Petra Diamonds Limited
Annual Report and Accounts 2013
128
28. Related parties
Subsidiaries, associates and joint ventures
Details of subsidiaries and associates are disclosed in note 30 and note 16 respectively.
Directors
Details relating to Directors’ emoluments are disclosed in note 11 and in the Directors’ Remuneration Report on pages 71 to 81.
Details relating to Directors’ shareholdings in the Company are disclosed in the Director’s Report on page 82. Key management
remuneration is disclosed in note 11.
There are no loans to Directors or Senior Management.
During the year, a subsidiary of the Group paid US$1.7 million (R14.9 million) (30 June 2012: US$2.7 million (R22.3 million)) to Zeren (Pty) Ltd
(“Zeren”) in respect of an exclusivity agreement covering specialised plant and equipment. The cumulative amount paid to Zeren
is US$8.6 million (R85.5 million) (30 June 2012: US$8.6 million (R70.6 million)) and is shown under property, plant and equipment in
the Consolidated Statement of Financial Position. The equipment was supplied to a subsidiary of the Company at Zeren’s cost and,
given its specialised nature, on an exclusive basis. Mr Dippenaar, Mr Davidson and Mr Abery are all Directors of the Company
and are also directors and shareholders of Zeren.
During the year, the Group paid an additional US$0.6 million (30 June 2012: US$11.2 million) to Sirius Resource Fund 1 Ltd (“Sirius”)
as part of a transaction whereby the Company acquired from Sirius 49.24% of the share capital of Nelesco. The cumulative amount
paid to Sirius is US$17.8 million. Refer note 3 for detail regarding the transaction. Mr Pouroulis is a director of Sirius Investment
Management (GP) Ltd, the general partner of Sirius Investment LP Inc, a licensed investment advisory firm.
Umnotho weSizwe Group (Pty) Ltd (“Umnotho”), one of Petra’s BEE partners, holds a 36% interest in the Cullinan mine BEE holding
company, Thembinkosi Mining Investments (Pty) Ltd (“Thembinkosi”). The Group has a non-current receivable due from Thembinkosi
of US$25.9 million (30 June 2012: US$29.6 million) and a non-current payable due to Thembinkosi of US$24.0 million (30 June 2012:
US$26.6 million). Included in net finance expense (note 9) the Group has finance income due from Thembinkosi of US$2.5 million
(30 June 2012: US$3.2 million) and finance expense payable to Thembinkosi of US$1.2 million (30 June 2012: US$2.4 million).
These sums arise due to the funding that the Group has provided to Thembinkosi to finance its interests in Cullinan. Mr Abery
is a director of Umnotho. Mr Pouroulis and Mr Abery are beneficiaries of a trust that is a shareholder in Umnotho.
Shareholders
The principal shareholders of the Company are detailed in the Directors’ Report on page 83.
29. Significant non-cash transactions
US$ million
2013
2012
Operating activities
Depreciation of property, plant and equipment
42.8
41.0
Impairment
12.6
Decrease in provisions
(0.2)
(0.7)
Other finance expense – other
2.4
1.0
Other finance expense – unwinding of present value adjustment for rehabilitation costs
2.6
5.9
Other finance expense – post-retirement medical fund
1.3
1.4
Unrealised foreign exchange gain
(2.0)
(18.2)
Unrealised foreign exchange loss
6.7
56.8
Present value adjustment of rehabilitation provision – change in assumptions
(1.9)
(4.8)
Profit on sale of property, plant and equipment
(0.1)
Provision for retrenchments
2.6
Share-based payment provision
3.3
1.0
56.4
83.3
Investing activities
Non-cash capital expenditure (capitalisation of borrowing costs, employee costs)
6.0
1.5
Non-cash rehabilitation asset adjustment – change in estimate
(8.2)
1.5
Non-cash interest receivable on investing activity
9.2
9.7
7.0
12.7
Investing activities
Non-cash interest payable on investing activity
6.9
7.9
6.9
8.0
During the year the Group renegotiated new debt facilities with FirstRand Bank Limited, Absa and the IFC. These facilities
replaced all of the Group’s previous bank debt and working capital facilities. There was no cash repayment and subsequent
re-draw of the previous facilities as part of the transaction and it is therefore non-cash in nature.
During the prior year non-cash transactions were recorded, being a non-current receivable due from Senakha (the Group’s main
BEE partner at Finsch) of US$38.0 million and a non-current payable due to Senakha of US$38.0 million. These amounts arose due
to the funding that the Group provided to Senakha to finance its interests in Finsch. A further US$11.9 million of BEE non-current
receivable and payable arose on the transaction, totalling BEE funding of US$49.9 million to FDM (refer to note 3). The US$11.9 million
was non-cash and offset in the Consolidated Statement of Financial Position as an agreement is in place which permits the Group
to offset and settle on a net basis.
Notes to the Annual Financial Statements
For the year ended 30 June 2013 continued
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