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CORAZON MINING LIMITED Regulatory Filings 2009

Mar 15, 2009

64747_rns_2009-03-15_6a18fab8-edda-453a-942a-f4cb292bc232.pdf

Regulatory Filings

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INTERIM FINANCIAL REPORT

31 DECEMBER 2008

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31 DECEMBER 2008

CONTENTS

DIRECTORS' REPORT
CONDENSED CONSOLIDATED INCOME STATEMENT
CONDENSED CONSOLIDATED BALANCE SHEET
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS9
DIRECTORS' DECLARATION
INDEPENDENT AUDITOR'S REVIEW REPORT
INDEPENDENT AUDITOR'S DECLARATION

This interim financial report does not include all the notes of the type normally included in an annual financial report. Accordingly, this report is to be read in conjunction with the annual report for year ended 30 June 2008 and the any public announcements made by Graynic Metals Limited during the interim reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001 and the ASX Listing Rules.

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DIRECTORS' REPORT

Your directors submit the financial report of Graynic Metals Limited and its subsidiary (the Consolidated Entity) for the half-year ended 31 December 2008. In order to comply with the provisions of the Corporations Act 2001, the directors report as follows:

DIRECTORS

The names of directors who held office during or since the end of the half year are:-

Ivan Hoffman Non-Executive Chairman (resigned 28 th January 2009)
Bronwyn Barnes Managing Director
Jonathan Downes Non-Executive Director
Clive Jones Non-Executive Director (appointed Non-Executive Chairman 28 th
January 2009)
Mark Fletcher Executive Director

Directors have held office for the entire period and to the date of this report unless otherwise stated.

COMPANY SECRETARY

David Round Company Secretary

PRINCIPAL ACTIVITIES

During the half-year the principal activities of the consolidated entity consisted of exploration and evaluation of the group's base metal projects in Western Australia and New South Wales and the evaluation of new projects.

RESULT OF OPERATIONS

The directors report the loss of the consolidated entity after providing for income tax amounted to \$1,556,346 for the half year to 31 December 2008.

REVIEW OF OPERATIONS

New Central America investment

The consolidated entity reviewed a number of potential investment opportunities over the past six months and on the 4th March 2009, announced the terms of a strategic Farm-in Agreement with private Canadian company, Nichromet Extractions Inc ("Nichromet"), over a number of projects in Cuba and Guatemala

The full detail of this transaction is outlined in the announcement which can be found on our website.

The farm-in agreement provides Graynic with direct exposure to a number of identified and highly prospective projects, as well as strategically positioning the company to identify other projects in the Central America region.

DIRECTORS' REPORT

The terms of the Farm-in agreement require Graynic to spend US\$3,000,000 over the next three (3) years (Phase 1) in order to earn a 50% interest in the identified projects. In addition to this, Graynic may elect to spend an additional US\$6,000,000 over a further three (3) year timeframe (Phase 2) in order to increase their financial interest in the project to 75%.

Executives of the company are currently in negotiations with financial institutions regarding a future capital raising, in order to contribute to the company's commitments in the short term and to also fund further growth and expansion plans beyond 2010.

Graynic is excited about this Farm-in agreement and the potential for further opportunities within the Central America region. The company's executives have extensive and well regarded experience in dealing with the development of Nickel projects and this has been recognised by our Joint Venture partner and officials in Cuba and Guatemala.

The Farm-in agreement is subject to final due diligence and confirmation of this completion should be made within the next 30 days.

Quartz Circle

RC drilling completed during the half year intersected six intersections of greater than 1% zinc along a mineralised structure with a strike of 500m. Two sub-vertical zones between one and four metres thickness were intersected along the northern boundary of the prospect.

Along with the significant zinc results, three gold intersections were made during the program; 2m @ 2.11g/t Au from 44m and 2m @ 2.05g/t Au from 106m in GMRC69, and 4m @ 1.40g/t Au from 140m in GMRC74.

Further interpretation of the drilling results will allow design of an appropriate forward work program.

DIRECTORS' REPORT

Hole ID Intersection (m) From
(m)
Zn (%)
True Width Down hole
GMRC69 2.5 76 1.02
GMRC70 2.5 82 1.53
GMRC70 2.5 90 1.07
GMRC71 142 1.45
GMRC71 174 2.08
GMRC74 144 1.73

Table 1 Quartz Circle - Drill-hole Intersections greater than one percent zinc

Yanco Glen

Graynic completed a sale agreement for the Company's Yanco Glen Project with Silver City Mining Limited. The Yanco Glen Project (Corona - EL6489) is located 40km to the north of Broken Hill in eastern New South Wales.

The consideration for Silver City's purchase of 100% of Graynic's interest in Yanco Glen is a combination of Silver City shares and options, along with participation in a pool of converting performance shares. Participation will be based on exploration success.

Silver City will be responsible for developing and implementing exploration programs for Yanco Glen, and for maintaining the tenement in good standing in accordance with all statutory requirements, including the annual tenement expenditure requirements set by the New South Wales Department of Primary Industries - Mineral Resources.

The Sale Agreement is subject to, and conditional upon, the Australian Securities Exchange granting Silver City conditional approval for its ordinary shares to be listed for quotation on the ASX on or before 30 June 2010. If Silver City fails to meet this timeframe Silver City will be deemed to have withdrawn from the Agreement and ownership of the tenement will revert to Graynic.

Wertago

During the half year ended, the company received formal advice from its Joint Venture partner, Proto Resource and Investments Ltd that they shall not elect to further explore in this region.

This project shall now revert to complete ownership by the company and an analysis of exploration data shall be made over the forthcoming months in order to determine the further potential of this project.

Board Changes

The company recently advised the ASX that Mr Ivan Hoffman had retired from the Board of the company.

DIRECTORS' REPORT

Graynic also confirmed that experienced Geologist and current Board member, Mr Clive Jones, would assume the role of Chairman of the company effective from January 2009.

Mr Jones has extensive experience in the field of project identification and development and fund raising for company growth.

AUDITOR'S DECLARATION

The lead auditor's independence declaration under section 307C of the Corporations Act 2001 is set out on page 15 for the half year ended 31 December 2008.

This report is made in accordance with a resolution of the directors made pursuant to section 306(3) of the Corporations Act 2001.

$\frac{1}{\sqrt{2}}$ $\frac{1}{\sqrt{2}}$
Bronwyn Barnes
Managing Director
Dated this $\frac{1}{2}$ day of $\frac{1}{2}$

2009.

CONDENSED CONSOLIDATED INCOME STATEMENT FOR THE HALF YEAR ENDED 31 DECEMBER 2008

31 December
2008
\$
31 December
2007
\$
Revenue from ordinary activities 64,736 36,026
Employee benefits expense (667, 016) (524,060)
Directors fees (51, 509) (50,000)
Depreciation and amortisation expenses (11, 387) (3,506)
Finance costs (1, 146)
Regulatory expenses (40, 967) (36, 476)
Consultancy expenses (16, 535) (38, 794)
Occupancy expenses (54, 512) (22, 022)
Administrative expenses (51, 279) (19, 533)
Project generation expense (179,660)
Impairment of capitalised exploration expenditure (559, 401)
Other expenses from ordinary activities (6, 131)
Loss for the period from ordinary activities before income tax
expense
(1, 568, 676) (664, 496)
Income tax expense relating to ordinary activities 12,330
Loss for the period (1, 556, 346) (664, 496)
Cents Cents
Basic and diluted loss per share (2.80) (1.47)

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The above condensed consolidated income statement should be read in conjunction with the accompanying notes.

CONDENSED CONSOLIDATED BALANCE SHEET AS AT 31 DECEMBER 2008

31 December
2008
30 June 2008
\$ \$
CURRENT ASSETS
Cash and cash equivalents 1,696,846 2,466,807
Trade and other receivables 32,628 27,208
TOTAL CURRENT ASSETS 1,729,474 2,494,015
NON-CURRENT ASSETS
Other financial assets
$\overline{2}$
806,746 2,072,248
Plant and equipment 55,020 36,271
Exploration and evaluation expenditure 6,249,098 6,391,976
TOTAL NON-CURRENT ASSETS 7,110,864 8,500,495
TOTAL ASSETS 8,840,338 10,994,510
CURRENT LIABILITIES
Trade and other payables 76,937 35,225
Short term provisions 7,826 31,196
TOTAL CURRENT LIABILITIES 84,763 66,421
TOTAL LIABILITIES 84,763 66,421
NET ASSETS 8,755,575 10,928,089
EQUITY
Issued capital 12,825,841 12,825,841
Reserves 2,236,604 3,052,420
Accumulated losses (6,306,870) (4,950,172)
TOTAL EQUITY 8,755,575 10,928,089

The above condensed consolidated balance sheet should be read in conjunction with the accompanying notes.

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CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE HALF-YEAR ENDED 31 DECEMBER 2008

Issued
Capital
Accumulated
Losses
Asset
Revaluation
Option
Reserves
Total
Reserves
\$ \$ \$ \$ \$
Balance at 1 July 2007 9,681,818 (3,338,232) 2,299,900 1,126,495 9,719,981
Loss attributable to members
of parent entity
(664, 496) (664, 496)
Total recognised income and
expense for the period
Transactions with equity
holders in their capacity as
equity holders:
(664, 496) (664, 496)
Issue of share capital 3,043,929 3,043,929
Issue costs (154, 105) (154, 105)
Exercise of options
Revaluation of available for
127,675 (127, 675)
sale assets
Recognition of share based
1,634,704 1,634,704
payments 301,757 301,757
Balance at 31 December 3,017,499 1,634,704 174,082 4,825,285
2007 12,699,317 (4,052,728) 3,934,604 1,300,577 13,881,770
Balance at 1 July 2008 12,825,841 (4,950,171) 1,642,328 1,410,092
Options lapsed 199,647 (199, 647) 10,928,090
Loss attributable to members
of parent entity (1, 556, 346) (1, 556, 346)
Total recognised income and
expense for the period
(1, 556, 346) (1, 556, 346)
Transactions with equity
holders in their capacity as
equity holders:
Issue of share capital
Exercise of options
Revaluation of available for
sale assets (1,265,502) (1,265,502)
Recognition of share based
payments
649,333 649,333
(1,356,699) (1,265,502) 449,686 (2,172,215)

The above condensed consolidated statement of changes in equity should be read in conjunction with the accompanying notes.

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE HALF YEAR ENDED 31 DECEMBER 2008

31 December
2008
31 December
2007
\$ \$
CASH FLOWS FROM OPERATING ACTIVITIES
Payments to suppliers and employees (189, 344) (367, 264)
Payments for exploration and evaluation (615, 924) (97, 631)
Interest received 65,443 37,594
Other revenue
NET CASH USED IN OPERATING ACTIVITIES (739, 825) (427,301)
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for property, plant and equipment (30, 136) (25,514)
NET CASH PROVIDED BY/(USED IN) INVESTING
ACTIVITIES (30, 136) (25,514)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of shares 3,043,929
Payment for costs of issue of shares (154, 105)
NET CASH PROVIDED BY FINANCING ACTIVITIES 2,889,824
Net increase (decrease) in cash held (769, 961) 2,437,009
Cash at the beginning of the reporting period 2,466,807 575,822
Cash at the end of the reporting period 1,696,846 3,012,831

The above condensed consolidated statement of cash flows should be read in conjunction with the accompanying notes.

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NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF YEAR ENDED 31 DECEMBER 2008

NOTE 1: BASIS OF PREPARATION OF HALF YEAR FINANCIAL REPORT

Statement of Compliance

The half year consolidated financial statements are a general purpose financial report prepared in accordance with the requirements of the Corporations Act 2001 and Accounting Standard AASB 134: Interim Financial Reporting. Compliance with AASB 134 ensures compliance with International Financial Reporting Standard IAS 34 'Interim Financial Reporting'.

It is recommended that this interim financial report be read in conjunction with the annual report for the year ended 30 June 2008 and any public announcements made by Graynic Metals Limited and its controlled entities during the interim reporting period in accordance with the continuous disclosure requirements arising under the Corporations Act 2001 and the ASX Listing Rules.

The accounting policies have been consistently applied by the entities in the consolidated entity and are consistent with those in the 30 June 2008 financial report.

Reporting Basis and Conventions

The half-year report has been prepared on an accruals basis and is based on historical costs modified by the revaluation of selected non-current assets, financial assets and financial liabilities for which the fair value basis of accounting has been applied.

The half year report does not include full disclosures of the type normally included in an annual financial report.

Adoption of New and Revised Accounting Standards

In the half-year ended 31 December 2008, the consolidated entity has reviewed all of the new and revised Standards and Interpretations issued by the AASB that are relevant to its operation and effective for annual reporting periods beginning on or after 1 July 2008.

It has been determined by the consolidated entity that there is no impact, material or otherwise, of the new and revised Standards and Interpretations on its business and, therefore, no change is necessary to the consolidated entity's accounting policies.

Basis of Preparation and Going Concern Basis

The financial statements have been prepared on the going concern basis. As at 31 December 2008 the consolidated entity had net assets of \$8,755,575 and continues to incur expenditure on its exploration tenements drawing on its cash balances. As at 31 December 2008 the consolidated entity had \$1,696,846 in cash and cash equivalents. The ultimate recoupment of costs carried forward for exploration and evaluation is dependent on the successful development and commercial exploitation or sale of the respective areas of interest. Ultimate exploitation through the development of mines will depend on raising necessary funding. The directors are of the opinion that they will be able to raise capital as and when required. At this time the directors are of the opinion that no asset is likely to be realised for an amount less than the amount in the financial report. Accordingly there has been no adjustment in the financial report relating to the recoverability and classification of the asset carrying amounts, or the amounts and classification of liabilities that might be necessary, should the consolidated entity be unable to raise capital as and

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF YEAR ENDED 31 DECEMBER 2008

NOTE 1: BASIS OF PREPARATION OF HALF YEAR FINANCIAL REPORT (cont)

when required, and the exploitation of the areas of interest not be successful, or the consolidated entity not continue as a going concern.

Impairment of Exploration Expenditure and probability of Non-current Asset Sale

The Company has previously informed the market regarding a transaction involving its disposal of the Yanco Glen project to Silver City Mining Pty Ltd. The terms of this agreement require Silver City Mining Pty Ltd to list on the ASX on or before 30 June 2010. At the date of this report, the Directors have been unable to assess whether the listing will be concluded within the required timeframe and therefore the sale cannot be regarded as highly probable. Should the transaction not proceed, ownership of the project will revert to the Company, which intends to resume exploration activities on this area of interest and ensure that minimum expenditure commitments are met over the term of the contract. On this basis, the Directors have determined that capitalized expenditure associated with the Yanco Glen project totaling \$416,593 should not be classified as held for sale in accordance with AASB 5, notwithstanding the existence of a conditional sale contract. If completion of the sale becomes probable, the Directors will undertake a formal assessment of whether Yanco Glen is stated at the lower of cost and recoverable amount in accordance with AASB 136.

NOTE 2: OTHER FINANCIAL ASSETS

31 December
2008
30 June 2008
Available for sale assets – listed investments at fair value 806,746 2,072,248

The company holds 2,000,000 shares in Wolf Minerals Ltd. The share price of Wolf Minerals Ltd fell from \$1.02 at 30 June 2008 to \$0.40 at 31 December 2008 resulting in a significant decrease in the fair value of the financial assets available for sale and a corresponding decrease in the asset revaluation reserve.

NOTE 3: SEGMENT INFORMATION

The Company operates predominantly in one geographical segment, being Australia, and in one industry, mineral mining and exploration.

NOTE 4: EVENTS SUBSEQUENT TO REPORTING DATE

  • On 28th January 2009 Mr Ivan Hoffman resigned from the board due to personal $(1)$ reasons.
  • On 28th January 2009 Mr Clive Jones was appointed Chairman of the board $(2)$
  • On 4th March 2009 the consolidated entity announced it had entered into a Farm-in $(3)$ agreement with private Canadian company Nichromet Extractions Inc over Cuban and Guatemalan Nickel Projects. Under the terms of the farm-in agreement the consolidated entity will spend US\$3 million within 36 months to earn a 50% interest in Nichromet's projects in Cuba and Guatemala. The consolidated entity can then elect to spend a further US\$6 million within an additional 36 month period to earn an additional 25% interest in the projects bringing the consolidated entity's ownership level to 75%.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF YEAR ENDED 31 DECEMBER 2008

NOTE 4: EVENTS SUBSEQUENT TO REPORTING DATE (cont)

Apart from the matters mentioned above no matter or circumstance has arisen subsequent to 31 December 2008 that has significantly affected, or may significantly affect:

  • $(a)$ the company's operations in future financial years; or
  • $(b)$ the results of those operations in future financial years; or
  • $(c)$ the company's state of affairs in future financial years.

NOTE 5: COMMITMENTS

As per Item 3 in Note 4 above the consolidated entity has committed to spend US\$3,000,000 (approximately A\$4,710,600) within the next 36 months.

NOTE 6: RELATED PARTIES

Arrangements with related parties continued to be in place. For details of these arrangements, please refer to 30 June 2008 annual financial report.

Key management personnel continue to receive compensation in the form of short term employee benefits, post employment benefits and share-based payments.

DIRECTORS' DECLARATION

The directors of the company declare that:-

    1. The financial statements and notes, as set out on pages 5 to 11:
  • comply with Accounting Standard AASB 134: Interim Financial Reporting and the $(a)$ Corporations Regulations 2001; and
  • give a true and fair view of the consolidated entity's financial position as at $(b)$ 31 December 2008 and of its performance for the half year ended on that date.
  • $2.$ In the directors' opinion there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable.

This declaration is made in accordance with a resolution of the Board of Directors made pursuant to Section 303(5) of the Corporations Act 2001.

3 L Bann

Bronwyn Barnes Managing Director

Dated this 16+ day of Noch.

2009.

INDEPENDENT AUDITOR'S REVIEW REPORT TO THE MEMBERS OF GRAYNIC METALS LIMITED

Report on the Half-Year Financial Report

We have reviewed the accompanying half-year financial report of Graynic Metals Limited, which comprises the condensed balance sheet as at 31 December 2008, and the condensed income statement, condensed statement of changes in equity and condensed cash flow statement for the half-year ended on that date, a statement of accounting policies, other selected explanatory notes and the directors' declaration of the consolidated entity comprising the company and the entities it controlled at the half-year end.

Directors' responsibility for the financial report

The directors of the company are responsible for the preparation and fair presentation of the half-year financial report in accordance with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Act 2001. This responsibility includes establishing and maintaining internal controls relevant to the preparation and fair presentation of the half-year financial report that is free from material misstatement; whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.

Auditor's responsibility

Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with Australian Auditing Standard on Review Engagements ASRE 2410 Review of Interim Financial Report Performed by the Independent Auditor of the Entity, in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the financial report is not in accordance with the Corporations Act 2001 including: giving a true and fair view of the consolidated entity's financial position as at 31 December 2008 and its performance for the half-year ended on that date; and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001. As the auditor of Graynic Metals Limited, ASRE 2410 requires that we comply with the ethical requirements relevant to the review of the interim financial report.

A review of half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Independence

In conducting our review, we have complied with the independence requirements of the Corporations Act 2001. We confirm that the independence declaration required by the Corporations Act 2001, provided to the directors of Graynic Metals Limited on 16 March 2009.

Ian K Macpherson CA Robert W Parker CA

Craig A Vivian CA

Level 1, 47-49 Stirling Highway NEDLANDS WA 6009 PO Box 3437 BROADWAY NEDLANDS WA 6009 雷+61 8 9321 3514 全 +61 8 9321 3523 ☎ +61 8 9321 3514

로 +61 8 9321 3523 [email protected] www.ordnexia.com.au

Liability limited by a scheme approved under Professional Standards Legislation

Conclusion

Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the half-year financial report of Graynic Metals Limited is not in accordance with the Corporations Act 2001 including:

  • $(i)$ fair view of the consolidated entity's giving a true and financial position as at 31 December 2008 and of its performance for the half-year ended on that date; and
  • $(ii)$ complying with Australian Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Requlations 2001.

Emphasis of matter regarding going concern

Without qualification to the conclusion expressed above, attention is drawn to the following matter. As a result of matters referred to in Note 1 "Going Concern" to the consolidated financial statements, the ability of the consolidated entity to continue as a going concern and meet its planned and committed expenditures including exploration expenditures is dependent upon the consolidated entity raising further working capital. In our opinion, there is uncertainty as to when or whether this objective will be met. In the event that the consolidated entity cannot raise further working capital, the consolidated entity may not be able to continue as a going concern and may be required to realise its assets and extinguish its liabilities other than in the normal course of business and at amounts different from those stated in the financial report. The financial report does not include any adjustments relating to the recoverability and classification of recorded assets nor to the amounts and classification of liabilities that might be necessary should the consolidated entity not continue as a going concern.

Emphasis of matter regarding the carrying value of Yanco Glen tenements

Without qualification to the conclusion expressed above, we draw attention to Note 1 "Impairment of Exploration Expenditure and Probability of Non-Current Asset Sale" to the consolidated financial statements. There is significant uncertainty as to whether the conditional sale agreement with Silver City Pty Ltd for the sale of Yanco Glen tenements will complete. In the event that the transaction does complete or becomes highly probable, capitalised expenditures totalling \$416,593 in relation to Yanco Glen may not be stated at the lower of cost and recoverable amount.

ORD PARTNERS

Chartered Accountants

Ï

lan Macpherson

Perth, 16 March 2009

16 March 2009

To the Board of Directors of Graynic Metals Limited

Dear Sirs

AUDITORS INDEPENDENCE DECLARATION UNDER SECTION 307C THE OF CORPORATIONS ACT 2001

I declare that, to the best of my knowledge and belief, in relation to the review of the financial report for the half-year ended 31 December 2008, there have been no contraventions of:

  • the auditor independence requirements of the Corporations Act 2001 in relation ÷. to the review; and
  • any applicable code of professional conduct in relation to the review. $\bullet$

Yours faithfully ORD PARTNERS

lan Macpherson Partner

lan K Macpherson CA Robert W Parker CA

Craig A Vivian CA

De Station de Carlos de la Carlo de Sta

Level 1, 47-49 Stirling Highway NEDLANDS WA 6009 PO Box 3437 BROADWAY NEDLANDS WA 6009 雷+61 8 9321 3514 ■ +61 8 9321 3523

[email protected] www.ordnexia.com.au

Liability limited by a scheme Approved under Professional Standards Legislation