HGM.L Regulatory News (HGM)

HIGHLAND GOLD MINING LIMITED

01 September 2020

Interim Results Announcement for H1 2020

Highland Gold Mining Limited ("Highland Gold" or the "Company", AIM: HGM) today reports its unaudited financial results and production figures for the six months ended 30 June 2020 ("H1 2020").

FINANCIAL SUMMARY

* Definitions for non-IFRS terms are provided in the Glossary below.

Highland Gold's condensed unaudited interim consolidated financial statements for H1 2020 are set out later in this report.

H1 2020 HIGHLIGHTS

Financial

· H1 2020 Revenue rose by 11% year-on-year to US$194.5 million, despite lower sales volumes, due to higher realised prices for gold and gold equivalent.

· EBITDA was also 11% higher at US$96.4 million as increased revenue more than offset higher costs and the EBITDA margin remained stable at 50%.

· All-in sustaining costs (AISC) per ounce rose to US$966 per ounce due to lower production volumes, higher energy costs, and expenses for addressing the COVID-19 pandemic.

· Net debt rose to $280 million as the Company drew down additional funds from open credit lines to build up reserves in light of the pandemic.

· COVID-related care and maintenance costs in H1 2020 amounted to US$2.1 million, including wages, materials and supplies for additional health and safety procedures.

· On 02 June 2020, the Company agreed to sell its wholly-owned subsidiary SVGGK LLC, holder of the Kayenmivaam ("Kayen") license, to an unrelated party for US$15 million plus a 2% royalty on gold produced and sold from the deposit in excess of 500,000 ounces for a period of 30 years.

Operations

· Highland Gold's four operating mines produced a total of 124,294 oz of gold and gold equivalent in H1 2020, in-line with internal production targets (H1 2019: 142,254 oz).

· The Company affirms its guidance for total production of 290,000-300,000 oz of gold and gold equivalent in 2020.

· Production, sales and supply chain were not materially affected by the COVID-19 pandemic, as outlined in regular pandemic response statements issued by the Company during H1 2020.

· Mnogovershinnoye (MNV) and Valunisty increased waste stripping by 101% and 35%, respectively, in H1 2020 in preparation to access higher-grade open pit reserves in the second half of the year.

· Work on the capacity expansion at Novoshirokinskoye (Novo) and the processing plant upgrade at Belaya Gora advanced in H1 2020, with both projects on track for completion this year.

· Kekura construction also continued as scheduled, with several second phase facilities in progress including the main processing plant and the camp expansion.

· Construction has begun on the Baley ZIF-1 Tailings heap leach project, which is expected to produce first gold in 2022 with average annual output of 15,000 oz over 11 years.

Speaking on the Company's first half performance, Highland Gold CEO Denis Alexandrov said:

"Highland Gold had a positive first half of 2020 despite the ongoing global pandemic, buoyed by strong gold prices and continued progress at our operating mines and on each of our key development goals for the year. The Company achieved a solid financial performance in spite of upward pressure on costs resulting, in part, from lower H1 production volumes and costs associated with addressing COVID-19.

From an operational standpoint, our mining plans for this year are weighted towards the second half and we maintain our production guidance for the year. The Novo and Belaya Gora expansion projects are progressing and remain on track for completion this year. Construction at Kekura continues apace, and work has also begun on the smaller Baley ZIF-1 heap leach project, which together will help the Company achieve its target of exceeding 500k ounces of production in the year 2023."

POST HALF YEAR EVENTS

· On 31 July 2020, Directors Eugene Shvidler and Valery Oyf and a group of affiliated shareholders (the "Selling Shareholders ") agreed to sell their shareholdings in the Company, representing 40.06% of the Company's issued share capital, to Fortiana Holdings Limited ("Fortiana") at a price per share of £3.00, paid in cash.

· On that same date, Highland Gold and Fortiana announced that they had reached agreement on the terms of a recommended pre-conditional mandatory cash offer to be made by Fortiana for the shares in the Company not already held or agreed to be acquired by Fortiana (the "Offer"). Under the terms of the Offer, accepting shareholders of the Company would receive £3.00 per share in cash (being the same price and form of consideration as paid to the Selling Shareholders). Details of the potential transaction and related documents are available on the Highland Gold website at www.highlandgold.com/home/offer.

· In light of the Offer, the Board of Directors has deferred making a decision on the payment of an H1 2020 interim dividend pending the outcome of the transaction. The Directors noted the potential effect of such a disbursement on the terms offered to shareholders as per the announcement of the Offer made under Rule 2.7 of the UK Takeover Code, released on 31 July 2020.

· On 13 August 2020, the Company experienced a fatality at MNV when a driver perished after his truck went through a barrier and down an incline. The Board and management team send their sincerest condolences to the family of the deceased and commit to ensuring that the incident is thoroughly investigated and any lessons learned are applied throughout the Company.

· On 17 August 2020, Highland Gold published its debut Sustainability Report, containing data on its performance across a range of environment, social and governance (ESG) indicators reported to the Global Reporting Initiative (GRI) standard. The report is available on the Highland Gold website at www.highlandgold.com/home/sustainability.

CONFERENCE CALL DETAILS

The Company will hold a webcast via Microsoft Teams to discuss the results, hosted by CEO Denis Alexandrov, on 01 September 2020 at 10:00 UK time (12:00 Moscow). The link to join the event is:

https://www.highlandgold.com/home/webcast.

FOR FURTHER INFORMATION, PLEASE CONTACT:

***

OPERATIONAL REVIEW

KHABAROVSK REGION, RUSSIA

Mnogovershinnoye (MNV)

· Waste stripping increased by 101% in H1 2020 as MNV prepared to access high-grade mineralisation zones in the Intermediate ore body in H2 2020 and to develop new areas of the Quiet ore body in 2021

· Gold production declined in H1 2020 as stockpile blending at the ROM pad resulted in a lower head grade at the mill

Following the success of the Company's ongoing near-mine exploration programme and last year's extension of MNV's life of mine to 2029, planning work commenced for increasing the mine's tailings capacity. Construction on the Tier-3 tailings dam began in H1 2020, with initial work by contractor Zoloto Plyus LLC focused on dam bedding compaction and bund wall construction. Spetspromstroy LLC will begin work on the second part of those areas in July, while Avik LLC is currently reinforcing the dike of the Tier-2 tailings dam.

Exploration work at MNV in H1 2020 focused on grade control drilling of the mine's historic waste dumps, which continue to supply material of over 1.1 g/t to top up volumes at the processing plant. Over 1,100 metres of drilling was completed by the end of the period.

Also during the period, the Company submitted updated Russian-standard reserve estimates for the Intermediate and Deer ore bodies to regulators for mining approval, which is expected to come in Q3 2020. The estimates are based on grade control drilling conducted last year and include reserves targeted for underground mining at the Deer ore body. Regulators have already signed off on reserve reports for the Pebble ore body during the period.

Belaya Gora

· Belaya Gora reduced its stripping ratio by 36% year-on-year in the second quarter of this year thanks to cutbacks on the upper levels of the open pit that were completed in 2019

· Ore mining increased by 28% year-on-year in H1 2020 as the mine reduced reliance on ore from stockpiles

* The low-grade cut-off in 2019 was 0.7 g/t

Highland Gold is entering the final stages of renovations to the Belaya Gora processing plant, which are on track for completion as scheduled in the second half of this year. The addition of a CIP circuit to the plant is expected to improve gold recovery to around 90% from the current average of about 75%. It will also enable the plant to process ore from the nearby Blagodatnoye deposit.

Equipment for the new processing plant circuits arrived on site in H1 2020. The sorption/elution and pre-leach circuit equipment is undergoing testing and preparation for installation, while the electrowinning circuit has already been installed. Materials for auxiliary buildings to house the sorption/elution circuit and pre-leach circuits are also on-site and the pouring of foundations and assembly of steel structure are in progress.

Geological exploration at Belaya Gora is focused on the flanks of the mine, which include the Kolchanka, Zayachiy and Ogorodny zones. Prospecting on Kolchanka and Zayachiy concluded in 2019 and resulted in the addition of new reserves totalling 2.1 million tonnes of ore at 1.1 g/t, containing an estimated 76,000 oz of gold. These reserves were included in the Company's updated JORC reserve statement in the 2019 Annual Report published in May of this year.

A new exploration programme through 2023 is now in progress after being approved by regulators in February. Work is currently focused on the Ogorodny zone, where drilling began in March and continued throughout H1 2020.

ZABAIKALSKY REGION, RUSSIA

Novoshirokinskoye (Novo)

· Ore mining increased by 19% for H1 2020

· Ore processing likewise increased by 3.3% in H1 2020

· Mined grades continued to be lower year-on-year, as expected, due to the accessing of lower grade stopes

* Gold equivalent calculated at actual prices

(Metal grade of mined ore = Au 2.23 g/t, Ag 41.55 g/t, Pb 0.88 %, Zn 0.41 %, Cu 0.22 %).

The expansion of Novo's ore mining and processing capacity from 800 ktpa to 1.3 Mtpa, which is scheduled for completion later this year, continues to be a key focus for the Company as it seeks to offset the effects of lower grades. 

During the first half of the year, construction work continued on the skip hoist, ventilation system, and heating facilities, which are all designed to support increased output from the mine. Construction of a new building for the pre-concentration circuit at the processing plant is progressing steadily. Additionally, design work continued for the expansion of Novo's tailings dam, an underground water pumping facility, and a new water treatment facility.

The Company's geologists have initiated an exploration programme on the flanks and lower levels of the Novo deposit. The aim of the drilling is to improve knowledge of the deposit's remaining reserves and to verify grades for future production planning.

Baley Ore Cluster (Taseevskoye, Sredny Golgotay and ZIF-1)

Construction commenced on the Baley ZIF-1 Tailings project in the second quarter of this year. The project entails building a heap leach to process 840k tonnes/year of slime from the tailings dam of the former Baley processing plant, producing an estimated 15,000 oz of gold per annum when launched in 2022. The project has been granted residency status in the Zabaikal Advanced Special Economic Zone (ASEZ), which will confer a range of tax benefits once production begins.

Contractors have been mobilised for the first phase of construction, including conducting earthwork at the site, removing topsoil, and installing poles for overhead wiring. Potential vendors for processing equipment are currently being evaluated.

Also during the reporting period, Highland Gold's project bureau, Zabaikalzolotoproekt, worked with in-house specialists on updated scoping studies for the Taseevskoye and Sredny Golgotay deposits, and initial drafts are now under review. A scope of work for geo-metallurgical mapping of Taseevskoye has been drafted and a request for proposals issued. That work will be followed by the drafting of a pre-feasibility study, including geological, technical, metallurgical, hydro-geological and other studies.

Lyubavinskoye (Lyubov)

From October 2019 through March 2020, contractor Areal Resurs carried out drilling on the Evgraf prospect as part of a small exploration programme. The Evgraf prospect is characterised by stockwork-type mineralisation where gold is associated with disseminated quartz-sulphide veinlets localised within a granitic stock and surrounding shales. It has been the focus of most of the Company's exploration work on the Lyubov licence area.

The exploration programme was designed to confirm the deposit's known resources, based on prospecting carried out in 2008-2011, and to identify any additional mineralisation on the flanks and lower horizons of the ore body. A total of 6,334 metres over 43 holes were drilled at the site, thereby reducing the interval between exploration holes to 25 x 25 metres.

In H1 2020, SGS Vostok Ltd. completed laboratory work on the samples from the drilling programme. The results confirmed that the deposit has complex mineralisation and the tighter drilling interval substantially improved the understanding of the ore body. In-house estimates based on the results and an updated block model show a notable improvement in grade over previous resource estimates, resulting in the potential addition of over 62,000 oz of gold to Lyubov's measured, indicated and inferred resources.

CHUKOTKA, RUSSIA

Valunisty

· Waste stripping increased by 35% in H1 2020, year-on-year, as mining moved to lower levels of ore body № 12 in the mine's Novaya zone, where higher-grade ore is now being accessed

· Ore mining volumes rose by 24% in H1 2020 year-on-year, while ore processing was also slightly higher.

* Gold equivalent, calculated at actual prices, including silver

* H1 2020 gold equivalent production revised from 16,502 oz reported in the Company's Q2 Operating Report to correct the gold equivalent calculation of silver

Work continues on the planned expansion of Valunisty's processing plant capacity from 250k tonnes to 350k tonnes of ore per year, and for the commencement of underground mining. Design work and engineering studies for both projects advanced during H1 2020. The Company also initiated tenders and began purchasing equipment for the processing plant expansion.

Both the processing plant and underground mining projects were subjected to public hearings in H1 2020 and received approval from the local community. Documentation for both projects is now being prepared for state environmental expert review.

Valunisty's grade control drilling programme continued throughout the first half, focused on the southern part of the Novaya zone. In total for H1 2020, the Company drilled 4,893 metres over 47 holes and extracted 1,602 core samples for analysis. To date, results are back from the laboratory on 703 assay tests.

Kekura

Initial stripping and ore mining at Kekura, which began last October, continued throughout H1 2020. A series of trials is currently in progress to define optimal mining parameters in line with international best practice for ore block excavation, including various drill & blast and selective mining techniques. Blast Movement Technologies (BMT) were also trialled in August to measure ore displacement and minimise ore loss and dilution.

Work during the period also continued on ramping up the mine's pilot processing plant, which poured its first gold in March of this year. The pilot plant has the capacity to treat 120 thousand tonnes of ore per year with test work showing recoveries of around 35%. Middlings from the pilot plant will be stored for eventual treatment at Kekura's main processing plant, which is due for completion in late 2022.

On 29 June 2020, ore from Block P6_1160 arrived at the pilot processing plant and, on observation, a significant amount of free gold was identified with various sized particles including a number of nuggets in the ore material. The largest nugget measured 1.5 x 2.8 mm with a weight of 4.28 g. The total weight of nuggets of different sizes and shapes in only one sample of mill feed per shift was 10.32 g. The gold is associated with iron hydroxides.

Some 8,500 tonnes of cargo were delivered from seaports to Kekura during the winter road season in H1 2020 in order to support construction and mining efforts. The total includes 1,900 tonnes of fuel as well as the mill for the main processing plant and 320 modules for construction of the expanded camp.

Other developments during the period included:

- Additional construction permits for the project were received;

- Tenders continued for construction materials to be delivered to port during the 2020 navigation window;

- Construction work on the main processing plant got underway, including groundwork and foundations;

- Modular buildings for the expanded camp were assembled, including two dormitories for 150 beds and a new canteen with the capacity to seat 152 people;

- The Kekura power substation was certified for operation by regulators and a new overhead power line network across the site was completed;

- Detailed designs were prepared for the repair shop and hazardous chemicals storage facility; and

- Public hearings were held to review stage 2 design solutions, with local residents signing off on the Company's construction plans.

The manufacturing of steel structures and additional equipment for the main processing plant and repair shop was accelerated in H1 2020 with the aim of having them delivered to port in Chukotka during the 2020 navigation window for further shipment to site by winter road in early 2021.

Kayenmivaam (Kayen)

On 02 June 2020, Highland Gold announced that it had entered into an agreement for the sale of Kayen, an early-stage gold exploration property received as an add-on to the Valunisty acquisition in December 2018. The Company will sell its wholly-owned subsidiary SVGGK LLC, holder of the Kayen license, to an unrelated party for US$15 million to be paid in two equal instalments, the first at closing and the second following the legal transfer of shares. In addition, the Company will receive a 2% royalty on gold produced and sold from the deposit in excess of 500,000 ounces for a period of 30 years. The transaction is subject to approval by Russia's Federal Anti-Monopoly Service and is expected to be completed later this year.

HEALTH, SAFETY AND ENVIRONMENT

Highland Gold's key health and safety goals include ensuring safe labour conditions, managing operational risks, offering ongoing employee training programmes and encouraging personal accountability for safety at the workplace.

In H1 2020, the Company recorded a Lost Time Incident Frequency Rate (LTIFR), calculated as the number of incidents for every 1,000,000 man-hours, of 2.44, a substantial improvement versus the LTIFR of 2.77 in H1 2019. Eight workplace injuries were registered during the reporting period - five at MNV, two at Belaya Gora and one at Novo). This compares favourably to 10 incidents during the period last year, including three fatalities.

A key focus of the HSE team for much of this year has been the Company's response to the COVID-19 pandemic. In addition to the corporate task force operating from the Moscow office, coronavirus task forces are in action at each production site. The Company published a detailed report on its pandemic response on 29 June 2020.

As part of that response, the Company developed a distance learning programme on corporate standards, including compulsory training on HSE topics, for employees residing at each mine's pre-shift Observation Centres. Employees are expected to complete the training before they begin their shift rotation.

Despite the logistical challenges due to many people working remotely or in lockdown, the Company was able to go ahead with a new initiative entitled Safety Day. The event, which will be held annually, is designed to recognise people, teams and initiatives that contribute toward measurable improvements in the Company's HSE performance. During a ceremony broadcast live online across each office and production site on June 11, CEO Denis Alexandrov announced the winners in several HSE categories at each subsidiary, who received prizes including monetary rewards.

In May and June, Safety Management System audits were conducted at Novo, MNV, Belaya Gora, Valunisty and Kekura. Based on the audit results, each subsidiary is developing action plans for continued roll-out of the system. This is being coupled with a broad risk assessment programme to create a register of risks for each production site.

Environment

Highland Gold continues to adhere to its stated policy of protecting the environment and operating in accordance with all relevant regulatory requirements. An environmental monitoring system is in place at each of the Company's operations, and reducing the impact of its operations on the environment remains one of the Company's key priorities. There were no environmental incidents to report in H1 2020.

There were 263 internal audits of environmental management systems at the Company's operations in H1 2020 to ensure compliance with environmental legislation. In cases where deficiencies were identified, action plans were prepared based on the audit results to address the root causes of any violations.

During the reporting period, 1,608 employees received general environmental training, 74 employees underwent training and testing in management of hazardous waste, and 102 managers and specialists had skills improvement training in outside environmental training centers.

***

Mr. Andrey Sevryugin, Senior Specialist in the Geology and Subsoil Use Department at Highland Gold, has reviewed and verified the information contained in this release with respect to mineral resources. Mr Sevryugin is an Expert of the Russian Society of Subsoil Use Experts (OERN) and has sufficient experience relevant to the style of mineralisation and type of deposit under consideration to qualify as a Competent Person as defined in the JORC Code 2012 Edition.

FINANCIAL REVIEW

CHIEF FINANCIAL OFFICER'S REPORT

Highland Gold's financial performance in H1 2020 was supported by soaring gold prices (up 26.0% y-o-y) and a weaker local currency, with the average rouble-dollar exchange rate increasing by 6.5% y-o-y.

Overall revenue increased to US$194.5 million, reflecting high precious metal prices. Revenue from gold and silver sales amounted to US$145.7 million (H1 2019: US$124.5 million) during the first half. Lead and zinc concentrate revenue showed a decline from US$49.7 million in H1 2019 to US$48.5 million in H1 2020 due to lower concentrate sales volumes. The Company continued to pursue a "no hedge" policy.

Over the reporting period, the Company sold 121,016 ounces of gold and gold equivalent, compared to 142,609 ounces in H1 2019. MNV decreased its sales volume by 10.2% from 60,492 ounces in H1 2019 to 54,292 ounces in H1 2020 as a result of lower processing grades (down 11.6% y-o-y). Belaya Gora sales declined by 6.2% to 18,339 ounces (H1 2019: 19,554 oz), owing to a decrease in processing volumes. Valunisty sold 15,052 oz of gold equivalent in H1 2020, which is 2.5% higher y-o-y. The average price of gold realised by MNV, Belaya Gora and Valunisty (net of commission) was US$1,655 per oz, in line with the average market price.

Novo's sales decreased to 33,333 eq. oz (down 30.4% y-o-y), mainly due to lower average grades and the influence of the conversion rate for other metals into gold equivalent, as higher gold prices and lower price for other metals resulted in a lower quantity of gold equivalent ounces sold. The average price of gold equivalent realised by Novo was US$1,456 per eq. oz in H1 2020 versus US$1,038 per eq. oz in H1 2019. The average price at Novo is based on the spot prices for metals contained in the concentrates (gold, lead, zinc, silver and copper), net of fixed processing and refining costs at third-party plants. Final adjustments are made within a maximum of 4 months after the date of shipment.

Gold and Gold Equivalent Sold by Mine, oz

The Company's cost of sales net of depreciation increased by 13.0% to US$87.8 million in H1 2020 (H1 2019: US$77.7 million). The growth was mainly influenced by additional expenses for addressing the COVID-19 pandemic, higher electricity tariffs (+27% in Khabarovsk region), higher amount of mineral extraction tax, as well as increased share of outsourced mining services at Belaya Gora and Valunisty open pit, such as drilling, excavation and transportation. Cash operating costs were down by US$8.4 million, compared to US$12.4 million in H1 2019, as MNV and Valunisty processed ore from stockpiles.

Cash Operating Costs

Total cash costs* per ounce (TCC) went up by 33% and amounted to US$717 per oz (H1 2019: US$540), in line with the industry median. Breaking TCC down by operating unit, total cash costs at Novo were US$524 per eq. oz (H1 2019: US$385 per eq. oz), reflecting the lower sales volume. MNV experienced higher total cash costs, up to US$729 per oz (H1 2019: US$541 per oz) as a result of lower production volumes and pressure of energy and labour costs. TCC at Belaya Gora increased to US$825 per oz (H1 2019: US$775 per oz), reflecting higher energy costs and hiring contractors for mining activities. TCC at Valunisty amounted to US$973 per oz (H1 2019: US$730 per oz).

All-in sustaining costs* (AISC) increased by 24% to US$966 per oz in H1 2020 from US$778 per oz in H1 2019, driven by higher ТСС, however, the rapidly increasing gold price helped deliver strong headroom of US$634 per oz. During the period, US$5.8 million of low-grade ore in stockpiles were written down at Belaya Gora and Valunisty, consistent with H1 2019. Sustaining capital expenditure decreased by 27.1% to US$14.5 million, largely reflecting lower stripping volumes capitalised at Belaya Gora.

With higher revenue and increased cash costs, earnings before interest, taxes, depreciation, and amortization* (EBITDA) rose by 11.4% y-o-y to US$96.4 million. The EBITDA margin* remained stable at 50%. Broken down by business unit, EBITDA margin was 63.4% at Novo (H1 2019: 62.3%), 54.7% at MNV (H1 2019: 56.5%), 49.7% at Belaya Gora (H1 2019: 40.7%), and 40.5% at Valunisty (H1 2019: 44.7%).

EBITDA Reconciliation to Operating Profit

HGML EBITDA Bridge, US$ million

The decline in other operating expenses from US$8.4 million in H1 2019 to US$7.4 million in H1 2020 was mainly related to a decrease in raw materials and consumables obsolescence allowance during the reporting period.

In H1 2020, the Company recognised a net finance cost of US$1.1 million (H1 2019: US$0.8 million). The principal component was accretion expense on site restoration liability amounting to US$1.2 million (H1 2019: US$0.9 million). Interest accrued on bank loans in the amount of US$5.9 million was capitalised into the cost of qualifying assets at Kekura.

A foreign exchange gain of US$0.3 million (H1 2019: loss of US$0.5 million) resulted from the settlement of foreign currency transactions and the retranslation of monetary assets and liabilities denominated in Russian roubles into US dollars.

Income tax charges equalled US$26.6 million in H1 2020 compared with US$10.4 million in H1 2019. Current tax expense decreased to US$10.3 million (MNV: US$6.8 million, Novo: US$2.1 million, Valunisty: US$1.1 million and BG: US$0.3 million), which is US$6.6 million lower than in H1 2019 (US$16.9 million) due to lower taxable profits at Russian subsidiaries as a result of retranslation of loans denominated in US dollars into Russian roubles. The lower current tax was offset by a US$12.5 million deferred tax expense in H1 2020 (H1 2019: deferred tax credit of US$9.1 million), largely because of future tax revaluation following the rouble's depreciation at the end of the period. Withholding tax expense was recorded at US$3.7 million (H1 2019: US$2.6 million).

Mainly affected by higher deferred tax, net profit for the first half of 2020 totalled US$36.4 million compared to a profit of US$45.7 million in H1 2019. Earnings per share decreased to US$0.101 (H1 2019: US$0.125).

The Company's cash inflow from operating activities was US$82.8 million (H1 2019: US$72.6 million).

Cash capital expenditures for the reporting period totalled US$59.2 million versus US$31.3 million in H1 2019. This largely reflected development capex at Kekura, Belaya Gora and Novo. Capital expenditures included US$25.6 million at Kekura, US$11.0 million at Novo, US$9.0 million at MNV, US$8.5 million at Belaya Gora, US$1.9 million at Valunisty, US$1.1 million at Taseevskoye, US$0.9 million at Klen and US$1.2 million related to other exploration and development assets. Capital expenditures were funded by operating cash flow.

The Company's debt is denominated in US dollars. Bank loans increased by 13% over the reporting period to US$324.9 million as of 30 June 2020 (31 December 2019: US$288.0 million). The average effective interest rate, free of modification effects, was 3.74%, compared to 3.76% at the end of 2019.

At the end of the reporting period, cash and cash equivalents amounted to US$48.7 million, compared to US$42.9 million as of 31 December 2019. The Company's net debt position* including lease liabilities was US$280.0 million.

Gross and Net Debt Comparison

The ratio of net debt to EBITDA increased from 1.22х as of 31 December 2019 to 1.30х as of 30 June 2020, which is well within the Board of Directors' debt policy.

Cash Position Bridge, US$ million

Alla Baranovskaya

Chief Financial Officer

EVENTS AFTER THE REPORTING PERIOD

On 31 July 2020, Directors Eugene Shvidler and Valery Oyf and a group of affiliated shareholders (the "Selling Shareholders") agreed to sell their shareholdings in the Company, representing 40.06% of the Company's issued share capital, to Fortiana Holding Limited at a price per share of £3.00, paid in cash.

On that same date, Highland Gold and Fortiana announced that they had reached agreement on the terms of a recommended pre-conditional mandatory cash offer to be made by Fortiana for the Highland Gold shares not already held or agreed to be acquired by Fortiana (the "Offer"). Under the terms of the Offer, accepting shareholders of the Company would receive £3.00 per share in cash (being the same price and form of consideration as paid to the Selling Shareholders).

Fortiana has received an irrevocable undertaking from Duncan Baxter (Senior Independent Director) to accept the Offer, when made, in respect of his holding of 20,000 Highland Gold shares (approximately 0.01 per cent. of the issued share capital).

Details of the potential transaction and related documents are available on the Company's website at www.highlandgold.com/home/offer.

In light of the Offer, the Board of Directors has deferred making a decision on the payment of an H1 2020 interim dividend pending the outcome of the transaction. The Directors noted the potential effect of such a disbursement on the terms offered to shareholders as per the announcement of the Offer made under Rule 2.7 of the UK Takeover Code, released on 31 July 2020.

* Definitions for non-IFRS terms are provided in the glossary below.

Rounding of figures may result in computational discrepancies

GLOSSARY

Total Cash Costs - TCC include mine site operating costs such as mining, processing, administration, royalties and production taxes, but are exclusive of depreciation, depletion and amortisation, capital and exploration costs. Total cash costs are then divided by ounces sold to arrive at the total cash costs per ounce. This data provides additional information and is a non-GAAP measure.

All-in Sustaining Costs - In line with guidance issued by the World Gold Council, the formula used to define the all-in sustaining costs measurement commences with total cash costs per ounce sold and then adds sustaining capital expenditures, corporate general and administrative costs, mine site exploration and evaluation costs and environmental rehabilitation costs. This data seeks to represent the total costs of producing gold from current operations and therefore it does not include capital expenditures attributable to projects or mine expansions, exploration and evaluation costs attributable to growth projects, income tax payments, interest costs or dividend payments.

EBITDA - Operating profit/(loss) excluding depreciation and amortisation, impairment losses or reversal, movement in ore stockpiles obsolescence allowance, movement in raw materials and consumables obsolescence allowance, result of disposal of a non-core entity and gain on settlement of contingent consideration.

EBITDA margin - EBITDA divided by total revenue

Net Debt - cash and cash equivalents less interest-bearing loans and lease liabilities

JORC - Widely accepted standard for reporting mineral resources and ore reserves established by the Australasian Joint Ore Reserves Committee.

Mineral Resource - Concentration or occurrence of solid material of economic interest in or on the Earth's crust in such form, grade or quality and quantity that there are reasonable prospects for eventual economic extraction. The location, quantity, grade or quality, continuity and other geological characteristics of a Mineral Resource are known, estimated or interpreted from specific geological evidence and knowledge, including sampling.

Measured Resource - That part of a Mineral Resource for which tonnage, densities, shape, physical characteristics, grade and mineral content can be estimated with a high level of confidence. It is based on detailed and reliable exploration, sampling and testing information gathered through appropriate techniques from locations such as outcrops, trenches, pits, workings and drill holes. The locations are spaced closely enough to confirm geological and grade continuity.

Indicated Mineral Resource - That part of a Mineral Resource for which quantity, grade or quality, densities, shape and physical characteristics can be estimated with a level of confidence sufficient to allow the appropriate application of technical and economic parameters, to support mine planning and evaluation of the economic viability of the deposit. The estimate is based on detailed and reliable exploration and testing information gathered through appropriate techniques from locations such as outcrops, trenches, pits, workings and drill holes that are spaced closely enough for geological and grade continuity to be reasonably assumed.

Inferred Mineral Resource - That part of a Mineral Resource for which quantity and grade or quality can be estimated on the basis of geological evidence and limited sampling and reasonably assumed, but not verified, geological and grade continuity. The estimate is based on limited information and sampling gathered through appropriate techniques from locations such as outcrops, trenches, pits, workings and drill holes.

INTERIM CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

for the six months ended 30 June

The Group does not have any items of other comprehensive income or any discontinued operations.

INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

as at

The financial statements were approved by the Board of Directors on 28 August 2020 and signed on its behalf by:John Mann and Olga Pokrovskaya.

INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

for the six months ended 30 June 2020

for the six months ended 30 June 2019

INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

for the six months ended 30 June

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1. Corporate information

These interim condensed consolidated financial statements of Highland Gold Mining Limited for the six months ended30 June 2020 were authorised for issue in accordance with a resolution of the Directors on 28 August 2020.

Highland Gold Mining Limited (the Company) is a public company incorporated and domiciled in Jersey. The registered office is located at 26 New Street, St Helier, Jersey JE2 3RA. Its ordinary shares are traded on the Alternative Investment Market (AIM).

The principal activity is building a portfolio of gold mining operations within the Russian Federation and Kyrgyzstan.

2. Basis of preparation

The interim condensed consolidated financial statements for the six months ended 30 June 2020 are prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the European Union. The annual financial statements of the Group for the year ended 31 December 2019 were prepared in accordance with International Financial Reporting Standards as adopted by the European Union and Companies (Jersey) Law 1991.

The interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements and should be read in conjunction with the Group's annual financial statements as at31 December 2019.

The impact of seasonality or cyclicality on operations is not considered significant to the interim condensed consolidated financial statements.

All values are rounded to the nearest thousand (US$000), except where otherwise indicated.

Going concern

The Directors consider that the Group will continue as a going concern.

To support the Directors' going concern assessment, cash flow forecasts have been prepared and these have been stress tested under various scenarios. The assessment has included a focus on the potential impacts of the COVID-19 pandemic on Highland Gold's operations and financial position, noting that the impacts to date have benefited the Group's cash flows through higher gold prices and a weaker rouble. While the financial effect of the current COVID-19 crisis on the Group's business activities cannot be estimated with reasonable certainty at this stage, the Directors have identified certain risks related to the coronavirus pandemic and associated mitigating actions related to employee health, partial or complete shutdown of production and timely supply of equipment and materials.

The going concern assessment has considered the impact on liquidity and loan covenants of a sustained decrease in gold prices as compared to current market forecasts and a strengthening of the rouble, noting no breach of covenants in either scenario, or a combination of both downside scenarios. The Directors also note that, in the event of any lengthy interruption to production as a result of the COVID-19 pandemic, there are various mitigating actions readily available to the Group including the deferral of capital expenditure and draw down on available credit facilities which would adequately safeguard the Group's ongoing liquidity. Management has already taken actions to increase available (undrawn) credit limits under the existing facilities to US$560.1 million, with the draw period extended up to 2026. The Directors' going concern assessment included consideration of potential impacts of a change of control in respect of the recommended pre-conditional mandatory cash offer to be made by Fortiana Holdings Limited (Note 17) on the Group's borrowings or other key contracts, noting no issues in this regard.

Having made relevant enquiries and following a thorough review by the Board's Audit & Risk Committee, the Directors believe that it is appropriate to adopt the going concern basis in the preparation of the financial statements in view of the fact that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future.

3. Changes in accounting policies

The accounting policies applied in the preparation of these interim condensed consolidated financial statements are consistent with those applied in the preparation of the Group's consolidated financial statements as at and for the year ended 31 December 2019.

Adoption of interpretations and amendments to the following standards for annual periods from 1 January 2020 did not have material impact on the accounting policies, financial position or results of the Group:

· Amendments to References to the Conceptual Framework in IFRS standards;

· Amendments to IFRS 9, IAS 39 and IFRS 7 Interest Rate Benchmark Reform;

· Amendments to IAS 1 and IAS 8 Definition of Material;

· Amendments to IFRS 3 Business Combinations.

Standards and interpretations in issue but not yet effective

The Group has not early adopted any other standard, interpretation or amendment that has been issued but is not yet effective or endorsed in the EU.

Management of the Group plans to adopt all of the above standards and interpretations in the Group's consolidated financial statements for the respective periods.

4. Segment information

For management purposes, the Group is organised into business units based on the nature and geography of their activities, and has five reportable segments as follows:

· Gold production of Khabarovsk region;

· Gold production of Chukotka region;

· Polymetallic concentrate production;

· Development and exploration; and

· Other.

The Gold production of Khabarovsk region reportable segment comprises two operating segments, namely Mnogovershinnoye (MNV) and Belaya Gora (BG) at which level management monitors its results for the purpose of making decisions about resource allocation and evaluating the effectiveness of its activity. MNV and BG have been aggregated into one reportable segment as they exhibit similar long-term financial performance and have similar economic characteristics: nature of products (gold and silver), nature of production processes, type of customer for their products (banks), methods used to distribute their products and the nature of the environment (both are located in the Khabarovsk region). 

The Gold production of Chukotka region operating and reportable segment consists of three companies, namely Valunisty (VAL), Kanchalano-Amguemskaya Square (KAS) and Severo-Vostochnaya Gorno-Geologicheskaya Company (SVGGK, Kayen). All three companies operate in the same region and have similar economic characteristics. They produce gold and silver and perform exploration work with the aim of extending their reserves base.

The Polymetallic concentrate production segment, namely Novoshirokinskoye (Novo), is analysed by management separately due to the fact that the nature of its activities differs from the gold production process.

The Development and exploration segment contains entities which hold licences in the development and exploration stage: Kekura, Klen, Taseevskoye, Unkurtash, Lyubov, and related service entities: Zabaykalzolotoproyekt (ZZP) and BSC.

Other non-operating companies have been aggregated to form the Other reportable segment. Head office and management company do not represent an operating segment, include primarily headquarters' general and administrative expenses and are presented as Unallocated.

Segment performance is evaluated based on EBITDA (defined as operating profit excluding depreciation and amortisation, impairment losses or reversal of impairment, movement in ore stockpiles obsolescence allowance and movement in raw materials and consumables obsolescence allowance). The Development and exploration segment is evaluated based on the LOM models with reference to the capital expenditure spent during the reporting period.

The following tables present revenue, EBITDA and other segment information for the Group's reportable segments. The segment information is reconciled to the Group's profit after tax for the period. Finance income and costs, income tax and foreign exchange gains and losses are managed on a group basis and are not allocated to operating segments.

Transfer prices between operating segments are on an arm's length basis in a manner similar to transactions with third parties.

The accounting policies used by the Group in reporting segments internally are the same as those contained in Note 3 of these interim condensed consolidated financial statements.

Revenue from several customers was greater than 10% of total revenue as described below:

Other third-party revenues for the six months ended 30 June 2020 and 2019 were received in the territory of the Russian Federation. Inter-segment revenues mostly represent management services.