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ARK MINES LIMITED — Interim / Quarterly Report 2021
Aug 31, 2021
64339_rns_2021-08-31_29d44661-d981-4852-a79d-8b09eabe5b80.pdf
Interim / Quarterly Report
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(Subject to a Deed of Company Arrangement) ACN 123 668 717
Financial Report
For the Half-Year Ended 31 December 2020
| Contents | Page |
|---|---|
| Corporate Directory | 1 |
| Directors' Report | 2 |
| Auditor’s Independence Declaration | 4 |
| Statement of Profit or Loss and Other Comprehensive Income | 5 |
| Statement of Financial Position | 6 |
| Statement of Cash Flows | 7 |
| Statement of Changes in Equity | 8 |
| Notes to the Financial Statements | 9 |
| Directors’ Declaration | 15 |
| Independent Auditor's Review Report | 16 |
| Schedule of Tenements | 18 |
CORPORATE DIRECTORY
| Directors | Antony B Corel |
|---|---|
| Roger A Jackson | |
| Ian B Mitchell | |
| Company Secretary | Ian B Mitchell |
| Registered office | Ian B Mitchell and Associates |
| Level 9 | |
| MLC Centre | |
| 19 – 29 Martin Place | |
| Sydney NSW 2000 | |
| Principal Place of Business | C- KordaMentha |
| Level 10 | |
| 40 St Georges Terrace | |
| Perth WA 6000 | |
| Share Register | Next Registries |
| PO Box H195 | |
| Australia Square NSW 1215 | |
| Auditor | Moores Australia Audit (WA) |
| Level 15 Exchange Tower | |
| 2 The Esplanade | |
| Perth WA 6000 | |
| Solicitors | Ian B Mitchell and Associates |
| Level 9 | |
| MLC Centre | |
| 19 – 29 Martin Place | |
| Sydney NSW 2000 | |
| Bankers | National Australia Bank |
| Level 15 | |
| Ernst and Young Centre | |
| 680 George Street | |
| Sydney NSW 2000 | |
| Accounting Services | Professional Edge Pty Ltd |
| Level 7 | |
| 1 Margaret Street | |
| Sydney NSW 2000 | |
| Securities Exchange Listing | Ark Mines Ltd (Subject to a Deed of Company Arrangement) shares are listed |
| on the Australian Securities Exchange (ASX code: AHK) | |
| Website Address | www.arkmines.com |
1 | P a g e
DIRECTORS’ REPORT
For the half-year ended 31 December 2020
Your Directors present their report together with the financial statements of Ark Mines Ltd (Subject to a Deed of Company Arrangement) (the “Company” or “Ark”) for the financial half-year ended 31 December 2020.
Directors
The names of the Directors, who held office from 1 July 2020 to date of this report, unless otherwise stated, are:
-
Antony B Corel
-
Roger A Jackson
-
Ian B Mitchell
Review of Operations
On 26 July 2020, the Directors notified the Deed Administrators of their concerns regarding the possibility that the Company would be delisted by the ASX unless its ASX reporting was brought up to date by 25 September 2021 as well as its overdue ASIC reporting requirements. The Directors advised the Deed Administrators that they were in a position to execute the DOCA immediately.
The Conditions Precedent included execution of the Asset Sale Agreement. Completion of the Asset Sale agreement has been extended by the Deed Administrators several times up to 26 March 2021.
The Directors raised the Contribution Balance and this was paid to the Deed Administrators on 15 February 2021.
The Deed Administrator settled the claims of unsecured creditors, excluding the amounts owed to the Directors, or their associates, in the sum of $70,149 on 11 June 2021.
The Deed Administrators completed the Asset Sale Agreement. The Deed Administrators received sale proceeds of $4,150,000 and the tenements were transferred to the purchaser on 10 June 2021. Following this, the Deed Administrator transferred $2,843,173 to Chan on 15 June 2021 and the balance of settlement to Chan on 20 July 2021 in full satisfaction of the Company’s derivative gold loan liability.
On 10 June 2021 the Deed Administrators notified the Directors that the completion of the DOCA had occurred and in accordance with clause 5.2(c) of the DOCA, managerial control of the Company was transferred to the Directors.
The Company has now signed a binding head of agreement (“HoA”) with Bmax Holdings Pty Limited (“Bmax”) to acquire 100% of the issued shares in MIJ Holdings Pty Ltd “(MIJ”) (“Acquisition”). Bmax currently holds (and is in the process of transferring to MIJ) three granted Exploration Permits; EPM26560 (Gunnawarra); EPM26464 (Mt. Jesse); and EPM26883 (Pluton), all located in the prolific Mt Garnet and Greenvale mineral field, northern Queensland. Further details of these EPMS are included in the Company’s ASX announcement of 25 August 2021.
Consideration for the Acquisition is $1.8m, to be satisfied through the issue of new fully paid ordinary shares in Ark Mines Ltd, at a deemed issue price of $0.20 per share (post a 1 for 20 consolidation) to Bmax, the vendor of MIJ, or its nominee.
Completion of the Acquisition is conditional upon, amongst other things:
-
Ark obtaining all regulatory approvals in order to undertake the Acquisition, including re-complying with the admission requirements of ASX;
-
Ark and Bmax each being reasonably satisfied with the due diligence performed on the other party, and / or the EPMs;
-
Ark obtaining all necessary shareholder approvals prior to 25 September 2021 (or such later date as agreed by the ASX); and
Ark raising at least $4.5m in new capital by the issue of new ordinary shares (“Capital Raising”).
The Company is now in the process of seeking shareholder approval to:
-
consolidate its fully paid ordinary shares on a 1 for 20 basis;
-
issue up to 25,000,000 new ordinary shares (post the 1 for 20 consolidation) at an issue price of $0.20 per share to raise up to $5m new capital;
-
issue 7,066,230 new ordinary shares (post the 1 for 20 consolidation) at an issue price of $0.10 with one free attaching option exercisable at $0.20 and expiring 2 years after issue, to repay loans to the Company made to fund the DOCA, including the DOCA Contribution Balance of $100,000 included in these financial statements; and
-
issue 2,000,000 new ordinary shares (post the 1 for 20 consolidation) at an issue price of $0.10 repay loans made to the Company post 30 June 2021 to fund the Company prior to the Capital Raising.
Further details of the Acquisition, the EPMs and the Capital Raising are included in the Company’s ASX announcement of 25 August 2021.
The profit for the Company during the half-year was $40,104 (2019: Loss $738,634).
Subsequent Events
The review of operations discussed above covers the period of the half-year ending 31 December 2020 and up to the date of this report. Details of all events that occurred specifically between 31 December 2020 and the date of this reported are shown in note 18 to the financial statements.
2 | P a g e
DIRECTORS’ REPORT
For the half-year ended 31 December 2020
Auditor’s Independence Declaration
The auditor’s independence declaration for the half-year ended 31 December 2020 has been received and a copy is reproduced on page 4.
Rounding
The amounts contained in this report and in the half-year financial report have been rounded to the nearest dollar (where rounding is applicable) unless otherwise indicated.
This Report is made in accordance with a resolution of the Board of Directors and signed on behalf of the Board.
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Antony B Corel Chairman
Sydney, 31 August 2021
3 | P a g e
AUDITOR’S INDEPENDENCE DECLARATION
For the half-year ended 31 December 2020
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4 | P a g e
STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
For the half-year ended 31 December 2020
| Revenue from ordinary activities Interest income Total revenue Less: Expenses Accounting and secretarial expenses Administration costs ASX listing costs Audit fees Depreciation Directors' fees Insurance Share registry costs Travel and accommodation expenses Other expenses from ordinary activities Total expenses Loss from operating activities Fair value movement of derivative liability Finance costs Net foreign exchange gains Profit before income tax Income tax expense Loss from continuing operations after income tax Other comprehensive loss for the year Total comprehensive loss for the year Earnings per share Basic - cents per share Diluted - cents per share |
Note | December 2020 December 2019 |
|---|---|---|
| $ $ |
||
| 10 | ||
| - 147 |
||
| - 147 | ||
| 5,000 16,719 |
||
| 358,591 8,000 |
||
| 12,500 16,155 |
||
| 15,000 21,330 |
||
| 2,989 1,993 |
||
| - 48,520 |
||
| - 10,865 |
||
| - 2,145 |
||
| - 8,240 |
||
| - 7,407 |
||
| 394,080 141,374 | ||
| (394,080) (141,227) | ||
| 434,184 (575,730) |
||
| - (21,683) |
||
| - 6 |
||
| 40,104 (738,634) | ||
| - - | ||
| 40,104 (738,634) - - |
||
| 40,104 (738,634) | ||
| 0.08 (1.40) |
||
| 0.08 (1.40) |
The above statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes.
5 | P a g e
STATEMENT OF FINANCIAL POSITION
As at 31 December 2020
| Current assets Cash and cash equivalents Trade and other receivables Capitalised exploration and evaluation expenditure Environmental bonds Plant and equipment Total current assets Total assets Current liabilities DOCA contribution Asset sale agreement deposit Trade and other payables Borrowings Derivative liability Total current liabilities Total liabilities Net assets Equity Contributed equity Accumulated losses Total equity |
Note | December 2020 June 2020 |
|---|---|---|
| $ $ 793,073 40,481 141,556 44,469 3,165,472 3,134,640 122,259 122,259 - 2,989 |
||
| 3 4 5 6 7 8 9 10 11 |
||
| 4,222,360 3,344,838 | ||
| 4,222,360 3,344,838 | ||
| 100,000 100,000 1,400,000 150,000 1,155,093 1,133,491 750,000 750,000 8,485,948 8,920,132 |
||
| 11,891,041 11,053,623 | ||
| 11,891,041 11,053,623 | ||
| (7,668,681) (7,708,785) | ||
| 9,976,683 9,976,683 (17,645,364) (17,685,468) |
||
| (7,668,681) (7,708,785) | ||
The above statement of financial position should be read in conjunction with the accompanying notes.
6 | P a g e
STATEMENT OF CASH FLOWS
For the half-year ended 31 December 2020
| Cash flows from operating activities Payments to suppliers and employees Interest received Interest and finance costs and exchange losses Net cash used in operating activities Cash flows from investing activities Payment to secure release of tenement Royalty Payment for exploration and evaluation expenditure Proceeds from term deposit released Net cash used in investing activities Cash flows from financing activities Proceeds from asset sale deposit Proceeds from funding received by Administrators Proceeds from share issues - net of share issue costs Proceeds from loans Net cash provided by financing activities Net increase in cash held Cash at beginning of financial year Cash at end of financial year |
Note | December 2020 December 2019 |
|---|---|---|
| $ $ (406,576) (35,852) - 147 - (15,427) |
||
| (406,576) (51,132) | ||
| (60,000 ) - (30,832) (22,824) - 10,000 |
||
| (90,832 ) (12,824) | ||
| 1,250,000 - - 30,000 - 36,436 - 3,000 |
||
| 1,250,000 69,436 | ||
| 752,592 5,480 40,481 1,348 |
||
| 793,073 6,828 |
The above statement of cash flows should be read in conjunction with the accompanying notes.
7 | P a g e
STATEMENT OF CHANGES IN EQUITY
For the half-year ended 31 December 2020
| December 2020 Balance at 1 July 2020 Total comprehensive income for the year Total Transactions with owners in their capacity as owners Ordinary shares issued, net of transaction costs Balance at 31 December 2020 December 2019 Balance at 1 July 2019 Total comprehensive income for the year Total Transactions with owners in their capacity as owners Ordinary shares issued, net of transaction costs Balance at 31 December 2019 |
Note | Issued capital Acc. losses Total |
|---|---|---|
| $ $ $ |
||
| 9,976,683 (17,685,468) (7,708,785) |
||
| - 40,104 40,104 |
||
| 9,976,683 (17,645,364) (7,668,681) |
||
| - - - |
||
| 9,976,683 (17,645,364) (7,668,681) |
||
| 9,940,247 (15,239,707) (5,299,460) - (738,634) (738,634) |
||
| 9,940,247 (15,978,341) (6,038,094) | ||
| 36,436 - 36,436 | ||
| 9,976,683 (15,978,341) (6,001,658) |
The above statement of changes in equity should be read in conjunction with the accompanying notes .
8 | P a g e
NOTES TO THE FINANCIAL STATEMENTS
For the half-year ended 31 December 2020
1. Corporate Information
Ark Mines Ltd (Subject to a Deed of Company Arrangement) is a public company, listed on the Australian Securities Exchange, incorporated and domiciled in Australia. The principal activity of the Company for the half-year was the disposal of its assets by the Deed Administrator for the benefit of creditors, and the execution of a Deed of Company Arrangement seeking to recapitalise the Company and secure a new exploration project .
2. Significant Accounting Policies
These financial statements for the half-year reporting period ended 31 December 2020 have been prepared in accordance with Australian Accounting Standard AASB 134 ‘Interim Financial Reporting’ and the Corporations Act 2001. This financial report covers Ark Mines Ltd (Subject to a Deed of Company Arrangement) and was authorised for issue in accordance with a resolution of Directors on 31 August 2021 For the purpose of preparing the financial statements, Ark Mines is a for-profit entity.
These financial statements do not include all the notes of the type normally included in annual financial statements and therefore cannot be expected to provide as full an understanding of the financial performance, financial position and financing and investing activities of the Company as the annual financial report. The half-year financial report should be read in conjunction with the annual financial report of Ark Mines Ltd (Subject to a Deed of Company Arrangement) as at 30 June 2020 and any public announcement made by the Company during the interim reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001.
Basis of preparation
The half-year financial report has been prepared on the historical cost basis except as disclosed in the notes to the financial statements.
Significant accounting policies
The half-year financial report has been prepared using the same accounting policies as used in the annual financial report for the year ended 30 June 2020.
Fair value
Due to their short term nature, the Directors considered the carrying amounts of cash, current receivables and current payables to approximate their fair value.
| 3. Trade and Other Receivables GST recoverable Other receivables Total 4. Capitalised Exploration and Evaluation Expenditure Opening balance Capitalised during the period Closing Balance |
December 2020 June 2020 |
|---|---|
| $ $ |
|
| 47,765 10,678 93,791 33,791 |
|
| 141,556 44,469 | |
| 3,134,640 3,052,323 30,832 82,317 |
|
| 3,165,472 3,134,640 |
9 | P a g e
NOTES TO THE FINANCIAL STATEMENTS
For the half-year ended 31 December 2020
| 5. Environmental Bonds EL 23237 Frances Creek ML 23139 Mt Porter Mining Management Plan bonds ML 29679 Glencoe Total 6. DOCA Contributions Contributions received Total |
December 2020 June 2020 5,223 5,223 80,329 80,329 36,707 36,707 122,259 122,259 |
|---|---|
| 100,000 100,000 | |
| 100,000 100,000 |
On 6 January 2020, Creditors voted to accept a DOCA proposed by the Directors of the Company for total consideration of $663k as this would result in a better return to creditors in timing, quantum, and certainty than other DOCA proposals received, or if the Company was liquidated. An initial payment of $75k was made on 7 February 2020 and a further payment of $25k was made on 2 June 2020. Please see note 18 – Subsequent Events for the latest details of the Administration process.
| 7. | Asset Sale Agreement Deposit | ||
|---|---|---|---|
| Deposits received | 1,400,000 | 150,000 | |
| Total | 1,400,000 | 150,000 | |
| The Administrators agreed terms for an Asset Sale Agreement for the sale of the Company’s with Ausgold Trading Pty | |||
| Ltd for the sale of the Company’s mining tenements and associated assets for $4.15m. Of this amount, a deposit of | |||
| $150k was received on 29 January 2020 and a further amount of $1.25m on 15 December 2020. Please see note 18 – | |||
| Subsequent Events for the latest details of the Administration process. | |||
| 8. | Trade and Other Payables | ||
| Trade creditors | 77,148 | 67,148 | |
| Other payables – Directors’ fees | 558,404 | 558,404 | |
| Deferred Directors’ fees | 449,855 | 449,855 | |
| Accruals | 66,686 | 55,084 | |
| Other payable | 3,000 | 3,000 | |
| Total | 1,155,093 | 1,133,491 | |
| 9. | Borrowings - Current | ||
| Interest bearing loan from related party | 750,000 | 750,000 | |
| Total | 750,000 | 750,000 |
10 | P a g e
NOTES TO THE FINANCIAL STATEMENTS
For the half-year ended 31 December 2020
| 10. Derivative Liability Balance at the beginning of the period Fair value movement Closing Balance |
December 2020 June 2020 |
|---|---|
| 8,920,132 6,854,682 (434,184) 2,065,450 |
|
| 8,485,948 8,920,132 |
On 4 August 2016 the Company entered into a Gold Loan Facility Agreement (“Facility”) with Chan Investments Ltd (“Chan”) to fund its Mt. Porter gold mining project and surrounding exploration.
The Facility was secured by all of the current and future assets of the Company including its Mt Porter mining tenement (ML 23839) but excluding its Glencoe tenement (ML29679).
The carrying value for the Facility of $8,485,948 as at 31 December 2020 represents the fair value of the gold that would have needed to be delivered to satisfy this liability at that date, less an amount of $250,000 repaid in the 2019 financial year.
The movement of $434,184 from the 30 June 2020 carrying value of $8,920,132 has been charged to profit and loss as a fair value adjustment.
On 25 September 2019 Richard Tucker and Craig Shepard of KordaMentha were appointed Voluntary Administrators of the Company by Chan and later Deed Administrators following the acceptance of a Deed of Company Arrangement.
Please see the Company’s 30 June 2020 Annual Report for further details on this liability.
Please see note 18 – Subsequent Events for the latest details of the Administration process.
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11. Contributed Equity
No options over unissued ordinary shares were issued during the period.
| Ordinary Shares Number Balance at the beginning of the period Shares issued during the period Issued 15 August 2019 Issued 31 July 2019 Balance at the end of the period |
No. No. 52,321,175 51,129,509 - 525,000 - 666,666 |
|---|---|
| 52,321,175 52,321,175 |
| Ordinary Shares Value Balance at the beginning of the period Shares issued during the period 15 August 2019 - 525,000 ordinary shares @ $0.04 31 July 2019 - 666,666 ordinary shares @ $0.03 Share issue costs Balance at the end of the period |
$ $ 9,976,683 9,940,247 - 21,000 - 20,000 - (4,564) |
|---|---|
| 9,976,683 9,976,683 |
11 | P a g e
NOTES TO THE FINANCIAL STATEMENTS
For the half-year ended 31 December 2020
12. Commitments
Exploration Expenditure Commitments
The Company is required to meet minimum committed expenditure requirements to maintain current rights of tenure to exploration licences. These obligations may be subject to re-negotiation, may be farmed-out or may be relinquished and have not been provided for in the statement of financial position. A summary of aggregate commitments is as follows :
commitments is as follows: |
|
|---|---|
| Within 1 year More than 1 year but not later than 5 years More than 5 years but not later than 10 years Total |
December 2020 June 2020 |
| - 10,795 - 34,000 - - |
|
| - 447,95 |
These commitments refer to assets that are subject to an asset sale agreement being pursued by the Administrators as part of the Administration process.
Please see the Company’s 30 June 2020 Annual Report for further details on the Administration process.
Please see note 18 – Subsequent Events for the latest details of the Administration process.
13. Going Concern
On 25 September 2019 Richard Tucker and Craig Shepard of KordaMentha (“Administrators”) were appointed Voluntary Administrators of the Company by Chan Investments Ltd (“Chan”). As part of this process, on 28 January 2020 the Directors entered into a Deed of Company Arrangement (“DOCA”) with the Company and the Administrators. Under the terms of the DOCA, control of the Company was returned to the Directors on 10 June 2021.
The financial report has been prepared on a going concern basis, which assumes continuity of normal business activities and the realisation of assets and settlement of liabilities in the ordinary course of business. The Directors believe it is appropriate to prepare these accounts on a going concern basis as:
-
the DOCA concluded on 10 June 2021 has extinguished all previous liabilities of the Company;
-
since the end of the financial year the Company has announced that subject to shareholder approval, it will equity settle certain post-administration liabilities, including the $100,000 DOCA Contribution Balance included in these financial statements;
-
since the end of the financial year Company has also announced that it has entered into a binding heads of agreement to acquire three gold and other mineral projects located in Queensland (“Acquisition”) for $1.8m to be funded by the issue of 9m ordinary shares, subject to shareholder approval; and
-
the Company expects to raise additional capital of at least $4.5m (“Capital Raising”), subject to shareholder approval, by 25 October 2021.
Further details of the post year end events above are included in Note 18 – Subsequent Events, and the ASX releases made by the Company on 25 August 2021.
Directors have commenced all actions necessary to ensure that the Acquisition and Capital Raising will be completed in accordance with the agreed terms and regulatory requirements and are confident that this can be achieved.
Directors also consider that a capital raising of $4.5m should be sufficient to fund the exploration and evaluation of these projects, and the working capital needs of the Company for the next two years.
On this basis, the Directors have prepared these Financial Statements on the going concern basis, however there remain significant risks that:
-
ASX may delist the Company if it determines that the Company has failed to meet the requirements of the Listing Rules, including failure to lodge outstanding ASX reporting requirements within the time stipulated by ASX, and / or recomplying with Chapters 1 and 2 of the Listing Rules; and
-
for whatever reasons the Acquisition and Capital Raising are not completed.
These risks give rise to a material uncertainty which may cast significant doubt over the Company’s ability to continue as a going concern.
12 | P a g e
NOTES TO THE FINANCIAL STATEMENTS
For the half-year ended 31 December 2020
14. Fair Value Measurement
The estimated fair value of financial instruments has been determined by the Company using available market information and appropriate valuation methods.
The estimates presented are not necessarily indicative of the amounts that will ultimately be realised by the Company upon maturity or disposal. The use of different market assumptions and/or estimation methods may have a material effect on the estimated fair value amounts.
For cash and cash equivalents, trade and other receivables and trade and other payables, the carrying amounts approximate fair value, because of the short maturity and nature of these instruments, and therefore fair value information is not included in this note.
15. Segment Information
The Company has identified its operating segment based on internal reports that are reviewed and used by the chief operating decision maker in assessing performance and in determining the allocation of resources. Management has identified exploration and evaluation of mineral resources as the Company’s only operating segment as this is its principal activity.
16. Dividends
The Company has not declared or paid a dividend during the half-year.
17. Seasonality
The Company’s activities have not been subject to seasonal trends.
18. Subsequent Events
No matters or circumstances have arisen since the end of the half financial year which significantly affected or may significantly affect the operations of the Company, the results of those operations, or the state of affairs of the Company in future financial years except as follows.
On 10 June 2021, after the Due Date of the DOCA had been extended a number of times, the Directors raised the DOCA Contribution Balance and this was paid to the Deed Administrators.
On 10 June 2021, the Deed Administrators completed the Asset Sale Agreement. The Deed Administrators received sale proceeds of $4,150,000 and the tenements were transferred to the purchaser.
On 11 June 2021, the Deed Administrator settled the claims of unsecured creditors, excluding the amounts owed to the Directors, or their associates, in the sum of $70,149.
On 15 June 2021 The Deed Administrator transferred $2,843,173 to Chan and the balance of settlement to Chan on 20 July 2021 in full satisfaction of the Company’s derivative gold loan liability.
On 10 June 2021, the Deed of Administration was concluded and control of the Company returned to the Directors.
On 25 August 2021, the Company announced that it had signed a binding head of agreement (“HoA”) with Bmax Holdings Pty Limited (“Bmax”) to acquire 100% of the issued shares in MIJ Holdings Pty Ltd “(MIJ”) (“Acquisition”). Bmax currently holds (and is in the process of transferring to MIJ) three granted Exploration Permits; EPM26560 (Gunnawarra); EPM26464 (Mt. Jesse); and EPM26883 (Pluton), all located in the prolific Mt Garnet and Greenvale mineral field, northern Queensland. Further details of these EPMS are included in the Company’s ASX announcement of 25 August 2021.
Consideration for the Acquisition is $1.8m, to be satisfied through the issue of new fully paid ordinary shares in Ark Mines Ltd, at a deemed issue price of $0.20 per share (post a 1 for 20 consolidation) to Bmax, the vendor of MIJ, or its nominee.
Completion of the Acquisition is conditional upon, amongst other things:
-
Ark obtaining all regulatory approvals in order to undertake the Acquisition, including re-complying with the admission requirements of ASX;
-
Ark and Bmax each being reasonably satisfied with the due diligence performed on the other party, and / or the EPMs;
-
Ark obtaining all necessary shareholder approvals prior to 25 September 2021 (or such later date as agreed by the ASX); and
-
Ark raising at least $4.5m in new capital by the issue of new ordinary shares (“Capital Raising”).
13 | P a g e
NOTES TO THE FINANCIAL STATEMENTS For the half-year ended 31 December 2020
18. Subsequent Events (cont.)
The Company also announced that it would seek shareholder approval to:
-
consolidate its fully paid ordinary shares on a 1 for 20 basis;
-
issue up to 25,000,000 new ordinary shares (post the 1 for 20 consolidation) at an issue price of $0.20 per share to raise up to $5m new capital;
-
issue 7,066,230 new ordinary shares (post the 1 for 20 consolidation) at an issue price of $0.10 with one free attaching option exercisable at $0.20 and expiring 2 years after issue, to repay loans to the Company made to fund the DOCA, including the DOCA Contribution Balance of $100,000 included in these financial statements; and
-
issue 2,000,000 new ordinary shares (post the 1 for 20 consolidation) at an issue price of $0.10 repay loans made to the Company post 30 June 2021 to fund the Company prior to the Capital Raising.
Further details of the Acquisition, the EPMs and the Capital Raising are included in the Company’s ASX announcement of 25 August 2021.
14 | P a g e
DIRECTORS’ DECLARATION
For the half-year ended 31December 2020
The Directors of the Company declare that:
In their opinion:
-
the attached financial statements and notes thereto comply with the Corporations Act 2001, Australian Accounting Standard AASB 134 'Interim Financial Reporting', the Corporations Regulations 2001 and other mandatory professional reporting requirements;
-
the attached financial statements and notes thereto give a true and fair view of the Company’s financial position as at 31 December 2020 and of its performance for the financial half-year ended on that date; and
-
there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.
Signed in accordance with a resolution of directors made pursuant to section 303(5) of the Corporations Act 2001.
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_______
Antony Corel
Director Sydney, 31 August 2021
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INDEPENDENT AUDITOR’S REVIEW REPORT
For the half-year ended 31 December 2020
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INDEPENDENT AUDITOR’S REVIEW REPORT For the half-year ended 31 December 2020
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SCHEDULE OF TENEMENTS
As at 31 December 2020
| Licence | Title name | Interest | Mineral | Grant date | Expiry date | Status |
|---|---|---|---|---|---|---|
| ML 29679 | Glencoe | 100% | Gold | 27 September 2012 | 26 September 2022 | Current |
| ML 23839 | Mt. Porter | 100% | Gold | 2 February 2005 | 1 February 2030 | Current |
| EL 23237 | Frances Creek South | 100% | Gold | 8 December 2003 | 7 December 2020 | Current |
| ELR 116 | Mt. Porter | 100% | Gold | 12 September 1990 | 11 September 2021 | Current |
| ML 24727 | Frances Creek | 100% - Gold rights only | Gold | 5 April 2007 | 4 April 2032 | Current |
| ML 25087 | Frances Creek | 100% - Gold rights only | Gold | 24 April 2007 | 23 April 2032 | Current |
| ML 25088 | Frances Creek | 100% - Gold rights only | Gold | 24 April 2007 | 23 April 2032 | Current |
| ML 25529 | Frances Creek | 100% - Gold rights only | Gold | 22 December 2010 | 21 December 2035 | Current |
| ML 27225 | Frances Creek | 100% - Gold rights only | Gold | 17 August 2012 | 16 August 2037 | Current |
| ML 27226 | Frances Creek | 100% - Gold rights only | Gold | 21 January 2014 | 20 January 2039 | Current |
| ML 27227 | Frances Creek | 100% - Gold rights only | Gold | 20 October 2011 | 19 October 2036 | Current |
| ML 27228 | Frances Creek | 100% - Gold rights only | Gold | 26 September 2011 | 25 September 2036 | Current |
| ML 27229 | Frances Creek | 100% - Gold rights only | Gold | 20 October 2011 | 19 October 2036 | Current |
| ML 27230 | Frances Creek | 100% - Gold rights only | Gold | 21 January 2014 | 20 January 2039 | Current |
| EL 10137 | Frances Creek | 100% - Gold rights only | Gold | 10 July 2002 | 9 July 2020 | Current |
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