Each one in plain English, with the numbers worked through for a shareholder.
4 Dec 2012regulatory community update▼ Bad
A 28 November train derailment near Boggabri closes the rail line carrying Narrabri coal to Newcastle, with repairs not expected within 12-15 days. Whitehaven is considering temporary trucking, which it lacks approval for, and other mitigation. Open cuts are unaffected.
UBS conference presentation repeating known facts: FY2012 results, the Aston, Boardwalk and Coalworks deals, the $370m J-Power Maules Creek sale and planned growth to 26Mt by FY2017. Notes the Vickery assessment is to be lodged in November.
Whitehaven scales back its Business Development Unit and Brisbane office as part of cost reduction, making about ten roles redundant, including EGM Business Development Peter Kane. Focus shifts to existing mines, Maules Creek and Vickery.
Whitehaven accepts an underwritten A$1.2 billion four-year senior secured bank facility from ANZ, replacing existing facilities and funding corporate needs and capex including Maules Creek. Still subject to documentation. Advances the refinancing flagged in the quarterly report.
All six AGM resolutions passed on a poll, but with sizeable protest votes: 22.8% to 25% against, including 24.8% against the remuneration report and about 24% against Vaile's re-election. Consistent with the Tinkler campaign (inference).
AGM address and presentation repeating known points: production of about 5Mtpa expected to exceed 20Mtpa by 2015, Narrabri ramping up, Maules Creek NSW approval received with federal approval awaited, and Sunnyside placed on care and maintenance. No new substance.
Board urges shareholders to vote for the five directors up for re-election at the 1 November AGM. It says largest shareholder Tinkler Group threatened to vote against them unless information was provided, which the board says the quarterly report already contained.
26 Oct 2012director officer appointment● NeutralMajor
Chairman Vaile says succession planning for Managing Director Tony Haggarty is at an early stage, responding to press speculation. Haggarty has set no departure date and is expected to stay involved. Board will update shareholders.
September quarter ROM output was 1.908Mt (up 42%) and saleable 1.634Mt (up 21%), with Narrabri producing 512kt. Maules Creek first coal is expected in early 2014 pending federal approval. Refinancing is due by year end; coal price outlook is called uncertain.
Whitehaven suspends mining indefinitely at Sunnyside (100% owned), citing falling global coal prices; 14 staff and 23 contractors affected. About 0.4Mtpa of lost output is to be offset by lifting Werris Creek from 2.0 to 2.5Mtpa. Restart is intended if prices recover.
The NSW Planning Assessment Commission approves Maules Creek, subject to strict conditions, ending a delay since August 2010. Federal approval is still needed. Operating cost is estimated at $62.50 a tonne FOB, with mining expected from mid-2013.
Published 2012 Annual Report, repeating the previously released FY2012 results and the chairman's letter. The merger and acquisitions are described as a transformative year, with no new substance.
25 Sept 2012security holder rights change● Neutral
Coalworks will distribute its Orpheus Energy shares in two tranches, 0.2399 per Coalworks share on about 27 September and 0.0672 after escrow ends in August 2013. Total is 0.3071 per share, as unfranked dividends. Completes the distribution promised during the bid.
Annual financial report for the year to 30 June 2012. The chairman expects production of about 5Mtpa to grow to over 20Mtpa by 2015 if approvals arrive. The NSW planning department has recommended Maules Creek for approval.
Media release of the FY2012 result: underlying profit $57.8m (down from $73.3m), net profit $62.5m, 3 cent final dividend. Costs were hit by wet weather, and a cost review is under way. Narrabri longwall output is at a weekly rate equal to 4.0Mtpa.
Total coal resources roughly double to 3,706.7Mt from 1,813.6Mt, and marketable reserves rise to 776.58Mt from 451.0Mt. The increase comes mainly from adding assets from the Aston, Boardwalk and Coalworks deals. Narrabri resources fall 72.6Mt to 782Mt.
FY2012 underlying profit was $57.8m, down from $73.3m, and net profit $62.5m after one-off items. Revenue was $618.1m. A 3 cent final dividend is declared. Cash is $513.6m. Maules Creek approval is still pending, expected in the September quarter.
The Tinkler Group says no formal binding $5.20 per share proposal will follow, so due diligence ends and the data room closes. This ends the privatisation bid raised on 13 July. The board says it remains focused on developing its assets.
Presentation of the FY2012 result repeating known figures: net profit $62.5m, underlying $57.8m, cost of sales up to $69.93 a tonne. Notes Werris Creek approval for about 20 years at up to 2.5Mtpa and the Tinkler bid ending.
Compulsory acquisition completes and Whitehaven now holds 100% of Coalworks, which holds Vickery South and a stake in Ferndale. Former holders will be sent claim forms for payment. Delisting from the ASX is to follow.
Whitehaven offers to buy out the 2,166,000 remaining Coalworks options at 10 cents each, as required after its takeover. An independent expert values them at 7.6 to 10.5 cents and finds the price fair.
Update on the Tinkler Group's $5.20 per share privatisation proposal: due diligence began 23 July after a confidentiality agreement and runs to 23 August. No new developments to report.
Whitehaven creates seven Executive General Manager roles reporting to MD Tony Haggarty, filled by existing managers, including Allan Davies (operations), Peter Kane (business development) and Brian Cole (projects delivery). The company says it needs this for its larger business; staff are over 600.
Steve Bow is appointed General Manager of the Narrabri mine, replacing Greig Duncan, who had said he planned to resign. Bow will oversee commissioning of the longwall, which first cut coal on 12 June, through to full production.
Whitehaven's takeover of Coalworks closed with 95.52% held, so it issues compulsory acquisition notices to remaining holders at $1.00 per share. Coalworks will then be delisted from the ASX. Completes the path begun by the 4 July >90% result.
June quarter saleable output was 1.390Mt, down 6% on a year earlier, with sales down 24% after legacy contracts ended. Cash was $486m. Maules Creek approval is still pending; first coal is expected in early 2014, capex rising about 6% to $766m.
Tinkler Group makes a non-binding $5.20 cash per share proposal to take Whitehaven private, with 48.3% of shares to roll over. Financing is only conditionally supported by lenders. The independent board committee grants four weeks of due diligence, with no solicitation of rival bids.
Whitehaven reaches a relevant interest of over 90% in Coalworks and will close the offer on 4 July without extension. It intends to compulsorily acquire the remaining shares and delist Coalworks from the ASX.