SouthGobi Announces Second Quarter 2022 Financial and Operating Results
SouthGobi Announces Second Quarter 2022 Financial and
Operating Results
HONG KONG, CHINA / ACCESSWIRE / August 12, 2022 / SouthGobi Resources Ltd.
(Toronto Stock Exchange ("TSX"): SGQ, Hong Kong Stock Exchange ("HKEX"): 1878)
(the "Company" or "SouthGobi") today announces its financial and operating results for the three
and six months ended June 30, 2022. All figures are in U.S. dollars ("USD") unless otherwise
stated.
Significant Events and Highlights
The Company's significant events and highlights for the three months ended June 30, 2022 and
the subsequent period to August 12, 2022 are as follows:
• Operating Results - In response to the increase in the number of the Coronavirus Disease
2019 ("COVID-19") cases in Ejinaqi, a region in China's Inner Mongolia Autonomous
Region where the custom and border crossing are located, reported in late October 2021,
the local government authorities imposed stringent preventive measures throughout the
region, including the temporary closure of the Ceke Port of Entry located at the border of
Mongolia and China. Accordingly, the Company's coal exports into China were
suspended from November 2021 to May 2022. On May 25, 2022, the Ceke Port of Entry
re-opened for coal export on a trial basis. As a result, the Company recorded 0.1 million
tonnes of sales in the second quarter of 2022.
Since May 25, 2022, the number of trucks permitted to cross the Chinese-Mongolian
border, as well as the volume of coal exports have increased. As a result, the Company
has gradually resumed mining operations beginning on July 15, 2022. The Company's
major mining operations, including coal mining, have resumed and the Company expects
to increase the volume of coal production in a gradual manner, while coal processing
shall remain suspended for the time being. The Company will revisit the possibility of
resuming coal processing at a later date.
The Company experienced an increase in the average selling price of coal from $47.9 per
tonne in the second quarter of 2021 to $66.6 per tonne in the second quarter of 2022, due
to improved market conditions in China.
• Financial Results - The Company recorded a $2.7 million profit from operations in the
second quarter of 2022 compared to a $1.0 million loss from operations in the second
quarter of 2021. The financial results for the second quarter of 2022 were impacted by the
foreign exchange gain of $1.4 million, a write off of other payables of $1.6 million and
by the decreased sales resulting from the temporary closure of the Ceke Port of Entry
experienced by the Company during the second quarter.
• China Investment Corporation ("CIC") convertible debenture ("Convertible
Debenture") - On May 13, 2022, the Company and CIC entered into an agreement (the
"2022 May Deferral Agreement"), pursuant to which CIC agreed to grant the Company a
deferral of (i) semi-annual cash interest payments of $7.9 million payable to CIC on May
19, 2022 (the "Deferred Amounts"); and (ii) the management fee which payable to CIC
on February 14, 2022 and August 14, 2021 (the "Deferred Management Fee") under the
Amended and Restated Cooperation Agreement (collectively, the "2022 Deferral
Amounts") under the Convertible Debenture.
The principal terms of the 2022 May Deferral Agreement are as follows:
• Payment of the 2022 Deferral Amounts will be deferred until August 31, 2023.
• As consideration for the deferral of the Deferred Amounts, the Company agreed to pay
CIC a deferral fee equal to 6.4% per annum on the Deferred Amounts payable under the
Convertible Debenture, commencing on May 19, 2022.
• As consideration for the deferral of the Deferred Management Fee, the Company agreed
to pay CIC a deferral fee equal to 2.5% per annum on the outstanding balance of the
Deferred Management Fee payable under the Amended and Restated Cooperation
Agreement, commencing on the date on which each such 2022 May Deferred
Management Fee would otherwise have been due and payable under the Amended and
Restated Cooperation Agreement.
• The Company agreed to provide CIC with monthly updates regarding its operational and
financial affairs.
• If at any time before the 2022 Deferral Amounts and related deferral fee are fully repaid,
the Company proposes to appoint, replace or terminate one or more of its chief executive
officer, its chief financial officer or any other senior executive(s) in charge of its principal
business function or its principal subsidiary, the Company will first consult with, and
obtain written consent (such consent shall not be unreasonably withheld) from CIC prior
to effecting such appointment, replacement or termination.
• The Company and CIC agreed that nothing in the 2022 May Deferral Agreement
prejudices CIC's rights to pursue any of its remedies at any time pursuant to the prior
deferral agreements.
• Application for New Listing on the TSX Venture Exchange (the "TSX-V") and
Primary Listing on the Hong Kong Stock Exchange - On April 20, 2022, the Company
announced that it would be making an application (the "Listing Application") to the TSX-
V to list its common shares on the TSX-V. In conjunction with the foregoing, the
Company would also apply for voluntary delisting of its common shares from the TSX
(the "Delisting"), subject to the Company receiving approval from the TSX-V of the
Listing Application. Pursuant to the Rules Governing the Listing of Securities on the
Hong Kong Stock Exchange (the "Listing Rules"), the Company announced it intends to
submit a written notification to the HKEX stating, among other things, that it will be able
to fully comply with the applicable Listing Rules in connection with the approval of the
Listing Application and the Listing Application becoming effective, and such that its
current secondary listing on the HKEX will be converted to a primary listing.
On July 28, 2022, the Company received an acknowledgment from the HKEX in respect of the
Delisting issued pursuant to paragraph 3.34 of the HKEX's Guidance Letter (HKEX-GL-112-
22), which informed the Company that, upon the effective date of the Delisting, the Hong Kong
Stock Exchange will regard the Company as having a primary (rather than secondary) listing
status on the HKEX pursuant to Rule 19C.13A of the HKEX Listing Rules and the dis-
application of the stock marker "S" from the Company's trading symbol on the HKEX will take
effect. While it was disclosed in the Company's management proxy circular dated June 29, 2022
that the anticipated effective date of the Delisting would be July 29, 2022, the Company wishes
to update its shareholders and investors that, subject to obtaining the said approvals from the
TSX and TSX-V, the Company is targeting to complete the Delisting prior to mid-September
2022.
• Sale by CIC of its Interests in the Company- On May 27, 2022, the Company announced
that as disclosed in the press release issued by CIC on May 26, 2022 (the "CIC Press
Release"), CIC has entered into an agreement to sell (the "CIC Sale Transaction") all of
its interests in the Company, including its 64,766,591 common shares of the Company
and the Convertible Debenture, to JD Zhixing Fund L.P. (the "Buyer"). The Company
has been advised that the Buyer is an exempted limited partnership formed under the laws
of Cayman Islands. The Buyer's general partner is JD Dingxing Limited, a corporation
formed under the laws of the Cayman Islands. The Buyer's limited partner is Inner
Mongolia Tianyu Trading Limited, a corporation formed under the laws of Hong Kong.
As disclosed in the CIC Press Release, completion of the CIC Sale Transaction is subject
to the satisfaction of certain conditions precedent.
In connection with the CIC Sale Transaction, CIC has agreed to assign (the "Assignment") to the
Buyer all of CIC's rights in and obligations under: (i) the Convertible Debenture and related
security documents; (ii) the Amended and Restated Cooperation Agreement and related
documents; (iii) the deferral agreements between CIC, the Company and certain of its
subsidiaries in connection with the deferral of interest payments and other outstanding fees under
the Convertible Debenture and the Amended and Restated Cooperation Agreement (the "Deferral
Agreements"); and (iv) the Securityholders Agreement.
Subject to completion of the CIC Sale Transaction and related Assignment, the Buyer has agreed
to reduce the service fee payable by the Company under the Amended and Restated Cooperation
Agreement from 2.5% to 1.5% of all net revenues realized by the Company and all of its
subsidiaries derived from sales into China.
Upon the completion of the CIC Sale Transaction and related Assignment:
• while the Convertible Debenture is outstanding, or while the Buyer has a minimum 15%
direct or indirect stake in the Company, the Buyer will have the right to nominate one
director to the board of directors (the "Board") pursuant to the board nomination rights
contained in the Securityholders Agreement;
• the buyer also will have the right to nominate two additional directors to the Board if it
and its affiliates have a minimum 20% direct or indirect stake in Company, or one
additional director to the Board if it and its affiliate have a minimum 10% direct or
indirect stake in Company, pursuant to the board nomination rights contained in the
Deferral Agreements; and
• while the Convertible Debenture is outstanding, or while the buyer has a minimum 15%
direct or indirect stake in Company, the buyer will have certain pre-emption rights on a
pro-rata basis to subscribe for any new shares to be allotted and issued by Company. The
pre-emption rights do not apply to new shares issued pursuant to pro-rata public equity
offerings made to all shareholders, exercise of stock options and shares issued to achieve
a 25% public float.
• Going Concern - Several adverse conditions and material uncertainties relating to the
Company cast significant doubt upon the going concern assumption which includes the
deficiencies in assets and working capital.
Refer to section "Liquidity and Capital Resources" of this press release for details.
OVERVIEW OF OPERATIONAL DATA AND FINANCIAL RESULTS
Summary of Operational Data
1. A Non-International Financial Reporting Standards ("non-IFRS") financial measure.
Refer to "Non-IFRS Financial Measures" section. Cash costs of product sold exclude
idled mine asset cash costs.
2. Per 200,000 man hours and calculated based on a rolling 12 month average.
Overview of Operational Data
For the three months ended June 30, 2022
The Company experienced an increase in the average selling price of coal from $47.9 per tonne
in the second quarter of 2021 to $66.6 per tonne in the second quarter of 2022, as a result of
improved market conditions in China. The product mix for the second quarter of 2022 consisted
of approximately 52% premium semi-soft coking coal, 40% standard semi-soft coking
coal/premium thermal coal and 8% of washed coal compared to approximately 72% premium
semi-soft coking coal, 27% standard semi-soft coking coal/premium thermal coal and 1%
washed coal in the second quarter of 2021.
In response to the increase in the number of COVID-19 cases in Ejinaqi, a region in China's
Inner Mongolia Autonomous Region where the custom and border crossing are located, reported
in late October 2021, the local government authorities imposed stringent preventive measures
throughout the region, including the temporary closure of the Ceke Port of Entry located at the
border of Mongolia and China. Accordingly, the Company's coal exports into China were
suspended from November 2021 to May 2022. On May 25, 2022, the Ceke Port of Entry re-
opened for coal export on a trial basis. As a result, the Company recorded 0.1 million tonnes of
sales in the second quarter of 2022.
Since May 25, 2022, the number of trucks permitted to cross the Chinese-Mongolian border, as
well as the volume of coal exports, have increased. As a result, the Company has gradually
resumed mining operations beginning on July 15, 2022. The Company's major mining
operations, including coal mining, have resumed and the Company expects to increase the
volume of coal production in a gradual manner, while coal processing shall remain suspended for
the time being. The Company will revisit the possibility of resuming coal processing at a later
date.
The Company's unit cost of sales of product sold increased from $41.4 per tonne in the second
quarter of 2021 to $56.3 per tonne in the second quarter of 2022. The increase was mainly driven
by the diseconomies of scale due to decreased sales as well as the increase in the effective
royalty rate.
For the six months ended June 30, 2022
The Company sold 0.1 million tonnes for the first six months of 2022 as compared to 0.8 million
tonnes for the first six months of 2021. The average selling price increased from $44.1 per tonne
for the first six months of 2021 to $66.6 per tonne for the first six months of 2022, due to
improved market conditions in China.
The Company's production in the first six months of 2021 was higher than the first six months of
2022 as a result of the temporary suspension of the Company's major mining operations
(including coal mining) which took effect from November 2021 to July 2022 for the purpose of
mitigating the financial impact of the border closures on the Company and preserving the
Company's working capital.
The Company's unit cost of sales of product sold increased from $30.5 per tonne for the first six
months of 2021 to $67.5 per tonne in the first six months of 2022. The increase was mainly
driven by the diseconomies of scale due to decreased sales as well as the increase in the effective
royalty rate.
1. Revenue and cost of sales related to the Company's Ovoot Tolgoi Mine within the Coal
Division operating segment. Refer to note 3 of the condensed consolidated interim
financial statements for further analysis regarding the Company's reportable operating
segments.
2. A non-IFRS financial measure, idled mine asset costs represents the depreciation expense
relates to the Company's idled plant and equipment.
Overview of Financial Results
For the three months ended June 30, 2022
The Company recorded a $2.7 million profit from operations in the second quarter of 2022
compared to a $1.0 million loss from operations in the second quarter of 2021. The financial
results for the second quarter of 2022 were impacted by the foreign exchange gain of $1.4
million, a write off of other payables of $1.6 million and by the decreased sales resulting from
the temporary closure of the Ceke Port of Entry experienced by the Company during the second
quarter.
Revenue was $5.8 million in the second quarter of 2022 compared to $5.2 million in the second
quarter of 2021. The Company's effective royalty rate for the second quarter of 2022, based on
the Company's average realized selling price of $66.6 per tonne, was 26.4% or $17.6 per tonne,
compared to 21.9% or $10.5 per tonne in the second quarter of 2021 (based on the average
realized selling price of $47.9 per tonne).
Cost of sales was $5.1 million in the second quarter of 2022 compared to $4.6 million in the
second quarter of 2021. The increase in cost of sales was mainly due to the increase in royalties
during the quarter. Cost of sales consists of operating expenses, share-based compensation
expense, equipment depreciation, depletion of mineral properties, royalties and idled mine asset
costs. Operating expenses in cost of sales reflect the total cash costs of product sold (a Non-IFRS
financial measure, refer to "Non-IFRS Financial Measures" section) during the quarter.
Operating expenses in cost of sales were $3.1 million in the second quarter of 2022 compared to
$2.3 million in the second quarter of 2021. Cost of sales related to idled mine assets in the
second quarter of 2022 included $0.2 million related to depreciation expenses for idled
equipment (second quarter of 2021: $0.9 million).
Other operating income was $3.8 million in the second quarter of 2022 (second quarter of 2021:
$0.1 million of other operating expenses). Foreign exchange gain of $1.4 million and write off of
other payables of $1.6 million were recorded in the second quarter of 2022. (second quarter of
2021: the Company incurred a foreign exchange loss of $0.2 million).
Administration expenses were $1.8 million in the second quarter of 2022 compared to $1.5
million in the second quarter of 2021, the increase in the balance was mainly due to the increase
in legal and professional fees for the second quarter of 2022.
The Company continued to minimize evaluation and exploration expenditures in the second
quarter of 2022 in order to preserve the Company's financial resources. Evaluation and
exploration activities and expenditures in the second quarter of 2022 were limited to ensuring
that the Company met the Mongolian Minerals Law requirements in respect of its mining
licenses.
Finance costs were $10.2 million and $8.9 million in the second quarter of 2022 and 2021
respectively, which primarily consisted of interest expense on the $250.0 million Convertible
Debenture.
For the six months ended June 30, 2022
The Company recorded a $2.5 million profit from operations in the first six months of 2022
compared to a $6.5 million in the first six months of 2021. The financial results were impacted
by (i) the higher selling price achieved by the Company; and (ii) decreased sales volume
resulting from the temporary closure of the Ceke Port of Entry experienced by the Company
during the first six months of 2022.
Revenue was $5.8 million in the first six months of 2022 compared to $33.3 million in the first
six months of 2021. The Company's effective royalty rate for the first six months of 2022, based
on the Company's average realized selling price of $66.6 per tonne, was 26.4% or $17.6 per
tonne, compared to 16.0% or $7.1 per tonne in the first six months of 2021 (based on the average
realized selling price of $44.1 per tonne).
Cost of sales were $6.1 million in the first six months of 2022 compared to $22.9 million in the
first six months of 2021, as follows:
Operating expenses in cost of sales were $3.6 million in the first six months of 2022 compared to
$14.6 million in the first six months of 2021. The overall decrease in cost of sales was primarily
due to the reduced sales.
Cost of sales related to idled mine assets in the first six months of 2022 included $0.7 million
related to depreciation expenses for idled equipment (first six months of 2021: $1.4 million).
Other operating income was $5.8 million in the first six months of 2022 (first six months of
2021: $0.4 million of other operating expenses). Foreign exchange gain of $1.9 million and write
off of other payables of $2.8 million were recorded in the first six months of 2022. (first six
months of 2021: foreign exchange loss of $0.2 million).