October 24, 2012

FINAL RESULTS FOR THE YEAR ENDED 30 JUNE 2012

24 October 2012

AIM: STEL

Stellar Diamonds plc

(“Stellar” or the “Company”)

FINAL RESULTS FOR THE YEAR ENDED 30 JUNE 2012

Stellar Diamonds plc, the London listed (AIM: STEL) diamond mining and exploration company focused on West Africa, announces its audited results for the year ended 30 June 2012.

Operational Highlights Summary:

  • 2.5m carat maiden independent JORC compliant inferred resource at the Droujba kimberlite pipe project in southeastern Guinea
    • 31 hole, 7,500m drilling programme completed to a maximum of 414m
    • 500 carat bulk sample with average grade of 73cpht and modeled value of $50 to $70/ct.
    • Further 1,500 ct bulk sample completed since year end increasing average grade to 89cpht
  • 660,000 carat maiden independent JORC compliant inferred resource at Tongo kimberlite dyke project in eastern Sierra Leone
    • 32 hole drilling programme along 1.9 km section of Dyke-1 to 200m depth completed
    • 1,143 carat bulk sample with average grade of 120cpht and modeled value of $248/ct
    • Resource drilling undertaken in July and August 2012 on Dyke-1 to a depth of 300m
  • Dispute with the Ministry of Mines of Sierra Leone regarding renewal of its Kono licences
  • Targeting an increase in total resource base to over 4 million carats in the fourth quarter of 2012

Financial Highlights:

  • US$3.2m (£2.0m) placement in May 2012 to fund resource expansion at Tongo and Droujba
  • Cash position at 30 June 2012 of US$1.5m (30 June 2011: US$6.5m)
  • Net assets at 30 June 2012 of US$19.2m (30 June 2011: US$21.1m)
  • Operating loss before interest, tax and impairments of US$4.0m (30 June 2011: US$6.3m)
  • Loss per share of $0.02 (2011 $0.10)

Karl Smithson, CEO, commented:

“During the financial year, Stellar delivered maiden JORC compliant resources totalling 3.1 million carats and has since continued to focus on increasing its resource. We remain on track to deliver updated resource statements for Tongo and Droujba in the fourth quarter of 2012. These projects will then move into the pre-feasibility stage to further define their economic viability and assess the capital requirement to move them into production. Both projects have high diamond grades and in the case of Tongo Dyke-1 a very high diamond value, making it globally one of the highest value kimberlites on a dollar per tonne basis. The Company continues to liaise and engage with the Ministry of Mines in Sierra Leone in respect of the renewal of the Company’s Kono exploration licences. We remain excited about these key development projects and their potential to deliver significant value to Stellar and its shareholders.”

About Stellar Diamonds plc

Stellar is a London (AIM: STEL) listed West African focused diamond mining and exploration company which is advancing the Droujba kimberlite pipe in Guinea and the Tongo kimberlite dyke project in Sierra Leone, which combined have a JORC Compliant, inferred diamond resource of 3.1 million carats. The Company is in dispute with the Ministry of Mines in Sierra Leone over the renewal of its two Kono exploration licences.

For further information please contact the following or visit the Company’s website at www.stellar-diamonds.com.

Stellar Diamonds plc

Karl Smithson,Chief ExecutiveTel: +44 (0) 20 7010 7686

Northland Capital Partners Limited

(Nominated Advisor and Broker)

Gavin Burnell, Edward Hutton Tel: +44 (0) 20 7796 8800

Daniel Stewart & Company plc

(Co-Broker)

Martin Lampshire, Antony Legge Tel: +44 (0) 20 7776 6550

Pelham Bell Pottinger

James MacFarlane, Joanna Boon Tel: +44 (0) 20 7861 3232

 

Chairman’s statement for the year ending 30 June 2012

Stellar has continued to advance its diamond development strategy with considerable success. At our Tongo and Droujba projects, in Sierra Leone and Guinea respectively, we announced maiden JORC compliant resources of 3.1million carats with an estimated contained value of over US$311 million.

At Tongo the high grade of 120 carats per hundred tonnes (“cpht”) and modelled average diamond values of $248 per carat are particularly encouraging as this equates to a value per tonne of kimberlite rock of almost US$300. Some 660,000 carats have been defined to 200m depth on the Dyke-1 kimberlite and our focus for the remainder of 2012 is to increase the resource to at least 1 million carats. We have provided regular updates on progress and the resource model is currently being recalculated to a depth of 300m on the basis of a successful deep drilling programme.

The JORC resource at Droujba was defined at 2.5 million carats at a grade of 70cpht and modelled average diamond value of $60 per carat. At least half of these carats can be extracted by open pit mining. The Company has focused on improving the confidence in the calculated diamond grades and values through a continuation of bulk sampling of the Droujba pipe with the objective of increasing the size of the diamond parcel to 2,000 carats. This has now been achieved with average diamond grades of approximately 100cpht being experienced. The potential of the Droujba project has been further enhanced by the exciting results we produced at the adjacent Katcha dyke where bulk sampling grades of over 160cpht were achieved. As at Tongo, we expect a revised Droujba resource statement to be released towards the end of 2012.

Earlier this year, Stellar suffered a setback on the Kono project when the Ministry of Mines informed the Company that our two licences there would be revoked. The Ministry asserted that the licences ought not to have been renewed in 2010 under the Mines and Minerals Act of 2009. We continue to engage with the Government of Sierra Leone to seek the reinstatement of the licences based on our well documented exploration activities and expenditure on the project, amounting to some $19 million to date. Our Tongo licence, south of Kono, was renewed by the Ministry of Mines in July 2012 for a period of three years.

In April 2012 the Company undertook a $3 million equity financing which provided Stellar with the necessary financial means to continue resource development at Tongo and Droujba. During this placing we welcomed a new significant shareholder to the Company in the form of Nassim Funds.

For the year ended 30 June 2012, the Group incurred an operating loss before interest, tax and impairments of $4.0m (2011: $6.25m). In addition to this, an impairment charge of $1.4m (2011: $8.6m) was recognised in the year. The operating loss is in line with the Board’s expectations given the Group’s stage of development. The impairment charge related to the closure of the Mandala mine due to a weak diamond market and the Company focusing its resources on the resource building at Droujba and Tongo. At the balance sheet date, the Group had net assets of $18.7 million, including cash and cash equivalents of $1.5 million, and no debt.

The diamond market showed weakness in the first half of 2012 as global economic uncertainty dominated financial markets. Bank lending to fund diamond buying slowed and a sluggish polished market combined to force rough prices to decline from year highs by as much as 20% to 30% in some categories. Whilst we are no doubt going to experience further volatility in the diamond market in the short term, there is still sector consensus that the diamond price outlook for the medium to long term remains robust. Stellar’s strategy therefore, remains to become a diamond producer from at least the Tongo and Droujba projects in the medium term when there is forecast to be a growing supply deficit.

I would like to take this opportunity to thank all shareholders and staff of Stellar for their unwavering support in challenging market and operational conditions. We continue to deliver on key milestones on time and within budget and as we progress Tongo and Droujba into the feasibility stage we hope that the value potential of the Company can be realised to the benefit of all stakeholders.

Lord Daresbury

Non-Executive Chairman

Stellar Diamonds plc
Consolidated statement of comprehensive income
For the year ended 30 June 2012
(Stated in U.S. dollars)
Notes Year ended30 June 2012 Year ended 30 June 2011
Revenue 2 370,099 1,518,002
Cost of sales (1,274,256) (4,067,699)
Gross loss (904,157) (2,549,697)
Impairment of property, plant and equipment 5 (1,367,495) (8,643,201)
Administrative expenses (3,124,975) (3,705,610)
(4,492,470) (12,348,811)
Finance costs (35,488)
Loss before tax (5,396,627) (14,933,996)
Income tax expense
Loss after tax attributable to equity holders of the parent 3 (5,396,627) (14,933,996)
Total comprehensive income for the year/ period attributable to equity holders of the parent (5,396,627) (14,933,996)
Weighted average number of shares 224,100,028 145,962,871
Basic and diluted loss per share 3 (0.02) (0.10)

 

 

Stellar Diamonds plc
Consolidated statement of financial position
As at 30 June 2012
(Stated in U.S. dollars)
Notes 30 June 2012 30 June 2011
Assets
Non-current assets
Intangible Assets 4 12,586,069 7,168,005
Property, plant and equipment 5 4,599,881 7,150,956
Total non-current assets 17,185,950 14,318,961
Current assets
Inventories 507,242
Trade and other receivables 501,861 194,487
Cash and cash equivalents 1,537,211 6,518,640
Total current assets 2,039,072 7,220,369
Total assets 19,225,022 21,539,330
Equity and liabilities
Capital and reserves
Share capital 18,220,394 17,161,566
Share premium 27,018,776 25,055,393
Reverse acquisition reserve 17,073,279 17,073,279
Warrant reserve 155,235
Share option reserve 4,177,000 4,177,000
Convertible loan reserve
Accumulated loss (47,744,789) (42,503,397)
Total equity 18,744,660 21,119,076
Non-current liabilities
Provision 104,369 104,369
Total non-current liabilities 104,369 104,369
Current liabilities
Trade and other payables 375,993 315,885
Total current liabilities 375,993 315,885
Total liabilities 480,362 420,254
Total equity and liabilities 19,225,022 21,539,330

Registered number: 5424214

 

 

Stellar Diamonds plc
Consolidated statement of changes in equity
For the year ended 30 June 2012
(Stated in U.S. dollars)
Share Share Warrant Share option Convertible Reverse acquisition
capital premium reserve reserve loan reserve reserve Accumulated loss Total equity
Balance at 30 June 2010 7,875,264 22,023,543 143,024 3,610,185 87,853 17,073,279 (27,712,425) 23,100,723
Total comprehensive income for the year (14,933,996) (14,933,996)
Repayment of convertible loan (87,853) (87,853)
Issue of placing shares 9,280,410 3,721,084 13,001,494
Share warrants issued (155,235) 155,235
Share issue costs (539,757) (539,757)
Warrants expired (143,024) 143,024
Other shares issued 5,892 5,758 11,650
Share options issued 566,815 566,815
Balance at 30 June 2011 17,161,566 25,055,393 155,235 4,177,000 17,073,279 (42,503,397) 21,119,076
Total comprehensive income for the year (5,396,627) (5,396,627)
Issue of placing shares 1,058,828 2,117,655 3,176,483
Share issue costs (154,272) (154,272)
Warrants expired (155,235) 155,235
Balance as at 30 June 2012 18,220,394 27,018,776 4,177,000 17,073,279 (47,744,789) 18,744,660

 

Stellar Diamonds plc
Consolidated statement of cash flows
For the year ended 30 June 2012
(Stated in U.S. dollars)
Year ended Year ended
30 June 2012 30 June 2011
Cash flows from operating activities:
Net loss for the year/period (5,396,627) (14,933,996)
Adjustments for:
Depreciation of property, plant and equipment 1,099,137 1,638,860
Impairment of property, plant and equipment 1,367,495 8,643,201
Share-based payment expense 566,815
Shares issued to directors and officers in lieu of fees 186,252 234,863
Interest income
Interest expense 35,488
Net foreign exchange loss/(gain) 49,751 (41,184)
Change in working capital items:
(Increase)/Decrease in receivables (307,374) 647,381
Decrease/(Increase) in stock 507,242 (149,743)
Increase in trade and other payables 60,108 87,381
Net cash used in operations (2,434,016) (3,270,934)
Cash flows from investing activities
Purchases of property, plant and equipment (707,047) (403,398)
Payments to acquire intangible assets (4,626,576) (2,196,141)
Net cash used in investing activities (5,333,623) (2,599,539)
Cash flows from financing activities
Repayment of convertible loans (485,062)
Proceeds from issue of share capital, net of costs 2,835,958 12,238,524
Interest paid (95,183)
Net cash generated by financing activities 2,835,958 11,658,279
Net (decrease)/increase in cash and cash equivalents (4,931,681) 5,787,806
Cash and cash equivalents, beginning of year 6,518,640 689,650
Effect of foreign exchange rate changes (49,748) 41,184
Cash and cash equivalents, end of year 1,537,211 6,518,640

 

Basis of presentation

Stellar Diamonds plc (the “Company” or on a consolidated basis the “Group”) is presenting audited financial statements as of and for the year ended 30 June 2012. The comparative period presented is audited financial statements as of and for the year ended 30 June 2011.

The financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRSs”) as published by the IASB. The financial statements have also been prepared in accordance with IFRSs as adopted by the European Union and in accordance with the Companies Act, 2006. The consolidated financial statements have been prepared on an historical cost basis, as adjusted for certain financial instruments carried at fair value.

1.1 Going concern

The group made a loss for the year of $5,396,627.

During the year the group undertook a successful share placing raising a cash amount of just over $3m in May 2012. At the end of the year the group had a positive cash balance of just over $1.5m.

Given the positive exploration and evaluation results being produced at both Tongo and Droujba and the stage of development of both projects, the directors believe that the Company will continue to have the ability to access sufficient levels of finance to meet essential administrative expenses and to continue the Group’s projects for the foreseeable future. On that basis, the directors continue to adopt the going concern basis in preparing these financial statements.

The going concern of the group is dependent on obtaining additional finance in order to meet its working capital needs for a period of not less than twelve months from the date of approval of the financial statements and to continue to fund development of exploration projects. This indicates the existence of a material uncertainty which may cast significant doubt on the ability of the company and the group to continue as a going concern.

The directors intend to undertake another share placing in 2012 to raise additional funding. On this basis, the directors are satisfied that it is appropriate to prepare the financial statements of the group on a going concern basis. The financial statements do not include any adjustment to the carrying amount or classification of assets and liabilities that would occur if the company was unable to continue as a going concern.

2. Segments

The Company is engaged in the acquisition, exploration, development and production of diamond properties in the West African countries of Sierra Leone and Guinea. Information presented to the Chief Executive Officer for the purposes of resource allocation and assessment of segment performance is focused on the individual projects in geographical locations. The reportable segments under IFRS 8 are therefore as follows:

· Mandala (Guinea);

· Bomboko (Guinea);

· Kono (Sierra Leone);

· Tongo (Sierra Leone);

· Droujba (Guinea)

· Other exploration

· Corporate activities in the United Kingdom;

Following is an analysis of the Group’s revenue, results, assets and liabilities by reportable segment for the year ended 30 June 2012:

Mandala Bomboko Kono Tongo Droujba Otherexploration Corporate Total
$ $ $ $ $ $ $ $
Revenue – sale of diamonds 370,099 370,099
Segment result (3,688,332) (36,264) (928) (21,621) (725) (1,648,757) (5,396,627)
Finance costs
Loss before tax (5,396,627)
Income tax expense
Loss after tax (5,396,627)
Segment assets 2,441,783 1,288,062 4,393,317 3,679,967 4,819,507 203,887 2,398,499 19,225,022
Segment liabilities (91,289) (30,000) (4,000) (307) (3,959) (350,807) (480,362)
Share based payment expense
Carrying value of intangible assets 4,372,575 3,352,987 4,254,779 191,119 414,609 12,586,069
Net book value of property, plant and equipment 2,399,897 11,739 311,381 1,865,845 10,847 172 4,599,881
Capital additions– property, plant and equipment– intangible assets 27,809- 1,795453,526 71,7141,968,949 605,7292,995,589 707,0475,418,064
Depreciation of property, plant and equipment 1,098,951 5,031 133,449 653,008 186 1,890,625
Impairment of property, plant and equipment 1,367,495 1,367,495

During the year ended 30 June 2012 sales made to four customers accounted for 98% of total revenues (year ended 30 June 2011: 99% to three customers).

Following is an analysis of the Group’s revenue and results by reportable segment for the year ended 30 June 2011:

Mandala Bomboko Kono Tongo Droujba Otherexploration Corporate Total
$ $ $ $ $ $ $ $
Revenue – sale of diamonds 1,265,808 252,194 1,518,002
Segment result (8,030,976) (4,711,580) (4,684) 1,313 (284) (2,152,297) (14,898,508)
Finance costs (35,488)
Loss before tax (14,933,996)
Income tax expense
Loss after tax (14,933,996)
Segment assets 5,352,041 1,874,686 3,984,679 1,808,565 1,338,201 203,887 6,977,271 21,539,330
Segment liabilities (74,369) (30,000) (315,885) (420,254)
Share based payment expense (566,815) (566,815)
Net book value of intangible assets 3,919,049 1,384,038 1,259,190 191,119 414,609 7,168,005
Net book value of property, plant and equipment 4,838,526 1,834,534 14,975 373,116 78,593 10,846 366 7,150,956
Capital additions– property, plant and equipment– intangible assets 25,108- 40,168- 14,975446,630 244,554667,861 78,5931,109,970 403,3982,224,461
Depreciation of property, plant and equipment 599,171 1,037,517 28,320 2,172 1,667,180
Impairment of property, plant and equipment 5,255,868 3,387,333 8,643,201

3. Loss per share

30 June2012 30 June2011
$ $
Loss after tax attributable to equity holders of the parent (5,396,627) (14,933,996)
Weighted average number of ordinary shares for the purposes of basic and diluted loss per share 224,100,028 145,962,871
Basic and diluted loss per share (0.02) (0.10)

Basic and diluted loss per share are the same as the effect of the outstanding share options and warrants is anti-dilutive and is therefore excluded. Outstanding warrants and share options are detailed in notes 6 and 7.

4. Intangible assets

30 June2012 30 June2011
$ $
Exploration and evaluation expenditure:
Cost
Opening balance 22,091,255 19,866,794
Additions 5,418,064 2,224,461
Closing balance 27,509,319 22,091,255
Impairment
Opening balance 14,923,250 14,923,250
Charge for the year
Closing balance 14,923,250 14,923,250
Carrying value 12,586,069 7,168,005

At 30 June 2012, the Group did not have any contractual commitments for the acquisition of intangible assets.

The realisation of intangible assets of $12,586,069 is dependent on the discovery and successful development of economic mineral reserves including the group’s ability to raise sufficient finance to develop the projects and other factors.

In the current year a dispute has emerged in relation to the two exploration licenses held for the Kono site. The group received a letter from the Ministry of Mines of Sierra Leone (“The Ministry”) which asserts that the Ministry ought not to have granted the renewals of the Company’s licences in 2010 under the Mines and Minerals Act of 2009 and that as a result the Company no longer has mineral rights over the licences. The Company disputes the assertions and is seeking clarification of the position with the Ministry. The Company has not received any similar correspondence on the Tongo exploration licence which was also renewed in November 2011 on the same basis as the Kono licence, and which was renewed under the Mines and Minerals Act 2009 in July 2012.

5. Property, plant and equipment

Mining assets Machinery and equipment Total
$ $ $
Cost
At 1 July 2010 14,816,878 4,845,256 19,662,134
Additions 403,396 403,396
At 30 June 2011 14,816,878 5,248,652 20,065,530
Additions 707,047 707,047
Transfer to machinery and equipment (3,737,573) 3,737,573
At 30 June 2012 11,079,305 9,693,272 20,772,577
Depreciation
At 1 July 2010 1,502,786 1,101,409 2,604,195
Charge for the year 535,424 1,131,756 1,667,180
Impairment 8,643,201 8,643,201
At 30 June 2011 10,681,411 2,233,165 12,914,576
Charge for the year 1,890,625 1,890,625
Impairment 1,367,495 1,367,495
Transfer to machinery and equipment (969,601) 969,601
At 30 June 2012 11,079,305 5,093,391 16,172,696
Carrying value
At 30 June 2012 4,599,881 4,599,881
At 30 June 2011 4,135,467 3,015,489 7,150,956

In accordance with the accounting policy stated in note 2.5, the Group tests property, plant and equipment for impairment when an indication of impairment exists. The recoverable amount of cash generating units is determined based on value-in-use calculations, which require the use of estimates. Cash flows were estimated over a period of 10 years. The estimated cash flows from the exploration projects produced net present values well in excess of their carrying values and are based on the following assumptions:

· economically recoverable reserves and resources are based on management’s expectations based on availability of reserves at mine sites and technical studies undertaken internally and by a Competent Person, where available;

· diamond prices for the remainder of 2012 are based on the average realised prices from January to June 2012 and an annual increase of 5% thereafter;

· discount rate of 8%;

· inflation rate of 5%;and

· the remaining useful life.

Mining Assets being previously capitalised exploration costs at Bomboko and Mandala were impaired during the previous year, resulting in an impairment charge in 2010 of $8,643,201 being charged to the statement of comprehensive income.

An additional impairment charge of $1,367,495 was charged to the statement of comprehensive income in relation to previously capitalised exploration costs at Mandala, following a review of commercially minable reserves at 30 June 2012.

The Group did not have any further contractually committed costs for the acquisition of property, plant and equipment at 30 June 2012.

The realisation of tangible assets of $4,599,881 is dependent on the discovery and successful development of economic mineral reserves including the group’s ability to raise sufficient finance to develop the projects and other factors, as discussed in note 2.13.

6. Annual Report and Financial Statements

The Company’s audited Financial Statements for the year ended 30 June 2012 will be posted to shareholders on 29October 2012 and will be available from the same time for download on the Company’s website at www.stellar-diamonds.com.

7. Dividends

No dividends have been paid nor are proposed for the period (2011: nil).

8. Annual General Meeting

The Annual General Meeting will be held on 21 November 2012 at 12 noon at the offices of Northland Capital Partners Limited, 60 Gresham Street, London, EC2V 7BB. The Notice and Form of proxy will be posted to shareholders on 29 October 2012 and be available for download on the Company’s website at www.stellar-diamonds.com.