Wits Gold: Summarised Provisional Audited Results for the year ended 31 December 2012

Witwatersrand Consolidated Gold Resources Limited
("Wits Gold" or the "Company")
(Registration Number 2002/031365/06)
JSE Share Code: WGR        
ISIN: ZAE000079703
TSX Share Code: WGR
CUSIP Number: S98297104

JOHANNESBURG, March 25, 2013 /CNW/ -

Summarised provisional audited results for the year ended 31 December 2012
All figures quoted in South African Rand unless otherwise stated.
Bank of Canada noon rate at 19 March 2012: R9.03 = CAD$1, 31 December 2012: R8.53 = CAD$1)

Mr DM Urquhart (CA (SA)), Financial Director, was responsible for supervising the preparation of the financial statements and preparing these financial statements.

In the previous financial period, the Company changed its financial year end to 31 December and therefore the comparative figures relate to the ten months ended 31 December 2011.

Statement of financial position as at 31 December

    2012   2011  
    R   R  
Assets          
           
Non-current assets   516 882 849   445 629 036  
Property and equipment   5 143 554       4 856 506  
Intangible exploration and evaluation assets   511 739 295   440 772 530  
           
Current assets   24 433 149   112 900 999  
Other receivables   9 376 865   1 311 247  
Cash and cash equivalents   15 056 284   111 589 752  
           
Total assets   541 315 998   558 530 035  
           
Equity and liabilities          
           
Capital and reserves   534 834 182   551 981 469  
Stated Capital/Ordinary share capital   573 539 795   344 903  
Share premium   -   573 194 892  
Equity-settled share-based payment reserve   19 157 955   18 033 076  
Revaluation reserve   1 648 157   1 329 449  
Accumulated loss   (59 511 725)   (40 920 851)  
           
Current liabilities   6 481 816   6 548 566  
Trade and other payables   6 481 816   6 448 566  
Provisions   -   100 000  
           
Total equity and liabilities   541 315 998   558 530 035  
           

Statement of comprehensive income for the period ended 31 December

    Year ended
December
2012
  Ten months
ended
December
2011
 
    R   R  
Revenue   -   -  
           
Other income   5 400   16 813  
Administrative expenses   (23 555 605)   (30 765 683)  
Loss from operating activities   (23 550 205)   (30 748 870)  
           
Finance income - interest received   4 907 447   6 103 507  
           
Loss before income tax   (18 642 758)   (24 645 363)  
Income tax expense   51 884   -  
Loss from operations attributable to owners of the Company   (18 590 874)   (24 645 363)  
           
Other comprehensive income net of income tax   318 708   -  
Increase in revaluation of land and building   370 592   -  
Deferred tax   (51 884)   -  
           
Total comprehensive income attributable to owners of the Company   (18 272 166)   (24 645 363)  
           
Loss per share          
Basic and diluted loss per share (cents)   (53.96)   (71.65)  
Headline and diluted headline loss per share (cents)   (53.35)   (68.46)  
           

Statement of changes in equity for the period ended 31 December

    Stated
Capital/
Ordinary share
capital
  Share
premium
  Equity-
settled share-
based
payment
reserve
  Revaluation
reserve
  Accumulated
loss
  Total
capital and
reserves
 
    R   R   R   R   R   R  
Balance at 28 February 2011   344 903   573 211 583   7 119 295   1 329 449   (16 275 488)   565 729 742  
Total comprehensive loss for
the ten months
                         
Loss and total comprehensive
income for the ten months
  -   -   -   -   (24 645 363)   (24 645 363)  
                           
Transactions with owners
recorded directly in equity
  -   (16 691)   10 913 781   -   -   10 897 090   
Qualifying costs of share issue*   -   (16 691)   -   -   -   (16 691)  
Share-based payment   -   -   10 913 781   -   -   10 913 781  
Balance at 31 December 2011   344 903   573 194 892   18 033 076   1 329 449   (40 920 851)   551 981 469  
Total comprehensive loss
for the year
                         
Loss and total other comprehensive
income for the year
  -   -   -   318 708   (18 590 874)   (18 272 166)  
Loss for the year   -   -   -   -   (18 590 874)   (18 590 874)  
Other comprehensive income
for the year
  -   -   -   318 708   -   318 708  
Increase on revaluation of land
& buildings
              370 592   -   370 592  
Deferred tax on revaluation   -   -   -   (51 884)   -   (51 884)  
                           
                           
Transactions with owners
recorded directly in equity
  573 194 892   (573 194 892)   1 124 879   -   -   1 124 879  
Conversion to no par value
shares**
  573 194 892   (573 194 892)   -   -   -   -  
Share-based payments   -   -   1 124 879   -   -   1 124 879  
Balance at 31 December 2012   573 539 795   -   19 157 955   1 648 157   (59 511 725)   534 834 182  

*   Additional expenses relating to the capital raised.
** Ordinary share capital converted to ordinary shares of no par value in terms of resolutions passed at the annual general meeting held on 12 September 2012.

Statement of cash flows for the period ended 31 December

    Year ended
December
2012
  Ten months
ended
December
2011
    R   R
         
Cash flows from operating activities        
         
Cash utilised in operating activities   (30 078 387)   (18 812 147)
Finance income received   4 907 447   6 103 507
Taxation refunded   -   2 085 337
Net cash utilised by operating activities   (25 170 940)           (10 623 303)
         
Cash flows from investing activities        
         
Additions to property and equipment   (184 311)   (121 176)
Additions to intangible exploration and
evaluation assets
  (71 178 217)   (23 839 524)
Proceeds on disposal of property and equipment   -   11 842
Net cash utilised in investing activities   (71 362 528)   (23 948 858)
         
Cash flows from financing activities        
         
Costs of issue of share capital   -   (16 691)
Net cash utilised in financing activities   -   (16 691)
         
Decrease in cash and cash equivalents   (96 533 468)   (34 588 852)
Cash and cash equivalents at beginning of the year   111 589 752   146 178 604
Cash and cash equivalents at end of the year   15 056 284   111 589 752
         

Nature of business
Witwatersrand Consolidated Gold Resources Limited (Wits Gold or the Company) (registration number 2002/031365/06) is a company domiciled in the Republic of South Africa. The Company's shares are publicly traded in South Africa on the JSE Limited securities exchange (primary listing), and in Canada on the Toronto Stock Exchange (secondary listing). The Company carries on the business of acquiring, preserving, evaluating, trading and developing Mineral Rights for exploration, investment and development purposes.

The Company has been granted 14 Prospecting Rights by the Department of Mineral Resources (DMR) under the Mineral and Petroleum Resources Development Act of 2002. Two of these Rights have been fully impaired and are in the process of being handed back to the State. Two renewal applications for Prospecting Rights were submitted to the DMR during 2011 while a further renewal application for one Prospecting Right was submitted to the DMR in November 2012. All three applications are still being processed in terms of the abovementioned Act.

The Company has submitted a Mining Right application to the DMR Free State region incorporating the Prospecting Rights for the combined De Bron - Merriespruit Project (DBM Project) as well as those relating to the Bloemhoek and Hakkies Project areas. Wits Gold has not, and does not in the near future, expect to generate any operating income from its exploration projects. Mineral exploration is highly speculative due to a number of significant risks, including the possible failure to discover mineral deposits that are sufficient in quantity and quality to justify the completion of feasibility studies. Additional work will need to be undertaken in order to determine if any economic deposits occur on any of the Company's remaining properties.

The ongoing exploration of the Company's Prospecting Rights is dependent upon the Company's ability to obtain additional financing through the joint venturing of projects, debt financing, equity financing or other means. In this regard, the Company obtained an unsecured loan for R40 million from The Joburg Trust in February 2013.  This loan is repayable no later than 31 December 2014, with interest payable on a monthly basis. In future, such sources of financing may not be available on acceptable terms, if at all. The Company has, however, been successful in the past in raising the required capital from its shareholders and financiers to fund its operating and exploration activities.  Wits Gold intends raising additional shareholders' funds during the latter half of 2013 in order to settle the above-mentioned loan, to fund its day to day operational expenditure and to fast track the development of the DBM Project.

Operational review*
During the period under review, the Company continued to focus its exploration efforts predominantly in the southern Free State goldfield, however some additional studies were initiated in the Potchefstroom and Klerksdorp goldfields in order to better plan the future exploration activities in these areas. The Company continues to comply with the rehabilitation procedures imposed by the DMR at the time of the granting of the relevant Prospecting Right and has provided bank guarantees in the amount of R350 000 (2011: R320 000) to the DMR as security to cover these obligations.

The directors are not aware of any legal proceedings or other material conditions that may impact on the Company's ability to continue its exploration activities, other than the ability to raise future additional financing as noted above.

Southern Free State goldfield
Based on the positive Pre-feasibility Study results, the Company immediately commissioned Royal Haskoning DHV and MDM Technical Africa (Pty) Limited to complete a Definitive Feasibility Study scheduled to be completed by the 3rd quarter of 2013.

The transfer of ownership of the Merriespruit South property to the Company was granted to the Company in November 2012 by the Minister in terms of Section 102 of the Act and the R51 million balance of the purchase price has been paid to Harmony.

The Potchefstroom goldfield 
No further diamond drilling was undertaken in this area during the period under review.   A structural analysis of the Boskop Project has been completed in order to optimally position boreholes planned for the future.

The Klerksdorp goldfield
A desk-top study of the Klerksdorp goldfield has been completed and constrained areas where the Vaal Reef is shallower than 5 000 metres below surface. The Company intends to undertake focused exploration to attempt to reduce the Prospecting Rights area in order that non-mineralised areas can be relinquished.

Mineral Resources
The Company's declared Mineral Resources are estimated by qualified independent geologists or Competent Persons.  These Resource Estimates are dependent on geological interpretation and statistical inferences drawn from drilling and sampling that may prove to be unreliable.  The Inferred or Indicated Resources outlined in the Company's properties have been calculated from widely-spread borehole data.  No assurance can be given that future exploration will be successful in the improvement of the confidence levels or that any particular level of recovery of minerals will in fact be realised.  It is uncertain whether the identified Mineral Resources will ever qualify as a viable orebody that can be economically exploited.  In addition, the grade and tonnages of any orebody that may ultimately be mined may differ from the Mineral Resources currently estimated and any such differences could be material.

For further information concerning the locality of the Company's Mineral Resources, including information concerning the geology, mineral occurrences, nature of mineralisation, geological controls, rock types, historical work including data density, the application of quality assurance and quality control measures, sampling and analytical procedures, the names of analytical laboratories employed and the key assumptions, parameter and methods used to estimate the Mineral Resources at the Company's various projects, please see the Company's NI43-101 and Samrec compliant Independent Technical Reports dated November 2007, June 2008, May 2009, June 2009,  October 2009, May 2010, August 2011, February 2012 and July 2012 which can be viewed at www.sedar.com and on the Company's website, www.witsgold.com. The information referred to in this section has not changed materially except as stated above.

Despite the historic exploration work on the Company's remaining Prospecting Rights, other than the DBM and Bloemhoek Projects, no other known bodies of commercial ore or economic deposits have been determined. Additional work will be required in order to determine if any economic deposits occur on these properties.

Qualified Person
The technical and scientific information contained in this release was reviewed by Qualified Person, Dirk Jacobus Muntingh, who is a full time employee of the Company.  Mr Muntingh (M Sc Geology) is a registered Professional Natural Scientist (Pr.Sci.Nat) with the South African Council for Natural Scientific Professionals (SACNASP) and has over 22 years of experience in gold exploration.

* - The information in the section "Operational review" has not been audited by KPMG Inc.

Financial Review
The Company changed its year end to December during 2011.  Accordingly the comparative figures relate to the ten months ended 31 December 2011.

Results from operating activities
The loss from operating activities for the year under review decreased by R7.2 million compared to the prior year. This decrease results mainly from reductions in:

  • the non-cash share-based payment expense of R9.1 million;
  • impairment charge of R0.9 million; and
  • investor relations expense of R0.8 million.

This was partially offset by increases in:

  • new project expenditure of R1.1 million;
  • marketing expenses of R1.5 million; and
  • non-executive directors' fees of R0.8 million.

Headline and diluted headline loss per share

    Year ended
December
2012
  Ten months
ended
December
2011
 
    R   R  
Supplementary information:          
Number of shares in issue   34 490 265   34 490 265  
Weighted average number of shares in issue   34 451 704   34 398 701  
The loss attributable to ordinary shareholders is reconciled to
Headline loss as follows:
         
Net loss attributable to ordinary shareholders   (18 590 874)   (24 645 363)  
Profit on disposal of property and equipment   -   (10 919)  
Impairment of intangible assets   211 452   1 105 652  
Headline loss   (18 379 422)   (23 550 630)  
Net asset value per issued share (cents)   1550.68   1 600.40  
Net asset (excluding intangible exploration and evaluation assets) value per issued share (cents)   66.96   322.44  
           

Loss before income tax
The loss before taxation decreased by R6.0 million which results from the decreased loss from operating activities mentioned above offset by the decrease in interest received of R1.2 million. Interest income decreased compared to the previous period, due to the decrease in funds invested during the year under review.

Non-current assets
During the year under review, the Company incurred direct exploration expenditure in the amount of R71.2 million (2011: R23.8 million) of which R51 million related to the acquisition of the Merriespruit South area from Harmony (2011: Rnil).  These amounts have all been capitalised to intangible exploration and evaluation assets.

Current assets
The Company's cash and cash equivalents decreased by R96.5 million (2011: R34.6 million) which reflects the normal operational and exploration outflows offset by interest received and includes the R51 million payment for the acquisition of the Merriespruit South area.

Current liabilities
There was no material variation in current liabilities (2011: R1.5 million increase).

Commitments
The Company has committed to spend approximately R19.2 million finalising the definitive feasibility study on the DBM Project (2011: Rnil), and an additional amount of approximately R0.2 million (2011: R9.4 million) on professional consultants during the next year. Furthermore, the Company has also committed to spend R4.5 million (2011: R55.5 million) on the acquisition of exploration properties and R2.1 million (2011: R15.5 million) on exploration activities during the next five years.  All of these commitments will be funded out of existing cash resources and from the R40 million unsecured loan received from The Joburg Trust in February 2013.

Litigation
There are no legal or arbitration proceedings in which the Company is or has been engaged, which may have or have had, a material effect on the Company's financial position.

Dividends
No dividends were declared or paid by the Company during the period under review (2011: nil).

Basis of preparation
These summarised  financial results for the year ended 31 December 2012 comply with the recognition and measurement requirements of International Financial Reporting Standards, the presentation and disclosure requirements of IAS 34, Interim Financial Reporting, the SAICA Financial Reporting Guides as issued by the Accounting Practices Committee and the South African Companies Act of 2008.  The accounting policies are consistent with those applied in the previous financial period.  They do not include all the information required for full annual financial statements and should be read in conjunction with the financial statements for the year ended 31 December 2012.

The Company consists of only one segment and there have been no changes to the composition of the entity.  There has been no reclassification or correction of errors and no changes in accounting estimates. The Company does not have any contingent assets or liabilities.  No material related party transactions have been identified, apart from those disclosed under "Events after the reporting date".

Events after the reporting date
In February 2013:

  • The agreement to acquire the Richelieu Plecy area became unconditional and the purchase price of R3 million was paid to Taung Gold on 18 February 2013 to acquire the Prospecting Right, which is contiguous with the Mining Rights application area; and
  • The Company concluded a R40 million unsecured loan from The Joburg Trust which is a related party.  This loan is repayable no later than 31 December 2014, with interest payable at 10.07% on a monthly basis.

Going concern
Due to the inherent risk in the nature of exploration activities, there may be uncertainty regarding the recoverability of the Company's exploration expenditure. To meet its ongoing obligations and maintain its operations, the Company will periodically seek to raise additional debt or equity funding which will be premised on the exploration results and the contingent further exploration plans. Accordingly, in February 2013 the Company obtained an unsecured loan for R40 million from The Joburg Trust.  This loan is repayable no later than 31 December 2014, with interest payable on a monthly basis.  In addition, the Company intends to undertake a capital raising during the second half of 2013 in order to settle the above-mentioned loan, fund its day to day operational expenditure and to fast track the development of the DBM project. Should the Company fail to raise the required funding, the management of Wits Gold will make the appropriate adjustments to the Company's planned future expenditure until such time as further funding is obtained.  These adjustments will ensure that the Company can continue as a going concern for at least 12 months beyond the approval date of these summarised audited results.

Annual General Meeting
The Annual General Meeting of the Company will be held at 15h00 on 26 June 2013 at Macquarie First South Capital, The Place, South Building, 1 Sandton Drive, Sandton, Johannesburg, South Africa.

Audit report
These summarised financial statements have been extracted from the complete set of financial statements on which the auditors, KPMG Inc. have expressed an unqualified audit opinion. KPMG has also issued an unqualified audit report on these summarised financial statements stating that these summarised results are consistent, in all material respects, with the complete financial statements. A copy of the auditor's report is available for inspection at the Company's registered office.

Printed copies of these results are available at the Wits Gold registered office and are available on the Company's website, www.witsgold.com

Forward-looking information
Certain statements in this release may constitute forward-looking information within the meaning of securities laws. In some cases, forward looking information can be identified by use of terms such as "may", "will", "should", "expect", "believe", "plan", "scheduled", "intend", "estimate", "forecast", "predict", "potential", "continue", "anticipate" or other similar expressions concerning matters that are not historical facts. Forward-looking information may relate to management's future outlook and anticipated events or results, and may include statements or information regarding the future plans or prospects of the Company. Without limitation, statements about the timing of a preliminary economic assessment are forward-looking information. Without limitation, statements about the timing of a final feasibility study, the anticipated period in which the grant of a Mining Right may be expected, and the timing of the commencement of development are forward-looking information.

Forward-looking information involves known and unknown risks, uncertainties and other important factors that could cause the actual results, performance or achievements of the Company to be materially different from the future results, performance or achievements expressed or implied by such forward-looking information. Such risks, uncertainties and other important factors include among others: economic, business and political conditions in South Africa; decreases in the market price of gold; hazards associated with underground and surface gold mining; the ability to attract and retain qualified personnel; labour disruptions; changes in laws and government regulations, particularly environmental regulations and Mineral Rights legislation including risks relating to the acquisition of the necessary licences and permits; changes in exchange rates; currency devaluations and inflation and other macro-economic factors; risk of changes in capital and operating costs, financing, capitalisation and liquidity risks, including the risk that the financing required to fund all currently planned exploration and related activities, potential obligations to fast track the DBM Project may not be available on satisfactory terms, or at all; and the ability to maximise the value of any economic resources. These forward-looking statements speak only as of the date of this release.

You should not place undue importance on forward-looking information and should not rely upon this information as of any other date. The Company undertakes no obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this release or to reflect the occurrence of unanticipated events except where required by applicable laws.

For and on behalf of the Board

P Kotze         DM Urquhart
Chief Executive Officer       Financial Director
25 March 2013        25 March 2013

Sponsor
PricewaterhouseCoopers Corporate Finance (Pty) Ltd

Business and Registered Office
12th Floor, 70 Fox Street, Johannesburg, 2001
PO Box 61147, Marshalltown, 2107
Tel (011) 832 1749   Fax (011) 838 3208

Directors
Mr Adam Fleming (Chairman)*, Prof Taole Mokoena (Deputy Chairman)*, Dr Humphrey Mathe (Director)*, Mrs Gayle Wilson (Director)*, Mr Ken Dicks (Director)*, Mr Philip Kotze (Chief executive officer), Mr Derek Urquhart (Chief Financial officer)
* Non-Executive

Company Secretary
Mr Brian Dowden
7 Pam Road, Morningside Ext 5, Sandton, Johannesburg 2057
PO Box 651129, Benmore, 2010. South Africa

Sponsor
PricewaterhouseCoopers Corporate Finance (Pty) Limited
2 Eglin Rd, Sunninghill 2157
Private Bag X37, Sunninghill 2157, South Africa

Transfer Secretaries
JSE: Link Market Services SA (Pty) Limited
TSX: Canadian Stock Transfer Company

 

SOURCE Wits Gold




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