Interim Financial Report for the Half-Year Ended
31 December 2017

 

Śródroczny raport finansowy za drugie półrocze zakończone
31 grudnia 2017

ABN 23 008 677 852

CORPORATE DIRECTORY | ZBIÓR DANYCH KORPORACYJNYCH

 

DIRECTORS: Mr Ian Middlemas                  Chairman Mr Benjamin Stoikovich        Director and CEO Ms Carmel Daniele               Non-Executive Director Mr Thomas Todd                    Non-Executive Director Mr Mark Pearce                       Non-Executive Director Mr Todd Hannigan                 Alternate Director Mr Dylan Browne                    Company Secretary PRINCIPAL OFFICES: PD Co sp. z. o.o. (Warsaw): Ul. Wspolna, 35 lok. 4 00-519 Warsaw Karbonia S.A. (Czerwionka – Leszczyny): Ul. 3 Maja 44, 44-230 Czerwionka – Leszczyny   London: Unit 3C, 38 Jermyn Street London SW1Y 6DN United Kingdom Tel: +44 207 487 3900   Australia (Registered Office): Level 9, BGC Centre 28 The Esplanade Perth   WA   6000 Tel: +61 8 9322 6322 Fax: +61 8 9322 6558 SOLICITORS: Poland: DLA Piper Wiater sp.k. United Kingdom: DLA Piper UK LLP Australia: DLA Piper Australia

AUDITOR: Poland:  Ernst & Young Audyt Polska sp. z. o.o. Australia: Ernst & Young – Perth   BANKERS: Poland: Bank Zachodni WBK S.A. – Santander Group Australia: Australia and New Zealand Banking Group Ltd   SHARE REGISTRIES: Poland: Komisja Nadzoru Finansowego (KNF) Plac Powstańców Warszawy 1, skr. poczt. 419 00-950 Warszawa Tel: +48 22 262 50 00 United Kingdom: Computershare Investor Services PLC The Pavilions, Bridgewater Road Bristol BS99 6ZZ Tel: +44 370 702 0000 Australia: Computershare Investor Services Pty Ltd Level 11, 172 St Georges Terrace Perth WA 6000 Tel: +61 8 9323 2000   STOCK EXCHANGE LISTINGS: Poland: Warsaw Stock Exchange – GPW Code: PDZ United Kingdom: London Stock Exchange (Main Board) – LSE Code: PDZ Australia: Australian Securities Exchange – ASX Code: PDZ

 

CONTENTS | ZAWARTOŚĆ
Directors’ Report
Directors’ Declaration
Consolidated Statement of Profit or Loss and other Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
The following sections are available in the full version of the Interim Financial Report on our website at www.pdz.com.au
Notes to the Consolidated Financial Statements
Auditor’s Independence Declaration
Independent Auditor’s Review Report

The Directors of Prairie Mining Limited present their report on the Consolidated Entity consisting of Prairie Mining Limited (“Company” or “Prairie”) and the entities it controlled during the half-year ended 31 December 2017 (“Consolidated Entity” or “Group”).

DIRECTORS

The names and details of the Company’s Directors in office at any time during the half-year and until the date of this report are:

Directors:

Mr Ian Middlemas                               Chairman
Mr Benjamin Stoikovich                     Director and CEO

Ms Carmel Daniele                            Non-Executive Director

Mr Thomas Todd                                Non-Executive Director 
Mr Mark Pearce                                   Non-Executive Director
Mr Todd Hannigan                              Alternate Director

Unless otherwise shown, all Directors were in office from the beginning of the half-year until the date of this report.

OPERATING AND FINANCIAL REVIEW

Operations 

Highlights during, and subsequent to, the end of the half-year include:

Debiensko Mine (Premium Hard Coking Coal)

·      The newly appointed Prime Minister, Mateusz Morawiecki, officially presented the Ministry of Development’s “Program for Silesia” which included a strategy for the re-start of a major coking coal mine in the Upper Silesian region, where the Debiensko Mine (“Debiensko”) is located, and highlighted the positive social and economic impacts that mine development would have on the region.

·      Mine site redevelopment planning continued at the Debiensko to advance with completion of initial demolition works, pre-qualification of study contractors, and preparation for an infill drill program to increase JORC Measured and Indicated Resources.

·      Prairie continued discussions with regional steel makers and coke producers for future coking coal sales and offtake.

·      Hard coking coal prices continued to trade at price levels above US$225/t FOB Australia.

·      Market analysts forecast underinvestment in new coking coal mine development has potential to result in sustained high coking coal prices.

·      European Commission continues to designate coking coal as a Critical Raw Material in its 2017 review.

Jan Karski Mine (Semi-Soft Coking Coal)

·      Prairie’s use of modern exploration techniques continues to transform the Jan Karski Mine (“Jan Karski”) with latest drilling results re-affirming the capability of the project to produce high value ultra-low ash semi-soft coking coal.

·      Environmental permitting for Jan Karski advanced following successful submission of the Environmental and Social Impact Assessment (“ESIA”) to the Lublin Regional Environment Directorate for Environmental Consent.

·      Spatial development plan approved at Jan Karski meaning the rezoning of 56 hectares of agricultural land for industrial use is complete allowing for construction of a mine site, shafts and associated surface infrastructure.

·      Preparation of the Mining Concession application is underway and anticipated to be lodged in the coming weeks, subject to the Company being issued with Environmental Consent.

·      China Coal’s technical studies for the construction of Jan Karski have significantly advanced and Prairie is currently reviewing study documents provided by China Coal. The studies will be revised to incorporate the latest coal quality results from drilling at Jan Karski as well as any conditions stipulated in the Environmental Consent and the Mining Concession to be granted for Jan Karski.

Corporate

·      In July 2017, Prairie and CD Capital completed an additional investment of US$2.0 million ($2.6 million) in the form of a non-redeemable, non-interest-bearing convertible loan note (“Loan Note 2”).

·      Cash on hand of $15.1 million and CD Capital’s right to invest a further $68 million as a cornerstone investor, plus with the Strategic Co-operation Agreement between Prairie and China Coal for financing and construction of Jan Karski, Prairie is well positioned to progress with its planned development activities at Debiensko and Jan Karski.

Debiensko Mine

Debiensko is a hard coking coal project located in the Upper Silesian Coal Basin in the south west of the Republic of Poland. It is approximately 40 km from the city of Katowice and 40 km from the Czech Republic.

Debiensko is bordered by the Knurow-Szczyglowice Mine in the north west and the Budryk Mine in the north east, both owned and operated by Jastrzębska Spółka Węglowa SA (“JSW”), Europe’s leading producer of hard coking coal.

The Debiensko mine was originally opened in 1898 and was operated by various Polish mining companies until 2000 when mining operations were terminated due to a major government led restructuring of the coal sector caused by a downturn in global coal prices. In early 2006 New World Resources Plc (“NWR”) acquired Debiensko and commenced planning for Debiensko to comply with Polish mining standards, with the aim of accessing and mining hard coking coal seams. In 2008, the Minister of Environment of Poland (“MoE”) granted a 50-year mine license for Debiensko.

Premium Quality Hard Coking Coal

Preliminary analysis indicates that a range of premium hard coking coals that will be in high demand from European steelmakers can be produced from Debiensko. This analysis is based on historical data, neighbouring operational coking coal mines and the results of a suite of modern coking tests performed on selected seams from a fully cored borehole drilled by the previous owners in 2015/16. Two premium hard coking coal specifications have been delineated from select seams at Debiensko, namely Medium volatile matter hard coking coal (“Mid-vol HCC”) and Low volatile matter hard coking coal (“Low-vol HCC”). Future study phases will determine the precise Debiensko premium hard coking coal quality specification on a year by year basis depending on the final adopted mine plan, mining schedule and extent of coal blending.

Both Debiensko’s Mid-vol and Low-vol HCC lie within the range of premium hard coking coals produced globally. Indications are that the Mid-vol HCC at Debiensko is present between 850 m to 1,000 m from surface and the Low-vol HCC is present 1,000 m to 1,300 m below surface i.e. at depths similar to adjacent operating mines owned by JSW – the largest coking coal producer in Europe

 

Re-start of a Coking Coal mine included in “Program for Silesia” and new political appointments in Poland

Prairie notes that during the half-year, the Polish Government appointed a new Prime Minister, Mr Mateusz Morawiecki, who immediately prior to his current role, was Deputy Prime Minister and Minister of Finance in Poland. Prairie also notes that in January 2018, a new Minister of Environment, Mr Henryk Kowalczyk, was appointed as part of a cabinet reshuffle under the new Prime Minister. In Poland, responsibility for exploration and Mining Concessions is the responsibility of the MoE.

 

Following his appointment, Prime Minister Mateusz Morawiecki, presented the Polish Ministry of Development’s “Program for Silesia” (“Program”) – a strategic document which anticipated the re-construction of a coking coal mine in the region of Upper Silesia, where Debiensko is located. The Program details the creation of 1,500 direct jobs in the region and indicates the social and economic benefits of re-construction of a coking coal mine, to potentially be funded by foreign and Polish capital.

 

Preparation for the Next Phase of Project Studies

Following completion of a 28 shallow geo-technical drill program during the period, Prairie continued to analyse the drill hole data which will be used for engineering design of foundations of structures associated with the shafts, coal handling and preparation plant (“CHPP”) and other surface facilities. These holes are essential in order to assess the soil conditions, properly design structural foundations and thus provide more accurate pricing in the tenders as required for a feasibility study.

 

Pre-qualification of contractors for the major components of the next phase of Debiensko studies also continued throughout the period including contractors for the:

 

·        In-fill drilling program (to update measured and indicated resources);

·        CHPP;

·        Shafts and bulk coal winder;

·        Desalination plant; and

·        Surface facilities.

 

Demolition works continued throughout the period specifically targeting old structures including walkways and old administrative buildings. To date, Prairie has completed demolition works on a number of old surface structures of the former Debiensko mine including the bathhouse, switchgear building and locomotive garage.

Jan Karski Mine

Latest Drill Results Affirm Jan Karski as a Semi-Soft Coking Coal Project

Prairie’s use of modern exploration techniques continues to transform Jan Karski with latest drill results re-affriming the capability of the the project to produce high value ultra-low ash semi-soft coking coal, known as Type 34 coal in Poland.

The coking coal quality results are superior to the drill results announced in May 2017, and further confirm that Jan Karski is a globally significant semi-soft coking coal (“SSCC”) / Type 34 coking coal deposit with the potential to produce a high value ultra-low ash SSCC with an exceptional CSR and a high 75% coking coal product split.

Submission of ESIA & Initiation of Public Consultation

An application for issuing the environmental decision together with the ESIA was submitted to the Regional Director for Environmental Protection (“RDOS”) in Lublin in October 2017. Taking into account the RDOS’s additional comments the motion and ESIA were supplemented in late November 2017. The Environmental Consent process has now officially been initiated by RDOS.

Prairie is now waiting for approval of the ESIA in the form of an Environmental Consent decision, which is the last component to meet all formal requirements to apply for the Mining Concession for construction for Jan Karski.

As part of the environmental permitting process, Prairie initiated public consultations in three municipalities, including Wierzbica, Siedliszcze and Cyców. Presentations on Jan Karski’s development plans were given by Mr Miroslaw Taras (Prairie’s Group Executive), Witold Wołoszyn (Prairie’s Environmental and Planning Manager) and specialists from the international environmental consulting group, Multiconsult Polska who prepared the ESIA. Key advantages for the local community related to employment opportunities and social benefits associated with the development, construction and operation of Jan Karski including:

 

·        creation of 2,000 direct employment positions and 10,000 indirect jobs for the region once operational;

·        increasing skills of the workforce and through the implementation of International Standard training programmes;

·        stimulating the development of education, health services and communications within the region; and

·        building a mine that creates new employment for generations to come and career paths for families to remain in the region.

China Coal Progress and Financing Discussions

In November 2017, the Company hosted a delegation in Poland including China Coal No.5 Construction Company Ltd (“China Coal”) and the Chinese Government’s officially authorised coal mine design institute Jinan Mine Design Institute, during which locally provided content for construction of Jan Karski was finalised alongside domestic Polish specialists, subcontractors and partners who will provide relevant Polish content.

China Coal’s non-JORC technical studies for the construction and funding of the Jan Karski Mine have significantly advanced and Prairie is currently reviewing study documents (“Studies”) received from China Coal subsequent to the half-year end. In accordance with the Strategic Co-operation Agreement between Prairie and China Coal, the Studies will form the basis for provision of debt financing out of China for the construction and development of Jan Karski. The Studies are being undertaken in accordance with Chinese official mine design and banking standards for coal mine projects, and to comply with domestic Polish engineering standards and standards for mechanical and electrical equipment. The terms of the Environmental Consent and Mining Concession for Jan Karski will be incorporated into the final engineering design, as well as results from the latest coal quality and hydrogeological drilling works being conducted by the Company.

Prairie and China Coal continue to advance discussions with Chinese banks to provide debt facilities to fund construction of the Project and enter into a complete Engineering, Procurement, and Construction (“EPC”) contract under which China Coal would construct the Jan Karski Mine.

Results of Operations

The net loss of the Consolidated Entity for the half-year ended 31 December 2017 was $5,297,797 (31 December 2016: $5,337,988). Significant items contributing to the current half-year loss and the substantial differences from the previous half-year include to the following:

 

(i)         Exploration and evaluation expenses of $4,047,621 (31 December 2016: $2,565,889), which is attributable to the Group’s accounting policy of expensing exploration and evaluation expenditure incurred by the Group subsequent to the acquisition of rights to explore and up to the commencement of a bankable feasibility study for each separate area of interest. As a direct result of exploration and evaluation activities conducted during the half-year, the Group achieved key milestones including (i) completed drilling at Jan Karski which re-affirmed the capability of the project to produce SSCC; (ii) permitting activities continued at Jan Karski including submission of an ESIA and approval of spatial development plans which will form the basis of a Mining Concession application; (iii) substantial advancement of China Coal’s technical studies for construction of the Jan Karski Mine; and (iv) mine site redevelopment planning continued at Debiensko including advancement of demolition works pre-qualification of study contractors and preparation for an infill drill program to increase JORC Measured and Indicated Resources;

 

(ii)        Business development expenses of $512,267 (31 December 2016: $484,478) which includes expenses relating to the Group’s investor relations activities during the six months to 31 December 2017 including brokerage fees, public relations, digital marketing, travel costs, attendances at conferences and business development consultant costs;

 

(iii)       Other expenses of nil (31 December 2016: $500,236) which relates to legal, accounting and other consultant costs in relation to the extensive due diligence and legal process conducted by the Company to effectively execute the acquisition of Karbonia in 2016;

 

(iv)       Non-cash share-based payment expenses of $200,422 (31 December 2016: $167,060) due to incentive securities issued to key management personnel and other key employees and consultants of the Group as part of the long-term incentive plan to reward key management personnel and other key employees and consultants for the long-term performance of the Group. The expense results from the Group’s accounting policy of expensing the fair value (determined using an appropriate pricing model) of incentive securities granted on a straight-line basis over the vesting period of the options and rights. At 31 December 2017 1.2 million unvested performance rights were forfeited;

 

(v)        Non-cash fair value loss of $212,687 (31 December 2016: $1,847,018) which is attributable to the non-cash fair value movements on the conversion right of the first CD Capital convertible loan note (“Loan Note 1”) accounted as a financial liability at fair value through profit and loss. This financial liability increases in size as the share price of the Company increases. With the share price increasing by some 8% during the half-year, the size of the loss attributable to the financial liability has increased. When Loan Note 1 converts into shares and the CD Options are issued, the financial liability will be reclassified from a liability to equity and will require no cash settlement by the Company; and

 

(vi)       Revenue of $441,023 (31 December 2016: $403,179) consisting of interest revenue of $189,164 (31 December 2016: $208,330) and the receipt of $251,859 (31 December 2016: $194,849) of gas and property lease income derived at Debiensko.

Financial Position

At 31 December 2017, the Group had cash reserves of $15,146,766 (30 June 2017: $16,826,854) and with CD Capital’s right to invest a further $68 million in the Company as a strategic partner, this places the Group in a strong financial position to continue with its planned development activities at Debiensko and Jan Karski.

At 31 December 2017, the Company had net assets of $10,634,740 (30 June 2017: $13,095,130) a decrease of approximately 19% compared with 30 June 2017. This is largely attributable to the decrease in cash, the increase in other financial liabilities coupled with the loss for the six months to 31 December 2017.

Business Strategies and Prospects for Future Financial Years

Prairie’s strategy is to create long-term shareholder value by creating synergies and developing both Debiensko and Jan Karski in Poland.

To date, the Group has not commenced production of any minerals. To achieve its objective, the Group currently has the following business strategies and prospects:

·           Commence a focused in-fill drill program to increase JORC measured and indicated resources to support future feasibility studies for Debiensko;

·           Deliver a re-engineered mine plan to produce a feasibility study to international standards with a focus on near term production at Debiensko;

·           Continue to advance discussions with regional steel makers and coke producers for future coking coal sales and offtake at Debiensko;

·           Formally lodge a Mining Concession application for Jan Karski in the coming weeks, subject to the Company being issued with Environmental Consent;

·           Furthering discussions with a select group of Chinese financing institutions as China Coal nears completion of its Studies; and

·           Based on the results of the Studies, enter into a complete EPC contract under which China Coal will construct the Jan Karski Mine.

All of these activities are inherently risky and the Board is unable to provide certainty of the expected results of these activities, or that any or all of these likely activities will be achieved. The material business risks faced by the Group that could have an effect on the Group’s future prospects, and how the Group manages these risks, include the following:

 

·           The Company’s activities will require further capital in future years – As at 31 December 2017, the Company has cash in excess of $15 million which places it in an excellent position to conduct its current planned exploration and development activities at Debiensko and Jan Karski. However, the ability of the Company to finance capital investment in future years for the construction and future operation of the Company’s projects is dependent, among other things, on the Company’s ability to raise additional future funding either through equity or debt financing. Any failure to obtain sufficient financing in the future may result in delaying or indefinite postponement of any future construction of the projects or even a loss of property interest (in the future). The key items which the Company would require further funding in future years would be for the construction of the mines at each project.

             In this regard, and pursuant to the CD Capital investment agreement, CD Capital has a first right to invest a further $55 million in any future fund raise conducted by the Company, plus CD Capital will have the ability to inject a further $13 million through the exercise of $0.60 options (“CD Options”) to be held in the Company. There is however no guarantee that CD Capital would take up this right in the future (or exercise the CD Options). There is also a risk that the Company’s obligation to offer CD Capital a first right of refusal on any future fund raising could prejudice the Company’s ability to raise funds from investors other than CD Capital. However, the Company considers that it would not be necessary to undertake such development actions until it has secured financing to do so and the timing for commencement of such actions would accordingly depend on the date that such financing is secured. If, in the unlikely event that future financing cannot be secured, the Group has the flexibility and ability to significantly reduce its ongoing expenditure.

             The Company has also signed a Strategic Co-operation Agreement with China Coal for the financing and construction of Jan Karski. Subsequent to the end of the half-year, China Coal and Prairie continue to advance towards completion the Studies, which will provide the basis for an EPC contract and finalising a term sheet with Chinese financing institutions for a construction funding package for Jan Karski.

             Furthermore, the Company’s Board of Directors has a successful track record of fundraising for natural resources projects, including large scale coal projects, and has completed successful financing transactions with strategic partners, large institutional fund managers, off-take partners and traders and project finance lenders.

             There is however no guarantee that the then prevailing market conditions will allow for a future fundraising or that new investors will be prepared to subscribe for ordinary shares or at the price at which they are willing to do so in the future. Failure to obtain sufficient future financing may result in delaying or indefinite postponement of appraisal and any development of the Company’s projects in the future, a loss of the Company’s personnel and ultimately a loss of its interest in the projects. There can be no assurance that additional future capital or other types of financing will be available, if needed, or that, if available, the terms of such future financing will be favourable to the Company.

             If the Company obtains debt financing in the future, it will be exposed to the risk of leverage and its activities could become subject to restrictive loan and lease covenants and undertakings. If the Company obtains future equity financing other than on a pro rata basis to existing Shareholders, the future percentage ownership of the existing Shareholders may be reduced, Shareholders may then experience subsequent dilution and/or such securities may have preferred rights, options and pre-emption rights senior to the Ordinary Shares. There can be no assurance that the Company would be successful in overcoming these risks in the future or any other problems encountered in connection with such financings.

·           Risk of maintaining project concessions – The Company’s mining exploration and development activities at Debiensko and Jan Karski are dependent upon the alteration of, or as the case may be, the maintenance of appropriate licences, concessions, leases, claims, permits and regulatory consents which may be withdrawn or made subject to limitations. The maintaining of concessions, obtaining renewals, or attaining concessions alterations, often depends on the Company being successful in obtaining required statutory approvals for its proposed activities and that the licences, concessions, leases, claims, permits or consents it holds will be renewed and altered as and when required. In this regard the Company has made an application to the Polish MoE, in December 2016, to amend the Debiensko Mining Concession (which is valid until 2058) to alter the commencement of production from 1 January 2018 to 2025. Not commencing production by January 2018 does not immediately infringe on the validity and expiry date of the current Mining Concession, however, the concession authority has the right to request the concession holder to reasonably remove any infringements related to non-conformance with the conditions of a Mining Concession and determine a reasonable date for removal of the infringements (under Polish law, the concession authority is required to provide a reasonable timeframe to remedy any non-compliance taking into account the nature of the non-conformance). Failure to remedy the infringements within any reasonable time frame prescribed by the concession authority may lead to commencement of proceedings to limit or withdraw a concession. A decision from the MoE on the Company’s amendment application is currently pending following a change of the Polish Prime Minister in December 2017 and the appointment of a new Minister of Environment in January 2018. Under Poland’s Geological and Mining Law, the MoE is required to view any application to modify a concession in the same manner as any initial application for a concession, in that the award of the concession is not in detriment to public interest (building a mine is considered to be in the best interest of the public), does not particularly breach any environmental laws (Karbonia was awarded with Environmental Consent prior to being granted a Mining Concession) and is not in breach of the spatial development plan (Karbonia was granted with spatial approval prior to the award of the Debiensko Mining Concession).

On 1 July 2015, the Company announced that it had secured the Exclusive Right to apply for a Mining Concession for Jan Karski. As a result of its geological documentation for the Jan Karski deposit being approved, Prairie is currently the only entity that can lodge a Mining Concession application over Jan Karski within a three (3) year period up and until 2 April 2018. The approved geological documentation covers an area comprising of all four of the original Exploration Concessions granted to Prairie (K-4-5, K-6-7, K-8 and K-9) and includes the full extent of the targeted resources within the mine plan for Jan Karski. In this regard, no beneficial title interest was surrendered by the Company when the K-6-7 Exploration Concession expired in 2017. Under Polish mining law, and owing to the Exclusive Right the Company has secured, Prairie is currently the only entity that may apply for and be granted a Mining Concession with respect to the K-6-7 area (the Exclusive Right also applies to the K-4-5, K-8 and K-9 areas of Jan Karski). There is no requirement for the Company to hold an Exploration Concession in order exercise the Exclusive Right and apply for a Mining Concession. In addition, Prairie has the right to apply for and be granted, within 3 months of making an application, a mining usufruct agreement for an additional 12 month period that precludes any other parties being granted a licence over all or part of the Jan Karski concessions. Prairie applied for a mining usufruct agreement in December 2017 with the decision from the Polish MoE still pending. In the event that a mining usufruct agreement is not made available to the Company on acceptable terms or the Company does not enter in to a mining usufruct agreement for any other reason, other parties may be able to apply for a Mining Concession for all or part of the Jan Karski license area.

If, however, in a scenario where the MoE does not grant the Company with a mining usufruct in the required timeframe, legal advice sought by Company outlines that the Group will be in a position to file a civil law claim against the Polish authorities which could overturn the authority’s decision not to grant Prairie a mining usufruct. In any event, The Company intends to submit a Mining Concession application over the mine plan area at Jan Karski (which includes K-6-7), which is subject to the approval of the MoE, within the coming weeks subject to the Company being issued with Environmental Consent. There is no assurance that the Company will be issued Environmental Consent, however the Company believes that the Environmental Consent application, as submitted in October 2017 and supplemented in November 2017, was complete and complied with formal requirements of the relevant Polish environmental regulations.

There is also no assurance that such applications (or renewals or alterations) of the concessions will be granted or that such applications, renewals, alterations, rights and title interests will not be revoked or significantly altered. If such applications, renewals or alterations of concessions applied for are not granted or are in fact revoked in the future, there is a risk that this may have a material adverse effect on the financial performance and operations at Jan Karski, Debiensko, the Company and on the value of the Company’s securities.

·           Risk of further challenges by Bogdanka – Since April 2015, Lubelski Wegiel Bogdanka (“Bogdanka”) has made a number of applications and appeals to the Polish MoE seeking a Mining Concession application over the Company’s K-6-7 Exploration Concession and priority right (only one Exploration Concession which comprises of the Jan Karski Mine). All applications and appeals previously made by Bogdanka have been outright rejected. However, Bogdanka has made a further appeal to the Supreme Administrative Court (with no court hearing being scheduled to date). The Supreme Administrative Court has no authority to grant Bogdanka a Mining Concession but it may however cancel the MoE’s previous rejection decision. If the Supreme Administrative Court does cancel the MoE decision, the MoE will be required to re-assess Bogdanka’s Mining Concession application. These proceedings do not relate to the Prairie’s valid and existing priority right to apply for a Mining Concession over the K-6-7 area. As discussed above Bogdanka has in the past raised several appeals challenging the Company’s title to the Exploration Concessions comprising the Jan Karski Mine. There is therefore no guarantee that Bogdanka will not seek to file further appeals to future decisions taken by government departments in the course of the Jan Karski Mine development timeline.

·           Operations conducted in an emerging market – The Company’s operations are located in Poland and will be exposed to related risks and uncertainties associated with this jurisdiction. Changes in mining or investment policies, laws or regulations (or the application thereof) or shifts in political attitude in Poland, in particular to mining, use of coal, and foreign ownership of coal projects may adversely affect the operation or profitability of the Company. The Company continues to consult with the various levels of Government but there can be no assurances that current or future political developments in Poland will not directly impact the Company’s operations or its ability to attract funding for its operations. The Company also competes with many other companies in Poland, including companies with established mining operations. Some of these companies have greater financial resources and political influence than the Company and, as a result, may be in a better position to compete with or impede the Company’s current or future activities.

·           The Company may be adversely affected by fluctuations in coal prices and/or foreign exchange – The price of coal fluctuates widely and is affected by numerous factors beyond the control of the Company. Coal prices are currently high compared to previous levels but there is no guarantee that prices will remain at this level in the future. Future production, if any, from the Company’s mineral properties and its profitability will be dependent upon the price of coal being adequate to make these properties economic. Current and planned development activities are predominantly denominated in Euros and the Company’s ability to fund these activates may be adversely affected if the Australian dollar continues to fall against the Euro. The Company currently does not engage in any hedging or derivative transactions to manage commodity price or foreign exchange risk. As the Company’s operations change, this policy will be reviewed periodically going forward.

SIGNIFICANT EVENTS AFTER THE REPORTING PERIOD

 

(i)         On 9 February 2018, the Company issued an announcement, following recent press articles, regarding possible co-operation between the Company and JSW to progress the development and exploitation of the Company’s Polish coal projects. Prairie confirms that a meeting was held with JSW where preliminary discussions regarding co-operation took place. Discussions are at a very early stage and there can be no certainty as to whether any co-operation will be agreed in the future; and

 

(ii)        On 21 February 2018, the Company released drill results at Jan Karski which re-affirmed the capability of the project to produce high value ultra-low ash semi-soft coking coal.

Other than the above, there were no significant events occurring after balance date requiring disclosure.

 

AUDITOR’S INDEPENDENCE DECLARATION

Section 307C of the Corporations Act 2001 requires our auditors, Ernst and Young, to provide the Directors of Prairie Mining Limited with an Independence Declaration in relation to the review of the half-year financial report. This Independence Declaration is on page 22 and forms part of this Directors’ Report in the full version of the Interim Financial Report.

 

Signed in accordance with a resolution of the Directors.

BEN STOIKOVICH

Director

 

 

9 March 2018

Forward Looking Statements

This report may include forward-looking statements. These forward-looking statements are based on Prairie’s expectations and beliefs concerning future events. Forward looking statements are necessarily subject to risks, uncertainties and other factors, many of which are outside the control of Prairie, which could cause actual results to differ materially from such statements. Prairie makes no undertaking to subsequently update or revise the forward-looking statements made in this release, to reflect the circumstances or events after the date of that release.

DIRECTORS’ DECLARATION

 

In accordance with a resolution of the Directors of Prairie Mining Limited, I state that:

In the reasonable opinion of the Directors and to the best of their knowledge:

(a)        the attached financial statements and notes thereto for the period ended 31 December 2017 are in accordance with the Corporations Act 2001, including:

(i)         complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001; and

(ii)        giving a true and fair view of the financial position of the Group as at 31 December 2017 and of its performance for the half-year ended on that date; and

(b)        The Directors Report, which includes the Operating and Financial Review, includes a fair review of the information required by:

(i)      DTR4.2.7R of the Disclosure and Transparency Rules in the United Kingdom, being an indication of important events during the first six months of the current financial year and their impact on the half-year financial statements, and a description of the principal risks and uncertainties for the remaining six months of the year; and

(ii)     DTR4.2.8R of the Disclosure and Transparency Rules in the United Kingdom, being related party transactions that have taken place in the first six months of the current financial year and that have materially affected the financial position or performance of the Group during that period, and any changes in the related party transactions described in the last annual report that could have such a material effect; and

(c)        there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.

 

 

On behalf of the Board

 

 

BEN STOIKOVICH

Director

 

9 March 2018

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

FOR THE HALF-YEAR ENDED 31 DECEMBER 2017

		Half-Year Ended 31 December 2017 $	Half-Year Ended 31 December 2016 $
Revenue		441,023	403,179
Other income		–	325,000
Exploration and evaluation expenses		(4,047,621)	(2,565,889)
Employment expenses		(66,680)	(68,774)
Administration and corporate expenses		(487,870)	(238,129)
Occupancy expenses		(211,273)	(194,583)
Share-based payment expenses		(200,422)	(167,060)
Business development expenses		(512,267)	(484,478)
Other expenses		–	(500,236)
Fair value movements		(212,687)	(1,847,018)
Loss before income tax		(5,297,797)	(5,337,988)
Income tax expense		–	–
Net loss for the period		(5,297,797)	(5,337,988)
Net loss attributable to members of Prairie Mining Limited		(5,297,797)	(5,337,988)
Other comprehensive income
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translation of foreign operations		42,842	(150,679)
Total other comprehensive income/(loss) for the period		42,842	(150,679)
Total comprehensive loss for the period		(5,254,955)	(5,488,667)
Total comprehensive loss attributable to members of Prairie Mining Limited		(5,254,955)	(5,488,667)
Basic and diluted loss per share (cents per share)		(3.16)	(3.52)

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2017

 

		31 December 2017 $	30 June 2017 $
ASSETS
Current Assets
Cash and cash equivalents		15,146,766	16,826,854
Trade and other receivables		991,479	1,094,997
Total Current Assets		16,138,245	17,921,851
Non-Current Assets
Property, plant and equipment		2,444,548	2,779,526
Exploration and evaluation assets		2,699,523	2,603,172
Total Non-Current Assets		5,144,071	5,382,698
TOTAL ASSETS		21,282,316	23,304,549
LIABILITIES
Current Liabilities
Trade and other payables		2,011,403	2,109,127
Provisions		616,795	580,129
Other financial liabilities		1,841,338	1,783,283
Non-cash other financial liabilities		4,813,433	4,600,746
Total Current Liabilities		9,282,969	9,073,285
Non-Current Liabilities
Provisions		1,364,607	1,136,134
Total Non-Current Liabilities		1,364,607	1,136,134
TOTAL LIABILITIES		10,647,576	10,209,419
NET ASSETS		10,634,740	13,095,130
EQUITY
Contributed equity		61,071,856	58,477,713
Reserves		2,501,603	2,258,339
Accumulated losses		(52,938,719)	(47,640,922)
TOTAL EQUITY		10,634,740	13,095,130

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE HALF-YEAR ENDED 31 DECEMBER 2017

 

	Contributed Equity	Share-based Payments Reserve	Foreign Currency Translation Reserve	Accumulated Losses	Total Equity
	$	$	$	$	$
Balance at 1 July 2017	58,477,713	1,529,894	728,445	(47,640,922)	13,095,130
Net loss for the period	–	–	–	(5,297,797)	(5,297,797)
Other comprehensive income for the half-year
Exchange differences on translation of foreign operations	–	–	42,842	–	42,842
Total comprehensive income/(loss) for the period	–	–	42,842	(5,297,797)	(5,254,955)
Transactions with owners recorded directly in equity
Issue of convertible notes (Loan Note 2) (Note 12)	2,627,430	–	–	–	2,627,430
Convertible note issue costs	(27,418)	–	–	–	(27,418)
Share issue costs	(5,869)	–	–	–	(5,869)
Forfeiture of performance rights	–	(1,134,010)	–	–	(1,134,010)
Recognition of share-based payments	–	1,334,432	–	–	1,334,432
Balance at 31 December 2017	61,071,856	1,730,316	771,287	(52,938,719)	10,634,740
Balance at 1 July 2016	51,298,932	3,010,300	33,193	(36,526,665)	17,815,760
Net loss for the period	–	–	–	(5,337,988)	(5,337,988)
Other comprehensive income for the half-year
Exchange differences on translation of foreign operations	–	–	(150,679)	–	(150,679)
Total comprehensive income/(loss) for the period	–	–	(150,679)	(5,337,988)	(5,488,667)
Transactions with owners recorded directly in equity
Issue of ordinary shares	50,000	–	–	–	50,000
Share issue costs	(1,918)	–	–	–	(1,918)
Forfeiture of performance rights	–	(396,001)	–	–	(396,001)
Recognition of share-based payments	–	513,061	–	–	513,061
Balance at 31 December 2016	51,347,014	3,127,360	(117,486)	(41,864,653)	12,492,235

 

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE HALF-YEAR ENDED 31 DECEMBER 2017

 

		Half-Year Ended 31 December 2017 $	Half-Year Ended 31 December 2016 $
Cash flows from operating activities
Payments to suppliers and employees		(5,078,182)	(4,890,288)
Proceeds from property and gas sales		248,859	94,849
Interest revenue from third parties		202,758	231,437
Net cash outflow from operating activities		(4,626,565)	(4,564,002)
Cash flows from investing activities
Purchase of plant and equipment		(60,008)	–
Proceeds from sale of property		495,008	–
Purchase of controlled entity		–	(742,367)
Proceeds from sale of base metals project		–	325,000
Net cash inflow/(outflow) from investing activities		435,000	(417,367)
Cash flows from financing activities
Proceeds from issue of convertible note		2,627,430	–
Payments for issue of convertible note		(54,611)	–
Payments for share issue costs		(61,342)	–
Net cash inflow from financing activities		2,511,477	–
Net decrease in cash and cash equivalents		(1,680,088)	(4,981,369)
Net foreign exchange differences		–	(4,980)
Cash and cash equivalents at the beginning of the period		16,826,854	18,063,119
Cash and cash equivalents at the end of the period		15,146,766	13,076,770

The following sections in the full version of the Interim Financial Report, along with all figures and illustrations, are available on our website at www.pdz.com.au
Notes to the Consolidated Financial Statements
Auditor’s Independence Declaration
Independent Auditor’s Review Report