RTG Mining Inc. — Interim / Quarterly Report 2014

Nov 12, 2014

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I n t e r i m F i n a n c i a l S t a t e m e n t s

F o r t h e n i n e m o n t h s e n d e d 3 0 S E P T E M B E R 2 0 1 4

RTG MINING INC.

Level 2, 338 Barker Road, Subiaco WA 6008 Website: www.rtgmining.com

1

NOTICE OF NO AUDITOR REVIEW OF INTERIM FINANCIAL STATEMENTS

The interim financial report for RTG Mining Inc. (“RTG” or the “Company”) is a general purpose condensed financial report which has been prepared in accordance with the requirements of International Accounting Standard 34 (“IAS 34”) as issued by the International Accounting Standards Board. The consolidated financial statements have also been prepared on a historical cost basis and are presented in United States Dollars (US$). These financial statements are the responsibility of management and have not been reviewed by the auditors. The most significant accounting principles have been set out in the audited financial statements and Annual Information Form dated 31 March 2014 for the period ended 31 December 2013 and the related notes thereto. A precise determination of many assets and liabilities is dependent on future events. Therefore, estimates and approximations have been made using careful judgment. Recognizing that the Company is responsible for both the integrity and objectivity of the financial statements, management is satisfied that these financial statements have been fairly presented.

For further information please contact:

Ryan Gurner Chief Financial Officer and Company Secretary Telephone: +61 8 6489 2900 Fax: +61 8 6489 2920

2

CORPORATE DIRECTORY

DIRECTORS:

Michael J Carrick Justine A Magee David A T Cruse Phillip C Lockyer Robert N Scott

Mathew G Syme (Appointed 4 June 2014, retired 9 September 2014)

SECRETARY:

Ryan P Gurner (Appointed: Sept 9, 2014) Hannah C Hudson (Resigned: Sept 9, 2014)

SHARE REGISTER:

Australian Register

Computershare Investor Services Pty Limited Level 2 45 St Georges Terrace Perth WA 6000

Telephone: 1300 557 010 or + 61 8 9323 2000 Facsimile: + 61 8 9323 2033

Canadian Register

PRINCIPAL OFFICE:

Level 2 228 Barker Road Subiaco WA 6008 AUSTRALIA

TELEPHONE: +61 8 6489 2900 FACSIMILE: +61 8 6489 2920

BANKERS:

Australia and New Zealand Banking Group Limited 77 St Georges Terrace Perth WA 6000

AUDITORS:

BDO Australia Ltd 38 Station Street Subiaco WA 6008

STOCK EXCHANGE:

Computershare Investor Services Inc 100 University Ave, 11th Floor Toronto Ontario M5J2Y1 Canada

Telephone: +1 416 263 9449 Facsimile: +1 416 981 9800

LAWYERS

K&L Gates Level 32 44 St Georges Terrace Perth WA 6000

Blake, Cassels & Graydon Suite 2600 3 Bentall Centre 59 Burrard Street Vancouver, B.C. Canada V7X 1L3

Australian Securities Exchange Limited Exchange Code : RTG – Fully paid ordinary shares

Toronto Stock Exchange Inc Exchange Code: RTG – Fully paid ordinary shares

3

RTG MINING INC. CONSOLIDATED STATEMENT OF PROFIT AND LOSS AND OTHER COMPREHENSIVE INCOME

Unaudited - Prepared By Management

For the nine months ended 30 September

		Consolidated	Consolidated	Consolidated	Consolidated	Consolidated
		3	months	3 months	9 months	9 months
		ended 30 Sept,		ended 30 Sept,	ended 30 Sept,	ended 30 Sept,
	Note		2014	2013	2014	2013
			US$	US$	US$	US$
Continuing Operations
Income	3		10,200	12,444	28,124	22,773
Exploration and
evaluation expenditure	3(a)		-	(45,381)	-	(192,339)
Operating expenses	3(c)		-	(181,959)	-	(1,641,377)
Business development	3(b)	(456,517)		(355,721)	(1,173,444)	(1,072,567)
Foreign exchange
gains/(losses)		(144,229)		188,378	(323,477)	(111,181)
Administrative expenses	3(d)	(857,890)		(1,056,194)	(2,944,789)	(4,881,475)
Share of loss of
associate		(312,251)		-	(439,136)	-
Borrowing costs			-	-	-	(69,961)
Loss from continuing
operations		(1,760,687)		(1,438,433)	(4,852,722)	(7,946,127)
Income tax benefit			-	-	-	-
Loss for the period		(1,760,687)		(1,438,433)	(4,852,722)	(7,946,127)
Other comprehensive
income for the period
Share of gain on
translation of associates			96,532	-	96,532	-
Exchange differences on
translation of foreign
operations		(102,619)		-	(84,450)	-
Total comprehensive
income/(loss) for the
period		(1,766,774)		(1,438,433)	(4,840,640)	(7,946,127)
Earnings per share for loss attributable			to the
ordinary equity holders	of the	company
Basic loss per share
(cents)			(0.27)	(0.44)*	(8.31)	(2.44)*
Diluted loss per share
(cents)			(0.27)	(0.44)*	(8.31)	(2.44)*

*On 28 May 2014, the Company completed a 1:10 share consolidation.

The above consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.

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RTG MINING INC. CONSOLIDATED STATEMENT OF FINANCIAL POSITION

Unaudited – Prepared By Management As at

BALANCE SHEET Note ASSETS Current Assets Cash and cash equivalents 4 Trade and other receivables Prepayments Total Current Assets Non-Current Assets Property, plant and equipment Investment in associates 5 Available for sale financial assets Loans to associates Derivative financial asset Total Non-Current Assets TOTAL ASSETS LIABILITIES Current Liabilities Trade and other payables Total Current Liabilities TOTAL LIABILITIES NET ASSETS SHAREHOLDER’S EQUITY Issued capital 6(a) Reserves 6(b) Accumulated losses TOTAL SHAREHOLDER’S EQUITY	30 September 2014 31 December 2013 US$ US$ 5,251,764 10,987,534 596,350 276,255 25,233 187
	5,873,347 11,263,976
	238,824 362,329 83,616,951 - 1,841,854 1,841,854 1,408,722 - 1,330,228 1,330,228
	88,436,579 3,534,411
	94,309,926 **14,798,387 **
	361,339 208,625
	361,339 208,625
	361,339 208,625
	93,948,587 **14,589,762 **
	113,900,139 34,162,759 3,313,210 (1,160,957) (23,264,762) (18,412,040)
	93,948,587 14,589,762

The above consolidated statement of financial position should be read in conjunction with the accompanying notes.

5

RTG MINING INC. CONSOLIDATED STATEMENT OF CASH FLOWS

Unaudited – Prepared By Management

Note Cash flows from operating activities Payments to suppliers and employees Exploration costs Interest received Net cash outflow from operating activities Cash flows from investing activities Payments for property, plant & equipment Loans to associates Cash acquired at acquisition net of expenses Net cash inflow/(outflow) from investing activities Cash flows from financing activities Proceeds from issue of shares Proceeds from exercise of options Capital raising costs Loan funds received Loan principal repaid Borrowing costs Net cash inflow from financing activities Net increase / (decrease) in cash and cash equivalents	Three months ended Nine months ended Sept 30, 2014 Sept 30, 2013 Sept 30, 2014 Sept 30, 2013 US$ US$ US$ US$ (1,101,171) (2,080,740) (4,171,217) (4,652,962) - (45,381) - - 4,013 12,441 28,124 22,773
	(1,097,158) (2,113,680) (4,143,093) (4,630,189)
	(946) (240,325) (14,405) (253,982) (765,052) - (1,408,722) - 24,429 - 263,371 -
	(741,569) (240,325) (1,159,756) (253,982)
	- - -20,660,939 240 - 240 - - - - (991,534) - - - 596,109 - - -(2,500,000) - - - (112,606)
	240 - 240 17,652,908
	(1,838,487) (2,354,005) (5,302,609) 12,768,737

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RTG MINING INC. CONSOLIDATED STATEMENT OF CASH FLOWS (cont.)

Unaudited – Prepared By Management

Note Net increase / (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of the period Reclassification cash to receivable Effects of exchange rate fluctuations on the balances of cash held in foreign currencies Cash and cash equivalents at end of the financial period 4	Three months ended Nine months ended Sept 30, 2014 Sept 30, 2013 Sept 30, 2014 Sept 30, 2013 US$ US$ US$ US$ (1,838,487) (2,354,005) (5,302,609) 12,768,737 7,234,480 14,988,172 10,987,534 174,539 - - (109,684) - (144,229) 188,378 (323,477) (120,731)
	5,251,764 12,822,545 5,251,764 12,822,545

The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.

7

RTG MINING INC. CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

Unaudited – Prepared By Management

For the nine months ended 30 September 2014

				Foreign
		Acquisition	Share based	Currency	Accumulated
	Issued	reserve	payment	Translation	Losses
	Capital	US$	reserve	Reserve	US$	Total
	US$		US$	US$		US$
Balance at 1 January 2014	34,162,759	(4,300,157)	3,139,200	-	(18,412,040)	14,589,762
Other comprehensive
income/(loss)
Share of gain on translation of
associates	-	-	-	96,532	-	96,532
Exchange differences on
translation of foreign operations	-	-	-	(84,450)	-	(84,450)
(Loss) for the period	-	-	-	-	(4,852,722)	(4,852,722)
Total comprehensive income
/(loss) for the period	-	-	-	12,082	(4,852,722)	(4,840,640)
Transactions with owners in
their capacity as owners:
Share issue under Scheme	79,737,140	-	-	-	-	79,737,140
Option issue under Scheme	-	-	4,462,085	-	-	4,462,085
Exercise ofoptions	240	-	-	-	-	240
At 30 September 2014	113,900,139	(4,300,157)	7,601,285	12,082	(23,264,762)	93,948,587

The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.

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RTG MINING INC. CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (cont.)

Unaudited – Prepared By Management

For the nine months ended 30 September 2013

For the nine months ended 30 September 2013
Issued Capital US$ Acquisition reserve US$	Share based payment reserve US$	Accumulated losses US$ Total US$
Balance at 1 January 2013 14,493,355 (4,300,157) (Loss)forthe period - -	1,224,000 -	(11,023,106) 394,093 (7,946,127) (7,946,127)
Total comprehensive (loss) for the period - - Shares acquired upon merger 2 - Shares issued under employee loan share plan - - Shares issued on private placement 20,660,936 - Share issue costs (991,534) -	- - 1,915,200 - -	(7,946,127) (7,946,127) - 2 - 1,915,200 - 20,660,936 - (991,534)
At 30 September 2013 34,162,759 (4,300,157)	3,139,200	(18,969,233) 14,032,569

The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.

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NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS For the period ended 31 March 2014

Unaudited – Prepared By Management

1. CORPORATE INFORMATION

The interim financial report of RTG Mining Inc. (“the Company”, “RTG”, “the Group” or “the Entity”) is presented as at 30 September 2014 and for the period 1 January 2014 to 30 September 2014.

RTG Mining Inc. was incorporated on 27 December 2012 and is domiciled in the British Virgin Islands. Its registered address is Jayla Place, Wickhams Cay I, Road Town, Tortola, VG1110 British Virgin Islands. On 28 March 2013, Ratel Group and RTG completed the merger (the “Merger”) of Ratel Group and Ratel Merger Ltd., a wholly-owned subsidiary of RTG. As a result, the surviving corporation formed by the Merger is a wholly-owned subsidiary of RTG. The principal activity of the Group during the period consisted of mineral exploration and development.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

( a) Basis of Accounting

The interim financial report is a general purpose condensed financial report which has been prepared in accordance with the requirements of International Accounting Standard 34 (“IAS 34”) as issued by the International Accounting Standards Board. The consolidated financial statements have also been prepared on a historical cost basis and are presented in United States Dollars (US$).

RTG Mining Inc. was incorporated on 27 December 2012 and is domiciled in the British Virgin Islands. On 28 March 2013, Ratel Group and RTG completed the merger (the “Merger”) of Ratel Group and Ratel Merger Ltd., a wholly-owned subsidiary of RTG. As a result, the surviving corporation formed by the Merger became a wholly-owned subsidiary of RTG. On 15 April 2013 the restructuring transaction was fully completed along with the satisfaction of the escrow release conditions pursuant to the private placement (the “Private Placement”) of 162,538,641 subscription receipts of RTG at C$0.13 each, raising gross proceeds in the order of C$21.1M. As a result, the previously issued ordinary shares of Ratel Group (the “Ratel Shares”) were exchanged for ordinary shares of RTG (the “RTG Shares”) the surviving corporation formed by the Merger became a wholly-owned subsidiary of RTG; and the 162,538,641 previously issued subscription receipts were automatically converted (for no additional consideration) into 162,538,641 RTG Shares and the gross proceeds of the Private Placement, less the commission paid to Haywood Securities Inc. as agent under the Private Placement and less the fees paid to the subscription receipt agent under the Private Placement, were released to RTG. The RTG Shares began trading on the TSX under the former symbol for the Ratel Shares, “RTG”, effective as of the open of markets on April 15, 2013.

During the 2013 calendar year, RTG changed its financial year end from 30 June to 31 December.

(b) Significant accounting policies

The interim consolidated financial statements have been prepared using the same accounting policies as used in the financial statements for the period ended 31 December 2013 contained in the audited financial statements for RTG Mining Inc. dated 31 March 2014.

3 INCOME Interest income	3 months ended Sept 30, 2014 3 months ended Sept 30, 2013 9 months ended Sept 30, 2014 9 months ended Sept 30, 2013 US$ US$ US$ US$ 10,200 12,444 28,124 22,773
	10,200 12,444 28,124 22,773

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3 EXPENSES

(a) Exploration & evaluation Employee benefits Motor vehicle expenses Exploration and drilling costs Rental expense Other	3 months ended Sept 30, 2014 3 months ended Sept 30, 2013 9 months ended Sept 30, 2014 9 months ended Sept 30, 2013 US$ US$ US$ US$ - 34,245 - 88,134 - 2,638 - 2,638 - - - 8,177 - 8,498 - 5,878 - - - 87,512 - 45,381 - 192,339

The Company sold its interest in the Mkushi Copper Project in October 2013 and has entered into an unconditional Share Sale and Purchase Agreement for the sale of its interest in the Segilola Gold Project, hence there is no exploration and evaluation expenditure during the current period.

(b) Business development Travel Employee Fees Other (c) Operating expenses Provision for JV partner receivable Consultants fees Depreciation Employee benefits Other	US$ US$ US$ US$ 266,073 84,145 496,739 598,046 120,310 135,122 413,389 373,293 70,134 136,454 263,316 101,228
	456,517^ 355,721 1,173,444 **1,072,567 **
	US$ US$ US$ US$ - - - 1,181,194 - 119 - 119 - 105,147 - 210,203 - 45,389 - 194,582 - 31,304 - 55,279
	- 181,959 - 1,641,377

The Company sold its interest in the Mkushi Copper Project in October 2013, it’s only operating project, hence there are no operating costs in the current period.

(d) Administrative expenses Audit & accounting fees Employee and directors fees Loan share plan embedded option expense Legal fees Listing and shareholder reporting costs Consultants Office rental Computer support Depreciation Other	US$ US$ US$ US$ 56,207 - 66,061 73,474 543,548 320,985 1,368,158 1,387,513 - - - 1,915,200 - 639,511 506,153 1,244,123 11,065 5,902 164,379 143,735 96,693 - 136,031 - 16,970 48,202 249,078 48,202 6,450 13,775 42,034 41,749 2,595 11,365 23,139 27,479 124,362 16,454 389,756 -
	857,890^ 1,056,194 2,944,789 4,881,475

^During the September 2014 quarterly there has been a reclassification of expenditure between business development payments and administration relative to the treatment in the profit and loss.

.

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4. CASH AND CASH EQUIVALENTS

Cash at bank and on hand	Sept 30, Dec 31, 2014 2013 US$ US$ 5,251,764 10,987,534
	5,251,764 10,987,534

5. INVESTMENT IN ASSOCIATES

On 4 June 2014, RTG completed the implementation of the schemes of arrangement (the “Schemes”) pursuant to the terms of the previously-announced Scheme Implementation Deed dated February 24, 2014 (the “Deed”) between RTG and Sierra Mining Limited (“Sierra”) to acquire all of the outstanding securities of Sierra.

Pursuant to the Schemes, RTG has acquired a direct 40% interest in each of Mt Labo Exploration & Development Corporation, St Ignatius Exploration and Mineral Resources Corporation, Bunawan Mining Corporation and Oz Metals Exploration and Development Corporation and a further indirect 24% interest in Mt Labo Exploration and Development Corporation. As the acquisition of Sierra is not deemed a business acquisition, the transaction must be accounted for as a share based payment for the net assets acquired.

The consideration payable was 79,063,206 ordinary RTG shares and 8,784,854 RTG listed options. Details of the fair value of the assets and liabilities acquired as at 4 June 2014 are as follows:

Purchase consideration comprised 79,063,206 ordinary shares 8,784,854 listed options Total consideration Costs associated with acquisition	Sept 30, 2014 US$ 79,737,140 4,462,085
	84,199,225 1,064,295
	85,263,520

*Share issue price C$1.10, option issue value C$0.554

Net assets acquired Cash and cash equivalents Trade and other receivables Investment in associate Trade and other payables Fair value of identifiable net assets Cash inflow on acquisition Net cash at acquisition date Direct costs related to acquisition	Recognised at acquisition US$ Carrying value US$ 1,327,666 1,327,666 349,015 349,015 83,959,555(1) 1,366,798	Recognised at acquisition US$ Carrying value US$ 1,327,666 1,327,666 349,015 349,015 83,959,555(1) 1,366,798
	85,636,236 3,043,479 (372,716) (372,716)
	85,263,520 2,670,763
		1,327,666 (1,064,295)
		263,371

(1) Investment in associate at acquisition date

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Opening balance - Investment in associate Share of net loss of associate Share of gain on translation of associates	Sept 30, 2014 US$ 83,959,555 (439,136) 96,532
	**83,616,951 **

6. SHAREHOLDERS EQUITY

	Sept 30,	Dec 31,
	2014	2013
	Number	Number
(a) Issued and paid up capital:
Issued and fully paid shares	111,973,237	326,538,643
Movements in contributed equity during the past nine months were as follows:
Ordinary Shares	Number	US$
Opening balance at 1 January 2014	326,538,643	34,162,759
Share consolidation 1:10	(293,884,779)	-
Share issues in relation to scheme	79,319,206	79,737,140
Exercise of options	167	240
Total shares on issue at 30 September 2014	**111,973,237 **	113,900,139
(b) Reserves
	Sept 30,	Dec 31,
	2014	2013
	US$	US$
Acquisition reserve	(4,300,157)	(4,300,157)
Share based payment reserve	7,601,285	3,139,200
Foreign currency translation reserve	12,082	-
	3,313,210	(1,160,957)
(c) Options
Movements in the number of listed options during the nine month period are as follows:
(i) Listed options	Number	US$
Opening balance at 1 January 2014	-	-
Options issued under Scheme*	8,784,854	4,462,085
Options exercised during the period	(167)	-
Total options on issue at 30 June 2014	**8,784,687 **	4,462,085
*Issued in relation to the Scheme

7. DIVIDENDS

No dividends have been paid or provided for during the period.

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8. LOANS TO ASSOCIATES

On 4 June 2014, RTG completed the implementation of the schemes of arrangement (the “Schemes”) pursuant to the terms of the previously-announced Scheme Implementation Deed dated February 24, 2014 (the “Deed”) between RTG and Sierra Mining Limited (“Sierra”) to acquire all of the outstanding securities of Sierra.

Pursuant to the Schemes, RTG acquired all of the outstanding shares of Sierra (“Sierra Shares”) and all of the outstanding listed options of Sierra (“Sierra Options”), and issued as consideration:

• to eligible shareholders of Sierra, 3 new ordinary shares of RTG (“RTG Shares”) for every 10 Sierra Shares held and 1 new share purchase option of the Company (“RTG Option”) for every 30 Sierra Shares held; and

• to eligible option holders of Sierra, 2 RTG Shares for every 10 Sierra Options held and 2 RTG Options for every 90 Sierra Options held.

The Company also acquired all unlisted Sierra Options (“Sierra Unlisted Options”), and issued as consideration to such holders of Sierra Unlisted Options:

• 1 RTG Share for every 10 Sierra Unlisted Options exercisable at $0.20 each on or before July 1, 2014, together with 1 RTG Option for every 90 Sierra Unlisted Options held; and

• 1 RTG Share for every 20 Sierra Unlisted Options exercisable at $0.25 each on or before July 1, 2015, together with 1 RTG Option for every 180 Sierra Unlisted Options held.

Pursuant to the Schemes, RTG has acquired a direct 40% interest in each of Mt Labo Exploration & Development Corporation, St Ignatius Exploration and Mineral Resources Corporation, Bunawan Mining Corporation and Oz Metals Exploration and Development Corporation and a further indirect 24% interest in Mt Labo Exploration and Development Corporation.

During the period, the Group provided advances totalling $1,408,722 to associates; $1,122,364 for costs relating to Mt Labo Joint Venture, and $286,358 to Bunawan Mining Corporation.

9. FAIR VALUE MEASUREMENT

The Group measures the following assets at fair value on a recurring basis: Available for sale financial assets Derivative financial assets

Fair value hierarchy

IFRS 13 requires disclosures of fair value measurements by level of the following fair value measurement hierarchy.

Level 1 – quoted prices (unadjusted) in active markets for identical assets or liabilities Level 2 – inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly or indirectly.

Level 3 – inputs for the asset or liability that are not based on observable market data (unobserved inputs).

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Recognised fair value measurements

The following table presents the Group’s assets measured at fair value at 30 September 2014.

At 30 September 2014
	Level 1	Level 2	Level 3	Total
	US$	US$	US$	US$
Available for sale financial asset
	-	-	1,841,854	1,841,854
Derivative financial asset
	-	-	1,330,228	1,330,228
Total financial assets
	-	-	3,172,082	3,172,082

Disclosed fair values

Valuation techniques used to derive level 2 and level 3 fair values

The fair value of financial instruments that are not traded in an active market is determined using valuation techniques. The valuation techniques maximize the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all the specific inputs required to fair value an instrument are observable, the instrument is classified as level 2. If one or more of the significant inputs is not based on market observable data, the instrument is classified as level 3. The Entity holds an investment and convertible note receivable from Elephant Copper Limited, an unlisted entity. The investment in Elephant Copper Limited was valued on RTGs 18% interest in Elephant Copper Limited’s net asset carrying value, which is considered to Elephant Copper Limited’s fair value of $10M, based on audited information and an independent valuation. The convertible note valuation was based on the investment interest RTG is entitled to receive in Elephant Copper Limited’s net asset carrying value, should RTG elect to receive the convertible note receivable in the form of shares. Hence these items have been classified as Level 3 as there is no active market to be able to observe the fair market value of the shares to determine the fair values used for the financial instruments.

The following table presents the changes in level 3 items for the period ended 30 September 2014.

Opening balance at 1 January 2014 Convertible note Total financial assets Acquisitions At 30 September 2014	Available for sale financial assets Derivative financial asset Total US$ US$ US$ 1,841,854 1,330,228 3,172,082 - - -
	- - - - - -
	1,841,854 1,330,228 3,172,082

Fair value of other financial instruments not measured at fair value

The carrying amounts of trade receivables and payables are assumed to approximate their fair values due to their short term nature. The loans to associates are currently not carried at fair value, however any potential differences between the carrying value and fair value would be considered immaterial.

10. SEGMENT INFORMATION

The Consolidated Entity operates in one segment, being mineral exploration in the Philippines. This is the basis in which reports are provided to Directors for assessing performance and determining the allocation of resources within the Consolidated Entity.

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11. COMMITMENT AND CONTINGENCIES

Operating lease commitment

	Payments	due by period
Contractual	Total	Less than 1	1-3 years	4-5 years	More than
obligations		year			5 years
Lease obligations1	361,462	206,550	154,912	-	-
Total contractual
obligations	361,462	206,550	154,912	-	-

1 Corporate office lease payments due.

There has been no change in contingent liabilities since last reporting date.

12. RELATED PARTY TRANSACTIONS

During the period to 30 September 2014, the Company entered into transactions with related parties in the wholly-owned group:

• Loans of $97,275 were advanced on short term inter-company accounts; and

• Loans of $1,408,722 were advanced to associates, $1,122,364 for costs relating to Mt Labo Joint Venture, and $286,358 to Bunawan Mining Corporation.

These transactions were undertaken on the following terms and conditions:

• loans are repayable at call; and

• no interest is payable on the loans at present.

Controlling entity

The ultimate controlling entity in the wholly owned group is RTG Mining Inc.

13. EVENTS AFTER BALANCE SHEET DATE

There were no significant events that occurred after balance date.

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