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FOCUS MINERALS LTD Annual Report 2013

Sep 30, 2013

64932_rns_2013-09-30_005472f0-1554-49de-baae-761981636703.pdf

Annual Report

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FOCUS MINERALS LTD

(ABN 56 005 470 799)

Annual Financial Report

For the year ended 30 June 2013

CONTENTS

Page
Corporate Information 1
Directors’ Report 2 - 15
Auditor’s Independence Declaration 16
Statement of Profit or Loss and Other Comprehensive Income 17
Statement of Financial Position 18
Statement of Changes in Equity 19
Statement of Cashflows 20
Notes to Financial Statements 21 - 62
Directors’ Declaration 63
Independent Auditor’s Report 64 - 65

These financial statements are the consolidated financial statements of the consolidated entity consisting of Focus Minerals Ltd and its subsidiaries. The financial statements are presented in the Australian currency.

Focus Minerals Ltd is a company limited by shares, incorporated and domiciled in Australia. Its registered office and principal place of business is:

Focus Minerals Ltd Level 2, 159 Adelaide Terrace East Perth, Western Australia 6004

A description of the nature of the consolidated entity’s operations and its principal activities is included in the review of operations and activities contained in the directors’ report on pages 6 to 8 which are not part of these financial statements.

The financial statements were authorised for issue by the directors on 30 September 2013. The directors have the power to amend and reissue the financial statements.

Through the use of the internet, we have ensured that our corporate reporting is timely and complete. All press releases, financial reports and other information is available on our website: www.focusminerals.com.au

Focus Minerals Ltd – Financial Report 2013

CORPORATE INFORMATION

ABN 56 005 470 799

DIRECTORS

Donald Taig Jisheng Lu Phillip Lockyer Yuhuan Ge Gerry Fahey Bruce McComish Wanghong Yang Zaiqian Zhang

Executive Chairman / Acting CEO Non-Executive Director Non-Executive Director Non-Executive Director Non-Executive Director Non-Executive Director Executive Director Alternate Director for Mr Lu

COMPANY SECRETARY

Paul Fromson

REGISTERED AND HEAD OFFICE

Level 2 159 Adelaide Terrace East Perth WA 6004

PO Box 3233 East Perth WA 6892

Tel: +61 (0) 8 9215 7888 Fax: +61 (0) 8 9215 7889

SHARE REGISTRY

Computershare Investor Services Pty Ltd Level 2 / Reserve Bank Building 45 St George’s Terrace Perth WA 6000

AUDITOR

PricewaterhouseCoopers 125 St Georges Terrace Perth WA 6000

Tel: +61 1300 557 010 Fax: +61 (0) 8 9323 2033

Tel: +61 (0) 8 9238 3000 Fax: +61 (0) 8 9238 3999

BANKERS

Investec Bank (Australia) Limited 2 Chifley Square Sydney NSW 2000

SOLICITOR

King and Wood Mallesons Level 50 Bourke Street Melbourne VIC 3000

National Australia Bank 100 St George’s Terrace Perth WA 6000

STOCK EXCHANGE LISTING Australian Stock Exchange (ASX) ASX Symbol: FML

Page | 1

Focus Minerals Ltd – Financial Report 2013

DIRECTORS’ REPORT

The Directors present their report on the Group comprising of Focus Minerals Limited – the parent company (referred to as “the Company”) – and its subsidiaries (together referred to as ‘the Group’ or ‘Focus’) at the end of, or during the financial year ended 30 June 2013.

DIRECTORS

The directors of the Company at any time during or since the end of the financial year are: Donald Taig (Executive Chairman, Acting CEO) Jisheng Lu (Director, Non-Executive, appointed 5 Jul 2013) Phillip Lockyer (Director, Independent Non-Executive) Yuhuan Ge (Director, Non-Executive, appointed 5 Jul 2013) Gerry Fahey (Director, Independent Non-Executive) Bruce McComish (Director, Non-Executive) Wanghong Yang (Director, Executive, appointed 5 Jul 2013) Zaiqian Zhang (Alternate Director for Mr Lu, Executive, appointed 5 Jul 2013) Li Zhongyi (Director, Non-Executive, appointed 21 December 2012 and resigned 5 Jul 2013) Dahui Zhang (Director, Non-Executive, appointed 21 December 2012 and resigned 5 Jul 2013) Michael Guo (Director, Non-Executive, appointed 21 December 2012 and resigned 5 Jul 2013)

Details of directors’ qualifications, experience, special responsibilities and details of directorships of other listed companies can be found on pages 2 to 3 and in the remuneration report on pages 9 to 14.

INFORMATION ON DIRECTORS, OFFICERS AND SENIOR MANAGEMENT

Directors Designation &
Independence
Status
Experience, Expertise & Qualifications
Donald Taig
Appointed on
21 March
2003
Executive
Chairman,
Acting CEO
Qualifications: B.Com, FAICD, FCPA
Mr Taig is a Fellow of both the Australian Institute of Company Directors and the
Australian Society of Certified Practicing Accountants.
Mr Taig gained 11 years of experience within CRA Ltd.’s mining businesses and
was a director of Metals Exploration Ltd. Mr Taig also has significant senior
management experience particularly within the food industry where he was
Managing Director of Goodman Fielder’s Australian Baking Division; Chief
Executive Officer of Bunge Cereal Foods; Managing Director of Chiquita Brands
South Pacific and has been a director of a number of other public and private
companies in diverse industries.
Directorships of other ASX listed companies: Nil
Jisheng Lu
Appointed on
5 July 2013
Director, Non-
Executive
Mr Lu is the Manager of the Department of International Cooperation at
Shandong Gold Group.
Mr Lu has over 30 years’ experience in mining with a background is geology. He
worked at the Yinan Gold Mine from 1985 to 2001 where he became the Division
Director and Assistant to the General Manager. Between 2001 and 2009 he was
Deputy General Manager of Qingdao Co., Ltd and Changyi Mining Co., Ltd, both
Shandong Gold Group companies. Until December 2012 he was the Deputy
General Manager of Shandong Gold Nonferrous Metal Mining Co., Ltd and
General Manager of Jinhongling Mining Limited of Inner Mongolia. He then
became the Vice Chairman and General Manager of Shandong Gold Non-
ferrous Metals Mining Group.
Mr LU is a Senior Professional Manager certified by China Enterprise
Confederation.

Page | 2

Focus Minerals Ltd – Financial Report 2013

Bruce
McComish –
Appointed on
18 April 2011
Director, Non-
executive
Qualifications: BCA(Hons), FCA, FCPA
Mr McComish is the former chairman of stockbroking firm BBY. He has held
senior management positions for a number of Australian and international
companies including the National Australia Bank, where he served as Chief
Financial Officer from 1994 to 1998, and North Limited, where he was the
executive general manager of corporate affairs from 1992-1994. Mr McComish
worked for Unilever Plc. for 18 years in senior financial positions around the
world. He holds a Bachelor of Commerce and Administration from Victoria
University of Wellington and is a Qualified Accountant.
Directorships of other ASX listed companies: Nil
Phillip
Lockyer
Appointed on
7 December
2005
Director,
Independent Non-
Executive
Qualifications: AWASM – Mining Engineering, DipMetal, MSC – Mineral
Economics.
Mr Lockyer is a mining engineer and metallurgist with more than 40 years
technical and management experience in nickel and gold operations. His career
includes 20 years with WMC Limited in Kambalda in various roles including
General Manager of Western Australian operations. In addition he has held a
number of other senior roles including Director and General Manager of
Operations for Resolute Ltd, and Director of Operations & Projects for Dominion
Mining Ltd. He is currently a Board Member of the Minerals & Energy Research
Institute of Western Australian.
Directorships of other ASX listed companies:
•Non-Executive Director of Western Desert Resources Limited (Appointed June
2010, ongoing)
•Non-Executive Director of Swick Mining Services Limited (Appointed June
2008, ongoing)
•CGA Mining Limited (non-executive director: appointed January 2009,
resigned March 2013)
•St Barbara Limited (non-executive director: appointed December 2006,
ongoing)
Yuhuan Ge
Appointed on
5 July 2013
Director, Non-
Executive
Mr Ge became Deputy Chairman and Deputy General Manager of Shandong
Gold International Corporation Limited in 2010, and is also a director of
Canada’s Integra Gold Corporation. Mr Ge has over 30 years’ experiences in
mining with a background in Engineering.
From 1982 to 2002 he worked for the Shandong Gold Group’s Sanshandao Gold
Mine in a range of management roles. He has considerable international
experience and from 2002 to 2010 he was the Chairman & General Manager of
Shandong Gold Jinyan Corporation Limited in Venezuela and Chairman of
Shandong Gold Jinwang Corporation Limited in Suriname.
Mr Ge has an MBA and a technical title as Research Fellow in Engineering &
Technology Application.
Directorships of other ASX listed companies: Nil
Gerry Fahey
Appointed on
18 April 2011
Director,
Independent Non-
executive
Qualifications: M.AIG, M.AusIMN
Mr Fahey is a geologist with 35 years’ experience. He was chief geologist for
Delta Gold between 1992-2002 where he gained extensive resource, mine
development and feasibility study experience on projects including Kanowna
Belle and Sunrise in Australia and Ngezi Platinum in Zimbabwe. Mr Fahey
began his career as a mine geologist in the Irish base-metals industry on projects
such as Tynagh, Avoca, and Tara Mines (Navan) owned by Noranda and later
Outokumpu. On migrating to Australia in 1988, he gained further operational
experience in Western Australia and the Northern Territory (Whim Creek and
Dominion Mining), prior to joining Delta Gold. He formed FinOre Mining
Consultants in 2005, which merged with CSA in 2006. Mr Fahey is a member of
the Joint Ore Reserve Committee (JORC) and a former Board Member (Federal
Councillor) for the Australian Institute of Geoscientists (AIG).
Directorships of other ASX listed companies:

Modun Resources Limited (non-executive director: appointed September
2008, ongoing)

Prospect Resources Limited (non-executive director: appointed July 2013,
ongoing)

Page | 3

Focus Minerals Ltd – Financial Report 2013

Wanghong
Yang
Appointed on
5 July 2013
Executive Director Mr Yang is the General Manager – Finance at Focus Minerals Ltd, prior to this
role he worked at Shandong Gold International Corporation Limited as Financial
Controller. Mr Yang has a wealth of international marketing and project
investment experience. He joined Shandong Gold Group in 2008 as the Group’s
Senior Manager of Capital Management before becoming the Deputy General
Manager of Shandong Gold International Corporation Limited.
Mr Yang began his career with the China Machinery Industry Supply and Sale
Corporation (CMSC) – affiliated to China Ministry of Machinery Industry –
working in a number of management roles between 1986 to 1999. During this
time he also spent three years based in Nigeria. In 2000, he joined Success
Group Co., Ltd, to coordinate and manage the Group’s investment projects in
China prior to joining China Overseas Holdings Limited (COHL) in 2002.
Here he was involved in the establishment of Shandong Jincang Gold Mining
Corporation Limited and became Secretary of the Board.
Mr Yang has a Bachelor’s degree in accounting from Renmin University of China
(RUC) and a Master’s degree in applied finance from Macquarie University.
Directorships of other ASX listed companies: Nil
Zaiqian
Zhang
Appointed on
5 July 2013
Alternate Director Qualifications: Bsc (Hons), MSc
Mr Zhang joined Focus Minerals Ltd in September 2013 as a Senior Accountant.
Prior to this Mr Zhang served as the Deputy Manager, Department of Investment
and Development, for Shandong Gold International Mining Corporation Limited.
Mr Zhang has a degree of Bachelor of Science (Hons) Accounting for
Management with one year industrial placement at Xerox as a Financial Analyst
and a degree of MScAccounting and Finance from Aston University,
Birmingham UK.

Note: For director’s special responsibilities during the year, please refer to the Remuneration Report

Senior Management

Don Taig – Acting Chief Executive Officer

On 5th February 2013 the CEO Campbell Baird resigned. The Chairman Mr Don Taig took up the role of acting CEO and is continuing in that interim role as the company restructures its operations.

Mark Hine - Chief Operating Officer

Qualifications: B.Eng (Mining) Appointed: 1 December 2011

Mr Hine was appointed to the role of Chief Operating Officer, for the Focus Minerals group in December 2011. Prior to that Mark commenced in May 2011 as the Chief Operating Officer for Focus Minerals (Laverton) Ltd – formerly Crescent Gold Ltd. Mark is a mining engineer who has more than 30 years’ operating experience. Most recently, he held positions of CEO Golden West Resources Ltd, Executive General Manager Mining at Macmahon Contractors Pty Ltd and General Manager for Pasminco Ltd at the Broken Hill / Elura Mines.

Paul Fromson – Chief Financial Officer and Company Secretary

Qualifications B. Com, CPA, ACIS, AICD Appointed: 30 April 2012

Mr Fromson is a Certified Practising Accountant, a member of the Australian Institute of Company Directors and a Chartered Company Secretary with a broad range of finance, accounting, taxation and commercial experience. Since 1986 Mr. Fromson has held a number of senior finance roles including board positions and has over eighteen years’ experience with ASX listed resource companies including senior positions with a number of gold exploration companies. He has also worked for one of the previous part owners of the Boddington Gold Mine as their resident representative. Outside of the resources industry, Mr Fromson founded and managed his own successful taxation practice and was also a director of the Makit Hardware chain co-operative for four years.

Page | 4

Focus Minerals Ltd – Financial Report 2013

Mr Fromson’s most recent role was Chief Financial Officer and Company Secretary for an ASX listed company where he played a key role in several significant capital raisings and joint ventures with two large Chinese groups.

Interests in the shares and options of the company and related bodies corporate

At the date of this report, the direct and indirect interests of directors in the shares and options of the Company were:

Ordinary Shares Options (Unlisted)
Donald Taig 13,963,259 -
Phillip Lockyer 849,523 -
Gerry Fahey 641,000 -
Bruce McComish 250,000 -
Jisheng Lu - -
Yuhuan Ge - -
Wanghong Yang - -
Zaiqian Zhang - -

Capital Structure

Ordinary shares

As at the date of this report, the Company had on issue 9,137,375,877 fully paid ordinary shares.

Share Options

Options Issued

During the year the company issued 15,000,000 unlisted options at an exercise price of 5 cents and an expiry date of 28th February 2016 as consideration to acquire a mining tenement. These options vested upon issue. There were no options issued in the 2012 financial year.

Options Exercised

There were no options exercised during the financial year.

Options Lapsed

During the year a total of 10,000,000 options to acquire shares at an exercise price of 12.3 cents, 14,116,923 options to acquire shares at an exercise price of 7.5 cents and 14,116,923 options to acquire shares at an exercise price of 7.8 cents lapsed on cessation of employment.

As at the date of this report, details of unissued ordinary shares under options are as follows:

Issuing Entity
Focus Minerals Ltd
Focus Minerals Ltd
Total Options on issue
Number of
Options
Exercise Price
Cents per Share
Fair Value at
grant date – cents
per share
Expiry Date
15,000,000
13,500,000
5.00
12.30
0.40
0.30
28/02/2016
30/06/2014
28,500,000

Principal Activities

The principal activities of the group during the year were gold mining and exploration in Australia.

In the second half of the financial year the gold sector experienced a significant upheaval, with the price of gold falling over US$500 from a high of US$1,790. Off the back of a strategic review of operations, Focus took the strategic decision to suspend mining at all operations in order to preserve cash and shareholder value.

This has the company in the 2013/14 financial year strongly focused on exploration and business development with a view to re-establishing Focus under a new operating platform for a future return to production.

Page | 5

Focus Minerals Ltd – Financial Report 2013

Review of Operations

Key events during the period ended 30 June 2013 were as follows:

Mining

FY 2013 was a tale of two halves for Focus’ mining operations. The first half saw solid production with a record September quarter delivering 48,959oz for the group as the Coolgardie operations delivered from a mix of underground and open pit mines and Laverton focused on its Apollo pit complex. Laverton achieved record production for calendar 2012 of 100,548oz of gold, the first time in its history that it had exceeded 100,000oz of production. Combined production for the first six months of the financial year was 90,056oz of gold.

Both operations transitioned their base load mines in the December quarter to lower grade operations as the business prepared to invest its newly raised capital into rebuilding its depleted high-grade reserves across both operations. However, the impact of a dramatic drop in the gold price, combined with an increasing processing and cost base saw Focus move to suspend mining at both operations late in the second half of the financial year. Combined production for the second six months of the financial year was 49,764oz of gold.

More detail on each operation is provided below:

Laverton Operations

During the November / December period, Focus successfully transitioned mining in Laverton from the Apollo pit complex to the Burtville pit which provided the business with a far lower strip ratio than Apollo, low development costs; and lower royalties. This set the operation up well from a mining perspective for the second half of the financial year. However, the continued escalation of processing costs at the Granny Smith Mill, in combination with a dramatic fall in the price of gold in April, made production at Laverton commercially unviable. With the Granny Smith Ore Purchase Agreement expiring in June 2013, Focus was not able to reach commercial terms with the mill operators and took the strategic decision to cease production in May 2013. The operations subsequently moved in to care and maintenance with a renewed focus on greenfields exploration. Total production at Laverton for the financial year was 81,191oz of gold, processing 1,855,167 tonnes of ore at an average grade of 1.36g/t.

Coolgardie Operations

During the December/January period, mining operations in Coolgardie transitioned from a reliance on the high-grade Tindals underground to the Greenfields open pit operation, with supporting production from mines within the Tindals Open pit complex. The business met with a number of delays in the commissioning of Greenfields as well as some permitting issues at the existing Tindals Open pits which had a significant impact on production. A review of operations was commenced in February putting in place a series of operational improvements and costs savings. However, the impact of a significant fall in the price of gold during April saw the business unable to pass through these savings to the bottom line. Subsequent to the end of the financial period Focus suspend its Coolgardie operations in their entirety, determining there was insufficient high-grade ore available in the short or near term to ensure consistent profitability at such lower gold prices. Total production at Coolgardie for the financial year was 58,629oz of gold, processing 1,054,835 tonnes of ore at an average grade of 1.83g/t.

Exploration & Resource Development

During the period the Group spent a total of $14.6 million (2012: $20.1 million) on exploration activities. The combined Exploration and Resource Development team drilled 824 diamond, RC, RAB and Air-core holes for a total of 82,848m.

At Laverton the exploration team drilled a small Greenfields exploration program in the Mount Crawford area which yielded some interesting results worthy of follow-up at a later date. A number of RAB and aircore programs were drilled across the northern portion of the tenement package. The site-based Resource Development team drilled an intensive definition program across the Burtville area in the March quarter 2013, consisting of 379 RC holes for 38,605m.

At Lake Cowan (the Treasure Island project) an additional 13 diamond and 21 aircore holes were drilled early in 2013 before cyclone-related rainfall caused fieldwork to be placed on hold. No further work is planned for this project for the remainder of the 2013 calendar year.

Drilling at The Mount underground mine was limited to underground resource definition drilling, with a total of 27 diamond holes drilled for 6,255m prior to the mine being placed on care and maintenance.

At Coolgardie, Exploration drilled 130 RC holes for 12,927m on a number of priority near-surface targets within the project area, as well as 82 RC holes and two diamond holes for 9,075m on resource definition programs. Following the closure of the Coolgardie operation in July exploration is being re-prioritised, shifting the focus away from short-term mill feed to longer-term, higher grade opportunities.

Page | 6

Focus Minerals Ltd – Financial Report 2013

Impairments and Provisions for Shutdown/Restructure Costs

The full year review of Focus Minerals Ltd group asset carrying values in the context of lower gold price environment, combined with a gold industry facing rising costs and the suspension of our operations at both Coolgardie and Laverton has resulted in the impairment of the carrying values of some assets. The Board of Directors obtained an independent experts report prepared by a recognised resources consultant firm to assess the carrying values at 30 June 2013. Focus Minerals Ltd has booked an impairment write off of $85.0m after tax on the following items:

IMPAIRMENTS
$’000s
Exploration Mine Property Property Plant &
Equipment
Inventory Total
Coolgardie 35,255 17,050 - - 52,305
Laverton - 2,727 5,872 1,892 10,491
Focus Minerals Ltd 22,156 - - - 22,156
Total 57,411 19,777 5,872 1,892 84,952

The company has also identified shut down and other restructure costs for placing its Coolgardie operations on care and maintenance and these costs have been fully provided for in the 30 June accounts. The shutdown costs at Laverton are also included in the table below:

SHUT DOWN
COSTS
$’000s
Redundancy Cost Site and Mill
Shutdown Costs
Contractual
obligations
Total
Coolgardie 2,263 2,415 5,827 10,505
Laverton 899 651 - 1,550

Corporate

The Company completed a placement to Shandong Gold International Mining Corporation Limited (21 December 2012) issuing 4,501,997,651 new fully paid ordinary shares at 5 cents per share to raise approximately $225 million.

The company also moved to take a 100% controlling interest in Focus Minerals (Laverton) Ltd – formerly Crescent Gold Ltd – acquiring the outstanding 18.43% of shares via the issue of 314,604,525 Focus shares (equating to only 3.44% of the expanded capital base of Focus).

The company issued 15,000,000 options to acquire a mining tenement.

There were no other issues of capital during the year. A number of options lapsed due to cessation of employment of a number of staff.

At period end the Group had a bank term loan of $8m plus $2.3m in Commercial Hire Purchase debt.

At period end the Group had nil ounces (2012: 4000 ounces) of gold forward selling.

Net cash outflow from operations totalled $58.6 million (2012: $56.0 million inflow).

Operating result for the year

Consolidated Net Profit for the year was a loss of $171.5 million (2012:$6.8 million profit). Consolidated Net Profit attributable to the owners of the Company was a loss of $166.5 million (2012: $6.2 million profit).

Dividends

No dividends have been paid or provided in the financial year (prior year: nil).

Earnings Per Share
2013 2012
Basic (loss) / profit per share (cents per share) (2.47) 0.15
Diluted (loss) / profit per share (cents per share) (2.47) 0.15

Page | 7

Focus Minerals Ltd – Financial Report 2013

Significant changes in the state of affairs

In conjunction with the Review of Operations section above, the following are significant changes in the state of affairs of the consolidated entity to balance date:

The Company completed a placement to Shandong Gold International Mining Corporation Limited on 21 December 2012 issuing 4,501,997,651 new fully paid ordinary shares at 5 cents per share to raise approximately $225 million before costs.

The company also moved to take a 100% controlling interest in Focus Minerals (Laverton) Ltd – formerly Crescent Gold Ltd – acquiring the outstanding 18.43% of shares via the issue of 314,604,525 Focus shares (equating to only 3.44% of the expanded capital base of Focus).

On 30[th] April 2013 the company announced its Laverton operations would be placed on care and maintenance. In June 2013 the Board reviewed the Coolgardie operations profitability and determined that a closure was required and on 17[th] July 2013 the company announced the Coolgardie operations would be placed on care and maintenance.

Significant events after balance date

Except as otherwise disclosed in this report, there has not been any matter or circumstance that has arisen after the balance date that has significantly effected, or may significantly effect, the operations of the consolidated entity, the results of those operations, or the state of affairs of the consolidated entity in future financial periods.

Likely developments and expected results

Through a strategic review in the second half of the financial year, the Company has reset its exploration horizons, developing a three year plan for both the Coolgardie and Laverton regions. The investment into exploration will be driven on a campaign basis with success driving further investment.

Environmental Regulations

The Group’s operations hold licences issued by the relevant regulatory authorities. These licences specify the limits and regulate the management associated with the operations of the Company. At the date of this report the Company is not aware of any breach of those environmental regulations which apply to the Group’s operations. The Group continues to comply with its specified regulations.

Indemnification and Insurance of Directors and Officers

The company has paid premiums of $58,000 (prior year $58,000) to insure the directors and officers of the Group against liabilities for costs and expenses incurred by them in defending legal proceedings arising out of their conduct while acting in the capacity of director or officer of the Group, other than conduct involving a wilful breach of duty in relation to the company.

Page | 8

Focus Minerals Ltd – Financial Report 2013

REMUNERATION REPORT (AUDITED)

This report, prepared in accordance with the Corporations Act 2001, contains detailed information regarding the remuneration arrangements for the Directors and Senior Executives who are the ‘key management personnel’ (KMP) of Focus Minerals Ltd (“Company”) and the consolidated entity. The Board, in consultation with industry and proxy representatives, formed the view that the three most senior people in the organisation, being the Chief Executive Officer (CEO), Chief Operating Officer (COO) and the Chief Financial Officer (CFO)/Company Secretary are the only three executives who satisfy the “key management personnel” criteria. The tables disclosing remuneration for this year and comparatives only include these KMP.

The KMP for the year ended 30 June 2013 are listed in the table below:

Current Directors Capacity Change this year
Donald Taig Executive
Jisheng Lu Non-executive Appointed 5 July 2013
Bruce McComish Non-executive
Yuhuan Ge Non-executive Appointed 5 July 2013
Gerry Fahey Non-executive
Phil Lockyer Non-executive
Wanghong Yang Executive Appointed 5 July 2013
Zaiqian Zhang Alternate Appointed 5 July 2013
Former Directors (Note 1) Capacity Change this year
Zhongyi Li Non-executive Appointed 21 December 2012 and
resigned 5 July 2013
Dahui Zhang Non-executive Appointed 21 December 2012 and
resigned 5 July 2013
Michael Guo Non-executive Appointed 21 December 2012 and
resigned 5 July 2013
Current Senior Executives Capacity Change this year
Don Taig Acting CEO
Mark Hine COO Note 2
Paul Fromson CFO and Company Secretary Note 3
Former Senior Executives Capacity Change this year
Campbell Baird CEO Resigned 5 February 2013

Note 1 – Due to some management changes at Shandong Gold, the three original non-executive directors from Shandong Gold all resigned from the Board on 5 July 2013, being replaced by three new directors from within the group, each of whom had spent a notable period of time visiting the Focus Minerals operation in the preceding months.

Note 2 – Post the completion of the financial year, Mr Hine’s role was made redundant from Focus Minerals effective 30 September 2013. Operations now fall under the remit of Mr Peter Ganza, General Manager of Operations and Technical Services.

Note 3 - Post the completion of the financial year, Mr Fromson’s role of CFO was made redundant from Focus Minerals effective 30 November 2013. Mr Wanghong Yang has taken up the role of General Manager of Finance. Mr Fromson remains in the Company Secretarial role in a consultancy capacity.

There were no other changes of the Board or key management personnel between the reporting date and the date this financial report was authorised for issue.

Remuneration Objectives

It is the Company’s objective to provide maximum stakeholder benefit from the retention of a high quality Board and executive team by remunerating directors and key executives fairly and appropriately with reference to relevant employment market conditions. To assist in achieving this objective, the Remuneration Committee links the nature and amount of executive directors’ and other officers’ emoluments to the Company’s financial and operational performance.

The expected outcomes of the remuneration structure are:

  • retention and motivation of key executives;

  • attraction of high quality management to the Company; and

  • performance incentives that allow executives to share the success of Focus Minerals Ltd.

Page | 9

Focus Minerals Ltd – Financial Report 2013

Remuneration Committee Established

The Board is responsible for determining and reviewing compensation arrangements for the directors themselves and the chief executive officer and executive team. The Board has established a Remuneration Committee, comprising of all the non-executive directors.

Members of the Remuneration Committee during the year were:

  • Phillip Lockyer – Committee Chairman

  • Donald Taig (note 1)

  • Bruce McComish

  • Gerry Fahey

Note 1 – The full board operated as the remuneration committee up until 21 December 2012 when the Board was expanded to seven with the appointment of three Shandong Gold International directors. Mr Taig also commenced acting as CEO on the 5[th] February 2013 and stepped down from a number of Committees including the Remuneration Committee, to improve the Company’s corporate governance position resulting from his change of status.

For details on the number of meetings of the Remuneration Committee held during the year and the attendees at those meetings, refer to the Directors’ Meeting section of this Report.

Compensation of Key Management Personnel

Remuneration structure

In accordance with best practice Corporate Governance, the structure of Non-Executive director remuneration is separate and distinct.

Remuneration Committee

The Remuneration Committee of the Board of Directors of the Company is responsible for determining and reviewing compensation arrangements for the directors, the CEO and the senior executive team.

The Remuneration Committee assesses the appropriateness of the nature and amount of remuneration of directors and senior executives on a periodic basis by reference to relevant employment market conditions with an overall objective of ensuring maximum stakeholder benefit from the retention of a high quality Board and executive team, subject to the following section relating to non-executive directors.

Non-executive director remuneration

The Board seeks to set aggregate remuneration at a level that provides the Company with the ability to attract and retain directors of the highest calibre, whilst incurring a cost that is acceptable to shareholders.

The amount of aggregate remuneration sought to be approved by shareholders and the manner in which it is apportioned amongst directors is reviewed annually. The Board considers advice from external shareholders as well as the fees paid to non-executive directors of comparable companies when undertaking the annual review process.

Each non-executive director receives a fee for being a director of the Company.

During the period that Focus Minerals was transitioning from junior explorer to mining and processing, successive Board members have agreed to accept less than the comparable market fee for their work as a director, deciding to support the company during this period by avoiding fixed cost market fees.

Focus has maintained this approach since moving to a cash flow generating company and has instead, asked the directors to increase their work load through the evolution of Board Committees and the mentoring of one, or more of the executive management team.

Instead of seeking to move directors fees up over time to catch up this component of prior support, the Company introduced a Retirement Allowance in 2011 for the long term service of Director’s, tied solely to their current Director’s Fee at the time of retirement (Fixed Component). The application of the allowance was back dated to the time the directors commenced in their role.

The allowance is as follows: 3 - 5 Years’ Service – 25% of annual fees on retirement

5 – 8 Years’ Service – 50% of annual fees on retirement

8+ Years’ Service – 100% of annual fees on retirement

When this allowance was introduced, the Remuneration Committee was at pains to ensure the size of the benefit to the individual was not significant enough to the individual’s concerned to influence their judgement on Governance matters, or impair the sound functioning of the Board.

In this Annual Report, the only Directors who could benefit from this allowance are Mr Lockyer and Mr Taig.

Page | 10

Focus Minerals Ltd – Financial Report 2013

The committees of the Board, as of the date of this report their Chair and members are presently as follows: The committees of the Board, as of the date of this report their Chair and members are presently as follows: The committees of the Board, as of the date of this report their Chair and members are presently as follows: The committees of the Board, as of the date of this report their Chair and members are presently as follows: The committees of the Board, as of the date of this report their Chair and members are presently as follows:
BOARD
MEMBER
POSITION COMMITTEE
Audit &
Risk
Technical Remun-
eration
Appoint-
ments
Don Taig Executive Chairman & Acting CEO M
Jisheng Lu Director, Non-Executive M M
Phil Lockyer Director, Independent Non-Executive M C M C
Yuhuan Ge Director, Non-Executive M M M
Bruce McComish Director, Non-Executive M C M
Gerry Fahey Director, Independent Non-Executive C M M M
Wanghong Yang Director, Executive
Zaiqian Zhang Alternate Director, Executive

C=Chairman, M=Member

The following fees have applied:

‘$000 From 1 July2011
Base fee
Chair 80
Other non-executive directors 50

No additional fees were paid to directors, except for the technical committee representatives who are paid day rates for these services which are separate to base director fees.

The full board operated as the remuneration committee up until 21 December 2012 when the Board was expanded to seven with the appointment of three Shandong Gold International directors. Mr Taig also commenced acting as CEO on the 5[th] February 2013 and stepped down from a number of Committees including the remuneration committee, to improve the Company’s corporate governance position resulting from his change of status.

In addition, the following members of the key management personnel were mentored in their roles by the Directors as follows:

Role Director Mentor
M Hine-COO Phillip Lockyer
P Fromson-CFO Bruce McComish

The compensation provided to the Directors in these circumstances is based upon an hourly fee which represents the variable nature of the time involved and doesn’t load the corporate overhead with another fixed component. As a result, the components of the Director’s remuneration will vary as to work and time and will be made up of 1) Fixed fee for Board meetings at less than the 50[th] percentile established from comparable published specialist remuneration consultants and 2) a variable component based upon work load and time to chair and contribute to Board Committees and mentoring of the Executive Team.

At present the maximum aggregate remuneration of directors’ fees for non-executive directors is $400,000 per annum of which $380,000 currently paid to directors as fees.

The remuneration of non-executive directors for the period ended 30 June 2013 is detailed in the remuneration table.

Chairman & Acting CEO Role

At the beginning of February 2013, the Chairman assumed the additional role of Acting CEO with the resignation of the incumbent CEO, Campbell Baird. The Chairman committed to the Board that he will continue in this role in order to provide the stability, decision making and leadership support for the executive team in restabilising the operations prior to the appointment of a permanent CEO. In order to achieve this he relocated to Perth from Melbourne in March.

The Board is pleased with the progress being made so far on the company’s Three Point Plan to set the business up to drive to become a low cost, high value gold producer. With the Chairman essentially wearing two hats in the business, in order to ensure the best possible corporate governance during this period of leadership transition, the Board has made significant changes to its Committee structure (see Corporate Governance) which underpins the Board’s Governance activities in order to improve the transparency – especially in the key area of Audit and Risk – of this approach.

Page | 11

Focus Minerals Ltd – Financial Report 2013

Senior executive and executive director remuneration

Remuneration primarily consists of fixed and performance based remuneration where determined by the Remuneration Committee. The Company has presently established an equity based scheme that will allow the executive team to share in the success of Focus Minerals Ltd. Any Issue of an equity component to executive directors is subject to the approval of shareholders in general meeting and it is a policy of the current Board that Directors do not participate in equity based proposals.

Fixed Remuneration

Fixed remuneration is reviewed annually by the Remuneration Committee. The process consists of a review of relevant comparative remuneration in the market and internally and, where appropriate, external advice on policies and practices. The Committee has access to external, independent advice where necessary.

Senior managers are given the opportunity to receive their fixed (primary) remuneration in a variety of forms including cash and fringe benefits such as motor vehicles and expense payment plans. It is intended that the manner of payment chosen will be optimal for the recipient without creating additional cost for the Group.

Performance Based Remuneration

The key performance indicators (KPIs) are set annually, with a certain level of consultation with key management personnel to ensure a common understanding. The KPI’s are specifically tailored to the areas each individual is involved in and has a level of control over. The KPIs target areas the Board believes hold greater potential for group expansion and profit, covering financial and non-financial as well as short and long-term goals or achievement of specific projects or tasks. The level set for each KPI is based on budgeted figures for the Group and completion of defined projects or tasks within defined timeframes. The bonuses applicable to key management personnel are a maximum of 25-50% of the base salary applicable to each executive and the final amount payable as disclosed in the remuneration table is subject to KPI achievement and Company financial performance. Maximum amount, actual amount agreed and communicated by Remuneration Committee annually. The decision to agree and award a bonus is at the discretion of the recommendation of the CEO and approval of the Remuneration Committee

The Company has issued share options in previous years to certain key employees. The options are subject to vesting criteria related to the company’s performance as follows:

Vesting of the options is subject to the Company achieving a Total Shareholder Return for the 12 month period prior to the applicable Vesting Date of at least within the 2nd quartile of Total Shareholder Returns for the Comparable Entities. Comparable Entities have been determined to be 12 gold producing companies listed on established stock exchanges and with operations predominately located within the Western Australian Eastern Goldfields region.

Total Shareholder Return is defined as the change in capital value per share of an entity over a 12 month period, plus dividends per share, expressed as a plus or minus percentage of their opening value.

No options were issued in 2013. At this stage, no LTI programme is in place. It is the intent to investigate an appropriate LTI at a future date.

In determining whether or not a KPI has been achieved, the Remuneration Committee bases the assessment on audited figures or on verifiable achievement of the relevant KPI. During the year, it was decided to not award bonuses.

Key Management Personnel Contracts

The standard key terms of the employment contracts for the key management personnel are summarised as follows:

CEO COO CFO
Term of employment No fixed term No fixed term No fixed term
Maximum bonus- STI 20% of base salary 20% of base salary 20% of base salary
Termination Event
Entitlements
In the event of a genuine
redundancy directly as a
result of a change of control
the CEO is entitled to a
payout equivalent to 6
months of his base salary for
loss of employment.
The COO is entitled to a
genuine redundancy payout
of between a minimum of 4
and a maximum of 16 weeks
based on a sliding scale
commencing at 4 weeks with
an additional week/s for
each completed year of
service until the maximum is
reached after 10 years’
service.
In the event of a genuine
redundancy directly as a
result of a change of control
the CFO is entitled to a
payout equivalent to 6
months of his base salary for
loss of employment.
Notice period 3 month’s notice required by
either party except in the
event of fraud or other
normal termination events
3 month’s notice required by
either party except in the
event of fraud or other
normal termination events
8 week’s notice required by
either party except in the
event of fraud or other
normal termination events

Page | 12

Focus Minerals Ltd – Financial Report 2013

Remuneration Tables

Directors’ remuneration for the years ended 30 June 2013 and 2012.

‘$000’s Short-term Benefits Short-term Benefits Post-Employment Benefits Post-Employment Benefits Total %
Salary &
Fees
Other Super-
annuation
Bonus Performance
related
Current directors
Donald Taig (Acting
CEO)
2013
2012
480
177
-
-
34
16
-
-
514
193
-
-
Phillip Lockyer 2013
2012
52
50
-
-
5
5
-
-
57
55
-
-
Gerry Fahey 2013
2012
60
50
-
-
5
5
-
-
65
55
-
-
Bruce McComish 2013
2012
59
72
-
-
5
7
-
-
64
79
-
-
Jisheng Lu 2013
2012
-
-
-
-
-
-
-
-
-
-
-
-
Yuhuan Ge 2013
2012
-
-
-
-
-
-
-
-
-
-
-
-
Wanghong Yang 2013
2012
-
-
-
-
-
-
-
-
-
-
-
-
Zaiqian Zhang 2013
2012
-
-
-
-
-
-
-
-
-
-
-
-
Former directors
Zhongyi Li
resigned 5 July2013
2013
2012
32
-
-
-
-
-
-
-
32
-
-
-
Dahui Zhang
resigned 5 July2013
2013
2012
32
-
-
-
-
-
-
-
32
-
-
-
Michael Guo
resigned 5 July2013
2013
2012
32
-
-
-
-
-
-
-
32
-
-
-

The directors fees listed above to former directors have not yet been paid and the above amounts represent their accrued entitlements. The Shandong Gold representatives have an arrangement whereby all directors fees net of tax are paid to Shandong Gold International Mining Corporation Limited.

Remuneration of the key management personnel for the years ended 30 June 2013 and 2012

‘$000’s Short-term
Benefits
Short-term
Benefits
Post-Employment
Benefits
Post-Employment
Benefits
%
Salary &
Fees
Other Super-
annulation
Equity
Options
Bonus Total Performance
based
Current Executives
Mark Hine1
Chief Operating Officer
2013
2012
370
363
-
-
35
36
-
-
20
-
425
399
4.7%
-
Paul Fromson~~2~~
Company
Secretary/Chief Financial
Officer
2013
2012
293
49
-
-
26
4
-
-
-
-
319
53
-
-
Former Executives
Campbell Baird3
Chief Executive Officer
2013
2012
152
379
207
-
32
34
-
26
-
22
392
461
-
10.4%
  1. Mr Hine was appointed as Chief Operating Officer of in December 2011. He joined Crescent Gold as Chief Operating Officer in April 2011, before being appointed to the role across the Group.

  2. Mr Fromson was appointed as Company Secretary and Chief Financial Officer in April 2012.

  3. Mr Baird resigned from the position of Chief Executive Officer in February 2013. Other short-term benefits are termination benefit.

Page | 13

Focus Minerals Ltd – Financial Report 2013

Relationship between remuneration and Focus Minerals Ltd’s performance

The majority of salary is fixed while small portions of remuneration, such as bonus and share option, are linked to company performance. Therefore while there is some linkage to company performance it is not closely aligned.

The following table shows key performance indicators for the group over the last five years:

‘$000’s 2013 2012 2011 2010 2009
Profit
attributable
to
the
owners of Focus Minerals Ltd
(171,523) 6,844 7,645 10,882 3,147
Basic earnings per share (CPS) (2.47) 0.15 0.26 0.39 0.20
Dividend payments $ n/a n/a n/a n/a n/a
Dividend payout ratio n/a n/a n/a n/a n/a
Share Price as at year end $ 0.014 0.037 0.070 0.051 0.027
Increase/(decrease) in share
price
-62% -47% 37% 89% -36%
Total
KMP
incentive
as
percentage of profit/(loss) for
the year (%)
- 0.70% 1.56% 1.47% 0.64%

To achieve the group’s vision for Focus Minerals Ltd to become a low cost, high value gold producer, the Board has put in place a salary freeze, the Board has volunteered a 10% reduction in remuneration and Don Taig, Executive Chairman and Acting CEO, has volunteered a 33% reduction in his per diem rate as Acting CEO.

This is the end of the remuneration report.

________________

Directors’ Meetings

The number of meetings of directors (including meetings of committees of directors) held during the year and the number of meetings attended by each director was as follows:

Director Board Audit and
Business Risk
Committee
Audit and
Business Risk
Committee
Remuneration
Committee
Remuneration
Committee
Technical
Committee
Technical
Committee
A B A B A B A B
Non-Executive
Donald Taig 11 11 2 2 1 2 - -
Phillip Lockyer 10 11 - - 1 2 6 6
Gerry Fahey 11 11 - - 1 2 6 6
Bruce McComish 6 11 2 2 2 2 - -
Li Zhongyi 3 4 - - - 2 - -
Dahui Zhang 3 4 - - 1 2 - -
Michael Guo 4 4 - - 1 2 - -

A – Number of meetings attended. B – Number of meetings held during the time the director held office or was a member of the relevant committee during the year.

Proceedings on Behalf of Company

Other than as disclosed in this report no person has applied for leave of Court to bring proceedings on behalf of the company or intervene in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the company for all or any part of those proceedings.

Page | 14

Focus Minerals Ltd – Financial Report 2013

No proceedings have been brought or intervened in on behalf of the company with leave of the Court under section 237 of the Corporations Act 2001.

Auditor Independence and Non-Audit Services

Change of Auditor

During the year the company applied to ASIC to change its auditors on the basis that the major shareholder and parent company Shandong Gold International had different auditors and that a change was permitted under these circumstances to allow efficiencies. Grant Thornton resigned as auditors upon ASIC approval and PricewaterhouseCoopers were appointed as auditors. The disclosure of audit fees for the prior year is for Grant Thornton only whereas audit fees and non–audit fees for 2013 involve both Grant Thornton and PricewaterhouseCoopers.

Non-Audit Services

The Board of directors, in accordance with advice from the audit and business risk committee, is satisfied that the provision of non-audit services during the year is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. The directors are satisfied that the services disclosed below did not compromise the external auditor’s independence for the following reasons:

  • all non-audit services are reviewed and approved by the audit and business risk committee prior to commencement to ensure they do not adversely affect the integrity and objectivity of the auditor; and

  • the nature of the services provided do not compromise the general principles relating to auditor independence in accordance with APES 110: Code of Ethics for Professional Accountants set by the Accounting Professional and Ethical Standards Board.

Fees totalling $314,000 was paid to PricewaterhouseCoopers (2012: $7,000 was paid to Grant Thornton) for non-audit services, principally for taxation services, provided during the year ended 30 June 2013. Refer note 26 of the accompanying financial report.

Auditor’s Independence Declaration

The auditor’s independence declaration for the year ended 30 June 2013 has been received and can be found on page 16 of this Financial Report.

Rounding of amounts

The company is of a kind referred to in Class Order 98/100, issued by the Australian Securities and Investments Commission, relating to the ‘rounding off’ of amounts in the directors’ report. Amounts in the directors’ report have been rounded off in accordance with that Class Order to the nearest thousand dollars, or in certain cases, to the nearest dollar.

This Report of the Directors is signed in accordance with a resolution of the Board of Directors.

==> picture [164 x 54] intentionally omitted <==

Don Taig Chairman

30 September 2013 Perth, Western Australia

Page | 15

Focus Minerals Ltd – Financial Report 2013

==> picture [482 x 653] intentionally omitted <==

Page | 16

Focus Minerals Ltd – Financial Report 2013

STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2013

Notes
Revenue
2(a)
Cost of sales
Depreciation and amortisation expense
2(c)
Gross (loss) / profit
Other income
2(b)
Finance costs
2(c)
Takeover costs
Impairment
2(c)
Shutdown costs
18
Corporate and other expenses
2(c)
(Loss) / profit before income tax
Income tax expense
3
(Loss) / profit after income tax for the year
Other comprehensive income for the year, net of tax
Total comprehensive (loss) / profit for the year
Total comprehensive (loss) / profit attributable to:
Non-controlling interest
8(b)
Owners of the parent
Total comprehensive (loss) / profit for the year
Earnings Per Share
Basic (loss) / profit per share (cents per share)
5
Diluted (loss) / profit per share (cents per share)
5
Consolidated
2013
$’000
2012
$’000
214,795
258,253
(233,074)
(202,625)
(37,056)
(32,800)
(55,335)
22,828
5,091
1,370
(1,582)
(17)
(4,030)
(3,543)
(85,652)
-
(12,055)
-
(17,960)
(13,794)
(171,523)
6,844
-
-
(171,523)
6,844
-
-
(171,523)
6,844
(4,989)
693
(166,534)
6,151
(171,523)
6,844
(2.47)
0.15
(2.47)
0.15

The accompanying notes form part of these financial statements.

Page | 17

Focus Minerals Ltd – Financial Report 2013

STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2013

Notes
Assets
Current Assets
Cash and cash equivalents
6
Restricted Cash
6
Trade and other receivables
7
Inventories
9
Other current assets
10
Financial assets
11
Total Current Assets
Non-Current Assets
Restricted cash
6
Plant and equipment
13
Mine properties and development
14
Exploration and evaluation assets
15
Total Non-Current Assets
Total Assets
Liabilities
Current Liabilities
Trade and other payables
17
Interest bearing liabilities
19
Provisions
18
Total current liabilities
Non-current liabilities
Interest bearing liabilities
19
Provisions
18
Total Non-Current Liabilities
Total Liabilities
Net Assets
Equity
Issued capital
20
Reserves
20
Non-controlling interest
8
(Accumulated losses)/Retained earnings
Total Equity
Consolidated
2013
$’000
2012
$’000
114,159
2,604
8,541
381
2,105
6,509
9,477
25,559
138
623
467
1,347
134,887
37,023
16,891
12,885
37,423
49,696
42,971
58,919
91,177
139,715
188,462
261,215
323,349
298,238
21,206
59,214
9,808
9,455
7,269
2,339
38,283
71,008
514
2,404
21,664
8,397
22,178
10,801
60,461
81,809
262,889
216,429
427,167
203,910
(6,995)
(1,732)
-
5,000
(157,283)
9,251
262,889
216,429

The accompanying notes form part of these financial statements.

Page | 18

Focus Minerals Ltd – Financial Report 2013

STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2013

Notes
Balance as at 30 June 2011
Total comprehensive income for the year
Transactions with owners, recorded
directly in equity
Acquisition reserve
Shares issued in the period (net of
transaction cost)
Balance as at 30 June 2012
Total comprehensive income for the year
Transactions with owners, recorded
directly in equity
Share option reserve
Shares issued in the period – placement (net
of transaction cost)
Shares issued in the period to acquire non-
controlling interest (net of transaction cost)
8(b)
Balance as at 30 June 2013
Issued
capital
Retained
Earnings /
(Accumulated
Losses)
Reserves
Non-
controlling
Interest
Total
$’000
$’000
$’000
$’000
$’000
145,010
3,100
123
-
148,233
-
6,151
-
693
6,844
-
-
(1,855)
4,307
2,452
58,900
-
-
-
58,900
203,910
9,251
(1,732)
5,000
216,429
-
(166,534)
-
(4,989)
(171,523)
-
-
60
-
60
217,923
-
-
-
217,923
5,334
-
(5,323)
(11)
-
427,167
(157,283)
(6,995)
-
262,889

The accompanying notes form part of these financial statements.

Page | 19

Focus Minerals Ltd – Financial Report 2013

STATEMENT OF CASHFLOWS FOR THE YEAR ENDED 30 JUNE 2013

Notes
Cash flows from operating activities
Receipts from customers (including GST)
Payments to suppliers and employees (including GST)
Royalties paid
Other income
Takeover costs
Shutdown costs
Interest received
Finance costs
Net cash (outflow) / inflow from operating activities
6(ii)
Cash flows from investing activities
Proceeds from sale of non-current assets
Cash acquired in acquisition of Crescent Gold
Acquisition of plant and equipment
Mine development expenditure
Exploration expenditure
Net cash outflow from investing activities
Cashflows from financing activities
Proceeds from issue of shares (net of transaction cost)
Proceeds from borrowings
Payment for loan offset facility
Payments for performance bonds
Net cash inflow from financing activities
Net increase / (decrease) in cash and cash equivalents
Cash and cash equivalents at 1 July
Cash and cash equivalents at 30 June
6(i)
Non-cash financing and investing activities
6(iii)
Consolidated
2013
$’000
2012
$’000
241,119
248,087
(273,991)
(183,330)
(23,406)
(9,106)
600
484
(4,037)
-
(2,189)
-
3,581
589
(286)
(718)
(58,609)
56,006
850
-
-
1,901
(2,300)
(13,622)
(18,907)
(46,335)
(15,236)
(21,601)
(35,593)
(79,657)
217,923
-
-
8,000
(8,000)
-
(4,166)
(12,454)
205,757
(4,454)
111,555
(28,105)
2,604
30,709
114,159
2,604

The accompanying notes form part of these financial statements.

Page | 20

Focus Minerals Ltd – Financial Report 2013

NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The principal accounting policies adopted in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated. The financial statements are for the consolidated entity consisting of Focus Minerals Ltd (‘the parent entity’) and its subsidiaries (the ‘Group’).

(a) Basis of Preparation

The financial report is a general-purpose financial report, which has been prepared in accordance with Australian Accounting Standards, Australian Accounting Interpretations, other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001.

The parent entity has applied the relief available to it under ASIC Class Order 98/100 and accordingly, amounts in the financial statements and directors’ report have been rounded off to the nearest $1,000.

The consolidated financial statements are presented in Australian dollars (AUD), which is also the functional currency of the parent company.

The financial report covers the consolidated financial statements of Focus Minerals Ltd and controlled entities. Focus Minerals Ltd is a for-profit, listed public company, incorporated and domiciled in Australia.

The financial report of Focus Minerals Ltd and controlled entities comply with Australian Accounting Standards. Compliance with Australian Accounting Standards ensures that the financial statements and notes also comply with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB).

The financial report has been prepared on an accrual basis and is based on historical costs, modified, where applicable, by the measurement at fair value of selected financial assets.

The financial information for the parent entity, Focus Minerals Ltd, disclosed in note 24 has been prepared on the same basis as the consolidated financial statements.

(b) Segment Reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Chief Executive Officer.

(c) Principles of Consolidation

The consolidated financial statements incorporate the assets, liabilities and results of entities controlled by Focus Minerals Ltd at the end of the reporting period and from time to time during the year. A controlled entity is any entity over which Focus Minerals Limited has the power to govern the financial and operating policies so as to obtain benefits from the entity’s activities. Control will generally exist when the parent owns, directly or indirectly through subsidiaries, more than half of the voting power of an entity. In assessing the power to govern, the existence and effect of holdings of actual and potential voting rights are also considered.

Where controlled entities have entered or left the Group during the year, the financial performance of those entities are included only for the period of the year that they were controlled. A list of controlled entities is contained in Note 23 to the financial statements.

The acquisition method of accounting is used to account for business combinations by the group (refer to note 1(e).

In preparing the consolidated financial statements, all inter-group balances and transactions between entities in the consolidated group have been eliminated on consolidation. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with those adopted by the parent entity.

Non-controlling interests, being the equity in a subsidiary not attributable, directly or indirectly, to a parent, are shown separately within the Equity section of the consolidated Statement of Financial Position and Statement of Profit or Loss and Other Comprehensive Income. The non-controlling interests in the net assets comprise their interests at the date of the original business combination and their share of changes in equity since that date.

Page | 21

Focus Minerals Ltd – Financial Report 2013

NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(c) Principles of Consolidation (continued)

The Group treats transactions with non-controlling interests that do not result in a loss of control as transactions with equity owners of the Group. A change in ownership interest results in an adjustment between the carrying amounts of the controlling and non-controlling interests to reflect their relative interests in the subsidiary. Any difference between the amount of the adjustment to non-controlling interests and any consideration paid or received is recognised in a separate reserve within equity attributable to owners of Focus Minerals Ltd. When the group ceases to have control, joint control or significant influence, any retained interest in the entity is remeasured to its fair value with the change in carrying amount recognised in profit of loss. The fair value is the initial carrying amount for the purposes of subsequently accounting for the retained interest as an associated, jointly controlled entity or financial asset. In addition, any amounts previously recognised in other comprehensive income in respect of that entity are accounted for as if the group had directly disposed of the related assets of liabilities. This may mean that amounts previously recognised in other comprehensive income are reclassified to profit or loss where appropriate. If the ownership interest in a jointly-controlled entity or an associate is reduced but joint control or significant influence is retained, only a proportionate share of the amounts previously recognised in other comprehensive income are reclassified to profit or loss where appropriate.

(d) Revenue Recognition

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured at the fair value of the consideration received or receivable. The following specific recognition criteria must also be met before revenue is recognised:

Gold and silver sales : Revenue from the production of gold and silver is recognised when the Group has passed control and risk to the buyer.

Rendering of services : Revenue from the rendering of services provided is recognised when the service is provided charged on the per unit rate as agreed in contracts of service.

Interest income: Interest revenue is recognised on a time proportionate basis that takes into account the effective yield on the financial asset.

Dividends : Revenue is recognised when the Group’s right to receive the payment is established.

Rental income : Rental income from mining leases is accounted for on a straight-line basis over the lease term. Contingent rental income is recognised as income in the periods in which it is earned.

(e) Business Combinations

The acquisition method of accounting is used to account for all business combinations, regardless of whether equity instruments or other assets are acquired. The consideration transferred for the acquisition of a subsidiary comprises the fair values of the assets transferred, the liabilities incurred and the equity interests issued by the group. The consideration transferred also includes the fair value of any asset or liability resulting from a contingent consideration arrangement and the fair value of any pre-existing equity interest in the subsidiary. Acquisition-related costs are expensed as incurred. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are, with limited exceptions, measured initially at their fair values at the acquisition date. On an acquisition-by-acquisition basis, the Group recognises any non-controlling interest in the acquiree either at fair value or at the non-controlling interest’s proportionate share of the acquiree’s net identifiable assets.

The excess of the consideration transferred and the amount of any non-controlling interest in the acquiree over the fair value of the net identifiable assets acquired is recorded as goodwill. If those amounts are less than the fair value of the net identifiable assets of the subsidiary acquired and the measurement of all amounts has been reviewed, the difference is recognised directly in profit or loss as a bargain purchase.

Where settlement of any part of cash consideration is deferred, the amounts payable in the future are discounted to their present value as at the date of exchange. The discount rate used is the entity’s incremental borrowing rate, being the rate at which a similar borrowing could be obtained from an independent financier under comparable terms and conditions.

Contingent consideration is classified either as equity or a financial liability. Amounts classified as a financial liability are subsequently remeasured to fair value with changes in fair value recognised in profit or loss.

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(f) Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.

Assets held under finance leases are initially recognised at their fair value or, if lower, the present value of the minimum lease payments, each determined at the inception of the lease. The corresponding liability to the lessor is included in the balance sheet as a finance lease obligation.

Lease payments are apportioned between finance charges and reduction of the lease obligation so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are charged directly against income, unless they are directly attributable to qualifying assets, in which case they are capitalised in accordance with the general policy on borrowing costs.

Finance leased assets are depreciated on a straight line basis over the estimated useful life of the asset.

Operating lease payments are recognised as an expense on a straight line basis over the lease term, except where another systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

(g) Cash and cash equivalents

Cash and short-term deposits in the balance sheet comprise cash at bank and in hand and short term, highly liquid deposits with an original maturity of three months or less. For the purposes of the Statement of Cash Flow, cash and cash equivalents consist of cash and cash equivalents as defined above, net of outstanding bank overdrafts.

(h) Trade and other receivables

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

Collectability of trade receivables is reviewed on an ongoing basis. Debts which are known to be uncollectible are written off. A provision for doubtful receivables is established when there is objective evidence that the Group will not be able to collect all amounts due according to the original terms of the receivables. The amount of the provision is the difference between the asset's carrying amount and the present value of estimated future cash flows, discounted at the effective interest rate. Cash flows relating to short-term receivables are not discounted if the effect of discounting is not material.

The amount of the impairment loss is recognised in profit or loss within other expenses. When a trade receivable for which an impairment allowance had been recognised becomes uncollectible in a subsequent period, it is written off against the allowance account. Subsequent recoveries of amounts previously written off are credited against other expenses in profit or loss.

They are presented as current assets unless collection is not expected for more than 12 months after the reporting date.

(i)

Inventories

Raw materials and stores, ore stockpiles and work in progress and finished gold stocks are physically measured or estimated and valued at the lower of cost and net realisable value. Net realisable value less costs to sell is assessed annually based on the amount estimated to be obtained from sale of the item of inventory in the normal course of business, less any anticipated costs to be incurred prior to its sale.

Cost comprises direct materials, direct labour and an appropriate proportion of variable and fixed overhead expenditure and depreciation and amortisation relating to mining activities, the latter being allocated on the basis of normal operating capacity. Costs are assigned to individual items of inventory on the basis of weighted average costs. 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.

Inventories of consumable supplies and spare parts expected to be used in production are valued at the lower of weighted average cost, which includes the cost of purchase as well as transportation and statutory charges, or net realisable value. Any provision for obsolescence is determined by reference to specific stock items identified.

During the exploration and development phase, where the cost of extracting the ore exceeds the likely recoverable amount, work in progress inventory is written down to net realisable value,

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(j) Impairment of financial assets

The Group assesses at each balance sheet date whether a financial asset or group of financial assets is impaired.

Financial assets carried at amortised cost

If there is objective evidence that an impairment loss on loans and receivables carried at amortised cost has been incurred, the amount of the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows (excluding future credit losses that have not been incurred) discounted at the financial asset’s original effective interest rate (i.e. the effective interest rate computed at initial recognition). The carrying amount of the asset is reduced either directly or through use of an allowance account.

The amount of the loss is recognised in profit or loss. The Group first assesses whether objective evidence of impairment exists individually for financial assets that are individually significant, and individually or collectively for financial assets that are not individually significant.

If it is determined that no objective evidence of impairment exists for an individually assessed financial asset,

whether significant or not, the asset is included in a group of financial assets with similar credit risk characteristics and that group of financial assets is collectively assessed for impairment. Assets that are individually assessed for impairment and for which an impairment loss is or continues to be recognised are not included in a collective assessment of impairment.

If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognised, the previously recognised impairment loss is reversed. Any subsequent reversal of an impairment loss is recognised in profit or loss, to the extent that the carrying value of the asset does not exceed its amortised cost at the reversal date.

Financial assets carried at cost

If there is objective evidence that an impairment loss has been incurred on an unquoted equity instrument that is not carried at fair value (because its fair value cannot be reliably measured), or on a derivative asset that is linked to and must be settled by delivery of such an unquoted equity instrument, the amount of the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the current market rate of return for a similar financial asset.

(k) Income tax

Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted by the balance sheet date.

Deferred income tax is provided on all temporary differences at the balance sheet date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.

Deferred income tax liabilities are recognised for all taxable temporary differences except:

  • when the deferred income tax liability arises from the initial recognition of goodwill or of an asset or liability in a transaction that is not a business combination and that, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; or

  • when the taxable temporary difference is associated with investments in subsidiaries, associates or interests in joint ventures, and the timing of the reversal of the temporary difference can be controlled and it is probable that the temporary difference will not reverse in the foreseeable future.

The carrying amount of deferred income tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised.

Unrecognised deferred income tax assets attributable to income tax losses are reassessed at each balance sheet date and are recognised to the extent that it has become probable that future taxable profits will be available to allow the deferred tax asset to be recovered.

Determination of future taxable profits requires estimates and assumptions as to future events and outcomes, in particular, whether successful development and commercial exploitation, or alternatively sale, of the respective areas of interest will be achieved. This includes estimates and judgements about commodity prices, ore resources, exchange rates, future capital requirements, future operational performance and the timing of estimated cash flows. Changes in these estimates and assumptions could impact on the amount and probability of estimated taxable profits and accordingly the recoverability of deferred tax assets.

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(k) Income tax (continued)

Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the balance sheet date.

Income taxes relating to items recognised directly in equity are recognised in equity and not in profit or loss.

Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred tax assets and liabilities relate to the same taxable entity and the same taxation authority.

Focus Minerals Ltd and its wholly-owned Australian controlled entities have implemented the tax consolidation legislation. As a consequence, these entities are taxed as a single entity and the deferred tax assets and liabilities of these entities are set off in the consolidated financial statements.

Current and deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively.

(l) Financial Instruments

Recognition and Initial Measurement

Financial assets and financial liabilities are recognised when the entity becomes a party to the contractual provisions to the instrument. For financial assets, this is the trade-date, the date on which the company commits itself to either the purchase or sale of the asset.

Financial instruments are initially measured at fair value plus transaction costs, except where the instrument is classified ‘at fair value through profit or loss’, in which case transaction costs are expensed to profit or loss immediately.

Classification and Subsequent Measurement

Finance instruments are subsequently measured at either of fair value, amortised cost using the effective interest rate method, or cost. Fair value represents the amount for which an asset could be exchanged or a liability settled, between knowledgeable, willing parties.

Where available, quoted prices in an active market are used to determine fair value. In other circumstances, valuation techniques are adopted.

Amortised cost is calculated as:

  • (a) the amount at which the financial asset or financial liability is measured at initial recognition;

  • (b) less principal repayments;

  • (c) plus or minus the cumulative amortisation of the difference, if any, between the amount initially recognised and the maturity amount calculated using the effective interest method ; and

  • (d) less any reduction for impairment.

The effective interest method is used to allocate interest income or interest expense over the relevant period and is equivalent to the rate that exactly discounts estimated future cash payments or receipts (including fees, transaction costs and other premiums or discounts) through the expected life (or when this cannot be reliably predicted, the contractual term) of the financial instrument to the net carrying amount of the financial asset or financial liability. Revisions to expected future net cash flows will necessitate an adjustment to the carrying value with a consequential recognition of an income or expense in profit or loss.

The Group does not designate any interests in subsidiaries, associates or joint venture entities as being subject to the requirements of accounting standards specifically applicable to financial instruments.

i. Financial assets at fair value through profit or loss

Financial assets are classified at ‘fair value through profit or loss’ when they are either held for trading for the purpose of short-term profit taking, derivatives not held for hedging purposes, or when they are designated as such to avoid an accounting mismatch or to enable performance evaluation where a group of financial assets is managed by key management personnel on a fair value basis in accordance with a documented risk

management or investment strategy. Such assets are subsequently measured at fair value with changes in carrying value being included in profit or loss.

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(l) Financial Instruments

ii. Loans and receivables

Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market and are subsequently measured at amortised cost using the effective interest rate method.

iii. Financial liabilities

Non-derivative financial liabilities (excluding financial guarantees) are subsequently measured at amortised cost using the effective interest rate method.

Fair Value

Fair value is determined based on current bid prices for all quoted investments. Valuation techniques are applied to determine the fair value for all unlisted securities, including recent arm’s length transactions, reference to similar instruments and option pricing models.

Impairment

At each reporting date, the Group assesses whether there is objective evidence that a financial instrument has been impaired. Impairment losses are recognised in the income statement.

De-recognition

Financial assets are derecognised where the contractual rights to receipt of cash flows expires or the asset is transferred to another party whereby the entity no longer has any significant continuing involvement in the risks and benefits associated with the asset. Financial liabilities are derecognised where the related obligations are discharged, cancelled or expired. The difference between the carrying value of the financial liability extinguished or transferred to another party and the fair value of consideration paid, including the transfer of non-cash assets or liabilities assumed, is recognised in profit or loss.

(m) Goods and services tax

Revenues, expenses and assets are recognised net of the amount of GST except:

  • when the GST incurred on a purchase of goods and services is not recoverable from the taxation authority, in which case the GST is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable; and

  • receivables and payables, which are stated with the amount of GST included.

The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the balance sheet.

Cash flows are included in the Cash Flow Statement on a gross basis and the GST component of cash flows arising from investing and financing activities, which is recoverable from, or payable to, the taxation authority, are classified as operating cash flows.

Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the taxation authority.

(n) Plant and equipment

Plant and equipment is stated at cost less accumulated depreciation and any accumulated impairment losses. Such cost includes the cost of replacing parts that are eligible for capitalisation when the cost of replacing the parts is incurred. Similarly, when each major inspection is performed, its cost is recognised in the carrying amount of the plant and equipment as a replacement only if it is eligible for capitalisation.

Depreciation

Depreciation on mobile plant is calculated on a straight-line basis over the estimated useful life of the assets being 5 -15 years.

Depreciation of underground assets is calculated on a unit of production basis over the period of the life of mine plan.

Depreciation of the mill treatment assets is calculated on a diminishing value basis over the estimated useful life of the assets, being 10 years. This class of assets was previously incorrectly shown as being depreciated on a straight line basis.

The assets' residual values, useful lives and amortisation methods are reviewed, and adjusted if appropriate, at each financial year end.

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(n) Plant and equipment (continued)

Impairment

The carrying values of plant and equipment are reviewed for impairment at each reporting date, with recoverable amount being estimated when events or changes in circumstances indicate that the carrying value may be impaired.

The recoverable amount of plant and equipment is the higher of fair value less costs to sell and value in use. 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.

For an asset that does not generate largely independent cash inflows, recoverable amount is determined for the cash-generating unit to which the asset belongs, unless the asset's value in use can be estimated to be close to its fair value.

Impairment exists when the carrying value of an asset or cash-generating units exceeds its estimated recoverable amount. The asset or cash-generating unit is then written down to its recoverable amount.

For plant and equipment, impairment losses are recognised in the statement of profit or loss and other comprehensive income.

De-recognition and disposal

An item of plant and equipment is derecognised upon disposal or when no further future economic benefits are expected from its use or disposal.

Any gain or loss arising on de-recognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in profit or loss in the year the asset is derecognised.

(o) Exploration and Evaluation Expenditure

Exploration and evaluation expenditure incurred by or on behalf of the Group is accumulated separately for each area of interest. Such expenditure comprises direct costs and does not include general overheads or administrative expenditure not having a specific nexus with a particular area of interest.

Exploration expenditure for each area of interest is carried forward as an asset provided the rights to tenure of the area of interest are current and one of the following conditions is met:

  • The exploration and evaluation expenditures are expected to be recouped through successful development and exploitation of the area of interest, or alternatively, by its sale; or

  • Exploration and evaluation activities in the area of interest have not, at the reporting date, reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves, and active and significant operations in, or in relation to, the area of interests are continuing.

Exploration expenditure is written off when it fails to meet at least one of the conditions outlined above or an area of interest is abandoned.

Exploration and evaluation assets are assessed for impairment when facts and circumstances suggest that the carrying amount of an exploration and evaluation asset may exceed its recoverable amount. When facts and circumstances suggest that the carrying amount exceeds the recoverable amount the impairment loss will be measured and disclosed in accordance with AASB 136 Impairment of Assets.

When a decision is made to develop an area of interest, all carried forward exploration expenditure in relation to the area of interest is transferred to Mine Properties and Development.

(p) Mine Properties and Development

Development expenditure represents the accumulated exploration, evaluation, land and development expenditure incurred by or on behalf of the Group in relation to areas of interest in which mining of a mineral resource has commenced.

When further development expenditure is incurred in respect of a mine property after commencement of production, such expenditure is carried forward as part of the mine property only when substantial future economic benefits are thereby established, otherwise such expenditure is classified as part of the cost of production.

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(p) Mine Properties and Development (continued)

In some circumstances, where conversion of resources into reserves is expected, some resources may be included. Development and land expenditure still to be incurred in relation to the current reserves are included in the amortisation calculation. Where the life of the assets are shorter than the mine life their costs are amortised based on the useful life of the assets.

The estimated recoverable reserves and life of the mine and the remaining useful life of each class of asset is reassessed at least annually. Where there is a change in the reserves/resources amortisation rates are correspondingly adjusted.

(q) Trade and other payables

Trade and other payables are recognised originally at fair value and subsequently measured at amortised cost using the effective interest rate method. Trade and other payables represent liabilities for goods and services provided to the Group prior to the end of the financial year that are unpaid and arise when the Group becomes obliged to make future payments in respect of the purchase of goods and services. Trade and other payables are presented as current liabilities unless payment is not due within 12 months from the reporting date.

(r) Interest bearing loans and borrowings

All loans and borrowings are initially recognised at cost, being fair value of the consideration received net of issue costs associated with the borrowing.

After initial recognition, interest bearing loans and borrowings are subsequently measured at amortised cost using the effective interest rate method. Amortised cost is calculated by taking into account any issue costs, and any discount or premium on settlement.

Gains and losses are recognised in the income statement when the liabilities are derecognised and as well as through the amortisation process.

Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for at least 12 months after the reporting period.

(s) Provisions

Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.

If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a borrowing cost.

(t) Employee benefits

Wages, salaries and annual leave

Liabilities for wages and salaries, including non-monetary benefits and annual leave expected to be settled within 12 months of the reporting date are recognised in other payables in respect of employees’ services up to the reporting date. They are measured at the amounts expected to be paid when the liabilities are settled. Liabilities for non-accumulating sick leave are recognised when the leave is taken and are measured at the rates paid or payable.

Long service leave

The liability for long service leave is recognised in the provision for employee benefits and measured as the present value of expected future payments to be made in respect of services provided by employees up to the reporting date using the projected unit credit method. Consideration is given to expected future wage and salary levels, experience of employee departures, and period of service. Expected future payments are discounted using market yields at the reporting date on national government bonds with terms to maturity and currencies that match, as closely as possible, the estimated future cash outflows.

Termination benefits

Termination benefits are payable when employment is terminated before the normal retirement date, or when an employee accepts voluntary redundancy in exchange for these benefits. The group recognises termination benefits when it is demonstrably committed to either terminating the employment of current employees according to a detailed formal plan without possibility of withdrawal or to providing termination benefits as a result of an offer made to encourage voluntary redundancy. Benefits falling due more than 12 months after the end of the reporting period are discounted to present value.

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NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(u) Share-based payment transactions

Equity settled transactions

The Group provides benefits to certain third parties and employees (including senior executives) of the Group in the form of share-based payments. Third parties and employees render services to the Group in exchange for shares or rights over shares (“equity-settled transaction”).

The cost of these equity-settled transactions with third parties and employees is measured by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined using a Black Scholes model, further details of which are given in Note 16.

In valuing equity-settled transactions, no account is taken of any performance conditions, other than conditions linked to the price of the shares of Focus Minerals Ltd (market conditions) if applicable.

The cost of equity-settled transactions is recognised, together with a corresponding increase in equity, over the period in which the performance and/or service conditions are fulfilled, ending on the date on which the relevant beneficiary becomes fully entitled to the award (“vesting date”).

The cumulative expense recognised for equity-settled transactions at each reporting date until vesting date reflects (i) the extent to which the vesting period has expired and (ii) the Group’s best estimate of the number of equity instruments that will ultimately vest. No adjustment is made for the likelihood of market performance conditions being met as the effect of these conditions is included in the determination of fair value at grant date. The income statement charge or credit for a period represents the movement in cumulative expense recognised as at the beginning and end of that period.

No expense is recognised for awards that do not ultimately vest, except for awards where vesting is only conditional upon a market condition .

If an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation, and any expense not yet recognised for the award is recognised immediately. However, if a new award is substituted for the cancelled award and designated as a replacement award on the date that it is granted, the cancelled and new award are treated as if they were a modification of the original award.

The dilutive effect, if any, of outstanding options is reflected as additional share dilution in the computation of earnings per share (see Note 5).

(v) Share capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds.

(w) Restoration and Rehabilitation Costs

Provisions are recognised when the Group has a present legal or constructive obligation as a result of past events, it is more likely than not that an outflow of resources will be required to settle the obligation and the amount can be reliably estimated. The mining, extraction and processing activities of the Group give rise to obligations for site restoration and rehabilitation. Restoration and rehabilitation obligations can include facility decommissioning and dismantling, removal or treatment of waste materials, land rehabilitation and site restoration. Provisions for the cost of each rehabilitation program are recognised at the time that environmental disturbance occurs.

Restoration and rehabilitation provisions are initially measured at the expected value of future cash flows required to rehabilitate the relevant site, discounted to their present value. The judgements and estimates applied for the estimation of the rehabilitation provisions are discussed in note 1(z).

When provisions for restoration and rehabilitation are initially recognised, the corresponding cost is capitalised into the cost of the related assets and is amortised using the units of production method over the life of the mine. The value of the provision is progressively increased over time as the effect of discounting unwinds, creating an expense recognised in finance costs.

At each reporting date the restoration and rehabilitation liability is re-measured to account for any new disturbance, updated cost estimates, inflation, changes to the estimated reserves and lives of operations, new regulatory requirements, environmental policies and revised discount rates. Changes to the restoration and rehabilitation liability are added to or deducted from the related rehabilitation asset and amortised accordingly.

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(x) Earnings per share

Basic earnings per share is calculated as net profit attributable to members of the parent, adjusted to exclude any costs of servicing equity (other than dividends) and preference share dividends, divided by the weighted average number of ordinary shares, adjusted for any bonus element.

Diluted earnings per share is calculated as net profit attributable to members of the parent, adjusted for:

  • costs of servicing equity (other than dividends) and preference share dividends;

  • the after tax effect of dividends and interest associated with dilutive potential ordinary shares that have been recognised as expenses; and

  • other non-discretionary changes in revenues or expenses during the period that would result from the dilution of potential ordinary shares; divided by the weighted average number of ordinary shares and dilutive potential ordinary shares, adjusted for any bonus element.

(y) Comparative figures

When required by Accounting Standards, comparative figures have been adjusted to conform to changes in presentation for the current financial year.

(z) Critical Accounting Estimates and Judgements

The directors evaluate estimates and judgements incorporated into the financial report 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 the Group.

Key estimates

Reserves and resources

In order to calculate ore reserves and mineral resources, estimates and assumptions are required about a range of geological, technical and economic factors, including quantities, grades, production techniques, recovery rates, production costs, transport costs, commodity demand, commodity prices and exchange rates. The consolidated entity estimates its ore reserves and mineral resources based on information compiled by Competent Persons (as defined in accordance with the Australian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves as revised in December 2004 (the JORC code).

As economic assumptions used to estimate reserves change and as additional geological data is generated during the course of operations, estimates of reserves and mineral resources may vary from period to period. Changes in reported reserves and mineral resources may affect the Group’s financial results and financial position in a number of ways, including the following:

  • asset carrying values may be affected due to changes in estimated future cash flows;

  • depreciation and amortisation charges in profit and loss may change where such charges are determined by the units of production basis, or where the useful economic lives of assets change; and

  • restoration and rehabilitation provision may be affected due to changes in the magnitude of future restoration and rehabilitation expenditure.

Exploration and evaluation expenditure

The Group’s accounting policy for exploration and evaluation expenditure results in expenditure being capitalised for an area of interest where it is considered likely to be recoverable by future exploitation or sale or where the activities have not reached a stage which permits a reasonable assessment of the existence of reserves. This policy requires management to make certain estimates as to future events and circumstances, in particular whether an economically viable extraction operation can be established. Any such estimates and assumptions may change as new information becomes available. If, after having capitalised the expenditure under the policy, a judgement is made that recovery of the expenditure is unlikely, the relevant capitalised amount will be written off to profit and loss.

Mine properties and development

Development activities commence after commercial viability and technical feasibility of the project is established. Judgement is applied by management in determining when a project is commercially viable and technically feasible. In exercising this judgement, management is required to make certain estimates and assumptions as to the future events. If, after having commenced the development activity, a judgement is made that a development asset is impaired, the relevant capitalised amount will be written off to profit and loss.

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(z) Critical Accounting Estimates and Judgements (continued)

Restoration and rehabilitation provision

The Group’s accounting policy for the recognition of restoration and rehabilitation provisions requires significant estimates including the magnitude of possible works required for the removal of infrastructure and of rehabilitation works, future cost of performing the work, the inflation and discount rates and the timing of cash flows. These uncertainties may result in future actual expenditure differing from the amounts currently provided. When these factors change or become known in the future, such differences will impact the mine rehabilitation provision in the period in which they change or become known.

Impairment of assets

The Group assesses each Cash-Generating Unit (CGU) as listed in Note 12, at least annually, to determine whether there is any indication of impairment or reversal. Where an indicator of impairment or reversal exists, a formal estimate of the recoverable amount is made, which is deemed as being the higher of the fair value less costs to sell and value in use calculated in accordance with accounting policy Note 1(). These assessments require the use of estimates and assumptions such as discount rates, exchange rate, commodity prices, gold multiple values, future operating development and sustaining capital requirements and operating performance (including the magnitude and timing of related cash flow).

Income taxes

Judgement is required in assessing whether deferred tax assets and liabilities are recognised on the statement of financial position. Deferred tax assets, including those arising from temporary differences, are recognised only when it is considered more likely than not that they will be recovered, which is dependent on the generation of future assessable income of a nature and of an amount sufficient to enable the benefits to be utilised. Refer to note 3 for details of the judgement applied in the current period in relation to income taxes.

(aa) Early adoption of standards

The group has elected to apply the following pronouncement to the annual reporting period beginning 1 July 2012:

• AASB 2012-5 Amendments to Australian Accounting Standards arising from Annual Improvements 2009— 2011 Cycle

This includes applying the revised pronouncement to the comparatives in accordance with AASB 108 Accounting Policies, Changes in Accounting Estimates and Errors . None of the items in the financial statements had to be restated as a result of applying this standard. However, the amendments removed the requirement to provide additional comparative information in all relevant notes where line items in the financial statements are affected as a result of a retrospective restatement (eg because of an error). Following the amendments, it is now sufficient if an entity includes a third balance sheet and explains the impact of the restatement on individual line items in the note that sets out the reasons for the restatement.

(ab) New accounting standards and interpretations

Certain new accounting standards and interpretations have been published that are not mandatory for 30 June 2013 reporting periods and have not been early adopted by the group. The group’s assessment of the impact of these new standards and interpretations is set out below.

(i) AASB 10 Consolidated Financial Statements, AASB 11 Joint Arrangements, AASB 12 Disclosure of Interests in Other Entities, revised AASB 127 Separate Financial Statements, AASB 128 Investments in Associates and Joint Ventures, AASB 2011-7 Amendments to Australian Accounting Standards arising from the Consolidation and Joint Arrangements Standards and AASB 2012-10 Amendments to Australian Accounting Standards – Transition Guidance and Other Amendments (effective 1 January 2013)

In August 2011, the AASB issued a suite of five new and amended standards which address the accounting for joint arrangements, consolidated financial statements and associated disclosures.

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NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(ab) New accounting standards and interpretations (continued)

AASB 10 replaces all of the guidance on control and consolidation in AASB 127 Consolidated and Separate Financial Statements , and Interpretation 12 Consolidation – Special Purpose Entities . The core principle that a consolidated entity presents a parent and its subsidiaries as if they are a single economic entity remains unchanged, as do the mechanics of consolidation. However, the standard introduces a single definition of control that applies to all entities. It focuses on the need to have both power and rights or exposure to variable returns. Power is the current ability to direct the activities that significantly influence returns. Returns must vary and can be positive, negative or both. Control exists when the investor can use its power to affect the amount of its returns. There is also new guidance on participating and protective rights and on agent/principal relationships. While the group does not expect the new standard to have a significant impact on its composition, it has yet to perform a detailed analysis of the new guidance in the context of its various investees that may or may not be controlled under the new rules.

AASB 11 introduces a principles based approach to accounting for joint arrangements. The focus is no longer on the legal structure of joint arrangements, but rather on how rights and obligations are shared by the parties to the joint arrangement. Based on the assessment of rights and obligations, a joint arrangement will be classified as either a joint operation or a joint venture. Joint ventures are accounted for using the equity method, and the choice to proportionately consolidate will no longer be permitted. Parties to a joint operation will account for their share of revenues, expenses, assets and liabilities in much the same way as under the previous standard. AASB 11 also provides guidance for parties that participate in joint arrangements but do not share joint control.

The group is yet to evaluate the impact of the new guidance.

AASB 12 sets out the required disclosures for entities reporting under the two new standards, AASB 10 and AASB 11, and replaces the disclosure requirements currently found in AASB 127 and AASB 128. Application of this standard by the Group will not have a significant impact on the financial statements.

Amendments to AASB 128 provide clarification that an entity continues to apply the equity method and does not remeasure its retained interest as part of ownership changes where a joint venture becomes an associate, and vice versa. The amendments also introduce a “partial disposal” concept. The group is still assessing the impact of these amendments.

The group will adopt the new standards from their operative date. They will therefore be applied in the financial statements for the annual reporting period ending 30 June 2014.

  • (ii) AASB 13 Fair Value Measurement and AASB 2011-8 Amendments to Australian Accounting Standards arising from AASB 13 (effective 1 January 2013)

AASB 13 was released in September 2011. It explains how to measure fair value and aims to enhance fair value disclosures. The group has yet to determine which, if any, of its current measurement techniques will have to change as a result of the new guidance. It is therefore not possible to state the impact, if any, of the new rules on any of the amounts recognised in the financial statements. However, application of the new standard will impact the type of information disclosed in the notes to the financial statements. The group will adopt the new standard from its operative date, which means that it will be applied in the annual reporting period ending 30 June 2014.

Page | 32

Focus Minerals Ltd – Financial Report 2013

NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(ab) New accounting standards and interpretations (continued)

(iii) Revised AASB 119 Employee Benefits and AASB 2011-10 Amendments to Australian Accounting Standards arising from AASB 119 (September 2011)

In September 2011, the AASB released a revised standard on accounting for employee benefits. It requires the recognition of all remeasurements of defined benefit liabilities/assets immediately in other comprehensive income (removal of the so-called ‘corridor’ method), the immediate recognition of all past service cost in profit or loss and the calculation of a net interest expense or income by applying the discount rate to the net defined benefit liability or asset. This replaces the expected return on plan assets that is currently included in profit or loss. The standard also introduces a number of additional disclosures for defined benefit liabilities/assets and could affect the timing of the recognition of termination benefits. The amendments will have to be implemented retrospectively.

The group does not currently have any defined benefit liabilities/assets and hence there would be no impact on the results for the current period if the standard had been adopted. The Group will apply the new standard when it becomes operative, being from 1 July 2013.

There are no other standards that are not yet effective and that are expected to have a material impact on the entity in the current or future reporting periods and on foreseeable future transactions.

(ac) New Accounting Standards Not Yet Adopted

Interpretation 20 – Stripping Costs in the Production Phase of a Surface Mine

This interpretation applies to stripping costs incurred during the production phase of a surface mine. Production stripping costs (also known as deferred mining costs) are to be capitalised as part of an asset if:

  • An entity can demonstrate that it is probable future economic benefits will be realised;

  • The costs can be reliably measured; and

  • The entity can identify the component of an ore body for which access has been improved.

The stripping activity asset shall be amortised on a systematic basis, over the expected useful life of the identified component of the ore body that becomes more accessible as a result of the stripping activity.

The adoption of this new standard, amendment or interpretation will not have a material impact on the Group’s financial statements. The Group will apply the new standard when it becomes operative, being from 1 July 2013.

Page | 33

Focus Minerals Ltd – Financial Report 2013

NOTE 2: REVENUES AND EXPENSES

(a) Revenue
Gold sales
Silver sales
(b) Other income
Interest income
Rental revenue
Sundry income
Realised gold forward contracts
(c) Expenses
Finance costs
Interest expense and finance charges
Depreciation & Amortisation Expense
Depreciation
Amortisation
Total amortisation and depreciation
Corporate and other expenses
Legal fees
Option expense
Employee benefit expense
Corporate expense
Net loss on disposal of assets
Office lease costs
Total corporate and other expenses
Impairment
Impairment – mining assets (Note 12)
Impairment – financial assets
Total impairment
Consolidated
2013
$’000
2012
$’000
214,080
257,463
715
790
214,795
258,253
3,855
781
99
242
501
-
636
347
5,091
1,370
1,582
17
7,733
9,486
29,323
23,314
37,056
32,800
1,323
355
60
708
6,363
3,506
9,368
9,225
292
-
554
488
17,960
13,794
84,952
-
700
-
85,652
-

Page | 34

Focus Minerals Ltd – Financial Report 2013

NOTE 3: INCOME TAX

Major components of income tax expense for the Years ended 30 June 2013 and 30 June
2012 are:
Income Statement
Current income
Current income tax charge
Deferred tax assets relating to tax losses
Deferred income tax
Relating to origination and reversal of temporary differences
Temporary differences recognised in equity
Current year tax loss not recognised in current period
Income tax expense (benefit) reported in income statement
Statement of changes in equity
Deferred income tax
Capital raising costs
Income tax expense reported in equity
A reconciliation of income tax expense (benefit) applicable to accounting profit before
income tax at the statutory income tax rate to income tax expense at the company’s
effective income tax rate for the Years ended 30 June 2013 and 30 June 2012 is as follows
Accounting profit (loss) before tax from continuing operations
Loss before tax from discontinued operations
Accounting profit (loss) before income tax
Tax at the statutory income tax rate of 30%
Add:
Non-deductible expenses
Temporary differences not recognised
Tax loss not brought to account as a deferred tax asset
Adjustments in respect of previous current income tax
Less:
Adjustments in respect of previous deferred income tax
Non-assessable income
Realisation of prior tax losses not previously recognised
Income tax expense reported in income statement
Income tax attributable to discontinued operation
Consolidated
2013
2012
-
-
-
2,295
-
(2,712)
(484)
-
3,196
-
-
-
-
-
-
(171,523)
6,844
-
-
(171,523)
6,844
(51,457)
2,053
969
242
7,129
-
43,359
(2,295)
-
-
-
-
-
-
-
-
-
-
-
-

Tax consolidation

The company and its 100% owned controlled entities have formed a tax consolidated group. Members of the Consolidated Entity have entered into a tax sharing arrangement with effect from 30 June 2013 in order to allocate income tax expense to the wholly owned controlled entities on a pro-rate basis. The agreement provides for the allocation of income tax liabilities between the entities should the head entity default on its tax payment obligations. At balance date, the possibility of default is remote. The head entity of the tax consolidated group is Focus Minerals Limited.

Tax Effect accounting by members of the tax consolidated group

Members of the tax consolidated group have entered into a tax funding agreement with effect from 30 June 2013. The tax funding agreement provides for the allocation of current taxes to members of the tax consolidated group. Deferred taxes are allocated to members of the tax consolidated group in accordance with a group allocation approach which is consistent with the principles of AASB 112 Income Taxes. The allocation of taxes under the tax funding agreement is recognised as an increase/decrease in the controlled entities intercompany accounts with the tax consolidated group head company, Focus Minerals Limited.

Page | 35

Focus Minerals Ltd – Financial Report 2013

NOTE 3: INCOME TAX (CONTINUED)

Recognised deferred tax assets and liabilities

Deferred tax assets and liabilities are attributable to the following:

CONSOLIDATED
Cash and Cash Equivalents
Trade and other receivables
Inventories and other CA
Property, Plant and Equipment
Mine Property
Exploration
Investment in Subsidiaries &
Intercompany
Trade and other payables
Employee benefits
Loans and Borrowings
Provisions
Rehabilitation Provision
Provisions
Loans and Borrowings
Other Non-current liabilities
Tax Losses
Tax (assets) liabilities
Set off of tax
Net tax (assets) liabilities
Assets
Liabilities
Net
30 June
2013
30 June
2012
30 June
2013
30 June
2012
30 June
2013
30 June
2012
$’000
$’000
$’000
$’000
$’000
$’000
-
-
-
-
-
-
-
-
-
-
-
-
(160)
-
40
104
(119)
104
-
-
(1,686)
4,605
(1,686)
4,605
-
-
14,258
-
13,342
33,340
-
-
13,342
33,340
14,258
-
-
-
-
-
-
-
(266)
(22)
-
-
(266)
(22)
(373)
(692)
-
-
(373)
(692)
-
-
-
-
-
-
(1,782)
-
-
-
(1,782)
-
(5,175)
(2,451)
-
-
(5,175)
(2,451)
(1,177)
(9)
-
-
(1,177)
(9)
-
-
-
-
-
-
(146)
(58)
-
-
(146)
(58)
(16,874)
(34,815)
-
-
(16,874)
(34,815)
(25,956)
(38,049)
25,956
38,049
-
-
25,956
38,049
(25,956)
(38,049)
-
-
-
-
-
-
-
-

Movement in temporary differences during the year

2013
Inventories and other CA
Property, Plant and Equipment
Mine Property
Exploration
Investment in Subsidiaries & Intercompany
Trade and other payables
Employee benefits
Loans and Borrowings
Provisions
Rehabilitation Provision
Provisions
Loans and Borrowings
Other Non-current liabilities
Tax Losses
Balance
1 July 2012
Recognised in
Income
Recognised in
Equity
Balance
30 June 2013
$’000
$’000
$’000
$’000
104
(223)
-
(119)
4,605
(6,291)
-
(1,686)
2,353
11,905
-
14,258
30,987
(17,645)
-
13,342
-
-
-
-
(22)
(244)
-
(266)
(692)
318
-
(373)
-
-
-
-
-
(1,782)
-
(1,782)
(2,451)
(2,723)
-
(5,175)
(9)
(1,168)
-
(1,177)
-
-
-
-
(58)
(88)
-
(146)
(34,815)
17,941
-
(16,874)
-
-
-
-

Page | 36

Focus Minerals Ltd – Financial Report 2013

NOTE 3: INCOME TAX (CONTINUED)

Movement in temporary differences during the year (continued)

2012
Inventories and other CA
Property, Plant and Equipment
Mine Property
Investment in Subsidiaries & Intercompany
Trade and other payables
Employee benefits
Rehabilitation Provision
Provisions
Loans and Borrowings
Other Non-current liabilities
Tax Losses
Balance
30 June 2011
Recognised in
Income
Recognised in
Equity
Balance
30 June 2012
$’000
$’000
$’000
$’000
-
104
-
104
-
4,605
-
4,605
22,811
10,528
-
33,340
-
-
-
-
(1,245)
1,222
-
(22)
(452)
(239)
-
(692)
-
(2,451)
-
(2,451)
(352)
343
-
(9)
-
-
-
-
-
(58)
-
(58)
(22,588)
(12,227)
-
(34,815)
(1,828)
1,828
-
-

Unrecognised deferred tax assets

Deferred tax assets have not been recognised in respect of the following
items
Deferred tax assets - other
Tax Losses
Capital Losses
CONSOLIDATED
30 June 2013
30 June 2012
$’000
$’000
33
3,918
72,604
76,706
3,939
973
76,576
81,597

Page | 37

Focus Minerals Ltd – Financial Report 2013

NOTE 4: SEGMENT REPORTING

During the 2012 financial year, Focus Minerals Ltd acquired 81.57% of Focus Minerals (Laverton) Ltd – formerly Crescent Gold Ltd. During 2013, Focus acquired the remaining 18.43% of Focus Minerals (Laverton) Ltd. The Group has three reportable segments, as described below, which are the Group’s strategic business units. The business units are managed separately as they require differing processes and skills. The Chief Executive Officer reviews internal management reports on a monthly basis. Gold produced is sold through agents at spot pricing or delivered into forward gold contracts. Segment Financial Information for the financial year ended 2013 are presented below:

Revenue from Main Product Sales - Gold
Revenue from By Product Sales - Silver
TOTAL GROSS REVENUE
Cost of Sales
Amortisation & Depreciation
SEGMENTED OPERATING LOSS
Interest and financing fees
Other income
Interest income
Takeover costs
Shutdown costs
Impairment
Other expenses
SEGMENTED LOSS BEFORE TAX
Income taxes
Non-controlling interest
SEGMENTED PROFIT / (LOSS)
Current Assets
Non-Current Assets
- Restricted Cash
- Intercompany loans
- Property, Plant & Equipment
- Mine Property and Development
- Exploration and Evaluation
- Investments in subsidiaries
TOTAL ASSETS
Current Liabilities
Intercompany Loans
Other Non-Current Liabilities
TOTAL LIABILITIES
NET ASSETS
Equity
Reserves
Retained Earnings
NET EQUITY
Capital Expenditures
2013
2013
2013
2013
2013
Coolgardie
Laverton
Corporate
Elimination
Consolidated
$’000
$’000
$’000
$’000
$’000
89,855
124,225
-
-
214,080
403
312
-
-
715
90,258
124,537
-
-
214,795
(100,610)
(132,464)
-
-
(233,074)
(14,235)
(22,734)
(87)
-
(37,056)
(24,587)
(30,661)
(87)
-
(55,335)
(1,026)-
(2,610)
(273)
2,327
(1,582)
133
862
6,424
(2,327)
5,092
-
-
(4,030)
-
(4,030)
(10,505)
(1,550)
-
-
(12,055)
(52,305)
(10,491)
(147,568)
124,712
(85,652)
(245)
(4,747)
(12,969)
-
(17,960)
(88,535)
(49,197)
(158,503)
124,712
(171,522)
-
-
-
-
-
-
4,989
-
-
4,989
(88,535)
(44,208)
(158,503)
124,712
(166,533)
10,513
2,533
121,840
-
134,886
751
12,642
3,498
-
16,891
10,368
10,602
101,363
(122,333)
-
24,539
7,339
494
5,051
37,423
31,787
11,184
-
-
42,971
29,865
13,679
13,671
33,962
91,177
-
-
-
-
-
107,823
57,979
240,865
(83,320)
323,348
19,697
3,242
15,343
-
38,283
89,606
76,200
-
(165,806)
-
14,711
7,462
901
(897)
22,178
124,014
86,904
16,244
(166,704)
60,459
(16,191)
(28,925)
224,621
83,384
262,889
23,364
23,366
427,167
(46,730)
427,167
-
-
182
(7,177)
(6,995)
(39,555)
(52,291)
(202,728)
137,291
(157,283)
(16,191)
(28,925)
224,621
83,384
262,889
19,621
20,793
874
-
41,288

Page | 38

Focus Minerals Ltd – Financial Report 2013

NOTE 4: SEGMENT REPORTING (CONTINUED)

Segment Financial Information for the financial year ended 2012 are presented below:

Revenue from Main Product Sales - Gold
Revenue from By Product Sales - Silver
TOTAL GROSS REVENUE
Cost of Sales
Amortisation & Depreciation
SEGMENTED OPERATING PROFIT /
(LOSS)
Interest and financing fees
Other income
Interest income
Takeover costs
Other expenses
SEGMENTED PROFIT / (LOSS) BEFORE
TAX
Income taxes
Non-controlling interest
SEGMENTED PROFIT / (LOSS)
Current Assets
Non-Current Assets
- Restricted Cash
- Property, Plant & Equipment
- Mine Property and Development
- Exploration and Evaluation
- Other
TOTAL ASSETS
Current Liabilities
Non-Current Liabilities
TOTAL LIABILITIES
NET ASSETS
Equity
Reserves
Outside Equity Interest
Retained Earnings
NET EQUITY
Capital Expenditures
2012
2012
2012
2012
2012
Coolgardie
Laverton
Corporate
Intercompany
Consolidated
$’000
$’000
$’000
$’000
$’000
145,547
111,916
-
-
257,463
510
280
-
-
790
146,057
112,196
-
-
258,253
112,099
90,526
-
-
202,625
17,869
14,858
73
-
32,800
16,089
6,812
(73)
-
22,828
-
939
-
(922)
17
(291)
-
(299)
-
(590)
-
(467)
(1,235)
922
(780)
-
-
3,543
-
3,543
-
2,580
11,214
-
13,794
16,380
3,760
(13,296)
-
6,844
-
-
-
-
-
-
(693)
-
-
(693)
16,380
3,067
(13,296)
-
6,151
12,103
22,211
2,709
37,023
61
11,808
1,016
-
12,885
32,657
21,156
200
51
54,064
32,409
20,614
-
-
53,023
59,275
13,380
34,953
32,107
139,715
10,368
9,932
136,762
(155,534)
1,528
146,873
99,101
175,640
(123,376)
298,238
21,810
37,657
10,086
1,455
71,008
52,720
34,316
5,746
(81,981)
10,801
74,530
71,973
15,832
(80,526)
81,809
72,343
27,128
159,808
(42,850)
216,429
23,363
23,366
203,910
(46,729)
203,910
-
-
123
(1,855)
(1,732)
-
-
-
5,000
5,000
48,980
3,760
(44,225)
736
9,251
72,343
27,127
159,808
(42,849)
216,429
26,778
32,543
-
-
59,321

Page | 39

Focus Minerals Ltd – Financial Report 2013

NOTE 5: EARNINGS PER SHARE

NOTE 5: EARNINGS PER SHARE
Basic earnings per share:
Total Basic EPS
Diluted earnings per share
Total Diluted EPS
Basic Earnings per share
The earnings and weighted average number of ordinary shares used in
the calculation of basic earnings per share is as follows:
Weighted average number of ordinary shares for the purposes of basic
earnings per share
Diluted Earnings per share
The earnings and weighted average number of ordinary shares used in
the calculation of diluted earnings per share:
Weighted average number of ordinary shares for the purposes of diluted
earnings per share
Consolidated
2013
Centsper Share
2012
Centsper Share
(2.47)
0.15
(2.47)
0.15
‘$000
‘$000
(166,534)
6,151
6,747,733,150
4,185,341,251
‘$000
‘$000
(166,534)
6,151
6,752,787,945
4,237,075,097

NOTE 6: CASH, CASH EQUIVALENTS & RESTRICTED CASH

Cash and cash equivalents
Current - Restricted cash
Non- current – restricted cash
Consolidated
2013
$’000
2012
$’000
114,159
2,604
8,541
381
122,700
2,985
16,891
12,885

Cash at bank earns interest at floating rates based on daily deposit rates.

Short-term deposits are made for varying periods up to three months, depending on the immediate cash requirements of the Group, and earn interest at the respective commercial short-term deposit rates.

Performance bonds have been issued by a bank on behalf of the Group in respect of Western Australian mining tenements. The Group has indemnified the bank against any loss arising from the performance bonds and the indemnity is secured against cash deposits. Those are classified as restricted cash.

Page | 40

Focus Minerals Ltd – Financial Report 2013

NOTE 6: CASH, CASH EQUIVALENTS & RESTRICTED CASH (CONTINUED)

(i) Reconciliation to Cash Flow Statement For the purposes of the Statement of Cash Flow, cash and cash equivalents comprise cash on hand and at bank and short term deposits, net of secured short term deposits. Cash and cash equivalents as shown in the Statement of Cash Flow is:

Cash, cash equivalents and restricted cash
Less: Restricted cash not available for use
Cash and cash equivalents as per statement of cashflow
Consolidated
2013
$’000
2012
$’000
139,591
15,870
(25,432)
(13,266)
114,159
2,604

(ii) Reconciliation of profit for the year to net cash flows from operating activities

Net (loss)/profit for the year
Net loss on sale of asset
Depreciation expense
Amortisation expense
Impairment of mining assets
Share base payment
Impairment of financial assets
Reversal of provision
(Increase)/decrease in assets:
Current receivables
Inventories
Other current assets
Increase/(decrease) in liabilities
Current payables
Other liabilities
Employee benefits
Shutdown provision liabilities
Net cash from/(used in) operating activities
Consolidated
2013
$’000
2012
$’000
(171,523)
6,844
292
-
7,733
7,037
29,323
25,763
84,952
-
60
708
700
(345)
-
(455)
4,404
1,747
14,190
24,722
485
978
(38,008)
(13,760)
(335)
386
(748)
2,381
9,866
-
(58,609)
56,006

(iii) Non cash financing and investing activities transactions

2013

  • The company issued 324,604,525 Focus Minerals Ltd shares with a market value at the time of issue of $5,334,000 (average price per share 1.64 cents) to acquire the remaining unowned interest in Focus Minerals (Laverton) Pty Ltd.

2012

  • Expenses during the period include the value of issued options for an amount of $708,000. The options were issued to senior management staff under the Employee incentive scheme.

Page | 41

Focus Minerals Ltd – Financial Report 2013

NOTE 7: CURRENT TRADE AND OTHER RECEIVABLES

NOTE 7: CURRENT TRADE AND OTHER RECEIVABLES
Trade receivables
Other receivables
Consolidated
2013
$’000
2012
$’000
654
4,130
1,451
2,379
2,105
6,509

An allowance for doubtful debts is made when there is objective evidence that a trade receivable is impaired. No provision is necessary.

NOTE 8 BUSINESS COMBINATION

Merger with Focus Minerals (Laverton) ltd, formerly Crescent Gold Limited – Prior year

On 20 June 2011 the Company jointly announced, with Crescent Gold Limited, an off-market bid by the Company to acquire the issued ordinary shares of Crescent Gold Limited (Crescent). The Offer opened on 30 June 2011 and consisted of one Focus share for every 1.18 Crescent share and option on issue and was conditional, among other conditions, on achieving ownership of 90% of the issued shares of Crescent. On 18 August 2011 the Company obtained greater than 50% acceptances and declared the Offer unconditional, this for accounting purposes was considered the date control was passed in accordance with Australian Accounting Standard AASB3 “Business Combination”. The Offer closed on 5 October 2011 and the Company received acceptances totalling 81.57% of Crescent issued ordinary shares. The Company issued 880,258,270 Focus shares in consideration for acceptances received. The merger of Focus Minerals Ltd and Crescent Gold Limited has been accounted as a business acquisition and has been calculated in accordance with the proportional interest method.

Details of the purchase consideration and the net assets acquired are as follows:

Note
Equity issued
The purchase price allocation is as follows:
Note
Identifiable assets acquired and liabilities assumed
Cash and cash equivalents
Restricted deposits
Other receivable and prepayments
Inventories
Property, plant and equipment
Exploration and evaluation expenditure
Development expenditure
Trade and other payables
Provisions
Loans and borrowings
Net identifiable assets acquired
Less: non-controlling interests
(b)
Add: Reserve
Net assets acquired
$’000
58,900
Book Value
$’000
1,910
9,078
3,417
2,606
18,558
5,504
10,624
(9,938)
(7,027)
(11,366)
Fair Value
$’000
1,910
9,078
3,417
2,606
23,558
32,065
17,046
(9,938)
(7,027)
(11,366)
23,366 61,349
(4,307) (4,307)
1,855
58,900

The acquired business contributed revenues of $112,196,000 and net profit of $3,760,000 to the group for the period from 18 August 2011 to 30 June 2012.

If the acquisition had occurred on 1 July 2011, consolidated revenue and net profit for the year ended 30 June 2012 would have been $287,860,000 and $10,663,000 respectively. These amounts have been calculated using the group’s accounting policies and by adjusting the results of the subsidiary to reflect the additional depreciation and amortisation that would have been charged assuming the fair value adjustments to property, plant and equipment and intangible assets had applied from 1 July 2011, together with the consequential tax effects.

Page | 42

Focus Minerals Ltd – Financial Report 2013

NOTE 8 BUSINESS COMBINATION (CONTINUED)

(a) PURCHASE CONSIDERATION – NET CASH INFLOW
Cash acquired
Less: Cash consideration
(b) NON CONTROLLING INTEREST
Opening balance
Non controlling interest on takeover of Focus Minerals (Laverton)
Pty Ltd
Non-controlling interest share of loss for the year
Non-controlling interest acquired
Closing balance
Consolidated
2013
$’000
2012
$’000
-
1,910
-
-
-
1,910
2013
$’000
2012
$’000
5,000
-
-
4,307
(4,989)
693
(11)
-
5,000

The Company acquired all the remaining shares in Focus Minerals (Laverton) Ltd on 24 April 2013 and 13 May 2013. The minority interest in Focus Minerals (Laverton) Pty Ltd (formerly Crescent Gold Ltd) at the time of acquisition was $11,000 being the opening balance less a share of current year losses in that entity. The minority interest was acquired by the issue of 324,604,525 Focus Minerals Ltd shares with a market value at time of issue of $5,334,000 (average price per share 1.64 cents). The fair value of the shares issued exceeded the fair value of the non-controlling interest acquired and was recognised in reserve Merger Reserve of $5,323,000 in accordance with the Group accounting policy (Note20(d)).

NOTE 9: INVENTORIES

Consumables
Ore stockpiles
Gold in circuit
Finished goods
Consolidated
2013
$’000
2012
$’000
3,277
3,197
1,547
20,976
2,783
1,386
1,870
-
9,477
25,559

Inventory is valued at the lower of cost and net realisable value. An impairment adjustment of $1,892,000 was made to carrying values of inventories at 30 June 2013 (30 June 2012: nil).

NOTE 10: OTHER CURRENT ASSETS

NOTE 10: OTHER CURRENT ASSETS
Prepaid expenses Consolidated
2013
$’000
2012
$’000
138
623

Page | 43

Focus Minerals Ltd – Financial Report 2013

NOTE 11: FINANCIAL ASSETS

NOTE 11: FINANCIAL ASSETS
Current
Investments in listed entities – at fair valuea
Foreign exchange contract – fair value movement
Consolidated
2013
$’000
2012
$’000
467
1,167
-
180
467
1,347
  • a. Investment in the listed entity – Macphersons Resources Limited (“MRL”) was made for an amount of $1,000,000. An impairment adjustment of $700,000 was made to the carrying value of this investment due to a prolonged decline in the fair value of the investment (30 June 202: nil). The carrying value of the investment reflects the market value of the share price of MRL at year end.

NOTE 12: IMPAIRMENTS OF MINING ASSETS

The full year review of Focus Minerals Ltd group asset carrying values in the context of lower gold price environment, combined with a gold industry facing rising costs and the suspension of our operations at both Coolgardie and Laverton has resulted in the impairment of the carrying values of some assets. The Board of Directors obtained an independent experts report prepared by a recognised resources consultant firm to assist in the assessment of the carrying values at 30 June 2013. Focus Minerals Ltd has booked an impairment write off of $84.9m after tax on the following items:

IMPAIRMENT
$’000s
Exploration Mine Property Property Plant &
Equipment
Inventory Total
Coolgardie 35,255 17,050 - - 52,305
Laverton - 2,727 5,872 1,892 10,491
Focus Minerals Ltd 22,156 - - - 22,156
Total 57,411 19,777 5,872 1,892 84,952

Impairment methodology

Impairment is recognised when the carrying value exceeds the recoverable amount. The recoverable amount of each cash-generating unit (“CGU”) has been determined on its fair value less costs to sell (‘Fair Value’). The costs to sell have been estimated by management based on prevailing market conditions.

Fair value is estimated based on discounted cashflows using market based commodity price and exchange assumptions, estimated quantities of recoverable minerals, production levels, operating costs and capital requirements, based on CGU life-of-mine (“LOM”) plans. When LOM plans do not fully utilise the existing mineral resource for a CGU, and options exist for the future extraction and processing of all or part of those resources, an estimate of the value of the unmined resources, in addition to an estimate of value of exploration potential, is included in the determination of Fair Value.

The Board engaged an independent expert experienced in valuations to conduct valuations of its two CGU’s being Coolgardie and Laverton. There review was based on the groups LOM plan and recent independent technical reports used when the group acquired the remaining minority interest in Focus Minerals (Laverton) Pty Ltd in March and April of this year. The independent expert provided a range of values for the two CGU’s and the board stayed within these range of values in making its assessment of impairments and carrying values.

Significant judgements and assumptions are required in making estimates of Fair Value. This is particularly so in the assessment of long life assets. It should be noted that the CGU valuations are subject to variability in key assumptions including, but not limited to, long-term gold prices, currency exchange rates, discount rates, CGU specific gold multiples , production and operating costs. An adverse change in one or more of these assumptions used to estimate fair value could result in a reduction in a CGU’s Fair Value.

Page | 44

Focus Minerals Ltd – Financial Report 2013

NOTE 12: IMPAIRMENTS OF MINING ASSETS

Key Assumptions

The table below summarises the key assumptions used in the 2013 end of year carrying value assessments. Gold and commodity price assumptions were based on recognised industry experts.

AUD: USD
exchange rate
Gold - $US
per ounce
2013 0.91 1,445
2014 0.88 1,460
2015 0.86 1,430
2016 0.84 1,395
2017 0.83 1,345
2018 onwards 0.82 1,325

A discount rate of 9.5% was used.

Production at the Coolgardie and Laverton operations are forecast to recommence in May 2015.

Operating cost and expenses is estimated in line or slightly below historical cost.

It is estimated that a 6% increase/(decrease) in the assumed gold price would result in an increase/(decrease) in the fair value of Coolgardie of $26.14 million and Laverton of $31.84 million. The Coolgardie and Laverton CGU's include both mining assets and exploration assets..

NOTE 13: PLANT & EQUIPMENT

Non current Furniture &
fittings
‘$000
Plant &
Equipment
‘$000
Mill assets
‘$000
Construction
in progress
‘$000
Motor
Vehicles
‘$000
Total
‘$000
At 1 July 2011
Cost or fair value 1,201 3,427 32,333 154 879 37,995
Accumulated depreciation (560) (2,525) (6,624) - (365) (10,074)
Net book amount 641 902 25,709 154 514 27,921
Year ended 30 June 2012
Openingnet book amount 641 902 25,709 154 514 27,921
Additions 450 5,112 374 6,571 194 12,702
Acquisition through business
combination
265 10,053 169 8,000 71 18,558
Transfer from Construction in
progress
- 4,726 3,708 (8,434) - -
Depreciation charge (429) (2,309) 6,528) - (219) (9,486)
Closingbook amount 927 18,484 23,433 6,292 560 49,696
At 30 June 2012
Cost or fair value 1,917 18,593 32,877 14,726 1,144 69,256
Accumulated depreciation (990) (4,835) (13,152) - (584) (19,560)
Net book amount 927 13,758 19,724 14,726 560 49,696

Page | 45

Focus Minerals Ltd – Financial Report 2013

NOTE 13: PLANT & EQUIPMENT (CONTINUED)

Non current Furniture &
fittings
‘$000
Plant &
Equipment
‘$000
Mill assets
‘$000
Construction
in progress
‘$000
Motor
Vehicles
‘$000
Total
‘$000
At 31 July 2012
Cost or fair value 1,917 18,593 32,877 14,726 1,144 69,256
Accumulated depreciation (990) (4,835) (13,152) - (584) (19,560)
Net book amount 927 13,758 19,724 14,726 560 49,696
Year ended 30 June 2013
Opening net book amount 927 13,758 19,724 14,726 560 49,696
Additions 250 60 926 1,257 - 2,493
Transfer from Construction in
progress
- 348 1,332 (1,680) - -
Depreciation additions (460) (3,181) (3,890) - (202) (7,733)
Disposals - (948) (209) - (3) (1,160)
Impairment loss - (5,872) - - - (5,872)
Closingbook amount 717 4,165 17,883 14,303 354 37,423
At 30 June 2013
Cost or fair value 1,164 12,482 21,714 14,303 531 50,194
Accumulated depreciation (447) (2,444) (3,831) - (177) (6,899)
Impairment loss - (5,872) - - - (5,872)
Net book amount 717 4,165 17,883 14,303 354 37,423

Plant and equipment and motor vehicles include the following amounts where the group is a lessee under a finance lease:

Cost
Accumulated depreciation
Net book amount
2013
‘$000
2012
‘$000
6,015
6,015
(4,021)
(2,130)
1,994
3,885
NOTE 14: MINE PROPERTIES AND DEVELOPMENT
At Cost
Less: Accumulated amortisation
Less: Impairment
Net Book Value
Movement Summary:
Net Book Value
Opening balance
Additions
Changes in restoration and rehabilitation obligation
Disposals
Acquisitions through business combination(a)
Impairment expense(b)
Amortisation expense
Closing balance
Consolidated
2013
$’000
2012
$’000
154,944
123,515
(92,196)
(64,596)
(19,777)
-
42,971
58,919
58,919
27,127
18,900
42,954
14,427
1,528
(175)
-
-
10,624
(19,777)
-
(29,323)
(23,314)
42,971
58,919

NOTE 14: MINE PROPERTIES AND DEVELOPMENT

(a) Details of amounts capitalised in relation to the merger with Focus Minerals (Laverton) ltd are disclosed in note 8.

Page | 46

Focus Minerals Ltd – Financial Report 2013

(b) Details of impairment charges recognised against capitalised mine properties and development expenditure are disclosed in note 12.

NOTE 15: EXPLORATION, EVALUATION AND REHABILITATION ASSETS

Exploration and Evaluation Expenditure:
At cost
Movements:
Carrying amount at beginning of the year
plus – exploration expenditure
plus – tenements acquired(a)
plus – acquisitions through a business combination(a)
less - reclassification of rehabilitation assets to mine properties and
development
less - Impairment(b)
Carrying amount at end of year
Consolidated
2013
$’000
2012
$’000
91,176
139,715
-
139,715
77,667
14,657
18,561
860
5,504
-
37,983
(6,645)
-
(57,411)
-
91,176
139,715

(a) Details of amounts capitalised in relation to the merger with Focus Minerals (Laverton) ltd are disclosed in note 8.

(b) Details of impairment charges recognised against capitalised exploration and evaluation expenditure are disclosed in note 12.

The value of the Group’s interest in exploration expenditure is dependent upon:

  • the continuance of the Group’s rights to tenure of the areas of interest;

  • the results of future exploration; and

  • the recoupment of costs through successful development and exploitation of the areas of interest, or alternatively, by their sale.

  • no significant changes in laws and regulations that greatly impact the Group’s ability to maintain tenure.

NOTE 16: SHARE BASED PAYMENTS

(a) Employee options

Options issued

During the year, the Company issued 15,000,000 options at an exercise price of 5 cents with an expiry date of 28[th] February 2016.

As at 30 June 2013, the exercisable options are as follow:

Balance at
Beginning
Of period
1/7/2012
Issued
during
period
Options
Exercised/
lapsed
Balance at
End of
Period
30/6/2013
Vested as at 30 June 2013 Vested as at 30 June 2013 Vested as at 30 June 2013
Total Vested Not Vested
Directors
exercisable at
7.5 cents
14,116,923 - (14,116,923) - - - -
exercisable at
7.8 cents
14,116,923 - (14,116,923) - - - -
exercisable at
12.3 cents
23,500,000 - (10,000,000) 13,500,000 13,500,000 - 13,500,000
exercisable at
5.0 cents
- 15,000,000 - 15,000,000 15,000,000 15,000,000 -
Total 51,733,846 15,000,000 (28,233,846) 28,500,000 28,500,000 15,000,000 13,500,000

Page | 47

Focus Minerals Ltd – Financial Report 2013

NOTE 16: SHARE BASED PAYMENTS (CONTINUED)

The fair value of the equity settled share options granted is estimated as at the date of grant using the Black-Scholes Option pricing model taking into account the terms and conditions upon which the options were granted. The following table lists the inputs to the model used:

Volatility (%)
Risk free interest rate (%)
Expected life of option (years)
Exercise price (cents)
Weighted average share price at grant date (cents)
Fair value per option (cents)
2013
65
2.87
2.91
5
2.1
0.4

The recent volatility of the share price of Focus Minerals Limited was calculated using Hoadley's volatility calculator for a three year period, using data extracted from Bloomberg. For the purpose of the valuation a future estimated volatility level of 65% was used.

The above options vested upon issue.

No options were issued in the prior year.

Options Exercised

There were no options exercised during the financial year.

Options Lapsed

During the year a total of 10,000,000 options to acquire shares at an exercise price of 12.3 cents, 14,116,923 options to acquire shares at an exercise price of 7.5 cents and 14,116,923 options to acquire shares at an exercise price of 7.8 cents lapsed on cessation of employment.

(a) Employee options (continued)

Options Outstanding

As at 30 June, details of unissued ordinary shares under options are as follows:

Issuing Entity
Grant date
Focus Minerals Ltd
Focus Minerals Ltd
8 April 2013
31 March 2011
Total Options on issue
Number of
Options
Exercise Price
Cents per Share
Expiry Date
15,000,000
13,500,000
5.00
12.30
28/02/2016
30/06/2014
28,500,000

(b) Expenses arising from share-based payment transactions

Total expenses arising from share-based payment transactions recognised during the period are disclosed in note 2.

NOTE 17: TRADE AND OTHER PAYABLES

Current
Trade payables
Sundry creditors and accrued expenses
Employee benefits
Consolidated
2013
$’000
2012
$’000
13,743
49,118
7,300
9,307
163
789
21,206
59,214

Trade payables are non-interest bearing and are normally settled on 15-45 day terms.

Page | 48

Focus Minerals Ltd – Financial Report 2013

NOTE 18: PROVISIONS

Current
Employee benefits
Balance at 1 July
(Decrease)/increase in the period
Balance at 30 June
Provision for redundancy and other shutdown costs
Balance at 1 July
Increase in the period
Balance at 30 June
Non-Current
Employee benefits
Balance at 1 July
Increase in the period
Balance at 30 June
Provision for redundancy and other shutdown costs
Balance at 1 July
Increase in the period
Balance at 30 June
Asset Retirement Obligation (“ARO”)
Balance at 1 July
Increase in the period
Balance at 30 June
Consolidated
2013
$’000
2012
$’000
2,339
-
(1,010)
2,339
1,329
2,339
-
-
5,940
-
5,940
-
7,269
2,339
225
-
262
225
487
225
-
-
3,926
-
3,926
-
8,172
1,750
9,079
6,422
17,251
8,172
21,664
8,397

Provision for ARO

A provision has been recognised for the costs expected to be incurred for the restoration and rehabilitation of mining and prospecting leases used for the production and exploration of gold and nickel. A discount rate of 3.76% risk free rate.

Provision for redundancy and other shutdown costs

On 30[th] April 2013 the company announced it Laverton operations would be placed on care and maintenance. In June 2013 the Board reviewed the Coolgardie operations profitability and determined that a closure was required and on 17[th] July 2013 the company announced Coolgardie operations would be placed on care and maintenance. Provisions have been made for the costs expected to be incurred for the closure of mining and milling operations and the close out of contractual commitments.

Shut Down and Other Restructure Costs

The company has also identified shut down and other restructure costs for placing its Coolgardie operations on care and maintenance and these costs have been fully provided for in the 30 June accounts. The shutdown costs at Laverton are also included in the table below:

SHUT DOWN
COSTS
$’000s
Redundancy Cost Site and Mill
Shutdown Costs
Contractual
obligations
Total
Coolgardie 2,263 2,415 5,827 10,505
Laverton 899 651 - 1,550
Total 3,162 3,066 5,827 12,055

Page | 49

Focus Minerals Ltd – Financial Report 2013

NOTE 19: FINANCIAL LIABILITIES

Current
Bank loans
Finance lease – refer note 21
Non – current
Finance lease – refer note 21
Consolidated
2013
$’000
2012
$’000
8,000
8,000
1,808
1,455
9,808
9,455
514
2,404

During the year the Group provided cash backing security for all the environmental bonds issued by its bankers and also its term loan. There is no longer any contingent instrument liability. At 30 June 2013, the Group has an interest bearing loan facility with Investec. The Facility is secured by a cash security deposit and previous covenants are no longer applicable.

The facility is comprised of the following at 30 June 2013: The facility is comprised of the following at 30 June 2013:
Drawn Undrawn FacilityLimit
Investec facility $8,000,000 $2,000,000 $10,000,000

NOTE 20: ISSUED CAPITAL AND RESERVES

Authorised Capital

The Company does not have an Authorised Capital and there is no par value for ordinary shares.

(a) Ordinary shares

Issued capital
Shares on issue at the beginning of reporting period
Shares issued during the year
-
23 August 2011
-
23 August 2011
-
24 August 2011
-
26 August 2011
-
29 August 2011
-
30 August 2011
-
31 August 2011
-
01 September 2011
-
08 September 2011
-
14 September 2011
-
16 September 2011
-
30 September 2011
-
03 October 2011
-
5 October 2011
-
6 October 2011
-
21 December 2012
-
23 April 2013
-
10 May 2013
Less: Transaction cost
Shares on issue at reporting date
No. of shares 2013
$’000
427,167
$’000
No. of shares
2012
$’000
203,910
$’000
4,320,773,701
4,501,997,651
300,694,977
13,909,548
203,910
3,440,515,431
675,746,689
29,305,156
17,754,555
2,512,861
5,723,899
14,451,598
15,387,371
37,300,103
24,836,939
30,391,642
148,563
669,607
14,923,378
10,858,449
247,460
225,100
5,111
223
(7,177)
145,010
44,995
1,905
1,119
163
372
954
1,062
2,611
1,689
2,097
11
48
1,074
782
18
-
9,137,375,877 427,167
4,320,773,701
203,910

Share Issue Details

On 21[st] December 2012, the Company placed 4,501,997,651 shares at 5 cents per share to Shandong Gold International Ltd. On 23[rd] April and 10[th] May the Company issued shares to complete the acquisition of the minority interest in Focus Minerals (Laverton) Ltd.

Voting Entitlements

At each shareholder’s meeting each ordinary share is entitled to one vote on the calling of a poll, otherwise each shareholder is entitled to one vote on a show of hands.

Page | 50

Focus Minerals Ltd – Financial Report 2013

NOTE 20: ISSUED CAPITAL AND RESERVES (CONTINUED)

(b) Options

The Company has issued options to acquire fully paid shares by defined expiry dates. The following are movements in options throughout the period and the outstanding options at 30 June 2013:

Issuing Entity Number of Options Exercise Price
Cents per Share
Expiry Date
Focus Minerals Ltd
Total Issued Options at 1 July 2012
51,733,846
Expired options
Executive incentive options 14,116,923
14,116,923
10,000,000
38,233,846
7.50
7.80
12.30
31/12/2012
31/12/2012
30/06/2013
Options issued 15,000,000 5.00 28/02/2016
Total options on issue 13,500,000
15,000,000
12.30
5.00
30/06/2014
28/02/2016
Total Options on issue 28,500,000

(c) Capital Management

Management controls the capital of the Group in order to ensure the group can fund its operations, continue as a going concern and ensuring compliance with banking covenants. As required under the banking facilities provided, the Group monitors monthly and reports quarterly on the compliance of financial covenants. The Group’s debt and capital includes ordinary share capital and financial liabilities supported by financial assets. There are no externally imposed capital requirements. Management effectively manages the Group’s capital by assessing the Group’s financial risks, adjusting its capital structure in response to changes in these risks and in the market. These responses include the management of debt levels, distributions to shareholders and share issues.

The gearing ratios for the group are as follows:

Total borrowings
Less: cash and cash equivalents
Net debt / (net cash)
Total equity
Total capital
Gearing ratio (net of cash and cash equivalents)
Consolidated
2013
$’000
2012
$’000
10,322
11,859
(114,159)
(2,604)
(103,837)
9,255
262,889
216,429
159,052
225,684
-
4%

Page | 51

Focus Minerals Ltd – Financial Report 2013

NOTE 20: ISSUED CAPITAL AND RESERVES (CONTINUED)

(d) Reserves

Movements in the acquisition reserve raised from acquisition of Focus Minerals (Laverton) Pty Ltd and the option reserve as a result of equity settled transactions were as follows:

Balance 1 July 2011
Reserve adjustments from Crescent takeover
Balance 30 June 2012
Options issue to acquire tenements
Acquire remaining NCI
Balance 30 June 2013
Consolidated
Acquisition reserve
$’000
Reserve – share
option
$’000
Total
$’000
-
123
123
(1,855)
-
(1,855)
(1,855)
123
(1,732)
-
60
60
(5,323)
-
(5,323)
(7,178)
183
(6,995)

The share option reserve arises on the grant of share options. Amounts are transferred out of the reserve and into issued capital when the options are exercised.

Refer Note 19 (b) for movement of issued options.

Refer Note 8 for acquisition reserve.

(e) Dividends

No dividends have been paid or provided for (prior year: Nil).

NOTE 21: FINANCIAL INSTRUMENTS

The group’s financial instruments consist mainly of deposits with banks, local money market instruments, short-term investments, accounts receivable and payable, loans to and from subsidiaries, leases, convertible notes and derivatives.

The main purpose of non-derivative financial instruments is to raise finance for group operations.

Derivatives are used by the group from time to time for hedging purposes such as forward gold sales agreements. The group does not speculate in the trading of derivative instruments.

Treasury Risk Management

Risks are reviewed by the Audit and Business Risk Committee which consists of non executive directors and senior staff by invitation. This includes the analysis of financial risk exposure and to evaluate treasury management strategies in the context of the most recent economic conditions and forecasts.

The committee’s overall risk management strategy seeks to assist the consolidated group in meeting its financial targets, whilst minimising potential adverse effects on financial performance.

The finance committee operates under policies approved by the board of directors. Risk management policies are reviewed and approved by the Board on a regular basis. These include the use of hedging derivative instruments, credit policies and future cash flow requirements.

Financial Risk Exposures and Management

The main risks the group is exposed to through its financial instruments are market risk (including interest rate risk and price risk), credit risk and liquidity risk.

Page | 52

Focus Minerals Ltd – Financial Report 2013

NOTE 21: FINANCIAL INSTRUMENTS (CONTINUED)

(a) Interest rate risk

Interest rate risk is managed with a mixture of fixed and floating rate debt. At 30 June 2012 approximately 100% of group debt is fixed. At 30 June 2013, the Group only has debt of $8 million, which is a floating rate debt.

(b) Price Risk

The group is exposed to gold price risk through its gold mining operations. The Audit and Business Risk Committee assesses the price risk and may enter into gold forward sales contracts for delivery of specified quantities of gold on specific dates at fixed prices. At balance date no financial instruments are outstanding by the consolidated group.

Gold price risk is the risk that fluctuations in the price of gold will have an adverse effect on current or future earnings. The consolidated entity may use derivative financial instruments to hedge some of its exposure to fluctuations in gold prices.

In order to protect against the impact of falling gold prices, the consolidated entity may enter into hedging transactions which provide a minimum price to cover non-discretionary operating expenses, repayments due under the consolidated entity’s financing facilities and to provide for sustaining capital. All of the consolidated entity’s forecast production is unhedged. From time to time, call and put options have also been used by the consolidated entity to manage the gold price risk.

As the consolidated entity does not enter into financial instruments for trading purposes, the risks inherent in the financial instruments used are offset by the underlying risk being hedged. Where hedges are in place, the consolidated entity ensures that the level of hedge cover does not exceed the anticipated gold production anticipated in future periods and that the term of the financial instruments does not exceed the mine life and that no residual basis risk exists.

Derivative financial instruments are used by the consolidated group from time to time to hedge exposure to gold price risk. Transactions for hedging purposes are undertaken without the use of collateral as only reputable institutions with sound financial positions are dealt with.

Forward Gold Contracts

The group has entered into forward exchange contracts to sell specified amounts of gold in the future at fixed gold prices. The objective in entering the forward gold contracts is to protect the group against unfavourable price movements for the contracted future sales of gold. All gold contracts were closed out during the year. The accounting policy in regard to forward gold contracts is detailed in Note 1.

At balance date, details of outstanding forward gold sale contracts are:

Gold forward sales contracts
Less than 6 months
6 months to 1 year
1 – 2 years
Consolidated Group
Consolidated Group
Average Gold Price/oz
2013
$’000
2012
$’000
2013
Oz
2012
Oz
-
6,452
-
1,613
-
-
-
-
-
-
-
-
-
6,452
-
1,613

All gold sales contracts were closed out during the year at a profit of $816,000.

(c) Credit Risk

The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance date to recognised financial assets, is the carrying amount, net of any provisions for impairment of those assets, as disclosed in the balance sheet and notes to the financial statements.

Credit risk is managed on a group basis and reviewed regularly by the finance committee. It arises from exposures to approved customers as well as deposits with financial institutions.

The Audit and Business Risk Committee monitors credit risk by actively assessing the rating quality and liquidity of counter parties:

  • only approved banks and financial are utilised;

  • all potential customers are rated for credit worthiness taking into account their size, market position and financial standing.

Page | 53

Focus Minerals Ltd – Financial Report 2013

NOTE 21: FINANCIAL INSTRUMENTS (CONTINUED)

(c) Credit Risk

The Group currently holds its cash and cash equivalents with various financial institutions, all of which hold a credit rating of AA. The Group believes the credit risk exposure to these counterparties is manageable.

Credit risk for derivative financial instruments arises from the potential failure by counter-parties to the contract to meet their obligations. The credit risk exposure to forward gold sale contracts is the net fair value of these contracts as disclosed in Note 18 (b).

(d) Liquidity Risk

The group manages liquidity risk by monitoring forecast project and operating cash flows and ensuring that a minimum level of uncommitted cash is available for immediate use and consists of cash on deposit and/or utilised borrowing facilities. At the end of the period the Group held deposits at call of $111,306 (2012: nil) that are expected to readily generate cash inflows for managing liquidity risk.

(i) Financing Arrangements

The group had access to the following undrawn bank borrowing facility at the end of the reporting period:

One year Drawn
Undrawn
Facility Limit
$8,000,000
$2,000,000
$10,000,000

The facility may be drawn at any time and is renewed annually. The facility is secured by a cash backed deposit with the bank.

(ii) Maturities of financial liabilities

The table below analyses the group’s financial liabilities into relevant maturity groupings based on their contractual maturities for:

  • (a) All non-derivative financial liabilities

  • (b) Net and gross derivative financial instruments for which the contractual maturities are essential for an understanding of the timing of the cashflows.

Contractual
maturities
of financial liabilities
Less than
6 months
6-12
months
Between
1 and 2
years
Between
2 and 5
years
Over
5 years
Total
contractual
cashflow
Carrying
amount
$’000 $’000 $’000 $’000 $’000 $’000 $’000
At 30 June 2013
Non-derivatives
Trade payables 28,475 - - - - 28,475 28,475
Borrowings 151 8,076 - - - 8,227 8,000
At 30 June 2012
Non-derivatives
Trade payables 61,553 - - - - 61,553 61,553
Borrowings 181 8,090 - - - 8,271 8,000

(e) Fair value measurements

The fair value of financial assets and liabilities must be estimated for recognition and measurement or for disclosure purposes. The disclosure in the table below is based on 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 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)

Page | 54

Focus Minerals Ltd – Financial Report 2013

NOTE 21: FINANCIAL INSTRUMENTS (CONTINUED)

(e) Fair value measurements (continued)

The following table presents the group’s assets and liabilities measured and recognised at fair value at 30 June 2013 and 30 June 2012:

At 30 June 2013 Level 1
$000
Level 2
$000
Level 3
$000
Total
$000
Assets
Equity securities 467 - - 467
Total Assets 467 - - 467
Liabilities
Borrowings - 8,000 - 8,000
Total liabilities - 10,322 - 10,322
At 30 June 2012 Level 1
$000
Level 2
$000
Level 3
$000
Total
$000
Assets
Equity securities 1,167 - - 1,167
Total Assets 1,167 - - 1,167
Liabilities
Borrowings - 8,000 - 8,000
Total liabilities - 11,859 - 11,859

Aggregate fair values and carrying values of financial assets and financial liabilities at balance date.

Consolidated
Financial assets
Cash and cash equivalents
Restricted cash
Other financial assets
Loans and receivables
Interest bearing liabilities – note 19
2013
2012
Carrying
Amount
$’000
Net
Fair Value
$’000
Carrying
Amount
$’000
Net
Fair Value
$’000
114,159
114,159
2,604
2,604
25,432
25,432
13,266
13,266
467
467
1,347
1,347
2,105
2,105
6,509
6,509
142,163
142,163
23,726
23,726
8,000
8,000
8,000
8,000
8,000
8,000
8,000
8,000

(f) Sensitivity Analysis

Interest Rate Analysis

At 30 June 2013, the Group had $25,432,000 invested in security deposits and performance bonds and $114,159,000 cash and cash equivalent. A 1% increase / (decrease) in the interest rate would impact the interest earned by $1,395,000 / ($1,395,000) respectively.

Investment in Listed Shares

The group holds 3,333,333 shares in McPhersons Reward Ltd. A 10% increase/(decrease) in the share price would result in an increase/(decrease) in the value of the investment by $47,000 / ($47,000).

Page | 55

Focus Minerals Ltd – Financial Report 2013

NOTE 22: COMMITMENTS AND CONTINGENCIES

Operating lease commitments – Group as lessee

The Group has entered into commercial leases on certain office and regional residential accommodation. These leases have a life of one to five year with renewal options included in some lease contracts.

Future minimum rentals payable under non-cancellable operating leases as at 30 June are as follows:

Office Accommodation
Within one year
After one year but not more than five years
More than five years
Consolidated
2013
$’000
2012
$’000
687
504
1,766
1,305
-
-
2,453
1,809

Finance lease and hire purchase commitments – Group as lessee

The Group has finance leases for various items of plant and machinery. These leases have terms of renewal but no purchase options and escalation clauses. Renewals are at the option of the specific entity that holds the lease.

Future minimum lease payments under finance leases together with the present value of the net minimum lease payments are as follows:

2013
2012
Minimum
lease
payments
$’000
Present value of
lease
payments
$’000
Minimum
lease
payments
$’000
Present value of
lease
payments
$’000
CONSOLIDATED
Within one year
After one year but not more than five years
Total minimum lease payments
Less amounts representing finance charges
Present value of minimum lease payments
1,946
1,808
2,617
2.001
540
514
2,790
2,460
2,486
2,322
5.407
4,461
(164)
-
(473)
-
2,322
2,322
4,461
5,303

The weighted average interest rate impact on the leases for both the Group and the Parent at 30 June 2013 is 8.9% (2012: 8.9 %).

Mining tenement expenditure commitments

The Group has committed, under tenement landholding conditions, to spend a minimum of $6,683,480 of which $1,902,960 relates to Coolgardie and $4,780,520 relates to Laverton (2011: $1,754,660 for Coolgardie and $4,866,600 for Laverton) per annum on mining and exploration tenements held by the Group.

Contingent Liability

The group has a contingent liability at its Laverton operation where an amount of $3,000,000 is payable when gold production from certain tenements reaches 75,000 ounces. The amount payable is contingent consideration arising from the original sale and purchase agreement to acquire the tenements.

Page | 56

Focus Minerals Ltd – Financial Report 2013

NOTE 23: CONTROLLED ENTITIES

The consolidated financial statements include the financial statements of Focus Minerals Ltd and the subsidiaries listed below:

Name
Country of
Incorporation
Austminex Pty Ltd
Australia
Focus Operation Pty Ltd
Australia
Underground Drilling Services Pty Ltd
Australia
Focus Minerals (Laverton) Pty Ltd1
Australia
Laverton Nickel Pty Ltd
Australia
Uranium West Ltd
Australia
% Equity Interest
2013
2012
100%
100%
100%
100%
100%
100%
100%
81.57%
100%
81.57%
100%
81.57%
  1. Focus Minerals (Laverton) Ltd changed its name and status on 4[th] July 2013 to Focus Minerals (Laverton) Pty Ltd.

  2. During the year, Focus Minerals Ltd acquired the minority interests held in Focus Minerals (Laverton) Ltd.

NOTE 24: PARENT ENTITY

The parent company throughout the financial year ended 30 June 2013 was Focus Minerals Limited.

Results of the parent entity
Loss for the year
Other comprehensive income
Total comprehensive loss for the year
Financial position of parent entity at year end
Current assets
Total assets
Current Liabilities
Total liabilities
Total equity of parent entity comprising of:
Share capital
Option reserve
Accumulative losses
Total equity
Parent Entity
2013
2012
$’000
$’000
(158,503)
(13,312)
-
-
(158,503)
(13,312)
121,840
2,709
240,865
175,639
15,343
10,086
16,244
15,832
427,167
203,910
182
123
(202,728)
(44,225)
224,621
159,808

Ultimate Controlling Entity

The ultimate controlling entity is Shandong Gold Group Co., Ltd.

Financial Support for controlled entities.

The parent entity Focus Minerals Ltd is providing and will continue to provide financial support to all its controlled entities. The amounts owing for intercompany loans are detailed in the segment note and will not be called upon whilst the respective entities are controlled entities.

Page | 57

Focus Minerals Ltd – Financial Report 2013

NOTE 25: RELATED PARTY DISCLOSURE

Subsidiaries

Interests in subsidiaries are set out in note 23.

Key management personnel

Disclosures relating to key management personnel are set out in note 27.

Terms and conditions of transactions with related parties

Sales to and purchases from related parties are made in arm’s length transactions both at normal market prices and on normal commercial terms.

Loan balances outstanding at year-end are unsecured, interest free and settlement occurs in cash.

For the year ended 30 June 2013, the Group has not made any allowance for doubtful debts relating to amounts owed by related parties due to solid payment history (2012: $nil). An impairment assessment is undertaken each financial year by examining the financial position of the related party and the market in which the related party operates to determine whether there is objective evidence that a related party receivable is impaired. When such objective evidence exists, the Group recognises an allowance for the impairment loss.

Transactions and balances with related parties

Mr Lockyer is a non-executive director of Swick Mining Services Limited (Swick). Drilling services provided by Swick for the year totalled $nil (2012: $5,167,000). The amount owing to Swick at year end was $Nil (2012 $625,000)

Mr Fahey is a Director of CSA Global which provided technical consulting services to the Group. Technical services provided by CSA Global totalled $111,000 (2012:$78,000). The amount owing to CSA Global at year end was $Nil (2012 $22,000).

NOTE 26: AUDITORS’ REMUNERATION

The auditors of Focus Minerals Limited are PricewaterhouseCoopers (prior year Grant Thornton).

Amounts received or due and receivable by PricewaterhouseCoopers
(2012: Grant Thornton).
An audit or review of the financial report of the entity and any other
entity in the consolidated group
Other services in relation to the entity and any other entity in the
consolidated group:
Taxation services
Other services
Due diligence services
2013
$’000
2012
$’000
275
180
-
7
5
-
309
-
589
187

Page | 58

Focus Minerals Ltd – Financial Report 2013

NOTE 27: DIRECTORS’ AND EXECUTIVE DISCLOSURES

(a) Remuneration of the key management personnel

‘$000’s Short-term
Benefits
Short-term
Benefits
Post-Employment
Benefits
Post-Employment
Benefits
%
Salary &
Fees
Other Super-
annulation
Equity
Options
Bonus Total Performance
based
Directors
Donald Taig (Acting
CEO)
2013
2012
480
177
-
-
34
16
-
-
-
-
514
193
-
-
Phillip Lockyer 2013
2012
52
50
-
-
5
5
-
-
-
-
57
55
-
-
Gerry Fahey 2013
2012
60
50
-
-
5
5
-
-
-
-
65
55
-
-
Bruce McComish 2013
2012
59
72
-
-
5
7
-
-
-
-
64
79
-
-
Jisheng Lu 2013
2012
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Yuhuan Ge 2013
2012
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Wanghong Yang 2013
2012
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Zaiqian Zhang 2013
2012
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Former directors
Zhongyi Li
resigned 5 July2013
2013
2012
32
-
-
-
-
-
-
-
-
-
32
-
-
-
Dahui Zhang
resigned 5 July2013
2013
2012
32
-
-
-
-
-
-
-
-
-
32
-
-
-
Michael Guo
resigned 5 July2013
2013
2012
32
-
-
-
-
-
-
-
-
-
32
-
-
-
Current Executives
Mark Hine1
Chief Operating Officer
2013
2012
370
363
-
-
35
36
-
-
20
-
425
399
4.7%
-
Paul Fromson~~2~~
Company
Secretary/Chief
Financial Officer
2013
2012
293
49
-
-
26
4
-
-
-
-
319
53
-
-
Former Executives
Campbell Baird3
Chief Executive Officer
2013
2012
152
379
207
-
32
34
-
26
-
22
391
461
-
1.0%
Total 2013
2012
1,562
1,140
207
-
142
107
-
26
20
22
1,931
1,295
-
1.7%
  1. Mr Hine was appointed as Chief Operating Officer of in December 2011. He joined Crescent Gold as Chief Operating Officer in April 2011, before being appointed to the role across the Group.

  2. Mr Fromson was appointed as Company Secretary and Chief Financial Officer in April 2012.

  3. Mr Baird resigned from the position of Chief Executive Officer in February 2013. Other short-term benefits are termination benefit.

(b) Compensation options:

No share options have been granted to the non-executive members of the Board of Directors.

Page | 59

Focus Minerals Ltd – Financial Report 2013

NOTE 27: DIRECTORS’ AND EXECUTIVE DISCLOSURES (CONTINUED)

(c) Options holdings of Key Management Personnel

30 June 2013
Directors
Donald Taig
Phillip Lockyer
Gerry Fahey
Bruce McComish
Jisheng Lu
appointed 5 Jul 2013
Yuhuan Ge
appointed 5 Jul 2013
Wanghong Yang
appointed 5 Jul 2013
Zaiqian Zhang
appointed 5 Jul 2013
Zhongyi Li
resigned 5 July 2013
Dahui Zhang
resigned 5 July 2013
Michael Guo
resigned 5 July 2013
Management
Paul Fromson
Mark Hine
Campbell Baird
Total
Balance at
Beginning
Of period
1/7/2012
Granted as
remuneration
Options
Exercised/
lapsed
Balance at
End of
Period
30/6/2013
Vested as at 30 June 2013
Total
Vested
Not
Vested
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
25,000,000
-
(25,000,000)
25,000,000
-
(25,000,000)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-

Campbell Baird resigned on 5[th] February 2013.

Page | 60

Focus Minerals Ltd – Financial Report 2013

NOTE 27: DIRECTORS’ AND EXECUTIVE DISCLOSURES (CONTINUED)

(c) Options holdings of Key Management Personnel (continued)

30 June 2012
30 June 2012
Directors
Donald Taig
Phillip Lockyer
Gerry Fahey
Bruce McComish
Management
Campbell Baird
Paul Fromson
Mark Hine
Jon Grygorcewicz1
Brad Valiukas2
Total
Balance at
Beginning
Of period
1/7/2011
Granted as
remuneration
Options
Exercised/
lapsed
Balance at
End of
Period
30/6/2012
Vested as at 30 June 2012
Total
Vested
Not Vested
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
25,000,000
-
-
25,000,000
-
-
-
-
-
-
-
-
6,461,538
-
(6,461,538)
-
17,384,616
-
(17,384,616)
-
-
-
-
-
-
-
-
-
-
-
-
-
25,000,000
-
25,000,000
-
-
-
-
-
-
-
-
-
-
-
-
48,846,154
-
(23,846,154)
25,000,000
25,000,000
-
25,000,000
  • 1) Jon Grygorcewicz resigned as CFO in April 2012.

  • 2) Brad Valiukas resigned as COO in January 2012.

(d) Shareholdings of Key Management Personnel

30 June 2013
Directors
Donald Taig
Phillip Lockyer
Gerry Fahey
Bruce
McComish
Management
Paul Fromson
Mark Hine
Total
Balance
1 July 2012
Granted as
remuneration
Purchases
Balance
30 June 2013
Shares
Options
Shares
Options
Shares
Options
Shares
Options
11,963,259
-
-
-
2,000,000
-
13,963,259
-
594,523
-
-
-
255,000
-
849,523
-
-
-
-
-
641,000
-
641,000
-
-
-
-
-
250,000
-
250,000
-
500,000
-
-
-
-
-
500,000
-
-
-
-
-
-
-
-
-
13,057,782
-
-
-
3,146,000
-
16,203,782
-

Page | 61

Focus Minerals Ltd – Financial Report 2013

NOTE 27: DIRECTORS’ AND EXECUTIVE DISCLOSURES (CONTINUED)

(d) Shareholdings of Key Management Personnel (continued)

30 June 2012
Directors
Donald Taig
Phillip Lockyer
Gerry Fahey
Bruce McComish
Management
Campbell Baird
Jon Grygorcewicz
Paul Fromson
Mark Hine
Total
Granted as
remuneration
Purchases
Balance
30 June 2012
Shares
Options
Shares
Options
Shares
Options
Shares
Options
11,963,259
-
-
-
-
-
11,963,259
-
594,523
-
-
-
-
-
594,523
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
6,394,736
25,000,000
-
-
-
-
6,394,736
25,000,000
2,175,550
6,461,538
-
-
-
-
2,175,550
6,461,538
500,000
-
-
-
-
-
500,000
-
-
-
-
-
-
-
-
-
21,628,068
31,461,538
-
-
-
-
21,628,068
31,461,538

As at 30 June 2013, certain directors are employees and representatives of Shandong Gold International Corporation Limited. Shandong Gold International Corporation Limited holds 4,501,997,651 shares in Focus Minerals Limited.

NOTE 28: SIGNIFICANT EVENTS AFTER BALANCE DATE

There has not been any matter or circumstance that has arisen after balance date that has significantly affected, or may significantly affect, the operations of the consolidated entity, the results of those operations, or the state of affairs of the consolidated entity in future financial periods.

Page | 62

Focus Minerals Ltd – Financial Report 2013

DIRECTORS’ DECLARATION

  1. In the opinion of the Directors of Focus Minerals Limited (the “Company”):

  2. (a) the financial statements and notes set out on pages 17 to 62 and the remuneration disclosures that are contained in pages 8 to 10 of the Remuneration report in the Directors’ report, are in accordance with the Corporations Act 2001, including:

    • (i) giving a true and fair view of the Group’s financial position as at 30 June 2013 and of their performance, for the financial year ended on that date; and

    • (ii) complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Regulations 2001; and

    • (iii) complying with International Financial Reporting Standards as disclosed in Note 1.

  3. (b) the remuneration disclosures that are contained in page 9 to 14 of the Remuneration report in the Directors’ report comply with Australian Accounting Standard AASB 124 Related Party Disclosures and

  4. (c) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.

  5. The Directors have been given the declarations required by Section 295A of the Corporations Act 2001 from the Chief Executive Officer and Chief Financial Officer for the financial year ended 30 June 2013.

Signed in accordance with a resolution of the Directors:

==> picture [164 x 55] intentionally omitted <==


Don Taig

Director 30 September 2013

Page | 63

Focus Minerals Ltd – Financial Report 2012

INDEPENDENT AUDITOR’S REPORT

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Page | 64

Focus Minerals Ltd – Financial Report 2012

INDEPENDENT AUDITOR’S REPORT

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Page | 65