TIDMPMEA
RNS Number : 0105S
PME African Infrastructure Opps PLC
28 September 2017
28 September 2017
PME African Infrastructure Opportunities plc
("PME" or the "Company")
(AIM: PMEA.L)
Interim Results for the six months ended 30 June 2017
PME African Infrastructure Opportunities plc announces its
unaudited interim results for the six months ended 30 June
2017.
Financial Highlights
-- Net Asset Value of US$9.2 million (31 December 2016: US$9.5 million)
-- Net Asset Value per share of US$0.22 (31 December 2016: US$0.23 per share)
-- Loss for the six months ended 30 June 2017 was US$0.33
million (H1 2016: loss of US$0.39 million)
-- Basic and diluted loss per share of US$0.0081 (H1 2016: loss per share of US$0.0095)
Subsequent to the period end, the Company returned US$3.4
million to PME shareholders in September 2017 by way of a tender
offer to acquire 16,389,294 ordinary shares in the Company at a
price of US$0.21 per ordinary share.
For further information please contact:
Smith & Williamson Corporate Finance Limited
Nominated Adviser
Azhic Basirov / Ben Jeynes +44 20 7131 4000
Stifel Nicolaus Europe Limited
Broker
Neil Winward / Tom Yeadon +44 20 7710 7600
Chairman's Statement
On behalf of the Board of Directors (the "Board"), I am pleased
to present the interim results for PME African Infrastructure
Opportunities plc ("PME" or the "Company" and together with its
subsidiaries the "Group") for the six months ended 30 June
2017.
The remit of the Company's directors (the "Directors") under the
Company's investing policy is to seek to realise the remaining
assets of the Company and to return both existing cash reserves and
the proceeds of realisation of the remaining assets to
shareholders.
Investments
On 29 June 2017 the Company announced that its wholly-owned
subsidiary PME Locomotives (Mauritius) Limited had completed and
settled a put option with Sheltam (Mauritius) Limited for three C30
locomotives (the "Put Option") and that cash consideration of
US$4.25 million, together with interest of US$163,000, had been
received by the Group.
On 1 August 2017 the Company notified shareholders that an
Extraordinary General Meeting ("EGM") was to be held at 10.00a.m.
(UK time) on 6 September 2017. Accompanying the notice of EGM was a
circular (the "Tender Offer Document") which set out the Company's
proposal to renew shareholder authority for the Company to return
capital to shareholders via a series of Tender Offers and set out
details of a current tender offer (the "Current Tender Offer"). On
6 September 2017 the resolution put to Shareholders was approved
and the Current Tender Offer closed on 13 September 2017. Under the
Current Tender Offer, a total of 16,389,294 Ordinary Shares were
purchased at a price of US$0.21 per Ordinary Share, representing
approximately 40.0 per cent of the Ordinary Shares in issue.
The completion and settlement of the Put Option took longer than
had originally been anticipated but following discussions with the
counterparty the Board of Directors was able to ensure that the Put
Option consideration, together with additional interest, was
received. In turn, this has allowed the Board of Directors to
propose the return of up to US$3.4 million to Ordinary Shareholders
in accordance with the Company's investing policy.
The Company now has one remaining investment asset, the benefit
of the remaining 21 years of a leasehold interest in a building in
Dar-es-Salaam, Tanzania (the "Dar-es-Salaam Property"). The
Dar-es-Salaam Property was acquired by the Company's Tanzanian
subsidiary, PME Properties Limited, in 2010 from Dovetel (T)
Limited ("Dovetel"), the Company's former telecommunication
investee company in Tanzania. The Dar-es-Salaam Property, which is
managed by a local managing agent, is currently 63% let. The
investment continues to trade profitably.
Dovetel was also a tenant of part of the Dar-es-Salaam Property
but has been in default on the payment of rent. As previously
reported to shareholders, the Company has followed various legal
steps to correct the situation. The process of evicting Dovetel
from the premises continues.
The Dar-es-Salaam Property has three tenants other than Dovetel.
One tenant has a lease agreement for 809 square metres with
approximately 2 years to run on the lease. The second tenant rents
628 square metres on a five year lease ending in May 2021 with
rental increases built into the agreement. The third tenant leases
603 square metres under a three year lease ending in August 2019.
The managing agent is attempting to let the remaining empty space
in the building other than the premises occupied by Dovetel. Once
the eviction is complete this part of the building will also be
offered for rent.
The Directors have maintained the value of the Dar-es-Salaam
Property at US$5.0 million. This valuation is in line with the
value assessed by a local expert at 31 December 2016 and takes into
account both current vacancy levels and the current economic
climate in Tanzania.
The Board of Directors intends to work towards the sale of the
Dar-es-Salaam Property and is working with the Company's local
advisers to finalise the tax position of the Tanzanian subsidiary
with the local tax authorities. The Board believes it is in the
interests of the Company to have a clear determination of the tax
position of the Tanzanian subsidiary before the Dar-es-Salaam
Property is sold.
Financial Results
The loss for the six months to 30 June 2017 was US$0.33 million
(2016: loss of US$0.39 million), representing US$0.0081 loss per
ordinary share (2016: loss per ordinary share US$0.0095). The loss
for the period was made up of dividend income from subsidiary
companies, the net loss in the fair value of assets and ongoing
operating and administrative costs.
The Directors, having considered the latest valuation of the
Dar-es-Salaam Property, are of the opinion that the Dar-es-Salaam
Property is reflected in the balance sheet at realistic fair
values.
As at 30 June 2017, PME's unaudited Net Asset Value attributable
to ordinary shareholders in accordance with IFRS was US$9.2 million
(US$0.22 per ordinary share), compared to the US$9.5 million
(US$0.23 per ordinary share) that was reported as at 31 December
2016.
Return of Cash and Outlook
Shortly after the period end, the Company received the majority
of the proceeds from completion of the Put Option by way of a
buyback of shares held by the Company in PME Locomotives
(Mauritius) Limited, and US$3.4 million of such funds has been set
aside for the Current Tender Offer with the remainder being
retained for working capital purposes.
The marketing process for the sale of the Dar-es-Salaam Property
has been postponed due to ongoing negotiations with tax authorities
in Tanzania regarding the tax position of the Tanzanian subsidiary
holding the asset. The sale process will begin once the tax
position is clarified, the local economic uncertainty in Tanzania
has receded and the vacant space has been relet to the satisfaction
of the Board.
A further and final tender offer for ordinary shares in the
Company will be proposed once the Dar-es-Salaam Property has been
sold.
Paul Macdonald
Chairman
27 September 2017
Statement of Comprehensive Income
(Unaudited) (Unaudited)
Period from 1 January Period from 1 January
2017 to 30 June 2017 2016 to 30 June 2016
Note US$'000 US$'000
------------------------------------------------------------- ----- ----------------------- -----------------------
Net (losses)/gains on financial assets at fair value through
profit or loss 3 (68) 75
Dividend income 226 -
Operating and administration expenses 9 (490) (454)
Foreign exchange gain/(loss) 2 (12)
------------------------------------------------------------- ----- ----------------------- -----------------------
Operating loss and loss before income tax (330) (391)
Income tax 14 - -
------------------------------------------------------------- ----- ----------------------- -----------------------
Loss and total comprehensive expense for the period (330) (391)
Basic and diluted loss per share (cents) attributable to the
equity holders of the Company
during the period 5 (0.81) (0.95)
------------------------------------------------------------- ----- ----------------------- -----------------------
The accompanying notes form an integral part of these interim
financial statements
Balance Sheet
(Unaudited)
As at 30 June (Audited)
2017 As at 31 December 2016
Note US$'000 US$'000
------------------------------------------------------- ----- --------------- ------------------------
Assets
Current assets
Financial assets at fair value through profit or loss 3 9,239 9,260
Trade and other receivables 51 69
Cash and cash equivalents 28 261
------------------------------------------------------- ----- --------------- ------------------------
Total current assets 9,318 9,590
------------------------------------------------------- ----- --------------- ------------------------
Total assets 9,318 9,590
------------------------------------------------------- ----- --------------- ------------------------
Equity and liabilities
Equity
Issued share capital 6 410 410
Capital redemption reserve 7 1,395 1,395
Retained earnings 7,352 7,682
------------------------------------------------------- ----- --------------- ------------------------
Total equity 9,157 9,487
------------------------------------------------------- ----- --------------- ------------------------
Current liabilities
Trade and other payables 8 161 103
------------------------------------------------------- ----- --------------- ------------------------
Total current liabilities 161 103
------------------------------------------------------- ----- --------------- ------------------------
Total liabilities 161 103
------------------------------------------------------- ----- --------------- ------------------------
Total equity and liabilities 9,318 9,590
------------------------------------------------------- ----- --------------- ------------------------
The interim financial statements were approved and authorised
for issue by the Board of Directors on 27 September 2017 and signed
on its behalf by:
Paul Macdonald Lawrence Kearns
Director Director
The accompanying notes form an integral part of these interim
financial statements
Statement of Changes in Equity
Share capital Capital Retained Total
redemption earnings
reserve
US$'000 US$'000 US$'000 US$'000
-------------------------------------------- -------------- ---------- ----------
Balance at 1 January 2016 410 1,395 7,271 9,076
--------------------------------------------- ----- ------- ---------- --------
Comprehensive expense
Loss for the period - - (391) (391)
--------------------------------------------- ----- ------- ---------- --------
Total comprehensive expense for the period - - (391) (391)
--------------------------------------------- ----- ------- ---------- --------
Balance at 30 June 2016 410 1,395 6,880 8,685
Balance at 1 January 2017 410 1,395 7,682 9,487
--------------------------------------------- ----- ------- ---------- --------
Comprehensive expense
Loss for the period - - (330) (330)
--------------------------------------------- ----- ------- ---------- --------
Total comprehensive expense for the period - - (330) (330)
--------------------------------------------- ----- ------- ---------- --------
Balance at 30 June 2017 410 1,395 7,352 9,157
--------------------------------------------- ----- ------- ---------- --------
The accompanying notes form an integral part of these interim
financial statements
Cash Flow Statement
(Unaudited) (Unaudited)
Period from 1 January Period from 1 January
2017 to 30 June 2017 2016 to 30 June 2016
Note US$'000 US$'000
------------------------------------------------------------- ----- ----------------------- -----------------------
Cash flows from operating activities
Purchase of financial assets - loans to investee companies 3 (47) (53)
Dividends received 226 -
Operating and administrative expenses paid (413) (462)
------------------------------------------------------------- ----- ----------------------- -----------------------
Net cash used in from operating activities (234) (515)
------------------------------------------------------------- ----- ----------------------- -----------------------
Net decrease in cash and cash equivalents (234) (515)
Cash and cash equivalents at beginning of period 261 1,331
Foreign exchange gains/(losses) on cash and cash equivalents 1 (3)
------------------------------------------------------------- ----- ----------------------- -----------------------
Cash and cash equivalents at end of period 28 813
------------------------------------------------------------- ----- ----------------------- -----------------------
The accompanying notes form an integral part of these interim
financial statements
Notes to the Interim Financial Statements
1 General Information
PME African Infrastructure Opportunities plc (the "Company") was
incorporated and is registered and domiciled in the Isle of Man
under the Isle of Man Companies Acts 1931 to 2004 on 19 June 2007
as a public limited company with registered number 120060C. The
investment objective of PME African Infrastructure Opportunities
plc and its subsidiaries (the "Group") was to achieve significant
total return to investors through investing in various
infrastructure projects and related opportunities across a range of
countries in sub-Saharan Africa. On 19 October 2012 the
shareholders approved the revision of the Company's Investing
Policy which is now to realise the remaining assets of the Company
and to return both existing cash reserves and the proceeds of
realisation of the remaining assets to shareholders.
The Company's investment activities were managed by PME
Infrastructure Managers Limited (the "Investment Manager") to 6
July 2012. No alternate has been appointed therefore the Board of
Directors has assumed responsibility for the management of the
Company's remaining assets. The Company's administration is
delegated to Galileo Fund Services Limited (the "Administrator").
The registered office of the Company is Millennium House, 46 Athol
Street, Douglas, Isle of Man, IM1 1JB.
Pursuant to its AIM admission document dated 6 July 2007, there
was an original placing of up to 180,450,000 Ordinary Shares with
Warrants attached on the basis of 1 Warrant for every 5 Ordinary
Shares. Following the close of the placing on 12 July 2007,
180,450,000 Shares and 36,090,000 Warrants were issued. The
Warrants lapsed in July 2012. The Shares of the Company were
admitted to trading on AIM, a market of the London Stock Exchange,
on 12 July 2007 when dealings also commenced.
Financial Year End
The financial year end for the Company is 31 December in each
year.
Going concern
In assessing the going concern basis of preparation of the
interim financial statements for the period ended 30 June 2017, the
Directors have taken into account the status of current
negotiations on the realisation of the remaining assets. The
Directors consider that the Group has sufficient funds for its
ongoing operations and therefore have continued to adopt the going
concern basis in preparing these interim financial statements.
2 Summary of Significant Accounting Policies
2.1 Basis of preparation
The accounting policies applied by the Company in the
preparation of these condensed financial statements are the same as
those applied by the Company in its financial statements for the
year ended 31 December 2016.
These interim financial statements have been prepared in
accordance with IAS 34 'Interim Financial Reporting' as adopted by
the European Union. They do not include all of the information
required for full annual financial statements and should be read in
conjunction with the financial statements of the Company as at and
for the year ended 31 December 2016, which have been prepared in
accordance with International Financial Reporting Standards
("IFRS") as adopted by the European Union.
In accordance with IFRS 10, 'Consolidated financial statements',
the Directors have concluded that the Company meets the definition
of an investment entity and therefore no longer consolidates its
subsidiaries, instead it is required to account for these
subsidiaries at fair value through profit or loss in accordance
with IAS 39, 'Financial instruments: recognition and measurement'
and prepares separate company financial statements only.
The interim financial statements for the six months ended 30
June 2017 are unaudited. The comparative interim figures for the
six months ended 30 June 2016 are also unaudited.
3 Financial Assets at Fair Value through Profit or Loss
The following subsidiaries of the Company are held at fair value
in accordance with IFRS 10:
Country of incorporation Percentage of shares
held
------------------------------------- -------------------------- ---------------------
PME Locomotives (Mauritius) Limited Mauritius 100%
PME TZ Property (Mauritius) Limited Mauritius 100%
------------------------------------- -------------------------- ---------------------
The following company is an indirect investment of the Company
and is included within the fair value of the direct
investments:
Country of incorporation Percentage of shares held Parent company
----------------------- ------------------------- -------------------------- ------------------------------------
PME Properties Limited Tanzania 100% PME TZ Property (Mauritius) Limited
----------------------- ------------------------- -------------------------- ------------------------------------
The following table shows a reconciliation of the opening
balances to the closing balances for fair value measurements:
30 June 2017 31 December 2016
US$'000 US$'000
-------------------------------------------- ------------- -----------------
Start of the period/year 9,260 7,856
Increase in loans to investee companies 47 174
Movement in fair value of financial assets (68) 1,230
End of the period/year 9,239 9,260
-------------------------------------------- ------------- -----------------
Assets carried at amounts based on fair value are defined as
follows:
-- Quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1).
-- Inputs other than quoted prices included within level 1 that
are observable for the asset or liability, either directly (that
is, as prices) or indirectly (that is, derived from prices) (Level
2).
-- Inputs for the asset or liability that are not based on
observable market data (that is, unobservable inputs) (Level
3).
The fair values of all financial assets at fair value through
profit or loss are determined using valuation techniques using
significant unobservable inputs. Accordingly, the fair values are
classified as level 3. There were no transfers between levels
during the current period or prior year. The key inputs and most
significant unobservable inputs are shown below.
Fair value as at Fair value as at Valuation Significant Sensitivity to
30 June 2017 31 December techniques and unobservable significant
2016 inputs inputs unobservable inputs
US$'000 US$'000
------------------ ----------------- ------------------ ------------------ ----------------- --------------------
Rail assets (PME
Locomotives
(Mauritius) Value of net
Limited) 4,433 4,270 assets N/A N/A
Real estate 4,806 4,990 Adjusted Discount rate If the discount
investments (PME discounted cash rate were 1%
TZ Property flow property higher/lower the
(Mauritius) valuation (inputs estimated fair
Limited) including rental value would
income, operating (decrease)/increase
costs, vacancy by US$38,000
and discount
rate) N/A
plus value of
other net assets
------------------ ----------------- ------------------ ------------------ ----------------- --------------------
Total 9,239 9,260
------------------ ----------------- ------------------ ------------------ ----------------- --------------------
Commitments under operating leases relating to PME Properties
Limited are disclosed in note 12.
4 Net Asset Value per Share
As at As at
30 June 2017 31 December 2016
-------------------------------------------------------------------- -------------- ------------------
Net assets attributable to equity holders of the Company (US$'000) 9,157 9,487
Shares in issue (thousands) 40,973 40,973
-------------------------------------------------------------------- -------------- ------------------
NAV per share (US$) 0.22 0.23
-------------------------------------------------------------------- -------------- ------------------
The NAV per share is calculated by dividing the net assets
attributable to equity holders of the Company by the number of
Ordinary Shares in issue.
5 Basic and Diluted Loss per Share
Basic loss per share is calculated by dividing the loss
attributable to equity holders of the Company by the weighted
average number of Ordinary Shares in issue during the period.
Period ended Period ended
30 June 2017 30 June 2016
----------------------------------------------------------------- --------------- ---------------
Loss attributable to equity holders of the Company (US$'000) (330) (391)
Weighted average number of Ordinary Shares in issue (thousands) 40,973 40,973
----------------------------------------------------------------- --------------- ---------------
Basic loss per share (cents) from loss for the period (0.81) (0.95)
----------------------------------------------------------------- --------------- ---------------
There is no difference between basic and diluted Ordinary Shares
as there are no potential dilutive Ordinary Shares.
6 Share Capital
Ordinary Shares of US$0.01 each 31 December 2016 and 31 December 2016 and
30 June 2017 30 June 2017
Number US$'000
--------------------------------- --------------------- ---------------------
Authorised 500,000,000 5,000
--------------------------------- --------------------- ---------------------
C Shares of US$1 each 31 December 2016 and 31 December 2016 and
30 June 2017 30 June 2017
Number US$'000
----------------------- --------------------- ---------------------
Authorised 5,000,000 5,000
Issued - -
----------------------- --------------------- ---------------------
Ordinary Shares of US$0.01 each 30 June 2017 31 December 2016
US$'000 US$'000
----------------------------------------------------------- ------------- -----------------
40,973,236 (31 December 2016: 40,973,236) Ordinary Shares
in issue, with full voting rights 410 410
410 410
----------------------------------------------------------- ------------- -----------------
At incorporation the authorised share capital of the Company was
US$10,000,000 divided into 500,000,000 Ordinary Shares of US$0.01
each and 5,000,000 C Shares of US$1.00 each. The holders of
Ordinary Shares are entitled to receive dividends as declared from
time to time and are entitled to one vote per share at meetings of
the Company.
The holders of C Shares would be entitled to one vote per share
at the meetings of the Company. The C Shares can be converted into
Ordinary Shares on the approval of the Directors. On conversion
each C share would be sub-divided into 100 C Shares of US$0.01 each
and will be automatically converted into New Ordinary Shares of
US$0.01 each.
7 Capital Redemption Reserve
The capital redemption reserve is created on the cancellation of
shares equal to the par value of shares cancelled. This reserve is
not distributable.
8 Trade and Other Payables
30 June 2017 31 December 2016
US$'000 US$'000
-------------------------------------- ------------- -----------------
Administration fees payable 21 20
Audit fee payable 28 53
CREST service provider fee payable 6 5
Directors' fees and expenses payable 26 6
Legal fees payable 38 -
Tender costs payable 20 -
Other sundry creditors 22 19
161 103
-------------------------------------- ------------- -----------------
The fair value of the above financial liabilities approximates
their carrying amounts.
9 Operating and Administration Expenses
Period ended Period ended
30 June 2017 30 June 2016
US$'000 US$'000
--------------------------------------- --------------- --------------
Administration expenses 72 77
Administrator and Registrar fees 41 43
Audit fees 28 32
Directors' fees 115 113
Professional fees 214 174
Other 20 15
--------------------------------------- --------------- --------------
Operating and administration expenses 490 454
--------------------------------------- --------------- --------------
Administrator and Registrar fees
The Administrator receives a fee of 10 basis points per annum of
the net assets of the Company between GBP0 and GBP50 million; 8.5
basis points per annum of the net assets of the Company between
GBP50 million and GBP100 million and 7 basis points per annum of
the net assets of the Company in excess of GBP100 million, subject
to a minimum monthly fee of GBP4,000 and a maximum monthly fee of
GBP12,500 payable quarterly in arrears.
Administration fees expensed by the Company for the period ended
30 June 2017 amounted to US$37,451 (30 June 2016: US$38,573).
The Administrator provides general secretarial services to the
Company, for which it receives a minimum annual fee of GBP5,000.
Additional fees, based on time and charges, apply where the number
of Board meetings exceeds four per annum. For attendance at
meetings not held in the Isle of Man, an attendance fee of GBP750
per day or part thereof is charged. The fees payable by the Company
for general secretarial services for the period ended 30 June 2017
amounted to US$3,901 (30 June 2016: US$4,018).
Administration fees of the Mauritian subsidiaries for the period
ended 30 June 2017 amounted to US$8,625 (30 June 2016:
US$14,432).
Administration fees of PME Properties Limited for the period
ended 30 June 2017 amounted to US$34,897 (30 June 2016:
US$21,742).
Directors' Remuneration
The maximum amount of basic remuneration payable by the Company
by way of fees to the Directors permitted under the Articles of
Association is GBP200,000 per annum. The Directors are each
entitled to receive reimbursement of any expenses incurred in
relation to their appointment. The Executive Directors are entitled
to receive annual basic salaries of GBP75,000.
Total fees and basic remuneration (including VAT where
applicable) and expenses payable by the Company for the period
ended 30 June 2017 amounted to US$114,758 (30 June 2016:
US$112,735) and was split as below. Directors' insurance cover
payable amounted to US$14,877 (30 June 2016: US$14,918).
Period ended Period ended
30 June 2017 30 June 2016
US$'000 US$'000
----------------------- -------------- --------------
Paul Macdonald 49 50
Lawrence Kearns 54 56
Expense reimbursement 12 7
115 113
----------------------- -------------- --------------
10 Operating segments
Operating segments are reported in a manner consistent with the
internal reporting provided to the chief operating decision-maker.
The chief operating decision-maker is the person or group that
allocates resources to and assesses the performance of the
operating segments of an entity. The chief operating
decision-makers have been identified as the Board of Directors.
The Board reviews the Company's internal reporting in order to
assess performance and allocate resources. It has determined the
operating segments based on these reports. The Board considers the
business on a project by project basis by type of business. The
type of business is transport (railway) and leasehold property.
Six months ended 30 June 2017 Transport Leasehold Other* Total
Property
PME PME TZ Property
Locomotives
US$'000 US$'000 US$'000 US$'000
--------------------------------------------------------- ------------- ---------------- -------- ----------
Net gains/(losses) on financial assets at fair value
through profit or loss 128 (196) - (68)
Dividend income - 226 - 226
Profit/(loss) for the period 128 30 (488) (330)
--------------------------------------------------------- ------------- ---------------- -------- ----------
* Other refers to income and expenses of the Company not
specific to any specific sector such as income on un-invested funds
and corporate expenses.
Six months ended 30 June 2016 Transport Leasehold Other** Total
Property
PME PME TZ Property
Locomotives
US$'000 US$'000 US$'000 US$'000
--------------------------------------------------------- ------------- ---------------- -------- ----------
Net losses on financial assets at fair value through
profit or loss (37) 124 (12) 75
Loss for the period (37) 124 (478) (391)
--------------------------------------------------------- ------------- ---------------- -------- ----------
** Other refers to income and expenses of the Company not
specific to any specific sector such as income on un-invested funds
and corporate expenses.
30 June 2017 Transport Leasehold Other* Total
Property
PME Locomotives PME TZ Property
US$'000 US$'000 US$'000 US$'000
--------------------- ---------------- ---------------- -------- ----------
Segment assets 4,433 4,806 79 9,318
Segment liabilities - - (161) (161)
--------------------- ---------------- ---------------- -------- ----------
* Other assets comprise cash and cash equivalents US$27,932 and
other assets US$50,849.
31 December 2016 Transport Leasehold Other** Total
Property
PME PME TZ Property
Locomotives
US$'000 US$'000 US$'000 US$'000
--------------------- ------------- ---------------- -------- ----------
Segment assets 4,270 4,990 330 9,590
Segment liabilities - - (103) (103)
--------------------- ------------- ---------------- -------- ----------
** Other assets comprise cash and cash equivalents US$261,333
and other assets US$69,479.
11 Risk Management
The Company's activities expose it to a variety of financial
risks: market risk (including foreign currency risk and interest
rate risk), credit risk and liquidity risk. The financial risks
relate to the following financial instruments: financial assets at
fair value through profit or loss, loans and receivables, cash and
cash equivalents, secured loan and trade and other payables. There
has been no material change in the market, credit or liquidity risk
profile since the year ended 31 December 2016.
There have been no changes in risk management policies or
responsibilities since the year end. The risk management is carried
out by the executive Directors.
These interim financial statements do not include all financial
risk management information and disclosures required for full
annual financial statements and should be read in conjunction with
the financial statements of the Company as at and for the year
ended 31 December 2016.
The Company has a number of financial instruments which are not
measured at fair value in the balance sheet. The fair values of
these instruments are not materially different to their carrying
amounts as the interest rates are close to current market rates or
the instruments are short-term in nature.
12 Contingent Liabilities and Commitments
PME Properties Limited has entered into a number of operating
lease agreements in respect of properties. The lease terms are
between one and ten years and the majority of the lease agreements
are renewable at the end of the lease period at market rates.
The Group's future aggregate minimum lease payments, by virtue
of its indirect investment in PME Properties Limited, under
operating leases are as follows:
30 June 2017 31 December 2016
US$'000 US$'000
----------------------------------------- ------------- -----------------
Amounts payable under operating leases:
Within one year 65 25
In the second to fifth years inclusive 308 300
Beyond five years 1,160 1,220
----------------------------------------- ------------- -----------------
1,533 1,545
----------------------------------------- ------------- -----------------
13 Related Party Transactions
Parties are considered to be related if one party has the
ability to control the other party or to exercise significant
influence over the other party in making financial or operational
decisions. Key management is made up of the Board of Directors.
The Directors of the Company are considered to be related
parties by virtue of their influence over making operational
decisions. Directors' remuneration is disclosed in note 9.
14 Income Tax Expense
The Company is resident for taxation purposes in the Isle of Man
and is subject to income tax at a rate of zero per cent (2016: zero
per cent).
15 Post Balance Sheet Events
Following the successful conclusion and settlement of the put
option, on 12 July 2017, PME Locomotives (Mauritius) Limited
carried out a share buyback purchasing 4,400,000 of its own shares
from the Company for a consideration of US$4,400,000 with the cash
providing the Company with funds for its tender offer.
In September 2017 the latest tender offer closed. The Company
purchased 16,389,294 Ordinary Shares, comprising 40.0 per cent. of
the Ordinary Shares at a price of US$0.21 per Ordinary Share. These
shares were cancelled on 19 September 2017, leaving 24,583,942
Ordinary Shares in issue.
16 Market Abuse Regulation (MAR) Disclosure
Certain information contained in this announcement would have
been deemed inside information for the purposes of Article 7 of
Regulation (EU) No 596/2014 until the release of this
announcement.
This information is provided by RNS
The company news service from the London Stock Exchange
END
IR SEMFIWFWSEFU
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