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RENERGEN LIMITED
Incorporated in the Republic of South Africa
(Registration number: 2014/195093/06)
JSE Share code: REN
A2X Share code: REN
ISIN: ZAE000202610
LEI: 378900B1512179F35A69
Australian Business Number (ABN): 93 998 352 675
ASX Share code: RLT
(“Renergen” or “the Company”)
RENERGEN QUARTERLY UPDATE
The quarter marked a busy period with significant progress on several fronts:
• LNG module commissioned and producing LNG at a steady state;
• Helium module is in final commissioning and being readied to produce the first liquid;
• The Virginia Gas Project has achieved Strategic Integrated Project status by the
government of South Africa under the Infrastructure Development Act, or SIP,
elevating its status within the hierarchy of local projects and will benefit from
significantly reduced timelines for all approvals required from government whilst
increasing visibility when government prepares the country’s strategic energy
objectives;
• Commencement of regular deliveries of liquefied natural gas (LNG) to both Ceramic
Industries and Ardagh Group, with a total of 133 tons of LNG delivered during the
period;
• Completion of the 2D modelling of the gravity and aeromagnetic surveys;
• Identifying further additional areas from the surveys where gas-bearing structures are
identified, including faults and further cap rock earmarking, highlight prospective areas
of gas occurrence; and
• Data acquisition of 25 legacy (2 and 3D) seismic lines for re-interpretation in our area
of interest spanning more than 100 kilometres of linear length.
LNG Plant operating to specification
Since the intervention in November, where the conduction oil system was repaired, the plant
was brought back into operation with the production of LNG and almost daily deliveries to
customers taking place, with the delivery of 133 tons of LNG during the initial turn-on and
commissioning of both our customers’ facilities during the latter part of November 2022.
Helium Plant commissioning
The nitrogen cold box achieved the targeted process conditions and is ready to be integrated
with the LNG system offering the necessary pre-processing of the gas stream for helium
liquefaction. Pre-cooling of the helium process achieved a temperature of -173.1° Celsius.
Following this milestone, the helium cryogenic turboexpanders were integrated and achieved
a target temperature of -248.15° Celsius.
The final step of the process is the integration of the helium compressor which will further drop
the temperature from -248.15° Celsius to the requisite liquefaction temperature of -269.1°
Celsius. This process is now at an advanced stage, and we believe we should be able to
communicate the successful production of liquid helium to the market once this has been
achieved. Whilst commissioning has been slower than anticipated due to the detection of a
leak in the vacuum walls of the pipes of the helium system, the leak has now been located
and corrected, allowing the team to move to the final step of commissioning with the integration
of the helium compressor.
Surveys underway
Gravity and aeromagnetic surveys have been completed and the data is now being modelled
in 3D across the reserve area. The surveys have provided enhanced resolution on a number
of potential gas bearing features, including their extent, depth and orientation. In addition,
several significant magnetic highs have been identified in the western part of the reserve area
and is of particular interest as it is a series of cap rock above further newly identified gas
bearing structures
Licenses and other matters
There has been no change to the Company’s licence holdings.
Johannesburg
30 December 2022
Authorised by: Stefano Marani
Chief Executive Officer
Designated Advisor
PSG Capital
For Australian Investors & Media, contact Citadel-MAGNUS
Cameron Gilenko, 0466 984 953
To readers reviewing this announcement on the Stock Exchange News Service (SENS), this
announcement may contain graphics and/or images which can be found in the PDF version
posted on the Company’s website.
www.renergen.co.za
Rule 5.5
Appendix 5B
Mining exploration entity or oil and gas exploration entity
quarterly cash flow report
Name of entity
RENERGEN LIMITED
ABN Quarter ended (“current quarter”)
93998352675 30 November 2022
Current Year to date
quarter (9 months)
Consolidated statement of cash flows
ZAR’000 ZAR’000
1. Cash flows from operating activities
1.1 Receipts from customers 14 712 16 043
1.2 Payments for
(a) exploration & evaluation (630) (1 126)
(b) development - -
(c) production (433) (940)
(d) staff costs (1 695) (5 495)
(e) administration and corporate costs (18 663) (22 323)
1.3 Dividends received (see note 3) - -
1.4 Interest received 250 1 263
1.5 Interest and other costs of finance paid (103) (241)
1.6 Income taxes paid - -
1.7 Government grants and tax incentives - -
1.8 Other (provide details if material) –
- Restricted cash (921) (31 509)
1.9 Net cash used in operating activities (7 483) (44 328)
2. Cash flows from investing activities
2.1 Payments to acquire or for:
(a) entities - -
(b) tenements - -
(c) property, plant and equipment (48 458) (274 780)
(d) exploration & evaluation (21 683) (59 791)
(e) investments - -
(f) other non-current assets – other - (11 713)
intangible assets
ASX Listing Rules Appendix 5B (17/07/20) Page 1
+ See chapter 19 of the ASX Listing Rules for defined terms.
Appendix 5B
Mining exploration entity or oil and gas exploration entity quarterly cash flow report
Current Year to date
quarter (9 months)
Consolidated statement of cash flows
ZAR’000 ZAR’000
2.2 Proceeds from the disposal of:
(a) entities - -
(b) tenements - -
(c) property, plant and equipment - -
(d) investments - -
(e) other non-current assets - -
2.3 Cash flows from loans to other entities - -
2.4 Dividends received (see note 3) - -
2.5 Other (provide details if material) - -
2.6 Net cash used in investing activities (70 141) (346 284)
3. Cash flows from financing activities
3.1 Proceeds from issues of equity securities
(excluding convertible debt securities) 50 000 382 869
3.2 Proceeds from issue of convertible debt - -
securities
3.3 Proceeds from exercise of options - 17 876
3.4 Transaction costs related to issues of equity - (1 367)
securities or convertible debt securities
3.5 Proceeds from borrowings - -
3.6 Repayment of borrowings (30 777) (66 937)
3.7 Transaction costs related to loans and
borrowings - -
3.8 Dividends paid - -
3.9 Other – lease payments (254) (1 673)
3.10 Net cash from financing activities 18 969 330 768
4. Net increase/(decrease) in cash and
cash equivalents for the period
4.1 Cash and cash equivalents at beginning of
period 98 259 95 088
4.2 Net cash used in operating activities
(item 1.9 above) (7 483) (44 328)
4.3 Net cash used in investing activities
(item 2.6 above) (70 141) (346 284)
4.4 Net cash from financing activities (item 3.10
above) 18 969 330 768
4.5 Effect of movement in exchange rates on
cash held 4 488 8 848
4.6 Cash and cash equivalents at end of
period 44 092 44 092
ASX Listing Rules Appendix 5B (17/07/20) Page 2
+ See chapter 19 of the ASX Listing Rules for defined terms.
Appendix 5B
Mining exploration entity or oil and gas exploration entity quarterly cash flow report
5. Reconciliation of cash and cash
equivalents Current Year to date
at the end of the quarter (as shown in the
quarter (9 months)
consolidated statement of cash flows) to the
ZAR’000 ZAR’000
related items in the accounts
5.1 Bank balances 18 486 18 486
5.2 Call deposits 25 606 25 606
5.3 Bank overdrafts - -
5.4 Other (provide details) - -
5.5 Cash and cash equivalents at end of
quarter (should equal item 4.6 above) 44 092 44 092
6. Payments to related parties of the entity and their associates Current
quarter
ZAR’000
6.1 Aggregate amount of payments to related parties and their
associates included in item 1 734
6.2 Aggregate amount of payments to related parties and their
associates included in item 2 4 229
Note: if any amounts are shown in items 6.1 or 6.2, your quarterly activity report must include a
description of, and an explanation for, such payments.
The amounts disclosed under 6.1 and 6.2 relate to remuneration paid to directors and prescribed
officers.
ASX Listing Rules Appendix 5B (17/07/20) Page 3
+ See chapter 19 of the ASX Listing Rules for defined terms.
Appendix 5B
Mining exploration entity or oil and gas exploration entity quarterly cash flow report
7. Financing facilities
Note: the term “facility’ includes all forms of
financing arrangements available to the
Total facility Amount drawn
entity.
amount at quarter at quarter
Add notes as necessary for an end end
understanding of the sources of finance ZAR’000 ZAR’000
available to the entity.
7.1 Loan facilities 870 401 870 401
7.2 Credit standby arrangements - -
7.3 Other (please specify) - -
7.4 Total financing facilities 870 401 870 401
7.5 Unused financing facilities available at quarter end -
7.6 Include in the box below a description of each facility above, including the lender, interest
rate, maturity date and whether it is secured or unsecured. If any additional financing facilities
have been entered into or are proposed to be entered into after quarter end, include a note
providing details of those facilities as well.
ASX Listing Rules Appendix 5B (17/07/20) Page 4
+ See chapter 19 of the ASX Listing Rules for defined terms.
Appendix 5B
Mining exploration entity or oil and gas exploration entity quarterly cash flow report
The foreign currency (US$) denominated loan included in the amount disclosed above was
translated at a rate of R16.9655/US$ on 30 November 2022.
DFC Loan
Tetra4 entered into a US$40.0 million finance agreement with the US International
Development Finance Corporation (“DFC”) on 20 August 2019 (“Facility Agreement”). The
first draw down of US$20.0 million took place in September 2019, the second draw down of
US$12.5 million in June 2020 and the final drawdown of US$7.5 million on 28 September
2021. Tetra4 shall repay the loan in equal quarterly instalments of US$1.1 million (R18.7
million using the rate at 30 November 2022) on each payment date beginning on 1 August
2022 and ending on 15 August 2031. The loan is secured by a pledge of the Group’s assets
under construction, land and the Debt Service Reserve Account.
The first drawdown of $20.0 million attracts interest of 2.11% per annum. Interest on the
second and final drawdowns is 1.49% and 1.24% per annum, respectively. Interest is payable
by Tetra4 to the DFC quarterly on 15 February, 15 May, 15 August and 15 November of each
year (“Repayment Dates”) for the duration of the loan. This interest is capitalised to assets
under construction within property, plant and equipment in line with the Group policy. Interest
paid during the quarter totalled US$0.2 million (R2.9 million).
A guaranty fee of 4% per annum is payable by Tetra4 to DFC on any outstanding loan
balance. The guaranty fee is payable quarterly on the Repayment Dates. Tetra4 paid
guaranty fees totalling US$0.4 million (R6.7 million) during the quarter.
A commitment fee of 0.5% per annum was payable by Tetra4 to the DFC on any undisbursed
amounts under the Facility Agreement. Commitment fees were payable quarterly on the
Repayment Dates. Tetra4 did not pay any commitment fees during the quarter as there were
no undrawn amounts during the period.
An annual maintenance fee of US$0.04 million is payable by Tetra4 to the DFC for the
duration of the loan term and is payable on 15 November of each year, commencing on 15
November 2020. The maintenance fee covers administrative costs relating to the loan. Tetra4
paid maintenance fees totalling US$0.04 million (R0.6 million) during the quarter under
review.
The DFC loan outstanding at 30 November 2022 amounted to US$37.8 million (R641.9
million).
ASX Listing Rules Appendix 5B (17/07/20) Page 5
+ See chapter 19 of the ASX Listing Rules for defined terms.
Appendix 5B
Mining exploration entity or oil and gas exploration entity quarterly cash flow report
IDC loan
Tetra4 entered into a R160.7 million loan agreement with the IDC on 17 December 2021. An
amount of R158.8 million was drawn down on 22 December 2021 and is repayable in 102
equal monthly payments commencing in July 2023. The loan terms include a 12-month
interest capitalisation and an 18-month capital repayment moratorium. The loan accrues
interest at the prime lending rate plus 3.5% and is secured by a pledge of the Group’s assets
under construction, land and the Debt Service Reserve Account. The IDC loan outstanding
at 30 November 2022 amounted to R177.7million.
Molopo loan
Tetra4 entered into a R50.0 million loan agreement with Molopo on 1 May 2013. This loan
was part of the conditions of the sale of shares in Tetra4 from Molopo to Windfall Energy
Proprietary Limited. The loan agreement is for the period from inception of the loan on 1 May
2013 until 31 December 2022. During this period, the loan is unsecured and interest free. The
loan can only be repaid when Tetra4 declares a dividend and utilising a maximum of 36% of
the distributable profits in order to pay the dividend. If by 31 December 2022 the loan is not
repaid, the loan shall bear interest at the prime lending rate plus 2% and will have no
repayment terms. It is not expected that the loan will be repaid in the next 12 months given
the unavailability of distributable profits. As such, the loan has been classified as long term.
The loan advanced to Tetra4 by Renergen can only be repaid after the loan from Molopo has
been settled.
The loan is discounted to present value for the period that it is interest free, at a discount rate
which is equal to the prime lending rate plus 2.00% which at 30 November 2022 is 12.50%
(prime lending rate of 10.50% plus 2.00%). The imputed interest expense is included in profit
and loss. The fair value of the loan amount outstanding at 30 November amounts to R50.7
million.
Debt covenants
The following debt covenants apply to the DFC loan:
a) Tetra4 is required to maintain at all times i) a ratio of all interest bearing Debt to EBITDA
of not more than 3.0 to 1; (ii) a ratio of Current Assets to Current Liabilities of not less than 1
to 1; and (iii) a Reserve Tail Ratio of not less than 25%.
(b) Tetra4 is required to maintain at all times (i) a ratio of Cash Flow for the most recently
completed four (4) consecutive full fiscal quarters, taken as a single accounting period, to
Debt Service for the most recently completed four (4) consecutive full fiscal quarters, taken
as a single accounting period, of not less than 1.30 to 1; and (ii) a ratio of Cash Flow for the
most recently completed four (4) consecutive full fiscal quarters, taken as a single accounting
period, to Debt Service for the next succeeding four (4) consecutive full fiscal quarters of not
less than 1.3 to 1.
(c) Tetra4 is required to ensure that the Debt Service Reserve Account is funded in the
aggregate of all amounts due to the DFC within the next 6 months.
The covenants in a) and b) will apply 18 months after the completion of the construction of
the Virginia Gas Plant. The Group has complied with the covenant under c) above for the
quarter and believes that it will be able to comply with the covenants throughout the tenure of
the loan.
ASX Listing Rules Appendix 5B (17/07/20) Page 6
+ See chapter 19 of the ASX Listing Rules for defined terms.
Appendix 5B
Mining exploration entity or oil and gas exploration entity quarterly cash flow report
“Reserve Tail Ratio” means for any calculation date, the quotient obtained by dividing (a) all
of the Borrower’s remaining Proved Reserves as of such calculation date by (b) all of the
Borrower’s Proved Reserves as of the date of this Agreement.
The following debt covenants apply to the IDC loan.
a) Tetra4 is required to maintain the same financial and reserve tail ratios as mentioned under
the DFC loan.
b) In addition, Tetra4 shall not make any shareholder dividend distribution, repay any
shareholders' loans and/or pay any interest on shareholders' loans or make any payments
whatsoever to its shareholders without the IDC’s prior written consent, if:
- Tetra4 is in breach of any term of the loan agreement; or
- the making of such payment would result in a breach of any one or more of the financial
ratios above.
The covenants in a) will apply from 1 August 2023. The Group has complied with the covenant
under b) above for the quarter and believes that it will be able to comply with the covenants
throughout the tenure of the loan.
8. Estimated cash available for future operating activities ZAR’000
8.1 Net cash generated from operating activities (item 1.9) (7 483)
8.2 Payments for exploration and evaluation classified as investing
(21 683)
activities) (item 2.1(d))
8.3 Total relevant outgoings (item 8.1 + item 8.2) (29 166)
8.4 Cash and cash equivalents at quarter end (item 4.6) 44 092
8.5 Unused finance facilities available at quarter end (item 7.5) -
8.6 Total available funding (item 8.4 + item 8.5) 44 092
8.7 Estimated quarters of funding available (item 8.6 divided by
1.51
item 8.3)
Note: if the entity has reported positive relevant outgoings (ie a net cash inflow) in item 8.3,
answer item 8.7 as “N/A”. Otherwise, a figure for the estimated quarters of funding available
must be included in item 8.7.
8.8 If item 8.7 is less than 2 quarters, please provide answers to the following questions:
8.8.1 Does the entity expect that it will continue to have the current level of net operating
cash flows for the time being and, if not, why not?
Answer: Commercial deliveries of LNG to customers commenced in the first week of
December 2022, and this is generating meaningful revenue, it will be further bolstered
when helium revenue commences early in the calendar year 2023, both revenue
sources combined provides a strong and positive impact on the Company’s funding
profile. The Company has various long term take-or-pay supply agreements with both
local and foreign customers for LNG and helium.
8.8.2 Has the entity taken any steps, or does it propose to take any steps, to raise further
cash to fund its operations and, if so, what are those steps and how likely does it
believe that they will be successful?
Answer: On 22 November 2022, the Company announced the successful placement of 4.4
million shares supported by investors in Australia, New Zealand and South Africa
which raised R107.6 million of which R50.0 million was received during the quarter
and the balance of R57.6 million in December 2022. The Company also continues to
engage with its lender and investors to raise additional funding for Phase 2 of the
Virginia Gas Project.
ASX Listing Rules Appendix 5B (17/07/20) Page 7
+ See chapter 19 of the ASX Listing Rules for defined terms.
Appendix 5B
Mining exploration entity or oil and gas exploration entity quarterly cash flow report
8.8.3 Does the entity expect to be able to continue its operations and to meet its business
objectives and, if so, on what basis?
Answer: The Company is continuing operations as outlined under 8.8.1 and 8.8.2.
Note: where item 8.7 is less than 2 quarters, all of questions 8.8.1, 8.8.2 and 8.8.3 above
must be answered.
Compliance statement
1 This statement has been prepared in accordance with accounting standards and policies which
comply with Listing Rule 19.11A.
2 This statement gives a true and fair view of the matters disclosed.
Date: 30 December 2022
Authorised by: By the Board
(Name of body or officer authorising release – see note 4)
Notes
1. This quarterly cash flow report and the accompanying activity report provide a basis for informing the market about the
entity’s activities for the past quarter, how they have been financed and the effect this has had on its cash position. An
entity that wishes to disclose additional information over and above the minimum required under the Listing Rules is
encouraged to do so.
2. If this quarterly cash flow report has been prepared in accordance with Australian Accounting Standards, the definitions
in, and provisions of, AASB 6: Exploration for and Evaluation of Mineral Resources and AASB 107: Statement of Cash
Flows apply to this report. If this quarterly cash flow report has been prepared in accordance with other accounting
standards agreed by ASX pursuant to Listing Rule 19.11A, the corresponding equivalent standards apply to this report.
3. Dividends received may be classified either as cash flows from operating activities or cash flows from investing activities,
depending on the accounting policy of the entity.
4. If this report has been authorised for release to the market by your board of directors, you can insert here: “By the board”.
If it has been authorised for release to the market by a committee of your board of directors, you can insert here: “By the
[name of board committee – eg Audit and Risk Committee]”. If it has been authorised for release to the market by a
disclosure committee, you can insert here: “By the Disclosure Committee”.
5. If this report has been authorised for release to the market by your board of directors and you wish to hold yourself out as
complying with recommendation 4.2 of the ASX Corporate Governance Council’s Corporate Governance Principles and
Recommendations, the board should have received a declaration from its CEO and CFO that, in their opinion, the financial
records of the entity have been properly maintained, that this report complies with the appropriate accounting standards
and gives a true and fair view of the cash flows of the entity, and that their opinion has been formed on the basis of a
sound system of risk management and internal control which is operating effectively.
ASX Listing Rules Appendix 5B (17/07/20) Page 8
+ See chapter 19 of the ASX Listing Rules for defined terms.
