Financials
The directors of Impala Platinum Holdings Limited (Implats, the Company or the Group) are responsible for the maintenance of adequate accounting records and the preparation of the summarised consolidated financial statements and related information in a manner that fairly presents the state of the affairs of the Company.
Approval of the summarised consolidated financial statements
The directors of Impala Platinum Holdings Limited (Implats, the Company or the Group) are responsible for the maintenance of adequate accounting records and the preparation of the summarised consolidated financial statements and related information in a manner that fairly presents the state of the affairs of the Company. These summarised consolidated financial statements are prepared in accordance with the Listings Requirements of the JSE Limited, the framework concepts and the measurement and recognition requirements of International Financial Reporting Standards (IFRS), the SAICA Financial Reporting Guidelines as issued by the Accounting Practices Committee, Financial Pronouncements as issued by the Financial Reporting Standards Council, the Companies Act, No 71 of 2008 and the minimum requirements of International Accounting Standards (IAS) 34 Interim Financial Reporting and incorporate full and responsible disclosure in line with the accounting policies of the Group which are supported by prudent judgements and estimates.
The summarised consolidated financial statements and the consolidated financial statements have been prepared under the supervision of the chief financial officer Ms M Kerber, CA(SA).
The directors are also responsible for the maintenance of effective systems of internal control which are based on established organisational structure and procedures. These systems are designed to provide reasonable assurance as to the reliability of the summarised consolidated financial statements, and to prevent and detect material misstatement and loss.
The summarised consolidated financial statements have been prepared on a going-concern basis as the directors believe that the Group will continue to be in operation in the foreseeable future.
The summarised consolidated financial statements have been approved by the board and are signed on their behalf by:
NDB Orleyn
Chairman
NJ Muller
Chief executive officer
Johannesburg
31 August 2023
Independent auditor’s report on the summarised consolidated financial statements
TO THE SHAREHOLDERS OF IMPALA PLATINUM HOLDINGS LIMITED
OPINION
The summarised consolidated financial statements of Impala Platinum Holdings Limited, which comprise the summarised consolidated statement of financial position as at 30 June 2023, the summarised consolidated statement of profit or loss and other comprehensive income, changes in equity and cash flows for the year then ended, and related notes, are derived from the audited consolidated financial statements of Impala Platinum Holdings Limited for the year ended 30 June 2023.
In our opinion, the summarised consolidated financial statements included on pages 28 to 64 are consistent, in all material respects, with the audited consolidated financial statements of Impala Platinum Holdings Limited, in accordance with the requirements of the JSE Limited Listings Requirements for summary financial statements, set out in note 3 to the summarised consolidated financial statements, and the requirements of the Companies Act of South Africa as applicable to summary financial statements.
OTHER MATTER
We have not audited future financial performance and expectations by management included in the accompanying summarised consolidated financial statements and accordingly do not express any opinion thereon.
SUMMARISED CONSOLIDATED FINANCIAL STATEMENTS
The summarised consolidated financial statements do not contain all the disclosures required by the International Financial Reporting Standards and the requirements of the Companies Act of South Africa as applicable to annual financial statements. Reading the summarised consolidated financial statements and the auditor’s report thereon, therefore, is not a substitute for reading the audited consolidated financial statements of Impala Platinum Holdings Limited and the auditor’s report thereon.
THE AUDITED CONSOLIDATED FINANCIAL STATEMENTS AND OUR REPORT THEREON
We expressed an unmodified audit opinion on the audited consolidated financial statements in our report dated 31 August 2023. That report also includes the communication of key audit matters as reported in the auditor’s report of the audited consolidated financial statements.
DIRECTORS’ RESPONSIBILITY FOR THE SUMMARISED CONSOLIDATED FINANCIAL STATEMENTS
The directors are responsible for the preparation of the summarised consolidated financial statements in accordance with the requirements of the JSE Limited Listings Requirements for summary financial statements, set out in note 3 to the summarised consolidated financial statements, and the requirements of the Companies Act of South Africa as applicable to summary financial statements.
The Listings Requirements require summary financial statements to be prepared in accordance with the framework concepts and the measurement and recognition requirements of International Financial Reporting Standards (IFRS), the SAICA Financial Reporting Guides as issued by the Accounting Practices Committee and Financial Pronouncements as issued by the Financial Reporting Standards Council, and also contain the information required by IAS 34, Interim Financial Reporting.
AUDITOR’S RESPONSIBILITY
Our responsibility is to express an opinion on whether the summarised consolidated financial statements are consistent, in all material respects, with the consolidated audited financial statements based on our procedures, which were conducted in accordance with International Standard on Auditing (ISA) 810 (Revised), Engagements to Report on Summary Financial Statements.
Deloitte & Touche
Registered Auditors
Per: Sphiwe Stemela
Partner
1 September 2023
The Ridge
6 Marina Road
Portswood District
V&A Waterfront
Cape Town, 8000
Summarised consolidated statement of profit or loss and other comprehensive income
for the year ended 30 June 2023
| Notes |
2023 Rm |
2022 Rm |
|||||
| Revenue | 6 | 106 594 | 118 332 | ||||
|---|---|---|---|---|---|---|---|
| Cost of sales | 7 | (84 256) | (77 047) | ||||
| Gross profit | 22 338 | 41 285 | |||||
| Impairment – Property, plant and equipment | 10 | (10 872) | — | ||||
| Impairment – Goodwill on RBPlat acquisition | 11 | (4 244) | — | ||||
| Loss on remeasurement of previously held equity investment before acquisition – RBPlat | 12 | (1 772) | — | ||||
| Other income | 8 | 240 | 100 | ||||
| Other expenses | 9 | (1 319) | (539) | ||||
| Finance income | 1 792 | 805 | |||||
| Finance costs | (615) | (562) | |||||
| Net foreign exchange transaction gains/(losses) | 857 | (161) | |||||
| Share of profit of equity-accounted entities | 12 | 3 382 | 4 311 | ||||
| Profit before tax | 9 787 | 45 239 | |||||
| Income tax expense | (3 609) | (12 100) | |||||
| Profit for the year | 6 178 | 33 139 | |||||
| Other comprehensive income, comprising items that may subsequently be reclassified to profit or loss: | |||||||
| Exchange differences on translating foreign operations | 5 805 | 4 304 | |||||
| Deferred tax thereon | (89) | (106) | |||||
| Other comprehensive income, comprising items that will not be subsequently reclassified to profit or loss: | |||||||
| Financial assets at fair value through other comprehensive income | 152 | 38 | |||||
| Deferred tax thereon | — | — | |||||
| Actuarial gain on post-employment medical benefit | 5 | 1 | |||||
| Deferred tax thereon | (1) | — | |||||
| Total other comprehensive income | 5 872 | 4 237 | |||||
| Total comprehensive income | 12 050 | 37 376 | |||||
| Profit attributable to: | |||||||
| Owners of the Company | 4 905 | 32 049 | |||||
| Non-controlling interests | 1 273 | 1 090 | |||||
| 6 178 | 33 139 | ||||||
| Total comprehensive income attributable to: | |||||||
| Owners of the Company | 10 263 | 35 889 | |||||
| Non-controlling interests | 1 787 | 1 487 | |||||
| 12 050 | 37 376 | ||||||
| Earnings per share (cents) | |||||||
| Basic | 577 | 3 856 | |||||
| Diluted | 575 | 3 840 |
The notes are an integral part of these summarised consolidated financial statements.
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Summarised consolidated statement of financial position
as at 30 June 2023
| Notes | 2023 Rm |
2022 Rm |
|||||
| ASSETS | |||||||
| Non-current assets | |||||||
| Property, plant and equipment | 10 | 71 176 | 64 513 | ||||
| Investment property | 88 | 90 | |||||
| Goodwill | 11 | 9 870 | — | ||||
| Investment in equity-accounted entities | 12 | 12 525 | 26 804 | ||||
| Financial assets at fair value through other comprehensive income | 661 | 463 | |||||
| Environmental rehabilitation investments | 2 506 | 315 | |||||
| Other financial assets | 1 257 | 125 | |||||
| Prepayments and other assets | 13 | 3 541 | 3 597 | ||||
| 101 624 | 95 907 | ||||||
| Current assets | |||||||
| Inventories | 14 | 24 320 | 23 899 | ||||
| Trade and other receivables | 11 310 | 6 209 | |||||
| Current tax receivable | 15 | 1 059 | 530 | ||||
| Other financial assets | 23 | 1 056 | |||||
| Prepayments and other assets | 13 | 4 230 | 1 981 | ||||
| Cash and cash equivalents | 26 820 | 26 505 | |||||
| 67 762 | 60 180 | ||||||
| Total assets | 169 386 | 156 087 | |||||
| EQUITY AND LIABILITIES | |||||||
| Equity | |||||||
| Share capital | 16 | 25 819 | 23 080 | ||||
| Retained earnings | 74 175 | 81 336 | |||||
| Foreign currency translation reserve | 13 920 | 8 718 | |||||
| Share-based payment reserve | 480 | 1 262 | |||||
| Other components of equity | 453 | 301 | |||||
| Equity attributable to owners of the Company | 114 847 | 114 697 | |||||
| Non-controlling interests | 11 188 | 4 594 | |||||
| Total equity | 126 035 | 119 291 | |||||
| LIABILITIES | |||||||
| Non-current liabilities | |||||||
| Provisions | 2 734 | 2 214 | |||||
| Deferred tax | 15 | 19 140 | 16 795 | ||||
| Deferred revenue | 1 238 | — | |||||
| Borrowings | 17 | 2 255 | 957 | ||||
| Other financial liabilities | 8 | 16 | |||||
| Other liabilities | 304 | 227 | |||||
| 25 679 | 20 209 | ||||||
| Current liabilities | |||||||
| Provisions | 94 | 98 | |||||
| Deferred revenue | 144 | — | |||||
| Trade and other payables | 16 041 | 15 428 | |||||
| Current tax payable | 15 | 242 | 533 | ||||
| Borrowings | 17 | 335 | 250 | ||||
| Other financial liabilities | 263 | 34 | |||||
| Other liabilities | 553 | 244 | |||||
| 17 672 | 16 587 | ||||||
| Total liabilities | 43 351 | 36 796 | |||||
| Total equity and liabilities | 169 386 | 156 087 |
The notes are an integral part of these summarised consolidated financial statements.
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Summarised consolidated statement of changes in equity
for the year ended 30 June 2023
| Attributable to: | ||||||||
| Share capital Rm |
Retained earnings Rm |
Foreign currency translation reserve Rm |
Share- based payment reserve Rm |
Other components of equity Rm |
Owners of the Company Rm |
Non- controlling interests Rm |
Total equity Rm |
|
| Balance at 30 June 2021 | 21 189 | 59 661 | 4 917 | 1 799 | 263 | 87 829 | 2 847 | 90 676 |
| Shares issued | 6 544 | — | — | — | — | 6 544 | — | 6 544 |
| Conversion of ZAR convertible bonds (net of tax) | 1 | — | — | — | — | 1 | — | 1 |
| Shares purchased – long-term incentive plans | (867) | — | — | — | — | (867) | — | (867) |
| Transfer of reserves | (3 787) | 4 020 | — | (233) | — | — | — | — |
| Transfer of Marula non-controlling interest | — | — | — | (654) | — | (654) | 654 | — |
| Share-based compensation expense | — | — | — | 350 | — | 350 | — | 350 |
| Total comprehensive income | — | 32 050 | 3 801 | — | 38 | 35 889 | 1 487 | 37 376 |
| Profit for the year | — | 32 049 | — | — | — | 32 049 | 1 090 | 33 139 |
| Other comprehensive income | — | 1 | 3 801 | — | 38 | 3 840 | 397 | 4 237 |
| Dividends paid | — | (14 395) | — | — | — | (14 395) | (394) | (14 789) |
| Balance at 30 June 2022 | 23 080 | 81 336 | 8 718 | 1 262 | 301 | 114 697 | 4 594 | 119 291 |
|---|---|---|---|---|---|---|---|---|
| Shares issued | 2 631 | — | — | — | — | 2 631 | — | 2 631 |
| Acquisition of non-controlling interest in Royal | ||||||||
| Bafokeng Platinum (note 23) | — | — | — | — | — | — | 6 147 | 6 147 |
| Acquisition of shares in Royal Bafokeng Platinum from non-controlling interest | — | (269) | — | — | — | (269) | (145) | (414) |
| Shares purchased – long-term incentive plans | (384) | — | — | — | — | (384) | — | (384) |
| Transfer of reserves | 492 | 693 | — | (1 185) | — | — | — | — |
| Share-based compensation expense | — | — | — | 403 | — | 403 | 3 | 406 |
| Deferred tax on share-based compensation liability | — | (28) | — | — | — | (28) | (22) | (50) |
| Total comprehensive income | — | 4 909 | 5 202 | — | 152 | 10 263 | 1 787 | 12 050 |
| Profit for the year | — | 4 905 | — | — | — | 4 905 | 1 273 | 6 178 |
| Other comprehensive income | — | 4 | 5 202 | — | 152 | 5 358 | 514 | 5 872 |
| Dividends paid | — | (12 466) | — | — | — | (12 466) | (1 176) | (13 642) |
| Balance at 30 June 2023 | 25 819 | 74 175 | 13 920 | 480 | 453 | 114 847 | 11 188 | 126 035 |
The table above excludes the treasury shares held in terms of the Group's long-term incentive plans.
The notes are an integral part of these summarised consolidated financial statements.
Hover over a row in the table to the left to populate this graph
Summarised consolidated statement of cash flows
for the year ended 30 June 2023
| Notes | 2023 Rm |
2022 Rm |
|||||
| Cash flows from operating activities | |||||||
| Cash generated from operations | 18 | 30 372 | 45 955 | ||||
| Finance costs paid | (384) | (379) | |||||
| Income tax paid | 15 | (6 419) | (10 637) | ||||
| Net cash inflow from operating activities | 23 569 | 34 939 | |||||
| Cash flows from investing activities | |||||||
| Purchase of property, plant and equipment | (11 356) | (8 968) | |||||
| Increase in deposits on property, plant and equipment | (1 314) | – | |||||
| Proceeds from sale of property, plant and equipment | 55 | 83 | |||||
| Acquisition of equity-accounted interest in Royal Bafokeng Platinum | 12 | (2 195) | (9 939) | ||||
| Net cash acquired through the acquisition of Royal Bafokeng Platinum | 2 862 | – | |||||
| Acquisition of controlling interest in Royal Bafokeng Platinum | (2 394) | – | |||||
| Cash acquired through the acquisition | 5 256 | – | |||||
| Acquisition of Royal Bafokeng Platinum from non-controlling interests | (275) | – | |||||
| Acquisition of interest in other equity-accounted investments | 12 | (250) | (218) | ||||
| Proceeds from disposal of short-term and other investments | 1 125 | – | |||||
| Investments in environmental rehabilitation financial assets | (1 689) | (306) | |||||
| Acquisition of financial assets at fair value through other comprehensive income | (46) | – | |||||
| Finance income received | 1 695 | 756 | |||||
| Dividends received | 1 616 | 2 070 | |||||
| Other | (94) | (40) | |||||
| Net cash outflow from investing activities | (9 866) | (16 562) | |||||
| Cash flows from financing activities | |||||||
| Purchase of shares for long-term incentive plans | (384) | (867) | |||||
| Repayments of borrowings | 17 | (2) | – | ||||
| Repayments of lease liabilities | 17 | (295) | (249) | ||||
| Dividends paid to shareholders of the Company | 24 | (12 466) | (14 395) | ||||
| Dividends paid to non-controlling interests | (1 176) | (394) | |||||
| Net cash outflow from financing activities | (14 323) | (15 905) | |||||
| Net (decrease)/increase in cash and cash equivalents | (620) | 2 472 | |||||
| Cash and cash equivalents at the beginning of the year | 26 505 | 23 474 | |||||
| Effect of exchange rate changes on cash and cash equivalents held in foreign currencies | 935 | 559 | |||||
| Cash and cash equivalents at the end of the year | 26 820 | 26 505 |
The notes are an integral part of these summarised consolidated financial statements.
Hover over a row in the table to the left to populate this graph
Notes to the summarised consolidated financial statements
for the year ended 30 June 2023
1. GENERAL INFORMATION
Impala Platinum Holdings Limited (Implats, the Company or the Group) is a leading producer of platinum group metals (PGMs). Implats is structured around seven mining operations and Impala Refining Services (IRS), a refining business. The mining operations are located on the Bushveld Complex in South Africa, the Great Dyke in Zimbabwe – the two most significant PGM-bearing ore bodies in the world – and the Canadian Shield, a prominent layered igneous complex domain for PGMs.
Implats has its primary listing on the JSE Limited (JSE) and a secondary listing on A2X Markets in South Africa, as well as a level 1 American Depositary Receipt programme in the United States of America.
On 30 May 2023, Implats acquired control of RBPlat through the acquisition of 9.2%, representing 26 601 654 shares in RBPlat, increasing its equity interest from 46.2% to 55.4%. Details of the business combination and goodwill are included in notes 11 and 23.
The summarised consolidated financial statements were approved for issue on 31 August 2023 by the board of directors.
2. INDEPENDENT AUDITOR'S OPINION
The summarised consolidated financial statements have been derived from the audited consolidated financial statements which have been published on the Company's website on (www.implats.co.za) The summarised consolidated financial statements for the year ended 30 June 2023 have been audited by our external auditor, Deloitte & Touche, who has expressed an unmodified opinion thereon. The auditor also expressed an unmodified opinion on the consolidated financial statements, which included key audit matters, from which these summarised consolidated financial statements were derived. A copy of the auditor's report on the summarised consolidated financial statements is available above. The auditor's report does not necessarily report on all the information contained in this announcement. Shareholders are therefore advised that in order to obtain a full understanding of the nature of the auditor's engagement, they should refer to the auditor's report above. Any forward looking statements have not been reviewed or reported on by the Company's external auditor.
3. BASIS OF PREPARATION
The summarised consolidated financial statements for the year ended 30 June 2023 have been prepared in accordance with the Listings Requirements of the JSE Limited, the framework concepts and the measurement and recognition requirements of International Financial Reporting Standards (IFRS), the SAICA Financial Reporting Guidelines as issued by the Accounting Practices Committee, Financial Pronouncements as issued by the Financial Reporting Standards Council, the Companies Act, No 71 of 2008 and the minimum requirements of International Accounting Standards (IAS) 34 Interim Financial Reporting.
The summarised consolidated financial statements should be read in conjunction with the annual consolidated financial statements for the year ended 30 June 2023, which have been prepared in accordance with IFRS, and the commentary included in the results.
The summarised consolidated financial statements have been prepared under the historical-cost convention except for certain financial assets, financial liabilities and derivative financial instruments which are measured at fair value and liabilities for cash-settled share-based payment arrangements which are measured using a binomial option pricing model.
The summarised consolidated financial statements are presented in South African rand, which is the Company's functional currency.
The summarised consolidated financial statements and consolidated financial statements have been prepared under the supervision of the chief financial officer, Ms M Kerber CA(SA). The directors take full responsibility for the preparation of the consolidated financial statements from which the summarised consolidated financial statements are derived.
The directors take full responsibility for the preparation of the consolidated financial statements from which the summarised consolidated financial statements are derived.
4. ACCOUNTING POLICIES
The principal accounting policies and methods used by the Group are in accordance with IFRS and are
consistent with those of the prior year, except for changes due to the adoption of new or revised IFRS.
The areas involving a higher degree of judgement or complexity, or areas where assumptions and
estimates are significant to the consolidated financial statements, are disclosed in the notes where
necessary and indicated with
.
The following amendments to standards are not yet effective and were early adopted by the Group on 1 July 2022:
Amendments to IFRS 16 Lease Liability in a Sale and Leaseback
- The amendments prohibit the seller-lessee in a sale and leaseback arrangement from recognising any gain or loss that relates to the right-of-use asset it retains, when the proceeds exceed the fair value of the asset being sold. The excess of the sales price over the fair value is recognised as additional funding provided by the buyer-lessor to the seller-lessee. The amendment does not prevent the seller-lessee from recognising a gain or loss relating to the right-of-use asset if it relates to the partial or full termination of the lease
- The amendments did not have an impact on these financial statements.
Amendments to IAS 1 Non-current Liabilities with Covenants
- The amendments clarify that only covenants to be complied with on or before the reporting date should affect the classification of a liability as current or non-current and require an entity to disclose information that enables users of financial statements to understand the risk that non-current liabilities with covenants could become repayable within 12 months
- The amendments did not have an impact on these financial statements.
Amendments to IAS 17 and IFRS 7 Supplier Finance Arrangements
- The amendments add disclosure requirements, and guidance within existing disclosure requirements, that require entities to provide qualitative and quantitative information about supplier finance arrangements
- The amendments did not have an impact on these financial statements.
The following amendments to standards are not yet effective and were not early adopted by the Group on 1 July 2022:
Amendments to IAS 12 Income Taxes – International Tax Reform: Pillar Two Model Rules
- The amendments introduce a mandatory temporary exception (whose application must be disclosed) from the recognition and disclosure of deferred taxes arising from implementation of the Organisation for Economic Co-operation and Development (OECD) Pillar Two Mode Rules
- An entity is required to separately disclose its current tax expense (income) related to Pillar Two income taxes, in the periods when the legislation is effective, and for periods in which Pillar Two legislation is (substantively) enacted but not yet effective, disclose known or reasonably estimate information of the entity's exposure from Pillar Two income taxes
- The exception applies retrospectively and immediately while the rest of the disclosure requirements apply for annual reporting periods beginning on or after 1 January 2023
- The amendments are currently not expected to impact the Group.
5. SEGMENT INFORMATION
The Group identified Mining, Impala Refining Services and 'All other segments' as reportable segments.
Management has defined the operating segments based on the business activities and management structure within the Group. Management considers factors such as the nature of the products and services, as well as the geographical location of operations in their judgement to identify reportable segments.
The acquisition of a controlling interest in RBPlat on 30 May 2023 resulted in RBPlat being consolidated and included in the mining segment since the date of acquisition (note 23).
Revenue flows
The geographical locations of our operations (five of which form the 'Mining' segment, and the 'All other segments' includes the Group's equity-accounted entities, Mimosa, Two Rivers and up until the end of May 2023, RBPlat (refer to note 12 and 23)) represent the origins of the revenues.
- Impala mines and refines its own metal inventories and sells externally to third parties. Sales are disaggregated geographically in the revenue note (note 6)
- Impala Canada and RBPlat sell their mined PGM concentrate to one customer each in North America and South Africa, respectively
- IRS, a division of Impala, is dedicated to the refining and metal concentrate purchases built up by Implats. Situated in Springs, some 35km east of Johannesburg in South Africa, IRS provides smelting and refining services through offtake agreements with Group companies (except Impala Canada and RBPlat) and third parties
- The Marula and Zimplats mining segment revenues are therefore made intra-group to IRS, which ultimately sells the refined metal externally to the third parties disaggregated geographically as indicated in note 6.
Sales to the two largest customers amounted to 12% and 10% (2022: 13% and 12%) of total revenue, from Impala and Impala Refining Services.
Capital expenditure comprises additions to property, plant and equipment (note 10).
The measure of profit or loss for reportable segments is profit after tax, which is reconciled to the consolidated profit after tax. The basis of accounting for reportable segments is consistent with the Group's consolidated financial statements.
| 2023 | 2022 | ||||
| Revenue Rm |
Profit/(loss) after tax Rm |
Revenue Rm |
Profit after tax Rm |
||
| Mining | |||||
| Impala | 43 082 | 8 014 | 43 551 | 11 483 | |
| Zimplats | 18 047 | 4 598 | 19 311 | 6 335 | |
| Marula | 6 851 | 2 020 | 8 388 | 3 006 | |
| RBPlat | 610 | (4 781) | — | — | |
| Impala Canada | 7 502 | (7 737) | 6 946 | 982 | |
| Impala Refining Services | 54 691 | (362) | 67 508 | 5 674 | |
| All other segments | 709 | 1 340 | 327 | 4 623 | |
| Reconciliation | |||||
| Consolidation adjustments to revenue/inventory | (24 898) | 3 086 | (27 699) | 1 036 | |
| 106 594 | 6 178 | 118 332 | 33 139 | ||
| 2023 | 2022 | ||||||
| Capital expendi- ture Rm |
Total assets Rm |
Total liabilities Rm |
Capital expendi- ture Rm |
Total assets Rm |
Total liabilities Rm |
||
| Mining | |||||||
| Impala | 4 054 | 62 647 | 18 922 | 3 352 | 63 856 | 30 557 | |
| Zimplats | 5 513 | 46 611 | 11 158 | 4 115 | 39 438 | 8 616 | |
| Marula | 558 | 5 935 | 1 758 | 321 | 7 377 | 2 426 | |
| RBPlat | 158 | 20 854 | 7 476 | — | — | — | |
| Impala Canada | 1 223 | 5 486 | 5 200 | 1 286 | 15 443 | 8 277 | |
| Impala Refining Services | — | 33 228 | 20 352 | — | 50 106 | 33 277 | |
| All other segments | 4 | 38 103 | 19 491 | 7 | 71 614 | 38 978 | |
| 11 510 | 212 864 | 84 357 | 9 081 | 247 834 | 122 131 | ||
| Intercompany balances eliminated | — | (42 366) | (43 234) | — | (85 229) | (86 103) | |
| Inventory adjustments | — | (1 112) | — | — | (6 518) | — | |
| Deferred tax raised on undistributed reserves | — | — | 2 528 | — | — | 2 528 | |
| Deferred tax on consolidation | — | — | (300) | — | — | (1 760) | |
| 11 510 | 169 386 | 43 351 | 9 081 | 156 087 | 36 796 | ||
| 2023 | |||||||||
| Impala Rm |
Zimplats Rm |
Marula Rm |
RBPlat Rm |
Impala Canada Rm |
IRS Rm |
All other segments Rm |
Recon- ciliation Rm |
Total Rm |
|
| Revenue from | |||||||||
| Platinum | 11 528 | 4 521 | 1 343 | 365 | 295 | 11 983 | — | (5 864) | 24 171 |
| Palladium | 9 587 | 6 875 | 2 525 | 217 | 6 854 | 15 917 | — | (9 401) | 32 574 |
| Rhodium | 16 258 | 4 356 | 3 244 | 225 | — | 18 142 | — | (7 600) | 34 625 |
| Nickel | 1 548 | 2 021 | 86 | 67 | — | 2 996 | — | (2 107) | 4 611 |
| By-products | 4 161 | 2 001 | 465 | 133 | 837 | 5 349 | 771 | (2 527) | 11 190 |
| Commodity price adjustments | — | (1 727) | (807) | (413) | (484) | — | — | 2 534 | (897) |
| Revenue from gold streaming | — | — | — | 16 | — | — | — | — | 16 |
| Treatment charges | — | — | (5) | — | — | — | (62) | 67 | — |
| Treatment income | — | — | — | — | — | 304 | — | — | 304 |
| 43 082 | 18 047 | 6 851 | 610 | 7 502 | 54 691 | 709 | (24 898) | 106 594 | |
| 2022 | ||||||||
| Impala Rm |
Zimplats Rm |
Marula Rm |
Impala Canada Rm |
IRS Rm |
All other segments Rm |
Recon- ciliation Rm |
Total Rm |
|
| Revenue from | ||||||||
| Platinum | 9 799 | 3 987 | 1 317 | 221 | 12 896 | — | (5 303) | 22 917 |
| Palladium | 9 835 | 7 665 | 2 970 | 6 493 | 20 037 | — | (10 635) | 36 365 |
| Rhodium | 19 453 | 5 622 | 4 398 | — | 25 126 | — | (10 020) | 44 579 |
| Nickel | 1 143 | 1 639 | 80 | — | 3 077 | — | (1 719) | 4 220 |
| By-products | 3 321 | 1 904 | 494 | 688 | 6 088 | 355 | (2 427) | 10 423 |
| Commodity price adjustments | — | (1 506) | (866) | (456) | — | — | 2 372 | (456) |
| Treatment charges | — | — | (5) | — | — | (28) | 33 | — |
| Treatment income | — | — | — | — | 284 | — | — | 284 |
| 43 551 | 19 311 | 8 388 | 6 946 | 67 508 | 327 | (27 699) | 118 332 | |
6. REVENUE
| 2023 Rm |
2022 Rm |
|||
| 6.1 | Disaggregation of revenue by category | |||
| Sale of goods | ||||
| Platinum | 24 171 | 22 917 | ||
| Palladium | 32 574 | 36 365 | ||
| Rhodium | 34 625 | 44 579 | ||
| Nickel | 4 611 | 4 220 | ||
| By-products | 11 190 | 10 423 | ||
| 107 171 | 118 504 | |||
| Commodity price adjustments | (897) | (456) | ||
| Revenue from gold streaming | ||||
| Deferred revenue recognised | 15 | — | ||
| Variable consideration | 1 | — | ||
| Revenue from services | ||||
| Toll refining | 304 | 284 | ||
| 106 594 | 118 332 |
| 2023 Rm |
2022 Rm |
|||
| 6.2 | Analysis of revenue by destination | |||
| Main products (Pt, Pd, Rh and Ni) | ||||
| Asia | 40 713 | 45 443 | ||
| North America | 23 883 | 27 144 | ||
| Western Europe | 18 997 | 22 332 | ||
| South Africa | 11 491 | 12 701 | ||
| 95 084 | 107 620 | |||
| By-products | ||||
| Asia | 3 635 | 3 610 | ||
| Western Europe | 2 875 | 2 389 | ||
| South Africa | 3 002 | 2 621 | ||
| North America | 1 548 | 1 662 | ||
| Australia | 130 | 146 | ||
| Bermuda | 16 | — | ||
| 11 206 | 10 428 | |||
| Toll refining | ||||
| Rest of Africa | 298 | 280 | ||
| South Africa | 4 | 4 | ||
| North America | 2 | — | ||
| 304 | 284 | |||
| 106 594 | 118 332 |
Note 5 contains additional disclosure of revenue per reportable segment.
7. COST OF SALES
| 2023 Rm |
2022 Rm |
||
| Production costs | |||
| On-mine operations | 32 476 | 27 607 | |
| Processing operations | 10 437 | 8 550 | |
| Refining and selling | 2 537 | 2 252 | |
| Depreciation of operating assets1 | 7 736 | 5 821 | |
| Other costs | |||
| Metals purchased | 22 253 | 26 939 | |
| Decrease/(increase) in metal inventories | 2 546 | (21) | |
| Royalty expenses | 2 624 | 3 453 | |
| Corporate costs | 2 052 | 1 580 | |
| Chrome operation – cost of sales | 407 | 267 | |
| Share-based compensation and other | 1 188 | 599 | |
| 84 256 | 77 047 |
| 1 | Impala Canada revised its estimate of useful lives for certain assets increasing depreciation by approximately
R741 million (C$56 million) in the current year. Refer to note 10 |
8. OTHER INCOME
| 2023 Rm |
2022 Rm |
||
| Fair value gain on environmental rehabilitation investments | 165 | 9 | |
|---|---|---|---|
| Profit on sale and leaseback of houses | 30 | 30 | |
| Insurance proceeds – asset damage | — | 32 | |
| Profit on disposal of property, plant and equipment | 24 | 3 | |
| Dividends received – Rand Mutual Assurance (RMA) | 7 | 11 | |
| Other | 14 | 15 | |
| 240 | 100 |
9. OTHER EXPENSES
| 2023 Rm |
2022 Rm |
||
| Acquisition-related costs – RBPlat (note 23) | 415 | 97 | |
|---|---|---|---|
| Fair value loss on foreign exchange rate collars | 222 | — | |
| Exploration expenditure | 169 | 159 | |
| Fair value loss on metal inventories – hedge ineffectiveness (note 14) | 138 | — | |
| Non-production-related corporate costs | 101 | 144 | |
| Loss on disposal of property, plant and equipment | 39 | — | |
| Auditor remuneration | 37 | 26 | |
| Loss – change of interest in associates | 21 | 25 | |
| Other | 177 | 88 | |
| 1 319 | 539 | ||
| Auditor remuneration comprises: | 37 | 26 | |
| Audit services including interim review | 37 | 26 | |
| Other services | — | — | |
10. PROPERTY, PLANT AND EQUIPMENT
| 2023 Rm |
2022 Rm |
||
| Carrying value – opening balance | 64 513 | 57 709 | |
|---|---|---|---|
| Capital expenditure1 | 11 379 | 8 989 | |
| Right-of-use assets capitalised | 154 | 113 | |
| Property, plant and equipment acquired through the acquisition of RBPlat (note 23) | 8 644 | — | |
| Depreciation (note 7)1 | (7 759) | (5 842) | |
| Impairment | (10 872) | — | |
| Disposals and scrapping | (70) | (80) | |
| Rehabilitation adjustment | (66) | (43) | |
| Exchange differences | 5 253 | 3 667 | |
| Carrying value – closing balance | 71 176 | 64 513 |
| 1 | Includes depreciation of R23 million (2022: R21 million) which was capitalised to the cost of property, plant and equipment. |
Impairment
During the year, as a result of decreased consensus pricing and changes to the mine life and mineable reserves, Impala Canada carried out a review of the recoverable amount of the Lac des Iles mine. The review led to the recognition of an impairment of R10 872 million (C$771 million) of property, plant and equipment with an offsetting impact on deferred tax of R3 058 million (C$217 million) resulting in a post-tax loss of R7 814 million (C$554 million). The property, plant and equipment’s recoverable amount of R2 334 million (C$164 million) has been determined on the basis of their fair value less costs of disposal.
Significant accounting estimates and judgements
Long-term mining assets forming part of board-approved projects are valued based on estimates of future discounted cash flows (DCFs) of the latest board-approved business forecasts on production volumes, costs of production, capital expenditure, metal prices and market forecasts for foreign exchange rates. A risk-adjusted discount rate is used, which takes into account specific to the cash-generating unit (CGU) where cash flows have not been adjusted for the risk.
Mineral resources outside the approved mine plans are valued based on the in situ 4E ounce value. Comparable market transactions are used as a source of evidence adjusting specifically for the nature of each underlying ore body and the prevailing platinum price.
All the above estimates are subject to risks and uncertainties including achievement of mine plans, future metal prices and exchange rates. It is therefore possible that changes can occur which may affect the recoverability of the mining assets.
Possible indicators of impairment were taken into account in the impairment tests for property, plant and equipment, including climate related impacts where applicable, during the period. The assets' DCFs were updated to reflect the revised production volumes, metal prices, cost forecasts and other factors. No impairment was required other than property, plant and equipment at Impala Canada.
The key financial assumptions used in the recoverable amount calculations were:
- An overall long-term real basket price per 6E ounce sold of R27 300 (2022: R24 100 in 2023 equivalent terms) adjusted for the individual asset or cash-generating unit's prill split
- A long-term pre-tax real discount rate range of 21% to 29% (2022: 20% to 33%) and a long-term post-tax real discount rate range of 11% to 19% (2022: 8% to 17%) for the various cash-generating units in the Group
- In situ resource valuation of between US$2.00 and US$12.00 (2022: US$1.90 and US$10.00) per 4E ounce, depending on whether the resource is inferred, indicated and measured.
Change in useful lives
With effect from 1 July 2022, Impala Canada revised its estimate of the reserves used in the calculation of its UOP depreciation for certain assets within the following categories:
- Shafts, mining development and infrastructure
- Metallurgical plants
- Other assets.
Previously, the UOP depreciation was determined using the full proven and probable reserves. Following this change, only the current mineable portion of those reserves has been applied to assets that may be subject to either additional capital investment (depending on the future identification and extraction of reserves) or a shorter useful life. In addition, the straight-line periods applied to certain buildings and machinery were also revised. The effect of these changes in estimates will align the depreciation charge in profit and loss more closely with the future pattern and rate of consumption of those assets. This change in estimates increased the depreciation charge and reduced net profit before tax by approximately R741 million EJ (C$56 million) for the current year.
| 2023 Rm |
2022 Rm |
||
| Right-of-use assets included in property, plant and equipment | |||
| Land and buildings | 330 | 419 | |
| Refining plants | 95 | 101 | |
| Other assets | 152 | 161 | |
| 577 | 681 |
| 2023 Rm |
2022 Rm |
||
| Capital commitments in respect of property, plant and equipment: | |||
| Commitments contracted for | 11 320 | 7 031 | |
| Approved expenditure not yet contracted | 18 414 | 18 902 | |
| 29 734 | 25 933 | ||
| Less than one year | 15 160 | 13 318 | |
| Between one and five years | 14 574 | 12 615 | |
Capital expenditure will be funded by internally generated funds and from borrowings, where necessary.
All right-of-use assets are encumbered by leases and no other fixed assets are pledged as collateral.
11. GOODWILL
| 2023 Rm |
|
| Cost | 14 114 |
|---|---|
| Accumulated impairment | (4 244) |
| Carrying amount | 9 870 |
The goodwill of R14 114 million associated with RBPlat arose on the business combination at acquisition date (note 23) and was impaired by an amount of R4 244 million to its recoverable amount of R9 870 million. The carrying amount of R9 870 million has been allocated to the relevant cash-generating units (CGUs) with R6 347 million allocated to the Impala CGU, R3 333 million to the Impala Refining Services CGU and R190 million (post impairment) to the RBPlat CGU, respectively.
Implats' acquisition of RBPlat offers compelling strategic, operational and financial benefits for all stakeholders through securing a significant Western Limb production base that enhances and entrenches the region's position as the most significant source of global primary PGM production.
A sizeable and sustainable Western Limb operation will deliver tangible socio-economic benefits for the region and its communities including employment security and through sustained indirect benefits for the various industries and stakeholders supported by mining activities in the greater-Rustenburg region.
Further, this acquisition will enhance Implats' ability to:
- Deploy its significant scale, relevance, mineral resource base and technical capabilities to further grow and optimise value delivery of its asset portfolio;
- Progress enhanced regional socio-economic stability, sustainability, and shared value delivery;
- Enhance strategic optionality to significantly extend life-of-mine production profiles, which will enhance job security and socio-economic benefits to all concerned stakeholders; and
- Increase its ability to further pursue substantial, unique regional synergies in the fullness of time through broader collaboration and the logical combination of complementary assets and shared infrastructure.
|
Impairment of goodwill The recoverable amount of the RBPlat CGU was determined using its fair value less costs to sell. The fair value less costs to sell was determined based on estimates of future discounted cash flows (DCFs) of the latest adjusted life-of-mine plans using updated assumptions on metal prices, rand foreign exchange rates and inflation. A risk-adjusted discount rate was used, taking into account specific risks relating to the CGU where cash flows have not been adjusted for the risk. Mineral resources outside the approved mine plans are valued based on the in situ 4E ounce value. Comparable market transactions are used as a source of evidence adjusting specifically for the nature of each underlying ore body and the prevailing platinum price. The fair value less costs to sell valuation of RBPlat was categorised as a level 2 valuation of the fair value hierarchy (note 23). All the above estimates are subject to risks and uncertainties including achievement of mine plans, future metal prices and exchange rates. It is therefore possible that changes may occur which may affect the recoverability of the RBPlat CGU. The key financial assumptions for the CGU used in the recoverable amount calculations were:
Goodwill Goodwill is an intangible asset with an indefinite useful life that arises on the date of acquisition of a business combination and represents the excess of the aggregate of the cost of the acquisition, the non-controlling interest and the fair value of the acquirer's previously held equity interest in the acquiree over the net amounts of the identifiable assets acquired and the liabilities assumed at the acquisition date. For the purposes of impairment testing, goodwill is allocated to each of the Group's CGUs (or group of CGUs) that is expected to benefit from the synergies of the combination. Goodwill is carried at cost less accumulated impairment losses, if any. Gains or losses on the disposal of a CGU includes the carrying amount of goodwill allocated to the CGU sold. Impairment of goodwill Goodwill is tested for impairment at least annually, and at the end of each reporting period when an indicator of impairment exists. Goodwill is allocated to CGUs for impairment testing. The recoverable amount of the CGU to which goodwill has been allocated is based on the highest of value in use or fair value less costs to sell, derived from reserve and resource ounce valuation. If the recoverable amount of the CGU is less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to other assets of the unit prorate based on the carrying amount of each asset in the unit. Any impairment loss on goodwill is recognised directly in profit or loss and may not be reversed. |
12. INVESTMENT IN EQUITY-ACCOUNTED ENTITIES
| 2023 Rm |
2022 Rm |
||
| Summary balances | |||
| Joint ventures | |||
| Mimosa | 6 642 | 5 488 | |
| AP Ventures | 1 150 | 534 | |
| Associates | |||
| Royal Bafokeng Platinum | — | 16 731 | |
| Two Rivers | 4 494 | 3 838 | |
| Individually immaterial associates and joint ventures | 239 | 213 | |
| Total investments in equity-accounted entities | 12 525 | 26 804 | |
| Summary movement | |||
| Beginning of the year | 26 804 | 7 748 | |
| Share of profits | 2 523 | 3 761 | |
| Acquisition of equity-accounted interest in RBPlat | 3 451 | 16 483 | |
| Cash consideration | 2 195 | 9 939 | |
| Shares issued | 1 256 | 6 544 | |
| Acquisition of interests in other equity-accounted investments | 250 | 218 | |
| Carrying amount of equity investment immediately before acquisition date | (19 878) | — | |
| Fair value of equity investment immediately before acquisition date – RBPlat | (18 106) | — | |
| Loss on remeasurement of previously held equity investment before acquisition – RBPlat | (1 772) | — | |
| Change of interests in associates | (23) | (25) | |
| Exchange differences | 1 007 | 678 | |
| Dividends received | (1 609) | (2 059) | |
| End of the year | 12 525 | 26 804 | |
| Share of profit of equity-accounted entities is made up as follows: | |||
| Share of profits | 2 523 | 3 761 | |
| Unrealised profit in inventory movements | 859 | 550 | |
| Total share of profit of equity-accounted entities | 3 382 | 4 311 |
RBPlat
On 30 May 2023, Implats acquired control through the acquisition of 9.2%, representing 26 601 654 shares in RBPlat, increasing its equity interest from 46.2% to 55.4%. As a result of the business combination achieved in stages (note 23), the equity-accounted investment in RBPlat (46.2%) was deemed to be disposed of at a fair value of R18 106 million, resulting in a loss of R1 772 million, and was consolidated on the same date.
13. PREPAYMENTS AND OTHER ASSETS
| Notes | 2023 Rm |
2022 Rm |
|||
| Royal Bafokeng Nation (RBN) prepaid royalty | 13.1 | 3 572 | 3 851 | ||
|---|---|---|---|---|---|
| Deposits on property, plant and equipment | 13.2 | 2 659 | 1 091 | ||
| Business-related prepaid expenditure | 13.3 | 1 276 | 636 | ||
| Employee housing benefit | 13.4 | 264 | — | ||
| 7 771 | 5 578 | ||||
| Current | 4 230 | 1 981 | |||
| Non-current | 3 541 | 3 597 |
13.1 |
Royal Bafokeng Nation (RBN) prepaid royalty In March 2007, the Group agreed to pay the RBN all future royalties due to them, thus effectively discharging any further obligation to pay royalties. In turn the RBN purchased shares through Royal Bafokeng Impala Investment Company and Royal Bafokeng Tholo Investment Holding Company, giving them a 13.2% holding in the Company at the time. The RBN have subsequently sold their shareholding in the Company. |
13.2 |
Deposits on property, plant and equipment In the current period, the prepaid deposits on property, plant and equipment comprise cash deposits (which are separately disclosed in the statement of cash flows under investing activities) and foreign exchange differences from the translation of Zimplats to the reporting currency. Property, plant and equipment prepayments mainly relate to amounts prepaid on capital equipment at Zimplats for the tailings storage facility, replacement mines, solar power projects, the smelter expansion and SO2 abatement plant projects. |
13.3 |
Business-related prepaid expenditure The business-related prepaid expenditure mainly relate to amounts prepaid on operating activities at Zimplats for power supply, import duty as well as other consumables. |
13.4 |
Employee housing benefit The Group recognises the difference between the fair value of the employee housing loan receivable at initial recognition and the transaction price as an employee benefit. The employee benefit is amortised over the shorter of the service period of the employee (which takes into account expected retirement date) and the loan period. If the employee's service period differs from the initial expectation on occupation date, the change in expectation is recognised in profit or loss in the statement of profit or loss and other comprehensive income. The portion of the short-term employee benefit to be realised within 12 months from the reporting date is presented as part of current assets and the balance of the amount is presented as a non-current asset in the statement of financial position. |
14. INVENTORIES
| 2023 Rm |
2022 Rm |
||
| Mining metal | |||
| Refined metal | 2 893 | 3 397 | |
| In-process metal | 6 503 | 6 133 | |
| 9 396 | 9 530 | ||
| Purchased metal1 | |||
| Refined metal | 3 536 | 4 812 | |
| In-process metal | 8 100 | 7 636 | |
| 11 636 | 12 448 | ||
| Total metal inventories | 21 032 | 21 978 | |
| Stores and materials inventories | 3 288 | 1 921 | |
| 24 320 | 23 899 |
| 1 | The fair value exposure on purchased metal was designated as a hedged item and is included in the calculation of the cost of inventories. The fair value exposure relates to adjustments made to commodity prices and US dollar exchange rates from the date of delivery until the final pricing date as per the relevant contract. During the current period, the hedging relationship was ineffective, resulting in a fair value loss adjustment of R138 million recognised in other expenses (note 9). |
The net realisable value (NRV) adjustment included in the inventory value is impacted by the prevailing metal prices at the reporting date. The current year adjustment of R2 879 million comprised R923 million (2022: Rnil) for refined metal and R1 956 million (2022: Rnil) for in-process metal.
Purchased metal consists mainly of Impala Refining Services inventory.
|
Significant accounting estimates and judgements Inventory valuation Metals classification between main and by-products is determined based on an assessment of the relative metal content for each segment. The relative metal content of Impala Canada, mining on the Canadian Shield, differs materially from what is mined in the Bushveld Complex in South Africa and the Great Dyke in Zimbabwe. For purposes of inventory valuation, the southern African operations treat platinum, palladium, rhodium and nickel as main products and other precious and base metals produced, as by-products. Impala Canada's mining and processing activities do not form part of the southern African operations' production process and its inventory is valued independently. Impala Canada classifies palladium as a main product and all other precious and base metals as by-products for inventory valuation purposes. The average unit cost of normal pre-smelter production for mining metal is determined by dividing mining production cost with mining output on a 12-month rolling average basis. The normal cost of purchased metal is measured based on the acquisition cost determined on a six-month rolling average basis. The refining cost per unit (further conversion through smelter, base metal refinery (BMR) and precious metal refinery (PMR)) is determined by dividing normal refining costs with total output (both mining and purchased) on a 12-month rolling average basis. Refined ruthenium and iridium metal quantities on hand are valued using the lower of the actual stock quantity and three-months' sales quantity. In-process metal estimate adjustments Quantities of recoverable metal are reconciled to the quantity and grade of ore input as well as the quantities of metal actually recovered (metallurgical balancing). The nature of this process inherently limits the ability to precisely monitor recoverability levels. As a result, the metallurgical balancing process is constantly monitored and the engineering estimates are refined based on actual results over time. The Group conducts periodic counts (usually annually) at the refineries to assess the accuracy of inventory quantities. Based on these counts, changes in engineering estimates of metal contained in-process resulted in a pre-tax increase in metal inventory of R480 million (2022: R228 million). Tolerances of up to 2% of annual throughput of the main products are regarded as normal levels of estimation uncertainty in the measurement of work-in-progress quantities. |
15. TAXATION
15.1 |
Deferred tax |
| 2023 Rm |
2022 Rm |
||
| Deferred tax liabilities | 19 140 | 16 795 |
|---|
The total year-on-year deferred tax movement is mainly attributable to temporary difference movements relating to acquisition of RBPlat (R2 209 million), foreign currency translation adjustment on deferred tax (R1 312 million), metal inventory adjustment (R1 142 million), offset by property, plant and equipment (R2 225 million).
15.2 |
Current tax |
| 2023 Rm |
2022 Rm |
||
| Current tax payable | 242 | 533 | |
|---|---|---|---|
| Current tax receivable | (1 059) | (530) | |
| Net current tax (receivable)/payable | (817) | 3 | |
| Reconciliation | |||
| Beginning of the year | 3 | (411) | |
| Income tax expense | 5 243 | 10 940 | |
| Payments made during the year | (6 419) | (10 637) | |
| Current tax payable acquired through the acquisition of RBPlat (note 23) | 426 | — | |
| Interest and penalties refunded | (3) | (35) | |
| Exchange differences1 | (67) | 146 | |
| End of the year | (817) | 3 | |
| 1 | The exchange differences mainly arose from the settlement and translation of Zimbabwean dollar-denominated income tax liabilities to US dollars. |
16. SHARE CAPITAL
| 2023 Rm |
2022 Rm |
||
| Share capital | 25 819 | 23 080 |
|---|
Number of ordinary shares in issue outside the Group
| 2023 Million |
2022 Million |
||
| Number of ordinary shares issued | 866.40 | 850.22 | |
|---|---|---|---|
| Treasury shares | (3.36) | (4.09) | |
| Number of ordinary shares issued outside the Group | 863.04 | 846.13 | |
| The movement of ordinary shares was as follows: | |||
| Beginning of the year | 846.13 | 813.98 | |
| Shares issued for long-term incentive plans | 2.77 | 4.26 | |
| Shares purchased for long-term incentive plans | (2.04) | (5.07) | |
| Shares issued on acquisition of interest in RBPlat (notes 12 and 23) | 16.18 | 32.95 | |
| Conversion of ZAR convertible bonds | — | 0.01 | |
| End of the year | 863.04 | 846.13 |
The authorised share capital of the Company consist of 944.01 million (2022: 944.01 million) ordinary no par value shares. The authorised but unissued share capital is 77.61 million (2022: 93.79 million) ordinary no par value shares and remains under the control of the directors.
17. BORROWINGS
| 2023 | 2022 | ||||||
| Non- current Rm |
Current Rm |
Total Rm |
Non- current Rm |
Current Rm |
Total Rm |
||
| Lease liabilities | 830 | 287 | 1 117 | 957 | 250 | 1 207 | |
|---|---|---|---|---|---|---|---|
| PIC housing facility | 1 425 | 48 | 1 473 | — | — | — | |
| Total borrowings | 2 255 | 335 | 2 590 | 957 | 250 | 1 207 | |
| 2023 Rm |
2022 Rm |
||
| Reconciliation | |||
| Beginning of the year | 1 207 | 1 328 | |
| Conversion of ZAR bonds to equity | — | (1) | |
| Capital repayments | (297) | (249) | |
| Interest repayments | (120) | (120) | |
| Borrowings acquired through the acquisition of RBPlat (notes 23) | 1 475 | — | |
| Lease liabilities acquired through the acquisition of RBPlat (notes 23) | 37 | — | |
| Leases capitalised | 154 | 113 | |
| Interest accrued | 120 | 120 | |
| Exchange differences | 14 | 16 | |
| End of the year | 2 590 | 1 207 |
| 2023 Rm |
2022 Rm |
||
| Facilities | |||
| Committed revolving credit facility | |||
| ZAR tranche | 6 545 | 6 000 | |
| US$ tranche – US$93.8 million (2022: US$125 million) | 1 767 | 2 032 | |
| Credit facilities – RBPlat | 3 008 | — | |
| 11 320 | 8 032 |
During the current period, Implats amended and extended its committed revolving credit facility with various financial institutions consisting of a R6.5 billion ZAR tranche (2022: R6 billion) and a US$93.8 million US$ tranche (2022: US$125 million). Impala Canada is also a borrower under the US$ tranche.
The committed revolving credit facility of R6.5 billion (June 2022: R6 billion) bears interest at the three-month Johannesburg Interbank Acceptance Rate plus a margin and utilisation fee of between 210 and 260 basis points, subject to the level of utilisation and the total net debt to earnings before interest, tax, depreciation and amortisation (EBITDA) levels of the Group. The facility has an accordion option to increase the facility by an additional R2.2 billion (2022: R2 billion). Subsequent to year-end, the facility was extended for another year and will mature on 24 February 2026 with no further option to extend. The facility was undrawn at year-end.
The US$ tranche of the committed revolving credit facility of US$93.8 million bears interest at the three-month Secured Overnight Financing Rate plus a credit adjustment spread, margin and utilisation fee of between 211 and 251 basis points, subject to the level of utilisation and the total net debt to EBITDA levels of the Group (2022: three-month London Interbank Offered Rate plus a margin and utilisation fee of between 185 and 225 basis points). The facility has an accordion option to increase the facility by an additional US$37.5 million (2022: US$50 million). Subsequent to year-end, the facility was extended for another year and will mature on 24 February 2026 with no further option to extend. The facility was undrawn at year-end.
The R3 billion RBPlat credit facilities comprise a revolving credit facility of R2 billion which bears interest at the Johannesburg Interbank Average Rate (JIBAR) plus 250 basis points, as well as a general banking facility of R1 billion which bears interest at the prime rate less 140 basis points. RBPlat provided a cession and pledge of its shares in and claims against Royal Bafokeng Resources as security under a subordination agreement of its claims against Royal Bafokeng Resources in favour of the banks. Royal Bafokeng Resources also provided a cession in which it cedes and pledges its rights, title and interest in respect of, or connected with the Royal Bafokeng Resources operations. Royal Bafokeng Resources can voluntarily prepay and cancel the facilities at any time. The revolving credit facility was undrawn at year-end and R123.6 million of the general banking facility was utilised for guarantees as at year-end.
18. CASH GENERATED FROM OPERATIONS
| 2023 Rm |
2022 Rm |
||
| Profit before tax | 9 787 | 45 239 | |
|---|---|---|---|
| Adjusted for: | |||
| Impairment – Property, plant and equipment (note 10) | 10 872 | — | |
| Impairment – Goodwill on RBPlat acquisition (notes 11) | 4 244 | — | |
| Loss on remeasurement of previously held equity investment before acquisition – RBPlat (notes 12 and 23) | 1 772 | — | |
| Depreciation | 7 736 | 5 821 | |
| Amortisation of prepaid royalty | 279 | 261 | |
| Finance income | (1 792) | (805) | |
| Finance costs | 615 | 562 | |
| Share of profit of equity-accounted entities (note 12) | (3 382) | (4 311) | |
| Net realisable value adjustment on metal inventory (note 14) | 2 879 | — | |
| Dividends received – Rand Mutual Assurance (note 8) | (7) | (11) | |
| Employee benefit provisions | (7) | (7) | |
| Share-based compensation | 310 | (24) | |
| Rehabilitation and other provisions | (96) | (237) | |
| Acquisition-related costs accrued – RBPlat | 250 | — | |
| Foreign currency differences | (1 031) | (162) | |
| Profit on disposal of property, plant and equipment (note 8) | (24) | (3) | |
| Loss on disposal of property, plant and equipment (note 9) | 39 | — | |
| Deferred profit on sale and leaseback of houses (note 8) | (30) | (30) | |
| Deferred revenue | (15) | — | |
| Loss – change of interest in associates | 21 | 25 | |
| Fair value gain on environmental rehabilitation and other investments | (159) | (9) | |
| Fair value loss on foreign exchange rate collars (note 9) | 222 | — | |
| Tax penalties and interest received | — | (35) | |
| 32 483 | 46 274 | ||
| Changes in working capital: | |||
| Decrease in trade and other receivables | 137 | 807 | |
| Increase in inventories | (882) | (124) | |
| Decrease in trade and other payables | (1 366) | (1 002) | |
| Cash generated from operations | 30 372 | 45 955 |
19. HEADLINE EARNINGS
| 2023 Rm |
2022 Rm |
||
| Profit attributable to owners of the Company | 4 905 | 32 049 | |
|---|---|---|---|
| Remeasurement adjustments: | |||
| Impairment – Property, plant and equipment | 10 872 | — | |
| Impairment – Goodwill on RBPlat acquisition | 4 244 | — | |
| Loss on remeasurement of previously held equity investment before acquisition – RBPlat | 1 772 | — | |
| Profit on disposal of property, plant and equipment | (53) | (37) | |
| Loss on disposal of property, plant and equipment | 32 | — | |
| Loss – change of interest in associates | 18 | 25 | |
| Earnings adjustments from equity-accounted entities | 62 | 2 | |
| Insurance proceeds – asset damage | — | (28) | |
| Total tax effects of adjustments | (3 051) | 17 | |
| Headline earnings | 18 801 | 32 028 | |
| Headline earnings used in the calculation of diluted headline earnings per share | 18 801 | 32 028 |
| 2023 Million |
2022 Million |
||
| Weighted average number of ordinary shares in issue for basic and headline earnings per share | 850.28 | 831.25 | |
|---|---|---|---|
| Adjusted for: | |||
| Dilutive potential ordinary shares relating to long-term incentive plan | 3.49 | 3.39 | |
| Weighted average number of ordinary shares for diluted basic and headline earnings per share | 853.77 | 834.64 | |
| Headline earnings per share (cents) | |||
| Basic | 2 211 | 3 853 | |
| Diluted | 2 202 | 3 837 |
20. CONTINGENT LIABILITIES, GUARANTEES AND UNCERTAIN TAX MATTERS
Contingent liabilities and guarantees
At year-end, the Group had contingent liabilities in respect of matters arising in the ordinary course of business from which it is anticipated that no material liabilities will arise.
The Group has issued guarantees of R57 million (2022: R69 million). Guarantees of R15 291 million (2022: R19 607 million) have been issued by third parties and financial institutions on behalf of the Group consisting mainly of guarantees to the Takeover Regulation Panel (TRP) of R11 417 million (2022: R16 830 million) for the acquisition of Royal Bafokeng Platinum and the Department of Mineral Resources and Energy (DMRE) for R3 254 million (2022: R2 346 million).
Uncertain tax matters
Implats is subject to income taxes under the various income tax regimes in the countries in which it operates. The Group has filed, and continues to file, all the required income tax returns and to pay the taxes, as reasonably determined, to be due. In some jurisdictions tax authorities are yet to complete all their annual assessments and the income tax assessments, where completed by the tax authorities, remain subject to further examination within prescribed periods. Significant judgement is required in determining the Group's provisions for income taxes due to the complexity of legislation, which is often subject to interpretation. As a result, disputes can arise with the tax authorities over the interpretation or application of certain rules in respect of the group's tax affairs within the country involved and the outcome of these claims and disputes cannot be predicted with certainty. On tax matters which are particularly complex or require judgement in applying, management has obtained and will continue to obtain, independent legal and/or tax practitioner opinions which inform and support the tax positions adopted.
Implats' companies are involved in tax queries, litigation and disputes with various tax authorities in the normal course of business. A detailed review is performed regularly on each matter and a provision is recognised, where appropriate. The Group recognises liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due. Where the final tax outcome of these matters is different from the amounts that were initially reported, such differences will impact the income tax and deferred tax provisions in the period in which such determination is made.
Regardless of whether potential economic outflows of matters have been assessed as probable or possible, individually significant matters are included below.
South Africa
At 30 June 2023, the Group has an unresolved historical tax matter relating to deductions at its South African operations. The South African Revenue Service had issued an additional assessment relating to this matter which the Group had objected to. The Group has a tax practitioner and legal counsel opinion to support its objection. Should the Group be successful in its objection, it could result in a tax credit of up to R673 million (2022: R647 million) (including interest).
Zimbabwe
Foreign currency taxes
Zimplats has historically filed, and continues to file, all required income tax returns and to pay the taxes reasonably determined to be due. The fiscal legislation in Zimbabwe is volatile, highly complex and subject to interpretation. From time to time, Zimplats is subject to a review of its historic income tax returns and in connection with such reviews, disputes can arise with the Zimbabwe Revenue Authority (ZIMRA) over the interpretation and/or application of certain legislation.
Significant judgement is required in determining the provision for income taxes due to the complexity and differences of interpretation of fiscal legislation, and application which may require determination through the courts. There are many transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business.
Zimplats recognises liabilities for anticipated tax audit issues and uncertain tax positions based on estimates of whether additional taxes will be due. The assessment is based on objective, unbiased interpretation of the fiscal legislation, informed by specialist independent tax and legal advice. Where ZIMRA as the tax authority makes an assessment that differs from that determined and initially recorded by the company, such difference in computation will impact the income tax expenses and liabilities in the period in which such determination is made.
Irrespective of whether potential economic outflows of matters have been assessed as probable or possible, individually significant matters are included below to the extent that disclosure does not prejudice the company.
Matters before the courts
Zimplats filed legal proceedings in the Special Court for Income Tax Appeals and the Supreme Court of Zimbabwe in relation to various historical income tax matters and these cases are pending in the courts. Zimplats has on a without-prejudice basis settled the disputed liabilities involved in these cases and therefore no further liabilities will arise in respect of these disputed tax matters.
21. RELATED PARTY TRANSACTIONS
| 2023 Rm |
2022 Rm |
||
| Associates | |||
| Two Rivers | |||
| Transactions with related party: | |||
| Purchases of metal concentrates | 7 897 | 9 121 | |
| Year-end balances arising from transactions with related party: | |||
| Payable to associate | 2 458 | 3 447 | |
| Makgomo Chrome | |||
| Transactions with related party: | |||
| Tailings fee expense | 69 | 68 | |
| Sale of metal concentrates | 69 | 68 | |
| Friedshelf | |||
| Transactions with related party: | |||
| Interest accrued | 89 | 101 | |
| Repayments | 220 | 204 | |
| Year-end balances arising from transactions with related party: | |||
| Borrowings – finance leases1 | 785 | 916 | |
| RBPlat | |||
| Transactions with related party: | |||
| Royalty expense | 308 | 390 | |
| Year-end balances arising from transactions with related party: | |||
| Payable to associate2 | — | 58 | |
| 1 Friedshelf finance leases have an effective interest rate of 10.2%. | |||
| 2 RBPlat royalty expense for the current year reflects the royalty expense up to 30 May 2023, thereafter RBPlat was consolidated. | |||
| Joint venture | |||
| Mimosa | |||
| Transactions with related party: | |||
| Refining fees | 298 | 293 | |
| Interest received | 36 | 4 | |
| Purchases of metal concentrates | 6 494 | 6 806 | |
| Year-end balances arising from transactions with related party: | |||
| Payable to joint venture net of advance | 1 117 | 1 227 |
There is no contractual relationship governing the Group's transactions with Mimosa. These are conducted through an intermediary. For accounting purposes, and to demonstrate the economic substance of the transactions, they are disclosed as related party transactions, as though the Group had transacted directly with Mimosa.
Fixed and variable key management compensation was R258 million (2022: R412 million).
22. FINANCIAL INSTRUMENTS
Background and basis of preparation
The impact of external factors such as climate change, geopolitical tensions as well as Covid-19 are deemed to be priced into the valuation of financial instruments, which for the Group, mostly relates to securities price risk and commodity price risk used in the level 1 and 2 fair valuation techniques as determined by the market. The level 3 valuation techniques were adjusted by amending the cash flows associated with the discounted cash flow valuations to factor in impacts of the various micro and macro-economic factors where applicable. The outcome of these considerations and the resulting adjustments are reflected in the respective carrying amounts of the financial assets and financial liabilities measured at fair value.
The following table summarises the Group's classification of financial instruments:
| 2023 Rm |
2022 Rm |
||||
| Financial assets – carrying amount | |||||
| Financial assets at amortised cost | 33 502 | 30 722 | |||
| Other financial assets | 1 214 | 129 | |||
| Environmental rehabilitation investments | 194 | — | |||
| Trade receivables | 3 485 | 2 845 | |||
| Other receivables | 1 577 | 1 078 | |||
| Employee receivables | 212 | 165 | |||
| Cash and cash equivalents | 26 820 | 26 505 | |||
| Financial assets at fair value through profit or loss (FVPL) | 7 652 | 2 454 | |||
| Environmental rehabilitation investments | 2 312 | 315 | |||
| Other financial assets | 66 | 1 052 | |||
| Trade receivables | 5 274 | 1 087 | |||
| Financial assets at fair value through other comprehensive income (FVOCI) | 661 | 463 | |||
| Total financial assets | 41 815 | 33 639 | |||
| Financial liabilities – carrying amount | |||||
| Financial liabilities at amortised cost | 10 796 | 6 699 | |||
| Borrowings (note 17) | 2 590 | 1 207 | |||
| Other financial liabilities | 49 | 50 | |||
| Trade payables | 8 000 | 5 403 | |||
| Other payables | 157 | 39 | |||
| Financial liabilities at FVPL | 5 754 | 7 727 | |||
| Trade payables – metal purchases | 5 532 | 7 727 | |||
| Trade payables at FVPL | 6 521 | 8 665 | |||
| Advances1 | (989) | (938) | |||
| Other financial liabilities | 222 | — | |||
| Total financial liabilities | 16 550 | 14 426 |
1 Advances are carried at amortised cost.
Fair value hierarchy
The table below represents significant financial instruments measured at fair value at the reporting date.
The calculation of fair value requires various inputs into the valuation methodologies used. The source of the inputs used affects the reliability and accuracy of the valuations. Significant inputs have been classified into the hierarchical levels in line with IFRS 13 valuations.
- Level 1 – Quoted prices in active markets for identical assets or liabilities
- Level 2 – Inputs other than quoted prices that are observable for the asset or liability (directly or indirectly)
- Level 3 – Inputs for the asset or liability that are unobservable.
| Fair value | ||||||
| Financial instrument | 2023 Rm |
2022 Rm |
Fair value hierarchy |
Valuation technique and key inputs |
||
| Financial assets at FVOCI | ||||||
| Waterberg | 506 | 366 | Level 3 | Discounted cash flow | ||
| Risk-free ZAR interest rate | ||||||
| Other | 155 | 97 | Level 3 | Discounted cash flow | ||
| Risk-free ZAR interest rate | ||||||
| Financial assets at FVPL | ||||||
| Guarantee investments – Guardrisk | 2 169 | — | Level 2 | Market prices for listed investments | ||
| Guarantee investments – Guardrisk | — | 315 | Level 3 | Discounted cash flow | ||
| Risk-free ZAR interest rate | ||||||
| Guarantee investments – Centriq Insurance Company Limited | 143 | — | Level 2 | Shareholders Weighted Top 40 Index on the JSE | ||
| Short-term investments | — | 1 052 | Level 1 | Quoted market prices for the same instrument | ||
| Housing insurance investment | 66 | — | Level 3 | Market prices for listed investments and reliance on an external valuer for discounted cash flow models for unlisted investments | ||
| Trade receivables | 5 274 | 1 087 | Level 2 | Quoted market metal prices and exchange rates | ||
| Financial liabilities at FVPL | ||||||
| Foreign exchange rate collars | 222 | — | Level 2 | Black Scholes valuation technique using quoted market exchange rates, volatility and risk-free ZAR interest rate | ||
| Trade payables at FVPL | 6 521 | 8 665 | Level 2 | Quoted market metal prices and exchange rates | ||
There were no transfers between fair value hierarchy levels in the current year.
The carrying amount of financial assets and liabilities which are not carried at fair value, is a reasonable approximation of their fair value.
Reconciliation of level 3 fair value measurements
| Waterberg Rm |
Other Rm |
Environmental rehabilitation investments Rm |
Total Rm |
|
| Balance at 30 June 2021 | 330 | 95 | — | 425 |
| Purchases | — | — | 306 | 306 |
| Income recognised in profit or loss | — | — | 9 | 9 |
| Income recognised in other comprehensive income | 36 | 2 | — | 38 |
| Balance at 30 June 2022 | 366 | 97 | 315 | 778 |
|---|---|---|---|---|
| Purchases | — | 46 | — | 46 |
| Re-invested | — | — | (315) | (315) |
| Acquired through the acquisition of RBPlat | — | 66 | — | 66 |
| Income recognised in other comprehensive income | 140 | 12 | — | 152 |
| Balance at 30 June 2023 | 506 | 221 | — | 727 |
Cash and cash equivalent exposure by country and currency
| 2023 Rm |
2022 Rm |
||
| Exposure by currency is as follows: | |||
| Bank balances – ZAR | 19 627 | 18 448 | |
| Bank balances – US$ | 6 268 | 7 258 | |
| Bank balances – C$ | 726 | 784 | |
| Bank balances – ZW$ | 188 | 7 | |
| Bank balances – Other currencies | 11 | 8 | |
| 26 820 | 26 505 | ||
| Exposure by country is as follows: | |||
| South Africa | 21 119 | 19 365 | |
| Europe | 2 499 | 4 759 | |
| Zimbabwe – US$ | 2 093 | 1 383 | |
| Zimbabwe – ZW$ | 188 | 7 | |
| Canada | 910 | 983 | |
| Asia | 11 | 8 | |
| 26 820 | 26 505 |
Fair value hedge accounting
The Group has a hedging strategy and accounting policy to manage the fair value risk (commodity price and foreign currency exchange risk) to which purchased metal (note 14), the hedged item, is exposed. The financial instrument used to hedge this risk is trade payables related to metal purchases, included in trade payables, measured at fair value through profit or loss. The fair value movements on this financial liability have been designated to hedge the price and foreign currency exchange risk on purchased metal inventory.
To the extent that the hedging relationship is effective, that is, to the extent that an economic relationship exists between the hedged item and hedging instrument, the fair value gains and losses on both the hedged item and hedging instrument are offset against each other. Where the hedge is ineffective the gains and losses on trade payables and purchased metal inventory are recognised in profit or loss in other income and other expenses respectively.
The effects of the fair value hedge are as follows:
| 2023 Rm |
2022 Rm |
||
| Hedging instrument | |||
| Trade payables at fair value through profit or loss – metal | |||
| purchases | |||
| Carrying amount | 6 521 | 8 665 | |
| Fair value gain used to determine hedge effectiveness | (2 599) | (2 195) | |
| Hedged item | |||
| Purchased metal inventory | |||
| Purchased metal exposed to fair value movement | 6 521 | 8 665 | |
| Change in fair value of hedging instrument used to determine hedge effectiveness | 2 737 | 2 195 | |
| Accumulated fair value hedge gain included in metal purchases in respect | |||
| of closing inventory1 | 994 | 1 220 |
1 Relates to metal purchases that were still in the refining process at year-end.
Due to the significant decrease in the metal prices at year-end in relation to the fair value movements in trade payables and inventory, there has been hedge ineffectiveness identified in the hedging relationship during the current period. A R138 million fair value loss was recognised in other expenses (note 9).
23. BUSINESS COMBINATION
RBPlat is a mid-sized PGM producer with mining and concentrating operations contiguous to Impala Rustenburg portfolio on the Western Limb Bushveld Igneous Complex in South Africa. Its mineral reserve inventory is notable due to its size and quality, with a mechanised, Merensky-rich orebody, aligned to robust future demand for platinum, nickel and copper.
In the prior year, Implats had acquired a 37.83% shareholding in RBPlat and consequently, equity accounted its interest in RBPlat. After acquiring a further 8.36% shareholding during the year, Implats finally gained control of RBPlat on 30 May 2023 when it acquired 26 601 654 shares, representing a 9.16% shareholding in RBPlat, for a cash consideration of R2 394 million and the issue of 7 980 496 Implats shares with a fair value of R1 237 million. This increased Implats' total shareholding in RBPlat to 55.35%. As a result, RBPlat became a subsidiary of the Group at 30 May 2023 (effective date) and in terms of IFRS 3 Business Combinations, the previously equity-accounted investment in RBPlat was remeasured to its fair value of R18 106 million. This fair value then formed part of the purchase consideration of the subsidiary at the effective date.
Between 30 May 2023 and year-end, Implats acquired a further 1.06% of RBPlat shares resulting in a shareholding of 56.41% at year-end.
Subsequent to year-end and upon fulfilment of all the conditions precedent, the mandatory offer for RBPlat finally closed on 21 July 2023 and was accepted by shareholders holding 121 437 384 RBPlat shares or 41.83% of RBPlat. Implats also acquired another 1 945 665 or 0.67% of RBPlat shares. Therefore, post-year-end, Implats had acquired in aggregate 123 383 049 RBPlat shares or 42.50% of RBPlat for a total consideration of R11 104 million in cash and the issue of 37 014 918 Implats shares with a fair value of R5 052 million. This increased Implats' shareholding in RBPlat to approximately 98.91%.
On 1 August 2023, Implats gave notice in terms of section 124(1)(a) of the Companies Act to compulsorily acquire the remaining RBPlat shares not held by it as RBPlat shareholders holding more than 90% of the RBPlat shares had accepted the mandatory offer. The RBPlat shares were suspended from trading on the JSE on 2 August 2023. The compulsory acquisition of the remaining RBPlat shares is scheduled for 14 September 2023 and it is expected that the RBPlat shares will be delisted from the JSE on 18 September 2023.
The guarantees to the TRP required in terms of the mandatory offer for RBPlat amounted to R11 417 million as at 30 June 2023 (June 2022: R16 830 million). Following the closure of the mandatory offer on 21 July 2023 and the settlement of the purchase consideration, the TRP guarantees were cancelled.
This business combination accounting is provisional and may be restated in 2024 when the Group finalises the fair value of property, plant and equipment, with any adjustments recognised against goodwill to the extent not already impaired as disclosed in notes 11.
The following table summarises the provisionally recognised fair value of assets acquired and liabilities assumed at the acquisition date:
| 2023 Rm |
||
| Assets | ||
| Property, plant and equipment | 8 644 | |
| Environmental rehabilitation investments | 335 | |
| Other financial assets | 1 026 | |
| Prepayments and other assets | 267 | |
| Inventories | 852 | |
| Trade and other receivables1 | 5 168 | |
| Current tax receivable | 47 | |
| Cash and cash equivalents | 5 256 | |
| 21 595 | ||
| Less: Liabilities | ||
| Provisions | 349 | |
| Deferred tax liabilities | 2 209 | |
| Deferred revenue | 1 388 | |
| Borrowings | 1 512 | |
| Other liabilities | 481 | |
| Trade and other payables | 1 413 | |
| Current tax payable | 473 | |
| 7 825 | ||
| Total fair value of identifiable assets and liabilities assumed | 13 770 | |
| Less: Non-controlling interest2 | (6 147) | |
| Goodwill on acquisition of RBPlat (note 11) | 14 114 | |
| Total consideration | 5 803 | |
| Comprising the following: | ||
| Fair value of equity interest held immediately before acquisition date | 18 106 | |
| Carrying amount of equity investment immediately before acquisition date | 19 878 | |
| Loss on remeasurement of previously held equity investment before acquisition – RBPlat | (1 772) | |
| Cash | 2 394 | |
| Shares issued | 1 237 | |
| Net cash flow on acquisition of RBPlat business | ||
| Cash consideration | (2 394) | |
| Less: Cash and cash equivalent balances acquired | 5 256 | |
| 2 862 |
1 The fair value of trade receivables (R4 647 million) and other receivables (R521 million) represent the gross contractual amounts receivable all of which were subsequently collected.
2 The measurement basis used for non-controlling interests is the proportionate share of the acquiree's net identifiable
assets.
Implats incurred acquisition-related costs of R415 million mainly comprising advisory and legal expenses of R156 million, local investing activities by means of co-funding up to R200 million in projects which will be identified in conjunction with the Industrial Development Corporation of South Africa Limited (IDC) in relation to hydrogen technology or its commercialisation in South Africa as well as R50 million for the funding of proof-of-concept activities to be jointly managed by Implats and the IDC. These costs are included in other expenses (note 9).
| 2023 Rm |
||
| Revenue and loss of RBPlat since the acquisition date included in the consolidated statement of comprehensive income for the reporting period: | ||
| Revenue | 610 | |
| Loss for the year | 537 | |
| RBPlat contribution had it been consolidated from 1 July 2022 | ||
| Revenue | 13 543 | |
| Profit for the year | 769 |
|
Business valuation The RBPlat business has been valued through the discounted cash flow methodology after adjusting for fair value adjustments on contributing assets. The key financial assumptions for the discounted cash flow value are:
|
|
Business combinations The acquisition method of accounting is used to account for the acquisition of subsidiaries by the Group. The cost of an acquisition is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange. Costs directly attributable to the acquisition are expensed. Business combinations achieved in stages In a business combination achieved in stages, all previously held equity interest in the acquiree is remeasured at its acquisition date fair value and any resulting gain or loss, is recognised in profit or loss or other comprehensive income, as appropriate. Identifiable assets acquired, liabilities and contingent liabilities assumed in a business combination are measured initially at fair values at the acquisition date. The excess of the aggregate of the cost of the acquisition, the non-controlling interest and the fair value of the acquirer's previously held equity interest in the acquiree over the net of the acquisition date amounts of the identifiable assets acquired and the liabilities assumed is recognised as goodwill. If this is less than the fair value of the net assets of the subsidiary acquired in the case of a bargain purchase, the gain is recognised directly in profit or loss. Non-controlling interests that are present ownership interests and entitle their holders to a proportionate share of the entity's net assets in the event of liquidation are initially measured either at the non-controlling interest's proportionate share of the acquiree's identifiable net assets or at fair value. The choice of measurement basis is made on a transaction-by-transaction basis. Changes in the Group's ownership interest in subsidiaries that do not result in the Group losing control over the subsidiaries are accounted for as equity transactions. Any difference between the fair value of the consideration paid or received and the carrying amount of the non-controlling interest, is recognised directly in equity and attributed to the owners of the Company. The profit or loss realised when control is lost by the Group as a result of the disposal of an entity is calculated after taking into account any related goodwill. |
24. EVENTS OCCURRING AFTER THE REPORTING PERIOD
Dividends
The board declared a final cash dividend on 31 August 2023 in respect of the financial year ended 30 June 2023. In terms of the approved dividend policy, a minimum dividend of 30% of free cash flow pre-growth capital should be declared. The board has the discretion to vary this percentage depending on the current and forecast financial performance, as well as market and other factors, including sufficiently capitalising the business to allow the Group to take advantage of future value-accretive growth opportunities.
The dividend of 165 cents per ordinary share or R1 485 million in aggregate (excluding treasury shares) is to be paid out of retained earnings, but not recognised as a liability at year-end. The dividend will have no tax consequence for the Group, but will be subject to 20% withholding tax for shareholders who are not exempt from or do not qualify for a reduced rate of withholding tax.
The dividend is payable on Tuesday, 26 September 2023 to shareholders recorded in the register at the close of business, 22 September 2023.
| 2023 Rm |
2022 Rm |
||
| Dividends paid: | |||
| Final dividend No 97 for 2022 (2022: No 95 for 2021) of 1 050 cents (2022: 1 200 cents) per ordinary share | 8 896 | 9 773 | |
| Interim dividend No 98 for 2023 (2022: No 96 for 2022) of 420 cents (2022: 525 cents) per ordinary share | 3 570 | 4 436 | |
| Other1 | — | 186 | |
| 12 466 | 14 395 |
1 Other comprises dividends paid by subsidiaries within the Group to external parties.
Other events occurring after the reporting period
The directors are not aware of any other subsequent events which materially impact the annual financial
statements, aside from the additional 42.5% shareholding acquired in RBPlat subsequent to
year-end.
Refer to note 23.

