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Distribution of Integrated Annual Report, Change Statement and Notice of Annual General Meeting
Copper 360 Limited
(Incorporated in the Republic of South Africa)
Registration number 2021/609755/06
JSE share code: CPR
ISIN: ZAE000318531
("Copper 360" or the "Company")
DISTRIBUTION OF INTEGRATED ANNUAL REPORT, CHANGE STATEMENT AND NOTICE OF
ANNUAL GENERAL MEETING ("AGM")
Distribution of Integrated annual report
Shareholders are advised that Copper 360's integrated annual report for the year ended 29 February 2024
has been distributed to shareholders today.
The following reports will also be available on the Company's website, at www.copper360.co.za as from
today, Friday, 16 August 2024
1. the Notice of AGM, incorporating the Summarised Financial Statements;
2. the Company's full integrated annual report; and
3. the full audited consolidated annual financial statements of the Company for the year ended 29
February 2024.
Shareholders are advised that a copy of Copper 360's full audited consolidated annual financial statements
for the year ended 29 February 2024 is available on the JSE's website at:
https://senspdf.jse.co.za/documents/2024/jse/isse/CPRE/AFSFY2024.pdf
Change statement
Copper 360 published reviewed provisional financial statements for the financial year ended 29 February
2024 on SENS on 6 June 2024. The audited consolidated annual financial statements contain the following
changes to the provisional results previously published:
Summarised statement of profit/(loss) Provisional Audited Difference Note
and other comprehensive income for the results results (R'000)
financial year ended 29 February 2024 (R'000) (R'000)
Revenue 31 624 31 624 -
Gross profit/(loss) (37 818) (37 962) (144)
Operating profit/(loss) (95 982) (95 980) 2
Net finance income/(costs) (8 158) (8 158) -
Loss before tax (104 140) (104 138) 2
Income tax credit 33 533 39 320 5 787 1
Loss for the year (70 587) (64 818) 5 769
Loss per share (11.2) (10.7) 0.5
Headline loss per share (11.2) (12.6) (1.4) 2
.
Summarised statement of financial Provisional Audited Difference Note
position at 29 February 2024 results results (R'000)
(R'000) (R'000)
Non-current assets
Property, plant and equipment 315 871 322 800 6 929 3
Investments 130 500 200 000 69 500 4
Intangible assets 1 663 958 432 900 (1 231 058) 5
Deferred tax asset 98 663 102 768 4 105 1
Other non-current assets 64 356 64 357 1
Total non-current assets 2 273 348 1 122 825
Current assets 72 996 71 655 (1 131) 6
Total assets 2 346 344 1 194 480 (1 151 864)
Equity
Issued share capital 1 890 009 658 950 (1 231 059) 5
Accumulated loss (92 492) (86 722) 5 770
Non-controlling interest in subsidiary 1 087 1 086 (1)
Total equity 1 798 604 573 314 1 225 290
Non-current liabilities
Deferred tax liability 36 603 34 941 1 662 1
Provisions 6 189 2 743 3 446 6
Other loans and payables 173 617 145 742 27 875 6
Total non-current liabilities 216 409 183 426 32 983
Current liabilities 331 331 437 740 (106 409) 4&6
Total liabilities 547 740 621 166 (73 426)
Total equity and liabilities 2 346 344 1 194 480 1 151 864
Notes
1. During the audit a non-taxable item was identified as having been included in the deferred tax
calculation. The deferred tax credit and assets were adjusted to take account of this.
2. Headline loss per share was recalculated to add back the gain on bargain purchase on consolidation,
net of the tax effect thereof.in compliance with SAICA Circular 1/2023.
3. Reallocation from current assets to property, plant and equipment.
4. The investment in Nama Copper which was previously shown net of final payment obligation of R69.5
million, is now disclosed at full acquisition price of R200 million with a corresponding current liability
of R69.5 million (settled after year-end).
5. The accounting treatment of the SHIP acquisition in terms of IFRS 3 – Business Combinations,
requires that SHIP be treated as the accounting acquiror with the share capital structure of Copper
360 being applied in the equity component of the statement of financial position. The provisional
results were compiled applying both the issued share capital and stated capital amount of Copper 360
in the statement of financial position. Independent IFRS advice was obtained from 2 parties following
the publication of the provisional results to the effect that the stated capital amount of Copper 360
should not be applied in the consolidation at acquisition or at the year end. The effect of this is that
the original calculation of goodwill on acquisition has been revised to comply in all respects with IFRS
requirements. Similarly, the stated capital amount in the equity component of the statement of financial
position has been recalculated on the same basis.
6. The differences arise from reallocations between non-current liabilities and current liabilities,
reclassification payables with debit balances to current assets and the inclusion of the liability as per
note 4 above.
Notice of AGM
The AGM of Copper 360's shareholders for the year ended 29 February 2024 will be held on Friday, 27
September 2024 at 11:00 entirely through electronic communication as permitted by the Company's
Memorandum of Incorporation and the Companies Act, 71 of 2008 to consider and, if deemed fit, to pass
with or without modification all of the ordinary and special resolutions set out in the notice of AGM
incorporated in the integrated annual report.
To this end, the Company has retained the services of The Meeting Specialist Proprietary Limited ("TMS")
to remotely host the AGM on an interactive electronic platform, in order to facilitate remote participation
and voting by shareholders. Our transfer secretaries, JSE Investor Services Proprietary Limited, will act as
scrutineer.
Shareholders who wish to participate in and/or vote at the AGM, which will be held entirely electronically,
are required to contact TMS on proxy@tmsmeetings.co.za or alternatively contact them on 081 711 4255
/ 084 433 4836/ 0614401654 as soon as possible, but in any event no later than 11:00 on Wednesday, 25
September 2024. It is important to note that all voting will take place via the electronic platform.
Shareholders are strongly encouraged to submit votes by proxy before the meeting. If shareholders wish
to participate in the AGM, they should instruct their Central Securities Depository Participant (CSDP) or
Broker to issue them with the necessary letter of representation to participate in the AGM, in the manner
stipulated in your custody agreement. These instructions must be provided to the CSDP or broker by the
cut-off time and date advised by the CSDP or broker, to accommodate such requests.
Salient dates
The salient dates and times applicable to the AGM are set out below:
Record date to determine which shareholders are entitled to receive Friday, 9 August 2024
notice of AGM
Publication of integrated annual report on website including notice of Friday, 16 August 2024
AGM
Last day to trade in order to be eligible to attend and vote at the AGM Tuesday, 17 September 2024
Record date to determine which shareholders are entitled to attend and Friday, 20 September 2024
vote at the AGM
For administrative purposes, forms of proxy for the AGM to be lodged by Wednesday, 25 September 2024
11:00 on
AGM of shareholders at 11:00 on Friday, 27 September 2024
AGM results published on SENS Friday, 27 September 2024
Stellenbosch
16 August 2024
Designated Advisor: Bridge Capital Advisors Proprietary Limited
Date: 16-08-2024 05:15:00
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