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RAMELIUS RESOURCES LIMITED Interim / Quarterly Report 2004
65718_rns_2004-03-11_d9f558cc-1d45-4dfa-8aac-4188a709096d.pdf
Interim / Quarterly Report
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Half Year Financial Report
31 December 2003
CORPORATE DIRECTORY
Ramelius Resources Limited
ACN 001 717 540 ABN 51 001 717 540 Incorporated in NSW
Registered Office
140 Greenhill Road UNLEY SA 5061 Telephone: (08) 8373 6473Facsimile: (08) 8373 5517
Email: [email protected]
Share Registar
Computershare Investor Services Pty Ltd Level 5, 115 Grenfell Street ADELAIDE SA 5000 Telephone: (08) 8236 2300 Facsimile: (08) 8236 2305
Email: [email protected]
Auditor.
Grant Thornton Chartered Accountants 67 Greenhill Road Wayville SA 5034
Directors' report
The directors present their report together with the half-year financial report of Ramelius Resources Limited for the period ended 31 December 2003 and the auditor's independent review report thereon.
Directors
The directors of the Company at any time during or since the end of the half-year are:
Robert Michael Kennedy ASAIT, Grad, Dip (Systems Analysis), FCA, ACIS, FAIM, FAICD Non-Executive Chairman
Reginald George Nelson BSc., Hon Life Member Society of Exploration Geophysicists, FAusIMM, FAICD Non-Executive Director
Joseph Fred Houldsworth Managing Director
Principal activities
The company's principal activity is gold and minerals exploration.
Review and results of operations
On 24 December 2003 the Company announced a one for one renounceable rights issue to raise up to $3,991,790 (before costs) through the issue of up to 36,289,002 ordinary fully paid shares at $0.11 per share and lodged an Offer Information Statement in respect of the issue with the Australian Securities and Investments Commission and the Australian Stock Exchange Limited. There were no funds received by the Company during the half-year in respect of the rights issue as under the Offer, the books close date for determining shareholders entitlement to rights, was 9 January 2004.
The net loss after extraordinary items and income tax for the half-year was $157,408.
Likely developments
The Rights Issue and the extra funding assurance offered by the $2.5 million underwriting referred to in note 7 to the financial statements will bolster working capital and provide funds which will enable Ramelius to:
- more aggressively pursue its strategy of getting into production during 2004 from resources already outlined at Black Cat and Wattle Dam, through contract mining and toll treating at nearby plants;
- accelerate exploration on other promising gold and nickel targets with initial focus on prospects close to toll treatment facilities; and
- maintain a more opportunistic approach to carefully considered acquisitions.
Further information about likely developments in the operations of the company and the expected results of those operations in future years has not been included in this report because disclosure of the information would be likely to result in unreasonable prejudice to the Company.
$\mathbf{r}$
| Dated at $\ldots$ . | $\underline{V}_0$ $\underline{V}_0$ $\underline{V}_1$ $\underline{V}_2$ | $\ldots$ 2004. | |
|---|---|---|---|
| Signed in accordance with a resolution of the directors: | |||
| Robert Michael KennedyDirector |
Statement of financial performance
For the half-year-ended 31 December 2003
| Note | Dec 2003 | Dec 2002 |
|---|---|---|
| $ | $ | |
| Profit on sale of mineral tenements | 39,699 | |
| Revenue from Option granted | 10,000 | |
| Other Revenues from ordinary activities2 | 27,300 | 2,639 |
| Total revenue | ||
| 76,999 | 2,639 | |
| Administrative expenses | 68,028 | 7245 |
| Depreciation | 1,048 | |
| Diminution in value of Investments | 6,000 | |
| Employment expenses | 112,770 | |
| Exploration costs written off | 5,286 | 25,492 |
| Occupancy expenses | 8,778 | 2,625 |
| Other expenses from ordinary activities | 32,497 | 5,000 |
| Profit/(loss) from ordinary activities before | ||
| related income tax expense | (157, 408) | (37, 723) |
| Income tax (expense)/benefit relating to ordinary | ||
| activities | ||
| Profit/(loss) from ordinary activities afterrelated income tax expense | (157, 408) | (37,723) |
| Profit/(loss) from extraordinary item after related | ||
| income tax expense | ||
| Total changes in equity other than those | ||
| resulting from transactions with owners as | ||
| owners | (157, 408) | (37, 723) |
| Cents | Cents | |
| Basic earnings per share | (0.865) | (0.391) |
| Diluted earnings per share | (0.865) | (0.391) |
The statement of financial performance is to be read in conjunction with the notes to the financial statements set out on pages 6 - 9.
Statement of financial position
As at 31 December 2003
| Note | Dec 2003 | June 2003 | |
|---|---|---|---|
| $ | $ | ||
| Current Assets | |||
| Cash assets | 504,351 | 1,557,837 | |
| Receivables | 42,340 | 86,310 | |
| Other Financial assets | 54,000 | ||
| Other | 32,305 | 17,951 | |
| Total current assets | 632,996 | 1,662,098 | |
| Non-current assets | |||
| Property, Plant and Equipment | 10,106 | 9,421 | |
| Exploration, evaluation & development | |||
| expenditure | 2,835,481 | 1,819,129 | |
| Total non-current assets | 2,845,587 | 1,828,550 | |
| Total assets | 3,478,583 | 3,490,648 | |
| Current liabilities | |||
| Payables | 76,118 | 145,837 | |
| Provisions | 18,335 | 5,176 | |
| Total current liabilities | 94,453 | 151,013 | |
| Total liabilities | 94,453 | 151,013 | |
| Net assets | 3,384,130 | 3,339,635 | |
| Equity | |||
| Contributed equity | 3 | 3,669,068 | 3,467,165 |
| Retained profits | 4 | (284,938) | (127,530) |
| Total Equity | 5 | 3,384,130 | 3,339,635 |
The statement of financial position is to be read in conjunction with the notes to the financial statements set out on pages 6 - 9.
Statement of cash flows
For the half-year ended 31 December 2003
| Note | Dec 2003$ | Dec 2002$ |
|---|---|---|
| Cash Flows from operating activities | ||
| Cash payments in the course of operations | (237,167) | (138, 174) |
| Cash receipts in the course of operations | 33,602 | 16 |
| Interest received | 29,662 | 2,639 |
| Net cash provided by/(used in) operating | ||
| activities | (173,903) | (135,519) |
| Cash Flows from investing activities | ||
| Payments for Property, Plant and Equipment | (1,734) | |
| Payments for Mining Tenements & Exploration | (864, 656) | (40, 394) |
| Net cash provided by/(used in) investing | ||
| activities | (866,390) | (40, 394) |
| Cash Flows from Financing activities | ||
| Proceeds from disposal of mineral tenements | 40,000 | |
| Proceeds from option granted | 10,000 | |
| Proceeds from issue of shares to seed capitalists | 140,000 | |
| Proceeds from Applicants for shares pursuant toIPO prospectus | 1,389,000 | |
| Payments associated with capital raising | (64, 193) | |
| Proceeds from exercise of options | 1,000 | |
| Net cash provided by/(used in) financing | ||
| activities | (13, 193) | 1,529,000 |
| Net increase/(decrease) in cash held | (1,053,486) | 1,353,087 |
| Cash at the beginning of the half-year | 1,557,837 | 207,926 |
| Cash at the end of the half-year | 504,351 | 1,561,013 |
The statement of cash flows is to be read in conjunction with the notes to the financial statements set out on pages 6 - 9.
Ramelius Resources Limited Notes to the financial statements For the half-year ended 31 December 2003
$\boldsymbol{\mathit{I}}$ Statement of significant accounting policies
The significant policies that have been adopted in the preparation of this financial report are:
$(a)$ Basis of preparation
The half-year financial report is a general purpose financial report which has been prepared in accordance with the requirements of the Corporations Act 2001, Accounting Standard AASB 1029 Interim Financial Reporting, the recognition and measurement requirements of applicable AASB standards, other authoritative pronouncements of the Australian Accounting Standards Board and Urgent Issues Group consensus views. This half-year financial report is to be read in conjunction with the 30 June 2003 Annual Financial Report and any public announcements made by Ramelius Resources Limited during the half year in accordance with the continuous disclosure requirements of the Corporations Act 2001. It has been prepared on the accruals basis and is based on historical costs and except where stated, does not take into account changing money values or fair values of non-current assets.
These accounting policies have been consistently applied and, except where there is a change in accounting policy, are consistent with those of the 2003 Annual Financial Report.
The half-year financial report does not include full note disclosures of the type normally included in an annual financial report.
| Dec 2003S | Dec 2002S | |||
|---|---|---|---|---|
| 2 | Other Revenues from ordinary activitiesInterest: other parties | 26,295 | 2,639 | |
| Note | Dec 2003$ | June 2003S | ||
| 3 | Contributed equity | |||
| Issued and paid-up share capital36,289,002 (June 2003: 34,784,002) ordinaryshares, fully paid | 3(a) | 3,669,068 | 3,467,165 | |
| (a) Ordinary shares | ||||
| Balance at the beginning of half-yearShares issued during the year | 3,467,165 | 107,482 | ||
| 1,400,000 to Seed Capitalist inconsideration for cash16,116,500 to Applicants pursuant toIPO prospectus in consideration for | 140,000 | |||
| cash | 3,223,300 | |||
| Less transaction costs arising from issuefor cash pursuant to IPO prospectus1,500,000 to Vendors in consideration | (857, 117) | |||
| for tenements | 200,903 | 850,000 | ||
| 5,000 to Option-holders on exercise ofoptions at $0.20 in eash | 1,000 | 3,500 | ||
| Balance at end of year | 3,669,068 | 3,467,165 |
Holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at shareholders' meetings. In the event of winding up of the Company ordinary shareholders rank after all creditors and are fully entitled to any proceeds of liquidation.
Notes to the financial statements
For the half-year ended 31 December 2003
| Note | Dec 2003$ | June 2003$ | |
|---|---|---|---|
| 4 | Retained profits/(losses) | ||
| Retained losses at beginning of half-year | (127, 530) | (30, 924) | |
| Net loss attributable to members of thecompany | (157, 408) | (96, 606) | |
| Retained profits at the end of the half-year | (284.938) | (127, 530) | |
| 5. | Total equity reconciliation | ||
| Total equity at beginning of year | 3,339,635 | 76,558 | |
| Total changes in parent entity interest in equityrecognised in statement of financial performance | (157, 408) | (96,606) | |
| Transactions with owners as owners: | |||
| Contributions of equity | 201,903 | 4,216,800 | |
| Less transaction costs arising fromtransactions with owners as owners | (857, 117) | ||
| Total equity at end of year | 3,384,130 | 3,339,635 |
6 Commitments & Contingent liabilities
Exploration expenditure commitments
In order to maintain current rights of tenure to exploration tenements, the Company is required to perform minimum exploration work to meet the minimum expenditure requirements specified by the State Government of Western Australia. These obligations are subject to renegotiation when application for a mining lease is made and at other times. These obligations are not provided for in the financial report and are payable as follows.
| Within one year | 315,640 | 229,400 |
|---|---|---|
| One year or later and no later than five years | 644,920 | 557,840 |
| Later than five years | 55,800 | 91,900 |
| 1,016.360 | 879,140 | |
| Non-cancellable operating lease expensecommitments | ||
| Future operating lease commitments not provided for inthe financial statements and payable: | ||
| Within one year | 7.869 | 7.869 |
| One year or later and no later than five years | 1,967 | 5.902 |
| Later than five years | ||
| 9.836 | 13,771 |
The Company leases office accommodation under a non-cancellable operating lease expiring in March 2004. The lease generally provides the Company with a right of renewal for a further year after which time all terms are renegotiated. Lease payments comprise a base amount plus an incremental contingent rental. Contingent rentals are based on movements in the Consumer Price Index and operating criteria. Since the reporting period, the Company has informed the lessor that it will renew the lease for a further year.
Notes to the financial statements
For the half-year ended 31 December 2003
The details and estimated maximum amounts of contingent liabilities (excluding unquantifiable royalties) that may become payable are set out below. The contingent liabilities arise from various agreements for the acquisition of or earning interests in mining tenements that are subject to certain precedent conditions being satisfied. At the date of this report there is no certainty that these liabilities will crystallise and therefore no provisions are included in the financial statements in respect of these matters. In addition to the contingent liabilities detailed below the Company is also required under the various agreements to maintain tenements in good standing and pay all rates, rents and taxes and do all things necessary to renew tenements during the conditions precedent period.
| Note | Dec 2003 | June 2003 |
|---|---|---|
| £. | ||
| 6(a) | £ | 300,000 |
| 6(a) | 39,900 | 39,900 |
| Exploration / Farm-in expenditure to earn | ||
| 6(b) | 844,474 | 854,952 |
| Issue of shares as consideration for acquisition | ||
| 6(c) | 258,750 | |
| 884,374 | 1.453,602 | |
(a) Acquisition of mining tenements
In September 2003, the Company exercised an option to acquire certain mining tenements for a cash consideration of $300,000, a production based royalty up to a maximum of $1 million that may also become payable but cannot be presently quantified and a replacement performance bond of $39,900. The Company has placed $39,900 cash on deposit with its bankers as security against an unconditional performance bond for $39,900 having been issued in favour of the Minister for State Development in Western Australia.
(b) Exploration/Farm-in expenditure
Exploration/Farm-in expenditure is to be made over periods between 1 and 4 years in accordance with terms set out in the relevant agreements. The Company may elect not to proceed to acquire or earn an interest in the relevant tenements provided it has first carried out the minimum exploration expenditure required. Total minimum exploration expenditure specified in the relevant agreements over this period is $180,000 with a minimum of $50,000 per year.
(c) Shares issued
On 30 June 2003 the Company entered into a contractual agreement to acquire a 100% interest in mining tenement M20/245 and an 80% interest in mining tenement M20/79 for a total consideration of 1,500,000 shares in the capital of the Company and 750,000 attaching options to acquire shares in the capital of the Company. A director related entity of Mr Houldsworth which waived its first right of refusal for the acquisition of mining tenement M20/79, holds the remaining 20% interest (free carried until feasibility) in this tenement. The Company's acquisition was contingent on ministerial consent and the liability shown represents the market value of the consideration securities as at 30 June 2003. The contractual agreement was subsequently completed and the securities issued in July 2003.
Notes to the financial statements
For the half-year ended 31 December 2003
(d) Director Related Entities
During the year to 30 June 2003 the Company paid $25,000 and issued 1,000,000 shares and 500,000 options pursuant to a contractual agreement for the acquisition of mining tenements from a vendor that is a director related entity. The contractual agreement with the director related entity provides for a production based royalty that may also become payable. However at the date of the report, the maximum amount of royalties that may be payable cannot be quantified.
$\overline{7}$ Events subsequent to balance date
Since 31 December 2003, the Company successfully negotiated for Pitt Capital Partners Limited to underwrite $2.5 million of its one for one rights issue that was first announced on 24 December 2003. Pursuant to the underwriting agreement, Pitt Capital Partners Limited will be paid an underwriting commission of $162,500 representing 6.5% of the underwritten amount and a management commission of 3% on the amount raised above the underwritten amount. Pitt Capital will also receive a flat fee of $20,000 plus reimbursement of out of pocket expenses
Other than the matters discussed above, there has not arisen in the interval between 31 December 2003 and the date of this report any item, transaction or event of a material and unusual nature likely, in the opinion of the directors of the Company, to affect significantly the operations of the Company, the results of those operations, or the state of affairs of the Company, in future years.
8 Segment Reporting
The Company operates in the gold exploration and mining business segment located in Australia.
Directors' declaration
In the opinion of the directors of Ramelius Resources Limited:
- (a) the half-year financial statements and notes, set out on pages 3 to 9, are in accordance with the Corporations Act 2001, including:
- giving a true and fair view of the financial position of the Company as at 31 December 2003 and of its $(i)$ performance, as represented by the results of its operations and its cash flows, for the six months ended on that date; and
- (ii) complying with Accounting Standards and the Corporations Regulations 2001; and
- (b) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.
$2004.$ ............... this ... Dated at ....
Signed in accordance with a resolution of the directors:
Robert Michael Kennedy Director
INDEPENDENT REVIEW REPORT TO THE MEMBERS OF RAMELIUS RESOURCES LIMITED
Scope
The financial report - responsibility and content
The preparation of the financial report for half-year ended 31 December 2003 is the responsibility of the directors of Ramelius Resources Limited. It includes the financial statements for Ramelius Resources, during the half-year ended 31 December 2003.
Audit approach
We conducted an independent review of the financial report in order for the Company to lodge the financial report with the Australian Securities and Investments Commission. Our role was to conduct the review in accordance with Australian Auditing Standards applicable to review engagements. Our review did not involve an analysis of the prudence of business decision made by the directors or management.
This review was performed in order to state whether, on the basis of the procedures described, anything has come to our attention that would indicate that the financial report does not present fairly a view in accordance with the Corporations Act 2001, Accounting Standard AASB 1029: Interim Financial Reporting and other mandatory professional reporting requirements in Australia and the Corporations Regulations 2001, which is consistent with our understanding of the Group's financial position, and its performance as represented by the results of its operations and cash flows.
The review procedures performed were limited primarily to:
- Inquiries of company personnel of certain internal controls, transactions and individual items
- Analytical procedures applied to financial data.
These procedures do not provide all the evidence that would be required in an audit, thus the level of assurance provided is less than that given in an audit. We have not performed an audit, and accordingly, we do not express an audit opinion.
Independence
In conducting our audit, we followed applicable independence requirements of Australian professional ethical pronouncements and the Corporations Act 2001.
Level 1 67 Greenhill Road Wayville SA 5034 GPO Box 1270 Adelaide SA 5001 DX 275 Adelaide T (08) 8372 6666 F (08) 8372 6677 E [email protected] W www.grantthornton.com.au
A South Australian Partnership -A Member of Grant Thornton Association Inc.
The Australian Member of Grant Thornton International
Grant Thornton
Statement
Based on our review, which is not an audit, we have not become aware of any matters that makes us believe that the half-year financial report of Ramelius Resources Limited is not presented in accordance with:
- the Corporations Act 2001, including: $(a)$
- i) giving a true and fair view of the consolidated entity's financial position as at 31 December 2003, and of its performance for the half-year ended on that date; and
- ii) complying with Australian Accounting Standard AASB 1029: Interim Financial Reporting and the Corporations Act 2001; and
- $(b)$ other mandatory financial reporting requirements in Australia.
GRANT THORNTON CHARTERED ACCOUNTANTS S JGRAY Partner
Dated this $II$ day of $M$ orc $\lambda$ 2004