Post on 21-May-2022
Investor Presentation Financial results for the 6 months ended 31 December 2015
Somkhele continues to deliver NAIC project economics remain robust
2 March 2016
Index
1. Operational performance for the 6 months ended 31 December 2015
a) Group Highlights/Challenges 3 - 4
b) Somkhele Operational Highlights 5
c) Like-for-like Normalised Earnings 6
d) Consolidated Statement of Group Cash Flows 7
e) Petmin Group Balance Sheet 8
2. Somkhele 9 - 15
3. NAIC 16 - 31
4. Remuneration 32 - 37
5. Strategy – A reminder 38 - 39
3 March 2016
Group Highlights
Normalised Profit After Tax Normalised profit after tax up 70% from R47m (8.40cps) to R80m (14.98cps)
Revenue Revenue for six months to 31 Dec 2015 of R721 million up 4% (2014: R694 million)
Net Cash Flows
Net cash flows from operating activities down 45% to R173m (2014: R313m) as R139m export sales delivered into prepayments
Cash availability Cash on hand of R297 million (June 2015: R237 million ; Dec 2014: R10 million) Overdraft and RCF headroom of R130 million (June 2015 and Dec 2014: R140 million)
Headline Earnings Headline earnings per share (HEPS) up 70% to 14.32cps (2014: 8.40cps)
Net debt Net debt of 15.11% (2014: 27.05%) after implementation of the Tendele BEE deal
Shareholders Dividend of R29m (2014: R17m) paid and 11m shares acquired during the six months ended 31 Dec 2015 at an average price of R1.36, for a total of R15m (2014: R18m)
4 March 2016
Group Highlights/Challenges
Veremo Ongoing litigation to recover guaranteed payment of some R 195 million
BEE Transaction
Transaction implemented on 12 November 2015, children of the community and employees now hold a 20% equity stake in Tendele Coal Mining Proprietary Limited
NAIC
Petmin shareholding increased to 38%. Final site-specific engineering design underway. Final BFS expected mid-2016 Despite the volatility in commodity prices, the project remains robust as a result of innovative thinking and constant assessment
Osho The matter has been dealt with in our results announcement and is “sub judice”
5 March 2016
Somkhele Operational Highlights
Anthracite Production
Anthracite production decreased by 6% to 636 771 saleable tonnes (2014: 678 002 tonnes). Decrease was due to water shortage constraints
Yields Production yields remains at 44%. (Ranging from 43.75% to 44.52%)
Energy Coal
Energy coal production decreased by 8.35% to 157 149 tonnes (2014: 171 474 tonnes)
Safety Performance
Lost Time Injury Frequency Rate of 0.241 (2015: 0.214), and complimented by NOSA for the continuous focus on risk and the implementation of measures to eliminate and control those risks
Costs Ex-mine gate costs increased by 7% from 2014
BCMs mined BCMs mined increased by 16.52% to 3 465 930 BCMs (2014: 2 974 416)
ROM mined ROM mined to 31st Dec 2016 was 1 431 901 tonnes a decrease of 7.58% (2014: 1 549 296)
6 March 2016
Like for Like Normalised Earnings up 70% from 2014
(R 000) Actual
6 months ended 31 Dec 2015
Year ended 30 June 2015
6 months ended 30 June 2015
6 months ended 31 Dec 2014
Profit/(loss) for the year (38 441) 125 043 77 890 47 153
Adjust for after-tax effect of:
- Loss on sale of PPE - 9 - 9
- Deferred Tax Asset write down at NAIC 3 572 - - -
- Impairments 115 403 7 064 7 064 -
Normalised profit after tax 80 534 132 116 117 954 47 162
Shares in issue (millions) 538 544 544 561
Adjusted profit per share 14.98 24.28 15.88 8.40
Production and sales
Anthracite tonnes produced 636 771 1 335 233 657 231 678 002
Anthracite tonnes sold 621 213 1 222 150 562 396 659 754
Anthracite cost per tonne R694 R657 R664 R650
Energy product produced 157 149 368 413 196 939 171 474
Energy product sold 237 414 352 255 83 467 268 788
7 March 2016
Consolidated statement of Group Cash Flows for the six months ended 31 December 2015
(R’000) Actual 31 Dec 2015
Actual 30 June 2015
Actual 31 Dec 2014
Net income before interest and tax 7 615 212 562 86 978
Depreciation 26 947 50 309 28 844
Associates expenses/impairments 119 574 9 110 242
Dividend paid / treasury shares acquired (41 873) (60 471) (35 036)
Loss on sale of fixed assets – net of receipts - - 12
Move in working capital (55 605) 51 811 (43 290)
Tax (paid) / refunded (38 475) (46 133) (9 052)
Finance expense (12 054) (32 521) (17 931)
Investment in NAIC and Somkhele Plant (27 857) (38 380) (16 209)
Capex (34 911) (27 894) (18 135)
Capital pre-strip 27 984 57 146 38 923
Revenue in advance (139 233) 147 562
Loans raised 473 127 - -
Loans repaid (246 744) (112 125) (29 585)
Increase in rehabilitation liability 1 500 3 064 1 564
Net increase/(decrease) in cash and cash equivalents 59 995 214 040 (12 675)
Closing cash balance 296 933 236 938 10 224
8 March 2016
Petmin Group Balance Sheet as at 31 December 2015
ASSETS (R ‘000) 31 Dec 2015 30 June 2015 31 Dec 2014 Non-current assets 1 510 258 1 569 463 1 539 500 Property, plant and equipment 1 042 858 1 062 878 1 086 638 Investment in equity accounted investee 402 416 420 452 369 981 Investment / Loan -Joint Venture 64 984 61 133 57 881 Investments - 25 000 25 000 Current assets 670 487 621 395 449 815 Inventories 202 536 250 118 216 761 Trade and other receivables 165 115 110 249 172 648 Current tax assets 5 903 3 681 10 350 Cash and cash equivalents 296 933 257 347 50 056 Total assets 2 180 745 2 190 858 1 989 315
EQUITY AND LIABILITIES (R ‘000) Ordinary share capital and reserves 1 256 743 1 284 849 1 199 163 Non-current liabilities 812 166 451 362 481 381 Interest bearing loans & borrowings (Includes R270m pref share) 469 960 108 405 144 045 Deferred taxation liabilities 256 381 258 632 268 909 Environmental rehabilitation provision 85 825 84 325 68 427 Current liabilities 111 836 454 647 308 771 Trade and other payables 93 172 138 377 78 368 Revenue in advance 8 329 147 562 - Current portion of non-current liabilities 8 498 143 671 190 571 Hedge liability - 4 628 - Bank overdraft - 20 409 39 832 Total equity and liabilities 2 180 746 2 190 858 1 989 315 Net Gearing ([Cash less interest bearing debt]/equity) 15.11% 12.66% 27.05%
Somkhele
10 March 2016
Somkhele Production and Sales
(tonnes or BCM) Actual 31 December 2015
Actual 30 June
2015
Actual 31 December
2014
BCM overburden mined 3 465 930 6 639 766 2 974 416
ROM tonnes mined 1 431 901 2 965 355 1 549 296
ROM tonnes washed 1 440 908 3 025 567 1 523 051
Discard tonnes washed 586 693 1 374 716 669 292
Total tonnes washed 2 027 601 4 400 283 2 098 385
Yield (Anthracite only) 44.19% 44.13% 44.52%
Yield (Energy Coal) 26.79% 26.80% 25.62%
Saleable tonnes produced - Anthracite 636 771 1 335 233 678 002
Tonnes sold – local 303 929 683 573 300 846
Tonnes sold – export 317 284 538 577 358 908
Tonnes sold – anthracite total 621 212 1 222 150 659 754
Saleable tonnes produced – Energy coal 157 149 368 413 171 474
Tonnes sold – Energy coal 237 414 352 255 268 788
Production levels are expected to reduce by ~15% in the six months to June 2016 due to difficult geological conditions Production cost per tonne is expected to increase by ~5% in the six months to June 2016
11 March 2016
Forecast Sales tonnes to June 2016
Market/Product June 2015 2016 Confirmed
2016 Unconfirmed
2016 Total
Export 538 577 550 429 159 271 709 700
Inland 683 573 603 266 31 569 634 835
Total Anthracite 1 222 150 1 153 695 190 840 1 344 535
Energy Coal 352 255 387 914 12 736 400 650
*We are concerned about the local ferrochrome producers 40 000t (Hernic) and 4 000t (Samancor)
12 March 2016
Somkhele Key Operational Challenges
• Plant 3 Expansion study underway
• Capital cost circa ZAR15.5m
• This will enable plant three to increase throughput as follows :
362kt of 26% ash Product per annum
300kt of 32% ash Product ash per annum
• Life of Mine studies ongoing – Underground mining studies to be completed before end April
• Geological conditions remain challenging – and we are constantly seeking ways to mitigate against this through mine planning and product blending
• Community issues remain a challenge and a concerted effort has been made by the executive team to engage and ensure constant interaction and communication
• Final Mining Licence (area 4 and 5) is still outstanding we however we hope to receive this before June
13 March 2016
(R million) 6 months 31 Dec 2015
12 months 30 Jun 2015
6 months 31 Dec 2014
Total capital expenditure - excluding pre-strip 35 28 18 Somkhele 35 26 18 Group - 2 -
Capital pre-strip (28) (57) (38)
Capital expenditure including pre-strip 7 (29) (20)
Investments 24 38 17 NAIC 24 29 11 CPF - 3 3 Somkhele Plant JV - (6) (9)
West Road Property - 12 12
Total Capex and Investments * 31 9 (3)
Capex and Investments
Capital expenditure to June 2016 is expected to be approximately R64 million with approximately half of this on planned development and relocation expenditure to open up new mining areas The final $2m investment tranche, taking Petmin’s investment in NAIC to 40%, has been made in February 2016
14 March 2016
Pre-stripping costs
Somkhele: Pre-strip costs Act 6 mths Dec 2015
Act Year June 2015
Act 6 mths Dec 2014
Opening balance on balance sheet 248 305 305
Cash spend in the period 234 448 227
Mining – expensed on units of production basis (Depreciation) (262) (505) (265)
Closing balance on the balance sheet 220 248 267
• Petmin incurred cash stripping costs amounting to R234 million to Dec 2015 (2014: R227 million). It is Petmin’s accounting policy to record the cash cost incurred on these stripping activities as additions to mine development cost under property plant and equipment (a non-current asset)
• These capitalised cash costs are expensed (depreciated) as coal is extracted. This is done on a units-of-production basis over the life of the component of the ore body to which access is improved and amounts to R262 million during the current period (2014: R265 million). This resulted in a decrease in the capital expenditure capitalised to pre-stripping activities of R28 million during the current period (2014: decrease of R38 million)
• The depreciation is, in reality, the mining cost (stripping cost) that is expensed during the period when run-of-mine coal is removed from the pit
15 March 2016
Historic pricing comparison between Anthracite, API 4 , AUS LV PCI and HCC and pricing achieved for both of Somkhele’s local and export products
INDEX 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 API 4 63 120 65 92 116 93 85 80 60 46 AUS LV PCI 68 245 90 166 223 154 124 120 90 70 Premium hard coking coal (AUS) 226 295 191 148 115 88 77 Petmin Export Duff (FOB) 68 77 110 116 121 113 75 74 67 Petmin 26% Ash 0 0 0 0 0 0 0 0 34 R:$ exchange rate 7.00 9.08 7.41 6.82 7.50 9.34 10.50 11.29 14.45
Petmin Export (FOB) - ZAR - 475 700 815 788 906 1 053 788 793 793 Petmin Local (FOT) - ZAR - 521 766 812 899 982 987 1 014 1 014 972 Petmin 26% Ash 0 0 0 0 0 0 0 0 491 API4 (FOB) - ZAR - 843 587 679 793 698 794 840 677 665
Y-O-Y Growth Rates API 4 24% 92% -46% 42% 27% -20% -9% -6% -25% -23% AUS LV PCI 2% 263% -63% 84% 35% -31% -20% -3% -25% -22% Petmin Export (FOB) - ZAR 47% 16% -3% 15% 16% -25% 1% 0% Petmin Local (FOT) - ZAR 47% 6% 11% 9% 1% 3% 0% -4% R:$ exchange rate - (depreciation)/appreciation -30% 18% 8% -10% -25% -12% -8% -28%
0 2 4 6 8 10 12 14 16 18 20
0 20 40 60 80
100 120 140 160 180 200 220 240 260 280 300
2007 2008 2009 2010 2011 2012 2013 2014 2015 2016
ZAR/
$
$ pe
r ton
ne
Price and ZAR/$
API 4 AUS LV PCI Petmin Export Duff (FOB) Premium hard coking coal (AUS) Petmin 26% Ash R:$ exchange rate
0 100 200 300 400 500 600 700 800 900
1 000 1 100 1 200
2008 2009 2010 2011 2012 2013 2014 2015 2016
ZAR
per t
onne
Local & Export Anthracite Pricing
Petmin Export (FOB) - ZAR Petmin Local (FOT) - ZAR API4 (FOB) - ZAR Petmin 26% Ash
R:$ exchange rate is the average rate achieved by Petmin over the financial year
NAIC
17 March 2016
NAIC Executive Summary
• The purpose of this Executive Summary is to provide the shareholders with a synopsis of the status of this multifaceted and complex project
• It is virtually impossible to do justice to the enormous amount of work undertaken and completed over 5 years in a few slides and it is trite that one cannot develop any sense of the magnitude, complexity and potential of the project without going into a degree of detail
• In sum, despite a 50 % drop in the price of Merchant Pig Iron (“MPI”) and numerous extraneous other hurdles, we have developed a detailed business model, based on real inputs, backed by the best in the business, that has enabled us to maintain our required return profile
− Project IRR (unlevered) : 15% − NPV : $145 million − Payback: : 5 years
• 4 production cases were designed and reviewed by Tenova and NAIC:
− 2 production levels – 425ktpa and 850ktpa − 2 smelting furnaces – electric arc furnace (“EAF”) and submerged arc furnace (“SAF”) − All cases include pre-reduction in a rotary hearth furnace (“RHF”)
• The economics revealed IRRs that are all very similar - The qualitative and risk mitigation factors are what ultimately lead to the decision to proceed with the 425 ktpa option
• Coupled with this process was the conclusion of a two year site selection programme
18 March 2016
NAIC Executive Summary
• The entire development of the current business model over the past 2 years has been centred around risk mitigation in order to ensure the economic viability of the project
• This will continue completer the BFS to present to funders/investors when we commence with capital raising in the latter half of 2016
• Key risk and risk mitigating factors to ensure lowest cost base include:
− Site Selection:
o Logistics – access to a port within reasonable shipping distance for raw materials and end markets
o Energy – gas and electricity availability and price
o Permitting – timeline and local sensitivity
o Government support – local, state and federal
− Technical risk
o Reduced the risk of the process through the significant test work undertaken at the test facility in Forks PA signed off by Hatch /Tenova
o 4 production cases were designed and reviewed by Tenova and NAIC in order to ensure minimum technical risk production
19 March 2016
NAIC Executive Summary
− Market risk
o Mitigated by focusing production on nodular grade pig iron used in foundries which carries up to a $70/t premium over standard merchant grade pig iron
o A detailed industry and market analysis is underway and a proposed final off-take structure and strategy including a comprehensive understanding of the casting industry as it applies to ductile iron and the key drivers will be concluded before 2nd Quarter 2016
o Supply, demand and pricing analysis undertaken in conjunction with two preeminent experts in the field of metallics markets
− Key risks remain
o State of the market
o Funding
20 March 2016
Executive Summary: Why the 425ktpa EAF Configuration?
• Focus on the highest value portion of the MPI market
− NPI for the foundry industry cannot be substituted for and thus is more stability priced
• Requires only one RHF furnace
− The 850ktpa production case requires 3 total furnaces, 2 RHFs and 1 EAF
− Starting up 1 less furnace will de-risk commissioning
• Less capital required
− Capital in the commodities space is currently at a premium
− Limits the “quantum of funds” risk
• Less competition
• Given today’s prices, smaller production does not mean lower returns
21 March 2016
Executive Summary
Feb 2016 June 2016 August 2016 Feb 2017 June 2017
Petmin Final investment of
$2m for 40%
BFS concluded
Dec 2016
Capital raising commences
Closing of equity funding
Closing of debt funding
Environmental approval
Construction commences
IN PRODUCTION
2020
22 March 2016
The Unbundling: Quo Vadis
• It remains the intention of both Petmin and Grand River Inc to ensure a single entry point for shareholders into the project through the consolidation of the legal entities and the ultimate unbundling thereof to shareholders. However, the factors listed below mitigate against executing this strategy in the short term:
− We are all acutely aware of the global economic turndown, the concomitant collapse of commodity prices and the enormous pressure on all producers of basic materials
− Unbundling remains a priority however in the current market environment, both Grand River Inc. and Petmin believe it will be prudent to continue to approach this process cautiously while concluding the BFS
− We remain committed to commissioning our first plant and must work towards this goal as expeditiously as possible
NAIC: Executive summary of current indicative project economics
24 March 2016
Ownership
Metalo Manufacturing Inc. (CNSX:MMI)
44% of GRI
GRI (Private) 60% of NAIC
Petmin (JSE:PET) 40% of NAIC
North Atlantic Iron Corporation (“NAIC”)
(JV Company)
• North Atlantic Iron Corporation Ltd (“NAIC”) holds 100% of the NAIC Pig Iron Project (“Project”).
• Its shareholders are currently comprised as follows:
(i) Grand River Ironsands Inc. (“GRI”), whose major shareholder is listed Metalo Manufacturing (44%), and
(ii) Petmin Limited (“Petmin”), listed on the Johannesburg Stock exchange, generating >US$100m in revenue from its anthracite business in South Africa. Petmin has invested US$25m development funding to date for its 40% equity stake in the project.
25 March 2016
Location
• Logistics costs for NAIC are expected to be substantially lower compared to those of Brazil and Russia – the major exporters to USA via NOLA
• Prices quoted at NOLA exclude the additional logistics costs of transporting the cargo to the NAIC Target Market in the Great Lakes
26 March 2016
Funding Uses & Sources and Investment Returns
• The capital costs for construction of the NAIC processing facility in Saguenay amounts to $273m
• Total funding of $312m is required to develop the NAIC Project located in Saguenay Canada (includes Working Capital, Interest and Fees)
• Additional cost overrun funding of $55m is further included to provide for any unforeseen expenses during the construction and ramp-up phases
• Project returns are summarised as follows: − IRR (unlevered) : 15% − NPV : $145 million − Average EBITDA : $54 million − Average PBT : $35 million − Average PAT : $26 million − Gross Margin : $100-150 / tonne − EBITDA Margin : > 29% − Long Term Price : $350/t (based on correlation with long-term Iron Fines price – refer to slide 10)
27 March 2016
Production, Pricing and Revenue
• The Financial Model assumes a 3 year construction period commencing 1 July 2017 to June 2020
• Operations ramp up over a 12-month period in the year ending June 2021.
• The Project will produce a total of 438,000 tonnes at full production comprised as follows:
(i) 425,000 tonnes of Nodular Pig Iron (97% of total product sold at $350/t, excl. logistics )
(ii) 4,000 tonnes of Nodular Off-Spec Product (1% of total product sold at 20% discount to (i) at $280/t, excl. logistics)
(iii) 9,000 tonnes of Scrap Grade (2% of total product sold at 57% discount to (i) at $150/t, excl. logistics)
• Operations are projected over a 20 year period to 2040 • The Project will generate an annual revenue of $151m per annum at full production
28 March 2016
Capital Expenditure
• The total capital expenditure to build the pig iron processing plant in Saguenay amounts to approximately $273m
• Construction is assumed to begin in the year ending June 2018
• Capital is spent on construction over 3 years, distributed 10%, 45%, 45% for each of 2018, 2019 and 2020, respectively
29 March 2016
NAIC Unit Cost Summary
• The average NAIC Project unit cost, excluding logistics, amounts to $234/t. This excludes logistics costs of $18/t to deliver to targeted customers in the Great Lakes region.
30 March 2016
NAIC Logistics Cost Advantage >$100/t iro Customers located in the Great Lakes Region
• Pricing calculated from US Import data for values and volumes for MPI (incl. NPI) are charted below
• Minimum logistics costs incurred between the major importers to the USA (Brazil, Russia, Ukraine) amount to $82/t delivered to NOLA Port. These figures exclude the additional logistics costs for the route between NOLA and the Great Lakes region
31 March 2016
The Pricing of MPI and FE Fines are strongly correlated
• The following materials in Ferrous Metallics Market feed either Blast Furnaces / Basic Oxygen Furnaces, Electric Arc Furnaces (EAF’s), that ultimately produce a feedstock for the iron and Steel Casting Industry
• Historical prices are sourced from Bloomberg and have been charted for the following materials:
- SBB Steel Prices
- HMS (Hot Metal Scrap) Pricing
- Pellets
- Iron Fines (62%)
- Merchant Pig Iron
• Although it was shown, for the period Jan 2010 to Jan 2013, a
relatively strong correlation was determined between Pig Iron and the following materials (strongest to weakest):
- Fe Fines (R2 = 0.8473)
- SBB Steel (R2 = 0.8401)
- HMS or Hot Metal Scrap (R2 = 0.7273)
- Pellets (R2 = 0.6949)
• R2 = 1 refers to a perfect correlation, whilst R2 = 0 refers to zero correlation
• The following correlation formula was used to project the forecast Pig Iron Price (“Y”), assuming the Fe Fines Forecast Price (“X”), which data is more readily available: Y = 2.0036 x +166.97
Remuneration
33 March 2016
REMCO Update
• The following resolutions were not approved at the AGM (IT WAS DECIDED TO WITHDRAW AS THE REQUIRED 75% votes were not available):
− Shares to cancel old options scheme
− New Long Term Incentive Scheme
− Loan to Bradley Doig
• Management will consult with shareholders will present a revised proposal to Remco if required
34 March 2016
Cancelled Option Schemes and New Scheme
• As agreed at the AGM held on 22 May 2015, the previously approved long term incentive scheme was not implemented and all outstanding option schemes (for a total of 55 million) were cancelled and were to be replaced by a new long term incentive scheme which was to be presented to shareholders for their approval
• All Option Holders of the share options that were cancelled on 22 May 2015 to be issued Scheme Shares under this scheme, resulting in 10 000 000 (ten million shares) being issued to such Option Holders as follows:
− These Scheme Shares will be issued to the Participants below immediately, but are subject to the restriction that they cannot be sold before 30 June 2017
o Jan du Preez 2,131,148
o Bradley Doig 2,622,951
o Bruce Tanner 1,557,377
o Group management 3,688,524
o Total 10,000,000
35 March 2016
Share Trust
• The Company will establish a Trust, that will provide Participants, over a 5 year incentive period, with an opportunity to participate in the economic benefits of the Company
• The mechanics of which are as follows:
− The Company will make a tax deductible contribution to the Trust annually to enable the Trust to acquire Scheme Shares earned in that year, at the Scheme Price from Petmin out of the treasury shares or the Trust may acquire additional Scheme Shares in the open market at the prevailing market price
− The Trust will hold the shares until the Shares are earned by and distributed to the Participants after the five year Incentive Period
− Any dividends received by the Share Trust on Scheme Shares held by the Share Trust will be immediately paid by the Trust to the Participants based on the number of allocated Scheme Shares per Participant
− In term of the scheme an initial 3 million shares (Initial Allocation) are not subject to performance criteria and will only be transferred to the Participants at the end of the 5 year period commencing July 2014 to 30 June 2019. Should the Participant leave the employ of Petmin or the relevant Petmin Group Subsidiary or Associate Company before 30 June 2016, the entire initial allocation (“Initial Allocation”) will be forfeited. Should the Participant leave the employ of Petmin between 1 July 2016 and 30 June 2019, then the Participant will forfeit a pro-rata portion of the Initial Allocation based on the following formula. Total time of the scheme (T) = 1095 days. Number of days from date left employ of Petmin or the relevant Petmin Group Subsidiary or Associate Company until 30 June 2019 (L). Initial allocation (I). (N) = number of initial allocation shares to be forfeited. Formula: N = (L)/(T) x I
36 March 2016
Share Trust Continued
− Subsequent to the Initial Allocation, 50% of the remaining Scheme Shares (i.e. 5 million shares) will be earned subject to the achievement of the performance criteria (“Performance Criteria Shares”)
− The balance of the Scheme Shares remaining after the allocations (i.e. 5 million shares) will be classified as Remcom shares. These Shares are to be allocated in the sole and absolute discretion of Remcom at any time during the incentive period, taking into account the requirements to incentivise new employees, to retain existing employees and to reward special achievements by Participants (“Remcom Shares”)
− The Trust intends to acquire up to 13 (thirteen) million shares, over a five year period, which will be awarded by Remcom to the Participants in the form of Allocated Trust Units (Allocated Trust Unit being the equivalent of one Petmin Share) over the Incentive Period 1 July 2014 to 30 June 2019, based on the number of such Petmin Shares that the Participants would earn per year if the EPS and ROE targets are achieved or based on the number of Initial Allocation Shares or Remcom Shares granted during the Incentive Period
− After the end of the five-year period, the Trust will distribute to the Participants, for no consideration, the Petmin Shares that have been earned by the Participants based on the annually measured achievement of the targets
37 March 2016
Share Trust Continued
− The 5 000 000 (five million), performance criteria shares in this share incentive scheme are conditional and performance-based. The Petmin performance criteria shares that are “earned” by way of these allocated trust units are only transferred after the end of the five-year period and are dependent on the achievement of the following targets:
o The participants allocated trust units s weighted 80% to the EPS target and 20% to the return on equity target
o The vesting range for the compound real growth in EPS target is between the minimum threshold of 5% and the stretch target of 20% pro-rata
o The vesting range for the average real return on equity (“ROE”) target is between the minimum threshold of 10% and the stretch target of 20% pro rata
o The real growth in EPS means the nominal growth rate less CPI; real return on equity means the nominal return on equity less CPI. The measurement bases at 30 June 2014 for purposes of the scheme are: EPS of 14.95 cents; profit after tax (PAT) of R86.2 million (amended for non-heps items); and total equity of R1.169 billion
− The allocated trust units for the Remcom shares are to be allocated in the sole discretion of Remcom at any time during the incentive period
− The Remcom shares will only be transferred to the participants at the end of the five year period 1 July 2014 to 30 June 2019
Strategy – A Reminder
39 March 2016
Petmin strategy
Focus Firstly on cash producing assets and then on the steel value chain
Performance Deliver superior returns (capital growth and dividends) through efficient operations and well-timed divestment
Growth Organic and acquisitive
Optionality Created by mix of quality cash-producing assets and high-potential projects
Diversify Geographically and by specific commodity
Execution Decentralised management empowered by executive team to deliver