Exhibit 99.1
Caledonia Mining Corporation Plc
MANAGEMENT’S RESPONSIBILITY FOR FINANCIAL INFORMATION |
To the Shareholders of Caledonia Mining Corporation Plc:
Management has prepared the information and representations in this interim report. The unaudited condensed consolidated interim financial statements of Caledonia Mining Corporation Plc and its subsidiaries (the “Group”) have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”) and, where appropriate, these statements include some amounts that are based on best estimates and judgment. Management has determined such amounts on a reasonable basis in order to ensure that the unaudited condensed consolidated interim financial statements are presented fairly, in all material respects.
The accompanying Management Discussion and Analysis (“MD&A”) also includes information regarding the impact of current transactions, sources of liquidity, capital resources, operating trends, risks and uncertainties. Actual results in the future may differ materially from our present assessment of this information because future events and circumstances may not occur as expected.
The Group maintains adequate systems of internal accounting and administrative controls, within reasonable cost. Such systems are designed to provide reasonable assurance that relevant and reliable financial information are produced.
Management is responsible for establishing and maintaining adequate internal controls over financial reporting (“ICOFR”). Any system of ICOFR, no matter how well designed, has inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.
At March 31, 2021 management evaluated the effectiveness of the Group’s ICOFR and concluded that such ICOFR was effective based on the criteria set forth in the Internal Control Integrated Framework (2013) issued by the Committee of Sponsoring Organisations of the Treadway Commission.
The Board of Directors, through its Audit Committee, is responsible for ensuring that management fulfills its responsibilities for financial reporting and internal control. The Audit Committee is composed of three independent directors. This Committee meets periodically with management, the internal and external auditors to review accounting, auditing, internal control and financial reporting matters.
These condensed consolidated interim financial statements have not been audited by the Group’s independent auditor.
The unaudited condensed consolidated interim financial statements for the period ended March 31, 2021 were approved by the Board of Directors and signed on its behalf on May 13, 2021.
(Signed) S. R. Curtis | (Signed) J.M. Learmonth |
Chief Executive Officer | Chief Financial Officer |
1 |
Caledonia Mining Corporation Plc
Condensed consolidated statements of profit or loss and other comprehensive income
For the three months ended March 31,
(in thousands of United States Dollars, unless indicated otherwise)
Unaudited | ||||||||||||
Note | 2021 | 2020 | ||||||||||
Revenue | 25,720 | 23,602 | ||||||||||
Less: Royalty | (1,289 | ) | (1,182 | ) | ||||||||
Production costs | 6 | (12,857 | ) | (10,687 | ) | |||||||
Depreciation | 13 | (1,193 | ) | (1,173 | ) | |||||||
Gross profit | 10,381 | 10,560 | ||||||||||
Other income | 7 | 23 | 1,918 | |||||||||
Other expenses | 8 | (258 | ) | (208 | ) | |||||||
Administrative expenses | 9 | (1,610 | ) | (1,547 | ) | |||||||
Cash-settled share-based expense | 10.1 | (152 | ) | (184 | ) | |||||||
Net foreign exchange gain | 11 | 273 | 2,223 | |||||||||
Fair value losses on derivative assets | 12 | (114 | ) | (35 | ) | |||||||
Operating profit | 8,543 | 12,727 | ||||||||||
Finance income | 3 | 14 | ||||||||||
Finance cost | (121 | ) | (152 | ) | ||||||||
Profit before tax | 8,425 | 12,589 | ||||||||||
Tax expense | (3,002 | ) | (2,910 | ) | ||||||||
Profit for the period | 5,423 | 9,679 | ||||||||||
Other comprehensive income | ||||||||||||
Items that are or may be reclassified to profit or loss | ||||||||||||
Exchange differences on translation of foreign operations | (202 | ) | (1,351 | ) | ||||||||
Total comprehensive income for the period | 5,221 | 8,328 | ||||||||||
Profit attributable to: | ||||||||||||
Owners of the Company | 4,550 | 8,240 | ||||||||||
Non-controlling interests | 873 | 1,439 | ||||||||||
Profit for the period | 5,423 | 9,679 | ||||||||||
Total comprehensive income attributable to: | ||||||||||||
Owners of the Company | 4,348 | 8,240 | ||||||||||
Non-controlling interests | 873 | 1,439 | ||||||||||
Total comprehensive income for the period | 5,221 | 9,679 | ||||||||||
Earnings per share | ||||||||||||
Basic earnings per share ($) | 0.37 | 0.71 | ||||||||||
Diluted earnings per share ($) | 0.37 | 0.71 |
The accompanying notes on pages 6 to 22 are an integral part of these condensed consolidated interim financial statements.
On behalf of the Board: “S.R. Curtis”- Chief Executive Officer and “J.M. Learmonth”- Chief Financial Officer.
2 |
Caledonia Mining Corporation Plc
Condensed consolidated statements of financial position
(in thousands of United States Dollars, unless indicated otherwise)
Unaudited | March 31 | December 31 | ||||||||||
As at | Note | 2021 | 2020 | |||||||||
Assets | ||||||||||||
Property, plant and equipment | 13 | 131,671 | 126,479 | |||||||||
Exploration and evaluation asset | 14 | 6,958 | 6,768 | |||||||||
Deferred tax asset | 96 | 87 | ||||||||||
Total non-current assets | 138,725 | 133,334 | ||||||||||
Inventories | 15 | 14,363 | 16,798 | |||||||||
Prepayments | 3,988 | 1,974 | ||||||||||
Trade and other receivables | 16 | 11,247 | 4,962 | |||||||||
Income tax receivable | 63 | 76 | ||||||||||
Derivative financial assets | 12 | 1,045 | 1,184 | |||||||||
Cash and cash equivalents | 13,027 | 19,092 | ||||||||||
Assets held for sale | 500 | 500 | ||||||||||
Total current assets | 44,233 | 44,586 | ||||||||||
Total assets | 182,958 | 177,920 | ||||||||||
Equity and liabilities | ||||||||||||
Share capital | 74,696 | 74,696 | ||||||||||
Reserves | 138,108 | 138,310 | ||||||||||
Retained loss | (68,274 | ) | (71,487 | ) | ||||||||
Equity attributable to shareholders | 144,530 | 141,519 | ||||||||||
Non-controlling interests | 17,042 | 16,524 | ||||||||||
Total equity | 161,572 | 158,043 | ||||||||||
Liabilities | ||||||||||||
Provisions | 3,334 | 3,567 | ||||||||||
Deferred tax liabilities | 6,179 | 4,234 | ||||||||||
Cash-settled share-based payment - long term portion | 10.1 | 650 | 1,934 | |||||||||
Lease liabilities - long term portion | 169 | 178 | ||||||||||
Total non-current liabilities | 10,332 | 9,913 | ||||||||||
Loans and borrowings - short term portion | 286 | 408 | ||||||||||
Cash-settled share-based payment - short term portion | 10.1 | 1,575 | 336 | |||||||||
Lease liabilities - short term portion | 42 | 61 | ||||||||||
Income taxes payable | 861 | 495 | ||||||||||
Trade and other payables | 17 | 8,290 | 8,664 | |||||||||
Total current liabilities | 11,054 | 9,964 | ||||||||||
Total liabilities | 21,386 | 19,877 | ||||||||||
Total equity and liabilities | 182,958 | 177,920 |
The accompanying notes on pages 6 to 22 are an integral part of these condensed consolidated interim financial statements.
3 |
Caledonia Mining Corporation Plc
Condensed consolidated statements of changes in equity
(in thousands of United States Dollars, unless indicated otherwise)
Unaudited | Note | Share capital | Foreign currency translation reserve | Contributed surplus | Equity-settled share-based payment reserve | Retained loss | Total | Non-controlling interests (NCI) | Total equity | |||||||||||||||||||||||||||
Balance December 31, 2019 | 56,065 | (8,621 | ) | 132,591 | 16,760 | (88,380 | ) | 108,415 | 16,302 | 124,717 | ||||||||||||||||||||||||||
Transactions with owners: | ||||||||||||||||||||||||||||||||||||
Dividends declared | - | - | - | - | (812 | ) | (812 | ) | (157 | ) | (969 | ) | ||||||||||||||||||||||||
Shares issued: | ||||||||||||||||||||||||||||||||||||
- Share-based payment | 10.1 | 216 | - | - | - | - | 216 | - | 216 | |||||||||||||||||||||||||||
- Blanket shares purchased from Fremiro | 5,847 | - | - | (2,247 | ) | - | 3,600 | (3,600 | ) | - | ||||||||||||||||||||||||||
Total comprehensive income: | ||||||||||||||||||||||||||||||||||||
Profit for the period | - | - | - | - | 8,240 | 8,240 | 1,439 | 9,679 | ||||||||||||||||||||||||||||
Other comprehensive income for the period | - | (1,351 | ) | - | - | - | (1,351 | ) | - | (1,351 | ) | |||||||||||||||||||||||||
Balance at March 31, 2020 | 62,128 | (9,972 | ) | 132,591 | 14,513 | (80,952 | ) | 118,308 | 13,984 | 132,292 | ||||||||||||||||||||||||||
Balance December 31, 2020 | 74,696 | (8,794 | ) | 132,591 | 14,513 | (71,487 | ) | 141,519 | 16,524 | 158,043 | ||||||||||||||||||||||||||
Transactions with owners: | ||||||||||||||||||||||||||||||||||||
Dividends declared | - | - | - | - | (1,337 | ) | (1,337 | ) | (355 | ) | (1,692 | ) | ||||||||||||||||||||||||
Total comprehensive income: | ||||||||||||||||||||||||||||||||||||
Profit for the period | - | - | - | - | 4,550 | 4,550 | 873 | 5,423 | ||||||||||||||||||||||||||||
Other comprehensive income for the period | - | (202 | ) | - | - | - | (202 | ) | - | (202 | ) | |||||||||||||||||||||||||
Balance at March 31, 2021 | 74,696 | (8,996 | ) | 132,591 | 14,513 | (68,274 | ) | 144,530 | 17,042 | 161,572 |
The accompanying notes on pages 6 to 22 are an integral part of these condensed consolidated interim financial statements.
4 |
Caledonia Mining Corporation Plc
Condensed consolidated statements of cash flows
For the three months ended March 31,
(in thousands of United States Dollars, unless indicated otherwise)
Unaudited | ||||||||||||
Note | 2021 | 2020 | ||||||||||
Cash generated from operations | 18 | 2,550 | 10,933 | |||||||||
Interest received | 3 | 14 | ||||||||||
Interest paid | (126 | ) | (154 | ) | ||||||||
Tax paid | (464 | ) | (719 | ) | ||||||||
Net cash from operating activities | 1,963 | 10,074 | ||||||||||
Cash flows used in investing activities | ||||||||||||
Acquisition of property, plant and equipment | (6,344 | ) | (4,693 | ) | ||||||||
Acquisition of exploration and evaluation assets | (190 | ) | – | |||||||||
Proceeds from disposal of subsidiary | 340 | 900 | ||||||||||
Net cash used in investing activities | (6,194 | ) | (3,793 | ) | ||||||||
Cash flows from financing activities | ||||||||||||
Dividends paid | (1,692 | ) | (969 | ) | ||||||||
Term loan repayments | (104 | ) | – | |||||||||
Payment of lease liabilities | (32 | ) | – | |||||||||
Net cash used in financing activities | (1,828 | ) | (969 | ) | ||||||||
Net (decrease)/ increase in cash and cash equivalents | (6,059 | ) | 5,312 | |||||||||
Effect of exchange rate fluctuations on cash held | (6 | ) | (380 | ) | ||||||||
Net cash and cash equivalents at the beginning of the period | 19,092 | 8,893 | ||||||||||
Net cash and cash equivalents at the end of the period | 13,027 | 13,825 |
The accompanying notes on pages 6 to 22 are an integral part of these condensed consolidated interim financial statements.
5 |
Caledonia Mining Corporation Plc
Notes to the Condensed Consolidated Interim Financial Statements
(in thousands of United States Dollars, unless indicated otherwise
1 Reporting entity
Caledonia Mining Corporation Plc (the “Company”) is a company domiciled in Jersey, Channel Islands. The Company’s registered office address is B006 Millais House, Castle Quay, St Helier, Jersey, Channel Islands. These unaudited condensed consolidated interim financial statements as at and for the three months ended March 31, 2021 comprise of the Company and its subsidiaries (the “Group”). The Group’s primary involvement is in the operation of a gold mine and the exploration and development of mineral properties for precious metals.
Caledonia’s shares are listed on the NYSE American LLC stock exchange (symbol - “CMCL”). Depository interests in Caledonia’s shares are admitted to trading on AIM of the London Stock Exchange plc (symbol - “CMCL”). Caledonia voluntary delisted from the Toronto Stock Exchange (the “TSX”) on June 19, 2020. After the delisting the Company remains a Canadian reporting issuer and has to comply with Canadian securities laws until it demonstrates that Canadian shareholders represents less than 2% of issued share capital.
2 Basis of preparation
i) | Statement of compliance |
These unaudited condensed consolidated interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting and do not include all the information required for full annual financial statements. Accordingly, certain information and disclosures normally included in the annual financial statements prepared in accordance with IFRS as issued by the IASB have been omitted or condensed. Selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the financial position and performance of the Group since the last annual consolidated financial statements as at and for the year ended December 31, 2020.
ii) | Basis of measurement |
The unaudited condensed consolidated interim financial statements have been prepared on the historical cost basis except for:
· | cash-settled share-based payment arrangements measured at fair value on grant and re-measurement dates; and |
· | derivative financial instruments measured at fair value. |
iii) | Functional currency |
These unaudited condensed consolidated interim financial statements are presented in United States Dollars (“$” or “US Dollar” or “USD”), which is also the functional currency of the Company. All financial information presented in United States Dollars has been rounded to the nearest thousand, unless indicated otherwise. Refer to note 11 for changes to Zimbabwean real-time gross settlement, bond notes or bond coins (“RTGS$”) and its effect on the statement of profit or loss and other comprehensive income.
3 Use of accounting assumptions, estimates and judgements
In preparing these unaudited condensed consolidated interim financial statements, management has made accounting assumptions, estimates and judgements that affect the application of the Group’s accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Changes in estimates are recognised prospectively.
6 |
Caledonia Mining Corporation Plc
Notes to the Condensed Consolidated Interim Financial Statements
(in thousands of United States Dollars, unless indicated otherwise
4 Significant accounting policies
The same accounting policies and methods of computation have been applied consistently to all periods presented in these unaudited condensed consolidated interim financial statements as compared to the Group’s annual financial statements for the year ended December 31, 2020. In addition, the accounting policies have been applied consistently by the Group.
5 Blanket Zimbabwe Indigenisation Transaction
On February 20, 2012 the Group announced it had signed a Memorandum of Understanding (“MoU”) with the Minister of Youth, Development, Indigenisation and Empowerment of the Government of Zimbabwe pursuant to which the Group agreed that indigenous Zimbabweans would acquire an effective 51% ownership interest in the Zimbabwean company owning the Blanket Mine (also referred to herein as “Blanket” or “Blanket Mine” as the context requires) for a paid transactional value of $30.09 million. Pursuant to the above, members of the Group entered into agreements with each indigenous shareholder to transfer 51% of the Group’s ownership interest in Blanket Mine whereby it:
· | sold a 16% interest to the National Indigenisation and Economic Empowerment Fund (“NIEEF”) for $11.74 million; |
· | sold a 15% interest to Fremiro Investments (Private) Limited (“Fremiro”), which is owned by indigenous Zimbabweans, for $11.01 million; |
· | sold a 10% interest to Blanket Employee Trust Services (Private) Limited (“BETS”) for the benefit of present and future managers and employees for $7.34 million. The shares in BETS are held by the Blanket Mine Employee Trust (“Employee Trust”) with Blanket Mine’s employees holding participation units in the Employee Trust; and |
· | donated a 10% ownership interest to the Gwanda Community Share Ownership Trust (“Community Trust”). In addition, Blanket Mine paid a non-refundable donation of $1 million to the Community Trust. |
The Group facilitated the vendor funding of these transactions which is repaid by way of dividends from Blanket Mine. 80% of dividends declared by Blanket Mine are used to repay such loans and the remaining 20% unconditionally accrues to the respective indigenous shareholders. Following a modification to the interest rate on June 23, 2017, outstanding balances on these facilitation loans attract interest at a rate of the lower of a fixed 7.25% per annum payable quarterly or 80% of the Blanket Mine dividend in the quarter. The timing of the loan repayments depends on the future financial performance of Blanket Mine and the extent of future dividends declared by Blanket Mine. The Group related facilitation loans were transferred as dividends in specie intra-group and now the loans and most of the interest thereon is payable to the Company.
Accounting treatment
The directors of Caledonia Holdings Zimbabwe (Private) Limited (“CHZ”), a wholly-owned subsidiary of the Company, performed a reassessment using the requirements of IFRS 10: Consolidated Financial Statements (IFRS 10). It was concluded that CHZ should continue to consolidate Blanket Mine after the indigenisation. The subscription agreements with the indigenous shareholders have been accounted for accordingly as a transaction with non-controlling interests and as a share-based payment transaction.
7 |
Caledonia Mining Corporation Plc
Notes to the Condensed Consolidated Interim Financial Statements
(in thousands of United States Dollars, unless indicated otherwise
5 Blanket Zimbabwe Indigenisation Transaction (continued)
Accounting treatment (continued)
The subscription agreements, concluded on February 20, 2012, were accounted for as follows:
· | Non-controlling interests (“NCI”) were recognised on the portion of shareholding upon which dividends declared by Blanket Mine will accrue unconditionally to equity holders as follows: |
(a) 20% of the 16% shareholding of NIEEF;
(b) 20% of the 15% shareholding of Fremiro; and
(c) 100% of the 10% shareholding of the Community Trust.
· | This effectively means that NCI was initially recognised at 16.2% of the net assets of Blanket Mine, until the completion of the transaction with Fremiro, whereby the NCI reduced to 13.2% (see below). |
· | The remaining 80% of the shareholding of NIEEF and Fremiro was recognised as 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, 2021 the attributable net asset value did not exceed the balance on the respective loan account and thus no additional NCI was recognised. |
· | The transaction with BETS is accounted for in accordance with IAS 19 Employee Benefits (profit sharing arrangement) as the ownership of the shares does not ultimately pass to the employees. The employees are entitled to participate in 20% of the dividends accruing to the 10% shareholding in Blanket Mine if they are employed at the date of such distribution. To the extent that 80% of the attributable dividends exceeds the balance on the BETS facilitation loan, they will accrue to the employees at the date of such declaration. |
· | BETS is an entity effectively controlled and consolidated by Blanket Mine. Accordingly, the shares held by BETS are effectively treated as treasury shares in Blanket Mine and no NCI is recognised. |
Fremiro purchase agreement
On November 5, 2018 the Company and Fremiro entered into a sale agreement for Caledonia to purchase Fremiro’s 15% shareholding in Blanket Mine. On January 20, 2020 all substantive conditions to the transaction were satisfied. The Company issued 727,266 shares to Fremiro for the cancellation of their facilitation loan and purchase of Fremiro’s 15% shareholding in Blanket Mine. The transaction was accounted for as a repurchase of a previously vested equity instrument. As a result, the Fremiro share of the NCI of $3,600 was derecognised, shares were issued at fair value, the share-based payment reserve was reduced by $2,247 and the Company’s shareholding in Blanket Mine increased to 64% on the effective date.
8 |
Caledonia Mining Corporation Plc
Notes to the Condensed Consolidated Interim Financial Statements
(in thousands of United States Dollars, unless indicated otherwise
5 Blanket Zimbabwe Indigenisation Transaction (continued)
Blanket Mine’s indigenisation shareholding percentages and facilitation loan balances
Effective interest | NCI subject to | Balance of facilitation loan # | ||||||||||||||||||
Shareholding | & NCI recognised | facilitation loan | March 31, 2021 | December 31, 2020 | ||||||||||||||||
NIEEF | 16 | % | 3.20 | % | 12.80 | % | 11,395 | 11,728 | ||||||||||||
Community Trust | 10 | % | 10.00 | % | – | – | – | |||||||||||||
BETS ~ | 10 | % | - | * | - | * | 7,181 | 7,447 | ||||||||||||
36 | % | 13.20 | % | 12.80 | % | 18,576 | 19,175 |
* The shares held by BETS are effectively treated as treasury shares (see above).
~ Accounted for under IAS19 Employee Benefits.
# Facilitation loans are accounted for as equity instruments and are accordingly not recognised as loans receivable.
The balance on the facilitation loans is reconciled as follows:
2021 | 2020 | |||||||
Balance at January 1, | 19,175 | 30,974 | ||||||
Cancellation of Fremiro loan | – | (11,458 | ) | |||||
Finance cost accrued | 345 | 351 | ||||||
Dividends used to repay loan | (944 | ) | (415 | ) | ||||
Balance at March 31, | 18,576 | 19,452 |
Advance dividend loans and balances
In anticipation of completing the underlying subscription agreements, Blanket Mine agreed to advance dividend arrangements with NIEEF and the Community Trust. Advances made to the Community Trust against their right to receive dividends declared by Blanket Mine on their shareholding are as follows:
• | a $2 million payment on or before September 30, 2012; |
• | a $1 million payment on or before February 28, 2013; and |
• | a $1 million payment on or before April 30, 2013. |
These advance payments were debited to a loan account bearing interest at a rate at the lower of a fixed 7.25% per annum, payable quarterly or the Blanket Mine dividend in the quarter to the advanced dividend loan holder. The loan is repayable by way of set-off of future dividends on the Blanket Mine shares owned by the Community Trust. Advances made to NIEEF as an advanced dividend loan before 2013 have been settled through Blanket Mine dividend repayments in 2014. The advance dividend payments were recognised as distributions to shareholders and they are classified as equity instruments. The loans arising are not recognised as loans receivables, because repayment is by way of uncertain future dividends.
9 |
Caledonia Mining Corporation Plc
Notes to the Condensed Consolidated Interim Financial Statements
(in thousands of United States Dollars, unless indicated otherwise
5 Blanket Zimbabwe Indigenisation Transaction (continued)
Amendments to advanced dividend loan agreements
Advance dividend loan modification - Community Trust
On February 27, 2020, the Group, Blanket Mine and the indigenous shareholders of Blanket Mine reached an agreement to change the repayment terms of the advance dividend loan to the Community Trust. The amendment allowed that 20% of the Community Trust share of the Blanket dividend accrues on declaration of the dividend and that the remaining 80% be applied to the advance dividend loan from February 27, 2020. The modification was not considered beneficial to the indigenous shareholders.
The movement in the advance dividend loan to the Community Trust is reconciled as follows:
2021 | 2020 | |||||||
Balance at January 1, | 994 | 1,632 | ||||||
Finance cost accrued | 17 | 29 | ||||||
Dividends used to repay advance dividend loan | (400 | ) | (176 | ) | ||||
Balance at March 31, | 611 | 1,485 |
6 Production
2021 | 2020 | |||||||
Salaries and wages | 5,580 | 3,955 | ||||||
Consumable materials – Operations | 2,970 | 3,557 | ||||||
Consumable materials – COVID-19 | 72 | – | ||||||
Electricity costs | 2,140 | 1,829 | ||||||
Safety | 182 | 185 | ||||||
Cash-settled share-based expense (note 10.1(a)) | 210 | 27 | ||||||
Gold work in progress | 1,166 | 376 | ||||||
On mine administration | 444 | 683 | ||||||
Pre-feasibility exploration costs | 93 | 75 | ||||||
12,857 | 10,687 |
7 Other income
2021 | 2020 | |||||||
Government grant – Gold sale export credit incentive | - | 1,911 | ||||||
Other | 23 | 7 | ||||||
23 | 1,918 |
Government grant – Gold sale export credit incentive
The Reserve Bank of Zimbabwe (“RBZ”) first announced an export credit incentive (“ECI”) on the gold proceeds received for all large-scale gold mine producers during 2016. The ECI is calculated as a percentage of the gold proceeds less the charges of Fidelity.
10 |
Caledonia Mining Corporation Plc
Notes to the Condensed Consolidated Interim Financial Statements
(in thousands of United States Dollars, unless indicated otherwise
7 Other income (continued)
The below table indicates when the ECI was applicable and the percentages granted, as announced by the Zimbabwean Government:
ECI applicable periods | Percentage |
May 1, 2016 – December 31, 2017 | 3.5% |
January 1, 2018 – January 31, 2018 | 2.5% |
February 1, 2018 – February 20, 2019 | 10% |
February 21, 2019 – March 9, 2020 | 0% |
March 10, 2020 – June 26, 2020 | 25% |
All incentives granted by the Zimbabwean Government were included in other income when determined receivable. Incentives were received in Blanket Mine’s RTGS$ account. The ECI fell away after June 26, 2020.
8 Other expenses
2021 | 2020 | |||||||
Intermediated Money Transaction Tax | 127 | 114 | ||||||
Solar evaluation cost | – | 48 | ||||||
COVID-19 donations * | 74 | – | ||||||
Community and social responsibility cost | 6 | 46 | ||||||
Impairment of property, plant and equipment | 51 | – | ||||||
258 | 208 |
* Blanket Mine donated $74 (2020: $Nil) towards a clinic in Gwanda, in helping to curb the spread of COVID-19 and the impacts thereof.
9 Administrative expenses
2021 | 2020 | |||||||
Investor relations | 90 | 96 | ||||||
Audit fee | 67 | 62 | ||||||
Advisory services fees | 87 | 112 | ||||||
Listing fees | 99 | 110 | ||||||
Directors fees – Company | 122 | 70 | ||||||
Directors fees – Blanket | 11 | 11 | ||||||
Employee costs | 1,061 | 821 | ||||||
Other office administration cost | 60 | 176 | ||||||
Travel costs | 13 | 89 | ||||||
1,610 | 1,547 |
11 |
Caledonia Mining Corporation Plc
Notes to the Condensed Consolidated Interim Financial Statements
(in thousands of United States Dollars, unless indicated otherwise
10 Share-based payments
10.1 Cash-settled share-based payments
The Group has expensed the following cash-settled share-based expense arrangements for the three months ended March 31:
Note | 2021 | 2020 | ||||||||||
Restricted Share Units and Performance Units | 10.1(a) | 161 | 172 | |||||||||
Caledonia Mining South Africa employee incentive scheme | 10.1(b) | (9 | ) | 12 | ||||||||
152 | 184 |
(a) Restricted Share Units and Performance Units
Certain management and employees within the Group are granted Restricted Share Units (“RSUs”) and Performance Units (”PUs”) pursuant to provisions of the 2015 Omnibus Equity Incentive Compensation Plan (“OEICP”). All RSUs and PUs were granted and approved at the discretion of the Compensation Committee of the Board of Directors.
RSUs vest three years after grant date given that the service condition of the relevant employees have been fulfilled. The value of the vested RSUs is the number of RSUs vested multiplied by the fair market value of the Company’s shares, as specified by the OEICP, on the date of settlement.
PUs have a performance condition based on gold production and a performance period of one up to three years. The number of PUs that vest will be the relevant portion of the PUs granted multiplied by the performance multiplier, which will reflect the actual performance in terms of the performance conditions compared to expectations on the date of the award.
RSU holders are entitled to receive dividends over the vesting period. Such dividends will be reinvested in additional RSUs at the then applicable share price. PUs have rights to dividends only after they have vested.
RSUs and PUs allow for settlement of the vesting date value in cash or, subject to conditions, shares issuable at fair market value or a combination of both at the discretion of the unitholder.
The fair value of the RSUs at the reporting date was based on the Black Scholes option valuation model. The fair value of the PUs at the reporting date was based on the Black Scholes option valuation model less the fair value of the expected dividends during the vesting period multiplied by the performance multiplier expectation. At the reporting date it was assumed that there is a 93%-100% probability that the performance conditions will be met and therefore a 93%-100% (2020: 93%-100%) average performance multiplier was used in calculating the estimated liability. The liability as at March 31, 2021 amounted to $2,204 (2020: $2,240). Included in the liability as at March 31, 2021 is an amount of $210 (2020: $27) that was expensed and classified as production costs; refer to note 6. During the quarter PUs to the value of $416 vested and were settled in cash.
12 |
Caledonia Mining Corporation Plc
Notes to the Condensed Consolidated Interim Financial Statements
(in thousands of United States Dollars, unless indicated otherwise
10 Share-based payments (continued)
10.1 Cash-settled share-based payments (continued)
(a) Restricted Share Units and Performance Units (continued)
The following assumptions were used in estimating the fair value of the cash-settled share-based payment liability on:
March 31, | December 31, | |||||||||||||||
2021 | 2020 | |||||||||||||||
RSUs | PUs | RSUs | PUs | |||||||||||||
Fair value (USD) | $ | 14.83 | $ | 14.29 | $ | 15.88 | $ | 15.51 | ||||||||
Share price (USD) | $ | 14.29 | $ | 14.29 | $ | 15.88 | $ | 15.88 | ||||||||
Share units granted: | ||||||||||||||||
RSUs | PUs | RSUs | PUs | |||||||||||||
Grant - January 19, 2017 | 4,443 | 17,774 | 4,443 | 17,774 | ||||||||||||
Grant - January 11, 2019 | – | 95,740 | – | 95,740 | ||||||||||||
Grant - March 23, 2019 | – | 28,287 | – | 28,287 | ||||||||||||
Grant - June 8, 2019 | – | 14,672 | – | 14,672 | ||||||||||||
Grant - January 11, 2020 | 17,585 | 114,668 | 17,585 | 114,668 | ||||||||||||
Grant - March 31, 2020 | – | 1,971 | – | 1,971 | ||||||||||||
Grant - June 1, 2020 | – | 1,740 | – | 1,740 | ||||||||||||
Grant - September 9, 2020 | – | 1,611 | – | 1,611 | ||||||||||||
Grant - September 14, 2020 | – | 20,686 | – | 20,686 | ||||||||||||
Grant - October 5, 2020 | – | 514 | – | 514 | ||||||||||||
Grant - January 11, 2021 | – | 78,875 | – | – | ||||||||||||
RSU dividends reinvested | 1,127 | – | 995 | – | ||||||||||||
Settlements/ terminations | (5,052 | ) | (41,050 | ) | (5,052 | ) | (17,774 | ) | ||||||||
Total awards | 18,103 | 335,488 | 17,971 | 279,889 |
(b) | Caledonia Mining South Africa employee incentive scheme |
From 2017 until 2019 Caledonia Mining South Africa Proprietary Limited granted awards to its employees that entitle them to a cash pay-out at the Company’s share price on November 30 of each year over a 3-year period from the grant date. The cash-settled share-based payment liability was calculated based on the number of awards expected to vest multiplied by the Company’s Black Scholes option valuation fair value of £10.63 at the reporting date and apportioned for the quantity vested over the total vesting period. The liability relating to these cash-settled share-based payment awards amounted to $21 (December 31, 2020: $30) and the fair value adjustment included in the unaudited condensed consolidated interim financial statements of profit or loss and other comprehensive income amounted to ($9) (2020: $12) for the three months ended March 31, 2021. The following assumptions were used in estimating the fair value of the cash-settled share-based payment liability for the quarter ended March 31, 2021.
13 |
Caledonia Mining Corporation Plc
Notes to the Condensed Consolidated Interim Financial Statements
(in thousands of United States Dollars, unless indicated otherwise
10 Share-based payments (continued)
10.1 Cash-settled share-based payments (continued)
(b) | Caledonia Mining South Africa employee incentive scheme (continued) |
During September 2020 it was communicated to employees of Caledonia Mining South Africa Proprietary Limited that because going forwards they would receive awards of PUs under the OEICP, a discretionary 10% cash bonus scheme would gradually replace the current cash-settled share-based scheme and no more awards would be made under that scheme. To the extent their cash-settled share-based payments fall short of the cash bonus, they would receive an amount to make up the shortfall.
March 31 | December 31 | |||||||
2021 | 2020 | |||||||
Awards | ||||||||
Grant – August 2018 (3-year term) | 5,918 | 5,918 | ||||||
Grant - August 2019 (3-year term) | 9,034 | 9,034 | ||||||
Awards paid out/ expired | (12,093 | ) | (11,941 | ) | ||||
Total awards outstanding | 2,859 | 3,011 | ||||||
Estimated awards expected to vest | 100 | % | 100 | % |
11 Net foreign exchange gain
On October 1, 2018 the RBZ issued a directive to Zimbabwean banks to separate foreign currency from RTGS$ in the accounts held by their clients and pegged the RTGS$ at 1:1 to the US Dollar. On February 20, 2019 the RBZ issued a further monetary policy statement, which allowed inter-bank trading between RTGS$ and foreign currency. The interbank rate was introduced at 2.5 RTGS$ to 1 US Dollar and traded at 84.40 RTGS$ to 1 US Dollar as at March 31, 2021 (December 31, 2020: 81.79 RTGS$). Throughout these announcements and to the date of issue of these financial statements the US Dollar has remained the primary currency in which the Group’s Zimbabwean entities operate and the functional currency of these entities.
Further, the RBZ issued a directive to Zimbabwean banks to separate foreign currency (“Foreign currency”) and RTGS$ for bank accounts held by clients on October 1, 2018. Subsequent to the directive, the RBZ announced that 30% of Blanket Mine’s gold proceeds will be received in Foreign currency (i.e., United States Dollars) and the remainder received as RTGS$. From November 12, 2018 the RBZ increased the Foreign currency allocation from 30% to 55%, from 55% to 70% on May 26 ,2020 and decreased the allocation to 60% on January 8, 2021, with the remainder received as RTGS$. The allocation percentages remained in effect up to the date of approval of these financial statements. Further, the Company participated in the Foreign currency auction introduced by the Zimbabwean Government to exchange RTGS$ for US Dollars during 2021 and obtained allotments from the RBZ.
Previously there was uncertainty about what currency would be used to settle amounts owed to the Zimbabwe Government. The announcement of S.I. 142 clarified the Zimbabwean Government’s intentions that these liabilities were always denominated in RTGS$ and that RTGS$ would be the currency in which they would be settled. The devaluation of the deferred tax and electricity liabilities contributed the largest portion of the foreign exchange gain set out below.
14 |
Caledonia Mining Corporation Plc
Notes to the Condensed Consolidated Interim Financial Statements
(in thousands of United States Dollars, unless indicated otherwise
11 Net foreign exchange gain (continued)
The table below illustrates the effect the weakening of the RTGS$ and other foreign currencies had on the statement of profit or loss and other comprehensive income.
2021 | 2020 | |||||||
Unrealised foreign exchange gain | 266 | 2,483 | ||||||
Realised foreign exchange gain/ (loss) | 7 | (260 | ) | |||||
Net foreign exchange gain | 273 | 2,223 |
12 Derivative financial assets
2021 | December 31, 2020 | |||||||
Derivatives not designated as hedging instruments: | ||||||||
Gold exchange-traded fund ("Gold ETF") | 1,045 | 1,184 | ||||||
Gold hedge | – | – | ||||||
1,045 | 1,184 |
Gold ETF
In April 2020 the South African subsidiary, Caledonia Mining South Africa Proprietary Limited, purchased a Gold ETF through Standard Bank Limited at a cost of $1,058. The Gold ETF is denominated in South African Rand and the instrument is utilised to invest excess short-term Rands on hand at the South African subsidiary. The Gold ETF’s value tracks the US spot gold price and was entered into to offset fluctuations in the South African Rand against the US Dollar. The total expense, representing the change in the Rand tracked USD spot gold price, amounted to $114 (2020: $Nil) for the three months ended March 31, 2021. Foreign currency translation gains, due to the fluctuations in the Rand against the US Dollar on the translation of the foreign subsidiary, amounted to $26 (2020: $Nil).
Gold hedge
The Company entered into a hedge in November 2019 at a cost of $379. The hedge was in the form of put options in respect of 4,600 ounces of gold per month for the period January to June 2020 exercisable at a strike price of $1,400 per ounce. At March 31, 2021 the mark-to-market valuation, that represents the fair value of the hedge, amounted to $Nil (2020: $35). The put options were entered into by the Company for economic hedging purposes to ensure sufficient cash availability for Blanket Mine’s capital investment plan, rather than as a speculative investment. The hedge expired on June 30, 2020.
Fair value losses on derivative assets | 2021 | 2020 | ||||||
Gold ETF | 114 | – | ||||||
Gold hedge | – | 35 | ||||||
114 | 35 |
15 |
Caledonia Mining Corporation Plc
Notes to the Condensed Consolidated Interim Financial Statements
(in thousands of United States Dollars, unless indicated otherwise
13 Property, plant and equipment
Cost | Land and Buildings | Mine development, infrastructure and other | Plant and equipment | Furniture and fittings | Motor vehicles | Solar Plant ~ | Total | |||||||||||||||||||||
Balance at January 1, 2020 | 10,833 | 90,542 | 36,395 | 1,018 | 2,538 | – | 141,326 | |||||||||||||||||||||
Additions* | 1 | 19,507 | 4,221 | 219 | 458 | 372 | 24,778 | |||||||||||||||||||||
Derecognised plant and equipment | – | – | (238 | ) | – | – | – | (238 | ) | |||||||||||||||||||
Reallocations between asset classes | 930 | (1,210 | ) | 280 | – | – | – | – | ||||||||||||||||||||
Foreign exchange movement | (7 | ) | – | (14 | ) | (2 | ) | (1 | ) | 20 | (4 | ) | ||||||||||||||||
Balance at December 31, 2020 | 11,757 | 108,839 | 40,644 | 1,235 | 2,995 | 392 | 165,862 | |||||||||||||||||||||
Additions* | – | 5,661 | 698 | 6 | – | 76 | 6,441 | |||||||||||||||||||||
Impairments | – | – | (72 | ) | – | – | – | (72 | ) | |||||||||||||||||||
Reallocations between asset classes | 731 | (787 | ) | 56 | – | – | – | – | ||||||||||||||||||||
Foreign exchange movement | (195 | ) | – | – | (8 | ) | (1 | ) | (4 | ) | (208 | ) | ||||||||||||||||
Balance at March 31, 2021 | 12,293 | 113,713 | 41,326 | 1,233 | 2,994 | 464 | 172,023 |
* | Included in additions is an amount of $6,219 (2020: $15,771) relating to capital work in progress (“CWIP”) and contains $3 (December 31, 2020: $53) of borrowing costs capitalised from the term loan. As at quarter end $91,698 of CWIP was included in the cost closing balance (2020: $85,479). |
~ | On July 6, 2020 the Board appointed Voltalia as the contractor for the engineering, procuring and constructing of a solar plant to be owned by a subsidiary of the Company and supply Blanket Mine with power. All solar costs that were incurred before July 6, 2020 were accounted for as other expenses and accounted through profit or loss. Solar costs incurred after approval by the Board are accounted for as Property, plant and equipment as it became clear and probable that future economic benefits will flow to the project. The 40-hectare site for the project has been cleared and fenced and is ready for civil work to commence. Construction of the 12MWac solar plant is expected to be completed in April 2022. |
Included in Prepayments is an advance payment amount of $1,821 paid to Voltalia in terms of the EPC agreement. |
16 |
Caledonia Mining Corporation Plc
Notes to the Condensed Consolidated Interim Financial Statements
(in thousands of United States Dollars, unless indicated otherwise
13 Property, plant and equipment (continued)
Accumulated depreciation and Impairment losses | Land and Buildings | Mine development, infrastructure and other | Plant and equipment | Furniture and fittings | Motor vehicles | Solar Plant | Total | |||||||||||||||||||||
Balance at January 1, 2020 | 5,413 | 6,325 | 20,050 | 753 | 2,273 | – | 34,814 | |||||||||||||||||||||
Depreciation for the period | 1,030 | 648 | 2,691 | 102 | 157 | – | 4,628 | |||||||||||||||||||||
Accumulated depreciation for derecognised plant and equipment | – | – | (56 | ) | – | – | – | (56 | ) | |||||||||||||||||||
Foreign exchange movement | 3 | – | – | (6 | ) | – | – | (3 | ) | |||||||||||||||||||
Balance at December 31, 2020 | 6,446 | 6,973 | 22,685 | 849 | 2,430 | – | 39,383 | |||||||||||||||||||||
Depreciation for the period | 284 | 174 | 654 | 33 | 48 | – | 1,193 | |||||||||||||||||||||
Accumulated depreciation for impairments | – | – | (21 | ) | – | – | – | (21 | ) | |||||||||||||||||||
Foreign exchange movement | (194 | ) | – | – | (9 | ) | – | – | (203 | ) | ||||||||||||||||||
Balance at March 31, 2021 | 6,536 | 7,147 | 23,318 | 873 | 2,478 | – | 40,352 | |||||||||||||||||||||
Carrying amounts | ||||||||||||||||||||||||||||
At December 31, 2020 | 5,311 | 101,866 | 17,959 | 386 | 565 | 392 | 126,479 | |||||||||||||||||||||
At March 31, 2021 | 5,757 | 106,566 | 18,008 | 360 | 516 | 464 | 131,671 |
17 |
Caledonia Mining Corporation Plc
Notes to the Condensed Consolidated Interim Financial Statements
(in thousands of United States Dollars, unless indicated otherwise
14 Exploration and evaluation assets
Glen Hume | Connemara North | GG | Eagle Vulture, Mascot & Penzance | Sabiwa | Total | |||||||||||||||||||
Balance at January 1, 2020 | – | – | 3,441 | 3,416 | 282 | 7,139 | ||||||||||||||||||
- Option payments | 2,500 | 300 | – | – | – | 2,800 | ||||||||||||||||||
- Consumables and drilling | 161 | – | 28 | – | – | 189 | ||||||||||||||||||
- Labour | – | – | 35 | 11 | – | 46 | ||||||||||||||||||
- Power | – | – | 19 | 3 | 2 | 24 | ||||||||||||||||||
Reallocate to assets held for sale * | – | – | – | (500 | ) | – | (500 | ) | ||||||||||||||||
Impairment * | – | – | – | (2,930 | ) | – | (2,930 | ) | ||||||||||||||||
Balance at December 31, 2020 | 2,661 | 300 | 3,523 | – | 284 | 6,768 | ||||||||||||||||||
- Consumables and drilling | 164 | – | 2 | – | – | 166 | ||||||||||||||||||
- Labour | – | – | 12 | – | – | 12 | ||||||||||||||||||
- Power | – | – | 11 | – | 1 | 12 | ||||||||||||||||||
Balance at March 31, 2021 | 2,825 | 300 | 3,548 | – | 285 | 6,958 |
* | Management determined the fair value of Eagle Vulture, Mascot and Penzance as the future sale price as agreed by independent parties in the sale contract that amounted to $500. The carrying amount of Eagle Vulture, Mascot and Penzance before the impairment was $3,430 and the write down resulted in an impairment expense of $2,930. The $500 carrying value was reallocated to Assets held for sale in December, 2020. |
The Eagle Vulture, Mascot and Penzance’s settlement will occur when permission is obtained from the Zimbabwean Ministry of Mines to transfer the mining claims. |
18 |
Caledonia Mining Corporation Plc
Notes to the Condensed Consolidated Interim Financial Statements
(in thousands of United States Dollars, unless indicated otherwise
15 Inventories
2021 | December 31, 2020 | |||||||
Consumable stores | 14,363 | 15,632 | ||||||
Gold in progress | – | 1,166 | ||||||
14,363 | 16,798 |
16 Trade and other receivables
2021 | December 31, 2020 | |||||||
Bullion sales receivable | 7,822 | 1,311 | ||||||
VAT receivables | 2,665 | 2,278 | ||||||
Deferred consideration on the disposal of subsidiary | 760 | 1,100 | ||||||
Deposits for stores, equipment and other receivables | – | 273 | ||||||
11,247 | 4,962 |
17 Trade and other payables
2021 | 2020 | |||||||
Trade payables and accruals | 1,393 | 1,897 | ||||||
Electricity accrual | 1,680 | 735 | ||||||
Audit fee | 261 | 273 | ||||||
Shareholders for dividend (Non-controlling interest) | – | 208 | ||||||
Other payables | 679 | 1,209 | ||||||
Connemara North - exploration option | 300 | 300 | ||||||
Financial liabilities | 4,313 | 4,622 | ||||||
Production and management bonus accrual - Blanket Mine | 200 | 467 | ||||||
Other employee benefits | 273 | 794 | ||||||
Leave pay | 2,398 | 2,098 | ||||||
Executive bonus provision | 14 | – | ||||||
Accruals | 1,092 | 683 | ||||||
Non-financial liabilities | 3,977 | 4,042 | ||||||
Total | 8,290 | 8,664 |
19 |
Caledonia Mining Corporation Plc
Notes to the Condensed Consolidated Interim Financial Statements
(in thousands of United States Dollars, unless indicated otherwise
18 Cash flow information
Non-cash items and information presented separately on the cash flow statement:
2021 | 2020 | |||||||
Operating profit | 8,543 | 12,727 | ||||||
Adjustments for: | ||||||||
Impairment of property, plant and equipment | 51 | – | ||||||
Unrealised foreign exchange gains (note 11) | (265 | ) | (2,483 | ) | ||||
Cash-settled share-based expense (note 10.1) | 297 | 184 | ||||||
Cash-settled share-based expense included in production costs (note 6) | 210 | 27 | ||||||
Settlement of cash-settled share-based expense | (416 | ) | – | |||||
Depreciation | 1,193 | 1,173 | ||||||
Fair value loss on derivative assets (note 12) | 114 | 35 | ||||||
Cash generated by operations before working capital changes | 9,727 | 11,663 | ||||||
Inventories | 2,416 | (1,071 | ) | |||||
Prepayments | (2,597 | ) | (35 | ) | ||||
Trade and other receivables | (6,904 | ) | (1,884 | ) | ||||
Trade and other payables | (92 | ) | 2,260 | |||||
Cash generated by operations | 2,550 | 10,933 |
19 Operating Segments
The Group's operating segments have been identified based on geographic areas. The strategic business units are managed separately because they require different technology and marketing strategies. For each of the strategic business units, the Group’s CEO reviews internal management reports on at least a quarterly basis. Zimbabwe and South Africa describe the operations of the Group's reportable segments. The Zimbabwe operating segment comprises Caledonia Holdings Zimbabwe (Private) Limited and subsidiaries Blanket Mine (1983) (Private) Limited and Caledonia Mining Services (Private) Limited. The South African geographical segment comprises a gold mine that is on care and maintenance (and now sold), as well as sales made by Caledonia Mining South Africa Proprietary Limited to the Blanket Mine. The holding company (Caledonia Mining Corporation Plc) and Greenstone Management Services Holdings Limited (a UK company) responsible for administrative functions within the Group are taken into consideration in the strategic decision-making process of the CEO and are therefore included in the disclosure below. Reconciling amounts do not represent a separate segment. Information regarding the results of each reportable segment is included below. Performance is measured based on segment profit before income tax, as included in the internal management report that are reviewed by the Group's CEO. Segment profit is used to measure performance as management believes that such information is the most relevant in evaluating the results of certain segments relative to other entities that operate within these industries.
20 |
Caledonia Mining Corporation Plc
Notes to the Condensed Consolidated Interim Financial Statements
(in thousands of United States Dollars, unless indicated otherwise
19 Operating Segments (continued)
Information about reportable segments
For the three months ended March 31, 2021 | Zimbabwe | South Africa | Inter-group eliminations adjustments | Corporate and other reconciling amounts | Total | |||||||||||||||
Revenue | 25,720 | – | – | – | 25,720 | |||||||||||||||
Inter-segmental revenue | – | 4,107 | (4,107 | ) | – | – | ||||||||||||||
Royalty | (1,289 | ) | – | – | – | (1,289 | ) | |||||||||||||
Production costs | (12,777 | ) | (3,812 | ) | 3,732 | – | (12,857 | ) | ||||||||||||
Depreciation | (1,251 | ) | (38 | ) | 107 | (11 | ) | (1,193 | ) | |||||||||||
Other income | 28 | (5 | ) | – | – | 23 | ||||||||||||||
Other expenses | (258 | ) | – | – | – | (258 | ) | |||||||||||||
Administrative expenses | (35 | ) | (481 | ) | – | (1,094 | ) | (1,610 | ) | |||||||||||
Management fee | (579 | ) | 579 | – | – | – | ||||||||||||||
Cash-settled share-based expense | (271 | ) | (128 | ) | 210 | 37 | (152 | ) | ||||||||||||
Net foreign exchange gain (loss) | 207 | (90 | ) | 56 | 100 | 273 | ||||||||||||||
Fair value loss on derivative assets | – | (114 | ) | – | – | (114 | ) | |||||||||||||
Net finance cost | (954 | ) | 3 | – | 833 | (118 | ) | |||||||||||||
Profit before tax | 8,541 | 21 | (2 | ) | (135 | ) | 8,425 | |||||||||||||
Tax expense | (2,828 | ) | (30 | ) | (144 | ) | – | (3,002 | ) | |||||||||||
Profit after tax | 5,713 | (9 | ) | (146 | ) | (135 | ) | 5,423 |
As at March 31, 2021 | Zimbabwe | South Africa | Inter-group eliminations adjustments | Corporate and other reconciling amounts | Total | |||||||||||||||
Geographic segment assets: | ||||||||||||||||||||
Current (excluding intercompany) | 28,544 | 3,899 | (16 | ) | 11,806 | 44,233 | ||||||||||||||
Non-Current (excluding intercompany) | 138,848 | 955 | (4,471 | ) | 3,393 | 138,725 | ||||||||||||||
Expenditure on property, plant and equipment (note 13) | 6,556 | 274 | (342 | ) | (47 | ) | 6,441 | |||||||||||||
Expenditure on evaluation and exploration assets (note 14) | 26 | – | – | 164 | 190 | |||||||||||||||
Intercompany balances | 18,611 | 6,859 | (72,235 | ) | 46,765 | – | ||||||||||||||
Geographic segment liabilities: | ||||||||||||||||||||
Current (excluding intercompany) | (7,617 | ) | (1,190 | ) | – | (2,247 | ) | (11,054 | ) | |||||||||||
Non-current (excluding intercompany) | (9,626 | ) | – | 113 | (819 | ) | (10,332 | ) | ||||||||||||
Intercompany balances | 280 | (34,161 | ) | 72,235 | (38,354 | ) | – |
21 |
Caledonia Mining Corporation Plc
Notes to the Condensed Consolidated Interim Financial Statements
(in thousands of United States Dollars, unless indicated otherwise
19 Operating Segments (continued)
For the three months ended March 31, 2020 | Zimbabwe | South Africa | Inter-group eliminations adjustments | Corporate and other reconciling amounts | Total | |||||||||||||||
Revenue | 23,602 | – | – | – | 23,602 | |||||||||||||||
Inter-segmental revenue | – | – | – | – | – | |||||||||||||||
Royalty | (1,182 | ) | – | – | – | (1,182 | ) | |||||||||||||
Production costs | (10,831 | ) | (2,981 | ) | 3,125 | – | (10,687 | ) | ||||||||||||
Depreciation | (1,232 | ) | (24 | ) | 93 | (10 | ) | (1,173 | ) | |||||||||||
Other income | 1,916 | 2 | – | – | 1,918 | |||||||||||||||
Other expenses | (114 | ) | (56 | ) | (38 | ) | – | (208 | ) | |||||||||||
Administrative expenses | (81 | ) | (377 | ) | – | (1,089 | ) | (1,547 | ) | |||||||||||
Management fee | (705 | ) | 705 | – | – | – | ||||||||||||||
Cash-settled share-based expense | – | (12 | ) | 27 | (199 | ) | (184 | ) | ||||||||||||
Net foreign exchange gain (loss) | 1,998 | (657 | ) | (1 | ) | 883 | 2,223 | |||||||||||||
Profit with sale of subsidiary | – | – | – | – | – | |||||||||||||||
Fair value loss on derivative assets | – | – | – | (35 | ) | (35 | ) | |||||||||||||
Net finance cost | (155 | ) | 12 | – | 5 | (138 | ) | |||||||||||||
Dividends received | – | – | – | – | – | |||||||||||||||
Profit before tax | 13,216 | (3,388 | ) | 3,206 | (445 | ) | 12,589 | |||||||||||||
Tax expense | (2,950 | ) | 82 | – | (42 | ) | (2,910 | ) | ||||||||||||
Profit after tax | 10,266 | (3,306 | ) | 3,206 | (487 | ) | 9,679 |
As at March 31, 2020 | Zimbabwe | South Africa | Inter-group eliminations adjustments | Corporate and other reconciling amounts | Total | |||||||||||||||
Geographic segment assets: | ||||||||||||||||||||
Current (excluding intercompany) | 26,428 | 5,378 | (35 | ) | 2,551 | 34,322 | ||||||||||||||
Non-Current (excluding intercompany) | 118,867 | 179 | (2,671 | ) | 234 | 116,609 | ||||||||||||||
Expenditure on property, plant and equipment (note 13) | 4,374 | 6 | (308 | ) | – | 4,072 | ||||||||||||||
Expenditure on evaluation and exploration assets (note 14) | 28 | – | – | – | 28 | |||||||||||||||
Intercompany balances | 11,698 | 3,491 | (49,888 | ) | 34,699 | – | ||||||||||||||
Geographic segment liabilities: | ||||||||||||||||||||
Current (excluding intercompany) | (9,440 | ) | (1,471 | ) | – | (613 | ) | (11,524 | ) | |||||||||||
Non-current (excluding intercompany) | (6,787 | ) | (23 | ) | 201 | (506 | ) | (7,115 | ) | |||||||||||
Intercompany balances | – | (18,033 | ) | 49,888 | (31,855 | ) | – |
Major customer
Revenues from Fidelity amounted to $25,720 (2020: $23,602) for the three months ended March 31, 2021.
22 |
Caledonia Mining Corporation Plc
Notes to the Condensed Consolidated Interim Financial Statements
(in thousands of United States Dollars, unless indicated otherwise
DIRECTORS AND OFFICERS at May 13, 2021
BOARD OF DIRECTORS | OFFICERS |
L.A. Wilson (2) (3) (4) (6) (8) | S. R. Curtis (5) (6) (7) (8) |
Chairman of the Board | Chief Executive Officer |
Non-executive Director | Johannesburg, South Africa |
Florida, United States of America | |
S. R. Curtis (5) (6) (7) (8) | D. Roets (5) (6) (7) (8) |
Chief Executive Officer | Chief Operating Officer |
Johannesburg, South Africa | Johannesburg, South Africa |
J. L. Kelly (1) (2) (3) (4) (6) (8) | M. Learmonth (6) (7) |
Non-executive Director | Chief Financial Officer |
Connecticut, United States of America | Jersey, Channel Islands |
J. Holtzhausen (1) (2) (4) (5) (6) | A. Chester (7) (8) |
Chairman Audit Committee | General Counsel, Company Secretary |
Non-executive Director, | and Head of Risk and Compliance |
Cape Town, South Africa | Jersey, Channel Islands |
M. Learmonth (6) (7) | BOARD COMMITTEES |
Chief Financial Officer | (1) Audit Committee |
Jersey, Channel Islands | (2) Compensation Committee |
(3) Corporate Governance Committee | |
J. McGloin (1) (3) (4) (5) (6) | (4) Nomination Committee |
Non-executive Director | (5) Technical Committee |
Bishops Stortford, United Kingdom | (6) Strategic Planning Committee |
(7) Disclosure Committee | |
N. Clark (4) (5) (6) | (8) ESG Committee |
Non-executive Director | |
East Molesey, United Kingdom | |
G. Wildschutt (3) (4) (6) (8) | |
Non-executive Director | |
Johannesburg, South Africa |
23 |
Caledonia Mining Corporation Plc
Notes to the Condensed Consolidated Interim Financial Statements
(in thousands of United States Dollars, unless indicated otherwise
CORPORATE DIRECTORY as at May 13, 2021
CORPORATE OFFICES | SOLICITORS |
Jersey – Head and Registered Office | Mourant Ozannes (Jersey) |
Caledonia Mining Corporation Plc | 22 Grenville Street |
B006 Millais House | St Helier |
Castle Quay | Jersey |
St Helier | Channel Islands |
Jersey JE2 3NF | |
Borden Ladner Gervais LLP (Canada) | |
Caledonia Mining South Africa Proprietary Limited | Suite 4100, Scotia Plaza |
P.O Box 4628 PArk2132 | 40 King Street West |
Weltevreden park | Toronto, Ontario M5H 3Y4 Canada |
1715 | |
South Africa | Memery Crystal LLP (United Kingdom) |
165 Fleet Street | |
Caledonia Holdings Zimbabwe (Private) Limited | London EC4A 2DY |
P.O. Box CY1277 | United Kingdom |
Causeway, Harare | |
Zimbabwe | Dorsey & Whitney LLP (US) |
TD Canada Trust Tower | |
Capitalisation (May 13, 2021) | Brookfield Place |
Authorised: Unlimited | 161 Bay Street |
Shares, Warrants and Options Issued: | Suite 4310 |
Shares: 12,118,823 | Toronto, Ontario |
Options: 28,000 | M5J 2S1 Canada |
SHARE TRADING SYMBOLS | AUDITORS |
NYSE American - Symbol “CMCL” | BDO South Africa Incorporated |
AIM - Symbol “CMCL” | Wanderers Office Park |
52 Corlett Drive | |
BANKERS | Illovo 2196 |
Barclays | South Africa |
13 Library Place | Tel: +27(0)10590 7200 |
St Helier, Jersey | |
REGISTRAR & TRANSFER AGENT | |
Computershare | |
150 Royall Street, | |
Canton, Massachusetts, 02021 | |
Tel: +1800736 3001 or +1781575 3100 |
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