ACROW LIMITED — Interim / Quarterly Report 2008

Aug 17, 2008

Appendix 4E Preliminary Final Report

Appendix 4E

Preliminary Final Report to the Australian Securities Exchange

Part 1

Part 1
Name of Entity	Noble Mineral Resources Limited
ABN	36 124 893 465
Financial Period	Period from incorporation on 13 April 2007 to 30 June 2008 (the “Period”)
Previous Corresponding Reporting Period	Not Applicable

Part 2 – Results for Announcement to the Market

Part 2 – Results for Announcement to the Market
	$’000	Percentage increase /(decrease) over previous corresponding period
Revenue from ordinary activities	27	N/A
Loss from ordinary activities after related income tax	(349)	N/A
Net loss attributable to members	(349)	N/A

Dividends (distributions)	Amount per security	Amount per security	Franked amount per security
Final Dividend	Nil		Nil
Interim Dividend	Nil		Nil
Record date for determining entitlements to the dividends (if any)		NotApplicable

Brief explanation of any of the figures reported above necessary to enable the figures to be understood:

Refer Part 9 for commentary on the results for the year.

Noble Mineral Resources Limited

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Appendix 4E Preliminary Final Report

Part 3 – Contents of ASX Appendix 4E

Section	Contents
Part 1	Details of entity, reporting period
Part 2	Results for announcement to the market
Part 3	Contents of ASX Appendix 4E
Part 4	Income statement
Part 5	Accumulated losses
Part 6	Balance sheet
Part 7	Statement of cash flows
Part 8	Income
Part 9	Commentary on results
Part 10	Notes to the statement of cash flows
Part 11	Details relating to dividends
Part 12	Loss per share
Part 13	Net tangible assets per security
Part 14	Details of entities over which control has been gained or lost
Part 15	Issued securities
Part 16	Segment information
Part 17	Subsequent events
Part 18	Information on audit or review

Noble Mineral Resources Limited

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Appendix 4E Preliminary Final Report

Part 4 –Income Statement

Part 4 –Income Statement	Part 4 –Income Statement	Part 4 –Income Statement
2008 ($) Income 26,663 Corporate and administrative expenses (355,543) Borrowing expenses (20,027) Loss from before income tax (348,907) Income tax - Net loss for the Period (348,907)
	Income Corporate and administrative expenses Borrowing expenses Loss from before income tax Income tax Net loss for the Period	2008 ($) 26,663 (355,543) (20,027)
		(348,907) -
		(348,907)

Part 5 – Accumulated losses

Part 5 – Accumulated losses	Part 5 – Accumulated losses	Part 5 – Accumulated losses
Accumulated losses at the beginning of the Period - Loss for the Period (348,907) Accumulated losses at the end of the Period (348,907)
	Accumulated losses at the beginning of the Period Loss for the Period Accumulated losses at the end of the Period	- (348,907)
		(348,907)

Noble Mineral Resources Limited

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Appendix 4E Preliminary Final Report

Part 6 – Balance Sheet

Part 6 – Balance Sheet
	2008
	$
CURRENT ASSETS
Cash and cash equivalents	5,516,369
Trade and other receivables	55,266
Total Current Assets	5,571,635
NON CURRENT ASSETS
Other financial assets	11,875
Property, plant and equipment	14,750
Exploration and evaluation expenditure	802,624
Total Non Current Assets	829,249
TOTAL ASSETS	6,400,884
CURRENT LIABILITIES
Trade and other payables	105,869
Total Current Liabilities	105,869
NON CURRENT LIABILITIES
Loans and borrowings	2,015,427
Total Non Current Liabilities	2,015,427
TOTAL LIABILITIES	2,121,296
NET ASSETS	4,279,588
EQUITY
Issued capital	4,628,495
Accumulated losses	(348,907)
TOTAL EQUITY	4,279,588

Noble Mineral Resources Limited

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Appendix 4E Preliminary Final Report

Part 7 – Statement of Cash Flows

	2008
	$
Cash flows used in operating activities
Cash payments in the course of operations	(359,504)
Interest received	26,663
Net cash used in operating activities	(332,841)
Cash flows used in investing activities
Payments for property, plant and equipment	(15,000)
Payments for intangible assets	(202,624)
Net cash used in investing activities	(217,624)
Cash flows from financing activities
Net proceeds from the issue of share capital	4,066,834
Proceeds from borrowings	2,000,000
Net cash provided by financing activities	6,066,834
Net increase in cash held	5,516,369
Cash at the beginning of the Period	-
CASH AT THE END OF THE PERIOD	5,516,369

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Noble Mineral Resources Limited

Appendix 4E Preliminary Final Report

Part 8 – Income

rt 8 – Income
	2008
	$
Interest income	26,663

Part 9 – Commentary on Results

The Company was successfully admitted to the Official List of ASX during the Period. This listing was preceded by capital raisings aggregating $4,388,949.

During the Period, the Company assembled a portfolio of mineral exploration tenements located in the Republic of Ghana, Africa and in Western Australia.

Financials

The Company incurred a loss of $348,907 for the Period. This loss included corporate and administrative costs of $344,543.

During the Period, the Company also completed a capital raising programme aggregating $4,388,949.

In April 2008, the Company secured a cornerstone investor, Global Gold Holdings Limited (“Global Gold Holdings”). To 30 June 2008, Global Gold Holdings invested a total of $2,500,000 in the Company in seed capital and IPO subscriptions. At balance date, Global Gold Holdings held 25.29% of the Company’s share capital.

In June 2008, Global Gold Holdings advanced $2,000,000 as a secured loan to the Company to provide working capital.

Part 10 – Notes to the Statement of Cash Flows

Part 10 – Notes to the Statement of Cash Flows	Part 10 – Notes to the Statement of Cash Flows
(a) Reconciliation of cash For the purposes of the consolidated statement of cash flows, cash includes cash on hand and at bank and short term deposits at call, net of outstanding bank overdrafts. Cash at the end of the financial Period as shown in the statement of cash flows is reconciled to the related items in the balance sheet as follows: Cash and cash equivalents	2008 $
	5,516,369
(b) Reconciliation of net cash flows used in operating activities to loss after income tax Loss for the period Adjustments for: - Depreciation Operating loss before changes in working capital and provisions Change in trade and other receivables Change in other financial assets Change in trade and other payables Net cash used in operating activities	(348,907) 250
	(348,657) (55,266) (11,875) 82,957
	(332,841)

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Noble Mineral Resources Limited

Appendix 4E Preliminary Final Report

Part 10 – Notes to the Statement of Cash Flows (cont’d)

(c) Non-cash investing and financing activities

The Company entered into a heads of agreement on 20 February 2008 with Axmin Limited (“Axmin”) and Ausgold Ghana Limited and a subsequent letter of variation on 10 May 2008 whereby Axmin agreed to grant an exclusive option (“Option”) to the Company to acquire the whole of Axmin’s rights, interests and obligations in and to a joint venture interest in a concession in the Republic of Ghana. As part consideration for the exercise of the Option, the Company issued 3,000,000 shares at a deemed issued price of $0.20 per share on 20 June 2008. This acquisition is not reflected in the Statement of Cash Flows.

Part 11 – Details Relating to Dividends

Date the dividend ispayable	Not Applicable
Record date to determine entitlement to the dividend	Not Applicable
Amountper security	Not Applicable
Total dividend	Not Applicable
Amount per security of foreign sourced dividend or distribution	Not Applicable
Details of anydividend reinvestmentplans in operation	Not Applicable
The last date for receipt of an election notice for participation in any dividend reinvestment plans	Not Applicable

Part 12 – Loss per Share

Basic loss per share Ordinary shares There are no potential ordinary shares on issue. Weighted average number of ordinary shares used as the denominator in the calculation of basic loss per share	2008 (0.68) cents
	No. 51,237,830

Part 13 – Net Tangible Assets per Security

Net tangible asset backing per ordinary security 2.51 cents

Noble Mineral Resources Limited

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Appendix 4E Preliminary Final Report

Part 14 – Details of Entities Over Which Control has been Gained or Lost

Name ofentity (orgroup ofentities)	Not Applicable
Date controlgained or lost
Contribution of the controlled entity (or group of entities) to the
profit/(loss) from ordinary activities during the period, from the
date ofgaining or losing control
Profit (loss) from ordinary activities of the controlled entity (or
group of entities) for the whole of the previous corresponding
period
Contribution to consolidated profit/(loss) from ordinary activities
from sale of interest leading to loss of control

Part 15 – Issued Securities

Part 15 – Issued Securities	Part 15 – Issued Securities	Part 15 – Issued Securities
2008 ($) Share capital 138,370,000 fully paid ordinary shares 4,628,495 The following movements in issued capital occurred during the Period: Number of Shares Issued Capital ($) Balance at beginning of Period - - Issue on incorporation 1 1 Issue of shares at $0.00001 each 216,030,000 2,160 Issue of shares at $0.00355 each 11,970,000 42,500 Issue of shares at $0.02 each 26,000,000 520,000 254,000,001 564,661 Share consolidation on the basis of 1 share for every 4 63,500,000 564,661 Issue of shares at $0.00001 each 28,750,000 288 Issue of shares at $0.04 each 25,000,000 1,000,000 Issue of shares at $0.10 each 8,000,000 800,000 Issue of shares at $0.20 each 10,120,000 2,024,000 Issue of shares at $0.20 each 3,000,000 600,000 Share issue costs - (360,454) Balance at the end of the Period 138,370,000 4,628,495 Options No options have been granted during or since the end of the Period.
	Share capital 138,370,000 fully paid ordinary shares The following movements in issued capital occurred during the Period: Number of Shares Balance at beginning of Period - Issue on incorporation 1 Issue of shares at $0.00001 each 216,030,000 Issue of shares at $0.00355 each 11,970,000 Issue of shares at $0.02 each 26,000,000 254,000,001 Share consolidation on the basis of 1 share for every 4 63,500,000 Issue of shares at $0.00001 each 28,750,000 Issue of shares at $0.04 each 25,000,000 Issue of shares at $0.10 each 8,000,000 Issue of shares at $0.20 each 10,120,000 Issue of shares at $0.20 each 3,000,000 Share issue costs - Balance at the end of the Period 138,370,000 Options No options have been granted during or since the end of the Period.	2008 ($) 4,628,495
		Issued Capital ($) - 1 2,160 42,500 520,000
		564,661 564,661 288 1,000,000 800,000 2,024,000 600,000 (360,454)
		4,628,495

Noble Mineral Resources Limited

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Appendix 4E Preliminary Final Report

Part 16 – Segment Information

Primary reporting: Geographical segments	Australia $ Ghana $	Total $
Revenue Segment revenue Unallocated interest revenue Result Segment result Unallocated revenues and expenses Depreciation and amortisation Assets Segment assets Unallocated corporate assets Total assets Liabilities Segment liabilities Unallocated corporate liabilities Total liabilities	- -
		-
	(304,473) (44,434)	26,663
		26,663
		(348,907)
		-
	250 - 5,605,899 794,985	(348,907)
		250
		6,400,884
		-
	2,121,296 -	6,400,884
		2,121,296
		-
		2,121,296

Secondary reporting

Business segments

The principal activity of the Company is mineral exploration. More than 90% of segment revenue and segment profits/(losses) from ordinary activities and more than 90% of segment assets relate to these operations.

Part 17 – Subsequent Events

There has not arisen in the interval between the end of the Period and the date of this report any item, transaction or event of a material and unusual nature likely, in the opinion of the directors, to affect significantly the operations of the Company, the results of those operations, or the state of affairs of the Company in future financial years.

Noble Mineral Resources Limited

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Appendix 4E Preliminary Final Report

Part 18 – Audit/Review Status

This report is based on accounts to which one of the following applies: (Tick one) The accounts have been audited � The accounts have been subject to review The accounts are in the process of being The accounts have not yet been audited or audited or subject to review reviewed

If the accounts have not yet been audited or subject to review and are likely to be subject to dispute or qualification, a description of the likely dispute or qualification:

Not Applicable

If the accounts have been audited or subject to review and are subject to dispute or qualification, a description of the dispute or qualification:

Not Applicable

Noble Mineral Resources Limited

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