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REDCASTLE RESOURCES LIMITED Interim / Quarterly Report 2005

Feb 27, 2005

65668_rns_2005-02-27_bffd83b9-6334-41f8-9c99-14847334f3a2.pdf

Interim / Quarterly Report

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HALF-YEAR INFORMATION GIVEN TO THE ASX UNDER LISTING RULE 4.2A

Name of Entity

Great Pacific Capital Limited

ABN or equivalent reference #

57 096 781 716

Reporting period

Half-year ended 31st December 2004

Previous corresponding period Half-year ended 31st December 2003

The information contained in this appendix should be read in conjunction with the most recent annual financial report.

Contents

Page No
Results for announcement to the market
Net tangible assets per ordinary share
Other information regarding this appendix Ο.

RESULTS FOR ANNOUNCEMENT TO THE MARKET

Revenue from ordinary activities down $2.25%$ to $7,615,966
Profit from ordinary activitiesafter income tax attributable tomembers down 16.85 % to $2.088,745
Net profit for the yearattributable to members down 16.85 % to $2.088,745
Dividends per Share Amount per share Franked amount per shareat 30% tax
Final $0$ cents $0$ cents
Interim $0$ cents $0$ cents

No dividend was declared in respect of the half year period to 31 December 2004

Review of operations

The net result of the consolidated entity after applicable income tax for the half year ended 31 December 2004 was a profit of $2,088,745 an decrease of 16.85% from $2,512,011 in the half year to December 2003.

During the period, the short term facility provided by the consolidated entities to finance the acquisition of the Nardell Coal Mine at the Hunter Valley region was fully repaid following the successful IPO of the borrower. Under this loan repayment arrangement, the Company is entitled to 1,500,000 shares issued by the borrower for no cash consideration should certain performance hurdles be met by the borrower.

GPC No. 3 (Huntley) Pty Ltd sold the land it owned at West Dapto at $1.5 million resulting in a loss on disposal of $34,659 as compared to the revalued amount of $1.5 million.

The loan provided by GPC No. 1 (City Quarter) to finance the redevelopment project at the former Camperdown Children's Hospital faced further delay in its repayment schedule as the borrower is seeking an equity partner to finance the development and repayment of the facilities provided.

Although the repayment of this loan was not as scheduled, the delay has not affected the profitability and recoverability of this transaction as the current value of the security provided for this loan has been assessed to be sufficient.

Current period2004 Previouscorresponding period2003
Net tangible assets per ordinary share(NTA backing) 1.53 1.02

Other information

The information contained in this Appendix 4D is based on the attached financial report for the half year ended 31 December 2004 which is subjected to an independent review.

GREAT PACIFIC CAPITAL LIMITED ABN 57 096 781 716 AND ITS CONTROLLED ENTITIES FINANCIAL REPORT FOR THE HALF YEAR ENDED 31 DECEMBER 2004

CONTENTS

Directors' Report Page No.
Auditor's Independence Declaration 3
Statement of Financial Performance 4
Statement of Financial Position 5
Statement of Cash Flows 6
Notes to the Financial Statements 7
Directors' Declaration 9
Independent Review Report 10

DIRECTORS' REPORT

The Directors present their report on the consolidated entity consisting of Great Pacific Capital Limited and the entities it controlled for the half year ended 31 December 2004.

Directors

The following persons held office as Directors during or since the end of the half year ended 31 December 2004:

Alfred Wong, Chairman Danny Au-Yeung Ivan Wong

Results and review of operations

The net result of the consolidated entity after applicable income tax for the half year ended 31 December 2004 was a profit of $2,088,745 a decrease of 16.85% from $2,512,011 in the half year to December 2003.

During the period, the short term facility provided by the consolidated entities to finance the acquisition of the Nardell Coal Mine at the Hunter Valley region was fully repaid following the successful IPO of the borrower. Under this loan repayment arrangement, the Company is entitled to 1,500,000 shares issued by the borrower for no cash consideration should certain performance hurdles be met by the borrower.

GPC No. 3 (Huntley) Pty Ltd sold the land it owned at West Dapto at $1.5 million resulting in a loss on disposal of $34,659 as compared to the revalued amount of $1.5 million.

The loan provided by GPC No. 1 (City Quarter) to finance the redevelopment project at the former Camperdown Children's Hospital faced further delay in its repayment schedule as the borrower is seeking an equity partner to finance the development and repayment of the facilities provided.

Although the repayment of this loan was not as scheduled, the delay has not affected the profitability and recoverability of this transaction as the current value of the security provided for this loan has been assessed to be sufficient.

Shareholder returns

Basic earnings per share for the period was 17.57 cents per share as compared to 21.14 cents per share in the period to December 2003. Net assets of the group increased to $18.23 million as compared to $17.14 million as at 30 June 2004.

In term of shareholders' wealth, the net tangible asset backing per ordinary share increased to $1.53 as compared to $1.02 for the period to December 2003. This reflected the continuous growth in strength of the Company.

DIRECTORS' REPORT

Matters subsequent to the end of the reporting period

There are no matters or circumstances that have arisen since 31 December 2004 that has significantly affect, or may significantly affect:

  • (a) The consolidated entity's operations in the future financial years, or
  • (b) The result of those operations in future financial years, or
  • (c) The consolidated entity's state of affairs in the future financial years.

Auditor's Independence Declaration

A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 is set out on page 3.

Signed at Sydney this 28th day of February 2005 in accordance with a resolution of the Directors.

.......................................

.......................................

Alfred Wong Director

Danny Au-Yeung Director

Auditor's Independence Declaration

This declaration is made in connection with our half-year review of the Financial Report of Great Pacific Capital Limited for the period ended 31 December 2004 and in accordance with the provisions of the Corporations Act 2001.

We declare that, to the best of our knowledge and belief:

  • There have been no contraventions of the auditor independence $\bullet$ requirements of the Corporations Act 2001 in relation to the review; and
  • There have been no contraventions of the Code of Professional Conduct $\bullet$ of the Institute of Chartered Accountants in Australia.

Hall Chadwick Chartered Accountants Level 29, 31 Market Street Sydney, NSW 2000

Francis

Drew Townsend Date: 28 February 2005

STATEMENT OF FINANCIAL PERFORMANCE FOR THE HALF YEAR ENDED 31 DECEMBER 2004

Consolidated Consolidated
31 Dec 2004 31 Dec 2003
Notes $
Interest income 2 6,047,517 6,911,169
Interest expense $\overline{2}$ (2,621,941) (2,734,408)
Net interest income 3,425,576 4,176,761
Fee and commission income 3 1,477,579 801,308
Fee and commission expense 3 (122,005) (9,305)
Net fee and commission income 1,355,574 792,003
Other income 529 645
Rental income 125,000 77,969
Loss on disposal of asset (34, 659)
Deferred expense written off (6,250) (37,500)
Depreciation and amortisation expense (11, 467) (207,064)
Employee expense (268, 323) (250,702)
Lease and rental expense (212,907) (63, 740)
Legal and professional fees (991, 445) (408,007)
Other expenses from ordinary activities (135,790) (388, 253)
Profit from ordinary activities before income tax 3,245,838 3,692,112
Income tax expense relating to ordinary activities (1,157,093) (1,180,101)
Net profit attributable to members of the parent entity 2,088,745 2,512,011
Decrease in asset revaluation reserve (1,000,000)
Total changes in equity other than those resulting fromtransactions with owners as owners 1,088,745 2,512,011
Cents per share
Basic earnings per shareDiluted earnings per share 17.5717.57 21.1421.14

The above statement of financial performance is to be read in conjunction with the notes to the financial statements.

STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2004

Consolidated Consolidated
31 Dec 2004 30 Jun 2004
Note $ $
Assets
Cash and liquid assets 2,800,236 1,248,758
Receivables 23,587,549 19,862,643
Loans 12,770,463 18,226,959
Deferred tax assets 1,089,897 1,162,587
Investment -listed securities 5,120,000
Other assets 9,993 19,109
Property, plant and equipment 3,310,231 5,814,039
Total assets 48,688,369 46,334,095
Liabilities
Payables 1,672,591 2,927,368
Current tax liabilities 2,498,095 2,861,917
Provision - annual leave 38,800 28,265
Borrowings 22,606,046 20,141,911
Deferred tax liabilities 3,641,535 3,232,077
Total liabilities 30,457,067 29, 191, 538
Net assets 18,231,302 17, 142, 557
Equity
Share capital 4,735,500 4,735,500
Reserves 1,898,508 2,898,508
Retained profits 5 11,597,294 9,508,549
Total equity 18,231,302 17,142,557

The above statement of financial position is to be read in conjunction with the notes to the financial statements.

STATEMENT OF CASH FLOWS FOR THE HALF YEAR ENDED 31 DECEMBER 2004

Consolidated31 Dec 2004 Consolidated31 Dec 2003
$\mathbb S$ $
Cash flows from operating activities
Interest received 2,690,499 998,241
Interest paid (3,524,908) (1,868,337)
Fee received 1,181,518 1,827,500
Fee paid (122,005) (57, 741)
Operating receipts 125,000
Operating payments (3,099,010) (2,077,873)
Net cash used in operating activities (2,748,906) (1, 178, 210)
Cash flows from investing activities
Payment for investments (5,120,000)
Proceeds from sale of property 1,500,000
Proceeds from repayment of loans 12,907,483 12,728,773
Loans to developers and borrowers (7,450,988) (10,676,677)
Payment for option fees to purchase property (56, 244)
Payments for property, plant and equipment (247) (787, 574)
Net cash provided by investing activities 1,836,248 1,208,278
Cash flows from financing activities
Payment of dividends (534, 224)
Proceeds from borrowings 11,200,000 869,864
Repayments for borrowings (2,856,460)
Proceeds from issue of debenture/promissory notes 905,596 3,185,000
Redemption of promissory notes (6,785,000) (7,860,312)
Net cash provided by / (used in) financing activities 2,464,136 (4,339,672)
Net increase / (decrease) in cash held 1,551,478 (4,309,604)
Cash at the beginning of the financial period 1,248,758 5,253,682
Cash at the end of the financial period 2,800,236 944,078

The above statement of cash flows is to be read in conjunction with the notes to the financial statements.

NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF YEAR ENDED 31 DECEMBER 2004

1. Summary of significant accounting policies

Basis of preparation of financial report

This half year consolidated general purpose financial report has been prepared in accordance with the requirements of the Corporations Act 2001, Accounting Standards AASB1029: Interim Financial Reporting, and AASB1032: Specific Disclosure by Financial Institution, Urgent Issues Group Consensus Views and other authoritative pronouncements of the Australia Accounting Standard Board. This report should be read in conjunction with the annual financial report for the year ended 30 June 2004 and any pronouncements made by Great Pacific Capital Limited and its controlled entities during the half year in accordance with continuous disclosure requirements arising under the Corporations Act 2001 and Australian Stock Exchange Listing Rules.

Accounting policies adopted has been consistently applied and are consistent with those applied in the 30 June 2004 annual report, unless otherwise specified.

This half year report does not include full disclosures of the type normally included in an annual financial report.

(a) Adoption of Australian Equivalents to International Financial Reporting Standards

The introduction of International Financial Reporting Standards (IFRS) effective for financial years commencing 1 January 2005, requires the production of accounting data for future comparative purposes at the beginning of the next financial year.

The economic entity's management are continuing to assess the significance of these changes and preparing for their implementation.

The directors are of the opinion that there are no further key differences in the economic entity's accounting policies, which will arise from the adoption of IFRS, other than those disclosed in the 30 June 2004 annual report.

NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF YEAR ENDED 31 DECEMBER 2004

S$2. Interest income and expenseInterest incomeLoans and advances6,826,3866,030,15484,78317,3636,047,517Total interest income6,911,169Interest expenseBorrowings2,569,0512,734,308Other52,8901002,621,9412,734,408Total interest expense3. Fee and commission income and expenseFee and commission income27,500Management feeSuccess fee1,477,579525,000Guarantor fee248,808Total fee and commission income801,3081,477,579Fee and commission expenseApplication fee89,955Arranger fee32,0509,3059,305Total fee and commission expense122,005 Consolidated31 Dec 2004 Consolidated31 Dec 2003
Other
Commission

4. Dividends

No dividends were declared in respect of the half year ending 31 December 2004.

Consolidated31 Dec 2004 Consolidated30 Jun 2004
5. Retained profits
Balance at the beginning of the period 9,508,549 4,987,357
Net profit attributable to the members of Great Pacific Capital LimitedTransaction with owners as owners: 2,088,745 5.115.468
- dividends paid or provided for $\qquad \qquad \blacksquare$ (594,276)
Balance at the end of the period 11,597,294 9,508,549

NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF YEAR ENDED 31 DECEMBER 2004

6. Segment information

The consolidated entity operates in one geographical segment, being Australia and in one business segment, being the provision of subordinated debt facilities in funding residential and commercial property development.

7. Events occurring after reporting date

There are no matters or circumstances that have arisen since 31 December 2004 that have significantly affect, or may significantly affect:

  • (a) The consolidated entity's operations in the future financial years, or
  • (b) The result of those operations in future financial years, or
  • (c) The consolidated entity's state of affairs in the future financial years.

8. Contingencies

Litigations

In the normal course of business operations, Great Pacific Capital Limited and its controlled entities enter into various types of business contracts that may give rise to contingent liabilities. As at 31 December 2004, there was one outstanding legal claim detailed as follows:

  1. The administrators of Thin seam Mining Pty Ltd, a mining contractor in the Bellambi West Colliery before its acquisition by Bellpac Pty Ltd, started a claim for the indemnity of cost incurred during the administration process. The cost incurred was estimated to be about $800,000 although there has been no claim for a specific amount. The Company denied the existence of such as indemnity. Hearing of this case before the Supreme Court was completed on 11 February 2005 with final judgement to be delivered in three weeks time. The Directors have received legal advice stating that the prospects of the judgement falling in the Company's favour are good.

The claims for wrongful termination of an employment contract lodged by a former employee of Bellpac Pty Ltd as disclosed in the 30 June 2004 annual report had been dropped.

Guarantees Provided

Some entities within the consolidated entity have provided guarantees to third parties in relation to the performance and obligations of certain borrowers in respect to a certain loan facility. The guarantee is for the term of the facility which is 3 years. The consolidated entity charges guarantee fees based on the amount of the facility for providing such guarantee.

The total value of the facilities provided whereby guarantees have been provided to third parties amounted to $29 million. This amount represents the maximum exposure to the consolidated entity.

DIRECTORS' DECLARATION

In the opinion of the Directors of Great Pacific Capital Limited:

  • the financial statements and notes, set out on pages 4 to 9, are in accordance with the Corporations Act $(a)$ 2001:
    • give a true and fair view of the financial position of the Company and consolidated entity as at 31 $(i)$ December 2004 and of their performance for the half year ended on that date; and
    • $(ii)$ comply with Accounting Standards and the Corporations Regulations 2001; and
  • there are reasonable grounds to believe that the Company will be able to pay its debts as and when they $(b)$ become due and payable.

Signed at Sydney this 28th day of February 2005 in accordance with a resolution of the Directors.

Danny Au-Yeung Director

Alfred Wong Director

INDEPENDENT REVIEW REPORT TO THE MEMBERS OF GREAT PACIFIC CAPITAL LIMITED

Scope

The financial report and directors' responsibility

The financial report comprises the statement of financial position, statement of financial performance, statement of cash flows and accompanying notes to the financial statements for the consolidated entity comprising Great Pacific Captal Limited ("the company") and the entities it controlled during the half-year ended 31 December 2004, and the Directors' declaration for the company, for the half-year ended 31 December 2004.

The directors of the company are responsible for the preparation and the true and fair presentation of the financial report that complies with Accounting Standard AASB 1029 "Interim Financial Reporting" and the Corporations Act 2001. This includes responsibility for the maintenance of adequate accounting records and internal controls that are designed to prevent and detect fraud and error, and for the accounting policies and accounting estimates inherent in the financial report.

Review approach

We conducted an independent review of the financial report in order for the company to lodge the financial report with the Australian Stock Exchange and the Australian Securities and Investments Commission.

Our review was conducted in accordance with Australian Auditing Standards applicable to review engagements, 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 is not presented fairly in accordance with the Corporations Act 2001, Accounting Standard AASB 1029 "Interim Financial Reporting" and other mandatory professional reporting requirements in Australia, so as to present a view which is consistent with our understanding of the consolidated entity's financial position, and of its performance as represented by the results of its operations and cash flows.

A review is limited primarily to inquiries of company personnel and analytical procedures applied to the financial data. These procedures do not provide all the evidence that would be required in an audit, thus the level of assurance is less than given in an audit. We have not performed an audit, and accordingly, we do not express an audit opinion.

Independence

In conducting our review, we followed the applicable independence requirements of Australian professional ethical pronouncements and the Corporations Act 2001.

Statement

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 Great Pacific Capital Limited is not in accordance with:

  • the Corporations Act 2001, including: $\mathbf{a}$
    • giving a true and fair view of the financial position of the consolidated entity at 31 i. December 2004 and of its performance for the half-year ended on that date; and
    • complying with Accounting Standard AASB 1029 "Interim Financial Reporting" and ii. the Corporations Regulations 2001; and
  • b. other mandatory professional reporting requirements in Australia.

Hall Chadwick Chartered Accountants Level 29, 31 Market Street Sydney, NSW 2000

DREW TOWNSEND Partner Date: 28 February 2005