190,326,524

Loss for the period

-


(37,688,696)


-


-


-


(37,688,696)

Other comprehensive income












Foreign currency translation differences

-


-


-


-


(9,604,913)


(9,604,913)

Movement in cash flow hedge reserve

-


-


-



-


(3,354,772)

Total comprehensive profit/(loss) for the period

-


(37,688,696)


-



(9,604,913)


(50,648,381)













Transactions with owners, recorded directly in equity












Issue of share capital

67,973


-


-


-


-


67,973

Share issue costs

(35,693)


-


-


-


-


(35,693)

Equity compensation benefit

143,368


-


(68,492)


-


-


74,876













Balance at 31 December 2016

273,720,359


(121,231,875)


1,674,805


(14,025,803)


(352,187)


139,785,299













Balance at 1 July 2017


(158,079,820)


1,552,790



(1,811,892)


109,357,636

Loss for the period

-


(35,423,986)


-


-


-


(35,423,986)

Other comprehensive income












Foreign currency translation differences

-


-


-


-


114,824


114,824

Movement in cash flow hedge reserve

-


-


-



-


6,141,506

Total comprehensive profit/(loss) for the period

-


(35,423,986)


-



114,824


(29,167,656)













Transactions with owners, recorded directly in equity












Issue of share capital

84,000


-


-


-


-


84,000

Share issue costs

(3,826)


-


-


-


-


(3,826)

Equity compensation benefit

-


-


19,910


-


-


19,910













Balance at 31 December 2017

274,160,487


(193,503,806)


1,572,700


(242,249)


(1,697,068)


80,290,064

 

The above condensed consolidated statement of changes in equity should be read in conjunction with the accompanying notes.


CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE HALF YEAR ENDED 31 DECEMBER 2017

 

           

31 December 2017


31 December 2016


$


$

CASH FLOWS FROM OPERATING ACTIVITIES




Receipts from customers

23,577,965


10,297,927

Payments to suppliers and employees

(42,236,129)


(38,980,279)

Other income

27,371


9,722





Net cash used in operating activities

(18,630,793)


(28,672,630)





CASH FLOWS FROM INVESTING ACTIVITIES




Payments for mine development assets

(120,341)


-

Payments made in respect on bonds and collateral deposits

(1,311,250)


(255,975)

Payments for property, plant and equipment

(12,463,941)


(10,548,554)

Interest received

1,676


23,599





Net cash used in investing activities

(13,893,856)


(10,780,930)





CASH FLOWS FROM FINANCING ACTIVITIES




Proceeds from borrowings

38,536,630


23,891,000

Repayment of borrowings

-


(4,694,582)

Payment of borrowing costs

(4,627,901)


(4,096,833)

Financial instrument payments

(2,681,883)


(5,137,568)

Payments for share issue costs

(3,826)


(35,693)





Net cash from financing activities

31,223,020


9,926,324





Net decrease in cash and cash equivalents

(1,301,629)


(29,527,236)

Effects of exchange rate changes on the balance of cash

held in foreign currencies

(432,895)


(1,677,541)

Cash and cash equivalents at the beginning of the period

8,333,662


35,010,327





Cash and cash equivalents at the end of the period

6,599,138


3,805,550

 

 

The above condensed consolidated statement of cash flows should be read in conjunction with the accompanying notes.

 

 

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2017

 

NOTE 1: STATEMENT OF COMPLIANCE

 

Wolf Minerals Limited (the "Company") is a public company, limited by shares, domiciled and incorporated in Australia and listed on the Australian Securities Exchange and Alternative Investment Market. The interim financial report of the company for the six months ended 31 December 2017, comprise the Company and its subsidiaries (the "Consolidated Entity" or "Group").

 

The interim financial report is a general purpose financial report prepared in accordance with the requirements of the Corporations Act 2001 and AASB 134 Interim Financial Reporting. Compliance with AASB 134 ensures compliance with International Financial Reporting Standard IAS 34 Interim Financial Reporting.

 

The interim financial report does not include full disclosures of the type normally included in an annual financial report. Accordingly, it is recommended that this interim financial report be read in conjunction with the annual financial report for the year ended 30 June 2017 and any public announcements made by Wolf Minerals Limited and its controlled entities during the interim reporting period in accordance with the continuous disclosure requirements arising under the Corporations Act 2001.

 

These condensed consolidated financial statements were approved by the Board of Directors on

6 March 2018.

 

NOTE 2: BASIS OF PREPARATION

 

The condensed consolidated financial statements have been prepared on an accruals basis and are based on historical costs modified by the revaluation of selected non-current assets, financial assets and financial liabilities for which the fair value basis of accounting has been applied. The presentation and functional currency is in Australian Dollars.

 

The accounting policies and methods of computation adopted in the preparation of the condensed consolidated financial statements are consistent with those adopted and disclosed in the Group's 2017 annual financial report for the financial year ended 30 June 2017.

 

Going concern basis

The condensed consolidated financial statements have been prepared on a going concern basis, which contemplates continuity of normal business activities and the realisation of assets and settlement of liabilities in the normal course of business. The Consolidated Entity incurred a loss after tax of $35,423,986 for the half year ended 31 December 2017 (half year to 31 December 2016: $37,688,696). Furthermore the Consolidated Entity has a working capital deficit of A$16,641,503 as at 31 December 2017 (30 June 2017: A$72,958,414).

 

The ability of the Company and the Consolidated Entity to maintain compliance with its debt obligations and covenants and continue to pay its debts as and when they fall due is dependent upon receiving additional funding support, successfully ramping up production to nameplate capacity and rescheduling fixed debt repayments with senior debt lenders.

 

 

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2017

 

NOTE 2: BASIS OF PREPARATION (CONTINUED)

 

Going concern basis (continued)

On 28 February 2018, the Company announced that it had executed agreements for an extension to the standstill and further restructure of the senior debt facilities and additional funding support by way of a further £10 million subordinated loan facility from RCF VI repayable in October 2020. The standstill extension continues to grant relief from financial and other covenants for a further 12 months to 31 January 2019. The restructure includes reduced principal debt repayments for the next three quarters to October 2018, with the deferred amounts added to repayments in 2020, unless a revised repayment schedule is agreed before 31 July 2019. In addition, the Company's tungsten concentrate supply agreements have been amended to align with the extended standstill period.

 

The Directors have appropriate plans in place to support these funding arrangements and enable the Company to reach self-sustaining cashflows and meet its debt obligations and covenants. The plans include improvements in operational cashflows through additional revenue streams, cost reduction initiatives and release of cash escrowed amounts on the balance sheet, which will enable the principal loan repayments to be rescheduled with the senior debt lenders to avoid any non compliance with senior debt conditions and financial ratios.

 

In the event that the Company and Consolidated Entity do not achieve the above outcomes, there exists a material uncertainty that casts significant doubt as to whether the Company and Consolidated Entity will be able to continue as going concerns and realise their assets and extinguish their liabilities in the normal course of business.

 

The Directors believe it is appropriate to prepare the condensed consolidated financial statements on a going concern basis. The condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or to the amounts and classification of liabilities that might be necessary should the Company and Consolidated Entity not continue as going concerns.

 

Critical accounting estimates and judgements

The preparation of the condensed consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the end of the reporting period. Actual results may differ from these estimates.

 

Significant items subject to such estimates are set out in the Accounting Policies to the Group's 2017 annual report. The nature and amounts of such estimates have not changed significantly during the interim period, expect for the key assumptions surrounding the estimated impairment of property, plant and equipment. The key assumption changes are an updated tungsten price range of US$310 - US$320 per mtu, a tin price of US$20,580/tonne and a USD/GBP FX rate of 1.38. The recoverable amount is sensitive to possible changes in these key assumptions which would cause the carrying amount to exceed the recoverable amount. Based on these key assumption changes the net present value as at 31 December 2017 exceeds the carrying value of the property, plant and equipment, therefore no impairment has been recorded.

 

 

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2017

 

NOTE 3: SIGNIFICANT ACCOUNTING POLICIES

 

The condensed consolidated financial statements have been prepared under the historical cost convention.

The same accounting policies, presentation and methods of computation have been followed in these condensed consolidated financial statements as were applied in the preparation of the Group's 2017 annual report for the financial year ended 30 June 2017.

 

NOTE 4: SEGMENT INFORMATION NOTES

 

The Consolidated Entity has identified its operating segments based on the internal reports that are reviewed and used by the Managing Director to make decisions about resources to be allocated to the segments and assess their performance.

 

The Consolidated Entity has one reportable segment being its mining activities in the United Kingdom.

 

The financial information presented in the consolidated statement of profit or loss and other comprehensive income and statement of financial position is the same as that presented to the Interim Managing Director.

 

NOTE 5: CONTINGENT LIABILITIES

 

As at 31 December 2017 the Consolidated Entity did not have any contingent liabilities other than a rental guarantee totalling $46,540.

 

NOTE 6: DIVIDENDS

 

The Board of Directors have recommended that no dividend be paid. No dividends were paid during the period or prior financial year.

 

 

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2017

 

NOTE 7: KEY MANAGEMENT PERSONNEL

 

Remuneration arrangements of key management personnel are disclosed in the annual financial report for 30 June 2017.

 


31December
2017


31 December

2016


$


$

NOTE 8: REVENUE




Revenue - tungsten

20,336,016


9,749,446

Revenue - tin

2,784,760


1,189,629


23,120,776


10,939,075

 






31 December 2017


31 December

2016


$


$

NOTE 9: COST OF SALES




Mining

9,782,685


9,010,050

Processing

17,657,287


16,436,255

Site administration

7,483,988


5,121,429

Depreciation

8,796,348


8,711,931


43,720,308


39,279,665

 


31 December 2017


31 December

2016


$


$

NOTE 10: FINANCE COSTS




Bank charges

7,442


4,957

Interest expense

9,209,729


3,394,507

Borrowing costs

837,184


298,623

Rehabilitation discount unwind

100,673


86,029


10,155,028


3,784,116

 


31 December 2017


30 June

2017


$


$

NOTE 11: INVENTORY




Consumables - at cost

5,407,091


3,098,154


5,407,091


3,098,154

 



 

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2017

 


31 December 2017


30 June

2017

NOTE 12: MINE PROPERTIES AND DEVELOPMENT

$


$





Mine properties:




At cost

6,599,673


6,349,227

Accumulated amortisation

(1,141,049)


(767,030)

Total mine properties

5,458,624


5,582,197

 





Mine properties





$






Balance at 1 July 2016




5,474,647

Expenditure capitalised during the year




809,377

Amortisation




(388,158)

Effect of foreign currency exchange differences




(313,669)

Balance at 30 June 2017




5,582,197






Expenditure capitalised during the period




120,341

Amortisation




(350,837)

Effect of foreign currency exchange differences




106,923

Balance at 31 December 2017




5,458,624

 



 

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2017

 




31 December 2017


30 June

2017

NOTE 13: PROPERTY, PLANT & EQUIPMENT



$


$







Plant and equipment:






At cost



171,641,585


162,660,199

Accumulated depreciation



(23,502,089)


(18,067,950)

Total plant and equipment



148,139,496


144,592,249







Motor vehicles:






At cost



627,119


614,526

Accumulated depreciation



(489,439)


(445,882)

Total motor vehicles



137,680


168,644







Land and buildings:






At cost



137,007,330


127,758,344

Accumulated depreciation



(12,840,032)


(8,769,271)

Total land and buildings



124,167,298


118,989,073







Total property, plant and equipment



272,444,474


263,749,966

 

 


Motor vehicles


Plant and equipment


Land and buildings


Total


$


$


$


$









Balance at 1 July 2016

297,987


160,436,587


116,107,111


276,841,685

Additions

-


4,595,618


15,399,576


19,995,194

Depreciation expense

(111,586)


(11,253,748)


(5,883,000)


(17,248,334)

Effect of foreign currency exchange differences

(17,757)


(9,186,208)


(6,634,614)


(15,838,579)

Balance at 30 June 2017

168,644


144,592,249


118,989,073


263,749,966









Additions

-


5,653,543


6,631,050


12,284,593

Disposals

-


(545)


-


(545)

Depreciation expense

(33,703)


(4,952,287)


(3,819,735)


(8,805,725)

Effect of foreign currency exchange differences

2,739


2,846,536


2,366,910


5,216,185

Balance at 31 December 2017

137,680


148,139,496


124,167,298


272,444,474

 

 

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2017

 

NOTE 14: FAIR VALUE MEASUREMENT

 

Fair value hierarchy

The following tables detail the Consolidated Entity's assets and liabilities, measured or disclosed at fair value, using a three level hierarchy, based on the lowest level of input that is significant to the entire fair value measurement, being:

 

Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date.

 

Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

 

Level 3: Unobservable inputs for the asset or liability.

31 December 2017


Level 1


Level 2


Level 3


Total



$


$


$


$










Assets









Option foreign exchange contracts


-


-


-


-

Forward foreign exchange contracts


-


-


-


-

Total assets


-


-


-


-










Liabilities









Amortising interest rate swaps


-


154,065


-


154,065

Forward foreign exchange contracts


-


211,434


-


211,434

Total liabilities


-


365,499


-


365,499

 

30 June 2017


Level 1


Level 2


Level 3


Total



$


$


$


$










Assets









Option foreign exchange contracts


-


-


-


-

Forward foreign exchange contracts


-


-


-


-

Total assets


-


-


-


-










Liabilities









Amortising interest rate swaps


-


366,877


-


366,877

Forward foreign exchange contracts


-


4,202,631


-


4,202,631

Total liabilities


-


4,569,508


-


4,569,508

 

The fair value of financial liabilities is estimated by discounting the remaining contractual maturities at the current market interest rate that is available for similar financial liabilities.

 

Valuation techniques for fair value measurements categorised within level 2.

Level 2 hedging derivatives comprise forward foreign exchange contracts, forward foreign exchange options and interest rate swaps. These forward foreign exchange contracts have been fair valued using forward exchange rates that are quoted in an active market. Interest rate swaps are fair valued using forward interest rates extracted from observable yield curves. The effects of discounting are generally insignificant for Level 2 derivatives.

 

This valuation technique maximises the use of observable market data where it is available and relies as little as possible on entity specific estimates.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2017


 

31 December 2017


 

30 June 2017

NOTE 15: BORROWINGS

$


$





Current:




Senior secured loan

10,792,315


3,558,976

Bridge loan facility

-


56,315,448


10,792,315


59,874,424





Non-current:




Senior secured loan

92,895,154


97,060,134

Subordinated loan facility

100,002,834


-


192,897,988


97,060,134





Details of the senior secured loan:




Senior secured loan - Tranche A

50,560,058


49,544,820

Senior secured loan - Tranche B

60,040,070


58,834,474

Less: unamortised transaction costs

(6,912,659)


(7,760,184)


103,687,469


100,619,110





Details of the Bridge loan facility:




Bridge loan facility

-


57,278,513

Subordinated loan facility

100,776,137


-

Less: unamortised transaction costs

(773,303)


(963,065)


100,002,834


56,315,448





 

On 27 October 2017 Wolf Minerals Limited executed a binding agreement with RCF VI L.P. ("RCF VI") to amend the existing bridge facility in place with RCF VI (as announced on 24 October 2016 and 28 June 2017) ("the Bridge Facility") pursuant to which RCF VI agreed to provide the Company with an additional £10 million taking the total outstanding to £55 million.

 

The additional funding was provided on the same terms as the Bridge Facility announced on 24 October 2016 and 28 June 2017 (other than as described below), including that it will be fully secured.

 

Pursuant to its terms, the Bridge Facility mandatorily switched to a three year subordinated loan on 21 October 2017 and the new funds were therefore an additional subordinated loan repayable in October 2020. If certain conditions precedent are satisfied (including shareholder approval), RCF VI can elect that the subordinated loans switch to subordinated convertible notes. As soon as reasonably practicable, the Company will seek shareholder approval to enable the issue of the convertible notes and subsequent conversion into ordinary shares in accordance with the convertible note terms under the Bridge Facility. The convertible notes are also conditional upon, amongst other things, RCF VI obtaining Foreign Investment Review Board ("FIRB") approval.

 

On 24 October 2016 Wolf Minerals Limited also executed binding agreements with its existing senior lenders for a standstill and restructure of the £64m senior debt currently outstanding. The terms of the debt restructure provide that all senior debt principal repayments are deferred until January 2018 and the tenor of the senior debt is extended until June 2023. The standstill provides that a limited number of events of default shall apply under the senior debt and bridge facility, along with certain waivers of, and amendments to, the senior debt conditions for any non-compliance and grants relief from financial and other covenants. There were no events of default under either facility in the current reporting period.

 

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2017

 


31 December 2017


30 June

2017


$


$

NOTE 16: ISSUED CAPITAL




Issued and fully paid shares




Fully paid ordinary shares (net of capital raising costs)

274,160,487


274,080,313


274,160,487


274,080,313

 


Number of shares


 

$





Balance at the beginning of the period

1,087,645,948


274,080,313





Shares issued during the period

1,050,882


84,000

Capital raising costs

-


(3,826)





Balance at the end of the period

1,088,696,830


274,160,487

 

NOTE 17: COMMITMENTS

 

(a) Development commitments 

 

Under the terms of the forty year lease for the minerals and rights at the Project the Group has to pay an annual rent of ~$119,638 (£69,231) indexed annually.  The option lapses if the Group fails to maintain its obligations under the lease.

 

Under the same option agreement the Group is required to procure security for various parties in the event that it is not able to meet its contractual obligations in terms of environmental rehabilitation and restoration at the conclusion of the Project.

 

 

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2017

 

NOTE 17: COMMITMENTS (Continued)

 

(b) Lease expenditure commitments 

 


31 December 2017


30 June 2017


$


$





Not longer than one year

142,935


140,133

Longer than one year, but not longer than five years

72,869


145,738


215,804


285,871

 

The Company has entered into the following lease on commercial terms for office accommodation:

 

Location

Term

Expiry

22 Railway Road Subiaco

4 years

19 June 2019

 

(c) Other contractual commitments

 

Mining Services Contract

In 2013 Wolf Minerals (UK) Limited awarded a £85 million (~A$162 million) Mining Services Contract ("MSC") for the Hemerdon tungsten and tin project to CA Blackwell (Contracts) Limited.

The MSC is rates based and made up of two parts:

·     Phase 1, Mining pre-strip and Mine development,

·     Phase 2, Mine production.

The MSC term for phase one finished on 31 March 2016. Phase 2 has a five year term from completion of phase 1 work. The MSC is able to be terminated by Wolf at any time with 60 days' notice.

 

Supply agreements

The Group has signed supply agreements for the future sale of mining outputs from the Project. These agreements are contingent on the Company meeting certain milestones in the project and contracted quantities being met; if these conditions are not met the agreements are terminable at the discretion of the buyer.

NOTE 18: EVENTS SUBSEQUENT TO REPORTING DATE

 

On 28 February 2018, the Company announced that it had executed agreements for an extension to the standstill and further restructure of the senior debt facilities and additional funding support by way of a further £10 million subordinated loan facility from RCF VI repayable in October 2020. The standstill extension continues to grant relief from financial and other covenants for a further 12 months to 31 January 2019. The restructure includes reduced principal debt repayments for the next three quarters to October 2018, with the deferred amounts added to repayments in 2020, unless a revised repayment schedule is agreed before 31 July 2019. In addition, the Company's tungsten concentrate supply agreements have been amended to align with the extended standstill period.

 

 

DIRECTORS' DECLARATION

 

The Directors of the Company declare that:-

 

1.     The financial statements and notes, as set out on pages 9 to 22 are in accordance with the Corporations Act 2001, and:

 

(a)     Complying with Accounting Standard AASB 134: Interim Financial Reporting and Corporation Regulations 2001; and

 

(b)     Giving a true and fair view of the Consolidated Entity's financial position as at 31 December 2017 and of its performance for the half year ended on that date.

 

2.     In the Directors' opinion there are reasonable grounds to believe that the Consolidated Entity will be able to pay its debts as and when they become due and payable.

 

 

This declaration is made in accordance with a resolution of the Board of Directors:

 

 

 

 

_____________________________

Richard Lucas

Interim Managing Director

 

Dated:   6 March 2018

 


INDEPENDENT AUDITOR'S REVIEW REPORT

TO THE MEMBERS OF

WOLF MINERALS LIMITED                       

 

 

 

Report on the Half-Year Financial Report

We have reviewed the accompanying half-year financial report of Wolf Minerals Limited (the Company) and controlled entities (Consolidated Entity) which comprises the condensed consolidated statement of financial position as at 31 December 2017, the condensed consolidated statement of profit or loss and other comprehensive income, the condensed consolidated statement of changes in equity and the condensed consolidated statement of cash flows for the half-year ended on that date, notes comprising a summary of significant accounting policies and other explanatory information and the directors' declaration of the Consolidated Entity comprising the Company and the entities it controlled at 31 December 2017, or during the half year.

 

Directors' Responsibility for the Half-Year Financial Report

The Directors of the Company are responsible for the preparation of the half-year financial report that gives a true and fair view in accordance with the Australian Accounting Standards and the Corporations Act 2001 and for such internal controls as the Directors determine is necessary to enable the preparation of the half-year financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.

 

Auditor's Responsibility

Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity, in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the half-year financial report is not in accordance with the Corporations Act 2001 including: giving a true and fair view of the Consolidated Entity's financial position as at 31 December 2017 and its performance for the half-year ended on that date; and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporation Regulations 2001. As the auditor of Wolf Minerals Limited and the entities it controlled during the half year, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report.

 

A review of a half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

 

Independence

In conducting our review, we have complied with the independence requirements of the Corporations Act 2001. In accordance with the Corporations Act 2001, we have given the Directors' of the company a written Auditor's Independence Declaration.



 

Conclusion

Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the half-year financial report of Wolf Minerals Limited is not in accordance with the Corporations Act 2001 including:

 

(a)  giving a true and fair view of the Consolidated Entity's financial position as at 31 December 2016 and of its performance for the half-year ended on that date; and

 

(b)  complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001.

 

Emphasis of Matter

Without modifying our conclusion, we draw attention to Note 2 in the half-year financial report. The Consolidated Entity incurred a net loss after tax of $($37,688,696) and requires additional funding and working capital support to continue as a going concern. These conditions, along with other matters as set out in Note 2, indicates the existence of a material uncertainty that may cast significant doubt about the Consolidated Entity's ability to continue as a going concern and therefore, the Consolidated Entity may be unable to realise its assets and discharge its liabilities in the normal course of business.

 

The half-year financial report of the Consolidated Entity does not include any adjustments in relation to the recoverability and classification of recorded asset amounts or to the amounts and classification of liabilities that might be necessary should the Consolidated Entity not continue as a going concern.

 

 

PKF Mack

 

 

 

 

Simon Fermanis

Partner

 

6 March 2018

WEST PERTH,

WESTERN AUSTRALIA

 

 

ENDS

 

For further details, please contact:

Numis Securities: John Prior/James Black/Paul Gillam  +44(0) 20 7260 1000

Newgate:  Adam Lloyd / Ed Treadwell   +44 (0) 20 7653 9850

Wolf Minerals Limited: Richard Lucas    + 44 (0) 17 5239 3235

 

About Wolf Minerals

Wolf Minerals is a dual listed (ASX: WLF, AIM: WLFE) specialty metals producer. In 2015, Wolf Minerals completed the development of a large tungsten resource at its Drakelands Mine, located at Hemerdon, in southwest England.

 


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