28th Jun 2013 13:01
FRONTIER MINING LTD
("Frontier" or "the Company")
Final Results for the year ended 31 December 2012
Frontier Mining Ltd (AIM: FML), the AIM listed production, exploration and developmentcompany focused on Kazakhstan, today announces its final results for the year ended 31 December 2012.
Corporate Highlights
·; Transition from an exploration and development company into a copper producer
·; Yerlan Aliyev appointed as CEO and Chairman
Operational Highlights - Benkala
·; Commencement of mining operations, full commissioning of the crushing circuit, agglomeration and conveyor systems
·; Two leach pads completed, with additional two under construction at the end of 2012
·; 1,730,000 tonnes of waste mined; 435,000 tonnes of ore mined; 292,200 tonnes of ore processed containing 3,300 tonnes of Copper
·; 3,894 metres (20 holes) of drilling completed at Benkala; 1,062 metres (8 holes) of drilling completed at South Benkala
·; Benkala SX-EW plant was launched in August 2012 with 692 tonnes of LME Grade A copper cathode produced
·; In September 2012 the first shipment of copper cathode was made
Operational Highlights - Baitemir
·; Exploration programmes progressed as planned, with 8,032 metres of drilling and 30,056 cubic metres of trenching completed in 2012
·; Successful assay results, revealing a significant new copper mineralised footprint (with associated gold, silver and molybdenum) of a total length of 2,000 metres and a width of 400 metres
Financial Highlights
·; Revenue $5.4 million (2011: $3.2 million)
·; Profit \ (Loss) Before Tax of $(11.4) million loss (2011: $(17.0) million loss before revaluation gain and income tax )
·; Earnings \ (Loss) per Share of $(0.01) (2011: $0.02 earnings)
·; Net Asset Value of $150.0 million (2011: $161.2 million)
·; Successful refinancing of the group providing further financial stability:
o Sberbank debt facility of $35.0 million
o Raised $6.6 million in loan notes
o Repaid $2.6 million of debt
Post-Period Highlights
·; Sberbank debt facility increased by $17.9 million, with term of the entire facility extended till October 2018
·; DAMU, Entrepreneurship Development Fund, interest rate subsidy of 5% on more than 50% of the existing Sberbank loan secured
·; Operations restarted following winter shut down, first shipments made in June 2013 as planned
For further details please contact:
Frontier Mining Ltd | Yerlan Minavar | +44 (0) 20 7898 9019 |
Libertas Capital (NOMAD) | Sandy Jamieson | +44 (0) 20 3697 9495 |
RFC Ambrian (Broker) | John Harrison | +44 (0) 20 3440 6800 |
Richard Morrison | ||
Walbrook PR | Lianne Cawthorne (Media Enquiries) | +44 (0) 20 7933 8780 |
Walbrook IR | Paul Cornelius (Investor Enquiries) |
Notes to Editor
Frontier Mining Limited is a copper company with production, development and exploration operations in Kazakhstan.
The Company's main activity is at Benkala, an open pit copper mine and SX-EW production facility, located on the Urals copper gold ore belt in North West Kazakhstan. Frontier has a 100% interest in Benkala through its subsidiary KazCopper LLP. Frontier is undertaking exploration activities at Baitemir, a potential copper gold porphyry deposit with associated gold and molybdenum, situated on the Naimanjal exploration licence area in North East Kazakhstan. The Company has a 100% interest in Baitemir through its wholly owned subsidiary FML Kazakhstan.
Frontier maintains an administrative and technical office in Almaty, the former capital city of Kazakhstan and the main business centre in the South East. The Company also maintains offices in Aktyubinsk and Semipalatinsk, close to the Benkala and Baitemir operations respectively.
Benkala
A Competent Persons Report completed by Wardell Armstrong International ("WAI") in June 2010, estimated a NPV of $190 million for the oxide section of the Benkala project. This section represents development limited to only ~10% of the total resource at Benkala, based on 0.5% diluted copper grade, 63% recovery and 185,000 tonnes of contained metal, pricing copper at USD6,000 per tonne WAI updated their Joint Ore Reserves Committee resource estimate in February 2011, significantly increasing the measured and indicated resource for both oxide and sulphide ores. The oxide resource has increased by a total of 9,720 tonnes to 174,000 tonnes (+5.9%) and the sulphide resource by 65,540 tonnes to 779,280 tonnes (+9.2%) of copper. Further to the overall increase, both ore types have significantly more resource in the measured category in addition to an increase in the average oxide grade percentage. In addition, the overall inferred resource has also increased by 42,800 tonnes to 607,700 tonnes of copper (+7.6%).
Frontier broke ground at the Benkala production facility in October 2010 and shipped the first batch of copper cathode from the cutting-edge SX-EW plant less than 23 months later in September 2012.
In January 2012 Frontier added the South Benkala mining area to its existing Benkala licence. The South Benkala area is approximately 10 kilometres south of Benkala and has a GKZ forecast resource estimate of 94,500 tonnes of oxide and 515,100 tonnes of sulphide copper.
Baitemir
Identified as the most attractive prospect on the Naimanjal licence area, Frontier have completed a 17,000 metre exploration drill program at Baitemir to confirm the deposit size and grades and are now working to further define the mineral inventory in anticipation of a mineral resource prepared in accordance with both the GKZ resource standard and the guidelines of the JORC Code.
Issued Share Capital
Frontier Mining's shares are traded on the AIM market of the London Stock Exchange.
Frontier has 1,860,913,973 ordinary shares issued. For further information please visit: www.frontiermining.com
Frontier Mining Ltd
Chairman and Chief Executive Officer's Statement
Operational Review
The year to December 2012 was transformational for Frontier Mining as the Company transitioned from an exploration and development Company into an established Copper producer in the region.
Plant construction took just short of two years and commissioning took just over four months with first shipment of copper Cathode taking place in August 2012, which was in-line with management's expectations. We were extremely pleased that the SX-EW plant and ancillary equipment which we procured and constructed performed according to our design. Furthermore, we were also delighted that all commissioning challenges were successfully overcome by our engineering team at Benkala.
During the period, we excavated over 1,730,000 tonnes of waste materials, mined approximately 435,000 tonnes of ore and processed 292,200 tonnes of ore containing 3,300 tonnes of Copper. The operational SX-EW plant produced approximately 692 tonnes of LME Grade A copper cathode with an average selling price of $7,763 per tonne with an average cash cost of production of $5,811 per tonne. The average cash cost of production is expected to fall with the continued ramp up and optimization of operations in 2013.
Since production commenced, mining and ore processing ceased during the winter months and recommenced in April 2013 in-line with management's expectations. We have now collected the laboratory results of winter testing and are currently working to ensure operations at Benkala can operate all-year round.
In order to further prove out the Company's copper resources, we also completed 3,894 meters of drilling at Benkala, 1,062 meters at South Benkala and a further 8,032 meters and 30,056 cubic meters of trenching at Baitemir.
Financial Review
Frontier has an off-take agreement with its sole customer for 100% of the Company's production for the earlier of a four year period from commencement of production or the production and delivery of 50,000 metric tonnes of grade A copper. The Company is therefore confident that it can sell all of the Copper its produces for the foreseeable future. Total revenue for the period was $5.4m (2011: $3.2 million) from the sale of cathode copper as opposed to the sales of gold and silver for the previous year.
During 2012, selling, general and administrative expenses of $6.8 million are up from the previous year (2011: $6.0 million) reflecting growth in the Company and accrual of restoration costs for Naimanjal and Koskuduk. The Company incurred a loss before income tax of $11.4 million (2011: loss before revaluation gain and income tax of $17.0 million). Loss per share was $0.01 versus earnings per share of $0.02 for the 2011 financial year.
Completion of plant construction and commencement of production has added assets of $35.1 million to the Company's balance sheet in 2012. However, given the increase in borrowings and further losses, the Company's net asset value decreased to $150 million (2011: $161 million).
The Company has also successfully refinanced the Group to provide further financial stability with Sberbank providing a $35 million debt facility and a further $6.6 million from further loan notes and debt respectively.
Outlook
Operations at Benkala continue apace with an additional leach pad being stacked and an additional three leach pads under construction. Expansion of the SX-EW plant continues to progress on schedule. The Company is reviewing and analysing the potential to run operations at the site all year round and reach optimum levels of production.
Management continues to believe that Baitemir has the potential to be a substantial copper asset containing more than 500,000 tonnes of copper at economic grades. The Company will keep shareholders informed on exploration and development plans for Baitemir
Apart from production related matters, the management is addressing certain financing and administrative issues. With the entire executive management team now being based in Kazakhstan, we are able to respond in a prompt manner to any changing circumstances associated with operating copper mining, producing company in Kazakhstan.
The Company's progress to date and its potential reserves across South Benkala and Baitemir provides significant confidence that the Company can become an established premier copper producer in the region.
FRONTIER MINING LTD
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOMEFOR THE YEAR ENDED DECEMBER 31, 2012
(expressed in US dollars)
Notes | 2012 | 2011 | ||
Revenue | 6 | 5,372,018 | 3,249,408 | |
Cost of sales | 7 | (5,208,375) | (2,947,958) | |
Gross profit | 163,643 | 301,450 | ||
Selling, general and administrative expenses | 8 | (6,777,102) | (5,988,481) | |
Finance costs | 9 | (5,112,819) | (4,485,981) | |
Foreign exchange loss, net | (37,313) | (426,090) | ||
Gain/(loss) from financial liability at fair value through profit or loss | 19 | 37,595 | (37,595) | |
Gain recognised on previously held interest | 18 | - | 53,635,325 | |
Reversal or/(allowance for) impairment loss | 11,12 | 418,386 | (6,540,870) | |
Other (expense)/income, net | (45,451) | 139,033 | ||
(Loss)/profit before income tax | (11,353,061) | 36,596,791 | ||
Income tax benefit/(expense) | 23 | 75,814 | (319,896) | |
(Loss)/profit for the year | (11,277,247) | 36,276,895 | ||
Other comprehensive (loss)/profit, net of tax | - | - | ||
Total comprehensive (loss)/ income for the year attributableto the owners of the Company | (11,277,247) | 36,276,895 | ||
(Loss)/earnings per share | ||||
Basic and diluted | 26 | (0.01) | 0.02 |
FRONTIER MINING LTD
CONSOLIDATED STATEMENT OF FINANCIAL POSITIONAT DECEMBER 31, 2012(expressed in US dollars)
Notes |
2012 |
2011 | ||
ASSETS | ||||
Non-current assets | ||||
Exploration and evaluation assets | 10 | 9,353,054 | 7,672,885 | |
Mine development assets | 11 | 187,669,319 | 186,393,530 | |
Property, plant and equipment | 12 | 55,318,433 | 37,817,108 | |
Intangible assets | 76,280 | 12,340 | ||
Advances for non-current assets | 5,969,272 | 9,820,653 | ||
Value added tax receivable | 15 | 5,488,048 | 1,915,526 | |
Restricted cash deposit | 14 | 389,593 | 362,047 | |
Total non-current assets | 264,263,999 | 243,994,089 | ||
Current assets | ||||
Inventories | 13 | 9,766,274 | 234,143 | |
Trade receivables | 183,759 | 37,776 | ||
Value added tax receivable | 15 | 1,000,218 | 1,987,216 | |
Advances and prepaid expenses | 5,246,718 | - | ||
Other receivables | 277,842 | 41,837 | ||
Cash and cash equivalents | 14 | 2,184,083 | 1,500,750 | |
Total current assets | 18,658,894 | 3,801,722 | ||
TOTAL ASSETS | 282,922,893 | 247,795,811 | ||
EQUITY AND LIABILITIES | ||||
Equity | ||||
Share capital | 17 | 209,943,383 | 209,943,383 | |
Option premium on convertible notes | 21 | 120,993 | 25,926 | |
Accumulated losses | (60,042,983) | (48,765,736) | ||
Total equity | 150,021,393 | 161,203,573 | ||
Non-current liabilities | ||||
Borrowings | 19 | 47,581,084 | 25,362,130 | |
Site restoration provision | 20 | 2,665,162 | 1,101,981 | |
Other financial liabilities | 21 | 4,271,870 | 1,443,122 | |
Due to the US Trade and Development Agency | 22 | 340,000 | 340,000 | |
Financial liability at fair value through profit and loss | 19 | - | 37,595 | |
Deferred tax liability | 23 | 34,871,818 | 34,923,866 | |
Total non-current liabilities | 89,729,934 | 63,208,694 | ||
Current liabilities | ||||
Borrowings | 19 | 26,370,065 | 8,377,786 | |
Trade accounts payable | 24 | 10,041,126 | 9,760,115 | |
Other financial liabilities | 21 | 3,252,233 | 3,412,762 | |
Other current liabilities | 25 | 3,508,142 | 1,832,881 | |
Total current liabilities | 43,171,566 | 23,383,544 | ||
TOTAL EQUITY AND LIABILITIES | 282,922,893 | 247,795,811 |
FRONTIER MINING LTD
CONSOLIDATED STATEMENT OF CHANGES IN EQUITYFOR THE YEAR ENDED DECEMBER 31, 2012
(expressed in US dollars)
Notes | Issued capital | Additional paid-in-capital | Accumulated losses | Option premium on convertible loan | Total | |||||
At January 1, 2011 | 18,577,473 | 190,977,686 | (85,042,631) | 25,926 | 124,538,454 | |||||
Issue of shares | 17 | 31,667 | 356,557 | - | - | 388,224 | ||||
Profit for the year, representing total comprehensive income for the year | - | - | 36,276,895 | - | 36,276,895 | |||||
At January 1, 2012 | 18,609,140 | 191,334,243 | (48,765,736) | 25,926 | 161,203,573 | |||||
Loss for the year, representing total comprehensive loss for the year | - | - | (11,277,247) | - | (11,277,247) | |||||
Issue of convertible note | 21 | - | - | - | 118,833 | 118,833 | ||||
Income tax effect | 23 | - | - | - | (23,766) | (23,766) | ||||
At December 31, 2012 | 18,609,140 | 191,334,243 | (60,042,983) | 120,993 | 150,021,393 |
CONSOLIDATED STATEMENT OF CASH FLOWSFOR THE YEAR ENDED DECEMBER 31, 2012
(expressed in US dollars)
Notes |
2012 |
2011 | ||
OPERATING ACTIVITIES: | ||||
(Loss)/profit before income tax | (11,353,061) | 36,596,791 | ||
Adjustments for non-cash flow items: | ||||
Depreciation of property, plant and equipment and mine development assets | 11,12,16 | 4,773,119 | 807,564 | |
Amortization of intangible assets | 15,588 | - | ||
Accrual of additional site restoration costs attributable to Naimanjal and Koskuduk mines | 20 | 1,532,163 | - | |
Finance costs | 9 | 5,112,819 | 4,485,981 | |
Change in bad debt provision for non-current assets | 319,264 | - | ||
(Gain)/loss from financial liability at fair value through profit or loss | 19 | (37,595) | 37,595 | |
Loss from disposal of intangible assets | - | 1,922 | ||
Change in provision for value added tax receivable | 15 | (11,125) | 58,981 | |
(Reverse)/accrual of impairment loss | 11 | (418,386) | 6,540,870 | |
Gain recognised on previously held interest | 18 | - | (53,635,325) | |
Cash flows from operating activities before changes in working capital | (67,214) | (5,105,621) | ||
Change in value added tax receivable | (2,574,399) | (2,086,502) | ||
Change in inventories | (9,532,131) | 1,199,639 | ||
Change in trade receivables | (145,983) | 212,954 | ||
Change in advances and prepaid expenses | (5,246,718) | 574,337 | ||
Change in other receivables | (236,005) | 1,150,689 | ||
Change in trade accounts payable | 281,011 | 3,508,741 | ||
Change in other current liabilities | 1,675,261 | (861,582) | ||
Interest paid | (4,410,974) | (2,550,616) | ||
Net cash used in operating activities | (20,257,152) | (3,957,961) | ||
INVESTING ACTIVITIES: | ||||
Increase in exploration and evaluation assets | 10 | (1,680,169) | (3,585,673) | |
Increase in mine development assets | (1,865,233) | (1,753,962) | ||
Purchase of property, plant and equipment | 12,16 | (17,376,455) | (26,936,672) | |
Purchase of intangible assets | (79,528) | - | ||
Proceeds from sale of Maminskoye license area | 18 | - | 37,450,000 | |
Settlement of loans to Maminskoye | 18 | - | (4,360,000) | |
Proceeds from sale of property, plant and equipment | 418,386 | - | ||
Decrease / (increase) in advances for non-current assets | 3,532,117 | (1,274,138) | ||
Payment for geological studies | 21 | - | (103,448) | |
Cash acquired on business combination | - | 228,203 | ||
Increase in restricted cash deposit | 14 | (27,546) | (240,109) | |
Net cash used in investing activities | (17,078,428) | (575,799) |
Notes |
2012 |
2011 | ||
FINANCING ACTIVITIES: | ||||
Proceeds from loans from related parties | 8,945,384 | 2,300,000 | ||
Proceeds from bank loans | 19 | 25,043,954 | 8,696,228 | |
Proceeds from issue of notes payable | 6,600,000 | 13,800,000 | ||
Repayment of loans from related parties | (1,909,830) | (10,833,946) | ||
Repayment of bank loans | - | (8,000,000) | ||
Repayment of convertible note to related party | 19 | (210,595) | (421,518) | |
Repayment of notes payable | (450,000) | - | ||
Net cash generated by financing activities | 38,018,913 | 5,540,764 | ||
Net increase in cash and cash equivalents | 683,333 | 1,007,004 | ||
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR | 1,500,750 | 493,746 | ||
CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR | 2,184,083 | 1,500,750 | ||
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSFOR THE YEAR ENDED DECEMBER 31, 2012
1. BACKGROUND
a) Organizational structure
Frontier Mining Ltd ("Frontier" or the "Company") was incorporated under the laws of the state of Delaware on August 5, 1998 for the purpose of exploring, and if warranted, developing gold and copper deposits in the Republic of Kazakhstan.
On October 18, 2010 notice was given to shareholders of the Company's intention to re-domicile from Delaware to the Cayman Islands. A Special General Meeting of the Company was held on November 8, 2010 and the re-domicile was approved. On December 21, 2010 the Company completed the re-domicile to the Cayman Islands and all shareholdings in existing Group entities were transferred to the newly incorporated Cayman Islands entity.
At December 31, 2012, the Company's registered office was located at: 1st Floor, Landmark Square Building, 64 Earth Close, PO Box 715 KY1-1107, Cayman Islands. At December 31, 2012 the Company had three representative offices, two of which were located in the Republic of Kazakhstan, and one in London, United Kingdom.
The number of employees of the Group at December 31, 2012 was 600 people (2011: 503 employees).
b) Operations
The Group's activities currently relate to: the Naimanjal license area, Benkala and the South Benkala license areas.
The principal activities of the Company and its wholly owned subsidiaries (the "Group") at December 31, 2012 are as follows:
Effective ownership interest, % | ||||||
Entity and its location | Nature of business | 2012 | 2011 | |||
Group subsidiaries: | ||||||
Frontier Mining Antilles NV, Netherlands Antilles (Curacao) | Holding Company | 100% | 100% | |||
Frontier Mining Co-operative, Netherlands | Holding Company | 100% | 100% | |||
Frontier Mining Finance BV, Netherlands | Holding Company | 100% | 100% | |||
US Megatech Inc., British Virgin Islands | Holding Company | 100% | 100% | |||
KazCopper LLP, Republic of Kazakhstan | Development and production at Benkala licence area; Exploration of the South Benkala license area | 100% | 100% | |||
FML Kazakhstan LLP ("FMLK"), Republic of Kazakhstan | Exploration and developmentof the Naimanjal license area | 100% | 100% | |||
Kazakhstan Chemical Company LLP, Republic of Kazakhstan | Supply and transportation of chemicals | 100% | 100% | |||
Baltemir LLP ("Baltemir"), Republic of Kazakhstan | Dormant | 100% | 100% |
Naimanjal license area
The Naimanjal subsurface use contract dated August 16, 1999 provides combined exploration and extraction rights for a 30-year period for gold, silver and copper deposits. The Naimanjal license No. 1166DD currently covers an approximate area of 529 square kilometres in North Eastern Kazakhstan. It includes five deposits, the status of which at December 31, 2012 is shown below:
Area of interest | Activity status atDecember 31, 2012
|
Naimanjal | Operations suspended |
Koskuduk | Operations suspended |
Beschoku | Exploration and evaluation |
Yubileiny | Exploration and evaluation |
Baitemir | Exploration and evaluation |
During 2010, management suspended operations at the Naimanjal mine. In July 2011, management made a decision to suspend operations at the Koskuduk mine and focus on developing the Group's copper deposits at Baitemir, with Beschoku and Yubileiny as possible satellite feeders to Baitemir. Beschoku is a gold and copper deposit and Yubileuny is a copper deposit. Impairment losses were recognized against Koskuduk in 2011 and Naimanjal in 2010 (see Note 11).
On May 10, 2012 the Group received approval from the Ministry of Industry and New Technologies of the Republic of Kazakhstan ("MINT") for surrender of its subsurface use contracts for the Naimanjal and Koskuduk mines. According to the Kazakhstan Law on Subsurface Use, the Group has to provide a liquidation program to competent state bodies within 180 days from the date of approval. On June 20, 2013 the Group provided the liquidation program to the relevant State bodies and is awaiting regulatory approval prior to starting the liquidation works. The liquidation program is anticipated to be completed within three years after the receipt of approval from the State bodies. Management's estimate of the future remediation costs for the Koskuduk and Naimanjal mines is disclosed in Note 20, together with remediation costs applicable to other Group operations.
Benkala license areas
(i) Benkala
The Benkala copper-molybdenum-gold deposit is located in North-western Kazakhstan within the Ural gold/copper ore belt. The Group's initial 50% interest in the Benkala project was acquired in 2007. The Benkala subsurface use contract dated November 15, 2007 is valid for 29 years with an extension right and includes a four year exploration period and a 25 year development period. At December 12, 2011 the Group extended the exploration period for an additional two years. In 2010 Frontier entered into a contract with Coville Intercorp Ltd ("Colville"), a related party by virtue of it being a joint venture partner in the Benkala project, to acquire the remaining 50% interest in the Benkala project and a 100% interest in the Maminskoye gold exploration asset in Russia, in exchange for Frontier shares. This transaction was approved at a Special General Meeting of the Company held on November 8, 2010 and the acquisition was conditional upon the receipt of certain government approvals. On April 11, 2011 the Company received final approval from the Kazakh authorities to acquire the remaining 50% of the Benkala project from Coville. The Company sold the Maminskoye gold exploration deposit in July 2011 to an unrelated party.
In August 2012, copper cathode production commenced at the Benkala mine. To date, the Company has been trialing crushing, agglomeration and leach processes under different operating parameters to determine the optimal performance and operational efficiencies of the 7,000 tonnes per annum electrowinning ("SX-EW") plant.
(ii) South Benkala
In May 2011 the Company announced that it had entered into a sale and purchase agreement to acquire the subsurface use contract for the exploration deposit known as South Benkala from an unrelated party for a total consideration of $2.5 million. The Republic of Kazakhstan had a pre-emptive right to acquire the property, which was not exercised and thus the licence was officially transferred to KazCopper LLP in December 2011. The subsurface use contract was originally signed in February 2009 and was for a four year exploration period until February 2013. In February 2013 Kazcopper LLP requested an extension of the exploration period until February 2015.On June 12, 2013 Kazcopper LLP was notified that the relevant state body approved the exploration license extension. As at the date of these consolidated financial statements, management is awaiting receipt of official approval of an addendum to the subsoil use contract relating to the exploration period extension at South Benkala. Based on the Group's historical experience, management believes that the official approval will primarily be an administrative process.
2. PRESENTATION OF FINANCIAL STATEMENTS
Consolidated subsidiaries
The consolidated financial statements include the Company and its wholly owned subsidiaries (the "Group") namely Frontier Mining Antilles NV, Frontier Mining Co-operative, Frontier Mining Finance BV, US Megatech Inc., KazCopper LLP, FMLK, Kazakhstan Chemical Company LLP and Baltemir LLP.
Basis of presentation
These consolidated annual financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS"). These financial statements are presented in US Dollars ("$" or "USD"), unless otherwise indicated. Management has concluded that USD best represents the economic effects of transactions, events and conditions related to the Group's operations. Transactions in other currencies are treated as transactions in foreign currencies.
The US Dollar is the functional currency of the Company and all entities in the Group.
The consolidated financial statements are prepared under the historical cost convention, except for the valuation of certain financial instruments as described in Note 4 and mineral rights as described in Note 19.
Going concern
These consolidated financial statements are prepared on a going concern basis.
For the year ended December 31, 2012 the Group incurred a loss before income tax of $11,353,061 (2011: loss before gain recognized on previously held interest and income tax of $17,038,534) and had net operating cash outflows of $20,257,152 (2011: $3,957,961). At December 31, 2012 the Group had accumulated losses of $60,042,983 (2011: $48,765,736) and a working capital deficit of $24,512,672 (2011: $19,581,822).
During 2012, the Group completed the initial development of the Benkala mine, construction of a processing plant for oxide ore and commenced production in August 2012. Mining and ore processing ceased during the winter months and recommenced in April 2013. To date, the Group has not earned significant revenues from the Benkala mine which is the Group's sole operating asset and source of operating cash inflow. The Group requires operating and financing cash inflows to progress its cathode copper production plans at Benkala; to continue to explore and develop copper deposits at South Benkala and Baitemir (with Beschoku and Yubileiny as possible satellite feeders to Baitemir) in order to comply with commitments under the subsoil use contracts; and to repay liabilities when they become due. To generate these cash inflows, management's strategy is to achieve a planned level of copper cathode production at Benkala and to complete current negotiations of a new $20 million financing facility. It is expected that this facility will be used to refinance short-term borrowings of $10 million with the remaining balance to be used for future capital expenditures. The amount expected to be available to refinance short-term borrowings is less than the total of such borrowings at December 31, 2012 which amounts to $19.4 million. Management anticipates that they will be able to extend repayment terms of the relevant short-term liabilities to cover the shortfall and, if necessary, will defer capital expenditure until sufficient funds are available to repay short-term borrowings.
Management's cash flow forecasts, based on the assumption that budgeted production at Benkala will be achieved and market prices are consistent with forecasted copper prices, show that the Group will generate operating cash inflows for period up to June 30, 2014. Key assumptions made by management in its forecasts of operating cash inflows include:
·; minimum copper production from Benkala in 2013 of 3,500 tonnes and 5,500 tonnes in 2014; and
·; copper price of $7,000 per tonne in 2013 and 2014.
In addition, management's cash flow forecasts assume the continued availability of existing finance facilities up to the time that the negotiations of additional debt funding are completed. A summary of the Group's financing arrangements at December 31, 2012 described in Note 19 is as follows:
·; The Group has a $35 million bank financing agreement, which comprises a $25 million investment loan to be used for capital expenditure and a $10 million working capital facility. At December 31, 2012 $33.7 million of the facility was outstanding with an undrawn amount of $1.3 million;
·; The Group extended the maturity date of its financing agreement with a related party until January 2014. At December 31, 2012 $14 million of this facility was payable, with an undrawn amount of $6.7 million;
·; The Group extended the maturity dates of two notes payable totalling $3.4 million with an unrelated party, until September 2013 and July 2013, respectively. At December 31, 2012 $3.4 million of notes payable were outstanding;
·; The Group extended the maturity dates of two notes payable with totalling $10 million with an unrelated party, until August 2013;
·; During 2012, Frontier issued three individual notes payable totalling $6 million to an unrelated party;
·; During 2012, the Group received a loan of $0.6 million from an unrelated party;
·; During 2012, the Group received a loan of approximately $1.1 million from related parties.
At December 31, 2012 the total finance facilities available to the Group under the above arrangements were approximately $69 million of which approximately $8 million was undrawn at that date. Additionally, on April 23, 2013 the bank financier to the Group agreed to provide Frontier with an additional loan and credit facility of $17.9 million.
The Group's funding requirements substantially exceed its cash balance and the repayment of short-term liabilities and successful negotiation of additional funding is a primary area of substantial focus for management. The existing undrawn loan facilities, including the additional bank facility entered into in April 2013, and cash flow from confirmed copper sales is insufficient to meet all working capital needs and repay all short-term debts of the Group for the next 12 months. To meet this shortfall, management has signed a non-binding letter of intent with an investment fund according to which Frontier would issue convertible notes of up to $20 million for a term of four years, with annual interest of 12% and a conversion rate of 5 pence (equivalent to $0.07) per common share. Management believes that this transaction will be finalised after the investment fund completes its due diligence on the Group and agrees on all terms and conditions of the transaction.
As described above, at December 31, 2012 the Group has short-term liabilities of $19.4 million due within the next 12 months. Management believes that if successful completion of the new financing arrangement described above with the investment fund is delayed, it will still be able to successfully renegotiate the repayment terms of its short-term liabilities.
Management believes that based on historical experience and the status of negotiations with the investment fund relating to an issue of convertible debt, sufficient funding will be available to enable the Company to continue operations for the 12 month period from the date of signing of these consolidated financial statements.
In light of the above, a material uncertainty exists which may cast significant doubt on the Group's ability to continue as a going concern and, therefore, it may be unable to realise its assets and discharge its liabilities in the normal course of business. These consolidated financial statements do not include any adjustments that might result from these uncertainties. Such adjustments, if any, will be reported in the Group's consolidated financial statements in the period when they become known and could be reasonably estimated.
3. KEY SOURCES OF ESTIMATION UNCERTAINTY AND CRITICAL JUDGMENTS IN APPLYING ACCOUNTING POLICIES
The preparation of consolidated financial statements in conformity with IFRS requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Critical judgments in applying the entity's accounting policies
In the process of applying the entity's accounting policies, which are described in Note 4, management has made the following judgments and estimates that have the most significant effect on the amounts recognized in the financial statements.
Impairment of non-current assets
The Group assesses its non current assets at the end of each reporting period to determine whether any indicators of impairment exist. If there are any such indicators, the recoverable amount of the assets is calculated and compared to the carrying amount. The excess of the carrying amount over the recoverable amount is recognized as an impairment loss.
The recoverable amount is calculated as the higher of an asset's or cash-generating unit's fair value less costs to sell and its value in use. The calculation of value in use requires management to make estimates regarding the Group's future cash flows. The estimation of future cash flows involves significant estimates and assumptions regarding mineral resource estimates, gold, silver and copper commodity prices, level of production, operating costs and discount rates. Due to their subjective nature, these estimates could differ from future actual results of operations and cash flows; any such difference may result in impairment in future periods and would decrease the carrying value of the respective asset.
Impairment losses were recognised against the Naimanjal mine ($16.5 million) in 2010 and the Koskuduk mine ($6.8 million) in 2011.
The Baitemir area of interest is management's principal focus for the Naimanjal licence area and the Group has accelerated previous exploration activities. The Baitemir project is in the exploration and evaluation stage. Management performed an analysis of the exploration and evaluation asset attributable to the Baitemir project (including the related Beschoku and Yubilenyi areas of interest) for existence of impairment indicators at December 31, 2012. No impairment indicators were identified. Management made its conclusion based on the positive results of drilling and geophysical results based on the results of a preliminary valuation report on the Baitemir project prepared by independent geological experts in May 2013 which indicated the existence of potential recoverable reserves.
The key assumptions used in the determination of value in use for non-current assets related to the Benkala project include:
·; Commercial mineable reserves of oxide copper ore of 32,563 thousand tonnes;
·; Estimated mineable reserves of sulphide copper ore of 181,936 thousand tonnes;
·; Estimated mineable resources of oxide copper ore of 17,000 thousand tonnes from the South Benkala project;
·; Production capacity for copper cathode from oxide ore of 20,000 tonnes per annum and sulphide ore of 50,000 tonnes per annum;
·; Sulphide ore operations start in the sixth year of oxide production;
·; The life of the mine period is expected to be 2038.;
·; Total capital expenditure of $77 million for expansion of oxide copper plant to capacity of 20 thousand tonnes per annum and $485.5 million capital expenditure for construction of a flotation plant to process sulphide ore;
·; Copper price of $7,000 per tonne;
·; Gold price of $1,563 per 1 ounce, Molybdenum price of 18,000 per tonne, and silver price of $26 per 1 ounce; and
·; Cost per unit ("CPU") of $2,430 per tonne for oxide ore and $3,500 per tonne for sulphide ore;
·; Discount rate of 16.6%.
Ore reserves
Ore reserves are a critical component of the Group's projected cash flow estimates that are used to assess the recoverable values of assets, to determine depreciation and amortization expense and to forecast the timing of the payment of mine abandonment and site restoration costs. In estimating the amount of ore reserves for the Benkala and South Benkala areas of interest, management used 2011 and 2013 reports related to each area of interest, respectively, obtained from independent geological experts. The reserve and resource estimations were prepared under the Joint Ore Reserves Committee ("JORC") quantification methodology to interpret geological and exploration data to determine measured, indicated resources and inferred reserves. The estimation of reserves is based on expert knowledge and estimation. The quantification of the reserves involves a degree of uncertainty. The uncertainty is primarily related to completeness of reliable geological and technical information. In addition, the presence of reserves does not mean that all reserves will be able to be extracted on a cost effective basis. Ore reserves are analysed and assessed on a periodic basis. The quantity of reserves can be subject to revision as a result of changes in production capacities and changes in development strategy.
Exploration and evaluation assets
The Group's accounting policy for exploration and evaluation expenditure results in such expenditure being capitalized for those projects for which such expenditure is considered likely to be recoverable through future extraction activity or sale, or for which the exploration activities have not yet reached a stage which permits a reasonable assessment of the existence of reserves. This policy requires management to make certain estimates and assumptions as to future events and circumstances, in particular whether the Group will proceed with development based on existence of reserves or whether an economically viable extraction operation can be established. Such estimates and assumptions may change from period to period as new information becomes available. If, subsequent to the capitalization of the exploration and evaluation expenditure, a judgment is made that recovery of the asset is unlikely or the project is to be abandoned, the relevant capitalized amount will be written off in the statement of comprehensive income.
Depreciation and amortization of mining assets
The Group's mine development assets and mineral rights are depreciated over the respective life of the mine using the unit-of-production (UOP) method based on the estimated ore reserves.
Any changes to the ore reserves has a direct impact on the depreciation rates and, subsequently, the asset carrying values. Any change in the depreciation rate is applied on a prospective basis, which could result in higher depreciation in future periods.
Property, plant and equipment are depreciated on a straight line basis over the useful economic lives or life of mine whichever is shorter. Management periodically reviews the appropriateness of economic useful lives of the assets based on the current condition and the estimated period during which they will bring economic benefit to the Group.
Provision for mine abandonment and site restoration
The Group's mining activities are subject to various laws and regulations governing the protection of the environment. The Group estimates the provision for mine abandonment and site restoration obligations based on management's understanding of the current legal requirements and license agreements. The provision is based on management's estimate of the total cost of restoration for disturbance caused at the reporting date and is discounted to its net present value and recorded as an asset over the estimated mine life. The estimate of total cost requires management to make a number of assumptions including restoration activities and discount rates. A change in these assumptions, or a change in the environmental laws, could result in a change in the provision in a future period. Any such change is recorded at the time of the revision, and the amount of asset and expense each period is modified on a prospective basis.
Financial liability at fair value through profit or loss
The Group has financial liabilities recorded at fair value through profit or loss being loans from various entities. The fair values of these liabilities are determined using a discount valuation model.
As described in Note 19, the Group uses valuation techniques that include inputs that are not based on observable market data to estimate the fair value of certain types of financial instruments. Note 19 provides detailed information about the key assumptions used in the determination of the fair value of financial instruments.
Contingencies
By their nature, contingencies will only be resolved when one or more future events occur or fail to occur. The assessment of such contingencies inherently involves the exercise of significant judgment and estimates of the outcome of future events.
Contractual commitments
As described in Note 28, the Group has minimum license commitments stipulated under the Subsoil Use Contract ("SUC"). During the year ended 31 December 2012 the Group was not fully in compliance with the provisions of the SUC for Benkala, South Benkala and Naimanjal license area. There is a risk that SUC may be annulled by the government of the Republic of Kazakhstan if the Group breaches its contractual obligations.
Management believes that incomplete contractual obligations will be paid in the following years and the Group is not exposed to risk of annulment with the State Authority requirements.
Income taxes
The operating subsidiaries of the Group are subject to income taxes in the Republic of Kazakhstan. The taxation system in Kazakhstan is relatively new and is characterized by frequent changes in legislation, official pronouncements and court decisions, which are often unclear, contradictory and subject to varying interpretation by different tax authorities. Taxes are subject to review and investigation by various levels of authorities, which have the authority to impose severe fines, penalties and interest charges. These circumstances may create tax risks in Kazakhstan that are more significant than in other countries.
The Group recognizes liabilities attributable to its Kazakhstani subsidiaries for anticipated additional tax based on its interpretations of the current tax laws and the amount it believes that is probable to be paid upon any inspection by the tax authorities.
Management believes that it has provided adequately for tax liabilities based on its interpretations of applicable tax legislation, official pronouncements and court decisions.
However, the interpretations of the relevant authorities could differ and the effect on these consolidated financial statements, if the authorities were successful in enforcing their interpretations, could be significant. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the income tax provisions in the period in which such determinations are made.
Deferred tax assets are initially recognised only to the extent that it is probable that there will be sufficient taxable profits against which to utilise the benefits of the temporary differences and they are expected to reverse in the foreseeable future.
The Group did not recognise deferred tax assets due low probability that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilized during the period determined by current tax legislation.
Value added tax ("VAT")
The stage and timing of development of the Benkala project meant that the Group did not generate sufficient revenue in the year ended December 31, 2012 to recover its VAT receivable balance at December 31, 2012 and accordingly, did not receive any VAT refunds from the government. Recoverability of VAT receivable is dependent upon the Group having sufficient future VAT payable on sales of copper cathode against which VAT recoverable can be offset. Management believes that the Group will have sufficient future VAT payable to be used to offset the VAT receivable, but does not expect a full recovery to take place within 12 months from date of the last statement of financial position. Accordingly, VAT receivable was classified as both a current and non-current asset based upon management's estimate of the timing of offsets. The Group creates an impairment provision against VAT receivable up to the amount which management considers to be not recoverable.
4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
4.1 Principles of consolidation
The consolidated financial statements of the Group include Frontier and the companies that it controls, and from which it obtains economic benefits. This control is normally evidenced when the Company is able to govern the financial and operating policies of an entity so as to benefit from its activities. The results of subsidiaries acquired or disposed of during the year are included in the consolidated statement of comprehensive income from the effective date of acquisition or up to the effective date of disposal, as appropriate. Intercompany balances and transactions, including intercompany profits and unrealized profits and losses are eliminated on consolidation.
4.2 Business combinations
Acquisitions of subsidiaries and businesses are accounted for using the acquisition method. The cost of the business combination is measured as the aggregate of the fair values (at the date of exchange) of assets given, liabilities incurred or assumed, and equity instruments issued by the Group in exchange for control of the acquiree. Acquisition-related costs are recognised in profit or loss as incurred.
At the acquisition date, the identifiable assets acquired and the liabilities assumed are recognised at their fair value at the acquisition date, except that:
·; Deferred tax assets or liabilities and liabilities or assets related to employee benefit arrangements are recognised and measured in accordance with IAS 12 Income Taxes and IAS 19 Employee Benefits respectively; and
·; Assets (or disposal Groups) that are classified as held for sale in accordance with IFRS 5 Non-current Assets Held for Sale and Discontinued Operations are measured in accordance with that Standard.
The identifiable intangible assets acquired in a business combination are recognised separately from goodwill. An intangible asset is identifiable if it meets either the separability criterion or the contractual-legal criterion.
When a business combination is achieved in stages, the Group's previously held equity interest in the acquiree is remeasured to fair value at the acquisition date (i.e. the date when the Group obtains control) and the resulting gain or loss, if any, is recognised in profit or loss. Amounts arising from interests in the acquiree prior to the acquisition date that have previously been recognised in other comprehensive income are reclassified to profit or loss where such treatment would be appropriate if that interest were disposed of.
4.3 Interests in joint ventures
A joint venture is a contractual arrangement whereby the Group and other parties undertake an economic activity that is subject to joint control, which is when the strategic financial and operating policy decisions relating to the activities of the joint venture require the unanimous consent of the parties sharing control.
Joint venture arrangements that involve the establishment of a separate entity in which each venture has an interest are referred to as jointly controlled entities. The Group reports its interests in jointly controlled entities using proportionate consolidation. The Group's share of the assets, liabilities, income and expenses of jointly controlled entities are combined with the equivalent items in the consolidated financial statements on a line-by-line basis.
Any excess of purchase consideration over the acquisition of the Group's interests in a jointly controlled entity is accounted for in accordance with the Group's accounting policy for business combinations.
Where the Group transacts with its jointly controlled entities, unrealized profits and losses are eliminated to the extent of the Group's interest in the joint venture.
4.4 Revenue recognition
Revenue is measured at the fair value of the consideration received or receivable.
Revenue is recognized when the risks and rewards associated with ownership of goods are passed to customers; the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold; it is probable that the economic benefits associated with the transaction will flow to the Group; the amount can be measured reliably; and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
Revenue from copper cathode sales contracts is recognised when title passes to the customer which is also when the risks and rewards of ownership pass to the customer. Cathode copper sales are initially recorded based on market prices at the date of delivery and subsequently adjusted when the final selling price is determined by the Group's sole customer. Such adjustments may relate to changes in metal quantities upon assay results as well as pricing terms that may be amended by the customer during a quotation period defined in the copper sales agreement. For all "open" and not finalized invoices, revenue is recognised based on market copper prices at the date of goods delivery and any subsequent adjustments made by the customer after price finalization are recorded in the subsequent period profit and loss.
Revenue from saleable gold and silver produced during the testing phase of production activities is deducted from capitalized mine development costs.
4.5 Foreign currencies
The functional currency of the all companies in the Group is the US Dollar. The presentation currency of the Group is the US Dollar.
In preparing the financial statements of the individual entities that form part of the Group, transactions in currencies other than the entities' functional currency (foreign currencies) are recorded at the rates of exchange prevailing at the dates of the transactions. At each balance sheet date, monetary items denominated in foreign currencies are retranslated into the functional currency at the rates prevailing at the balance sheet date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in items of historical cost in a foreign currency are not retranslated.
Exchange differences are generally recognized in the statement of comprehensive income in the period in which they arise.
4.6 Borrowing costs
Borrowing costs are recognized as an expense in the period in which they are incurred, except to the extent that they are directly attributable to the acquisition, construction or production of qualifying assets. In that case, borrowing costs are added to the cost of these assets, until such time as the assets are substantially ready for their intended use.
4.7 Taxation
The operating subsidiaries of the Group are subject to Kazakhstan income tax laws. The Company and subsidiaries registered in Cayman Islands are exempt from all corporate and other tax.
Income tax expense represents the sum of the tax currently payable and deferred tax. The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the statement of comprehensive income because it excludes items of income or expense that are taxable or deductible in other years and items that are never taxable or deductible. The Group's liability for current tax is calculated using tax rates enacted or substantially enacted at the reporting date.
Deferred tax is recognized using the balance sheet liability method in respect of temporary differences between the tax basis of assets and liabilities and their reported amounts in the consolidated financial statements to the extent that there is a reasonable expectation of their realization. Deferred tax liabilities are generally recognized for all taxable temporary differences and deferred tax assets are recognized to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilized. Such assets and liabilities are not recognised if the temporary difference arises from goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither taxable profit nor accounting profit.
The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the asset to be recovered.
Deferred tax assets and liabilities are offset when they relate to income taxes levied by the same taxation authority and the Company intends to settle its tax assets and liabilities on a net basis. Deferred tax assets and liabilities are measured using the tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.
Current and deferred tax for the period is charged or credited to the consolidated statement of comprehensive income, except when it relates to items credited or charged directly to equity (in which case the deferred tax is also recognized directly in equity) or where they arise from initial accounting for a business combination. In the case of a business combination, the tax effect is taken into account in determining the excess of the Group's interest in the net fair values of the acquiree's net assets over the cost of the business combination.
4.8 Retirement benefit costs
The Group accounts for its employee retirement benefit costs in accordance with the pension scheme of the Republic of Kazakhstan, which requires current contributions by the employer and employee calculated as a percentage of current gross salary payments. This plan is a defined contribution plan and such contributions (social tax payments) are charged to expense as incurred.
4.9 Property, plant and equipment
Property, plant and equipment are stated at cost less accumulated depreciation and impairment losses.
The initial cost of property, plant and equipment comprises its purchase price, including import duties and non-refundable purchase taxes and any directly attributable costs of bringing the asset to its working condition and location for its intended use.
Capital work in progress is carried at cost, less any recognised impairment loss. Cost includes professional fees and, for qualifying assets, borrowing costs capitalised in accordance with the Group's accounting policy. Depreciation for these assets, on the same basis as other property assets, commences when the assets are ready for their intended use.
Capitalized cost includes major expenditures for improvements and replacements that extend the useful lives of the assets or increase their revenue generating capacity. Repairs and maintenance expenditures that do not meet the foregoing criteria for capitalization are charged to statement of comprehensive incomeas incurred.
Depreciation is computed on a straight-line basis over the following estimated useful lives:
Years
| |
Buildings | 10 - 14 |
Machinery and equipment | 4 - 10 |
Transport and vehicles | 5-10 |
Office equipment | 5 |
The useful lives and depreciation method are reviewed annually to ensure that the method and period of depreciation are consistent with the expected pattern of economic benefits to be derived from items of property, plant and equipment. The effects of any changes in estimate are accounted for on a prospective basis.
4.10 Exploration and evaluation assets
Exploration and evaluation assets are measured at cost.
Expenditures related to the following activities are capitalized and included in the initial measurement of exploration and evaluation assets:
·; acquisition of rights to explore mining licenses;
·; topographical, geological, geochemical and geophysical studies;
·; exploratory drilling;
·; trenching;
·; sampling; and
·; activities in relation to evaluating technical feasibility and commercial viability of extracting a mineral resource.
Expenditures not included in the initial measurement of exploration and evaluation assets are:
·; the development of a mineral resource once technical feasibility and commercial viability of extracting a mineral resource have been established; and
·; administration and other general overhead costs.
Exploration and evaluation costs for each area of interest, other than that acquired from the purchase of another mining company, are carried forward as an asset provided that one of the following conditions is met:
·; such costs are expected to be recouped in full through successful development and exploration of the area of interest or alternatively, its sale; or
·; exploration and evaluation activities in the area of interest have not yet reached a state which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves, and active significant operations in relation to the area are continuing, or planned for the future.
Purchased exploration and evaluation assets are recognised as assets at their cost of acquisition or at fair value if purchased as part of a business combination.
An impairment review is performed when facts and circumstances suggest that the carrying amount of an exploration and evaluation asset may exceed its recoverable amount. Where a decision is made to proceed with development in respect of a particular area of interest, the relevant exploration and evaluation asset is tested for impairment and the balance is then reclassified to mine development assets.
4.11 Mine development assets
The decision to develop a mine property within a project area is based on an assessment of the commercial and technical viability of the project, the availability of financing and the existence of markets for the product. Once the decision to proceed to mine development is made, development expenditures relating to the project are capitalized and carried at cost with the intention that these will be amortized by charges against earnings from future mining operations.
Development expenditure is recognized at cost. Upon reaching designed commercial production capacity, mine development assets are amortized using the unit of production method.
Mineral rights
Mineral rights are recorded as assets upon acquisition at fair value and are included within mining assets.
Intangible assets
Intangible assets include non-mining and exploration licenses and computer software. Intangible assets under development are not amortized. Amortization of these assets begins when the related assets are placed in service.
Licenses
Licenses are stated at cost net of accumulated amortization. Amortization is provided so as to write down the cost of an asset on a straight-line basis over its estimated useful economic life.
Computer software
Computer software costs are recognized as assets at cost net of accumulated amortization. Amortization is recognised on a straight-line basis over their useful lives, but not exceeding a period of seven years.
4.12 Impairment of tangible and intangible assets
The Group reviews on an annual basis the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value in use. If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. Impairment losses are recognized as an expense immediately.
Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that its carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognized for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognized immediately in profit or loss, unless the relevant asset is carried at a re-valued amount, in which case the reversal of the impairment loss is treated as a revaluationincrease.
4.13 Inventories
Inventories are stated at the lower of cost and net realizable value. Cost, including an appropriate portion of fixed and variable overhead expenses, is assigned to inventories by the method most applicable to the particular class of inventory. Net realizable value represents the estimated selling price for inventories less all estimated costs of completion and costs necessary to make the sale.
Ore stockpiles are recognised using the weighted average cost method and include the cost of direct materials, power, labour costs and proportion of stripping costs.
4.14 Accounts receivable
Accounts receivable are classified as receivables. Receivables are measured at amortized cost using the effective interest method. Interest income is recognized by applying the effective interest rate, except for short-term receivables when the recognition of interest would be immaterial.
Accounts receivable are assessed for indicators of impairment at each balance sheet date. Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows of the investment have been impacted.
4.15 Cash and cashequivalents
Cash includes cash on hand and deposits with banks with original maturity terms not more than three months.
4.16 Restrictedcash deposits
Cash deposits with banks are made pursuant to requirements of the Group's subsurface use contracts. The Group accumulates such cash deposits for restoration provisions related to obligations to restore and make the mines safe after use and the estimated costs of cleaning up any chemical leakage.
4.17 Site restorationcosts
Provision is made for closure, restoration and environmental clean-up costs where there are legal or constructive obligations to do so, (which includes the dismantling and demolition of infrastructure, removal of residual materials and remediation of disturbed areas) in the accounting period when the related environmental disturbance occurs, based on the estimated future costs. The provision is discounted where material and the unwinding of the discount is recorded as a finance expense in the period incurred. At the time of establishing the provision, a corresponding asset is capitalized and amortised on a unit of production basis upon the commencement of production. For those mines which are suspended and will be returned back to the government restoration provision is recorded in statement of comprehensive income.
The provision is reviewed on an annual basis for changes in cost estimates, economic useful life of existing operations and inflation and discount rates.
4.18 Provisions
A provision is recognized when, and only when, the Company has a present obligation (legal or constructive) as a result of a past event and it is probable (that is, more likely than not) that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation. Provisions are reviewed at each balance sheet date and adjusted to reflect the current best estimate. Where the effect of the time value of money is material, the amount of the provision is determined based on the present value of the expenditures expected to be required to settle the obligation.
4.19 Financial liabilities and equity instruments issued by the Group
Classification as debt or equity
Debt and equity instruments are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangement.
Equity instruments
Equity instruments issued by the Group are recorded at the proceeds received, net of direct issue costs or at the fair value of the consideration given when issued for asset purchases or services received.
Compound instruments
The component parts of compound instruments issued by the Group are classified separately as financial liabilities and equity in accordance with the substance of the contractual arrangement. At the date of issue, the fair value of the liability component is estimated using the prevailing market interest rate for a similar non-convertible instrument. The amount is recorded as a liability on an amortized cost basis using the effective interest method until extinguished upon conversion or at the instrument's maturity date. The equity component is determined by deducting the amount of the liability component from the fair value of the compound instrument as a whole. This is recognized and included in equity, net of income tax effects, and is not subsequently re-measured.
Derivative financial instruments
Derivatives are initially recognized at fair value at the date a derivative contract is entered into and are subsequently re-measured to their fair value at each balance sheet date. The fair values are estimated based on quoted market prices or pricing models that take into account the current market and contractual prices of the underlying instruments and other factors. The resulting gain or loss is recognized in the profit or loss.
A derivative with a positive fair value is recognized as a financial asset whereas a derivative with a negative fair value is recognized as a financial liability. A derivative is presented as a non-current asset or a non-current liability if the remaining maturity of the instrument is more than 12 months and it is not expected to be realized or settled within 12 months.
Other financial liabilities
Other financial liabilities, including borrowings, are initially measured at fair value, net of transaction costs. They are subsequently measured at amortized cost using the effective interest method, with interest expense recognized on an effective yield basis.
4.20 Adoption of new and revised standards and interpretations
New and revised IFRSs in issue but not yet effective
At the date of authorization of these consolidated financial statements, the following new standards and interpretations were in issue, but not yet effective, and which the Group has not early adopted:
·; IFRS 7 "Financial Instruments: Disclosures" - amendments enhancing disclosures about offsetting financial assets and financial liabilities1;
·; IFRS 9 "Financial Instruments"4;
·; IFRS 10 "Consolidated Financial Statements"2;
·; IFRS 11 "Joint Arrangements"2;
·; IFRS 12 "Disclosure of Interest in Other Entities"2;
·; IFRS 13 "Fair Value Measurement"1;
·; IAS 19 "Employee Benefits" ( as revised in 2011);
·; IAS 1 "Presentation of Financial Statements" - amendments to revise the way other comprehensive income is presented3;
·; IAS 1 "Presentation of Financial Statements" - amendments to clarify the requirements for comparative information1;
·; IAS 27 - reissued as IAS 27 "Separate Financial Statements" (as amended in May 2011)2;
·; IAS 28 - reissued as IAS 28 "Investments in Associates and Joint Ventures" (as amended in May 2011)2;
·; IAS 32 "Financial Instruments: Presentation" - amendments which provide clarifications on the application of the offsetting rules and disclosure requirements5;
·; Amendments to IFRSs: Annual Improvements to IFRSs 2009-2011 Cycle1; and
·; IFRIC 20 "Stripping Costs in the Production Phase of a Surface Mine" - clarifies when production stripping should lead to the recognition of an asset and how that asset should be measured, both initially and in subsequent periods1.
1 Effective for annual periods beginning on or after January 1, 2013, with earlier application permitted.
2 Each of the five standards becomes effective for annual periods beginning on or after January 1, 2013, with earlier application permitted if IFRS 10, IFRS 11, IFRS 12, IAS 27 (2011) and IAS 28 (2011) are early applied at the same time (except for IFRS 12 that can be applied earlier on its own).
3 Effective for annual periods beginning on or after July 1, 2012, with early adoption permitted.
4 The amendments to IFRS 7 are required for annual periods beginning on or after January 1, 2013 and interim periods within those annual periods. The disclosures should be provided retrospectively for all comparative periods. The amendments to IAS 32 are effective for annual periods beginning on or after January 1, 2014, with retrospective application required.
5 Effective for annual periods beginning on or after January 1, 2015, with earlier application permitted
The Group is considering the impact of these amendments on the consolidated financial statements and the timing of their application.
5. SEGMENT ANALYSIS
5.1 IFRS 8 Operating Segments
Pursuant to IFRS 8, the Group is required to identify and report operating segments on the basis of internal reports about components of the Group that are regularly reviewed by the chief operating decision maker in order to allocate resources and to assess performance. The Group's chief operating decision maker has been determined as the Group's chief executive.
Information reported to the Group's chief operating decision maker for the purposes of resource allocation and assessment of segment performance is specifically focused on license areas. The Group's reportable segments for 2012 are as follows:
·; Naimanjal license area (gold, silver and copper)
ü Naimanjal mine
ü Koskuduk mine
ü Baitemir (includes Beschoku and Yubileiny)
·; Benkala (copper)
ü Benkala and South Benkala license area
The Group's measure of segment results is loss/profit before taxation and before the allocation of central administrative costs, Directors' salaries, and selling, general and administrative costs, finance costs and other gains or losses, in each case not directly related to license areas. Information regarding the Group's reportable segments is presented below.
5.2 Segment revenues and results
The following is an analysis of the Group's revenue and results by reportable segment:
Naimanjal license area | Benkala licence areas | Reconciling items | Consolidated 2012 | |||||||||
Naimanjal | Koskuduk | Baitemir, Beschoku Yubileiny | ||||||||||
Revenue | - | - | - | (5,372,018) | - | (5,372,018) | ||||||
Cost of sales | - | - | - | 5,208,375 | - | 5,208,375 | ||||||
Selling, general and administrative expenses | 772,951 | 760,016 | 675,784 | 2,795,158 | 1,773,193 | 6,777,102 | ||||||
Finance costs | - | - | 96,418 | 1,366,406 | 3,649,995 | 5,112,819 | ||||||
Foreign exchange loss, net | - | - | (23,936) | 42,813 | 18,436 | 37,313 | ||||||
Reversal of impairment loss | - | (418,386) | - | (418,386) | ||||||||
Gain from financial liability at fair value through profit or loss | - | - | - | - | (37,595) | (37,595) | ||||||
Other income, net | - | - | (8,455) | 91,555 | (37,649) | 45,451 | ||||||
Segment result loss before taxation | 772,951 | 341,630 | 739,811 | 4,132,289 | 5,366,380 | 11,353,061 | ||||||
Naimanjal license | Benkala Licence areas | Reconciling items | Consolidated 2011 | ||||||||
Naimanjal | Koskuduk | Baitemir, Beschoku Yubileiny | |||||||||
Revenue | - | (3,249,408) | - | - | - | (3,249,408) | |||||
Cost of sales | - | 2,947,958 | - | - | - | 2,947,958 | |||||
Selling, general and administrative expenses | - | 2,136,766 | - | 1,942,569 | 1,909,146 | 5,988,481 | |||||
Finance costs | - | 98,592 | - | 44,068 | 4,343,321 | 4,485,981 | |||||
Foreign exchange loss, net | - | 8,780 | - | 415,788 | 1,522 | 426,090 | |||||
Gain recognised on previously held interest | - | (53,635,325) | - | (53,635,325) | |||||||
Allowance for mpairment loss | - | 6,540,870 | - | - | - | 6,540,870 | |||||
Loss from financial liability at fair value through profit or loss | - | - | - | - | 37,595 | 37,595 | |||||
Other income, net | - | (81,044) | - | (10,976) | (47,013) | (139,033) | |||||
Segment result loss/(profit) before taxation | - | 8,402,514 | - | (51,243,876) | 6,244,571 | (36,596,791) |
Revenue recorded represents revenue generated from the Group's sole external customer (see Note 6). There were no intersegment sales.
The following is an analysis of the reconciling items between the total for operating segments and the consolidated total:
Central administra- tive costs | Directors' salaries | Selling, general and administrative costs not directly related to license areas | Finance costs not directly related to license areas | Other gains and losses not directly related to license areas | Total
| ||||||
Revenue | - | - | - | - | - | - | |||||
Cost of sales | - | - | - | - | - | - | |||||
Selling, general and administrative expenses | 107,661 | 469,306 | 1,196,226 | - | - | 1,773,193 | |||||
Finance costs | - | - | - | 3,694,486 | - | 3,694,486 | |||||
Foreign exchange loss, net | - | - | - | - | 18,436 | 18,436 | |||||
Reversal of impairment loss | - | - | - | - | - | - | |||||
Gain from financial liability at fair value through profit or loss | - | - | - | - | (37,595) | (37,595) | |||||
Other income, net | - | - | - | - | (37,649) | (37,649) | |||||
Segment result - Loss/(profit) before taxation | 107,661 | 469,306 | 1,196,226 | 3,694,486 | (56,808) | 5,410,871 |
Central administra- tive costs | Directors' salaries | Selling, general and administrative costs not directly related to license areas | Finance costs not directly related to license areas | Other gains and losses not directly related to license areas | Total
| ||||||
Revenue | - | - | - | - | - | - | |||||
Cost of sales | - | - | - | - | - | - | |||||
Selling, general and administrative expenses | 356,030 | 554,745 | 998,371 | - | - | 1,909,146 | |||||
Finance costs | - | - | - | 4,343,321 | - | 4,343,321 | |||||
Foreign exchange loss, net | - | - | - | - | 1,522 | 1,522 | |||||
Allowance for mpairment loss | - | - | - | - | - | - | |||||
Loss from financial liability at fair value through profit or loss | - | - | - | - | 37,595 | 37,595 | |||||
Other income, net | - | - | - | - | (47,013) | (47,013) | |||||
Segment result - Loss/(profit) before taxation | 356,030 | 554,745 | 998,371 | 4,343,321 | (7,896) | 6,244,571 |
5.3 Segment assets and liabilities
For the purposes of monitoring segment performance and allocating resources between segments:
·; all assets are allocated to reportable segments other than financial assets and tax assets; and
·; all liabilities are allocated to reportable segments other than financial liabilities, current and deferred tax liabilities, and other liabilities
2012 | 2011 | ||
Total assets | |||
Koskuduk mine | 29,375 | 639,911 | |
Baitemir (including Beschoku and Yubilenyi) exploration and evaluation asset | 6,333,417 | 4,822,257 | |
Benkala mine and South Benkala exploration and evaluation asset | 276,306,466 | 241,415,231 | |
Unallocated | 253,635 | 918,412 | |
| 282,922,893 | 247,795,811 |
2012 | 2011 | ||
Total liabilities | |||
Naimanjal mine | 1,372,795 | 676,502 | |
Koskuduk mine | 624,405 | 1,836,523 | |
Baitemir (including Beschoku and Yubilenyi) exploration and evaluation asset | 2,266,592 | - | |
Benkala license areas | 85,719,945 | 54,091,692 | |
Unallocated | 42,917,763 | 29,987,521 | |
| 132,901,500 | 86,592,238 |
5.4 Other segment information
The accounting policies of the reportable segments are the same as the Group's accounting policies described in Note 4.
Depreciation and amortization charges for the year are:
Naimanjal license area:
·; Naimanjal mine nil (2011: nil)
·; Koskuduk mine nil (2011: $752,939)
·; Baitemir mine $56,014 (2011: nil)
·; Benkala license areas $4,717,105 (2011: $1,020,039)
6. REVENUE
2012 | 2011 | ||
Revenue from the sale of cathode copper | 5,372,018 | - | |
Revenue from the sale of gold and silver | - | 3,249,408 | |
5,372,018 |
3,249,408 |
The Company has an off-take agreement with its sole customer for 100% of KazCopper's production for the earlier of a four year period from commencement of production (being August 2012) or production and delivery of 50,000 metric tonnes of grade A copper. During the year ended December 31, 2012 the Group delivered 692 metric tonnes of copper to its customer. The off-take agreement includes a $60 discount on the spot price of grade A copper.
All of the Group's sales of copper in 2012 are made to one customer registered in the Cayman Islands and prior to 2012 all gold and silver dore alloy sales were made to one customer in Switzerland.
7. COST OF SALES
2012 | 2011 |
| ||
| ||||
Labour | 4,050,972 | 1,027,867 |
| |
Third party services | 2,487,691 | 257,196 |
| |
Mineral extraction tax | 1,539,776 | 139,020 |
| |
Consumables and spares | 1,075,941 | 473,851 |
| |
Maintenance | 28,840 | 54,849 |
| |
Other expenses | 144,471 | 4,780 |
| |
Cash operating costs | 9,327,691 | 1,957,563 |
| |
Depreciation and depletion | 2,031,274 | 990,395 |
| |
Total cost of production | 11,358,965 | 2,947,958 | ||
Change in finished goods and work-in-progress | (6,150,590) | - | ||
Total cost of sales | 5,208,375 | 2,947,958 |
8. SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
2012 | 2011 | ||
Employee benefit expenses | 1,883,761 | 2,493,671 | |
Accrual of restoration costs for Naimanjal and Koskuduk (Note 20) | 1,532,163 | - | |
Travel and accommodation | 517,516 | 225,842 | |
Public relations and promotion | 403,565 | 498,907 | |
Write off of non-current prepayments | 319,264 | - | |
Taxes other than income tax including penalties | 314,377 | 1,079,360 | |
Rent and office services | 299,749 | 174,543 | |
Financial and consulting services | 219,935 | 662,064 | |
Audit and accounting fees | 210,580 | 217,334 | |
Selling expenses | 206,379 | 105,786 | |
Telecommunication | 143,109 | 133,059 | |
Bank charges | 117,412 | 83,561 | |
Printing stationary and office miscellaneous | 87,252 | 21,419 | |
Depreciation and amortization | 74,018 | 54,228 | |
Insurance | 73,403 | 84,517 | |
Change in provision for VAT receivable (Note 15) | (11,125) | 58,981 | |
Other expenses | 385,744 | 95,209 | |
| 6,777,102 | 5,988,481 |
9. FINANCE COSTS
2012 | 2011 | ||
Finance costs | |||
Interest paid/payable on bank loans | 2,704,708 | 772,083 | |
Interest paid/payable on notes payable | 1,893,995 | 1,020,713 | |
Interest paid/payable on loans from related parties | 1,704,593 | 3,057,522 | |
Unwinding of discount on other financial liabilities (Note 21) | 331,543 | 369,816 | |
Unwinding of discount on site restoration provision (Note 20) | 31,018 | 37,930 | |
Total finance costs | 6,665,857 | 5,258,064 | |
Less: borrowing costs capitalized to mine development assets | (1,553,038) | (772,083) | |
Finance costs | 5,112,819 | 4,485,981 |
10. EXPLORATION AND EVALUATION ASSETS
2012 | 2011 | ||
Naimanjal license area | 5,883,533 | 4,822,257 | |
South Benkala license area | 3,469,521 | 2,850,628 | |
9,353,054 | 7,672,885 |
Movements for the year are summarized as follows:
2012 | 2011 | ||
At January 1 | 7,672,885 | 4,087,212 | |
South Benkala area additions | 618,893 | - | |
Purchase of South Benkala license area | - | 2,850,628 | |
Naimanjal license area additions | 1,061,276 | 735,045 | |
At December 31 | 9,353,054 | 7,672,885 |
11. MINE DEVELOPMENT ASSETS
Mineral rights | Field preparation | Site restoration asset | Historical cost | Contractual social infrastructure | Total | |||||||
Cost: | ||||||||||||
At January 1, 2011 | 19,750,000 | 21,675,044 | 334,994 | 365,966 | 359,445 | 42,485,449 | ||||||
Additions | - | 1,753,962 | - | - | - | 1,753,962 | ||||||
Purchase of Maminskoye | 32,640,000 | - | - | - | - | 32,640,000 | ||||||
Acquired on business combination | 154,869,331 | 3,152,337 | 46,184 | - | 378,604 | 158,446,456 | ||||||
Change in estimates (Note 20) | - | - | 522,191 | - | - | 522,191 | ||||||
Disposal | (32,640,000) | - | - | - | - | (32,640,000) | ||||||
At December 31, 2011 | 174,619,331 | 26,581,343 | 903,369 | 365,966 | 738,049 | 203,208,058 | ||||||
Additions | - | 1,865,232 | - | - | 2,755,509 | 4,620,741 | ||||||
Transfer to Capital work in progress | - | (1,882,888) | - | - | - | (1,882,888) | ||||||
At December 31, 2012 | 174,619,331 | 26,563,687 | 903,369 | 365,966 | 3,493,558 | 205,945,911 | ||||||
Accumulated depreciation and impairment loss: | ||||||||||||
At January 1, 2011 | - | (15,045,630) | (172,838) | (12,590) | - | (15,231,058) | ||||||
Charge for the year | - | (137,886) | (43,282) | (52,045) | - | (233,213) | ||||||
Impairment loss | - | (798,330) | (250,596) | (301,331) | - | (1,350,257) | ||||||
At December 31, 2011 | - | (15,981,846) | (466,716) | (365,966) | - | (16,814,528) | ||||||
Charge for the year | (1,030,230) | (304,292) | (14,170) | - | (113,372) | (1,462,064) | ||||||
At December 31, 2012 | (1,030,230) | (16,286,138) | (480,886) | (365,966) | (113,372) | (18,276,592) | ||||||
Net carrying amount: | ||||||||||||
At December 31, 2011 | 174,619,331 | 10,599,497 | 436,653 | - | 738,049 | 186,393,530 | ||||||
At December 31, 2012 | 173,589,101 | 10,277,549 | 422,483 | - | 3,380,186 | 187,669,319 |
Benkala licence area
As disclosed in Note 18, Frontier acquired the remaining 50% of the Benkala project onApril 11, 2011. Prior to the acquisition, the carrying value of the Group's existing 50% investment in the project, which was made in November 2007, was $18,693,500. As these transactions represent a business combination achieved in stages, the Group re-measured its initial 50% interest in the Benkala project at April 11, 2011 as follows:
$ | |
Fair value at April, 2011 | 72,328,825 |
Carrying value | (18,693,500) |
Gain | 53,635,325 |
The gain of $53,635,325 was recorded in statement of comprehensive income in 2011.
According to Kazakhstani regulations and requirements for subsoil use holders, entities are obliged to finance certain social infrastructure development projects. For the Benkala project, these obligations are described in Note 21 and the fair value of the estimated future cash outflows at December 31, 2012 amounting to $2,755,509 (2011: $738,049) has been recognised as a component of mine development assets.
Naimanjal licence area
In July 2011, management made a decision to suspend operations at the Koskuduk mine (the impairment loss recognised in the year ended December 31, 2011 amounted to $6,540,870). During 2012, the Group focused on developing its copper deposits at Baitemir, with Beschoku and Yubileiny as possible satellite feeders to Baitemir.
The Group recorded a total impairment loss of $6,540,870 in the consolidated statement of comprehensive income for the year ended December 31, 2011 which was attributable to the suspension of production in the Naimanjal and Koskuduk mines. The impairment loss affected the following classes of assets: property, plant equipment of $4,508,511 (see Note 12), mine development assets of $1,350,257 (see Note 11) and inventories of $682,102.
In January 2012 the Group applied to the Kazakhstan regulatory authorities to surrender the subsoil use licenses for the Koskuduk and Naimanjal mines. On May 10, 2012, the Group received the State approval for the surrender of the licences. As disclosed in Note 1, the Group was required to provide a liquidation program to the competent state bodies within 180 days from the date of approval.
On June 20, 2012 the Group provided the liquidation program to the relevant regulatory bodies. As a result, an additional accrual of site restoration obligation of $1,532,163 attributable to future restoration and liquidation costs at Naimanjal and Koskuduk was recognised in the statement of comprehensive income (see Note 8 and Note 20).
12. PROPERTY, PLANT AND EQUIPMENT
Buildings | Machinery & equipment | Transport & vehicles | Office equipment | Capital work in progress | Total | ||||||
Cost: | |||||||||||
At January 1, 2011 | 5,159,299 | 4,965,639 | 4,269,355 | 363,070 | 241,672 | 14,999,035 | |||||
Additions | 220,005 | 158,299 | 319,112 | 122,173 | 27,854,580 | 28,674,169 | |||||
Acquired on business combination | 54,749 | 341,719 | 2,065,043 | 88,323 | 4,791,548 | 7,341,382 | |||||
At December 31, 2011 | 5,434,053 | 5,465,657 | 6,653,510 | 573,566 | 32,887,800 | 51,014,586 | |||||
Additions | 288,218 | 2,978,797 | 7,249 | 1,287,258 | 14,367,970 | 18,929,492 | |||||
Transfers | 22,581,506 | 14,941,237 | 72,462 | 486,072 | (38,081,277) | - | |||||
Transfer from mine development assets | - | - | - | - | 1,882,888 | 1,882,888 | |||||
Disposals | - | (418,386) | - | - | - | (418,386) | |||||
At December 31, 2012 | 28,303,777 | 22,967,305 | 6,733,221 | 2,346,896 | 11,057,381 | 71,408,580 | |||||
Accumulated depreciation and impairment loss: | |||||||||||
At January 1, 2011 | (3,025,197) | (2,920,611) | (959,521) | (243,873) | - | (7,149,202) | |||||
Charge for the year | (203,474) | (273,813) | (1,003,287) | (59,191) | - | (1,539,765) | |||||
Impairment loss (Note 11) | (1,930,879) | (1,471,340) | (1,100,923) | (5,369) | - | (4,508,511) | |||||
At December 31, 2011 | (5,159,550) | (4,665,764) | (3,063,731) | (308,433) | - | (13,197,478) | |||||
Charge for the year | (1,253,007) | (977,308) | (785,057) | (295,683) | - | (3,311,055) | |||||
Reversal of impairment loss | - | 418,386 | - | - | - | 418,386 | |||||
At December 31, 2012 | (6,412,557) | (5,224,686) | (3,848,788) | (604,116) | - | (16,090,147) | |||||
Net carrying amount: | |||||||||||
At December 31, 2011 | 274,503 | 799,893 | 3,589,779 | 265,133 | 32,887,800 | 37,817,108 | |||||
At December 31, 2012 | 21,891,220 | 17,742,619 | 2,884,433 | 1,742,780 | 11,057,381 | 55,318,433 |
As stated in Note 11, the Group recorded an impairment loss against property, plant and equipment attributable to the suspension of production in the Naimanjal and Koskuduk mines as at December 31, 2011.
During 2012 the Group sold equipment to third parties in the amount of $418,386 related to Koskuduk mine. As a result the Group reversed an impairment loss and increased the carrying amount of the asset to its recoverable amount of $418,386.
13. INVENTORIES
2012 | 2011 | ||
Work in progress | 5,346,667 | - | |
Consumables and spare parts | 2,888,131 | 234,143 | |
Ore stockpiles | 1,457,502 | - | |
Other | 73,974 | - | |
| 9,766,274 | 234,143 |
14. CASH AND CASH EQUIVALENTS
2012 | 2011 | ||
KZT current bank account | 18,821 | 569,569 | |
US dollar current bank account | 2,138,916 | 889,517 | |
Cash deposits | 389,593 | 362,047 | |
GBP current bank account | 16,716 | 28,895 | |
Cash on hand | 9,630 | 12,769 | |
2,573,676 | 1,862,797 | ||
Less: Restricted cash deposit | (389,593) | (362,047) | |
| 2,184,083 | 1,500,750 |
Restricted cash
Restricted cash represents cash held in a restricted bank account for future site restoration works. Pursuant to the Benkala Subsoil Use Contract, the Group is required to accumulate cash to meet future obligations to remediate the mine site.
15. VALUE ADDED TAX RECEIVABLE
2012 | 2011 | ||
Amount receivable | 7,183,297 | 4,608,898 | |
Less: provision for non-recovery | (695,031) | (706,156) | |
6,488,266 | 3,902,742 | ||
Classified as: | |||
Current assets | 1,000,218 | 1,987,216 | |
Non-current assets | 5,488,048 | 1,915,526 | |
| 6,488,266 | 3,902,742 |
Movement in provision for non-recovery:
2012 | 2011 | ||
At January 1 | (706,156) | (647,175) | |
Additions to provision | - | (58,981) | |
Reversal of provision | 11,125 | - | |
At December 31 | (695,031) | (706,156) |
16. NON CASH TRANSACTIONS
Property, plant and equipment
At December 31, 2012 the Group capitalised borrowing costs of $1,553,038 (2011: $772,083)(see Note 9). Also, as disclosed in Note 11 and 12, at December 31, 2012 the Group reclassified the cost of construction of two leaching pads of $1,882,888 from mine development assets to property, plant and equipment.
Convertible loan
At May 26, 2012 Casterwal Invest Ltd. assumed a debt of $2,201,038 previously owed to Sokol Holdings Limited Inc, and paid out Sokol Holdings Inc. on a mutually agreeable basis (see Note 21).
17. SHARE CAPITAL
At December 31, 2012 the Company's authorized capital comprised 3,000,000,000 ordinary shares of $0.01 nominal value per share (2011: 3,000,000,000 shares at $0.01 nominal value each).
Movements in the issued share capital for the years ended December 31, 2012 and 2011 wereas follows:
Number of shares and outstanding | Nominal amount | Additional paid in capital | Total | Issue price per share (USD cents) | |||||
January 1, 2011 | 1,857,747,306 | 18,577,473 | 190,977,686 | 209,555,159 | |||||
Issued to settle accounts payable | 3,166,667 | 31,667 | 356,557 | 388,224 | 12.26 | ||||
December 31, 2011 | 1,860,913,973 | 18,609,140 | 191,334,243 | 209,943,383 | |||||
December 31, 2012 | 1,860,913,973 | 18,609,140 | 191,334,243 | 209,943,383 |
18. BUSINESS COMBINATION
Combination of 50% Benkala and 100% Maminskoye
In 2010 Frontier entered into a contract with Coville, a related party, to acquire the remaining 50% interest in the Benkala project it did not own and a 100% interest in the Maminskoye gold exploration asset in Russia, in exchange for Frontier shares. This transfer of interest in the Benkala project was subject to final approval by Kazakhstan regulatory authorities and this was formally issued on April 11, 2011 at which time Frontier obtained control of the Benkala project and the interest in the Maminskoye gold exploration asset. In December 2010, Frontier issued 873,215,000 shares which had a fair value at that date of $98,877,819, as consideration for these assets.
At December 31, 2010 Frontier had recorded receivables due from Coville, a related party, of $6,091,006.. This amount related to Coville's proportionate share of Benkala project development costs incurred up to that date which had been funded by FML. This receivable due from Coville was forgiven by Frontier as part of the April 2011 settlement of the business combination transaction. Accordingly, total consideration paid by Frontier was $104,968,825 being the fair value of the Frontier shares issued in 2010 of $98,877,819 and the amount of the receivables due from Coville which were forgiven by Frontier.
Prior to this combination, the Group's 50% ownership interest in the Benkala project was treated as a joint venture arrangement and was accounted for using the proportionate consolidation method.
Full ownership of Benkala was sought to maximize the value of the Company's mining operations.
Assets | Fair value of net assets acquired $ | |
Cash and cash equivalents | 443,078 | |
Current assets | 2,480,408 | |
Mine development assets including Mineral rights | 181,732,762 | |
Purchase of Maminskoye asset | 32,640,000 | |
Property, plant and equipment | 18,688,185 | |
Total assets | 235,984,433 | |
Liabilities | ||
Loans payable | 20,603,788 | |
Trade payables | 1,418,712 | |
Financial liabilities | 757,208 | |
Restoration obligation | 92,368 | |
Other liabilities | 890,841 | |
Deferred tax liability | 34,923,866 | |
Total liabilities | 58,686,783 | |
Disposal of Maminskoye asset | 32,640,000 | |
Fair value of net assets acquired | 144,657,650 | |
Cost of acquisition of additional 50% interest | 72,328,825 | |
Previously held 50% interest at fair value (Note 11) | 72,328,825 | |
Total | 144,657,650 | |
Cash balances acquired | 443,078 | |
Cash balances previously held under proportionate consolidation method | 214,875 | |
Consideration paid | - | |
Net cash inflow | 228,203 |
Cost of acquisition
Benkala | Maminskoye | Total | ||||
Fair value of consideration paid | 72,328,825 | 32,640,000 | 104,968,825 |
The carrying value of the net assets of Benkala at the acquisition date when the Group acquired the remaining 50% interest was $18,693,500. The difference between the carrying value of the original 50% interest in Benkala of $18,693,500 and the fair value of that 50% interest at the date of gaining control in April 2011 of $72,328,825 was recorded in the statement of comprehensive income as a gain recognised on previously held interest of $53,635,325.
As a result of the fair value assessment as part of the business combination, the Group recorded an increase in net assets of $125,964,150 being the difference between the carrying value of the original 50% interest in Benkala of $18,693,500 and the fair value of 100% net assets acquired of $144,675,650. The increase in net assets was comprised the of the following: mine development assets of $158,446,456 (see Note 11), property, plant and equipment of $7,341,382 (see Note 12), HSBC Bank borrowings of $6,000,000 (see Note 19), deferred tax liability of $34,923,866 (see Note 23), other financial liabilities of $378,604 (see Note 21) and other current assets of $1,478,782.
Maminskoye asset purchase
As part of the business combination of the remaining 50% interest in the Benkala project, the Group also obtained a 100% ownership interest in the Maminskoye asset, a Russian gold exploration stage entity. On July 26, 2011 the Group sold the Maminskoye asset to an unrelated party for $37,450,000. The sale transaction was structured through the sale of the shares $30,662,767 and assignment of the debt of $6,787,233 which Maminskoye owed to the Group.
During 2011, the Group had provided loans to Maminskoye of $4,360,000 so that entity could fulfill its minimum working program requirements under its subsoil use license. At December 31, 2010 the Group had loan receivable of $450,000 from Maminskoye entity. These loans receivable were forgiven on the date of the business combination. The fair value of the purchase for Maminskoye asset of $32,640,000 represents net proceeds received on sale of Maminskoye asset of $37,450,000 minus loans forgiven in full as part of the sales transaction.
19. BORROWINGS AND FINANCIAL LIABILITIES AT FAIR VALUE THROUGH PROFIT OR LOSS
2012 | 2011 | ||
Non-current: | |||
Bank loans | 33,740,182 | 8,696,228 | |
Related party loans | 13,840,902 | 7,865,902 | |
Notes payable | - | 8,800,000 | |
47,581,084 | 25,362,130 | ||
Current: | |||
Notes payable | 19,350,000 | 5,000,000 | |
Related party loans | 1,360,553 | - | |
Third party loan | 600,000 | - | |
Convertible note to Sokol Holdings Inc. | - | 210,595 | |
Accrued interest | 5,059,512 | 3,167,191 | |
26,370,065 | 8,377,786 | ||
73,951,149 | 33,739,916 |
Fair value of financial liabilities
Convertible note to Sokol Holdings Inc.
The Group made a final repayment of the note on January 3, 2012. There was no interest paid on the note in 2012 (2011: $33,775).
New Technology LLP loan
On April 30, 2009 the Company signed a $10 million unsecured financial loan facility with New Technology LLP, a related party. The facility has an interest rate of 15% per annum and was initially for a period of two years with interest payable monthly. The loan facility was increased to $20 million in October 2010 and the maturity date was extended to January 31, 2014 in December 2011; other terms of the loan facility remained unchanged. Under the terms of the facility, New Technology LLP was granted warrants to subscribe for 407,540,430 Frontier shares which were exercised in 2010. Further draw downs of this facility occurred during the year to finance exploration and development of the Naimanjal and Benkala license areas and at December 31, 2012 the outstanding amount of the loan was $13.3 million.
On June 27, 2012 New Technology LLP provided an additional interest free loan of $398,036 (equivalent to 60 million KZT) to KazCopper LLP. The payment date is not later than one year from the date of signing the agreement. The purpose of the loan was to finance the working capital and remained outstanding at December 31, 2012. At December 31, 2012 the liability was recorded at fair value.
Third party loans
On December 20, 2012, Dunliary Management provided an interest free loan of $600,000 to the Company. The payment date is December 20, 2013. The purpose of the loan was to finance the working capital of Kazcopper LLP.
Bank loans
In December 2011, KazCopper LLP signed an agreement to obtain a bank loan facility of $29 million. In August 2012, an amendment to the agreement was signed increasing the total facility amount to $35 million.
The facility comprises two components, being a $25 million investment loan and a $10 million working capital credit facility. The investment loan is for a period of 48 months, with a grace period for principal repayments of 12 months and an annual interest rate of 9%. Interest is payable quarterly in arrears. The working capital credit facility is for 36 months with annual interest rate of 7.5% and 8.5% during this period. In August 2012, the maturity of the facility was extended to October 2018 and the grace period for principal repayment was extended until April 2014. The investment loan facility is secured by the assets and share capital of KazCopper LLP.
Movements in this borrowing during the year were as follows:
2012 | 2011 | ||
At January 1 | 8,696,228 | - | |
Proceeds from draw down of loan | 25,043,954 | 8,696,228 | |
At December 31 | 33,740,182 | 8,696,228 |
Pledge commitments
Under the bank loan the Group has pledged the following items:
(i) Subsoil use right under the Subsoil Use Contract #2482 dated November 15, 2007 for development and extraction on Benkala minefield (see Note 1) with carrying amount of
(ii) $81 million;
(iii) 20 items of tangible assets (mainly mining equipment) located at Benkala minefield with carrying amount of $4.3 million;
(iv) 100% ownership in KazCopper LLP share capital (the Company's subsidiary);
(v) Machinery and equipment which will be received in future according to 10 concluded contracts with estimated purchase cost of $5.2 million;
(vi) Guarantee obtained from Sberbank Russia, OJSC (Russian Federation, Moscow);
(vii) Personal guarantee of Mr.Adil Tastanov, a related party, for the total amount of provided loan facility.
Notes payable
During 2011, the Company issued four separate notes payable to two lenders.
·; Central Asian Educational Services SA ("CAES"). Notes payable of $2.4 million were issued on April 28, 2011 and $1.4 million on June 3, 2011. During 2012, principal repayments of $450,000 were made by the Group. Both notes payable have the same terms and are for twelve months and have an interest rate of 12% per annum, with interest to be paid quarterly in arrears. The notes have attached share warrants of 7,680,000 and 4,480,000, respectively, with an exercise period of two years from the issuance date. The share warrants entitle the note holder to subscribe for Frontier shares at an exercise price of 8 pence per share. On February 28, 2012 the parties agreed to extend the maturity date of both notes payable for an additional twelve months and in February 2013 the note due on April 28 was extended for a further three months to July 28, 2013. In May 2013 the note due on June 3 was extended to September 2, 2013. All other conditions including terms and conditions of the warrants remained the same.
·; EXP T1 RK Mine Finance Trust 1, part of the Red Kite Group of Investment Funds ("Red Kite"). A note payable of $5 million was issued on June 10, 2011 and $5 million on August 23, 2011. The first $5 million note was repayable in twelve months and the second in eighteen months from the date of issuance. Both notes were subsequently extended and are now due on August 22, 2013. Both notes payable have an annual interest rate of 12%, with interest to be paid quarterly in arrears. Concurrently, the Group entered into an off-take agreement with Red Kite which became effective in August, 2012, from the commencement of production at Benkala, and will expire at the earlier of a four year period from the beginning of production at Benkala or upon delivery to Red Kite of 50,000 metric tonnes of copper by the Group. The off-take agreement is for 100% of KazCopper's production from the commencement to the expiration of the agreement.
During 2012, the Company issued three separate notes payable to one lender.
On April 18, 2012 Frontier signed an agreement for a note payable of US$1.6 million with Nursultan Nazarbayev Educational Fund ("NNEF"). The note payable was provided with 5,120,000 share warrants at a strike price of 8 pence. Subsequently on June 20, 2012 and December 27, 2012, Frontier signed additional agreements for notes payable of US$3 million and US$1.4 million with NNEF. No warrants were attached to these notes. All notes issued to NNEF totaling $6 million bear interest of 12% per annum. The maturity dates of the notes payable are August 18, 2013 ($1.6 million), September 20, 2013 ($ 3 million) and January 27, 2014 ($1.4 million).
Share warrants associated with notes payable
Under the terms of the notes payable issued on April 28, 2011 to CAES, Frontier issued CAES 7,680,000 share warrants at a strike price of 8 pence (equivalent to $0.1243 at the date of issuance) per share. On June 8, 2011, Frontier signed an additional note payable of $1.4 million with CAES. Under the terms of this borrowing, Frontier issued CAES with an additional 4,480,000 share warrants at a strike price of 8 pence (equivalent to $0.1308 at the date of issuance) per share. The share warrants can be exercised at the discretion of the holder in any period up to two years from the date of issuance.
Frontier issued to NNEF 5,120,000 share warrants on April 18, 2012 at a strike price of 8 pence (equivalent to $0.1271 at the date of issuance) per share. The share warrants can be exercised at the discretion of the holder in any period up to one year from the date of issuance.
At December 31, 2012 none of the above share warrants have been exercised.
2012 | 2011 | ||
Number of warrants | Number of warrants | ||
At January 1 |
12,160,000 |
- | |
Granted | 5,120,000 | 12,160,000 | |
Exercised | - | - | |
At December 31 | 17,280,000 | 12,160,000 |
The Group uses a valuation technique based on option valuation models and market data related to its share price and volatility at the reporting date to determine the fair value of the share warrants which are a derivative financial liability. The key assumptions for determination of the fair value of the share warrants at December 31, 2012 were as follows:
For warrants associated with notes issued in 2012
·; Share price | 2.03 pence (equivalent of $0.03) |
·; Strike price - as per contract | 8.0 pence |
·; Years to maturity | 1 year |
·; Risk free rate | 4.23% |
·; Annualized volatility | 44% |
·; Exchange rate GBP to USD | 1.6261 |
For warrants associated with notes issued in 2011
·; Share price | 2.03 pence (equivalent of $0.03) |
·; Strike price - as per contract | 8.0 pence |
·; Years to maturity | 2 years |
·; Risk free rate | 0.16% |
·; Annualized volatility | 47% |
·; Exchange rate GBP to USD | 1.6261 |
Based on the above, the fair value of the financial liability recorded at fair value through profit or loss at December 31, 2012 is a gain from change in fair value of $37,595 (2011: loss from change in fair value of $37,595).
20. SITE RESTORATION PROVISION
Environmental restoration provisions are related to obligations to restore and make mines safe after use and the estimated costs of cleaning up any possible contamination. Most of these costs are expected to be incurred at the end of mining operations, approximately between the years 2017 to 2022. The extent and cost of future remediation programs are inherently difficult to estimate. They depend on the estimated lives of the mines, the scale of any possible contamination and the timing and extent of corrective actions.
2012 | 2011 | ||
At January 1 | 1,101,981 | 495,676 | |
Addition on business combination | - | 46,184 | |
Unwinding of discount (Note 9) | 31,018 | 37,930 | |
Change in estimate | 1,532,163 | 522,191 | |
At December 31 | 2,665,162 | 1,101,981 |
At December 31, 2012 the site restoration provision of $2,665,162 includes an amount of $2,191,025 attributable to the Naimanjal and Koskuduk mines and $474,137 attributable to Benkala mine(2011: $658,862 attributable to the Naimanjal and Koskuduk mines and $442,119 attributable to Benkala).
The following assumptions were used to estimate the net present value of the provision for future site restoration of the Benkala mine:
·; Expected timing of future cash outflows - to 2022
·; Discount rate - 7% per annum (2011: 7%)
·; Inflation rate -5% per annum (2011: 5%)
Under the Benkala Subsoil Use Contract, the Group is required to transfer 1% of total annual investments into a special deposit account during the license period. The special deposit account is not accumulated to cover the full value of the restoration provision.
As disclosed in Note 1, in 2011 and 2010management made decisions to suspend operations at the Koskuduk mine and the Naimanjal mines, respectively. In May 2012, management contracted a third party company to prepare a liquidation program for the Koskuduk and Naimanjal mines. During 2011 whilst a final liquidation program was not finalised by external experts, management prepared its best estimate of the restoration provision of $1,101,981 and recognised a change in estimate of $522,191 attributable to Koskuduk and Naimanjal mines of $177,905 and $344,285 to Benkala mine as at December 31, 2011.
As described in Note 11, during 2012 the Group finalised the liquidation program for Naimanjal and Koskuduk mines and provided it to the relevant regulatory bodies. As at December 31, 2012 the Group recognized a change in estimate of $1,532,163 in profit and loss (Note 8).
·; The expected timing of future cash outflows is 2014-2017;
·; The total amount of future estimated cash out flows in current prices is $2,191,025(2011: $658,862).
21. OTHER FINANCIAL LIABILITIES
2012 | 2011 | ||
Geological studies | |||
At January 1 | 803,484 | 745,024 | |
Unwinding of discount (see Note 9) | 96,418 | 58,460 | |
899,902 | 803,484 | ||
Aktobe development | |||
As of January 1 | - | - | |
Addition | 2,755,509 | - | |
Unwinding of discount (see Note 9) | 146,869 | - | |
2,902,378 | - | ||
Astana fund | |||
At January 1 | 691,362 | 378,604 | |
Addition on business combination | - | 378,604 | |
Unwinding of discount (see Note 9) | 36,849 | 37,602 | |
Repayment | - | (103,448) | |
728,211 | 691,362 | ||
Payables to related parties (Note 27) | |||
At January 1 | 3,361,038 | 3,287,284 | |
Equity component of convertible loan issued during the year | (118,833) | - | |
Unwinding of discount (see Note 9) | 51,407 | 273,754 | |
Repayment | (300,000) | (200,000) | |
| 2,993,612 | 3,361,038 | |
At December 31 | 7,524,103 | 4,855,884 |
Classified as: | |||
Current liabilities | 3,252,233 | 3,412,762 | |
Non-current liabilities | 4,271,870 | 1,443,122 | |
| 7,524,103 | 4,855,884 |
Geological studies
The Group is obligated to reimburse the Government of Kazakhstan an amount of $1,436,400 for the historical cost of geological studies performed in respect of the Naimanjal contract. The Group paid $14,364 upon assuming the liability: the remaining amounts have been discounted at a rate of 12% per annum to a net present value of the remaining liability.
Pursuant to the subsoil use and exploration contracts, the historical cost of geologic studies is to be paid in equal, quarterly instalments, commencing from the date of commercial production as evidenced by an approval from the appropriate governmental authority.
In 2009, the estimate of the Naimanjal obligation was based on the assumption that full commercial production would begin in the fourth quarter of 2010. In 2010 the Group deferred commercial production at the Naimanjal mine. The obligation remains until such time as the Group returns the whole licence area to the State or starts commercial production which is expected to be after 2015.
Contractual social infrastructure
Aktobe development
Under the Benkala subsoil contract, there are commitments for social obligation payments payable equally over the 29 year period of the licence. At December 31, 2012 the Group had balance payable of $4,965,517. At December 31, 2012 the liability has been discounted at 5.33% per annum to arrive at its net present value of $2,755,509. A corresponding asset is capitalized as a component of mine development assets (Note 11).
Astana fund
Under the Benkala subsoil contract, there is a liability of $1.5 million for social payments to the Astana construction fund. At December 31, 2012 the gross undiscounted liability was equal to $1,241,379. The liability has been discounted at 5.33% per annum to arrive at its net present value. A corresponding asset was capitalised ascomponent of mine development assets in year ended December 31, 2010.
Payables to related parties
At December 31, 2011 the Group had amounts due of $2,501,038 to Sokol Holding Inc., a related party through 2011, ("Sokol") and $860,000 to Coville Intercorp Ltd. ("Colville"), a related party. These loans were interest free and due in May 2012 and December 2013, respectively. The liability due to Sokol had previously been discounted to fair value and this discount was recognised in equity.
During 2012 the Group paid $300,000 to Sokol.
On May 31, 2012 Frontier entered into a convertible loan agreement of $2,201,038 with Casterwal Invest Ltd., a related party through September 30, 2012, for the purpose of repaying the remained outstanding debt to Sokol. Upon issuance of the convertible loan Casterwal Invest Ltd assumed the liability due to Sokol. The loan was granted on an interest-payable basis with an annual rate of 4% payable quarterly. The maturity date of the loan is September 30, 2013. At December 31, 2012 the balance payable to Casterwal Invest Ltd., including accrued interest, was $2,458,274.
The convertible loan terms include an option for the lender to convert the loan to 31,300,000 shares of Frontier at a conversion rate of 5 pence (equivalent to $0.07) per share. At the maturity date at the option of the lender the convertible loan can be settled either by issuance of shares of Frontier or repaid in cash. The conversion feature has been segregated from the liability and recorded separately. At the date of issuance of the convertible loan the fair value of the liability component was estimated in the amount of $2,082,204 using the market rate of 9.7% per annum and was recorded as a liability. The equity component was determined by deducting the amount of the liability component from the fair value of the compound instrument. As a result, an equity component of $118,833 was recognized, net of income tax effect of $23,766 and was not subsequently re-measured.
22. DUE TO THE US TRADE AND DEVELOPMENT AGENCY
2012 | 2011 | ||
Non-current portion | 340,000 | 340,000 |
In the year ended December 31, 2007, Frontier received a grant from the US Trade and Development Agency ("TDA"), denominated in US Dollars. In accordance with the terms of the grant, the grant is refundable to the TDA when Frontier succeeds in obtaining funding for the Naimanjal mine based on the feasibility study that the grant was provided to finance. Management believes that the liability will be forgiven in 2013 because operations at the Naimanjal mine were suspended.
23. TAXATION
23.1 Income tax recognized in profit or loss
2012 | 2011 | ||
Income tax expense comprises: | - | - | |
Current tax expense | - | - | |
Deferred tax (benefit)/expense relating to the origination and reversal of temporary differences | (75,814) | 319,896 | |
Total income tax expense | (75,814) | 319,896 |
The total (benefit)/expense for the year is reconciled to (loss)/profit before income tax as follows:
2012 | 2011 | ||
(Loss)/profit before income tax | (11,353,061) | 36,596,791 | |
Tax at the statutory tax rate of 20% | (2,270,612) | 7,319,358 | |
Effect of nil tax applicable to the parent entity | 1,057,441 | (9,272,723) | |
Change in unrecognized deferred tax asset attributable to tax losses | 1,454,059 | 4,146,560 | |
Change in unrecognised deferred tax asset attributable to temporary differences | (468,214) | 401,379 | |
Effect of business combination | - | (842,630) | |
Effect of permanent differences | 47,536 | 159,304 | |
Change in estimate attributable to unrecognised deferred tax asset in prior years | 103,976 | (1,591,352) | |
Income tax (benefit)/expense | (75,814) | 319,896 |
The reconciliation of (loss)/profit before income tax to income tax (benefit)/expense is presented using the Kazakhstan corporate income tax rate as this is the country where the Group's principal operations are located.
23.2 Deferred tax balances
2012 | 2011 | ||
Deferred tax liability | |||
Temporary differences | |||
Mine development assets | (34,858,333) | (34,923,866) | |
Convertible loan | (13,485) | - | |
Deferred tax liabilities | (34,871,818) | (34,923,866) |
2012 | 2011 | ||
Deferred tax liability at January 1 | (34,923,866) | 319,896 | |
Credited/(charged) to the statement of comprehensive income | 75,814 | (319,896) | |
Deferred tax liability attributable to convertible loan recognised directly in equity | (23,766) | - | |
Deferred tax liability attributable to Mineral rights acquired on business combination | - | (34,923,866) | |
Net deferred tax liability at December 31 | (34,871,818) | (34,923,866) |
23.3 Unrecognized deferred tax assets
2012 | 2011 | ||
Unrecognised deferred tax asset attributable to tax losses | 5,708,902 | 4,254,843 | |
Unrecognised deferred tax asset attributable to temporary differences | 3,534,772 | 4,002,986 | |
| 9,243,674 | 8,257,829 |
At December 31, 2012 the Group had an unrecognized deferred tax asset attributable to temporary differences of approximately $3.5 million primarily related to impairment losses recorded in 2011 and 2010 related to the Naimanjal and Koskuduk mines (see Note 11) and due to tax losses of $5.7 million.
At December 31, 2012 a deferred tax liability due to accelerated taxation depreciation at Kazcooper LLP has been offset against the tax losses carried forward as it arose within another Kazakhstani subsidiary.
Deferred tax assets have not been recognised because it is not yet sufficiently probable that future taxable profit will be available against which the Company can utilize the benefits.
24. TRADE ACCOUNTS PAYABLE
2012 | 2011 | ||
Trade payables | 9,291,126 | 9,010,115 | |
Trade payables to a related party | 750,000 | 750,000 | |
| 10,041,126 | 9,760,115 |
The average credit period on purchases is 30 days. No interest is charged on trade payables.
25. OTHER CURRENT LIABILITIES
2012 | 2011 | ||
Mineral extraction and taxes other than income tax | 2,484,213 | 688,467 | |
Due to employees | 875,152 | 270,127 | |
Unused vacation | 95,844 | 207,750 | |
Payable to related party | - | 566,720 | |
Other | 52,933 | 99,817 | |
| 3,508,142 | 1,832,881 |
26. (LOSS)/ EARNINGS PER SHARE
Basic (loss)/earnings per share is calculated by dividing the (loss)/profit for the year attributable to owners of the Company by the weighted average number of ordinary shares outstanding during the year.
Diluted (loss)/earnings per share is calculated by dividing the (loss)/profit for the year attributable to owners of the Company by the weighted average number of ordinary shares outstanding during the year, adjusted for the effects of dilutive options and other shares reserved for issuance.
The following reflects the (loss)/profit for the year and share data used in the basic and diluted loss per ordinary share computations:
2012 | 2011 | ||
(Loss)/profit attributable to owners of the parent companyfor basic loss per share | (11,332,019) | 36,276,895 | |
Weighted average number of common shares for basic (loss)/ earnings/ per share | 1,860,913,973 | 1,860,801,188 | |
(Loss)/earnings per share basic | (0.01) | 0.02 | |
Weighted average number of common shares for diluted earnings/loss per share | 1,860,913,973 | 1,868,588,147 | |
(Loss)/earnings per share diluted | (0.01) | 0.02 |
As the Group was loss making in 2012, the impact of share options and convertible debt was anti-dilutive.
27. RELATED PARTY TRANSACTIONS
Transactions between the Company and its subsidiaries, which are related parties of the Company, have been eliminated on consolidation and are not disclosed in this note.
At December 31, 2012 related parties included the following:
·; Erlan Aliyev, appointed in 2012 as the new CEO and Chairman of Frontier;
·; Erlan Sagadiev is a significant shareholder of the Group and the former CEO and Chairman of Frontier, having resigned from these positions during 2012;
·; Yerbulat Tastanov, Executive Director of Frontier;
·; Adil Tastanov, Chief Operating Officer of Frontier Mining;
·; New Technology LLP is a related party to Frontier as Erlan Sagadiev (former CEO and Chairman of Frontier) is a significant shareholder of New Technology LLP and Frontier;
·; River House Consultants Limited is a related party to Frontier as Erlan Sagadiev (former CEO and Chairman of Frontier) is a significant shareholder of Frontier and was the beneficial owner of River House Consultants Limited;
·; Sokol Holdings Inc. was a related party to Frontier as Brian Savage (a director of Frontier during 2010) and Thomas Sinclair (a director of Frontier during 2011 and 2010) were shareholders of Sokol Holdings Inc. and are shareholders of Frontier;
·; Coville Intercorp Ltd a significant shareholder of Frontier with 59.4% share and the previous owner of 50% of KazCopper LLP;
·; Casterwal Invest Ltd. is a related party to Frontier as Erlan Sagadiev (former CEO and Chairman of Frontier) is a significant shareholder of Frontier and is an ultimate owner of Casterwal Invest Ltd.;
·; University of International Business ("UIB") is a related party to Frontier as the President of UIB is a close relative to Erlan Sagadiev (former CEO and Chairman of Frontier) who is a significant shareholder of Frontier;
·; KazDrilling LLP, a related party to Frontier as Adil Tastanov is a member of the board of directors of KazDrilling;
·; Calder Projects Kazakhstan, a related party to Frontier as Adil Tastanov is a member of the board of directors of Calder Projects Kazakhstan.
During the year ended December 31, 2012, the Group entities entered into the following transactions with related parties:
Sales | Purchases | ||||||
2012 | 2011 | 2012 | 2011 | ||||
KazDrilling LLP (drilling services) | - | - | 2,885,157 | 1,081,921 | |||
Calder Projects Kazakhstan (construction works) | - | - | - | 1,589 | |||
- | - | 2,885,157 | 1,083,510 |
The following balances were outstanding at December 31, 2012 and 2011:
Investments | Borrowings |
| ||||||||||
2012 | 2011 | 2012 | 2011 |
| ||||||||
| ||||||||||||
New Technology LLP(see Note 19) | - | - | (14,077,269) | (7,865,902) |
| |||||||
Erlan Aliyev (see Note 19) | - | - | (599,509) | - |
| |||||||
Service "Company KazDrilling" LLP (see Note 19) | - | - | (188,570) | - |
| |||||||
Yerbulat Tastanov (see Note 19) | - | - | (134,974) | - |
| |||||||
Erlan Sagadiev (see Note 19) | - | - | (132,679) | - |
| |||||||
Adil Tastanov (see Note 19) | - | - | (68,454) | - |
| |||||||
Sokol Holdings Inc. (see Note 19) | - | - | - | (210,595) |
| |||||||
Accrued interest | - | - | (4,661,716) | (3,167,191) |
| |||||||
| - | - | (19,863,171) | (11,243,688) |
| |||||||
| Other assets | Other liabilities | ||||||||||
2012 | 2011 | 2012 | 2011 | |||||||||
Masterton Management Ltd. | 3,600,000 | - | ||||||||||
Casterwal Invest ltd (see Note 21) | - | - | (2,133,612) | - | ||||||||
Coville Intercorp Ltd (see Note 21) | - | - | (860,000) | (860,000) | ||||||||
Sokol Holdings Inc. (see Note 21) | - | - | - | (2,501,038) | ||||||||
3,600,000 | - | (2,993,612) | (3,361,038) | |||||||||
·; In 2012 UIB provided a non interest loan to KazCopper LLP (subsidiary of the Group) of $1,106,566. As at December 31, 2012 the loan has been fully repaid;
·; In 2012 Calder Projects Kazakhstan provided non interest loanы to KazCopper LLP (subsidiary of the Group) of $94,104 and to FMLK LLP (subsidiary of the Group) $100,597. As at December 31, 2012 both loans have been repaid in full;
·; Service Company "KazDrilling" LLP provided a non interest loan to KazCopper LLP (subsidiary of the Company) of $78,170. As at December 31, 2012 the loan has been fully repaid;
·; At December 31, 2012 the Company had 8 (2011: 10) key management personnel. Total compensation to key management personnel included in the selling, general and administrative expenses in the consolidated statement of comprehensive income was $334,471 for the year ended December 31, 2012. This amount is for short term employee benefits including applicable taxes.
Directors' Remuneration
Cash and non-cash benefits for directors for the years ended December 31, 2012 and 2011 were as follows:
Executive Directors | 2012 | 2011 | |
George Cole | 160,534 | 165,425 | |
Erlan Sagadiev | 78,365 | 172,730 | |
Tom Sinclair | - | 50,000 | |
Non-Executive Directors | |||
Yerlan Aliyev | 24,000 | 10,500 | |
Boyd Bishop | 18,000 | 18,000 | |
Randy Eppler | 18,000 | 18,000 | |
Erbolat Tastanov | 18,000 | 13,500 | |
Greg Vojack | 18,000 | 16,500 | |
During 2012 and 2011 there were no options packages or other contributions of any sort made on behalf of directors. Directors and Officers liability insurance was maintained for Directors and other Officers of the Group.
28. COMMITMENTS AND CONTINGENT LIABILITIES
License commitments
The Group's subsoil use rights are not indefinite, and each renewal should be agreed before the relevant subsoil use agreement or license expires. These rights may be annulled by the government of the Republic of Kazakhstan if the Group does not meet its contractual obligations.
The Group has not fully fulfilled its obligations under all its license commitments during the year ended December 31, 2012. Management believes that the obligation will be paid in the following year and there is no risk of license withdrawal.
Minimal working program
According to subsoil use contracts the Group has agreed a minimum working program (the "MWP") which should be revised on a regular basis depending on economic and operating conditions of a field.
Naimanjal license area
In 2012 the Group continued exploration and development under its Naimanjal license only for Baitemir, Beschoku and Yubileinoe mines which are on exploration stage. There was no addendum to the work program under the contract, and as at December 31, 2012 the work program includes the Group's obligations to invest in exploration in the license areas. The total amount of the MWP requirement for 2012 was $1.8 million and the Group invested $1.3 million in 2012.
There is also a requirement to expense 1% of total investments on education of employees. In 2012 the Group spent $6,787.
The minimum work program commitment amount for Naimanjal for 2013 is $0.73 million.
Benkala
The Group has MWP commitments on the Benkala license area. In 2012 the amount for MWP totalled to $5.5 million and the Group invested $5.2 million.
Under the Benkala subsoil contract, there are commitments for social obligation payments totalling $7.5 million (containing payments to Astana region development of $1.5 million and to Aktobe region development of $6 million).
The payments on the social obligations should be made on an annual basis over the 29 year period of the licence. During the year 2012 no payments were made on social obligations due to the financing difficulties. Kazcopper LLP sent a letter to the competent body on the postponement of payments till the end of first quarter of 2013. The payment under those obligations was made in April, 2013 with no claims received from the competent body. The full commitments are only payable if the project moves from exploration into commercial production. In 2012, the amount of payments made by KazCopper LLP are nil (2011: $2.8 million).
Commitments of $98,480 exist for geological assessment work previously performed within the license territory. Of this amount, $2,954 was paid after contract signing and the remaining amount is payable in annual equal instalments after commencement of commercial production (Note 21).
There is a requirement to expend 1% of total investments on education of employees. In 2012 the required expenditure was $52,559 and the Group spent $25,173.
The minimum work program total investments commitment amount for Benkala for 2013 is $6 million.
South Benkala
The contract includes a work program defining the Group's obligations to invest in exploration in the license area. The total amount of the minimum work program requirement for 2012 was $362,500 and the Group invested $347,198 in 2012.
There is also a requirement to expense 1% of total investments on education of employees and the Group invested nil in 2012.
Commitments of $615,359 exist for geological assessment work previously performed within the license area. This is payable in annual equal installments after the commencement of commercial production over the life of any future production license that may be obtained (Note 21).
Environmental matters
The Group is subject to various environmental laws and regulations of the Republic of Kazakhstan. While management believes that substantial compliance with such laws and regulations has been achieved, there can be no assurances that contingent liabilities do not exist.
Legal issues
In the ordinary course of business, the Group can be subject to legal actions and complaints. Management is aware that Frontier is a named party to an old action involving Sokol Holdings Inc. and Dorsey and Witney in the United States of America. Management believes that the ultimate liability, if any, arising from these actions or other such complaints will not have a material adverse effect on the financial condition or the results of future operations, or the liquidity of the Group.
Liquidation fund
The Group will be required to make a monetary contribution to the extent that the environmental clean-up costs required exceed the liquidation fund. The Group's management believes they are in compliance with the commitments set forth in the Naimanjal, Baltemir and Benkala Subsoil Use Contracts. However, such compliance may be questioned by the relevant authorities whose interpretation may differ significantly from the Group.
Insurance
The insurance industry in the Republic of Kazakhstan is in the process of development, and many forms of insurance coverage common in developed markets are not yet generally available. The Group does not have full coverage for business interruption, or for third party liabilities in respect of property or environmental damage arising from accidents on the Group's property or relating to the Group's operations
Capital commitments
The Group had contractual payments outstanding at December 31, 2012 of $1,263,872 (2011: $6,597,553). These amounts relate to future periods and have not been provided for in these financial statements.
Compliance with loan covenants
Under the loan facility with Sberbank (see Note 19) the Group should be in compliance with the following loan covenants:
(i) Starting from 2012 the Group should accumulate cash generated from cathode copper sales on Sberbank's account;
(ii) As at December 31, 2012 and until the date of full repayment the Group's total equity should be positive; and
(iii) Net financial debt in any time should not exceed 5.0 of the Group's EBITDA.
Management believes that at December 31, 2012 the Group was in full compliance with the above loan covenants.
29. FINANCIAL INSTRUMENTS
The Group has exposure to the following risks from its use of financial instruments:
·; credit risk
·; liquidity risk
·; market risk
This note presents information about the Group's exposure to each of the above risks, the Group's objectives, policies and processes for measuring and managing risk, and the Group's management of capital.
The Group's risk management policies are established to identify and analyse the risks faced by the Group, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Group's activities.
Significant accounting policies
Details of the significant accounting policies and methods adopted (including the criteria for recognition, the bases of measurement, and the bases for recognition of income and expenses) for each class of financial asset, financial liability and equity instrument are disclosed in Note 3.
Capital risk management
The capital structure of the Group consists of debt (the borrowings and convertible notes described in Note 19), cash and cash equivalents and equity (comprising issued capital, reserves and accumulated losses).
The gearing ratio at year-end was as follows:
2012 | 2011 | ||
Debt | 73,951,149 | 33,739,916 | |
Cash and cash equivalents | (2,184,083) | (1,500,750) | |
Net debt | 71,767,066 | 32,239,166 | |
Equity | 150,021,393 | 161,203,573 | |
Net debt to equity ratio | 48% | 20% |
Categories of financial instruments
Financial assets | 2012 | 2011 | |
Restricted cash | 389,593 | 362,047 | |
Trade receivables | 183,759 | 37,776 | |
Other receivables | 277,842 | 41,837 | |
Cash and cash equivalents | 2,184,083 | 1,500,750 | |
3,035,277 | 1,942,410 | ||
Financial liabilities | |||
Borrowings | 73,951,149 | 33,739,916 | |
Due to US Trade and Development Agency | 340,000 | 340,000 | |
Trade accounts payable | 10,041,126 | 9,760,115 | |
Financial liability at fair value through profit and loss | - | 37,595 | |
Other financial liabilities | 7,524,103 | 4,855,884 | |
Other current liabilities | 3,508,142 | 1,832,881 | |
95,364,520 | 50,566,391 |
Market risk
Market risk is the risk that changes in market prices, such as commodity prices, foreign exchange rates, interest rates and equity prices will have a negative impact on the Group's income or the value of its financial instrument holdings. The objective of market risk management is to monitor and control market risk exposures within acceptable limits, while optimizing the return on investments.
The Group does not use hedging financial instruments in order to manage volatility in its reported profit or loss.
The Group is exposed to fluctuations in copper product prices as a result of market conditions and changes in London Metal Exchange (LME) quotes. This exposure is regarded as significant to the Group assuming the current reduction in commodity prices.
Credit risk
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Group's receivables from customers, cash and cash equivalents.
The credit risk on cash and cash equivalents is limited because the counterparties are banks with high credit ratings assigned by international credit rating agencies.
During 2012 100% of the Group's sales were made to one customer Red Kite (EXP T1). The maximum credit risk to which the Group was exposed at December 31, 2012 was $183,759 (2011: $37,776).
Currency risk
Currency risk is the risk that the financial results of the Group will be adversely impacted by changes in exchange rates to which the Group is exposed.
The Group is subject to foreign currency risk on purchases and payables denominated in foreign currencies. The currency most associated with risk is the Kazakhstan Tenge (KZT). There are no instruments in the Group to manage the currency risk associated with the Tenge. Manegement believes that there is minimum exposure to currency risk as transactions and balances are mainly in US Dollar which is the functional currency of the Group.
Outlined below are the US dollar equivalent balances of KZT denominated assets and liabilities at balance sheet date:
2012 | 2011 | ||
Assets | |||
Cash and cash equivalents | 18,821 | 569,569 | |
Trade receivables | 183,759 | 37,776 | |
Other receivables | 277,842 | 41,837 | |
| 480,422 | 649,182 | |
Liabilities | |||
Trade accounts payable | (8,496,229) | (8,214,914) | |
Other current liabilities | (3,508,142) | (1,832,881) | |
Borrowings | (1,360,553) | - | |
| (13,364,924) | (10,047,795) |
The following significant exchange rates applied during the year:
In KZT | Average rate | Reporting date spot rate | |||||
2012 | 2011 | 2012 | 2011 | ||||
1 USD | 149.1 | 146.7 | 150.7 | 148.4 |
Currency sensitivity analysis
The Group is mostly exposed to the risk of a fluctuation in the Tenge.
The following table shows the Group's sensitivity to a 10% increase and decrease in the Tenge in relation to the USD. 10% is the sensitivity level used in internal reporting to senior management with respect to the currency risk and is management's estimate of a reasonable change in exchange rates. A sensitivity analysis includes only unpaid cash items in foreign currency and adjusts their translation at the end of the period by 10%. A sensitivity analysis also includes loans, provisions, accounts payable and cash equivalents. A positive figure below indicates an increase in net income, when the tenge strengthens by 10% against the USD. If the Tenge weakens by 10% against the USD the impact on net income will be negative, and the balances below will be negative.
Impact of the KZT | ||
2012 | 2011 | |
Effect on profit/(loss) and equity | 1,384,535 | 939,861 |
The Group does not believe the above risk is significant. There are no material effects on equity balances.
Operational risk
Operational risk is the risk of the Group incurring financial losses as a result of business interruption and possible damage to the Group's property through natural disasters and technological accidents. In accordance with the subsoil contracts, the Group is obliged to carry medical insurance, insurance against accidents during production and occupational diseases to its employees.
At December 31, 2012 the Group believes it had sufficient insurance policies in force in respect of public liability and other insurable risks.
Interest rate risk management
The Group's borrowings relate to convertible notes and debt all of which bear interest at fixed rates.
Liquidity risk management
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group manages liquidity risk by maintaining adequate finance facilities (debt and equity), and by monitoring forecast cash flows.
The following tables detail the Group's remaining contractual maturity for its non-derivative financial liabilities with agreed repayment periods. The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the Group can be required to pay. The tables include both interest and principal cash flows.
2012
1 month | 3-12 months | More than 1 year | Contractual cash flows | Carrying amount December 31, 2011 | |||||
Borrowings | - | 26,370,065 | 47,581,084 | 73,951,149 | 73,951,149 | ||||
Due to the US Trade and Development Agency | - | - | 340,000 | 340,000 | 340,000 | ||||
Trade accounts payable | 10,041,126 | - | - | 10,041,126 | 10,041,126 | ||||
Other financial liabilities | - | 3,252,233 | 4,271,870 | 7,524,103 | 7,524,103 | ||||
Other current liabilities | 3,508,142 | - | - | 3,508,142 | 3,508,142 | ||||
| 13,549,268 | 29,622,298 | 52,192,954 | 95,364,520 | 95,364,520 |
2011
1 month | 3-12 months | More than 1 year | Contractual cash flows | Carrying amount December 31, 2011 | |||||
Borrowings | 6,738,824 | 5,413,836 | 21,587,256 | 33,739,916 | 33,739,916 | ||||
Due to the US Trade and Development Agency | 340,000 | - | - | 340,000 | 340,000 | ||||
Financial liability at fair value through profit and loss | - | - | 37,595 | 37,595 | 37,595 | ||||
Trade accounts payable | 9,760,115 | - | - | 9,760,115 | 9,760,115 | ||||
Other financial liabilities | - | 3,412,762 | 1,443,122 | 4,855,884 | 4,855,884 | ||||
Other current liabilities | 1,832,881 | - | - | 1,832,881 | 1,832,881 | ||||
| 18,671,820 | 8,826,598 | 23,067,973 | 50,566,391 | 50,566,391 |
Fair value of financial instruments
Management considers that the carrying amounts of financial assets and financial liabilities recorded at amortised cost in the financial statements approximate their fair values:
Carrying amount | Fair value | |||
2012$ | 2011$ | 2012$ | 2011$ | |
Financial liabilities | ||||
Borrowings: | ||||
Bank loans | 33,740,182 | 8,696,228 | 33,740,182 | 8,696,228 |
Borrowings from related parties | 15,201,455 | 7,865,902 | 14,977,066 | 7,865,902 |
Third party loan | 600,000 | - | 544,541 | - |
Convertible note payable | - | 210,595 | - | 210,595 |
Notes payable | 19,350,000 | 13,800,000 | 19,350,000 | 13,800,000 |
Other financial liabilities | 2,993,612 | 3,361,038 | 2,848,249 | 3,361,038 |
Fair value of financial instruments carried at amortized cost
Disclosure of estimated fair values of financial instruments is made in accordance with the requirements of IAS 32 Financial instruments: Disclosure and presentation and IAS 39 Financial Instruments: Recognition and Measurement. Fair value is defined as the amount for which the instrument can be exchanged between knowledgeable willing parties in an arm's length transaction, other than in forced or liquidation sale. As no readily available market exists for a part of the Group's financial instruments, judgment is necessary in arriving at fair value, based on current economic conditions and specific risks attributable to the instrument. The estimates presented herein are not necessarily indicative of the amounts the Group could realize in a market exchange from the sale of its full holdings of a particular instrument. At December 31, 2012 the following methods and assumptions were used by the Group to estimate the fair value of each class of financial instrument for which it is practicable to estimate such value:
Cash
Carrying amount of cash balances represents their fair value due to the short maturity of these instruments.
Trade and other accounts receivable
The carrying amount of trade and other accounts receivable is considered a reasonable estimate of their fair value due to the short term nature of these assets.
Trade accounts payable and other current liabilities
The carrying amount of accounts payable is a reasonable estimate of their fair value due to the short term nature of these liabilities.
Valuation techniques and assumptions applied for the purposes of measuring fair value
The fair values of financial assets and financial liabilities are determined as follows:
·; The fair values of financial assets and financial liabilities with standard terms and conditions and traded on active liquid markets are determined with reference to quoted market prices.
·; The fair values of other financial assets and financial liabilities (excluding derivative instruments) are determined in accordance with generally accepted pricing models based on discounted cash flow analysis using prices from observable current market transactions and dealer quotes for similar instruments.
·; The fair values of derivative instruments are calculated using quoted prices. Where such prices are not available, a discounted cash flow analysis is performed using the applicable yield curve for the duration of the instruments for non-optional derivatives, and option pricing models for optional derivatives.
30. SUBSEQUENT EVENTS
Financing Update
On March 28, 2013 Sberbank agreed to extend the term of its $35 million finance facility to the Group until October 2018 and the grace period for principal repayments was extended until April 2014.
During March 2013, Kazcopper LLP terminated its contracts with two suppliers for the purchase of machinery, equipment and spare parts mainly due to delays in the delivery of the machinery, equipment and spare parts and received cash prepaid for these contracts in the amount of $5.4 million.
On April 8, 2013 Kazcopper LLP was awarded a grant by DAMU, a Kazakh government fund established to support small and medium-sized enterprises. DAMU will provide a subsidy of 5% points of the interest cost on the Group's Sberbank loans, thereby decreasing the effective interest rate on the $20 million investment loan from 9% to 4% and from 8.5% to 3.5% on the $8.6 million investment loan.
On April 23, 2013 Sberbank agreed to provide KazCopper LLP with an additional loan and credit facility of $17.9 million. The new facility is for five years and comprises two components; a $6 million increase in the Capital Investment Loan at in interest rate of 9% and a $11.9 million increase in the Working Capital Credit Facility at an interest rate of 7.5 through 8%. All conditions of the existing loan arrangements remain unchanged. In March of 2013 the period of the loans were extended to October 2018 and the grace period for principal repayments until April 2014.
The additional loan brings the total amount of existing Sberbank facilities to $52.9 million.
Director change
On May 8, 2013 George Cole resigned as a director and CFO and Greg Vojack resigned as a director of Frontier.
A copy of the Annual Report & Accounts will be shortly available on the Company's web site at www.frontiermining.com. Printed copies of the financial statements are being sent to shareholders.
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