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RUMBLE RESOURCES LIMITED Interim / Quarterly Report 2020

Mar 11, 2020

65736_rns_2020-03-11_7855f625-b967-4361-82c0-ecf3d9e3f804.pdf

Interim / Quarterly Report

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ABN 74 148 214 260

And Controlled Entities

Interim Financial Report For the Half-Year Ended 31 December 2019

Rumble Resources Ltd & Controlled Entities CONTENTS

Corporate Directory 2
Directors' Report 3
Auditors Independence Declaration 5
Condensed Consolidated Statement of Profit or Loss and Other ComprehensiveIncome 6
Condensed Consolidated Statement of Financial Position 7
Condensed Consolidated Statement of Changes in Equity 8
Condensed Consolidated Statement of Cash Flows 9
Notes to the Financial Statements 10
Directors' Declaration 18
Independent Auditors Report 19

Rumble Resources Ltd & Controlled Entities CORPORATE DIRECTORY

DIRECTORS

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

COMPANY SECRETARY

Steven Wood

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

SHARE REGISTRY

Automic Registry Services Level 2, 267 St Georges Terrace Perth WA 6000 Tel: 1300 288 664 www.automic.com.au

AUDITORS

Bentleys Level 3, 216 St Georges Terrace Perth WA 6000

LAWYERS

HWL Ebsworth Lawyers Level 20, St Georges Tce Perth WA 6000

BANKERS

Westpac Banking Corporation Level 13, 109 St Georges Terrace Perth WA 6000

Your directors submit the financial report of Rumble Resources Limited ("Rumble" or "the Company") and its controlled entities ("the Group") for the half-year ended 31 December 2019.

DIRECTORS

The names of Directors who held office during or since the end of the half-year are:

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

RESULTS

The loss after tax for the half-year ended 31 December 2019 was $176,362 (2018: $1,359,155).

REVIEW OF OPERATIONS

During the period, Rumble Resources Ltd ("Group") executed the Board's clear strategy of generating a pipeline of quality high grade base and precious metal projects at various stages of exploration and development, critically reviewing them against stringent criteria developed by Rumble's highly regarded technical director Brett Keillor, negotiating low cost upfront optionality and systematically exploring multiple projects to test for high grade world class discoveries.

During the half-year ending 31 December 2019, the Group renegotiated and exercised the option to acquire 75% of the Earaheedy Project and subsequently commenced a drill program at the Earaheedy Project.

The Group also commenced drill programs at the Munarra Gully project, the Western Queen Gold Project and completed a drill program at the Panache Project in the Sudbury region in Canada.

On 22 July 2019 the Group entered into an earn-in joint venture agreement with AIC Mines Limited in respect of the Lamil project. Under that agreement, AIC can earn a 50% interest in the Lamil Project by spending $6 million over 4 years and can can earn 65% by spending a further $4million over 1 year. The Option fee to commence the JV was AIC issuing Rumble 714,286 new shares for nil consideration. The shares in AIC were issued to Rumble in August 2019.

On 6 August 2019 the Group executed an option agreement to acquire the Western Queen Gold Project in Western Australia. The Western Queen Gold Project comprises two contiguous mining leases (M59/45 and M59/208) for a total area of 9.8 km2 .

On 3 September 2019 the Group announced a placement to raise $3,750,000 via the issue of 50,000,000 shares at $0.075 per share. This placement introduced two new strategic, cornerstone investors to the Company.

Date Description
23 January 2020 The Company announced a large scale Zn-Pb-Ag discovery at the Earaheedy Project.
28 January 2020 The Company announced that a ground EM program had commenced at the Long Lake project inCanada.
30 January 2020 The Company announced that high priority targets had been identified at the Waroo Project.
11 February 2020 The Company announced a large scale copper-gold system was defined over 7km's at the MunarraGully Project.
11 February 2020 The Company announced the proposed issue of 309,290 ordinary shares in respect of a Munarra Gullyoption agreement.
17 February 2020 The Company announced a high-grade gold discovery at the Western Queen Gold Project.
25 February 2020 The Company announced drilling had commenced at the Western Queen Gold Project.
5 March 2020 The Company announced drilling had commenced at the Munarra Gully Project.

SUBSEQUENT EVENTS

No other events occurred of a material nature subsequent to the period end that require further disclosure.

AUDITOR'S INDEPENDENCE DECLARATION

The lead auditor's independence declaration under s307c of the Corporations Act 2001 for the half-year ended 31 December 2019 is included on page 5 within this financial report.

This report is signed in accordance with a resolution of the Board of Directors.

_______________________

Shane Sikora Managing Director

Perth Dated: 12 March 2020

To The Board of Directors

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

As lead audit Partner for the review of the financial statements of Rumble Resources Limited for the half year ended 31 December 2019, I declare that to the best of my knowledge and belief, there have been no contraventions of:

  • the auditor independence requirements of the Corporations Act 2001 in relation to the review; and
  • any applicable code of professional conduct in relation to the review.

Yours faithfully

BENTLEYS MARK DELAURENTIS CA Chartered Accountants Partner

Dated at Perth this 12th day of March 2020

Rumble Resources Ltd

& Controlled Entities

CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE

INCOME

FOR THE HALF-YEAR ENDED 31 DECEMBER 2019

Note 31 December 2019$ 31 December 2018$
Other Income 2 1,551,222 620,244
Administration expenses (87,088) (41,979)
Compliance and regulatory expenses (162,424) (189,383)
Employee benefits expense (331,286) (214,777)
Loss on revaluation of shares in listed companies (85,714) -
Impairment of exploration expenditure 3 (483,429) (1,285,567)
Exploration expenditures (471,049) (179,239)
Occupancy costs (29,291) (29,463)
Travel and accommodation (18,514) (7,119)
Share based payment expense 8 (30,270) -
Depreciation expense (8,730) (15,662)
Other expenses (19,789) (16,210)
Loss before income tax expense (176,362) (1,359,155)
Income tax (expense)/benefit - -
Loss for the period (176,362) (1,359,155)
Other comprehensive income - -
Total comprehensive loss attributable tomembers of the Rumble Resources (176,362) (1,359,155)
Loss Per Share
Basic and diluted loss per share (cents per share) 5 (0.04) (0.38)

Rumble Resources Ltd & Controlled Entities CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2019

Note 31 December 2019 30 June 2019
$ $
ASSETS
CURRENT ASSETS
Cash and cash equivalents 4,364,498 1,831,332
Trade and other receivables 152,398 212,883
Other financial assets 229,113 21,970
TOTAL CURRENT ASSETS 4,746,009 2,066,185
NON-CURRENT ASSETS
Exploration and evaluation expenditure 3 6,307,252 4,679,760
Plant and equipment 47,681 37,749
TOTAL NON-CURRENT ASSETS 6,354,933 4,717,509
TOTAL ASSETS 11,100,942 6,783,694
CURRENT LIABILITIES
Trade and other payables 4 1,040,260 843,919
TOTAL CURRENT LIABILITIES 1,040,260 843,919
TOTAL LIABILITIES 1,040,260 843,919
NET ASSETS 10,060,682 5,939,775
EQUITY
Issued capital 6 24,028,939 19,851,752
Reserves 7 2,696,537 2,576,454
Accumulated losses (16,664,794) (16,488,431)
TOTAL EQUITY 10,060,682 5,939,775

Rumble Resources Ltd & Controlled Entities

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE HALF-YEAR ENDED 31 DECEMBER 2019

Issued capital Reserves Accumulatedlosses Total
$ $ $ $
Balance at 1 July 2019 19,851,752 2,576,454 (16,488,432) 5,939,775
Loss for the period - - (176,362) (176,362)
Other comprehensive income - - - -
Total comprehensive income - - (176,362) (176,362)
Transactions with owner directlyrecorded in equity
Shares issued during the period,net of transaction costs 4,177,187 - - 4,177,187
Share based payments - 120,083 - 120,083
Balance at 31 December 2019 24,028,939 2,696,537 (16,664,794) 10,060,682
Issued capital Reserves Accumulatedlosses Total
$ $ $ $
Balance at 1 July 2018 18,164,936 2,576,454 (14,502,902) 6,238,488
Loss for the period - - (1,359,155) (1,359,155)
Other comprehensive income - - - -
Total comprehensive income - - (1,359,155) (1,359,155)
Transactions with owner directlyrecorded in equity
Shares issued during the period,net of transaction costs 110,000 - - 110,000
Option reserve on recognition ofshare-based payment 79,600 - - 79,600
Balance at 31 December 2018 18,354,536 2,576,454 (15,862,057) 5,068,933

Rumble Resources Ltd & Controlled Entities CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE HALF-YEAR ENDED 31 DECEMBER 2019

31 Dec 2019$ 31 Dec 2018$
CASH FLOWS FROM OPERATING ACTIVITIES
Interest received 10,493 25,050
Payments to suppliers and employees (479,710) (610,161)
Exploration and evaluation expenditure (1,137,758) (149,639)
R&D grant refund and other income 1,336,531 582,750
Net cash (used in) operating activities (270,444) (152,000)
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for capitalised exploration and evaluation (1,088,278) (1,538,744)
Purchase of plant and equipment (3,112) (1,210)
Net cash (used in) investing activities (1,091,390) (1,539,954)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of shares 4,120,000 110,000
Payment of transaction costs associated with capital raising (225,000) -
Net cash provided by financing activities 3,895,000 110,000
Net (decrease)/increase in cash held 2,533,166 (1,581,954)
Cash at beginning of financial period 1,831,332 3,804,350
Cash at end of financial period 4,364,498 2,222,396

NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES

These financial statements and notes represent those of Rumble Resources Limited and controlled entities (the "Group"). Rumble is a listed public company, incorporated and domiciled in Australia.

Basis of Preparation

These interim financial statements constitute a general purpose financial report and have been prepared in accordance with the requirements of the Corporations Act 2001 and Australian Accounting Standard AASB 134: Interim Financial Reporting. Compliance with AASB134 ensures compliance with IAS134: Interim Financial Reports. They do not include all of the information required for full annual financial statements and should be read in conjunction with the consolidated financial statements of the Group as at and for the year ended 30 June 2019.

These interim financial statements were approved by the Board of Directors on 12 March 2020.

The consolidated financial statements have been prepared on the basis of historical cost, except for the revaluation of certain non-current assets and financial instruments. Cost is based on the fair values of the consideration given in exchange for assets. All amounts are presented in Australian dollars, unless otherwise noted.

All monetary values are reported in Australian Dollar unless otherwise stated.

a) Adoption of new and revised accounting standards

The accounting policies adopted in the current year are consistent with those adopted and disclosed in the Group's 2019 Annual Report for the year ended 30 June 2019 except for the adoption of AASB 16 Leases ("AASB 16").

The Group has adopted AASB 16 using the modified retrospective approach from 1 July 2019 but has not restated comparatives for the 2019 reporting period, as permitted under the specific transitional provision in the standard.

Right-of-use assets

A right-of-use asset is recognised at the commencement date of a lease. The right-of-use asset is measured at cost, which comprises the initial amount of the lease liability, adjusted for, as applicable, any lease payments made at or before the commencement date net of any lease incentives received, any initial direct costs incurred, and, except where included in the cost of inventories, an estimate of costs expected to be incurred for dismantling and removing the underlying asset, and restoring the site or asset.

Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated useful life of the asset, whichever is the shorter. Where the consolidated entity expects to obtain ownership of the leased asset at the end of the lease term, the depreciation is over its estimated useful life. Right-of use assets are subject to impairment or adjusted for any re-measurement of lease liabilities.

The consolidated entity has elected not to recognise a right-of-use asset and corresponding lease liability for short-term leases with terms of 12 months or less and leases of low-value assets. Lease payments on these assets are expensed to profit or loss as incurred.

Lease liabilities

A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the present value of the lease payments to be made over the term of the lease, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the consolidated entity's incremental borrowing rate. Lease payments comprise of fixed payments less any lease incentives receivable, variable lease payments that depend on an index or a rate, amounts expected to be paid under -residual value guarantees, exercise price of a purchase option when the exercise of the option is reasonably certain to occur, and any anticipated termination penalties. The variable lease payments that do not depend on an index or a rate are expensed in the period in which they are incurred.

Rumble Resources Ltd & Controlled Entities NOTES TO THE FINANCIAL STATEMENTS

For the Half-Year Ended 31 December 2019

Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are remeasured if there is a change in the following: future lease payments arising from a change in an index or a rate used; residual guarantee; lease term; certainty of a purchase option and termination penalties. When a lease liability is remeasured, an adjustment is made to the corresponding right-of use asset, or to profit or loss if the carrying amount of the right-of-use asset is fully written down.

Practical expedients applied

In applying AASB16 for the first time, the Group has used the following practical expedients permitted by the standard:

  • Reliance on previous assessment on whether leases are onerous;
  • The accounting for operating leases with a remaining term of less than 12 months as at 1 July 2019 as short-term leases;
  • The exclusion of initial direct costs for the measurement of the right-of-use asset at the date of initial application; and
  • The use of hindsight in determining the leases term where the contract contains options to extend or terminate the lease.

The Group has also elected not to reassess whether a contract is, or contains a lease at the date of initial application. Instead, for contracts entered into before the transition date the Group relied on its assessment made applying AASB117 and IFRlC4 Determining whether an Arrangement contains a Lease.

As the Group do not have any leases, AASB 16 'Leases' had no a significant impact on the current period.

NOTE 2: OTHER INCOME 31 Dec 2019$ 31 Dec 2018$
Interest received 10,493 25,050
Share acquired at nil consideration 292,857 2,280
Research and development refund 1,225,694 582,750
Other revenue 22,177 10,164
1,551,222 620,244
NOTE 3: EXPLORATION AND EVALUATION EXPENDITURE 31 Dec 2019$ 30 June 2019$
Exploration expenditure capitalised
- Exploration and evaluation phase 6,307,252 4,679,760
A reconciliation of the carrying amount of exploration and evaluationexpenditure is set out below:
Carrying amount at the beginning of the period 4,679,760 2,691,197
- Costs capitalised during the period, net of refunds 2,111,631 3,274,551
- Costs impaired during the period (1) (483,429) (1,285,988)
Carrying amount at the end of the period 6,307,252 4,679,760

(1) During the half-year ended 31 December 2019, tenement license E59/2359 was relinquished, and tenement license M51/0122 was subsequently relinquished in February 2020.

The value of the Group's interest in exploration expenditure is dependent upon:

  • the continuance of the Group'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.
NOTE 4:TRADE AND OTHER PAYABLES 31 Dec 2019$ 30 June 2019$
Current
Trade creditors 887,836 726,917
Accrued expenses and other payables 152,425 117,002
Trade and other payables(1) 1,040,260 843,919
Trade creditors are expected to be paid on 30 day terms.(1)
NOTE 5:EARNINGS PER SHARE 31 Dec 2019 31 Dec 2018
Cents per share Cents per

Basic and diluted loss per share (0.04) (0.38)

The loss and weighted average number of ordinary shares used in this calculation of basic/ diluted loss per share are as follows:

$ $
Loss (176,362) (1,359,155)
Number Number
Weighted average number of ordinary shares for the purposes of basic/ dilutedloss per share 423,281,521 356,576,675

As the Group is in a loss position, the options outstanding at 31 December 2019 have no dilutive effect on the earnings per share calculation.

share

Rumble Resources Ltd & Controlled Entities NOTES TO THE FINANCIAL STATEMENTS

For the Half-Year Ended 31 December 2019

NOTE 6:ISSUED CAPITAL 31 Dec 2019 31 Dec 2019 30 June 2019 30 June 2019
Number $ Number $
Ordinary shares fully paid of no par value 446,385,673 24,028,939 385,791,041 19,851,752
Reconciliation of movements in issued capital: Number ofShares $
Opening Balance – 1 July 2018 354,268,101 18,164,936
Shares issued pursuant to Barramine Project acquisition agreement on 23 July 985,211 50,000
Shares issued on exercise of directors options on 26 July 1,375,000 110,000
Shares issued pursuant to Long Lake and Panache Project acquisitionagreements on 9 August 400,000 29,600
Issue of shares as part of Munarra Gully option fees on 1 March 2,948,084 145,256
Issue of Placement shares at $0.055 per share on 18 April 25,814,645 1,419,809
Less: transaction costs (67,849)
Closing Balance – 30 June 2019 385,791,041 19,851,752
Shares issued pursuant to Long Lake and Panache Project acquisitionagreement on 29 July 2019 400,000 22,000
Director Placement on 29 July 2019 2,181,182 120,000
Shares issued pursuant to JV agreement with AIC on the Lamil Project on 28August 2019 4,166,667 250,000
Issue of Placement shares on 10 October 2019 50,000,000 3,750,000
Shares issued pursuant to 75% of Earaheedy Project acquisition agreement on21 October 2019 3,846,153 350,000
Less: transaction costs - (314,813)
Closing Balance – 31 December 2019 446,385,673 24,028,939
NOTE 7:RESERVES 31 Dec 2019$ 30 June 2019$
2,696,537 2,576,454
Option premium reserve 105,083 105,083
Share based payments reserve 2,591,454 2,471,371

Rumble Resources Ltd & Controlled Entities NOTES TO THE FINANCIAL STATEMENTS

For the Half-Year Ended 31 December 2019

A summary of the movements of all unlisted options granted is as follows: Number WeightedAverageExercise Price($)
Options outstanding as at 1 July 2018 30,100,000 0.10
Exercised during year (1,375,000) 0.08
Granted during year 3,473,110 0.15
Expired during the year (3,125,000) 0.08
Options outstanding as at 30 June 2019 29,073,110 0.11
Granted during Period (1) 20,240,000 0.15
Exercised during Period - -
Expired during Period (16,313,110) 0.15
Options outstanding as at 31 December 2019 33,000,000 0.15
  1. 15 million options issued during the half-year ended 31 December 2019 had a total fair value of $174,433, of which $30,270 was recognised as a share based payment expense in the consolidated statement of profit or loss and other comprehensive income. The remainder pertained to free attaching options issued to shareholders as part of Placement on 29 July 2019.

Share Options on issue at 31 December 2019

At 31 December 2019, the Group has the following share options on issue:

  • 4,000,000 unlisted options exercisable at $0.03 on or before 8 September 2020
  • 9,000,000 unlisted options exercisable at $0.08 on or before 22 December 2020
  • 15,000,000 incentive options with zero exercise price expiring on or before 26 July 2023, subject to vesting conditions
  • 5,000,000 unlisted options exercisable at $0.15 expiring on or before 31 December 2022

NOTE 8: SHARE BASED PAYMENTS

Share based payments during the half year ended 31 December 2019 are summarised below.

31 Dec 2019 31 Dec 2018
$ $
Expense arriving from equity settled share based payment transactions 30,270 -

Directors Incentive Options issued during the period will vest on the earlier to occur of:

(i) the satisfaction of the Timeframe Vesting Condition and the relevant VWAP Vesting Condition;

(ii) the holder becoming a Good Leaver, and the relevant VWAP Vesting Condition being satisfied; or

(iii) a Change in Control Event occurring, and the relevant VWAP Vesting Condition being satisfied.

The Incentive options were valued using a Monte Carlo model with the following inputs:

Tranche DividendYield ValuationDate ExpectedVolatility Risk-FreeInterestRate Expiry UnderlyingSharePrice ValueperRight($) Total FairValue($)
1A - 17 July 2019 103.5% 0.99% 26 July 2023 $0.056 0.01193 $ 9,942
1B - 17 July 2019 103.5% 0.99% 26 July 2023 $0.056 0.0223 $ 18,583
1C - 17 July 2019 103.5% 0.99% 26 July 2023 $0.056 0.02864 $ 23,867
2A - 17 July 2019 103.5% 0.99% 26 July 2023 $0.056 0.00676 $ 5,633
2B - 17 July 2019 103.5% 0.99% 26 July 2023 $0.056 0.01701 $ 14,175
2C - 17 July 2019 103.5% 0.99% 26 July 2023 $0.056 0.02395 $ 19,958
3A - 17 July 2019 103.5% 0.99% 26 July 2023 $0.056 0.00419 $ 3,492
3B - 17 July 2019 103.5% 0.99% 26 July 2023 $0.056 0.01354 $ 11,283
3C - 17 July 2019 103.5% 0.99% 26 July 2023 $0.056 0.02115 $ 17,625
4A - 17 July 2019 103.5% 0.99% 26 July 2023 $0.056 0.00275 $ 2,292
4B - 17 July 2019 103.5% 0.99% 26 July 2023 $0.056 0.01115 $ 9,292
4C - 17 July 2019 103.5% 0.99% 26 July 2023 $0.056 0.01888 $ 15,733
5A - 17 July 2019 103.5% 0.99% 26 July 2023 $0.056 0.0006 $500
5B - 17 July 2019 103.5% 0.99% 26 July 2023 $0.056 0.00535 $ 4,458
5C - 17 July 2019 103.5% 0.99% 26 July 2023 $0.056 0.01183 $ 9,858
6A - 17 July 2019 103.5% 0.99% 26 July 2023 $0.056 0.00008 $67
6B - 17 July 2019 103.5% 0.99% 26 July 2023 $0.056 0.00221 $ 1,842
6C - 17 July 2019 103.5% 0.99% 26 July 2023 $0.056 0.007 $ 5,833

NOTE 9: OPERATING SEGMENTS

The Group 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. The Group has one operating segment being mining exploration in Australia.

NOTE 10: COMMITMENTS

Exploration expenditure commitments

In order to maintain current rights of tenure to exploration tenements, the Group is required 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.

31 December2019 30 June2019
$ $
Not Longer than 12 months 417,354 666,641
Between 12 months and 5 years 407,063 1,506,527
Longer than 5 years 63,302 70,066
887,719 2,237,234

If the Group 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.

NOTE 11: CONTINGENT LIABILITIES

Under the terms of the Earaheedy Zinc project option agreement in respect of tenement E69/3464, following completion of a bankable feasibility study and decision to mine, the vendor of the project can either elect to contribute to the ongoing project development or dilute to a 1.5% net smelter royalty ("NSR").

Under the terms of the Munarra Gully project option agreement in respect of tenement E51/1677, following completion of a bankable feasibility study and decision to mine, the vendors of the project can elect to contribute to the ongoing project development or to convert its remaining interest in to a 1% NSR resulting in Rumble holding a 100% legal and beneficial interest in the project.

As part of the terms of the Barramine project acquisition, subject to exercising the option and following completion of a bankable feasibility study and decision to mine, the vendor of the project can elect to contribute to the ongoing project development or to convert its remaining interest in to a 1.5% NSR resulting in Rumble holding a 100% legal and beneficial interest in the project.

Under the terms of the Panache project option agreement, subject to exercising the option and following a decision to mine, Rumble will pay a 3% NSR to the vendor of the project. Rumble can secure a 1% NSR buy back for a cash payment of CAD$1,500,000 to the vendor. Rumble can secure a further 1% NSR buyback for Cad $1,500,000 paid to the vendor.

Rumble Resources Ltd & Controlled Entities NOTES TO THE FINANCIAL STATEMENTS For the Half-Year Ended 31 December 2019

Under the terms of the Long Lake project option agreement, subject to exercising the option and following a decision to mine, Rumble will pay a 3% NSR to the vendor of the project. Rumble can secure a 1% NSR buy back for cash payment of CAD$1,500,000 to the vendor. Rumble can secure a further 1% NSR buyback for Cad $1,500,000 paid to the vendor.

Under the terms of the Western Queen Gold project option agreement, at any time before the end of either option period, Rumble can pay A$1,000,000 in shares or cash (or any combination) at Rumble's election to exercise the option to purchase the project 100%. Rumble has granted Ramelius a last right of refusal to provide any gold processing and associated haulage services that relate to activities on the Western Queen Project.

There were no other contingent liabilities as at 31 December 2019, or since that date and the date of this report.

Date Description
23 January 2020 The Company announced a large scale Zn-Pb-Ag discovery at the Earaheedy Project.
28 January 2020 The Company announced that a ground EM program had commenced at the Long Lake project inCanada.
30 January 2020 The Company announced that high priority targets had been identified at the Waroo Project.
11 February2020 The Company announced a large scale copper-gold system was defined over 7km's at the Munarra GullyProject.
11 February2020 The Company announced the proposed issue of 309,290 ordinary shares valued at $25,000 in respect ofa Munarra Gully option agreement.
17 February2020 The Company announced a high-grade gold discovery at the Western Queen Gold Project.
25 February2020 The Company announced drilling had commenced at the Western Queen Gold Project.
5 March 2020 The Company announced drilling had commenced at the Munarra Gully Project.

NOTE 12: SUBSEQUENT EVENTS

No events occurred of a material nature subsequent to the period end that require further disclosure.

The Directors of the Group declare that:

    1. The financial statements and notes, as set out on pages 6 to 17 are in accordance with the Corporations Act 2001 and:
    • (a) comply with Accounting Standard AASB 134: Interim Financial Reporting; and
    • (b) give a true and fair view of the Group's financial position as at 31 December 2019 and its performance for the interim period ended on that date.
    1. In the Directors' opinion there are reasonable grounds to believe that the Group 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.

____________________

Shane Sikora Managing Director

PERTH Dated this 12 March 2020

To the Members of Rumble Resources Limited

We have reviewed the accompanying half-year financial report of Rumble Resources Limited ("the Company") and Controlled Entities ("the Consolidated Entity") which comprises the consolidated statement of financial position as at 31 December 2019, the consolidated statement of profit or loss and other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the half-year ended on that date, a statement of accounting policies, other selected explanatory notes and the directors' declaration of the Consolidated Entity, comprising the Company and the entities it controlled during the half-year.

Directors Responsibility for the Half-Year Financial Report

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

Auditor's Responsibility

Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity, in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the financial report is not in accordance with the Corporations Act 2001 including: giving a true and fair view of the Consolidated Entity's financial position as at 31 December 2019 and its performance for the half-year ended on that date; and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001. As the auditor of the Consolidated Entity, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report.

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

Independence

In conducting our review, we have complied with the independence requirements of the Corporations Act 2001.

Conclusion

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

  • a. Giving a true and fair view of the Consolidated Entity's financial position as at 31 December 2019 and of its performance for the half-year ended on that date; and
  • b. Complying with Accounting Standard AASB 134: Interim Financial Reporting and Corporations Regulations 2001.

Chartered Accountants Partner

Dated at Perth this 12th day March of 2020

BENTLEYS MARK DELAURENTIS CA