Audited Consolidated Financial Statements of Lonmin for 2018
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Lonmin Plc / 107 Annual Report and Accounts 2018 Independent Auditor’s Report to the Members of Lonmin Plc 1 Our opinion is unmodified Strategic Report We have audited the financial statements of Lonmin Plc (“the Company”) for the year ended 30 September 2018 which comprise the Consolidated Income Statement, the Consolidated Statement of Comprehensive Income, the Consolidated Statement of Financial Position, the Company Balance Sheet, the Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, the Consolidated Statement of Cash Flows, and the related notes, including the accounting policies in note 1. In our opinion: • the financial statements give a true and fair view of the state of the Group’s and of the parent Company’s affairs as at 30 September 2018 and of the Group’s profit for the year then ended; • the Group financial statements have been properly prepared in accordance with International Financial Reporting Standards as adopted by the European Union (IFRSs as adopted by the EU); Governance • the parent Company financial statements have been properly prepared in accordance with UK accounting standards, including FRS 101 Reduced Disclosure Framework; and • the financial statements have been prepared in accordance with the requirements of the Companies Act 2006 and, as regards the Group financial statements, Article 4 of the IAS Regulation. Basis for opinion We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”) and applicable law. Our responsibilities are described below. We believe that the audit evidence we have obtained is a sufficient and appropriate basis for our opinion. Our audit opinion is consistent with our report to the audit committee. We were first appointed as auditor of Lonrho Plc in 1972 and we were re-appointed as auditor by the Company in 1999 when Lonrho Plc was renamed Lonmin Plc. The period of total uninterrupted engagement is for the 46 financial years ended Financial Statements 30 September 2018. We have fulfilled our ethical responsibilities under, and we remain independent of the Group in accordance with, UK ethical requirements including the FRC Ethical Standard as applied to listed public interest entities. No non-audit services prohibited by that standard were provided. Overview Materiality: Group Financial statement as a whole $4.5 million (2017: $9.0 million) Coverage 100% (2017: 100%) of Group revenue 99% (2017: 99%) of Group total assets 95% (2017: 99%) of Group profit (2017: loss) before tax Risk of Material Misstatement A Deeper Look Recurring Risks Going Concern Impairment and carrying value of Marikana Assets Physical quantities of inventory (excluding consumables) Parent Company only Impairment of shares in subsidiary companies and intercompany loan receivables in the Company balance sheet Shareholder Information Shareholder www.lonmin.com / 108 Lonmin Plc Annual Report and Accounts 2018 Independent Auditor’s Report to the Members of Lonmin Plc 2 Material uncertainty related to going concern Key Audit Matter The Risk The Response Going concern Accounting basis and Our procedures included: disclosure quality: Risk vs 2017 • Funding assessment: Assessing In our report on the 2017 financial the terms of the group financing We draw attention to note 1 to the statements we referred to a material agreements including the new financial statements which indicates uncertainty about the Group and $200 million metal sale agreement. that there is a material uncertainty Company’s ability to continue as a relating to the Group’s and the parent • Key dependency assessment: going concern, including whether the Company’s ability to continue as a assessing the Group’s cash flow Group would be able to repay the going concern. model to identify key inputs for $150 million term loan following a further enquiry. The key inputs The Group has received an all share breach of its covenants. That situation included: Platinum Group Metals offer (the deal) from Sibanye Gold still applied when we began our audit. (PGM) price forecasts, forecast Limited (trading as Sibanye-Stillwater) However, the Group then entered into production, forecast foreign which is contingent on various a $200 million metal sale agreement. exchange rates and forecast cash approvals and conditions, including The proceeds allowed Lonmin to repay costs. Assessing the resultant cash waiting for the conclusion of the the $150 million term loan. flow projection as an indication of statutory time period for the filing The new facility has no specific Income whether the group would have of an appeal on a review as well as Statement or Balance Sheet covenants sufficient resources to continue to shareholder approvals from Sibanye- other than a requirement for liquidity operate and repay the required Stillwater and Lonmin and sanction of the Group to not be less than cash amount if the deal completes. of the Transaction by the courts of $20 million and approval for certain • Historical comparisons: England and Wales. capital expenditure projects above a evaluating historical forecasting If the deal does not complete, the certain value. However, it is required accuracy of key inputs including Group would be unable to fund the to be repaid in metal over a three year production and cash forecasts. significant investment required to period subject to an immediate part • Benchmarking assumptions: sustain the business. payment if the deal completes. As a comparing the Group’s result the previous covenants are no These events and conditions, along assumptions to externally derived longer applicable for the going concern data in relation to key inputs such with the other matters explained in assessment. In addition many of the note 1, represent a material uncertainty as PGM metal price forecasts and conditions precedent in the deal have foreign exchange rates. that may cast significant doubt on the also been met recently, leaving the main • Methodology implementation: Group’s and the parent Company’s conditions being; waiting for the assistance of KPMG modelling ability to continue as a going concern. conclusion of the statutory time period specialists to assess the integrity of Our opinion is not modified in respect for the filing of an appeal or a review as the Group’s going concern model. of this matter. well as shareholder approvals from Sibanye-Stillwater and Lonmin and • Sensitivity analysis: sanction of the Transaction by the reviewing sensitivity analysis of the courts of England and Wales. These forecasts to a number of variable factors, and the improvement in the factors including PGM commodity macroeconomic environment, are the prices, Rand / US Dollar exchange reason we consider the risk has rates and production to identify reduced from 2017. whether reasonably plausible adverse scenarios could have an Nevertheless, the matter still involves impact liquidity. cash flow forecasts, and sensitivity analysis, to assess whether the Group will be able to meet its liabilities as they fall due both in the event of the deal failing to complete and completing successfully. Lonmin Plc / 109 Annual Report and Accounts 2018 Independent Auditor’s Report to the Members of Lonmin Plc 2 Material uncertainty related to going concern (continued) Key Audit Matter The Risk The Response The financial statements explain how • Key dependency assessment: Strategic Report the Directors have formed a judgement reviewing the public that it is appropriate to prepare the announcements on the Sibanye- accounts of the Group and the parent Stillwater deal to assess whether Company on a going concern basis. evidence is available to indicate However, the Directors have concluded whether Lonmin Plc, and its that the completion of the planned significant subsidiaries are likely transaction along with other factors to continue to trade if the deal discussed in note 1 represent a completes. Reviewing material uncertainty that may cast recommendations arising from significant doubt regarding the Group’s the South Africa competition and parent Company’s ability to commission approval to assess continue as a going concern. whether there are any significant Governance issues which would stop the As this assessment involves a deal completing. consideration of future events there is a risk that the judgement is inappropriate. • Key dependency assessment: Furthermore, clear and full disclosure of obtaining the counter due diligence the facts and the Directors’ rationale for performed by the Directors of the use of the going concern basis of Lonmin Plc on Sibanye-Stillwater preparation, including that there is a to assess their financial viability; related material uncertainty, is a key corroborating to publically available financial statement disclosure. Auditing information on Sibanye-Stillwater’s standards require such matters to be financing and other external evidence including broker forecasts reported as a key audit matter. Financial Statements and performing inquiries with Calculation risk: Sibanye-Stillwater management. The cash flow forecasts use a model • Assessing transparency: which is detailed and complex and evaluating the adequacy of the therefore may lead to calculation errors. Group’s disclosures in respect of going concern. Our findings • We found the disclosures included in note 1 made by the Directors’, including the material uncertainty description, to be balanced A Deeper Look (2017: balanced). No errors were identified in the calculations. We are required to report to you if the Directors’