Workflow
DRDGOLD (DRD)
icon
Search documents
DRDGOLD (DRD) - 2022 Q4 - Annual Report
2022-10-28 21:18
UNITED STATES SECURITIES AND EXCHANGECOMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANTTO SECTION 12(b)OR (g) OF THE SECURITIESEXCHANGE ACTOF 1934 OR ☑ ANNUAL REPORTPURSUANT TO SECTION 13 OR 15(d) OFTHE SECURITIESEXCHANGE ACTOF 1934 For the fiscalyear ended June 30, 2022 OR ☐ TRANSITIONREPORT PURSUANTTO SECTION 13 OR 15(d) OFTHE SECURITIESEXCHANGE ACTOF 1934 OR ☐ SHELL COMPANY REPORT PURSUANT TOSECTION 13 OR15(d) OF THESECURITIES EXCHANGEACT 1934 Commission file number0-28800 DRDG ...
DRDGOLD (DRD) - 2022 Q4 - Annual Report
2022-10-27 16:00
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ______________________ FORM 6-K REPORT OF A FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 October 28, 2022 Commission File Number 0-28800 ______________________ DRDGOLD Limited Constantia Office Park Cnr 14th Avenue and Hendrik Potgieter Road Cycad House, Building 17, Ground Floor Weltevreden Park 1709 (Address of principal executive offices) ______________________ Indicate by check mark whether th ...
DRDGOLD (DRD) - 2022 Q2 - Earnings Call Transcript
2022-08-24 16:24
DRDGOLD Limited (NYSE:DRD) Q2 2022 Earnings Conference Call August 24, 2022 4:00 AM ET Company Participants Niël Pretorius - Chief Executive Officer Riaan Davel - Chief Financial Officer Jaco Schoeman - Chief Operating Officer Conference Call Participants Niël Pretorius Good morning, everybody. And thank you very much for joining us for our Results Presentation for the year ended 30th June, 2022. I am Niël Pretorius and joining me is Riaan Davel, who is our Chief Financial Officer; and Jaco Schoeman, who is ...
DRDGOLD (DRD) - 2022 Q1 - Earnings Call Transcript
2022-02-16 13:55
DRDGOLD Limited (NYSE:DRD) Q1 2022 Earnings Conference Call February 16, 2022 3:00 AM ET Company Participants Daniel Pretorius – Chief Executive Officer Riaan Davel – Chief Financial Officer Jaco Schoeman – Chief Operating Officer Conference Call Participants Operator The broadcast is now starting. All attendees are in listen-only mode. Daniel Pretorius We're good to go. Good morning, everybody and thank you for joining us for results for the 6 months ending 31st of December 2021. Joining me on the Webinar ...
DRDGOLD (DRD) - 2021 Q4 - Annual Report
2021-10-28 21:19
UNITED STATES SECURITIES AND EXCHANGECOMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANTTO SECTION 12(b)OR (g) OF THE SECURITIESEXCHANGE ACTOF 1934 OR ☑ ANNUAL REPORTPURSUANT TO SECTION 13 OR 15(d) OFTHE SECURITIESEXCHANGE ACTOF 1934 For the fiscalyear ended June 30, 2021 OR ☐ TRANSITIONREPORT PURSUANTTO SECTION 13 OR 15(d) OFTHE SECURITIESEXCHANGE ACTOF 1934 OR ☐ SHELL COMPANY REPORT PURSUANT TOSECTION 13 OR15(d) OF THESECURITIES EXCHANGEACT 1934 Commission file number0-28800 DRDG ...
DRDGOLD (DRD) - 2021 Q4 - Earnings Call Transcript
2021-08-25 15:39
DRDGOLD Limited (NYSE:DRD) Q4 2021 Earnings Conference Call August 25, 2021 4:30 AM ET Company Participants Daniel Pretorius - CEO Riaan Davel - CFO Jaco Schoeman - COO Conference Call Participants Daniel Pretorius Good morning, everyone. Before we officially start our results presentation, I'd just and briefly note that couple of rules for this webinar, everyone will be in listen-only mode for the remainder of the presentation. Everyone will remain muted and just to note that these hand-outs stack with all ...
DRDGOLD (DRD) - 2021 Q2 - Earnings Call Transcript
2021-02-16 20:16
Financial Data and Key Metrics Changes - Revenue increased by 41% to just under ZAR 3 billion, with operating profit doubling to just under ZAR 1.5 billion compared to the previous period [5][16] - Headline earnings reached just under ZAR 950 million, resulting in a headline earnings per share of ZAR 1.11, up 129% year-on-year [5][22] - Free cash flow was just under ZAR 760 million, up 87% from the previous period [21] - All-in sustaining costs increased by 17%, while cash operating costs rose by 10% [6][17] Business Line Data and Key Metrics Changes - Gold production slightly decreased to just under 3 tonnes, with Ergo operations performing well in terms of throughput and recoveries [5][10] - Far West Gold production was slightly down, but revenue increased by 36% to just under ZAR 700 million due to higher gold prices [18] - Operating profit for Far West Gold was just over ZAR 500 million, up 43% period-on-period [18] Market Data and Key Metrics Changes - The average gold price was just under ZAR 1 million per kilo, remaining favorable for the industry [7] - The gold price is expected to remain high, but the company is preparing for potential downturns in the market [7][62] Company Strategy and Development Direction - The company is focusing on sustainable development and environmental rehabilitation, spending just over ZAR 50 million on environmental initiatives [9][35] - There is an emphasis on concurrent rehabilitation, ensuring that environmental impacts are managed throughout the mining process [9][36] - The company is exploring opportunities for expansion and collaboration within the Sibanye-Stillwater group, looking to leverage shared values and resources [57][58] Management's Comments on Operating Environment and Future Outlook - Management highlighted the resilience of the business during COVID-19, attributing success to mechanization and technology [44][47] - The company is aware of the challenges posed by electricity supply and is planning to implement solutions to mitigate these risks [49][50] - Future strategies include focusing on social investment and community resilience to address social risks and support local economies [51][52] Other Important Information - The company declared a dividend of ZAR 0.40 per share, marking the 14th consecutive year of dividend payments [5][32] - Environmental rehabilitation efforts included the rehabilitation of 52.5 hectares of tailings sites [8][36] Q&A Session Summary Question: Have you considered expanding operations internationally? - The company is open to exploring operations outside South Africa but currently has no specific plans [64][65] - There is potential to establish a role in tailings management as a service provider, focusing on concurrent rehabilitation [66][68]
DRDGOLD (DRD) - 2020 Q4 - Annual Report
2020-10-29 13:52
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT 1934 Commission file ...
DRDGOLD (DRD) - 2019 Q4 - Annual Report
2019-10-31 20:58
PART I [Key Information](index=9&type=section&id=ITEM%203.%20KEY%20INFORMATION) This section presents DRDGOLD's selected financial data and outlines key business, industry, and ownership risks [Selected Financial Data](index=9&type=section&id=3A.%20SELECTED%20FINANCIAL%20DATA) DRDGOLD's fiscal 2019 revenue and profit increased significantly, driven by the FWGR acquisition, boosting assets and earnings per share Selected Consolidated Financial Data (Fiscal Years 2017-2019) | Financial Metric | 2019 (R million) | 2018 (R million) | 2017 (R million) | | :--- | :--- | :--- | :--- | | **Revenue** | 2,762.1 | 2,490.4 | 2,339.9 | | **Results from operating activities** | 125.2 | 52.0 | (24.6) | | **Profit for the year attributable to equity owners** | 78.5 | 6.5 | 13.7 | | **Total assets** | 4,059.9 | 2,360.5 | 2,287.4 | | **Equity (Net assets)** | 2,688.5 | 1,267.2 | 1,302.4 | | **Basic earnings per share (cents)** | 11.8 | 1.5 | 3.2 | [Risk Factors](index=11&type=section&id=3D.%20RISK%20FACTORS) The company faces significant risks from gold price volatility, FWGR integration, South African instability, and major shareholder influence - The profitability of operations is highly sensitive to fluctuations in the market price of gold and the **ZAR/USD exchange rate**, as production costs are in rands while gold is sold in dollars[32](index=32&type=chunk)[33](index=33&type=chunk) - The development of large projects, particularly the newly acquired Far West Gold Recoveries (FWGR), is subject to significant risks of **schedule delays and cost overruns**, which could render them less profitable or unviable[41](index=41&type=chunk)[42](index=42&type=chunk)[44](index=44&type=chunk) - Operations in South Africa face substantial risks from **political and economic instability**, **high inflation**, and critical infrastructure challenges, including **power stoppages** from the state-owned utility Eskom and **water scarcity**[93](index=93&type=chunk)[94](index=94&type=chunk)[108](index=108&type=chunk)[117](index=117&type=chunk) - Sibanye-Stillwater holds approximately **38.05%** of outstanding shares and has an option to increase its stake to **50.1%**, giving it significant influence over the company's board and strategic decisions, which may create conflicts of interest with other shareholders[160](index=160&type=chunk) [Information on the Company](index=23&type=section&id=ITEM%204.%20INFORMATION%20ON%20THE%20COMPANY) This section details DRDGOLD's corporate history, business model, organizational structure, and physical assets, including the FWGR acquisition [History and Development of the Company](index=23&type=section&id=4A.%20HISTORY%20AND%20DEVELOPMENT%20OF%20THE%20COMPANY) DRDGOLD, a surface gold tailings retreatment specialist, significantly expanded assets and reserves through the July 2018 FWGR acquisition - On **July 31, 2018**, the company acquired the West Rand Tailings Retreatment Project (WRTRP) assets from Sibanye-Stillwater, renaming it Far West Gold Recoveries (FWGR)[167](index=167&type=chunk) - The acquisition of FWGR significantly increased the company's assets. As consideration, DRDGOLD issued new shares to Sibanye-Stillwater, giving them a **38.05%** stake and an option to increase ownership to **50.1%** within two years[167](index=167&type=chunk) - A legal review is underway to increase the deposition capacity of the Brakpan/Withok TSF, which could potentially increase capacity by **800 million tons** and extend the life of the Ergo mine from 11 years to over 20 years[173](index=173&type=chunk) [Business Overview](index=24&type=section&id=4B.%20BUSINESS%20OVERVIEW) DRDGOLD specializes in surface gold tailings retreatment, with ore reserves significantly boosted by the FWGR acquisition - The company's business is **surface gold tailings retreatment**, which involves reprocessing waste material from historical underground mining activities to extract gold[178](index=178&type=chunk)[183](index=183&type=chunk) Ore Reserves Change (Fiscal 2018 vs. 2019) | Metric | June 30, 2018 (million ounces) | June 30, 2019 (million ounces) | Change (million ounces) | | :--- | :--- | :--- | :--- | | **Ore Reserves** | 3.28 | 5.77 | +2.49 | - The increase in Ore Reserves was mainly due to the acquisition of the FWGR project from Sibanye-Stillwater, which added **2.72 million ounces**, offset by depletion from mining activities[200](index=200&type=chunk) - The company must comply with the Broad-Based Socio-Economic Empowerment Charter of 2018 (Mining Charter 2018), which requires a **30% BEE interest** for new mining rights and sets targets for local procurement and management representation[216](index=216&type=chunk)[217](index=217&type=chunk) [Organizational Structure](index=32&type=section&id=4C.%20ORGANIZATIONAL%20STRUCTURE) This section illustrates the company's principal South African subsidiaries as of June 30, 2019 - The report includes a chart showing the principal subsidiaries as of **June 30, 2019**, all of which are incorporated in South Africa[242](index=242&type=chunk) [Property, Plant and Equipment](index=33&type=section&id=4D.%20PROPERTY,%20PLANT%20AND%20EQUIPMENT) This section details DRDGOLD's key properties and operations, Ergo and FWGR, including production and cost data - The Ergo operation consists of two gold-producing metallurgical plants (Ergo and Knights) with a combined installed capacity to treat approximately **25 million tons** per year[250](index=250&type=chunk) Ergo Production and Costs (Fiscal 2017-2019) | Metric | 2019 (ounces) | 2018 (ounces) | 2017 (ounces) | | :--- | :--- | :--- | :--- | | **Gold produced** | 144,453 | 150,433 | 137,114 | | **Revenue** | 2,577.5 (R million) | 2,490.4 (R million) | 2,339.9 (R million) | | **Cash operating costs** | 512,439 (Rands per kilogram) | 458,866 (Rands per kilogram) | 489,549 (Rands per kilogram) | - The newly acquired FWGR operation commenced commercial production for Phase 1 on **April 1, 2019**, after reconfiguring its DP2 plant[290](index=290&type=chunk) FWGR Production and Costs (Fiscal 2019) | Metric | 2019 (ounces) | | :--- | :--- | | **Gold produced** | 10,706 | | **Revenue** | 184.6 (R million) | | **Cash operating costs** | 313,443 (Rands per kilogram) | [Operating and Financial Review and Prospects](index=40&type=section&id=ITEM%205.%20OPERATING%20AND%20FINANCIAL%20REVIEW%20AND%20PROSPECTS) This section analyzes DRDGOLD's financial performance, liquidity, and outlook, highlighting profit growth driven by FWGR and gold prices [Operating Results](index=40&type=section&id=5A.%20OPERATING%20RESULTS) Fiscal 2019 profit surged due to increased gold production and prices, despite rising costs, with ore reserves significantly up - Profit for fiscal 2019 increased significantly due to a **3%** rise in gold production, an **8%** increase in the average rand gold price, and a non-recurring credit of **R60.0 million** from a change in the environmental rehabilitation provision estimate[317](index=317&type=chunk) Key Financial and Operating Indicators (Fiscal 2018 vs. 2019) | Indicator | 2019 | 2018 | | :--- | :--- | :--- | | **Revenue** | 2,762.1 (R million) | 2,490.4 (R million) | | **Gold production** | 155,159 (ounces) | 150,433 (ounces) | | **Average gold price received** | 577,483 (Rands per kilogram) | 534,368 (Rands per kilogram) | | **Cash operating costs** | 499,749 (Rands per kilogram) | 458,866 (Rands per kilogram) | | **All-in costs** | 600,941 (Rands per kilogram) | 524,651 (Rands per kilogram) | | **Ore Reserves** | 5.77 (million ounces) | 3.28 (million ounces) | - Capital expenditure increased significantly to **R347.4 million** in FY2019 from **R125.9 million** in FY2018, primarily due to **R324.4 million** spent on the development of Phase 1 of FWGR[341](index=341&type=chunk) Reconciliation of Adjusted EBITDA (FY 2019) | Item | Amount (R million) | | :--- | :--- | | **Profit for the year** | 78.5 | | Income tax | 26.6 | | Finance expense | 78.4 | | Finance income | (58.3) | | Depreciation | 169.1 | | Share based payment | 21.4 | | Change in estimate of environmental rehabilitation | (60.0) | | Other adjustments | (1.6) | | **Adjusted EBITDA** | **254.1** | [Liquidity and Capital Resources](index=52&type=section&id=5B.%20LIQUIDITY%20AND%20CAPITAL%20RESOURCES) Fiscal 2019 saw increased operating cash flow but higher investing outflow due to FWGR, with sufficient liquidity for 2020 Summary of Cash Flows (Fiscal 2018 vs. 2019) | Cash Flow Activity | 2019 (R million) | 2018 (R million) | | :--- | :--- | :--- | | **Net cash from operating activities** | 288.3 | 233.8 | | **Net cash from investing activities** | (303.0) | (140.4) | | **Net cash from financing activities** | (7.9) | (45.0) | | **Cash and cash equivalents at year end** | 279.5 | 302.1 | - The increase in cash used for investing activities was mainly due to **R347.4 million** in additions to property, plant and equipment, of which **R330.7 million** was for the FWGR project[395](index=395&type=chunk)[396](index=396&type=chunk) - The company has an available **R300 million** Revolving Credit Facility, of which **R125 million** is committed to a guarantee, leaving **R175 million** available[404](index=404&type=chunk) [Trend Information](index=53&type=section&id=5D.%20TREND%20INFORMATION) DRDGOLD targets 175,000-190,000 ounces gold production for FY2020, with strong Q1 FY2020 results driven by FWGR - The company targets gold production of **175,000 to 190,000 ounces** for fiscal year 2020, with cash operating costs of approximately **R490,000 per kilogram**[406](index=406&type=chunk) Operating Results (Quarter ended Sep 30, 2019 vs. Jun 30, 2019) | Metric | Q1 FY2020 (Sep 30, 2019) (ounces) | Q4 FY2019 (Jun 30, 2019) (ounces) | % Change | | :--- | :--- | :--- | :--- | | **Gold produced** | 48,001 | 45,590 | 5% | | **Average gold price received** | 696,368 (Rands per kilogram) | 603,755 (Rands per kilogram) | 15% | | **Cash operating costs** | 459,868 (Rands per kilogram) | 475,657 (Rands per kilogram) | -3% | - Adjusted EBITDA **more than doubled** in the first quarter of fiscal 2020 compared to the previous quarter, driven by a **15%** increase in the gold price received and a **6%** increase in gold sold[413](index=413&type=chunk) [Tabular Disclosure Of Contractual Obligations](index=54&type=section&id=5F.%20Tabular%20Disclosure%20Of%20Contractual%20Obligations) The company's contractual obligations total R1,137.6 million, primarily environmental rehabilitation and trade payables Contractual and Cash Obligations (as of June 30, 2019) | Obligation Type | Total (R million) | Less than 1 year (R million) | 1-3 years (R million) | 3-5 years (R million) | More than 5 years (R million) | | :--- | :--- | :--- | :--- | :--- | :--- | | **Provision for environmental rehabilitation** | 682.6 | 56.7 | 120.8 | 106.3 | 398.8 | | **Finance leases** | 11.0 | 11.0 | - | - | - | | **Trade and other payables** | 419.2 | 419.2 | - | - | - | | **Purchase obligations** | 18.6 | 18.6 | - | - | - | | **Total** | **1,137.6** | **508.0** | **124.5** | **106.3** | **398.8** | [Directors, Senior Management and Employees](index=54&type=section&id=ITEM%206.%20DIRECTORS,%20SENIOR%20MANAGEMENT%20AND%20EMPLOYEES) This section details DRDGOLD's leadership, compensation, board practices, employee information, and incentive schemes [Directors and Senior Management](index=54&type=section&id=6A.%20DIRECTORS%20AND%20SENIOR%20MANAGEMENT) As of June 30, 2019, the board comprised eight directors, with recent appointments following the FWGR transaction - The board of directors consisted of **eight members** as of June 30, 2019[416](index=416&type=chunk) - Recent board appointments include **Jean Johannes Nel** (November 2018) in connection with the WRTRP asset acquisition and **Kuby Prudence Lebina** (May 2019)[419](index=419&type=chunk)[420](index=420&type=chunk) [Compensation](index=56&type=section&id=6B.%20COMPENSATION) Fiscal 2019 director and officer remuneration totaled R24.8 million, with executive incentives tied to KPIs Director and Prescribed Officer Remuneration (FY 2019) | Individual | Total Remuneration Recognised (thousand Rands) | | :--- | :--- | | **Executive Directors** | | | D J Pretorius (CEO) | 6,481 | | A J Davel (CFO) | 3,669 | | **Total Executive** | **10,150** | | **Total Non-executive** | **4,583** | | **Total Prescribed Officers** | **5,957** | - Executive directors have service agreements that include short-term incentive bonuses of up to **100%** of their annual remuneration package, contingent on achieving key performance indicators[444](index=444&type=chunk)[447](index=447&type=chunk)[448](index=448&type=chunk) [Board Practices](index=58&type=section&id=6C.%20BOARD%20PRACTICES) The board comprises two executive and six independent non-executive directors, with three key standing committees - The board consists of **two Executive Directors** and **six Non-Executive Directors**, all of whom are independent under NYSE and South African standards[452](index=452&type=chunk) - The board has **three standing committees** to oversee key governance areas: Remuneration and Nominations Committee, Audit and Risk Committee, and Social and Ethics Committee[466](index=466&type=chunk) [Employees](index=62&type=section&id=6D.%20EMPLOYEES) As of June 30, 2019, DRDGOLD had 2,617 employees, with wage agreements in place and one fatality reported - Total workforce as of June 30, 2019, was **2,617**, consisting of 1,026 direct employees and 1,591 contractors[484](index=484&type=chunk) - In September 2019, the Ergo operation signed a two-year wage agreement with unions for an average annual increase of **5.9%**[486](index=486&type=chunk) Safety Statistics (Per million man hours, FY 2019) | Metric | Consolidated 2019 (Per million man hours) | Consolidated 2018 (Per million man hours) | | :--- | :--- | :--- | | **Lost time injury frequency rate (LTIFR)** | 2.37 | 2.92 | | **Reportable incidence frequency rate (RIFR)** | 1.78 | 1.55 | | **Fatalities** | 1 | 0 | [Share Ownership](index=62&type=section&id=6E.%20SHARE%20OWNERSHIP) The company details its long-term incentive schemes, including a proposed new equity-settled plan for shareholder approval - The current DRDGOLD Phantom Share Scheme is a cash-settled plan with **16,157,058 phantom shares** outstanding as of June 30, 2019[494](index=494&type=chunk)[495](index=495&type=chunk) - A **new equity-settled Long-Term Incentive Scheme** is proposed to replace the current phantom share scheme, pending shareholder approval[497](index=497&type=chunk)[498](index=498&type=chunk) - The proposed new scheme will issue **Performance Shares** and **Retention Shares** that vest over three years, subject to performance conditions including Total Shareholder Return (TSR) relative to peers and the company's WACC[499](index=499&type=chunk)[501](index=501&type=chunk) [Major Shareholders and Related Party Transactions](index=66&type=section&id=ITEM%207.%20MAJOR%20SHAREHOLDERS%20AND%20RELATED%20PARTY%20TRANSACTIONS) This section details DRDGOLD's ownership structure, with Sibanye-Stillwater as the largest shareholder at 38.05% [Major Shareholders](index=66&type=section&id=7A.%20MAJOR%20SHAREHOLDERS) Sibanye-Stillwater is the largest shareholder at 38.05%, with an option to increase its stake to 50.1% - Following the acquisition of FWGR assets, Sibanye-Stillwater became the largest shareholder, holding **265 million ordinary shares**, which constitutes **38.05%** of the company[512](index=512&type=chunk) - Sibanye-Stillwater was granted an option to subscribe for additional shares to achieve a **50.1%** shareholding, exercisable within two years from July 31, 2018[512](index=512&type=chunk) Major Shareholders (as of September 30, 2019) | Holder | Percent of outstanding ordinary shares | | :--- | :--- | | **Sibanye-Stillwater** | 38.05% | | **Ruffer, LLP** | 7.13% | | **Renaissance Technologies, LLC** | 1.80% | [The Offer and Listing](index=68&type=section&id=ITEM%209.%20THE%20OFFER%20AND%20LISTING) DRDGOLD's shares trade on the JSE and NYSE (ADSs), with each ADS representing ten ordinary shares - The company's ordinary shares trade on the **JSE (symbol: DRD)** and its ADSs trade on the **NYSE (symbol: DRD)**[529](index=529&type=chunk) - Each American Depositary Share (ADS) represents **ten ordinary shares**[529](index=529&type=chunk) [Additional Information](index=68&type=section&id=ITEM%2010.%20ADDITIONAL%20INFORMATION) This section covers corporate governance, material contracts, exchange controls, and tax implications for shareholders [Memorandum of Incorporation](index=68&type=section&id=10B.%20MEMORANDUM%20OF%20INCORPORATION) The MOI outlines governance, director powers, re-election, shareholder meeting quorums, and amendment procedures - Directors have the authority to **borrow funds** for the company's purposes as they see fit[535](index=535&type=chunk) - **One-third** of the directors are subject to re-election by rotation at each annual general meeting[545](index=545&type=chunk) - The quorum for a general meeting is three members present in person or by proxy, holding at least **25%** of the total voting rights[548](index=548&type=chunk) [Material Contracts](index=72&type=section&id=10C.%20MATERIAL%20CONTRACTS) Key material contracts include the FWGR acquisition agreements with Sibanye-Stillwater and a ZAR300 million RCF with ABSA Bank - Agreements with Sibanye-Stillwater govern the acquisition of FWGR assets, in exchange for which DRDGOLD issued shares and granted Sibanye-Stillwater an option to acquire up to a **50.1%** stake in the company[563](index=563&type=chunk) - On August 1, 2018, the company entered into a **ZAR300 million Revolving Credit Facility** (RCF) with ABSA Bank to finance the FWGR Phase 1 development and working capital[564](index=564&type=chunk) - The RCF has financial covenants requiring an interest cover ratio of not less than **4 times** and a net debt to adjusted EBITDA ratio not exceeding **2 times**, calculated on a rolling 12-month basis[565](index=565&type=chunk) [Exchange Controls](index=74&type=section&id=10D.%20EXCHANGE%20CONTROLS) South African exchange controls restrict capital export but allow free remittance of share sale proceeds and dividends for non-residents - South African exchange control regulations **restrict the export of capital** and require SARB approval for South African companies to hold foreign currency or make significant foreign investments[570](index=570&type=chunk)[572](index=572&type=chunk) - For non-resident shareholders, proceeds from the sale of ordinary shares on the JSE are **freely remittable** outside the Common Monetary Area[578](index=578&type=chunk) - Dividends declared to non-resident shareholders are **freely remittable**, paid in rands and converted to dollars for ADS holders by the depositary[579](index=579&type=chunk)[580](index=580&type=chunk) [Taxation](index=76&type=section&id=10E.%20TAXATION) This section outlines South African and U.S. tax implications for shareholders, including dividend withholding tax and PFIC risk - South Africa imposes a **20%** dividend withholding tax. However, the U.S.-South Africa tax treaty can reduce this rate to **5%** for corporate holders with at least a 10% stake, and to **15%** for other U.S. residents[585](index=585&type=chunk) - The South African gold mining tax rate is calculated using the formula **Y = 34 – 170/X**, where X is the ratio of taxable income to mining income[587](index=587&type=chunk) - For U.S. holders, there is a risk that the company could be classified as a **Passive Foreign Investment Company (PFIC)**, which would result in adverse U.S. tax consequences[602](index=602&type=chunk)[607](index=607&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=79&type=section&id=ITEM%2011.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) The company faces market risks from gold price, foreign currency, interest rates, and credit, with gold price being most significant - The company's primary market risk is the fluctuation of the **rand gold price**, which significantly impacts operating results and share price[616](index=616&type=chunk) - While generally unhedged, the company entered into a **zero-cost collar for 50,000 ounces** of gold in fiscal 2019 to mitigate liquidity risk from borrowings for the FWGR project[615](index=615&type=chunk)[617](index=617&type=chunk) - Foreign currency risk is significant as gold is sold in **USD**, while production costs are primarily in **ZAR**[621](index=621&type=chunk) [Description of Securities Other Than Equity Securities](index=81&type=section&id=ITEM%2012.%20DESCRIPTION%20OF%20SECURITIES%20OTHER%20THAN%20EQUITY%20SECURITIES) This section describes the company's ADSs, trading on NYSE, with each ADS representing ten ordinary shares ADS Depositary Service Fees | Service | Fee (USD) | | :--- | :--- | | **Issuance of ADSs** | $5.00 (or less) per 100 ADSs | | **Cancellation of ADSs** | $5.00 (or less) per 100 ADSs | | **Distribution of cash dividends** | 2 cents (or less) per ADS | - The Bank of New York Mellon, as Depositary, has agreed to an annual reimbursement of **$75,000** to DRDGOLD for investor relations activities[625](index=625&type=chunk) PART II [Controls and Procedures](index=82&type=section&id=ITEM%2015.%20CONTROLS%20AND%20PROCEDURES) Management and auditors concluded that disclosure controls and internal control over financial reporting were effective - Management concluded that the company's disclosure controls and procedures were **effective** as of June 30, 2019[626](index=626&type=chunk) - Based on the COSO framework, management concluded that the company's internal control over financial reporting was **effective** as of June 30, 2019[631](index=631&type=chunk) - The independent registered public accounting firm, KPMG Inc., audited and confirmed the **effectiveness** of the internal control over financial reporting as of June 30, 2019[632](index=632&type=chunk) [Governance and Management](index=83&type=section&id=ITEM%2016.%20GOVERNANCE%20AND%20MANAGEMENT) This section covers governance, audit committee expertise, accountant fees, and the company's share repurchase program - The board has identified Mr. J.A. Holtzhausen as the **audit committee financial expert**[635](index=635&type=chunk) Principal Accountant Fees (KPMG Inc.) | Fee Type | 2019 (R million) | 2018 (R million) | | :--- | :--- | :--- | | **Audit fees** | 8.3 | 5.7 | | **All other fees** | 1.0 | 1.7 | | **Total** | **9.3** | **7.4** | - A share repurchase program was established in May 2019, authorizing the company to buy back up to **5 million ordinary shares** before February 29, 2020[641](index=641&type=chunk)[642](index=642&type=chunk) PART III [Financial Statements](index=85&type=section&id=ITEM%2018.%20FINANCIAL%20STATEMENTS) This section presents the audited consolidated financial statements, including auditor's report and key financial notes - The independent auditor, KPMG Inc., issued an **unqualified opinion** on the consolidated financial statements and the effectiveness of internal control over financial reporting as of June 30, 2019[649](index=649&type=chunk) Consolidated Statement of Profit or Loss (FY 2017-2019) | Item (R million) | 2019 | 2018 | 2017 | | :--- | :--- | :--- | :--- | | **Revenue** | 2,762.1 | 2,490.4 | 2,339.9 | | **Cost of sales** | (2,553.9) | (2,347.7) | (2,307.9) | | **Results from operating activities** | 125.2 | 52.0 | (24.5) | | **Profit before tax** | 105.1 | 32.4 | (36.7) | | **Income tax** | (26.6) | (25.9) | 50.4 | | **Profit for the year** | **78.5** | **6.5** | **13.7** | Consolidated Statement of Financial Position (as of June 30) | Item (R million) | 2019 | 2018 | | :--- | :--- | :--- | | **Total Assets** | 4,060.0 | 2,360.4 | | Non-current assets | 3,403.9 | 1,734.1 | | Current assets | 656.1 | 626.3 | | **Total Equity and Liabilities** | 4,060.0 | 2,360.4 | | **Total Equity** | 2,688.6 | 1,267.3 | | **Total Liabilities** | 1,371.4 | 1,093.1 | Consolidated Statement of Cash Flows (FY 2017-2019) | Item (R million) | 2019 | 2018 | 2017 | | :--- | :--- | :--- | :--- | | **Net cash inflow from operating activities** | 288.3 | 233.8 | 51.6 | | **Net cash outflow from investing activities** | (303.0) | (140.4) | (96.7) | | **Net cash outflow from financing activities** | (7.9) | (45.0) | (53.0) | | **Net (decrease)/increase in cash** | (22.6) | 48.4 | (98.1) | [Exhibits](index=133&type=section&id=ITEM%2019.%20EXHIBITS) This section lists all exhibits filed with the Annual Report on Form 20-F, including corporate and material contracts - The exhibits include **key corporate documents**, **material contracts**, and **required certifications**[886](index=886&type=chunk)
DRDGOLD (DRD) - 2019 Q4 - Earnings Call Transcript
2019-09-03 21:41
Financial Data and Key Metrics Changes - Revenue for the year increased by 11% to ZAR 2.7 billion, with a significant contribution from Ergo operations [4][23] - Headline earnings showed positive results, reflecting both long-term outcomes and operational performance [6][22] - Operating profit decreased by 20% year-on-year but increased by 50% in the last six months [15] - Cash operating costs rose by 7% year-on-year, with a 4% increase in the last six months [14] Business Line Data and Key Metrics Changes - Ergo operations produced just under 5 tons of gold, with a yield of over 0.20 grams per ton [5][8] - Far West operations produced 140 kilos in the previous six months, focusing on reprocessing slime, with production stabilizing at 0.228 grams per ton [10][18] - The all-in sustaining cost margin increased from 5.5% to 9.1% year-on-year, aided by a decrease in rehabilitation obligations [20] Market Data and Key Metrics Changes - The gold price increased significantly, impacting revenue positively, with an average price of ZAR 150,000 to ZAR 160,000 per kilo [5][19] - The operating margin decreased slightly from 14.3% to 13.5% year-on-year, but increased to almost 18% in the last six months due to higher gold prices [19] Company Strategy and Development Direction - The company aims to leverage its relationship with Sibanye-Stillwater to explore new opportunities and enhance operational efficiency [61][64] - A focus on sustainable development is emphasized, with initiatives aimed at community engagement and environmental rehabilitation [40][44] - The company is exploring alternative energy solutions to mitigate risks associated with Eskom, including power storage and solar energy [72][73] Management's Comments on Operating Environment and Future Outlook - Management highlighted Eskom as a significant systemic risk for the industry and the economy, emphasizing the need for solutions [67][74] - The company is optimistic about future production levels returning to previous highs, addressing internal challenges that affected throughput [69][70] - There is a commitment to improving operational efficiency and reducing reliance on Eskom through innovative energy management strategies [72][73] Other Important Information - The company declared a dividend of ZAR 0.20 per share, marking the 12th consecutive year of dividend payments [39] - Free cash flow generated in the second half of the financial year was nearly ZAR 250 million, reflecting strong operational performance [21] Q&A Session Summary Question: What is the outlook for Ergo volume given the challenges faced? - Management acknowledged a drop in Ergo volume but indicated that it is not a new normal and that efforts are being made to restore it to previous levels [66][69] Question: What is the long-term solution for Eskom? - Management stated that Eskom remains a critical risk and that while complete replacement is not feasible, strategies are being developed to mitigate its impact through energy management and storage solutions [67][72]