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CStone Pharmaceuticals Proxy Solicitation & Information Statement 2010

Mar 22, 2010

50715_rns_2010-03-22_5afc9b9c-c1d6-4225-b271-61669090616f.pdf

Proxy Solicitation & Information Statement

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THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt about any of the contents of this Supplemental Circular or as to what action to take in relation to this Supplemental Circular, you should consult your licensed securities dealer, bank manager, solicitor, professional accountant or other professional adviser.

If you have sold or transferred all your shares in Yanzhou Coal Mining Company Limited (the “ Company ”), you should at once hand this Supplemental Circular to the purchaser(s) or transferee(s) or to the bank, or a licensed securities dealer or other agent through whom the sale or transfer was effected for transmission to the purchaser(s) or transferee(s).

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this Supplemental Circular, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this Supplemental Circular.

This Supplemental Circular is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe any securities.

YANZHOU COAL MINING COMPANY LIMITED

(a joint stock limited company incorporated in the People’s Republic of China with limited liability)

(Stock Code: 1171)

MAJOR TRANSACTION

ACQUISITION OF 100% OF THE ISSUED SHARE CAPITAL IN FELIX RESOURCES LIMITED BY WAY OF A SCHEME OF ARRANGEMENT

SUPPLEMENTAL CIRCULAR

23 March 2010

CONTENTS

Pages
Definition . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
Letter from the Board . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
Appendix I Financial Information of Felix Group . . . . . . . . . . . . . . . . . . . . . I-1
Appendix II Unaudited Pro forma Financial Information of
the Enlarged Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II-1
Appendix III Management Discussion and Analysis of the Results of
the Felix Group for the Financial Years Ended
31 December 2006, 31 December 2007 and
31 December 2008 and Each of the
Nine Months Ended 30 September 2008
and 30 September 2009 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . III-1
Appendix IV Other Information. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . IV-1

– i –

DEFINITIONS

In this circular, unless the context requires otherwise, the following expressions have the following meaning:

  • “ADSs” American depositary shares, each representing ownership of 10 H Shares, which are listed on New York Stock Exchange Inc.;

  • “AUD” Australian dollars, the lawful currency of Australia; “A Shares” domestic shares in the ordinary share capital of the Company, with a nominal value of RMB1.00 each, which are listed on the Shanghai Stock Exchange;

  • “Austar” Austar Coal Mine Pty limited, an indirect wholly-owned subsidiary of the Company;

  • “Board” the board of Directors; “Circular” the initial circular dated 11 September 2009 issued by the Company in respect of the Transaction;

  • “Company” , Yanzhou Coal Mining Company Limited, a joint stock limited company incorporated in the PRC and the H Shares, ADSs and A Shares of which are listed on the Hong Kong Stock Exchange, New York Stock Exchange Inc. and the Shanghai Stock Exchange, respectively;

  • “Directors” the directors of the Company; “Enlarged Group” the Group after the conclusion of the Transaction; “Felix” Felix Resources Limited, a company incorporated under the laws of Australia, and which, upon the implementation of the Scheme on 23 December 2009, became an indirect wholly-owned subsidiary of the Company;

  • “Felix Group” Felix and its related entities which are: (a) any Related Body Corporate of Felix; (b) any entity that is in a consolidated financial reporting group with Felix; and (c) any entity controlled by Felix;

  • “Felix Shares” fully paid ordinary shares in Felix; “Felix Shareholders” the shareholders of Felix immediately prior to the implementation of the Scheme on 23 December 2009;

– 1 –

DEFINITIONS

“Group” the Company and its subsidiaries from time to time; “H Shares” overseas listed foreign invested shares in the ordinary share capital of the Company with a nominal value of RMB1.00 each, which are listed on the Hong Kong Stock Exchange; “Hong Kong” the Hong Kong Special Administrative Region of the PRC; “Hong Kong Listing Rules” the Rules Governing the Listing of Securities on the Hong Kong Stock Exchange; “Hong Kong Stock Exchange” The Stock Exchange of Hong Kong Limited; “IMC” International Marine Corporation Group of Singapore; “Itochu” Itochu Corporation of Japan; “KORES” Korea Resource Corporation; “Latest Practicable Date” 15 March 2010, being the latest practicable date of ascertaining certain information contained in this circular prior to its publication; “PRC” or “China” the People’s Republic of China; “PwC” PricewaterhouseCoopers, the reporting accountant of the Company for the purpose of the Transaction; “Scheme” the scheme of arrangement between Felix and the Scheme Participant which became effective on 11 December 2009 and was implemented on 23 December 2009; “Scheme Implementation the agreement dated 13 August 2009 entered into Agreement” between the Company and Felix, pursuant to which, the Company agreed to acquire all the Felix Shares; “Shares” A Shares and H Shares; “Shareholder(s)” the shareholder(s) of the Company; “Sojitz” Sojitz Corporation of Japan;

“Sojitz”

– 2 –

DEFINITIONS

  • “Supplemental Circular” this supplemental circular issued by the Company for the purpose of providing the Shareholders with, among other things, the prescribed information under Rules 14.66 and 14.67 of the Hong Kong Listing Rules which has not been previously disclosed in the Circular;

  • “Transaction” the acquisition by the Company of all of the Felix Shares pursuant to the Scheme between Felix and Felix Shareholders which was completed on 23 December 2009;

  • “USD” The United States dollars, the lawful currency of the United States;

  • “Yancoal Australia” Yancoal Australia Pty Limited, a wholly-owned subsidiary of the Company;

  • “Yankuang Group” Yankuang Group Corporation Limited, a wholly State-owned corporation and the controlling shareholder of the Company holding approximately 52.86% of the total issued share capital of the Company;

  • “%” per cent.

Notes:

  1. Unless otherwise stated, a reference to any time contained in this Supplemental Circular is a reference to that time in Hong Kong.

  2. In this Supplemental Circular, the English names of the PRC entities are direct translation of their Chinese names and included herein for identification purpose only. In the event of any inconsistencies, the Chinese names shall prevail.

– 3 –

LETTER FROM THE BOARD

YANZHOU COAL MINING COMPANY LIMITED

(a joint stock limited company incorporated in the People’s Republic of China with limited liability)

(Stock Code: 1171)

Directors: Registered office: Wang Xin 298 South Fushan Road Geng Jiahuai Zoucheng Li Weimin Shandong Province Shi Xuerang PRC Chen Changchun Postal Code: 273500 Wu Yuxiang Wang Xinkun Principal place of business in Hong Kong: Zhang Baocai Rooms 2008-12 Dong Yunqing 20/F., The Center 99 Queen’s Road Central Independent non-executive Directors: Hong Kong Pu Hongjiu Zhai Xigui Li Weian Wang Junyan

23 March 2010

To the Shareholders

Dear Sir or Madam,

MAJOR TRANSACTION

ACQUISITION OF 100% OF THE ISSUED SHARE CAPITAL IN FELIX RESOURCES LIMITED BY WAY OF A SCHEME OF ARRANGEMENT

SUPPLEMENTAL CIRCULAR

INTRODUCTION

Reference is made to the Circular made by the Company dated 11 September 2009 in respect of the Transaction. Unless otherwise defined herein, terms used in this Supplemental Circular shall have the same meaning as those defined in the Circular.

– 4 –

LETTER FROM THE BOARD

On 13 August 2009, the Company entered into a binding Scheme Implementation Agreement with Felix and pursuant to which, the Company agreed to acquire all of the Felix Shares, subject to the Conditions being fulfilled or waived. The Transaction was approved by the Shareholders and Felix Shareholders at their respective extraordinary general meetings held on 30 October 2009 and 8 December 2009, respectively. The Scheme was approved by the Federal Court of Australia and became effective on 11 December 2009. The Scheme Consideration was paid to Felix Shareholders on 23 December 2009 and all the Felix Shares were transferred to Austar on the same date.

The purpose of this Supplemental Circular is to provide the Shareholders with, among other things, the prescribed information under Rules 14.66 and 14.67 of the Hong Kong Listing Rules which has not been previously disclosed in the Circular.

SUPPLEMENTAL INFORMATION NOT PREVIOUSLY DISCLOSED IN THE CIRCULAR

Due to the unavailability of certain non-public information of Felix at the time of dispatch of the Circular in September 2009, the Company was unable to include in the Circular certain information relate to Felix and the Enlarged Group to strictly comply with the disclosure requirements under Chapter 14 of the Hong Kong Listing Rules. Such outstanding information, therefore, is required to be dispatched to the Shareholders by way of a supplemental circular in the manner set out in Rule 14.67A(3) of the Hong Kong Listing Rules.

To fulfill its disclosure obligations under the Hong Kong Listing Rules, the Company set out the following information in this Supplemental Circular to supplement information previously disclosed in the Circular:

  • (1) accountant’s report on Felix containing financial information of the Felix Group for the 9 months ended 30 September 2009 and each of the three financial years ended 31 December 2008 prepared in accordance with the International Financial Reporting Standards and accounting policies adopted by the Group; (see Appendix I to this Supplemental Circular)

  • Note: By virtue of Rule 4.06(1)(a) of the Hong Kong Listing Rules, the Company is required to present in this Supplemental Circular an accountants’ report of Felix for the three months ended 30 September 2009 and the three financial years ended 30 June 2009. The Hong Kong Stock Exchange has granted a waiver to the Company for presenting the accountants’ report of Felix for the 9 months ended 30 September 2009 and the three years ended 31 December 2008 in this Supplemental Circular. For details, please refer to the section headed “Waivers from the Hong Kong Stock Exchange” below.

  • (2) statement of indebtedness of the Enlarged Group made up to the latest practicable date for the purpose of the statement of indebtedness; (see Part 3 of Appendix IV to this Supplemental Circular)

  • (3) statement of sufficiency of working capital of the Enlarged Group covering a period up to twelve months since the date of this Supplemental Circular; (see Part 4 of Appendix IV to this Supplemental Circular)

– 5 –

LETTER FROM THE BOARD

  • (4) unaudited pro forma statement of assets and liabilities of the Enlarged Group; (see Appendix II to this Supplemental Circular)

  • (5) statement as to the financial and trading prospects of the Felix Group and the Enlarged Group; (see Part 6 of Appendix IV to this Supplemental Circular)

  • (6) particulars of any litigation or claims of material importance pending or threatened against any member of the Enlarged Group; (see Part 8 of Appendix IV to this Supplemental Circular)

  • (7) material contracts and documents of the Enlarged Group available for inspection; (see Part 9 of Appendix IV to this Supplemental Circular)

  • (8) other prescribed information under Rules 14.66 and 14.67 of the Hong Kong Listing Rules which has not been previously disclosed in Circular; and

  • (9) material updates to the information previously disclosed in the Circular.

WAIVERS FROM THE HONG KONG STOCK EXCHANGE

1. Presentation of Historical Results of Felix in the Supplemental Circular

At the time of preparing the Circular, Felix had a financial year end on 30 June. By virtue of Rule 4.06(1)(a) of the Hong Kong Listing Rules, the Company is required to present in this Supplemental Circular an accountants’ report of Felix for the three months ended 30 September 2009 and the three financial years ended 30 June 2009.

The Directors are of the view that it will be more appropriate to present the financial information of Felix coterminous with that of the Company in this Supplemental Circular, i.e. to present the accountants’ report of Felix for the 9 months ended 30 September 2009 and the three years ended 31 December 2008 for the following reasons:

  • (1) The audited financial information of Felix for the three years ended 30 June 2009 and the related management discussion and analysis have already been disclosed in the Circular and it is more useful and relevant to present the financial information of Felix with the same year end as the Company to enable the Shareholders and investors to comprehend the financial effects of the Transaction on the Company on similar basis;

  • (2) After completion of the Transaction, Felix has changed its financial year end to 31 December and it is easier for the Shareholders and investors to compare the historical performance of the Company and Felix on a year-on-year basis based on the same financial year, and to compare the future performance of the Enlarged Group with its historical performance; and

  • (3) Significant time and cost will be saved if the Company is allowed to present the financial information of Felix coterminous with that of the Company.

– 6 –

LETTER FROM THE BOARD

Accordingly, the Company has applied to the Hong Kong Stock Exchange and the Hong Kong Stock Exchange has granted a waiver from strict compliance with Rule 4.06(1)(a) of the Hong Kong Listing Rules to present the accountants’ report of Felix for the 9 months ended 30 September 2009 and the three years ended 31 December 2008 in this Supplemental Circular.

2. Delay in Dispatch of the Supplemental Circular

Pursuant to 14.67A(3) of the Hong Kong Listing Rules, the Company is required to despatch a supplemental circular to the Shareholders on or before 6 February 2010. However, due to a series of public holidays in China and Australia (e.g. Christmas, New Year holidays, Australia National Day and the Chinese New Year holidays) and the substantial amount of financial information and work involved, additional time is required by Felix to prepare the necessary financial information and by PwC to complete the accountant’s report of Felix and report on unaudited pro forma financial information for inclusion in this Supplemental Circular. The Company, therefore, has applied to the Hong Kong Stock Exchange and the Hong Kong Stock Exchange has granted a waiver from strict compliance with Rule 14.67A(3) of the Hong Kong Listing Rules that the despatch of this Supplemental Circular be extended to on or before 23 March 2010.

MATERIAL UPDATES SINCE THE DATE OF THE CIRCULAR

1. Financing arrangement and guarantee

On 16 October 2009, Yancoal Australia entered into a financing agreement with Bank of China, Sydney branch, China Development Bank, Hong Kong branch and China Construction Bank, Hong Kong branch. Pursuant to the financing agreement, the three banks agreed to provide a bank loan in the amount of USD2.9 billion for the purpose of financing the Transaction. The Shandong branch of each syndicate banks issued a letter of guarantee in favour of its overseas branch. The issuance of such letters of guarantee was in turn guaranteed by the Company and counter-guaranteed by Yankuang Group to the Company.

On 9 December 2009, Yancoal Australia entered into another financing agreement with Bank of China, Sydney branch. Pursuant to the financing agreement, Bank of China, Sydney branch agreed to provide a bank loan in the amount of USD140 million to supplement the financing of the Transaction. Bank of China, Shandong branch issued a letter of guarantee in favour of its overseas branch. The issuance of the letter of guarantee was in turn guaranteed by the Company and counter-guaranteed by Yankuang Group to the Company.

2. Implementation of the Transaction

On 23 December 2009, the Scheme Consideration was paid to all Felix Shareholders and all the Felix Shares were transferred to Austar. Upon completion of the transfer, Austar is the registered holder of 196,625,038 shares recorded in the register of members of Felix maintained by Computershare, representing 100% of the issued share capital of Felix.

– 7 –

LETTER FROM THE BOARD

On 24 December 2009, Felix filed an application with ASX for delisting of the Felix Shares on ASX. Felix was delisted after the close of business hours of ASX on 30 December 2009 pursuant to the relevant listing rules of ASX.

3. Company’s undertakings in respect of the Transaction

On 23 October 2009, the Treasury of the Australian government announced that the Assistant Treasurer of Australia has conditionally approved the Transaction. In order to obtain the official approval regarding the Transaction, the Company is required to undertake to:

  • (1) operate its Australian mines through Yancoal Australia, which is managed in Australia using a predominately Australian management and sales team;

  • (2) ensure Yancoal Australia, and any of its operating subsidiaries, have at least two directors whose principal place of residence is in Australia, one of whom will be independent of the Company and its related entities;

  • (3) ensure that the Chief Executive Officer and Chief Financial Officer of Yancoal Australia have their principal place of residence in Australia;

  • (4) hold the majority of Yancoal Australia’s board meetings in Australia in any calendar year;

  • (5) list Yancoal Australia on ASX prior to the end of 2012 and, by that time, reduce the Company’s shareholding of Yancoal Australia to no more that 70%. In addition, as several of the mines operated by Felix are owned by joint ventures with third party companies, following the listing and shareholding reduction in Yancoal Australia, the Company’s economic ownership of the underlying mining assets must stand at no more than 50%. In the event of potential non-performance by the Company as a result of economic conditions or other factors, the Company is required to seek the approval of the Assistant Treasurer of Australia for amending the aforesaid undertakings; and

  • (6) market all coal produced at its Australian mines on arms-length terms with reference to international benchmarks and in line with market practices.

The Company has ensured and will continue to ensure strict implementation of its undertakings set out in items (1) to (4) and (6). In respect of item (5), the Company has not yet commenced any listing-related work but will actively prepare for the same and ensure Yancoal Australia is listed on ASX by the end of 2012.

4. Status on obtaining third party consents

Felix has entered into several joint venture agreements and the completion of the Transaction has triggered the “change of control” provision contained in each of the Ashton joint venture agreement and the Minerva joint venture agreement. Accordingly, the Company

– 8 –

LETTER FROM THE BOARD

is required to obtain from the relevant parties to the agreements a consent to such change of control. Specifically, from IMC and Itochu in respect of the Ashton joint venture and from Sojitz and KORES in respect of the Minerva joint venture.

Prior to the Effective Date, Itochu and KORES have, by way of written consents, waived their respective rights under the relevant joint venture agreements to acquire all of the equity interest in the relevant joint ventures which arose as a result of the Transaction.

As both IMC and Sojitz require additional time to consider whether a consent would be issued, the Company, on 7 December 2009, waived its rights to rely on the Condition that Felix shall obtain the relevant joint venture partners’ consents in respect of the change of control. The Company is currently negotiating with IMC and Sojitz as to their respectively rights under the relevant joint venture agreements. Should there be any material progress of the negotiation, the Company will duly comply with its disclosure obligations under the Hong Kong Listing Rules and further announcement will be made in this regard.

5. Divestment of SA Coal

As confirmed by the Company’s legal adviser as to Australian law, Felix distributed the entire issued share capital in SA Coal by way of dividend to Felix Shareholders on 30 October 2009. Accordingly, the condition of divestment of SA Coal under the Scheme Implementation Arrangement has been fulfilled.

ADDITIONAL INFORMATION

Your attention is drawn to the additional information set out in the Appendices to this Supplemental Circular.

By order of the Board Yanzhou Coal Mining Company Limited Wang Xin Chairman

– 9 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

The following is the text of a report, prepared for the purpose of incorporation in this Supplemental Circular, received from PricewaterhouseCoopers, Certified Public Accountants, Hong Kong, the reporting accountant.

==> picture [101 x 49] intentionally omitted <==

PricewaterhouseCoopers 22/F, Prince’s Building Central, Hong Kong

23 March 2010

The Directors Yanzhou Coal Mining Company Limited

Dear Sirs,

We set out below our report on the financial information (the “Financial Information”) of Felix Resources Limited (“Felix”) and its subsidiaries (together, the “Felix Group”) set out in Sections I to III below, for inclusion in the circular of Yanzhou Coal Mining Company Limited (the “Company”) dated 23 March 2010 (the “Circular”) in connection with the acquisition of Felix by a wholly-owned subsidiary of the Company. The Financial Information comprises the consolidated statements of financial position of Felix Group as at 31 December 2006, 2007 and 2008 and 30 September 2009, the statements of financial position of Felix as at 31 December 2006, 2007 and 2008 and 30 September 2009, and the consolidated statements of comprehensive income, the consolidated statements of changes in equity and the consolidated cash flow statements of Felix Group for each of the years ended 31 December 2006, 2007 and 2008 and the nine months ended 30 September 2008 and 2009 (the “Relevant Periods”), and a summary of significant accounting policies and other explanatory notes.

Felix was incorporated in Australia on 29 January 1970 with limited liability under the Corporation Act 2001.

As at the date of this report, Felix has direct and indirect interests in the subsidiaries, joint ventures, associated companies and jointly controlled entities as set out in Notes 37, 38 and 15 of Section II below.

The statutory consolidated financial statements of Felix prepared in accordance with the Australian Accounting Standards (“AAS”) for each of the financial years ended 30 June 2006, 2007, 2008 and 2009 were audited by BDO Kendalls (QLD).

For the purpose of this report, the directors of Felix have prepared the consolidated financial statements of Felix for the Relevant Periods (the “Underlying Financial Statements”) in accordance with International Financial Reporting Standards (“IFRS”) issued by the International Accounting Standards Board. We have audited the Underlying Financial

– I-1 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

Statements in accordance with International Standards on Auditing. The Financial Information has been prepared based on the Underlying Financial Statements with no adjustment made thereon.

Directors’ responsibility

The directors of Felix during the Relevant Periods are responsible for the preparation and fair presentation of the consolidated financial statements of Felix in accordance with AAS. This responsibility includes designing, implementing and maintaining internal control relevant to the preparation and fair presentation of the consolidated financial statements that are 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.

For the financial information for each of the years ended 31 December 2006, 2007 and 2008 and the nine months ended 30 September 2009, the directors of Felix and the Company are responsible for the preparation and the true and fair presentation of the financial information in accordance with IFRS. This responsibility includes selecting and applying appropriate accounting policies and making accounting estimates that are reasonable in the circumstances.

For the financial information for the nine months ended 30 September 2008, the directors of Felix and the Company are responsible for the preparation and the presentation of the financial information in accordance with the accounting policies set out in Note 1 of Section II below which are in conformity with IFRS.

Reporting accountant’s responsibility

For the financial information for each of the years ended 31 December 2006, 2007 and 2008 and the nine months ended 30 September 2009, our responsibility is to express an opinion on the financial information based on our examination and to report our opinion to you. We examined the Underlying Financial Statements used in preparing the financial information, and carried out such additional procedures as we considered necessary in accordance with the Auditing Guideline 3.340 “Prospectuses and the Reporting Accountant” issued by the HKICPA.

For the financial information for the nine months ended 30 September 2008, our responsibility is to express a conclusion on the financial information based on our review and to report our conclusion to you. We conducted our review in accordance with International Standard on Review Engagements 2410 “Review of Interim Financial Information Performed by the Independent Auditor of the Entity”. A review of the financial information consists of making inquiries, 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 International Standards on Auditing 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.

– I-2 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

Opinion and review conclusion

In our opinion, the financial information for each of the years ended 31 December 2006, 2007 and 2008 and the nine months ended 30 September 2009, for the purpose of this report, gives a true and fair view of the state of affairs of Felix and of Felix Group as at 31 December 2006, 2007 and 2008 and 30 September 2009 and of Felix Group’s results and cash flows for the respective years and period then ended.

Based on our review, which does not constitute an audit, nothing has come to our attention that causes us to believe that the financial information for the nine months ended 30 September 2008, for the purpose of this report, is not prepared, in all material respects, in accordance with the accounting policies set out in Note 1 of Section II below which are in conformity with IFRS.

– I-3 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

I. FINANCIAL INFORMATION OF FELIX GROUP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Notes
Revenue
4
Cost of sales
Gross profit
Other revenue
4
Other income
5
Distribution expenses
Administrative expenses
Finance costs
6
Share of net profits/
(losses) accounted for
using the equity
method
15
Profit before income
tax
Income tax expense
8
Profit after income tax
Other comprehensive
income
Available-for-sale
financial assets (net of
tax)
Gain taken to equity
30
Transferred to profit
or loss
30
Cash flow hedges:
Gain/(losses) taken to
equity
30
Transferred to profit
or loss
30
Year ended 31 December
9 months ended
30 September
2006
2007
2008
2008
2009
A$’000
A$’000
A$’000
A$’000
A$’000
(unaudited)
250,826
270,972
670,905
459,397
496,405
(159,178)
(187,009)
(265,630)
(185,947)
(235,083)
91,648
83,963
405,275
273,450
261,322
3,261
4,846
22,777
15,044
13,559
31,438
78,283
87,703
76,950
4,434
(56,408)
(64,129)
(77,032)
(52,971)
(56,249)
(12,111)
(15,210)
(21,758)
(15,424)
(25,456)
(4,341)
(6,996)
(6,924)
(6,204)
(2,545)
820
(547)
(11)
(12)
(14)
54,307
80,210
410,030
290,833
195,051
(10,715)
(21,169)
(116,333)
(83,692)
(54,945)
43,592
59,041
293,697
207,141
140,106
99





(143)



8,717
12,959
(34,060)
(21,383)
(6,191)
(10,708)
(967)
40,918
(22,854)
2,572
Year ended 31 December
9 months ended
30 September
2006
2007
2008
2008
2009
A$’000
A$’000
A$’000
A$’000
A$’000
(unaudited)
250,826
270,972
670,905
459,397
496,405
(159,178)
(187,009)
(265,630)
(185,947)
(235,083)
91,648
83,963
405,275
273,450
261,322
3,261
4,846
22,777
15,044
13,559
31,438
78,283
87,703
76,950
4,434
(56,408)
(64,129)
(77,032)
(52,971)
(56,249)
(12,111)
(15,210)
(21,758)
(15,424)
(25,456)
(4,341)
(6,996)
(6,924)
(6,204)
(2,545)
820
(547)
(11)
(12)
(14)
54,307
80,210
410,030
290,833
195,051
(10,715)
(21,169)
(116,333)
(83,692)
(54,945)
43,592
59,041
293,697
207,141
140,106
99





(143)



8,717
12,959
(34,060)
(21,383)
(6,191)
(10,708)
(967)
40,918
(22,854)
2,572
Year ended 31 December
9 months ended
30 September
2006
2007
2008
2008
2009
A$’000
A$’000
A$’000
A$’000
A$’000
(unaudited)
250,826
270,972
670,905
459,397
496,405
(159,178)
(187,009)
(265,630)
(185,947)
(235,083)
91,648
83,963
405,275
273,450
261,322
3,261
4,846
22,777
15,044
13,559
31,438
78,283
87,703
76,950
4,434
(56,408)
(64,129)
(77,032)
(52,971)
(56,249)
(12,111)
(15,210)
(21,758)
(15,424)
(25,456)
(4,341)
(6,996)
(6,924)
(6,204)
(2,545)
820
(547)
(11)
(12)
(14)
54,307
80,210
410,030
290,833
195,051
(10,715)
(21,169)
(116,333)
(83,692)
(54,945)
43,592
59,041
293,697
207,141
140,106
99





(143)



8,717
12,959
(34,060)
(21,383)
(6,191)
(10,708)
(967)
40,918
(22,854)
2,572
Year ended 31 December
9 months ended
30 September
2006
2007
2008
2008
2009
A$’000
A$’000
A$’000
A$’000
A$’000
(unaudited)
250,826
270,972
670,905
459,397
496,405
(159,178)
(187,009)
(265,630)
(185,947)
(235,083)
91,648
83,963
405,275
273,450
261,322
3,261
4,846
22,777
15,044
13,559
31,438
78,283
87,703
76,950
4,434
(56,408)
(64,129)
(77,032)
(52,971)
(56,249)
(12,111)
(15,210)
(21,758)
(15,424)
(25,456)
(4,341)
(6,996)
(6,924)
(6,204)
(2,545)
820
(547)
(11)
(12)
(14)
54,307
80,210
410,030
290,833
195,051
(10,715)
(21,169)
(116,333)
(83,692)
(54,945)
43,592
59,041
293,697
207,141
140,106
99





(143)



8,717
12,959
(34,060)
(21,383)
(6,191)
(10,708)
(967)
40,918
(22,854)
2,572
Year ended 31 December
9 months ended
30 September
2006
2007
2008
2008
2009
A$’000
A$’000
A$’000
A$’000
A$’000
(unaudited)
250,826
270,972
670,905
459,397
496,405
(159,178)
(187,009)
(265,630)
(185,947)
(235,083)
91,648
83,963
405,275
273,450
261,322
3,261
4,846
22,777
15,044
13,559
31,438
78,283
87,703
76,950
4,434
(56,408)
(64,129)
(77,032)
(52,971)
(56,249)
(12,111)
(15,210)
(21,758)
(15,424)
(25,456)
(4,341)
(6,996)
(6,924)
(6,204)
(2,545)
820
(547)
(11)
(12)
(14)
54,307
80,210
410,030
290,833
195,051
(10,715)
(21,169)
(116,333)
(83,692)
(54,945)
43,592
59,041
293,697
207,141
140,106
99





(143)



8,717
12,959
(34,060)
(21,383)
(6,191)
(10,708)
(967)
40,918
(22,854)
2,572
91,648
3,261
31,438
(56,408)
(12,111)
(4,341)
820
54,307
(10,715)
43,592
83,963
4,846
78,283
(64,129)
(15,210)
(6,996)
(547)
80,210
(21,169)
59,041
405,275
22,777
87,703
(77,032)
(21,758)
(6,924)
(11)
410,030
(116,333)
293,697
273,450
15,044
76,950
(52,971)
(15,424)
(6,204)
(12)
290,833
(83,692)
207,141
261,322
13,559
4,434
(56,249
(25,456
(2,545
(14
195,051
(54,945
140,106
99

8,717
(10,708)

(143)
12,959
(967)


(34,060)
40,918


(21,383)
(22,854)

– I-4 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

Notes
Income tax relating to
cash flow hedges
components of other
comprehensive income
8
Other comprehensive
income net of tax
Total comprehensive
income
Profit is attributable to:
Equity holders of Felix
30 (b)
Non-controlling interests
Total comprehensive
income is attributable
to:
Equity holders of Felix
Non-controlling interests
Basic earnings per share
(cents per share)
40
Diluted earnings per
share (cents per share)
40
Year ended 31 December
9 months ended
30 September
2006
2007
2008
2008
2009
A$’000
A$’000
A$’000
A$’000
A$’000
(unaudited)
521
(3,598)
(2,057)
13,271
1,085
(1,371)
8,251
4,801
(30,966)
(2,534)
42,221
67,292
298,498
176,175
137,572
43,471
58,855
293,495
207,015
139,989
121
186
202
126
117
43,592
59,041
293,697
207,141
140,106
42,100
67,106
298,296
176,049
137,455
121
186
202
126
117
42,221
67,292
298,498
176,175
137,572
23.99
30.43
149.50
105.45
71.26
23.32
30.39
149.32
105.28
71.19
Year ended 31 December
9 months ended
30 September
2006
2007
2008
2008
2009
A$’000
A$’000
A$’000
A$’000
A$’000
(unaudited)
521
(3,598)
(2,057)
13,271
1,085
(1,371)
8,251
4,801
(30,966)
(2,534)
42,221
67,292
298,498
176,175
137,572
43,471
58,855
293,495
207,015
139,989
121
186
202
126
117
43,592
59,041
293,697
207,141
140,106
42,100
67,106
298,296
176,049
137,455
121
186
202
126
117
42,221
67,292
298,498
176,175
137,572
23.99
30.43
149.50
105.45
71.26
23.32
30.39
149.32
105.28
71.19
Year ended 31 December
9 months ended
30 September
2006
2007
2008
2008
2009
A$’000
A$’000
A$’000
A$’000
A$’000
(unaudited)
521
(3,598)
(2,057)
13,271
1,085
(1,371)
8,251
4,801
(30,966)
(2,534)
42,221
67,292
298,498
176,175
137,572
43,471
58,855
293,495
207,015
139,989
121
186
202
126
117
43,592
59,041
293,697
207,141
140,106
42,100
67,106
298,296
176,049
137,455
121
186
202
126
117
42,221
67,292
298,498
176,175
137,572
23.99
30.43
149.50
105.45
71.26
23.32
30.39
149.32
105.28
71.19
Year ended 31 December
9 months ended
30 September
2006
2007
2008
2008
2009
A$’000
A$’000
A$’000
A$’000
A$’000
(unaudited)
521
(3,598)
(2,057)
13,271
1,085
(1,371)
8,251
4,801
(30,966)
(2,534)
42,221
67,292
298,498
176,175
137,572
43,471
58,855
293,495
207,015
139,989
121
186
202
126
117
43,592
59,041
293,697
207,141
140,106
42,100
67,106
298,296
176,049
137,455
121
186
202
126
117
42,221
67,292
298,498
176,175
137,572
23.99
30.43
149.50
105.45
71.26
23.32
30.39
149.32
105.28
71.19
Year ended 31 December
9 months ended
30 September
2006
2007
2008
2008
2009
A$’000
A$’000
A$’000
A$’000
A$’000
(unaudited)
521
(3,598)
(2,057)
13,271
1,085
(1,371)
8,251
4,801
(30,966)
(2,534)
42,221
67,292
298,498
176,175
137,572
43,471
58,855
293,495
207,015
139,989
121
186
202
126
117
43,592
59,041
293,697
207,141
140,106
42,100
67,106
298,296
176,049
137,455
121
186
202
126
117
42,221
67,292
298,498
176,175
137,572
23.99
30.43
149.50
105.45
71.26
23.32
30.39
149.32
105.28
71.19
(1,371) 8,251 4,801 (30,966) (2,534
42,221 67,292 298,498 176,175
43,471
121
58,855
186
293,495
202
207,015
126
139,989
117
43,592 59,041 293,697 207,141
42,100
121
67,106
186
298,296
202
176,049
126
137,455
117
42,221
23.99
23.32
67,292
30.43
30.39
298,498
149.50
149.32
176,175
105.45
105.28

– I-5 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

Notes
ASSETS
Current assets
Cash and cash equivalents
9
Trade and other receivables
10
Inventories
12
Derivative financial instruments
11
Other current assets
13
Total current assets
Non-current assets
Trade and other receivables
14
Investments accounted for using
the equity method
15
Available-for-sale financial
assets
16
Derivative financial instruments
11
Property, plant and equipment
18
Deferred tax assets
20
Intangible assets
21
Exploration and evaluation
assets
19
Total non-current assets
Total assets
LIABILITIES
Current liabilities
Trade and other payables
22
Interest bearing liabilities
23
Derivative financial instruments
11
Current tax liabilities
Provisions
24
Total current liabilities
As at 31 December
As at 30
September
2006
2007
2008
2009
A$’000
A$’000
A$’000
A$’000
36,496
10,665
283,415
219,545
32,798
102,077
93,080
143,816
22,293
37,207
49,285
58,469
53
11,668

6,655
34,503
39,992
50,521
55,664
As at 31 December
As at 30
September
2006
2007
2008
2009
A$’000
A$’000
A$’000
A$’000
36,496
10,665
283,415
219,545
32,798
102,077
93,080
143,816
22,293
37,207
49,285
58,469
53
11,668

6,655
34,503
39,992
50,521
55,664
As at 31 December
As at 30
September
2006
2007
2008
2009
A$’000
A$’000
A$’000
A$’000
36,496
10,665
283,415
219,545
32,798
102,077
93,080
143,816
22,293
37,207
49,285
58,469
53
11,668

6,655
34,503
39,992
50,521
55,664
As at 31 December
As at 30
September
2006
2007
2008
2009
A$’000
A$’000
A$’000
A$’000
36,496
10,665
283,415
219,545
32,798
102,077
93,080
143,816
22,293
37,207
49,285
58,469
53
11,668

6,655
34,503
39,992
50,521
55,664
126,143
9,131
2,657
642
45
167,839
62,371
233,126
14,656
490,467
616,610
33,323
19,963

82
2,422
55,790
201,609
7,609
201

234
196,062
47,558
213,205
16,201
481,070
682,679
32,549
25,560

267
750
59,126
476,301
16,008
190


226,234
22,901
191,789
22,344
479,466
955,767
61,237
11,651
41,266
73,637
608
188,399
484,149
11,621
176


322,219
15,664
187,839
29,621
567,140
1,051,289
193,256
16,123
9,574
75,992
566
295,511

– I-6 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

Notes
Non-current liabilities
Trade and other payables
25
Interest bearing liabilities
26
Deferred tax liabilities
27
Provisions
28
Total non-current liabilities
Total liabilities
Net assets
EQUITY
Contributed equity
29
Other reserves
30(a)
(Accumulated losses)/retained
profits
30(b)
Capital and reserves attributable
to the equity holders of Felix
Non-controlling interests
31
Total equity
Total assets less current
liabilities
As at 31 December

2006
2007
2008
A$’000
A$’000
A$’000
4,116
4,520
4,231
93,605
81,015
25,597
64,136
73,842
76,790
3,131
6,064
7,313
164,988
165,441
113,931
220,778
224,567
302,330
395,832
458,112
653,437
As at 31 December

2006
2007
2008
A$’000
A$’000
A$’000
4,116
4,520
4,231
93,605
81,015
25,597
64,136
73,842
76,790
3,131
6,064
7,313
164,988
165,441
113,931
220,778
224,567
302,330
395,832
458,112
653,437
As at 31 December

2006
2007
2008
A$’000
A$’000
A$’000
4,116
4,520
4,231
93,605
81,015
25,597
64,136
73,842
76,790
3,131
6,064
7,313
164,988
165,441
113,931
220,778
224,567
302,330
395,832
458,112
653,437
As at 30
September
2009
A$’000
5,616
34,630
80,197
7,293
127,736
423,247
628,042
437,320
6,518
(51,255)
392,583
3,249
444,712
14,137
(4,172)
454,677
3,435
444,833
19,698
185,270
649,801
3,636
446,409
11,831
166,049
624,289
3,753
395,832
560,820
458,112
623,553
653,437
767,368
628,042
755,778

– I-7 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

STATEMENTS OF FINANCIAL POSITION

Notes
ASSETS
Current assets
Cash and cash equivalents
9
Trade and other receivables
10
Derivative financial instruments
11
Other current assets
13
Total current assets
Non-current assets
Trade and other receivables
14
Derivative financial instruments
11
Other financial assets
17
Property, plant and equipment
18
Deferred tax assets
20
Intangible assets
21
Total non-current assets
Total assets
LIABILITIES
Current liabilities
Trade and other payables
22
Interest bearing liabilities
23
Current tax liabilities
Total current liabilities
Non-current liabilities
Trade and other payables
25
Interest bearing liabilities
26
Deferred tax liabilities
27
Total non-current liabilities
Total liabilities
Net assets
EQUITY
Contributed equity
29
Other reserves
30(a)
Retained profits
30(b)
Total equity
Total assets less current
liabilities
As at 31 December
As at 30
September
2006
2007
2008
2009
A$’000
A$’000
A$’000
A$’000
18,223
3,161
148,441
12,691
66,289
91,536
161,417
349,260
53
11,483


66
40
109
64
84,631
106,220
309,967
362,015
20,748
20,748
26,362
23,568
45



241,393
241,393
241,393
261,056
731
412
928
1,940
54,239
39,697
737
1,273
394
309
311
227
317,550
302,559
269,731
288,064
402,181
408,779
579,698
650,079
830
726
114,342
121,061
3,600
9,509
3,522
7,765


72,622
76,030
4,430
10,235
190,486
204,856
2,422
2,826
2,539
2,148
13,875
10,397
6,875

29
3,461
709
28
16,326
16,684
10,123
2,176
20,756
26,919
200,609
207,032
381,425
381,860
379,089
443,047
437,320
444,712
444,833
446,409
5,952
13,416
5,333

(61,847)
(76,268)
(71,077)
(3,362)
381,425
381,860
379,089
443,047
397,751
398,544
389,212
445,223
As at 31 December
As at 30
September
2006
2007
2008
2009
A$’000
A$’000
A$’000
A$’000
18,223
3,161
148,441
12,691
66,289
91,536
161,417
349,260
53
11,483


66
40
109
64
84,631
106,220
309,967
362,015
20,748
20,748
26,362
23,568
45



241,393
241,393
241,393
261,056
731
412
928
1,940
54,239
39,697
737
1,273
394
309
311
227
317,550
302,559
269,731
288,064
402,181
408,779
579,698
650,079
830
726
114,342
121,061
3,600
9,509
3,522
7,765


72,622
76,030
4,430
10,235
190,486
204,856
2,422
2,826
2,539
2,148
13,875
10,397
6,875

29
3,461
709
28
16,326
16,684
10,123
2,176
20,756
26,919
200,609
207,032
381,425
381,860
379,089
443,047
437,320
444,712
444,833
446,409
5,952
13,416
5,333

(61,847)
(76,268)
(71,077)
(3,362)
381,425
381,860
379,089
443,047
397,751
398,544
389,212
445,223
As at 31 December
As at 30
September
2006
2007
2008
2009
A$’000
A$’000
A$’000
A$’000
18,223
3,161
148,441
12,691
66,289
91,536
161,417
349,260
53
11,483


66
40
109
64
84,631
106,220
309,967
362,015
20,748
20,748
26,362
23,568
45



241,393
241,393
241,393
261,056
731
412
928
1,940
54,239
39,697
737
1,273
394
309
311
227
317,550
302,559
269,731
288,064
402,181
408,779
579,698
650,079
830
726
114,342
121,061
3,600
9,509
3,522
7,765


72,622
76,030
4,430
10,235
190,486
204,856
2,422
2,826
2,539
2,148
13,875
10,397
6,875

29
3,461
709
28
16,326
16,684
10,123
2,176
20,756
26,919
200,609
207,032
381,425
381,860
379,089
443,047
437,320
444,712
444,833
446,409
5,952
13,416
5,333

(61,847)
(76,268)
(71,077)
(3,362)
381,425
381,860
379,089
443,047
397,751
398,544
389,212
445,223
As at 31 December
As at 30
September
2006
2007
2008
2009
A$’000
A$’000
A$’000
A$’000
18,223
3,161
148,441
12,691
66,289
91,536
161,417
349,260
53
11,483


66
40
109
64
84,631
106,220
309,967
362,015
20,748
20,748
26,362
23,568
45



241,393
241,393
241,393
261,056
731
412
928
1,940
54,239
39,697
737
1,273
394
309
311
227
317,550
302,559
269,731
288,064
402,181
408,779
579,698
650,079
830
726
114,342
121,061
3,600
9,509
3,522
7,765


72,622
76,030
4,430
10,235
190,486
204,856
2,422
2,826
2,539
2,148
13,875
10,397
6,875

29
3,461
709
28
16,326
16,684
10,123
2,176
20,756
26,919
200,609
207,032
381,425
381,860
379,089
443,047
437,320
444,712
444,833
446,409
5,952
13,416
5,333

(61,847)
(76,268)
(71,077)
(3,362)
381,425
381,860
379,089
443,047
397,751
398,544
389,212
445,223
84,631
20,748
45
241,393
731
54,239
394
317,550
106,220
20,748

241,393
412
39,697
309
302,559
309,967
26,362

241,393
928
737
311
269,731
362,015
23,568

261,056
1,940
1,273
227
288,064
402,181 408,779 579,698
830
3,600

4,430
2,422
13,875
29
16,326
20,756
726
9,509

10,235
2,826
10,397
3,461
16,684
26,919
114,342
3,522
72,622
190,486
2,539
6,875
709
10,123
200,609
121,061
7,765
76,030
204,856
2,148

28
2,176
207,032
381,425 381,860 379,089
437,320
5,952
(61,847)
444,712
13,416
(76,268)
444,833
5,333
(71,077)
446,409

(3,362
381,425
397,751
381,860
398,544
379,089
389,212

– I-8 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

Notes
Total equity at the beginning of
the year/period
Comprehensive income
Profit for the year/period
Other comprehensive income
Available-for-sale financial assets
(net of tax)
Gain taken to equity
30
Transferred to profit or loss
30
Cash flow hedges:
Gains/(losses) taken to equity
30
Transferred to profit or loss
30
Deferred and current tax
8
Other comprehensive income net
of tax
Total comprehensive income
Other equity movements
Share-based payment expense
30
Transactions with equity holders in
their capacity as equity holders:
Options exercised during the
year/period
29
Dividends declared during the
year/period
32
Non-controlling interest
Total equity at the end of the
year/period
Year ended 31 December
9 months ended
30 September
2006
2007
2008
2008
2009
A$’000
A$’000
A$’000
A$’000
A$’000
(unaudited)
358,125
395,832
458,112
458,112
653,437
43,592
59,041
293,697
207,141
140,106
99





(143)



8,717
12,959
(34,060)
(21,383)
(6,191)
(10,708)
(967)
40,918
(22,854)
2,572
521
(3,598)
(2,057)
13,271
1,085
(1,371)
8,251
4,801
(30,966)
(2,534)
42,221
67,292
298,498
176,175
137,572
1,341
229
880
67
528
9
6,531



(7,210)
(11,772)
(104,053)
(104,053)
(163,495)
1,346




(4,514)
(5,012)
(103,173)
(103,986)
(162,967)
395,832
458,112
653,437
530,301
628,042
Year ended 31 December
9 months ended
30 September
2006
2007
2008
2008
2009
A$’000
A$’000
A$’000
A$’000
A$’000
(unaudited)
358,125
395,832
458,112
458,112
653,437
43,592
59,041
293,697
207,141
140,106
99





(143)



8,717
12,959
(34,060)
(21,383)
(6,191)
(10,708)
(967)
40,918
(22,854)
2,572
521
(3,598)
(2,057)
13,271
1,085
(1,371)
8,251
4,801
(30,966)
(2,534)
42,221
67,292
298,498
176,175
137,572
1,341
229
880
67
528
9
6,531



(7,210)
(11,772)
(104,053)
(104,053)
(163,495)
1,346




(4,514)
(5,012)
(103,173)
(103,986)
(162,967)
395,832
458,112
653,437
530,301
628,042
Year ended 31 December
9 months ended
30 September
2006
2007
2008
2008
2009
A$’000
A$’000
A$’000
A$’000
A$’000
(unaudited)
358,125
395,832
458,112
458,112
653,437
43,592
59,041
293,697
207,141
140,106
99





(143)



8,717
12,959
(34,060)
(21,383)
(6,191)
(10,708)
(967)
40,918
(22,854)
2,572
521
(3,598)
(2,057)
13,271
1,085
(1,371)
8,251
4,801
(30,966)
(2,534)
42,221
67,292
298,498
176,175
137,572
1,341
229
880
67
528
9
6,531



(7,210)
(11,772)
(104,053)
(104,053)
(163,495)
1,346




(4,514)
(5,012)
(103,173)
(103,986)
(162,967)
395,832
458,112
653,437
530,301
628,042
Year ended 31 December
9 months ended
30 September
2006
2007
2008
2008
2009
A$’000
A$’000
A$’000
A$’000
A$’000
(unaudited)
358,125
395,832
458,112
458,112
653,437
43,592
59,041
293,697
207,141
140,106
99





(143)



8,717
12,959
(34,060)
(21,383)
(6,191)
(10,708)
(967)
40,918
(22,854)
2,572
521
(3,598)
(2,057)
13,271
1,085
(1,371)
8,251
4,801
(30,966)
(2,534)
42,221
67,292
298,498
176,175
137,572
1,341
229
880
67
528
9
6,531



(7,210)
(11,772)
(104,053)
(104,053)
(163,495)
1,346




(4,514)
(5,012)
(103,173)
(103,986)
(162,967)
395,832
458,112
653,437
530,301
628,042
Year ended 31 December
9 months ended
30 September
2006
2007
2008
2008
2009
A$’000
A$’000
A$’000
A$’000
A$’000
(unaudited)
358,125
395,832
458,112
458,112
653,437
43,592
59,041
293,697
207,141
140,106
99





(143)



8,717
12,959
(34,060)
(21,383)
(6,191)
(10,708)
(967)
40,918
(22,854)
2,572
521
(3,598)
(2,057)
13,271
1,085
(1,371)
8,251
4,801
(30,966)
(2,534)
42,221
67,292
298,498
176,175
137,572
1,341
229
880
67
528
9
6,531



(7,210)
(11,772)
(104,053)
(104,053)
(163,495)
1,346




(4,514)
(5,012)
(103,173)
(103,986)
(162,967)
395,832
458,112
653,437
530,301
628,042
43,592
99

8,717
(10,708)
521
(1,371)
42,221
1,341
9
(7,210)
1,346
(4,514)
59,041

(143)
12,959
(967)
(3,598)
8,251
67,292
229
6,531
(11,772)

(5,012)
293,697


(34,060)
40,918
(2,057)
4,801
298,498
880

(104,053)

(103,173)
207,141


(21,383)
(22,854)
13,271
(30,966)
176,175
67

(104,053)

(103,986)
140,106


(6,191
2,572
1,085
(2,534
137,572
528

(163,495
(162,967
395,832 458,112 653,437 530,301

– I-9 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

CONSOLIDATED CASH FLOW STATEMENTS

Notes
Cash flows from operating
activities
Receipts from customers
Payments to suppliers and
employees
Cash received/(paid) on forward
foreign exchange contracts
Cash received on coal swap
contracts
Interest received
Interest paid
Income taxes refunded/(paid)
Net cash inflow from operating
activities
39
Cash flows from investing
activities
Payments for property, plant and
equipment
Payments for intangible assets
Proceeds from sale of property,
plant and equipment
Proceeds from sale of
available-for-sale financial assets
Proceeds from sale of intangible
assets
Proceeds from sale of equity
interests in Minerva & Athena
Joint Ventures
Proceeds from sale of equity
interests in Moolarben Joint
Venture
Payments for exploration and
evaluation activities
Return of share capital from an
associate
Advances (to)/from other entities
Year ended 31 December
9 months ended
30 September
2006
2007
2008
2008
2009
A$’000
A$’000
A$’000
A$’000
A$’000
(unaudited)
271,492
328,254
691,013
481,632
596,655
(249,599)
(306,444)
(355,282)
(319,678)
(329,636)
3,386
1,499
(41,381)
21,698
(46,453)


60,440


1,679
1,975
12,383
6,017
11,583
(3,824)
(6,590)
(6,713)
(6,102)
(2,435)
3,663

(17,416)
(334)
(40,860)
26,797
18,694
343,044
183,233
188,854
(104,269)
(44,876)
(41,113)
(20,413)
(110,332)
(1,002)
(1,124)
(414)

(374)
426
472
154
32
19,882
203
1,572



344




31,821
9,699




20,000
157,863
157,863

(7,506)
(2,995)
(7,942)
(5,368)
(5,455)
2,040
1,910



(4,059)
(9,735)
9,201
10,741
(4,004)

– I-10 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

Notes
Advances from/(to) associated
entities
Advances to directors
Repayment of advances to a former
director
Payment of deferred purchase
consideration for equity interests
in Minerva
Transfer to cash-restricted
Net cash (outflow)/inflow from
investing activities
Cash flows from financing
activities
Proceeds from issues of shares and
other equity securities
Proceeds from borrowings
Repayment of borrowings
Payment of finance lease liabilities
Proceeds from forward foreign
exchange contracts early close
out
Dividends paid
32
Net cash inflow/(outflow) from
financing activities
Net increase/(decrease) in cash
and cash equivalents
Cash and cash equivalents at the
beginning of the year/period
Cash and cash equivalents at end
of the year/period
9
Year ended 31 December
9 months ended
30 September
2006
2007
2008
2008
2009
A$’000
A$’000
A$’000
A$’000
A$’000
(unaudited)
1,242
(2,749)
(5,299)
(1,266)
875


(1,779)
(1,774)
(37)


1,705
1,705





(500)




(100,000)
(80,760)
(27,826)
112,376
141,520
(199,945)
9
6,531



106,200
15,800



(32,143)
(20,759)
(69,500)
(68,625)
(2,625)
(4,118)
(6,499)
(9,117)
(5,144)
(4,972)
3,015




(7,210)
(11,772)
(104,053)
(5,890)
(45,182)
65,753
(16,699)
(182,670)
(79,659)
(52,779)
11,790
(25,831)
272,750
245,094
(63,870)
24,706
36,496
10,665
10,665
283,415
36,496
10,665
283,415
255,759
219,545
Year ended 31 December
9 months ended
30 September
2006
2007
2008
2008
2009
A$’000
A$’000
A$’000
A$’000
A$’000
(unaudited)
1,242
(2,749)
(5,299)
(1,266)
875


(1,779)
(1,774)
(37)


1,705
1,705





(500)




(100,000)
(80,760)
(27,826)
112,376
141,520
(199,945)
9
6,531



106,200
15,800



(32,143)
(20,759)
(69,500)
(68,625)
(2,625)
(4,118)
(6,499)
(9,117)
(5,144)
(4,972)
3,015




(7,210)
(11,772)
(104,053)
(5,890)
(45,182)
65,753
(16,699)
(182,670)
(79,659)
(52,779)
11,790
(25,831)
272,750
245,094
(63,870)
24,706
36,496
10,665
10,665
283,415
36,496
10,665
283,415
255,759
219,545
Year ended 31 December
9 months ended
30 September
2006
2007
2008
2008
2009
A$’000
A$’000
A$’000
A$’000
A$’000
(unaudited)
1,242
(2,749)
(5,299)
(1,266)
875


(1,779)
(1,774)
(37)


1,705
1,705





(500)




(100,000)
(80,760)
(27,826)
112,376
141,520
(199,945)
9
6,531



106,200
15,800



(32,143)
(20,759)
(69,500)
(68,625)
(2,625)
(4,118)
(6,499)
(9,117)
(5,144)
(4,972)
3,015




(7,210)
(11,772)
(104,053)
(5,890)
(45,182)
65,753
(16,699)
(182,670)
(79,659)
(52,779)
11,790
(25,831)
272,750
245,094
(63,870)
24,706
36,496
10,665
10,665
283,415
36,496
10,665
283,415
255,759
219,545
Year ended 31 December
9 months ended
30 September
2006
2007
2008
2008
2009
A$’000
A$’000
A$’000
A$’000
A$’000
(unaudited)
1,242
(2,749)
(5,299)
(1,266)
875


(1,779)
(1,774)
(37)


1,705
1,705





(500)




(100,000)
(80,760)
(27,826)
112,376
141,520
(199,945)
9
6,531



106,200
15,800



(32,143)
(20,759)
(69,500)
(68,625)
(2,625)
(4,118)
(6,499)
(9,117)
(5,144)
(4,972)
3,015




(7,210)
(11,772)
(104,053)
(5,890)
(45,182)
65,753
(16,699)
(182,670)
(79,659)
(52,779)
11,790
(25,831)
272,750
245,094
(63,870)
24,706
36,496
10,665
10,665
283,415
36,496
10,665
283,415
255,759
219,545
Year ended 31 December
9 months ended
30 September
2006
2007
2008
2008
2009
A$’000
A$’000
A$’000
A$’000
A$’000
(unaudited)
1,242
(2,749)
(5,299)
(1,266)
875


(1,779)
(1,774)
(37)


1,705
1,705





(500)




(100,000)
(80,760)
(27,826)
112,376
141,520
(199,945)
9
6,531



106,200
15,800



(32,143)
(20,759)
(69,500)
(68,625)
(2,625)
(4,118)
(6,499)
(9,117)
(5,144)
(4,972)
3,015




(7,210)
(11,772)
(104,053)
(5,890)
(45,182)
65,753
(16,699)
(182,670)
(79,659)
(52,779)
11,790
(25,831)
272,750
245,094
(63,870)
24,706
36,496
10,665
10,665
283,415
36,496
10,665
283,415
255,759
219,545
(80,760)
9
106,200
(32,143)
(4,118)
3,015
(7,210)
65,753
11,790
24,706
(27,826)
6,531
15,800
(20,759)
(6,499)

(11,772)
(16,699)
(25,831)
36,496
112,376


(69,500)
(9,117)

(104,053)
(182,670)
272,750
10,665
141,520


(68,625)
(5,144)

(5,890)
(79,659)
245,094
10,665
(199,945


(2,625
(4,972

(45,182
(52,779
(63,870
283,415
36,496 10,665 283,415 255,759

– I-11 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

II. NOTES TO THE FINANCIAL INFORMATION

1 Summary of significant accounting policies

Felix is an Australian coal exploration and production company with high-quality assets and projects throughout Australia. Felix Group has three operating open-cut coal mines, Yarrabee and Minerva in Queensland and Ashton in New South Wales, and an underground coal mine at Ashton in New South Wales, and its current priority is the development of the Moolarben open-cut coal mine in New South Wales. Felix Group is also part of consortiums formed to build and operate future coal terminals in Newcastle and Gladstone.

Felix is a listed public company limited by shares, incorporated and domiciled in Australia.

The Financial Information has been prepared in accordance with IFRS. It is prepared on the basis of historical costs, except for derivative financial instruments and available-for-sale financial assets that have been measured at fair value. The latest IFRS applicable on or before 30 September 2009 have been adopted throughout all the periods presented. The Financial Information is presented in Australian dollars.

All values in the Financial Information are rounded to the nearest thousand dollars (A$’000) unless otherwise stated.

Felix has not early adopted the amendments, new standards and interpretations issued by the International Accounting Standards Board that have been issued but are not yet effective. Such standards are not expected to have a material impact on the Financial Information on initial application.

Felix Group has adopted IFRS 8 Operating Segments, under which segment information is presented using a ’management approach’, i.e. segment information is provided on the same basis as information used for internal reporting purposes by the chief operating decision maker to assesses performance and allocate resources. The chief operating decision maker that makes strategic decisions has been identified as the Managing Director.

The following is a summary of the material accounting policies adopted by Felix Group in the preparation of the Financial Information. The accounting policies have been consistently applied to all the periods presented, unless otherwise stated.

(a) Principles of consolidation

(i) Subsidiaries

A subsidiary is any entity controlled by Felix. Control exists where Felix has the capacity to govern the decision-making in relation to the financial and operating policies of another entity so that the other entity operates with Felix to achieve the objectives of Felix. A list of subsidiaries is contained in note 37 to the Financial Information.

All inter-company balances and transactions between entities in Felix Group, including any unrealised profits or losses, have been eliminated on consolidation.

Non-controlling interests in the equity and results of entities that are controlled are shown as a separate item in the Financial Information. Losses applicable to the non-controlling interest in a consolidated subsidiary are allocated against the majority except to the extent that the non-controlling interest has a binding obligation and is able to make an additional investment to cover the losses. If in future years the subsidiary reports profits, such profits are allocated to the majority interest until the non-controlling interest’s share of losses previously absorbed by the majority have been recovered.

Where an entity began or ceased to be controlled during the period the results for that entity are only included from the date control commenced or up to the date control ceased.

– I-12 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

(ii) Associates

Associates are those entities over which Felix Group exercises significant influence, but not control. Investments in associates are accounted for in Felix’s balance sheet using the cost method and in the Financial Information using the equity method, after initially being recognised at cost. Under this method, Felix Group’s share of the post-acquisition profits or losses of associates is recognised in the consolidated statement of comprehensive income, and its share of post-acquisition movements in reserves is recognised in consolidated reserves. The cumulative post-acquisition movements are adjusted against the carrying amount of the investments.

When Felix Group’s share of losses in an associate equals or exceeds its interest in the associate, including any other unsecured receivables, Felix Group does not recognise further losses, unless it has incurred obligations or made payments on behalf of the associate.

(b) Income tax

The income tax expense or revenue for the period is the tax payable on the current period’s taxable income based on the applicable income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to temporary differences and to unused tax losses.

Deferred tax assets and liabilities are recognised for temporary differences at the tax rate expected to apply when the assets are recovered or the liabilities settled, based on those tax rates which are enacted or substantively enacted in each jurisdiction. The relevant tax rates are applied to the cumulative amounts of deductible and taxable temporary differences to measure the deferred tax asset or liability. An exception is made for certain temporary differences arising from the initial recognition of an asset or liability. No deferred tax asset or liability is recognised in relation to these temporary differences if they arose in a transaction, other than a business combination, that at the time of the transaction did not affect either accounting profit or taxable profit or loss. Deferred income tax is provided on temporary differences arising on investments in subsidiaries and associates, except where the timing of the reversal of the temporary difference is controlled by Felix Group and it is probable that the temporary difference will not reverse in the foreseeable future.

Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future taxable amounts will be available to utilise those temporary differences and losses.

Current and deferred tax balances attributable to amounts recognised directly in equity are also recognised directly in equity.

Felix and its wholly-owned Australian subsidiaries have formed an income tax consolidated group under the Tax Consolidation regime. Felix is responsible for recognising the current tax assets and liabilities for the tax consolidated group. Each entity in the tax consolidated group recognises its own deferred tax assets and liabilities, except where the deferred tax assets relate to unused tax losses and credits, in which case Felix recognises the assets. Felix Group has entered into a tax sharing agreement whereby each company in Felix Group contributes to the income tax payable in proportion to their contribution to the profit before tax of the tax consolidated group. The tax consolidated group has also entered into a tax funding agreement whereby each entity in Felix Group can recognise their balance of the current tax assets and liabilities through inter-entity accounts.

(c) Cash and cash equivalents

Cash and cash equivalents includes:

  • (i) cash on hand and at call deposits with banks or financial institutions, net of bank overdrafts; and

  • (ii) other short term, highly liquid investments with maturities of three months or less, that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

– I-13 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

(d) Financial assets and financial liabilities

Felix Group classifies its financial assets and liabilities into the categories listed below, with the allocation depending on the purpose the asset or liability was acquired.

(i) Loans and receivables

Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. Note 1(e) provides further information on loans and receivables.

(ii) Financial assets at fair value through profit or loss

Financial assets at fair value through profit or loss are financial assets held for trading. Derivatives are classified as held for trading unless they are designated as hedges. Other financial assets are classified as held for trading if acquired principally for the purpose of selling in the short-term. Note 1(x) provides further information on derivatives.

(iii) Available-for-sale financial assets

Available-for-sale financial assets, comprising principally marketable equity securities, are non-derivatives that are either designated in this category or not classified in any of the other financial asset categories. Note 1(j) provides further information on investments classified as available-for-sale.

(iv) Financial liabilities at fair value through profit or loss

Financial liabilities at fair value through profit or loss comprises ’out-of-the-money’ derivatives.

(v) Financial liabilities measured at amortised cost

Financial liabilities measured at amortised cost comprise trade and other payables, and interest bearing liabilities. Note 1(p) provides further information on interest bearing liabilities.

Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade payable are classified as current liabilities if payment is due within one year or less (or in the normal operating cycle of the business if longer). If not, they are presented as non-current liabilities. Trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method.

Details on financial risk management are disclosed in note 2.

(e) Loans and receivables

Trade receivables, loans and other receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method, less provision for impairment.

Debts which are known to be uncollectible are written-off by reducing the carrying amount directly. A provision for impairment is made when there is objective evidence that the full amount is not collectible. Significant financial difficulties of the debtor, probability that the debtor will enter bankruptcy or financial reorganisation, and default or delinquency in payments are considered indicators that the trade receivable is impaired. The amount of the impairment provision is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the original effective interest rate. Cash flows relating to short-term receivables are not discounted if the effect of discounting is immaterial.

The amount of the impairment loss is recognised in the statement of comprehensive income. When a trade receivable for which an impairment allowance had been recognised becomes uncollectible in a subsequent period, it is written-off against the provision account.

– I-14 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

(f) Advances to subsidiaries

Advances by Felix to subsidiaries (refer to note 14) are principally contributions toward exploration and evaluation expenditure, research and development expenditure and mine development. The value and recoverability of these amounts is related to Felix’s policies with regards to exploration and evaluation expenditure as described in note 1(m), and research and development expenditure as described in note 1(l). Should the underlying asset values be insufficient to recover the advances the amounts are reviewed for impairment.

(g) Inventories

Coal stocks are stated at the lower of cost and net realisable value. Costs are assigned on a weighted average basis and include direct materials, direct labour and an appropriate proportion of variable and fixed overheads. Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale.

(h) Overburden in advance

Overburden in advance comprises the accumulation of expenses incurred to enable access to the coal seams, and includes direct removal costs, machinery and plant running costs. The deferred costs are then charged to the statement of comprehensive income in subsequent periods on the basis of run-of-mine (“ROM”) coal tonnes mined. This is calculated by multiplying the ROM coal tonnes mined during the period by the weighted average cost to remove a bank cubic metre (“BCM”) of waste by the stripping ratio (ratio of waste removed in BCMs to ROM coal tonnes mined). The stripping ratio is based on the Joint Ore Reserves Committee (“JORC”) reserves of each mine.

(i) Property, plant and equipment

Each class of property, plant and equipment is carried at cost less, where applicable, any accumulated depreciation and accumulated impairment losses. The carrying amount of freehold land and buildings and plant and equipment is reviewed to ensure it is not in excess of the recoverable amount from these assets. The recoverable amount is assessed on the basis described in note 1(o).

The depreciable amount of all property, plant and equipment, including buildings and capitalised leased assets, but excluding freehold land, is depreciated on a straight-line basis or units of production basis to allocate their cost, net of their residual values, over their estimated useful lives to Felix Group commencing from the time the asset is held ready for use, as follows:

Buildings 10-25 years
Mine development Units of production
basis In tonnes
Plant and equipment 2.5-25 years
Leased plant and equipment 2.5-18 years

The assets’ residual values and estimated useful lives are reviewed, and adjusted if appropriate, at each reporting date.

(j) Investments

All investments are initially recognised at cost, being the fair value of the consideration given and including acquisition charges associated with the investment. After initial recognition, investments in shares in listed companies classified as available-for-sale are measured at fair value. Investments are derecognised when the rights to receive cash flows from the investments have expired or have been transferred and Felix Group has transferred substantially all the risks and rewards of ownership.

– I-15 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

Fair value for shares in listed companies is determined by reference to the Australian Securities Exchange quoted market bid prices at the close of business on the reporting date. Gains and losses on these available-for-sale investments are recognised as a separate component of equity until the investment is sold, collected or otherwise disposed of, or until the investment is determined to be impaired, at which time the cumulative gain or loss previously reported in equity is included in the statement of comprehensive income.

Investments in shares in unlisted companies, which do not have a quoted market price and whose fair value cannot be reliably measured, are classified as available-for-sale and are measured at cost. Gains and losses are recognised in the statement of comprehensive income when the investments are derecognised or impaired.

Investments in subsidiaries are carried in Felix’s balance sheet at the lower of cost and recoverable amount. Investments in associates are accounted for in the Financial Information as set out in note 1(a).

(k) Interests in joint ventures

Felix Group’s share using proportionate consolidation of the assets, liabilities, revenue and expenses of joint venture operations are included in the appropriate items of the Financial Information. Details of Felix Group’s interests in joint ventures are shown in note 38.

(l) Intangible assets

(i) Mining tenements

Mining tenements have a finite useful life and are carried at cost less, where applicable, any accumulated amortisation and accumulated impairment losses. The carrying values of mining tenements are reviewed to ensure they are not in excess of their recoverable amounts. The recoverable amount is assessed on the basis described in note 1(o).

Amortisation of mining tenements commences from the date when commercial production commences, or in the case of the acquisition of the Ashton Coal Project, from the date of acquisition, and is charged to the statement of comprehensive income. Mining tenements are amortised over the life of the mine on a units of production basis of JORC reserves.

Changes in the annual amortisation rate resulting from changes in the remaining JORC reserves are applied on a prospective basis from the commencement of the next financial year.

(ii) Computer software

Computer software has a finite useful life and is carried at cost less, where applicable, any accumulated amortisation and accumulated impairment losses. The carrying values of computer software are reviewed to ensure they are not in excess of their recoverable amounts. The recoverable amount is assessed on the basis described in note 1(o).

Amortisation of computer software is calculated using a straight-line basis to allocate the cost over the period of the expected benefit, which varies from 2.5 to 4 years.

(iii) Research and development

Research expenditure is recognised as an expense as incurred. Costs incurred on development projects (relating to the design and testing of new or improved products for clean coal technology) are recognised as intangible assets when it is probable that the project will, after considering its commercial and technical feasibility, be completed and generate future economic benefits and its costs can be measured reliably. The expenditure capitalised comprises all directly attributable costs, including costs of materials, services, direct labour and an appropriate proportion of overheads (including depreciation on property, plant and equipment). Other development expenditures that do not meet these criteria are recognised as an expense as incurred. Development costs previously recognised as an expense are not recognised as an asset in a subsequent period.

– I-16 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

Capitalised development costs have a finite useful life and are carried at cost less, where applicable, any accumulated amortisation and accumulated impairment losses. The carrying value of capitalised development costs are reviewed to ensure they are not in excess of their recoverable amounts. The recoverable amount is assessed on the basis described in note 1(o).

Amortisation of capitalised development costs is calculated using a straight-line basis to allocate the costs over the period of the expected benefit.

(iv) Rail access rights

Rail access rights have a finite useful life and are carried at cost less, where applicable, any accumulated amortisation and accumulated impairment losses. The carrying values of rail access rights are reviewed to ensure they are not in excess of their recoverable amounts. The recoverable amount is assessed on the basis described in note 1(o).

Rail access rights are amortised over the life of the mine or agreement using a unit of production basis in tonnes for the Minerva mine. The remaining estimated economically recoverable reserves of the Minerva mine at 31 December 2006, 2007, 2008 and 30 September 2009 are 34.2 million tonnes, 30.2 million tonnes, 27.4 million tonnes and 25.5 million tonnes, respectively.

(m) Exploration and evaluation expenditure

Exploration and evaluation expenditure incurred is accumulated in respect of each separately identifiable area of interest which is at individual mine level. These costs are only carried forward where the right of tenure for the area of interest is current and to the extent that they are expected to be recouped through successful development and commercial exploitation, or alternatively, sale of the area, or where activities in the area have not yet reached a stage which permits reasonable assessment of the existence of economically recoverable reserves and active and significant operations in, or in relation to, the area of interest are continuing.

The carrying amount of exploration and evaluation assets is assessed for impairment when facts or circumstances suggest the carrying amount of the assets may exceed their recoverable amount. The recoverable amount is assessed on the basis described in note 1(o).

A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry forward costs in relation to that area of interest. Accumulated costs in relation to an abandoned area are written-off in full in the period in which the decision to abandon the area is made.

When production commences, the accumulated costs for the relevant area of interest are amortised over the life of the area according to the rate of depletion of the economically recoverable reserves.

(n) Acquisition of assets and assumption of liabilities

The acquisition of group of assets, including property, plant and equipment and intangibles, that do not constitute a business, are initially recorded at their cost of acquisition at the date of acquisition, being the fair value of consideration provided plus incidental costs directly attributable to the acquisition.

When equity instruments are issued as consideration, their market price at the date of acquisition is used as their fair value.. The consideration will be allocated to the individual identifiable assets and liabilities on the basis of their relative fair values at the date of acquisition. Such a transaction does not give rise to goodwill.

Where settlement of any part of cash consideration is deferred, the amounts payable are recorded at their present value, discounted at the rate applicable to Felix Group as if a similar borrowing were obtained from an independent financier under comparable terms and conditions. The unwinding of the discount is treated as a finance cost.

– I-17 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

(o) Recoverable amount of assets and impairment

At the end of each reporting date or when there is indication that an asset may be impaired, Felix Group assesses whether there is any indication that an asset may be impaired. Where an indication of impairment exists, Felix Group makes a formal estimate of the recoverable amount. Recoverable amount is the greater of fair value less costs to sell and value in use. Where the carrying amount of an asset exceeds its recoverable amount the asset is considered impaired and is written down to its recoverable amount. The amount of the impairment loss is recognised in the statement of comprehensive income.

In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. Where it is not possible to estimate the recoverable amount of an individual asset, Felix Group estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Assets other than goodwill that have suffered impairments are reviewed for possible reversal of the impairment at each reporting date.

(p) Interest bearing liabilities

Interest bearing liabilities are initially recorded at fair value, net of transaction costs. Subsequent to initial recognition, interest bearing liabilities are measured at amortised cost with any difference between the initial recognised amount and the redemption value being recognised in the statement of comprehensive income over the period of the interest bearing liabilities using the effective interest rate method.

All interest bearing liabilities are classified as current liabilities unless Felix Group has an unconditional right to defer settlement of the liability for at least twelve months after the balance sheet date.

(q) Borrowing costs

Borrowing costs incurred during the acquisition, construction or production of a qualifying asset are capitalised during the period of time that is required to complete and prepare the asset for its intended use. Other borrowing costs are recognised as an expense when incurred.

(r) Leases

Leases of fixed assets where substantially all the risks and benefits incidental to ownership of the assets, but not the legal ownership, are transferred to the entities in Felix Group are classified as finance leases. Finance leases are capitalised, recording an asset and a liability equal to the lower of the fair value of the leased property plus transaction costs incurred or the present value of the minimum lease payments, including any guaranteed residual value. Leased assets are depreciated on a straight-line basis over their estimated useful lives where it is likely that Felix Group will obtain ownership of the assets or over the shorter of the asset’s useful life and the term of the lease. Lease payments are allocated between the reduction of the lease liability and lease finance charges for the year.

The net gains arising on the sale of an asset and the leasing back of the same asset using a finance lease are included as deferred income in the statement of financial position and are released to the statement of comprehensive income on a straight-line basis over the term of the lease.

Lease payments for operating leases, where substantially all the risks and benefits remain with the lessor, are charged as expenses on a straight-line basis over the term of the lease.

– I-18 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

(s) Employee benefits

(i) Annual leave, sick leave and long service leave

Benefits accruing to employees in respect of wages and salaries, annual leave and sick leave are included in trade and other payables. Related on-costs are also included in trade and other payables as other creditors. Long service leave is provided for when it is probable that settlement will be required and it is capable of being measured reliably.

Employee benefits expected to be settled within 12 months are measured using the remuneration rate expected to apply at the time of settlement. Provisions made in respect of employee benefits which are not expected to be settled within 12 months are measured as the present value of the estimated future cash outflows to be made by Felix Group in respect of services provided by employees up to the reporting date.

(ii) Retirement benefit obligations

Contributions are made by Felix Group to defined contribution superannuation funds and are charged as expenses when incurred.

(iii) Share-based payments

Felix Group provides benefits to Directors, other key management personnel and general managers of Felix Group in the form of share-based payment transactions, whereby Directors, other key management personnel and general managers render services in exchange for options to purchase shares in Felix. The cost of these share-based payment transactions is measured by reference to the fair value at the date at which they are granted. Fair values at grant date are determined using a trinomial or binomial option pricing model that takes into account the exercise price, the life of the option, the current price of the underlying instrument, the expected price volatility of the underlying instrument, the expected dividend yield, and the risk-free interest rate for the life of the option.

The assessed fair value at grant date is recognised as an expense in the statement of comprehensive income, together with a corresponding increase in equity, pro-rata over the expected life of the option from grant date to expected vesting date. Upon exercise of the options, the balance in the options reserve is transferred to contributed equity. No expense is recognised for options that do not ultimately vest because internal conditions were not met. An expense is still recognised for options that do not ultimately vest because a market condition is not met. The dilutive effect, if any, of outstanding options is reflected as additional share dilution in the computation of diluted earnings per share.

(t) Provision

Provisions for rehabilitation and legal claims are recognised when: Felix Group has a present legal or constructive obligation as a result of past events; it is probable that an outflow of resources will be required to settle the obligation; and the amount has been reliably estimated.

A provision for rehabilitation is recognised when there is a present obligation to rehabilitate an area disturbed, it is probable that an outflow of resources will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation. An asset is created as part of the current and non-current development assets, to the extent that the development relates to future production activities, which is offset by a current and non-current provision for rehabilitation.

Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to any one item included in the same class of obligations may be small.

– I-19 –

APPENDIX I FINANCIAL INFORMATION OF FELIX GROUP

If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability.

(u) Revenue

Revenue from the sale of coal is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer and can be measured reliably. Risks and rewards are considered passed to the buyer at the time of delivery, usually on a Free On Board, Trimmed (FOBT) basis.

Interest revenue is recognised on a proportional basis taking into account the interest rates applicable to the financial assets.

Dividend revenue is recognised when the right to receive the dividend has been established.

Revenue from the rendering of a service is recognised upon the delivery of the service to the customer.

(v) Goods and Services Tax (GST)

Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not recoverable from the Australian Taxation Office (ATO). In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables in the statement of financial position are shown inclusive of GST.

The net amount of GST recoverable from or payable to the ATO is included as a current asset or liability in the statement of financial position.

Cash flows are included in the cash flow statement on a gross basis. The GST components of cash flows arising from investing activities which are recoverable from, or payable to, the ATO are classified as operating cash flows.

(w) Foreign currency transactions and balances

Items included in the Financial Information of each entity of Felix Group are measured using the currency of the primary economic environment in which the entity operates (the functional currency). The Financial Information is presented in Australian dollars, which is Felix’s functional and presentation currency.

Foreign currency transactions during the period are translated into the functional currency at rates of exchange applicable at the dates of each transaction. Monetary assets and liabilities denominated in foreign currencies at balance sheet date are converted at rates of exchange ruling at that date.

Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities, whether realised or unrealised, are recognised in the statement of comprehensive income as they arise except where hedging specific anticipated transactions (see note 1(x)).

The monetary assets and liabilities of foreign subsidiaries are translated at year-end rates. The non-monetary assets and liabilities are translated at rates at the transaction date or at the date these items are revalued or written down. Generally operating results are translated at average monthly rates. All resulting exchange differences are recognised as a separate component of equity. On disposal of a foreign subsidiary, the cumulative amount of such exchange differences are recognised in the statement of comprehensive income as part of the gain or loss on sale.

– I-20 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

(x) Derivatives

Felix Group uses derivative financial instruments such as forward foreign exchange contracts, coal swap contracts, and interest rate swap contracts to hedge its risks associated with foreign currency, coal price, and interest rate fluctuations. Such derivative financial instruments are initially recognised at fair value on the date on which a derivative contract is entered into and are subsequently remeasured to fair value at each reporting date. The resulting gain or loss arising from changes in the fair value of derivatives, except for those that qualify as cash flow hedges, is recognised in the statement of comprehensive income immediately.

The fair value of forward foreign exchange contracts is determined using forward foreign exchange market rates at reporting date. The fair value of coal swap contracts is determined using forward coal price market rates at reporting date.

The fair value of interest rate swap contracts is calculated as the present value of the estimated future cash flows.

The forward foreign exchange contracts, coal swap contracts, and interest rate swap contracts entered into by Felix Group are designated and qualify as cash flow hedges.

Felix Group documents at the inception of the hedging transaction the relationship between hedging instruments and hedged items, as well as its risk management objective and strategy for undertaking various hedge transactions. Felix Group also documents its assessment, both at hedge inception and on an ongoing basis, of whether the derivatives that are used in hedging transactions have been and will continue to be highly effective in offsetting changes in fair values or cash flows of hedged items.

The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognised in other comprehensive income in the hedging reserve and transferred to profit or loss when the hedged item affects profit or loss. The gain or loss relating to the ineffective portion is recognised immediately in profit or loss.

The gains or losses in respect of hedge transactions which relate to future purchases or sales are deferred and included in the measurement of the purchase or sale to which they relate when the anticipated transaction occurs. Any gains or losses on the hedge transaction after that date are included in the statement of comprehensive income.

The net amount receivable or payable as a result of a hedge transaction is included as an asset or liability in the statement of financial position from the date of inception of the hedge. The corresponding unrealised gain or loss is recognised in equity in the hedging reserve. Changes in the fair value of the forward foreign exchange contracts, coal swap contracts, or interest rate swap contracts are recognised through the hedging reserve until the anticipated underlying transaction occurs. Once the anticipated underlying transaction occurs, amounts accumulated in equity are recycled through the statement of comprehensive income or recognised as part of the cost of the asset to which it relates.

Hedge accounting is discontinued when the hedging instrument expires or is sold, terminated or exercised, or no longer qualifies for hedge accounting. At that point in time, any cumulative gain or loss on the hedging instrument recognised in equity is kept in equity and is recognised when the forecast transaction is ultimately recognised. If a hedged transaction is no longer expected to occur, the net cumulative gain or loss recognised in equity is transferred to the statement of comprehensive income for the year.

(y) Issued capital

Costs directly attributable to the issue of new shares or options are shown as a deduction from the equity proceeds, net of any income tax benefit. Costs directly attributable to the issue of new shares or options associated with the acquisition of a business are not included in the cost of the acquisition as they reduce the purchase consideration.

– I-21 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

(z) Critical accounting estimates and other accounting judgements

The Directors evaluate estimates and judgments incorporated into the Information based on historical knowledge and best available current information. Estimates assume a reasonable expectation of future events and are based on current trends and economic data, obtained both externally and within Felix Group.

Following is a summary of the key assumptions concerning the future, and other key sources of estimation and accounting judgements at reporting date that have not been disclosed elsewhere in this Financial Information.

(i) Determination of coal resources and reserves

Felix Group estimates its coal resources and reserves based on information compiled by Competent Persons defined in the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves of December 2004. Reserves determined in this way are used in the calculation of amortisation and impairment charges, the assessment of mine lives and for forecasting the timing of the payment of rehabilitation costs.

(ii) Amortisation

The amortisation of mine development assets, mining tenements, rail access rights, exploration and evaluation assets where the related area of interest is being or has been developed, and the expensing of overburden removal costs is based on saleable coal production over estimated economically recoverable reserves. The amount of reserves that may actually be mined in the future and Felix Group’s estimate of reserves from time to time in the future may vary from current reserve estimates.

(iii) Impairment

Felix Group assesses impairment at each reporting date by evaluating conditions specific to Felix Group that may lead to an impairment. Where an indicator of impairment exists, the recoverable amount of the asset is determined. The value-in-use calculations performed to determine the recoverable amount of the cash generating units to which these assets belong is based on actual operating results and a cash flow model based on life of mines. Coal prices used in the model are determined based on an analysis of long-term market price trends and estimated future foreign currency rates. Note 11 provides further information on Felix Group’s exposure to foreign currency risk.

No indicators of impairment have been identified in respect of mine development assets, mining tenements, rail access rights or exploration and evaluation assets where the related area of interest is being or has been developed, for the reporting period.

(iv) Rehabilitation

The calculations of the provisions for rehabilitation and where applicable the related development assets rely on estimates of the cost to rehabilitate an area which is currently disturbed, based on legislative requirements and current costs. The costs are estimated on the basis of a mine closure plan. Cost estimates take into account expectations about future events including the mine lives, the timing of rehabilitation expenditure, regulations and discount rates. When these expectations change in the future the provision and where applicable the development asset are recalculated in the period in which they change.

(v) Income taxes

Felix Group is subject to income taxes in Australia. Significant judgement is required in determining the provision for income taxes. There are many transactions and calculations undertaken during the ordinary course of business for which the ultimate tax determination is uncertain. Felix Group estimates its tax liabilities based on Felix Group’s understanding of the tax law. Where the

– I-22 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the current and deferred income tax assets and liabilities in the period in which such determination is made.

(aa) Earnings per share

(i) Basic earnings per share

Basic earnings per share is calculated by dividing the profit attributable to the equity holders of Felix by the weighted average number of ordinary shares outstanding during the financial year/ period.

(ii) Diluted earnings per share

Earnings used to calculate diluted earnings per share are calculated by adjusting the basic earnings by the after-tax effect of dividends and interest associated with dilutive potential ordinary shares. The weighted average number of shares used is adjusted for the weighted average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.

(ab) Dividend distribution

Dividend distribution to Felix’s shareholders is recognised as a liability in the Financial Information in the period in which the dividends are approved by Felix’s directors.

  • 2 Financial risk management

Felix Group undertakes transactions in a range of financial instruments including:

  • (i) cash and cash equivalents;

  • (ii) trade & other receivables;

  • (iii) trade and other payables;

  • (iv) interest bearing liabilities, including bank loans and finance leases; and

  • (v) derivatives.

Felix Group’s activities expose it to a variety of financial risks: market risk (including currency risk, interest rate risk and price risk), credit risk and liquidity risk.

The Board of Directors has overall responsibility for determining risk management objectives and policies and risk management is carried out by a central treasury department. The Board provides written principles for overall risk management, as well as policies covering specific areas such as, investment of excess liquidity, and the use of derivative financial instruments to mitigate foreign exchange risk, price risk, and interest rate risk. These derivative instruments create an obligation or right that effectively transfers one or more of the risks associated with an underlying financial instrument, asset or obligation. Derivatives are used exclusively for hedging purposes i.e. not as trading or other speculative instruments. Derivative transactions are entered into to hedge the risks relating to underlying physical positions arising from business activities.

The overall objective of the Board is to set policies that seek to reduce risk as far as possible and reduce volatility on financial performance without unduly affecting competitiveness and flexibility. Further details regarding these policies are set out below.

– I-23 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

(a) Market risk

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates (currency risk), coal prices (price risk) or interest rates (interest rate risk).

(i) Foreign exchange risk

Felix Group operates entirely in Australia and its costs are primarily denominated in its functional currency, the Australian dollar. Export coal sales are denominated in US dollars. A strengthening of the Australian dollar against the US dollar has an adverse impact on earnings and cash flow. Some plant and equipment purchases are denominated in currencies other than the Australian dollar. A weakening of the Australian dollar against those other currencies has an adverse impact on earnings and cash flow.

Foreign exchange risk that arises from firm commitments or highly probable transactions is managed principally through the use of forward foreign currency derivatives. Felix Group hedges a proportion of these transactions (such as contracted US dollar sales and asset purchases settled in foreign currencies) in each currency in accordance with the Board’s risk management policy.

Felix Group’s exposure to foreign exchange risk at the reporting date is set out below.

As at 31 December 2006
As at 31 December 2007
USD
EUR
YEN
GBP
USD
EUR
YEN
GBP
$’000
€’000
€’000
€’000
$’000
€’000
€’000
€’000
Cash and cash equivalents
42



226



Trade receivables
12,850



13,793


1
Forward foreign exchange
contracts:
– sell foreign currency (cash
flow hedges)




(155,104)



Total
12,892



(141,085)


1
As at 31 December 2008
USD
EUR
YEN
GBP
$’000
€’000
€’000
€’000
Cash and cash equivalents
5,472



Trade receivables
54,506



Forward foreign exchange contracts:
– sell foreign currency (cash flow
hedges)
(147,595)



(87,617)



As at 30 September 2009
USD
EUR
YEN
GBP
$’000
€’000
€’000
€’000
Cash and cash equivalents
13,129


1
Trade receivables
23,566



Trade payables
(433)



Forward foreign exchange contracts:
– buy foreign currency (cash flow
hedges)
33,517
14,271
1,227,116

– sell foreign currency (cash flow
hedges)
(45,000)



24,779
14,271
1,227,116
1
As at 31 December 2006
As at 31 December 2007
USD
EUR
YEN
GBP
USD
EUR
YEN
GBP
$’000
€’000
€’000
€’000
$’000
€’000
€’000
€’000
Cash and cash equivalents
42



226



Trade receivables
12,850



13,793


1
Forward foreign exchange
contracts:
– sell foreign currency (cash
flow hedges)




(155,104)



Total
12,892



(141,085)


1
As at 31 December 2008
USD
EUR
YEN
GBP
$’000
€’000
€’000
€’000
Cash and cash equivalents
5,472



Trade receivables
54,506



Forward foreign exchange contracts:
– sell foreign currency (cash flow
hedges)
(147,595)



(87,617)



As at 30 September 2009
USD
EUR
YEN
GBP
$’000
€’000
€’000
€’000
Cash and cash equivalents
13,129


1
Trade receivables
23,566



Trade payables
(433)



Forward foreign exchange contracts:
– buy foreign currency (cash flow
hedges)
33,517
14,271
1,227,116

– sell foreign currency (cash flow
hedges)
(45,000)



24,779
14,271
1,227,116
1
As at 31 December 2006
As at 31 December 2007
USD
EUR
YEN
GBP
USD
EUR
YEN
GBP
$’000
€’000
€’000
€’000
$’000
€’000
€’000
€’000
Cash and cash equivalents
42



226



Trade receivables
12,850



13,793


1
Forward foreign exchange
contracts:
– sell foreign currency (cash
flow hedges)




(155,104)



Total
12,892



(141,085)


1
As at 31 December 2008
USD
EUR
YEN
GBP
$’000
€’000
€’000
€’000
Cash and cash equivalents
5,472



Trade receivables
54,506



Forward foreign exchange contracts:
– sell foreign currency (cash flow
hedges)
(147,595)



(87,617)



As at 30 September 2009
USD
EUR
YEN
GBP
$’000
€’000
€’000
€’000
Cash and cash equivalents
13,129


1
Trade receivables
23,566



Trade payables
(433)



Forward foreign exchange contracts:
– buy foreign currency (cash flow
hedges)
33,517
14,271
1,227,116

– sell foreign currency (cash flow
hedges)
(45,000)



24,779
14,271
1,227,116
1
1
GBP
€’000


GBP
€’000
1



1

– I-24 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

(ii) Price risk

Felix Group is exposed to price risk on the coal it produces and sells on the world market in US dollars. The majority of coal sales are made to major customers with the prices negotiated annually. The remainder of coal sales are sold at the spot market price, or sold under long-term fixed prices.

Price risk that arises from firm commitments or highly probable transactions is managed principally through the use of forward coal price derivatives. Felix Group hedges a proportion of these transactions (such as contracted US dollar sales) in accordance with the Board’s risk management policy. These cash flow hedges balance the exposure to changes in the market price of coal by fixing the price. The Board’s policy assumes that at the time when coal sales contracts are entered into that the contracted price will approximate to the current price of the market index that the coal swap contracts are linked to. The Board’s policy requires that an offsetting coal swap contract is entered into at the same time that the coal sales contract price is agreed to. During 2009, no additional coal price hedging was entered into due to the low coal prices.

Felix Group’s exposure to price risk is detailed in note 11.

(iii) Cash flow and fair value interest rate risk

Felix Group is subject to interest rate risk that arises from borrowings. Borrowings issued at variable rates expose Felix Group to cash flow interest rate risk. Borrowings issued at fixed rates expose Felix Group to fair value interest rate risk if they are carried at fair value. Felix Group invests surplus cash in interest bearing deposits with banks and financial institutions. Investments at variable rates expose Felix Group to cash flow interest rate risk. Investments at fixed rates expose Felix Group to fair value interest rate risk if they are carried at fair value.

Interest rate risk that arises from borrowings is managed generally by borrowing at floating interest rates. Felix Group hedges a proportion of borrowings issued at variable interest rates through the use of floating-to-fixed interest rate swap contracts when required under borrowing agreements.

Felix Group’s fixed rate borrowings and receivables are carried at amortised cost. They are therefore not subject to fair value interest rate risk.

Felix Group’s exposure to cash flow interest rate risk from investments at 31 December 2006, 2007, 2008 and 30 September 2009 was A$28,172,000, A$12,370,000, A$29,208,000 and A$148,213,000 respectively. Felix Group’s exposure to cash flow interest rate risk from borrowings at 31 December 2006, 2007, 2008 and 30 September 2009 was A$62,134,000, A$67,626,000, A$1,215,000 and A$2,201,000 respectively.

– I-25 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

The effective interest rates of financial assets and financial liabilities of Felix Group at the reporting date are set out below.

As at 31 December 2006
(i)
Financial Assets
Current
Cash and cash equivalents
Secured director loan –
interest bearing
(ii)
Financial liabilities
Current
Bank loans
Lease liabilities
Non-current
Bank loans
Lease liabilities
As at 31 December 2007
(ii)
Financial Assets
Current
Cash and cash equivalents
Loan to other entities
Secured director loan –
interest bearing
(ii)
Financial liabilities
Current
Bank loans
Lease liabilities
Non-current
Bank loans
Lease liabilities
Floating
balance
A$’000
26,467
1,705
28,172
Weighted average effective
interest rate
Fixed
balance
Floating
Fixed
A$’000
%
%
10,029
4.75
6.60

9.72
N/A
10,029
1,466
8.29
6.00
8,177
N/A
9.6
13,875
7.99
6.00
19,730
N/A
9.93
43,248
Weighted average effective
interest rate
Fixed
balance
Floating
Fixed
A$’000
%
%

5.92
N/A
14,006
N/A
25.00

10.10
N/A
14,006
1,874
8.76
6.00
6,850
N/A
10.26
10,375
8.79
6.00
19,850
N/A
8.95
38,949
2,134

60,000
1,466
8,177
13,875
19,730
62,134
Floating
balance
A$’000
10,665

1,705
12,370
16,836

50,790
1,874
6,850
10,375
19,850
67,626

– I-26 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

As at 31 December 2008
(i)
Financial Assets
Current
Cash and cash equivalents
Secured director loan –
interest bearing
(ii)
Financial liabilities
Current
Bank loans
Lease liabilities
Non-current
Bank loans
Lease liabilities
As at 30 September 2009
(i)
Financial Assets
Current
Cash and cash equivalents
Cash-restricted
Secured director loan –
interest bearing
(ii)
Financial liabilities
Current
Bank loans
Lease liabilities
Non-current
Bank loans
Lease liabilities
Loan from other entity
Floating
balance
A$’000
29,208

29,208
Weighted average effective
interest rate
Fixed
balance
Floating
Fixed
A$’000
%
%
254,207
2.76
5.48
1,779
N/A
10.45
255,986
2,285
5.50
6.00
8,151
N/A
9.63
6,875
N/A
6.00
18,722
N/A
7.97
36,033
Weighted average effective
interest rate
Fixed
balance
Floating
Fixed
A$’000
%
%
71,318
2.42
3.66
100,000
N/A
3.21
1,816
N/A
10.45
173,134
6,842
4.72
6.00
8,373
N/A
8.93

N/A
N/A
33,337
N/A
8.45

5.27
N/A
48,552
1,215


2,285
8,151
6,875
18,722
1,215
Floating
balance
A$’000
148,213


148,213
908



1,293
6,842
8,373

33,337
2,201

(iv) Sensitivity analysis – interest rate risk and other price risk

The following table shows the sensitivity of Felix Group’s financial assets and financial liabilities to interest rate risk and other price risk.

– I-27 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

Sensitivity for interest rate risk shows the effect there would be on post-tax profit and equity if interest rates had changed by -/+ 100 basis points (100 basis points equals 1%) from the year end rates with all other variables held constant. The carrying amounts disclosed below do not include items which have fixed interest rates.

Sensitivity for price risk shows the effect there would be on post-tax profit and equity if the coal price had weakened/strengthened by 10% with all other variables held constant, arising from coal swap contracts designated as cash flow hedges.

**Interest rate ** **Interest rate ** **Interest rate ** **Interest rate ** risk risk Price risk Price risk Price risk
–100 basis +100 basis
points points –10% +10%
Carrying Interest Other Other Coal
31 December 2006 amount rate Profit equity Profit equity price Profit Equity Profit Equity
A$’000 % A$’000 A$’000 A$’000 A$’000 USD/t A$’000 A$’000 A$’000 A$’000
Financial assets
Cash and cash equivalents 26,467 4.75 (265) 265
Secured director loan 1,705 9.72 (17) 17
Financial liabilities
Bank loans 3,600 8.29 36 (36)
Bank loans (non current) 73,875 7.99 739 (739)
Tax charge of 30% (148) 148
Total increase/ (decrease) 345 (345)
**Interest rate ** risk Price risk
–100 basis +100 basis
points points –10% +10%
Carrying Interest Other Other Coal
31 December 2007 amount rate Profit equity Profit equity price Profit Equity Profit Equity
A$’000 % A$’000 A$’000 A$’000 A$’000 USD/t A$’000 A$’000 A$’000 A$’000
Financial assets
Cash and cash equivalents 10,665 5.92 (107) 107
Secured director loan 1,705 10.1 (17) 17
Financial liabilities
Bank loans (Current) 16,836 8.76 152 (152)
Bank loans (Non Current) 50,790 8.79 508 (508)
Tax charge of 30% (161) 161
Total increase/ (decrease) 375 (375)
**Interest rate ** risk Price risk
–100 basis +100 basis
points points –10% +10%
Carrying Interest Other Other Coal
31 December 2008 amount rate Profit equity Profit equity price Profit Equity Profit Equity
A$’000 % A$’000 A$’000 A$’000 A$’000 USD/t A$’000 A$’000 A$’000 A$’000
Financial assets
Cash and cash equivalents 29,208 2.76 (292) 292
Secured director loan 1,779 11.75 (18) 18
Financial liabilities
Bank loans 1,215 5.50
Tax charge of 30% 93 (93)
Total (decrease)/increase (217) 217

– I-28 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

Interest rate risk Interest rate risk Interest rate risk Interest rate risk Interest rate risk Interest rate risk Price risk Price risk Price risk
–100 basis +100 basis
points points –10% +10%
30 September 2008 Carrying Interest Other Other Coal
(unaudited) amount rate Profit equity Profit equity price Profit Equity Profit Equity
$’000 % $’000 $’000 $’000 $’000 USD/t $’000 $’000 $’000 $’000
Financial assets
Cash and cash equivalents 56,901 2.53 (569) 569
Financial liabilities
Derivatives – cash flow hedges 131.00 (13,845) 13,845
Bank loans 1,319 8.67 13 (13)
Tax charge of 30% 167 (167) 4,154 (4,154)
Total (decrease)/increase (389) 389 (9,691) 9,691
Interest rate risk Price risk
–100 basis +100 basis
points points –10% +10%
Carrying Interest Other Other Coal
30 September 2009 amount rate Profit equity Profit equity price Profit Equity Profit Equity
A$’000 % A$’000 A$’000 A$’000 A$’000 USD/t A$’000 A$’000 A$’000 A$’000
Financial assets
Cash and cash equivalents 148,213 2.42 (1,482) 1,482
Financial liabilities
Bank loans 908 4.72 9 (9)
Loan from other entity 1,293 5.27 13 (13)
Tax charge of 30% 438 (438)
Total (decrease)/increase (1,022) 1,022

(v) Sensitivity analysis – foreign exchange risk

31 December 2006
Carrying
amount
Spot
rate
A$’000
Financial assets
Cash and cash equivalents
53
0.7913
Trade receivables
16,238
0.7913
Financial liabilities
Tax charge of 30%
Total increase/(decrease)
31 December 2007
Carrying
amount
Spot
rate
A$’000
Financial assets
Cash and cash equivalents
257
0.8816
Trade receivables
15,645
0.8816
Derivatives – cash flow
hedges

0.8816
Financial liabilities
Tax charge of 30%
Total increase/(decrease)
USD
–5%
Profit
Other
equity
A$’000
A$’000
3

855

(257)

601

USA$
–5%
Profit
Other
equity
A$’000
A$’000
14

823


(9,360)
(251)
2,808
586
(6,552)
+5%
Profit
Other
equity
A$’000
A$’000
(3)

(773)

233

(543)

+5%
Profit
Other
equity
A$’000
A$’000
(12)

(745)


8,468
227
(2,540)
(530)
5,928

– I-29 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

31 December 2008
Carrying
amount
Spot
rate
A$’000
Financial assets
Cash and cash equivalent
7,899
0.6928
Trade receivables
78,675
0.6928
Financial liabilities
Derivatives – cash flow
hedges

0.6928
Tax charge of 30%
Total increase/(decrease)
USD

–5%
+5%
–5%
30 September 2009
Carrying
amount
Spot
rate
Profit
Other
equity
Profit
Other
equity
Spot
rate
Profit
Equity
P
A$’000
A$’000
A$’000
A$’000
A$’000
A$’000
A$’000
A
Financial assets
Cash and cash
equivalents
14,198
0.8801
785

(710)



Trade receivables
26,778
0.8801
1,409

(1,275)



Derivatives – cash
flow hedges

0.8801

(2,736)

2,475


Financial liabilities
Derivatives – cash
flow hedges

0.8801

2,127

(1,925)
0.6015

1,169
Tax charge of 30%
(658)
183
598
(165)

(351)
Total increase/
(decrease)
1,536
(426)
(1,387)
385

818
USA$
–5%
Profit
Other
equity
A$’000
A$’000
416

4,141


(11,265)
(1,367)
3,380
3,190
(7,885)
Euro
+5%
rofit
Equity
Spot
rate
Profit
$’000
A$’000
A$’000










(1,058)
78.82


317


(741)
+5%
Profit
Other
equity
A$’000
A$’000
(376)

(3,746)


10,192
1,237
(3,058)
(2,885)
7,134
Yen
–5%
+5%

Equity
Profit
Equity

A$’000
A$’000
A$’000













549

(529)

(165)

159

384

(370)

(b) Credit risk

Credit risk represents the loss that would be recognised if counterparties failed to perform as contracted.

Credit risk arises from cash and cash equivalents, forward foreign exchange contracts, coal swap contracts and interest rate swap contracts, as well as credit exposures to customers. In respect of credit risk on derivatives, refer to note 11(b). In respect to cash deposits, Felix Group only invests with accounts that have a Standard and Poor’s credit rating of A-1+. The Commonwealth Bank of Australia (CBA) is the major counterparty for derivatives and cash and cash equivalents. CBA has an overall Standard and Poor’s credit rating of AA.

Credit risk in trade receivables is managed in the following ways:

  • (i) payment terms are set for individual customers;

  • (ii) a risk assessment process is used for all customers; and

  • (iii) letters of credit are required for those customers assessed as posing a higher risk.

– I-30 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

The maximum exposure to credit risk on financial assets which have been recognised in the statement of financial position is their carrying amount less impairment provision as set out below.

Cash and cash equivalents
Trade and other receivables
Derivative financial instruments
As
2006
A$’000
36,496
41,929
98
78,523
at 31 December
2007
2008
A$’000
A$’000
10,665
283,415
109,686
109,088
11,902

132,253
392,503
As at 30
September
2009
A$’000
219,545
155,437
6,655
381,637

(c) Liquidity risk

Liquidity risk includes the risk that, as a result of operational liquidity requirements, Felix Group will be impacted in the following ways:

  • (i) will not have sufficient funds to settle a transaction on the due date;

  • (ii) will be forced to sell financial assets at a value which is less than what they are worth; or

  • (iii) may be unable to settle or recover a financial asset at all.

Liquidity risk is managed by maintaining sufficient cash and liquid deposit balances and having readily accessible standby facilities in place in accordance with the Board’s risk management policy. Details regarding finance facilities are set out in note 26.

– I-31 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

Maturities of financial liabilities

The tables below analyse Felix Group’s financial liabilities into maturity groupings based on the remaining period at the reporting date to the contractual maturity date. Refer to note 11(a) for the contractual maturity of derivatives. Refer to note 35 for the contractual maturity of finance leases. The amounts presented represent the future undiscounted principal and interest cash flows and therefore do not necessarily equate to the carrying amounts.

At 31 December 2006
Trade creditors
Other creditors
Bank loans
Deferred payment for
acquisition of equity
interests in Minerva
Other loans
Unsecured loan –
non-interest bearing
Total
At 31 December 2007
Trade creditors
Other creditors
Bank loans
Deferred payment for
acquisition of equity
interests in Minerva
Unsecured loan –
non-interest bearing
Total
Less
than 6
months
A$’000
27,848
2,975
9,651

8,186
1,693
50,353
Less
than 6
months
A$’000
27,770
953
9,523

1,693
39,939
6 – 12
months
A$’000


9,682
250

9,932
6 – 12
months
A$’000


9,814


9,814
Between
1 and 3
years
A$’000


35,968
1,000

36,968
Between
1 and 3
years
A$’000


41,951
1,000

42,951
Over 3
years
Total
contractual
cash
flows
A$’000
A$’000

27,848

2,975
29,025
84,326
2,750
4,000

8,186
1,693
31,775
129,028
Over 3
years
Total
contractual
cash
flows
A$’000
A$’000

27,770

953
31,969
93,257
3,000
4,000

1,693
34,969
127,673
Carrying
amount
A$’000
27,848
2,975
77,475

8,186
1,693
118,177
Carrying
amount
A$’000
27,770
953
79,875
2,827
1,693
113,118

– I-32 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

At 31 December 2008
Trade creditors
Other creditors
Bank loans
Deferred payment for
acquisition of equity
interests in Minerva
Unsecured loan –
non-interest bearing
Total
Less
than 6
months
A$’000
53,260
427
2,388
250
1,693
58,018
6 – 12
months
A$’000


2,255
250

2,505
Between
1 and 3
years
A$’000


7,328
1,000

8,328
Over 3
years
Total
contractual
cash
flows
A$’000
A$’000

53,260

427

11,970
2,500
4,000

1,693
2,500
71,350
Carrying
amount
A$’000
53,260
427
10,375
3,038
1,693
68,793
At 30 September 2009
Trade creditors
Other creditors
Bank loans
Deferred payment for
acquisition of equity
interests in Minerva
Unsecured loan –
non-interest bearing
Loan from other entity
Total
Less
than 6
months
A$’000
57,707
557
2,228
250
1,693
35
62,470
6 – 12
months
A$’000


6,214
250

41
6,505
Between
1 and 3
years
A$’000



1,000

1,316
2,316
Over 3
years
Total
contractual
cash
flows
A$’000
A$’000

57,707

557

8,443
2,000
3,500

1,693

1,392
2,000
73,292
Carrying
amount
A$’000
57,707
557
7,750
2,648
1,693
1,293
71,648

(d) Capital risk management

Refer to note 29(d) for Felix Group’s objectives when managing capital.

(e) Fair value measurements

The fair value of financial assets and financial liabilities must be estimated for recognition and measurement or for disclosure purposes.

As of 1 January 2009, Felix adopted the amendment to IFRS 7 Financial Instruments: Disclosures which requires disclosure of fair value measurements by level of the following fair value measurement hierarchy:

  • (a) quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1)

  • (b) inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices) (level 2),and

  • (c) inputs for the asset or liability that are not based on observable market data (unobservable inputs) (level 3)

– I-33 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

The following table presents Felix Group’s and Felix’s assets and liabilities measured and recognised at fair value:

Level 2
Assets
Derivatives used for hedging
Total assets
Liabilities
Derivatives used for hedging
Total liabilities
31
December
2006
A$’000
98
98

31
December
2007
A$’000
11,668
11,668
234
234
31
December
2008
A$’000


41,266
41,266
30
September
2009
A$’000
6,655
6,655
9,574
9,574

3 Segment information

(a) Description of segments

Management has determined the operating segments based on the reports reviewed by the executive management team that are used to make strategic decisions. Within this team, the chief operating decision maker has been identified as the Managing Director.

Felix Group undertakes coal mining in Central Queensland and the Hunter Valley region of New South Wales.

The executive team monitors the performance of each coal mine separately and these operating segments have been determined to be four reportable segments, being the Ashton, Minerva, Moolarben and Yarrabee mines. The Moolarben mine commenced construction in 2009 and has not commenced production yet.

The “other” segment includes all the other operations that are not included in a reportable segment. This includes corporate functions, exploration and evaluation, Ultra Clean Coal research and development and any other items that are not appropriate to be allocated to a reportable segment.

– I-34 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

(b) Segment information provided to the executive management team

The segment information provided to the executive management team for the reportable segments for the years ended 31 December 2006, 2007and 2008, and the nine months ended 30 September 2008 and 2009 is as follows:

Year ended
31 December 2006
Segment income
Revenue from external
customers
Inter-segment revenue
Total segment revenue
Interest income
Finance costs
Depreciation and
amortisation
Other segment (costs)/
revenue
Share of net profits
accounted for using
the equity method
Segment result before
tax
Income tax expense
Profit after income tax
Earnings before
interest and tax
(“EBIT”)
Earnings before
interest, tax,
depreciation and
amortisation
(“EBITDA”)
Segment net assets
Total segment assets
Total segment liabilities
Net assets
Ashton
A$’000
61,481
Minerva Moolarben
A$’000
A$’000
62,787


Minerva Moolarben
A$’000
A$’000
62,787


Yarrabee
A$’000
116,915
1,924
Other
A$’000
8,700
(981)
Total
A$’000
249,883
943
250,826
1,679
(4,341)
(14,348)
(180,329)
820
54,307
(10,715)
43,592
58,648
72,996
616,610
(220,778)
395,832
61,481
321
(2,803)
(5,883)
(53,615)
820
62,787
276
(668)
(3,733)
(39,602)





118,839
93
(303)
(1,561)
(99,506)
7,719
989
(567)
(3,171)
12,394
250,826
1,679
(4,341
(14,348
(180,329
820
321
3,124
9,007
119,870
(107,252)
12,618
19,060
19,728
23,461
47,818
(30,084)
17,734




(472)
(472)
17,562
17,865
19,426
58,344
(28,454)
29,890
17,364
(10,715
17,931
21,102
390,578
(54,516)
336,062

– I-35 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

Year ended
31 December 2007
Segment income
Revenue from external
customers
Inter-segment revenue
Segment sales revenue
Interest income
Finance costs
Depreciation and
amortisation
Other segment (costs)/
revenue
Share of net losses
accounted for using
the equity method
Segment result before
tax
Income tax expense
Profit after income tax
EBIT
EBITDA
Segment net assets
Total assets
Total liabilities
Net assets
Ashton
A$’000
105,295
Minerva Moolarben
A$’000
A$’000
70,128


Minerva Moolarben
A$’000
A$’000
70,128


Yarrabee
A$’000
91,204
6,954
Other
A$’000
938
(3,547)
Total
A$’000
267,565
3,407
270,972
1,975
(6,996)
(24,709)
(160,485)
(547)
80,210
(21,169)
59,041
87,206
111,915
682,679
(224,567)
458,112
105,295
216
(5,575)
(14,137)
(80,600)
(547)
70,128
406
(470)
(4,101)
(52,738)




82,956
98,158
106
(124)
(1,913)
(88,995)
(2,609)
1,247
(827)
(4,558)
(21,108)
270,972
1,975
(6,996
(24,709
(160,485
(547
4,652
10,227
24,364
13,225
13,695
17,796
82,956
82,956
82,956
7,232
7,356
9,269
(27,855)
(21,169
(27,028)
(22,470)
124,750
(98,517)
58,078
(30,945)
82,956
(26,410)
70,386
(35,668)
346,509
(33,027)
682,679
(224,567
26,233 27,133 56,546 34,718 313,482

– I-36 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

Year ended
31 December 2008
Segment income
Revenue from external
customers
Inter-segment revenue
Segment sales revenue
Interest income
Finance costs
Depreciation and
amortisation
Other segment (costs)/
revenue
Share of net losses
accounted for using
the equity method
Segment result before
tax
Income tax expense
Profit after income tax
EBIT
EBITDA
Segment net assets
Total assets
Total liabilities
Net assets
Ashton
A$’000
355,214
Minerva Moolarben
A$’000
A$’000
148,674


Minerva Moolarben
A$’000
A$’000
148,674


Yarrabee
A$’000
146,530
41,809
Other
A$’000

(21,322)
Total
A$’000
650,418
20,487
670,905
16,068
(6,924)
(28,983)
(241,025)
(11)
410,030
(116,333)
293,697
416,954
445,937
955,767
(302,330)
653,437
355,214
1,936
(4,940)
(16,695)
(117,247)
(11)
148,674
417
(418)
(4,810)
(105,189)

5,745


90,021
188,339
96
(510)
(2,609)
(114,267)
(21,322)
7,874
(1,056)
(4,869)
5,657
670,905
16,068
(6,924
(28,983
(241,025
(11
218,257
223,197
239,892
38,674
39,092
43,902
95,766
95,766
95,766
71,049
71,559
74,168
(13,716)
(116,333
(12,660)
(7,791)
250,761
(75,755)
153,193
(64,259)
46,966
(9,666)
121,149
(62,558)
383,698
(90,092)
955,767
(302,330
175,006 88,934 37,300 58,591 293,606

– I-37 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

9 months ended
30 September 2008
(unaudited)
Segment income
Revenue from external
customers
Inter-segment revenue
Segment sales revenue
Interest income
Finance costs
Depreciation and
amortisation
Other segment (costs)/
revenue
Share of net losses
accounted for using
the equity method
Segment result before
tax
Income tax expense
Profit after income tax
EBIT
EBITDA
Segment net assets
Total assets
Total liabilities
Net assets
Ashton
A$’000
237,607
Minerva Moolarben
A$’000
A$’000
106,975


Minerva Moolarben
A$’000
A$’000
106,975


Yarrabee
A$’000
103,711
22,661
Other
A$’000

(11,557)
Total
A$’000
448,293
11,104
459,397
10,966
(6,204)
(20,671)
(152,643)
(12)
290,833
(83,692)
207,141
297,037
317,708
872,244
(341,943)
530,301
237,607
723
(4,768)
(12,057)
(85,766)
(12)
106,975
281
(311)
(3,402)
(69,088)

4,275


90,016
126,372
70
(356)
(1,794)
(82,484)
(11,557)
5,617
(769)
(3,418)
(5,321)
459,397
10,966
(6,204
(20,671
(152,643
(12
135,727
140,495
152,552
34,455
34,766
38,168
94,291
94,291
94,291
41,808
42,164
43,958
(15,448)
(14,679)
(11,261)
189,010
(113,430)
99,391
(83,993)
126,890
(4,635)
89,627
(37,336)
367,326
(102,549)
872,244
(341,943
75,580 15,398 122,255 52,291 264,777

– I-38 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

9 months ended
30 September 2009
Segment income
Revenue from external
customers
Inter-segment revenue
Segment sales revenue
Interest income
Finance costs
Depreciation and
amortisation
Other segment (costs)/
revenue
Share of net losses
accounted for using
the equity method
Segment result before
tax
Income tax expense
Profit after income tax
EBIT
EBITDA
Segment net assets
Total assets
Total liabilities
Net assets
Ashton
A$’000
232,955
Minerva Moolarben
A$’000
A$’000
104,391


Minerva Moolarben
A$’000
A$’000
104,391


Yarrabee
A$’000
146,081
26,485
Other
A$’000

(13,507)
Total
A$’000
483,427
12,978
496,405
8,716
(2,545)
(24,906)
(282,605)
(14)
195,051
(54,945)
140,106
197,596
222,502
1,051,289
(423,247)
628,042
232,955
2,600
(588)
(13,713)
(114,799)
(14)
104,391
208
(365)
(4,159)
(69,638)

1,159
(6)

(597)
172,566
43
(1,014)
(3,275)
(110,578)
(13,507)
4,706
(572)
(3,759)
13,007
496,405
8,716
(2,545
(24,906
(282,605
(14
106,441
107,029
120,742
30,437
30,802
34,961
556
562
562
57,742
58,756
62,031
(125)
(54,945
447
4,206
176,603
(48,485)
92,103
(43,050)
76,254
(44,652)
134,746
(71,936)
571,583
(215,124)
1,051,289
(423,247
128,118 49,053 31,602 62,810 356,459

– I-39 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

(c) Other segment information

(i) Segment revenue

The revenues derived from single external customers that exceed 10% of Felix Group’s coal sales revenue are as follows:

Year ended 9 months ended 9 months ended
31 31 31 30 30
December December December September September
2006 2007 2008 2008 2009
(unaudited)
Total revenues from
customers where each
customer makes up more
than 10% of Felix Group’s
sales revenue 108,415 105,736 413,461 252,988 208,314
Number of customers 4 3 4 3 3
Proportion of each customer
contributes to total sales
revenue 10%-12% 11%-15% 11%-18% 11%-20% 12%-15%

The entity is domiciled in Australia. Segment revenues are allocated based on the country in which the customer is located as follows:

Australia
China
India
Japan
Korea
Spain
Taiwan
Rest of world
Total revenue from
sales of coal
31
December
2006
10,692
11,557
25,207
90,503
22,472
25,584
7,157
48,632
241,804
Year ended
31
December
2007
13,031
1,574
10,948
118,726
52,106
19,231
15,620
38,769
270,005
31
December
2008
21,070

18,775
378,588
203,773

35,577
54,040
711,823
9 months ended
30
September
30
September
2008
2009
(unaudited)
21,070
9,405

62,293
18,775
1,237
198,896
236,254
140,109
105,076


19,868
19,389
37,825
65,322
436,543
498,976
9 months ended
30
September
30
September
2008
2009
(unaudited)
21,070
9,405

62,293
18,775
1,237
198,896
236,254
140,109
105,076


19,868
19,389
37,825
65,322
436,543
498,976
498,976

Sales between segments are carried out on arm’s length basis and are eliminated on consolidation. The revenue from external parties reported to the executive management team is measured in a manner consistent with that in the statement of comprehensive income.

(ii) Segment net assets

The amounts provided to the executive management team with respect to net assets are measured in a manner consistent with that of the Financial Information. These assets and liabilities are allocated to a reportable segment based on the operations of the segment and in the case of assets the physical location of the asset.

– I-40 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

4 Revenue

Sales revenue
Sale of coal
Gain/(loss) on forward
foreign exchange
contracts
Gain on coal swap
contracts
Total sales revenue
Other revenue
Rendering of services:
Management fees
Marketing fees
Interest received – other
parties
Plant hire
Rents and sub-lease rentals
Total other revenue
Total revenue
31
December
2006
A$’000
241,804
9,022
Year ended
31
December
2007
A$’000
270,005
967
31
December
2008
A$’000
711,823
(40,918)
9 months ended
30
September
30
September
2008
2009
A$’000
A$’000
(unaudited)
436,543
498,976
22,854
(45,711)

43,140
459,397
496,405
3,209
3,782
775
913
10,966
8,716


94
148
15,044
13,559
474,441
509,964
9 months ended
30
September
30
September
2008
2009
A$’000
A$’000
(unaudited)
436,543
498,976
22,854
(45,711)

43,140
459,397
496,405
3,209
3,782
775
913
10,966
8,716


94
148
15,044
13,559
474,441
509,964
250,826
549
454
1,679
470
109
3,261
270,972
1,547
757
1,975
404
163
4,846
670,905
5,586
978
16,068

145
22,777
459,397
3,209
775
10,966

94
15,044
496,405
3,782
913
8,716

148
13,559
254,087 275,818 693,682 474,441

– I-41 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

5 Other income

Foreign exchange gains
(net)
Net gain on sale of
available-for-sale
financial assets
Option agreements for sale
of tenements
Gain on forward foreign
exchange contracts
where contracts were not
matched to coal sales
Government grants
Net gain on disposal of
equity interests in
Minerva and Athena
Joint Ventures
Net gain on disposal of
equity interests in
Moolarben Joint Venture
Deferred income
Other income
Total other income
31
December
2006
A$’000
83
71
1,224
1,686

28,374



31,438
Year ended
31
December
2007
A$’000
8,470
1,136




67,862

815
78,283
31
December
2008
A$’000
12,862



582

73,751

508
87,703
9 months ended
30
September
30
September
2008
2009
A$’000
A$’000
(unaudited)
2,818








388


73,751


118
381
3,928
76,950
4,434
9 months ended
30
September
30
September
2008
2009
A$’000
A$’000
(unaudited)
2,818








388


73,751


118
381
3,928
76,950
4,434
4,434

There is no investment income from listed or unlisted investments.

6 Expenses

Profit before income tax
includes the following
specific expenses:
Depreciation
Buildings
Plant and equipment
Mine Development
Less: capitalised
depreciation
Total depreciation
31
December
2006
A$’000
47
3,640
1,774
Year ended
31
December
2007
A$’000
100
10,197
2,937
31
December
2008
A$’000
538
8,669
6,091
9 months ended
30
September
30
September
2008
2009
A$’000
A$’000
(unaudited)
383
319
5,702
9,068
4,688
5,360
(45)
9 months ended
30
September
30
September
2008
2009
A$’000
A$’000
(unaudited)
383
319
5,702
9,068
4,688
5,360
(45)
5,461 13,234 15,298 10,728 14,747

– I-42 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

Amortisation
Leased plant and
equipment
Exploration and
evaluation
Mining tenements
Rail access rights
Computer software
Less: capitalised
amortisation
Total amortisation
Total depreciation and
amortisation
Finance costs
Finance lease charges
Finance lease charges –
related parties
(note 33)
Other interest charges
Less: capitalised finance
costs
Less: capitalised finance
costs – related parties
Finance costs expensed
31
December
2006
A$’000
5,087
426
2,775
467
132

8,887
14,348
Year ended
31
December
2007
A$’000
6,161
366
4,266
524
159

11,476
24,710
31
December
2008
A$’000
8,037
291
4,438
741
178

13,685
28,983
9 months ended
30
September
30
September
2008
2009
A$’000
A$’000
(unaudited)
6,001
5,520
207
202
3,158
3,527
478
684
135
226
(36)

9,943
10,159
20,671
24,906
9 months ended
30
September
30
September
2008
2009
A$’000
A$’000
(unaudited)
6,001
5,520
207
202
3,158
3,527
478
684
135
226
(36)

9,943
10,159
20,671
24,906
10,159
24,906
2,346
491
1,995

(491)
1,514
670
9,669
(4,621)
(236)
1,709
364
4,851

1,424
309
4,471

1,916
49
580

4,341 6,996 6,924 6,204 2,545

– I-43 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

Year ended
31
December
31
December
2006
2007
A$’000
A$’000
Net loss/(gain) on disposal
of property, plant and
equipment
148
(12)
Rental expense relating to
operating lease payments
2,219
2,077
Government royalties
15,918
16,206
Research and development
expenditure
287
1,491
Employee expenses
Defined contribution
superannuation
expense
2,005
4,309
Employee benefits
expense
33,926
41,765
Share-based payments
expense
1,341
229
Total employee expenses
37,272
46,303
There were no forfeited contributions during the periods noted
Significant expenses
Demurrage
4,679
7,373
Loss on forward foreign
exchange contracts


Foreign exchange losses
(net)


Significant profits
Gain on forward foreign
exchange contracts
9,022
967
Foreign exchange gains
(net)
83
8,470
Net gain on disposal of
equity interests in
Minerva and Athena
Joint Ventures
28,374

Net gain on disposal of
equity interests in
Moolarben Joint
Venture (note 42)

67,862
Gain on coal swap
contracts


Foreign exchange gains
(net) where contracts
were not matched to
coal sales
1,686
31
December
2008
A$’000
(112)
1,712
47,365
2,615
1,874
45,750
880
48,504
above.
4,114
40,918


12,862

73,751

9 months ended
30
September
30
September
2008
2009
A$’000
A$’000
(unaudited)
(14)
136
1,241
1,523
27,754
36,498
1,713
4,582
2,633
3,209
37,360
49,842
67
528
40,060
53,579
2,768
2,792

45,711

7,995
22,854

2,818



73,751


43,140

9 months ended
30
September
30
September
2008
2009
A$’000
A$’000
(unaudited)
(14)
136
1,241
1,523
27,754
36,498
1,713
4,582
2,633
3,209
37,360
49,842
67
528
40,060
53,579
2,768
2,792

45,711

7,995
22,854

2,818



73,751


43,140

53,579
2,792
45,711
7,995




43,140

– I-44 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

7 Operating profit

Reconciliation of profit
before income tax to
operating profit
Profit before income tax
Net gain on disposal of
equity interests in
Moolarben Joint Venture
(note 42)
Net gain on disposal of
equity interests in
Minerva and Athena
Joint Ventures (note 42)
Operating profit
31
December
2006
A$’000
54,307

(28,374)
25,933
Year ended
31
December
2007
A$’000
80,210
(67,862)

12,348
31
December
2008
A$’000
410,030
(73,751)

336,279
9 months ended
30
September
30
September
2008
2009
A$’000
A$’000
(unaudited)
290,833
195,051
(73,751)



217,082
195,051
9 months ended
30
September
30
September
2008
2009
A$’000
A$’000
(unaudited)
290,833
195,051
(73,751)



217,082
195,051
195,051

8 Income tax

(a)
Income tax recognised in
profit or loss
Current tax
Deferred tax
Origination and reversal of
temporary differences
Utilisation of previously
recognised tax losses
Under/(over) provision in
prior years
Total income tax expense
31
December
2006
A$’000
533
2,740
7,442

10,715
Year ended
31
December
2007
A$’000
(379)
6,372
14,606
570
21,169
31
December
2008
A$’000
73,253
4,026
39,529
(475)
116,333
9 months ended
30
September
30
September
2008
2009
A$’000
A$’000
(unaudited)
38,575
56,380
5,588
(1,435)
39,529



83,692
54,945
9 months ended
30
September
30
September
2008
2009
A$’000
A$’000
(unaudited)
38,575
56,380
5,588
(1,435)
39,529



83,692
54,945
54,945

– I-45 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

(b)
Numerical reconciliation of
income tax expense to
prima facie tax payable
Profit before income tax
Income tax at the rate of 30%
(In each instance)
Increase/(decrease) in income
tax expense due to:
Non-deductible expenses
Non-deductible share-based
payments
Research and development
concession
Other deductible expenses
Under/(over) provision in
prior years
Total income tax expense
Effective tax rate
(c)
Amounts recognised directly
in equity
Aggregate current and
deferred tax arising in the
reporting period and not
recognised in net profit or
loss but directly debited or
credited to equity is set out
below.
Changes in derivative
financial instruments
Current tax
Net deferred tax
(d)
Unrecognised deferred tax
balances
Tax losses attributable to
subsidiaries not members
of the tax consolidated
group – revenue
Tax losses attributable to
subsidiaries not members
of the tax consolidated
group – capital
31
December
2006
A$’000
54,307
16,292
181
402
(5,629)
(531)
10,715

10,715
Year ended
31
December
2007
A$’000
80,210
24,063
1,061
69
(2,923)
(1,671)
20,599
570
21,169
31
December
2008
A$’000
410,030
123,010
1,703
264
(7,352)
(817)
116,808
(475)
116,333
9 months ended
30
September
30
September
2008
2009
A$’000
A$’000
(unaudited)
290,833
195,051
87,249
58,515
1,571
596
21
158
(5,026)
(3,397)
(123)
(927)
83,692
54,945


83,692
54,945
28.8%
28.2%
(347)
(13,164)
(12,924)
12,079
(13,271)
(1,085)
11,201
9,748
1,703
1,703
12,904
11,451
9 months ended
30
September
30
September
2008
2009
A$’000
A$’000
(unaudited)
290,833
195,051
87,249
58,515
1,571
596
21
158
(5,026)
(3,397)
(123)
(927)
83,692
54,945


83,692
54,945
28.8%
28.2%
(347)
(13,164)
(12,924)
12,079
(13,271)
(1,085)
11,201
9,748
1,703
1,703
12,904
11,451
19.7%
(786)
265
26.4%
57
3,541
28.4%
18,007
(15,950)
28.8%
(347)
(12,924)
28.2%
(13,164
12,079
(521) 3,598 2,057 (13,271)
10,738
1,703
10,407
1,703
10,630
1,703
11,201
1,703
9,748
1,703
12,441 12,110 12,333 12,904

– I-46 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

There is no expiry date on the future deductibility of unused tax losses. The benefit of revenue losses and capital losses are not recognised until it is probable that the subsidiary will be able to utilise these tax losses.

(e) Tax consolidation legislation

For the purposes of taxation, Felix and its 100% owned Australian subsidiaries are a tax consolidated group. The head entity of the tax consolidated group is Felix. Felix is responsible for recognising the current tax assets and liabilities for the tax consolidated group. Each entity in the tax consolidated group recognises its own deferred tax assets and liabilities, except where the deferred tax assets relate to unused tax losses and credits, in which case Felix recognises the assets.

Felix Group has entered into a tax sharing agreement whereby each company in Felix Group contributes to the income tax payable in proportion to their contribution to the profit before tax of the tax consolidated group. The tax consolidated group has also entered into a tax funding agreement whereby each entity in Felix Group can recognise their balance of the current tax assets and liabilities through inter-entity accounts. In addition, the agreement provides for the allocation of income tax liabilities between the entities should the head entity default on its tax payment obligations. At the balance date, the possibility of default is remote.

9 Current assets – Cash and cash equivalents

Felix Group
Cash at bank and on hand
Short-term deposits
Felix
Cash at bank and on hand
Short-term deposits
31
December
2006
A$’000
3,648
32,848
36,496
31
December
2007
A$’000
7,557
3,108
10,665
31
December
2008
A$’000
11,011
272,404
283,415
30
September
2009
A$’000
49,527
170,018
219,545
936
17,287
3,146
15
382
148,059
915
11,776
18,223 3,161 148,441 12,691

(a) Effective interest rate

Information concerning the effective interest rate of cash and cash equivalents is set out in note 2.

(b) Fair value

Due to the short-term nature of the deposits, their carrying amount is assumed to approximate their fair value.

– I-47 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

10 Current assets – Trade and other receivables

Felix Group
Trade receivables
Other debtors
Cash-restricted
Secured director loan – interest bearing
Receivables from other entities – interest
bearing
Receivables from other entities –
non-interest bearing
Felix
Trade receivables
Receivable from controlled entities
Other debtors
Advances to controlled entities
Cash-restricted
31
December
2006
A$’000
20,741
2,192



9,865
32,798
31
December
2007
A$’000
19,379
3,692


14,006
65,000
102,077
31
December
2008
A$’000
82,474
8,827

1,779


93,080
30
September
2009
A$’000
23,147
8,129
100,000
1,816

10,724
143,816
397
8,209
520
57,163
231
24,633
311
66,361
327
158,633
2,457

807
201,816
600
46,037
100,000
66,289 91,536 161,417 349,260

Credit terms are set for individual customers following a risk assessment process. The majority of Felix Group’s sales are on payment terms that range between 5 to 14 working days from receipt of invoices or shipping documents by the buyer. Some customers that are assessed to have a low risk have credit terms ranging up to 21 days. Letters of credit are required for those customers assessed as posing a higher risk. The aging of trade receivables based on invoice date is as follows.

Felix Group
< 15 days
15-30 days
30-45 days
> 45 days
Felix
< 15 days
15-30 days
30-45 days
> 45 days
31
December
2006
A$’000
15,337
4,960
3
441
31
December
2007
A$’000
15,971
2,581
514
313
31
December
2008
A$’000
62,740
14,575
5,022
137
30
September
2009
A$’000
19,072
3,849
3
223
20,741
249
58

90
19,379
202
7

22
82,474
197
49

81
23,147
659
13

135
397 231 327 807

– I-48 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

(a) Past due but not impaired

Except as noted below, at all reporting dates trade receivables for Felix Group and Felix were fully performing.

Felix Group

As at 31 December 2006, 2007, 2008 and 30 September 2009, Felix Group had trade receivables of A$5,537,000, A$8,803,000, A$10,173,000 and A$409,000 that were past due but not impaired. The ageing analysis of these trade receivables is set out below.

< 15 days
15-30 days
30-45 days
> 45 days
31
December
2006
A$’000
1,020
4,155
37
325
5,537
31
December
2007
A$’000
4,137
4,247
10
409
8,803
31
December
2008
A$’000
9,869
223
5
76
10,173
30
September
2009
A$’000
17
154
11
227
409

Felix

As at 31 December 2006, 2007, 2008 and 30 September 2009 Felix had trade receivables of A$148,000, A$40,000, A$15,000 and A$155,000, respectively that were past due but not impaired. The ageing analysis of these trade receivables is set out below.

< 15 days
15-30 days
30-45 days
> 45 days
31
December
2006
A$’000

148


148
31
December
2007
A$’000
3
6

31
40
31
December
2008
A$’000

1

14
15
30
September
2009
A$’000

10

145
155

The other classes within trade and other receivables do not contain impaired assets and are not past due. It is expected that these amounts will be received when due. Unless specified below, Felix Group does not hold any collateral in relation to these receivables.

(b) Other receivables

Included in receivables from other entities – interest bearing at 31 December 2006, 2007, 2008 and 30 September 2009 is funds of A$Nil, A$14,006,000, A$Nil and A$Nil, respectively, loaned to Newcastle Coal Infrastructure Group Pty Ltd, a company in which Felix Group has a non-controlling shareholding. In August 2005 Newcastle Coal Infrastructure Group Pty Ltd was selected by the New South Wales government as the preferred developer and operator of a third coal loader for the port of Newcastle. The loan was interest bearing and unsecured and was repayable upon funding of the Stage 1 expansion project. Refer to note 14 for details on the non-current portion of this loan.

– I-49 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

Included in receivables from other entities at 31 December 2006, 2007, 2008 and 30 September 2009 is funds of N/A, N/A, A$Nil and A$8,809,374, respectively, loaned to Newcastle Coal Infrastructure Group Pty Ltd. The loan is non-interest bearing and unsecured and is repayable upon funding of the Stage 2 expansion project. Refer to note 14 for details on the non-current portion of this loan.

Included in receivables from other entities are funds receivable from Kores Australia Minerva Coal Pty Ltd in relation to the 7.3% sale of Felix Group’s interest in the Minerva Joint Venture. At 31 December 2006, 2007, 2008 and 30 September 2009 the amounts receivable were A$9,865,000, N/A, N/A and N/A, respectively.

Also included in receivables from other entities are funds receivable from Sojitz Moolarben Resources Pty Ltd in relation to the 10% sale of the Moolarben Coal Project. At 31 December 2006, 2007, 2008 and 30 September 2009 the amounts receivable were A$Nil, A$65,000,000, N/A and N/A, respectively.

For Felix, the receivable from controlled entities represents the receivables from tax consolidated entities under the tax funding agreement; refer to note 1(b). The advances to controlled entities are repayable at call.

The secured director loan is to Director Mr. Brian Flannery. The terms and conditions of the loan are set out in note 33.

Cash-restricted at 31 December 2006, 2007, 2008 and 30 September 2009 includes A$Nil, A$Nil, A$Nil and A$100,000,000 in a security deposit account. These funds are mortgaged in favour of the counterparty as security for a portion of the finance lease facility. Further information concerning the finance leases is set out in note 26.

(c) Foreign exchange and interest rate risk

Information about Felix Group’s exposure to foreign currency risk and interest rate risk in relation to trade and other receivables is set out in note 2.

(d) Fair value and credit risk

Due to the short-term nature of these receivables, their carrying amount is assumed to approximate their fair value.

The maximum exposure to credit risk at the reporting date is the carrying amount of each class of receivables mentioned above. Refer to note 2 for more information on the risk management policy of Felix Group and the credit quality of Felix Group’s trade receivables.

– I-50 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

11 Derivative financial instruments

Felix Group
Current Assets
Interest rate swap contracts – receivable
Forward foreign exchange contracts –
receivable
Non-current assets
Interest rate swap contracts – receivable
Current liabilities
Forward foreign exchange contracts –
payable
Felix
Current Assets
Interest rate swap– receivable
Forward foreign exchange contracts –
receivable
Non-current assets
Interest rate swap– receivable
31
December
2006
A$’000
53
31
December
2007
A$’000
185
11,483
31
December
2008
A$’000

30
September
2009
A$’000

6,655
53
45
45
11,668
234
234



41,266
6,655
9,574

31
December
2006
A$’000
53

31
December
2007
A$’000

11,483
41,266
31
December
2008
A$’000

9,574
30
September
2009
A$’000

53
45
11,483

45

(a) Instruments used by Felix Group

Felix Group uses derivative financial instruments in order to hedge exposure to fluctuations in interest rates, foreign exchange rates, and coal prices in accordance with the financial risk management policies (refer to note 2).

(i) Forward foreign exchange contracts – cash flow hedges

Felix Group enters into forward foreign exchange contracts to sell or purchase specified amounts of foreign currencies in the future at stipulated exchange rates. The objective of entering into the forward foreign exchange contracts is to reduce the foreign exchange rate related volatility of Felix Group’s revenue stream and capital expenditure and thereby assist in risk management for Felix Group. Foreign currency speculation is specifically excluded. Forward foreign exchange contracts are entered for contracted future sales and capital expenditure undertaken in foreign currencies.

– I-51 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

The outstanding sell USD contracts are hedging highly probable forecasted sales of coal, whereas the outstanding buy USD, Euro and Yen contracts relate to the purchase of mining equipment for Moolarben (2008: Yarrabee and Minerva respectively). The contracts are timed to mature when funds for coal sales are forecast to be received and when payments for mining equipment are scheduled to be made. At each of the reporting dates, the details of the outstanding forward foreign exchange contracts are set out below.

Felix Group
Buy United States Dollars
Settlement
Less than 6 months –
USD’000
Average rate – USD
Total -USD’000
Sell United States Dollars
Settlement
Less than 6 months –
USD’000
Average rate – USD
6 months to 1 year –
USD’000
Average rate – USD
1 year to less than 2 years –
USD’000
Average rate – USD
Total – USD’000
Buy Euros
Settlement
Less than 6 months –
EURO’000
Average rate – EURO
Total– EURO’000
31
December
2006



31
December
2006







31
December
2006


31
December
2007



31
December
2007
136,204
0.8149
12,600
0.8524
6,300
0.8524
155,104
31
December
2007


31
December
2008



31
December
2008
147,595
0.8543




147,595
31
December
2008


30
September
2009
33,517
0.7532
33,517
30
September
2009
30,000
0.7674
15,000
0.7674

45,000
30
September
2009
14,271
0.5520
14,271

– I-52 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

Felix
Sell United States Dollars
Settlement
Less than 6 months –
USD’000
Average rate – USD
6 months to 1 year –
USD’000
Average rate – USD
1 year to less than 2 years –
USD’000
Average rate – USD
Total– USD’000
31
December
2006




31
December
2007
11,363
0.8149
152
0.8524
(32)
0.8524
11,483
31
December
2008




30
September
2009



At balance date, the details of the outstanding flexible forward foreign exchange contracts are set out below.

Buy Japanese Yen
Settlement
Less than 6 months
– ceiling – YEN’000
– average rate – YEN
– floor – YEN’000
– average rate– YEN
6 months to 1 year
– ceiling – YEN’000
– average rate – YEN
– floor – YEN’000
– average rate – YEN
31
December
2006








31
December
2007








31
December
2008








30
September
2009
989,423
72.7000
989,423
71.7000
237,693
72.7000
237,693
71.7000
1,227,116

(ii) Coal price swap contracts – cash flow hedges

Felix Group enters into coal swap contracts to sell specified amounts of coal in the future at stipulated prices. The objective of entering into the coal swap contracts is to reduce the coal price related volatility of Felix Group’s revenue stream and thereby assist in risk management for Felix Group. Coal price speculation is specifically excluded. Coal swap contracts are entered for contracted future sales.

The outstanding coal swap contracts are hedging highly probable forecasted sales of coal. The contracts are timed to mature when funds for coal sales are forecast to be received. At the respective balance sheet dates, there were no outstanding coal swap contracts.

– I-53 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

The gains and losses on hedges of anticipated coal sales, interest expense, and capital expenditure are recognised in the hedging reserve and the timing of their anticipated recognition as part of sales, interest expense, and capital expenditure are set out below.

Felix Group
Not later than 1 year
1 year to less than 2
years
2 years to less than 3
years
Net gain/(loss)
Felix
Not later than 1 year
1 year to less than 2
years
Net gain
31
December
2006
A$’000
1,019
34
12
1,065
Year ended
31
December
2007
A$’000
12,927
129

13,056
31
December
2008
A$’000
19,916


19,916
9 months ended
30
September
30
September
2008
2009
A$’000
A$’000
(unaudited)
(30,866)
16,296
(314)



(31,180)
16,296
9 months ended
30
September
30
September
2008
2009
A$’000
A$’000
(unaudited)
(30,866)
16,296
(314)



(31,180)
16,296
16,296
1,019
34
12
12,664
(32)






1,065 12,632

Details of movements in the hedging reserve are set out in note 30. There was no hedge ineffectiveness in the current or prior years/periods.

(b) Credit risk exposures

Forward foreign exchange, coal swap, and interest rate swap contracts are subject to credit risk in relation to the relevant counterparties, which are principally large financial institutions. The maximum credit risk exposure is the full amount of unrealised gains on derivative financial instruments, should the counterparty fail to pay the amount which it is committed to pay Felix Group. The full amount of the exposure for Felix Group as at 31 December 2006, 2007, 2008 and 30 September 2009 are A$98,000; A$11,902,000; A$Nil and A$6,655,000 respectively, and for Felix for 31 December 2006, 2007, 2008 and 30 September 2009 is A$98,000, A$11,483,000, A$Nil and A$Nil respectively. Further information about Felix Group’s exposure to credit risk in relation to derivatives is set out in note 2.

(c) Foreign currency, interest rate and price risk

Information about Felix Group’s exposure to foreign currency risk, price risk, and interest rate risk in relation to derivatives is set out in note 2.

(d) Fair value

The fair value of forward foreign exchange contracts is determined using forward foreign exchange market rates at reporting date. The fair value of coal swap contracts is determined using forward coal price market rates at reporting date. The market rates are provided by the counterparty to the derivative. The fair value of interest rate swap contracts is calculated as the present value of the estimated future cash flows.

– I-54 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

12 Current assets – Inventories

Felix Group
Coal – at cost
Fuel – at cost
Stock of spare parts – at cost
Stock of tyres – at cost
31
December
2006
A$’000
19,887
321
247
1,838
22,293
31
December
2007
A$’000
34,137
418
251
2,401
37,207
31
December
2008
A$’000
45,028
269
2,566
1,422
49,285
30
September
2009
A$’000
53,472
426
2,317
2,254
58,469
  • 13 Current assets – Other current assets
31
December
2006
Felix Group
A$’000
Prepayments
847
Development costs
1,789
Overburden – at cost
31,867
34,503
Felix
Prepayments
66
Non-current assets – Trade and other receivables
31
December
2006
Felix Group
A$’000
Advances to associated entities
3,155
Secured director loan – interest bearing
1,705
Secured loan – interest bearing

Receivables from other entities – interest
bearing
4,271
Receivables from other entities –
non-interest bearing

9,131
Felix
Advances to controlled entities
84,115
Less: Accumulated impairment losses
(63,367)
20,748
31
December
2006
Felix Group
A$’000
Prepayments
847
Development costs
1,789
Overburden – at cost
31,867
34,503
Felix
Prepayments
66
Non-current assets – Trade and other receivables
31
December
2006
Felix Group
A$’000
Advances to associated entities
3,155
Secured director loan – interest bearing
1,705
Secured loan – interest bearing

Receivables from other entities – interest
bearing
4,271
Receivables from other entities –
non-interest bearing

9,131
Felix
Advances to controlled entities
84,115
Less: Accumulated impairment losses
(63,367)
20,748
31
December
2007
A$’000
1,324

38,668
39,992
40
31
December
2007
A$’000
5,904

1,705


7,609
31
December
2008
A$’000
2,107

48,414
50,521
109
31
December
2008
A$’000
11,203



4,805
16,008
30
September
2009
A$’000
3,840

51,824
55,664
64
30
September
2009
A$’000
10,328



1,293
11,621
84,115
(63,367)
82,563
(61,815)
88,259
(61,897)
84,051
(60,483)
20,748 20,748 26,362 23,568
  • 14 Non-current assets – Trade and other receivables

– I-55 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

(a) Terms and conditions relating to the above financial instruments

The secured director loan was to former director Mr. John Rawlins. Mr. Rawlins ceased to be a director on 21 March 2007. The terms and conditions of the loan are set out in note 33.

Included in receivables from other entities – interest bearing at 31 December 2006, 2007, 2008 and 30 September 2009 is funds of A$4,271,000, A$Nil, A$Nil and A$Nil, respectively loaned to Newcastle Coal Infrastructure Group Pty Ltd, a company in which Felix Group has a non-controlling shareholding. The loan was interest bearing and unsecured and was repayable upon funding of Stage 1 of the expansion project. Refer to note 10(b) for the current portion of this loan.

Included in receivables from other entities at 31 December 2006, 2007, 2008 and 30 September 2009 is funds of N/A, N/A, A$4,805,000 and A$Nil, respectively, loaned to Newcastle Coal Infrastructure Group Pty Ltd. The loan is non-interest bearing and unsecured and is repayable upon funding of the Stage 2 expansion project. Refer to note 10(b) for the current portion of this loan.

The receivables from other entities at 30 September 2009 of A$1,293,000 is expected to be received from Wiggins Island Coal Export Terminal Pty Ltd upon successful financing of the proposed new export coal terminal at Wiggins Island, Gladstone.

Details regarding advances to associated entities are set out in note 36(e).

The advances to controlled entities by Felix are unsecured, interest free and have no fixed repayment

date.

Advances to controlled entities by Felix include a loan to White Mining Limited on acquisition to enable White Mining Limited to repay the majority of its shareholder loans. They also include advances to SASE Pty Ltd (SASE), South Australian Coal Corp Pty Ltd (SACC), Ballymoney Power Limited (BPL), Tonford Pty Ltd (TON), UCC Energy Pty Ltd (UCC), and an advance to Minerva Coal Pty Ltd which was acquired by Felix on purchase of Minerva Coal Pty Ltd.

(b) Past due but not impaired

Except as noted below, none of the non-current trade and other receivables are past due but not impaired.

(c) Impaired trade and other receivables

As at 31 December 2006, 2007, 2008 and 30 September 2009 advances to controlled entities by Felix with a nominal value of A$63,367,000, A$61,815,000, A$61,897,000 and A$60,483,000 were impaired. The impaired advances relate to the amounts receivable by Felix from SASE, SACC, TON and BPL. These amounts are principally contributions toward exploration expenditure. The value and recoverability of these amounts is related to Felix’s policies with regards to exploration and evaluation expenditure as described in note 1 of the Financial Information.

– I-56 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

The impaired advances also include amounts receivable by Felix from UCC Energy Pty Limited. These amounts are principally contributions towards research and development expenditure. The value and recoverability of these amounts is related to Felix’s policies with regards to research and development expenditure as described in note 1 of the Financial Information.

Movements in the provision for
impairment of advances to
controlled entities are as follows:
Balance at beginning of the year/
period
Provision for impairment recognised
during the year/period
Advances written-off during the
year/period as uncollectible
Unused amount reversed
Balance at the end of the year/period
31
December
2006
A$’000

63,367


63,367
31
December
2007
A$’000
63,367

(1,552)

61,815
31
December
2008
A$’000
61,815
82


61,897
30
September
2009
A$’000
61,897
8,167
(1,635)
(7,946)
60,483

The creation and release of the provision for impairment of advances to controlled entities has been included in ’administrative expenses’ in the statement of comprehensive income. Amounts charged to the provision account are generally written off when there is no expectation of recovering additional cash.

(d) Risk exposure

Information about Felix Group’s exposure to credit risk, foreign exchange and interest rate risk is provided in note 2.

(e) Fair value

The carrying values of non-current receivables approximate their fair values.

15 Investments accounted for using the equity method – Felix Group

(a) Investments accounted for using the equity method

Name of associate and
jointly controlled
entities
Principal
activity
Unlisted
Australian Coal
Processing Holdings
Pty Ltd (i)
Holding
company
Ashton Coal Mines
Limited (ii)
Real estate
holder &
sales
company
Australian Coal
Processing Pty Ltd
Dormant
Consolidated carrying amount of investment
31
December
31
December
31
December
30
September
2006
2007
2008
2009
A$’000
A$’000
A$’000
A$’000
2,456
26
21
21
201
175
169
155




2,657
201
190
176
Consolidated carrying amount of investment
31
December
31
December
31
December
30
September
2006
2007
2008
2009
A$’000
A$’000
A$’000
A$’000
2,456
26
21
21
201
175
169
155




2,657
201
190
176
176

– I-57 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

Each of the above associates and jointly controlled entities is incorporated in Australia.

  • (i) A subsidiary of White Mining Limited (WML), White Mining (NSW) Pty Limited (WMNSW), holds 60% of the ordinary shares of Australian Coal Processing Holdings Pty Ltd for 31 December 2006, 2007, 2008 and 30 September 2009. Under the shareholders agreement between WMNSW and the other shareholders, ICRA Ashton Pty Ltd (ICRA) and Austral-Asia Coal Holdings Pty Ltd (Austral), all major financial and operating policy decisions require a vote by Directors who together represent shareholders holding 100% of the shares or a vote by shareholders who together hold 100% of the shares. Therefore decisions must be passed unanimously and WMNSW’s voting power is equivalent to 33.33% as at 31 December 2006, 2007, 2008 and 30 September 2009.

  • (ii) A subsidiary of White Mining Limited, White Mining (NSW) Pty Limited (WMNSW), holds 60% for 31 December 2006, 2007, 2008 and 30 September 2009 of the ordinary shares of Ashton Coal Mines Limited. Under the shareholders agreement between WMNSW and the other shareholders, ICRA Ashton Pty Ltd (ICRAA) and Austral-Asia Coal Holdings Pty Ltd (Austral), all major financial and operating policy decisions require a unanimous resolution of the shareholders. Therefore major decisions must be passed unanimously and WMNSW’s voting power is equivalent to 33.33% as at 31 December 2006, 2007, 2008 and 30 September 2009.

(b)
Movements in carrying
amounts
Carrying amount at the
beginning of the year/
period
Return of share capital
Share of net profits/(losses)
(note 15(c))
Carrying amount at the end
of the year/period
(c)
Share of profits or losses
Profit/(loss) before income
tax
Unrecognised share of
losses/(profits) for the
year/period
Income tax benefit/(expense)
Profit/(loss) after income tax
(note 15(b))
(d)
Summarised financial
information of associates
and jointly controlled
entities
Assets
Liabilities
Revenues
Profits/(losses)
31
December
2006
A$’000
3,877
(2,040)
820
2,657
31
December
2007
A$’000
2,656
(1,908)
(547)
201
31
December
2008
A$’000
201

(11)
190
30
September
2008
A$’000
(unaudited)
201

(12)
189
30
September
2009
A$’000
190

(14)
176
(16)

2
(14)
37,133
(36,837)
113,476
(22)
428
149
243
70
(514)
(103)
(5)

(6)
(10)

(2)
(16

2
820
20,874
(17,117)
112,249
1,118
(547)
9,626
(9,322)
178,661
(53)
(11)
109,178
(108,890)
856,111
(16)
(12)
68,443
(68,164)
390,386
(24)

– I-58 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

16 Non-current assets – Available-for-sale financial assets

31 31 31 30
December December December September
2006 2007 2008 2009
Felix Group A$’000 A$’000 A$’000 A$’000
Listed securities – equity securities 642

Felix Group’s investments in equity securities were publicly traded on the Australian Stock Exchange.

  • 17 Non-current assets – Other financial assets
Felix
Controlled entities – at cost (note 37)
Less: Accumulated impairment losses
31
December
2006
A$’000
256,736
(15,343)
241,393
31
December
2007
A$’000
256,736
(15,343)
241,393
31
December
2008
A$’000
256,736
(15,343)
241,393
30
September
2009
A$’000
276,399
(15,343)
261,056
  • 18 Non-current assets – Property, plant and equipment

Felix Group

Assets
under
construction
Land
acquisition
in
progress
A$’000
A$’000
Year ended
31 December 2006
Opening net book
amount
16,444
5,193
Additions
102,661

Transfers
(34,438)
(4,017)
Disposals
(1,164)

Depreciation expense


Amortisation expense


Closing net book
amount
83,503
1,176
At 31 December 2006
Cost
83,503
1,176
Accumulated
depreciation/
amortisation


Net book amount
83,503
1,176
Assets
under
construction
Land
acquisition
in
progress
A$’000
A$’000
Year ended
31 December 2006
Opening net book
amount
16,444
5,193
Additions
102,661

Transfers
(34,438)
(4,017)
Disposals
(1,164)

Depreciation expense


Amortisation expense


Closing net book
amount
83,503
1,176
At 31 December 2006
Cost
83,503
1,176
Accumulated
depreciation/
amortisation


Net book amount
83,503
1,176
Assets
under
construction
Land
acquisition
in
progress
A$’000
A$’000
Year ended
31 December 2006
Opening net book
amount
16,444
5,193
Additions
102,661

Transfers
(34,438)
(4,017)
Disposals
(1,164)

Depreciation expense


Amortisation expense


Closing net book
amount
83,503
1,176
At 31 December 2006
Cost
83,503
1,176
Accumulated
depreciation/
amortisation


Net book amount
83,503
1,176
Freehold
land &
buildings
Mine
development
A$’000
A$’000
4,907
13,709
4,818
2,313
378
7,938
(50)
(2,423)
(47)
(1,774)


10,006
19,763
Freehold
land &
buildings
Mine
development
A$’000
A$’000
4,907
13,709
4,818
2,313
378
7,938
(50)
(2,423)
(47)
(1,774)


10,006
19,763
Plant &
equipment
A$’000
11,213
304
24,359
(6,197)
(3,640)

26,039
Leased
plant &
equipment
A$’000
25,434
3,943
5,780
(2,718)

(5,087)
27,352
Total
A$’000
76,900
114,039

(12,552)
(5,461)
(5,087)
167,839
83,503
1,176
10,420
(414)
26,422
(6,659)
34,656
(8,617)
34,550
(7,198)
190,727
(22,888)
83,503 1,176 10,006 19,763 26,039 27,352 167,839

– I-59 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

Assets
under
construction
Land
acquisition
in
progress
Freehold
land &
buildings
Mine
development
Plant &
equipment
Leased
plant &
equipment
A$’000
A$’000
A$’000
A$’000
A$’000
A$’000
Year ended
31 December 2007
Opening net book
amount
83,503
1,176
10,006
19,763
26,039
27,352
Additions
36,534

3,508
3,539
115
5,287
Transfers
(11,318)
(1,176)
5,450
3,673
3,371

Disposals


(906)
(295)
(164)
Depreciation expense


(100)
(2,937)
(10,197)

Amortisation expense





(6,161)
Closing net book
amount
108,719

17,958
24,038
19,033
26,314
At 31 December 2007
Cost
108,719

18,456
33,633
37,812
39,567
Accumulated
depreciation/
amortisation


(498)
(9,595)
(18,779)
(13,253)
Net book amount
108,719

17,958
24,038
19,033
26,314
Assets
under
construction
Freehold
land &
buildings
Mine
development
Plant &
equipment
Leased
plant &
equipment
A$’000
A$’000
A$’000
A$’000
A$’000
Year ended
31 December 2008
Opening net book
amount
108,719
17,958
24,038
19,033
26,314
Additions
39,356
5,932
1,028
1,342
7,548
Transfers
(117,417)
3,631
34,231
77,568
1,741
Disposals

(1,386)

(67)

Depreciation expense

(538)
(6,091)
(8,669)
Amortisation expense




(8,037)
Closing net book
amount
30,658
25,597
53,206
89,207
27,566
At 31 December 2008
Cost
30,658
26,832
68,893
116,299
48,856
Accumulated
depreciation/
amortisation

(1,235)
(15,687)
(27,092)
(21,290)
Net book amount
30,658
25,597
53,206
89,207
27,566
Assets
under
construction
Land
acquisition
in
progress
Freehold
land &
buildings
Mine
development
Plant &
equipment
Leased
plant &
equipment
A$’000
A$’000
A$’000
A$’000
A$’000
A$’000
Year ended
31 December 2007
Opening net book
amount
83,503
1,176
10,006
19,763
26,039
27,352
Additions
36,534

3,508
3,539
115
5,287
Transfers
(11,318)
(1,176)
5,450
3,673
3,371

Disposals


(906)
(295)
(164)
Depreciation expense


(100)
(2,937)
(10,197)

Amortisation expense





(6,161)
Closing net book
amount
108,719

17,958
24,038
19,033
26,314
At 31 December 2007
Cost
108,719

18,456
33,633
37,812
39,567
Accumulated
depreciation/
amortisation


(498)
(9,595)
(18,779)
(13,253)
Net book amount
108,719

17,958
24,038
19,033
26,314
Assets
under
construction
Freehold
land &
buildings
Mine
development
Plant &
equipment
Leased
plant &
equipment
A$’000
A$’000
A$’000
A$’000
A$’000
Year ended
31 December 2008
Opening net book
amount
108,719
17,958
24,038
19,033
26,314
Additions
39,356
5,932
1,028
1,342
7,548
Transfers
(117,417)
3,631
34,231
77,568
1,741
Disposals

(1,386)

(67)

Depreciation expense

(538)
(6,091)
(8,669)
Amortisation expense




(8,037)
Closing net book
amount
30,658
25,597
53,206
89,207
27,566
At 31 December 2008
Cost
30,658
26,832
68,893
116,299
48,856
Accumulated
depreciation/
amortisation

(1,235)
(15,687)
(27,092)
(21,290)
Net book amount
30,658
25,597
53,206
89,207
27,566
Assets
under
construction
Land
acquisition
in
progress
Freehold
land &
buildings
Mine
development
Plant &
equipment
Leased
plant &
equipment
A$’000
A$’000
A$’000
A$’000
A$’000
A$’000
Year ended
31 December 2007
Opening net book
amount
83,503
1,176
10,006
19,763
26,039
27,352
Additions
36,534

3,508
3,539
115
5,287
Transfers
(11,318)
(1,176)
5,450
3,673
3,371

Disposals


(906)
(295)
(164)
Depreciation expense


(100)
(2,937)
(10,197)

Amortisation expense





(6,161)
Closing net book
amount
108,719

17,958
24,038
19,033
26,314
At 31 December 2007
Cost
108,719

18,456
33,633
37,812
39,567
Accumulated
depreciation/
amortisation


(498)
(9,595)
(18,779)
(13,253)
Net book amount
108,719

17,958
24,038
19,033
26,314
Assets
under
construction
Freehold
land &
buildings
Mine
development
Plant &
equipment
Leased
plant &
equipment
A$’000
A$’000
A$’000
A$’000
A$’000
Year ended
31 December 2008
Opening net book
amount
108,719
17,958
24,038
19,033
26,314
Additions
39,356
5,932
1,028
1,342
7,548
Transfers
(117,417)
3,631
34,231
77,568
1,741
Disposals

(1,386)

(67)

Depreciation expense

(538)
(6,091)
(8,669)
Amortisation expense




(8,037)
Closing net book
amount
30,658
25,597
53,206
89,207
27,566
At 31 December 2008
Cost
30,658
26,832
68,893
116,299
48,856
Accumulated
depreciation/
amortisation

(1,235)
(15,687)
(27,092)
(21,290)
Net book amount
30,658
25,597
53,206
89,207
27,566
Assets
under
construction
Land
acquisition
in
progress
Freehold
land &
buildings
Mine
development
Plant &
equipment
Leased
plant &
equipment
A$’000
A$’000
A$’000
A$’000
A$’000
A$’000
Year ended
31 December 2007
Opening net book
amount
83,503
1,176
10,006
19,763
26,039
27,352
Additions
36,534

3,508
3,539
115
5,287
Transfers
(11,318)
(1,176)
5,450
3,673
3,371

Disposals


(906)
(295)
(164)
Depreciation expense


(100)
(2,937)
(10,197)

Amortisation expense





(6,161)
Closing net book
amount
108,719

17,958
24,038
19,033
26,314
At 31 December 2007
Cost
108,719

18,456
33,633
37,812
39,567
Accumulated
depreciation/
amortisation


(498)
(9,595)
(18,779)
(13,253)
Net book amount
108,719

17,958
24,038
19,033
26,314
Assets
under
construction
Freehold
land &
buildings
Mine
development
Plant &
equipment
Leased
plant &
equipment
A$’000
A$’000
A$’000
A$’000
A$’000
Year ended
31 December 2008
Opening net book
amount
108,719
17,958
24,038
19,033
26,314
Additions
39,356
5,932
1,028
1,342
7,548
Transfers
(117,417)
3,631
34,231
77,568
1,741
Disposals

(1,386)

(67)

Depreciation expense

(538)
(6,091)
(8,669)
Amortisation expense




(8,037)
Closing net book
amount
30,658
25,597
53,206
89,207
27,566
At 31 December 2008
Cost
30,658
26,832
68,893
116,299
48,856
Accumulated
depreciation/
amortisation

(1,235)
(15,687)
(27,092)
(21,290)
Net book amount
30,658
25,597
53,206
89,207
27,566
Freehold
land &
buildings
Mine
development
A$’000
A$’000
10,006
19,763
3,508
3,539
5,450
3,673
(906)
(100)
(2,937)


17,958
24,038
Freehold
land &
buildings
Mine
development
A$’000
A$’000
10,006
19,763
3,508
3,539
5,450
3,673
(906)
(100)
(2,937)


17,958
24,038
Freehold
land &
buildings
Mine
development
A$’000
A$’000
10,006
19,763
3,508
3,539
5,450
3,673
(906)
(100)
(2,937)


17,958
24,038
Freehold
land &
buildings
Mine
development
A$’000
A$’000
10,006
19,763
3,508
3,539
5,450
3,673
(906)
(100)
(2,937)


17,958
24,038
Plant &
equipment
A$’000
26,039
115
3,371
(295)
(10,197)

19,033
Plant &
equipment
A$’000
26,039
115
3,371
(295)
(10,197)

19,033
Leased
plant &
equipment
A$’000
27,352
5,287

(164)

(6,161)
Total
A$’000
167,839
48,983

(1,365)
(13,234)
(6,161)
196,062
238,187
(42,125)
196,062
Total
A$’000
196,062
55,206
(246)
(1,453)
(15,298)
(8,037)
226,234
291,538
(65,304)
226,234
26,314
108,719

18,456
(498)
33,633
(9,595)
37,812
(18,779)
39,567
(13,253)
238,187
(42,125

17,958
24,038
19,033
26,314
Freehold
land &
buildings
Mine
development
Plant &
equipment
Leased
plant &
equipment
A$’000
A$’000
A$’000
A$’000
17,958
24,038
19,033
26,314
5,932
1,028
1,342
7,548
3,631
34,231
77,568
1,741
(1,386)

(67)

(538)
(6,091)
(8,669)



(8,037)
25,597
53,206
89,207
27,566
26,314
26,832
(1,235)
68,893
(15,687)
116,299
(27,092)
48,856
(21,290)
291,538
(65,304
25,597 53,206 89,207 27,566

– I-60 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

Assets
under
construction
A$’000
9 months ended
30 September 2009
Opening net book
amount
30,658
Additions
110,459
Disposals

Transfers
(52,284)
Depreciation expense

Amortisation expense

Closing net book
amount
88,833
At 30 September
2009
Cost
88,833
Accumulated
depreciation/
amortisation

Net book amount
88,833
Assets
under
construction
A$’000
9 months ended
30 September 2009
Opening net book
amount
30,658
Additions
110,459
Disposals

Transfers
(52,284)
Depreciation expense

Amortisation expense

Closing net book
amount
88,833
At 30 September
2009
Cost
88,833
Accumulated
depreciation/
amortisation

Net book amount
88,833
Freehold
land &
buildings
Mine
development
A$’000
A$’000
25,597
53,206



(383)
6,114
383
(319)
(5,360)


31,392
47,846
Freehold
land &
buildings
Mine
development
A$’000
A$’000
25,597
53,206



(383)
6,114
383
(319)
(5,360)


31,392
47,846
Plant &
equipment
A$’000
89,207
6,132
(15,829)
41,625
(9,068)

112,067
Leased
plant &
equipment
A$’000
27,566
19,809
(1,796)
2,022

(5,520)
42,081
Total
A$’000
226,234
136,400
(18,008)
(2,140)
(14,747)
(5,520)
322,219
395,166
(72,947)
322,219
88,833
32,946
(1,554)
67,778
(19,932)
147,820
(35,753)
57,789
(15,708)
395,166
(72,947
88,833 31,392 47,846 112,067 42,081

Borrowing costs of A$4,858,000 were capitalised in the year ended 31 December 2007 at a weighted average interest rate of 7.46%. No borrowing costs were capitalised in the other reporting periods.

In the nine months ended 30 September 2009, leased assets of A$19,747,000 were sold and leased back and are included in additions above. No sale and leaseback transactions occurred in the other reporting periods.

Felix

Year ended 31 December 2006
Opening net book amount
Additions
Transfers
Disposals
Depreciation expense
Closing net book amount
At 31 December 2006
Cost
Accumulated depreciation
Net book amount
Assets
under
construction
A$’000
54
464
(292)


226
Plant &
equipment
A$’000
353
18
292
(33)
(125)
505
Leased
plant &
equipment
A$’000





Total
A$’000
407
482

(33)
(125)
731
970
(239)
731
226
744
(239)

970
(239
226 505

– I-61 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

Year ended 31 December 2007
Opening net book amount
Additions
Transfers
Disposals
Depreciation expense
Closing net book amount
At 31 December 2007
Cost
Accumulated depreciation
Net book amount
Year ended 31 December 2008
Opening net book amount
Additions
Transfers
Disposals
Depreciation expense
Amortisation expense
Closing net book amount
At 31 December 2008
Cost
Accumulated depreciation/amortisation
Net book amount
Assets
under
construction
A$’000
226
8
(130)


104
Plant &
equipment
A$’000
505

130
(230)
(128)
277
Leased
plant &
equipment
A$’000

31



31
Total
A$’000
731
39

(230)
(128)
412
718
(306)
412
Total
$’000
412
775

(3)
(248)
(8)
928
1,492
(564)
928
104
583
(306)
31
718
(306
104
Assets
under
construction
$’000
104
627
(372)



359
277
Plant &
equipment
$’000
277
148
372
(2)
(248)

547
31
Leased
plant &
equipment
$’000
31


(1)

(8)
22
359
1,102
(555)
31
(9)
1,492
(564
359 547 22

– I-62 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

9 months ended 30 September 2009
Opening net book amount
Additions
Disposals
Transfers
Depreciation expense
Amortisation expense
Closing net book amount
At 30 September 2009
Cost
Accumulated depreciation/amortisation
Net book amount
Assets
under
construction
A$’000
359
403

226


988
988

988
Plant &
equipment
A$’000
547
736
(44)
(133)
(170)

936
1,640
(704)
936
Leased
plant &
equipment
A$’000
22




(6)
16
31
(15)
16
Total
A$’000
928
1,139
(44)
93
(170)
(6)
1,940
2,659
(719)
1,940

– I-63 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

Assets pledged as security

Included in the balance of property, plant & equipment and other financial assets are assets over which the charges listed in notes 23 and 26 have been granted as security.

Felix Group
The value of non-current assets
pledged as security are:
Land and buildings
Mine development
Plant and equipment
Leased plant and equipment
Assets under construction
Net book amount
Felix
Plant and equipment
Leased plant and equipment
Assets under construction
Other financial assets
Net book amount
31
December
2006
A$’000
7,289
19,763
26,039
27,351
83,503
163,945
31
December
2007
A$’000
2,776
24,039
19,033
26,314
108,719
180,881
31
December
2008
A$’000
13,767
53,206
89,207
27,566
23,266
207,012
30
September
2009
A$’000
31,392
47,846
112,067
42,081
88,833
322,219
505

226
92
277
31
104
92
547
22
359
92
936
16
988
92
823 504 1,020 2,032

19 Non-current assets – Exploration and evaluation assets

Felix Group
Exploration and evaluation assets – at cost
Opening balance
Additions
Disposals
Transfers
Closing balance
Provision for write-down to recoverable
amount
Opening balance
Disposals
Amortisation expense
Closing balance
Net book amount
31
December
2006
A$’000
30,748
12,619
(317)
31
December
2007
A$’000
43,050
2,994
(1,138)
31
December
2008
A$’000
44,906
7,941
(1,507)
30
September
2009
A$’000
51,340
5,453

2,026
43,050
(27,968)

(426)
(28,394)
44,906
(28,394)
55
(366)
(28,705)
51,340
(28,705)

(291)
(28,996)
58,819
(28,996

(202
(29,198
14,656 16,201 22,344 29,621

All exploration and evaluation assets are intangible in nature.

– I-64 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

20 Non-current assets – Deferred tax assets

Felix Group
The balance comprises temporary
differences attributable to:
Amounts recognised in profit and loss
Trade and other payables
Employee benefits provisions
Rehabilitation provisions
Property, plant and equipment
Investments accounted for using the
equity method
Mining tenements
Other intangible assets
Tax losses
Other
Amounts recognised directly in equity
Derivative financial instruments
Total deferred tax assets
Deferred tax assets to be recovered within
12 months
Deferred tax assets to be recovered after
more than 12 months
31
December
2006
A$’000

1,129
1,666
3,100
928
1,359

54,153
36
62,371

62,371
31
December
2007
A$’000

1,730
2,044
299
1,053
1,697

39,547
1,188
47,558

47,558
31
December
2008
A$’000
183
2,812
2,376
907
1,139
2,533

18
553
10,521
12,380
22,901
30
September
2009
A$’000
2,329
3,094
2,358
1,484
1,143
2,906
4
18
30
13,366
2,298
15,664
55,318
7,053
42,465
5,093
15,946
6,955
7,407
8,257
62,371 47,558 22,901 15,664

– I-65 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

Movements in deferred tax assets:

Felix Group
Amounts recognised in profit and loss
Trade and other payables
Employee benefits provisions
Rehabilitation provisions
Property, plant and equipment
Investments accounted for using the
equity method
Mining tenements
Tax losses
Other
Amounts recognised directly in equity
Derivative financial instruments
Total
Opening
balance at
1 January
2006
A$’000
643
722
867
2,249
633
1,275
61,595
96
(Charged)/
credited to
profit or
loss
A$’000
(643)
407
799
851
295
84
(7,442)
(60)
Charged to
equity
A$’000







Closing
balance
at 31
December
2006
A$’000

1,129
1,666
3,100
928
1,359
54,153
36
68,080
236
(5,709)

(236)
62,371
68,316 (5,709) (236) 62,371
Felix Group
Amounts recognised in profit and loss
Employee benefits provisions
Rehabilitation provisions
Property, plant and equipment
Investments accounted for using the
equity method
Mining tenements
Tax losses
Other
Amounts recognised directly in equity
Derivative financial instruments
Total
Opening
balance at
1 January
2007
A$’000
1,129
1,666
3,100
928
1,359
54,153
36
Credited/
(charged) to
profit or
loss
A$’000
601
378
(2,801)
125
338
(14,606)
1,152
Charged to
equity
A$’000






Closing
balance
at 31
December
2007
A$’000
1,730
2,044
299
1,053
1,697
39,547
1,188
62,371
(14,813)

47,558
62,371 (14,813) 47,558

– I-66 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

Felix Group
Amounts recognised in profit and loss
Trade and other payables
Employee benefits provisions
Rehabilitation provisions
Property, plant and equipment
Investments accounted for using the
equity method
Mining tenements
Other intangible assets
Tax losses
Other
Amounts recognised directly in equity
Derivative financial instruments
Total
Felix Group
Amounts recognised in profit and loss
Trade and other payables
Employee benefits provisions
Rehabilitation provisions
Property, plant and equipment
Investments accounted for using the
equity method
Mining tenements
Other intangible assets
Tax losses
Other
Amounts recognised directly in equity
Derivative financial instruments
Total
Opening
balance at
1 January
2008
A$’000

1,730
2,044
299
1,053
1,697

39,547
1,188
Credited/
(charged) to
profit or
loss
A$’000
183
1,082
332
608
86
836

(39,529)
(635)
Credited to
equity
A$’000








Closing
balance
at 31
December
2008
A$’000
183
2,812
2,376
907
1,139
2,533

18
553
47,558
(37,037)

12,380
10,521
12,380
47,558
Opening
balance at
1 January
2009
A$’000
183
2,812
2,376
907
1,139
2,533

18
553
(37,037)
Credited/
(charged) to
profit or
loss
A$’000
2,146
282
(18)
577
4
373
4

(523)
12,380
Charged to
equity
A$’000








22,901
Closing
balance
at 30
September
2009
A$’000
2,329
3,094
2,358
1,484
1,143
2,906
4
18
30
10,521
12,380
2,845

(10,082)
13,366
2,298
22,901 2,845 (10,082) 15,664

– I-67 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

Felix
The balance comprises temporary
differences attributable to:
Amounts recognised in profit and loss
Trade and other payables
Employee benefits provisions
Property, plant and equipment
Other intangible assets
Tax losses
Other
Total deferred tax assets
Deferred tax assets to be recovered within
12 months
Deferred tax assets to be recovered after
more than 12 months
21
Non-current assets – Intangible assets
Felix Group
31
December
2006
A$’000

86


54,153

54,239
31
December
2007
A$’000

149


39,547
1
39,697
31
December
2008
A$’000
205
307
18

18
189
737
30
September
2009
A$’000
856
383
11
5
18
1,273
54,239
39,697
530
207
1,257
16
54,239 39,697 737 1,273
12 months ended 31 December 2006
Opening net book amount
Additions
Disposal
Amortisation expense
Closing net book amount
At 31 December 2006
Cost
Accumulated amortisation
Net book amount
Mining
tenements
A$’000
226,690


(2,775)
223,915
Computer
software
A$’000
4
523

(132)
395
Rail access
rights
A$’000

12,066
(2,783)
(467)
8,816
Total
A$’000
226,694
12,589
(2,783
(3,374
233,126
229,470
(5,555)
541
(146)
9,192
(376)
239,203
(6,077
223,915 395 8,816 233,126

– I-68 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

12 months ended 31 December 2007
Opening net book amount
Additions
Disposal
Amortisation expense
Closing net book amount
At 31 December 2007
Cost
Accumulated amortisation
Net book amount
12 months ended 31 December 2008
Opening net book amount
Additions
Disposal
Transfers
Amortisation expense
Closing net book amount
At 31 December 2008
Cost
Accumulated amortisation
Net book amount
9 months ended 30 September 2009
Opening net book amount
Additions
Transfers
Amortisation expense
Closing net book amount
At 30 September 2009
Cost
Accumulated amortisation
Net book amount
Mining
tenements
A$’000
223,915

(15,092)
(4,266)
204,557
Computer
software
A$’000
395
73

(159)
309
Rail access
rights
A$’000
8,816
47

(524)
8,339
Total
A$’000
233,126
120
(15,092)
(4,949)
213,205
224,232
(11,027)
213,205
213,205
15
(16,322)
248
(5,357)
191,789
208,173
(16,384)
191,789
191,789
373
114
(4,437)
187,839
208,660
(20,821)
187,839
214,377
(9,820)
614
(305)
9,241
(902)
224,232
(11,027
204,557 309 8,339
204,557

(16,254)

(4,438)
309

(68)
248
(178)
8,339
15


(741)
213,205
15
(16,322
248
(5,357
183,865 311 7,613
198,123
(14,258)
794
(483)
9,256
(1,643)
208,173
(16,384
183,865 311 7,613
183,865
210

(3,527)
311
163
114
(226)
7,613


(684)
191,789
373
114
(4,437
180,548 362 6,929
198,333
(17,785)
1,071
(709)
9,256
(2,327)
208,660
(20,821
180,548 362 6,929

– I-69 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

As at 31 December 2006, 2007, 2008 and 30 September 2009, the Moolarben mining tenement had a net book amount of A$162,547,000, A$147,454,000, A$131,199,000 and A$131,199,000 respectively.

Felix

Computer software
Opening net book amount
Additions
Disposals
Transfers
Amortisation expense
Closing net book amount
At date
Cost
Accumulated amortisation
Net book amount
31
December
2006
A$’000
3
523


(132)
394
31
December
2007
A$’000
394
75


(160)
309
31
December
2008
A$’000
309
179


(177)
311
30
September
2009
A$’000
311
133
(93
(124
227
540
(146)
615
(306)
794
(483)
834
(607
394 309 311 227

Assets pledged as security

There is a First Registered Mortgage over mining tenements owned by Felix Group, with the exception of the Moolarben mining tenement as follows

Felix Group
Mining tenements
Computer software
Rail access rights
Net book amount
Felix
Computer software
Net book amount
31
December
2006
A$’000
61,368
395
8,816
70,579
31
December
2007
A$’000
57,103
309
8,339
65,751
31
December
2008
A$’000
52,666
311
7,613
60,590
30
September
2009
A$’000
49,349
362
6,929
56,640
394 309 311 227
394 309 311 227

– I-70 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

22 Current liabilities – Trade and other payables

Felix Group
Unsecured
Trade payables
Dividends payable
Other creditors
Deferred payment for acquisition of
interests in Minerva
Employee benefits
Deferred income
Felix
Unsecured
Trade payables
Dividends payable
Advances from controlled entities
Other creditors
Deferred payment for acquisition of
interests in Minerva
Employee benefits
31
December
2006
A$’000
27,848

2,975

2,500

33,323
31
December
2007
A$’000
27,770

953

3,826

32,549
31
December
2008
A$’000
53,260

427
500
7,050

61,237
30
September
2009
A$’000
63,107
118,313
557
500
10,304
475
193,256
478


76

276
204


24

498
1,093

111,643
83
500
1,023
859
118,313

117
500
1,272
830 726 114,342 121,061
The aging of trade payables based on invoice date is as follows.
31
December
31
December
Felix Group
2006
2007
A$’000
A$’000
< 30 days
23,022
27,476
31-60 days
1,001
163
61-90 days
3,504
131
> 90 days
321

27,848
27,770
Felix
< 30 days
157
193
31-60 days

11
61-90 days


> 90 days
321

478
204
The aging of trade payables based on invoice date is as follows.
31
December
31
December
Felix Group
2006
2007
A$’000
A$’000
< 30 days
23,022
27,476
31-60 days
1,001
163
61-90 days
3,504
131
> 90 days
321

27,848
27,770
Felix
< 30 days
157
193
31-60 days

11
61-90 days


> 90 days
321

478
204
The aging of trade payables based on invoice date is as follows.
31
December
31
December
Felix Group
2006
2007
A$’000
A$’000
< 30 days
23,022
27,476
31-60 days
1,001
163
61-90 days
3,504
131
> 90 days
321

27,848
27,770
Felix
< 30 days
157
193
31-60 days

11
61-90 days


> 90 days
321

478
204
31
December
2008
A$’000
51,323
45
11
1,881
53,260
30
September
2009
A$’000
59,022
2,919
312
854
63,107
157


321
193
11

1,091
2

859


478 204 1,093 859

– I-71 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

The aging of other payables based on the date incurred is as follows.

Felix Group
< 30 days
31-60 days
61-90 days
> 90 days
Felix
< 30 days
31-60 days
61-90 days
> 90 days
31
December
2006
A$’000
2,975


2,500
5,475
31
December
2007
A$’000
953


3,826
4,779
31
December
2008
A$’000
927


7,050
7,977
30
September
2009
A$’000
20,557
98,313

11,279
130,149
76


276
24


498
583


112,666
20,117
98,313

1,772
352 522 113,249 120,202

Fair Value

Due to the short-term nature of these payables their carrying amount is assumed to approximate their fair value.

23 Current liabilities – Interest-bearing liabilities

Felix Group
Secured
Bank loans
Lease liabilities (note 35)
Other loans
Felix
Secured
Bank loans
Lease liabilities
31
December
2006
A$’000
3,600
8,177
8,186
19,963
31
December
2007
A$’000
18,710
6,850

25,560
31
December
2008
A$’000
3,500
8,151

11,651
30
September
2009
A$’000
7,750
8,373
16,123
3,600
9,500
9
3,500
22
7,750
15
3,600 9,509 3,522 7,765

Information about the timing of repayments and terms and conditions relating to the above financial instruments are set out in note 26.

– I-72 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

24 Current liabilities – Provisions

31 31 31 30
December December December September
2006 2007 2008 2009
Felix Group A$’000 A$’000 A$’000 A$’000
Rehabilitation 2,422 750 608 566

Provision for future rehabilitation of mine sites is made in accordance with note 1(t). The provision is expected to settle when the area disturbed is no longer in use or at the end of the life of the mine. The above amount represents those areas expected to be rehabilitated during the next 12 months.

Movements in provisions

Movements in current provision for rehabilitation:

Rehabilitation
Current
Carrying amount at beginning of
year/period
Additional provisions recognised
Amounts used
Amounts derecognised on disposal of
interest in joint ventures
Transfers (note 28)
Carrying amount at end of year/
period
31
December
2006
A$’000
1,613
1,506
(618)
(79)

2,422
31
December
2007
A$’000
2,422

(8)

(1,664)
750
31
December
2008
A$’000
750



(142)
608
30
September
2009
A$’000
608



(42)
566

25 Non-current liabilities – Trade and other payables

Felix Group
Deferred payment for acquisition of equity
interests in Minerva
Unsecured loan – non-interest bearing
Deferred income
Felix
Deferred payment for acquisition of equity
interests in Minerva
31
December
2006
A$’000
2,423
1,693

4,116
2,422
31
December
2007
A$’000
2,827
1,693

4,520
2,826
31
December
2008
A$’000
2,538
1,693

4,231
2,539
30
September
2009
A$’000
2,148
1,693
1,775
5,616
2,148

The fair value of trade and other payables is assumed to approximate their fair value. The carrying value of the deferred payment for acquisition of equity interests in Minerva is based on cash flows discounted using a rate of 7.5%.

– I-73 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

26 Non-current liabilities – Interest bearing liabilities

Felix Group
Secured
Bank loans
Lease liabilities (note 34)
Loan from other entity
Felix
Secured
Bank loans
Lease liabilities
31
December
2006
A$’000
73,875
19,730

93,605
31
December
2007
A$’000
61,165
19,850

81,015
31
December
2008
A$’000
6,875
18,722

25,597
30
September
2009
A$’000

33,337
1,293
34,630
13,875
10,375
22
6,875

13,875 10,397 6,875

(a) Terms and conditions relating to above financial instruments

Finance leases have lease terms ranging up to 7 years with some having the option to purchase the assets at completion of the lease term for the assets’ market value or contracted value. The effective interest rates implicit in the leases range from 6.9% to 12.5%. Lease liabilities are secured by charges over the leased assets. Certain leases also contain restrictions requiring notification to the lessors of any further finance leases entered into.

Bank loans represent a number of facilities as detailed below.

Multi-option facility agreement – working capital facility

A revolving cash advance facility for working capital was cancelled during the year ended 31 December 2009. This facility for up to A$27,400,000 consisted of a floating rate bill which at maturity could be rolled for 30, 60, 90, 120 or 180 days. Interest on the bill for the years ended 31 December 2006, 2007 and 2008 was charged at BBSY for the appropriate tenor plus a margin of 1.80%, 1.30% and 1.30%, respectively. As at 31 December 2006, 2007 and 2008 this was 8.29%, 8.59% and 5.50% respectively. At 31 December 2006, 2007 and 2008 the drawn down amount was A$100,000, A$6,000,000 and A$Nil, respectively.

Multi-option facility agreement – term debt facility

This is a loan for capital expenditure at the Minerva mine at 31 December 2006, 2007, 2008 and 30 September 2009 of A$17,375,000, A$13,875,000, A$10,375,000 and A$7,750,000 respectively, and consists of a fixed rate bill in the amount of A$15,341,000, A$12,249,000, A$9,160,000 and A$6,842,000 respectively, at a current interest rate of 6.00%, 6.00%, 6.00%, and 6.00%, respectively. The bill rolls quarterly with the rate fixed for the term of the loan. The facility also includes a floating rate bill of A$2,036,000, A$1,626,000, A$1,215,000 and A$908,000 respectively, which at maturity can be rolled for 30, 60, 90, 120 or 180 days. Interest on the floating rate bill is charged at BBSY for the appropriate tenor plus a margin of 1.80%, 1.30%, 1.30% and 1.30%, respectively. For 31 December 2006, 2007, 2008 and 30 September 2009 this was 8.29%, 8.59%, 5.50% and 4.73% respectively. The term debt facility matures on 30 June 2010 and principal is repayable each quarter in the amount of A$875,000. At 31 December 2006, 2007, 2008 and 30 September 2009, the current portion of the loan was A$3,500,000, A$3,500,000, A$3,500,000 and A$7,750,000 respectively, and the non-current portion was A$13,875,000, A$10,375,000, A$6,875,000 and A$Nil respectively.

– I-74 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

Ashton underground – syndicated facility agreement

A facility for the development of the Ashton underground project was closed during the year ended 31 December 2008. This facility, for A$60,000,000, consisted of a floating rate bill which at maturity could be rolled for 30, 60 or 90 days. Interest on the floating rate bill was charged at BBSY for the appropriate tenor plus a margin of 0.80%, 0.80%, N/A and N/A, respectively. As at 31 December 2006, 2007 and 2008 this was 7.29%, 8.09% and N/A, respectively. The principal was repayable each quarter in varying amounts. The drawn down amounts were required to be held in a drawdown holding account and prior to project completion, amounts released from the drawdown holding account totalling A$60,000,000 attracted an additional interest margin of 0.95% per annum. At 31 December 2006, 2007 and 2008, the current portion of the loan was A$Nil, A$9,210,000 and N/A, respectively, and the non-current portion was A$60,000,000, A$50,790,000 and N/A, respectively.

Gladstone Port Corporation – Loan from other entity facility

This is a facility for up to A$2,530,000 in place to assist with the funding of the Wiggins Island Coal Export Terminal (WICET) feasibility study costs. Interest on the loan is charged at BBSY as at December 2006, 2007, 2008 and 30 September 2009 at the appropriate tenor plus a margin of, N/A, N/A, N/A and 1.85%, respectively. For 31 December 2006, 2007, 2008 and 30 September 2009 this was N/A, N/A, N/A and 5.11%, respectively. The loan is repayable in full upon commencement of the project or expiry of the facility. At 31 December 2006, 2007, 2008 and 30 September 2009 the non-current amount of the loan is N/A, N/A, N/A and A$1,293,000, respectively.

(b) Security

The above loans and other banking facilities are secured by first registered company charges (mortgage debentures), first registered mortgages, fixed and floating charges, deeds of cross charges, bank guarantees and scrip liens exist over all the assets of certain entities in Felix Group. The terms of the charges preclude the assets being sold or being used as security for further mortgages or charges without the permission of the other holders. Certain finance leases are secured by cash deposit and it is expected this security will be released when syndication of the lease facility is in place. Refer to notes 10(b), 18 and 21 for details.

(c) Financing facilities available

At reporting date, the following financing facilities had been negotiated and were available:

Felix Group
Total facilities
Working capital facility
Term debt facility
Underground syndicated facility
Indemnity/guarantee facility
Lease finance facility
Facility from other entity
31
December
2006
A$’000
27,400
17,375
60,000
37,000
27,907

169,682
31
December
2007
A$’000
27,400
13,875
60,000
27,000
26,700

154,975
31
December
2008
A$’000
27,400
10,375

27,000
26,873

91,648
30
September
2009
A$’000

7,750

16,400
189,456
2,530
216,136

– I-75 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

Felix Group
Facilities used at balance date
Working capital facility
Term debt facility
Underground syndicated facility
Indemnity/guarantee facility
(note 41)
Lease finance facility
Facility from other entity
Facilities unused at balance date
Working capital facility
Term debt facility
Underground syndicated facility
Indemnity/guarantee facility
Lease finance facility
Facility from other entity facility
Felix
Total facilities
Working capital facility
Term debt facility
Indemnity/guarantee facility
Lease finance facility
Facilities used at balance date
Working capital facility
Term debt facility
Indemnity/guarantee facility
Lease finance facility
Facilities unused at balance date
Working capital facility
Term debt facility
Indemnity/guarantee facility
Lease finance facility
31
December
2006
A$’000
100
17,375
60,000
27,658
27,907

133,040
31
December
2007
A$’000
6,000
13,875
60,000
19,603
26,700

126,178
31
December
2008
A$’000

10,375

10,201
26,873

47,449
30
September
2009
A$’000

7,750

16,226
41,710
1,293
66,979
27,300


9,342

21,400


7,397

27,400


16,799




174
147,746
1,237
36,642 28,797 44,199 149,157
27,400
17,375
37,000
27,400
13,875
27,000
31
27,400
10,375
27,000
22

7,750
16,400
15
81,775 68,306 64,797 24,165
100
17,375
17,840
6,000
13,875
19,603
31

10,375
10,202
22

7,750
14,411
15
35,315 39,509 20,599 22,176
27,300

19,160
21,400

7,397
27,400

16,798


1,989
46,460 28,797 44,198 1,989

– I-76 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

(d) Fair value

The carrying amounts and fair values of borrowings at balance date are:

Carrying amount
Bank loans – current
Lease liabilities – current
Other loans – current
Bank loans – non-current
Lease liabilities – non-current
Loan from other entity non-current
31
December
2006
A$’000
3,600
8,177
8,186
73,875
19,730

113,568
31
December
2007
A$’000
18,710
6,850

61,165
19,850

106,575
31
December
2008
A$’000
3,500
8,151

6,875
18,722

37,248
30
September
2009
A$’000
7,750
8,373


33,337
1,293
50,753

The fair value of current borrowings approximates their carrying amount, as the impact of discounting is not significant. The fair value of non-current borrowings at a floating interest rate is the same as their carrying value. The fair value of non-current borrowings at a fixed interest rate does not differ to their carrying value by a material amount.

(e) Risk exposures

Information about Felix Group’s exposure to risks arising from borrowings is set out in note 2.

(f) Loans by maturity date

Felix Group
Loans are repayable as follows:
Not later than one year
Later than one year and not later
than two years
Later than two years and not later
than five years
Later than five years
Felix
Loans are repayable as follows:
Not later than one year
Later than one year and not later
than two years
Later than two years and not later
than five years
Later than five years
31
December
2006
A$’000
3,600
12,710
40,015
21,150
77,475
31
December
2007
A$’000
18,710
16,100
35,915
9,150
79,875
31
December
2008
A$’000
3,500
6,875


10,375
30
September
2009
A$’000
7,750


7,750
3,600
3,500
10,375
9,500
3,500
6,875
3,500
6,875

7,750


17,475 19,875 10,375 7,750

– I-77 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

  • 27 Non-current liabilities – Deferred tax liabilities
Felix Group
The balance comprises temporary
differences attributable to:
Amounts recognised in profit or loss
Trade and other receivables
Inventory
Overburden
Mine development
Mining tenements
Exploration and evaluation
Other intangible assets
Other
Amounts recognised directly in equity
Derivative financial instruments
Total deferred tax liabilities
Deferred tax liabilities to be settled within
12 months
Deferred tax liabilities to be settled after
more than 12 months
31
December
2006
A$’000

343
9,560
1,734
48,010
4,398
62
31
December
2007
A$’000
249
2,934
11,600
4,404
44,918
4,860
62
1,245
31
December
2008
A$’000
1,631
3,156
14,524
11,172
39,889
6,354
64
30
September
2009
A$’000
1,051
728
15,547
12,240
39,772
8,530

332
64,107
29
70,272
3,570
76,790
78,200
1,997
64,136 73,842 76,790 80,197
9,932
54,204
19,598
54,244
19,312
57,478
16,581
63,616
64,136 73,842 76,790 80,197

Movement in deferred tax liabilities:

Felix Group
Amounts recognised in profit or loss
Trade and other receivables
Inventory
Overburden
Mine development
Mining tenements
Exploration and evaluation
Other intangible assets
Other
Amounts recognised directly in equity
Derivative financial instruments
Total
Opening
balance at 1
January
2006
A$’000

5
6,745
1,321
48,804
2,759

Charged/
(credited) to
profit or
loss
A$’000

338
2,815
413
(794)
1,639
62
Charged to
equity
A$’000







Closing
balance at
31
December
2006
A$’000

343
9,560
1,734
48,010
4,398
62
59,634
4,473

29
64,107
29
59,634 4,473 29 64,136

– I-78 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

Felix Group
Amounts recognised in profit or loss
Trade and other receivables
Inventory
Overburden
Mine development
Mining tenements
Exploration and evaluation
Other intangible assets
Other
Amounts recognised directly in equity
Derivative financial instruments
Total
Felix Group
Amounts recognised in profit or loss
Trade and other receivables
Inventory
Overburden
Mine development
Mining tenements
Exploration and evaluation
Other intangible assets
Other
Amounts recognised directly in equity
Derivative financial instruments
Total
Opening
balance at
1 January
2007
A$’000

343
9,560
1,734
48,010
4,398
62
Charged/
(credited) to
profit or
loss
A$’000
249
2,591
2,040
2,670
(3,092)
462

1,245
Charged to
equity
A$’000







Closing
balance
at 31
December
2007
A$’000
249
2,934
11,600
4,404
44,918
4,860
62
1,245
64,107
29
6,165

3,541
70,272
3,570
64,136
Opening
balance at
1 January
2008
A$’000
249
2,934
11,600
4,404
44,918
4,860
62
1,245
6,165
Charged/
(credited) to
profit or
loss
A$’000
1,382
222
2,924
6,768
(5,029)
1,494
2
(1,245)
3,541
Credited to
equity
A$’000







73,842
Closing
balance
at 31
December
2008
A$’000
1,631
3,156
14,524
11,172
39,889
6,354
64
70,272
3,570
6,518

(3,570)
76,790
73,842 6,518 (3,570) 76,790

– I-79 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

Felix Group
Amounts recognised in profit or loss
Trade and other receivables
Inventory
Overburden
Mine development
Mining tenements
Exploration and evaluation
Other intangible assets
Other
Amounts recognised directly in equity
Derivative financial instruments
Total
Felix
The balance comprises temporary
differences attributable to:
Amounts recognised in profit or loss
Trade and other receivables
Property, plant & equipment
Amounts recognised directly in equity
Derivative financial instruments
Total deferred tax liabilities
Deferred tax liabilities to be settled within
12 months
Deferred tax liabilities to be settled after
more than 12 months
Non-current liabilities – Provisions
Felix Group
Rehabilitation
Opening
balance at
1 January
2009
A$’000
1,631
3,156
14,524
11,172
39,889
6,354
64
Charged/
(credited) to
profit or
loss 2009
A$’000
(580)
(2,428)
1,023
1,068
(117)
2,176
(64)
332
Charged to
equity 2009
A$’000







Closing
balance
at 30
September
2009
A$’000
1,051
728
15,547
12,240
39,772
8,530

332
76,790
1,410

1,997
78,200
1,997
76,790
31
December
2006
A$’000


29
29
1,410
31
December
2007
A$’000

16
3,445
3,461
1,997
31
December
2008
A$’000
702
7

709
80,197
30
September
2009
A$’000
28

28
29
3,445
16
702
7
28
29
31
December
2006
A$’000
3,131
3,461
31
December
2007
A$’000
6,064
709
31
December
2008
A$’000
7,313
28
30
September
2009
A$’000
7,293

28 Non-current liabilities – Provisions

– I-80 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

Movements in provisions

Provision for future rehabilitation of mine sites is made in accordance with note 1(t). The provision is expected to be settled when the area disturbed is no longer in use or at the end of the life of the mine. The above amount represents those areas expected to be rehabilitated after 12 months or at the end of the life of the mine.

Movements in non-current provision for rehabilitation:

Rehabilitation
Non-current
Carrying amount at beginning of
year/period
Additional provision recognised –
charged to mine development
Amounts used
Amounts derecognised on disposal of
interest in joint venture
Unused amounts reversed – credited
to mine development
Transfers (note 24)
Carrying amount at end of year/
period
29
Contributed equity
Felix Group and Felix
(a)
Share capital
Ordinary shares
Issued and fully paid up (A$’000)
Number of shares
31
December
2006
A$’000
1,377
2,206
(309)
(143)


3,131
31
December
2006
437,320
188,655,038
31
December
2007
A$’000
3,131
1,269



1,664
6,064
31
December
2007
444,712
196,255,038
31
December
2008
A$’000
6,064
1,107



142
7,313
31
December
2008
444,833
196,325,038
30
September
2009
A$’000
7,313
251


(313)
42
7,293
30
September
2009
446,409
196,625,038

Changes to the then Corporations Law abolished the authorised capital and par value concept in relation to share capital from 1 July 1998. Therefore, Felix does not have a limited amount of authorised capital and issued shares do not have a par value.

(b) Movements in ordinary share capital:

Date
Details
1 January 2006
Opening balance
Options exercised during the year
Transfer from options reserve on exercise of
options (note 30(a))
Conversion of B class shares (i)
31 December 2006
Closing balance
Number of
shares
180,233,038
922,000

7,500,000
188,655,038
A$’000
420,133
9
1,653
15,525
437,320

– I-81 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

Date
Details
1 January 2007
Opening balance
Options exercised during the year
Transfer from options reserve on exercise of
options (note 30(a))
31 December 2007
Closing balance
1 January 2008
Opening balance
Options exercised during the year
Transfer from options reserve on exercise of
options (note 30(a))
31 December 2008
Closing balance
1 January 2009
Opening balance
Options exercised during the period
Transfer from options reserve on exercise of
options (note 30(a))
30 September 2009
Closing balance
Number of
shares
188,655,038
7,600,000

196,255,038
A$’000
437,320
6,531
861
444,712
196,255,038
70,000
444,712

121
196,325,038 444,833
196,325,038
300,000
444,833

1,576
196,625,038 446,409
  • (i) On 15 April 2005, 82,000,000 ordinary shares, 7,500,000 A class shares and 7,500,000 B class shares were issued as consideration in the acquisition of 100% of White Mining Limited. The value placed on the ordinary shares was the market price at that date of A$2.30 per share. The value of the A class shares and the B class shares was A$2.16 and A$2.07 respectively, based on an independent valuation. A class shares converted to fully paid ordinary shares on 29 May 2005 and B class shares converted to fully paid ordinary shares on 11 November 2006.

(c) Ordinary shares

Ordinary shares have the right to receive dividends as declared and, in the event of winding up Felix, to participate in the proceeds from the sale of all surplus assets in proportion to the number of and amounts paid up on shares held. Ordinary shares entitle the holder to one vote either in person or by proxy at a meeting of Felix.

(d) Capital risk management

Total capital comprises total equity as shown in the balance sheet (including non-controlling interest) plus total interest bearing liabilities. Felix Group’s primary objectives when managing capital are to ensure the continued ability to provide a consistent return for equity stakeholders through a combination of capital growth and distributions and to maintain an optimal capital structure to reduce the cost of capital. In order to achieve these objectives, Felix Group seeks to maintain a low debt to equity ratio (gearing ratio) that balances risks and returns at an acceptable level and also to maintain a sufficient funding base to enable Felix Group to meet its working capital and strategic investment needs. In order to maintain or adjust the capital structure, Felix Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares, or alter the amount of debt.

– I-82 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

The gearing ratios were as follows:

Total borrowings (notes 23 and 26)
Total equity
Total capital
Gearing ratio
31
December
2006
A$’000
113,568
395,832
509,400
22%
31
December
2007
A$’000
106,575
458,112
564,687
19%
31
December
2008
A$’000
37,248
653,437
690,685
5%
30
September
2009
A$’000
50,753
628,042
678,795
7%

There have been no changes in the capital management objectives during the Relevant Periods, nor in the items considered to be capital.

All financial covenants specified under borrowing facilities have been complied with during the Relevant Periods.

(e) Share-based payments

The following options over ordinary shares existed for Felix Group. All options are equity settled.

Grant Date
Expiry date
Exercise
price
Year ended 31 December 2006
19 November 2001
7 December 2008 (i)
A$5.20
8 October 2003
8 October 2008 (ii)
A$0.85
11 November 2004
30 June 2007 (iii)
A$0.01
11 November 2004
30 June 2008 (iii)
A$0.01
13 December 2005
12 December 2009 (v)
A$0.001
11 December 2006
10 December 2010 (vi)
A$0.001
Total
Weighted average exercise price
Weighted average fair value for options exercised
during the year
Weighted average remaining contractual life
for options outstanding
Grant Date
Expiry date
Exercise
price
Year ended 31 December 2007
19 November 2001
7 December 2008 (i)
A$5.20
8 October 2003
8 October 2008 (ii)
A$0.85
13 December 2005
12 December 2009 (v)
A$0.001
11 December 2006
10 December 2010 (vi)
A$0.001
Total
Weighted average exercise price
Weighted average fair value for options exercised
during the year
Weighted average remaining contractual life
for options outstanding
Balance
at start
of the
year
Number
30,000
7,500,000
832,000
70,000
300,000

8,732,000
A$0.749
Balance
at start
of the
year
Number
30,000
7,500,000
200,000
100,000
7,830,000
A$0.834
Granted
during
the year
Exercised
during
the year
Number
Number





(832,000)

(70,000)

(20,000)
100,000

100,000
(922,000)
A$0.001
A$0.01
Granted
during
the year
Exercised
during
the year
Number
Number

(30,000)
– (7,500,000)

(45,000)

(25,000)
– (7,600,000)

A$0.859
Forfeited
during
the year
Number




(80,000)

(80,000)
A$0.001
Forfeited
during
the year
Number


(55,000)

(55,000)
A$0.001
Balance
at end of
the year

Number
30,000
7,500,000


200,000
100,000
7,830,000
A$0.834
Balance
at end of
the year

Number


100,000
75,000
175,000
A$0.001
Vested
and
exercisable
at end of
the year
Number

7,500,000


90,000
7,590,000
A$0.84
A$4.03
1.83 years
Vested
and
exercisable
at end of
the year
Number


70,000
70,000
A$0.001
A$5.13
2.38 years

– I-83 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

Grant Date
Expiry date
Exercise
price
Year ended 31 December 2008
13 December 2005
12 December 2009 (v)
A$0.001
11 December 2006
10 December 2010 (vi)
A$0.001
1 January 2008
31 December 2011(vii)
A$0.001
Total
Weighted average exercise price
Weighted average fair value for options exercised
during the year
Weighted average remaining contractual life for
options outstanding
Grant Date
Expiry date
Exercise
price
9 months ended 30 September 2009
13 December 2005
12 December 2009 (v)
A$0.001
11 December 2006
10 December 2010 (vi)
A$0.001
1 January 2008
31 December 2011(vii)
A$0.001
Total
Weighted average exercise price
Weighted average fair value for options exercised
during the period
Balance
at start
of the
year
Number
100,000
75,000

175,000
A$0.001
Balance
at start
of the
year
Number
30,000
75,000
195,000
Granted
during
the year
Number


195,000
195,000
A$0.001
Granted
during
the year
Number


Exercised
during
the year
Number
(70,000)


(70,000)
A$0.001
Exercised
during
the year
Number
(30,000)
(75,000)
(195,000)
Forfeited
during
the year
Number





Forfeited
during
the year
Number


Balance
at end of
the year

Number
30,000
75,000
195,000
300,000
A$0.001
Balance
at end of
the year

Number


Vested
and
exercisable
at end of
the year
Number
30,000
35,000
65,000
A$0.001
A$7.75
2.53 years
Vested
and
exercisable
at end of
the year
Number


300,000 (300,000)
A$0.001 A$0.001
A$13.51
  • (i) Options vest and are exercisable upon the weighted average share price of ordinary shares in Felix measured over 10 consecutive trading days of the ASX after the grant date exceeding the hurdle price of A$5.20. The options cannot be transferred, will not be quoted on the ASX and do not carry voting or dividend rights.

  • (ii) 15,000,000 options were issued as part consideration in the purchase of Yarrabee Coal Company Pty Ltd. The options vest and are exercisable upon the weighted average share price of ordinary shares in Felix measured over 10 consecutive trading days of the ASX after the grant date exceeding the hurdle price of A$0.85. The options cannot be transferred, will not be quoted on the ASX and do not carry voting or dividend rights.

  • (iii) Grants of options during 2005 were approved by shareholders at the Annual General Meeting for 2004 held on 11 November 2004. The options were granted to certain Directors and other key management personnel. Options were granted for no cash consideration and vest and were exercisable anytime from immediately upon the performance hurdle being met until the expiry date. Options carry no dividend or voting rights and are non-transferable.

– I-84 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

  • (iv) These grants of options are summarised in the table below. The options are exercisable at any time from their vesting date which is equal to issue date until the expiry date or six months after the General Manager or CFO ceases to be a General Manager or CFO. The options cannot be transferred, will not be quoted on the ASX and do not carry voting or dividend rights. The weighted average fair values at grant date as shown in the table below were determined using a binomial option pricing model which takes into account the exercise price, the life of the option, the current price of the underlying instrument, the expected volatility of the underlying instrument, the expected dividend yield, and the risk-free interest rate for the life of the option. The expected price volatility is based on an independent advisor’s report on historic volatility adjusted for any expected changes to future volatility due to publicly available information. The terms of the options plans are such that should a Change of Control Event occur, Felix will issue all of the outstanding options, if any, and the options are then exercisable. In the case of those options outstanding under (v) and (vi) in the table below, these were issued and exercised on 30 September 2009.
Grant date
Total
number
granted
(v)
Felix Resources
Operations
General
Managers Equity
Participation Plan
13 December
2005
300,000
(vi) Felix Resources
Operations
General
Managers Equity
Participation Plan
11 December
2006
100,000
(vii) Felix Resources
Operations
General
Managers Equity
Participation Plan
and Felix
Resources CFO
Equity
Participation Plan
Entered into
on 28
August 2008
with an
effective
grant date of
1 January
2008
195,000
Issues
Weighted
average
fair
value at
grant
date
Exercise
price
Expiry date
Weighted
average
share
price at
grant
date
Expected
price
volatility
of
Felix’s
shares
Expected
dividend
yield
Risk
free
interest
rate
Number
Date
60,000
13 December
2005
A$1.73
A$0.001
12 December
2009
A$1.91
55%
2.50%
5.18%
75,000
13 December
2006
75,000
13 December
2007
90,000
13 December
2008
25,000
11 December
2007
A$4.00
A$0.001
10 December
2010
A$4.16
43%
1.00%
5.86%
35,000
11 December
2008
40,000
11 December
2009
65,000
1 January
2009
A$6.28
A$0.001
31 December
2011
A$7.98
48%
6.00%
6.60%
65,000
1 January
2010
65,000
1 January
2011
  • (viii) Forfeited share options were those granted under the Felix Resources Operations General Managers Equity Participation Plan which lapsed upon the resignation of a General Manager in October 2006 and another in July 2007.

(f) Expenses arising from share-based payment transactions

Total expenses arising from share-based payment transactions recognised during the year/period as part of employee benefit expense were as follows:

Options granted 31
December
2006
A$’000
1,341
Year ended
31
December
2007
A$’000
229
31
December
2008
A$’000
(unaudited)
880
9 months ended
30
September
30
September
2008
2009
A$’000
A$’000
67
528

– I-85 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

30 Other reserves and retained profits

Felix Group
(a)
Other reserves
Available-for-sale
investments revaluation
reserve
Hedging reserve
Capital profits reserve
Share option reserve
Foreign currency
translation reserve
Movements:
Capital profits
Balance at beginning of
year/period
Transfer to retained
profits
Balance at end of
year/period
Available-for-sale
investments revaluation
reserve
Balance at beginning of
year/period
Revaluation (net of tax)
Transferred to profit or
loss
Balance at end of
year/period
Hedging reserve – cash
flow hedges
Balance at beginning of
year/period
Gain/(loss) recognised
Transferred to profit or
loss
Current tax
Deferred tax
Balance at end of
year/period
31
December
2006
A$’000
143
745
4,285
921
424
6,518
31
December
2007
A$’000

9,139
4,285
289
424
14,137
31
December
2008
A$’000

13,941
4,285
1,048
424
19,698
30
September
2008
A$’000
(unaudited)

(21,826)
4,285
235
424
(16,882)
30
September
2009
A$’000

11,407


424
11,831
4,285
(4,285)





13,941
(6,191)
2,572
13,164
(12,079)
11,407
4,285
4,285
4,285
4,285
4,285
(4,285
4,285 4,285 4,285 4,285
44
99
143

(143)






143
2,215
8,717
(10,708)
786
(265)
745
12,959
(967)
(56)
(3,541)
9,140
(34,060)
40,918
(18,007)
15,950
9,140
(21,383)
(22,854)
347
12,924
13,941
(6,191
2,572
13,164
(12,079
745 9,140 13,941 (21,826)

– I-86 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

Share option reserve
Balance at beginning of
year/period
Share-based payment
expense
Options exercised,
transfer to share
capital (note 29(b))
Balance at end of
year/period
Foreign currency
translation reserve
Balance at beginning of
year/period
Balance at end of
year/period
Felix
Capital profits reserve
Hedging reserve
Share option reserve
Movements:
Capital profits
Balance at beginning of
year/period
Transfer to
accumulated losses
Balance at end of
year/period
Hedging reserve – cash
flow hedges
Balance at beginning of
year/period
Losses recognised
Transferred to profit
Current tax
Deferred tax
Balance at end of
year/period
31
December
2006
A$’000
1,233
1,341
(1,653)
921
31
December
2007
A$’000
921
229
(861)
289
31
December
2008
A$’000
289
880
(121)
1,048
30
September
2008
A$’000
(unaudited)
289
67
(121)
235
30
September
2009
A$’000
1,048
528
(1,576)

424
424




4,285
(4,285)






424 424 424 424 424
424 424 423 424
4,285
746
921
4,285
8,842
289
4,285

1,048
4,285

235


5,952 13,416 5,333 4,520
4,285
4,285
4,285
4,285
4,285
(4,285
4,285 4,285 4,285 4,285
1,411
9,409
(10,357)
283
746
12,538
(967)
(59)
(3,416)
8,842
(12,637)

350
3,445
8,842
(12,634)

347
3,445




746 8,842

– I-87 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

Share option reserve
Balance at beginning of
year/period
Share-based payment
expense
Options exercised,
transfer to share
capital
(note 29(b))
Balance at end of
year/period
(b)
(Accumulated losses)/
Retained profits
Felix Group
Balance at beginning of
year/period
Profit attributable to the
equity holders of Felix
Dividends
Transfer from capital
profits reserve
Balance at end of
year/period
Felix
Balance at beginning of
year/period
Profit attributable to the
equity holders of Felix
Dividends
Transfer from capital
profits reserve
Balance at end of
year/period
31
December
2006
A$’000
1,233
1,341
(1,653)
921
31
December
2007
A$’000
921
229
(861)
289
31
December
2008
A$’000
289
880
(121)
1,048
30
September
2008
A$’000
(unaudited)
289
67
(121)
235
30
September
2009
A$’000
1,048
528
(1,576)

185,270
139,989
(163,495)
4,285
166,049
(71,077)
226,925
(163,495)
4,285
(3,362)
(87,516)
43,471
(7,210)
(51,255)
58,855
(11,772)
(4,172)
293,495
(104,053)
(4,172)
207,015
(104,053)
185,270
139,989
(163,495
4,285
(51,255) (4,172) 185,270 98,790
(65,627)
10,990
(7,210)
(61,847)
(2,649)
(11,772)
(76,268)
109,244
(104,053)
(76,268)
107,360
(104,053)
(71,077
226,925
(163,495
4,285
(61,847) (76,268) (71,077) (72,961)

(c) Nature and purpose of other reserves

(i) Capital profits

The capital profits reserve was used to record non-trading capital profits and the entire balance of the reserve was transferred to retained profits during the 9 months ended 30 September 2009.

– I-88 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

(ii) Hedging reserve

The hedging reserve is used to record gains or losses on a hedging instrument in a cash flow hedge that are recognised directly in equity, as described in note 1(x). Amounts are recognised in profit or loss or as part of property, plant and equipment when the associated hedge transaction occurs.

(iii) Share option reserve

The share option reserve is used to recognise the fair value at grant date of options issued but not exercised. The options are issued under the Felix Resources Operations General Managers Equity Participation Plan and the Felix Resources CFO Equity Participation Plan.

(iv) Foreign currency translation reserve

Exchange differences arising on translation of the foreign subsidiary are taken to the foreign currency translation reserve, as described in note 1(w). The reserve is recognised in profit and loss when the net investment is disposed of.

31 Non-controlling interests

Interest in:
Share capital
Reserves
Accumulated losses
31
December
2006
A$’000
961
3,127
(839)
3,249
31
December
2007
A$’000
961
3,127
(653)
3,435
31
December
2008
A$’000
961
3,127
(452)
3,636
30
September
2009
A$’000
961
3,127
(335)
3,753

– I-89 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

32 Dividends

(a)
Ordinary shares
31 December 2006
Dividend of 4.00 cents per share paid on 31 October 2006, partially franked (20%)
31 December 2007
Dividend of 6.00 cents per share paid on 31 October 2007, unfranked
31 December 2008
Dividend of 50.00 cents per share paid on 31 October 2008, partially franked (30%)
Dividend of 3.00 cents per share paid on 31 March 2008, unfranked
30 September 2008 (unaudited)
Dividend of 3.00 cents per share paid on 31 March 2008, unfranked
Dividend of 50.00 cents per share paid on 31 October 2008, partially franked (30%)
30 September 2009
Dividend of 3.00 cents per share paid on 31 March 2009, fully franked
Special dividend of 20.00 cents per share paid on 31 March 2009, fully franked
Dividend of 50.00 cents per share paid on 30 October 2009, fully franked
Special dividend of 10.17 cents per share paid on 30 October 2009, fully franked
(b)
Dividends not recognised as at 30 September 2009
Fully franked special dividend of 50 cents per share
A$’000
7,210
7,210
11,772
11,772
98,163
5,890
104,053
5,890
98,163
104,053
5,893
39,289
98,313
20,000
163,495
98,313

– I-90 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

(c) Franking credit balance

The amount of franking credits available for the subsequent reporting periods is:

Franking account balance
as at the end of the
year/period at 30%
Franking credits that will
arise from the payment
of the amount of the
provision for income
tax
Franking debits that will
arise on realisation of
the current tax asset
Franking debits that will
arise from the payment
of dividends proposed
but not recognised as a
liability
31
December
2006
A$’000
204



204
Year ended
31
December
2007
A$’000
204



204
31
December
2008
A$’000
4,583
72,623

(19,364)
57,842
9 months ended
30
September
30
September
2008
2009
A$’000
A$’000
(unaudited)
204
(24,824)
18,935
81,551


(12,621)
(42,134)
6,518
14,593
  • 33 Key management personnel disclosures

(a) Directors

The following persons were directors of Felix:

31 December 2006

Ian McCauley Travers Duncan Brian Flannery Jon Parker John Rawlins Anthony McLellan John Kinghorn

Chairman – non-executive Deputy Chairman – non-executive Executive Director Managing Director Managing Director Non-executive Director Non-executive Director Non-executive Director

Appointed on 21 March 2006 Resigned on 20 March 2006

31 December 2007

Travers Duncan Ian McCauley Brian Flannery John Kinghorn Vincent O’Rourke

Hans Mende

John Rawlins Anthony McLellan

Chairman – non-executive Chairman – non-executive Managing Director Non-executive Director Non-executive Director

Non-executive Director

Non-executive Director Non-executive Director

Appointed on 2 April 2007 Resigned on 21 March 2007

Appointed to Board on 2 August 2007 Appointed to Board on 29 October 2007

Resigned on 21 March 2007 Resigned on 25 June 2007

– I-91 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

31 December 2008, 30 September 2008 and 30 September 2009 Travers Duncan Chairman – non-executive Brian Flannery Managing Director John Kinghorn Non-executive Director Vincent O’Rourke Non-executive Director Hans Mende Non-executive Director

(b) Other key management personnel

The following persons also had authority and responsibility for planning, directing and controlling the activities of Felix Group, directly or indirectly:

31 December 2006

Mark McCauley Chief Financial Officer, General Manager Strategic Development and Co-Company Secretary David Knappick Finance Consultant Joseph Butta General Manager Marketing (appointed 14 January 2008) Kylie Anderson Co-Company Secretary (resigned 17 October 2006 and remained as a finance consultant until 28 February 2007)

31 December 2007 Michael Chapman Chief Operating Officer (appointed 1 July 2007) Mark McCauley Chief Financial Officer, General Manager Strategic Development and Co-Company Secretary (resigned 28 February 2007) David Knappick Chief Financial Officer and Company Secretary (appointed 28 February 2007) Joseph Butta General Manager Marketing (appointed 14 January 2008) Kylie Anderson Co-Company Secretary (resigned 17 October 2006 and remained as a finance consultant until 28 February 2007)

31 December 2008 and 30 September 2008

Michael Chapman Chief Operating Officer (appointed 1 July 2007) Craig Smith Chief Financial Officer and Company Secretary (appointed 1 February 2008) David Knappick Chief Financial Officer and Company Secretary (resigned 31 January 2007) Goran Stamenkovic General Manager Marketing (appointed 1 February 2008) Joseph Butta General Manager Marketing (resigned 31 January 2008) 30 September 2009 Michael Chapman Chief Operating Officer (appointed 1 July 2007) Craig Smith Chief Financial Officer and Company Secretary (appointed 1 February 2008) Goran Stamenkovic General Manager Marketing (appointed 1 February 2008)

– I-92 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

(c) Key management personnel compensation

A.
Aggregates
Directors
Short-term employee
benefits
Post-employment benefits
Share-based payments
Termination benefits
Other key management
personnel
Short-term employee
benefits
Post-employment benefits
Share-based payments
Termination benefits
Other highest paid
individuals
Short-term employee
benefits
Post-employment benefits
Share-based payments
Termination benefits
Total aggregate
31
December
2006
A$
887,851
146,949
626,650
433,300
Year ended
31
December
2007
A$
932,910
52,035
133,594
31
December
2008
A$
2,094,022
144,867

9 months ended
30
September
30
September
2008
2009
A$
A$
(unaudited)
1,662,060
1,470,357
98,525
98,525



9 months ended
30
September
30
September
2008
2009
A$
A$
(unaudited)
1,662,060
1,470,357
98,525
98,525



2,094,750
815,323
68,313
342,751

1,226,387
487,718
50,250
121,017

658,985
1,118,539
1,037,738
93,153
82,202

1,213,093
245,106
18,675


263,781
2,238,889
1,073,928
90,690
533,264

1,697,882
547,266
45,486
114,845

707,597
1,760,585
737,678
63,690
399,075

1,200,443
420,916
34,115
85,898

540,929
1,568,882
917,750
76,275
330,593
1,324,618
493,545
40,869
73,465
607,879
3,980,122 2,595,413 4,644,368 3,501,957 3,501,379

– I-93 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

B. Named

Year ended 31 December
2006
Directors
Travers Duncan
Brian Flannery ^#
John Kinghorn
Jon Parker ^#
Ian McCauley
John Rawlins
Anthony McLellan
Total Compensation:
Directors
Other key management
personnel
Mark McCauley ^#
David Knappick #
Joseph Butta #
Kylie Anderson
Total Compensation:
Other key
management personnel
Other highest paid
individuals
Michael Chapman ^
Michael McKee ^
Total Compensation:
Other highest paid
individuals
Total Compensation:
Year ended 31 December
2007
Directors
Travers Duncan ^
Brian Flannery ^#
John Kinghorn
Vincent O’Rourke
Hans Mende
Ian McCauley
John Rawlins
Anthony McLellan
Jon Parker
Total Compensation:
Directors
Cash
salary
A$

314,174

30,847



345,021
Short-te
Directors
fees
A$
50,000

40,000

70,046
79,235
53,300
292,581
rm employee b
Consulting
fees
A$
157,213






157,213
enefits
Non-
monetary
benefits
A$
14,081
17,952
14,081
4,679
14,081
14,081
14,081
93,036
Post-
employment
benefits
Cash
bonus
Super-
annuation
A$
A$



28,276

3,600

101,638

6,304

7,131



146,949
Post-
employment
benefits
Cash
bonus
Super-
annuation
A$
A$



28,276

3,600

101,638

6,304

7,131



146,949
Share-
based
payment

Options(1)
A$



571,251


55,399
626,650
Termination
benefits
A$

433,300
433,300
Total
A$
221,294
360,402
57,681
1,141,715
90,431
100,447
122,780
2,094,750
221,812
212,000
201,000
167,737






4,335
4,252
4,187



19,963
19,080
18,090
11,180
342,751


588,861
235,332
223,277
178,917
802,549 12,774 68,313 342,751 1,226,387
230,000
225,000


29,684
3,034

30,000
20,250
79,943
41,074

369,627
289,358
455,000
1,602,570

292,581

157,213
32,718
138,528

50,250
265,512
121,017
1,090,418

433,300
658,985
3,980,122

504,587






77,500

49,817
33,333
11,393
13,761
10,000
25,000
134,794







19,096
10,690
10,550
4,393
1,850
2,312
18,747
5,087









45,413
4,483


1,239
900








27,472
106,122

231,390
560,690
64,850
37,726
13,243
17,312
29,647
57,559
106,122
504,587 220,804 134,794 72,725 52,035 133,594 1,118,539

– I-94 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

Other key management
personnel
Michael Chapman ^
Goran Stamenkovic ^#
Craig Smith
David Knappick ^#
Joseph Butta ^#
Mark McCauley
Total Compensation:
Other key
management personnel
Other highest paid
individuals
Ian Callow #
Total Compensation:
Other highest paid
individuals
Total Compensation:
Year ended 31 December
2008
Directors
Travers Duncan ^
Brian Flannery ^#
John Kinghorn
Vincent O’Rourke
Hans Mende
Total Compensation:
Directors
Other key management
personnel
Michael Chapman ^#
Goran Stamenkovic ^#
Craig Smith #
David Knappick
Joseph Butta
Total Compensation:
Other key
management personnel
Cash
salary
A$
142,500
210,000
153,670
234,067
225,000
62,707
1,027,944
Short-te
Directors
fees
A$






rm employee b
Consulting
fees
A$






enefits
Non-
monetary
benefits
A$


37
1,589
1,804
6,364
9,794
Post-
employment
benefits
Cash
bonus
Super-
annuation
A$
A$

15,000

18,900

13,830

21,066

20,250

4,107

93,153
Post-
employment
benefits
Cash
bonus
Super-
annuation
A$
A$

15,000

18,900

13,830

21,066

20,250

4,107

93,153
Share-
based
payment

Options(1)
A$
18,529




63,673
82,202
Termination
benefits
A$
Total
A$
176,029
228,900
167,537
256,722
247,054
136,851
1,213,093
207,500 37,606 18,675 263,781
207,500
1,740,031

220,804

134,794
37,606
120,125

18,675
163,863

215,796

263,781
2,595,413

1,400,000


100,000

59,633
72,917
65,000
204,081



11,471
11,849
6,357
6,357
6,357

150,000


n/a
139,500
5,367
n/a
n/a







315,552
1,701,349
71,357
79,274
71,357
1,400,000 297,550 204,081 42,391 150,000 144,867 2,238,889
350,000
282,500
220,000
21,407
34,282








42,841
1,065
2,557
2,138
2,138
65,000
50,000


37,350
29,925
19,800
1,927
1,688
188,729
229,690
114,845





683,920
593,180
357,202
25,472
38,108
908,189 50,739 115,000 90,690 533,264 1,697,882

– I-95 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

Other highest paid
individuals
Ashley Souvan ^
Ian Callow #
Total Compensation:
Other highest paid
individuals
Total Compensation:
9 months ended
30 September 2008
(unaudited)
Directors
Travers Duncan ^
Brian Flannery ^#
John Kinghorn
Vincent O’Rourke
Hans Mende
Total Compensation:
Directors
Other key management
personnel
Michael Chapman ^#
Goran Stamenkovic ^#
Craig Smith #
David Knappick
Joseph Butta
Total Compensation:
Other key
management personnel
Other highest paid
individuals
Ashley Souvan ^
Ian Callow #
Total Compensation:
Other highest paid
individuals
Total Compensation:
Cash
salary
A$
253,400
252,000
505,400
2,813,589
Short-te
Directors
fees
A$



297,550
rm employee
Consulting
fees
A$



204,081
benefits
Non-
monetary
benefits
A$
4,260
37,606
41,866
134,996
Cash
bonus
A$



265,000
Post-
employment
benefits
Super-
annuation
A$
22,806
22,680
45,486
281,043
Share-
based
payment

Options(1)
A$
114,845

114,845
648,109
Termination
benefits
A$



Total
A$
395,311
312,286
707,597
4,644,368

1,050,000


75,000

44,725
54,167
48,750
204,081



10,060
10,439
4,946
4,946
4,946

150,000



94,500
4,025









289,141
1,304,939
53,696
59,113
53,696
1,050,000 222,642 204,081 35,337 150,000 98,525 1,760,585
213,750
207,500
160,000
21,407
34,282








42,841
1,065
2,557
2,138
2,138

50,000


22,500
23,175
14,400
1,927
1,688
141,382
171,795
85,898





420,473
453,535
262,855
25,472
38,108
636,939 50,739 50,000 63,690 399,075 1,200,443
190,050
189,000


4,260
37,606

17,105
17,010
85,898

297,313
243,616
379,050
2,065,989

222,642

204,081
41,866
127,942

200,000
34,115
196,330
85,898
484,973

540,929
3,501,957

– I-96 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

9 months ended
30 September 2009
Directors
Travers Duncan
Brian Flannery ^#
John Kinghorn
Vincent O’Rourke
Hans Mende
Total Compensation:
Directors
Other key management
personnel
Michael Chapman ^#
Goran Stamenkovic ^#
Craig Smith #
Total Compensation:
Other key
management personnel
Other highest paid
individuals
Peter Barton ^
Ian Callow ^#
Total Compensation:
Other highest paid
individuals
Total Compensation:
Cash
salary
A$

1,050,000



1,050,000
Short-te
Directors
fees
A$
75,000

44,725
56,250
48,750
224,725
rm employee b
Consulting
fees
A$
78,750




78,750
enefits
Non-
monetary
benefits
A$
12,780
91,406
4,232
4,232
4,232
116,882
Post-
employment
benefits
Cash
bonus
Super-
annuation
A$
A$



94,500

4,025





98,525
Post-
employment
benefits
Cash
bonus
Super-
annuation
A$
A$



94,500

4,025





98,525
Share-
based
payment

Options(1)
A$





Termination
benefits
A$





Total
A$
166,530
1,235,906
52,982
60,482
52,982
1,568,882
307,500
255,000
210,000




66,313

3,937
25,000
25,000
25,000
29,925
25,200
21,150
110,198
146,930
73,465
538,936
452,130
333,552
772,500 70,250 75,000 76,275 330,593 1,324,618
220,097
225,000


22,538
15,910
10,000
20,619
20,250
73,465

346,719
261,160
445,097
2,267,597

224,725

78,750
38,448
225,580
10,000
85,000
40,869
215,669
73,465
404,058

607,879
3,501,379
  • (1) This compensation relates to the value of options approved by the Board and granted on 1 January 2008 and 13 December 2005, as well as those granted and approved by shareholders at the AGM on 11 November 2004.

  • ^ Denotes one of the five highest paid individuals of Felix Group.

  • Denotes one of the five highest paid individuals of Felix.

Except as disclosed above, there was no arrangement under which a director, other key management personnel or other highest paid individual waived or agreed to waive any remuneration during the Relevant Periods.

– I-97 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

(d) Equity instrument disclosures relating to key management personnel

(i) Option holdings

The number of options over ordinary shares in Felix held during the Relevant Periods by directors and other key management personnel of Felix Group, including their related parties, are set out below.

Year ended 31 December
2006
Name
Directors of Felix
Ian McCauley
John Rawlins
Jon Parker (1)
Anthony McLellan
Other key management
personnel of Felix Group
Mark McCauley
Total
Year ended 31 December
2007
Name
Directors of Felix
Ian McCauley(2)
John Rawlins(2)
Other key management
personnel of Felix Group
Michael Chapman (3)
Total
Year ended 31 December
2008
Name
Other key management
personnel of Felix Group
Michael Chapman
Goran Stamenkovic
Craig Smith
Total
9 months ended
30 September 2008
(unaudited)
Name
Other key management
personnel of Felix Group
Michael Chapman
Goran Stamenkovic
Craig Smith
Total
Balance
at the
start of
the year
Granted
as
compensation
3,750,000

3,750,000

550,000

70,000

312,000

8,432,000

Balance
at the
start of
the year
Granted
as
compensation
3,750,000

3,750,000

100,000

7,600,000

Balance
at the
start of
the year
Granted
as
compensation
100,000
45,000

60,000

30,000
100,000
135,000
Balance
at the
start of
the
period
Granted
as
compensation
100,000
45,000

60,000

30,000
100,000
135,000
Exercised



(70,000)
(312,000)
(382,000)
Exercised
(3,750,000)
(3,750,000)

(7,500,000)
Exercised
(70,000)


(70,000)
Exercised
(75,000)


(75,000)
Other
changes






Other
changes




Other
changes




Other
changes



Balance
at end of
the year

3,750,000
3,750,000
550,000


8,050,000
Balance
at end of
the year



100,000
100,000
Bala)nce
at end of
the year

75,000
60,000
30,000
165,000
Balance
at end of
the
period

75,000
60,000
30,000
165,000
Vested
and
exercisable
3,750,000
3,750,000



7,500,000
Vested
and
exercisable


70,000
70,000
Vested
and
exercisable
30,000


30,000
Vested
and
exercisable



Unvested


550,000

550,000
Unvested


30,000
30,000
Unvested
45,000
60,000
30,000
135,000
Unvested
75,000
60,000
30,000
165,000

– I-98 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

9 months ended
30 September 2009
Name
Other key management
personnel of Felix Group
Michael Chapman
Goran Stamenkovic
Craig Smith
Total
Balance
at the
start of
the
period
Granted
as
compensation
75,000

60,000

30,000

165,000
Exercised
(75,000)
(60,000)
(30,000)
(165,000)
Other
changes



Balance
at end of
the
period
Vested
and
exercisable







Unvested


  • (1) Option holding at resignation date, 20 March 2006.

  • (2) Resigned 21 March 2007. Options were under contract on that date and were exercised on 14 May 2007 following FIRB approval.

  • (3) Balance at the start of the year relates to options acquired under an option plan that was in place before Mr. M. Chapman was a key management person.

(ii) Share holdings

The numbers of shares in Felix held during the financial year by each director of Felix and other key management personnel of Felix Group, including their personally related parties, are set out below.

Year ended 31 December
2006
Name
Directors of Felix
Ian McCauley
John Rawlins
Jon Parker(1)
Anthony McLellan
Travers Duncan(2)
Brian Flannery(2)
Other key management
personnel of Felix Group
Mark McCauley
David Knappick(3)
Joseph Butta(4)
Total
Balance at
the start of
the year
15,193,050
15,082,586
880,000
30,000
26,950,000
26,850,000
168,000
13,425,000
8,950,000
107,528,636
Received
during the
year on the
exercise of
options



70,000


312,000


382,000
Other
changes
during the
year



(30,000)
2,998,706
2,600,000

1,125,000
750,000
7,443,706
Balance at
the end of
the year
15,193,050
15,082,586
880,000
70,000
29,948,706
29,450,000
480,000
14,550,000
9,700,000
115,354,342

– I-99 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

Year ended 31 December
2007
Name
Directors of Felix
Ian McCauley(5)
John Rawlins(5)
Anthony McLellan(8)
Hans Mende(7)
Travers Duncan
Brian Flannery
Other key management
personnel of Felix Group
Mark McCauley(6)
David Knappick
Joseph Butta
Total
Year ended 31 December
2008
Name
Directors of Felix
Hans Mende
Travers Duncan
Brian Flannery
Other key management
personnel of Felix Group
Michael Chapman
David Knappick(9)
Joseph Butta(9)
Total
Balance at
the start of
the year
15,193,050
15,082,586
70,000
37,601,724
29,948,706
29,450,000
480,000
14,550,000
9,700,000
152,076,066
Balance at
the start of
the year
37,601,724
29,948,706
29,450,000

14,550,000
9,700,000
121,250,430
Received
during the
year on the
exercise of
options
3,750,000
3,750,000







7,500,000
Received
during the
year on the
exercise of
options



70,000


70,000
Other
changes
during the
year
(18,943,050)
(18,832,586)
(70,000)






(37,845,636)
Other
changes
during the
year




(14,550,000)
(9,700,000)
(24,250,000)
Balance at
the end of
the year



37,601,724
29,948,706
29,450,000
480,000
14,550,000
9,700,000
121,730,430
Balance at
the end of
the year
37,601,724
29,948,706
29,450,000
70,000

97,070,430

– I-100 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

9 months ended
30 September 2008 (unaudited)
Name
Directors of Felix
Hans Mende
Travers Duncan
Brian Flannery
Other key management
personnel of Felix Group
Michael Chapman
Goran Stamenkovic
Craig Smith
David Knappick(9)
Joseph Butta(9)
Total
9 months ended
30 September 2009
Name
Directors of Felix
Hans Mende(7)
Travers Duncan
Brian Flannery
Other key management
personnel of Felix Group
Michael Chapman
Goran Stamenkovic
Craig Smith
Total
Balance at
the start of
the period
37,601,724
29,948,706
29,450,000



14,550,000
9,700,000
121,250,430
Balance at
the start of
the period
37,601,724
29,948,706
29,450,000
70,000


97,070,430
Received
during the
period on
the exercise
of options



70,000




70,000
Received
during the
period on
the exercise
of options



75,000
60,000
30,000
165,000
Other
changes
during the
period






(14,550,000)
(9,700,000)
(24,250,000)
Other
changes
during the
period






Balance at
the end of
the period
37,601,724
29,948,706
29,450,000
70,000



97,070,430
Balance at
the end of
the period
37,601,724
29,948,706
29,450,000
145,000
60,000
30,000
97,235,430
  • (1) Shareholding at resignation date, 20 March 2006.

  • (2) Net change other includes 2,250,000 B class shares which converted to ordinary shares on 16 November 2006.

  • (3) Net change other includes 1,125,000 B class shares which converted to ordinary shares on 16 November 2006.

  • (4) Net change other includes 750,000 B class shares which converted to ordinary shares on 16 November 2006.

  • (5) Shareholdings at resignation date, 21 March 2007. Options and shareholdings were under contract on that date and were exercised/sold on 14 May 2007 following FIRB approval.

  • (6) Shareholding at resignation date, 28 February 2007.

– I-101 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

  • (7) Mr Mende became a key management person upon his appointment as a director on 29 October 2007. Mr Mende has a partial interest in these shares through a director related entity.

  • (8) Net change other relates to shareholding at date of resignation 25 June 2007.

  • (9) Shareholdings at resignation date 31 January 2008.

(iii) Aggregates for key management personnel

31 31 31 30 30
December December December September September
2006 2007 2008 2008 2009
A$ A$ A$ A$ A$
(unaudited)
Aggregate proceeds received
from other key
management personnel on
the exercise of options and
recognised as issued
capital 3,820 6,375,000 70 70 165
Fair value of shares issued to
other key management
personnel on the exercise
of options as at their issue
date 1,544,480 38,353,480 542,500 542,500 2,178,000

– I-102 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

(e) Loans to directors and other key management personnel

Aggregate for key
management personnel
Balance at the beginning of
the year/period
Loans advanced
Loan repayments received
Interest payable for the
year/period
Interest paid
Balance at the end of the
year/period
Highest indebtedness during
the year/period
Number of persons in Felix
Group aggregate at the end
of the year/period
Individuals with loans above
$100,000 during the
period
Balance at the start of the
period
Loans advanced
Loan repayments received
Interest payable for the period
Interest paid
Balance at the end of the
period
Highest indebtedness during
the period
Number of persons in Felix
Group aggregate at the end
of the period
31
December
2006
A$’000
1,705


163
(163)
1,705
31
December
2007
A$’000





31
December
2008
A$’000

1,821
(42)
68
(68)
1,779
30
September
2008
A$’000
(unaudited)

1,774



1,774
30
September
2009
A$’000
1,779
37

102
(102)
1,816
1,816
1
1,779
37

102
(102)
1,816
1,816
1
1,705
1
1,705


163
(163)






1,821
1

1,821
(42)
68
(68)
1,774
1

1,774


1,816
1
1,779
37

102
(102
1,705
1,705
1


1,779
1,821
1
1,774
1,774
1

The loan at 31 December 2006 was to former director Mr. John Rawlins. Mr. Rawlins ceased to be a director on 21 March 2007. The loan was a secured interest bearing loan, interest payable twice yearly at the ANZ Bank corporate rate for overdrafts exceeding A$1 million. Mr Rawlins repaid the loan on 11 August 2008.

The loan at 31 December 2008, 30 September 2008 and 30 September 2009 was advanced to Mr. B. Flannery for the acquisition of a Grazing Homestead Perpetual Lease in respect of property situated at Minerva. Mr. B. Flannery and Minerva Coal Pty Ltd have entered into a Deed of Licence under which Minerva is using part of the property as an access to its mining lease situated upon the property. The loan is a secured interest bearing loan, interest is compounded daily and payable twice yearly at the rate of 10.45% per annum.

– I-103 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

(f) Transactions with directors and other key management personnel

Transactions with directors of Felix and other key management personnel, including their related parties, are on commercial terms and conditions no more favourable than those available to other parties under similar circumstances unless otherwise stated.

Profit after tax includes the following items of revenue and expenses that resulted from transactions with directors of Felix and other key management personnel, including their related parties.

Amounts recognised as
revenue
Receipts by Ashton Coal
Mines Limited from Energy
Coal Marketing Pty Limited
for the sale of thermal coal.
Mr. H. Mende is an indirect
shareholder in Energy Coal
Marketing Pty Limited
Receipts by Ashton Coal
Operations Pty Limited, as
operator of the Ashton Joint
Venture from Coalroc
Contractors Pty Ltd for
property rental. Mr. B.
Flannery, Mr. T. Duncan,
Mr. D. Knappick and Mr. J.
Butta are the majority
shareholders in Coalroc
Contractors Pty Ltd
Receipts by Ashton Coal
Mines Limited from
Coalroc Contractors Pty Ltd
for property rental
Total recognised as revenue
Amounts recognised as
expense
Payment to Rawmac Pastoral
Pty for access licence fees.
Rawmac Pastoral Pty Ltd is
controlled by
Mr.I.McCauley and
Mr.J.Rawlins
Payments to Aedion Pty Ltd
by Yarrabee Coal Company
Pty Ltd for accommodation.
Mr. J. Rawlins is a director
of Aedion Pty Ltd
31
December
2006
A$




8,934
8,787
31
December
2007
A$




3,300
5,200
31
December
2008
A$

324
1,116
1,440

30
September
2008
A$
(unaudited)

324
612
936

30
September
2009
A$
29,085,582

1,530
29,087,112

– I-104 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

Payments to Coalroc
Contractors Pty Ltd by
Ashton Coal Operations Pty
Limited, as operator of the
Ashton Joint Venture for
mining contracting and
equipment hire
Payments to Coalroc
Contractors Pty Ltd by
Ashton Coal Operations Pty
Limited, as operator of the
Ashton Joint Venture for
interest on finance leases
(refer note 6)
Payment to Coalroc
Contractors Pty Ltd by
UCC Energy Pty Limited
for trade services
Payments to Coalroc
Contractors Pty Ltd by
Australian Coal Processing
Pty Ltd for trade services
Payments to Yunaga Mine
Services Pty Ltd by Ashton
Coal Operations Pty
Limited, as operator of the
Ashton Joint Venture for
trade services. Coalroc
Contractors Pty Ltd owned
50% of the share capital of
Yunaga Mine Services Pty
Ltd up until 15 September
2007. Coalroc Contractors
Pty Ltd reduced its
shareholding to nil on this
date
Payments to Yunaga Mine
Services Pty Ltd by UCC
Energy Pty Limited for
trade services
Payments to Yunaga Mine
Services Pty Ltd by
Australian Coal Processing
Pty Ltd for trade services
Payments to Yunaga Mine
Services Pty Ltd by Ashton
Coal Mines Limited for
trade services
Payments to Mr. B. Flannery
for land access licence fees
by Minerva Coal Pty Ltd
Total recognised as expense
31
December
2006
A$
443,257


141,322
1,155,963
3,614
22,123


1,784,000
31
December
2007
A$
2,381,693
433,829
2,080
1,264
136,584

1,168
18,210

2,983,328
31
December
2008
A$
2,771,991
364,116


1,073



100,000
3,237,180
30
September
2008
A$
(unaudited)
2,347,979
308,752







2,656,731
30
September
2009
A$
2,093,647
48,571






76,712
2,218,930

– I-105 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

Assets and liabilities include
the following items that
resulted from transactions
with directors of Felix and
other key management
personnel, including their
related parties.
Amounts recognised as
property, plant and
equipment
Fair value of land and
building acquired from
Aedion Pty Ltd by Yarrabee
Coal Company Pty Ltd
Fair value of plant &
equipment acquired from
Coalroc Contractors Pty Ltd
by Tonford Pty Ltd
Payments to Coalroc
Contractors Pty Ltd by
Ashton Coal Operations Pty
Limited, as operator of the
Ashton Joint Venture for
mining contracting and
equipment hire
Finance lease charges
capitalised
Payments to Yunaga Mine
Services Pty Ltd by Ashton
Coal Operations Pty
Limited, as operator of the
Ashton Joint Venture for
mining contracting
Fair value of plant &
equipment acquired from
Coalroc Contractors Pty Ltd
by Ashton Coal Operations
Pty Limited, as operator of
the Ashton Joint Venture
Total recognised as assets
31
December
2006
A$
412,845

3,326,777
491,680
50,127
7,797,600
12,079,029
31
December
2007
A$


642,639
236,111
2,864
127,500
1,009,114
31
December
2008
A$


55,395


810,000
865,395
30
September
2008
A$
(unaudited)




865,395
865,395
30
September
2009
A$

16,890


16,890

– I-106 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

Interest bearing liabilities
Current
Fair value of finance lease
agreements with Coalroc
Contractors Pty Ltd by
Ashton Coal Operations Pty
Limited, as operator of the
Ashton Joint Venture
Non-current
Fair value of finance lease
agreements with Coalroc
Contractors Pty Ltd by
Ashton Coal Operations Pty
Limited, as operator of the
Ashton Joint Venture
Total recognised as liabilities
31
December
2006
A$
2,898,526
3,667,211
6,565,737
31
December
2007
A$
2,103,510
1,635,042
3,738,552
31
December
2008
A$
504,439

504,439
30
September
2008
A$
(unaudited)
1,201,136

1,201,136
30
September
2009
A$

Finance lease agreements with Coalroc Contractors Pty Ltd relate to mining equipment and have remaining lease terms ranging up to 3 months with the option to purchase the assets at completion of the lease term for the contracted value. The effective discount rate implicit in the leases range from 12%-13.4%.

Lease liabilities are secured by the leased assets.

(g) Outstanding balances

The following balances are outstanding at the reporting date in relation to transactions with directors of Felix and other key management personnel, including their related parties.

Current receivables
Trade Debtors
Receivable by Ashton Coal
Mines Limited from
Coalroc Contractors Pty Ltd
Current payables
Trade Creditors
Payable by Yarrabee Coal
Company Pty Ltd to
Rawmac Pastoral Pty Ltd
Payable by Ashton Coal
Operations Pty Limited, as
operator of the Ashton Joint
Venture, to Coalroc
Contractors Pty Ltd
Payable by Ashton Coal
Mines Limited to Coalroc
Contractors Pty Ltd


180
180
288
288
288
288
8,848
211,230

379,291

188,579

307,477

237,467
476
220,078 379,291 189,579 307,477 237,943

– I-107 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

34 Remuneration of auditors

Amounts paid or payable to BDO
(Qld) Pty Ltd:
Audit and review of financial reports
Non-audit services
Tax compliance
Tax consulting
Accounting consulting
Assurance related
Amounts paid or payable to a
related practice of BDO (Qld) Pty
Ltd:
Audit and review of financial reports
Non-audit services
Tax compliance
Tax consulting
31
December
2006
A$
306,377
159,517
208,157



2,335

676,386
Year ended
31
December
2007
A$
288,306
89,809



10,121
7,584

395,820
31
December
2008
A$
319,011
120,286
1,515
89,500

10,403
4,827

545,542
9 months ended
30
September
30
September
2008
2009
A$
A$
(unaudited)
276,849
204,164
87,184
107,419
765
18,547

129,354

23,972
10,121
1,114
9,902
2,508

3,541
384,821
490,619
9 months ended
30
September
30
September
2008
2009
A$
A$
(unaudited)
276,849
204,164
87,184
107,419
765
18,547

129,354

23,972
10,121
1,114
9,902
2,508

3,541
384,821
490,619
490,619

35 Commitments

(a) Capital expenditure commitments

(i) Estimated capital expenditure contracted for at the reporting date but not provided for:

Property, plant and equipment
Share of joint ventures
Other
Underground development
Share of joint ventures
Exploration expenditure
Share of joint ventures
31
December
2006
A$’000
2,977

7,272

10,249
31
December
2007
A$’000
1,800
17


1,817
31
December
2008
A$’000
123,991
7,993

697
132,681
30
September
2009
A$’000
187,491
1,068

533
189,092

– I-108 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

(ii) Estimated capital expenditure authorised at the reporting date but not provided for:

Property, plant and equipment
Share of joint ventures
Other
Freehold land and buildings
Share of joint ventures
Exploration expenditure
Share of joint ventures
122


122
36


36
214,751
212
10,230
1,053
226,246
76,202
972
9,083
770
87,027

(b) Lease expenditure commitments

(i) Non-cancellable operating leases

Commitments for minimum lease
payments in relation to
non-cancellable operating leases are
payable as follows:
Not later than one year
Later than one year but not later than
five years
Total lease expenditure commitments
not recognised in the Financial
Information
31
December
2006
A$’000
1,119
2,663
3,782
31
December
2007
A$’000
1,247
1,411
2,658
31
December
2008
A$’000
1,681
557
2,238
30
September
2009
A$’000
663
262
925

Operating leases have remaining lease terms ranging from 3 months to 5 years. Items that are subject to operating leases include mining equipment, office space and small items of office equipment. Felix Group does not have an option to purchase the leased assets at the expiry of the lease period. These leases have escalation clauses and terms of renewal by agreement between specific entity that holds the lease and the lessor.

– I-109 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

Commitments in relation to finance
leases are payable as follows:
Not later than one year
Later than one year and not later than
five years
Later than five years
Total minimum lease payments
Less future finance charges
Recognised as a liability
Finance leases are included in the
Financial Information as:
Current lease liability (note 23)
Non-current lease liability (note 26)
31
December
2006
A$’000
8,388
26,302
31
December
2007
A$’000
9,011
22,399
31
December
2008
A$’000
10,014
17,017
4,929
30
September
2009
A$’000
12,915
38,873
1,385
53,173
(11,463)
41,710
8,373
33,337
41,710
34,690
(6,783)
27,907
8,177
19,730
31,410
(4,710)
26,700
6,850
19,850
31,960
(5,087)
26,873
8,151
18,722
53,173
(11,463
41,710
8,373
33,337
27,907 26,700 26,873

Finance leases relate to mining vehicles and machinery with lease terms between 3 and 7 years. These leases have terms of renewal at the discretion of the specific entity that holds the lease with some purchase options but no escalation clauses. The leases are subject to review of financial covenant ratios on a quarterly basis and contain restrictions on further indebtedness for one particular lease.

36 Related party transactions

(a) Parent entity and subsidiaries

Felix Group consists of Felix and its subsidiaries, the ownership interests of which are set out in note

Transactions between Felix and other entities in Felix Group during the years ended 31 December 2006, 2007, 2008, and 9 months ended 30 September 2008 and 2009 consisted of:

  • i) loans advanced by Felix;

  • ii) the payment of dividends to Felix;

  • iii) the provision of administration, accounting, management, marketing and hire services by Felix and other entities in Felix Group, and

(b) Associates, jointly controlled entities and joint ventures

Associated entities and jointly controlled entities are set out in note 15 and joint ventures in which Felix Group is a venturer are set out in note 38.

Transactions with associates, jointly controlled entities and joint ventures during the years ended 31 December 2006, 2007, 2008, and 9 months ended 30 September 2008 and 2009 consisted of:

  • i) loans advanced by Felix, subsidiaries or joint ventures to associated entities;

  • ii) loans repaid to Felix, subsidiaries or joint ventures from associated entities;

– I-110 –

APPENDIX I FINANCIAL INFORMATION OF FELIX GROUP

  • iii) sales of coal by a subsidiary to an associated entity under terms and conditions specified in the Ashton Coal Joint Venture Agreement;

  • iv) the provision of administration, accounting, marketing, management and hire services by Felix or subsidiaries to associated entities and joint ventures;

  • v) the payments by a joint venture to an associated entity under the terms and conditions specified in the BOOT contract between Ashton Coal Operations Pty Ltd and Australian Coal Processing Pty Ltd.

  • vi) sales of coal by Yarrabee Coal Company Pty Ltd to Minerva Joint Venture; and

  • vii) sale of excavator by Felix to a joint venture.

  • (c) Key management personnel

Disclosures relating to key management personnel are set out in note 33.

(d) Transactions with related parties

The following transactions occurred with related parties:

Felix Group
Sales of goods and services
Sale of coal to associated
entities
Sales of marketing services
to associated entities
Purchases of goods and
services
Purchase of coal
preparation and handling
services by joint venture
from associated entity
Year ended
9 months ended
31
December
2006
31
December
2007
31
December
2008
30
September
2008
30
September
2009
A$
A$
A$
A$
A$
(unaudited)
81,759,781
105,596,113
379,791,316
231,352,060
245,307,987
120,000
230,400
490,410
194,082
246,410
295,495



Year ended
9 months ended
31
December
2006
31
December
2007
31
December
2008
30
September
2008
30
September
2009
A$
A$
A$
A$
A$
(unaudited)
81,759,781
105,596,113
379,791,316
231,352,060
245,307,987
120,000
230,400
490,410
194,082
246,410
295,495



(e) Outstanding balances arising from transactions with related parties

Balances outstanding at the reporting date to related parties are unsecured and subordinate to other liabilities. Balances outstanding at the reporting date from related parties are also unsecured, non-interest bearing and repayable on demand.

– I-111 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

The following balances are outstanding at the reporting date in relation to transactions with related parties.

Felix Group
Current receivables
Trade debtors
Receivable from Ashton Coal Mines
Limited
Non-current receivables
Advances to associated entities
Receivable from Ashton Coal Mines
Limited being an unsecured,
non-interest bearing loan
Current payables
Trade creditors
Payable by Ashton Coal Operations Pty
Ltd, as operator of the Ashton Joint
Venture, to Australian Coal Processing
Pty Ltd
Felix
Current receivables
Advances to controlled entities
Receivable from Minerva Coal Pty Ltd
being an unsecured, non-interest
bearing loan
Advances to Minerva Coal Pty
Advance to 100% owned subsidiaries
Receivables from controlled entities
Receivable from 100% owned subsidiaries
under tax sharing agreement (note 10)
Non-current receivables
Advances to controlled entities
Receivable from Minerva Coal Pty Ltd
being an unsecured, non-interest
bearing loan
Receivable from SASE Pty Ltd being an
unsecured, non-interest bearing loan
Less: Accumulated impairment losses
Receivable from 100% owned subsidiaries
Less: Accumulated impairment losses
Current payables
Advances from 100% owned subsidiaries
31
December
2006
A$

3,155,000
220,000
3,228,831
82,255
57,162,707
8,208,966
748,285
32,840,713
(32,840,713)
50,525,863
(30,525,863)
31
December
31
December
30
September
2007
2008
2009
A$
A$
A$
5,282,000
53,726,000
11,382,146
5,904,000
11,203,000
10,328,339
127,000


3,228,831
3,228,831
3,211,856
82,255
244,972

66,361,001

46,037,195
24,632,693
158,632,745
201,815,703
748,285
748,285
748,285
31,272,006
31,271,655
31,271,655
(31,272,006) (31,271,655) (31,271,655)
50,542,772
56,239,627
52,779,707
(30,542,772) (30,625,506)
(29,211,773)

111,643,000

(f) Terms and conditions

Transactions between related parties are on normal commercial terms and conditions no more favourable than those available to other parties unless otherwise stated.

– I-112 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

37 Subsidiaries

Consolidated percentage owned Consolidated percentage owned Consolidated percentage owned Consolidated percentage owned
Country 31 31 31 30
of December December December September
Name of entity incorporation 2006 2007 2008 2009
% % % %
Subsidiaries – at cost:
Auriada Limited Northern 100 100 100 100
Ireland
Ballymoney Power Limited Northern 100 100 100 100
Ireland
Balhoil Nominees Pty Ltd Australia 100 100 100 100
South Australian Coal Corp Pty Australia 100 100 100 100
Limited
SASE Pty Ltd Australia 90 90 90 90
Athena Coal Pty Ltd Australia 100 100 100 100
Minerva Mining Pty Ltd (formerly Australia 100 100 100 100
Sandhurst Mining Pty Ltd)
Felix Coal Sales Pty Ltd Australia 100 100 100 100
Proserpina Coal Pty Ltd Australia 100 100 100 100
Minerva Coal Pty Ltd Australia 51 51 51 51
Yarrabee Coal Company Pty Ltd Australia 100 100 100 100
White Mining Limited Australia 100 100 100 100
White Mining Services Pty Limited Australia 100 100 100 100
Tonford Pty Ltd Australia 100 100 100 100
Moolarben Coal Operations Pty Ltd Australia 100 100 100 100
(formerly Splitters Hollow Pty
Ltd)
Moolarben Coal Mines Pty Limited Australia 100 100 100 100
Ashton Coal Operations Pty Limited Australia 100 100 100 100
White Mining (NSW) Pty Limited Australia 100 100 100 100
UCC Energy Pty Limited Australia 100 100 100 100
Agrarian Finance Pty Ltd Australia 100 100 100 100
Advanced Clean Coal Technology Australia 100 100 100 100
Pty Limited
White Mining Research Pty Ltd Australia 100 100 100 100
Felix NSW Pty Ltd Australia 100 100 100 100
Moolarben Coal Sales Pty Ltd Australia 100 100 100

All subsidiaries have 30 June balance dates for the purpose of local statutory reporting. All equity interests are held in ordinary shares, except as noted below. All subsidiaries are vehicles for exploration, development and operational activities of Felix Group within Australia and Northern Ireland. The proportion of ownership interest is equal to the proportion of voting power held.

– I-113 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

The numbers of issued shares of each subsidiary is as follows.

**Number of ** issued shares
31 31 31 30
December December December September
2006 2007 2008 2009
Subsidiaries:
Auriada Limited 2 2 2 2
Ballymoney Power Limited 2 2 2 2
Balhoil Nominees Pty Ltd 7,270 7,270 7,270 7,270
South Australian Coal Corp Pty Limited 2 2 2 196,625,038
SASE Pty Ltd 1,000,000 1,000,000 1,000,000 1,000,000
Athena Coal Pty Ltd 2 2 2 2
Minerva Mining Pty Ltd (formerly Sandhurst
Mining Pty Ltd) 2 2 2 2
Felix Coal Sales Pty Ltd 1 1 1 1
Proserpina Coal Pty Ltd 1 1 1 1
Minerva Coal Pty Ltd 1,000 1,000 1,000 1,000
Yarrabee Coal Company Pty Ltd 100,000 100,000 100,000 100,000
White Mining Limited – ordinary shares 1,650,000 1,650,000 1,650,000 1,650,000
White Mining Limited – class A shares 100 100 100 100
White Mining Services Pty Limited 2 2 2 2
Tonford Pty Ltd 2 2 2 2
Moolarben Coal Operations Pty Ltd (formerly
Splitters Hollow Pty Ltd) 2 2 2 2
Moolarben Coal Mines Pty Limited 1 1 1 1
Ashton Coal Operations Pty Limited 5 5 5 5
White Mining (NSW) Pty Limited 10 10 10 10
UCC Energy Pty Limited 2 2 2 2
Agrarian Finance Pty Ltd 2 2 2 2
Advanced Clean Coal Technology Pty Limited 2 2 2 2
White Mining Research Pty Ltd 2 2 2 2
Felix NSW Pty Ltd 2 2 2 2
Moolarben Coal Sales Pty Ltd 2 2 2

– I-114 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

The amount paid up on issued shares of each subsidiary is as follows.

**Amount paid up ** **Amount paid up ** on issued shares on issued shares
31 31 31 30
December December December September
2006 2007 2008 2009
A$ A$ A$ A$
Subsidiaries:
Auriada Limited 5 5 5 5
Ballymoney Power Limited 5 5 5 5
Balhoil Nominees Pty Ltd 7,270 7,270 7,270 7,270
South Australian Coal Corp Pty Limited 2 2 2 19,662,504
SASE Pty Ltd 9,650,564 9,650,564 9,650,564 9,650,564
Athena Coal Pty Ltd 2 2 2 2
Minerva Mining Pty Ltd (formerly Sandhurst
Mining Pty Ltd) 2 2 2 2
Felix Coal Sales Pty Ltd 1 1 1 1
Proserpina Coal Pty Ltd 1 1 1 1
Minerva Coal Pty Ltd 1,000 1,000 1,000 1,000
Yarrabee Coal Company Pty Ltd 92,080 92,080 92,080 92,080
White Mining Limited – ordinary shares 3,300,000 3,300,000 3,300,000 3,300,000
White Mining Limited – class A shares 200 200 200 200
White Mining Services Pty Limited 2 2 2 2
Tonford Pty Ltd 2 2 2 2
Moolarben Coal Operations Pty Ltd (formerly
Splitters Hollow Pty Ltd) 2 2 2 2
Moolarben Coal Mines Pty Limited 1 1 1 1
Ashton Coal Operations Pty Limited 5 5 5 5
White Mining (NSW) Pty Limited 10 10 10 10
UCC Energy Pty Limited 2 2 2 2
Agrarian Finance Pty Ltd 2 2 2 2
Advanced Clean Coal Technology Pty Limited 2
White Mining Research Pty Ltd 2 2 2 2
Felix NSW Pty Ltd 2 2 2 2
Moolarben Coal Sales Pty Ltd 2 2 2

The investment in controlled entities carried at cost is as follows.

Felix

Controlled entities – at cost:
Balhoil Nominees Pty Ltd
Less: Accumulated impairment loss
SASE Pty Ltd
Less: Accumulated impairment loss
Minerva Coal Pty Ltd
South Australian Coal Corp Pty Limited
Yarrabee Coal Company Pty Ltd
White Mining Limited
31
December
2006
A$’000
839
(839)
14,504
(14,504)
3,614

14,910
222,869
241,393
31
December
2007
A$’000
839
(839)
14,504
(14,504)
3,614

14,910
222,869
241,393
31
December
2008
A$’000
839
(839)
14,504
(14,504)
3,614

14,910
222,869
241,393
30
September
2009
A$’000
839
(839)
14,504
(14,504)
3,614
19,663
14,910
222,869
261,056

– I-115 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

38 Interests in joint ventures – Felix Group

Interest in Joint Venture Operations

A subsidiary, Yarrabee Coal Company Pty Ltd, has a 50% interest in the output of Boonal Joint Venture whose principal activity is the provision of a coal haul road and train load out facilities.

A subsidiary, Proserpina Coal Pty Ltd, has a 51% interest in the output of Minerva Joint Venture whose principal activity is the development and operation of an open-cut coal mine.

A subsidiary, Athena Coal Pty Ltd, has a 51% interest in the Athena Joint Venture whose principal activity is coal exploration.

A subsidiary, White Mining (NSW) Pty Limited, has a 60% interest in the output of Ashton Joint Venture whose principal activity is the development and operation of open-cut and underground coal mines.

A subsidiary, Moolarben Coal Mines Pty Limited, has a N/A, 90, 80%, and 80%, 80%, respectively, interest for 31 December 2006, 2007, 2008 and 30 September 2008, 2009 in the output of the Moolarben Coal Joint Venture whose principal activity is the development and operation of open-cut and underground coal mines.

Felix Group’s interest in the assets, liabilities, revenue and expenses of the joint ventures are included in the Financial Information in accordance with accounting policy as set out in note 1(k) under the following classifications:

Current assets
Cash and cash equivalents
Trade and other receivables
Inventories
Other current assets
Total current assets
Non-current assets
Trade and other receivables
Property, plant and equipment
Exploration and evaluation assets
Intangible assets
Total non-current assets
Share of assets employed in joint
venture
31
December
2006
A$’000
5,895
2,262
9,618
15,465
33,240
31
December
2007
A$’000
4,176
2,745
16,891
21,071
44,883
31
December
2008
A$’000
3,467
2,304
16,084
24,726
46,581
30
September
2009
A$’000
79,900
5,344
23,666
27,247
136,157
3,147
145,650
2,364
8,223
6,750
175,165
14,485
203,029
8,163
170,284
16,381
190,081
11,110
245,781
23,273
186,196
159,384
192,624
399,429
444,312
384,909
431,490
466,360
602,517

– I-116 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

39 Reconciliation of profit after income tax to the net cash flows from operating activities

Year ended **9 months ** ended
31 31 31 30 30
December December December September September
2006 2007 2008 2008 2009
A$’000 A$’000 A$’000 A$’000 A$’000
(unaudited)
Profit for the year/period 43,592 59,041 293,697 207,141 140,106
Depreciation of non-current assets 5,461 13,234 15,298 10,728 14,747
Amortisation of leased assets 5,087 6,161 8,037 5,965 5,520
Amortisation of mining tenements 2,775 4,266 4,438 3,158 3,527
Amortisation of exploration 426 366 291 207 202
Amortisation of other intangible
assets 599 683 919 613 910
Amortisation of deferred purchase
consideration for equity interests
in Minerva 152 404 212 102 110
Non-cash deferred income
recognised in profit (118)
Net loss/(gain) on disposal of
property, plant & equipment 148 (12) (112) (14) 136
Net profit on disposal of
available-for-sale financial asset (71) (1,136)
Net gain on disposal of equity
interests in Moolarben Joint
Venture (67,862) (73,751) (73,751)
Net gain on disposal of equity
interests in Minerva and Athena
Joint Venture (28,374)
Non-cash cash flow hedge (gains)/
losses transferred to profit for the
year/period (13,827) 1,982 2,827 (1,155) (43,881)
Cash received on cash flow hedges
not yet recognised in profit 60,440
Net unrealised foreign currency
losses/(gains) 3,287 (432)
Share-based payments expense 1,341 229 880 67 528
Share of net (profits)/losses
accounted for using the equity
method (820) 547 11 12 14
Changes in assets and liabilities, net
of effects from disposal of
interests in joint ventures and
projects (refer note 5)
(Increase)/decrease in trade &
other receivables (2,122) (138) (68,231) (54,126) 60,025
Decrease/(increase) in inventory 32 (14,914) (12,078) (7,262) (9,184)
Decrease/(increase) in
prepayments 1,626 (477) (783) (1,556) (1,733)
(Increase)/decrease in deferred tax
assets (31,932) 14,813 36,288 39,205 7,538
(Increase)/decrease in
development assets (701) 1,789
Increase in overburden in advance (13,114) (6,800) (9,746) (9,829) (3,413)
Increase/(decrease) in trade and
other payables 3,121 (5,316) 21,792 18,034 4,020
Increase in employee benefits 1,495 1,326 3,226 1,541 3,254

– I-117 –

APPENDIX I

FINANCIAL INFORMATION OF FELIX GROUP

Increase in rehabilitation provision
Increase in tax provision
Increase/(decrease) in deferred tax
liabilities
Net cash inflow from operating
activities
31
December
2006
A$’000
2,785
82
45,749
26,797
Year ended
31
December
2007
A$’000
1,049
185
9,706
18,694
31
December
2008
A$’000

55,306
4,083
343,044
9 months ended
30
September
30
September
2008
2009
A$’000
A$’000
(unaudited)


38,241
15,519
5,912
(8,973)
183,233
188,854

Non-cash investing and financing activities

Finance lease transactions

During the years ended 31 December 2006, 2007, 2008 and the nine months ended 30 September 2008, 2009, Felix Group acquired plant and equipment with an aggregate fair value of A$3,943,000, A$5,584,000, A$7,548,000, A$Nil and A$19,809,000 respectively, by means of finance leases. These acquisitions are not included in the cash flow statements.

40 Earnings per share

(a) Reconciliation of earnings used in calculating earnings per share

Profit after income tax
Profit attributable to
non-controlling interest
Profit from continuing
operations attributable to
the ordinary equity holders
of Felix used in calculating
basic earnings per share
31
December
2006
A$’000
43,592
(121)
43,471
Year ended
31
December
2007
A$’000
59,041
(186)
58,855
31
December
2008
A$’000
293,697
(202)
293,495
9 months ended
30
September
30
September
2008
2009
A$’000
A$’000
(unaudited)
207,141
140,106
(126)
(117)
207,015
139,989

– I-118 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

(b) Weighted average number of shares used in calculating earnings per share

Weighted average number of
ordinary shares used as the
denominator in calculating basic
earnings per share
Adjustments for calculation of
diluted earnings per share:
Options
Weighted average number of
ordinary shares and potential
ordinary shares used as the
denominator in calculating
diluted earnings per share
31
December
2006
Number of
shares
181,221,214
5,225,193
186,446,407
Year ended
31
December
2007
Number of
shares
193,430,148
250,951
193,681,099
31
December
2008
Number of
shares
196,318,344
236,503
196,554,847
9 months ended
30
September
30
September
2008
2009
Number of
shares
Number of
shares
(unaudited)
196,316,320
196,454,168
308,697
185,443
196,625,017
196,639,611
9 months ended
30
September
30
September
2008
2009
Number of
shares
Number of
shares
(unaudited)
196,316,320
196,454,168
308,697
185,443
196,625,017
196,639,611
196,639,611

41 Contingent liabilities and contingent assets

Guarantees
(a)
Parent entity and consolidated
entity
Guarantees secured over deposits
Performance guarantees provided to
external parties
Guarantees provided in respect of
the cost of restoration of certain
mining leases, given to
government departments as
required by statute
(b)
Joint ventures
Guarantees secured over deposits
Performance guarantees provided to
external parties
Guarantees provided in respect of
the cost of restoration of certain
mining leases, given to
government departments as
required by statute
31
December
2006
A$’000
10,263
12,308
1,350
73
69
3,595
27,658
31
December
2007
A$’000
149
12,308
2,123
75
69
4,879
19,603
31
December
2008
A$’000
303
1,562
2,472
75
69
5,720
10,201
30
September
2009
A$’000
701
1,651
3,560
75
169
10,070
16,226

– I-119 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

42 Disposal of interest in joint ventures

Disposal of interest in Minerva
and Athena Joint Ventures(2006)
and Moolarben Joint
Venture(2007 and 2008)
Consideration:
Cash received
Cash receivable
Net assets of the Minerva and
Athena joint ventures (2006)
Moolarben Joint Venture (2007
and 2008) disposed:
Cash and cash equivalents
Trade and other receivables
Inventory
Other current assets
Non-current other financial assets
Property, plant and equipment
Intangible assets
Trade and other payables
Interest bearing liabilities
Provisions
Exploration and evaluation assets
Freehold land & buildings
Mining tenements
Carrying amount of assets disposed
Gain on disposal of assets before tax
(note 5)
31
December
2006
A$’000
32,402
9,865
Year ended
31
December
2007
A$’000
20,000
65,000
31
December
2008
A$’000
92,863
9 months ended
30
September
30
September
2008
2009
A$’000
A$’000
(unaudited)
92,863


9 months ended
30
September
30
September
2008
2009
A$’000
A$’000
(unaudited)
92,863


42,267
579
277
722
3,777
1,346
13,024
2,784
(2,905)
(5,489)
(222)



13,893
85,000










1,139
905
15,094
17,138
92,863










1,473
1,385
16,254
19,112
92,863










1,473
1,385
16,254
19,112












28,374 67,862 73,751 73,751

43 Events occurring after the balance sheet date

(a) Change of control and dividends

As announced on 13 August 2009, Felix entered into a binding Scheme Implementation Agreement (“Scheme”) with Yanzhou Coal Mining Limited (“Yanzhou”), a publicly traded company that is listed in Hong Kong, New York and Shanghai. Pursuant to the agreement Yanzhou would acquire all of Felix’s issued shares.

– I-120 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

On 23 October 2009, the Foreign Investment Review Board, (“FIRB”) announced its decision to approve the acquisition of Felix by Yanzhou subject to certain conditions. The Assistant Treasurer of the Government of Australia’s press release stated:

“The Assistant Treasurer, Senator Nick Sherry, has today approved the application by Yanzhou Coal Mining Company Limited (Yanzhou) to acquire full ownership of Felix, conditional upon it complying with legally enforceable undertakings provided by Yanzhou. These undertakings apply to all of Yanzhou’s operations, including the Austar mine near Newcastle which Yanzhou already owns. Yanzhou has undertaken to:

  • operate its Australian mines through a company, Yancoal Australia Proprietary Limited (Yancoal Australia), that is incorporated and headquartered in Australia and is managed in Australia using a predominately Australian management and sales team;

  • ensure Yancoal Australia, and any of its operating subsidiaries, have at least two directors whose principal place of residence is in Australia, one of whom will be independent of Yanzhou and its related entities;

  • ensure that the Chief Executive Officer and Chief Financial Officer of Yancoal Australia have their principal place of residence in Australia;

  • hold the majority of Yancoal Australia’s board meetings in Australia in any calendar year;

  • list Yancoal Australia on the Australian Securities Exchange by the end of 2012 and, by that time, reduce Yanzhou’s ownership of Yancoal Australia to less than a 70 percent holding; and

  • market coal produced at all of its Australian mines on arms-length terms with reference to international benchmarks and in line with market practices.

As several of the mines operated by Felix are owned by joint ventures with third party companies, following the listing and holding reduction in Yancoal Australia, Yanzhou’s economic ownership of the underlying mining assets must stand at no more than 50 percent. “With these undertakings provided by Yanzhou, I consider that this acquisition is consistent with Australia’s national interest,” said the Assistant Treasurer. “As such, compliance with these undertakings is a condition of my approval of the acquisition under section 25 (1A) of the Foreign Acquisitions and Takeovers Act 1975.” ... Yangzhou will report to the Foreign Investment Review Board on its compliance with these undertakings.”

A condition of the Scheme was the ’spin-off’ by Felix of the wholly-owned subsidiary South Australian Coal Corp Pty Limited (SAC). This occurred on 30 October 2009 with an in-specie distribution of shares in SAC on a 1:1 basis to all Felix shareholders. The in-specie distribution was in the form of a fully franked dividend with a value of A$0.1017 for each Felix share.

An additional fully franked A$0.50 dividend per share that was anticipated and contemplated in the terms of the Scheme was declared on 11 November 2009 and was paid 9 December 2009.

On 10 December 2009, the Federal Court of Australia approved the Scheme and Felix’s shares were suspended from trading on the Australian Stock Exchange (“ASX”) on 11 December 2009. S&P Indices removed Felix from the S&P/ASX indices after the close of business on 11 December 2009.

On 23 December 2009, the Scheme was implemented, and Computershare commenced despatch of the Scheme consideration being A$16.95 for each share held on the Scheme Record Date of 18 December 2009. All of the issued shares in Felix were transferred to Austar Coal Mine Pty Ltd, a wholly owned subsidiary of Yanzhou.

The ASX removed Felix from the official list after the close of business on 30 December 2009.

– I-121 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

(b) Resignations and appointment of directors

Mr Travers Duncan, Mr Hans Mende and Mr John Kinghorn resigned as directors of Felix on 23 December 2009. They were replaced by Mr Xin Wang, Mr Yuxiang Wu, Mr Cunliang Lai and Mr Weimin Li, from Yanzhou, and Mr Terrence Crawford was appointed as an independent director on the same day.

(c) New financing facilities

On 27 October 2009, Felix Group entered into syndicated financing with the Commonwealth Bank of Australia (Lead Arranger, Book-runner and Coordinating Bank), Sumitomo Mitsui Banking Corporation (Lead Arranger and Book-runner), BNP Paribas, WestLB AG and Westpac Banking Corporation.

In summary, the new facilities are as follows:

Facility
Term debt
Leveraged finance
leases
Working capital
Contingent liabilities
Total syndicated
facilities
Amount
Purpose
Term
A$
150,000,000
To assist in financing the
construction and development
of the Moolarben Coal
Project.
5 years
133,333,333
To assist in financing the
mobile equipment for the
Moolarben Coal Project.
5 years
50,000,000
To accommodate general
working capital requirements.
2 years revolving
50,000,000
To accommodate guarantees,
letters of credit, and,
performance bonds.
2 years revolving
383,333,333

The above loans and other banking facilities are secured on a fully cross collateralised basis by fixed and floating charges, mining mortgages and share mortgages over the assets of Felix and certain controlled entities. These securities impose various restrictions on asset disposal and creation of other security interests.

The A$150 million term debt facility is fully drawn and approximately A$68 million of the finance lease facility has been drawn. The contingent liabilities outstanding at 30 September 2009 as detailed in note 41 have increased to approximately A$46 million.

The A$7,750,000 multi option facility agreement – term debt facility outstanding at 30 September 2009 as detailed in note 26 was repaid in full on 28 October 2009.

(d) Transactions with directors

To assist with the funding of the dividend paid to shareholders on 9 December 2009, certain directors, through their related entities, loaned funds to Felix as follows:

Gaffwick Pty Ltd (Travers Duncan) A$35,650,837

Illwella Pty Ltd (Brian Flannery) A$35,287,781

AMCIC Sabeltand Holdings B.V. (Hans Mende) A$27,373,901.

– I-122 –

FINANCIAL INFORMATION OF FELIX GROUP

APPENDIX I

The loans are unsecured and repayable on interest free terms if repaid within three months of the Yanzhou scheme implementation date of 23 December 2009. Interest is payable on any part of the principal unpaid as from the scheduled repayment date at BBSY for the appropriate tenor plus a margin of 5%. Yanzhou has provided letters of credit through Bank of China (Sydney branch) to support the loans. If the loans are not repaid in full then they must be repaid in: (a) instalments on 30 September and 31 March in each calendar year (commencing 30 September 2010) out of Felix’s net profit after tax (up to a maximum amount of 70% of Felix’s net profit after tax in any financial year); and/or (b) the net proceeds of any equity raised by Felix for the purpose of repaying the loans. The repayment of the loans is subordinated to debts secured under the new syndicated funding arrangements.

44 Native title

Native title describes the rights and interests in Australia of Aboriginal and Torres Strait Islander peoples in land and waters, according to their traditional laws and customs. Native title claims exist over all or part of the areas covered by Felix Group’s exploration licences in South Australia, Queensland and New South Wales. Under the Native Title Act these areas are protected for all current and future mining operations on existing mining leases.

45 Company details

The registered office and principal place of business of Felix is:

Level 6 316 Adelaide Street Brisbane, Qld. 4000 Australia

III. SUBSEQUENT FINANCIAL STATEMENTS

No audited financial statements have been prepared for Felix or any of its subsidiaries in respect of any period subsequent to 30 September 2009. Except as disclosed elsewhere in the Financial Information, no dividend has been declared, made or paid by Felix or any of its subsidiaries in respect of any period subsequent to 30 September 2009.

Yours faithfully, PricewaterhouseCoopers Certified Public Accountants Hong Kong

– I-123 –

APPENDIX II UNAUDITED PRO FORMA FINANCIAL INFORMATION OF THE ENLARGED GROUP

A. UNAUDITED PRO FORMA FINANCIAL INFORMATION OF THE ENLARGED GROUP

The following is an illustrative and unaudited pro forma statement of assets and liabilities of the Enlarged Group, which has been prepared based on the unaudited condensed consolidated balance sheet of the Group as at 30 June 2009 as set out in the published interim report of the Group for the six months ended 30 June 2009 and the audited consolidated balance sheet of Felix as at 30 September 2009 as set out in the accountant’s report of Felix included as Appendix I to this Supplemental Circular, after making pro forma adjustments as set out below, to illustrate the effects of the Transaction, as if the Transaction had taken place on 30 June 2009. It has been prepared on the basis as set out in the notes below and is consistent with the accounting policies adopted by the Group.

The unaudited pro forma financial information of the Enlarged Group has been prepared for illustrative purposes only and because of its hypothetical nature, it may not give a true picture of the financial position of the Enlarged Group had the Transaction been completed as at 30 June 2009 or any future date.

(a) Unaudited Pro Forma Consolidated Assets and Liabilities of the Enlarged Group

Current assets
Bank balance and cash
Term deposits
Restricted cash
Bills and accounts receivable
Inventories
Prepayments and other
receivables
Prepaid lease payments
Prepayments for resources
compensation fees
Derivative financial
instruments
Other current assets
Total current assets
Unaudited
consolidated
assets and
liabilities of
the Group as
at 30 June
2009
RMB’000
Note 1
8,645,119
3,011,995
19,066
2,202,836
651,101
1,694,464
16,972
2,559
66,840

16,310,952
Unaudited
consolidated
assets and
liabilities of
the Group as
at 30 June
2009
RMB’000
Note 1
8,645,119
3,011,995
19,066
2,202,836
651,101
1,694,464
16,972
2,559
66,840

16,310,952
Unaudited pro forma adjustments Unaudited pro forma adjustments
Audited
assets and
liabilities of
Felix Group
as at 30
September
2009
RMB’000
Note 2
1,312,616

597,880
138,391
349,574
146,534


39,789
309,845
2,894,629
Other adjustments
Purchase
consideration
and
borrowings
Fair value
adjustments
Elimination
RMB’000
RMB’000
RMB’000
Note 3
Note 4
Note 5


Unaudited
pro forma
consolidated
assets and
liabilities of
the Enlarged
Group as at
30 June 2009
RMB’000
9,957,735
3,011,995
616,946
2,341,227
1,000,675
1,840,998
16,972
2,559
106,629
309,845
16,310,952 19,205,581

– II-1 –

UNAUDITED PRO FORMA FINANCIAL INFORMATION OF THE ENLARGED GROUP

APPENDIX II

Non-current assets
Mining rights
Coal resources
Intangible assets
Prepaid lease payments
Prepayment for resources
compensation fees
Property, plant and
equipment
Goodwill
Investments in securities
Investment in a subsidiary
Interests in an associate
Long term receivables
Restricted cash
Deposit made on investment
Deferred tax assets
Total non-current assets
Total assets
Unaudited
consolidated
assets and
liabilities of
the Group as
at 30 June
2009
RMB’000
Note 1
1,031,502


692,518
14,919
14,743,357
500,342
260,796

874,010

94,612
117,926
199,962
18,529,944
Unaudited
consolidated
assets and
liabilities of
the Group as
at 30 June
2009
RMB’000
Note 1
1,031,502


692,518
14,919
14,743,357
500,342
260,796

874,010

94,612
117,926
199,962
18,529,944
Unaudited pro forma adjustments Unaudited pro forma adjustments Unaudited pro forma adjustments Unaudited pro forma adjustments
Audited
assets and
liabilities of
Felix Group
as at 30
September
2009
RMB’000
Note 2
1,079,460
177,098
43,591


1,926,483



1,052
69,480


93,652
3,390,816
Other adjustments
Purchase
consideration
and
borrowings
Fair value
adjustments
Elimination
RMB’000
RMB’000
RMB’000
Note 3
Note 4
Note 5
11,900,514
3,600,236
157,912
897,920
482,337
20,119,820
(20,119,820)
20,119,820
16,556,582
(19,637,483)
Unaudited
pro forma
consolidated
assets and
liabilities of
the Enlarged
Group as at
30 June 2009
RMB’000
14,011,476
3,777,334
201,503
692,518
14,919
17,567,760
982,679
260,796

875,062
69,480
94,612
117,926
293,614
18,529,944 38,959,679
34,840,896 6,285,445 20,119,820 16,556,582 (19,637,483) 58,165,260

– II-2 –

UNAUDITED PRO FORMA FINANCIAL INFORMATION OF THE ENLARGED GROUP

APPENDIX II

Unaudited pro forma adjustments

Unaudited pro forma adjustments Unaudited pro forma adjustments Unaudited pro forma adjustments Unaudited pro forma adjustments Unaudited pro forma adjustments Unaudited pro forma adjustments
Current liabilities
Bills and accounts payable
Other payables and accrued
expenses
Provision for land
subsidence, restoration,
rehabilitation and
environmental costs
Amounts due to parent
company and its subsidiary
companies
Bank borrowings-due within
one year
Lease liabilities-due within
one year
Derivative financial
instruments
Taxes payable
Total current liabilities
Non-current liabilities
Amounts due to parent
company and its subsidiary
companies-due after one
year
Bank borrowings-due after
one year
Lease liabilities-due after one
year
Provision for land
subsidence, restoration,
rehabilitation and
environmental costs
Deferred tax liabilities
Other non-current liabilities
Total non-current liabilities
Total liabilities
Net assets
Unaudited
consolidated
assets and
liabilities of
the Group as
at 30 June
2009
RMB’000
Note 1
743,328
4,616,688
967,365
683,169
82,000


286,633
Audited
assets and
liabilities of
Felix Group
as at 30
September
2009
RMB’000
Note 2
377,304
778,135
3,384

46,336
50,060
57,241
454,341
1,766,801

10,122
199,315
43,603
479,482
31,186
763,708
Other adjustments
Purchase
consideration
and
borrowings
Fair value
adjustments
Elimination
RMB’000
RMB’000
RMB’000
Note 3
Note 4
Note 5



20,119,820
674,035
20,119,820
674,035
Unaudited
pro forma
consolidated
assets and
liabilities of
the Enlarged
Group as at
30 June 2009
RMB’000
1,120,632
5,394,823
970,749
683,169
128,336
50,060
57,241
740,974
7,379,183 9,145,984
3,626
165,000


42,501
3,626
20,294,942
199,315
43,603
1,196,018
31,186
211,127 21,768,690
7,590,310
27,250,586
2,530,509
3,754,936
20,119,820
674,035
15,882,547

(19,637,483)
30,914,674
27,250,586

– II-3 –

UNAUDITED PRO FORMA FINANCIAL INFORMATION OF THE ENLARGED GROUP

APPENDIX II

(b) Notes to Unaudited Pro Forma Financial Information of the Enlarged Group

  1. The amounts are extracted from the unaudited condensed consolidated balance sheet of the Group as at 30 June 2009 as set out in the Company’s published interim report for the six months ended 30 June 2009.

  2. The pro forma adjustment represents the inclusion of the balances of assets and liabilities of Felix as at 30 September 2009 as extracted from the accountant’s report of Felix as set out in Appendix I to this Supplemental Circular. For the purpose of the pro forma statement of assets and liabilities, the balances denominated in Australian Dollar (“AUD”) have been translated into RMB at AUD 1 = RMB 5.9788, the exchange rate prevailing as at 30 September 2009.

  3. The pro forma adjustment represents the estimated total cost of the Transaction amounting to approximately RMB20,120 million, comprising the purchase consideration for Felix amounting to AUD3,333 million (equivalent to approximately RMB19,926 million) and the transaction costs directly attributable to the Transaction, including professional services fees and other expenses, which are estimated to be RMB194 million. The total cost of the Transaction will be financed wholly by bank borrowings.

  4. Upon completion of the Transaction, the identifiable assets and liabilities of Felix will be accounted for in the consolidated financial statements of the Enlarged Group at fair values under the purchase method of accounting in accordance with International Financial Reporting Standard No. 3 “Business Combinations” (“IFRS 3”).

The pro forma adjustment represents fair value adjustments and the corresponding estimated deferred income tax liabilities resulting from the Transaction. The fair value adjustments include the appreciation of intangible assets, property, plant and equipment, and the recognition of coal reserves and resources, which are determined based on the fair values of the assets and liabilities of Felix as at 30 September 2009 as estimated by an independent professional valuer, American Appraisal China Limited.

The fair value of the identifiable assets and liabilities of Felix at the date of completion may be substantially different from the estimated fair value used in the preparation of this unaudited pro forma financial information. Accordingly, the actual amount of goodwill may be different from the amount as adopted in this unaudited pro forma financial information.

  1. The pro forma adjustment represents the elimination of investment in Felix held by the Company with the share capital and pre-acquisition reserves of Felix, and the recognition of goodwill amounting to RMB482 million, representing the excess of the cost of the Transaction of RMB20,120 million over the fair value of net assets of Felix acquired of RMB19,638 million, upon the completion of the Transaction.

  2. Apart from the Transaction, no other adjustment has been made to reflect any trading result of the Group subsequent to 30 June 2009 and Felix Group subsequent to 30 September 2009 for the purpose of this unaudited pro forma financial information.

– II-4 –

APPENDIX II UNAUDITED PRO FORMA FINANCIAL INFORMATION OF THE ENLARGED GROUP

B. REPORT FROM THE REPORTING ACCOUNTANT

The following is the text of a report received from PricewaterhouseCoopers, Certified Public Accountants, Hong Kong, for the purpose of incorporation in this Supplemental Circular.

==> picture [101 x 48] intentionally omitted <==

PricewaterhouseCoopers 22/F, Prince’s Building Central, Hong Kong

ACCOUNTANT’S REPORT ON UNAUDITED PRO FORMA FINANCIAL INFORMATION TO THE DIRECTORS OF YANZHOU COAL MINING COMPANY LIMITED

We report on the unaudited pro forma financial information set out on pages II-1 to II-4 under the heading of “Unaudited Pro Forma Financial Information of the Enlarged Group” (the “Unaudited Pro Forma Financial Information”) in Appendix II of the circular dated 23 March 2010 (the “Circular”) of Yanzhou Coal Mining Company Limited (the “Company”), in connection with the acquisition of Felix Resources Limited (the “Target”) by a subsidiary of the Company (the “Transaction”). The Unaudited Pro Forma Financial Information has been prepared by the directors of the Company, for illustrative purposes only, to provide information about how the Transaction might have affected the relevant financial information of the Company and its subsidiaries (hereinafter collectively referred to as the “Group”). The basis of preparation of the Unaudited Pro Forma Financial Information is set out on pages II-1 to II-4 of the Circular.

Respective Responsibilities of Directors of the Company and the Reporting Accountant

It is the responsibility solely of the directors of the Company to prepare the Unaudited Pro Forma Financial Information in accordance with rule 4.29 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Listing Rules”) and Accounting Guideline 7 “Preparation of Pro Forma Financial Information for Inclusion in Investment Circulars” issued by the Hong Kong Institute of Certified Public Accountants (the “HKICPA”).

It is our responsibility to form an opinion, as required by rule 4.29(7) of the Listing Rules, on the Unaudited Pro Forma Financial Information and to report our opinion to you. We do not accept any responsibility for any reports previously given by us on any financial information used in the compilation of the Unaudited Pro Forma Financial Information beyond that owed to those to whom those reports were addressed by us at the dates of their issue.

– II-5 –

UNAUDITED PRO FORMA FINANCIAL INFORMATION OF THE ENLARGED GROUP

APPENDIX II

Basis of Opinion

We conducted our engagement in accordance with Hong Kong Standard on Investment Circular Reporting Engagements 300 “Accountants’ Reports on Pro Forma Financial Information in Investment Circulars” issued by the HKICPA. Our work, which involved no independent examination of any of the underlying financial information, consisted primarily of comparing the consolidated assets and liabilities of the Group as at 30 June 2009 contained in the Unaudited Pro Forma Financial Information with the condensed consolidated financial statements of the Group for the six months ended 30 June 2009 as set out in the Company’s published interim report for the six months ended 30 June 2009, considering the evidence supporting the adjustments and discussing the Unaudited Pro Forma Financial Information with the directors of the Company.

We planned and performed our work so as to obtain the information and explanations we considered necessary in order to provide us with sufficient evidence to give reasonable assurance that the Unaudited Pro Forma Financial Information has been properly compiled by the directors of the Company on the basis stated, that such basis is consistent with the accounting policies of the Group and that the adjustments are appropriate for the purposes of the Unaudited Pro Forma Financial Information as disclosed pursuant to rule 4.29(1) of the Listing Rules.

The Unaudited Pro Forma Financial Information is for illustrative purposes only, based on the judgements and assumptions of the directors of the Company, and, because of its hypothetical nature, does not provide any assurance or indication that any event will take place in the future and may not be indicative of the financial position of the Group as at 30 June 2009 or any future date.

Opinion

In our opinion:

  • a) the Unaudited Pro Forma Financial Information has been properly compiled by the directors of the Company on the basis stated;

  • b) such basis is consistent with the accounting policies of the Group; and

  • c) the adjustments are appropriate for the purposes of the Unaudited Pro Forma Financial Information as disclosed pursuant to rule 4.29(1) of the Listing Rules.

PricewaterhouseCoopers

Certified Public Accountants Hong Kong, 23 March 2010

– II-6 –

APPENDIX III

MANAGEMENT DISCUSSION AND ANALYSIS OF THE RESULTS OF THE FELIX GROUP FOR THE FINANCIAL YEARS ENDED 31 DECEMBER 2006, 31 DECEMBER 2007 AND 31 DECEMBER 2008 AND EACH OF THE NINE MONTHS ENDED 30 SEPTEMBER 2008 AND 30 SEPTEMBER 2009

The following discussion and analysis should be read in conjunction with the consolidated financial report of Felix and its subsidiaries for the financial years ended 31 December 2008, 2007 and 2006 and for the nine months ended 30 September 2008 and 2009.

Overview

Felix is an Australian coal exploration and production company with high-quality assets and projects throughout Australia. The Felix Group has three operating open-cut coal mines and an underground coal mine, and its current priority is the development of the Moolarben open-cut coal mine. The Felix Group is also part of consortiums formed to build and operate future coal terminals in Newcastle and Gladstone.

Felix is actively pursuing research and development initiatives aimed at finding ways to utilise coal in an efficient and less carbon-intensive manner. The Felix Group is commercialising a patented clean coal technology and is a contributor to the COAL21 Fund which is part of an industry-wide response to reducing greenhouse gas emissions.

With world-class coal assets and other high-potential exploration projects, Felix’s objective is to become a significant producer. The Felix Group’s growth strategy is achieved through the development and diversification of coal products, geographic locations and port distribution channels.

During the periods reported on in this discussion, Felix has seen a marked improvement in all areas of the Felix Group, and these improvements should continue with the commencement of Moolarben production which will form the basis for future growth. All mines, Ashton open-cut and longwall underground operations, Yarrabee and Minerva open-cuts, have achieved excellent operating results along with continued maintenance of high safety standards. The Board expect these results to continue into future years.

Revenues

Sales of coal for 2006, 2007, 2008 and the nine months ended 30 September 2008 and 2009 were AUD250.8 million, AUD271.0 million, AUD670.9 million, AUD459.4 million and AUD496.4 million respectively. The coal sales tonnes attributable to the Felix Group for 2006, 2007, 2008 and the nine months ended 30 September 2008 and 2009 were 3.6 million tonnes, 4.1 million tonnes, 4.6 million tonnes, 3.3 million tonnes and 3.7 million tonnes respectively.

The increases in coal sales over the periods under review resulted from significant coal-fired power generation increases in Asia and increased selling prices for both thermal and metallurgical coal. In addition to this, the Minerva mine was commissioned in March 2006 and the Ashton underground was commissioned in March 2007.

– III-1 –

APPENDIX III

MANAGEMENT DISCUSSION AND ANALYSIS OF THE RESULTS OF THE FELIX GROUP FOR THE FINANCIAL YEARS ENDED 31 DECEMBER 2006, 31 DECEMBER 2007 AND 31 DECEMBER 2008 AND EACH OF THE NINE MONTHS ENDED 30 SEPTEMBER 2008 AND 30 SEPTEMBER 2009

Restricted infrastructure capacity in terms of port and rail capacity over the years above caps export capacity which restricts supply tonnage. However, while this supply restriction is in place, it is also a factor in supporting a floor under export coal prices. While selling prices have decreased in 2009 from the record levels experienced in 2008, they remain at high levels by historical standards. The Board expect prices in the future to remain at levels above the long-term average to date. These price levels are being supported by continued Asian demand.

Interest income

The Felix Group’s cash balances have given rise to interest revenue of AUD1.7 million, AUD2 million, AUD16.1 million, AUD11.0 million and AUD8.7 million for 2006, 2007, 2008 and the nine months ended 30 September 2008 and 2009 respectively. The increases reflect the increases in cash balances as well as increases in interest rates. Although the Felix Group still has substantial cash balances, the reduction between the nine months ended 30 September 2009 and the prior comparable period resulted from the decrease in interest rates on offer from banks as a consequence of the severe downturn of credit markets in late 2008.

Other income

Other income for 2006, 2007, 2008 and the nine months ended 30 September 2008 and 2009 includes AUD28.4 million, AUD67.9 million, AUD73.8 million and AUD73.8 million and zero respectively for sell-downs of the Felix Group’s interests in the Minerva and Moolarben joint ventures. For 2006, 2007 and 2008 and the nine months ended 30 September 2008 and 2009 other income also includes AUD0.1 million, AUD8.5 million, AUD12.9 million, AUD2.8 million and zero respectively for net foreign exchange gains made mainly on trade receivables denominated in US dollars.

Expenses

Expenses for 2006, 2007, 2008 and the nine months ended 30 September 2008 and 2009 were AUD227.7 million, AUD266.3 million, AUD364.4 million, AUD254.3 and AUD316.8 million respectively. The increase of expenses was mainly due to the growth of the business and the general increase in costs associated with the mining boom in Australia. All mines continue to achieve excellent results however port constraints at Gladstone and particularly Newcastle means demurrage remains a cost factor. The Felix Group continues to seek opportunities to improve operating efficiencies and thereby ensure costs are kept at minimum levels.

– III-2 –

APPENDIX III

MANAGEMENT DISCUSSION AND ANALYSIS OF THE RESULTS OF THE FELIX GROUP FOR THE FINANCIAL YEARS ENDED 31 DECEMBER 2006, 31 DECEMBER 2007 AND 31 DECEMBER 2008 AND EACH OF THE NINE MONTHS ENDED 30 SEPTEMBER 2008 AND 30 SEPTEMBER 2009

Interest expense

The Felix Group’s borrowings have given rise to interest expense of AUD4.3 million, AUD7.0 million, AUD6.9 million, AUD6.2 million and AUD2.5 million for 2006, 2007, 2008 and the nine months ended 30 September 2008 and 2009 respectively. The interest expense mainly relates to the Syndicated Funding Agreement (“SFA”) borrowings used to fund the construction of the Ashton underground and the Multi Option Facility Agreement (“MOFA”) borrowings used to fund capital expenditure at the Minerva mine. The increases in interest expense reflect the increased interest rates up to late 2008, which were partially offset by the capitalisation of interest at the Ashton underground until its commissioning in March 2007. Loan repayments and lower interest rates have reduced the interest expense in late 2008 and the nine months ended 30 September 2009.

Profit

The profit before income tax for 2006, 2007, 2008 and the nine months ended 30 September 2008 and 2009 was AUD54.3 million, AUD80.2 million, AUD410.0 million, AUD290.8 million and AUD195.1 million respectively. As a result of the foregoing factors, the profit before tax increased during the 2006, 2007 and 2008 years, and decreased during the nine months ended 30 September 2009 due to the absence of other income from joint venture sell-downs.

The profit after income tax for 2006, 2007, 2008 and the nine months ended 30 September 2008 and 2009 was AUD43.6 million, AUD59.0 million, AUD293.7 million, AUD207.1 million and AUD140.1 million respectively. The changes are due to the factors outlined above.

The profit attributable to equity holders of Felix for 2006, 2007, 2008 and the nine months ended 30 September 2008 and 2009 was AUD43.5 million, AUD58.9 million, AUD293.5 million, AUD207.1 million and AUD140.0 million respectively. The changes are due to the factors outlined above.

Segment information

The Felix Group undertakes coal mining in Central Queensland and the Hunter Valley region of New South Wales. The four reportable segments are the Ashton, Minerva, and Yarrabee mines, and the Moolarben development.

– III-3 –

APPENDIX III

MANAGEMENT DISCUSSION AND ANALYSIS OF THE RESULTS OF THE FELIX GROUP FOR THE FINANCIAL YEARS ENDED 31 DECEMBER 2006, 31 DECEMBER 2007 AND 31 DECEMBER 2008 AND EACH OF THE NINE MONTHS ENDED 30 SEPTEMBER 2008 AND 30 SEPTEMBER 2009

Yarrabee mine (100% owned)

12 months 12 months 12 months 9 months 9 months
2006 2007 2008 2008 2009
’000 tonnes ’000 tonnes ’000 tonnes ’000 tonnes ’000 tonnes
Coal sold 1,729.6 1,491.5 1,538.9 1,160.8 1,235.1
Coal stocks at year-end 343.4 464.2 401.9 431.2 564.7

Yarrabee mine is located near Blackwater in Queensland and is an open-cut coal mine producing low-volatile, high-energy pulverised coal injection (“pci”) and thermal coal for export.

During 2006 and 2007, rail and port capacity restraints constricted Yarrabee’s supply potential. Commissioning of the Reg Tanna Coal Terminal expansion in late 2007 improved train unloading capability in 2008. The market for pci coal slowed considerably in late 2008 only to pick up by May 2009 to the point where in excess of 90% of Yarrabee production is now sold as pci coal. Three new contracts totaling for approximately 800,000 tonnes have been signed on 12 June 2009, 20 July 2009 and 25 August 2009 more than offsetting the loss of the Hismelt contract in Western Australia in late 2008 due to the suspension of that operation.

Exploration drilling carried out during the period identified significant coal intersections south and east of the present mine. With further drilling these resources can be brought into Joint Ore Reserves Committee (“JORC”) category. Mine planning is now underway to lift production. There are further areas surrounding Yarrabee that require exploring and applications for additional exploration licences have been lodged. A dense media/froth flotation coal preparation plant was constructed during 2008 and 2009 and commissioned in 2009. This plant is operating at design capacity with yields in the 80% to 85% range. A new overburden excavator was purchased during the nine months ended 30 September 2009. Detailed planning has commenced and a decision to expand should be made in the first quarter of calendar 2010 depending on markets for this pci coal. It is possible that the additional overburden removal will be done using a contract fleet in lieu of Yarrabee purchasing further equipment.

Obtaining a further 500,000 tonne contract should give the Board the necessary confidence to approve the expansion phase. Expansion of the coal preparation plant will not be necessary.

Port capacity is available for washed coal through Barney Point until the new Wiggins Island Coal Terminal is complete. Most Chinese and Indian customers can supply the smaller Panamax vessels which can be accommodated at Barney Point.

– III-4 –

APPENDIX III

MANAGEMENT DISCUSSION AND ANALYSIS OF THE RESULTS OF THE FELIX GROUP FOR THE FINANCIAL YEARS ENDED 31 DECEMBER 2006, 31 DECEMBER 2007 AND 31 DECEMBER 2008 AND EACH OF THE NINE MONTHS ENDED 30 SEPTEMBER 2008 AND 30 SEPTEMBER 2009

Minerva mine (51% owned)

12 months 12 months 12 months 9 months 9 months
2006 2007 2008 2008 2009
’000 tonnes ’000 tonnes ’000 tonnes ’000 tonnes ’000 tonnes
Coal sold 1,630.7 2,162.5 2,696.6 1,992.7 1,762.1
Coal stocks at year-end 199.3 396.1 384.9 540.2 612.6

Minerva mine is located near Emerald in Queensland and is an open-cut coal mine producing thermal coal for export. Minerva coal does not require washing and is crushed and sold as raw product.

Minerva mine was fully commissioned and reached its planned overburden removal capacity of 18 million bank cubic metres per annum in March 2006. Coal production and sales were constrained during 2007 by a fault encountered what was interpreted as a “dome” or roll in the seams. Mining through the fault was substantially completed by mid 2007 and from then onwards the minimum planned sales of 2.6 mtpa have been achieved and are expected for future years.

Rail freight and access charges for most coal mines is an important cost input and this is particularly so for Minerva, due to the distance from the Port of Gladstone. Felix is working closely with its rail provider, Queensland Rail, to increase haulage from Minerva in order to reduce stockpile while port capacity is available.

Exploration in several areas surrounding Minerva is continuing with a number of coal-bearing areas identified, including a large underground resource at Athena to the north. Shallower coal seams to the south require further drilling to determine if this area can be economically developed as an additional open-cut mine.

Ashton mine (60% owned)

12 months 12 months 12 months 9 months 9 months
2006 2007 2008 2008 2009
’000 tonnes ’000 tonnes ’000 tonnes ’000 tonnes ’000 tonnes
Coal sold 1,516.4 1,955.2 3,328.4 2,561.6 2,691.6
Coal stocks at year-end 200.4 280.6 564.0 262.1 294.6

Ashton mine is located near Singleton in New South Wales and is both an open-cut coal mine producing high quality semi-soft coking coal for export and an underground coal mine producing high quality semi-soft coking and thermal coal for export.

– III-5 –

APPENDIX III

MANAGEMENT DISCUSSION AND ANALYSIS OF THE RESULTS OF THE FELIX GROUP FOR THE FINANCIAL YEARS ENDED 31 DECEMBER 2006, 31 DECEMBER 2007 AND 31 DECEMBER 2008 AND EACH OF THE NINE MONTHS ENDED 30 SEPTEMBER 2008 AND 30 SEPTEMBER 2009

The Ashton open-cut mine has been operating since 2004. The Ashton underground mine long-wall was commissioned in March 2007 together with the addition of a second coal preparation module. Production of the open-cut mine was lower than planned in 2006 due to mining conditions. Production of the open-cut was constrained during 2007 with the severe weather in the Hunter Valley affecting both production and sales. The open-cut performed to plan during 2008, however, the underground encountered a dyke (intrusion) which slowed production for the first three months of 2008. Both the open-cut and underground mines and the coal preparation plant operated to plan during 2009. The expected annual sales when at full production for the open-cut mine is 1.2 mtpa and for the underground mine is 1.9 mtpa.

The market for coking coal reduced during the first three months of 2009 but by May 2009 sales of this prime semi-soft coking coal had resumed to normal with all coal being sold to customers in Japan, Korea, Taiwan, China and India. Two new term contracts have been signed on 20 August 2009 and 18 September 2009 with Chinese steel mills with trial cargoes sent to three other Chinese steel mills and an Indian steel mill. This is the first time Ashton coking coal has been sold to either China or India.

Ashton coal is exported through the Port Waratah Coal Services (PWCS) coal terminal in Newcastle where demurrage remains stubbornly high. Significant time and effort has been expended by Felix management, along with management from the other 13 companies exporting through PWCS, to find a long-term solution to expand the port and transport systems in the Hunter Valley.

Further exploration has been carried out in the south east open-cut and the western open-cut on the Ashton property, west of the underground. Environmental studies were carried out on the south east open-cut area and development consent was applied for in 2009 over most of this area.

Moolarben development (80% owned)

The Moolarben development is located near Mudgee in New South Wales and is a large open-cut and underground thermal coal resource, with initial production scheduled to commence in 2010. Construction work is proceeding to schedule with the rail loop already completed and the coal preparation plant and the coal handling plant expected to be completed by April 2010. Deliveries of mining equipment have taken place with assembly and commissioning proceeding ready for commencement of overburden removal in the last quarter of calendar 2009.

Open-cut mining in stage 1 commenced in the last quarter of calendar 2009 with the first coal to be loaded on trains at Moolarben in April 2010. This will coincide with completion of stage 1 of the new Newcastle Coal Infrastructure Group coal terminal at

– III-6 –

APPENDIX III

MANAGEMENT DISCUSSION AND ANALYSIS OF THE RESULTS OF THE FELIX GROUP FOR THE FINANCIAL YEARS ENDED 31 DECEMBER 2006, 31 DECEMBER 2007 AND 31 DECEMBER 2008 AND EACH OF THE NINE MONTHS ENDED 30 SEPTEMBER 2008 AND 30 SEPTEMBER 2009

Newcastle. Marketing activity allowing some tonnage for spot markets is increasing on several fronts. Most of this coal is expected to be sold into North Asian, Chinese, Indian and domestic power station markets, with several contracts already in place.

Approval for stage 2 has also been sought. Stage 2 comprises an additional underground longwall mine plus open-cut 4. Development consent and mining leases for stage 2 are expected to be received in 2010. This will allow Moolarben production to be increased in 2013 to 13.0 mtpa of product coal for export and domestic markets. At this level approximately 8.8 mtpa will come from open-cut mining and 4.0 to 4.2 mtpa from underground mining.

Liquidity and capital resources

The Felix Group operates in an industry which requires significant capital expenditure at the development stage of a mine. The Felix Group funds its capital expenditure and working capital requirements principally from bank borrowings, proceeds from shares issued and cash generated from operating activities.

The MOFA borrowings of AUD20.0 million were drawn down in 2006 and were used to fund capital expenditure at the Minerva mine. This loan was repayable in quarterly instalments of AUD0.875 million over the term of the loan and was due to mature on 30 June 2010. The loan was fully repaid by October 2009. A MOFA revolving working capital facility for AUD27.4 million dollars that was not required was cancelled during the nine months to 30 September 2009. The MOFA also includes a AUD27.0 million dollar indemnity/guarantee facility.

The development of the Ashton underground mine, which was commissioned in March 2007, was funded mainly by the AUD60 million SFA loan which was drawn down in 2006. The loan was repayable each quarter in varying amounts, commencing 31 December 2007 and was due to mature on 31 December 2011. The loan was fully repaid by the end of 30 September 2009.

The Yarrabee wash plant’s construction started during 2008 and was completed during the nine months ended 30 September 2009 and this was funded partly from a finance lease entered in to during 2009 of AUD17.9 million and partly by operating profits made during 2008 and 2009 totalling AUD16.3 million.

The ongoing development of the Moolarben mine is being funded by a new syndicated financing facility entered into in October 2009. This consists of a finance lease facility of AUD133.3 million for mining equipment and a AUD150.0 million term debt facility, both repayable over five years. In addition to this, sale proceeds of AUD177.9 million were received from the sell-down of the Felix Group’s interest in Moolarben that were partly used to fund the Moolarben development. There is also a new AUD50 million dollar working capital facility to accommodate the Felix Group’s working capital requirements.

– III-7 –

APPENDIX III

MANAGEMENT DISCUSSION AND ANALYSIS OF THE RESULTS OF THE FELIX GROUP FOR THE FINANCIAL YEARS ENDED 31 DECEMBER 2006, 31 DECEMBER 2007 AND 31 DECEMBER 2008 AND EACH OF THE NINE MONTHS ENDED 30 SEPTEMBER 2008 AND 30 SEPTEMBER 2009

Cash flow

(i) Operating activities

The operating profits and therefore cash flows from operating activities exclude the gains made on the sell-down of interests in joint ventures, which are included in the cash flows from investing activities. The operating profit excluding the sell-down-gains for 2006, 2007, 2008 and the nine months ended 30 September 2008 and 2009 was AUD25.9 million, AUD12.3 million, AUD336.3 million, AUD217.1 million and AUD195.1 million respectively.

The cash inflow from operating activities for 2006, 2007, 2008 and the nine months ended 30 September 2008 and 2009 was AUD26.8 million, AUD18.7 million, AUD343.0 million, AUD183.2 million and AUD188.9 million respectively.

The decreased cash inflow from operating activities in 2007 compared to 2006 was due to the lower operating profit and higher working capital requirements.

The increased cash inflow from operating activities in 2008 compared to 2007 was due to the higher operating profit for the period and the higher increase in trade and other payables, which was partially offset by the higher increase in trade and other receivables and the larger tax payment made in 2008.

The increased cash inflow in the nine months ended 30 September 2009 compared to the same period in 2008 was, despite the lower operating profit, due to the decrease in trade and other receivables, which was partially offset by the decreased increase in trade and other payables and the larger tax payment made in 2009.

(ii) Investing activities

For 2006, 2007, 2008 and the nine months ended 30 September 2008 and 2009 the net cash flow from investing activities was AUD80.8 million outflow, AUD27.8 million outflow, AUD112.4 million inflow, AUD141.5m inflow and AUD199.9 million outflow respectively.

The decreased cash outflow from investing activities in 2007 compared to 2006 was mainly due to the reduction in capital expenditure on the Ashton underground development completed in the first three months of 2007.

The increased cash inflow from investing activities in 2008 compared to 2007 was mainly due to the increased sales proceeds from the sell-down of interests in the Moolarben Joint Venture, which increased from AUD20 million to AUD157.9 million. This was partially offset by the fall in the proceeds from the sell-down of interests in the Minerva and Athena joint ventures which decreased from AUD31.8m to AUD9.7 million.

– III-8 –

APPENDIX III

MANAGEMENT DISCUSSION AND ANALYSIS OF THE RESULTS OF THE FELIX GROUP FOR THE FINANCIAL YEARS ENDED 31 DECEMBER 2006, 31 DECEMBER 2007 AND 31 DECEMBER 2008 AND EACH OF THE NINE MONTHS ENDED 30 SEPTEMBER 2008 AND 30 SEPTEMBER 2009

The increased cash outflow from investing activities for the nine months ended 30 September 2009 compared to the same period in 2008 was due to the absence of the sales proceeds from the sell-down of interests in the Moolarben Joint Venture, the transfer of AUD100 million to restricted cash used to secure the Moolarben finance leases, and increased capital expenditure on the Moolarben development. Partially offsetting this was sale proceeds of AUD17.9 million from the sale and leaseback of the Yarrabee wash plant.

(iii) Financing activities

For 2006, 2007, 2008 and the nine months ended 30 September 2008 and 2009, the net cash flow from financing activities was AUD65.8 million inflow, AUD16.7 million outflow, AUD182.7 million outflow, AUD79.7 million outflow and AUD52.8 million outflow respectively.

The increased cash outflow from financing activities in 2007 compared to 2006 was mainly due to the reduction in the proceeds from borrowings and the increase in dividends paid. This was partially offset by the increase in the proceeds from the issue of shares.

The increased cash outflow from financing activities in 2008 compared to 2007 was mainly due to the repayment of borrowings and the increase in dividends paid. The increased cash inflow from operating activities and the increased cash inflow from investing activities during 2008 enabled the early repayment of the SFA loan and higher dividends to be paid to shareholders.

The decreased cash outflow from financing activities for the nine months ended 30 September 2009 compared to the same period in 2008 was mainly due to the reduction in the repayment of borrowings, this was partially offset by the increase in dividends paid.

(iv) Cash and cash equivalents

As at 31 December 2006, 31 December 2007, 31 December 2008, 30 September 2008 and 30 September 2009, the Felix Group held cash and cash equivalents of AUD36.5 million, AUD10.7 million, AUD283.4 million, AUD255.8 million and AUD219.5 million. The large increase between 31 December 2007 and 31 December 2008 was due to the factors noted above.

Indebtedness

As at 31 December 2006, 31 December 2007, 31 December 2008, 30 September 2008 and 30 September 2009, the Felix Group had interest bearing liabilities of AUD113.6 million, AUD106.6 million, AUD37.2 million, AUD32.8 million and AUD50.8 million respectively. All of this debt is denominated in Australian dollars. The debt comprised

– III-9 –

APPENDIX III

MANAGEMENT DISCUSSION AND ANALYSIS OF THE RESULTS OF THE FELIX GROUP FOR THE FINANCIAL YEARS ENDED 31 DECEMBER 2006, 31 DECEMBER 2007 AND 31 DECEMBER 2008 AND EACH OF THE NINE MONTHS ENDED 30 SEPTEMBER 2008 AND 30 SEPTEMBER 2009

finance leases of AUD27.9 million, AUD26.7 million, AUD26.9 million, AUD21.5 million and AUD41.7 million respectively, and AUD77.5 million, AUD79.9 million, AUD10.4 million, AUD11.3 million, and AUD7.8 million respectively in bank loans.

At 31 December 2006 and 30 September 2009 there was also AUD8.2 million and AUD1.3 million in other loans respectively.

The bank loan outstanding as at 30 September 2009 of AUD7.8 million was repaid in October 2009 and the majority of finance leases outstanding at 30 September 2009 are expected to be repaid within the next five years.

As discussed above, subsequent to 30 September 2009, the Felix Group has arranged a new syndicated financing facility for debt totalling AUD283.3 million to further fund the Moolarben development and a new AUD50.0 million dollar working capital facility to accommodate the Felix Group’s working capital requirements. There is also new AUD50 million facility which includes guarantees, letters of credit and performance bonds. This replaces the MOFA guarantee/indemnity facility of AUD27.0 million.

Gearing ratio

**31 ** December **31 ** December **31 ** December **30 ** September **30 ** September
2006 2007 2008 2008 2009
Gearing ratio % 22% 19% 5% 6% 7%

The gearing ratio is calculated as the ratio of interest bearing liabilities to equity plus interest bearing liabilities.

The decrease in the gearing ratio between 2006 and 2008 was due to the repayment of borrowings and the increase in profitability. The slight increase since 30 September 2008 was due to additional debt in the form of finance leases.

Fluctuations in exchange rates and hedging

The Felix Group operates entirely in Australia and its costs are primarily denominated in its functional currency, the Australian dollar. Export coal sales are denominated in US dollars. A strengthening of the Australian dollar against the US dollar has an adverse impact on earnings and cash flow. Some plant and equipment purchases are denominated in currencies other than the Australian dollar. A weakening of the Australian dollar against those other currencies has an adverse impact on earnings and cash flow.

– III-10 –

APPENDIX III

MANAGEMENT DISCUSSION AND ANALYSIS OF THE RESULTS OF THE FELIX GROUP FOR THE FINANCIAL YEARS ENDED 31 DECEMBER 2006, 31 DECEMBER 2007 AND 31 DECEMBER 2008 AND EACH OF THE NINE MONTHS ENDED 30 SEPTEMBER 2008 AND 30 SEPTEMBER 2009

Foreign exchange risk that arises from firm commitments or highly probable transactions is managed principally through the use of forward foreign currency derivatives. The Felix Group hedges a proportion of these transactions (such as contracted US dollar sales and asset purchases settled in foreign currencies) in each currency in accordance with the Board’s risk management policy.

As at 31 December 2006, the Felix Group had no outstanding forward foreign currency derivatives in place.

As at 31 December 2007, the Felix Group had forward foreign currency derivatives in place to hedge USD155.1 million of contracted expected sales.

As at 31 December 2008, the Felix Group had forward foreign currency derivatives in place to hedge USD147.6 million of contracted expected sales.

As at 30 September 2009, the Felix Group had forward foreign currency derivatives in place to hedge the Moolarben mobile equipment purchases denominated in the foreign currencies USD, Euro and Yen.

As at 30 September 2009 the Felix Group had forward foreign currency derivatives in place to hedge USD45.0 million of contracted sales expected in the period up to June 2010.

Significant investments

The Felix Group does not hold any significant investments.

Material acquisitions and disposal of subsidiaries and associated companies

There were no material acquisitions or disposals of subsidiaries or associated companies in the periods under discussion.

The sell-down of interests in the unincorporated Moolarben, Minerva and Athena joint ventures is discussed above.

Employees and remuneration

As at 31 December 2006, 31 December 2007, 31 December 2008 and 30 September 2009, the Felix Group employed a total of 445,509,636 and 732 people respectively. Total remuneration including employee benefits expense, bonuses, superannuation contributions and share-based payment expense for 2006, 2007, 2008 and the nine months ended 30 September 2009 was AUD37.3 million, AUD46.3 million, AUD48.5 million and AUD53.6 million respectively. The increased expenses in the periods under discussion reflect the

– III-11 –

APPENDIX III

MANAGEMENT DISCUSSION AND ANALYSIS OF THE RESULTS OF THE FELIX GROUP FOR THE FINANCIAL YEARS ENDED 31 DECEMBER 2006, 31 DECEMBER 2007 AND 31 DECEMBER 2008 AND EACH OF THE NINE MONTHS ENDED 30 SEPTEMBER 2008 AND 30 SEPTEMBER 2009

expanded operating activities across the Felix Group and the higher costs associated with the mining boom in Australia. There were no remaining share-based payment arrangements as at 30 September 2009.

Recruiting and retaining the best people who are dedicated and professional is vital for the achievement of the Felix Group’s strategy and its long term sustainability, therefore it recognises the importance of having a remuneration structure and levels aligned with the needs of the business. These are based on industry benchmarks and the Felix Group’s circumstances.

Charges on the assets of the Felix Group

As at 31 December 2006, all assets of Felix and certain controlled entities were secured by first registered company charges (mortgage debentures), first registered mortgages, fixed and floating charges, deeds of cross charges, bank guarantees and scrip liens exist over all the assets of certain entities in the consolidated entity. These securities impose various restrictions on asset disposal and creation of other security interests.

As at 31 December 2007, all assets of Felix and certain controlled entities were secured by first registered company charges (mortgage debentures), first registered mortgages, fixed and floating charges, deeds of cross charges, bank guarantees and scrip liens exist over all the assets of certain entities in the consolidated entity. These securities impose various restrictions on asset disposal and creation of other security interests. As at 31 December 2008, all assets of Felix and certain controlled entities were secured by fixed and floating charges, mining mortgages and share mortgages. These securities impose various restrictions on asset disposal and creation of other security interests.

As at 30 September 2009, all assets of Felix and certain controlled entities were secured by fixed and floating charges, mining mortgages and share mortgages. These securities impose various restrictions on asset disposal and creation of other security interests. Certain finance leases were secured by cash deposit and this security was released when syndication of the lease facility took place subsequent to 30 September 2009 as discussed above.

Future capital expenditure

As at 31 December 2006, the Felix Group planned for a further AUD10.4 million in capital expenditure. This included AUD10.2 million for the development of the Ashton underground and the upgrade of Ashton’s second coal preparation module.

As at 31 December 2007, the Felix Group planned for a further AUD1.9 million in capital expenditure. This included AUD1.8 million for plant and equipment at Ashton.

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APPENDIX III

MANAGEMENT DISCUSSION AND ANALYSIS OF THE RESULTS OF THE FELIX GROUP FOR THE FINANCIAL YEARS ENDED 31 DECEMBER 2006, 31 DECEMBER 2007 AND 31 DECEMBER 2008 AND EACH OF THE NINE MONTHS ENDED 30 SEPTEMBER 2008 AND 30 SEPTEMBER 2009

As at 31 December 2008, the Felix Group planned for a further AUD358.9 million in capital expenditure. This included AUD342.0 million for the Moolarben development and AUD7.8 million for the Yarrabee wash plant.

The Felix Group plans for a further AUD276.1 million in capital expenditure as at 30 September 2009. This includes AUD273.1 million on the Moolarben development. This expenditure will be funded by the new syndicated funding facility entered into in October 2009 and funds generated internally from operations.

Contingent liabilities

Other than bank guarantees in place, the Felix Group had no contingent liabilities as at 31 December 2006, 31 December 2007, 31 December 2008 and 30 September 2009. The majority of bank guarantees in place at each date represent guarantees to State and Federal governments in respect of the cost of restoration on certain mining leases as required by statute. At 30 September 2009, these guarantees accounted for AUD13.6 million of the total AUD16.2 million.

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OTHER INFORMATION

APPENDIX IV

1. RESPONSIBILITY STATEMENT

This Supplemental Circular includes particulars given in compliance with the Hong Kong Listing Rules for the purpose of giving information with regard to the Company. The Directors collectively and individually accept full responsibility for the accuracy of the information contained in this Supplemental Circular and confirm, having made all reasonable enquiries, which to the best of their knowledge and belief there are no other facts the omission of which would make any statement herein misleading.

2. EXPERTS AND CONSENTS

  1. The following is the qualification of the expert who has given or agreed to the inclusion of its opinions and advice in this Supplemental Circular:

Name Qualification

PwC Certified Public Accountants

  1. The expert set out above has confirmed that it does not have any shareholding, directly or indirectly, in any member of the Enlarged Group or any right (whether legally enforceable or not) to subscribe for or to nominate persons to subscribe for securities in any member of the Enlarged Group.

  2. The expert set out above has given and has not withdrawn its written consent to the issue of this Supplemental Circular, with the inclusion of its reports and/or references to its name, as the case may be, in the form and context in which they are included.

  3. The expert set out above did not have any direct or indirect interest in any asset which had been acquired, or disposed of by, or leased to any member of the Enlarged Group, or was proposed to be acquired, or disposed of by, or leased to any member of the Enlarged Group since 31 December 2008 (being the date to which the latest published audited financial statements of the Group were made up).

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OTHER INFORMATION

APPENDIX IV

3. STATEMENT OF INDEBTEDNESS OF THE ENLARGED GROUP

Indebtedness

As at 31 January 2010, being the latest practicable date for the purpose of this indebtedness statement prior to the printing of this Supplemental Circular, the Enlarged Group had the following outstanding borrowings:

Short-term loans – unsecured
Bank loans – unsecured
Bank loans – secured
Finance lease obligations – secured
As at
31 January
2010
RMB’000
609,620
19,974,300
1,867,840
647,507
23,099,267

Unsecured bank loans of RMB19,798,300,000 were counter-guaranteed by Yankuang Group, the Controlling Shareholder, in favour of the Enlarged Group, and the remaining unsecured bank loans amounting to RMB176,000,000 were guaranteed by Yankuang Group.

Secured bank loans of RMB955,780,000 were secured by term deposits pledged to the bank by the Company and counter-guarantee by Yankuang Group in favour of the Enlarged Group, and the other secured bank loans amounting to RMB912,060,000 were secured by fixed and floating charge over all assets of the Felix Group.

Finance lease obligations were secured by related property, plant and equipment under finance lease arrangements entered into by the Felix Group.

Financial Guarantees

At the close of business on 31 January 2010, the Felix Group entered into bank guarantee agreements with certain commercial banks in Australia to provide performance and other guarantees in relation to the mining operations of its subsidiaries and joint ventures amounting to approximately RMB279,164,000.

Save as aforesaid or otherwise mentioned therein and apart from intra-group liabilities, none of the companies in the Enlarged Group had, at the close of the business on 31 January 2010, being the latest practicable date for the purpose of this indebtedness statement, any outstanding loan capital issued and outstanding or agreed to be issued, bank overdrafts, charges or debentures, mortgages, loans or other similar indebtedness or any finance lease commitments, hire purchase commitments, liabilities under acceptances, acceptance credits or guarantees or other material contingent liabilities.

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APPENDIX IV

The Directors have confirmed that there has not been any material change in the indebtedness of the Enlarged Group since 31 January 2010.

4. STATEMENT OF SUFFICIENCY OF WORKING CAPITAL OF THE ENLARGED GROUP

Taking into account the completion of the Transaction and the financial resources available to the Enlarged Group, including the internally generated funds and the available banking facilities, the Directors are of the opinion that the Enlarged Group has sufficient working capital for its present requirements, that is for at least the next 12 months from the date of this Supplemental Circular.

5. STATEMENT AS TO FINANCIAL AND TRADING PROSPECTS OF THE FELIX GROUP AND THE ENLARGED GROUP

Outlook for the coal market

As the macro-economy recovers, the demand for coal has been rising in 2010. The domestic and international supply and demand for coal will be in a balanced but slightly tense situation in general.

The domestic market supply and demand for coal is overall balanced while tight supply still exists in certain regions and within certain periods. The macro-economy resumes stability and reverts to a rising track and the government continues its aggressive financial policy and moderately easing monetary policy, all of which drive the rapid growth of major coal consumption industries whereas the domestic demand for coal is also growing on a stable note. Factors such as the production commencement of new coal mines and coal mines in Shanxi Province after consolidation will stimulate the supply of domestic coal resources. Resource tax and fee reform, environment protection and acceleration of corporate restructuring in certain provinces will provide strong support to coal price. The consolidation of coal resources and the accelerating establishment of large coal production conglomerates will further concentrate the coal industry and increase the market competitiveness of large coal groups.

With rising demand but limited supply in international coal market, the coal price will fluctuate at high level. The world economy has bottomed out and recovered gradually, together with a stable recovery in energy demand. Among the major coal exporting countries in the world, the coal production and export volume of Indonesia increased while Vietnam’s coal production and export volume decreased; as for Australia and South Africa, with constraints in port infrastructure, only limited increase in coal export volume was recorded. It is expected that the coal demand and supply in the Asia-pacific region will remain balanced in general. In view of the increasing import of coal in India, Japan, Korea and Taiwan and that China remains a net importer of coal, the demand for coal will have mild growth in Asia-pacific region. Affected by changes in the supply-demand relationship, the international coal price will remain volatile at high level and probably continue its rising trend.

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OTHER INFORMATION

APPENDIX IV

Outlook for the methanol market in China

In 2010, over-supply in the methanol market in China will continue, thus it is difficult to see a significant rebound in the methanol price. With the increasing production volume of the new and existing methanol production plants in China and the increasing import volume of quality methanol at low cost, the supply of methanol in China will further increase. Although the downstream products’ (such as dimethyl ether and acetic acid) demand for methanol increased, the market demand for methanol remained little changed. As the PRC government continues to accelerate the implementation of the adjustment and vitalization program for petrochemical industry, eliminate outdated methanol plants and promote fuel methanol and methanol companies taking measures to limit production, the methane market is expected to remain stable. The surging prices of raw materials such as coal and natural gas will support the methanol price.

Operating Strategies

In 2010, the Company will continue to encounter various types of pressures and challenges such as macro-economic volatility, resettlement of the villages located above coal fields, increase in costs, and difficulties in acquiring new coal resources. The resettlement of the villages located above coal fields exists generally in the economic cycles of coal mines in the eastern part of China, and the Chinese government has adopted a more stringent and prudent approval procedure for coal fields under riverbeds, the Company is not able to rule out any risk affecting its production as may be caused by the untimely resettlement of villages located above coal fields or the failure to obtain approvals for coal fields under riverbeds. The macro-economic trends, changes in supply and demand of coal, and transportation capacity of coal will cause volatility in coal price; while the resources tax, together with reforms on compensation of mine resources which may be implemented by the PRC government in the future, will increase the operating costs of the Enlarged Group. And, the intense competition in coal resource within China will make it more difficult to acquire new coal resource. Further, with the continued expansion of operation scale and business scope, factors that may influence the Enlarged Group’s investment decision-making will be more complicated.

The Company will continue to improve its profitability and shareholders’ return through implementation of strategies relating to organic development parallel with external expansion. In 2010, the Company will focus on the following operating strategies:

Proactively and steadily promote the development and establishment of external projects, and reap the benefit from new production as soon as possible . The Company will strictly implement decision-making procedures, enhance project investment management, eliminate and control investment risks. Also, the Company will stabilize the coal production of Felix, commence the production of the southeastern open-cut mine of Ashton coal mine and Moolarben open-cut coal mine, speed up the production commencement of the 0.6 million tonnes methanol project and coal resource development work of Ordos Neng Hua and commence the construction of Heze Neng

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OTHER INFORMATION

APPENDIX IV

Hua’s Wanfu Mine. The Company will expedite the process of the establishment of Yushuwan Coal Mine in Shaanxi Province, so as to commence commercial operation as soon as possible.

Enhance the capital operation and continue to look for new project acquisition opportunities . The Company will prepare for the listing of Yanzhou Coal in Australia and proactively and stably speed up the asset consolidation of Felix and Austar. Taking into full consideration of technical and economic conditions, as well as operational risks, the Company will grasp the opportunity in coal resources integration, proactively look for new investment opportunities in coal and related industries in China and abroad, so as to enlarge the Company’s coal asset scale and enhance the sustainable development capacity of the Company. With the advantage of ample fund supply, the Company will increase the efficiency of utilization of its funds; raise fund through debt financing, equity financing and by introducing strategic investors; engage in project investment, project development and establishment; and explore new ways in capital operation and financial management to create more revenue for the Company and the Shareholders.

Improving operation management, effective cost control and maximizing effectiveness of the Company . Firstly, the Company will steadfastly insist on fundamental safety management, and establish a long term and effective safe production mechanism. Secondly, the Company will optimize its own coal mine production system to ensure a smooth succession between mines and maintain its stable production and high efficiency; as well as enhance our management on the Heze Neng Hua’s Zhaolou Coal Mine and Yulin Neng Hua’s 0.6 million tonnes methanol project to maximize their return. Thirdly, the Company will further promote the establishment of “Three Nil Project”; i.e. a systematic strategy and measure adopted by the Company to improve the quality of its coal product in order to achieve “nil impurity, nil defect, and nil compliant”, continue to improve product quality and market competitiveness. Following the trend of market demand, the Company will implement flexible sales strategies, optimize product structure, customer structure, market positioning and transportation means to ensure the overall stability of coal sales and maximize return. Fourthly, the Company will enhance its financial controls by fully introducing ERP system to all subsidiaries located in China and overseas; enhance fund budget management and controls over cash flow so as to establish a global cash management system; based on cost control, the Company will reduce cost and energy consumption, fully demonstrate its potential, enhance effectiveness, so as to ensure effective cost control.

Enhance internal control and regulate operations . The Company will continue to improve its internal control of work flow and system and establish a long term mechanism for risk prevention in order to strengthen its risk prevention capabilities; and further rationalize the management system of overseas subsidiaries to secure a smooth transition and stable operation of Felix to achieve a satisfactory performance. The Company will optimize the management structures and internal control system of the subsidiaries in China and regulate their management for the purpose of raising their operation capabilities and profitability. The Company will improve its benchmarking

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OTHER INFORMATION

APPENDIX IV

and proactively make improvement by identifying the gap between the Company and its competitors so as to increase competitiveness. Furthermore, the Company will continue to improve corporate governance, and strive for a further regulated operation.

Proactively perform corporate social responsibilities . The Company will carry on the basic principles of safety, efficiency, cleanliness, and mutual benefit, so as to achieve safe, clean and healthy developments of the Company, promote the harmonious development of regional economy, and return the support and affection from the Shareholders and the society with good economic operations, and a friendly ecological environment.

6. DIRECTORS’ INTERESTS IN THE ENLARGED GROUP’S ASSETS OR CONTRACTS

As at the Latest Practicable Date, none of the Directors or supervisors of the Company had any interest in any assets which have been, since 31 December 2008 (being the date to which the latest published audited financial statements of the Group were made up), acquired or disposed of by or leased to any member of the Enlarged Group, or were proposed to be acquired or disposed of by or leased to any member of the Enlarged Group.

As at the Latest Practicable Date, none of the Directors or supervisors of the Company is materially interested in any contract or arrangement subsisting at the Latest Practicable Date which is significant in relation to the business of the Enlarged Group.

7. MATERIAL ADVERSE CHANGE

The Directors are not aware of any material adverse change in the financial or trading position of the Enlarged Group since 31 December 2008 (being the date to which the latest published audited financial statements of the Group were made up).

8. LITIGATION

As far as the Directors are aware, none of the members of the Enlarged Group was at present engaged in any litigation or arbitration of material importance and there was no litigation or claim of material importance known to the Directors to be pending or threatened by or against any member of the Enlarged Group as at the Latest Practicable Date.

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APPENDIX IV

9. MATERIAL CONTRACTS

As at the Latest Practicable Date, the following contracts (not being contracts entered into in the ordinary course of business) have been entered into by members of the Enlarged Group within the two years preceding the date of this Supplemental Circular which are or may be material:

  1. the Scheme Implementation Agreement;

  2. financing agreement dated 16 October 2009 entered into among Yancoal Australia, Bank of China, Sydney branch, China Development Bank, Hong Kong branch and China Construction Bank, Hong Kong branch, pursuant to which the banks named therein agreed to provide a bank loan in the amount of USD2.9 billion to finance the Transaction;

  3. financing agreement dated 9 December 2009 entered into between Yancoal Australia and Bank of China, Sydney branch, pursuant to which, Bank of China, Sydney branch agreed to provide a bank loan in the amount of USD140 million to supplement the financing of the Transaction;

  4. acquisition agreement dated 24 July 2009 entered into between the Company and Shandong Chuangye Investment and Development Limited in relation to the acquisition of 14.21% equity interest in Shandong Hua Ju Energy Limited (“Hua Ju Energy”) for a consideration of RMB116.30 million;

  5. acquisition agreement dated 24 July 2009 entered into between the Company and Jining Shengdi Investment Management Company Limited in relation to the acquisition of 6.9% equity interest in Hua Ju Energy for a consideration of RMB56.4216 million;

  6. acquisition agreement dated 24 July 2009 entered into between the Company and Ms. Wu Zenghua in relation to the acquisition of 0.03% equity interest in Hua Ju Energy for a consideration of RMB0.2835 million;

  7. acquisition agreement dated 24 October 2008 entered into between the Company and Yankuang Group in relation to the acquisition of 74% equity interest in Hua Ju Energy for a consideration of RMB593.24 million;

  8. shareholders’ loan agreement dated 10 November 2009 entered into among Felix, AMCIC Sabeltand Holdings B.V., Gaffwick Pty Ltd and Ilwella Pty Ltd, pursuant to which the lenders named therein agreed to provide loans to Felix in the amount of AUD98,212,519; and

  9. Moolarben coal project planning agreement dated 23 April 2008 entered into among Felix, Moolarben Coal Mines Pty Ltd (“Moolarben”) and Mid Western Regional Council, pursuant to which Moolarben agreed to make certain monetary contributions to Mid Western Regional Council for development of the Moolarben Coal Project.

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OTHER INFORMATION

APPENDIX IV

10. DOCUMENTS FOR INSPECTION

Copies of the following documents will be available for inspection at the Company’s principal place of business in Hong Kong at Rooms 2008-12, 20/F, The Center, 99 Queen’s Road Central, Hong Kong during normal business hours on any weekday (except public holidays) for a period of 14 days from the date of this Supplemental Circular:

  1. the articles of association of the Company;

  2. the Circular;

  3. the accountant’s report of Felix prepared by PwC as set out in Appendix I to this Supplemental Circular;

  4. the report from PwC on the unaudited pro forma financial information of the Enlarged Group as set out in Appendix II to this Supplemental Circular;

  5. the written consent of PwC referred to in this Appendix;

  6. each of the contracts set out under the paragraph headed “Material Contracts” in this Appendix;

  7. this Supplemental Circular; and

  8. annual reports of the Felix Group for each of the financial years ended 30 June 2007, 2008 and 2009.

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