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Annual Report (2020)

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Annual Report (2020) For personal use only TERRACOM LIMITED 2020 ANNUAL REPORT Contents SECTION 1: COMPANY OVERVIEW 2 Chairman’s letter to shareholders 3 Directors 4 Management team 6 Company information 7 Current operations and project structure 8 Operations overview 9 Current mining tenements held 10 SECTION 2: COMPANY UPDATE 11 Operational summary 12 Production overview 13 Financial overview 14 Operational performance 15 SECTION 3: COMPANY OPERATIONS AND PROJECTS 16 Australia Operations and Projects 17 South Africa Operations and Projects 22 SECTION 4: JORC RESOURCES AND RESERVES STATEMENT 31 SECTION 5: FINANCIAL REPORT 39 Director’s Report 41 Auditors Independence Declaration 64 Statement of profit or loss 66 Statement of other comprehensive income 67 Statement of financial position 68 Corporate Directory Statement of changes in equity 70 Statement of cash flows 72 PEOPLE Notes to financial statements 77 Directors Wallace King AO Directors declaration 133 Craig Ransley Glen Lewis Independent Auditor’s Report 134 Shane Kyriakou SECTION 6: ASX ADDITIONAL SHAREHOLDER INFORMATION 141 Craig Lyons Matthew Hunter Additional shareholder information for listed public companies 142 Company Secretary Megan Etcell Chief Executive Officer Danny McCarthy Chief Commercial Officer Nathan Boom Download Chief Financial Officer Celeste van Tonder Scan the QR code to download CORPORATE INFORMATION a PDF of the 2020 TerraCom Registered Office Blair Athol Mine Access Road Limited Annual Report. Clermont, Queensland, 4721 Australia Telephone: +61 7 4983 2038 Contact Address PO Box 131 Clermont, Queensland, 4721 Australia Internet address terracomresources.com Country of Incorporation Australia Australian Business Number 35 143 533 537 Stock Exchange Listing Australian Securities Exchange Ltd ASX Code: TER SERVICE PROVIDERS For personal use only Share Registry Link Market Services Limited How to use this report Level 12, 680 George Street Sydney New South Wales 2000 Make use of the icons that are displayed on each page Australia (as below) to navigate through the various sections of the report Telephone: +61 1300 554 47 Facsimile: +61 2 9287 0303 Email: [email protected] Auditors Ernst & Young Contents Previous Next Print Search 200 George Street Sydney, New South Wales, 2000 Australia KEY HIGHLIGHTS Maiden dividend Earnings* declared Interim dividend of 1c per share declared and paid in $79.5m November 2019 underlying EBITDA * Based on a combined group comparing year on year. Refer to page 14 for reconciliation to EBITDA Major acquisitions ACQUIRED 100% of Universal Coal plc Record coal sales Record ROM production 9.98Mt 14.55Mt up 11% up 26% For personal use only Mine transition Divestments Transitioned to owner-operator Disposal of the Group’s at the Group’s Blair Athol mine Mongolian Assets in Queensland, Australia TERRACOM LIMITED ANNUAL REPORT 2020 PAGE 1 SECTION 1: COMPANY OVERVIEW We are currently enacting a growth strategy towards delivering a Mid-Tier diversified operating and trading business and have a global focus on the development of a high yielding diversified asset portfolio for investors. IN THIS SECTION Chairman’s letter to shareholders 2 For personal use only Directors 4 Management team 6 Company information 7 Current operations and project structure 8 Operations overview 9 Current mining tenements held 10 NBC PAGE 2 Chairman’s letter to shareholders STRATEGIC TRANSFORMATION “TerraCom has transformed itself over the last 6 months and despite a volatile market, strategic actions have seen the business consolidate and grow. The Company now has a multi-asset global portfolio of five operating coal mines across Australia and South Africa. The future is bright and the Company is excited about the next steps and being able to continue to deliver returns to shareholders in spite of the current uncertainty.” Wal King AO, Non-Executive Chairman, TerraCom Limited Dear Shareholders, The newly merged TerraCom entity now has a successful path to It is my pleasure to be able to present the TerraCom Limited the future. The acquisition of Universal re-sets the group annual 1 (ASX: TER) (TerraCom or the Company) Annual Report for the sales profile at approximately 10 million tonnes per annum and year ended 30 June 2020. the cost base structure is low across both Australia and South Africa. Following the decision to take over the operations and Continuing on from the solid operating and financial performance management of the Blair Athol Coal Mine free on board operating of the Company’s Blair Athol Coal Mine in Queensland last year, the costs are forecast to be around AU$59 per tonne. 2020 Financial Year has seen the Company continue to grow and strengthen as a result of the finalisation of a number of significant Despite the negative global impacts of COVID-19, including corporate transactions. significantly reduced pricing achieved for key commodities such as thermal coal, production results for the year continued to be positive, Following the acquisition of a 19.995% shareholding in Universal with a number of milestones being achieved as outlined below: Coal plc (Universal) in October 2019, on 3 February 2020, • ROM Coal Production: 14.55 million tonnes for 2020 financial TerraCom announced a takeover offer, through its wholly owned year, an increase of 26% compared to the previous (2019) subsidiary TCIG Resources Pte Ltd (TCIG) to acquire the entire financial year2. issued and to be issued share capital of Universal not already directly • 9.98 million tonnes for 2020 financial year, or indirectly owned by it (the Offer). The Offer closed on 25 March Record Coal Sales: an increase of 11% compared to the previous (2019) financial year2. 2020 and TerraCom achieved just over 90% of the voting rights attached to Universal shares. At this level of acceptance, TerraCom • Record Coal Inventory on hand as at 30 June 2020 of proceeded to a mandatory sell-out process in accordance with the 1.08 million tonnes, an increase of 73% compared to the prior UK Companies Act 2006 which was finalised on 30 June 2020. corresponding period2. The foresight and decisions of both the TerraCom Board and The new Company structure achieves diversity in terms of both Management to proceed and complete the Universal acquisition geography and market and provides shareholders with balance when it did, has allowed the Company to diversify from both a and a more stable base. The Universal acquisition has placed geographical and client base perspective at the appropriate time in the Company in a strong position and coal sales achieved since spite of the COVID-19 pandemic. With only one mine in Australia, year end demonstrate this equilibrium. Based on an annualised the Company was reliant on the sea borne export market, but with assessment at the end of September 2020, the Company is well four additional South African operations joining the Company, a positioned to exceed the annual coal sales achieved during the 2020 natural market hedge now exists as a result of significant fixed price Financial Year of 9.98 million tonnes. contracts with the major South African electricity supplier, Eskom. The 2020 Financial Year has presented many challenges and Whilst the Universal acquisition was in the process of being finalised, opportunities for the Company and we look forward to further the Company also proceeded to divest its Mongolian Assets to opportunities ahead. I would like to thank my fellow Board members Bridge Resources Pte Ltd (Bridge). The sale, which completed in both past and present for their efforts and commitment throughout June 2020, included the disposal of both the BNU Coal Mine and the year and also thank both management and staff of the Company the EO Coal Mine in Mongolia, along with associated legal entities. for their hard work and dedication in continuing to produce consistent The subsidiaries were sold as a going concern resulting in Bridge operational results. I am also sure that the year ahead will present many accepting all assets and liabilities (including working capital) of the uncertainties associated with the COVID-19 pandemic and the world Mongolian entities and Singapore holding companies. Following political situation. We will overcome these challenges and continue to the divestment, the Company worked closely with Bridge to ensure grow the Company from a financial and operational perspective. Finally, aFor personal use only smooth transition of ownership with no significant impact to I would like to thank all shareholders for their continued support. production for the new owner. After the end of the financial year, the Company successfully negotiated to transition its Blair Athol Coal Mine to owner operator, effective from 31 July 2020. The decision to transition to owner operator has already resulted in cost savings to the business which Wal King AO, will continue into the foreseeable future. Non-Executive Chairman, TerraCom Limited 1 Represents managed tonnes NBC 2 The figures reflect continuing operations (Mongolia sold in June 2020 has been excluded from all of the numbers). The figures assume continuous ownership of Universal, even though control was not effected until 1 April 2020. TERRACOM LIMITED ANNUAL REPORT 2020 PAGE 3 Directors A B C D E F A Wallace King AO Mr Ransley is also Chairman of Universal Coal plc (UNV). Initially appointed as TerraCom’s nominee representative Director in Non-Executive Chairman, Independent Director November 2019 he was then subsequently appointed as Chairman Appointed 17 May 2017 in March 2020, following TerraCom’s announcement that voting Wal King holds a Bachelor of Engineering, a Master of Engineering rights over UNV Shares had exceeded 90%. Science and an Honorary Doctorate of Science from the University of New South Wales. Wal has worked in the construction industry for C Matthew Hunter over 40 years and was CEO of Leighton Holdings Limited from 1987 Non-Executive Director until December 2010. Mr King is a Director of Kimberley Foundation Appointed 18 January 2018 Australia Limited; and was up until May 2017 one of the longest Matthew Hunter has more than 20 years’ experience in the finance serving Directors of Coca-Cola Amatil Limited.
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