The Directors have pleasure in presenting the accounts for the period ended 30th June 2005.
W. Durand Eppler, Chief Executive Officer of Coal International commented,
“We have had a strong start since coming to AIM earlier this year and have fulfilled our initial objectives of acquiring and investing in near production coal assets. We have already brought our first coal mine into production and aim to become a substantial coal producer within the next few years, enabling us to capitalise on the strong fundamentals which are driving the global markets for coal and steel.”
For further information, please contact:
John Byrne/ Randy Eppler
Coal International plc
Tel: +44 (0)20 7409 0890
Cathy Malins/Annabel Leather
Parkgreen Communications
Tel: +44 (0)20 7493 3713
Dear Shareholder
Coal International has achieved its first year of development and is well positioned to take advantage of the surge in international demand for coal. Your company is building a portfolio in line with its strategy to own a number of coal properties capable of rapid growth with long term potential.
We have expanded our investment in coal properties in West Virginia and started up new operations. We are building an impressive management team to take our strategy forward.
The major source of coal demand is the power sector, accounting for over two thirds of world coal consumption. Demand for metallurgical coal has been driven by increasing global steel production, particularly in the Far East. High demand for both energy and steel, coupled with supply side constraints, has led to recent price increases in the coking and thermal coal markets.
Coal International was formed for the purpose of investing in coal assets and was admitted to trading on AIM on 28 April 2005 with an initial capital of £20 million. Our experienced Board collectively has over 90 years’ experience in the mining industry. W. Durand Eppler joined the Board as Chief Executive Officer and brings with him a wealth of commercial and investment banking experience in the minerals industry. The Company has retained the services of Dan Stickel, an experienced coal executive. Having assembled a lead operating team we will appoint further directors and staff to strengthen our management team in order to achieve our business goals.
Our initial investment portfolio of King-Coal (30.1%) and Maple Coal Co (58%) was expanded in December 2005 when the Company acquired the remaining shares from minority investors, in consideration for shares in Coal International. These acquisitions have established our presence in the West Virginian coal industry, traditionally a major coal producing region of the US.
King-Coal was formed to acquire the former Gauley Eagle operation of Island Creek Coal Company. Maple Coal was formed to acquire a new coal lease from Pardee Minerals LLC encompassing the Powellton property formerly operated by Cyprus Amax Coal Company. The Company successfully transferred all existing permits to enable production at both properties. The existing coal preparation facility at the Gauley Eagle property has been refurbished and will enable the Company to sell premium quality products as well as wash coals from other producers on a contract basis. In spite of their historic production, both properties contain substantial remaining reserves. King-Coal also operates a coal recovery operation at Pageton, West Virginia with current production.
A number of other investment opportunities have been reviewed and Coal International has taken its first steps towards creating an international coal portfolio. We acquired 20% of Energy Build Holdings, which controls significant surface and underground coal resources in Wales, located close to established local markets. We also acquired 19.6% of NEMI Northern Energy and Mining Inc. (“NEMI”), an emerging metallurgical coal producer in north east British Columbia, which has significant growth potential.
£5 million in equity financing was raised through a share placement to Cambrian Mining. This provides the Company with additional finance for working capital and to pursue further investment opportunities. Our costs are in line with forecasts and we are establishing new financial control measures.
King-Coal commenced its first coal production in December 2005 and expects initial sales in 2006 following completion of refurbishment efforts at Gauley Eagle and production from surface coal reserves at Powellton early in 2006. Active efforts are underway to permit the development of underground reserves of high quality metallurgical coal at Powellton, significantly expanding our production capacity. Your Board will continue to seek new opportunities and build and expand our portfolio. I am pleased with our progress to date and enthusiastic about our long term growth potential.
John J Byrne
Chairman
| Notes | Period 23rd November 2004 to 30th June 2005 £ '000 |
|
|---|---|---|
| Administrative expenses | 63 | |
| GROUP OPERATING LOSS | 2 | (63) |
| Interest receivable | 3 | 127 |
| Share of associate profit | 68 | |
| PROFIT ON ORDINARY ACTIVITIES BEFORE TAXATION | 132 | |
| Taxation | 4 | 32 |
| PROFIT ON ORDINARY ACTIVITIES AFTER TAXATION | 100 | |
| Minority interests | - | |
| 100 | ||
| Retained profit for the period attributable to Shareholders of the Company | ||
| Earnings per share : | ||
| - Basic | 8 | 1.2p |
| – Fully diluted | 8 | 1.2p |
There are no recognised gains or losses other than the profit for the period.
All the operations are considered to be continuing.
The accompanying accounting policies and notes form an integral part of these financial statements.
| Notes | £'000 | £'000 | |
|---|---|---|---|
| FIXED ASSETS | |||
| Investments | 9 | 7,146 | |
| CURRENT ASSETS | |||
| Debtors | 10 | 548 | |
| Cash at bank and in hand | 16,164 | ||
| 16,712 | |||
| CREDITORS: Amounts due within one year | 11 | 1,096 | |
| NET CURRENT ASSETS | 15,616 | ||
| NET ASSETS | 22,762 | ||
| SHARE CAPITAL AND RESERVES | |||
| Called up share capital | 12 | 14,716 | |
| Share premium account | 13 | 6,112 | |
| Profit and loss account | 13 | 100 | |
| EQUITY SHAREHOLDERS’ FUNDS | 14 | 20,928 | |
| Equity Minority Interests | 1,834 | ||
| 22,762 |
The accompanying accounting policies and notes form an integral part of these financial statements.
| Notes | £'000 | £'000 | |
|---|---|---|---|
| FIXED ASSETS | |||
| Investments | 9 | 9,690 | |
| CURRENT ASSETS | |||
| Debtors | 10 | 13 | |
| Cash at bank and in hand | 12,273 | ||
| 12,286 | |||
| CREDITORS: Amounts due within one year | 11 | 1,096 | |
| NET CURRENT ASSETS | 11,190 | ||
| NET ASSETS | 20,880 | ||
| SHARE CAPITAL AND RESERVES | |||
| Called up share capital | 12 | 14,716 | |
| Share premium account | 13 | 6,112 | |
| Profit and loss account | 13 | 52 | |
| EQUITY SHAREHOLDERS’ FUNDS | 14 | 20,880 |
The accompanying accounting policies and notes form an integral part of these financial statements.
| Notes | £ '000 |
Period 23rd November 2004 to 30th June 2005 £ '000 |
|
|---|---|---|---|
| NET CASH (OUTFLOW) FROM OPERATING ACTIVITIES | 15 | (557) | |
| RETURN ON INVESTMENTS | |||
| Interest received | 127 | ||
| INVESTMENTS | |||
| Purchase of associate undertaking | (4,635) | ||
| Purchase of listed investments | (1,433) | ||
| (6,068) | |||
| CASH OUTFLOW BEFORE FINANCING | (6,498) | ||
| Financing | 16 | 22,662 | |
| INCREASE IN CASH IN THE YEAR | 17 | 16,164 |
The accompanying notes and accounting policies form an integral part of these financial statements.
for the period ended 30th June 2005
The principal accounting policies are summarised below. They have all been applied consistently throughout the period.
The Group had no turnover during the period. All the administration costs were incurred by the holding company in the United Kingdom.
| Group £'000 |
Company £ '000 |
|
|---|---|---|
| Operating loss is stated after charging: | ||
| Auditors’ remuneration - audit | 10 | 10 |
| Directors’ emoluments | 2 | 2 |
Auditors’ remuneration for non-audit services provided during the period amounting to £15,000 relates to the provision of an accountant’s report for the purpose of the Company’s AIM Admission Document and was charged to the share premium account as part of share issue expenses.
| Group £ '000 |
Company £ '000 |
|
|---|---|---|
| Bank interest receivable | 127 | 127 |
| Current year taxation | Group £ '000 |
Company £ '000 |
|---|---|---|
| UK corporation tax at 30% on profits for the period | 39 | 19 |
| FACTORS AFFECTING THE TAX CHARGE FOR THE PERIOD | ||
| Effects of tax benefit of using the small company rate | (7) | (7) |
| Current period taxation | 32 | 12 |
The Group had no employees during the year; the two executive Directors provide professional services as required on a part time basis.
| Group £ '000 |
Company £ '000 |
|
|---|---|---|
| DIRECTOR | ||
| John J Byrne | 1 | 1 |
| John J Conlon | 1 | 1 |
| Total | 2 | 2 |
No pension benefits are provided for any director.
No share options were granted to Directors during the period to 30th June 2005.
In the current year options were granted to Directors over a total of 2,250,000 ordinary shares as set out in Note 12
The profit for the period attributable to the parent undertaking amounted to £52,000. As permitted by Section 230 if the Companies Act 1985, no separate profit and loss account is presented in respect of the parent Company.
The basic earnings per share is derived by dividing the profit for the period attributable to ordinary shareholders by the weighted average number of shares in issue.
| Profit for the period | £100,000 |
| Weighted average number of Ordinary shares of 50p in issue | 8.04 million |
| Earnings per share – basic | 1.2 pence |
| Weighted average number of Ordinary shares of 50p in issue inclusive of outstanding options | 8.04 million |
| Earnings per share – diluted | 1.2 pence |
| Group £ '000 |
Company £ '000 |
|
|---|---|---|
| ADDITIONS DURING THE PERIOD | ||
| Maple Coal Co Limited - Subsidiary | - | 2,592 |
| King-Coal Corporation Limited – Associate | 5,365 | 5,317 |
| NEMI Northern Energy and Mining Inc – Listed Investment | 1,781 | 1,781 |
| Net book value at 30th June 2005 | 7,146 | 9,690 |
No provision for permanent diminution in value in respect of any investment is required at 30th June 2005
| Maple Coal Co Limited acquisition at fair value on 30th June 2005: | 100% |
|---|---|
| Cash | 3,934 |
| Prepayment | 536 |
| Total | 4,470 |
The parent Company of the Group holds more than 20% of the ordinary share capital of the following companies:
| Company | Country of registration | Proportion held by group | Nature of business |
|---|---|---|---|
| DIRECT | |||
| Maple Coal Co Limited | England | 58% | Holding Company |
| King-Coal Corporation Limited | England | 36% | Holding Company |
| INDIRECT | |||
Via Maple Coal Co Limited |
|||
| Maple Coal Co Limited | USA | 58% | Coal Mining |
Via King-Coal Corporation Limited |
|||
| Atlantic Development and Capital LLC | USA | 36% | Holding Company |
| Atlantic Leaseco LLC | USA | 36% | Coal Mining |
Further information is set out below in respect of the Company’s significant interest in King-Coal Corporation Limited at 30th June 2005
| 36% £ '000 |
100% £ '000 |
|
|---|---|---|
| Fixed assets | 4,275 | 11,874 |
| Current Assets | 1,266 | 3,516 |
| Liabilities due within one year | 52 | 145 |
| Liabilities due after one year | 280 | 778 |
| Aggregate Amount of Capital and Reserves | 4,208 | 14,467 |
| Turnover | - | - |
| Profit before tax | 68 | 189 |
| Taxation | 20 | 57 |
| Profit after tax | 48 | 132 |
| Group £ '000 |
Company £ '000 |
|
|---|---|---|
| Prepayments | 548 | 12 |
| Group £ '000 |
Company £ '000 |
|
|---|---|---|
| AMOUNTS FALLING DUE WITHIN ONE YEAR | ||
| Investment creditors | 1,030 | 1,030 |
| Accruals | 54 | 54 |
| Corporation Tax | 12 | 12 |
| Total | 1,096 | 1,096 |
The authorised share capital of the Company and the called up and fully paid amounts at 30th June 2005 were as follows:-
| £’000 | |
|---|---|
| Authorised: | 3,934 |
| 250,000,000 ordinary shares of 50p each | 125,000,000 |
| Allotted, called up and fully paid: | |
| 29,433,333 ordinary shares of 50p each | 14,716,667 |
The Company was incorporated on 23rd November 2004 with an authorised share capital of £12,500,000 divided into 250,000,000 ordinary shares of 5p each, of which 40 shares were issued fully paid to the subscribers to the Memorandum of Association of the Company. On 16th March 2005 the subscriber shares were transferred to the founders. On 30th March 2005 the authorised share capital of the Company was increased from 250,000,000 ordinary shares of 5p each to 2,500,000,000 ordinary shares of 5p each and subsequently consolidated into 250,000,000 ordinary shares of 50p each.
On admission to AIM on 28th April 2005 26,666,666 new ordinary shares of 50p each were placed at a price of 75p per share.
On 28th April 2005 an option was granted to Williams de Broë for 535,333 ordinary shares at an exercise price equal to 75p for a period of 2 years.
On 31st May 2005 a further 2,666,667 new ordinary shares of 50p each were placed at a price of 75p per share.
On 16th November 2005 the Company entered into option deeds which granted the following share options:
| No. of Options | |
|---|---|
| DIRECTORS | |
| - John J Byrne | 1,000,000 |
| - John Conlon | 1,000,000 |
| OTHERS | 1,620,000 |
Each option allows the holder to subscribe for one share at a price of 90p for a period of three years from 12th December 2005.
On 12th December 2005 the following shares were issued:-
The movements on reserves during the period were as follows:
| Share capital £ '000 |
Share premium account £ '000 |
Profit and loss account £ '000 |
|
|---|---|---|---|
| GROUP | |||
| Issue of shares | 14,716 | 7,359 | - |
| Share issue expenses | - | (1,247) | - |
| Profit for the period | - | - | 100 |
| As at 30th June 2005 | 14,716 | 6,112 | 100 |
| COMPANY | |||
| Issue of shares | 14,716 | 7,359 | - |
| Share issue expenses | - | (1,247) | - |
| Profit for the period | - | - | 52 |
| As at 30th June 2005 | 14,716 | 6,112 | 52 |
| Group £ '000 |
Company £ '000 |
|
|---|---|---|
| Profit for the period | 100 | 52 |
| Proceeds of share issues | 22,075 | 22,075 |
| Share issue expenses | (1,247) | (1,247) |
| Closing equity shareholders’ funds | 20,928 | 20,880 |
| Group £ '000 |
|
|---|---|
| Operating loss | (63) |
| Increase in debtors | (548) |
| Increase in operating creditors | 54 |
| Net cash outflow from operating activities | (557) |
| Group £ '000 |
|
|---|---|
| Financing | |
| COMPANY | |
| Issue of ordinary share capital | 22,075 |
| Share issue expenses | (1,247) |
| 20,828 | |
| SUBSIDIARY | |
| Issue of ordinary share capital to Minority Interest | 1,834 |
| 22,662 |
| Group 23rd November 2004 £'000 |
Group Cash Flow £ '000 |
Group 30th June 2005 £ '000 |
|
|---|---|---|---|
| Cash in hand and at bank | - | 16,164 | 16,164 |
As at 30th June 2005, the Company had no material capital commitments.
There were no material related party transactions in the period.
On 5th October 2005 the Company entered into a Coal Licence Sale and Purchase and Subscription Agreement pursuant to which the Company has acquired 20 per cent interest in the issued share capital of Energybuild Holdings Limited (“EBH”) in consideration for the payment of £0.6 million. The Company has also agreed to facilitate a bond to a maximum of £3.1 million required under Welsh Council planning conditions to allow the EBH group to extract coal in certain areas of Wales.
On 12th December 2005 the Company purchased the shares held by others in its subsidiary Maple Coal Co Limited for a total consideration of £4.4 million and its associate King-Coal Corporation Limited for a total consideration of £25.2 million. Both purchases were funded by the issue of ordinary shares as outlined in Note 12.
On the same day the Company raised £5.0 million by the issue of ordinary shares as outlined in Note 12.
In the current period to date the Company has increased its interest in the issued share capital of NEMI Northern Energy and Mining Inc to 19.6 per cent for an aggregate consideration of approximately £7.0 million.
The Group has taken advantage of the exemption in Financial Reporting Standard 13, “Derivatives and Other Financial Instruments”, in respect of short term debtors and creditors.
Preliminary Results for the period ended 30th June 2005
Notification of Holdings - Morgan Stanley Securities Ltd
Notification of Disposal - Goldman Sachs Group Inc
Notification of significant holding - The Goldman Sachs Group Inc
Acquisition of Interest: Northern Energy & Mining Inc
There were no RNS annoucements for October 2005
Page last updated October 28 2006 12:17:11