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Laramide Resources Ltd. — Annual Report 2013
Apr 25, 2013
43178_rns_2013-04-25_9001073d-20ba-420f-af98-de067d6a37e9.pdf
Annual Report
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LARAMIDE RESOURCES LTD.
CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2011 AND 2010
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INDEPENDENT AUDITORS' REPORT
Collins Barrow Toronto LLP Collins Barrow Place 11 King Street West Suite 700, Box 27 Toronto, Ontario M5H 4C7 Canada
T. 416.480.0160 F. 416.480.2646
www.collinsbarrow.com
To the Shareholders of Laramide Resources Ltd.
We have audited the accompanying consolidated financial statements of Laramide Resources Ltd. and its subsidiaries, which comprise the consolidated balance sheets as at December 31, 2011 and 2010 and January 1, 2010 and the consolidated statements of operations, comprehensive income, changes in shareholders’ equity and cash flows for the years ended December 31, 2011 and 2010 and a summary of significant accounting policies and other explanatory information.
Management’s Responsibility for the Financial Statements
Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with International Financial Reporting Standards, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
Auditor’s Responsibility
Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We conducted our audit in accordance with Canadian generally accepted auditing standards. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.
We believe that the audit evidence we have obtained in our audits is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of Laramide Resources Ltd. and its subsidiaries as at December 31, 2011 and 2010 and January 1, 2010, and its financial performance and its cash flows for the years ended December 31, 2011 and 2010 in accordance with International Financial Reporting Standards.
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Licensed Public Accountants Chartered Accountants Toronto, Ontario March 29, 2012
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This office is independently owned and operated by Collins Barrow Toronto LLP The Collins Barrow trademarks are used under License.
LARAMIDE RESOURCES LTD. CONSOLIDATED BALANCE SHEETS (EXPRESSED IN CANADIAN DOLLARS)
| December 31, 2011 |
December 31, 2010 (Note 24) January 1, 2010 (Note 24) |
|
|---|---|---|
| Assets Current Assets Cash and cash equivalents (Note 7) Short-term investments (Note 8) Accounts receivable (Note 9) Loans receivable Investments (Note 10) Investments (Note 10) Property and equipment (Note 11) Mineral properties and related deferred costs (Note 12) |
$ 794,524 1,060,000 657,600 - 678,199 3,190,323 8,725,810 364,487 72,924,250 $ 85,204,870 |
$ 2,955,536 $ 1,823,666 250,000 3,163,640 674,359 308,700 - 75,512 4,990,623 7,350,151 8,870,518 12,721,669 13,171,851 10,516,733 828,964 1,198,025 66,173,421 55,361,303 $ 89,044,754 $ 79,797,730 |
| Liabilities Current Liabilities Accounts payable and accrued liabilities (Notes 13 and 19) Deferred rent recovery (Note 14) Deferred tax liability (Note 5) Shareholders' Equity Capital stock (Note 15) Warrants (Note 16) Contributed surplus (Note 18) Deficit Accumulated other comprehensive income (loss) |
$ 2,299,551 211,512 2,745,700 5,256,763 119,229,122 2,128,909 21,437,045 (63,294,760) 447,791 79,948,107 $ 85,204,870 |
$ 1,371,637 $ 845,446 352,512 - 2,822,300 2,201,900 4,546,449 3,047,346 117,047,490 116,943,302 2,062,358 2,062,358 21,102,163 19,922,107 (58,948,865) (58,129,460) 3,235,159 (4,047,923) 84,498,305 76,750,384 $ 89,044,754 $ 79,797,730 |
Commitments and Contingencies (Note 21) Subsequent Events (Note 22)
SIGNED ON BEHALF OF THE BOARD
(Signed) "Marc C. Henderson" (Signed) "Scott Patterson" Director Director
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The accompanying notes are an integral part of these consolidated financial statements.
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LARAMIDE RESOURCES LTD.
CONSOLIDATED STATEMENTS OF OPERATIONS (EXPRESSED IN CANADIAN DOLLARS)
| Years ended December 31, | 2011 2010 (Note 24) |
|---|---|
| Revenues Investment income Gain (loss) in value of fair value through profit and loss ("FVTPL") investments Loss on sale of investments (Note 10) Expenses Administrative and office Audit and legal Consulting Foreign exchange loss Stock-based compensation (Note 17) Amortization of property and equipment Write-down of mineral properties (Note 12) Loss before income taxes Deferred income taxes(Note 5) Net income (loss) for the year |
$ 25,004 $ 41,419 (1,407,924) 2,066,224 (608,282) (589,027) (1,991,202) 1,518,616 1,777,120 $ 1,290,766 153,455 129,953 135,398 201,152 12,460 19,504 202,631 525,334 15,813 30,012 117,716 - 2,414,593 2,196,721 (4,405,795) (678,105) 59,900 (141,300) $ (4,345,895) $ (819,405) |
| Income (loss) per share(Note 6) Basic Diluted |
$ (0.06) $ (0.01) $ (0.06) $ (0.01) |
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The accompanying notes are an integral part of these consolidated financial statements.
LARAMIDE RESOURCES LTD.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (EXPRESSED IN CANADIAN DOLLARS)
| 2011 | 2010 | |||
|---|---|---|---|---|
| Years ended December 31, | (Note 24) | |||
| Net income (loss) for the year | **$ ** | (4,345,895) | $ | (819,405) |
| Other comprehensive income (loss) | ||||
| Unrealized gain (loss) on available for sale investments, net of tax | (4,541,235) | 3,316,143 | ||
| Reclassification of realized loss on available for sale investments to | ||||
| income, net of tax | 187,120 | 882,219 | ||
| Foreign currencytranslation adjustment | 1,566,747 | 3,084,720 | ||
| (2,787,368) | 7,283,082 | |||
| Comprehensive income (loss) | **$ ** | (7,133,263) | $ | 6,463,677 |
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The accompanying notes are an integral part of these consolidated financial statements.
LARAMIDE RESOURCES LTD.
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (EXPRESSED IN CANADIAN DOLLARS)
| Accumulated | Accumulated | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| Other | |||||||||
| Number of | Contributed | Comprehensive | |||||||
| Shares | Capital Stock | Warrants | Surplus | Deficit | Income (Loss) | Total | |||
| Balance, January 1, 2010 (Note 24) | 67,545,092 | $116,943,302 | $ 2,062,358 | $ 19,922,107 | **$ (58,129,460) ** | **$ ** | **(4,047,923) ** | $ 76,750,384 | |
| Exercise of options | 62,500 | 68,750 | - | - | - | - | 68,750 | ||
| Fair value of exercised options from | |||||||||
| contributed surplus | - | 35,438 | - | (35,438) | - | - | - | ||
| Stock-based compensation | - | - | - | 1,215,494 | - | - | 1,215,494 | ||
| Net income for the year | - | - | - | - | (819,405) | - | (819,405) | ||
| Other comprehensive income | - | - | - | - | - | 7,283,082 | 7,283,082 | ||
| Balance, December 31, 2010 (Note 24) | 67,607,592 | $117,047,490 | $ 2,062,358 | $ 21,102,163 | $ (58,948,865) | $ | 3,235,159 | $ 84,498,305 | |
| Shares issued for cash on private | |||||||||
| placement | 2,125,000 | 1,700,000 | - | - | - | - | 1,700,000 | ||
| Cost of issue - cash | - | (76,817) | - | - | - | - | (76,817) | ||
| Issuance of warrants | - | (245,886) | 245,886 | - | - | - | - | ||
| Exercise of warrants | 250,000 | 625,000 | - | - | - | - | 625,000 | ||
| Fair value of exercised warrants | - | 179,335 | (179,335) | - | - | - | - | ||
| Stock-based compensation | - | - | - | 334,882 | - | - | 334,882 | ||
| Net income (loss) for the year | - | - | - | - | (4,345,895) | - | (4,345,895) | ||
| Other comprehensive loss | - | - | - | - | - | (2,787,368) | (2,787,368) | ||
| Balance, December 31, 2011 | 69,982,592 | $119,229,122 | $ 2,128,909 | $ 21,437,045 | $ (63,294,760) | $ | 447,791 | $ 79,948,107 |
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The accompanying notes are an integral part of these consolidated financial statements.
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LARAMIDE RESOURCES LTD.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(EXPRESSED IN CANADIAN DOLLARS)
| Years ended December 31, | 2011 2010 |
|---|---|
| Cash and cash equivalents (used in) provided by: Operating Activities Net income (loss) for the year Adjustments for: Loss (gain) on sale of investments Stock-based compensation Change in value of FVTPL investments Amortization of property and equipment Deferred rent amortized (Note 14) Write-down of mineral properties (Note 12) Deferred tax expense (recovery) Net change in non-cash working capital items: Accounts receivable Loans receivable Accounts payable and accrued liabilities Financing Activities Issue of common shares for cash, net of issue costs Deferred rent recovery Warrants exercised Stock options exercised Investing Activities Purchase of investments Proceeds on sale of investments Purchase of short-term investments Proceeds on sale of short-term investments Acquisition of property and equipment Acquisition of mineral properties and related deferred costs Change in cash and cash equivalents Cash and cash equivalents, beginning of year Exchange difference on cash and cash equivalents held in foreign currencies |
$ (4,345,895) $ (819,405) 608,282 589,027 202,631 525,334 1,407,924 (2,066,224) 15,813 30,012 (141,000) (141,003) 117,716 - (59,900) 141,300 (2,194,429) (1,740,959) 16,759 (365,659) - 75,512 927,915 503,794 (1,249,755) (1,527,312) 1,623,183 - - 493,515 625,000 - - 68,750 2,248,183 562,265 (198,660) (792,940) 2,570,240 6,431,317 (1,780,000) (1,200,000) 970,000 4,113,640 (4,885) (109,707) (4,826,194) (6,284,942) (3,269,499) 2,157,368 (2,271,071) 1,192,321 2,955,536 1,823,666 110,059 (60,451) |
| Cash and cash equivalents, end of year | $ 794,524 $ 2,955,536 |
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The accompanying notes are an integral part of these consolidated financial statements.
LARAMIDE RESOURCES LTD.
CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued) (EXPRESSED IN CANADIAN DOLLARS)
| Years ended December 31, | 2011 2010 (Note 24) |
|---|---|
| Supplementary cash flow information Changes in non cash investing activities: Amortization of property and equipment capitalized to mineral properties (Note 11) Stock-based compensation capitalized to mineralproperties(Note 17) |
$ 369,685 $ 504,701 $ 132,251 $ 690,159 |
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The accompanying notes are an integral part of these consolidated financial statements.
LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
1. NATURE OF OPERATIONS
Laramide Resources Ltd. (the “Company” or "Laramide”) is a publicly traded company listed on the TSX Exchange under the symbol “LAM” and is involved in the exploration and development of mineral properties in Australia and the United States of America ("USA"). The mineral properties of Laramide are all in the exploration stage. Laramide's registered office address is 130 King Street West, Suite 3680, Toronto, Ontario, Canada.
The Company is in the process of determining whether its mineral properties contain reserves that are economically recoverable. The recovery of amounts capitalized for mineral exploration properties on the consolidated balance sheets is dependent upon the existence of economically recoverable reserves, the ability of the Company to arrange appropriate financing to complete the development of the properties and upon future profitable production or proceeds from their disposition. A significant portion of the Company’s mineral property interests are located in Australia and unless the current ban in Queensland, Australia prohibiting uranium mining is changed, there is uncertainty as to whether the Company will be able to bring its project into production (see note 12).
On March 29, 2012, the Audit Committee approved the consolidated financial statements for the year ended December 31, 2011.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Statement of Compliance
The consolidated financial statements of the Company comply with International Financial Reporting Standards ("IFRS").
The policies applied in these financial statements are based on IFRS issued and outstanding as of March 29, 2012, the date the Board of Directors approved the financial statements.
These are the Company’s first annual financial statements prepared in accordance with IFRS. The 2010 financial statements include an opening balance sheet as at January 1, 2010, the date at which the impact of IFRS transition were recorded against equity, in accordance with the provisions of IFRS 1 “First time adoption of International Financial Reporting Standards” and the 2010 comparative statements were prepared using the same basis of accounting. A detailed reconciliation of the financial statements prepared under Canadian GAAP and the comparative 2010 IFRS financial information is presented in note 24.
Principles of Consolidation
All entities, in which the Company has a controlling interest, specifically when it has the power to direct the financial and operational policies of these companies to obtain benefit from their operations, are fully consolidated.
A controlling position is assumed to exist where the Company holds, directly or indirectly, a voting interest exceeding 50%, and where no other shareholder or group of shareholders exercises substantive participating rights which would enable it to veto or to block ordinary decisions taken by the Company.
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
A controlling position also exists where the Company, holding an interest of 50% or less in an entity, possesses control over more than 50% of the voting rights by virtue of an agreement with other investors, power to direct the financial and operational policies of the entity by virtue of a statute or contract, power to appoint or remove from office the majority of the members of the Board of Directors or equivalent management body, or the power to assemble the majority of voting rights at meetings of the Board of Directors or equivalent management body.
The consolidated financial statements include the accounts of the Company, its wholly owned U.S. subsidiaries, Cerro Dorado, Inc., Laramide La Sal Inc. and Laramide Resources (USA) Inc.; its whollyowned Mexican subsidiary, Mineral Lara S.A. de C.V.; and its wholly owned Australian subsidiaries, Lagoon Creek Resources Pty Ltd., Westmoreland Resources Pty Ltd. and Tackle Resources Pty Ltd.
Intercompany balances and any unrealized gains and losses or income and expenses arising from intercompany transactions are eliminated in preparing the consolidated financial statements.
Basis of Preparation
The consolidated financial statements are presented in Canadian dollars which is also the functional currency of the parent, Laramide Resources Ltd., located in Canada. The functional currencies of the Australian and the USA subsidiaries are the Australian dollar and US dollar, respectively.
The financial statements are prepared on the historical cost basis except the following assets and liabilities, which are stated at their fair value: financial assets classified as fair value through profit and loss ("FVTPL"), financial instruments held for trading and financial instruments classified as availablefor-sale.
Non-current assets are stated at the lower of carrying amount and fair value less costs to sell.
The accounting policies set out below have been applied consistently to all periods presented in the consolidated financial statements and in preparing an opening IFRS balance sheet at January 1, 2010 for the purpose of transition to IFRS.
Foreign Currency Translation
Foreign currency transactions are initially recorded into the functional currency at the transaction date exchange rate. At year end, monetary assets and liabilities denominated in a foreign currency are translated into the functional currency at the balance sheet exchange rate and non-monetary assets and liabilities at the historical rate. All foreign currency adjustments are expensed, apart from adjustments on borrowing in foreign currencies, constituting a hedge for the net investment in a foreign entity. These adjustments are allocated directly to equity until the divestiture of the net investment.
Financial statements of the Australian and U.S.A. subsidiaries for which the functional currency is not the Canadian dollar are translated to Canadian dollar, as this is the presentation currency, as follows: all asset and liability accounts are translated at the period-end exchange rate and all earnings and expense accounts and cash flow statement items are translated at average exchange rates for the period. The resulting translation gains and losses are recorded as foreign currency translation adjustments in other comprehensive income (loss).
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
When the settlement of a monetary item receivable from or payable to a foreign operation is neither planned nor likely in the foreseeable future, foreign currency gains and losses arising from such item are considered to form part of a net investment in the foreign operation and are recognized in other comprehensive income.
Cash and Cash Equivalents
The “cash and cash equivalents” category consists of cash in banks and cash on hand.
Short-term Investments
Short-term investments represent temporary excess of liquidity invested in GICs with initial maturities of three months or less; their book values approximate their fair values.
Financial Instruments
The Company classifies its financial assets in the following categories: at fair value through profit or loss, loans and receivables and available-for-sale investments. The classification depends on the purpose for which the financial assets were acquired. Management determines the classification of financial assets at initial recognition.
Financial assets classified as fair value through profit and loss ("FVTPL") include the short-term investments and other investments classified as current investments, these assets are measured at fair value, with any resultant gain or loss recognized in the statement of operations.
Financial instruments classified as being available-for-sale ("AFS") include the non-current investments and are measured at fair value, with any resultant gain or loss being recognized directly under other comprehensive income, except for impairment losses and, in the case of monetary items such as securities denominated in foreign currency, which are recorded in foreign exchange gains and losses. When these investments are derecognized, the cumulative gain or loss previously recognized directly in equity is recognized in profit or loss.
The fair value of financial instruments classified as held for sale and available-for-sale is their quoted bid price at the balance sheet date, except for AFS assets whose quoted price is not available and are carried at cost.
Financial assets classified as loans and receivables include Accounts and Loans receivable and are measured at amortized cost using the effective interest method.
Financial liabilities classified as other financial liabilities include Accounts payable and accrued liabilities and are measured at amortized cost using the effective interest rate method.
Transaction costs associated with FVTPL financial assets are expensed as incurred, while transaction costs associated with all other financial assets are included in the initial carrying amount of the asset.
Impairment losses for the different financial assets and liabilities are recognized as follows.
FVTPL: An impairment loss on a financial asset or financial liability classified as FVTPL is recognized in net income in the period in which it arises.
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Available-for-sale financial assets: When a decline in the fair value of an available-for-sale financial asset has been recognized directly in equity and there is objective evidence that the asset is impaired, the cumulative loss that had been recognized directly in equity is transferred to profit or loss even though the financial asset has not been derecognized. The amount of the cumulative loss that is recognized in profit or loss is the difference between the acquisition cost and current fair value, less any impairment loss on that financial asset previously recognized in profit or loss.
Held-to-maturity securities: The recoverable amount of the Company’s investments in held-to-maturity securities and receivables carried at amortized cost is calculated as the present value of estimated future cash flows, discounted at the original effective interest rate (i.e., the effective interest rate computed at initial recognition of these financial assets). An impairment loss is recognized in net income and through the amortization process.
Effective interest method: The effective interest method is a method of calculating the amortized cost of a financial asset and of allocating interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset, or, where appropriate, a shorter period. Income is recognized on an effective interest rate basis for debt instruments other than those financial assets at FVTPL.
Property and Equipment
Property and equipment are carried at historical cost less any accumulated depreciation and impairment losses. Historical cost includes the acquisition cost or production cost as well as the costs directly attributable to bringing the asset to the location and condition necessary for its use in operations. When property, and equipment include significant components with different useful lives, they are recorded and amortized separately. Amortization is computed using the straight-line and declining balance methods based on the estimated useful life of the assets. Useful life is reviewed at the end of each reporting period.
Subsequent to initial recognition, the cost model is applied to property and equipment. The Company has elected not to apply the option provided by IFRS 1 regarding the re-measurement, as at January 1, 2010, of its property and equipment at their fair value at that date.
The Company recognizes in the carrying amount of an item of property and equipment the cost of replacing part of such an item when that cost is incurred if it is probable that the future economic benefits embodied with the item will flow to the Company and the cost of the item can be measured reliably. All other costs are recognized in the income statement as an expense as incurred.
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Depreciation is provided at rates calculated to write off the cost of property and equipment less their estimated residual value on a straight-line and declining balance methods, over the estimated useful lives of each part of an item of property and equipment, as follows.
Computer equipment 20% Declining balance Furniture and fixtures 20% Declining balance Office equipment 10% Declining balance Field equipment Straight line, over five years Motor vehicles Straight line, over five years Leasehold improvements Straight line, over three years
Mineral Properties and Related Deferred Costs
As permitted by IFRS, the Company continues its policy of deferring pre and post exploration and evaluation expenditures until such time as the properties are either put into commercial production, sold, determined not to be economically viable or abandoned. Capitalized expenditures include all the costs incurred in exploration and evaluation of potential mineral reserves and resources, such as exploratory drilling and sample testing and the costs of pre-feasibility studies. Exploration expenditures are related to the initial search for deposits of minerals with economic value. Evaluation expenditures are related to the detailed economic assessments of identified deposits that are economically viable.
Impairment
The Company continually reviews and evaluates the events or changes in the economic environment that indicate a risk of impairment of assets to determine whether the carrying amount of the asset or group of assets under consideration exceeds its or their recoverable amount. Impairment of the assets is evaluated at the cash-generating unit ("CGU") level which is the smallest identifiable group of asset that generates cash inflows, independent of the cash inflows from other assets, as defined by IAS 36 "Impairment of assets". Recoverable amount is defined as the higher of an asset’s fair value (less costs to sell) and its value in use. The active market or a binding sale agreement provides the best evidence for the determination of the fair value, but where neither exists, fair value is based on the best information available to reflect the amount the Company could receive for the CGU in an arm's length transaction. Value in use is equal to the present value of future cash flows expected to be derived from the use and sale of the asset.
Provisions
A provision is recognized on the balance sheet when the Company has a present legal or constructive obligation as a result of a past event, and it is probable that an outflow of economic benefits will be required to settle the obligation. If the effect is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability.
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Deferred Taxes
Pursuant to the liability method, deferred taxes are recorded for temporary differences existing at balance sheet date between the tax base value of assets and liabilities and their carrying amount on the consolidated balance sheet.
-
Deferred tax assets and liabilities are measured at the expected tax rates for the year during which the asset will be realized or the liability settled, based on tax rates (and tax regulations) enacted or substantially enacted by the balance sheet date. They are reviewed at the end of each year, in line with any changes in applicable tax rates.
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Deferred tax assets are recognized for all deductible temporary differences, carry-forward of tax losses and unused tax credits, insofar as it is probable that a taxable profit will be available, or when a current tax liability exists, to make use of those deductible temporary differences, tax loss carryforwards and unused tax credits, except where the deferred tax asset associated with the deductible temporary difference is generated by initial recognition of an asset or liability in a transaction which is not a business combination, and which, at the transaction date, does not impact either earnings, or tax income or loss.
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For deductible temporary differences arising from investments in subsidiaries, affiliates and joint ventures, deferred tax assets are recorded to the extent that it is probable that the temporary difference will reverse in the foreseeable future, and that taxable profit will be available against which the temporary difference can be utilized.
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The carrying amount of deferred tax assets is reviewed at each balance sheet date, and revalued or reduced to the extent that it is more or less probable that a taxable profit will be available to allow the deferred tax asset to be utilized. When assessing the probability of a taxable profit being available, account is notably taken of prior year results, forecast future results, non-recurring items unlikely to occur in the future and the tax strategy. As such, the assessment of the Company’s ability to utilize tax losses carried forward is to a large extent judgment-based. If the future taxable results of the Company prove significantly different than those expected, the Company will be obliged to increase or decrease the carrying amount of deferred tax assets, with a potentially material impact on the balance sheet and the income statement of the Company. Deferred tax liabilities are recognized for all taxable temporary differences, except where the deferred tax liability results from impairment of goodwill losses not deductible for tax purposes, or initial recognition of an asset or liability in a transaction which is not a business combination, and which, at the transaction date, does not impact either earnings, or tax income or loss.
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For taxable temporary differences arising from investments in subsidiaries, affiliates and joint ventures,deferred tax liabilities are recorded except to the extent that both of the following conditions are satisfied: the parent, investor or venturer is able to control the timing of the reversal of the temporary difference, and it is probable that the temporary difference will not reverse in the foreseeable future.
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
- Current tax and deferred tax shall be charged or credited directly to equity if the tax relates to items that are credited or charged directly to equity.
Share-based Compensation
The Company offers a share option plan for its directors, officers, employees and consultants. Each tranche in an award is considered a separate award with its own vesting period and grant date fair value. Fair value of each tranche is measured using the Black Scholes option pricing model. Compensation expense is recognized over the tranche's vesting period by increasing contributed surplus based on the number of awards expected to vest. Any consideration paid on exercise of share options is credited to capital stock. The contributed surplus resulting from share based payment is transferred to capital stock when the options are exercised.
For equity settled transactions, the Company measures goods or services received at their fair value, unless that fair value cannot be estimated reliably, in which case the Company measures their value by reference to the fair value of the equity instruments granted.
Earnings per Share
Basic earnings per share amounts are calculated by dividing net profit for the year attributable to common shareholders by the weighted average number of common shares outstanding during the year.
Diluted earnings per share amounts are calculated by dividing the net profit attributable to common share holders of the parent (after adjusting for interest on the convertible preference shares) by the weighted average number of shares outstanding during the year plus the weighted average number of shares that would be issued on the conversion of all the dilutive potential ordinary shares into common shares.
Revenue Recognition
Interest income
Interest income is recognized on a time-proportion basis using the effective interest method.
Dividend income
Dividend income is recognized when the right to receive the dividend is established.
Environment Rehabilitation Provision
The Company's activities could give rise to obligations for environmental rehabilitation which can include facilities dismantling, removal, treatment of waste materials, monitoring, compliance with environmental regulations, security and other site-related costs required to perform the rehabilitation work. Any current expenditures regarding the environmental rehabilitation are charged to the cost of the project. Provisions for rehabilitation are periodically adjusted by the Company, when applicable; such adjustments are recorded as a change in the value of the related mineral property.
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Segment Reporting
The geographical segment is a distinguishable component of the Company based on a particular economic environment, which is subject to risks and rewards that are different from those of other segments.
Accounting Standards Issued but not yet Effective
The IASB issued a number of new and revised International Financial Reporting Standards, amendments and related interpretations which are effective for the Company's financial year beginning on or after January 1, 2011. For the purpose of preparing and presenting the Financial information for the relevant periods, the Company has consistently adopted all these new standards for the relevant reporting periods.
At the date of authorization of these financial statements, the IASB and IFRIC have issued the following new and revised standards and interpretations which are not yet effective for the relevant reporting periods.
IFRS 11 - Joint Arrangements establishes the principles for joint arrangements by focusing on the rights and obligations of the arrangement, rather than its legal form. IFRS 11 requires a venturer to classify its interest in a joint arrangement as a joint venture or joint operation. Joint ventures will be accounted for using the equity method whereas for a joint operation the venture will be accounted for using the proportionate consolidation method.
IFRS 12 - Disclosure of Interests in Other Entities is a new and comprehensive standard on disclosure requirements for all forms of interests in other entities, including subsidiaries, joint arrangements, associates and unconsolidated structured entities.
IFRS 13 - Fair Value Measurement defines fair value, requires disclosure about fair value measurements and provides a framework for measuring fair value when it is required or permitted within the IFRS standards.
IAS 19 – Employee Benefits amends the existing standard to eliminate options to defer the recognition of gains and losses in defined benefit plans, requires remeasurement of a defined benefit plan’s assets and liabilities to be presented in other comprehensive income and increases the disclosure.
IFRIC 20 - Stripping Costs in the Production Phase of a Surface Mine applies to all types of natural resources that are extracted using the surface mining activity process. IFRIC 20 permits capitalization of stripping costs if all of the three criteria are met: probability of economic benefit, identifiability of ore body and measurability of stripping costs. IFRIC 20 provides a more detailed cost allocation guidance based on a relevant production measure that allows allocation between inventory produced and the stripping activity asset. IFRIC 20 may represent a change in accounting practice for some Canadian mining entities.
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
The IASB also amended the following standard which is effective as per the date identified.
IAS 1 - Presentation of Financial Statements was amended and requires companies to group items presented within Other Comprehensive Income based on whether they may be subsequently reclassified to profit or loss. This amendment is effective for annual periods beginning on or after July 1, 2012, with earlier adoption permitted.
IFRS 9 - Financial Instruments addresses the classification and measurement of financial assets. The IFRS 9 uses a single approach to determine whether a financial asset is measured at amortized cost or fair value. The new standard also requires a single impairment method to be used. The IASB has extended the effective date to January 1, 2015.
The Company has not early adopted these standards, amendments and interpretations, however it is currently assessing the impact of their application in the financial statements of the Company.
3. ACCOUNTING ESTIMATES AND JUDGEMENTS
The preparation of consolidated financial statements in compliance with IFRS requires the Company’s management to make certain estimates and assumptions that they consider reasonable and realistic. Despite regular reviews of these estimates and assumptions, based in particular on past achievements or anticipations, facts and circumstances may lead to changes in these estimates and assumptions which could impact the reported amount of the Company’s assets, liabilities, equity or earnings. These estimates and assumptions notably relate to the following items:
Measurement of impairment in assets - In determining carrying values and impairment charges the Company looks at recoverable amounts, defined as the higher of value in use or fair value less cost to sell in the case of assets, and at objective evidence that identifies significant or prolonged decline of fair value on financial assets indicating impairment. These determinations and their individual assumptions require that management make a decision based on the best available information at each reporting period.
Share-based payment and warrants - The Company utilizes the Black-Scholes option pricing model to determine the fair values of the share-based payments and warrants. The Company uses significant judgement in the evaluation of the input variables in the Black-Scholes calculation which includes: risk free interest rate, expected stock price volatility, expected life, expected dividend yield and a quoted market price of the Company’s shares on the Toronto Stock Exchange.
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
3. ACCOUNTING ESTIMATES AND JUDGEMENTS (Continued)
Deferred income taxes - In assessing the probability of realizing deferred income taxes, the Company makes estimates related to expectations of future taxable income, applicable tax planning opportunities, expected timing of reversals of existing temporary differences and the likelihood that tax positions taken will be sustained upon examination by applicable tax authorities. In making its assessments, the Company gives additional weight to positive and negative evidence that can be objectively verified. Estimates of future taxable income are based on forecasted cash flows from operations and the application of existing tax laws in each jurisdiction. The Company considers relevant tax planning opportunities that are within the Company’s control, are feasible and within management’s ability to implement. Where applicable tax laws and regulations are either unclear or subject to ongoing varying interpretations, it is reasonably possible that changes in these estimates can occur that materially affect the amounts of income tax assets recognized. Also, future changes in tax laws could limit the Company from realizing the tax benefits from the deferred taxes. The Company reassesses unrecognized income tax at each reporting period.
Functional currency - The functional currency for the Company and subsidiaries is the currency of the primary economic environment in which each operates, Canadian Dollar, Australian Dollar and US Dollar. Determination of functional currency may require certain judgements to determine the primary economic environment. The Company reconsiders the functional currency used when there is a change in events and conditions which determined the primary economic environment.
4. BUSINESS SEGMENT DATA
The Company operates in the mining, exploration and development business and has operations in Australia, Canada and the USA. The Company’s Board of Directors evaluates the performance of the locations and allocates resources based on certain measures.
As of December 31, 2011 and 2010, the information based on the geographical location of the assets is as follows:
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
4. BUSINESS SEGMENT DATA (Continued)
| December 31, 2011 | Canada | USA | Australia | Consolidated | Consolidated | |||
|---|---|---|---|---|---|---|---|---|
| Current assets | $ | 2,957,360 | $ | - | $ | 232,963 | $ | 3,190,323 |
| Investments | 7,551,681 | - | 1,174,129 | 8,725,810 | ||||
| Mineral properties and related deferred costs | - | 10,891,112 | 62,033,138 | 72,924,250 | ||||
| Property and equipment | 90,763 | - | 273,724 | 364,487 | ||||
| $10,599,804 | $10,891,112 | $63,713,954 | $ | 85,204,870 | ||||
| Current liabilities | $ | 1,101,375 | $ | - | $ | 1,198,176 | $ | 2,299,551 |
| Deferred rent recovery | 211,512 | - | - | 211,512 | ||||
| Deferred tax liability | 2,752,658 | - | (6,958) | 2,745,700 | ||||
| $ | 4,065,545 | $ | - | $ | 1,191,218 | $ | 5,256,763 | |
| Revenues (losses) | $ | (1,830,038) | $ | - | $ | (161,164) | $ | (1,991,202) |
| Expenses | $ | (2,281,064) | $ | - | $ | - | $ | (2,281,064) |
| Amortization of property and equipment | $ | (15,813) | $ | - | $ | - | $ | (15,813) |
| Write-down of mineral properties | $ | - | $ | - | $ | (117,716) | $ | (117,716) |
| Other comprehensive income (loss) | $ | (3,352,964) | $ | 280,797 | $ | 284,799 | $ | (2,787,368) |
| December 31, 2010 | Canada | USA | Australia | Consolidated | Consolidated | |||
|---|---|---|---|---|---|---|---|---|
| Current assets | $ | 7,222,377 | $ | - | $ | 1,648,141 | $ | 8,870,518 |
| Investments | 10,932,251 | - | 2,239,600 | 13,171,851 | ||||
| Mineral properties and related deferred costs | - | 9,741,574 | 56,431,847 | 66,173,421 | ||||
| Property and equipment | 101,692 | - | 727,272 | 828,964 | ||||
| $18,256,320 | $ | 9,741,574 | $61,046,860 | $ | 89,044,754 | |||
| Current liabilities | $ | 439,016 | $ | - | $ | 932,621 | $ | 1,371,637 |
| Deferred rent recovery | 352,512 | - | - | 352,512 | ||||
| Deferred tax liability | 2,829,095 | - | (6,795) | 2,822,300 | ||||
| $ | 3,620,623 | $ | - | $ | 925,826 | $ | 4,546,449 | |
| Revenues (losses) | $ | 2,539,560 | $ | - | $(1,020,944) | $ | 1,518,616 | |
| Expenses | $ | (2,166,709) | $ | - | $ | - | $ | (2,166,709) |
| Amortization of property and equipment | $ | (30,012) | $ | - | $ | - | $ | (30,012) |
| Other comprehensive income (loss) | $ | 2,461,420 | $ | (650,277) | $ | 5,471,939 | $ | 7,283,082 |
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
4. BUSINESS SEGMENT DATA (Continued)
| January 1, 2010 | Canada | USA | Australia | Consolidated | Consolidated | |||
|---|---|---|---|---|---|---|---|---|
| Current assets | $11,826,577 | $ | - | $ | 895,092 | $ | 12,721,669 | |
| Investments | 6,196,022 | - | 4,320,711 | 10,516,733 | ||||
| Mineral properties and related deferred costs | - | 8,874,416 | 46,486,887 | 55,361,303 | ||||
| Property and equipment | 101,693 | - | 1,096,332 | 1,198,025 | ||||
| $18,124,292 | $ | 8,874,416 | $52,799,022 | $ | 79,797,730 | |||
| Current liabilities | $ | 434,785 | $ | - | $ | 410,661 | $ | 845,446 |
| Deferred tax liability | 2,195,629 | - | 6,271 | 2,201,900 | ||||
| $ | 2,630,414 | $ | - | $ | 416,932 | $ | 3,047,346 |
5. DEFERRED TAXES
The following table reconciles the expected income tax recovery at the blended statutory income tax rates of approximately 28.25% (2010 - 31.0%) to the amounts recognized in the statements of operations:
| December | December 31, | December 31, | ||
|---|---|---|---|---|
| 31, 2011 | 2010 | |||
| Net loss reflected in the statements of operations | **$ ** | (4,405,795) | $ | (678,105) |
| Expected income tax recovery | (1,244,600) | (210,200) | ||
| Permanent differences | (9,300) | (149,000) | ||
| Amounts taxed in foreign jurisdictions, tax rate changes and other | ||||
| adjustments | 266,400 | 401,700 | ||
| Expiry of non-capital loss | - | 11,000 | ||
| Increase in unrecognizedportion of deferred taxes | 927,600 | 87,800 | ||
| Income taxprovision reflected in the statement of operations | $ | (59,900) | $ | 141,300 |
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
5. DEFERRED TAXES (Continued)
The Company's deferred income tax assets and liabilities as at December 31, 2011 and 2010 are as follows:
| follows: | ||||||
|---|---|---|---|---|---|---|
| December | December 31, | January 1, | ||||
| Deferred Tax Assets | 31, 2011 | 2010 | 2010 | |||
| Non-capital losses-Canada | $ | 3,088,000 | $ | 2,464,800 | $ | 2,236,400 |
| Non-capital losses-Australia | 12,001,600 | 10,408,000 | 8,323,900 | |||
| Capital losses | 34,200 | 294,600 | - | |||
| Undeducted share issue costs | 145,700 | 229,800 | 383,800 | |||
| Short term investments | 2,407,500 | 1,697,000 | 2,189,700 | |||
| 17,677,000 | 15,094,200 | 13,133,800 | ||||
| Less: allocated against deferred income tax liabilities | (12,760,000) | (11,104,700) | (9,232,100) | |||
| Less: unrecognized portion of deferred taxes | (4,917,000) | (3,989,500) | (3,901,700) | |||
| $ | - | $ | - | $ | - |
| December | December 31, | December 31, | January 1, | |||
|---|---|---|---|---|---|---|
| Deferred Tax Liabilities | 31, 2011 | 2010 | 2010 | |||
| Canadian and U.S. mineral properties | $ | (758,300) | $ | (696,700) | $ | (908,200) |
| Australian mineral properties | (14,654,200) | (13,018,100) | (10,241,700) | |||
| Capital assets | (93,200) | (212,200) | (284,100) | |||
| Less: reduction due to allocation of applicable deferred | 12,760,000 | 11,104,700 | 9,232,100 | |||
| income tax assets | ||||||
| **$ ** | (2,745,700) | $ | (2,822,300) | $ | (2,201,900) |
The Company's non-capital tax losses expire as follows:
| 2014 | $ | 647,300 |
|---|---|---|
| 2025 | 1,467,500 | |
| 2026 | 1,160,700 | |
| 2028 | 488,500 | |
| 2029 | 5,138,300 | |
| 2030 | 956,700 | |
| 2031 | 2,432,100 | |
| $ | 12,291,100 |
In addition, the Company's Australian subsidiaries have non-capital losses of approximately $34,700,000 that do not expire.
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
6. LOSS PER SHARE
| LOSS PER SHARE | |||
|---|---|---|---|
| December 31 | 2011 | 2010 | |
| Weighted average shares outstanding-basic and diluted | 67,810,674 | 67,547,832 | |
| Basic and diluted loss per share | $ | (0.06) $ | (0.01) |
Note: The options and warrants are not dilutive.
7. CASH AND CASH EQUIVALENTS
| CASH AND CASH EQUIVALENTS | ||||||
|---|---|---|---|---|---|---|
| December 31, | December 31, | January 1, | ||||
| 2011 | 2010 | 2010 | ||||
| Bank balances | $ | 794,057 | $ | 1,717,961 | $ | 956,629 |
| Cash held bybrokers | 467 | 1,237,575 | 867,037 | |||
| $ | 794,524 | $ | 2,955,536 | $ | 1,823,666 |
8. SHORT-TERM INVESTMENTS
Short-term investments are liquidity invested in Canadian Chartered Banks in GIC's with a maturity greater than three months but less than one year and are recorded at fair market value.
9. ACCOUNTS RECEIVABLE
| December 31, | December 31, | December 31, | December 31, | January 1, | ||
|---|---|---|---|---|---|---|
| 2011 | 2010 | 2010 | ||||
| Recoverable taxes | $ | 61,745 | $ | 166,023 | $ | 189,935 |
| Prepaid expenses | 277,034 | 12,782 | 7,917 | |||
| Other receivables | 318,821 | 495,554 | 110,848 | |||
| $ | 657,600 | $ | 674,359 | $ | 308,700 |
The book values of the accounts receivable approximate their fair values.
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
10. INVESTMENTS
The Company's investments are carried at fair value and are comprised of the following:
| Pan American Silver Corp. - shares Pan American Silver Corp. - warrants Total FVTPL investments Treasury Metals Inc. Corona Gold Corporation Nation River Resources Ltd. (no quoted value) Alligator Energy Ltd. Uranium Equities Limited Sierra Minerals Inc. Khan Resources Inc. (i) Virginia Energy Resources Inc. (formerly Santoy Resources Ltd.) Total available-for- sale investments Total investments |
Number of Shares |
December 31, 2011 Number of Shares |
December 31, 2010 Number of Shares January 1, 2010 |
|---|---|---|---|
| 25,000 110,000 5,187,500 150,000 149,885 7,000,000 8,894,807 - 7,100,000 1,350,000 |
$ 554,500 110,000 123,699 110,000 678,199 5,810,000 5,187,500 85,500 200,000 6,681 149,885 766,163 5,000,000 407,966 10,000,000 - - 1,420,000 7,100,000 229,500 1,584,000 8,725,810 $9,404,009 |
$ 4,488,000 274,450 $ 6,847,528 502,623 110,000 502,623 4,990,623 7,350,151 6,536,250 4,898,091 2,179,651 292,000 171,500 70,315 6,681 149,885 6,681 509,000 - - 1,730,600 20,971,654 3,152,459 - 660,027 174,907 3,337,000 7,000,000 4,410,000 760,320 1,584,000 522,720 13,171,851 10,516,733 $18,162,474 $17,866,884 |
- i) In August 2006 Laramide purchased 550,000 units in the IPO of Khan Resources Inc., (“Khan”). The aggregate purchase consideration of $18,647,100 was comprised of: 1,350,000 shares of the Company valued at $9,990,000: a cash payment of $4,675,950 (US$4,500,000); and 1,350,000 warrants of the Company valued at $3,981,150. These warrants expired unexercised in September 2009. By purchase of shares on the open market, the Company increased its total investment in Khan to 7,100,000 shares having a aggregate cost of $21,009,545.
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
10. INVESTMENTS (Continued)
In February 2010 Khan announced a director supported takeover offer bid with expected proceeds of $0.96 cash per share. The offer was open until April 6, 2010. Although the acceptance of the offer by Khan shareholders was uncertain, in 2009 the Company decided to record a permanent impairment of the Khan investment and wrote down the investment to $0.96 per share resulting in a charge to the consolidated statements of operations of $14,289,545.
The realized loss on AFS investments is $187,120 (2010 - $882,219) and the realized gain (loss) on FVTPL investments is $(421,162) (2010 - $293,192).
11. PROPERTY AND EQUIPMENT
| Computer | Computer | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| equipment, | Office | |||||||||||
| furniture | equipment | |||||||||||
| and | and | Field | Motor | Leasehold | ||||||||
| Cost | fixtures | software | equipment | vehicles | improvements | Total | ||||||
| January 1, 2011 | $ | 377,875 | $ | 57,873 | $2,137,947 | $ | 324,715 | $ | 121,214 | $ | 3,019,624 | |
| Additions | 4,885 | - | - | - | - | 4,885 | ||||||
| Translation | 5,379 | 1,176 | 51,243 | 7,783 | 1,313 | 66,894 | ||||||
| adjustment | ||||||||||||
| December 31, 2011 | $ | 388,139 | $ | 59,049 | $2,189,190 | $ | 332,498 | $ | 122,527 | $ | 3,091,403 | |
| Accumulated amortization | ||||||||||||
| January 1, 2011 | $ | 281,733 | $ | 39,498 | $1,495,201 | $ | 262,015 | $ | 112,213 | $ | 2,190,660 | |
| Additions | 11,630 | 4,642 | 325,393 | 40,233 | 3,600 | 385,498 | ||||||
| Translation | 8,246 | 2,940 | 120,507 | 17,753 | 1,312 | 150,758 | ||||||
| adjustment | ||||||||||||
| December 31, 2011 | $ | 301,609 | $ | 47,080 | $1,941,101 | $ | 320,001 | $ | 117,125 | $ | 2,726,916 | |
| Net book value | $ | 86,530 | $ | 11,969 | $ | 248,089 | $ | 12,497 | $ | 5,402 | $ | 364,487 |
| December 31, 2011 |
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
11. PROPERTY AND EQUIPMENT (Continued)
\
| Computer | Computer | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| equipment, | Office | |||||||||||
| furniture | equipment | |||||||||||
| and | and | Field | Motor | Leasehold | ||||||||
| Cost | fixtures | software | equipment | vehicles | improvements | Total | ||||||
| January 1, 2010 | $ | 258,853 | $ | 45,324 | $1,960,943 | $ | 299,675 | $ | 130,462 | $ | 2,695,257 | |
| Additions | 75,591 | 8,761 | 12,755 | - | 12,600 | 109,707 | ||||||
| Translation | ||||||||||||
| adjustment | 43,431 | 3,788 | 164,249 | 25,040 | (21,848) | 214,660 | ||||||
| December 31, 2010 | $ | 377,875 | $ | 57,873 | $2,137,947 | $ | 324,715 | $ | 121,214 | $ | 3,019,624 | |
| Accumulated amortization | ||||||||||||
| January 1, 2010 | $ | 244,979 | $ | 21,161 | $ | 951,224 | $ | 186,245 | $ | 93,623 | $ | 1,497,232 |
| Additions | 28,851 | 16,027 | 431,553 | 54,682 | 3,600 | 534,713 | ||||||
| Translation | 7,903 | 2,310 | 112,424 | 21,088 | 14,990 | 158,715 | ||||||
| adjustment | ||||||||||||
| December 31, 2010 | $ | 281,733 | $ | 39,498 | $1,495,201 | $ | 262,015 | $ | 112,213 | $ | 2,190,660 | |
| Net book value | $ | 96,142 | $ | 18,375 | $ | 642,746 | $ | 62,700 | $ | 9,001 | $ | 828,964 |
| December 31, 2010 | ||||||||||||
| Net book value | $ | 13,874 | $ | 24,163 | $1,009,719 | $ | 113,430 | $ | 36,839 | $ | 1,198,025 | |
| January 1, 2010 |
During the year, $369,685 (December 31, 2010 - $504,701) of the $385,498 (December 31, 2010 - $534,713) amortization charged against property and equipment was capitalized to mineral properties and related deferred costs.
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
12. MINERAL PROPERTIES AND RELATED DEFERRED COSTS
As of December 31, 2011, accumulated costs with respect to the Company's interest in mineral properties owned, leased or under option, consisted of the following:
| Opening | Ending | |||
|---|---|---|---|---|
| Balance | Balance | |||
| January 1, | Net | Translation | December | |
| 2011 | Additions | Adjustment | 31, 2011 | |
| Westmoreland Project, Queensland, Australia | $ 48,002,734 | $ 4,005,094 | $1,088,109 | $ 53,095,937 |
| Joint Ventures and other properties, Northern | ||||
| Territory, Australia (i) | 8,429,113 | 311,767 | 196,320 | 8,937,200 |
| Grants District, New Mexico and Lisbon | ||||
| Valley, Utah, USA | 5,686,280 | 881,424 | 176,784 | 6,744,488 |
| Uranium Resources Inc. USA-Mineral Royalty | 4,055,294 | - | 91,331 | 4,146,625 |
| $ 66,173,421 | $ 5,198,285 | $1,552,544 | $ 72,924,250 |
- i) During the year, a tenement with a cumulative expenditure of $117,716 was dropped by the Benmarra Joint Venture and recorded as a write-down in the statement of operations.
| Opening | Ending | |||
|---|---|---|---|---|
| Balance | Balance | |||
| January 1, | Translation | December | ||
| 2010 | Additions | Adjustment | 31, 2010 | |
| Westmoreland Project, Queensland, Australia | $ 39,234,256 | $5,507,377 | $3,261,101 | $ 48,002,734 |
| Joint Ventures and other properties, Northern | ||||
| Territory, Australia | 7,252,631 | 600,054 | 576,428 | 8,429,113 |
| Grants District, New Mexico and Lisbon | ||||
| Valley, Utah, USA | 4,607,102 | 1,371,870 | (292,692) | 5,686,280 |
| Uranium Resources Inc. USA-Mineral Royalty | 4,267,314 | - | (212,020) | 4,055,294 |
| $ 55,361,303 | $7,479,301 | $3,332,817 | $ 66,173,421 |
(1) Westmoreland Project, Queensland, Australia
In 2005, the Company acquired the Westmoreland Project by way of a purchase of all the shares of Tackle Creek Resources Pty Ltd., a private Australian company, in return for 3 million shares of Laramide. A further 1.5 million shares of Laramide may be issued in the future to the previous shareholders of Tackle Creek Resources Pty Ltd., based on successful delineation of copper and gold resources on the property.
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
12. MINERAL PROPERTIES AND RELATED DEFERRED COSTS (Continued)
During 2006, the Company entered into a data license agreement (“DLA”) with Rio Tinto Exploration Pty Ltd, a wholly owned subsidiary of Rio Tinto Ltd (“Rio Tinto”), to license Rio Tinto’s extensive historical database for the Westmoreland uranium project located in Queensland, Australia. The database is a compilation of much of the previous exploration work which was completed by various parties on Westmoreland from its initial discovery in 1956 until the year 1999. The database, which is available in both digital and hard copy formats, includes approximately 2,100 drill holes as well as geophysical and metallurgical data.
The Company paid Rio Tinto a license fee consisting of AUD $200,000 (CAD $170,860), 333,608 common shares of Laramide issued on March 16, 2006 valued at $1,751,442, and a further 197,241 common shares on April 6, 2006, valued at $1,309,680. On successfully attaining a mining permit for Westmoreland, the Company must make a further AUD $500,000 (CAD $469,750) cash payment (inflation indexed) to Rio Tinto.
In addition, the Company has granted to Rio Tinto a 1% Net Smelter Royalty on any production from Westmoreland, with cumulative payments capped at AUD $10 million (CAD $9,395,000; but also inflation indexed). In December 2008, Rio Tinto announced that they had sold this royalty to International Royalty Corporation ("IRC"), and in February 2010, IRC was acquired by Royal Gold Inc.
In October 2006, the Company completed an independent National Instrument 43-101 technical report on the Westmoreland project.
In April 2007, the Company completed a scoping study for Westmoreland. Other activities in the year included the preparation for a feasibility study program, construction of an exploration camp at the site, completion of drill clearance procedures with the aboriginal traditional owners, and commencement of a drill program in December 2007.
Activities in 2011, 2010, 2009 and 2008 were focused on completion of the planned drill program which commenced in December 2007, completion of an updated resource estimate in April 2009, ongoing metallurgical testing, and work on environmental survey.
Permitting is dealt with at the individual State government level. In Queensland, the current party in power is the Australian Labor Party ("ALP") which has traditionally been opposed to new uranium mine development. Permitting is prohibited unless there is a policy change by the ALP or a change in political parties in power.
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
12. MINERAL PROPERTIES AND RELATED DEFERRED COSTS (Continued)
(2) Joint Ventures and other properties, Northern Territory, Australia
Laramide has entered into two separate joint venture agreements in Australia:
Nupower Lagoon Creek Joint Venture
On May 18, 2005 Laramide entered into a letter of intent with Nupower Resources Ltd. ("Nupower"), (formerly Arafura Resources NL), pursuant to which the Company can farm in to Nupower’s granted exploration license EL23573, Lagoon Creek, in the Northern Territory, approximately 380 kilometres NNW of Mt Isa.
Laramide can earn 50% equity in the tenement with the expenditure of AUD $3 million (CAD $2.8 million) over a four year period on exploration and development. Laramide can also earn an additional 10% equity interest in the joint venture with the expenditure of a further AUDI $2.5 million (CAD $2.3 million) before the end of 5 years. The Company’s minimum expenditure commitment before withdrawal is AUD $1 million (CAD $0.9 million). As part of the agreement, Laramide made two payments in 2005 of AUD $50,000 (CAD $43,350) each. The AUD $3 million expenditure has been incurred and the Company is working with Nupower to formalize the transfer of the 50% equity in the tenement.
A tenement with a cumulative expenditure of $117,716 was dropped by the Benmarra Joint Venture and surrendered. The total expenditure was recorded in the statement of operations of the period ended March 31, 2011.
Activities in 2011, 2010, 2009 and 2008 were focused on completion of the planned drill program.
Gulf Mines Joint Venture
Immediately north of the Lagoon Creek tenement are the tenements held by private Australian explorer Gulf Mines Ltd. (formerly Hartz Range Mines). Laramide has signed an option to earn 90% of any resource pegged under mining tenure consequent to exploration over a defined area on the three Exploration Permits (EPM’s) that Gulf Mines owns in the Northern Territory. The defined area covers approximately 65,000 Hectares and Laramide’s interest encompasses all minerals with the exception of diamonds. To earn 90% Laramide has to complete a bankable feasibility study on a prospect within the area and following this obtain a mine permit. The first year expenditure commitment with Gulf Mines is AUD $300,000 (CAD $275,610) (spent). The area is also adjacent to Westmoreland and has numerous small uranium – gold occurrences despite the lack of significant previous systematic exploration. As of December 31, 2011, the Company has spent $3,294,713 (December 31, 2010 - $3,225,689) on this joint venture project.
(3) Grants District, New Mexico and Lisbon Valley, Utah, USA
In 2005, the Company entered into an agreement with Homestake Mining Company of California and La Jara Mesa Mining Company (collectively “Homestake”), both being wholly owned subsidiaries of Barrick Gold Corporation, to acquire Homestake’s uranium portfolio in the western United States.
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
12. MINERAL PROPERTIES AND RELATED DEFERRED COSTS (Continued)
Terms of the transaction require Laramide to pay Homestake a total of US $3,750,000 (CAD $3,941,250) in cash. US $1,500,000 (CAD $1,576,500) has been paid which includes the US $500,000 paid in September 2010 upon exercise of the option to purchase the La Sal property. The remaining balance of US $2,250,000 (CAD $2,364,750) is represented by milestone payments tied to the permitting of the projects and commencement of commercial production. In addition Laramide committed to expend and has paid US $1,500,000 (CAD $1,827,000) by November 2007 on the properties and to pay a royalty of US $0.25 (CAD $0.30) per pound of uranium ("U3O8") on any production in excess of eight million pounds from the La Jara Mesa property.
- In 2006, the Company completed an independent National Instrument 43-101 technical report on the La Jara Mesa property.
(4) Uranium Resources Inc. USA-Mineral Royalty (UNC)
On December 20, 2006, the Company acquired a portfolio of uranium royalties in the Grant’s Mineral District of New Mexico, USA from United Nuclear Corporation ("United Nuclear"), a wholly owned indirect subsidiary of General Electric Company (GE) since 1997. The royalty portfolio covers three separate parcels of mineral leases (Section 8, Section 17, and Mancos) in the Churchrock area of McKinley County which is located 20 miles northeast of Gallup, New Mexico. The properties are presently owned by a subsidiary of Uranium Resources Inc (“URI”), a US publicly traded uranium producer, who acquired them from United Nuclear in a series of transactions between 1986 and 1991.
The royalty interests being acquired are sliding scale gross revenue royalties with minimum levels of 5% and maximum levels of 24% depending on the spot price of uranium. Stated reserves on the property are not compliant with Canadian National Instrument 43 101 reporting standards but historic resources being utilized as the basis for the feasibility study are 18.6 million pounds on all of the parcels with 6.5 million of that on Section 8 which is anticipated to be developed using the insitu leach (ISL) production method.
Terms of the acquisition call for Laramide to pay United Nuclear US $9.25 million (CAD $11.3 million) in cash, structured as follows :
-
US $3.5 million (CAD $4,071,900) at closing (paid);
-
US $3 million (CAD $3,153,000) on issuance of the final regulatory permit required to allow production to commence on Section 8; (permits not yet issued);
-
US $1.25 million (CAD $1,313,750) on issuance of the final regulatory permit required to allow production to commence on Section 17; and
-
US $1.5 million (CAD $1,576,500) on issuance of the final regulatory permit required to allow production to commence on Mancos (also known as Sections 7,12, and 13)
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
13. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
| December 31, | December 31, | December 31, | December 31, | January 1, | ||
|---|---|---|---|---|---|---|
| 2011 | 2010 | 2010 | ||||
| Accrued liabilities | $ | 1,652,856 | $ | 1,130,827 | $ | 785,437 |
| Trade accounts payable | 604,265 | 167,705 | 17,039 | |||
| Payroll liabilities | 42,430 | 73,105 | 42,970 | |||
| $ | 2,299,551 | $ | 1,371,637 | $ | 845,446 |
14. DEFERRED RENT RECOVERY
During previous fiscal years, the Company subleased office space for its Canadian head offices in a shared space agreement from Aquiline Resources Inc. (which was taken over by Pan American Silver Corp. ("PAA") in December 2009). The Company has assumed the premises and primary lease in exchange for $400,000 cash consideration and furniture and equipment ascribed a fair value of $93,515 received from PAA. The total consideration received is amortized as a reduction of the administrative and office expenses over the underlying lease term which expires in June 2013. In the period ended December 31, 2011, $141,000 (2010 - $141,003) has been amortized in the statement of operations.
15. CAPITAL STOCK
- a) AUTHORIZED
Unlimited common shares 2,231,622 preferred shares
- b) ISSUED
| CAPITAL STOCK a) AUTHORIZED Unlimited common shares 2,231,622 preferred shares b) ISSUED |
||
|---|---|---|
| Number of | ||
| COMMON SHARES | Shares | Stated Value |
| Balance, January 1, 2010 | 67,545,092 | $ 116,943,302 |
| Exercise of options | 62,500 | 68,750 |
| Fair value of exercised options from contributed surplus | - | 35,438 |
| Balance, December 31, 2010 | 67,607,592 | 117,047,490 |
| Shares issued for cash on private placement | 2,125,000 | 1,700,000 |
| Cost of issue - cash | - | (76,817) |
| Fair value of warrants issued | - | (245,886) |
| Exercise of warrants | 250,000 | 625,000 |
| Fair value of exercised warrants | - | 179,335 |
| Balance, December 31, 2011 | 69,982,592 | $ 119,229,122 |
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
15. CAPITAL STOCK (Continued)
On December 30 2011, the Company closed the first tranche of a non-brokered private placement (the "Offering") of 2,125,000 units of the Company (the "Units") at a price of $0.80 per unit for aggregate gross proceeds of $1,700,000. Each Unit consisted of one Common Share of the Company (each, a "Common Share") and one half of one Common Share purchase warrant (each full warrant, a "Warrant"). Each Warrant entitles the holder thereof to purchase one additional Common Share upon payment of the exercise price of $1.00 on or before December 30, 2013. The Company paid finder's fees of 6% cash commission totaling $59,040 to certain parties with respect to services provided in connection with the Offering. A second tranche of up to an additional 1,000,000 Units for gross proceeds of $800,000 is expected to be closed during the first week of January 2012; see note 22.
In connection of this private offering, the Company issued 1,062,500 warrants exercisable at a price of $1.00 per share until December 30, 2013. The warrants were assigned a fair value of $245,886 using the Black Scholes pricing model with the following assumptions: Share price $0.72, dividend yield 0%, expected volatility 75.99%, a risk free interest rate of 1.27% and an expected life of 2 years.
16. WARRANTS
The following table reflects the continuity of warrants for the years ended December 31, 2011 and 2010.
| December | December | ||||||
|---|---|---|---|---|---|---|---|
| Exercise | 31, 2010 | 31, 2011 | Warrant | ||||
| Expiry Date | Price | Balance | Issued | Exercised | Balance | Value | |
| March 5, 2012 | $ | 2.50 | 2,875,000 | - | (250,000) | 2,625,000 | $ 1,883,023 |
| December 30,2013(i) | $ | 1.00 | - | 1,062,500 | - | 1,062,500 | 245,886 |
| 2,875,000 | 1,062,500 | (250,000) | 3,687,500 | $ 2,128,909 | |||
| January 1, | December | ||||||
| Exercise | 2010 | 31, 2010 | Warrant | ||||
| Expiry Date | Price | Balance | Issued | Exercised | Balance | Value | |
| March 5,2012 | $ | 2.50 | 2,875,000 | - | - | 2,875,000 | $2,062,358 |
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
17. STOCK OPTIONS
The Company has a stock option plan (the "Plan") in place under which it is authorized to grant options to acquire shares of the Company to directors, officers, consultants and other key employees of the Company. The number of common shares subject to options granted under the Plan is limited to 10% in the aggregate, and 5% with respect to any one optionee, of the number of issued and outstanding common shares of the Company at the date of the grant of the option. The exercise price of any option granted under the Plan may not be less than the fair market value of the common shares at the time the option is granted, less any permitted discount. Options issued under the Plan may be exercised during a period determined by the board of directors which cannot exceed five years. The plan does not require any vesting period and the board of directors may specify a vesting period on a grant by grant basis.
A summary of the status of the Company's stock option plan as of December 31, 2011 is as follows:
| Weighted | Weighted | Weighted | Weighted | |||
|---|---|---|---|---|---|---|
| Number of | Number of | Average | Average | |||
| Stock Options | Stock Options | Exercise | Exercise | |||
| 2011 | 2010 | Price-2011 | Price-2010 | |||
| Balance, beginning of the year | 4,030,000 | 3,855,000 | **$ ** | 1.45 | $ | 3.39 |
| Options expired | - | (1,655,000) | $ | - | $ | 5.50 |
| Options cancelled | - | (252,500) | $ | - | $ | 1.63 |
| Options granted | - | 2,145,000 | $ | - | $ | 1.10 |
| Options granted | 125,000 | - | **$ ** | 1.90 | $ | - |
| Options exercised | - | (62,500) | $ | - | $ | 1.10 |
| Balance, end of the year | 4,155,000 | 4,030,000 | **$ ** | 1.46 | $ | 1.45 |
The weighted average market price of the options exercised in 2010 was $1.92.
As at December 31, 2011, the issued and outstanding options to acquire common shares of the Company are as follows:
| Company are as follows: | ||
|---|---|---|
| Number of | Exercise Price | |
| Options | Expiry Date | |
| 2,010,000 | $ 1.80 | March 19, 2012 |
| 2,020,000 | $ 1.10 | May 19, 2013 |
| 125,000 | $ 1.90 | January 06, 2013 |
| 4,155,000 | $ 1.46 |
The Company's stock option plan was ratified at the last shareholders' meeting held in 2011. Of the total issued and outstanding options, 4,092,500 are exercisable as at December 31, 2011.
During the year 2011, $132,251 (2010 - $690,160) was capitalized to mineral properties and $202,631 (2010 - $525,334) was expensed to operations and deficit. The offsetting charge pertaining to the recognition of the fair value of options vesting during the year of $334,882 (2010 - $1,215,494) was allocated to contributed surplus.
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
17. STOCK OPTIONS (Continued)
-
i) On May 19, 2010 the Company granted 2,145,000 options to officers, directors and consultants. The fair value assigned was estimated using the Black Scholes option pricing model with the following assumptions: share price $0.92, dividend yield 0%, expected volatility based on historical volatility 105.98%, a risk free interest rate of 1.38%, and an expected maturity of 3 years. These options vest at a rate of 50% every six months after the date of grant. As a result, the fair value of the options was estimated at $1,216,179, and will be recognized over the periods the underlying options vest.
-
ii) On March 19, 2009 the Company granted 2,220,000 options to officers, directors and consultants. The fair value assigned was estimated using the Black Scholes option pricing model with the following assumptions: share price $1.35, dividend yield 0%, expected volatility based on historical volatility 106.91%, a risk free interest rate of 1.34%, and an expected maturity of 3 years. These options vested at a rate of 50% every six months after the date of grant. As a result, the fair value of the options estimated at $2,396,940, was recognized over the periods the underlying options vested.
-
iii) In January 2011, 125,000 options were granted to an officer of the Company. The fair value assigned was estimated using the Black Scholes option pricing model with the following assumptions: share price $1.90, dividend yield 0%, expected volatility based on historical volatility 79.73%, a risk free interest rate of 1.34%, and an expected maturity of 2 years. As a result, the fair value of the options was estimated at $103,308 and was recognized in the statement of operations.
18. CONTRIBUTED SURPLUS
The following table reflects the continuity of contributed surplus:
| Amount | ||
|---|---|---|
| Balance, January 1, 2010 (Note 24) | $ | 19,922,107 |
| Fair value of contributed surplus transferred on exercised options (Note 15) | (35,438) | |
| Stock-based compensation (Note 15) | 1,215,494 | |
| Balance, December 31, 2010 (Note 24) | 21,102,163 | |
| Stock-based compensation | 334,882 | |
| Balance, December 31, 2011 | $ | 21,437,045 |
19. RELATED PARTY TRANSACTIONS
During the year 2011, the Company was charged $80,919 (2010 - $118,919) by a company controlled by a non-independent director and vice president of exploration of the Company for technical and professional services.
During the year 2011, $57,579 (2010 - $32,096) was charged by the Corporate Secretary of the Company for legal services, of which $44,239 is included in accounts payable and accrued liabilities as of December 31, 2011 (December 31, 2010 - $8,203)
Transactions with related parties were conducted on terms that approximate market value and are measured at the exchange amounts.
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
20. KEY MANAGEMENT COMPENSATION
Key management includes Chief Executive Officer, Chief Financial Officer, Vice-president of Exploration and directors of the Company.
The compensation paid or payable to key management is shown below:
| 2011 | 2010 | ||
|---|---|---|---|
| Salaries and other payments (i) | $ 1,167,859 | $ | 836,736 |
| Director fees | 90,000 | 97,500 | |
| Share-based benefits, at fair market value (ii) | - | 524,459 | |
| $ 1,257,859 | $ | 1,458,695 |
(i) Year 2011 charge includes paid bonuses related to year 2010 and accrued bonuses for the year 2011.
(ii) Of this amount, $299,519 was capitalized to mineral properties.
21. COMMITMENTS AND CONTINGENCIES
Commitments and contingencies not otherwise disclosed in these statements and notes are as follows:
a) COMMITMENTS
Exploration Tenement Expenditure Requirements
In order to maintain current rights to tenure of exploration tenements, the Company will be required to outlay amounts in respect of tenement rent to the relevant governing authorities and to meet certain annual exploration expenditure commitments. It is likely that variations to the terms of the current and future tenement holdings, the granting of new tenements and changes at renewal or expiry, will change the expenditure commitments for the Company from time to time. During the year 2010 the commitments were renewed for a new three-year term.
These outlays (exploration expenditure and rent) which arise in relation to granted tenements inclusive of tenement applications granted subsequent to December 31, 2011 but not recognised as liabilities are as follows:
| December 31, | December 31, | December 31, | ||
|---|---|---|---|---|
| 2011 | 2010 | |||
| Not longer than one year | $ | 4,258,204 | $ | 2,024,802 |
| Longer than oneyear but not longer than threeyears | 7,192,560 | 9,386,000 | ||
| $ | 11,450,764 | $ | 11,410,802 |
Occupancy Lease Agreement
The Company is committed to minimum annual rent payments of $286,000 until the end of the underlying lease in June 2013.
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
21. COMMITMENTS AND CONTINGENCIES (Continued)
- b) CONTINGENCIES
With respect to the Company's wholly owned Australian subsidiary, Tackle Resources Pty Ltd, no provision has been made for the possibility of native title claim applications at some future time, under the provisions of the Australian Native Title Act (1993), which may impact on exploration tenements under application. Any substantiated claim may have an effect on the value of the tenement application affected by the claim. The amount and likelihood of any such claim(s) in the future cannot be reasonably estimated at this time.
22. SUBSEQUENT EVENTS
Private Placement
On January 6, 2012, the Company completed a second tranche of a non-brokered private placement (the "Offering") of 750,000 units of the Company (the "Units") at a price of $0.80 per unit, for aggregate gross proceeds of $600,000. Each Unit consisted of one Common Share of the Company (each, a "Common Share") and one half of one Common Share purchase warrant (each full warrant, a "Warrant"). Each Warrant entitles the holder thereof to purchase one additional Common Share upon payment of the exercise price of $1.00 on or before January 6, 2014. The Company paid finder's fees of 6% cash commission totaling $30,000 to certain parties with respect to services provided in connection with the Offering.
Granting of stock options
On February 15, 2012 the Company granted to officers, directors and consultants 2,225,000 options to purchase common shares of the Company at an exercise price of $1.20 per share. The options vest at a rate of 50% every six months, after the date of grant, and expire on September 15, 2014.
23. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
Capital management
The Company manages its capital structure and makes adjustments to it, based on the funds available to the Company, in order to support the acquisition, exploration and development of mineral properties. The Board of Directors does not establish quantitative return on capital criteria for management, but rather relies on the expertise of the Company's management to sustain future development of the business. The Company defines capital to include its working capital position and the capital stock, warrant, and option components of its shareholders equity.
At December 31, 2011, the Company has working capital of $890,772 (December 31, 2010 - $7,498,845). Capital stock and warrants total $121,358,031 (December 31, 2010 - $119,109,848). There are 4,155,000 options outstanding as at December 31, 2011 (December 31, 2010 - 4,030,000) with an average exercise price of $1.46 (December 31, 2010 - $1.45).
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
23. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (Continued)
The properties in which the Company currently has an interest are in the exploration stage; as such the Company is dependent on external financing to fund its activities. In order to carry out the planned exploration and pay for administrative costs, the Company will spend its existing working capital and raise additional amounts as needed. The Company will continue to assess new properties and seek to acquire an interest in additional properties if it feels there is sufficient geologic or economic potential and if it has adequate financial resources to do so.
Management reviews its capital management approach on an ongoing basis and believes that this approach, given the relative size of the Company, is reasonable.
There were no changes in the Company's approach to capital management during the year ended December 31, 2011. The Company is not subject to any externally imposed capital requirements.
Risk disclosures
Exposure to credit, interest rate and currency risks arises in the normal course of the Company’s business.
Interest rate risk
The Company has no significant exposure to interest rate risk as the Company does not have debt.
Foreign currency risk
The Company is exposed to foreign currency risk on financial assets and liabilities that are denominated in a currency other than the Canadian dollar. The currencies giving rise to this risk are the Australian dollar and the US dollar.
Credit risk
The Company has cash and cash equivalents balance of $794,524 (December 31, 2010 - $2,955,536), and no interest bearing debt. The Company's current policy is to invest excess cash in investment grade short-term deposit certificates issued by its banking institutions. The Company periodically monitors the investments it makes and is satisfied with the credit ratings of its banks.
Accounts receivable of $657,600 (December 31, 2010 - $674,359) are in good standing as of December 31, 2011. Management believes that the credit risk concentration with respect to financial instruments included in accounts receivable is minimal.
Liquidity risk
The Company is exposed to liquidity risk primarily as a result of its trade accounts payable. The Company's approach to managing liquidity risk is to ensure that it will have sufficient liquidity to meet liabilities when due. As at December 31, 2011, the Company had a cash and cash equivalents balance of $794,524 (December 31, 2010 - $2,955,536) and a liquid short-term investment balance of $1,060,000 (December 31, 2010 - $250,000) to settle current liabilities of $2,299,551 (December 31, 2010 - $1,371,637). All of the Company's financial liabilities have contractual maturities of less than 30 days and are subject to normal trade terms.
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
23. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (Continued)
Sensitivity analysis
In managing currency risks the Company aims to reduce the impact of short-term fluctuations on the earnings. Over the longer term, however, permanent changes in foreign exchange would have an impact on consolidated earnings.
As at December 31, 2011, the carrying and fair value amounts of the Company's financial instruments are approximately equivalent.
Based on management's knowledge and experience of the financial markets, the Company believes the following movements are "reasonably possible" over a twelve month period.
-
i) The Corporation is exposed to foreign currency risk on fluctuations of financial instruments that are denominated in US and Australian dollars related to cash and cash equivalents, accounts receivable, investments and accounts payable and accrued liabilities. Sensitivity to a plus or minus 10% change in the foreign exchange rate would affect the net comprehensive income by $27,149.
-
ii) The Company is exposed to market risk as it relates to its investments held in marketable securities. If market prices had varied by 10% from their December 31, 2011 fair market value positions, the net loss and/or comprehensive income would have varied by approximately $940,401.
Fair value hierarchy
The following summarizes the methods and assumptions used in estimating the fair value of the Company's financial instruments where measurement is required. The fair value of short-term financial instruments approximates their carrying amounts due to the relatively short period to maturity. These include cash and cash equivalents and short-term investments. Fair value amounts represent point in time estimates and may not reflect fair value in the future. The measurements are subjective in nature, involve uncertainties and are a matter of significant judgment. The methods and assumptions used to develop fair value measurements, for those financial instruments where fair value is recognized in the balance sheet, have been prioritized into three levels as per their fair value hierarchy. Level one includes quoted prices (unadjusted) in active markets for identical assets or liabilities. Level two includes inputs that are observable other than quoted prices included in level one. Level three includes inputs that are not based on observable market data.
| December 31, 2011 | Level One | Level Two | Level Three | Level Three | ||
|---|---|---|---|---|---|---|
| Cash and cash equivalents | $ | 794,524 | $ | - | $ | - |
| Short-term investments | $ | 1,060,000 | $ | - | $ | - |
| Investments | $ | 9,273,629 | $ | - | $ | 130,380 |
| December 31, 2010 | Level One | Level Two | Level Three | |||
| Cash and cash equivalents | $ | 2,955,536 | $ | - | $ | - |
| Short-term investments | $ | 250,000 | $ | - | $ | - |
| Investments | $17,653,170 | $ | - | $ | 509,304 |
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
24. FIRST TIME ADOPTION OF IFRS
As stated in Summary of Significant Accounting Policies (note 2), these are the Company’s first annual consolidated financial statements prepared in accordance with IFRS.
The policies set out in the Summary of Significant Accounting Policies section have been applied in preparing the financial statements for the year ended December 31, 2011, the comparative information presented in these financial statements for the year ended December 31, 2010 and in the preparation of an opening IFRS balance sheet at January 1, 2010 (the Company’s date of transition).
The Company has followed the recommendations in IFRS-1 First-time adoption of IFRS, in preparing its transitional statements. IFRS-1 provides specific one-time choices and mandates specific one-time exceptions with respect to first-time adoption of IFRS.
Choices available at first-time adoption
-
i) Property and equipment – IFRS 1 provides a choice between measuring property and equipment at its fair value at the date of transition and using those amounts as deemed cost or using the historical valuation under the prior GAAP. The Company has decided to continue to apply the cost model for property, plant & equipment and has not restated property and equipment to fair value under IFRS. The historical bases under Canadian GAAP have been designated as the deemed cost under IFRS at the Transition Date.
-
ii) Foreign exchange – Retrospective application of IFRS would require recalculation of cumulative currency translation differences in accordance with IAS 21, The Effects of Changes in Foreign Exchange Rates, from the date a subsidiary or associate was formed or acquired. Alternatively, IFRS 1 permits cumulative translation gains and losses to be reset to zero at the transition date of January 1, 2010. The Company has not elected to reset all cumulative translation gains and losses to zero in opening retained earnings at January 1, 2010. The Company’s recalculation of the cumulative currency translation differences in accordance with IAS 21, The Effects of Changes in Foreign Exchange Rates resulted in an adjustment of $1,122,413 to the accumulated other comprehensive income at transition.
-
iii) Share-based payments – IFRS 2, Share Based Payments, permits the application of that standard only to equity instruments granted after November 7, 2002 that had not vested by January 1, 2010. As permitted the Company has applied IFRS 2 for all equity instruments granted after November 7, 2002 that had not vested by January 1, 2010.
-
iv) Business combinations – IFRS 3, Business Combinations may be applied retrospectively or prospectively. The retrospective basis would require restatement of all business combinations that occurred prior to January 1, 2010. The Company has elected not to retrospectively apply IFRS 3 to business combinations that occurred prior to January 1, 2010 and such business combinations will not be restated. Any goodwill arising on such business combinations before January 1, 2010 will not be adjusted from the carrying value previously determined under Canadian GAAP as a result of applying these exemptions except as required under IFRS 1.
Exceptions that are mandated by IFRS-1
Estimates – IFRS-1 prohibits use of hindsight to create or revise previous estimates. The estimates the Company previously made under Canadian GAAP have not been revised for application of IFRS.
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
24. FIRST TIME ADOPTION OF IFRS (Continued)
In preparing its opening IFRS balance sheet, the Company has adjusted amounts reported previously in financial statements prepared in accordance with Canadian GAAP. An explanation of how the transition from Canadian GAAP to IFRS has affected the Company’s financial position, financial performance and cash flows is set out in the following tables and the additional notes that accompany the tables.
Reconciliation of assets, liabilities and equity as of January 1, 2010
| Effect to | ||||||
|---|---|---|---|---|---|---|
| Canadian | Transition to | |||||
| January 1, 2010 | GAAP | IFRS | IFRS | |||
| Assets | ||||||
| Current assets | $ | 12,721,669 | $ | - | $ | 12,721,669 |
| Investments | 10,516,733 | - | 10,516,733 | |||
| Property and equipment (a) | 1,130,633 | 67,392 | 1,198,025 | |||
| Mineral properties and related deferred costs (a) (c) | 62,020,782 | (6,659,479) | 55,361,303 | |||
| Total assets | **$ ** | 86,389,817 | $ | **(6,592,087) ** | **$ ** | 79,797,730 |
| Liabilities and shareholders' equity | ||||||
| Liabilities (c) | $ | 9,291,846 | $ | (6,244,500) | $ | 3,047,346 |
| Shareholders' equity | ||||||
| Capital Stock | 116,943,302 | - | 116,943,302 | |||
| Warrants | 2,062,358 | - | 2,062,358 | |||
| Contributed surplus | 19,922,107 | - | 19,922,107 | |||
| Deficit (c) (d) | (56,659,460) | (1,470,000) | (58,129,460) | |||
| Accumulated other comprehensive loss (See chart below) | (5,170,336) | 1,122,413 | (4,047,923) | |||
| Total liabilities and shareholders'equity | **$ ** | 86,389,817 | **$ ** | **(6,592,087) ** | **$ ** | 79,797,730 |
| Reconciliation of accumulated other comprehensive income (loss) at January 1, 2010 | ||||||
| Canadian | Effect to | IFRS | ||||
| GAAP | Transition to | |||||
| IFRS | ||||||
| Unrealized gain (loss)on available-for-sale investments | $ | (5,170,336) | $ | (323,913) | $ | (5,494,249) |
| Shareholders' equity | ||||||
| Translation adjustment on property and equipment (a) | - | 67,392 | 67,392 | |||
| Translation adjustment on mineral properties and related | ||||||
| deferred costs (a) | - | 844,521 | 844,521 | |||
| Adjustment of exchange difference on investments | ||||||
| denominated in foreign currency (b) | - | 534,413 | 534,413 | |||
| Total accumulated other comprehensive loss at | $ | **(5,170,336) ** | **$ ** | 1,122,413 | $ (4,047,923) | |
| January 1, 2010 |
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
24. FIRST TIME ADOPTION OF IFRS (Continued)
Reconciliation of assets, liabilities and equity as of December 31, 2010
| Effect to | ||||||
|---|---|---|---|---|---|---|
| Canadian | Transition to | |||||
| December 31, 2010 | GAAP | IFRS | IFRS | |||
| Assets | ||||||
| Current assets | $ | 8,870,518 | $ | - | $ | 8,870,518 |
| Investments | 13,171,851 | - | 13,171,851 | |||
| Property and equipment (a) | 705,628 | 123,336 | 828,964 | |||
| Mineral properties and related deferred costs (a) (c) | 69,804,083 | (3,630,662) | 66,173,421 | |||
| Total assets | $ | 92,552,080 | **$ ** | **(3,507,326) ** | **$ ** | 89,044,754 |
| Liabilities and shareholders' equity | ||||||
| Liabilities (c) | $ | 9,699,349 | $ | (5,152,900) | $ | 4,546,449 |
| Shareholders' equity | ||||||
| Capital Stock | 117,047,490 | - | 117,047,490 | |||
| Warrants | 2,062,358 | - | 2,062,358 | |||
| Contributed surplus | 21,102,163 | - | 21,102,163 | |||
| Deficit (b) (c) (d) | (56,387,306) | (2,561,559) | (58,948,865) | |||
| Accumulated other comprehensive loss (See chart below) | (971,974) | 4,207,133 | 3,235,159 | |||
| Total liabilities and shareholders'equity | $ | 92,552,080 | **$ (3,507,326) ** | **$ ** | 89,044,754 |
| Reconciliation of accumulated other comprehensive income (loss) at | Reconciliation of accumulated other comprehensive income (loss) at | Reconciliation of accumulated other comprehensive income (loss) at | December 31, | December 31, | 2010 | 2010 |
|---|---|---|---|---|---|---|
| Canadian | Effect of | IFRS | ||||
| GAAP | Transition to | |||||
| IFRS | ||||||
| Unrealized gain (loss)on available-for-sale investments | $ | (971,974) | $ | (339,481) | $ | (1,311,455) |
| Shareholders' equity | ||||||
| Translation adjustment on property and equipment (a) | - | 123,336 | 123,336 | |||
| Translation adjustment on mineral properties and related | ||||||
| deferred costs (a) | - | 4,177,338 | 4,177,338 | |||
| Adjustment of exchange difference on investments | ||||||
| denominated in foreign currency (b) | - | 597,891 | 597,891 | |||
| Other exchange difference of subsidiaries (b) | - | (351,951) | (351,951) | |||
| Total accumulated other comprehensive income | $ | **(971,974) ** | **$ ** | 4,207,133 | $ | 3,235,159 |
| (loss) at December 31, 2010 |
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
24. FIRST TIME ADOPTION OF IFRS (Continued)
Notes to the reconciliation of assets, liabilities, equity and other comprehensive income at January 1, and December 31, 2010
-
(a) As per IAS 21, the functional currency of the Australian and USA subsidiaries are the Australian dollar ("AUD") and US dollar ("USD"), respectively. As a result, the exchange differences originated by the translation from AUD and USD to Canadian dollar ("CAD"), the presentation currency, of the assets and liabilities at the closing exchange rate and income at expenses at the average exchange rates, are recorded in other comprehensive income.
-
(b) As per IAS 39 the exchange difference of the available for sale investments denominated in foreign currency must be recorded in the profit and loss accounts. The accumulated exchange difference regarding the existing investments is now included in the translation adjustment account. On the other hand, the exchange differences regarding the investments sold are allocated to the results for sale of investments.
-
(c) As per IAS 12, deferred taxes should not be recognized on initial recognition of an asset, which is not considered a business combination and does not give rise to either accounting or tax income on initial recognition. Previously, deferred taxes had been recognized on the acquisition of the Westmoreland property and on capitalized stock-based compensation.
-
(d) As per IAS 12, deferred taxes should not be recognized on initial recognition of a liability, which is not considered a business combination and does not give rise to either accounting or tax income on initial recognition. Previously, deferred taxes on previous years gains/losses on sale of AFS investments denominated in foreign currency was recorded in the results of those periods.
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
24. FIRST TIME ADOPTION OF IFRS (Continued)
Reconciliation of total comprehensive income (loss) for the year ended December 31, 2010
| Canadian GAAP |
Effect of Transition to IFRS IFRS |
|
|---|---|---|
| Revenues Investment income Gain in value of FVTPL investments Loss on sale of investments (b) Expenses Administrative and office Audit and legal Consulting Foreign exchange loss (gain) (a) Stock-based compensation Amortization of property and equipment |
$ 41,419 2,066,224 (330,617) 1,777,026 1,290,766 129,953 201,152 79,955 525,334 30,012 2,257,172 |
$ - $ 41,419 - 2,066,224 (258,410) (589,027) (258,410) 1,518,616 - 1,290,766 - 129,953 - 201,152 (60,451) 19,504 - 525,334 - 30,012 (60,451) 2,196,721 |
| Loss before income taxes Income taxes (b) (c) |
(480,146) 752,300 |
(197,959) (678,105) (893,600) (141,300) |
| Net income (loss) for the year Other comprehensive income (a) (b) Total comprehensive income for the year |
$ 272,154 $ 4,198,362 $ 4,470,516 |
$ (1,091,559) $ (819,405) $ 3,084,720 $ 7,283,082 $ 1,993,161 $ 6,463,677 |
Notes to the reconciliation of total comprehensive income (loss) for the year ended December 31, 2010
-
(a) As per IAS 21, the functional currency of the Australian and USA subsidiaries are the Australian dollar ("AUD") and US dollar ("USD"), respectively. As a result, the exchange differences originated by the translation from AUD and USD to Canadian dollar ("CAD"), the presentation currency, of the assets and liabilities at the closing exchange rate and income at expenses at the average exchange rates, are recorded in the other comprehensive income account. The exchange differences included in Other comprehensive income, in the reconciling adjustments between Canadian GAAP and IFRS, was a gain of $3,602,287 for the year ended December 31, 2010.
-
(b) As per IAS 39, the exchange difference of the available for sale investments denominated in foreign currency must be recorded in the profit and loss accounts. The accumulated exchange difference regarding the existing investments is now included in the translation adjustment account. On the other hand, the exchange differences regarding the investments sold are allocated to the results for sale of investments.The exchange differences on the available for sale investments denominated in foreign currency included in Other comprehensive income in the reconciling adjustment between Canadian GAAP and IFRS, was a loss of $15,567 for the year ended December 31, 2010.
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LARAMIDE RESOURCES LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (EXPRESSED IN CANADIAN DOLLARS)
Years ended December 31, 2011 and 2010
24. FIRST TIME ADOPTION OF IFRS (Continued)
- (c) As per IAS 12, deferred taxes should not be recognized on initial recognition of an asset, which is not considered a business combination and does not give rise to either accounting or tax income on initial recognition. Previously, deferred taxes had been recognized on the acquisition of the Westmoreland property and on capitalized stock-based compensation.
There are no material changes to the statement of cash flows.
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