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RED MOUNTAIN MINING LIMITED Interim / Quarterly Report 2015

Mar 11, 2015

65719_rns_2015-03-11_4b5771f7-b808-41d0-91a1-77bb93c82c40.pdf

Interim / Quarterly Report

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Contents

Director's Report 3
Auditor's Independence Declaration 7
Consolidated Statement of Profit or Loss and Other Comprehensive Income 8
Consolidated Statement of Financial Position 9
Consolidated Statement of Changes in Equity 10
Consolidated Statement of Cash Flows 11
Notes to the Interim Consolidated Financial Statements 12
Directors' Declaration 21
Independent Auditor's Review Report 22

The Directors of Red Mountain Mining Ltd present their Report together with the financial statements of the consolidated entity, being Red Mountain Mining Ltd ('the Company') and its controlled entities ('the Group') for the half year ended 31 December 2014 and the Independent Auditor's Review Report thereon.

Director details

The following persons were Directors of the Company during or since the end of the half-year:

  • Mr Neil Warburton
  • Mr Michael Wolley
  • Mr Jon Dugdale

Review of operations and financial results

The Group has recorded an operating loss of $0.46m for the half year ended 31 December 2014 (2013: $1.36m) and continued with exploration activities, including drilling, on the gold projects and copper gold tenements in the Philippines.

Financial position

As of 31 December 2014, the Company had cash balances of $0.53m (30 June 2014: $1.72m) and net assets of $22.45m (30 June 2014: $19.79m).

Commentary

During the 6 months to 31 December 2014, the Company made significant progress towards its dual milestones of completing the Definitive Feasibility Study (DFS) and permitting for the proposed Batangas Gold Project mine development and the discovery of additional high-grade resources.

The DFS is approximately 50% complete. An interim DFS financial model update for the initial project, producing 100,000oz of gold over 5.2 years of mining and processing, was released on 20 November 2014 and updated 23 January 2015 (gold price A$1,600/oz; US$1,290/oz). This model indicates strong operating cash flow of A$67 million, free cash flow of A$45 million, including repayment of Capex of A$18.4 million; low pre-tax operating costs (US$703/oz Au; A$873/oz Au); a debt funded Internal Rate of Return (IRR) of 65% and a Net Present Value (NPV, 8%) A$28.5 million.

Final permitting has been significantly advanced through endorsement of the Company's Social Development Management Plan (SDMP) and endorsement from all of the 10 potentially affected Barungay (township) Councils for the Batangas Gold Project development and production plan (Declaration of Mining Project Feasibility (DMPF)). The next step is Lobo Municipal Council endorsement prior to the DMPF proceeding to the central Mines and Geosciences Bureau (MGB) for final processing and approval.

The Environmental Impact Statement (EIS) is being assessed by the Environmental Management Bureau prior to further consultation then expected grant of an Environmental Compliance Certificate (ECC).

During the period, the Company continued exploration activities to define additional gold, silver and copper minerals.

Exploration included high grade silver-copper drilling results from the Camo lode, Lobo Prospect, including LB 119: 5.5m @ 200 g/t Ag, 0.25 g/t Au, 0.65% Cu, 1.25% Pb from 27.5m (released 2 October 2014).

New high-grade gold trenching results were also achieved from the limestone covered southern extensions of South West Breccia (SWB) epithermal vein system, including Trench 32a: 2.5m @ 14.1 g/t Au including 0.5m @ 38.9 g/t Au (released 12 December 2014) and Trench 34: 3.5m @ 25.9 g/t gold (Au) including 1.5m @ 56.8 g/t Au and 0.5m @ 145 g/t Au (released 2 February 2015). These new, high grade gold results are from extensions of a 20 metre strike length of outcropping lode that has been excavated to the southwest and to the northeast of previous trenching, immediately before the lode is interpreted to continue under limestone cover to the southwest and to the northeast. Drilling will be planned to test the potential high-grade lode extensions under the limestone.

A Strategic Funding Partnership Agreement with London based Bluebird Merchant Ventures Ltd (BMVL) to fund the DFS, permitting and initial development, was signed on 23 December 2014. The Agreement is for two stages of funding, totalling US$5.5m (approximately A$6.7m), to earn BMVL up to 50% of the wholly owned subsidiary, Red Mountain Mining Singapore Ltd (RMMS), holder of the Philippines Projects. Stage 1, US$1m, will fund the DFS, final permitting and reserve definition exploration drilling. Stage 2, US$4.5m, is subject to completion of the DFS and final mine permitting, and is planned to fund the initial development of the project.

The Company's near term strategy is to complete the DFS and final permitting and then arrange financing to commence development of the mine. Exploration of near term, high grade targets will also continue, with the objective of defining additional resources for incorporation into the DFS mining inventory (reserve) schedule.

The Company is aware of the risks inherent in operating in foreign jurisdictions. It has been mindful to maintain close community and local government relations and a sound track record of environmental, health and safety programs.

The Company has also maintained an experienced team of financial and technical advisors to assist the Company to meet its objectives.

Corporate

During the period, following receipt of valid option exercise notices and cleared funds the Company issued 30,017 fully paid ordinary shares following the exercise of 30,017 options. A further 1,610,000 fully paid ordinary shares and 1,722,036 options, exercisable at $0.012 on or before 31 March 2016, were issued in lieu of cash consideration for services provided to the Company.

On 17 September 2014, 74,960,000 fully paid ordinary shares were issued at $0.008 (0.8 cent) per share via a placement to raise approximately $626,376 (before costs). Pursuant to the terms of the placement, subscribers were issued on 24 October 2014 a free attaching listed option, exercisable at $0.012 each on or before 31 March 2016 for every two shares issued under the placement.

On 24 October 2014, the Company issued 56,402,833 fully paid ordinary shares at an issue price of $0.006 (0.6 cent) per share to raise approximately $338,417 through a placement. On 20 November 2014 56,402,833 options, exercisable at $0.012 each on or before 31 March 2016, were issued to the October placement subscribers and following shareholder approval at the Company's Annual General Meeting, 37,800,000 Performance Rights, convertible to fully paid ordinary shares at various milestones were issued to Managing Director Jon Dugdale and a further 14,050,500 Performance Rights were issued to Geoff Boswell, Philippines country manager of the Company.

Significant and subsequent events and transactions

In addition to the capital raising of $245,300 (announced 23 December 2014), the Company raised a further $445,922 (before costs) through the issue of 111,480,728 new shares, at an issue price of $0.004 (0.4 cent) per share (New Shares); with 55,740,364 free attaching new options, exercisable at $0.006 (0.6 cent) each on or before 30 June 2016 (New RMXOD Options) and 55,740,364 free attaching new options, exercisable at $0.012 (1.2 cent) each on or before 31 March 2016 (New RMXO Options), pursuant to its recent pro-rata non-renounceable Rights Issue, the Prospectus for which was lodged with ASIC and released on ASX on 6 January 2015 (Rights Issue). Both the RMXO and RMXOD Options classes are now listed and tradeable on the ASX (released 11 February 2015).

On 11 March 2015, the Company announced it had placed shortfall from the Rights Issue and undertaken a further placement on the same terms as the Rights Issue to raise $660,000 before costs via the issue of a total of 165,000,000 shares, 82,500,000 RXMO Options and 82,500,000 RMXOD Options.

Overall, the Group is in a sound position in the current economic environment, and has sufficient capital and liquidity to service its operating activities. The Group's objectives and policies for managing capital, technical and commercial risks are described in its recent annual financial report.

Other than the above, the Directors are not aware of any significant and subsequent events since the end of the interim period.

Auditor's independence declaration

A copy of the auditor's independence declaration as required under s307C of the Corporations Act 2001 is included on page 7 of this financial report and forms part of this Directors report.

Signed in accordance with a resolution of the Directors.

…………………………………………………………………………………………………….... Neil Warburton Non-Executive Chairman

Perth, Western Australia

Dated this 12th day of March 2015

DECLARATION OF INDEPENDENCE BY CHRIS BURTON TO THE DIRECTORS OF RED MOUNTAIN MINING LIMITED

As lead auditor for the review of Red Mountain Mining Limited for the half-year ended 31 December 2014, I declare that, to the best of my knowledge and belief, there have been:

    1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the review; and
    1. No contraventions of any applicable code of professional conduct in relation to the review.

This declaration is in respect of Red Mountain Mining Limited and the entities it controlled during the period.

Chris Burton Director

BDO Audit (WA) Pty Ltd Perth, 12 March 2015

Consolidated Statement of Profit or Loss and Other Comprehensive Income

For the half-year ended 31 December 2014

Notes 31 December2014$ 31 December2013$
Revenue
Interest income 22,977 38,908
Net foreign exchange gain 526,379 33,734
Expenses
Professional fees (144,993) (136,387)
Consultancy costs (141,202) (350,026)
Depreciation expense (25,771) (17,493)
Employee benefits expenses (257,915) (245,393)
Share based payment expenses (147,037) -
Legal fees (41,058) (24,916)
Travelling expenses (12,678) (15,853)
Finance costs (45) (18)
Net foreign exchange loss - -
Loss on disposal of assets - (445)
Impairment expense - (435,584)
Other expenses (233,979) (204,293)
Loss before income tax (455,322) (1,357,766)
Income tax expense - (2,918)
Net loss for the period (455,322) (1,360,684)
Other comprehensive income:Items that may be reclassified to profit or loss:Exchange differences on translating foreignoperations 1,882,093 318,197
Other comprehensive income for the period 1,882,093 318,197
Total comprehensive income/(loss) for the period(net of tax) 1,426,771 (1,042,487)
Profit/(loss) attributable to:
Members of the parent entity (818,073) (1,380,560)
Non-controlling interest 362,751 19,876
(455,322) (1,360,684)
Total comprehensive profit/(loss) attributable to:
Members of the parent entity 1,508,300 (1,373,734)
Non-controlling interest (81,259) 331,247
1,426,771 (1,042,487)
Basic and diluted loss per share attributable to Cents Cents
members of Red Mountain Mining Ltd (0.11) (0.33)

Consolidated Statement of Financial Position As at 31 December 2014

Notes 31 December2014 30 June2014
$ $
Assets
Current
Cash and cash equivalents 527,923 1,719,452
Trade and other receivables 287,858 356,426
Total current assets 815,781 2,075,878
Non-current
Plantand equipment 3 62,484 78,816
Exploration&evaluation expenditure 4 22,306,720 18,457,991
Total non-current assets 22,369,204 18,536,807
Total assets 23,184,985 20,612,685
Liabilities
Current
Trade and other payables 464,634 599,722
Provisions 127,964 93,662
Current tax liability 20,084 17,804
Total current liabilities 612,682 711,188
Non-current
Provisions 126,840 112,437
Total non-currentliabilities 126,840 112,437
Total liabilities 739,522 823,625
Net assets 22,445,463 19,789,060
Equity
Contributed equity 6 33,067,306 31,990,012
Reserves 9 5,765,192 3,286,481
Accumulated losses 10 (16,585,072) (15,766,999)
Capital & reserves attributable to the 22,247,426 19,509,494
owners of Red Mountain Mining Ltd
Non-controlling interest 198,037 279,566
Total equity 22,445,463 19,789,060

Consolidated Statement of Changes in Equity

For the half-year ended 31 December 2014

Contributedequity Accumulatedlosses Foreigncurrencytranslationreserve Sharebasedpaymentreserve Otherreserves Total Noncontrollinginterest Total
Balance at 1 July 2014 31,990,012 (15,766,999) 208,415 3,036,658 41,408 19,509,494 279,566 19,789,060
Profit/(Loss) for theperiod - (818,073) - - - (818,073) 362,751 (455,322)
Other comprehensiveincome - - 2,326,373 - - 2,326,373 (444,280) 1,882,093
Total comprehensiveloss for the period - (818,073) 2,326,373 - - 1,508,300 (81,259) 1,426,771
Transactions with ownersin their capacity asowners:
Contributions of equity,net of transaction costs 1,077,294 - - 147,037 5,301 1,229,632 - 1,229,632
Balance at 31 December2014 33,067,306 (16,585,072) 2,534,788 3,183,695 46,709 22,247,426 198,037 22,445,463
Contributedequity Accumulatedlosses Foreigncurrencytranslationreserve Sharebasedpaymentreserve Otherreserves Total Noncontrollinginterest Total
Balance at 1 July 2013 26,913,277 (13,529,043) 562,601 2,932,797 - 16,879,632 83,387 16,963,019
Loss for the periodOther comprehensiveincome -- (1,380,560)- -6,826 -- -- (1,380,560)6,826 19,876311,371 (1,360,684)318,197
Total comprehensiveloss for the period - (1,380,560) 6,826 - - (1,373,734) 331,247 (1,042,478)
Transactions with ownersin their capacity asowners:
Contributions of equity,net of transaction costs 2,162,753 - - - - 2,162,753 - 2,162,753
Balance at 31 December2013 29,076,030 (14,909,603) 569,427 2,932,797 - 17,668,651 414,634 18,083,285

Consolidated Statement of Cash Flows For the half-year ended 31 December 2014

Notes 31 December2014 31 December2013
Operating activities
Cash receipt from customers 21,931 67,396
Payments to employees and suppliers(inclusive of goods and services tax) (692,339) (964,569)
Interest received 8,947 8,511
Interest paid (45) (18)
Net cash (outflow) from operating activities (661,506) (888,680)
Investingactivities
Payment for property, plant and equipment (3,406) (12,049)
Payment for exploration properties (1,617,680) (1,232,072)
Net cash (outflow) from investing activities (1,621,086) (1,244,121)
Financing activities
Proceedsfrom issue of shares 1,040,182 2,210,330
Share issue costs (31,035) (164,947)
Net cash inflow from financing activities 1,009,147 2,045,383
Net Increase/(decrease) in cash held (1,273,445) (87,418)
Net foreign exchange difference 81,916 17,685
Cash at the beginning of period 1,719,452 991,235
Cash at the end of period 527,923 921,502

Notes to the Interim Consolidated Financial Statements

1 BASIS OF PREPARATION

Red Mountain Mining Ltd ("the Company") is domiciled in Australia.

The consolidated interim financial report of the Company as at and for the six months ended 31 December 2014 comprised the Company and its subsidiaries (together referred to as (the "Group").

For the purpose of preparing the consolidated financial report, the Group is a for profit entity.

The functional currency of each of the Group's entities is the currency of the primary economic environment in which that entity operates.

The interim financial statements have been approved and authorised for issue by the board of Directors on 12th of March 2015.

Going concern

For the half year ended 31 December 2014, the Group recorded a loss of $455,322 and had operating and investing cash outflows of $2,282,592. Net proceeds from issue of securities after costs totalled $1,009,147. At 31 December 2014, the cash balance was $527,923.

The interim consolidated financial report has been prepared on a going concern basis, which contemplates the continuity of normal business activity and the realisation of assets and the settlement of liabilities in the normal course of business. The Directors have determined in order to continue to rapidly develop the Philippines' assets, the Group is likely to require raising capital in the next 12 months.

This condition indicates the existence of a material uncertainty in relation to the going concern basis of this financial report, the Directors are confident that funding activities within the next 12 months will be successful and therefore the financial report has been prepared on a going concern basis and accordingly no adjustments have been made to the interim consolidated financial statements relating to the recoverability and classification of asset carrying amounts or the amount of liabilities that might result should the consolidated entity be unable to continue as a going concern and meet its debts as and when they fall due.

In the event that the Group does not raise the additional funding referred to above, there is uncertainty whether the Group will continue as a going concern in the future and therefore whether it will realise its assets and extinguish its liabilities in the normal course of business at the amounts stated in the interim consolidated financial statements.

a) Statement of compliance

The interim consolidated financial statements ("the interim financial statements") of the Group are for the six months ended 31 December 2014 and are presented in Australian dollar ($), which is the functional currency of the parent company. These general purpose interim financial statements have been prepared in accordance with the requirements of the Corporations Act 2001 and AASB 134 Interim Financial Reporting. They do not include all of the information required in annual financial statements in accordance with AIFRS, and should be read in conjunction with the consolidated financial statements of the Group for the year ended 30 June 2014 and any public announcements made by the Group during the half-year in accordance with continuous disclosure requirements arising under the Australian Stock Exchange Listing Rules and the Corporations Act 2001.

b) Significant accounting policies

The accounting policies applied by the Group in this consolidated interim financial report are consistent with those applied by the Group in its consolidated financial report as at and for the year ended 30 June 2014.

New policies, revised or amending Accounting Standards and Interpretations adopted

The consolidated entity has adopted all of the new, revised or amending Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting period.

Any new, revised or amending Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.

Any significant impact on the accounting policies of the consolidated entity from the adoption of these Accounting Standards and Interpretations are disclosed in the relevant accounting policy. The adoption of these Accounting Standards and Interpretations did not have any significant impact on the financial performance or position of the consolidated entity.

The following Accounting Standards and Interpretations are most relevant to the consolidated entity:

  • AASB 2012-3 Amendments to Australian Accounting Standards Offsetting Financial Assets and Financial Liabilities
  • AASB 2013-3 Amendments to AASB 136 Recoverable Amount Disclosures for Non-Financial Assets
  • AASB 2014-1 Amendments to Australian Accounting Standards (Parts A to C)

Comparatives have been reclassified to be consistent with the current year presentation. The reclassification does not have an impact on the results presented.

Impact of standards issued but not effective

From 1 July 2015, the Group is required to adopt Standards and Interpretations mandatory for annual periods beginning on or after 1 January 2015. The Group has reviewed the impact of these Standards and Interpretations and are continuing to assess whether they will have a significant effect on the financial position or performance of the Group.

The Group has not elected to early adopt any new standards or amendments.

c) Comparative figures

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

2 SEGMENT REPORTING

The Consolidated Group has identified its reportable operating segments based on the internal reports that are reviewed and used by the chief operating decision makers. The chief operating decision makers, who are responsible for allocating resources and assessing performance of the operating segments, have been identified as the Board of Directors ("Board").

The Group segments are structured as corporate in Australia and exploration in the Philippines.

Half-year ended 31 December 2014

Corporate Exploration Eliminations Total
$ $ $ $
Revenue 19,170 3,807 - 22,977
Other income 1,239 525,140 - 526,379
Depreciation (6,703) (19,068) - (25,771)
Employee Costs (209,595) (48,320) - (257,915)
Consulting fees (74,699) (67,924) - (142,623)
Share based payment (147,037) - - (147,037)
Other expenditures (346,696) (84,636) - (431,332)
Gain/(Loss) after income (764,321) 308,999 - (455,322)
tax
Total assets 40,161,502 24,867,228 (41,843,745) 23,184,985
Total liabilities 179,750 25,561,919 (25,002,147) 739,522

Half-year ended 31 December 2013

Corporate Exploration Eliminations Total
$ $ $ $
Revenue 30,754 8,154 - 38,908
Other income (5,237) 38,971 - 33,734
Depreciation (4,343) (13,150) - (17,493)
Employee Costs (195,939) (49,454) - (245,393)
Consulting fees (288,883) (61,928) - (350,811)
Other expenditures (315,679) (68,366) - (384,045)
Impairment expense - (435,584) - (435,584)
Loss after income (779,327) (581,360) - (1,360,684)
tax
Total assets as at 30June 2014 39,668,670 21,062,548 (40,118,533) 20,612,685
Total liabilities asat 30 June 2014 193,576 23,945,544 (23,315,495) 823,625

3 PLANT AND EQUIPMENT

The following tables show the movements in plant and equipment

6 months to31 December 2014$ Year to30 June 2014$
Carrying amount at 1 July 78,816 82,933
Additions 3,406 32,980
Disposals/Write-offs - (925)
Depreciation (25,771) (37,670)
Exchange differences on translating foreignoperations 6,033 1,498
Carrying amount at end of period 62,484 78,816

4 EXPLORATION AND EVALUATION EXPENDITURES

The following tables show the movements in exploration and evaluation expenditures

6 months to31 December 2014$ Year to30 June 2014$
Carrying amount at 1 JulyAdditions 18,457,9911,737,779 16,704,8162,710,387
Fair value of tenements disposedImpairment expense -- (1,569,477)(297,811)
Exchange differences on translating foreignoperations 2,110,950 910,076
Carrying amount at end of period 22,306,720 18,457,991

5 LOSS PER SHARE

Basic and diluted loss per share 6 months to31 December 2014Cents(0.11) 6 months to31 December 2013Cents(0.33)
Earnings used to calculate basic EPS 6 months to31 December 2014$(818,073) 6 months to31 December 2013$(1,380,560)
Weighted average number of shares used incalculating basic and diluted loss per share Number751,487,365 Number423,412,448

6 CONTRIBUTED EQUITY

31 December 2014$ 30 June 2014$
819,920,844 (June 2014: 686,947,994)fully paid ordinary shares
At the beginning of period 31,990,012 26,913,277
Shares issued during the period 1,126,299 5,817,561
Exercise of options 1 44,714
Conversion of performance shares - -
Cancellation of shares - (496,000)
Share issue costs (49,006) (289,540)
Balance at end of period 33,067,306 31,990,012

The remaining $33,220 raised from the December 2014 placement was received in January 2015 due to timing differences.

31 December 2014Number 30 June 2013Number
At the beginning of period 686,917,994 247,897,026
Shares issued during the period 132,972,833 440,070,016
Exercise of options 30,017 2,980,951
Conversion of performance shares - 1
Cancellation of shares - (4,000,000)
Balance at end of period 819,920,844 686,917,994

7 OPTIONS

31 December 2014$ 30 June 2014$
208,444,329 (June 2014: 112,839,477)options
At the beginning of period 2,932,797 2,932,797
Options issued during the period - -
Balance at end of period 2,932,797 2,932,797
Number Number
At the beginning of period 112,839,477 113,196,544
Options issued during the period 95,634,869 169,768,490
Options exercised during the period (30,017) (2,980,951)
Options expired/cancelled during the period - (167,144,606)
Balance at end of period 208,444,329 112,839,477

The numbers of options on issue as at the reporting period are set out in the following table.

Unlisted options Unlisted options Unlisted options
expire 31/03/2016 expire 30/06/2016 expire 15/09/2016
@ $0.012 @ $0.03 @ $0.20
No. of options 95,604,869 97,839,460 15,000,000

8 PERFORMANCE SHARES

31 December 2014$ 30 June 2014$
79,850,500 (June 2014: 28,000,000)performance shares
At the beginning of period 103,861 -
Share based payments during the period 147,037 103,861
Balance at end of period 250,898 103,861
Number Number
At the beginning of period 28,000,000 -
Performance rights issued during the period* 51,850,500 28,000,000
Balance at end of period 79,850,500 28,000,000

The following performance rights were issued during the period:

  • 12,600,000 Performance Rights D;
  • 12,600,000 Performance Rights E;
  • 17,283,500 Performance Rights F;
  • 4,683,500 Performance Rights G;
  • 4,683,500 Performance Rights H.

* All 51,580,500 performance rights issued during the period have an expiry date on 1 December 2017 and have been valued at $0.004 per right being the fair value on grant date.

9 RESERVES

(a) Share-Based Payments Reserve

31 December 2014 30 June 2014
$ $
At the beginning of the reporting period 3,036,658 2,932,797
Share based payments during the period 147,037 103,861
Balance at end of reporting period 3,183,695 3,036,658

(b) Foreign Currency Translation Reserve

31 December 2014$ 30 June 2014$
At the beginning of the reporting period 208,415 562,601
Exchange differences on translation offoreign operation 2,326,373 (354,186)
Balance at end of reporting period 2,534,788 208,415
(c)Other Reserves 31 December 2014 30 June 2014
$ $
At the beginning of the reporting period 41,408 -
Pension revaluation in the Philippines 5,301 41,408
Balance at end of reporting period 46,709 41,408
10ACCUMULATED LOSSES
31 December 2014 30 June 2014
$ $
At the beginning of the reporting period (15,766,999) (13,529,043)
Net loss attributable to members of theCompany (818,073) (2,237,956)
Balance at end of reporting period (16,585,072) (15,766,999)

11 SHARE-BASED PAYMENTS

The Company provides benefits to directors and contractors of the Group in the form of share-based payment transactions, whereby options to acquire ordinary shares are issued as an incentive to improve Board and shareholder goal congruence.

No options were issued to the directors as part of their remuneration during the six months ended 31 December 2014 and total share-based payment expensed during the reporting period amounted to $147,037 (refer to Note 8).

As at the date of this report, the interests of the directors in shares and options of the Company were:

Ordinary shares Options over ordinaryshares Performance Rights
Direct Indirect DirectIndirect Direct Indirect
Neil Warburton 187,500 22,681,184 31,250 10,201,504 - 6,000,000
Jon Dugdale - 7,290,250 - 1,295,550 12,000,000 37,800,000
Michael Wolley - - - - 4,000,000 -

12 EVENTS SUBSEQUENT TO REPORTING DATE

On 6 January 2015, the Company advised the terms of the proposed Rights Issue had been enhanced to include the issue of one new RMXOD option exercisable at $0.006 each on or before 30 June 2016.

On 19 January 2015, after the completion of due diligence, an initial instalment of US$50,000 in Stage 1 funding has been part paid and the remaining US$950,000 is expected to be received in full within the first six months of 2015.

In addition to the capital raising of $245,300 (announced 23 December 2014), the Company raised a further $445,922 (before costs) through the issue of 111,480,599 new shares, at an issue price of $0.004 (0.4 cent) per share (New Shares); with 55,740,285 free attaching new options, exercisable at $0.006 (0.6 cent) each on or before 30 June 2016 (New RMXOD Options) and 55,740,285 free attaching new options, exercisable at $0.012 (1.2 cent) each on or before 31 March 2016 (New RMXO Options), pursuant to its recent pro-rata non-renounceable Rights Issue, the Prospectus for which was lodged with ASIC and released on ASX on 6 January 2015 (Rights Issue). Both the RMXO and RMXOD Options classes are now listed and tradeable on the ASX (released 11 February 2015).

On 11 March 2015, the Company announced it had placed shortfall from the Rights Issue and undertaken a further placement on the same terms as the Rights Issue to raise $660,000 before costs via the issue of a total of 165,000,000 shares, 82,500,000 RXMO Options and 82,500,000 RMXOD Options.

No other matter or circumstance has arisen subsequent to 31 December 2014 that has significantly affected or may significantly affect the operations or the state of affairs of the Group in future financial years.

13 DIVIDENDS

No dividends were paid in the six months ended 31 December 2014.

14 CONTINGENT LIABILITIES

There has been no change in contingent liabilities since the last annual reporting period.

15 COMMITMENTS FOR EXPENDITURE

Within one year 135,162
Later than one year but not later than five years -
135,162

16 RELATED PARTIES

Directors

Disclosures relating to Directors are set out in note 11.

Full disclosure in relation to the Directors will be disclosed in the annual report 30 June 2015.

Wholly-owned group

The wholly owned group consists of Red Mountain Mining Ltd and the following subsidiaries:

Name Country ofClass ofincorporationshares Equityholding Functional currency
Red Mountain Mining (HongKong) Holdings Limited Hong Kong Ordinary 100% Hong Kong dollar
Red Mountain Mining Consulting(Shenyang) Co Ltd People'sRepublic ofChina Ordinary 100% Chinese RMB
Red Mountain Mining(Singapore) Pte Ltd Singapore Ordinary 100% Singapore dollar
MRL Gold Inc. Philippines Ordinary 100% Philippine peso
Egerton Gold Philippines Inc Philippines Ordinary 40%* Philippine peso

* MRL Gold Inc. has an investment in Egerton Gold Philippines Inc.("EGPI") that pertains to 40% ownership. MRL Gold Inc. has option on EGPI's 60% remaining issued and outstanding capital.

$

17 FINANCIAL INSTRUMENTS

This note provides information about how the Group determines fair values of various financial assets and liabilities.

The Directors consider that the carrying value of the financial assets and financial liabilities are recognised in the consolidated financial statements approximate their fair values. The Group does not measure any Level 1, 2 or 3 financial assets or liabilities at fair value.

31 December 2014 30 June 2014
Carryingamount Fair value Carryingamount Fair value
$ $ $ $
Financial Assets
Cash & cash equivalents 527,923 527,923 1,719,452 1,719,452
Trade & other receivables 287,858 287,858 356,426 356,426
815,781 815,781 2,075,878 2,075,878
Financial Liabilities
Trade & other creditors 464,634 464,634 599,722 599,722
464,634 464,634 599,722 599,722
    1. In the opinion of the Directors of Red Mountain Mining Ltd:
    • a. the consolidated financial statements and notes of Red Mountain Mining Ltd and its controlled entities are in accordance with the Corporations Act 2001, including:
      • i. giving a true and fair view of the consolidated entity's financial position as at 31 December 2014 and of its performance for the half-year ended on that date; and
      • ii. complying with Accounting Standard AASB 134 Interim Financial Reporting; and
  • b. there are reasonable grounds to believe that the Group will be able to pay its debts as and when they become due and payable.

Signed in accordance with a resolution of the Directors:

Neil Warburton Non-Executive Chairman

Perth, Western Australia Dated this 12th day of March 2015

38 Station Street Subiaco, WA 6008 PO Box 700 West Perth WA 6872 Australia

INDEPENDENT AUDITOR'S REVIEW REPORT

To the members of Red Mountain Mining Limited

Report on the Half-Year Financial Report

We have reviewed the accompanying half-year financial report of Red Mountain Mining Limited, which comprises the consolidated statement of financial position as at 31 December 2014, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the half-year ended on that date, notes comprising a statement of accounting policies and other explanatory information, and the directors' declaration of the consolidated entity comprising the company and the entities it controlled at the half-year's end or from time to time during the half-year.

Directors' Responsibility for the Half-Year Financial Report

The directors of the company are responsible for the preparation of the half-year financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the half-year financial report that is free from material misstatement, whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity, in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the half-year financial report is not in accordance with the Corporations Act 2001 including: giving a true and fair view of the consolidated entity's financial position as at 31 December 2014 and its performance for the half-year ended on that date; and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001. As the auditor of Red Mountain Mining Limited, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report.

A review of a half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Independence

In conducting our review, we have complied with the independence requirements of the Corporations Act 2001. We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of Red Mountain Mining Limited, would be in the same terms if given to the directors as at the time of this auditor's review report.

Conclusion

Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the half-year financial report of Red Mountain Mining Limited is not in accordance with the Corporations Act 2001 including:

  • (a) giving a true and fair view of the consolidated entity's financial position as at 31 December 2014 and of its performance for the half-year ended on that date; and
  • (b) complying with Accounting Standard AASB 134 Interim Financial Reporting and Corporations Regulations 2001.

Emphasis of matter

Without modifying our conclusion, we draw attention to Note 1 in the half-year financial report, which indicates that the ability of the consolidated entity to continue as a going concern is dependent upon the future successful capital raising. This condition, along with other matters as set out in Note 1, indicate the existence of a material uncertainty that may cast significant doubt about the consolidated entity's ability to continue as a going concern and therefore, the consolidated entity may be unable to realise its assets and discharge its liabilities in the normal course of business at amounts stated in the consolidated statement of financial position.

BDO Audit (WA) Pty Ltd

Chris Burton Director

Perth, 12 March 2015