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Interim Results for Six Months ended 30 June 2021

Mon, 27th Sep 2021 07:00

RNS Number : 9828M
Bushveld Minerals Limited
27 September 2021
 

Market Abuse Regulation ("MAR") Disclosure

 

This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with the Company's obligations under Article 17 of MAR. 

 

27 September 2021

Bushveld Minerals Limited

("Bushveld Minerals" "Bushveld" or the "Company")

Unaudited Interim Results for the Six Months ended 30 June 2021

Bushveld Minerals Limited (AIM: BMN), the AIM quoted, integrated primary vanadium producer and energy storage solutions provider with ownership of high-grade assets in South Africa, is pleased to announce its half year unaudited results for the six months ended 30 June 2021.

 

Highlights

· Revenue of US$47.0 million a 9 per cent increase relative to H1 2020 (H1 2020: US$43.1 million), supported by an improved average realised price of US$29.24/kgV (H1 2020: US$24.20/kgV), partly offset by lower sales volumes in H1 2021 of 1,608 mtV1 (H1 2020: 1,765 mtV).

· Group production in H1 2021 of 1,574 mtV, a 5.2 per cent decrease relative to H1 2020 (H1 2020: 1,649 mtV) as a result of unplanned stoppages, a 35-day planned maintenance shutdown during Q1 2021 and the unprotected industrial action at Vametco in April 2021.

· Improved operational performance at Vametco post the maintenance programme and other operational enhancements initiated by the new management, increased Q2 2021 Group production by 28.8 per cent relative to Q1 2021, which combined with the higher production at Vanchem, resulted in Q2 2021 Group production being 13.4 per cent higher than Q2 2020. The operational stability has laid a platform for sustainable growth, lower unit cost expected in H2 2021 will normalise costs for the rest of the year in line with production cash cost (C1) guidance at both plants.

· EBITDA loss of US$10.8 million (H1 2020: US$1.0 million) primarily due to a stronger ZAR:USD exchange rate on costs in H1 2021 resulting in a negative impact amounting to US$7.3 million.

- The improved operational performance at Vametco in Q2 2021 was not sufficient to offset the challenging start in Q1 2021.

· Sustaining capital expenditure of US$6.1 million (H1 2020 of US$0.1 million), supporting the recent operational stability.

· Cash and cash equivalents as at 30 June 2021 of US$31.6 million (December 2020: US$50.5 million).

· Approximately US$12.7 million was realised from the sale of the investment in Invinity Energy Systems Plc ("Invinity") and the profit on the sale is not included in EBITDA. The profit realised on the original investment of US$5 million was approximately US$7.7 million.

· Net debt as at 30 June 2021 of US$54.4 million (December 2020: US$33.7 million), including production financing agreement ("PFA") of US$29.3 million.

· H1 2021 Total Injury Frequency Rate ("TIFR") of 5.17, an improvement of 78 per cent relative to H1 2020 (H1 2020: 23.75). 

· On track to meet 2021 Group production guidance of between 3,400 mtV and 3,600 mtV and ramping up at Vanchem using the reallocated PFA capital ringfencing, to increase Group production to a steady-state run rate of between 5,000 to 5,400 mtV by the end of 2022. Production growth reduces unit cost and increases profitability.

 1: Reported as final sales to customers.

Fortune Mojapelo, CEO of Bushveld Minerals Limited, commented: 

"The operational stability and improved production performance achieved in the last two months of the period under review was carried through into the first two months of the second half, which bodes well for reducing unit costs in the remainder of the year. We are confident of maintaining this rhythm, putting us on course to meet our production and cost guidance for the full year.

2021 marks a rebasing for the Company which creates the environment for us to implement the changes required at the operations, which can sustain production and provide the platform for growth. This means investing in maintenance and sustaining capital to achieve stability and support volume increase. As production growth on the back of our operational stability is key to margin expansion and profitability, we are pleased with the uplift of the PFA capital ringfence and the reallocation of the funding to the Vanchem refurbishment and expansion, given Vanchem's operational stability and opportunity to rapidly scale-up production. As a result of using this existing PFA funding for the Vanchem capital expenditure of about US$18 million in the current year and in H1 2022, we remain on target for Group production to increase to a steady state production run rate of between 5,000 mtVp.a. and 5,400 mtVp.a. by the end of 2022. The increase in production will be the biggest contributing factor to a sustainable cost reduction, with Vanchem's unit costs expected to be in line with Vametco, when it more than doubles its current production to 2,600 mtV.

The Upper Seam Project at Vametco came online in September 2021 and will supply Vanchem with a significant proportion of its ore requirement for the next 18 months.

Finally, it is with deep sadness we learned of the passing of Professor Morris Viljoen in August 2021, a Technical Advisor to Bushveld Minerals and importantly, one of co-founders of VM Investment Company ("VMIC"). VMIC laid the foundation for the establishment of Bushveld Minerals."

 

Table 1: Group financial and operational highlights

In US$ million unless otherwise specified.

SIX MONTHS ENDED

 

June 30 2021

June 30 2020

%

 change

 

FINANCIAL HIGHLIGHTS

Revenue

47.0

43.1

9%

EBITDA loss

(10.8)

 (1.0)

980%

Depreciation

(8.9)

(8.9)

-

Operating Loss

(19.7)

(9.9)

99%

Loss Before Tax

(22.7)

(10.7)

112%

Basic loss per share (US cents)

(1.50)

(0.92)

63%

Net cash used in operating activities

(13.8)

(2.7)

411%

Group average realised price (US$/kgV)

29.24

24.20

21%

Average foreign exchange rate (USD:ZAR)

14.54

16.65

13%

Total income statement cost per unit sold (excl. depreciation) (US$/kgV)

36.0

25.0

44%

Sustaining Capital (US$/kgV)

3.7

0.1

3,600%

Cost per unit sold (including sustaining capital) (US$/kgV)

39.7

25.0

59%

OPERATIONAL HIGHLIGHTS

Group Production (mtV)

1,574

1,661

-5%

Group Sales (mtV)

1,608

1,765

-9%

 

 

 

Post period events

· Successful negotiations with Orion Mine Finance ("Orion") has resulted in the uplift of the PFA capital ringfence with funds being allocated from Vametco to Vanchem.

· The Company sold its 4.76 per cent shareholding in AIM-listed Afritin Mining Limited and realised a total of approximately US$3.5 million. The proceeds of the sale are being used for general corporate purposes.

· Whilst production was not impacted by the unrest in South Africa in July, the Group has experienced logistics delays in getting the final product to port in Q3 2021 due to COVID-19 effects on international shipping availability as well as disruptions at local ports. The Group expects to make up any sales shortfall during Q3 and Q4 2021.

 

Priorities and outlook

· Targeting a 5,000 - 5,400 mtVp.a. production run rate by the end of 2022, funded through the PFA.

· Complete Pre-feasibility studies at Vametco and technical studies at Vanchem in Q4 2021 to increase Group production run rate to between 6,400 mtVp.a. and 6,800 mtVp.a. in the medium-term.

· As previously announced, initiate the Group's Cost Savings Programme to cut costs by between US$2.5 million to US$4 million per year from 2022.

 

Conference call

Bushveld Minerals Chief Executive Officer, Fortune Mojapelo, Finance Director, Tanya Chikanza and Francois Naude, Director of Operations; will host a webcast and conference call at 11:00 UK time (12:00 noon SAST) today to discuss the update with analysts. Participants may join the call by dialling:

 

Tel:

United Kingdom: +44 (0) 330 336 9125; South Africa: +27 11 844 6054

Pin:

1037894

Link:

https://webcasting.brrmedia.co.uk/broadcast/6149c8013ae1ca74490b0e76

 

 

A replay of the conference call will be available on the Company's website post the call.

 

Chief Executive's Report

 

Dear Shareholders,

 

The beginning of the first half of 2021 was challenging for Bushveld Minerals with Vametco experiencing operational instabilities. Due to the weak performance at Vametco during the period, we made the decisions to rebase our plans by reducing our production guidance for the year, increasing the investment in maintenance and sustaining capital, in order for our operations to sustainably produce before embarking on volume increase which will be the biggest factor to sustainable cost reduction. I am pleased to report that at the back of these measures we are now seeing improved plant performance as well as consistently stable production levels.

Group production was five per cent lower relative to H1 2020, owing to the unscheduled stoppages during first quarter and prior to the 35-day maintenance shutdown, as well as the unprotected industrial action at Vametco in April. Post the completion of the maintenance work at Vametco, we have seen improved plant performance as well as operational stability since May 2021 on the back of several operational improvements, which include a greater discipline in our proactive maintenance practices, process control from the technical team and people development strategy. The improved operational performance at Vametco in Q2 2021, with production increasing by circa 50 per cent relative to Q1 2021, was not sufficient to make up for the weaker start to the year. Vanchem showed a solid and consistent production level during H1 2021.

We are encouraged by the operational stability, achieved post the completion of the maintenance period, and pleased to state that we are on target to meet our Group production guidance of between 3,400 mtV and 3,600 mtV and cost guidance at the operations. 

Overall, revenue for the period of US$47.0 million, was nine per cent higher than a year ago (H1 2020: US$43.0 million), supported by improved average realised price, and partly offset by lower sales volumes.

The negative impact of a stronger ZAR:USD exchange rate on total costs (cost of sales plus other operating and administrative costs excluding depreciation) was US$7.3 million, combined with the reduced sales volumes and increased production costs, resulted in an EBITDA loss of US$10.8 million for the period (H1 2020: US$1.0 million). 

The strong ZAR in the period was supported by increased exports from the mining sector driven by the rapid growth in commodity prices, helped by manufacturing figures that were stronger than expected post the reopening of the economy and high interest rates relative to the US. The ZAR is expected to remain at similar levels for rest of the year.

Production growth on the back of our operational stability is key to margin expansion, cost reduction and profitability. Successful negotiations with Orion Mine Finance ("Orion") have resulted in the uplift of the PFA capital ringfence, allowing us to reallocate the PFA funding to the Vanchem refurbishment and expansion, on the back of its stability and rapid opportunity to scale-up production. As a result of using this existing PFA funding for the Vanchem capital expenditure of about US$18 million in the current year and in H1 2022, Group production is expected to increase to a steady state production run rate of between 5,000 mtVp.a. and 5,400 mtVp.a. by the end of 2022.

This specific expansion entails the refurbishment and ramp up of Kiln 3 at Vanchem, which is of a similar scale and capacity to the primary kiln at Vametco and will see Vanchem produce at an annual steady state production run rate 2,600 mtVp.a. while Vametco will be operating at a sustainable production run rate of 2,800 mtVp.a.

In addition, we are on track to complete the pre-feasibility studies at Vametco and the technical studies at Vanchem in Q4 2021. These studies will determine which future projects between Vametco and Vanchem will be prioritised to achieve a Group's steady state production run rate of between 6,400 mtVp.a. and 6,800 mtVp.a. in the medium term. The Group's maintains its long-term target to achieve a steady state production run rate 8,400 mtVp.a.

As previously announced, we are implementing the Group's Cost Savings Programme to cut costs by between US$2.5 million to US$4 million per year from 2022.

Focusing on our energy business, construction has commenced of the electrolyte manufacturing facility in East London, South Africa, along with our partners, the Industrial Development Corporation. With a targeted initial capacity of 200 MWh of vanadium electrolyte and capacity to scale up to 800 MWh, the electrolyte plant will be the largest publicly announced plant outside of China. The Group continues to sell vanadium products to Vanadium Redox Flow Batteries ("VRFB") Original Equipment Manufacturers and sold 9,000 kg V2O5 to Invinity realising US$0.2 million in revenue. We expect to scale up the vanadium electrolyte rental product with new contracts and we continued to make progress on the Vametco hybrid mini-grid and expect to attain financial close by the end of the year, subsequent to which we will commence construction.

During the period we secured an indirect interest in VRFB manufacturer Cellcube (previously referred to as Enerox GmbH) of 25.25 per cent. As previously reported on the 14 July 2021, a claim form was issued in the English High court by Garnet Commerce Limited ("Garnet") against VRFB Holdings Limited ("VRFB-H") and Enerox Holdings Limited ("EHL"). EHL owns a 100 per cent interest in Enerox GmbH ("Enerox). Garnet's claim form seeks declarations against VRFB-H concerning an alleged breach of the joint venture agreement in relation to EHL, in respect of the indirect investment into EHL through VRFB-H by Mustang Energy Plc, as announced on 27 April 2021. The litigation remains ongoing and VRFB-H intends to robustly defend against the claims. The Company will update the market accordingly of any developments.

Moving on to the vanadium market during H1 2021 the London Metal Bulletin ("LMB") Ferrovanadium price averaged US$33.4/kgV, 30 per cent higher than H1 2020 (H1 2020: US$25.70/kgV). Iron ore prices reached their highest levels, exceeding the US$200/t level during H1 2021 and have since retracted to levels of US$120/t. Roskill expects iron ore prices to decline further towards the end of the year, due to reduced demand in China as a result of restrictions in steel making volumes. Iron ore prices below US$100/t would be a disincentive for vanadium co-producers to blend local vanadium bearing magnetite feedstock with seaborne hematite ores. 

The LMB Ferrovanadium price in Europe is US$34.0/kgV, China US$32.5/kgV and the United States US$37.8 per kg/V as at 17 September 2021.

Furthermore, in August 2021, the US Department of Commerce published results on its investigation, under Section 232 of the Trade Expansion Act of 1962, into the effect of imports of vanadium on the national security of the US, stating that the present quantities and circumstances of vanadium imports do not threaten to impair US national security. The outcome is welcomed by the Company as the US market represents a significant share of Bushveld's sales.

Despite the recent softening in the vanadium price we remain confident that the medium to long term market fundamentals continue to support vanadium prices going forward.

 

Safety and COVID-19

· The Group recorded a 78 per cent improvement in Total Injury Frequency Rate to 5.17 relative to the corresponding prior period (H1 2020: 23.75), as a result of improved risk assessment and mitigation measures.

· As at 31 August 2021, the Group had five active COVID-19 cases, and a 96 per cent recovery rate. Sadly, Bushveld reported two COVID-19 related deaths among its employees during the period and we extend our deepest condolences to their families. We continue to prioritise the safety of our employees.

· In July, we commenced a vaccination programme for both the Vametco and Vanchem employees.

· In August 2021, the South African government, confirmed that the COVID-19 vaccine roll out had been ramped up to allow registration for the 18 and 34 age group. In September 2021, the country moved to an adjusted level two as a significant decline in new and active COVID-19 infections was noted around the country, which is encouraging news.

 

Operational performance

Bushveld Vanadium

Unit

Q1 2021

Q2 2021

H1 2021

 H1 2020

H1 2021 vs H1 2020

% Change

Group production

mtV1

688

886

1,574

1,661

-5%

Vametco production

mtV1

395

593

988

1,226

-19%

Vanchem production

mtV1

293

293

586

435

35%

Vametco C1 cash cost2

US$/kgV

26.5

25.8

25.9

17.1

52%

Vanchem C1 cash cost2

US$/kgV

30.7

28.1

29.5

20.2

46%

Vametco total sustaining cash cost3

US$/kgV

39.7

37.6

38.3

23.1

66%

Vanchem total sustaining cash cost3

US$/kgV

42.0

34.2

38.2

26.3

45%

1. mtV = metric tonnes of vanadium.

2. Excludes depreciation, royalties and selling, general & administrative expenses and cost associated with COVID-19. Production cash cost is based on vanadium produced. Production cash cost (C1) measure does not have any standardized meaning prescribed by IFRS and differs from measures determined in accordance with IFRS. This measure is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. This measure is not necessarily indicative of net earnings or cash flow from operating activities as determined under IFRS

3. Excludes depreciation, royalties and cost associated with COVID-19. Includes selling, general & administrative expenses and sustaining capital cash spend.

 

Vametco

· H1 2021 production of 988 mtV, was 19 per cent lower than H1 2020 (H1 2020: 1,226 mtV), due to unplanned stoppages and the planned 35-day maintenance shutdown undertaken to increase the reliability of critical segments of the plant in Q1 2021 and the unprotected industrial action in April 2021. Performance and stability improved in Q2 2021.

· H1 2021 production cash cost (C1) of US$25.9/kgV, a 52 per cent increase relative to H1 2020 (H1 2020: US$17.1/kgV), mostly due to lower production volumes (+US$3.8/kgV), a stronger ZAR:USD exchange rate (+US$3.3/kgV) and higher maintenance cost (+US$0.9/kgV) in order to improve operational stability.

- Q2 2021 costs improved by 2.6 per cent in line with the improved operational performance since the maintenance shutdown. Lower unit cost expected in H2 2021 will normalise costs for the rest of the year in line with production cash cost (C1) guidance.

· H1 2021 total sustaining cash cost of US$38.3/kgV, a 66 per cent increase relative to H1 2020 (H12020: US$23.1/kgV), mostly due the factors mentioned above in addition to an increase in sustaining capital (+US$2.1/kgV).

· Sustaining capital expenditure of US$3.1 million relative to H1 2020 (H1 2020: US$0.2 million). The increase is in line with expectations as minimum capital was spent in H1 2020 on sustaining capital due to the effects of COVID-19 on the operation, in addition, priority was to complete and commission the Kiln Off-gas system.

· Post the period end, in July and August, Vametco produced 251 mtV and 260 mtV respectively as a result of continued operational improvements, which include a greater discipline in our proactive maintenance practices, process control from the technical team and people development strategy. Vametco's minimum monthly production run-rate forecast for the rest of the year is maintained at approximately 240 mtV as a result of planned maintenance strategy to enable operational stability.

· 2021 production guidance maintained to between 2,300 mtV and 2,400 mtV, and production cash cost (C1) of between US$23.70/kgV and US$24.20/kgV (ZAR339/kgV and ZAR345/kgV).

 

Vanchem

· H1 2021 production of 586 mtV was 35 per cent higher than H1 2020 production (H1 2020: 435 mtV), underpinned by consistent plant performance.

· H1 2021 production cash cost (C1) of US$29.5/kgV, a 46 per cent increase relative to H1 2020 (H1 2020: US$20.2/kgV), due to a stronger ZAR:USD exchange rate (+US$3.7/kgV), higher cost of raw materials (+US$3.1/kgV) due to test work performed with different concentrate in order to optimise process parameters, increased maintenance (+US$0.8/kgV) which is in line with the Group expectations and other items (+US$9.2/kgV). This was partly offset by higher volumes (-US$8.9/kgV).

· H1 2021 total sustaining cash cost of US$38.2/kgV, 45 per cent increase relative to H1 2020 (H1 2020: US$26.3/kgV) mostly due to the factors mentioned above in addition to an increase in sustaining capital (+US$5.6/kgV).

· Sustaining capital expenditure spend of H1 2021: US$2.8 million relative to H1 2020 (H1 2020: US$0.4 million). The increase in sustaining capital is in line with Group expectations as Vanchem was still ramping up in H1 2020.

· Commissioning of Kiln-3 is now expected in H1 2022, the delay will not impact Vanchem's production run rate target of 2,600 mtVp.a. by the end of 2022. The full production and cost benefits of Kiln-3 will be realised in 2022.

· Vanchem produced 96 mtV for both months of July and August. Vanchem is expected to maintain its minimum monthly production levels of approximately between 90 mtV to 100 mtV.

· 2021 production guidance maintained to between 1,100 mtV and 1,200 mtV, production cash cost (C1) of between US$30.3/kgV and US$31.1/kgV (ZAR434/kgV and ZAR444/kgV).

· Through the reallocation of the PFA capital to Vanchem, capital expenditure of approximately US$18 million is estimated for the remainder of the year and into 2022, for Vanchem to achieve a steady state production run rate of 2,600 mtVp.a by the end of 2022. At a production of 2,600 mtVp.a., unit costs are expected to be in line with Vametco.

· At Vanchem, the ore stockpile acquired with the plant will deplete at the end of September 2021. The Upper Seam Project at Vametco has come online and will supply Vanchem with a significant proportion of its ore requirement for 18 months and has the ability to supply 34 kt of ore per month. In addition, with an overall Upper Seam resource base of 16 Mt the potential to extend this particular supply beyond the initial 18 months exists and is being investigated accordingly. Furthermore, we have successfully secured third-party ore for Vanchem.

 

Financial performance

Overview

Group sales fell by nine per cent to 1,608 mtV (H1 2020: 1,765 mtV) due to low production volumes.

Group

Unit

H1 2021

H1

2020

H1 2021 vs

H1 2020

Sales

mtV

1,608

1,765

-9%

Average realised price

US$/kgV

29.24

24.20

21%

 

The Group reported revenue of US$47.0 million (H1 2020: US$43.1 million), and an Earnings Before Interest, Tax, Depreciation and Amortisation ("EBITDA") loss of US$10.8 million (H1 2020: EBITDA of loss of US$1 million).

The changes in fair value through other comprehensive income decrease to (US$4.8 million) (H1 2020: US$3.3 million) due to Invinity and Afritin. The investment in Invinity was sold during the period, contributing to approximately US$12.7 million in cash (the profit on the sale is not included in EBITDA). The profit realised on the original investment of US$5 million was approximately US$7.7 million. Afritin shares are marked to market and reflect the appreciation in the market value to US$3.4 million (H1 2020: US$1.7million). The Afritin shares were subsequently sold in August 2021 for US$3.5 million, and the proceeds of sale are being used for general corporate purposes.

The Group cash balance at the end of the period was US$31.6 million, relative to US$50.5 million as at 31 December 2020.

Net debt increased to US$54.4 million relative to December 2020 US$33.7 million due to the decrease in the Group's cash position for the period.

 

Analysis of results

Income statement summary as adjusted from "statutory" primary statement presentation.

6 months ended

30 June 2021

6 months ended

30 June 2020

Unaudited

Unaudited

US$

US$

Revenue

47,022,135

43,050,652

Cost of sales (excl. depreciation)

(43,439,030)

(30,231,587)

Other operating and administration costs (excl. depreciation)

(14,376,544)

(13,826,387)

EBITDA

(10,793,439)

(1,007,321)

Depreciation

(8,949,235)

(8,912,034)

Operating loss

(19,742,674)

(9,919,356)

Net financing expense

(2,983,277)

(813,435)

Loss before tax

(22,725,951)

(10,732,791)

Income tax credit

3,729,735

410,263

Loss after tax

(18,996,216)

(10,322,528)

 

Revenue

Revenue for the Group was US$47.0 million (H1 2020: US$43.1 million) supported by improved average realised price, partly offset by lower sales volume as a result of reduced production volumes at Vametco in Q1 2021. The Group sales volume of 1,608 mtV was achieved at an average price of US$29.24/kgV and an average exchange rate of USD:ZAR 14.54 relative to H1 2020 (H1 2020: average price US$24.20/kgV, average exchange rate of USD:ZAR16.65).

 

Cost of sales

The cost of sales excluding depreciation for the period was US$43.4 million (H1 2020: US$30.2 million), the increase is attributable mainly to:

· the negative impact amounting to approximately US$5.5 million due to the stronger ZAR:USD exchange rate on costs in H1 2021;

· increase in maintenance costs to US$7.4 million (H1 2020: US$5.7 million) to sustain the plants, production volumes and improve operational stability;

· Increase in energy and raw material costs to US$18.6 million (H1 2020: US$16.8 million); and

· Increase in mining costs due to waste stripping of US$2.2 million (H1 2020: US$1.2 million) associated with bringing the Upper Seam project online in September 2021.

The Group cost per unit sold (including sustaining) of US$39.7/kgV increased by 59 per cent (H1 2020: US$25.0/kgV), mostly due to the cost factors mentioned above and lower sales volumes, in addition to:

· US$14.4 million (H1:2020 US$14.0 million) in operating and administrative costs;

· US$6.1 million (H1 2020: US$0.1 million) in sustaining capital which contributed to the operational stability. Minimal capital was spent in H1 2020 on sustaining capital as Vanchem was still ramping up in H1 2020 as well as the effects of COVID-19 on the operation. 

 

The Group unit cost of US$39.7/kgV is in line with the unit cost levels of circa US$38-39/kgV at Vametco and Vanchem. With the projected increase in volumes, the Group cost per unit sold is expected to reduce.

Total cost summary table

 

6 months ended

30 June 2021

US$

6 months ended

30 June 2020

US$

Cost of sales (direct) (excl. depreciation)

(43,439,030)

(30,231,587)

Operating and administrative costs (excl. depreciation)

(14,376,544)

(13,826,387)

Total income statement cost (excl. depreciation)

(57,815,574)

(44,057,973)

Total units sold (mtV)

1,608

1,765

Total income statement cost per unit sold (excl. depreciation) US$/KgV

36.0

25.0

Sustaining Capital

(6,058,174)

(139,191)

Total cost including sustaining capital

(63,873,748)

 (44,197,164)

Cost per unit sold (including sustaining capital) US$/kgV

39.7

25.0

Revenue

47,022,135

43,050,652

Average price realised

29.24

24.20

 

 

Finance costs

The finance costs increased to US$3.5 million (H1 2020: US$1.4 million) as a result of the interest costs of the Orion PFA and the convertible loan notes with Duferco and Orion. 

 

Other operating and administrative expenses

Unpacking the other operating and administrative costs (excl. depreciation) of US$14.4 million; other mine operating costs of US$1.6 million and idle plant costs of US$3 million are in line with H1 2020, and mainly reflect the 35-day planned maintenance shut down and unplanned stoppages at Vametco during the first half of 2021. Costs in H12020 were impacted by the initial COVID-19 nationwide shutdown.

Administrative expenses of US$8.8 million represent an increase of US$1.2 million relative to H1 2020 (H1 2020: US$7.6 million). The increase was due to foreign exchange movements of US$1.1 million arising from a stronger ZAR:US$ exchange rate relative to H1 2020. A breakdown of the administrative expenses is provided in the table below.

 

6 months ended

30 June2021

6 months ended

30 June2020

Unaudited

Unaudited

US$

US$

Administrative costs (includes IT services, security, bank charges)

1,090,009

902,651

Depreciation

153,331

62,317

Professional fees (consultants)

1,173,994

1,938,566

Staff costs

5,038,053

3,659,281

Other costs (includes legal, training, tax and accounting, other)

1,327,387

1,040,141

8,782,774

7,602,956

 

Cost Savings initiative

The Group has introduced a Cost Savings Programme aimed at ensuring continued competitiveness throughout the commodity cycle, while enhancing the offering to markets across all the industries in which we compete. We are targeting cost-savings initiatives across the Group, with procurement as the first priority. Our objective is to cut procurement costs by approximately US$2.5 million to US$4 million per year, starting from 2022.

 

Balance sheet assets

Non-current assets increased during the period. The most significant increase came from the increase in Property, Plant and Equipment as a result of increased assets under construction both at Vametco and Vanchem. The Deferred Tax amount also increased by US$2.4 million from December 2020 as the Group was not profitable and recognises an asset in respect of accumulated tax losses that are expected to be utilised to offset against future tax liabilities. Current assets decreased due to reduced cash and cash equivalents from US$50.5 million in December 2020 to US$31.6 million in June 2021.

 

Equity and liabilities

Non-controlling interest increased by US$9.9 million to US$42.0 million due to the investments by Acacia Resources Limited of US$2.2 million and Mustang Energy PLC of US$7.4 million in the equity of VRFB-H. The foreign currency translation reserve decreased over the period to US$1.3 million as a result of a stronger ZAR:USD exchange rate. Other liabilities included the increase in trade and other payables to U$25.2 million relative to US$22.1 million in December 2020. Current portions of borrowings of US$18.1 million are as a result of amounts payable to Duferco of US$11.9 million, Orion PFA of US$1 million and Nedbank Revolving Credit Facility ("RCF") of US$5.2 million. 

Net debt

The net debt reconciliation below outlines the Group's total debt and cash position.

 

  

6 months ended 30 June 2021

Unaudited US$

12 months ended 31 December 2020 Audited US$

Gross Cash and Cash Equivalent

31,565,241

50,540,672

Nedbank Term Loan and Revolving Credit Facility

(8,818,956)

(8,636,535)

Convertible Loan Notes - Duferco

(11,870,192)

(11,585,068) 

Production Financing Agreement - Orion Mine Finance

(29,288,227)

(30,105,886)

Convertible Loan Notes Instrument -Orion Mine Finance

(35,172,354)

(33,073,699)

Other

(845,588)

(845,588)

Net Debt

(54,430,077)

(33,706,104)

 

Cash flows from operating activities

Net cash outflows from operating activities for the period was (US$13.8 million), an increase of US$11.1 million compared to H1 2020 (H1 2020: (US$2.7 million)), due to increase in costs and lower sales volume as a result of reduced production volumes at Vametco in Q1 2021.

 

Investing activities

Investing activities were driven by capital expenditure growth with Property, Plant and Equipment expenditure of US$4.3 million which mainly included Vametco, Vanchem and Bushveld Energy capital expenditure of US$0.3 million, US$1.8 million and US$2.2 million respectively. The payment of US$1.7 million made for the deferred consideration owed to Evraz. The purchase of investments increased to US$19.6 million (H1 2020: US$2 million) which is due to additional investments in EHL, the holding company for Enerox. The disposal of financial assets held at fair value of US$12.7 million represents the sale of Bushveld's initial investment of 8.71 per cent share in Invinity which was realised, resulting in capital appreciation. 

 

Financing activities

Financing activities of approximately US$8.5 million includes the proceeds from shareholder subscriptions of US$9.6 million, comprising Acacia Resources Limited and Mustang Energy PLC with US$2.2 million and US$7.4 million respectively, offset by US$1.2 million of finance costs, lease payments and Orion PFA repayment.

 

Cash generation

The table below summarises the main components of cash flow during the 6 months ended 30 June 2021.

 

6 months ended

30 June 2021

6 months ended

30 June 2020

US$

US$

Operating (loss)

(19 742 674)

(9 919 356)

Depreciation and amortisation

8 949 235

8 912 034

Changes in working capital and provisions

(2 975 747)

(2 065 067)

Taxes Paid

410 263

Cash (outflow) from operations

(13 769 186)

(2 662 126)

Sustaining capital

(6 058 174)

(139 191)

Free cashflow

(19 827 360)

(2 801 317)

Cash used in investing activities

(13 055 181)

(4 849 827)

Financing activities

8 462 855

7 077 815

Cash (outflow)

(24 419 686)

(573 329)

Opening net cashflow

50 540 672

34 011 557

Foreign exchange

5 444 255

(8 832 717)

Closing net cash

31 565 241

24 605 511

 

 

 

As previously announced during the full year results, the Nedbank debt facility available to Vametco is subject to financial covenants which are EBITDA-driven. In light of the low production volumes in H1 2021, as a result of the 35-day maintenance shutdown and the unprotected industrial action at Vametco, the Company successfully renegotiated its covenant testing terms required under the ZAR125 million (US$8.7 million) RCF. Nedbank agreed to waive the covenants for the June 2021 period and relaxed the December 2021 Group net debt to EBITDA ratio from 2.50 times to 4.0 times. A condition of the waiver is that the RCF is amortised by ZAR5 million (approximately US$0.3 million) for August 2021, and ZAR7 million monthly (approximately US$0.5 million) from September 2021, with a bullet payment of ZAR22 million (approximately US$1.5 million) due on the maturity date of 6 November 2022.

Positive progress has been made in negotiations with Duferco Participations Holding S.A ("Duferco") on the remaining balance US$11.5 million of the convertible loan note, that would result in US$5 million being payable in November 2021 and the remaining US$6.5 million being converted into Bushveld shares.

Despite the weaker start in H1 2021, I am pleased to say that we are seeing improved operational stability at Vametco which has continued into the month of July and August, and Vanchem continues to show solid and consistent production levels. We are on track to meet the 2021 Group production guidance of between 3,400 mtV and 3,600 mtV. In addition, we are thankful to our finance partners Orion, for allowing the lifting of the capital ringfence and enabling us to apply funds, previously restricted to Vametco, to grow Vanchem's capacity to 2,600 mtV. This will increase Group production to a steady state run rate of between 5,000 to 5,400 mtV by the end of 2022, reducing unit cost and increasing profitability.

I thank you.

Fortune Mojapelo

Chief Executive Officer

 

 

ENDS

 

Enquiries: info@bushveldminerals.com

Bushveld Minerals Limited

+27 (0) 11 268 6555

Fortune Mojapelo, Chief Executive Officer

Andrew Mari, Chika Edeh, Head of Investor Relations

SP Angel Corporate Finance LLP

Nominated Adviser & Broker

+44 (0) 20 3470 0470

Richard Morrison / Charlie Bouverat

Grant Baker / Richard Parlons

Peel Hunt Limited

Joint Broker

+44 (0) 20 7418 8900

Ross Allister / Alexander Allen

Tavistock

Financial PR

Gareth Tredway / Tara Vivian-Neal / Adam Baynes

+44 (0) 207 920 3150

 

 

ABOUT BUSHVELD MINERALS LIMITED

Bushveld Minerals is a low-cost, vertically integrated primary vanadium producer. It is one of only three operating primary vanadium producers, owning 2 of the world's 4 operating primary vanadium processing facilities. In 2020, the Company produced more than 3,600 mtV, representing approximately three per cent of the global vanadium market. With a diversified vanadium product portfolio serving the needs of the steel, energy and chemical sectors, the Company participates in the entire vanadium value chain through its two main pillars: Bushveld Vanadium, which mines and processes vanadium ore; and Bushveld Energy, an energy storage solutions provider. Bushveld Vanadium is targeting to materially grow its vanadium production and achieve an annualised steady state production run rate of between 5,000 mtVp.a. and 5,400 mtVp.a by the end of 2022, from projects currently being implemented. Beyond that, pre-feasibility studies are in progress to determine the optimal path to increase production even further to a steady state production run rate of between 6,400 mtVp.a. and 6,800 mtVp.a. in the medium-term. The Company retains its long term plan to grow its long-term production to 8,400 mtVp.a. in the long term.

 

Bushveld Energy is focused on developing and promoting the role of vanadium in the growing global energy storage market through the advancement of vanadium-based energy storage systems, specifically Vanadium Redox Flow Batteries ("VRFBs").

 

Detailed information on the Company and progress to date can be accessed on the website www.bushveldminerals.com 

About Vametco

Vametco is located near Brits on the Western Limb of the Bushveld Complex. The integrated operation comprises a vanadium ore mine and a processing plant that produces mostly Nitrovan, a trademark product sold in major steel markets across the world. The mine lies adjacent to the Brits Vanadium Project, which will in future serve as an alternative source of near surface run of mine ("ROM") ore feed to the Vametco plant.

The Vametco mining operation uses open pit bench mining methods to mine a well-defined orebody. The deposit is continuous with limited faulting and dips in a northerly direction at approximately 19 degrees.

ROM ore is fed into a primary, secondary and tertiary crushing circuit, followed by milling and magnetic separation to produce magnetite concentrates. The magnetite concentrates are fed into the extraction process which includes the kiln for roasting followed by leaching and precipitation. Thereafter the precipitated vanadium as ammonium metavanadate is converted to modified vanadium oxide ("MVO") in rotary calciners. MVO is fed into the mix plant and finally into the shaft furnaces to produce Nitrovan.

About Vanchem

Vanchem is situated at Ferrobank Industrial Park in Emalahleni Local Municipality, Mpumalanga Province in the Republic of South Africa. Vanchem is a primary vanadium producing facility with a beneficiation plant capable of producing various vanadium oxides, ferrovanadium and vanadium chemicals. Vanchem uses the salt roast beneficiation process, similar to the one used at Vametco. The plant comprises: a core salt-roast processing plant, including 3 roasting kilns, an electric smelting ferrovanadium converter, an alumino-thermic smelting facility, also located at Highveld, a vanadium chemical plant; and a rail siding linking the plant with Bushveld deposits and additional potential supply sources through the national rail network.

 

Financial statements for the period ended 30 June 2021

 

Bushveld Minerals Limited

(Registration number 54506)

 

Consolidated Statement of Profit or Loss and Other Comprehensive Income

 

6 months

ended

30 June

2021

Unaudited

6 months ended

30 June

2020

Unaudited

12 months ended 31

December

2020

Audited

 

Notes

US$

US$

US$

 

Continuing operations

Revenue

47,022,135

43,050,652

89,988,078

Cost of sales

(52,222,217)

(38,987,345)

(91,260,760)

Gross (loss) / profit

(5,200,082)

4,063,307

(1,272,682)

Other operating income

1,670,464

771,383

2,304,528

Selling and distribution costs

(2,851,646)

(2,454,724)

(4,828,710)

Other mine operating costs

(1,592,894)

(1,620,053)

(4,699,892)

Idle plant costs

(2,985,742)

(3,076,313)

(4,152,153)

Administrative expenses

(8,782,774)

(7,602,956)

(19,783,176)

Share-based payment

-

-

(375,008)

Operating loss

(19,742,674)

(9,919,356)

(32,807,093)

Finance income

517,057

601,074

1,077,991

Finance costs

(3,500,334)

(1,414,509)

(5,732,249)

Movement in earnout estimate

-

-

(206,066)

Loss before taxation

(22,725,951)

(10,732,791)

(37,667,417)

Taxation

3,729,735

410,263

484,654

Loss for the period

(18,996,216)

(10,322,528)

(37,182,763)

Consolidated other comprehensive income:

Items that will not be reclassified to profit or loss:

Changes in the fair value of financial assets at fair value through other comprehensive income

(4,767,013)

3,268,931

13,483,194

Other fair value movements

-

-

103,448

Total items that will not be reclassified to profit or loss

(4,767,013)

3,268,931

13,586,642

 

Items that may be reclassified to profit or loss:

Currency translation differences

11,271,089

(25,438,821)

(10,425,238)

Other comprehensive income for the period net of taxation

6,504,076

(22,169,890)

3,161,404

Total comprehensive loss for the period

(12,492,140)

(32,492,418)

(34,021,359)

 

Loss attributable to:

Owners of the parent

(17,898,241)

(10,764,522)

(36,680,615)

Non-controlling interest

(1,097,975)

441,994

(502,148)

(18,996,216)

(10,322,528)

(37,182,763)

 

Total comprehensive loss attributable to:

Owners of the parent

(11,394,165)

(29,383,559)

(32,640,348)

Non-controlling interest

(1,097,975)

(3,108,859)

(1,381,011)

(12,492,140)

(32,492,418)

(34,021,359)

 

 

Earnings per share

Loss per ordinary share

Basic earnings per share (in cents)

 

3

 

(1.50)

 

(0.92)

 

(3.00)

Diluted earnings per share (in cents)

3

(1.50)

(0.92)

(3.00)

-

-

-

 

All results relate to continuing activities.

 

 

 

Consolidated Statement of Financial Position

30 June

31 December

 

Note

2021

Unaudited

US$

2020

Audited

US$

 

Assets

Non-Current Assets

Intangible assets

4

60,335,958

59,003,825

Property, plant and equipment

5

172,606,640

167,579,993

Investment property

2,873,358

2,811,017

Deferred tax

7,524,047

5,085,154

Total Non-Current Assets

243,340,003

234,479,989

Current Assets

Inventories

6

36,659,909

34,081,625

Trade and other receivables

7

13,966,691

10,425,363

Restricted investment

3,180,469

3,111,465

Current tax receivable

2,077,960

814,067

Financial assets at fair value

8

25,051,999

22,452,877

Cash and cash equivalents

9

31,565,241

50,540,672

Total Current Assets

112,502,269

121,426,069

Total Assets

355,842,272

355,906,058

Equity and Liabilities

Share capital

10

15,858,428

15,858,428

Share premium

10

117,065,907

117,065,907

Retained income

36,503,367

46,734,823

Share-based payment reserve

375,008

375,008

Convertible loan note reserve

54,814

54,814

Foreign currency translation reserve

(1,290,980)

(11,202,236)

Fair value reserve

532,496

12,966,294

Equity attributable to owners of the parent

169,099,040

181,853,038

Non-controlling interest

42,031,933

32,146,712

Total Equity

211,130,973

213,999,750

Liabilities

Non-Current Liabilities

Post-retirement medical liability

2,163,165

2,076,023

Environmental rehabilitation liability

18,718,345

17,998,366

Deferred consideration

1,802,884

1,802,884

Loans

13

1,664,028

1,597,972

Borrowings

11

67,883,046

70,909,370

Lease liabilities

4,342,671

4,376,483

Total Non-Current Liabilities

96,574,139

98,761,098

Current Liabilities

Trade and other payables

12

25,209,468

22,065,601

Provisions

1,921,500

3,296,894

Borrowings

11

18,112,271

13,337,406

Lease liabilities

750,492

625,661

Deferred consideration

2,143,429

3,819,648

Total Current Liabilities

48,137,160

43,145,210

Total Liabilities

144,711,299

141,906,308

Total Equity and Liabilities

355,842,272

355,906,058

Statement of Changes in Equity

 

Share capital

Share

premium

Foreign

Exchange translation

reserve

Reserves for

own shares /

Share

Repurchase reserve

Convertible Instruments reserve

Fair value reserve

Retained Income

Total attributable to equity holders

of the group /company

Non-controlling interest

Total equity

US$

US$

US$

US$

US$

US$

US$

US$

US$

US$

Balance at 1 January 2020

15,357,271

111,067,064

(1,655,861)

-

-

(620,349)

83,415,435

207,563,560

33,527,723

241,091,283

Loss for the period

-

-

-

-

-

-

(10,764,522)

(10,764,522)

441,994

(10,322,528)

Other comprehensive income,

net of tax:

Currency translation differences

-

-

(21,887,968)

-

-

-

-

(21,887,968)

(3,550,853)

(25,438,821)

Fair value movement on

-

-

-

-

-

3,268,931

-

3,268,931

-

3,268,931

investments

Total comprehensive Loss for

-

-

(21,887,968)

-

-

3,268,931

(10,764,522)

(29,383,559)

(3,108,859)

(32,492,418)

the period

Unaudited Balance at 30 June

15,357,271

111,067,064

(23,543,829)

-

-

2,648,582

72,650,916

178,180,004

30,418,864

208,598,868

2020

Loss for the period

-

-

-

-

-

-

(25,916,093)

(25,916,093)

(944,142)

(26,860,235)

Other comprehensive income,

net of tax:

Currency translation differences

-

-

12,341,593

-

-

-

-

12,341,593

2,671,990

15,013,583

Fair value movement on

-

-

-

-

-

10,214,263

-

10,214,263

-

10,214,263

investments

Other fair value movements

-

-

-

-

-

103,449

-

103,449

-

103,449

Total comprehensive Loss for

-

-

12,341,593

-

-

10,317,712

(25,916,093)

(3,256,788)

1,727,848

(1,528,940)

the period

Issue of shares

501,157

5,998,843

-

-

-

-

-

6,500,000

-

6,500,000

Share-based payment

-

-

-

375,008

-

-

-

375,008

-

375,008

Equity component of convertible

-

-

-

-

54,814

-

-

54,814

-

54,814

loan note

Audited Balance at 31 December 2020

15,858,428

117,065,907

(11,202,236)

375,008

54,814

12,966,294

46,734,823

181,853,038

32,146,712

213,999,750

Loss for the period

Other comprehensive income, net of tax:

-

-

-

-

-

-

(17,898,241)

(17,898,241)

(1,097,975)

(18,996,216)

Currency translation reserve

-

-

9,911,256

-

-

-

-

9,911,256

1,359,833

11,271,089

Fair value movement on investments

-

-

-

-

-

(4,767,013)

-

(4,767,013)

-

(4,767,013)

Total comprehensive Loss for the period

-

-

9,911,256

-

-

(4,767,013)

(17,898,241)

(22,665,254)

261,858

(12,492,140)

Transfer between reserves

-

-

-

-

-

(7,666,785)

7,666,785

-

-

9,623,363

Investment by NCI through

subsidiary

-

-

-

-

-

-

-

-

9,623,363

-

Unaudited Balance at 30 June 2021

15,858,428

117,065,907

(1,290,980)

375,008

54,814

532,496

36,503,367

169,099,040

42,031,933

211,130,973

Note

10

10

Consolidated Statement of Cash Flows

 

 

 

6 months ended

30 June

2021 Unaudited

6 months ended

30 June

2020 Unaudited

12 months ended 31 December 2020 Audited

Note

US$

US$

US$

Cash flows (used in) / from operating activities

Loss before taxation

(22,725,951)

(10,732,791)

(37,667,417)

Adjustments for:

Depreciation property, plant and equipment

 

5

 

8,949,235

 

8,912,034

 

17,866,153

Movement in earnout estimate

-

-

206,066

Finance income

(517,057)

(601,074)

(1,077,991)

Finance costs

3,500,334

1,414,509

5,732,249

Changes in working capital

(2,975,747)

(2,065,067)

1,253,029

Income taxes paid

-

410,263

(3,452,492)

Net cash used in operating activities

(13,769,186)

(2,662,126)

(17,140,403)

 

Cash flows (used in) / from investing activities

Finance income

517,057

509,622

985,901

Purchase of property, plant and equipment

5

(10,625,864)

(996,844)

(9,269,924)

Payment of deferred consideration

(1,679,943)

(1,680,459)

(1,680,459)

Purchase of investments

(19,616,897)

(2,004,375)

(1,883,208)

Purchase of exploration and evaluation assets

4

(374,493)

(816,962)

(1,471,142)

Disposal of finance assets held at fair value

8

12,666,785

-

-

Net cash used in investing activities

(19,113,355)

(4,989,018)

(13,318,832)

 

Cash flows (used in) / from financing activities

Investment by NCI through subsidiary

8

9,623,363

-

-

Proceeds from shareholders loan

-

-

1,597,972

Lease payments

(379,905)

(416,207)

(753,302)

Finance costs

(530,603)

(709,664)

(3,115,205)

Net (repayment) /proceeds of borrowings

11

(250,000)

8,203,686

49,417,161

Disposal of financial assets held at fair value

8

-

-

286,643

Net cash from financing activities

8,462,855

7,077,815

47,433,269

 

Total cash movement for the period

 

(24,419,686)

 

(573,329)

 

16,974,034

Cash at the beginning of the period

50,540,672

34,011,557

34,011,557

Effect of translation of foreign rate

5,444,255

(8,832,717)

(444,919)

Total cash at end of the period

9

31,565,241

24,605,511

50,540,672

 

Notes to the Financial Statements

 

1. Corporate information and principal activities

 

Bushveld Minerals Limited ("Bushveld") was incorporated and domiciled in Guernsey on 5 January 2012 and admitted to the AIM market in London on 26 March 2012.

 

The address of the Company's registered office is 18-20 Le Pollet, St Peter Port, Guernsey. The consolidated financial statements of the Company for the interim period ended 30 June 2021 comprise of the Company and its subsidiaries (The "Group") and the Group's interest in equity accounted investments.

 

2. Significant accounting policies

 

Basis of accounting

The results presented in this report are unaudited and they have been prepared in accordance with the recognition and measurement principles of UK adopted International Accounting Standards that are expected to be applicable to the next set of financial statements and on the basis of the accounting policies to be used in those financial statements.

 

The interim financial information does not include all of the information required for full annual financial statements and accordingly, whilst the interim financial information has been prepared in accordance with the recognition and measurement principles of the UK-adopted International Accounting Standards, it cannot be construed as being in full compliance with the

UK-adopted International Accounting Standards. The financial information contained in this announcement does not constitute statutory accounts as defined by the Companies (Guernsey) Law 2008.

 

The interim financial information has not been audited or reviewed in accordance with International Standard on Review Engagements (UK) 2410.The financial information for the period ended 31 December 2020 is based on the statutory accounts for the period ended 31 December 2020. The auditor reported on those accounts, their report was unqualified and did not contain statements where the auditor is required to report by exception.

 

The consolidated interim financial statements have been prepared on the basis of accounting policies applicable to a going concern. This basis presumes that funds will be available to finance future operations and that the realisation of assets and settlement of liabilities, contingent obligations and commitments will occur in the ordinary course of business.

 

Use of estimates and judgements

 

In the application of the group's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates in particular, information about significant areas of estimation uncertainty considered by management in preparing the financial statements is described below:

 

i. Decommissioning and rehabilitation obligations

 

Estimating the future costs of environmental and rehabilitation obligations is complex and requires management to make estimates and judgements as most of the obligations will be fulfilled in the future and contracts and laws are often not clear regarding what is required. The resulting provisions are further influenced by changing technologies, political, environmental, safety, business and statutory considerations.

 

ii. Asset lives and residual values

 

Property, plant and equipment are depreciated over its useful life taking into account residual values, where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors. In reassessing asset lives, factors such as technological innovation, product life cycles and maintenance programmes are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and projected disposal values.

 

iii. Post-retirement employee benefits

 

Post-retirement medical aid liabilities are provided for certain existing employees. Actuarial valuations are based on assumptions which include employee turnover, mortality rates, the discount rate, health care inflation costs and rates of increase in costs.

 

iv. Revaluation of investment properties

 

The group carries its residential investment properties at fair value. The group engaged an independent valuation specialist to assess the fair value as at 31 December 2020 for residential properties. For residential properties, it measures land and buildings at revalued amounts. Land and buildings were valued by reference to market-based evidence, using comparable prices adjusted for specific market factors such as nature, location and condition of the property.

 

v. Impairment of exploration and evaluation assets

 

Whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable, the asset is reviewed for impairment. Assets are also reviewed for impairment at each reporting date in accordance with IFRS 6. An asset's carrying value is written down to its estimated recoverable amount (being the higher of the fair value less costs to sell and value in use) if that is less than the asset's carrying value. Impairment losses are recognised in profit or loss.

 

An impairment review is undertaken when indicators of impairment arise but typically when one of the following circumstances applies:

 

· unexpected geological occurrences that render the resources uneconomic; or

· title to the asset is compromised; or

· variations in the foreign currency rates; or

· the Group determines that it no longer wishes to continue to evaluate or develop the field.

 

3. Profit/(loss) per share

 

FROM CONTINUING OPERATIONS

 

Basic earnings per share

 

The calculation of a basic earnings per share of (1.50) cents (December 2020: (3.00) cents), is calculated using the total loss for the year attributable to the owners of the company of $17,898,241 (December 2020: Loss of $36,680,615) and 1,164,710,352 shares (December 2020: 1,164,710,352) being weighted average number of share in issue during the period.

 

Diluted earnings per share

 

Due to the Group being loss making for the period, instruments are not considered dilutive and therefore the diluted loss per share is the same as basic loss per share.

 

4. Intangible assets

 

30 June 2021

(unaudited)

31 December 2020

(audited)

Cost /

Carrying

Cost /

Carrying

Valuation

value

Valuation

value

US$

US$

US$

US$

Vanadium and Iron ore

55,747,786

55,747,786

54,950,331

54,950,331

Coal

4,588,172

4,588,172

4,053,494

4,053,494

Total

60,335,958

60,335,958

59,003,825

59,003,825

 

 

Reconciliation of intangible assets - exploration and evaluation - 30 June 2021

 

Opening

balance

 

Additions

Exchange

differences

 

Total

US$

US$

US$

US$

Vanadium and Iron ore

54,950,331

25,514

771,941

55,747,786

Coal

4,053,494

348,979

185,699

4,588,172

59,003,825

374,493

957,640

60,335,958

 

 

Reconciliation of intangible assets - exploration and evaluation - 31 December 2020

 

Opening

balance

 

Additions

Exchange

differences

 

Total

US$

US$

US$

US$

Vanadium and Iron ore

56,827,085

89,764

(1,966,518)

54,950,331

Coal

2,581,736

1,381,378

90,380

4,053,494

59,408,821

1,471,142

(1,876,138)

59,003,825

Vanadium and Iron Ore

 

The Company's subsidiary, Bushveld Resources Limited has a 64 per cent interest in Pamish Investment No 39 (Proprietary) Limited ("Pamish") which holds an interest in Prospecting right 95 ("Pamish 39"). Bushveld Resources Limited also has a 68.5 per cent interest in Amaraka Investment No 85 (Proprietary) Limited ("Amaraka") which holds an interest in Prospecting right 438 ("Amaraka 85").

 

The Department of Mineral Resources and Energy ("DMRE") granted a mining right to Pamish Investments No. 39 (Pty) Ltd ("Pamish") on the 28th of August 2019, in respect of the five farms Vliegekraal 783 LR, Vogelstruisfontein 765 LR, Vriesland 781 LR, Schoonoord 786 LR and Bellevue 808 LR situated in the District of Mogalakwena, Limpopo, which make up the Mokopane Project.

 

Mokopane is one of the world's largest primary vanadium resources, with a 298 Mt JORC compliant resource and a weighted average V2O5 grade of 1.75 per cent in magnetite (1.41 per cent in-situ). The Mokopane deposit is a layered ore body along a 5.5 km north-south strike at a dip of between 18 degrees and 22 degrees west. The project comprises three adjacent and parallel magnetite layers namely the Main Magnetite Layer ("MML"), the MML Hanging Wall ("MML-HW") layer and the AB Zone. 298 Mt (JORC) resources and reserves run across three parallel overlying magnetite layers with grades ranging from 1.6 per cent to over 2 per cent V2O5 as follows:

 

· MML: 52 Mt @ 1.48 per cent V2O5 (1.75 per cent V2O5 in magnetite);

· MML-HW & Parting: 233 Mt @ 0.8 per cent V2O5 (1.5-1.6 per cent V2O5 in magnetite); and

· AB Zone: 12 Mt @ 0.7 per cent V2O5 (greater than 2 per cent V2O5 in magnetite).

 

The mining right allows for the extraction of several other minerals over the entire Mokopane project resource area, including, titanium, phosphate, platinum group metals, gold, cobalt, copper, nickel and chrome.

 

Brits Vanadium Project

Bushveld Minerals Limited has been granted Section 11 of the Mineral and Petroleum Resources Development Act (MPRDA) for acquiring control of Sable Platinum Mining Pty Ltd for NW 30/5/1/1/2/11124 PR, held through Great Line 1 Invest (Pty) Ltd and was executed in May 2021. The company has also applied for Section 102 of the Mineral and Petroleum Resources Development Act (MPRDA) and waiting for approval to incorporate NW 30/5/1/1/2/11069 PR into NW 30/5/1/1/2/11124 PR.

 

Bushveld Minerals Limited has applied for a prospecting right which has been accepted and environmental authorisation has been granted under GP 30/5/1/1/2/10576 PR held by Gemsbok Magnetite (Pty) Ltd.

 

A renewal application for expired Prospecting Right NW 30/5/1/1/2/11124 PR was lodged for Great 1 Line on Farm Uitvalgrond 431 JQ Portion 3. This prospecting right expired on the 3rd of November 2019 and currently awaiting approval.

 

Coal

Coal Exploration licences have been issued to Coal Mining Madagascar SARL a 99 per cent subsidiary of Lemur Investments Limited.

 

The exploration is in South West Madagascar covering 11 concession blocks in the Imaloto Coal basin known as the Imaloto Coal Project and Extension.,

 

5. Property, Plant, and Equipment

 

Buildings and

other

improvements

Plant and machinery

Motor vehicles furniture and

equipment

Decomm-issioning assets

Right of use asset

Waste stripping asset

Assets under construction

Total

 

US$

US$

US$

US$

US$

US$

US$

US$

 

Cost

At 01 January 2020

 

 

8,196,521

 

 

166,369,583

 

 

1,474,110

 

 

2,597,288

 

 

5,735,890

 

 

3,920,684

 

 

10,668,778

 

 

198,962,854

Additions

-

2,256,794

62,665

-

-

-

6,950,465

9,269,924

Disposals

(336,491)

(2,490,766)

(192,023)

-

-

-

-

(3,019,280)

Transfers

190,930

11,645,072

121,070

-

-

-

(11,957,072)

-

Revaluations

-

-

-

(695,244)

-

-

-

(695,244)

Foreign exchange movements

(344,926)

(6,179,154)

(559,874)

33,180

(231,619)

(156,242)

(718,321)

(8,156,956)

At 31 December 2020 (audited)

7,706,034

171,601,529

905,948

1,935,224

5,504,271

3,764,442

4,943,850

196,361,298

Additions

-

2,241,201

154,278

-

-

-

8,230,385

10,625,864

Foreign exchange

170,902

8,344,050

(119,412)

42,919

122,071

83,486

244,726

8,888,742

At 30 June 2021 (unaudited)

7,876,936

182,186,780

940,814

1,978,143

5,626,342

3,847,928

13,418,961

215,875,904

Depreciation

At 01 January 2020

 

(1,022,284)

 

(9,384,009)

 

(535,710)

 

(954,588)

 

(628,963)

 

(1,168,237)

 

-

 

(13,693,791)

Disposals

336,491

2,407,463

248,586

-

-

-

-

2,992,540

Depreciation charge for the year

(385,785)

(14,468,628)

(175,976)

(53,233)

(434,768)

(2,347,763)

-

(17,866,153)

Foreign exchange movements

3,367

301,705

(151,754)

31,352

(150,129)

(248,442)

-

(213,901)

At 31 December 2020 (audited)

(1,068,211)

(21,143,469)

(614,854)

(976,469)

(1,213,860)

(3,764,442)

-

(28,781,305)

Depreciation charge for the year

(180,361)

(8,374,744)

(112,648)

-

(281,482)

-

-

(8,949,235)

Foreign exchange

(42,585)

(5,344,265)

(15,484)

(21,656)

(31,248)

(83,486)

-

(5,538,724)

At 30 June 2021 (unaudited)

(1,291,157)

(34,862,478)

(742,986)

(998,125)

(1,526,590)

(3,847,928)

-

(43,269,264)

 

Net Book Value

At 31 December 2020 (audited)

6,637,823

150,458,060

291,094

958,755

4,290,411

-

4,943,850

167,579,993

At 30 June 2021 (unaudited)

6,585,779

147,324,302

197,828

980,018

4,099,752

-

13,418,961

172,606,640

 

6 months ended

30 June 2021 Unaudited US$

12 months ended 31 December 2020 Audited US$

 

6. Inventories

 

 

Raw materials

 

1,913,995

 

1,761,551

Work in progress

8,256,045

7,454,987

Finished goods

12,982,118

12,070,061

Consumable stores

13,507,751

12,795,026

36,659,909

34,081,625

 

The amount of write-down of inventories due to net realisable value provision requirement is nil (2020: nil).

 

7. Trade and other receivables

 

Financial instruments:

Trade receivables

 

6,996,249

 

3,854,461

Loss allowance

-

(32,826)

Other receivables

3,090,970

1,610,261

Non-financial instruments:

VAT

 

3,879,472

 

4,993,467

Total trade and other receivables

13,966,691

10,425,363

 

Categorisation of trade and other receivables 

Trade and other receivables are categorised as follows in accordance with IFRS 9: Financial Instruments:

 

 

At amortised cost

10,087,219

5,431,896

Non-financial instruments

3,879,472

4,993,467

13,966,691

10,425,363

 

Trade receivables are amounts due from customers for goods sold or services performed in the ordinary course of business. They are generally due for settlement within 15-90 days and therefore are all classified as current.

 

Other receivables consist of prepayments and deposits, which are realised over time.

 

Due to the short-term nature of the current receivables, their carrying amount is considered to be the same as their fair value.

 

8. Financial assets at fair value

 

Opening balance

22,452,877

1,952,227

Additions

19,616,897

7,304,099

Disposal

(12,666,785)

(286,643)

Fair value movement

(4,767,013)

13,483,194

Foreign exchange movement

416,023

-

Closing balance

25,051,999

22,452,877

 

AfriTin Mining Limited

 

The Group measures the fair value of the investment in AfriTin Mining Limited using the quoted price in an active market for that instrument. A market is regarded as active if transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis.

 

Invinity Energy Systems

On 1 November 2019, Bushveld announced it had agreed to provide funding of US$5 million through a convertible loan to Avalon Battery, a Canadian VRFB company, to facilitate a Merger with redT Energy, a UK VRFB company, and a listing on the London AIM exchange. In accordance with the terms of the convertible loan, on successful completion of the Merger in March 2020, the loan was converted into shares in Invinity Energy Systems (AIM: IES). The previously provided US$5 million loan (together with the accrued interest and commitment fee) has been converted into 302,978,063 Ordinary Shares at a price of 1.65 pence in Invinity, representing up to 8.71 per cent of Invinity on 1 April 2020. The shares issued to Bushveld are not subject to a lock-in arrangement. In addition to the funding from Bushveld, Invinity has raised £7.9 million in equity and £3 million in convertible debt through an equity placing at 1.65 pence per share at the time. Subsequently, Invinity raised a further £22.5 million through a placing and open offer on 3 December 2020.

 

In 2021, the investment in Invinity was realised, resulting in capital appreciation $7,666,785. The proceeds of the sale were used towards Bushveld Energy's 2021 projects.

 

Enerox Holdings Limited

 

The investment in Enerox Holdings Limited is in line with Bushveld Minerals' strategy of partnering with Vanadium Redox Flow Battery ("VRFB") companies.

 

The Consortium, which currently includes Bushveld Energy Limited, a private North American investor and an East Asian Investment Holding Company, held 90 per cent of EHL after an initial acquisition of 24.9 per cent under an initial sale and purchase agreement ("ISPA"). In terms of the ISPA, the members of the Consortium have acquired, in equal proportions, 24.9 per cent of the issued share capital of Enerox for €150,000 from Cellcube Energy Storage Systems Inc (the "Seller"). The investment of US$21,920,996 (2020: US$2,304,099) represents Bushveld's share of the investment, which the directors consider to equate to the fair value of the investment at the recording date.

 

Bushveld Energy anticipates contributing not more than 50 per cent of the funds to be invested by the Consortium and is considering additional investors to participate as part of the Consortium. The Enerox investment is part of Bushveld Minerals' strategy of partnering with VRFB Original Equipment Manufacturers ("OEMs") that includes supply of vanadium and electrolyte, deployments and investment into the rapidly growing energy storage market.

 

Acacia Resources Limited

 

Acacia Resources Limited ("Acacia") has interests in minerals involved in the energy transition process. Acacia has invested a total of US$2.198 million for a 27.40 per cent shareholding in VRFB Holdings Limited ("VRFB-H") which holds 50 per cent in Enerox Holdings Limited, the holding company of Enerox GmbH.

 

Mustang Energy PLC

 

Mustang is an AIM LSE-listed, Special Purpose Acquisition Company with interests in energy storage and stationary battery assets. On 26 April 2021 Mustang acquired 22.1 per cent interest in VRFB Holdings Limited ("VRFB-H") for US$7.524 million and became a new shareholder of VRFB-H, a subsidiary of Bushveld Minerals Limited. VRFB owns a 50 per cent interest in Enerox Holdings Limited ("EHL") with EHL owning a 100 per cent interest in Enerox GMbH ("Enerox"). Enerox is an Austrian-based vanadium redox flow battery manufacturer. Mustang funded its investment by way of an issue of US$8 million unsecured convertible loan notes at a 10 per cent coupon to certain investors (Mustang Capital raise).

 

The Mustang Capital Raise, and the concurrent acquisition by Mustang of shares in the capital of VRFB-H, constitutes a reverse takeover under the Financial Conduct Authority's Listing Rules and will require the publication of a prospectus and readmission of Mustang to trading by no later than 31 December 2021. In circumstances where the Mustang readmission does not take place by 31 December 2021, Bushveld Minerals has agreed to issue new ordinary shares in its capital to Mustang's noteholders (the "Backstop") in return for:

· Mustang transferring to Bushveld Energy all of Mustang's shares in VRFB-H.

· Mustang paying a fee to Bushveld Minerals of an amount equal to 5 per cent of the Mustang Capital Raise (including both principal and interest), to be satisfied by the issue of new ordinary shares in the capital of Mustang at a price of 20 pence per share (the "Backstop Fee"). The Backstop Fee is payable in the event of readmission not occurring by the afore-said date or immediately prior to completion of readmission.

 

Certain of Mustang's note holders have the discretion to elect not to receive new Bushveld Minerals shares and instead receive shares directly in the capital of VRFB-H.

 

 

 

9. Cash and cash equivalents

 

Cash and Cash equivalents consist of:

 

6 months ended

30 June 2021 Unaudited

US$

 

12 months ended

31 December 2020 Audited US$

Bank balances

31,565,241

50,540,672

 

Cash and cash equivalents (which are presented as a single class of assets on the face of the Statement of Financial Position) comprise cash at bank and other short-term highly liquid investments with an original maturity of three months or less. Short- term deposits include funds received from Orion Mine Finance ("Orion") under the Production Financing Agreement (PFA) and Convertible Loan Notes Instrument (CLN). The PFA capital of $24,323,248 is ringfenced to initially provide the necessary funding for the Phase III expansion project to grow production at Vametco to more than 4,200 mtV per annum. The PFA capital has since been reallocated from Vametco to Vanchem.

 

The directors consider that the carrying amount of cash and cash equivalents approximates their fair value.

 

Refer to Note 11 for further information in relation to the Production Financing Agreement and Convertible Loan Notes Instrument.

 

10. Share capital and share premium

 

 

Total share

 

Shares

 

Share capital

Share premium

capital and premium

Number

US$

US$

US$

At 1 January 2020

1,153,642,682

15,357,271

111,067,064

126,424,335

Shares issued - Duferco

37,115,210

501,157

5,998,843

6,500,000

At 31 December 2020 (audited)

1,190,757,892

15,858,428

117,065,907

132,924,335

At 30 June 2021(unaudited)

1,190,757,892

15,858,428

117,065,907

132,924,335

 

The Board may, subject to Guernsey Law, issue shares or grant rights to subscribe for or convert securities into shares. It may issue different classes of shares ranking equally with existing shares. It may convert all or any classes of shares into redeemable shares. The Company may also hold treasury shares in accordance with the law. Dividends may be paid in proportion to the amount paid up on each class of shares.

 

As at the 30 June 2021 the Company owns 670,000 (2020: 670,000) treasury shares with a nominal value of 1 pence.

 

Shares issued

 

Duferco Participations Holding S.A. ("Duferco")

 

As part of the acquisition of Vanchem on the 7th of November 2019, Bushveld Minerals Limited subscribed to US$23million unsecured convertible loan notes ("Loan Notes").

 

Duferco, the previous owner of Vanchem, agreed to accept the partial early repayment of US$11.5 million of their US$23 million convertible loan notes, originally issued in accordance with the terms of the acquisition of Bushveld Vanchem as announced on 23 October 2019. During 2020 Bushveld Minerals Limited repaid US$5 million of the Duferco loan notes, plus interest of US$1.28 million, in cash and satisfied the balance of US$6.5 million by the issue of 37,115,210 new Bushveld shares, using a conversion price of 12.97p, which is a 5 per cent discount to the prevailing 10-day volume weighted average Bushveld Minerals share price leading up to conversion.

 

Refer to note 11 for details on the Convertible Loan Note details.

 

 

11. Borrowings

6 months

Ended

 30 June

12 months

ended

31 December

2021

Unaudited

US$

2020

Audited

US$

Nedbank Term Loan and Revolving Credit Facility

8,818,956

8,636,535

Development Bank of Southern Africa

845,588

845,588

Convertible Loan Notes - Duferco

11,870,192

11,585,068

Production Financing Agreement - Orion Mine Finance

29,288,227

30,105,886

Convertible Loan Notes Instrument - Orion Mine Finance

35,172,354

33,073,699

85,995,317

84,246,776

 

Split between non-current and current portions

Non-current liabilities

67,883,046

70,909,370

Current liabilities

18,112,271

13,337,406

85,995,317

84,246,776

 

Development Bank of Southern Africa - Facility Agreement

 

Lemur Holdings Limited, a subsidiary undertaking, entered into a US$1,000,000 facility agreement with the Development Bank of Southern Africa Limited in March 2019. The purpose of the facility is to assist with the costs associated with delivering the key milestones to the power project. The repayment is subject to the successful bankable feasibility study of the project at which point the repayment would be the facility value plus an amount equal to an IRR of 40 per cent capped at 2.5 times which ever is lower. As at 30 June 2021, only US$845 588 was drawn down.

 

Nedbank Term Loan and Revolving Credit Facility

 

Bushveld Minerals Limited secured R375 million (approximately US$25 million) in debt facilities through its subsidiary Bushveld Vametco Alloys Proprietary Limited ("the Borrower") with Nedbank Limited (acting through its Nedbank Corporate and Investment Banking division), a South African based financial institution, in the form of a R250 million loan (US$16.2 million) and a R125 million (US$8.8 million) revolving credit facility.

Key highlights of the R250 million (US$16.2 million) loan which was drawn in November 2019:

· Five-year amortising loan;

· Interest rate calculated using the three year or six months JIBAR1 as selected by the Company plus a 3.4 per cent margin;

· Interest payments are due semi-annually with first payment due in six months from financial close;

· Principal repayments will be made semi-annually in arrears over four years in eight equal installments, with first payment due 18 months after financial close.

 

The Nedbank term loan was repaid in December 2020.

 

Key highlights of the R125 million (US$8.8 million) revolving credit facility, which was drawn in March 2020 (2019: undrawn):

· Three-year term;

· Interest rate calculated using the three year or six months JIBAR1 as selected by the Company plus a 3.6 per cent margin;

· Interest payments are due semi-annually with first payment due in six months from financial close.

 

The security provided is customary for a secured financing of this nature, including cession of shares in the Borrower, security over the assets of the Borrower, and a parent guarantee.

 

Financial Covenants undertaken

The Borrower shall ensure that for so long as any amount is outstanding under a Finance Document or any Commitment is in force, in respect of each Measurement Period:

· the Interest Cover Ratio; and

· the Net Debt to EBITDA Ratio at a Borrower level shall not exceed 2.5 times.

 

Convertible Loan Note - Duferco

As part of the consideration related to the Bushveld Vanchem acquisition, a payment of US$23.0 million is to be satisfied through the issue of Bushveld Minerals unsecured convertible loan notes ("Loan Notes") with the following repayment, redemption and conversion terms (in addition to customary covenants, warranties and acceleration provisions):

· Interest at a coupon of 5 per cent per annum payable annually in arrears or on conversion or redemption;

· Repayable in cash after the second anniversary of Transaction Closure, plus any accrued interest;

· Convertible at the holder's option in two tranches of up to US$11.5 million each, after the first and second anniversary of Transaction Closure respectively, at a 5 per cent discount to the prevailing 10-day volume weighted average Bushveld Minerals share price leading up to conversion;

· Early redemption of the Loan Notes at the election of Bushveld Minerals, subject to the condition that the holder will have an option of converting up to 50 per cent of the early redemption amounts into Bushveld Minerals shares on the same terms set out above;

· Scope for acceleration of redemption of up to US$5 million of the Loan Notes 12 months after Transaction Closure if an average ferrovanadium price of US$40/kgV is realised during any nine-month period during the12 month period after Transaction Closure;

· Obligation to repay an amount equal to 40 per cent of any cash received on a new share issue which raises more than US$30m, provided no more than 50 per cent of the Loan Notes have already been paid, redeemed or converted;

· Obligation to repay an amount equal to 50 per cent of any debt raised over US$15 million, provided no more than 50 per cent of the Loan Notes have been repaid, redeemed or converted;

· Obligation to repay on a substantial sale of assets or change of control;

 

The holder will not be able to divest any Bushveld Minerals shares received for six months following conversion and be subject to an orderly market arrangement for the following six months.

 

In 2020 Bushveld Minerals Limited settled US$11.5million of the US$23million convertible loan notes. US$5million plus interest of US$1.28 million was settled in cash and the balance of US$6.5 million was satisfied by the issue of 37,115,210 new Bushveld shares, using a conversion price of 12.97p, which is a 5 per cent discount to the prevailing 10-day volume weighted average Bushveld Minerals share price leading up to conversion.

 

Duferco continues to hold a total of US$11.5 million convertible loan notes, which are due for repayment on 8 November 2021.

 

Production Financing Agreement - Orion Mine Finance

 

During 2020 Bushveld Minerals Limited signed a long-term Production Financing Agreement of US$30 million (or the "PFA") with mining-focused investment business Orion Mine Finance ("Orion"), primarily to finance its expansion plans at Bushveld Vametco Alloys (Pty) Ltd and debt repayment. Exchange control authorization from the South Africa Reserve Bank Financial Surveillance Department was granted in October 2020.

 

PFA Transaction Details

 

The Company will repay the principal amount and pay interest via quarterly payments determined initially as the sum of:

· a gross revenue rate (set at 1.175 per cent for 2020 and 2021 and 1.45 per cent from 2022 onwards, subject to adjustment based on applicable quarterly vanadium prices) multiplied by the gross revenue for the quarter; and

· a unit rate of US$0.443/kgV multiplied by the aggregate amount of vanadium sold for the quarter.

 

Once the Company reaches vanadium sales of approximately 132,020 mtV during the term of the facility, the gross revenue rate and unit rate will reduce by 75 per cent (i.e., to 25 per cent of the applicable rates).

 

On each of the first three loan anniversaries, the Company has the option to repay up to 50 per cent of both constituent loan parts (each may only be repaid once). If the Company utilises the loan repayment option, the gross revenue rate and/or the unit rate will reduce accordingly. The PFA capital has been reallocated from Vametco to Vanchem. Through the reallocation of the PFA capital to Vanchem, capital expenditure of approximately US$18 million is estimated for the remainder of the year and into 2022, for Vanchem to achieve a steady state production run rate of 2,600 mtVp.a by the end of 2022. 

 

Part of the proceeds of the Instrument were used by the Company to repay in full the Nedbank ZAR250 million term loan. In addition, the following amendments will be applied to the financial covenants.

· Removing the cumulative DSCR covenant;

· Increasing the default level on the Group net debt to Group EBITDA ratio to 2.50 times;

· Changing the gross interest cover ratio to a net interest cover ratio

 

Convertible Loan Notes Instrument - Orion Mine Finance

 

Bushveld Minerals Limited, through an affiliate of Orion Mine Finance, issued a US$35 million convertible loan notes instrument (the "Instrument"). The conversion price of the convertible loan notes was set at 17 pence. The Instrument's proceeds will go towards the first phase of Vanchem's critical refurbishment programme and debt repayment.

 

Financing terms of the Instrument and convertible loan notes

· A fixed 10 per cent per annum coupon with a three-year maturity date from the drawdown date.

· All interest will accrue and be capitalised on a quarterly basis in arrears but compounded annually.

· Accumulated capitalised and accrued interest is convertible into Bushveld ordinary shares. All interest and principal, to the extent not converted into ordinary shares, is due and payable at maturity date.

· Funds raised are to be used for capital investment purposes for the first phase of Vanchem's critical refurbishment programme, and the balance for debt repayment purposes.

 

Conversion feature

 

Between drawdown and the Instrument's maturity date Orion may, at their option, convert an amount of the outstanding debt, including capitalised and accrued interest, into Bushveld ordinary shares as follows:

· First six months: Up to one third of the outstanding amount;

· Second six months: Up to two thirds of the outstanding amount (less any amount previously converted);

· From the anniversary of drawdown until the maturity date: the outstanding amount under the Instrument may be converted;

· Bushveld also has the option to convert all, but not some, of the amount outstanding under the Instrument, if its volume weighted average share price is more than 200 per cent of the conversion price over a continuous 15 trading day period, a trading day being a day on which the AIM market is open for the trading of securities.

 

At any time until the convertible maturity date, Orion may convert the debt as above mentioned into an amount of ordinary shares equal to the total amount available for conversion under the Instrument divided by the conversion price of 17 pence.

 

The Orion and Nedbank borrowings are secured against certain group companies and associated assets.

 

12. Trade and other payables

 

6 months

ended

30 June

12 months

ended

31 December

2021

(unaudited) US$

2020

(audited) US$

Financial instruments:

Trade payables

 

20,778,004

 

17,074,422

Other payables

4,431,464

4,991,179

25,209,468

22,065,601

Trade and other payables principally comprise amounts outstanding for trade purchases and on-going costs. The average credit period taken for trade purchases is 30 days.

 

The Group has financial risk management policies in place to ensure that all payables are paid within the pre-arranged credit terms. No interest has been charged by any suppliers as a result of late payment of invoices during the year.

 

The directors consider that the carrying amount of trade and other payables approximates to their fair value.

 

13. Loans

 

 

6 months ended

30 June 2021 Unaudited

US$

 

12 months ended

31 December 2020 Audited US$

The Industrial Development Corporation

1,664,028

1,597,972

Non-current liabilities

1,664,028

1,597,972

 

The Industrial Development Corporation

 

The loan represents The Industrial Development Corporation's (IDC) contribution and is governed by the tripartite agreement between Bushveld Energy Company (Pty) Ltd, Bushveld Electrolyte Company (Pty) Ltd & The Industrial Development Corporation of South Africa Limited. The loan represents the initial capitalised costs plus the initial subscription amount. A total amount of US$3,821,028 will be advanced to Bushveld Electrolyte Company Proprietary Limited. Bushveld Electrolyte Company is a South African producer of vanadium electrolyte. The company is jointly owned by Bushveld Energy and the IDC, with shareholding of 55 per cent and 45 per cent respectively. Its first manufacturing facility is under construction and is located in East London, South Africa.

 

The loan is interest free, unsecured, subordinated in favour of Bushveld Electrolyte Company's creditors and have no fixed term of repayment in the next 12 months and shall only be repaid from free cash flow as resolved by the board having conducted the solvency and liquidity test as contemplated in the Act.

 

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END
 
 
IR EAPNKAAFFEFA
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