NOTES TO THE REVIEWED CONDENSED GROUP ANNUAL FINANCIAL STATEMENTS
1. CORPORATE BACKGROUND
Exxaro, a public company incorporated in South Africa, is a diversified resources group with interests in the coal (controlled and non-controlled), energy (controlled and non‑controlled) and ferrous (controlled and non‑controlled) markets. These reviewed condensed group annual financial statements as at and for the year ended 31 December 2021 (condensed annual financial statements) comprise the company and its subsidiaries (together referred to as the group) and the group's interest in associates and joint ventures.
2. BASIS OF PREPARATION
2.1 Statement of compliance
The condensed annual financial statements have been prepared in accordance with the requirements of the JSE Listings Requirements for preliminary reports and the requirements of the Companies Act of South Africa. The Listings Requirements require preliminary reports to be prepared in accordance with the framework concepts and the measurement and recognition requirements of IFRS (as issued by the IASB), the SAICA Financial Reporting Guides (as issued by the Accounting Practices Committee) and Financial Pronouncements (as issued by the Financial Reporting Standards Council). As a minimum, preliminary reports must contain the information required by IAS 34 Interim Financial Reporting.
The condensed annual financial statements have been prepared under the supervision of Mr PA Koppeschaar CA(SA), SAICA registration number: 00038621.
The condensed annual financial statements should be read in conjunction with the group annual financial statements as at and for the year ended 31 December 2020, which have been prepared in accordance with IFRS. The condensed annual financial statements have been prepared on the historical cost basis, except for financial instruments, share-based payments and biological assets, which are measured at fair value.
The condensed annual financial statements of the Exxaro group were authorised for issue by the board of directors on 1 March 2022.
2.2 Judgements and estimates
Management made judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. The significant judgements and the key source of estimation uncertainty were similar to those applied to the group annual financial statements as at and for the year ended 31 December 2020.
3. ACCOUNTING POLICIES AND OTHER COMPLIANCE MATTERS
The accounting policies applied in the preparation of the condensed annual financial statements are consistent with those of the group annual financial statements as at and for the year ended 31 December 2020. A number of amended IFRS standards became effective for the current year. The group did not have to change its accounting policies nor make retrospective adjustments as a result of adopting these standards.
3.1 Impact of new, amended or revised standards issued but not yet effective
New accounting standards, amendments to accounting standards and interpretations issued, that are relevant to the group, but not yet effective on 31 December 2021, have not been early adopted. The group continuously evaluates the impact of these standards and amendments.
3.2 Impact of the COVID-19 pandemic on financial reporting
The financial reporting impacts of the COVID-19 pandemic have been assessed by management. Its impacts, though not material, have been factored in as a routine consideration in making relevant estimates, assumptions and contractual evaluations (in particular revenue recognition, inventory valuations, impairment assessments and assumptions applied when determining allowances for ECLs).
In addition, the impact of the COVID-19 pandemic has been considered as part of the solvency and liquidity evaluations of the group which included stress testing of our financial position. These evaluations did not indicate any risk of the group breaching its debt covenants, but rather that the group has sufficient liquidity to withstand an interruption to operations and remain a going concern for the foreseeable future.
4. RE-PRESENTATION OF COMPARATIVE INFORMATION
The condensed group statement of comprehensive income (and related notes) for the year ended 31 December 2020 has been re-presented for the following items:
Impairment charges
The impairment charges line item has been separated on the face of the condensed group statement of comprehensive income in order to provide presentations on a disaggregated basis between non-current operating assets and equity-accounted investments.
The impairment charges on equity-accounted investments, were previously presented as part of the impairment charges line item on the face of the statement of comprehensive income within net operating profit. Details of the composition of the impairment charges were presented in the note. The face of the statement of comprehensive income has been re-presented to separately present the impairment charges on equity-accounted investments outside of net operating profit alongside the presentation of the corresponding share of income of equity-accounted investments to provide a more appropriate net operating profit sub-total line item that reflects the operations of the group.
The impact of the re-presentation was as follows:
| Previously presented | Re-presented | Impact | |
| Condensed group statement of comprehensive income | |||
| Impairment charges of non-current operating assets (Rm)1 | (1 882) | (1 378) | 504 |
| Net operating profit (Rm) | 4 293 | 4 797 | 504 |
| Impairment charges of equity-accounted investments (Rm) | (504) | (504) |
| 1 | Previously referred to as "Impairment charges". |
Discontinued operations
The investment in Tronox SA has been identified as a discontinued operation (refer note 8).
The impact of the re-presentation was as follows:
| Previously presented | Re-presented | Impact | |
| Condensed group statement of comprehensive income | |||
| Share of income of equity-accounted investments (Rm) | 6 411 | 6 204 | (207) |
| Profit for the period from discontinued operations (Rm) | 69 | 276 | 207 |
| Attributable earnings per share | |||
| Continuing operations | |||
| – Basic (cents) | 2 880 | 2 817 | (63) |
| – Diluted (cents) | 2 880 | 2 817 | (63) |
| Discontinued operations | |||
| – Basic (cents) | 22 | 85 | 63 |
| – Diluted (cents) | 22 | 85 | 63 |
5. RECONCILIATION OF GROUP HEADLINE EARNINGS
| Gross Rm |
Tax Rm |
Non- controlling interest Rm |
Net Rm |
|||
| For the year ended 31 December 2021 (Reviewed) | ||||||
| Profit attributable to owners of the parent | 12 667 | |||||
| Adjusted for: | (1 684) | 266 | 319 | (1 099) | ||
| – | IFRS 10 Loss on disposals of subsidiaries | 947 | (93) | (196) | 658 | |
| – | IAS 16 Net losses on disposal of property, plant and equipment | 46 | (14) | (7) | 25 | |
| – | IAS 21 Net gains on translation differences recycled to profit or loss on disposal of investment in foreign associate | (876) | 197 | (679) | ||
| – | IAS 21 Net gains on translation differences recycled to profit or loss on deregistration of foreign entities | (482) | 111 | (371) | ||
| – | IAS 28 Net gains on disposal of associates | (1 339) | 379 | 217 | (743) | |
| – | IAS 28 Share of equity-accounted investments' separately identifiable remeasurements | (1) | (1) | |||
| – | IAS 36 Impairment charges of non-current assets1 | 21 | (6) | (3) | 12 | |
| Headline earnings | 11 568 | |||||
| Continuing operations | 11 512 | |||||
| Discontinued operations | 56 | |||||
| 1 | Relates to the impairment of property, plant and equipment initially constructed for the Thabametsi project at Grootegeluk. |
| For the year ended 31 December 2020 (Audited) (Re-presented)1 | ||||||
| Profit attributable to owners of the parent | 7 283 | |||||
| Adjusted for: | 560 | (258) | (168) | 134 | ||
| – | IFRS 11 Gain on disposal of joint operation | (17) | 4 | (13) | ||
| – | IAS 16 Gain on transfer of operation | (4) | 1 | (3) | ||
| – | IAS 16 Net losses on disposal of property, plant and equipment | 92 | (29) | (14) | 49 | |
| – | IAS 16 Compensation from third parties for items of property, plant and equipment impaired, abandoned or lost | (18) | 5 | 3 | (10) | |
| – | IAS 21 Net gains on translation differences recycled to profit or loss on deregistration and liquidation of foreign entities | (103) | 23 | (80) | ||
| – | IAS 21 Net gains on translation differences recycled to profit or loss on disposal of investment in foreign associate | (13) | 3 | (10) | ||
| – | IAS 28 Losses on dilution of investments in associates | 20 | (5) | 15 | ||
| – | IAS 28 Net gain on deemed disposal of JV | (1 321) | 298 | (1 023) | ||
| – | IAS 28 Share of equity-accounted investments' separately identifiable remeasurements | 42 | 2 | (10) | 34 | |
| – | IAS 36 Net impairment charges of non-current assets | 1 882 | (236) | (471) | 1 175 | |
| Headline earnings | 7 417 | |||||
| Continuing operations1 | 7 122 | |||||
| Discontinued operations1 | 295 | |||||
1 Refer note 4.
| 2021 Reviewed cents |
(Represented)1 2020 Audited cents |
|
| Headline earnings per share | ||
| Aggregate | ||
| – Basic | 4 683 | 2 955 |
| – Diluted | 4 683 | 2 955 |
| Continuing operations1 | ||
| – Basic | 4 660 | 2 837 |
| – Diluted | 4 660 | 2 837 |
| Discontinued operations1 | ||
| – Basic | 23 | 118 |
| – Diluted | 23 | 118 |
1 Refer note 4.
Refer note 6 for details regarding the number of shares.
6. DIVIDEND DISTRIBUTIONS
A final cash dividend, number 38, for 2021 of 1 175 cents per share, was approved by the board of directors on 1 March 2022. The dividend is payable on 9 May 2022 to shareholders who will be on the register on 6 May 2022. This final dividend, amounting to approximately R2 838 million (to external shareholders), has not been recognised as a liability in these condensed annual financial statements. It will be recognised in shareholders' equity in the year ending 31 December 2022.
The final dividend declared will be subject to a dividend withholding tax of 20% for all shareholders who are not exempt from or do not qualify for a reduced rate of dividend withholding tax. The net local dividend payable to shareholders, subject to dividend withholding tax at a rate of 20% amounts to 940 cents per share. The number of ordinary shares in issue at the date of this declaration is 349 305 092. Exxaro company's tax reference number is 9218/098/14/4.
| For the year ended 31 December | ||
| 2021 Reviewed Rm |
2020 Audited Rm |
|
| Dividends paid | 9 557 | 3 034 |
|---|---|---|
| Final dividend (relating to prior year) | 3 119 | 1 420 |
| Special dividend | 1 363 | |
| Interim dividend (relating to current year) | 5 075 | 1 614 |
| cents | cents | |
|---|---|---|
| Dividend paid per share | 3 863 | 1 209 |
| Final dividend (relating to prior year) | 1 243 | 566 |
| Special dividend | 543 | |
| Interim dividend (relating to current year) | 2 077 | 643 |
| At 31 December | ||
| 2021 Reviewed |
2020 Audited |
|
| Issued share capital (number of shares) | 349 305 092 | 358 706 754 |
|---|---|---|
| Ordinary shares (millions) | ||
| – Weighted average number of shares | 247 | 251 |
| – Diluted weighted average number of shares | 247 | 251 |
7. SEGMENTAL INFORMATION
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker, who is responsible for allocating resources and assessing performance of the reportable operating segments. The chief operating decision maker has been defined as any and all executive committees of the group. In 2021, an addtional executive committee was established to oversee the energy operation. Segments reported are based on the group's different commodities and operations.
In line with reporting trends and better disclosure, emphasis is placed on controllable costs. Indirect corporate costs are reported on a gross level in the other reportable segment.
The segments, as described below, offer different goods and services, and are managed separately based on commodity, location and support function grouping. The group executive committees review internal management reports on these operating segments at least quarterly.
Coal
The coal reportable segment is comprised of the commercial (Waterberg and Mpumalanga), tied and other operations. The commercial Mpumalanga operations include a 50% (2020: 50%) investment in Mafube (a joint venture with Thungela, previously Anglo). The 10.26% (2020: 10.26%) effective equity interest in RBCT is included in the other coal operations. The ECC operation (including a 49% (2020: 49%) equity interest in Tumelo) is included in the commercial Mpumalanga reportable segment until the effective date of disposal on 3 September 2021 (refer note 11). The coal operations produce thermal coal, metallurgical coal and SSCC.
The export revenue and related export cost items have been allocated between the coal reportable segments based on the origin of the initial coal production.
Energy
The energy reportable segment includes Cennergi as a controlled operation from 1 April 2020 (an equity interest of 50% up to 31 March 2020). It further includes an equity interest of 28.59% (2020: 28.59%) in LightApp.
Ferrous
The ferrous reportable segment mainly comprises the 20.62% (2020: 20.62%) equity interest in SIOC (located in the Northern Cape province) reported within the other ferrous reportable segment as well as the FerroAlloys operation (referred to as Alloys). The Alloys operation manufactures ferrosilicon.
TiO2
Following the disposal of Tronox Holdings plc and Tronox SA, the TiO2 reportable segment has been discontinued (refer note 8).
Other
The other reportable segment is split between the base metals and other reportable segments. The 26% (2020: 26%) equity interest in Black Mountain (located in the Northern Cape province) is included in the base metals reportable segment. The other reportable segment comprises a 25.85% (2020: 25.85%) equity interest in Insect Technology, the Ferroland agricultural operation and the corporate office which renders corporate management services. The equity interest in Curapipe was sold on 9 November 2020.
The following table presents a summary of the group's segmental information:
| Coal | |||||
| Commercial | |||||
| For the year ended 31 December 2021 (Reviewed) | Water- berg Rm |
Mpuma- langa Rm |
Tied Rm |
Other Rm |
Energy Rm |
| External revenue (note 9) | 16 852 | 9 439 | 5 089 | 15 | 1 193 |
|---|---|---|---|---|---|
| Segmental net operating profit/(loss) | 7 137 | 534 | 147 | (235) | 525 |
| – Continuing operations | 7 137 | 534 | 147 | (235) | 525 |
| – Discontinued operations | |||||
| External finance income (note 12) | 23 | 2 | 11 | 12 | |
| External finance costs (note 12) | (50) | (116) | (51) | (503) | |
| Income tax (expense)/benefit | (2 160) | (208) | (45) | 272 | (26) |
| – Continuing operations | (2 160) | (208) | (45) | 272 | (26) |
| – Discontinued operations | |||||
| Depreciation and amortisation (note 10) | (1 447) | (636) | (14) | (4) | (388) |
| Impairment charges of non-current operating assets | (21) | ||||
| Net gains on disposal of associates | |||||
| – Discontinued operations | |||||
| Loss on disposals of subsidiaries | (946) | ||||
| Share of income/(loss) of equity-accounted investments | 404 | (19) | 16 | ||
| – Continuing operations (note 13) | 404 | (19) | 16 | ||
| – Discontinued operations (note 8) | |||||
| Cash generated by/(utilised in) operations | 8 533 | 1 481 | 127 | (297) | 904 |
| Capital spend on property, plant and equipment (note 14) | (1 990) | (392) | (1) | (17) | (1) |
| At 31 December 2021 (Reviewed) | |||||
| Segmental assets and liabilities | |||||
| Deferred tax1 | 51 | 33 | 118 | 38 | |
| Equity-accounted investments (note 15) | 1 780 | 2 034 | 121 | ||
| External assets | 30 880 | 6 391 | 1 216 | 2 167 | 8 516 |
| Total assets | 30 880 | 8 222 | 1 249 | 4 319 | 8 675 |
| External liabilities | 2 122 | 1 744 | 1 212 | 547 | 5 239 |
| Deferred tax1 | 7 220 | 180 | 1 | 920 | |
| Total liabilities | 9 342 | 1 924 | 1 212 | 548 | 6 159 |
| 1 | Offset per legal entity and tax authority. |
| Ferrous | Other | ||||||
| For the year ended 31 December 2021 (Reviewed) | Alloys Rm |
Other ferrous Rm |
TiO2 Rm |
Base metals Rm |
Other Rm |
Total Rm |
|
| External revenue (note 9) | 168 | 15 | 32 771 | ||||
|---|---|---|---|---|---|---|---|
| Segmental net operating profit/(loss) | 14 | 2 217 | (662) | 9 677 | |||
| – Continuing operations | 14 | (662) | 7 460 | ||||
| – Discontinued operations | 2 217 | 2 217 | |||||
| External finance income (note 12) | 2 | 189 | 239 | ||||
| External finance costs (note 12) | (1) | (139) | (860) | ||||
| Income tax (expense)/benefit | (379) | (36) | (2 582) | ||||
| – Continuing operations | (36) | (2 203) | |||||
| – Discontinued operations | (379) | (379) | |||||
| Depreciation and amortisation (note 10) | (10) | (178) | (2 677) | ||||
| Impairment charges of non-current operating assets | (21) | ||||||
| Net gains on disposal of associates | 1 339 | 1 339 | |||||
| – Discontinued operations | 1 339 | 1 339 | |||||
| Loss on disposals of subsidiaries | (1) | (947) | |||||
| Share of income/(loss) of equity-accounted investments | 9 037 | 54 | 352 | 9 844 | |||
| – Continuing operations (note 13) | 9 037 | 352 | 9 790 | ||||
| – Discontinued operations (note 8) | 54 | 54 | |||||
| Cash generated by/(utilised in) operations | (41) | (3) | (152) | 10 552 | |||
| Capital spend on property, plant and equipment (note 14) | (1) | (69) | (2 471) | ||||
| At 31 December 2021 (Reviewed) | |||||||
| Segmental assets and liabilities | |||||||
| Deferred tax1 | 18 | 111 | 369 | ||||
| Equity-accounted investments (note 15) | 12 037 | 1 350 | 17 322 | ||||
| External assets | 358 | 26 | 8 472 | 58 026 | |||
| Total assets | 376 | 12 063 | 1 350 | 8 583 | 75 717 | ||
| External liabilities | 28 | 1 | 6 455 | 17 348 | |||
| Deferred tax1 | (50) | 8 271 | |||||
| Total liabilities | 28 | 1 | 6 405 | 25 619 | |||
| 1 Offset per legal entity and tax authority. | |||||||
| Coal | |||||
| Commercial | |||||
| For the year ended 31 December 2020 (Audited)(Re-presented) | Water- berg Rm |
Mpuma- langa Rm |
Tied Rm |
Other Rm |
Energy Rm |
| External revenue (note 9) | 15 449 | 8 037 | 4 355 | 34 | 889 |
| Segmental net operating profit/(loss)1 | 6 668 | (2 419) | 145 | (114) | 1 619 |
| – Continuing operations | 6 668 | (2 419) | 145 | (114) | 1 619 |
| External finance income (note 12) | 33 | 3 | 8 | 12 | |
| External finance costs (note 12) | (48) | (171) | (52) | (402) | |
| Income tax (expense)/benefit | (2 020) | 530 | (46) | 782 | 1 |
| – Continuing operations | (2 020) | 530 | (46) | 782 | 1 |
| Depreciation and amortisation (note 10) | (1 373) | (611) | (19) | (2) | (291) |
| Impairment charges of non-current operating assets1 | (1 378) | ||||
| Impairment charges of equity-accounted investments1 | |||||
| Gain on deemed disposal of JV (note 10) | 1 321 | ||||
| Gains on disposal of joint operation and transfer of operation (note 10) | 17 | 4 | |||
| Share of income/(loss) of equity-accounted investments | 67 | 5 | (5) | ||
| – Continuing operations (note 13) | 67 | 5 | (5) | ||
| – Discontinued operations (note 8) | |||||
| Cash generated by/(utilised in) operations | 8 223 | (879) | 241 | (1 717) | 693 |
| Capital spend on property, plant and equipment (note 14) | (2 326) | (717) | (1) | (16) | (1) |
| At 31 December 2020 (Audited) | |||||
| Segmental assets and liabilities | |||||
| Deferred tax2 | 112 | (158) | 589 | 146 | |
| Equity-accounted investments (note 15) | 1 412 | 2 053 | 98 | ||
| External assets | 30 155 | 6 160 | 1 138 | 2 468 | 8 825 |
| Assets | 30 155 | 7 684 | 980 | 5 110 | 9 069 |
| Non-current assets held-for-sale | 2 008 | ||||
| Total assets | 30 155 | 9 692 | 980 | 5 110 | 9 069 |
| External liabilities | 2 129 | 1 288 | 926 | 1 308 | 5 715 |
| Deferred tax2 | 6 934 | 229 | 189 | 937 | |
| Liabilities | 9 063 | 1 517 | 926 | 1 497 | 6 652 |
| Non-current liabilities held-for-sale | 1 138 | ||||
| Total liabilities | 9 063 | 2 655 | 926 | 1 497 | 6 652 |
1 Refer note 4.
2 Offset per legal entity and tax authority.
| Ferrous | Other | ||||||
| For the year ended 31 December 2020 (Audited)(Re-presented) | Alloys Rm |
Other ferrous Rm |
TiO2 Rm |
Base metals Rm |
Other Rm |
Total Rm |
|
| External revenue (note 9) | 147 | 13 | 28 924 | ||||
| Segmental net operating profit/(loss)1 | 4 | 93 | (1 199) | 4 797 | |||
| – Continuing operations | 4 | 93 | (1 199) | 4 797 | |||
| External finance income (note 12) | 159 | 215 | |||||
| External finance costs (note 12) | (1) | (373) | (1 047) | ||||
| Income tax (expense)/benefit | 7 | 27 | (719) | ||||
| – Continuing operations | 7 | 27 | (719) | ||||
| Depreciation and amortisation (note 10) | (6) | (134) | (2 436) | ||||
| Impairment charges of non-current operating assets1 | (1 378) | ||||||
| Impairment charges of equity-accounted investments1 | (504) | (504) | |||||
| Gain on deemed disposal of JV (note 10) | 1 321 | ||||||
| Gains on disposal of joint operation and transfer of operation (note 10) | 21 | ||||||
| Share of income/(loss) of equity-accounted investments | 6 125 | 207 | 122 | (110) | 6 411 | ||
| – Continuing operations (note 13) | 6 125 | 122 | (110) | 6 204 | |||
| – Discontinued operations (note 8) | 207 | 207 | |||||
| Cash generated by/(utilised in) operations | (38) | (4) | 1 251 | 7 770 | |||
| Capital spend on property, plant and equipment (note 14) | (2) | (112) | (3 175) | ||||
| At 31 December 2020 (Audited) | |||||||
| Segmental assets and liabilities | |||||||
| Deferred tax2 | 17 | 1 | 369 | 1 076 | |||
| Equity-accounted investments (note 15) | 12 820 | 2 628 | 995 | 20 006 | |||
| External assets | 309 | 26 | 4 694 | 53 775 | |||
| Assets | 326 | 12 847 | 2 628 | 995 | 5 063 | 74 857 | |
| Non-current assets held-for-sale | 1 741 | 3 749 | |||||
| Total assets | 326 | 12 847 | 4 369 | 995 | 5 063 | 78 606 | |
| External liabilities | 29 | 3 | 9 713 | 21 111 | |||
| Deferred tax2 | (53) | 8 236 | |||||
| Liabilities | 29 | 3 | 9 660 | 29 347 | |||
| Non-current liabilities held-for-sale | 1 138 | ||||||
| Total liabilities | 29 | 3 | 9 660 | 30 485 | |||
1 Refer note 4.
2 Offset per legal entity and tax authority.
8. DISCONTINUED OPERATIONS
The discontinued operations are:
Tronox SA
On 23 February 2021, Tronox Holdings plc exercised its "flip-in" call option over Exxaro's 26% shareholding in Tronox SA, for which Tronox Holdings plc delivered 7 246 035 newly issued Tronox Holdings plc Ordinary Shares to Exxaro on 24 February 2021. This resulted in the derecognition of the investment in Tronox SA and recognition of an additional investment in Tronox Holdings plc.
It was concluded that the related performance and cash flow information be presented as a discontinued operation as the investment in Tronox SA represents a separate geographical area of operation of the TiO2 reportable segment.
Tronox Holdings plc
On 1 March 2021, Exxaro concluded a public offering in the United States of its 21 975 315 Tronox Holdings plc Ordinary Shares. The shares were sold at a public offering price of US$18.25 per share which was reduced by underwriting discounts and commissions resulting in an achieved price per share of US$17.43.
It was concluded that the related performance and cash flow information be presented as a discontinued operation as the investment in Tronox Holdings plc represents a major geographical area of operation as well as the majority of the TiO2 reportable segment.
Financial information relating to the discontinued operations is set out below:
| For the year ended 31 December |
||||
| 2021 Reviewed Rm |
(Re-presented)1 2020 Audited Rm |
|||
| Financial performance | ||||
| Net gains on translation differences recycled to profit or loss on disposal of investment in foreign associate | 876 | |||
| Gain on financial instruments revaluations recycled to profit or loss | 2 | |||
| Operating profit | 878 | |||
| Net gains on disposal of associates2 | 1 339 | |||
| – Total disposal consideration | 7 781 | |||
| – Carrying amount of investments sold | (6 442) | |||
| Net operating profit | 2 217 | |||
| Dividend income received from non-current assets held-for-sale | 69 | |||
| Share of income of equity-accounted investment1 | 54 | 207 | ||
| Profit before tax | 2 271 | 276 | ||
| Income tax expense | (379) | |||
| Profit for the year from discontinued operations | 1 892 | 276 | ||
| Other comprehensive loss, net of tax | (878) | (50) | ||
| Items that have subsequently been reclassified to profit or loss: | (878) | |||
| – Recycling of share of OCI of equity-accounted investments | (878) | |||
| Items that may subsequently be reclassified to profit or loss: | (50) | |||
| – Share of OCI of equity-accounted investments | (50) | |||
| Total comprehensive income for the year | 1 014 | 226 | ||
| Cash flow information | ||||
| Cash flow attributable to investing activities | ||||
| – Dividend income received from non-current assets held-for-sale | 69 | |||
| – Proceeds from disposal of associate classified as non-current assets held-for-sale | 5 763 | |||
| Cash flow attributable to discontinued operations | 5 763 | 69 | ||
| 1 | Refer note 4. |
| 2 | Comprises a loss of R664 million on the disposal of Tronox SA and a gain of R2 003 million on the disposal of Tronox Holdings plc. |
9. REVENUE
Revenue is derived from contracts with customers. Revenue has been disaggregated based on timing of revenue recognition, major type of goods and services, major geographic area and major customer industries.
| Coal | ||||||||||
| Commercial | Ferrous | Other | ||||||||
| For the year ended 31 December 2021 (Reviewed) | Waterberg Rm |
Mpumalanga Rm |
Tied Rm |
Other Rm |
Energy Rm |
Alloys Rm |
Other Rm |
Total Rm |
||
| Segmental revenue reconciliation | ||||||||||
| Segmental revenue1 | 16 852 | 9 439 | 5 089 | 15 | 1 193 | 168 | 15 | 32 771 | ||
| Export sales allocated to selling entity | (2 495) | (8 328) | 10 823 | |||||||
| Total revenue | 14 357 | 1 111 | 5 089 | 10 838 | 1 193 | 168 | 15 | 32 771 | ||
| By timing and major type of goods and services | ||||||||||
| Revenue recognised at a point in time | 14 357 | 1 111 | 3 953 | 10 823 | 162 | 14 | 30 420 | |||
| Coal | 14 357 | 1 111 | 3 953 | 10 823 | 30 244 | |||||
| Ferrosilicon | 162 | 162 | ||||||||
| Biological goods | 14 | 14 | ||||||||
| Revenue recognised over time | 1 136 | 15 | 1 193 | 6 | 1 | 2 351 | ||||
| Renewable energy | 1 193 | 1 193 | ||||||||
| Stock yard management services | 177 | 177 | ||||||||
| Project engineering services | 959 | 959 | ||||||||
| Other mine management services | 15 | 15 | ||||||||
| Transportation services | 2 | 2 | ||||||||
| Other services | 4 | 1 | 5 | |||||||
| Total revenue | 14 357 | 1 111 | 5 089 | 10 838 | 1 193 | 168 | 15 | 32 771 | ||
| By major geographic area of customer2 | ||||||||||
| Domestic | 14 357 | 1 111 | 5 089 | 15 | 1 193 | 168 | 14 | 21 947 | ||
| Export | 10 823 | 1 | 10 824 | |||||||
| Europe | 7 092 | 1 | 7 093 | |||||||
| Asia | 2 955 | 2 955 | ||||||||
| Other | 776 | 776 | ||||||||
| Total revenue | 14 357 | 1 111 | 5 089 | 10 838 | 1 193 | 168 | 15 | 32 771 | ||
| By major customer industries | ||||||||||
| Public utilities | 12 031 | 5 089 | 1 193 | 18 313 | ||||||
| Merchants | 235 | 752 | 10 449 | 11 436 | ||||||
| Steel | 1 147 | 119 | 15 | 1 281 | ||||||
| Mining | 165 | 153 | 52 | 134 | 504 | |||||
| Manufacturing | 364 | 34 | 398 | |||||||
| Food and beverage | 197 | 5 | 202 | |||||||
| Cement | 175 | 3 | 178 | |||||||
| Chemicals | 80 | 80 | ||||||||
| Other | 43 | 4 | 322 | 10 | 379 | |||||
| Total revenue | 14 357 | 1 111 | 5 089 | 10 838 | 1 193 | 168 | 15 | 32 771 | ||
| 1 | Coal segmental revenue is based on the origin of coal production. |
| 2 | Determined based on the customer supplied by Exxaro. |
| Coal | Ferrous | Other | ||||||||
| Commercial | ||||||||||
| For the year ended 31 December 2020 (Audited) | Waterberg Rm |
Mpumalanga Rm |
Tied Rm |
Other Rm |
Energy Rm |
Alloys Rm |
Other Rm |
Total Rm |
||
| Segmental revenue reconciliation | ||||||||||
| Segmental revenue1 | 15 449 | 8 037 | 4 355 | 34 | 889 | 147 | 13 | 28 924 | ||
| Export sales allocated to selling entity | (2 002) | (7 357) | 9 359 | |||||||
| Total revenue | 13 447 | 680 | 4 355 | 9 393 | 889 | 147 | 13 | 28 924 | ||
| By timing and major type of goods and services | ||||||||||
| Revenue recognised at a point in time (Restated)2 | 13 447 | 680 | 3 744 | 9 293 | 139 | 12 | 27 315 | |||
| Coal | 13 447 | 680 | 3 744 | 9 293 | 27 164 | |||||
| Ferrosilicon | 139 | 139 | ||||||||
| Biological goods | 12 | 12 | ||||||||
| Revenue recognised over time (Restated)2 | 611 | 100 | 889 | 8 | 1 | 1 609 | ||||
| Renewable energy2 | 889 | 889 | ||||||||
| Stock yard management services | 154 | 154 | ||||||||
| Project engineering services | 457 | 457 | ||||||||
| Other mine management services | 34 | 34 | ||||||||
| Transportation services | 66 | 2 | 68 | |||||||
| Other services | 6 | 1 | 7 | |||||||
| Total revenue | 13 447 | 680 | 4 355 | 9 393 | 889 | 147 | 13 | 28 924 | ||
| By major geographic area of customer3 | ||||||||||
| Domestic | 13 447 | 680 | 4 355 | 34 | 889 | 147 | 8 | 19 560 | ||
| Export | 9 359 | 5 | 9 364 | |||||||
| Europe | 3 904 | 3 | 3 907 | |||||||
| Asia | 4 539 | 2 | 4 541 | |||||||
| Other | 916 | 916 | ||||||||
| Total revenue | 13 447 | 680 | 4 355 | 9 393 | 889 | 147 | 13 | 28 924 | ||
| By major customer industries | ||||||||||
| Public utilities | 11 508 | 4 355 | 260 | 889 | 17 012 | |||||
| Merchants | 174 | 345 | 8 525 | 2 | 9 046 | |||||
| Steel | 1 014 | 79 | 77 | 1 170 | ||||||
| Mining | 56 | 103 | 126 | 119 | 404 | |||||
| Manufacturing | 275 | 26 | 301 | |||||||
| Food and beverage | 250 | 8 | 258 | |||||||
| Cement | 132 | 132 | ||||||||
| Chemicals | 145 | 145 | ||||||||
| Other | 38 | 8 | 405 | 5 | 456 | |||||
| Total revenue | 13 447 | 680 | 4 355 | 9 393 | 889 | 147 | 13 | 28 924 | ||
| 1 | Coal segmental revenue is based on the origin of coal production. |
| 2 | The comparative information has been restated to correct the classification of the renewable energy revenue from contracts with customers. An amount of R889 miilion has been reclassified from revenue recognised at a point in time to revenue recognised over time as renewable energy revenue is a continuous flow as consumed. The reclassification has not impacted revenue recognition nor measurement, as the amount of energy delivered (passing control to the customer) occur at the same point (metering point). The reclassification provides disclosures which are more comparable to the industry norm. |
| 3 | Determined based on the customer supplied by Exxaro. |
10. SIGNIFICANT ITEMS INCLUDED IN OPERATING EXPENSES
| For the year ended 31 December |
||
| 2021 Reviewed Rm |
2020 Audited Rm |
|
| Raw materials and consumables | (4 339) | (3 744) |
|---|---|---|
| Staff costs | (5 583) | (5 103) |
| Royalties | (970) | (530) |
| Contract mining | (1 675) | (2 409) |
| Repairs and maintenance | (2 628) | (2 421) |
| Railage and transport | (2 175) | (3 101) |
| Legal and professional fees | (491) | (653) |
| Movement in provisions (note 20) | (4) | 1 100 |
| Movement in indemnification asset | (798) | |
| Depreciation and amortisation | (2 677) | (2 436) |
| – Depreciation of property, plant and equipment | (2 445) | (2 237) |
| – Depreciation of right-of-use assets | (65) | (71) |
| – Amortisation of intangible assets | (167) | (128) |
| Gain on deemed disposal of JV1 | 1 321 | |
| Losses on financial instruments revaluations recycled to profit or loss on deemed disposal of JV1 | (59) | |
| Hedge ineffectiveness on cash flow hedges (note 22.2) | (10) | (57) |
| Net losses on disposal of property, plant and equipment | (46) | (92) |
| Net gains on translation differences recycled to profit or loss on liquidation and deregistration of foreign entities | 482 | 103 |
| Net gains on translation differences recycled to profit or loss on disposal of investment in foreign associate | 13 | |
| Gain on derecognition of financial asset at FVOCI2 | 175 | |
| Gain on disposal of joint operation | 17 | |
| Gain on transfer of operation | 4 | |
| Loss on dilution of investment in associates | (20) | |
| Expected credit losses | 57 | 144 |
| Write-off of trade and other receivables | (80) | (35) |
| Write-down of inventories to net realisable value | (9) | |
| Insurance recoveries for | 32 | |
| – Business interruption | 14 | |
| – Property, plant and equipment | 18 | |
| 1 | 2020: Relates to the step-up acquisition of Cennergi. |
| 2 | During the year the four Chifeng refinery companies embarked on a process to consolidate the seperate companies into one consolidated entity. The investments in the seperate companies for certain of the phases were derecognised and the investment in the consolidated entity, which includes all phases of the Chifeng refinery, was recognised on the consolidation date. Exxaro now holds an 8.81% shareholding in Chifeng. |
11. LOSS ON DISPOSALS OF SUBSIDIARIES
| For the year ended 31 December 2021 (Reviewed) | Rm |
| Disposal of ECC operation | (946) |
|---|---|
| Disposal of ADX | (1) |
| Total loss on disposals of subsidiaries | (947) |
ECC operation
The ECC operation was identified as non-core to the future objectives of Exxaro. As a result, Exxaro embarked on a divestment process of the total equity interest in ECC. On 8 April 2021, Exxaro signed an SPA with Overlooked Colliery. All conditions precedent to the SPA were fulfilled and the transaction became effective on 3 September 2021.
| For the year ended 31 December 2021 (Reviewed) | Rm | ||
| Consideration: | |||
| Cash received | 100 | ||
| Cash sold | (1) | ||
| Deferred consideration receivable | 150 | ||
| Loan receivable | 300 | ||
| Environmental rehabilitation funds | 721 | ||
| Total disposal consideration | 1 270 | ||
| Carrying amount of net assets sold | (1 383) | ||
| Non-current | (860) | ||
| Property, plant and equipment | (948) | ||
| Right-of-use assets | (1) | ||
| Intangible assets | (2) | ||
| Financial assets at FVPL | (706) | ||
| Investments in associates | (19) | ||
| Provisions | 785 | ||
| Retirement employee obligations | 1 | ||
| Lease liabilities | 7 | ||
| Other payables | 2 | ||
| Deferred tax –liabilities | 21 | ||
| Current | (523) | ||
| Financial assets at amortised cost | (165) | ||
| Inventories | (522) | ||
| Trade and other receivables | (160) | ||
| Other assets | (78) | ||
| Lease liabilities | 8 | ||
| Trade and other payables | 354 | ||
| Other liabilities | 40 | ||
| Loss on disposal of subsidiaries | (113) | ||
| Non-controlling interests1 | (833) | ||
| Net loss on disposal of subsidiaries | (946) | ||
| Tax effect | 93 |
1 Relates to deficit NCI of Dorstfontein.
12. SHARE OF INCOME OF EQUITY-ACCOUNTED INVESTMENTS
| For the year ended 31 December |
||||
| 2021 Reviewed Rm |
2020 Audited Rm |
|||
| Finance income | 239 | 215 | ||
|---|---|---|---|---|
| Interest income | 232 | 209 | ||
| Reimbursement of interest income on environmental rehabilitation funds | (4) | (5) | ||
| Finance lease interest income | 8 | 8 | ||
| Commitment fee income | 3 | 3 | ||
| Finance costs | (860) | (1 047) | ||
| Interest expense | (745) | (984) | ||
| Net fair value losses on interest rate swaps designated as cash flow hedges: recycled from OCI | (146) | (107) | ||
| – Realised fair value loss | (201) | (153) | ||
| – Unrealised fair value gain | 55 | 46 | ||
| Unwinding of discount rate on rehabilitation costs | (242) | (305) | ||
| Recovery of unwinding of discount rate on rehabilitation costs | 32 | 38 | ||
| Interest expense on lease liabilities | (53) | (54) | ||
| Amortisation of transaction costs | (13) | (9) | ||
| Borrowing costs capitalised1 | 307 | 374 | ||
| Total net financing costs | (621) | (832) | ||
| 1 Borrowing costs capitalisation rate: | 6.14% | 7.79% | ||
13. CAPITAL SPEND AND CAPITAL COMMITMENTS
| For the year ended 31 December |
||
| 2021 Reviewed Rm |
(Re-presented)1 2020 Audited Rm |
|
| Associates | 9 415 | 6 124 |
|---|---|---|
| SIOC | 9 037 | 6 125 |
| RBCT | (19) | 5 |
| Black Mountain | 352 | 122 |
| Tumelo | 29 | |
| Insect Technology | (109) | |
| LightApp | 16 | (18) |
| Curapipe | (1) | |
| Joint ventures | 375 | 80 |
| Mafube | 375 | 67 |
| Cennergi | 13 | |
| Share of income of equity-accounted investments | 9 790 | 6 204 |
1 Refer note 4.
14. INTANGIBLE ASSETS
| At 31 December | ||
| 2021 Reviewed Rm |
2020 Audited Rm |
|
| Capital spend | ||
| To maintain operations | 1 635 | 2 225 |
| To expand operations | 836 | 950 |
| Total capital spend on property, plant and equipment | 2 471 | 3 175 |
| Capital commitments | ||
| Contracted | 2 071 | 2 339 |
| – Contracted for the group (owner-controlled) | 1 313 | 1 990 |
| – Share of capital commitments of equity-accounted investments | 758 | 349 |
| Authorised, but not contracted (owner controlled) | 1 402 | 1 484 |
15. EQUITY-ACCOUNTED INVESTMENTS
| At 31 December | |||
| 2021 Reviewed Rm |
2020 Audited Rm |
||
| Associates | 15 542 | 18 594 | |
|---|---|---|---|
| SIOC | 12 037 | 12 820 | |
| Tronox SA1 | 2 628 | ||
| RBCT | 2 034 | 2 053 | |
| Black Mountain | 1 350 | 995 | |
| LightApp | 121 | 98 | |
| Joint ventures | 1 780 | 1 412 | |
| Mafube | 1 780 | 1 412 | |
| Total net carrying value of equity-accounted investments | 17 322 | 20 006 | |
| 1 | The investment in Tronox SA was sold on 24 February 2021 (refer note 8). |
16. OTHER ASSETS
| At 31 December | |||
| 2021 Reviewed Rm |
2020 Audited Rm |
||
| Non-current | 546 | 530 | |
|---|---|---|---|
| Reimbursements1 | 388 | 373 | |
| Biological assets | 27 | 28 | |
| Lease receivables | 45 | 53 | |
| Other | 86 | 76 | |
| Current | 759 | 1 020 | |
| VAT | 351 | 290 | |
| Diesel rebates | 113 | 214 | |
| Royalties | 1 | 127 | |
| Prepayments | 208 | 144 | |
| Current tax receivables | 24 | 198 | |
| Lease receivables | 7 | 6 | |
| Other | 55 | 41 | |
| Total other assets | 1 305 | 1 550 | |
| 1 | Amounts recoverable from Eskom in respect of the rehabilitation, environmental expenditure and retirement employee obligations of the Matla operation at the end of LoM. |
17. INTEREST-BEARING BORROWINGS
| At 31 December | |||
| 2021 Reviewed Rm |
2020 Audited Rm |
||
| Non-current1 | 9 255 | 7 448 | |
|---|---|---|---|
| Loan facility2 | 4 061 | 1 748 | |
| Project financing3 | 4 551 | 4 700 | |
| Bonds | 643 | 1 000 | |
| Current1 | 1 000 | 6 163 | |
| Loan facility2 | 491 | 6 050 | |
| Project financing3 | 149 | 110 | |
| Bonds | 360 | 3 | |
| Total interest-bearing borrowings | 10 255 | 13 611 | |
| Summary of interest-bearing borrowings by period of redemption: | |||
| Less than six months | 694 | 107 | |
| Six to 12 months | 306 | 6 056 | |
| Between one and two years | 652 | 1 379 | |
| Between two and three years | 1 361 | 1 082 | |
| Between three and four years | 795 | 915 | |
| Between four and five years | 3 172 | 349 | |
| Over five years | 3 275 | 3 723 | |
| Total interest-bearing borrowings | 10 255 | 13 611 | |
| 1 Reduced by the amortisation of transaction costs of: | |||
| – Non-current | (14) | (2) | |
| – Current | (6) | (6) | |
| 2 The loan facility was refinanced during April 2021 which resulted in the extinguishment of the previous loan facility and recognition of the refinanced loan facility. | |||
| 3 Interest-bearing borrowings relating to Cennergi. | |||
| Overdraft | |||
| Bank overdraft | 1 | 17 | |
The bank overdraft is repayable on demand. Interest is based on current South African money market rates.
There were no defaults or breaches in terms of interest-bearing borrowings during the reporting periods.
The loan facility is subject to the following financial covenants:
- Ratio of consolidated net debt1 to equity of the group for any measurement period shall be less than 0.8:1
- Ratio of consolidated EBITDA (excluding non-cash BEE credential costs) to net interest paid of the group for any measurement period shall not be less than 4:1
- Ratio of consolidated net debt1 to consolidated EBITDA (excluding non-cash BEE credential costs, including dividends received from equity-accounted investments) of the group for any measurement period shall be less than 3:1.
| 1 | For purposes of financial covenants, net debt is adjusted for project financing, pending litigation and other claims as well as other financial guarantees (refer note 23.1). |
The performance against these financial covenants was as follows:
| At 31 December | |||
| 2021 Reviewed |
2020 Audited |
||
| Net (cash)/debt: equity (%) | |||
| – Target | <80< /th> | <80< /td> | |
| –Actual | (1) | 14 | |
| EBITDA: interest cover (times) | |||
| – Target | >4 | >4 | |
| – Actual | 35 | 11 | |
| Net debt: EBITDA (times) | |||
| – Target | <3< /th> | <3< /td> | |
| – Actual | 0.0 | 0.7 | |
Below is a summary of the salient terms and conditions of the facilities at 31 December 2021:
| Refinanced loan facility | ||||
| Bullet term loan | Amortised term loan |
Revolving credit facility |
||
| Aggregate nominal amount available (Rm) | 2 500 | 2 025 | 3 250 | |
|---|---|---|---|---|
| Issue date | 26 April 2021 | 26 April 2021 | 26 April 2021 | |
| Maturity date | 26 April 2026 | 26 April 2026 | 26 April 2026 | |
| Capital payments | The total outstanding amount is payable on final maturity date | Repay each loan in full in equal consecutive semi-annual instalments on the last business day of April and October of each year | The total outstanding amount is payable on final maturity date | |
| Duration (months) | 60 | 60 | 60 | |
| Secured or unsecured | Unsecured | Unsecured | Unsecured | |
| Undrawn portion (Rm) | 3 250 | |||
| Interest | ||||
| Interest payment basis | Floating rate | Floating rate | Floating rate | |
| Interest payment period | Three months | Three months | Monthly | |
| Interest rate | 3-month JIBAR plus a margin of 240 basis points (2.40%) | 3-month JIBAR plus a margin of 230 basis points (2.30%) | 1-month JIBAR plus a margin of 265 basis points (2.65%) | |
| Effective interest rates for the transaction costs | 0.11% | 0.17% | N/A | |
| Project financing | ||||
| Tsitsikamma SPV loan facility | Amakhala SPV loan facilities | Amakhala SPV loan facilities | ||
| Remaining nominal amount outstanding (Rm) | 1 870 | 2 686 | 145 | |
|---|---|---|---|---|
| Debt assumed date | 1 April 2020 | 1 April 2020 | 1 April 2020 | |
| Maturity date | 31 December 2030 | 30 June 2031 | 30 June 2031 | |
| Capital payments | Bi-annual installments ranging incrementally over the term from 0.18% to 10.65% of the nominal amount | Bi-annual installments ranging incrementally over the term from 0.18% to 10.65% of the nominal amount | Bi-annual installments ranging incrementally over the term from 0.18% to 10.65% of the nominal amount | |
| Duration (months) | 129 | 135 | 135 | |
| Secured or unsecured1 | Secured | Secured | Secured | |
| Undrawn portion (Rm) | 121 | 273 | ||
| Interest | ||||
| Interest payment basis | Floating rate2 | Floating rate2 | Fixed rate3 | |
| Interest payment period | Bi-annual | Bi-annual | Bi-annual | |
| Interest rate | 3-month JIBAR plus a margin of 266 basis points (2.66%) | 3-month JIBAR plus an all-in margin ranging from 361 basis points to 681 basis points (3.61% to 6.81%) | An all-in margin ranging from 360 basis points to 670 basis points (3.60% to 6.70%) plus: 1) 8.00% until June 2021 2) 9.46% from July 2021 to maturity |
|
| 1 | Security held over the assets and share capital of Tsitsikamma SPV and Amakhala SPV respectively. |
| 2 | Interest payments are hedged from a floating rate to a fixed rate (refer note 22.2). |
| 3 | The facility will become a floating rate facility from 30 June 2026. |
| DMTN Programme (bonds) | |||
| R357 million senior unsecured floating rate note |
R643 million senior unsecured floating rate note |
||
| Aggregate nominal amount (Rm) | 357 | 643 | |
|---|---|---|---|
| Issue date or draw down date | 13 June 2019 | 13 June 2019 | |
| Maturity date | 13 June 2022 | 13 June 2024 | |
| Capital payments | No fixed or determined payments, the total outstanding amount is payable on final maturity date | No fixed or determined payments, the total outstanding amount is payable on final maturity date | |
| Duration (months) | 36 | 60 | |
| Secured or unsecured | Unsecured | Unsecured | |
| Interest | |||
| Interest payment basis | Floating rate | Floating rate | |
| Interest payment period | Three months | Three months | |
| Interest rate | 3-month JIBAR plus a margin of 165 basis points (1.65%) | 3-month JIBAR plus a margin of 189 basis points (1.89%) | |
18. LEASE LIABILITIES
| At 31 December | |||
| 2021 Reviewed Rm |
2020 Audited Rm |
||
| Non-current | 470 | 493 | |
|---|---|---|---|
| Current | 34 | 29 | |
| Total lease liabilities | 504 | 522 | |
| Summary of lease liabilities by period of redemption: | |||
| Less than six months | 16 | 14 | |
| Six to 12 months | 18 | 15 | |
| Between one and two years | 43 | 34 | |
| Between two and three years | 53 | 43 | |
| Between three and four years | 53 | 43 | |
| Between four and five years | 66 | 53 | |
| Over five years | 255 | 320 | |
| Total lease liabilities | 504 | 522 | |
The lease liabilities relate to the right-of-use assets. Interest is based on incremental borrowing rates ranging between 6.09% and 10.43% (2020: 7.33% and 10.44%).
19. NET DEBT
| At 31 December | |||
| 2021 Reviewed Rm |
2020 Audited Rm |
||
| Net debt is presented by the following items on the statement of financial position: | |||
| Non-current interest-bearing debt | (9 725) | (7 954) | |
| Interest-bearing borrowings | (9 255) | (7 448) | |
| Lease liabilities | (470) | (493) | |
| Lease liabilities classified as non-current liabilities held-for-sale | (13) | ||
| Current interest-bearing debt | (1 034) | (6 200) | |
| Interest-bearing borrowings | (1 000) | (6 163) | |
| Lease liabilities | (34) | (29) | |
| Lease liabilities classified as non-current liabilities held-for-sale | (8) | ||
| Net cash and cash equivalents | 7 041 | 3 187 | |
| Cash and cash equivalents | 7 042 | 3 196 | |
| Cash and cash equivalents classified as non-current assets held-for-sale | 8 | ||
| Overdraft | (1) | (17) | |
| Total net debt | (3 718) | (10 967) | |
Analysis of movement in net debt:
| Liabilities arising from financing activities |
|||||||||||
| Cash and cash equivalents/ (overdraft) Rm |
Non- current interest- bearing debt Rm |
Current interest- bearing debt Rm |
Total Rm |
||||||||
| Net debt at 31 December 2019 (Audited) | 1 719 | (7 452) | (77) | (5 810) | |||||||
| Cash flows | 1 468 | (1 750) | 120 | (162) | |||||||
| Operating activities | 5 493 | 5 493 | |||||||||
| Investing activities | (1 556) | (1 556) | |||||||||
| Financing activities | (2 469) | (1 750) | 120 | (4 099) | |||||||
| – Interest-bearing borrowings raised | 1 750 | (1 750) | |||||||||
| – Interest-bearing borrowings repaid | (88) | 88 | |||||||||
| – NCI option exercised | 115 | 115 | |||||||||
| – Distributions to NCI share option holders | (1) | (1) | |||||||||
| – Loan from NCI | 69 | 69 | |||||||||
| – Lease liabilities paid | (32) | 32 | |||||||||
| – Dividends paid to owners of the parent | (3 034) | (3 034) | |||||||||
| – Shares acquired in the market to settle share-based payments | (270) | (270) | |||||||||
| – Dividends paid to NCI BEE Parties | (978) | (978) | |||||||||
| Non-cash movements | 1 248 | (6 243) | (4 995) | ||||||||
| Amortisation of transaction costs | (9) | (9) | |||||||||
| Interest accrued | 114 | 114 | |||||||||
| Lease remeasurements and modifications | (7) | (7) | |||||||||
| New leases | (24) | (24) | |||||||||
| Acquisition of subsidiaries | (4 847) | (222) | (5 069) | ||||||||
| – Leases | (48) | (7) | (55) | ||||||||
| – Project financing | (4 799) | (215) | (5 014) | ||||||||
| Transfers between non-current and current liabilities | 6 126 | (6 126) | |||||||||
| Net debt at 31 December 2020 (Audited) | 3 187 | (7 954) | (6 200) | (10 967) | |||||||
| Liabilities arising from financing activities | |||||||||||
| Cash and cash equivalents/ (overdraft) Rm |
Non- current interest- bearing debt Rm |
Current interest- bearing debt Rm |
Total Rm |
||||||||
| Net debt at 31 December 2020 (Audited) | 3 187 | (7 954) | (6 200) | (10 967) | |||||||
| Cash flows | 3 819 | (2 750) | 6 137 | 7 206 | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Operating activities | 8 432 | 8 432 | |||||||||
| Investing activities | 13 419 | 13 419 | |||||||||
| Financing activities | (18 032) | (2 750) | 6 137 | (14 645) | |||||||
| – Interest-bearing borrowings raised | 4 725 | (4 725) | |||||||||
| – Interest-bearing borrowings repaid | (8 076) | 1 975 | 6 101 | ||||||||
| – Distributions to NCI share option holders | (7) | (7) | |||||||||
| – Dividends paid to NCI of Tsitsikamma SPV | (5) | (5) | |||||||||
| – Loan from NCI | (69) | (69) | |||||||||
| – Lease liabilities paid | (36) | 36 | |||||||||
| – Dividends paid to owners of the parent | (9 557) | (9 557) | |||||||||
| – Shares acquired in the market to settle share-based payments | (382) | (382) | |||||||||
| – Shares repurchased and transaction expense | (1 506) | (1 506) | |||||||||
| – Dividends paid to NCI BEE Parties | (3 119) | (3 119) | |||||||||
| Non-cash movements | 979 | (971) | 8 | ||||||||
| Amortisation of transaction costs | (3) | (10) | (13) | ||||||||
| Interest accrued | 19 | 19 | |||||||||
| Lease remeasurements and modifications | (12) | (12) | |||||||||
| Disposal of lease liabilities | 7 | 8 | 15 | ||||||||
| New leases | (1) | (1) | |||||||||
| Transfers between non-current and current liabilities | 988 | (988) | |||||||||
| Translation difference on movement in cash and cash equivalents | 35 | 35 | |||||||||
| Net debt at 31 December 2021 (Reviewed) | 7 041 | (9 725) | (1 034) | (3 718) | |||||||
20. PROVISIONS
| Environmental rehabilitation | |||||||
| Restoration Rm |
Decommis- sioning Rm |
Residual impact Rm |
Other site closure costs Rm |
Other Rm |
Total Rm |
||
| At 31 December 2021 (Reviewed) | |||||||
| At beginning of the year | 1 420 | 295 | 323 | 79 | 14 | 2 131 | |
| (Reversal)/charge to operating expenses (note 10) | (46) | (11) | 63 | (1) | (1) | 4 | |
| – Additional provisions | 122 | 10 | 109 | 241 | |||
| – Unused amounts reversed | (168) | (21) | (46) | (1) | (1) | (237) | |
| Unwinding of discount rate on rehabilitation costs (note 12) | 161 | 36 | 44 | 1 | 242 | ||
| Provisions capitalised to property, plant and equipment | 32 | 32 | |||||
| Utilised during the year | (14) | (6) | (24) | (4) | (48) | ||
| Reclassification to non-current liabilities held-for-sale | (42) | (2) | (17) | 2 | (59) | ||
| Total provisions at end of the year | 1 479 | 350 | 407 | 56 | 10 | 2 302 | |
| – Non-current | 1 408 | 350 | 398 | 43 | 2 | 2 201 | |
| – Current | 71 | 9 | 13 | 8 | 101 | ||
| At 31 December 2020 (Audited) | |||||||
| At beginning of the year | 2 432 | 544 | 1 345 | 83 | 4 404 | ||
| (Reversal)/charge to operating expenses (note 10) | (60) | (85) | (986) | 14 | 17 | (1 100) | |
| – Additional provisions | 316 | 14 | 44 | 16 | 17 | 407 | |
| – Unused amounts reversed | (376) | (99) | (1 030) | (2) | (1 507) | ||
| Unwinding of discount rate on rehabilitation costs (note 12) | 169 | 44 | 92 | 305 | |||
| Provisions capitalised to property, plant and equipment | (88) | (88) | |||||
| Utilised during the year | (18) | (3) | (16) | (3) | (40) | ||
| Reclassification to non-current liabilities held-for-sale | (467) | (52) | 576 | (2) | 55 | ||
| Acquisition of subsidiaries | 6 | 29 | 4 | 39 | |||
| Transfer of operation | (642) | (97) | (705) | (1 444) | |||
| Total provisions at end of the year | 1 420 | 295 | 323 | 79 | 14 | 2 131 | |
| – Non-current | 1 284 | 295 | 300 | 60 | 7 | 1 946 | |
| – Current | 136 | 23 | 19 | 7 | 185 | ||
21. OTHER LIABILITIES
| At 31 December | ||
| 2021 Reviewed Rm |
2020 Audited Rm |
|
| Non-current | 26 | 27 |
|---|---|---|
| Income received in advance | 26 | 27 |
| Current | 1 412 | 861 |
| Termination benefits | 82 | 205 |
| Leave pay | 241 | 225 |
| Bonuses | 481 | 271 |
| VAT | 26 | 31 |
| Royalties | 73 | |
| Carbon tax | 2 | 5 |
| Current tax payables | 418 | 34 |
| Other | 89 | 90 |
| Total other liabilities | 1 438 | 888 |
22. FINANCIAL INSTRUMENTS
The group holds the following financial instruments:
|
At 31 December | ||||||
| 2021 Reviewed Rm |
2020 Audited Rm |
|||||
| Non-current | ||||||
| Financial assets | ||||||
| Financial assets at FVOCI | 446 | 222 | ||||
| Equity: unlisted - Chifeng1 | 446 | 222 | ||||
| Financial assets at FVPL | 2 173 | 1 247 | ||||
| Debt: unlisted - environmental rehabilitation funds | 2 173 | 1 247 | ||||
| Financial assets at amortised cost | 618 | 672 | ||||
| ESD loans2 | 91 | 79 | ||||
| – Gross | 99 | 79 | ||||
| – Impairment allowances | (8) | |||||
| Vendor finance loan3 | 293 | |||||
| – Gross | 300 | |||||
| – Impairment allowance | (7) | |||||
| Other financial assets at amortised cost | 234 | 593 | ||||
| – Environmental rehabilitation funds | 94 | 386 | ||||
| – Deferred pricing receivable4 | 145 | 212 | ||||
| – Impairment allowances | (5) | (5) | ||||
| Financial liabilities | ||||||
| Financial liabilities at amortised cost | (9 308) | (7 541) | ||||
| Interest-bearing borrowings | (9 255) | (7 448) | ||||
| Other payables | (53) | (24) | ||||
| Loan from NCI5 | (69) | |||||
| Derivative financial liabilities designated as hedging instruments | (406) | (713) | ||||
| Cash flow hedge derivatives: interest rate swaps6 | (406) | (713) | ||||
| 1 | During the year the four Chifeng refinery companies embarked on a process to consolidate the separate companies into one consolidated entity. The investments in the separate companies for certain of the phases were derecognised and the investment in the consolidated entity which includes all phases of the Chifeng refinery was recognised on the consolidation date. Exxaro now holds an 8.81% shareholding in Chifeng. |
| 2 | Interest-free loans advanced to successful applicants in terms of the Exxaro ESD programme. |
| 3 | Vendor finance loan granted to Overlooked Colliery as part of the disposal of the ECC operation. The loan is unsecured, repayable from 2026 and bears interest at: |
| – Prime Rate for the period 3 September 2021 to 31 August 2028 | |
| – Prime Rate plus 1 for the period 1 September 2028 to 31 August 2029 | |
| – Prime Rate plus 2 for the period 1 September 2029 to 31 August 2030 | |
| – Prime Rate plus 3 for the period 1 September 2030 to 31 August 2031 | |
| 4 | Relates to a deferred pricing adjustment which arose during 2017. The amount receivable will be settled over seven years (ending 2024) and bears interest at Prime Rate less 2%. |
| 5 | Loan payable to a BEE minority shareholder of Tsitsikamma SPV. The loan bears interest at a fixed rate of 16.3%, is unsecured and has no fixed terms of repayment, but is subject to cash being available and covenants approvals from the project financiers. The loan was settled in March 2021. |
| 6 | Refer note 22.2. |
|
At 31 December | ||||||
| 2021 Reviewed Rm |
2020 Audited Rm |
|||||
| Current | ||||||
| Financial assets | ||||||
| Financial assets at amortised cost | 10 043 | 6 192 | ||||
| ESD loans1 | 90 | 105 | ||||
| – Gross | 114 | 106 | ||||
| – Impairment allowances | (24) | (1) | ||||
| Vendor finance loan2 | 7 | |||||
| Other financial assets at amortised cost | 210 | 64 | ||||
| – Deferred pricing receivable3 | 67 | 64 | ||||
| – Deferred consideration receivable4 | 150 | 1 | ||||
| – Employee receivables | 4 | 4 | ||||
| – Impairment allowances | (11) | (5) | ||||
| Trade and other receivables | 2 701 | 2 827 | ||||
| Trade receivables | 2 626 | 2 698 | ||||
| – Gross | 2 647 | 2 793 | ||||
| – Impairment allowances | (21) | (95) | ||||
| Other receivables | 75 | 129 | ||||
| – Gross | 101 | 153 | ||||
| – Impairment allowances | (26) | (24) | ||||
| Cash and cash equivalents | 7 042 | 3 196 | ||||
| Financial assets at FVPL | 4 | |||||
| Derivative financial assets | 4 | |||||
| Financial liabilities | ||||||
| Financial liabilities at amortised cost | (3 231) | (9 120) | ||||
| Interest-bearing borrowings | (1 000) | (6 163) | ||||
| Trade and other payables | (2 230) | (2 940) | ||||
| – Trade payables | (999) | (1 371) | ||||
| – Other payables | (1 231) | (1 569) | ||||
| Overdraft | (1) | (17) | ||||
| Financial liabilities at FVPL | (49) | |||||
| Derivative financial liabilities | (49) | |||||
| 1 | During the year the four Chifeng refinery companies embarked on a process to consolidate the separate companies into one consolidated entity. The investments in the separate companies for certain of the phases were derecognised and the investment in the consolidated entity which includes all phases of the Chifeng refinery was recognised on the consolidation date. Exxaro now holds an 8.81% shareholding in Chifeng. |
| 2 | Interest-free loans advanced to successful applicants in terms of the Exxaro ESD programme. |
| 3 | Vendor finance loan granted to Overlooked Colliery as part of the disposal of the ECC operation. The loan is unsecured, repayable from 2026 and bears interest at: |
| – Prime Rate for the period 3 September 2021 to 31 August 2028 | |
| – Prime Rate plus 1 for the period 1 September 2028 to 31 August 2029 | |
| – Prime Rate plus 2 for the period 1 September 2029 to 31 August 2030 | |
| – Prime Rate plus 3 for the period 1 September 2030 to 31 August 2031 | |
| 4 | Relates to a deferred pricing adjustment which arose during 2017. The amount receivable will be settled over seven years (ending 2024) and bears interest at Prime Rate less 2%. |
The group has granted the following loan commitments:
| At 31 December | ||
| 2021 Reviewed Rm |
2020 Audited Rm |
|
| Total loan commitments1 | 250 | 981 |
|---|---|---|
| Mafube2 | 250 | 250 |
| Insect Technology3 | 731 | |
| 1 | The loan commitments were undrawn for the reporting periods. |
| 2 | Revolving credit facility available for five years, ending 2023. |
| 3 | A US$50 million term loan facility available from 2020 to 2025, subject to certain conditions being met. On 31 January 2021 the term loan facility lapsed. |
22.1 Fair value hierarchy
The table below analyses recurring fair value measurements for financial assets and financial liabilities. These fair value measurements are categorised into different levels in the fair value hierarchy based on the inputs to the valuation techniques used. The different levels are defined as follows:
Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities that the group can access at the measurement date.
Level 2 – Inputs other than quoted prices included in Level 1 that are either directly or indirectly observable.
Level 3 – Inputs that are not based on observable market data (unobservable inputs).
| At 31 December 2021 (Reviewed) | Fair value Rm |
Level 2 Rm |
Level 3 Rm |
| Financial assets at FVOCI | 446 | 446 | |
|---|---|---|---|
| Equity: unlisted – Chifeng | 446 | 446 | |
| Financial assets at FVPL | 2 173 | 2 173 | |
| Non-current debt: unlisted – environmental rehabilitation funds | 2 173 | 2 173 | |
| Derivative financial assets | 4 | 4 | |
| Current derivative financial assets | 4 | 4 | |
| Derivative financial liabilities designated as hedging instruments | (406) | (406) | |
| Non-current cash flow hedge derivatives: interest rate swaps | (406) | (406) | |
| Net financial assets held at fair value | 2 217 | 1 771 | 446 |
| At 31 December 2020 (Audited) | Fair value Rm |
Level 2 Rm |
Level 3 Rm |
| Financial assets at FVOCI | 222 | 222 | |
| Equity: unlisted – Chifeng | 222 | 222 | |
| Financial assets at FVPL | 1 247 | 1 247 | |
| Non-current debt: unlisted – environmental rehabilitation funds | 1 247 | 1 247 | |
| Derivative financial liabilities | (49) | (49) | |
| Current derivative financial liabilities | (49) | (49) | |
| Derivative financial liabilities designated as hedging instruments | (713) | (713) | |
| Non-current cash flow hedge derivatives: interest rate swaps | (713) | (713) | |
| Net financial assets held at fair value | 707 | 485 | 222 |
Reconciliation of financial assets and financial liabilities within Level 3 of the hierarchy:
| Contingent consideration Rm |
Chifeng Rm |
Total Rm |
|
| At 31 December 2019 (Audited) | (191) | 235 | 44 |
| Movement during the year | |||
| Losses recognised in OCI (pre-tax effect)1 | (13) | (13) | |
| Losses recognised in profit or loss | (3) | (3) | |
| Acquisition of subsidiaries | (98) | (98) | |
| Settlements | 296 | 296 | |
| Exchange losses recognised in profit or loss | (4) | (4) | |
| At 31 December 2020 (Audited) | 222 | 222 | |
| Movement during the year | |||
| Gains recognised in OCI (pre-tax effect)1 | 49 | 49 | |
| Disposal2 | (217) | (217) | |
| Acquisition2 | 392 | 392 | |
| At 31 December 2021 (Reviewed) | 446 | 446 |
| 1 | Tax on Chifeng amounts to nil (31 December 2020: nil). |
| 2 | During the year the four Chifeng refinery companies embarked on a process to consolidate the seperate companies into one consolidated entity. The investments in the seperate companies for certain of the phases were derecognised and the investment in the consolidated entity, which includes all phases of the Chifeng refinery, was recognised on the consolidation date. Exxaro now holds a 8.81% shareholding in Chifeng. |
Transfers
The group recognises transfers between levels of the fair value hierarchy at the end of the reporting period during which the transfer has occurred. There were no transfers between Level 1 and Level 2 nor between Level 2 and Level 3 of the fair value hierarchy.
Valuation process applied
The fair value computations of the investments are performed by the group's corporate finance department, reporting to the finance director, on a six-monthly basis. The valuation reports are discussed with the chief operating decision maker and the audit committee in accordance with the group's reporting governance.
Current derivative financial instruments
Level 2 fair values for simple over-the-counter derivative financial instruments are based on market quotes. These quotes are assessed for reasonability by discounting estimated future cash flows using the market rate for similar instruments at measurement date.
Environmental rehabilitation funds
Level 2 fair values for debt instruments held in the environmental rehabilitation funds are based on quotes provided by the financial institutions at which the funds are invested at measurement date. These financial institutions invest in instruments which are listed.
Interest rate swaps
Level 2 fair values for interest rate swaps are based on valuations provided by the financial institutions with whom the swaps have been entered into, and take into account credit risk. The valuations are assessed for reasonability by discounting the estimated future cash flows based on observable ZAR swap curves.
22.2 Hedge accounting: Cash flow hedges
The following tables detail the financial position and performance of the interest rate swaps outstanding at the end of the reporting period and their related hedged items.
22.2.1 Financial performance effects of hedging recognised during the year:
| For the year ended 31 December |
|||
| Line item in which recognised |
2021 Audited Rm |
2020 Reviewed Rm |
|
| Fair value losses resulting from hedge ineffectiveness | Operating expenses | (10) | (57) |
|---|---|---|---|
| Fair value losses on settlement of underlying swap (reclassified) | Finance costs | (146) | (107) |
22.2.2 Hedging reserves
The hedging reserve relates to the fair value movements on cash flow hedges of interest rate swaps. The reserve is included within the financial instruments revaluation reserve on the condensed group statement of changes in equity, which includes the group's share of movements in its equity-accounted investees' hedging reserves.
Financial instruments revaluation reserve composition:
| At 31 December | ||
| 2021 Reviewed Rm |
2020 Audited Rm |
|
| Cash flow hedge reserve – interest rate swaps | (119) | (308) |
|---|---|---|
| – Gross | (165) | (428) |
| – Deferred tax thereon | 46 | 120 |
| Balance of share of movements of equity-accounted investees | 2 | |
| Balance of NCI share of financial instruments revaluation reserve | 2 | 51 |
| Financial instruments revaluation reserve | (117) | (255) |
Movement analysis of cash flow hedge reserve - interest rate swaps:
| Gross Rm |
Tax Rm |
Net Rm |
|
| At 31 December 2019 (Audited) | |||
| Movement during the year | |||
| Change in fair value of interest rate swaps recognised in OCI | (535) | 150 | (385) |
| Reclassified from OCI to profit or loss in finance costs | 107 | (30) | 77 |
| At 31 December 2020 (Audited) | (428) | 120 | (308) |
| Movement during the year | |||
| Change in fair value of interest rate swaps recognised in OCI | 117 | (33) | 84 |
| Reclassified from OCI to profit or loss in finance costs | 146 | (41) | 105 |
| At 31 December 2021 (Reviewed) | (165) | 46 | (119) |
22.2.3 Hedging instruments
| At 31 December | ||
| 2021 Reviewed Rm |
(Restated)1 2020 Audited Rm |
|
| Hedged items: Cash flows on floating rate project financing linked to JIBAR | ||
| Nominal amount1 | 3 808 | 3 885 |
| Gross carrying amount in cash flow hedge reserve | (165) | (428) |
| Cumulative loss in fair value used for calculating hedge ineffectiveness | (418) | (535) |
| Hedging instruments: Outstanding receive floating, pay fixed contracts | ||
| Nominal amount1 | 3 808 | 3 885 |
| Carrying amount | (406) | (713) |
| Cumulative loss in fair value used for calculating hedge ineffectiveness | (485) | (592) |
| – Cumulative effective loss in fair value | (418) | (535) |
| – Cumulative ineffective loss in fair value | (67) | (57) |
| 1 | The following disclosed items within the note have been restated to reflect the correct applicable amount. The restatement only impacts the disclosure of these items. |
| Previously presented |
Restated | |
| Notional amount of: | ||
| – Hedged items | 4 219 | 3 885 |
| – Hedged Instruments | 4 219 | 3 885 |
| Cumulative loss in fair value used for calculating hedge ineffectiveness: | ||
| – Hedged items | (535) | (428) |
| – Hedged instruments | (592) | (549) |
The interest rate swaps settle on a bi-annual basis. The group settles the difference between the fixed and floating interest rate (3-month JIBAR) on a net basis. The 3-month JIBAR is swapped out to a fixed rate as follows:
- Tsitsikamma SPV floating rate facility: 9.55% up to 30 June 2030. The swaps cover 60% of the remaining loan notional value.
- Amakhala SPV floating rate facilities:
- IFC facilities: 8.42% up to 30 June 2031. The swaps cover 100% of the remaining loans notional values.
- A and C banking facilities: 8.00% up to 30 June 2021. The swaps cover 100% of the remaining loans notional values. 9.46% up to 30 June 2026. The swaps cover 100% of the remaining loans notional values.
The interest rate swaps require settlement of net interest receivable or payable every six months. The settlement dates coincide with the dates on which interest is payable on the underlying debt.
23. CONTINGENT LIABILITIES AND CONTINGENT ASSETS
23.1 Contingent liabilities
| At 31 December | ||
| 2021 Reviewed Rm |
2020 Audited Rm |
|
| Operational guarantees1 | 3 834 | 4 531 |
|---|---|---|
| – Financial guarantees ceded to the DMRE2 | 3 606 | 4 239 |
| – Other financial guarantees | 228 | 292 |
| Total contingent liabilities | 3 834 | 4 531 |
| 1 | Includes guarantees to banks and other institutions in the normal course of business from which it is anticipated that no material liabilities will arise. |
| 2 | 2021: No longer includes R579 million which relates to the ECC operation guarantees which were cancelled upon the divestment. |
The timing and occurrence of any possible outflows of the contingent liabilities are uncertain.
| At 31 December | ||
| 2021 Reviewed Rm |
2020 Audited Rm |
|
| Share of contingent liabilities of equity-accounted investments | 1 564 | 1 535 |
|---|---|---|
23.2 Contingent assets
| At 31 December | ||
| 2021 Reviewed Rm |
2020 Audited Rm |
|
| Back-to-back guarantees | 134 | 134 |
|---|---|---|
| Other1 | 75 | |
| Total contingent assets | 209 | 134 |
| 1 | Guarantees issued to Exxaro which arose on the divestment of the ECC operation in terms of the SPA. |
The timing and occurrence of any possible inflows of the contingent assets are uncertain.
24. RELATED PARTY TRANSACTIONS
The group entered into various sale and purchase transactions with associates and joint ventures during the ordinary course of business. These transactions were subject to terms that are no less, nor more favourable than those arranged with independent third parties.
25. GOING CONCERN
Based on the latest results for the year ended 31 December 2021, the latest budget for 2022 approved by the board of directors, as well as the available banking facilities and cash generating capability, Exxaro satisfies the criteria of a going concern in the foreseeable future.
26. EVENTS AFTER THE REPORTING PERIOD
Details of the final dividend are provided in note 6.
The directors are not aware of any other significant matter or circumstances arising after the reporting period up to date of this report, not otherwise dealt with in this report.
27. EXTERNAL AUDITOR’S REVIEW CONCLUSION
These reviewed condensed group annual financial statements for the year ended 31 December 2021, as set out from condensed group statement of comprehensive income, have been reviewed by the company's external auditor, PricewaterhouseCoopers Inc., who expressed an unmodified review conclusion. A copy of the auditor's review report on the condensed group annual financial statements is available for inspection at Exxaro's registered office, together with the financial statements identified in the external auditor's report.
The auditors review report does not necessarily report on all the information contained in these financial results. Shareholders are therefore advised that in order to obtain a full understanding of the nature of the auditor's engagement, they should obtain a copy of the auditor's review report together with the accompanying financial information from Exxaro's registered office.
28. KEY MEASURES1
| At 31 December | ||
| 2021 | 2020 | |
| Closing share price (rand per share) | 152.87 | 138.90 |
|---|---|---|
| Market capitalisation (Rbn) | 53.40 | 49.82 |
| Average rand/US$ exchange rate (for the year ended) | 14.78 | 16.45 |
| Closing rand/US$ spot exchange rate | 15.94 | 14.62 |
| 1 | Non-IFRS numbers. |