Each one in plain English, with the numbers worked through for a shareholder.
21 Dec 2015material agreement● NeutralMajor
AFR signed a binding Share Sale Agreement to sell Mmamantswe to TM Consulting for US$20M, paid on completion. It resolves the run of extensions but is conditional: RFP within 12 months, financial close within 18 months, and Botswana and South African approvals.
Deadline for the Mmamantswe sale conditions to TM Consulting is extended again, to 18 December 2015, under the revised terms of 16 November. Sale still not signed.
AGM presentation restating the three-project portfolio and cash of about A$8M. It notes a share buy-back announced for November 2015, subject to approval at the meeting. The US$20M Mmamantswe sale is described as paid on winning the tender and financial close.
Mmamantswe sale terms are revised. The US$20M is now paid only at financial close, with a US$20M bank guarantee due within 15 days of preferred-bidder status. This replaces the earlier US$10m on shortlisting. Deadline is now 30 November.
September quarter: Norconsult and STEAG studies found Sese can connect by an 80km, 400kV line and run 150-450MW. Cash was A$7.94M. Mmamantswe sale paperwork is due by 13 November. Mmamabula West development work has begun.
2015 Annual Report. The MD's letter says AFR is well funded and debt free, with First Quantum funding Sese and the US$20M Mmamantswe sale still conditional on a South African tender win. Mostly repeats known facts.
The deadline for the Mmamantswe sale conditions to TM Consulting, including signing the Share Sale Agreement, is pushed again, from 30 September to 13 November 2015. The sale is still not finalised.
Statutory financial report for the year to 30 June 2015, with the directors' report and audit documents. Financial figures are not visible in the text provided; the directors and the 8.7Bt coal inventory match what was already known.
In reply to an ASX query, AFR names the Mmamantswe buyer as TM Consulting, a South African consultancy. Terms are unchanged: US$10m on bid shortlisting, US$10m at financial close, against a carrying value of about US$3.3M. Conditions are still due by 30 September.
September 2015 Africa DownUnder deck restating the three Botswana power projects: Sese JV (AFR 49%, FQM earning 75%), the conditional US$20M Mmamantswe sale, and Mmamabula West's 2.47Bt. Repeats known facts.
Conditions for the Mmamantswe sale term sheet, announced 6 July, must now be completed by 30 September 2015. The sale is still unfinished, with the deadline pushed back.
June quarter: Mmamantswe sale term sheet (US$20m, conditional) reported, with due diligence and a sale agreement still to complete. FQM has spent about US$0.5m so far at Sese and must invest A$11.5m by 15 July 2016 for 75%. Overhead savings of about A$1m a year.
July 2015 investor deck restating the Sese joint venture, the conditional US$20m Mmamantswe sale and Mmamabula West's 2.47Bt. Notes the Sese earn-in is $12m for 75%. Repeats known facts.
6 July 2015asset acquisition disposition▲ GoodMajor
AFR signed a binding term sheet to sell the 100%-owned Mmamantswe coal and power project to a South African developer. AFR gets US$10m if the developer's bid is shortlisted and US$10m more at financial close. Conditions include 30-day due diligence.
Energy Ventures Ltd, a different company, update: it plans to distribute a subsidiary holding the Aurora uranium project and about 4.5m African Energy shares to its own shareholders. Not an African Energy announcement; no direct effect on AFR is stated.
Directors' pay cut from 1 April 2015: managing director 20% to A$320,000, executive director 20% to A$160,000, chairman 15% to A$85,000, non-executives 10% to A$45,000. Company expects to save about A$950,000 a year, largely as Botswana costs move to the joint venture manager.
March quarter: Sese deal finalised in January with AFR at 49%. A two-year extension of the Mmamabula West licence triggered a final US$1.5m payment to Asenjo. A Mmamantswe partner decision is expected next quarter. Mostly repeats known facts.
Interim accounts for the six months to 31 December 2014, reviewed by BDO. The directors' report repeats the Sese deal with First Quantum, A$7.55m of raisings and full repayment of the US$5m Macquarie loan. Financial figures are not visible in the text provided.
Eastern states roadshow deck on Botswana power development, restating the Sese joint venture terms, the Mmamantswe partner search and Mmamabula West export prospects. Says AFR is funded through to power station cash flow. Repeats known facts.
December quarter: the Sese deal completed, with AFR now holding 49% and A$8m returned to repay loans. The US$5m Macquarie loan is fully repaid, leaving AFR debt free with about A$10m working capital. Raisings totalled A$7.55m. Confirms the debt-free outcome flagged earlier.
All conditions are met and First Quantum now buys 51% of the Sese holding company for $8m and becomes project manager. It must invest a further $12m within 18 months for 75%. AFR expects about $10m working capital, no debt, and a 25% carried interest.
John Dean, a First Quantum employee since 2011, joins the board as non-executive director. He will lead the team developing power projects at Sese under the new joint venture, giving FQM a board voice as previously agreed.
African Energy and First Quantum signed the binding Sese shareholders agreement after due diligence. FQM buys 51% for $8m (repaying loans), then 75% with $12m more within 18 months. Remaining conditions are administrative, due by 31 January 2015. AFR keeps a loan-carried 25%.
Botswana's minister extended the Sese and Sese West prospecting licences for two years to 31 December 2016. They cover about 516km2 and contain 5 billion tonnes of thermal coal. Secures the tenure underpinning the First Quantum joint venture.
The deadline to satisfy conditions in the First Quantum Sese deal is extended a further two weeks to 15 December 2014, to finalise the shareholders agreement and complete due diligence. The deal is still unfinished after a second extension.
AGM presentation restating the First Quantum Sese deal (A$20m for 75%, AFR's 25% loan carried), completed raisings repaying all debt, and about $3.5m cash. Lists 614.9m shares and Sentient at 20.1%. Largely repeats known facts.
24 Nov 2014capital raising announcement▲ GoodMajor
The 1-for-8 rights issue closed 19 November with holders applying for 65.8m of 68.3m shares. Sentient's underwriting takes the 2.5m shortfall shares, so the issue is fully subscribed at 5.5 cents, about A$3.76m. Completes the raising.