TIDMCEY
RNS Number : 1640S
Centamin PLC
07 March 2019
For immediate release 7 March 2019
Centamin plc ("Centamin" or "the Company")
(LSE:CEY, TSX:CEE)
Annual Report and Accounts, Sustainability Report
and
Notice of Annual General Meeting
The Company announces the publication of its:
-- Audited Annual Report and Accounts for the year ended 31
December 2018 ("2018 Annual Report")
-- Sustainability Report, and
-- Notice of Annual General Meeting ("AGM")
The AGM will be held at The Royal Yacht, Weighbridge, St Helier,
Jersey, Channel Islands, JE2 3NF on Monday, 8 April 2019 at 10:00
am (UK time).
Centamin advises that the Notice of Annual General Meeting has
been posted to the registered shareholders, along with a Form of
Proxy for voting at the AGM.
In accordance with the Financial Conduct Authority's ("FCA")
Listing Rule 9.6.1R, copies of the Notice of Annual General Meeting
and 2018 Annual Report have been submitted to the National Storage
Mechanism and will shortly be available at
www.morningstar.co.uk/uk/NSM and the Company's website:
www.centamin.com.
The Company published unaudited preliminary 2018 results
("Preliminary Results") on 25 February 2019 and a copy of the
announcement is available on the Company's website. The Preliminary
Results, together with the information in the Appendices to this
announcement, constitute the information required in accordance
with the FCA's Disclosure Guidance and Transparency Rule 6.3.5R.
Page references included herein refer to page numbers in the 2018
Annual Report. This announcement should be read in conjunction
with, and is not a substitute for reading, the full 2018 Annual
Report.
TSX shareholders please refer to Appendix D for updated dividend
timetable in line with TSX Easter trading hours.
For more information, please contact:
Centamin plc Buchanan Communications
Andrew Pardey, Chief Executive Officer Bobby Morse
Alexandra Carse, Investor Relations Chris Judd
+44 (0) 7700 713 738 + 44 (0) 20 7466 5000
alexandra.carse@centamin.je centamin@buchanan.uk.com
Appendix A - Principal Risks and Uncertainties
Please see the details announced on 25 February 2019. Details
can also be found on pages 42 to 47 of the 2018 Annual Report.
Appendix B - Related Party Transactions
Please see details announced on 25 February 2019. Details can
also be found in note 6.1 of the financial statements in the 2018
Annual Report.
Appendix C - Directors Responsibility Statement
Details can be found on page 146 of the 2018 Annual Report
Directors' responsibilities in respect of the annual report and
financial statements
The directors are responsible for preparing the annual report
and the financial statements in accordance with applicable law and
regulations.
Company law requires the directors to prepare financial
statements for each financial year. Under that law the directors
have prepared the Group financial statements in accordance with
International Financial Reporting Standards ("IFRSs") as adopted by
the European Union. Under company law the directors must not
approve the Group financial statements unless they are satisfied
that they give a true and fair view of the state of affairs of the
Group and of the profit or loss of the Group for that period. In
preparing the financial statements, the directors are required
to:
-- select suitable accounting policies and then apply them consistently;
-- state whether applicable IFRSs as adopted by the European
Union have been followed, subject to any material departures
disclosed and explained in the financial statements;
-- make judgments and accounting estimates that are reasonable and prudent; and
-- prepare the financial statements on the going concern basis
unless it is inappropriate to presume that the Group will continue
in business.
The directors are responsible for keeping adequate accounting
records that are sufficient to show and explain the Group's
transactions and disclose with reasonable accuracy at any time the
financial position of the Group and enable them to ensure that the
financial statements and the directors' remuneration report comply
with The Companies (Jersey) Law, 1991.
The directors are also responsible for safeguarding the assets
of the Group and hence for taking reasonable steps for the
prevention and detection of fraud and other irregularities.
The directors are responsible for the maintenance and integrity
of the Company's website. Legislation in the United Kingdom and
Jersey governing the preparation and dissemination of financial
statements may differ from legislation in other jurisdictions.
The directors consider that the annual report and financial
statements, taken as a whole, are fair, balanced and understandable
and provides the information necessary for shareholders to assess
the Group's performance, business model and strategy.
The directors have undertaken a robust assessment of the
principal risks impacting the Company. The assessment identified
strategic and operational risks at a corporate level and principal
risks impacting our operations in Egypt and West Africa.
The Board receives written assurances from the CEO and CFO that
to the best of their knowledge and belief, the Group's financial
position presents a true and fair view and that the financial
statements are founded on a sound system of risk management,
internal compliance and control. Further, they confirm that the
Group's risk management and internal compliance is operating
efficiently and effectively. The Board recognises that internal
control assurances from the CEO and CFO can only be reasonable
rather than absolute, and therefore they are not and cannot be
designed to detect all weaknesses in control procedures.
The financial statements have been audited by
PricewaterhouseCoopers LLP, independent auditor, who was given
unrestricted access to all financial records and related
information, including minutes of all shareholder, Board and
Committee meetings.
The financial statements were approved by the Board of Directors
on 1 March 2019 and signed on their behalf by Andrew Pardey (CEO)
and Ross Jerrard (CFO).
Each of the directors, whose names and functions are listed in
the Governance Report in the 2018 Annual Report, confirm that, to
the best of their knowledge:
-- the Group financial statements, which have been prepared in
accordance with IFRSs as adopted by the European Union, give a true
and fair view of the assets, liabilities, financial position and
profit of the Group; and
-- the Strategic and Governance Report includes a fair review of
the development and performance of the business and the position of
the Group, together with a description of the principal risks and
uncertainties that it faces.
In the case of each director in office at the date the
Governance Report is approved:
-- so far as the director is aware, there is no relevant audit
information of which the Group's auditor is unaware; and
-- they have taken all the steps that they ought to have taken
as a director in order to make themselves aware of any relevant
audit information and to establish that the Group's auditor is
aware of that information.
Appendix D - Final Dividend
In accordance with Centamin's dividend policy, the Board of
Directors proposed a Final Dividend on 25 February 2019 of 3.0 US
cents per ordinary share, equal to US$34.6 million. This would
bring the 2018 total dividend to 5.5 US cents per ordinary shares,
totalling US$63.5 million, which is equivalent to returning
approximately 100% of free cash flow generated to shareholders.
The Final Dividend will be paid on 13 May 2019 to shareholders
on the register on the Record Date of 23 April 2019. The Final
Dividend will be paid in US Dollars ("USD"), with an option for
shareholders to elect to receive the dividend in Pounds Sterling
("GBP"). Currency elections should be made no later than 29 April
2019 with further details of how to do so on the Company's website
at www.centamin.com. Payments in GBP will be based on the USD/GBP
exchange rate on 30 April 2019 and the rate applied will be
published on the website on the 1 May 2019.
The dividend is subject to AGM approval on 8 April 2019,
following which the dividend will be final.
London Stock Exchange ("LSE") and Toronto Stock Exchange
("TSX")
LSE EX-DIV DATE: 18 April 2019
TSX EX-DIV DATE: 22 April 2019 (corrected)
TSX and LSE RECORD DATE: 23 April 2019
LAST DATE FOR RECEIPT OF CURRENCY ELECTIONS: 29 April 2019
TSX and LSE PAY DATE: 13 May 2019
The Company's total issued share capital is 1,154,722,984
ordinary shares.
The dates set out above are based on the Directors' current
expectations and may be subject to change. If any of the dates
should change, the revised dates will be announced by press release
and will be available at www.centamin.com.
As a Jersey incorporated company, there is no requirement for
Centamin plc to make any withholding or deduction on account of
Jersey tax in respect of the dividend.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
MSCMMGGFLNRGLZG
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