Wits Gold - Reviewed condensed interim financial information for the six months ended 30 June 2013

WITWATERSRAND CONSOLIDATED GOLD RESOURCES LIMITED
(Incorporated in the Republic of South Africa)  Registration Number: 2002/031365/06
Registered office: 12th Floor 70 Fox Street Johannesburg 2001 South Africa
(PO Box 61147 Marshalltown 2107 South Africa)
www.witsgold.com

STOCK EXCHANGE LISTINGS:
JSE Code: WGR  ISIN: ZAE00079703
TSX Code: WGR  CUSIP: S98297104

JOHANNESBURG, Sept. 30, 2013 /CNW/ - Witwatersrand Consolidated Gold Resources Limited (Wits Gold or the Company) is a gold explorer and emerging producer registered in South Africa since 2003 with a primary listing on the Johannesburg Stock Exchange (JSE: WGR). The Company has maintained a secondary listing on Canada's Toronto Stock Exchange (TSX: WGR) since 2008. Wits Gold is focused on developing resources in the heart of the premier gold producing region in South Africa, the Witwatersrand Basin (Wits Basin), while also considering acquisition opportunities of near-term producing mines with turn-around potential.

HIGHLIGHTS: THE BURNSTONE TRANSACTION

• Offer to acquire the Burnstone Mine accepted
  
  
• Acquisition of a shallow multi-million ounce gold Reserve for US$7.25m upfront payment
  
  
• Competition Commission approval granted

The condensed interim financial information has been prepared by Mr DM Urquhart CA(SA), the Company's Chief Financial Officer and is presented in South African Rands (R). This information has been reviewed by KPMG, the Company's external auditors in order to comply with the JSE Listing Requirements relating to the proposed acquisition of Southgold Exploration (Pty) Limited (refer to the section dealing with subsequent events below). The exchange rates, based on the Bank of Canada noon rate, were as follows:

CONDENSED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2013

CONDENSED STATEMENT OF COMPREHENSIVE INCOME
FOR THE SIX MONTHS ENDED 30 JUNE 2013

CONDENSED STATEMENT OF CASH FLOWS
FOR THE SIX MONTHS ENDED 30 JUNE 2013

CONDENSED STATEMENT OF CHANGES IN EQUITY
FOR THE SIX MONTHS ENDED 30 JUNE 2013

*   Ordinary share capital converted to ordinary shares of no par value in terms of resolutions passed at the annual general meeting held on 12 September 2012.

Overview and operational review:

Witwatersrand Consolidated Gold Resources Limited (Wits Gold or the Company) is a gold explorer and emerging producer registered in South Africa since 2003. The Company obtained a primary listing on the Johannesburg Stock Exchange, (the JSE Limited) in April 2006 and has maintained a secondary listing on the Toronto Stock Exchange (TSX) since January 2008. Wits Gold is focused on developing resources in the heart of the premier gold producing region in South Africa, the Witwatersrand Basin (Wits Basin), while also considering acquisition opportunities of near-term producing mines with turn-around potential. For further information on proposed acquisitions, please also refer to the section below, Events subsequent to the review period.

The Company currently does not generate any operating income.

In June 2012, Wits Gold completed a Pre-Feasibility Study (PFS) over its De Bron-Merriespruit (DBM) Project situated in the southern Free State goldfield, South Africa. The study has illustrated that mining at DBM is technically and economically viable, and accordingly, a Probable Reserve of 3.1Moz (23.5Mt at 4.1g/t gold) has been delineated (refer to the Probable Mineral Reserve table). The results of the PFS are available in the technical report on the DBM Project by Royal Haskoning DHV (RHDHV - formerly Turgis Mining Consultants Proprietary Limited) dated 26 July 2012 which can be viewed at www.sedar.com and on the Company's website. A Definitive Feasibility Study (DFS) has been initiated on the DBM Project and will be undertaken by RHDHV in conjunction with MDM Technical Africa Proprietary Limited (MDM), who will focus on the design of the metallurgical processing plant. The DFS has been delayed to accommodate the implementation of the acquisition of Southgold (see below) and is now only expected to be released during the 1st quarter of 2014.

In October 2009, the Company completed a positive PFS over its Bloemhoek Project situated immediately adjacent to Beatrix Gold Mine in the southern Free State goldfield. The positive PFS at Bloemhoek resulted in the delineation of a Probable Reserve of 5.4Moz (31.6Mt at 5.3g/t gold) (refer to the Mineral Reserve table).

The DBM and Bloemhoek Projects are included within the Mining Right application area that has been accepted by the Department of Mineral Resources (the DMR) over the Company's project areas in the southern Free State goldfield.

The Company has previously been able to raise sufficient capital from its shareholders to fund its operating and exploration requirements. Additional financing will be required to complete further feasibility studies as well as to develop any mineral properties identified in order to bring them into commercial production. The longer term exploration of the Company's Prospecting Rights is also dependent upon the Company's ability to obtain additional financing through the joint venturing of projects, debt financing, equity financing or other means. The Company intends to raise funding prior to December 2013 as stated in the Audited Results for the financial year ended December 2012 and is considering various options in this regard. Further details will be announced in due course. In the meantime, the Company obtained an unsecured loan for R40 million from The Joburg Trust in February 2013. This loan is repayable no later than 31 December 2014, with interest payable on a monthly basis. Wits Gold's board of directors is of the opinion that once the Company has raised the requisite funding, it will have sufficient funds to settle the loan, to fund its day-to-day operational expenditure and to fast track gold production for its recent successful bid of the Burnstone Mine (see Events subsequent to the review period) in order to become self-sustaining. During the six-month period under review, Wits Gold did not issue any additional shares.

Despite the historic exploration work on the Company's remaining Prospecting Rights, no other known economic deposits have yet been delineated. Further work will be required in order to determine if any economic deposits occur on these properties. Mineral exploration is highly speculative due to a number of significant risks, including the possible failure to discover mineral deposits, sufficient in quantity and quality to justify the establishment of a mine.

Potchefstroom Goldfield

The Company's current focus in the Potchefstroom Goldfield situated in the North West Province, is on the Boskop and Livingstone Project areas which are situated along the highly structurally deformed western margin of the Central Rand Group. No diamond drilling was undertaken here during the period under review. A detailed structural analysis of the extended Boskop Project (which now includes the Livingstone area) has been completed in order to optimally position exploration boreholes. This review has again confirmed the prospectivity of the area for shallow (1 600 to 2 000 metres deep) Carbon Leader Reef mineralisation. Additional drilling will be required to advance the extended Boskop Project with a view to ultimately completing a PFS.

Klerksdorp Goldfield

A recently completed desktop study of the Klerksdorp goldfield served to define areas where the Vaal Reef may be preserved in sizeable reef blocks within the northeast - southwest trending Jersey Fault Zone, at depths between 3 500 and 4 200 metres.  Further studies will now be undertaken with the intention of reducing the Prospecting Rights area in order that unprospective areas can be relinquished.

No changes have taken place in the Company's Resources or Reserves during the period under review.

Exploration activities

During the six-month period under review the Company incurred exploration expenditure of R20.1 million (June 2012: R9.97 million). Exploration efforts were predominantly focused on the DBM Project in the southern Free State goldfield. This included detailed work relating to options for underground mine designs being contemplated by RHDHV in the DFS to access the underground orebody.  These options will be refined from those considered in the PFS in order that the best financial returns are obtained for the Project, with an optimised capital expenditure outlay. Metallurgical process designs by MDM for the ore process plant and proposed tailings facilities have been finalised during the period under review. In addition GCS Water and Environmental Consultants  (GCS) continued with comprehensive environmental impact assessments which include flora and fauna surveys, heritage site investigations, surface water, ground water and dust monitoring as well as radiation, air and noise pollution studies. Based on the results of these studies, GCS have recommended mitigation measures for the key potential environmental impacts identified which will require implementation by Wits Gold during the construction, operational, closure and decommissioning phases of the mine.

GCS have also been retained to apply for and obtain the necessary authorisations, approvals and licences from the Department of Environmental Affairs, Department of Water Affairs and the National Nuclear Regulator as part of the Company's National Environmental Management Act and Mining Right application process. An integral part of the application requires regular public participation meetings with the Company, local community and interested and affected parties in the district of Virginia, where overwhelming support has been received for the development of the DBM Project.

Directorate

The Wits Gold annual general meeting was held in Johannesburg on 26 June 2013. Mr DM Urquhart, Mrs GM Wilson and Dr HLM Mathe were reappointed by the shareholders, following their retirement in compliance of the Company's memorandum of incorporation.

Basis of preparation

The condensed interim financial results for the six months ended 30 June 2013 have been prepared in accordance with International Accounting Standard 34 Interim Financial Reporting, Listings Requirements of the JSE Limited, the SAICA Financial Reporting Guides as issued by the Accounting Practices Committee and Financial Reporting Pronouncements as issued by the Financial Reporting Standards Council, as well as the South African Companies Act, 2008, as amended. The accounting policies applied in the condensed interim financial results are consistent with those applied for the year ended 31 December 2012 and are in terms of International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board.

These condensed interim financial results for the six months ended 30 June 2013 have been reviewed by KPMG Inc. KPMG Inc. has issued an unmodified review report on these condensed interim financial results. The auditor's unmodified report is available for inspection at the registered office of the Company. The accounting policies of the Company are consistent with those of the previous financial statements and have been consistently applied. These results should be read in conjunction with the annual report for the year ended 31 December 2012.

Reporting segments

The Company identified only one business segment, being mineral exploration within South Africa.

Interim results

The results from operating activities for the six months under review increased by R2.2 million when compared to the first six months of the prior financial period. The escalation in operating loss incorporates an increase in costs amounting to R4.6 million comprising increases in:

− salaries to directors and employees of R1.8 million; and

− new project expenditure of R2.8 million.

These increased costs were offset by decreases in:

− non-cash share-based payment expense for directors of R1.4 million; and

− R1.0 million in investor relations expenses.

The loss before taxation increased by R5.6 million mainly due to the R2.2 million increase in operating loss mentioned above, the reduction in interest received of R2 million and the increase in interest expense of R1.4 million being the interest payable on the R40 million loan received from The Joburg Trust.

The Company capitalised R20.0 million (June 2012: R10.0 million) to intangible exploration assets during the six months under review.

Related party transactions

During February 2013, The Joburg Trust, in which the Company's non-executive Chairman, Adam Fleming, has an interest, provided the Company with bridging finance in the form of an unsecured loan amounting to R40 million. This loan is to fund operational expenses and carries interest at 10.07%, which is payable on a monthly basis, with the capital being repayable in full, no later than 31 December 2014.

The Company rents office facilities, representing less than 2% of the total building, from The Johannesburg Land Company Proprietary Limited, in which Adam Fleming has an interest. The terms of this rental agreement are equivalent to those that prevail in arm's length transactions.

Dividend

No dividend has been declared for the period under review (June 2012: Nil).

Headline earnings per share

The headline loss and loss per share for the period under review is as follows:

Commitments

The Company's commitments amount to R9.2 million (June 2012: R70.2 million, primarily relating to the acquisition of Prospecting Rights from the Harmony Group), comprising mainly R3.4 million (June 2012: R11.1 million) in respect of exploration activities and R5.2 million in respect of the DFS at the DBM Project (June 2012: Rnil).

Events subsequent to the review period

The Company bid successfully to acquire the Burnstone Mine, wholly owned by Southgold Exploration (Pty) Limited (Southgold), whereby on 11 July 2013, the required number of Southgold creditors' votes were received in favour of the business rescue plan (the Plan), which Plan incorporates Wits Gold's Proposed Offer to acquire the entire issued shares in Southgold and all inter-group claims against Southgold.

Wits Gold is currently finalising the definitive transaction agreements. This bid is subject to and conditional upon the fulfillment of, or waiver by Wits Gold of, conditions precedent standard to a transaction of this nature, including but not limited to entering into definitive transaction documents, obtaining all necessary shareholder and regulatory approvals and Wits Gold obtaining the necessary financing arrangements.

A detailed announcement including the pro-forma financial effects on the reported financial information of Wits Gold, as well as the salient dates relating to the implementation of this transaction, will be announced in due course.

Mineral Resources

Wits Gold holds legal title to 14 Prospecting Rights over a collective area of 1 046km² in the southern Free State, Potchefstroom and Klerksdorp goldfields. An application to consolidate four of these Prospecting Rights in the southern Free State into a single Mining Right was accepted by the DMR in February 2012. The Mining Right is expected to be granted once the Company has met obligations in terms of feasibility studies, environmental impact assessments and social and labour plan commitments. In addition the Company successfully relinquished one of its greenfield Prospecting Rights in the southern Free State where initial exploration activities did not confirm the Company's geological model. This relinquishment will not affect the Company's Resource statement in any way. A further application for relinquishment has subsequently been submitted over a separate non-core Prospecting Right, also in the southern Free State goldfield, where work programmes indicated no potential for economic mineralisation. Mineral Resources were not declared over either of these areas submitted for relinquishment. Two renewal applications for Prospecting Rights were granted by the DMR North West region during 2013 which are awaiting notarial execution, while a further two renewal applications that were submitted to the DMR Free State region in November 2012 and January 2013 are currently being processed in terms of the Mineral and Petroleum Resources Development Act of 2002. Prospecting Rights remain valid and in force while renewal applications are being processed until the application is refused or granted.

None of the Company's assets are currently in production and the directors are not aware of any legal proceedings or any other material conditions that may impact on the Company's abilities to continue its exploration activities. The contained Mineral Resources are currently reflected as being fully attributable to Wits Gold. However, over certain properties in the Potchefstroom and Klerksdorp areas, Gold Fields Limited and AngloGold Ashanti Limited have an option to acquire a 40% interest in any future mines that may be developed on the Prospecting Rights originally acquired from them.

As part of its approved Environmental Management Plans (EMP), the Company has lodged bank guarantees totalling R390 000  (June 2012: R320 000) with the DMR. This amount has been accepted for the work programmes proposed over the 14 Prospecting Rights held by Wits Gold. EMP compliance is monitored on an ongoing basis for the duration of the Prospecting Rights.

The Company's total Mineral Reserve and Resource Estimates are shown in the tables below. The figures have not changed since the updated Mineral Reserve and Resource Estimates were published in the Company's Integrated Annual Report for the financial year ended December 2012, which can be viewed on the Company's website and www.sedar.com. These Resource Estimates are compliant with the NI43-101 and SAMREC reporting codes. Mineral Resources that are not Mineral Reserves do not have demonstrated economic viability. Information concerning the geology, mineral occurrences, nature of mineralisation, geological controls, rock types, historical work, the application of quality assurance and quality control measures, sampling and analytical procedures, the names of analytical laboratories and the key assumptions, parameters and methods used to estimate the Mineral Resources at the Company's various projects are communicated in NI43-101 reports dated November 2007, May 2009, June 2009, October 2009, April 2011, February 2012 and July 2012 which can be viewed at www.sedar.com and on the Company's website.

Total Mineral Resources

SOFS goldfield Mineral Resources (Bloemhoek and DBM Projects)

SOFS goldfield Probable Mineral Reserves (Bloemhoek and DBM Projects)

Mineral Resource and Reserve estimates are compliant with the NI43-101 and SAMREC reporting codes.

Probable Mineral Reserves are included in the Indicated Resources for the Bloemhoek and DBM Projects.

* Based on a gold price of US$1 400/oz and an exchange rate of R8.00/US$1 (R360 100/kg).

** Based on a gold price of US$1 555/oz and an exchange rate of R8.00/US$1 (R400 000/kg).

Mr Dirk Muntingh, the Company's Vice President: Mineral Resources & Growth and Competent Person, is responsible for the technical material in this release. Mr Muntingh (M.Sc Geology) is a registered Professional Natural Scientist ("Pr.Sci.Nat.") with the South African Council for Natural Scientific Professionals ("SACNASP") and has over 29 years of experience in the industry. The technical content of this release has been compiled by Mr Muntingh, who has issued a written statement confirming that the information disclosed is both SAMREC and NI43-101 compliant.

Forward-looking information

Certain statements in this release may constitute forward-looking information within the meaning of securities laws. In some cases, forward looking information can be identified by use of terms such as "may", "will", "should", "expect", "believe", "plan", "scheduled", "intend", "estimate", "forecast", "predict", "potential", "continue", "anticipate" or other similar expressions concerning matters that are not historical facts. Forward-looking information may relate to management's future outlook and anticipated events or results, and may include statements or information regarding the future plans or prospects of the Company. Without limitation, statements about the Burnstone Mine acquisition, future financings, potential mining methods, timing of a Definitive Feasibility Study, development of mineral properties, and results of development of mineral properties are forward-looking information.

Forward-looking information involves known and unknown risks, uncertainties and other important factors that could cause the actual results, performance or achievements of the Company to be materially different from the future results, performance or achievements expressed or implied by such forward-looking information. Such risks, uncertainties and other important factors include among others: the ability to obtain the necessary shareholder and regulatory approvals for the acquisition of the Burnstone Mine and to satisfy all other conditions president; economic, business and political conditions in South Africa; decreases in the market price of gold; hazards associated with underground and surface gold mining; the ability to attract and retain qualified personnel; labour disruptions; changes in laws and government regulations, particularly environmental regulations and Mineral Rights legislation including risks relating to the acquisition of the necessary licences and permits; changes in exchange rates; currency devaluations and inflation and other macro-economic factors; risk of changes in capital and operating costs, financing, capitalisation and liquidity risks, including the risk that the financing required to fund all currently planned exploration and related activities may not be available on satisfactory terms, or at all; and the ability to maximise the value of any economic resources. These forward-looking statements speak only as of the date of this release.

You should not place undue importance on forward-looking information and should not rely upon this information as of any other date. The Company undertakes no obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this release or to reflect the occurrence of unanticipated events except where required by applicable laws.

For and on behalf of the Board

Johannesburg
30 September 2013

Directors

Mr Adam Fleming (Chairman)*, Prof Taole Mokoena (Deputy Chairman)*, Dr Humphrey Mathe (Director)*, Mrs Gayle Wilson (Director)*, Mr Ken Dicks (Director)*, Mr Philip Kotze (Chief Executive Officer), Mr Derek Urquhart (Chief Financial Officer)

* Non-executive

Company Secretary

Mr Brian Dowden
7 Pam Road, Morningside Ext 5, Sandton, Johannesburg 2057
PO Box 651129, Benmore, 2010, South Africa

Sponsor

PricewaterhouseCoopers Corporate Finance (Pty) Limited
2 Eglin Rd, Sunninghill 2157
Private Bag X37, Sunninghill 2157, South Africa

Transfer Secretaries

JSE: Link Market Services SA (Pty) Limited
TSX: Canadian Stock Transfer Company Inc.

SOURCE Wits Gold