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RUMBLE RESOURCES LIMITED Annual Report 2017

Sep 28, 2017

65736_rns_2017-09-28_7850ad69-c353-4093-a9a5-d2f10dd03d51.pdf

Annual Report

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ABN 74 148 214 260

& Controlled Entities

Annual Financial Report

For the year ended 30 June 2017

Rumble Resources Ltd & Controlled Entities CONTENTS

Directors’ Report including Remuneration Report 1
Corporate Governance Statement 11
Auditor’s Independence Declaration 12
Independent Auditor’s Report 13
Consolidated Statement of Profit or Loss and Other Comprehensive Income 17
Consolidated Statement of Financial Position 18
Consolidated Statement of Changes in Equity 19
Consolidated Statement of Cash Flows 20
Notes to the Financial Statements 21
Directors’ Declaration 45
ASX Additional Information 46
Schedule of Mineral Tenements 49

Rumble Resources Ltd & Controlled Entities CORPORATE DIRECTORY

PRINCIPAL AND REGISTERED OFFICE

Rumble Resources Ltd Suite 9, 36 Ord Street West Perth, WA 6005 Tel: 08 6555 3980 Fax: 08 6555 3981 Email: [email protected] Web: www.rumbleresources.com.au

STOCK EXCHANGE

Australian Securities Exchange Limited Level 40, Central Park 152-158 St Georges Terrace Perth WA 6000 STOCK EXCHANGE CODE – RTR

DIRECTORS

Shane Sikora – Managing Director Brett Keillor – Executive Director Matthew Banks – Non-Executive Director Michael Smith – Non-Executive Director

COMPANY SECRETARY

Steven Wood

SHARE REGISTRAR

Advanced Share Registry 150 Stirling Hwy, Nedlands WA 6009 Tel: 08 9389 8033 Fax: 08 9389 7871 Web: www.advancedshare.com.au

AUDITORS

Bentleys Level 3, 216 St Georges Terrace Perth WA 6000

LAWYERS

Bellanhouse Legal Suite 1, 6 Richardson Street West Perth, Western Australia 6005

BANKERS

NAB 1232 Hay Street West Perth, WA

Rumble Resources Ltd & Controlled Entities

DIRECTORS’ REPORT

Your Directors present the following report on Rumble Resources Limited and controlled entities (referred to hereafter as “The Company”) for the financial year ended 30 June 2017.

DIRECTORS

The names of directors in office at any time during or since the end of the year are:

  • Shane Sikora (Managing Director)

  • Andrew McBain (Non-Executive Director) – Resigned 24 November 2016

  • Brett Keillor (Executive Director) – Appointed 24 November 2016

  • Matthew Banks (Non-Executive Director)

  • Michael Smith (Non-Executive Director)

Unless noted above, all directors have been in office since the start of the financial year to the date of this report.

COMPANY SECRETARY

Mr Steven Wood held the position of company secretary during the financial year. Details of Mr Wood’s experience are set out below under Information on Directors’.

PRINCIPAL ACTIVITIES

The principal activity of the Company during the financial year was the acquisition and exploration and evaluation of base and precious metal projects.

OPERATING RESULTS

The loss of the Company after providing for income tax amounted to $784,894 (2016: $2,318,345).

FINANCIAL POSITION

As at 30 June 2017 the Company had a cash balance of $1,621,110 (2016: $1,390,667) and a net asset position of $4,415,819 (2016: $5,200,713).

DIVIDENDS PAID OR RECOMMENDED

No dividends have been paid, and the directors do not recommend the payment of a dividend for the financial year ended 30 June 2017.

SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS

Other than as disclosed in this report, no significant changes in the state of affairs of the Group occurred during the financial year.

EVENTS AFTER THE REPORTING PERIOD

On 6 July 2017, 34,364,138 fully paid ordinary shares were issued for total consideration of $1,030,924 in respect of a capital raising announced to the ASX on 27 June 2017. Additionally, 1,500,000 unlisted options exercisable at $0.08 on or before 6 July 2019 were issued to the lead manager in accordance with a capital raising mandate.

On 7 September 2017 the Company announced that it had signed a binding option agreement to acquire up to 70% of the Barramine Project. Further details in respect of the option agreement are available in the Company’s ASX announcement on that date.

On 24 August 2017, at a General Meeting of shareholders of the Company, shareholders approved via resolution the issue 1,500,000 fully paid ordinary shares at $0.03 cents per share in respect of the capital raising previously announced to the ASX on 27 June 2017, and the issue of 4,000,000 unlisted options to Mr Brett Keillor. These securities were subsequently issued on 8 September 2017.

– 1 –

DIRECTORS’ REPORT

Rumble Resources Ltd & Controlled Entities

The Company announced on 28 September 2017 that it requested a trading halt with respect to an earn-out joint venture agreement with respect to a package of the Company’s tenements. The Company expects to release an announcement and be released from its trading halt on Monday 2 October 2017

No other matters or circumstances have arisen since the end of the period which significantly affected or may significantly affect the operations of the Company, the results of those operations, or the state of affairs of the Company in future financial years.

REVIEW OF OPERATIONS

During the Period the Rumble Board implemented a clear strategy to proactively identify and review acquisition opportunities in the resource sector to complement the Company's existing projects and activities.

The technical reviews of these projects were completed in line with the stringent criteria set out by the Board, including targeting more advanced and near term production assets.

A key component of the strategy was to identify an appoint a highly credentialed Technical Director that has firstly been successful in discovering world class deposits and secondly has the experience in building exploration companies into successful mining companies.

Upon acquisition of a project, Rumble’s strategy is to then follow a methodical approach in systematically unlocking the project technically to ensure we provide the best opportunity for our shareholders in finding a company making discovery.

Appointment of Brett Keillor as Technical Director

In line with our strategy, in November 2016 Rumble appointed revered exploration geologist Brett Keillor as Technical Director.

Mr Brett Keillor is a geologist with over 30 years’ experience in the mining industry, working across a diverse range of commodities with expertise in targeting large deposits and identifying company making projects. He worked on and reviewed exploration and development projects across the globe with Resolute Mining and was recently Chief Geologist (Gold) for the Independence Group (ASX: IGO) from 2002 to 2015. Importantly Brett was involved in both Resolute and IGO from their infancy as exploration companies through to becoming successful mining companies.

Brett has been instrumental in discovering seven significant deposits globally. He was involved from the original grass-roots survey until the first year of gold production of the Marymia gold deposit (1987 to 1994) and completed the original soil sampling and prospecting program that outlined the Plutonic gold deposit in 1987. Brett initiated exploration with Indee that led to the discovery of seven gold deposits in the Mallina Shear Zone and completed the original targeting that led to the discovery of the Tropicana gold deposit for Independence Group. In recent years Brett played a significant part in the discovery of the Bibra (Karlawinda) gold deposit.

Brett is twice recipient of the AMEC “Prospector of the Year” Award, for the Marymia discovery in 1998 and again in 2012 for the Tropicana discovery.

Braeside High Grade Zinc- Lead Project

Brett Keillor as Technical Director was instrumental in identifying and reviewing the Braeside Project opportunity, which subsequently met the highly critical criteria set by the Board.

Rumble is conducting the first modern systematic exploration program at the Braeside Project, which hosts many historic high grade base metal small-scale mines associated with altered geological structures that produced lead, zinc and silver up until 1959. Historical high grade grab sampling assays previously returned up to 18.9% Zn, 79% Pb, 11.64% Cu, 325 g/t Ag and 13 g/t Au (as per ASX announcement dated 20 March 2017) with numerous high grade untested Zn, Pb and Cu prospects throughout the entire 30km of strike at the Braeside Project.

– 2 –

Rumble Resources Ltd & Controlled Entities

DIRECTORS’ REPORT

The five key stages of exploration for the Braeside Project, which commenced 29 May 2017, are outlined below:

Stage Exploration Activity Status
Stage 1 Regional soil geochemistry (multi-element) to cover Braeside Project
Area
Completed
Stage 2 Fly Airborne VTEM Completed
Stage 3 Infill geochemistry over metal trends and conductors generated by
VTEM in Stage 2 to help rank key drill targets
Commenced
Stage 4 Ground TEM surveys over the highest ranked conductors (drill targets)
to further delineate drill targets
Commencing shortly
Stage 5 Drill test conductive plates in order of ranking Planning commenced

The Company has previously reported that the first two stages of exploration have been successful in delivering fantastic exploration results, please refer ASX announcement dated 4 September 2017 for further detail.

The broad spaced regional soil sampling program has identified significant zinc, lead and copper metal trends throughout the entire 30km of strike at the E45/2032 Braeside Project, which are importantly coincident with key geological structures and historic high grade base metal rock chip samples. Historically, mineralised trends with high grade rock chips samples located within key geological structures have proven to be key path finders in discovering major base metal deposits.

The VTEM survey has highlighted a multitude of conductors and importantly many are associated with the identified regional base metal trends, historic high grade base metal rock chip sampling and key geological structures. Based on the earlier litho-geochemistry work competed by Rumble which identified the VMS potential of the Braeside Project, the newly defined conductors represent first order VMS targets for the Company.

Rumble will continue to fast track the systematic staged exploration at the Braeside Project with the aim of providing its shareholders with the best chance of making a large base metal discovery. The Company will now focus on refining key VMS drill targets by completing the stage 3 infill soils along the base metal trends and conductors identified by the first two stages of exploration. Upon completing stage 3, the Company will assess the conductors, geological structures, regional metals trends and historic high grade base metal rock chips throughout the Braeside Project to identify and rank key exploration targets for the stage 4 ground EM program.

Rumble is fully funded to complete all stages of exploration and expects to complete the stage 5 drill testing of the first order VMS targets prior to the end of 2017.

Ongoing Company Strategy

Rumble will continue to identify and review acquisition opportunities in the resource sector and is currently reviewing significant projects that are at advanced stages with due diligence and discussions ongoing that met the Company’s stringent criteria. A number of these projects have been introduced to Rumble by Brett Keillor.

The Company will keep the market updated should any of these discussions result in an agreement being reached. Shareholders should be confident that any project that is acquired by Rumble has been critically reviewed by a highly successful Technical Director and will be systematically explored to unlock its potential providing Rumbles shareholders the best chance of making a world class discovery.

The Company believes that its combination of its clear strategy, corporate and technical capabilities, attractive capital structure, current cash position and access to capital makes it perfectly placed to exponentially grow through systematic exploration on first order projects and project acquisitions.

– 3 –

Rumble Resources Ltd & Controlled Entities

DIRECTORS’ REPORT

Competent Persons Statement

The information in this report that relates to Exploration Results is based on information compiled by Mr Brett Keillor who is a Member of the Australasian Institute of Mining & Metallurgy. Mr Keillor an Executive Director of Rumble Resources Limited and has sufficient experience relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2012 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Mr Keillor consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.

INFORMATION ON DIRECTORS

Mr Shane Sikora

Managing Director (Appointed on 14 August 2015)

Mr Sikora is a founding member of Rumble Resources, having been General Manager from 2011 to mid-2013 and then CEO to mid-2015. During that time Mr Sikora has been instrumental in project acquisitions, operations management and securing financial partners. Previous to Rumble Mr Sikora acquired over 10 years corporate experience in business development, strategic planning and project management. Mr Sikora has been involved across many aspects of the exploration sector.

Interest in Shares and Options

6,485,238 fully paid ordinary shares

1,500,000 options exercisable at $0.08 on or before 29 July 2018

Directorships held in other listed entities in the past 3 years

None

Mr Brett Kellior

Executive Director

Brett Keillor is a geologist with over 30 years’ experience in the mining industry working across a diverse range of commodities. He has worked and reviewed exploration and development projects across the globe with Resolute Mining Ltd (ASX: RSG) and was recently Chief Geologist (Gold) for Independence Group NL (ASX: IGO) from 2002 to 2015 and remains a consultant to the group.

Interest in Shares and Options

Brett was involved in the discovery of the Marymia gold deposit (1987 – 1994), from grass roots to first gold production and the Plutonic gold discovery in 1987. He also initiated exploration with Indee that led to the discovery of seven gold deposits in the Mallina Shear Zone. One of his most significant involvements was the initial targeting that led to the discovery of the Tropicana gold deposit for IGO. Brett is twice recipient of the AMEC Award “Prospector Of The Year”, for the Marymia discovery in 1998, and again in 2012 for the Tropicana discovery. In recent years played a significant part in the discovery of the Bibra (Karlawinda gold deposit). 1,000,000 fully paid ordinary shares 4,000,000 options exercisable at $0.03 on or before 8 September 2020

Directorships held in other listed entities in the past 3 years

None

– 4 –

Rumble Resources Ltd & Controlled Entities

DIRECTORS’ REPORT

Mr Matthew Banks

Non-executive Director

Mr Banks has over 12 years’ experience specialising in marketing and public relations and more recently in finance. During that time Mr Banks has developed strong relationships with a number of leading public and private companies as well as with high net worth individuals from across a number of industries. He is also an independent director of OTC Markets listed IEG Holdings Corp, a Fintech business in the USA aiming to list on the NASDAQ in 2015. Since 2005 Mr Banks has been involved in raising capital for a number of listed exploration companies and currently Mr Banks is working full time with a leading finance business which places $400 million of funds per year.

Interest in Shares and Options

Directorships held in other listed entities in the past 3 years

Mr Michael Smith (BCom, CA)

12,400,454 fully paid ordinary shares 750,000 options exercisable at $0.08 on or before 29 July 2018 IEGH OTCQX January 2015 to present

Non-executive Director

Mr Smith is a director of Smith Feutrill and is a Chartered Accountant with over 30 years of experience in the accounting, business and taxation advice sectors. He is a Fellow of the Taxation Institute of Australia, a Chartered Tax Advisor and was Chief Executive of a division of a publicly listed national financial services consolidator for five years overseeing significant growth in that time.

Interest in Shares and Options

Directorships held in other listed entities in the past 3 years

Mr Steven Wood (BCom, CA)

(Appointed 30 November 2015)

12,156,666 fully paid ordinary shares 250,000 options exercisable at $0.08 on or before 29 July 2018 None

Company Secretary

Mr Wood is a Chartered Accountant and an employee of Grange Consulting Group Pty Ltd, which provides a unique range of corporate & financial services to listed and unlisted companies. Mr Wood has extensive experience private and seed capital raisings as well as successful ASX listings, whilst also providing company secretarial and financial management services to both ASX and unlisted public and private companies.

– 5 –

Rumble Resources Ltd & Controlled Entities

DIRECTORS’ REPORT

REMUNERATION REPORT (AUDITED)

This report details the nature and amount of remuneration for each director of Rumble Resources Ltd and for the executives receiving the highest remuneration.

1. Employment Agreements

Mr Shane Sikora currently works for the Company in an executive capacity as the Managing Director. Under the terms of the agreement, Mr Sikora’s annual salary is $150,000 plus superannuation.

Appointments of non-executive directors Matthew Banks, Andrew McBain (resigned on 24 November 2016) and Michael Smith are formalised in the form of service agreements between themselves and the Company. Their engagements have no fixed term but cease on their resignation or removal as a director in accordance with the Corporations Act. All non-executive directors are now entitled to receive a director’s fee of $25,000 plus statutory superannuation per annum.

On 24 November 2016, the company entered into an Executive Services Agreement with Mr Brett Keillor whereby Mr Keillor will provide the services as Technical Director of the Company. Under the terms of agreement, Mr Keillor annual salary is to be $60,000 plus superannuation, he will be issued 4,000,000 unlisted options, exercisable at $0.03 each on or before the date that is 3 years after the date of issue, which was approved at the General Meeting of shareholders held by the Company on 24 August 2017.

2. Remuneration policy

The Company’s remuneration policy has been designed to align director and executive objectives with shareholder and business objectives by providing a fixed remuneration component and offering specific long-term incentives based on key performance areas affecting the Company’s financial results. The board believes the remuneration policy to be appropriate and effective in its ability to attract and retain the best executives and directors to run and manage the Company, as well as create goal congruence between directors, executives and shareholders.

The board’s policy for determining the nature and amount of remuneration for board members and senior executives of the Company is as follows:

  • The remuneration policy, setting the terms and conditions for the executive directors and other senior executives, was developed by the board.

  • All executives receive a base salary (which is based on factors such as length of service and experience), superannuation and are entitled to the issue of share options. The Board reviews executive packages annually by reference to the Company’s performance, executive performance and comparable information from industry sectors.

The performance of executives is measured against criteria agreed annually with each executive and is based predominantly on the forecast growth of the Company’s shareholders’ value. The board may, however, exercise its discretion in relation to approving incentives, bonuses and options, and can recommend changes to the Board’s recommendations. Any changes must be justified by reference to measurable performance criteria. The policy is designed to attract the highest calibre of executives and reward them for performance that results in long-term growth in shareholder wealth.

Executives are also entitled to participate in the employee share and option arrangements.

The executive directors receive a superannuation guarantee contribution required by the government, which is currently 9.5%, and do not receive any other retirement benefits.

All remuneration paid to directors and executives is valued at the cost to the Company and expensed, or capitalised to exploration expenditure if appropriate. Options, if given to directors and executives in lieu of remuneration, are valued using the Black-Scholes methodology.

The board’s policy is to remunerate non-executive directors at market rates for time, commitment and responsibilities. The Board determines payments to the non-executive directors and reviews their remuneration annually, based on market practice, duties and accountability. Independent external advice is sought when required. The maximum aggregate amount of fees that can be paid to non-executive directors is subject to approval by shareholders at the Annual General Meeting. Fees for non-executive directors are not linked to the performance of the Company. However, to align directors’ interests with shareholder interests, the directors are encouraged to hold shares in the Company and are able to participate in the employee share option plan.

– 6 –

Rumble Resources Ltd & Controlled Entities

DIRECTORS’ REPORT

3. Options issued as part of remuneration for the year ended 30 June 2017

No options were granted to Key Management Personnel as part of their remuneration during the year.

4. Voting and comments made at the Company’s 2017 Annual General Meeting

The Company did not receive any specific feedback at the Annual General Meeting or throughout the year on its remuneration packages.

5. Details of remuneration for the year ended 30 June 2017

The remuneration for each key management personnel of the Company during the year was as follows:

Key Management
Person
Directors
Andrew McBain(2)
Matthew Banks
Michael Smith
Executive
Brett Keillor(1)
Shane Sikora

Short-term
Benefits
Post-
employment
Benefits
Other
Long-
term
Benefits
Share based
Payment
Total
Value of
Options
Remunerat
ion
Performance
Related
Cash, salary
&
commission
s
Super-
annuation
Other
Equity
Options
$ $ $ $ $ $ %
%
17,239
1,638
-
-
-
18,877
-
-
24,999
2,375
-
-
-
27,374
-
-
27,375
-
-
-
-
27,375
-
-
36,166
3,435
-
-
-
39,601
155,769
14,798
-
-
-
170,567
-
-
261,548
22,246
-
-
-
283,794
-
-

(1) Mr Brett Keillor was appointed as an Executive Director on 24 November 2016.

(2) Mr Andrew McBain resigned on 24 November 2016.

Details of remuneration for the year ended 30 June 2016

Key Management
Person
Directors
Andrew McBain
Matthew Banks
Michael Smith
Terence Topping1)
Shane Sikora(2)

Short-term
Benefits
Post-
employment
Benefits
Other
Long-
term
Benefits
Share based
Payment
Total
Value of
Options
Remunerat
ion
Performance
Related
Cash,
salary &
commissio
ns
Super-
annuation
Other
Equity
Options
$ $ $ $ $ $ %
%
25,000
2,375
-
-
-
27,375
-
-
28,333
2,691
-
28,125
-
59,149
-
-
33,127
-
-
-
-
33,127
-
-
65,825
3,836
-
-
-
69,661
-
150,000
14,250
-
-
-
164,250
-
-
302,285
23,152
-
28,125
-
353,562
-
-

(1) Mr Terence Topping resigned 31 August 2015

(2) Mr Shane Sikora was appointed as managing director on 31 August 2015

– 7 –

DIRECTORS’ REPORT

Rumble Resources Ltd & Controlled Entities

Number of Options held by Key Management Personnel

2017
Directors
Andrew McBain(2)
Matthew Banks
Michael Smith
Shane Sikora(3)
Brett Keillor(1)
Total
Balance
1.7.2016
No.
Granted as
Compen-
sation
No.
Options
Exercised
No.
Net Change
Other
No.
Balance
30.6.2017
No.
Total
Vested and
exercisable
30.6.2017
No.
250,000
-
-
(250,000)
-
-
750,000
-
-
-
750,000
-
250,000
-
-
-
250,000
-
3,500,000
(2,000,000)
1,500,000
-
-
-
-
-
-
4,750,000
-
-
(2,250,000)
2,500,000
-

(1) Mr Brett Keillor was appointed as an Executive Director on 24 November 2016.

  • (2) Mr Andrew McBain resigned on 24 November 2016.

  • (3) Options expired during period.

2016
Directors
Andrew McBain
Matthew Banks
Michael Smith
Terence Topping(1)
Shane Sikora(2)
Total
Balance
1.7.2016
No.
Granted as
Compen-
sation
No.
Options
Exercised
No.
Net Change
Other
No.
Balance
30.6.2016
No.
Total
Vested and
exercisable
30.6.2016
No.
2,250,000
-
-
(2,000,000)
250,000
250,000
1,750,000
-
-
(1,000,000)
750,000
750,000
550,000
-
-
(300,000)
250,000
250,000
4,550,000
-
-
(4,550,000)
-
-
4,250,000
-
-
(750,000)
3,500,000
3,500,000
13,350,000
-
-
(8,600,000)
4,750,000
4,750,000

(1) Mr Terence Topping resigned 31st August 2015

(2) Mr Shane Sikora was appointed as Managing Director on 31st August 2015

– 8 –

DIRECTORS’ REPORT

Rumble Resources Ltd & Controlled Entities

Number of Shares held by Key Management Personnel

2017
Directors
Andrew McBain(2)
Matthew Banks
Michael Smith
Executive
Brett Keillor(1)
Shane Sikora
Total
Balance
1.7.2016
No.
Received as
Compen-
sation
No.
Options
Exercised
No.
Net Change
Other
No.
Balance
30.6.2017
No.
Total held in
escrow 30.6.2017
No.
7,092,204
-
-
(7,092,204)
-
-
8,900,454
-
-
3,500,000
12,400,454
-
9,431,767
-
-
1,224,899
10,656,666
-
-
-
-
1,000,000
1,000,000
-
6,485,238
-
-
-
6,485,238
-
31,909,663
-
-
(1,367,305)
30,542,358
-

(1) Mr Brett Keillor was appointed as an Executive Director on 24 November 2016.

  • (2) Mr Andrew McBain resigned on 24 November 2016.
2016
Directors
Andrew McBain
Matthew Banks
Michael Smith
Terence Topping(1)
Shane Sikora(2)
Total
Balance
1.7.2015
No.
Received as
Compen-
sation
No.
Options
Exercised
No.
Net Change
Other
No.
Balance
30.6.2016
No.
Total held in
escrow
30.6.2016
No.
2,433,716
-
-
4,658,438
7,092,154
-
2,549,177
667,072
-
5,684,205
8,900,454
-
2,825,000
-
-
6,606,767
9,431,767
-
1,702,502
-
-
(1,702,502)
-
-
865,903
-
-
5,619,335
6,485,238
-
10,376,298
667,072
-
20,866,243
31,909,613
-

(1) Mr Terence Topping resigned 31st August 2015

  • (2) Mr Shane Sikora was appointed as Managing Director on 31st August 2015

6. Options and Rights over Equity Instruments Granted as Compensation

Details of options over ordinary shares in the Company that were granted as compensation to each key management person and details of options that were vested are as follows:

Director/Key Number Grant Date Fair Value Exercise Expiry Date Number Number
Management Options per Option Price per Options Options
Personnel Granted at Grant Option Vested Lapsed
Date During During
Period Period
Andrew McBain 250,000 28 July 2014 0.0279 $0.08 29 July 2018 - -
Matthew Banks 750,000 28 July 2014 0.0279 $0.08 29 July 2018 - -
Michael Smith 250,000 28 July 2014 0.0279 $0.08 29 July 2018 - -
Shane Sikora 1,500,000 28 July 2014 0.0279 $0.08 29 July 2018 - -

No options to key management personnel were exercised during the financial year.

– 9 –

Rumble Resources Ltd & Controlled Entities

DIRECTORS’ REPORT

Loans to key management personnel

There were no loans to key management personnel during the year

Other transactions with key management personnel

During the year the Company incurred the following transactions with related parties:

  • Keillor Geological, an entity which Brett Keillor is a director, was paid $28,816 (2016: NIL) for geological consulting services during the period.

“END OF REMUNERATION REPORT (AUDITED)”

MEETINGS OF DIRECTORS

During the financial year, 5 meetings of directors were held. Attendances by each director during the year were as follows:

follows:
Directors’ Meetings
Number eligible to Number attended
attend
Andrew McBain 3 3
Brett Keillor 3 3
Shane Sikora 6 6
Matthew Banks 6 6
Michael Smith 6 6

FUTURE DEVELOPMENTS, PROSPECTS AND BUSINESS STRATEGIES

Further information, other than as disclosed this report, about likely developments in the operations of the Company and the expected results of those operations in future periods has not been included in this report as disclosure of this information would be likely to result in unreasonable prejudice to the Company.

ENVIRONMENTAL ISSUES

The Company’s operations are subject to significant environmental regulation under the law of the Commonwealth and State in relation to discharge of hazardous waste and materials arising from any mining activities and development conducted by the Company on any of its tenements. To date the Company has only carried out exploration activities and there have been no known breaches of any environmental obligations.

The directors have considered the National Greenhouse and Energy Reporting Act 2007 (the NGER Act) which introduces a single national reporting framework for the reporting and dissemination of information about the greenhouse gas emissions, greenhouse gas projects, and energy use and production of corporations. At the current stage of development, the directors have determined that the NGER Act will have no effect on the Company for the current, nor subsequent financial period. The directors will reassess this position as and when the need arises.

PROCEEDINGS ON BEHALF OF THE COMPANY

No person has applied for leave of Court to bring proceedings on behalf of the Company or intervene in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company for all or any part of those proceedings.

The Company was not a party to any such proceedings during the year.

– 10 –

Rumble Resources Ltd & Controlled Entities

DIRECTORS’ REPORT

INDEMNIFYING AND INSURANCE OF OFFICERS

The Company has entered into deeds of indemnity with each director whereby, to the extent permitted by the Corporations Act 2001, the Company agreed to indemnify each director against all loss and liability incurred as an officer of the Company, including all liability in defending any relevant proceedings.

The Company has paid premiums to insure each of the directors against liabilities for costs and expenses incurred by them in defending any legal proceedings arising out of their conduct while acting in the capacity of director of the Company, other than conduct involving a wilful breach of duty in relation to the Company. The disclosure of the amount of the premium is prohibited by the insurance policy.

OPTIONS

At the date of this report, the unissued ordinary shares of Rumble Resources Limited under option are as follows:

Date of Expiry Exercise Price Number under Option
29 July 2018 $0.08 4,500,000
6 July 2019 $0.08 1,500,000
8 September 2020 $0.03 4,000,000

No person entitled to exercise the option had or has any right by virtue of the option to participate in any share issue of any other body corporate.

NON-AUDIT SERVICES

There were no fees paid or payable to the external auditors for non-audit services provided during the year ended 30 June 2017.

AUDITOR’S INDEPENDENCE DECLARATION

The lead auditor’s independence declaration for the year ended 30 June 2017 has been received and can be found on page 12 of the directors’ report.

CORPORATE GOVERNANCE STATEMENT

The Board of Directors of Rumble Resources Limited (“Rumble” or “the Company”), is responsible for the Corporate Governance of the Company. The Board is committed to achieving and demonstrating the highest standard of corporate governance applied in a manner that is appropriate to the Company’s circumstances.

The Company has taken note of the Corporate Governance Principles and Recommendations 3rd Edition, which was released by the ASX Corporate Governance Council on 27 March 2014 and became effective for the financial years beginning on or after 1 July 2014.

The Company’s Corporate Governance Statement is current as of the date of this report and it has been approved by the Board. The Corporate Governance Statement is available on the Company’s website at : http://www.rumbleresources.com.au/corporate_governance.php

Signed in accordance with a resolution of the Board of Directors.

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Shane Sikora, Managing Director Dated this 29[th] day of September 2017 Perth, Western Australia

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To The Board of Directors

Auditor’s Independence Declaration under Section 307C of the Corporations Act 2001

As lead audit director for the audit of the financial statements of Rumble Resources Limited for the financial year ended 30 June 2017, I declare that to the best of my knowledge and belief, there have been no contraventions of:

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  • the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and

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  • any applicable code of professional conduct in relation to the audit.

Yours faithfully

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BENTLEYS DOUG BELL CA
Chartered Accountants Director
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Dated at Perth this 29[th] day of September 2017

Independent Auditor's Report

To the Members of Rumble Resources Limited

Report on the Audit of the Financial Report

Opinion

We have audited the financial report of Rumble Resources Limited (“the Company”) and its subsidiaries (“the Group”), which comprises the consolidated statement of financial position as at 30 June 2017, 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 year then ended, and notes to the financial statements, including a summary of significant accounting policies, and the directors’ declaration.

In our opinion:

  • a. the accompanying financial report of the Group is in accordance with the Corporations Act 2001, including:

  • (i) giving a true and fair view of the Group’s financial position as at 30 June 2017 and of its financial performance for the year then ended; and

  • (ii) complying with Australian Accounting Standards and the Corporations Regulations 2001.

  • b. the financial report also complies with International Financial Reporting Standards as disclosed in Note 1.

Basis for Opinion

We conducted our audit in accordance with Australian Auditing Standards. Those standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance about whether the financial report is free from material misstatement. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Independent Auditor’s Report To the Members of Rumble Resources Limited (Continued)

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Material Uncertainty Related to Going Concern

We draw attention to Note 1 in the financial report which indicates that the Consolidated Entity incurred a net loss of $784,894 during the year ended 30 June 2017. As stated in Note 1, these events or conditions, along with other matters as set forth in Note 1, indicate that a material uncertainty exists that may cast significant doubt on the Consolidated Entity’s ability to continue as a going concern. Our opinion is not modified in this respect of this matter.

Key Audit Matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key Audit Matter How our audit addressed the key audit matter
Exploration and evaluation expenditure
As disclosed in note 7 to the financial statements, as
at 30 June 2017, the Group’s capitalised exploration
and evaluation expenditure was carried at
$4,065,243.
The recognition and recoverability of the exploration
and evaluation expenditure was considered a key
audit matter due to:
The carrying value represents a significant asset
of the Group, we considered it necessary to
assess whether facts and circumstances existed
to suggest the carrying amount of this asset may
exceed the recoverable amount; and
Determining whether impairment indicators exist
involves significant judgement by management
Our audit procedures included but were not limited
to:
Assessing management’s determination of its
areas of interest for consistency with the
definition in AASB 6_Exploration and Evaluation_
of Mineral Resources(“AASB 6”);
Assessing the Group’s rights to tenure for a
sample of tenements;
Testing the Group’s additions to capitalised
exploration costs for the year by evaluating a
sample of recorded expenditure for consistency
to underlying records, the capitalisation
requirements of the Group’s accounting policy
and the requirements of AASB 6;
By testing the status of the Group’s tenure and
planned future activities, reading board minutes
and enquiries with management we assessed
each area of interest for one or more of the
following circumstances that may indicate
impairment of the capitalised exploration costs:
The licenses for the rights to explore expiring
in the near future or are not expected to be
renewed;
Substantive expenditure for further
exploration in the area of interest is not
budgeted or planned;

Independent Auditor’s Report To the Members of Rumble Resources Limited (Continued)

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Key Audit Matter How our audit addressed the key audit matter
Decision or intent by the Group to
discontinue activities in the specific area of
interest due to lack of commercially viable
quantities of resources; and
Data indicating that, although a development
in the specific area is likely to proceed, the
carrying amount of the exploration asset is
unlikely to be recorded in full from successful
development or sale.
We also assessed the appropriateness of the
related disclosures in note 7 to the financial
statements.

Other Information

The directors are responsible for the other information. The other information comprises the information included in the Group’s annual report for the year ended 30 June 2017, but does not include the financial report and our auditor’s report thereon.

Our opinion on the financial report does not cover the other information and accordingly we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of the Directors for the Financial Report

The directors of the Company are responsible for the preparation of the 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 financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error. In Note 1, the directors also state in accordance with Australian Accounting Standard AASB 101 Presentation of Financial Statements , that the financial report complies with International Financial Reporting Standards.

In preparing the financial report, the directors are responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

Independent Auditor’s Report To the Members of Rumble Resources Limited (Continued)

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Auditor’s Responsibilities for the Audit of the Financial Report

Our responsibility is to express an opinion on the financial report based on our audit. Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report.

As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

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  • Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

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  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.

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  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.

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  • Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial report or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.

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  • Evaluate the overall presentation, structure and content of the financial report, including the disclosures, and whether the financial report represents the underlying transactions and events in a manner that achieves fair presentation.

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  • Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the financial report. We are responsible for the direction, supervision and performance of the Group audit. We remain solely responsible for our audit opinion.

We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

Independent Auditor’s Report To the Members of Rumble Resources Limited (Continued)

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We also provide the directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with the directors, we determine those matters that were of most significance in the audit of the financial report of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on the Remuneration Report

We have audited the Remuneration Report included in the directors’ report for the year ended 30 June 2017. The directors of the Company are responsible for the preparation and presentation of the remuneration report in accordance with s 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the remuneration report, based on our audit conducted in accordance with Australian Auditing Standards.

Auditor’s Opinion

In our opinion, the Remuneration Report of Rumble Resources Limited, for the year ended 30 June 2017, complies with section 300A of the Corporations Act 2001.

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BENTLEYS Chartered Accountants

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DOUG BELL CA Director

Dated at Perth this 29[th] day of September 2017

Rumble Resources Ltd & Controlled Entities

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2017

Note
Revenue
2
Administration expenses
Compliance and regulatory expense
Employees benefits expense
Exploration expense
Depreciation expense
Impairment of exploration expenditure
7
Occupancy costs
Travel and accommodation
Other
Loss before income tax expense
Income tax (expense)/benefit
3
Loss for the year
Other comprehensive income
Other Comprehensive Income for the year,
net of tax
Total comprehensive income attributable to
members of the Rumble Resources
Loss Per Share
Basic and diluted loss per share (cents per share)
4
2017
$
2016
$
175,382
312,103
(144,962)
(359,312)
(200,937)
(154,349)
(257,518)
(322,575)
(78,739)
-
(6,721)
-
(174,568)
(1,732,642)
(53,486)
(44,675)
(38,230)
(14,610)
(5,115)
(2,285)
(784,894)
(2,318,345)
-
-
(784,894)
(2,318,345)
-
-
(784,894)
(2,318,345)
(0.30)
(1.12)

The accompanying notes form part of these financial statements.

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Rumble Resources Ltd & Controlled Entities

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 30 JUNE 2017

Note
ASSETS
CURRENT ASSETS
Cash and cash equivalents
5
Trade and other receivables
Other financial assets
6
TOTAL CURRENT ASSETS
NON-CURRENT ASSETS
Exploration and evaluation expenditure
7
Plant and equipment
TOTAL NON-CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
8
TOTAL CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
9
Reserves
10
Accumulated losses
TOTAL EQUITY
2017
$
2016
$
1,621,110
1,390,667
14,324
8,444
12,875
17,750
1,648,309
1,416,861
4,065,243
3,962,205
11,437
17,995
4,076,680
3,980,200
5,724,989
5,397,061
1,309,170
196,348
1,309,170
196,348
1,309,170
196,348
4,415,819
5,200,713
12,812,732
12,812,732
1,726,110
1,726,110
(10,123,023)
(9,338,129)
4,415,819
5,200,713

The accompanying notes form part of these financial statements.

– 19 –

Rumble Resources Ltd & Controlled Entities

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2017

Balance at 1 July 2015
Loss for the year
Other comprehensive income
Total comprehensive income
Transactions with owner directly recorded
in equity
Shares issued during the year, net of
transaction costs
Share based payments
Balance at 30 June 2016
Balance at 1 July 2016
Loss for the year
Other comprehensive income
Total comprehensive income
Transactions with owner directly recorded
in equity
Balance at 30 June 2017
Issued Capital
Reserves
Accumulated
losses
$
$
$
11,869,689
1,241,597
(7,019,784)
-
-
(2,318,345)
-
-
-
Total
$
6,091,502
(2,318,345)
-
(2,318,345) (2,318,345)
943,043
-
-
-
484,513
-
943,043
484,513
12,812,732
1,726,110
(9,338,129)
5,200,713
12,812,732
1,726,110
(9,338,129)
-
-
(784,894)
-
-
-
5,200,713
(784,894)
-
-
-
(784,894)
(784,894)
12,812,732
1,726,110
(10,123,023)
4,415,819

The accompanying notes form part of these financial statements.

– 20 –

Rumble Resources Ltd & Controlled Entities

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 30 JUNE 2017

Note
CASH FLOWS FROM OPERATING ACTIVITIES
Interest received
Payments to suppliers and employees
Exploration and evaluation expenditure
R&D refund and Other revenue
Net cash (used in) operating activities
15
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from sale of financial assets
Purchase of plant and equipment
Net cash (used in) investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of shares
Payment of transaction costs associated with capital raising
Net cash provided by financing activities
Net (decrease)/increase in cash held
Cash at beginning of financial period
Cash at end of financial period
5
2017
$
2016
$
4,449
12,372
(565,371)
(779,846)
(355,222)
(788,568)
160,937
472,458
(755,207)
(1,083,584)
-
14,250
-
(545)
-
13,705
1,017,650
755,555
(32,000)
-
985,650
755,555
230,443
(314,324)
1,390,667
1,704,991
1,621,110
1,390,667

The accompanying notes form part of these financial statements.

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Rumble Resources Ltd & Controlled Entities

NOTES TO THE FINANCIAL STATEMENTS

NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES

These financial statements and notes represent those of Rumble Resources Limited and controlled entities (the “Company”). Rumble Resources is a listed public Company, incorporated and domiciled in Australia. The financial statements were authorised for issue on 30 September 2017 by the directors of the Company.

Basis of Preparation

The financial report is a general purpose financial report that has been prepared in accordance with Australian Accounting Standards, including Australian Accounting Interpretations, other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001.

Australian Accounting Standards set out accounting policies that the AASB has concluded would result in a financial report containing relevant and reliable information about transactions, events and conditions to which they apply. Compliance with Australian Accounting Standards ensures that the financial statements and notes also comply with International Financial Reporting Standards as issued by the IASB. Material accounting policies adopted in the preparation of this financial report are presented below. They have been consistently applied unless otherwise stated.

The financial report has been prepared on an accruals basis and is based on historical costs modified by the revaluation of selected financial assets for which the fair value basis of accounting has been applied. The financial report is presented in Australian dollars, which is the Company’s functional currency.

Comparatives

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

Going Concern

The financial report has been prepared on the going concern basis, which contemplates continuity of normal business activities and the realisation of assets and settlements of liabilities in the ordinary course of business. The Consolidated Entity incurred an operating loss of $784,894 for the year ended 30 June 2017 (2016: $2,318,345) and net cash outflows from operating activities amounting to $755,207 (2016: $1,083,584).

The ability of the Consolidated Entity to continue to pay its debts as and when they fall due is dependent upon the Company successfully raising additional share capital. These conditions indicate a material uncertainty that may cast significant doubt about the ability of the Consolidated Entity to continue as a going concern.

The Directors have prepared a cash flow forecast which indicates that the Consolidated Entity will have sufficient cash flows to meet all commitments and working capital requirements for the 12 months period from the date of signing this financial report. The Directors believe it is appropriate to prepare these accounts on a going concern basis because of the following factors:

  • the Directors have an appropriate plan to raise additional funds as and when they are required. In light of the entity’s current exploration projects, the Directors believe that the additional capital required can be raised in the market which has been evidenced during the year with the raising via the issue of shares and options.

  • The Consolidated Entity has the ability to scale down its operations in order to curtail expenditure, in the event that any capital raisings are delayed or insufficient cash is available to meet projected expenditure; and

  • The Consolidated Entity can sell interests in tenement assets for cash or for assets readily convertible to cash.

– 22 –

Rumble Resources Ltd & Controlled Entities

NOTES TO THE FINANCIAL STATEMENTS

NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Based on the cashflow forecast and other factors referred to above, the Directors are satisfied that the going concern basis of preparation is appropriate, in particular given the Company’s history of raising capital to date. The Directors are confident of the Company’s ability to raise funds as and when required.

Should the Consolidated Entity not achieve the matters set out above, there is uncertainty whether it would continue as a going concern and therefore whether it would realise its assets and extinguish its liabilities in the normal course of business and at the amounts stated in the financial statements. The financial statements do not include any adjustment relating to the recoverability or classification of recorded asset amounts or to the amounts or classifications of liabilities that might be necessary should the Entity not be able to continue as a going concern.

Accounting Policies

The following is a summary of the material accounting policies adopted by the Company in the preparation of the financial report.

a) Principles of Consolidation

The consolidated financial statements incorporate the assets, liabilities and results of entities controlled by Rumble Resources Limited at the end of the reporting period. A controlled entity is any entity over which Rumble Resources Limited has the power to govern the financial and operating policies so as to obtain benefits from its activities. In assessing the power to govern, the existence and effect of holdings of actual and potential voting rights are considered.

Where controlled entities have entered (left) the Consolidated Entity during the year, their operating results have been included (excluded) from the date control was obtained (ceased). A list of controlled entities is contained in Note 19 to the financial statements.

In preparing the consolidated financial statements, all inter-group balances and transactions between entities in the Consolidated Entity, including any unrealised profits or losses, have been eliminated on consolidation. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with those adopted by the parent entity.

b) Income Tax

The income tax expense (revenue) for the year comprises current income tax expense (income) and deferred tax expense (income).

Current income tax expense charged to the profit or loss is the tax payable on taxable income calculated using applicable income tax rates enacted, or substantially enacted, as at reporting date. Current tax liabilities (assets) are therefore measured at the amounts expected to be paid to (recovered from) the relevant taxation authority. Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances during the year as well unused tax losses.

Current and deferred income tax expense (income) is charged or credited directly to equity instead of the profit or loss when the tax relates to items that are credited or charged directly to equity.

Deferred tax assets and liabilities are ascertained based on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred tax assets also result where amounts have been fully expensed but future tax deductions are available. No deferred income tax will be recognised from the initial recognition of an asset or liability, excluding a business combination, where there is no effect on accounting or taxable profit or loss.

Deferred tax assets relating to temporary differences and unused tax losses are recognised only to the extent that it is probable that future taxable profit will be available against which the benefits of the deferred tax asset can be utilised.

Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled, based on tax rates enacted or substantively enacted at reporting date. Their measurement also reflects the manner in which management expects to recover or settle the carrying amount of the related asset or liability.

Where temporary differences exist in relation to investments in subsidiaries, branches, associates, and joint ventures, deferred tax assets and liabilities are not recognised where the timing of the reversal of the temporary difference can be controlled and it is not probable that the reversal will occur in the foreseeable future.

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Rumble Resources Ltd & Controlled Entities

NOTES TO THE FINANCIAL STATEMENTS

NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Current tax assets and liabilities are offset where a legally enforceable right of set-off exists and it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur. Deferred tax assets and liabilities are offset where a legally enforceable right of set-off exists, the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur in future periods in which significant amounts of deferred tax assets or liabilities are expected to be recovered or settled.

c) Plant and Equipment

Items of plant and equipment are measured on the cost basis.

The carrying amount of plant and equipment is reviewed annually by directors to ensure it is not in excess of the recoverable amount from these assets. The recoverable amount is assessed on the basis of the expected net cash flows that will be received from the asset’s employment and subsequent disposal.

Depreciation

The depreciable amount of all fixed assets is depreciated on a straight-line basis over their useful lives to the Company commencing from the time the asset is held ready for use. The depreciation rates used for each class of depreciable assets are:

Class of Fixed Asset Depreciation Rate Office equipment 40.0%

The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period. An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount.

Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These gains and losses are included in profit or loss. When re-valued assets are sold, amounts included in the revaluation surplus relating to that asset are transferred to retained earnings.

d) Exploration and Evaluation Expenditure

Exploration and evaluation expenditure incurred is accumulated in respect of each identifiable area of interest. These costs are only carried forward to the extent that they are expected to be recouped through the successful development of the area or where activities in the area have not yet reached a stage that permits reasonable assessment of the existence of economically recoverable reserves.

Accumulated costs in relation to an abandoned area are written off in full against profit in the period in which the decision to abandon the area is made.

When production commences, the accumulated costs for the relevant area of interest are amortised over the life of the area according to the rate of depletion of the economically recoverable reserves.

A regular review is undertaken of each area of interest to determine the appropriateness of continuing to carry forward costs in relation to that area of interest.

Costs of site restoration are provided over the life of the facility from when exploration commences and are included in the costs of that stage. Site restoration costs include the dismantling and removal of mining plant, equipment and building structures, waste removal, and rehabilitation of the site in accordance with clauses of the mining permits. Such costs have been determined using estimates of future costs, current legal requirements and technology on an undiscounted basis.

Any changes in the estimates for the costs are accounted on a prospective basis. In determining the costs of site restoration, there is uncertainty regarding the nature and extent of the restoration due to community expectations and future legislation. Accordingly the costs have been determined on the basis that the restoration will be completed within one period of abandoning the site.

– 24 –

Rumble Resources Ltd & Controlled Entities

NOTES TO THE FINANCIAL STATEMENTS

NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

  • e) Financial Instruments

Initial recognition and measurement

Financial instruments, incorporating financial assets and financial liabilities, are recognised when the entity becomes a party to the contractual provisions of the instrument. Trade date accounting is adopted for financial assets that are delivered within timeframes established by marketplace convention.

Financial instruments are initially measured at fair value plus transaction costs where the instrument is not classified as ‘at fair value through profit or loss’, in which case transaction costs are expensed to profit or loss immediately.

Classification and subsequent measurement

Finance instruments are subsequently measured at either of fair value, amortised cost using the effective interest rate method, or cost. Fair value represents the amount for which an asset could be exchanged or a liability settled, between knowledgeable, willing parties. Where available, quoted prices in an active market are used to determine fair value. In other circumstances, valuation techniques are adopted.

Amortised cost is calculated as:

  • a) the amount at which the financial asset or financial liability is measured at initial recognition; b) less principal repayments;

  • c) plus or minus the cumulative amortisation of the difference, if any, between the amount initially recognised and the maturity amount calculated using the effective interest method; and

  • d) less any reduction for impairment.

The effective interest method is used to allocate interest income or interest expense over the relevant period and is equivalent to the rate that exactly discounts estimated future cash payments or receipts (including fees, transaction costs and other premiums or discounts) through the expected life (or when this cannot be reliably predicted, the contractual term) of the financial instrument to the net carrying amount of the financial asset or financial liability. Revisions to expected future net cash flows will necessitate an adjustment to the carrying value with a consequential recognition of an income or expense in profit or loss.

The Company does not designate any interests in subsidiaries, associates or joint venture entities as being subject to the requirements of accounting standards specifically applicable to financial instruments.

  • Financial assets at fair value through profit and loss

Financial assets are classified ‘at fair value through profit or loss’ when they are held for trading for the purpose of short term profit taking, where they are derivatives not held for hedging purposes, or designated as such to avoid an accounting mismatch or to enable performance valuation where a Company of financial assets is managed by key management personnel on a fair value basis in accordance with a documented risk management or investment strategy. Such assets are subsequently measured at fair value with changes in the carrying value being included in profit or loss.

  • Loans and receivables

Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market and are subsequently measured at amortised cost. Loans and receivables are included in current assets, except for those which are not expected to mature within 12 months after the end of the reporting period. (All other loans and receivables are classified as non-current assets).

 Held-to-maturity investments

Held-to-maturity investments are non-derivative financial assets that have fixed maturities and fixed or determinable payments, and it is the Company’s intention to hold these investments to maturity. They are subsequently measured at amortised cost.

Held-to-maturity investments are included in non-current assets, except for those which are expected to mature within 12 months after the end of the reporting period. (All other investments are classified as current assets). If during the period the Company sold or reclassified more than an insignificant amount of the held-to-maturity investments before maturity, the entire held-to-maturity investments category would be tainted and reclassified as available-for-sale.

– 25 –

Rumble Resources Ltd & Controlled Entities

NOTES TO THE FINANCIAL STATEMENTS

NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 Available for sale financial assets

Available-for-sale financial assets are non-derivative financial assets that are either not suitable to be classified into other categories of financial assets due to their nature, or they are designated as such by management. They comprise investments in the equity of other entities where there is neither a fixed maturity nor fixed or determinable payments.

Available-for-sale financial assets are included in non-current assets, except for those which are expected to mature within 12 months after the end of the reporting period. (All other financial assets are classified as current assets).

 Financial Liabilities

Non-derivative financial liabilities (excluding financial guarantees) are subsequently measured at amortised cost.

Fair Value

Fair value is determined based on current bid prices for all quoted investments. Valuation techniques are applied to determine the fair value of all unlisted securities, including recent arm’s length transactions, reference to similar instruments and option pricing models.

Impairment

At each reporting date the Company assesses whether there is objective evidence that a financial instrument has been impaired. In the case of available-for-sale financial instruments a prolonged decline in the value of the instrument is considered to determine whether an impairment has arisen. Impairment losses are recognised in the statement of comprehensive income.

De-recognition

Financial assets are derecognised where the contractual rights to receipt of cash flows expires or the asset is transferred to another party whereby the entity is no longer has any significant continuing involvement in the risks and benefits associated with the asset. Financial liabilities are derecognised where the related obligations are either discharged, cancelled or expire. The difference between the carrying value of the financial liability extinguished or transferred to another party and the fair value of consideration paid, including the transfer of noncash assets or liabilities assumed, is recognised in profit or loss.

f) Impairment of Assets

At the end of each reporting date, the Company assesses whether there is any indication that an asset may be impaired. The assessment will include the consideration of external and internal sources of information including dividends received from subsidiaries, associates or jointly controlled entities deemed to be out of pre-acquisition profits. If such an indication exists, the recoverable amount of the asset, being the higher of the asset’s fair value less costs to sell and value in use, is compared to the asset’s carrying value. Any excess of the asset’s carrying value over its recoverable amount is expensed.

Where it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

g) Employee Benefits

Provision is made for the company’s liability for employee benefits arising from services rendered by employees to balance date. Employee benefits that are expected to be settled within a 12 month period have been measured at the amounts expected to be paid when the liability is settled, plus related on-costs. Employee benefits payable later than 12 months have been measured at the present value of the estimated future cash outflows to be made for those benefits.

– 26 –

Rumble Resources Ltd & Controlled Entities

NOTES TO THE FINANCIAL STATEMENTS

NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Equity-settled compensation

The Company operates equity-settled share-based payment employee share and option schemes. The fair value of the equity to which employees become entitled is measured at grant date and recognised as an expense over the vesting period, with a corresponding increase to an equity account. The fair value of shares is ascertained as the market bid price. The fair value of options is ascertained using a Black-Scholes pricing model which incorporates all market vesting conditions. The number of shares and options expected to vest is reviewed and adjusted at the end of each reporting date such that the amount recognised for services received as consideration for the equity instruments granted shall be based on the number of equity instruments that eventually vest.

h) Provisions

Provisions are recognised when the Company has a legal or constructive obligation, as a result of past events, for which it is probable that an outflow of economic benefits will result and that outflow can be reliably measured.

i) Cash and Cash Equivalents Cash and cash equivalents include cash on hand, deposits held at call with banks and other short-term highly liquid investments with original maturities of 3 months or less.

j) Revenue

Revenue from the sale of goods is recognised upon the delivery of goods to customers.

Interest revenue is recognised on a proportional basis taking into account the interest rates applicable to the financial assets.

All revenue is stated net of the amount of goods and services tax (GST).

k) Goods and Services Tax (GST)

Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not recoverable from the Australian Tax Office. In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables in the statement of financial position are shown inclusive of GST.

Cash flows are presented in the statement of cash flows on a gross basis, except for the GST component of investing and financing activities, which are disclosed as operating cash flows.

l) Critical Accounting Estimates and Judgments

The directors evaluate estimates and judgments incorporated into the financial report based on historical knowledge and best available current information. Estimates assume a reasonable expectation of future events and are based on current trends and economic data, obtained both externally and within the Company.

Environmental Issues

Balances disclosed in the financial statements and notes thereto are not adjusted for any pending or enacted environmental legislation, and the directors understanding thereof. At the current stage of the Company’s development and its current environmental impact the directors believe such treatment is reasonable and appropriate.

Taxation

Balances disclosed in the financial statements and the notes thereto, related to taxation, are based on the best estimates of directors. These estimates take into account both the financial performance and position of the Company as they pertain to current income taxation legislation, and the directors understanding thereof. No adjustment has been made for pending or future taxation legislation. The current income tax position represents that directors’ best estimate, pending an assessment by the Australian Taxation Office.

– 27 –

Rumble Resources Ltd & Controlled Entities

NOTES TO THE FINANCIAL STATEMENTS

NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Exploration and Evaluation Expenditure

Exploration and evaluation costs are carried forward where right of tenure of the area of interest is current. These costs are carried forward in respect of an area that has not at balance date reached a stage that permits reasonable assessment of the existence of economically recoverable reserves, refer to the accounting policy stated in note 1(d).

Share based payment transactions

The Company measures the cost of equity-settled transactions with employees by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined by an internal valuation using a Black-Scholes option pricing model, using the assumptions detailed in note 11.

For equity transactions with consultants and other employees, the fair value reflects the value attributable to services where applicable. Where there is no quantifiable value of services the value of options is calculated using the Black and Scholes option pricing model.

Interests in joint operations

A joint operation is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the assets, and obligations for the liabilities, relating to the arrangement. Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant activities require unanimous consent of the parties sharing control.

When a group entity undertakes its activities under joint operations, the Group as a joint operator recognises in relation to its interest in a joint operation:

  • its assets, including its share of any assets held jointly;

  • its liabilities, including its share of any liabilities incurred jointly;

  • its revenue from the sale of its share of the output arising from the joint operation;

  • its share of the revenue from the sale of the output by the joint operation; and

  • its expenses, including its share of any expenses incurred jointly.

The Group accounts for the assets, liabilities, revenues and expenses relating to its interest in a joint operation in accordance with the AASBs applicable to the particular assets, liabilities, revenues and expenses. When a group entity transacts with a joint operation in which a group entity is a joint operator (such as a sale or contribution of assets), the Group is considered to be conducting the transaction with the other parties to the joint operation, and gains and losses resulting from the transactions are recognised in the Group's consolidated financial statements only to the extent of other parties' interests in the joint operation.

When a group entity transacts with a joint operation in which a group entity is a joint operator (such as a purchase of assets), the Group does not recognise its share of the gains and losses until it resells those assets to a third party.

Fair Value of Assets and Liabilities

The Group measures some of its assets and liabilities at fair value on either a recurring or non-recurring basis, depending on the requirements of the applicable Accounting Standard.

Fair value is the price the Group would receive to sell an asset or would have to pay to transfer a liability in an orderly (i.e. unforced) transaction between independent, knowledgeable and willing market participants at the measurement date.

As fair value is a market-based measure, the closest equivalent observable market pricing information is used to determine fair value. Adjustments to market values may be made having regard to the characteristics of the specific asset or liability. The fair values of assets and liabilities that are not traded in an active market are determined using one or more valuation techniques. These valuation techniques maximise, to the extent possible, the use of observable market data.

– 28 –

Rumble Resources Ltd & Controlled Entities

NOTES TO THE FINANCIAL STATEMENTS

NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

To the extent possible, market information is extracted from either the principal market for the asset or liability (ie the market with the greatest volume and level of activity for the asset or liability) or, in the absence of such a market, the most advantageous market available to the entity at the end of the reporting period (ie the market that maximises the receipts from the sale of the asset or minimises the payments made to transfer the liability, after taking into account transaction costs and transport costs).

For non-financial assets, the fair value measurement also takes into account a market participant's ability to use the asset in its highest and best use or to sell it to another market participant that would use the asset in its highest and best use.

The fair value of liabilities and the entity's own equity instruments (excluding those related to share-based payment arrangements) may be valued, where there is no observable market price in relation to the transfer of such financial instruments, by reference to observable market information where such instruments are held as assets. Where this information is not available, other valuation techniques are adopted and, where significant, are detailed in the respective note to the financial statements.

Valuation techniques

In the absence of an active market for an identical asset or liability, the Group selects and uses one or more valuation techniques to measure the fair value of the asset or liability, The Group selects a valuation technique that is appropriate in the circumstances and for which sufficient data is available to measure fair value. The availability of sufficient and relevant data primarily depends on the specific characteristics of the asset or liability being measured. The valuation techniques selected by the Group are consistent with one or more of the following valuation approaches:

Market approach: valuation techniques that use prices and other relevant information generated by market transactions for identical or similar assets or liabilities.

Income approach: valuation techniques that convert estimated future cash flows or income and expenses into a single discounted present value.

Cost approach: valuation techniques that reflect the current replacement cost of an asset at its current service capacity.

Each valuation technique requires inputs that reflect the assumptions that buyers and sellers would use when pricing the asset or liability, including assumptions about risks. When selecting a valuation technique, the Group gives priority to those techniques that maximise the use of observable inputs and minimise the use of unobservable inputs. Inputs that are developed using market data (such as publicly available information on actual transactions) and reflect the assumptions that buyers and sellers would generally use when pricing the asset or liability are considered observable, whereas inputs for which market data is not available and therefore are developed using the best information available about such assumptions are considered unobservable.

Fair value hierarchy

AASB 13 requires the disclosure of fair value information by level of the fair value hierarchy, which categorises fair value measurements into one of three possible levels based on the lowest level that an input that is significant to the measurement can be categorised into as follows:

Level 1

Measurements based on quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date.

Level 2

Measurements based on inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly

Level 3

Measurements based on unobservable inputs for the asset or liability.

– 29 –

Rumble Resources Ltd & Controlled Entities

NOTES TO THE FINANCIAL STATEMENTS

NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

The fair values of assets and liabilities that are not traded in an active market are determined using one or more valuation techniques. These valuation techniques maximise, to the extent possible, the use of observable market data. If all significant inputs required to measure fair value are observable, the asset or liability is included in Level 2. If one or more significant inputs are not based on observable market data, the asset or liability is included in Level 3.

The Group would change the categorisation within the fair value hierarchy only in the following circumstances: (i) if a market that was previously considered active (Level 1) became inactive (Level 2 or Level 3) or vice versa; or

(ii) if significant inputs that were previously unobservable (Level 3) became observable (Level 2) or vice versa. When a change in the categorisation occurs, the Group recognises transfers between levels of the fair value hierarchy (i.e. transfers into and out of each level of the fair value hierarchy) on the date the event or change in circumstances occurred.

New, revised or amending Accounting Standards and Interpretations adopted

The group 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. The adoption of these Accounting Standards and Interpretations did not have any significant impact on the financial performance or position of the group during the financial year.

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

New Accounting Standards and Interpretations not yet mandatory or early adopted

Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet mandatory, have not been early adopted by the group for the annual reporting period ended 30 June 2016. The group's assessment of the impact of these new or amended Accounting Standards and Interpretations, most relevant to the group, are set out below.

AASB 9 Financial Instruments

This standard is applicable to annual reporting periods beginning on or after 1 January 2018. The standard replaces all previous versions of AASB 9 and completes the project to replace IAS 39 'Financial Instruments: Recognition and Measurement'. AASB 9 introduces new classification and measurement models for financial assets. A financial asset shall be measured at amortised cost, if it is held within a business model whose objective is to hold assets in order to collect contractual cash flows, which arise on specified dates and solely principal and interest. All other financial instrument assets are to be classified and measured at fair value through profit or loss unless the entity makes an irrevocable election on initial recognition to present gains and losses on equity instruments (that are not held-fortrading) in other comprehensive income ('OCI'). For financial liabilities, the standard requires the portion of the change in fair value that relates to the entity's own credit risk to be presented in OCI (unless it would create an accounting mismatch). New simpler hedge accounting requirements are intended to more closely align the accounting treatment with the risk management activities of the entity. New impairment requirements will use an 'expected credit loss' ('ECL') model to recognise an allowance. Impairment will be measured under a 12-month ECL method unless the credit risk on a financial instrument has increased significantly since initial recognition in which case the lifetime ECL method is adopted. The standard introduces additional new disclosures. The group will adopt this standard from 1 July 2018 but the impact of its adoption is yet to be assessed by the group.

– 30 –

Rumble Resources Ltd & Controlled Entities

NOTES TO THE FINANCIAL STATEMENTS

NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

AASB 15 Revenue from Contracts with Customers

This standard is applicable to annual reporting periods beginning on or after 1 January 2018. The standard provides a single standard for revenue recognition. The core principle of the standard is that an entity will recognise revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard will require: contracts (either written, verbal or implied) to be identified, together with the separate performance obligations within the contract; determine the transaction price, adjusted for the time value of money excluding credit risk; allocation of the transaction price to the separate performance obligations on a basis of relative stand-alone selling price of each distinct good or service, or estimation approach if no distinct observable prices exist; and recognition of revenue when each performance obligation is satisfied. Credit risk will be presented separately as an expense rather than adjusted to revenue. For goods, the performance obligation would be satisfied when the customer obtains control of the goods. For services, the performance obligation is satisfied when the service has been provided, typically for promises to transfer services to customers. For performance obligations satisfied over time, an entity would select an appropriate measure of progress to determine how much revenue should be recognised as the performance obligation is satisfied. Contracts with customers will be presented in an entity's statement of financial position as a contract liability, a contract asset, or a receivable, depending on the relationship between the entity's performance and the customer's payment. Sufficient quantitative and qualitative disclosure is required to enable users to understand the contracts with customers; the significant judgements made in applying the guidance to those contracts; and any assets recognised from the costs to obtain or fulfil a contract with a customer. The group will adopt this standard from 1 July 2018 but the impact of its adoption is yet to be assessed by the group.

AASB 16 Leases

This standard is applicable to annual reporting periods beginning on or after 1 January 2019. The standard replaces AASB 117 ‘Leases’ and for lessees will eliminate the classifications of operating leases and finance leases. Subject to exceptions, a ‘right-of-use’ asset will be capitalised in the statement of financial position, measured as the present value of the unavoidable future lease payments to be made over the lease term. The exceptions relate to shortterm leases of 12 months or less and leases of low-value assets (such as personal computers and small office furniture) where an accounting policy choice exists whereby either a ‘right-of-use’ asset is recognised or lease payments are expensed to profit or loss as incurred. A liability corresponding to the capitalised lease will also be recognised, adjusted for lease prepayments, lease incentives received, initial direct costs incurred and an estimate of any future restoration, removal or dismantling costs. Straight-line operating lease expense recognition will be replaced with a depreciation charge for the leased asset (included in operating costs) and an interest expense on the recognised lease liability (included in finance costs). In the earlier periods of the lease, the expenses associated with the lease under AASB 16 will be higher when compared to lease expenses under AASB 117. However EBITDA (Earnings Before Interest, Tax, Depreciation and Amortisation) results will be improved as the operating expense is replaced by interest expense and depreciation in profit or loss under AASB 16. For classification within the statement of cash flows, the lease payments will be separated into both a principal (financing activities) and interest (either operating or financing activities) component. For lessor accounting, the standard does not substantially change how a lessor accounts for leases. The group will adopt this standard from 1 July 2019 but the impact of its adoption is yet to be assessed by the group.

– 31 –

Rumble Resources Ltd & Controlled Entities NOTES TO THE FINANCIAL STATEMENTS

NOTE 2:
REVENUE
2017
$
2016
$
5,402
12,066
-
4,250
131,043
206,413
38,937
89,374
175,382
312,103
2017
$
2016
$
-
-
-
-
Interest revenue
Profit on sale of financial assets
Government grant & R&D refund
Other
NOTE 3:
INCOME TAX EXPENSE
a.
The components of tax expense comprise:
Current tax
Deferred tax
Income tax as reported in the statement of comprehensive income
b.
Reconciliation of income tax expense to prima facie tax payable:
Loss from ordinary activities before income tax expense
Prima facie tax benefit on loss from ordinary activities before
income tax at 30%
Increase/(decrease) in income tax due to:
-
Non-deductible expenses
-
Other assessable income
-
Current period tax losses not recognised
-
Unrecognised temporary differences
-
Deductible equity raising costs
Income tax attributable to operating loss
c.
Recognised deferred tax assets
Tax losses
Accruals
Plant & equipment
Provisions
Previously expensed black hole costs
Total
Less: Set off of deferred tax liabilities/ tax losses not booked
Net deferred tax asset
-
-
(784,894)
(2,318,345)
(235,468)
(695,503)
(19,372)
407,026
-
-
295,190
333,864
1,463
592
(41,813)
(45,980)
-
-
11,045,597
11,045,597
1,013
(336)
-
-
(5)
(5,855)
1,099
1,099
11,047,703
11,040,505
(11,047,703)
(11,040,505)
-
-

– 32 –

Rumble Resources Ltd & Controlled Entities

NOTES TO THE FINANCIAL STATEMENTS

d. Recognised deferred tax liabilities

Recognised deferred tax liabilities
Exploration expenditure
Total
Less: Set off of deferred tax assets
Net deferred tax liabilities
11,047,703
11,040,505
11,047,703
11,040,505
(11,047,703)
(11,040,505)
-
-

Potential deferred tax assets attributable to tax losses and exploration expenditure carried forward have not been brought to account at 30 June 2017 because the directors do not believe it is appropriate to regard realisation of the deferred tax assets as probable at this point in time. These benefits will only be obtained if:

  • the Company derives future assessable income of a nature and of an amount sufficient to enable the benefit from the deductions for the loss and exploration expenditure to be realised;

  • no changes in tax legislation adversely affect the Company in realising the benefit from the deductions for the loss and exploration expenditure.

NOTE 4:
EARNINGS PER SHARE
Basic and diluted loss per share
The loss and weighted average number of ordinary shares used in this
calculation of basic/ diluted loss per share are as follows:
Loss
Weighted average number of ordinary shares for the purposes of basic/ diluted
loss per share
2017
$
2016
$
Cents per
share
Cents per
share
(0.30)
(1.12)
$
$
(784,894)
(2,318,345)
Number
Number
248,102,202
206,228,376

As the Company is in a loss position the options outstanding at 30 June 2017 have no dilutive effect on the earnings per share calculation.

NOTE 5: CASH AND CASH EQUIVALENTS

Cash at bank 1,621,110 1,390,667

– 33 –

Rumble Resources Ltd & Controlled Entities

NOTES TO THE FINANCIAL STATEMENTS

NOTE 6: OTHER FINANCIAL ASSETS

Current 2017 2016
$ $
Financial assets at fair value through profit or loss
Held-for-trading Australian listed shares 12,875 17,750

Shares held for trading are traded for the purpose of short-term profit taking. Changes in fair value are included in the statement of profit or loss and other comprehensive income. These financial assets are included in the level 1 fair value hierarchy.

NOTE 7: EXPLORATION AND EVALUATION EXPENDITURE


NOTE 7:
EXPLORATION AND EVALUATION EXPENDITURE
Exploration expenditure capitalised
-
Exploration and evaluation phase
A reconciliation of the carrying amount of exploration and evaluation
expenditure is set out below:
-
Carrying amount at the beginning of the year
-
Costs capitalised during the year, net of refunds
-
Costs impaired during the year (a)
Carrying amount at the end of the year
2017
$
2016
$
4,065,243
3,962,205
3,962,205
5,317,049
277,606
377,798
(174,568)
(1,732,642)
4,065,243
3,962,205
  • (a) During 2016 financial year, the Company relinquished some of its interests, including a portion of those in the Fraser Range, and the Canegrass, Nanemi and Sapala projects resulting in an impairment loss at 30 June 2016. During 2017 financial year, the Company relinquished projects in Sidewinder and Thunderstorm.

The value of the Company’s interest in exploration expenditure is dependent upon:

  • the continuance of the Company’s rights to tenure of the areas of interest;

  • the results of future exploration; and

  • the recoupment of costs through successful development and exploitation of the areas of interest, or alternatively, by their sale.

The Company’s exploration properties may be subjected to claim(s) under native title, or contain sacred sites, or sites of significance to Aboriginal people. As a result, exploration properties or areas within the tenements may be subject to exploration restrictions, mining restrictions and/or claims for compensation. At this time, it is not possible to quantify whether such claims exist, or the quantum of such claims.

– 34 –

Rumble Resources Ltd & Controlled Entities

NOTES TO THE FINANCIAL STATEMENTS

NOTE 8: TRADE AND OTHER PAYABLES

Current
Trade creditors
Share monies received in advance (1)
Accrued expenses and other payables
Trade and other payables
2017
$
2016
$
212,643
114,881
1,017,914
-
78,613
81,467
1,309,170
196,348

Trade creditors are expected to be paid on 30 day terms.

(1) Relates to monies received in advance for issue of shares after the financial year balance date

NOTE 9: ISSUED CAPITAL

Fully paid ordinary shares with no par value
Movement in ordinary shares
Balance at beginning of period
Less: transaction costs
Balance at reporting date
2017
No.
2017
$
2016
No.
2016
$
248,102,202
12,812,732
248,102,202
12,812,732
Number
$
Number
$
248,102,202
12,812,732
248,102,202
248,102,202
-
-
-
-
248,102,202
12,812,732
248,102,202
12,812,732

Terms and conditions of issued capital

Ordinary shares participate in dividends and the proceeds on winding up of the Company in proportion to the number of shares held. At the shareholders’ meetings each ordinary share is entitled to one vote when a poll is called, otherwise each shareholder has one vote on a show of hands.

Capital risk management

The Company’s objectives when managing capital are to safeguard its ability to continue as a going concern, so that it may continue to provide returns for shareholders and benefits for other stakeholders. Due to the nature of the Company’s activities, being mineral exploration, it does not have ready access to credit facilities, with the primary source of funding being equity raisings. Accordingly, the objective of the Company’s capital risk management is to balance the current working capital position against the requirements of the Company to meet exploration programmes and corporate overheads. This is achieved by maintaining appropriate liquidity to meet anticipated operating requirements, with a view to initiating appropriate capital raisings as required.

The net working capital position of the Company at 30 June 2017 is $339,139 (2016: $1,220,513) and the net increase in cash held during the year was $230,443 (2016: decrease of $314,324).

Share Options on issue at 30 June 2017

At 30 June 2017, the Company has the following share options on issue:

  • 4,500,000 unlisted options exercisable at $0.08 on or before 29 July 2018

– 35 –

Rumble Resources Ltd & Controlled Entities

NOTES TO THE FINANCIAL STATEMENTS

NOTE 10:
RESERVES
Share based payments reserve
Option premium reserve
NOTE 11:
SHARE BASED PAYMENTS
On 22 December 2015, 208,333 shares were issued in lieu of
directors fees incurred in the September quarter
On 8thJuly 2015, 24,000,000 listed options exercisable at $0.08
and $0.15 were issued in accordance with resolution 4 of the
general meeting of shareholders (a – d)
2017
$
2016
$
1,621,027
1,621,027
105,083
105,083
1,726,110
1,726,110
2017
$
2016
$
-
10,000
-
474,513

The options were calculated in accordance with black scholes merton model.

The details of these calculations are included in the table below :-

Option Dividend
Yield
Expected
Volatility
Risk Free
Rate
Expected
Life
Exercise
Price
Share
price at
grant date
FV per
option
A - 98.73% 1.87% 1.7 $0.08 $0.065 $0.024
B - 98.73% 1.87% 1.8 $0.08 $0.055 $0.024
C - 98.73% 1.78% 1.8 $0.15 $0.055 $0.024
D - 98.73% 1.87% 1.7 $0.15 $0.055 $0.024

Options carry no voting rights nor any dividends.

– 36 –

Rumble Resources Ltd & Controlled Entities

NOTES TO THE FINANCIAL STATEMENTS

A summary of the movements of all unlisted options granted is as follows:

Options outstanding as at 30 June 2015
Granted during period
Exercised during period
Expired during period
Options outstanding as at 30 June 2016
Granted during period
Exercised during period
Expired during period
Options outstanding as at 30 June 2017
Number
Weighted Average
Exercise Price($)
17,557,316
0.23
24,000,000
0.12
-
(8,100,000)
0.04
33,457,316
0.10
-
0.12
-
(28,957,316)
0.08
4,500,000
0.08

As at 30 June 2017, 4,500,000 (2016: 33,457,316) unlisted options have vested and are exercisable.

NOTE 12: INTERESTS OF KEY MANAGEMENT PERSONNEL (KMP)

Remuneration of Key Management Personnel

Refer to the Remuneration Report contained in the Directors’ Report for details of the remuneration paid or payable to each member of the Company’s key management personnel for the year ended 30 June 2017.

2017 2016
$ $
The totals of remuneration paid to the KMP of the Company during the year are as follows:
Short-term employee benefits 261,548 302,285
Post-employment benefits 22,246 23,152
Share based payments - 28,125
283,794 353,562

Other KMP Transactions:

There have been no other transactions involving equity instruments other than those described in the tables above.

– 37 –

Rumble Resources Ltd & Controlled Entities

NOTES TO THE FINANCIAL STATEMENTS

NOTE 13: RELATED PARTY TRANSACTIONS

a) Key management personnel

Disclosures relating to key management personnel are set out in Note 12.

b) Loans to Director and key management personnel

There were no loans to key management personnel during the year

c) Other transactions with Director and key management personnel

During the year the Company incurred the following transactions with related parties:

  • Keillor Geological, an entity which Brett Keillor is a director, was paid $28,816 (2016: NIL) for geological consulting services during the period.
NOTE 14:
AUDITORS’ REMUNERATION
Remuneration of the auditor of the parent entity for:

auditing or reviewing the financial report
NOTE 15:
CASHFLOW INFORMATION
a.
Reconciliation of Cash Flow from Operations with Loss after
Income Tax
Loss after income tax
Non-cash flows in loss:
Depreciation
Impairment of exploration expenditure
Share based payments
Unrealised gain on financial assets
Changes in assets and liabilities:
(Increase)/decrease in trade and other receivables
Decrease/(increase) in exploration expenditure
Increase/(decrease) in trade payables and accruals
Cashflow from operations
2017
$
2016
$
34,680
33,815
34,680
33,815
(784,894)
(2,318,345)
6,721
7,273
174,568
1,732,642
-
220,051
(4,875)
2,275
(19,762)
232,396
(277,632)
(237,722)
150,667
(717,604)
(755,207)
(1,079,034)

– 38 –

Rumble Resources Ltd & Controlled Entities

NOTES TO THE FINANCIAL STATEMENTS

NOTE 16: CONTROLLED ENTITIES

Percentage Owned (%)
Country of Incorporation 2017 2016
Subsidiaries of Rumble Resources Limited:
Rumble Ashburton Pty Ltd Australia 100% 100%
Rumble Paterson Range Pty Ltd Australia 100% 100%
Rumble West Africa Pty Ltd Australia 100% 100%
Goldstone Holdings Pty Ltd Australia 100% 100%
Rumble Derosa SARL Burkina Faso 100% 100%
Bompela North SARL Burkina Faso 100% 100%

NOTE 17: EVENTS AFTER THE REPORTING PERIOD

On 6 July 2017, 34,364,138 fully paid ordinary shares were issued for total consideration of $1,030,924 in respect of a capital raising announced to the ASX on 27 June 2017. Additionally, 1,500,000 unlisted options exercisable at $0.08 on or before 6 July 2019 were issued to the lead manager in accordance with a capital raising mandate.

On 24 August 2017, at a General Meeting of shareholders of the Company, shareholders approved via resolution the issue 1,500,000 fully paid ordinary shares at $0.03 cents per share in respect of the capital raising previously announced to the ASX on 27 June 2017, and the issue of 4,000,000 unlisted options to Mr Brett Keillor. These securities were subsequently issued on 8 September 2017.

On 7 September 2017 the Company announced that it had signed a binding option agreement to acquire up to 70% of the Barramine Project. Further details in respect of the option agreement are available in the Company’s ASX announcement on that date.

The Company announced on 28 September 2017 that it requested a trading halt with respect to an earn-out joint venture agreement with respect to a package of the Company’s tenements. The Company expects to release an announcement and be released from its trading halt on Monday 2 October 2017

No other matters or circumstances have arisen since the end of the period which significantly affected or may significantly affect the operations of the Company, the results of those operations, or the state of affairs of the Company in future financial years.

NOTE 18: COMMITMENTS

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 relevant authorities. 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. The actual expenditures to date on tenements have exceeded the minimum expenditure requirements specified by the relevant authorities during the current tenement grant periods.

Not Longer than 12 months
Between 12 months and 5 years
Longer than 5 years
2017
$
2016
$
916,656
516,930
1,911,156
924,569
-
-
2,827,812
1,441,499

– 39 –

Rumble Resources Ltd & Controlled Entities

NOTES TO THE FINANCIAL STATEMENTS

If the Company decides to relinquish certain leases and/or does not meet these obligations, assets recognised in the Statement of Financial Position may require review to determine the appropriateness of carrying values. The sale, transfer or farm-out of exploration rights to third parties will reduce or extinguish these obligations. The ultimate recoupment of costs carried forward for exploration and evaluation is dependent on the successful development and commercial exploitation or sale of the respective mining areas. There are no other commitments at 30 June 2017.

NOTE 19: CONTINGENT LIABILITIES

On 25 July 2014 the Company announced that it had varied the terms of the joint venture agreement with Canyon Resources Limited regarding the Derosa Project. The terms of the agreement were varied as follows:

  • Rumble to acquire 85% of the Derosa Project in consideration for issuing a further 2,000,000 fully paid ordinary shares in Rumble to Canyon ( these shares were issued on 25 July 2014);

  • On the announcement of a 500,000 ounce inferred resource, Rumble shall within 28 days, affect payment of $250,000 worth of Listed Shares to Canyon;

  • Canyon will retain a 15% free carry interest in the Derosa Project up to the decision to do a pre-feasibility report. Canyon then has the option to commit to their share of funds ongoing at that point or to reduce their holding via an industry standard dilution clause

On 16 August 2012, the Consolidated Entity purchased 100% of the issued capital in Goldstone Holdings Pty Ltd (“Goldstone”), which holds a 20% interest in the Beadell Project. The Consolidated Entity must pay the Vendors of Goldstone a 3% net smelter royalty “NSR” on E45/2405. Rumble can at any time reduce the 3% NSR to a 1% NSR by paying $1,500,000.

In the opinion of the directors there were no other contingent liabilities at 30 June 2017, and the interval between 30 June 2017 and the date of this report.

NOTE 20: OPERATING SEGMENTS

The Company has identified its operating segments based on the internal reports that are reviewed and used by the board of directors (chief operating decision makers) in assessing performance and determining the allocation of resources. During the period, the Company is managed primarily on the basis of two geographical segments being Australia and Africa.

Basis of accounting for purposes of reporting by operating segments

Accounting policies adopted

Unless stated otherwise, all amounts reported to the Board of Directors as the chief decision maker with respect to operating segments are determined in accordance with accounting policies that are consistent to those adopted in the annual financial statements of the Company.

Inter-segment transactions

Inter-segment loans payable and receivable are initially recognised at the consideration received net of transaction costs. If inter-segment loans receivable and payable are not on commercial terms, these are not adjusted to fair value based on market interest rates. This policy represents a departure from that applied to the statutory financial statements.

Segment assets

Where an asset is used across multiple segments, the asset is allocated to the segment that receives the majority of economic value from the asset. In the majority of instances, segment assets are clearly identifiable on the basis of their nature and physical location.

– 40 –

Rumble Resources Ltd & Controlled Entities

NOTES TO THE FINANCIAL STATEMENTS

Segment liabilities

Liabilities are allocated to segments where there is direct nexus between the incurrence of the liability and the operations of the segment. Borrowings and tax liabilities are generally considered to relate to the Company as a whole and are not allocated. Segment liabilities include trade and other payables and certain direct borrowings.

Unallocated item s

The following items of revenue, expense, assets and liabilities are not allocated to operating segments as they are not considered part of the core operations of any segment:

  • Head office and other administrative expenditure

– 41 –

Rumble Resources Ltd & Controlled Entities NOTES TO THE FINANCIAL STATEMENTS

(a)
Segment performance
Year Ended
30 June 2017
Revenue
Interest revenue
Profit on sale of financial assets
Government grant and R&D refund
Other
Total segment revenue
Total Company Revenue
Segment net loss before tax
Reconciliation of segment result to
net profit (loss) before tax
Unallocated items:
-Other
Net loss before tax from
continuing operations
Year Ended
30 June 2016
Revenue
Interest revenue
Profit on sale of financial assets
Government grant
Other
Total segment revenue
Total Company Revenue
Segment net profit before tax
Reconciliation of segment result to
net profit (loss) before tax
Unallocated items:
-Other
Net loss before tax from
continuing operations
Australia
Africa
$
$
5,402
-
131,043
-
-
-
38,937
-
Australia
Africa
$
$
5,402
-
131,043
-
-
-
38,937
-
Total
Operations
$
5,402
-
131,043
38,937
175,382
-
175,382
175,382
-
175,382
(784,894)
-
(784,894)
Australia
Africa
$
$
12,066
4,250
206,413
-
-
-
89,356
-
(784,894)
Total
Operations
$
12,066
4,250
206,413
89,356
312,085
-
312,085
312,085
-
312,085
(2,318,345)
-
(2,318,345)
-
(2,318,345)

– 42 –

Rumble Resources Ltd & Controlled Entities

NOTES TO THE FINANCIAL STATEMENTS

(b)
Segment assets
As at 30 June 2017
Segment assets
As at 30 June 2016
Segment assets
(c)
Segment liabilities
As at 30 June 2017
Segment liabilities
Reconciliation of segment liabilities to
total liabilities
Other liabilities
Total liabilities from continuing
operations
As at 30 June 2016
Segment liabilities
Reconciliation of segment liabilities to
total liabilities
Other liabilities
Total liabilities from continuing
operations
Australia
Africa
$
$
5,169,687
555,302

Total Operations

$

5,724,989
Australia
Africa
$
$
4,825,640
571,421
Total Operations
$
5,397,061
Australia
Africa
$
$
1,309,170
-
Australia
Africa
$
$
196,348
-
Total
Operations
$
1,309,170
-
1,309,170
Total
Operations
$
196,348
-
196,348

NOTE 21: FINANCIAL RISK MANAGEMENT

The Company’s financial instruments consist mainly of deposits with banks, accounts receivable, investments in listed shares and accounts payable.

The Board of Directors has overall responsibility for the oversight and management of the Company’s exposure to a variety of financial risks (including market risk, credit risk and liquidity risk).

– 43 –

Rumble Resources Ltd & Controlled Entities

NOTES TO THE FINANCIAL STATEMENTS

Credit risk

The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance date to recognised financial assets, is the carrying amount, net of any provisions for impairment of those assets, as disclosed in the Statement of Financial Position and notes to the financial statements.

The Company has adopted a policy of only dealing with creditworthy counterparties and obtaining sufficient collateral where appropriate, as a means of mitigating the risk of financial loss from defaults. The Company’s exposure and the credit ratings of its counterparties are continuously monitored and the aggregate value of transactions is spread amongst approved counterparties.

Credit risk related to balances with banks and other financial institutions is managed by the board. The board’s policy requires that surplus funds are only invested with counterparties with a Standard & Poor’s rating of at least AA-. All of the Company’s surplus funds are invested with AA Rated financial institutions.

The credit risk for counterparties included in cash and cash equivalents at 30 June 2017 is detailed below:

2017 2016
$ $
Financial assets:
Cash and cash equivalents
- AA rated counterparties 1,621,110 1,390,667

The Company does not have any material credit risk exposure to any single receivable or Company of receivables under financial instruments entered into by the Company.

Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company’s reputation.

The responsibility with liquidity risk management rests with the Board of Directors. The Company manages liquidity risk by monitoring forecast cash flows and ensuring that adequate working capital is maintained. The Company’s policy is to ensure that it has sufficient cash reserves to carry out its planned exploration activities over the next 12 months.

Financial liability and financial asset maturity analysis

Financial liabilities
Trade and other payables
Total expected outflows
Financial assets
Cash and cash equivalents
Trade and other receivables
Other assets
Total anticipated inflows
Within 1 year
1 to 5 years
Total
2017
2016
2017
2016
2017
2016
$
$
$
$
$
$
1,309,170
196,348
-
-
1,309,170
196,348
1,309,170
196,348
-
-
1,309,170
196,348
1,621,110
1,390,667
-
-
1,621,110
1,390,667
14,324
8,444
-
-
14,324
8,444
12,875
17,750
-
-
12,875
17,750
1,648,309
1,416,861
-
-
1,662,191
1,416,861

– 44 –

Rumble Resources Ltd & Controlled Entities

NOTES TO THE FINANCIAL STATEMENTS

Net inflow on financial
instruments 339,139 1,220,513 - - 339,139 1,220,513

Market Risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Company’s income or the value of its holdings of financial instruments.

Interest rate risk

The Company is exposed to interest rate risk as it invests funds at floating interest rates.

Interest rate sensitivity analysis

At 30 June 2017, the effect on loss and equity as a result of a 2% increase in the interest rate, with all other variables remaining constant would be a decrease in loss by $19,418 (2016: $27,813) and an increase in equity by $19,418 (2016: $27,813). The effect on loss and equity as a result of a 2% decrease in the interest rate, with all other variables remaining constant would be an increase in loss by $19,418 (2016: $27,813) and an decrease in equity by $19,418 (2016: $27,813).

Fair value of financial instruments

The Directors consider that the carrying amount of financial assets and financial liabilities recorded in the financial statements approximates their fair value.

Financial instruments measured at fair value

The financial instruments recognised at fair value in the statement of financial position have been analysed and classified using a fair value hierarchy reflecting the significance of the inputs used in making the measurements. The fair value hierarchy consists of the following levels:

  • Quoted prices in active markets for identical assets and liabilities (level 1);

  • Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices) (level 2); and

  • Inputs for the asset or liability that are not based on observable market data (unobservable inputs) (level 3).

2017
Financial assets
Fair value through profit or loss
-
Listed investments – held for trading
2016
Financial assets
Fair value through profit or loss
-
Listed investments – held for trading
Level 1
Level 2
Level 3
Total
$
$
$
$
12,875
-
-
12,875
Level 1
Level 2
Level 3
Total
$
$
$
$
17,750
-
-
17,750

Included within level 1 of the hierarchy are listed investments. The fair value of these financial assets have been based on the closing quoted bid prices at the end of the reporting period, excluding transaction costs.

– 45 –

Rumble Resources Ltd & Controlled Entities

NOTES TO THE FINANCIAL STATEMENTS

NOTE 22: PARENT ENTITY DISCLOSURES

The subsidiaries of the Company have had no activity since incorporation, thus the parent entity disclosures are the same as the consolidated entity.

The directors of the Company declare that:

  1. the financial statements and notes are in accordance with the Corporations Act 2001 and:

  2. a) comply with Accounting Standards and the Corporations Regulations 2001; and

  3. b) give a true and fair view of the Company’s financial position as at 30 June 2017 and its performance for the year ended on that date; and

  4. c) are in accordance with International Financial Reporting Standards, as stated in note 1 to the financial statements; and

  5. the Chief Executive Officer and Chief Financial Officer have each declared that:

  6. a) the financial records of the Company for the financial year have been properly maintained in accordance with section 286 of the Corporations Act 2001 ;

  7. b) the financial statements and notes for the financial year comply with the Accounting Standards; and

  8. c) the financial statements and notes for the financial year give a true and fair view;

  9. in the directors’ opinion there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.

This declaration is made in accordance with a resolution of the Board of Directors.

==> picture [119 x 39] intentionally omitted <==

Shane Sikora, Managing Director Dated this 29[th] day of September 2017

– 46 –

Rumble Resources Ltd & Controlled Entities ASX ADDITIONAL INFORMATION

The following additional information is required by the ASX Limited in respect of listed public companies and was applicable at 22 September 2017.

1. Shareholdings

The issued capital of the Company as at 22 September 2017 is 283,966,340 ordinary fully paid shares.

a.
Distribution of Shareholders
Category (size of holding)
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 – and over
Number of holders
Units
Percentage
42
7,766
0.00%
32
129,132
0.05%
172
1,575,651
0.55%
488
22,140,596
7.797%
349
260,113,195
91.60%
1,083
283,966,340
100.00%
  • b. The number of shareholdings held in less than marketable parcels is 129.

  • c.

  • There are no shares subject to escrow or other restricted securities as at 22 September 2017.

  • d. There is one substantial shareholder listed in the holding company’s register as at 22 September 2017, Mr Jason Peterson, who holds a combined 17,000,000 fully paid ordinary shares, being 6.02% of the issued capital of the Company, as per the change in substantial shareholder notice lodged with the ASX on 29 August 2017.

  • e. Voting Rights

The voting rights attached to each class of equity security are as follows:

Ordinary shares

  • Each ordinary share is entitled to one vote when a poll is called, otherwise each member present at a meeting or by proxy has one vote on a show of hands.

Quoted and unquoted options

  • Options do not carry the right to vote.

– 47 –

Rumble Resources Ltd & Controlled Entities

ASX ADDITIONAL INFORMATION

f. Top 20 Largest Fully Paid Ordinary Shareholders as at 22 September 2017

Name
1.
SUNSET CAPITAL MANAGEMENT PTY LTD
2.
SANGREAL INVESTMENTS PTY LTD
3.
EMMESS PTY LTD <EMMESS SUPER FUND A/C.
4.
SACCO DEVELOPMENTS AUSTRALIA PTD LTD
5.
TELL CORPORATION PTY LTD
6.
KELANCO PTY LTD
7.
BROADACRE FINANCE PTY LTD
8.
MATTHEW BANKS
9.
MALCORA PTY LTD
10.MALCORA PTY LTD
11.MR WALTER SCOTT WILSON
12.SAPPHIRE BEGINNINGS PTY LTD
13.IWG HOLDINGS PTY LTD
14.MR BRIAN BOUGTON & MRS CHERYL BOUGHTON A/C>
15.MR TONY PETER VUCIC & MRS DIANE VUCIC
16.HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
17.PATINA RESOURCES PTY LTD
18.ORBIS GOLD LIMITED
19.KELANCO PTY LTD
20.TI PRODUCE MARKETING PTY LTD
Total top 20
Total other holders
Total all holders
Number of
Ordinary Fully
Paid Shares
Held
% Held of
Issued
Ordinary
Capital
14,500,000
5.10
13,000,000
4.57
10,000,000
3.52
9,248,732
3.25
6,500,000
2.28
6,300,000
2.21
5,977,827
2.10
5,926,926
2.08
4,500,000
1.58
4,500,000
1.58
4,443,040
1.56
4,321,554
1.52
3,100,000
1.09
3,000,000
1.05
3,000,000
1.05
2,852,740
1.00
2,800,000
0.98
2,700,000
0.95
2,510,000
0.88
2,500,000
0.88
111,680,819
39.23
172,285,521
60.77
283,966,340
100.00

– 48 –

Rumble Resources Ltd & Controlled Entities ASX ADDITIONAL INFORMATION

2. Unquoted Securities

The Company has the following unquoted securities:

Expiry Date Exercise Price Number of Options
29 July 2018 $0.08 4,500,000
6 July 2019 $0.08 1,500,000
8 September 2020 $0.03 4,000,000
Total 10,000,000

The names of the security holders with more than 20% of an unlisted class of security are listed below:

Holder ULO $0.08
29 July 2018
ULO $0.08
6 July 2019
ULO $0.03
8 Sep 2020
Terrence Topping 1,500,000 - -
Sapphire Beginnings Pty Ltd 1,500,000 - -
CPS Capital Investments Pty Ltd - 450,000 -
Rexroth Holdings Pty Ltd - 1,050,000 -
Mr Brett Keillor + Mrs Helen Keillor - - 4,000,000
Total number of holders 2 2 1
Total holdings over 20% 3,000,000 1,500,000 4,000,000
Other holders 4 - -
**Total ** 4,500,000 1,500,000 4,000,000

3. Quoted Options over Unissued Shares

There are no quoted options on issue.

– 49 –

Rumble Resources Ltd & Controlled Entities SCHEDULE OF MINERAL TENEMENTS

4. Tenement holdings

In accordance with ASX listing rule 5.20 the Company provides the following summary of its tenements as at the date of this report:

Project Tenement Status Interest held by
Rumble Resources
Limited
Western Australia
Beadell E45/2405 Granted 100%
Beadell E45/4891 Application 100%
Big Red E28/2268 Granted 100%
Thunderstorm E28/2528 Application 100%
Thunderstorm E28/2529 Application 100%
Thunderstorm E28/2595 Application 100%
Thunderdome E28/2366 Granted 100%
Mt Gibson E59/2215 Granted 100%
Mt Gibson E59/2216 Granted 100%
Braeside E45/2032 Granted 70%*
Braeside E45/4872 Application 100%
Braeside E45/4873 Application 100%
Braeside E45/4874 Application 100%
Braeside E45/4937 Application 100%
Braeside E45/4938 Application 100%
Braeside P45/3037 Application 100%
Burkina Faso
Derosa Bompela Granted 85%*
Burkina Faso Pogoro Granted 100%
Burkina Faso Yalore Granted 100%
  • Subject to earn in under the respective option/earn-in agreements

– 50 –