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MACRO METALS LIMITED — Annual Report 2011
Aug 31, 2011
65283_rns_2011-08-31_96bb51b3-38e8-4bef-ad16-cb76c5e8c6ec.pdf
Annual Report
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Appendix 4E Preliminary final report
Appendix 4E
Preliminary final report
1. Company details Name of entity
Energio Limited
ABN or equivalent company Financial year ended (‘current Period ended (‘previous period’): reference period’) 28 001 894 033 30 June 2011 30 June 2010
2. Results for announcement to the market
| 2. Results for announcement to th |
e market $A |
e market $A |
e market $A |
|---|---|---|---|
| 2.1 Revenues from operations 2.2 Profit /(Loss) from operations before tax attributable to members 2.3 Net profit /(loss) for the period attributable to members |
Down 97% to 44,870 Up 77% to (7,398,646) Up 77% to (7,398,646) |
||
| 2.4Dividends | Amount per security |
Franked amount per security |
|
| Final dividend proposed | Nil | Nil | |
| Interim dividend | Nil | Nil | |
| 2.5 +Record date for determining entitlements to the final dividend. |
N/A | ||
| 2.6 Commentary on the results for the period: The loss after tax for the year ended 30 June 2011 attributed to the members of the Company was $7,398,646. The loss for the year ended 30 June 2011 was mainly attributable to the review and evaluation of projects of interest to the Company and impairment of the loan made to KCM Mining Holdings Pty Ltd. On 22 July 2010 following effectuation of the deed of company arrangement and completion of a capital raising, the Company was reinstated to official quotation on ASX. Since this time the Company has reviewed many opportunities both within its existing industry sector (toys/games) and outside of this sector. As investors would expect, many of these other opportunities are likely to be in the resource sector, in particular the iron ore sector. As at the date of this report, the Company’s main undertaking is its toy/games business. However, following the exercise of the call option discussed below, the Company has announced that it will need to seek shareholder approval for the significant change in the nature and scale of EIO’s activities. As announced to the ASX on 8 November 2010, the Company has entered into a Put and Call Option Deed with TGP AustraliaLtd, to acquire100% of KCM HoldingsPtyLtd (KCMH)from TGP. |
Appendix 4E Page 1
Appendix 4E Preliminary final report
The Company has completed its legal due diligence on the assets of KCMH and is continuing with conducting its technical due diligence on the assets of KCMH.
On 2 March 2011, the Company announced that it had agreed to an option to acquire the remaining 25% of KCM Mining Limited that is not already owned or under option by KCM Holdings Pty Ltd. Following this, the Company moved to an effective 100% interest in the Nigerian iron ore projects owned by KCM Mining.
On 4 April 2011, the Company announced that it had exercised its call option to acquire 100% of the shares in the capital of KCM Mining Holdings Pty Ltd. At this time the Company also entered into a Share Sale Agreement with Bedford CP Nominees Pty Ltd to acquire a direct 25% interest in KCM Nigeria (the holder of the Licences. Whilst the call option has been exercised, settlement is still conditional upon a number of items including shareholder approval, re-compliance with Chapters 1 and 2 of the ASX Listing Rules and the Company completing and equity raising of up to $7,500,000 at not less than 20 cents each (on a post consolidation basis).
The exercise of the call option will result in a significant change in the nature and scale of EIO’s activities. As a consequence, EIO will need to seek shareholder approval for the transaction and will also need to recomply with the new listing set out in Chapters 1 and 2 of the ASX Listing Rules.
In February 2011, the Company finalised its prospectus offer of 20,000,000 Shares (together with 20,000,000 free options) in the capital of the Company at a price of 1 cent per Share to raise up to $200,000. The Company accepted oversubscriptions of a further $190,000 through the issue of a further 19,000,000 Shares at an issue price of 1 cent each (together with 19,000,000 free Options)).
On 21 February 2011, the Company announced that it had commitments in excess of $7.5 million under a placement from Institutions and Sophisticated Investors. This raising was completed on 11 March 2011 with a total amount of $7,800,292 being raised through the issue of 208,007,776 fully paid ordinary shares at an issue price of 3.75 cents each.
At 30 June 2011 the Company had loaned $5,967,908 to KCM Mining Holdings Pty Ltd on an unsecured basis with an interest rate of 5% per annum due to the Company entering into a put and call option deed with TGP in relation to the potential acquisition of KCM Mining Holdings Pty Ltd and in accordance with loan agreement entered into on 7 November 2010. The loan has been impaired due to the unlikelihood of these funds being repaid at present.
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Appendix 4E Preliminary final report
3. Condensed consolidated statement of comprehensive income
| Revenues from operations Other income Expensesfromordinary activities |
Current period - $A |
Previous corresponding period - $A |
|---|---|---|
| - 44,870 (7,443,516) |
1,623,219 (696,748) |
|
| Profit /(Loss) from continuing operations Income tax benefit |
(7,443,516) - |
926,471 - |
| Profit /(Loss) from continuing operations Profit /(Loss) from discontinued operations |
(7,398,646) - |
926,471 767,838 |
| Profit /(Loss) attributable to the owners of Energio Limited Exchange differences on translation of foreignoperations |
(7,398,646) - |
1,694,309 (448,701) |
| Total comprehensive income /(loss) for theyear |
(7,398,646) | 1,245,608 |
Notes to the consolidated statement of comprehensive income
3.1 Expenses from ordinary activities
| Details of “Expenses from ordinary activities” by nature |
Current period $A |
Previous corresponding period $A |
|---|---|---|
| Accounting and Audit Fees Interest expense Consultancy Fees Travel and Accommodation Corporate expenses Director fees Impairment expense Administration settlement costs Legal fees Other expenses |
(214,387) - (136,235) (8,045) (86,569) (836,980) (5,967,908) - (177,214) (16,178) |
(58,312) (135,890) (53,605) (2,318) - - - (350,000) (39,490) (57,133) |
| Total Expenses | (7,443,516) | (696,748) |
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Appendix 4E Preliminary final report
3.2 Other disclosures relating to the statement of comprehensive income
| 3.2 Other disclosures relating to income |
the statement | of comprehensiv |
|---|---|---|
| Current period - $A |
Previous corresponding period - $A |
|
| Operating activities - Interest income - Gain on administration |
44,870 - |
16,511 1,606,708 |
| Net revenue/(expense) since the beginning of the reporting period resulting from deductions from the carrying amounts of assets : - impairment expense |
(5,967,908) | - |
3.3 Revision of accounting estimates
Details of Revision of Accounting Estimates in accordance with AASB 118
None
4. Condensed consolidated statement of financial position
| Current assets Cash and cash equivalents Trade and other receivables |
At end of current period $A |
As shown in last annual report $A |
|
|---|---|---|---|
| 4,728,195 63,504 |
2,015,128 24,982 |
||
| Total current assets | 4,791,699 | 2,040,110 | |
| Non-current assets Other financial assets |
- | - | |
| Total non-current assets | - | - | |
| Total assets | 4,791,699 | 2,040,110 | |
| Current liabilities Trade and otherpayables |
148,413 | 216,045 | |
| Total current liabilities | 148,413 | 216,045 | |
| Total liabilities | 148,413 | 216,045 | |
| Net assets | 4,643,286 | 1,824,065 | |
| Equity |
Appendix 4E Page 4
Appendix 4E Preliminary final report
| Issued capital Reserves Accumulated losses |
29,386,502 1,747,847 (26,491,063) |
19,854,615 1,061,867 (19,092,417) |
|
|---|---|---|---|
| Total equity | 4,643,286 | 1,824,065 |
5. Condensed consolidated statement of cash flows
| Cash flows related to operating activities Payments to suppliers and employees (inclusive of gst) Payment to administrator Interest received |
Current period $A |
Previous corresponding period -$A |
|---|---|---|
| (895,782) - 44,870 |
(99,854) (350,000) 8,834 |
|
| Net operating cash flows | (850,912) | (441,020) |
| Cash flows related to investing activities Cash relinquished on sale of subsidiaries Loans to otherparties |
- (5,967,908) |
(34,573) - |
| Net investing cash flows | (5,967,908) | (34,573) |
| Cash flows related to financing activities Proceeds from issues of shares net of costs Proceeds from shares to be issued |
9,531,887 - |
2,350,000 95,000 |
| Net financing cash flows | 9,531,887 | 2,445,000 |
| Net increase (decrease) in cash held Cashat beginning ofperiod |
2,713,067 2,015,128 - |
1,969,407 50,974 (5,253) |
| Exchange gain/(loss) on balance | ||
| Cash at end ofperiod | 4,728,195 | 2,015,128 |
5.1 Non-cash financing and investing activities
Details of financing and investing transactions which have had a material effect on consolidated assets and liabilities but did not involve cash flows are as follows. N/A
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Appendix 4E Preliminary final report
| 5.2 Reconciliation of cash |
||
|---|---|---|
| Reconciliation of cash at the end of the period (as shown in the condensed consolidated statement of cash flows) to the related items in the accounts is as follows. |
Current period $A | Previous corresponding period - $A |
| Cash on hand and at bank Bankoverdraft |
4,728,195 - |
2,015,128 - |
| Balanceper statement of cash flows | 4,728,195 | 2,015,128 |
| 5.3 | Reconciliation of loss from ordinary activities after income tax to |
|---|---|
| net cash inflow from operating activities |
| Current period $A |
Previous corresponding period - $A |
|
|---|---|---|
| Net Profit /(Loss) Cash flows excluded from profit attributable to operating activities Non-cash flows in profit from ordinary activities Gain on administration Foreign exchange (gain)/loss Loss on sale of subsidiary Impairment expense Share based payment Interest unpaid on convertible notes Profit /(loss) on discontinued operations Cash from unissued shares in payables Changes in assets and liabilities, net of the effects of purchase and disposal of subsidiaries (Increase)/decrease in receivables (Increase)/decrease in inventories Increase/(decrease) in payables |
(7,398,646) - - 5,967,908 685,980 - - - (38,522) - (67,632) |
1,694,309 (1,043,340) (507,275) (452,802) - - 135,890 (767,838) (95,000) 1,161,012 130,656 (696,632) |
| Net cash (used in) from operating activities |
(850,912) | (441,020) |
Appendix 4E Page 6
Appendix 4E Preliminary final report
6. Segment Information
The Company held investments and operated businesses in the USA, UK, Australia and Hong Kong. The Companies’ principal activities are toy and game sales.
| 2011 Segment revenue Sales to external customers Intersegment sales Total sales revenue Other revenue/income Total segment revenue/income Segment result Unallocated expense Profit/(loss) before income tax Income tax benefit Net profit/(loss) for the year Segment Assets and Liabilities Segment assets Unallocated assets Total assets Segment liabilities Unallocated liabilities Total liabilities Other Segment Information Acquisitions of property, plant & equipment, intangibles & other non- current segment assets Impairment of goodwill intangibles Depreciation & amortisation Unallocated Total Depreciation & amortisation |
USA United Kingdom Australia - - - |
Total continuing operations Dis-continued operations - - |
Consolidated - N/A |
|---|---|---|---|
| - - - - - 44,870 |
- - 44,870 - |
- 44,870 |
|
| - - 44,870 |
44,870 - |
44,870 | |
| - - (7,398,646) - - 4,791,699 |
(7,398,646) - - - |
(7,398,646) - |
|
| (7,398,646) - 4,791,699 - - - |
(7,398,646) - |
||
| (7,398,646) | |||
| 4,791,699 - |
|||
| - - 4,791,699 |
4,791,699 - |
4,791,699 | |
| - - 148,413 |
148,413 - - - |
148,413 - |
|
| - - 4,643,286 |
4,643,286 - |
4,643,286 | |
| - - - - - - - - - |
- - - - - - - - |
- - - - |
|
| - - |
- |
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Appendix 4E Preliminary final report
| 2010 Segment revenue Sales to external customers Intersegment sales Total sales revenue Other revenue/income Total segment revenue/income Segment result Unallocated expense Profit/(loss) before income tax Income tax benefit Net profit/(loss) for the year Segment Assets and Liabilities Segment assets Unallocated assets Intersegment eliminations Total assets Segment liabilities Unallocated liabilities Total liabilities Other Segment Information Acquisitions of property, plant & equipment, intangibles & other non- current segment assets Impairment of goodwill intangibles Depreciation & amortisation Unallocated Total Depreciation & amortisation |
USA United Kingdom Australia - - - |
Total continuing operations Dis-continued operations - - |
Consolidated - N/A |
|---|---|---|---|
| - - - 1,623,219 |
- - 1,623,219 - |
- 1,623,219 |
|
| - - 1,623,219 |
1,623,219 - |
1,623,219 | |
| - - 926,471 - - - - - 2,040,110 - - - |
926,471 - - - |
926,471 - |
|
| 926,471 - 2,040,110 - - - - - |
926,471 - |
||
| 926,471 | |||
| 2,040,110 - - |
|||
| - - 2,040,110 |
2,040,110 - |
2,040,110 | |
| - - 216,045 |
216,045 - - - |
216,045 - |
|
| - - 216,045 |
216,045 - |
216,045 | |
| - - - - - - - - - |
- - - - - - - - |
- - - - |
|
| - - |
- |
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Appendix 4E Preliminary final report
7. Dividends
7.1 Individual dividends per security
| Date dividend is payable |
Amount per security |
Franked amount per security at 30% tax |
Amount per security of foreign source dividend |
||
|---|---|---|---|---|---|
| Final dividend:Current year Previousyear |
N/A N/A |
N/A N/A |
N/A N/A |
N/A N/A |
|
| Interim dividend:Current year | N/A | N/A | N/A N/A |
N/A N/A |
|
Previousyear |
N/A | N/A |
7.2 Total dividend per security (interim plus final)
| Currentyear | Previousyear | ||
|---|---|---|---|
| +Ordinary securities | N/A | N/A |
8. Dividend Reinvestment Plans
The[+] dividend or distribution plans shown below are in operation.
N/A
The last date(s) for receipt of election notices for the +dividend or distribution plans
N/A
Any other disclosures in relation to dividends (distributions). N/A
9. Consolidated accumulated losses
| 9. Consolidated accumulated losses |
||
|---|---|---|
| Current period -$A |
Previous corresponding period -$A |
|
| Accumulated losses at the beginning of the financial period Cancellation of accumulated losses against existing share capital Reserves transferred to accumulated losses Net profit /(loss) attributable tomembers |
(19,092,417) - - (7,398,646) |
(20,786,726) - - 1,694,309 |
| Accumulated losses at end of financial period |
(26,491,063) | (19,092,417) |
Appendix 4E Page 9
Appendix 4E Preliminary final report
10. NTA backing
| 10. NTA backing |
||
|---|---|---|
| Currentperiod($) | Previous corresponding Period($) |
|
| Net tangible asset backing per+ordinary security |
0.004 | 0.003 |
11. Control over entities
11.1 Control gained over entities
| 11.1 Control gained over entities | ||
|---|---|---|
| Name of entity (or group of entities) | N/A | |
| Date controlgained | Nil | |
| Contribution of such entities to the reporting entity’s profit/ (loss) from ordinary activities during the period (wherematerial). |
Nil | |
| Profit(loss) from ordinary activities and extraordinary items after tax of the controlled entity (or group of entities) for the whole of the previous corresponding period. |
Nil |
11.2 Loss of control over entities
| Name of entity (or group of entities) N/A Date control lost Contribution of such entities to the reporting entity’s profit/ (loss) from ordinary activities during the period (where material). Consolidated profit/(loss) from ordinary activities of the controlled entity (or group of entities) whilst controlled during the whole of the previous corresponding period (wherematerial). |
N/A | ||
|---|---|---|---|
| Nil | |||
| Nil | |||
| Nil |
12. Earnings per share
| Current period ($) |
Previous corresponding Period ($) |
||
|---|---|---|---|
| Net profit /(loss) attributable to ordinary equity holders of the parent (7,398,646) 1,694,308 Weighted average no of ordinary shares 839,605,311 187,536,682 Profit /(loss) per Share - Basic profit /(loss) per share (cents per shares) (0.70) 0.90 - Diluted profit /(loss) per share (0.70) 0.49 Dilutive earnings per share have not been disclosed as the entity does not have on issue any potential ordinary shares which are dilutive. |
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Appendix 4E Preliminary final report
13. Details of associates and joint venture entities
| Name of associate/joint venture | Reporting entity’s percentage holding | Reporting entity’s percentage holding |
|---|---|---|
| N/A | Current Period | Previous corresponding period |
14. Significant information
Details of any other significant information needed by an investor to make an informed assessment of the entity’s financial performance and financial position.
None
15. This report is based on[+] accounts to which one of the following applies. (Tick one) The[+] accounts have been The[+] accounts have been audited. subject to review. The[+] accounts are in the process of being reviewed. The[+] accounts are in the The[+] accounts have not yet process of being audited. been audited or reviewed.
16. If the accounts have not yet been audited or subject to review and are likely to be subject to dispute or qualification, details are described below
N/A
17. If the accounts have been audited or subject to review and are subject to dispute or qualification, details are described below
N/A
Sign here: ............................................................ (Director)
Date: 31 August 2011
Print name: Nathan Taylor
Appendix 4E Page 11