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STREAMPLAY STUDIO LIMITED Interim / Quarterly Report 2016

Mar 10, 2016

65841_rns_2016-03-10_bb229031-0b51-4aba-bd2b-900768bb5b5d.pdf

Interim / Quarterly Report

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(formerly Gippsland Limited)

ABN 31 004 766 376 and Controlled Entities

FINANCIAL REPORT

FOR THE HALF-YEAR ENDED

31 DECEMBER 2015

ARROWHEAD RESOURCES LIMITED (formerly GIPPSLAND LIMITED) ABN 31 004 766 376 and Controlled Entities

CONTENTS

CORPORATE DIRECTORY 1
DIRECTORS' REPORT 2
AUDITOR'S INDEPENDENCE DECLARATION 3
CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME 4
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION 5
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 6
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS 7
NOTES TO THE FINANCIAL REPORT 8
DIRECTORS' DECLARATION 11
INDEPENDENT AUDITOR'S REVIEW REPORT 12

CORPORATE DIRECTORY

DIRECTORS Michael Rosenstreich – Chairman and Managing DirectorJason Peterson – Non-Executive DirectorJohn Kenny - Non-Executive Director
COMPANY SECRETARY Rowan Caren
REGISTERED OFFICE Suite 2, 28 Southside DriveHillarys WA 6025Australia
POSTAL ADDRESS PO Box 2277Marmion WA 6020Australia
TELEPHONE +61 (0)8 6102 2609
FACSIMILE +61 (0)8 9340 6060
E-MAIL [email protected]
WEBSITE www.gippslandltd.com
AUDITORS HLB Mann JuddLevel 4, 130 Stirling StreetPerth WA 6000T: 08 9227 7500Australia
SOLICITORS Steinepreis PaganinLevel 4, 16 Milligan StreetAustralia
SHARE REGISTRY Automic Registry Services Pty LtdLevel 17 Ventnor AveWest Perth WA 6005
PO Box 223West Perth WA 6872Website: www.automic.com.au
AUSTRALIAN SECURITIES EXCHANGE The Company's securities are quoted on the official list of the AustralianSecurities Exchange (ASX Limited), the home exchange being:ASX Limited2 The EsplanadePerth WA 6000Australia
ASX CODE AR1
FRANKFURT STOCK EXCHANGE The Company's securities are quoted on the Frankfurt Stock Exchange;Neue Börsenstrasse 160487 Frankfurt / MainGermany
FSE CODE GIX

DIRECTORS' REPORT

Your directors submit the financial report for the half-year ended 31 December 2015.

Directors

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

Mr Michael Rosenstreich Mr Jason Peterson – appointed 17 December 2015

Mr John Kenny

Mr Rowan Caren – resigned 17 December 2015

Mr Jon Starink – resigned 31 July 2015

Review of Operations

The consolidated operating profit (loss) after tax for the half-year was $2,852,880 (2014 – loss of $1,262,680).

In February 2015 the Company released a new development plan supported by a financing offer for the Company's 50% interest in the Abu Dabbab Tantalum-Tin-Feldspar Project (the Project) in Egypt. In April 2015 and the following months the apparent expropriation of the Group's interests in the Project by the Government of Egypt became clear. To date, despite its best efforts, the Company still has not made any meaningful progress but plans to continue the fight to win compensation for the apparent expropriation of its interest in the Project.

As a result of the apparent expropriation of the Abu Dabbab Project, the principal activities of the economic entity during the half-year were focused on debt restructuring and recapitalising the Company.

The share capital of the Company was consolidated on the basis of one share for every one hundred shares held. The name of the Company was changed from Gippsland Limited to Arrowhead Resources Limited.

The final phase of recapitalising the Company was completed following a renounceable rights issue underwritten by CPS Capital Group in November 2015 which raised approximately $1.4 million before costs. As the Underwriter received substantial interest in the shortfall, the Directors agreed to issue to clients of CPS a further 28,627,729 shares at A$0.01 to raise $286,277 (before expenses), using the Company's 15% placement capacity.

Two debt for equity agreements had previously been reached by the Company with:

  • a. Gandel Metals Pty Limited, whereby Gandel Metals Pty Ltd was issued 18,000,000 shares in full satisfaction of an amount outstanding of $180,000 and in addition would forgive all other amounts owing, which totalled approximately $3,500,000; and
  • b. Ventureworks JDK Pty Ltd, an entity associated with Mr John Kenny, a non-executive director of the Company, whereby Ventureworks JDK Pty Ltd was issued 9,600,000 ordinary shares in full satisfaction of an amount outstanding of $96,000 and would forgive all other amounts owing, which totalled approximately $50,000.

Mr Jason Peterson, from CPS Capital, joined the Board in December 2015. Mr. Peterson has more than 20 years experience in the financial advisory sector. He specialises in corporate structuring, capital raisings, corporate and strategic advice to small and medium size companies and reverse takeovers. He holds a Bachelor of Commerce degree from Curtin University in Australia and a Graduate Diploma of Finance from FINSIA (Financial Services Institute of Australia)/SDIA (Securities & Derivatives Institute of Australia). Mr Peterson is a Senior Client Advisor, and a director and 30% shareholder of stock broking firm, CPS Capital Group Pty Ltd.

Mr Rowan Caren stepped down as a director but remains Company Secretary and Chief Financial Officer.

Significant Events After the Balance Date

Since 31 December 2015, no events have arisen that have materially affected the operations of the economic entity, the results of the economic entity or the state of affairs of the economic entity.

Auditor's Independence Declaration

The lead auditor's independence declaration under section 307C of the Corporations Act 2001 is set out on page 3 for the half-year ended 31 December 2015.

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

M ROSENSTREICH MANAGING DIRECTOR Dated this 10th day of March 2016

AUDITOR'S INDEPENDENCE DECLARATION

As lead auditor for the review of the consolidated financial report of Arrowhead Resources Limited for the half-year ended 31 December 2015, I declare that to the best of my knowledge and belief, there have been no contraventions of:

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

Perth, Western Australia 10 March 2016

M R W Ohm Partner

HLB Mann Judd (WA Partnership) ABN 22 193 232 714 Level 4, 130 Stirling Street Perth WA 6000. PO Box 8124 Perth BC 6849 Telephone +61 (08) 9227 7500. Fax +61 (08) 9227 7533. Email: [email protected]. Website: http://www.hlb.com.au Liability limited by a scheme approved under Professional Standards Legislation

CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE HALF-YEAR ENDED 31 DECEMBER 2015

$$Continuing OperationsFinance revenue1,806Other income33,406,094Total income - continuing operations3,407,900Other gains or losses13,324Administration expense(218,216)Employee benefits expense(98,729)Foreign exchange gain/(losses)(165,167)Depreciation and amortisation(9,039)Impairment of exploration and evaluation expenditure-Finance costs(77,193)Total expenses(555,020) 31/12/2014
4
-
4
17,299
(312,084)
(535,513)
(7,617)
(20,482)
(34,275)
(81,666)
(974,338)
Profit/(loss) before income tax from continuing operations2,852,880Income tax expense- (974,334)-
Profit/(loss) after income tax for the year from continuing operations2,852,880 (974,334)
Discontinued Operations
Loss for the year from discontinued operations- (288,346)
Profit/(loss) for the Year2,852,880(1,262,680)
Other comprehensive income, net of income tax
Exchange rate differences on translating foreign operations151,385 618,831
Total other comprehensive income151,385 618,831
Total comprehensive income/(loss) for the period3,0 04,265 (643,849)
Profit/(loss) is attributable to:Members of the parent(1,262,680)
2,852,880Non-controlling interest- -
(1,262,680)2,852,880
Total comprehensive income/(loss) is attributable to:Members of the parent
3,004,265Non-controlling interest- (643,849)-
3,004,265 (643,849)
Basic earnings/(loss) per share (cents per share)5.79 (0.09)
Diluted earnings/(loss) per share (cents per share)5.79 (0.09)
Basic earnings/(loss) per share from continuing operations (cents per share)5.79Diluted earnings/(loss) per share from continuing operations (cents per share)5.79 (0.07)(0.07)

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2015

Consolidated
Note 31/12/2015 30/6/2015
$ $
Current Assets
Cash and cash equivalents 1,240,324 8,725
Trade and other receivables 6,350 13,586
Other assets - 5,835
Total Current Assets 1,246,674 28,146
Non-Current Assets
Property, plant and equipment 36,713 47,481
Total Non-Current Assets 36,713 47,481
Total Assets 1,283,387 75,627
Current Liabilities
Trade and other payables 173,651 711,409
Provisions 52,699 94,995
Loans and borrowings 5 - 3,337,016
Total Current Liabilities 226,350 4,143,420
Total Liabilities 226,350 4,143,420
Net Assets 1,057,037 (4,067,793)
Equity
Contributed equity 4 51,652,487 49,531,922
Reserves 976,543 825,158
Accumulated losses (51,571,993) (54,424,873)
Total Equity 1,057,037 (4,067,793)

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE HALF-YEAR ENDED 31 DECEMBER 2015

Issued Capital$ AccumulatedLosses$ Optionreserve$ ForeignCurrencyTranslationReserve$ Non-controllinginterest$ Total Equity$
CONSOLIDATED
Balance at 1 July 2014 48,530,322 (41,816,060) 534,662 (2,224,068) (3,950,518) 1,074,338
Currency translation differencesLoss for the period (1,262,680) 618,831 -- 618,831(1,262,680)
Total comprehensive income for theperiod - (1,262,680) - 618,831 - (643,849)
Transactions with owners in their capacity as owners
Issue of share capitalTransaction costs -- -- -- -- -- --
Balance at 31 December 2014 48,530,322 (43,078,740) 534,662 (1,605,237) (3,950,518) 430,489
Balance at 1 July 2015 49,531,922 (54,424,873) 534,662 290,496 - (4,067,793)
Currency translation differencesLoss for the period -- -2,852,880 -- 151,385- -- 151,3852,852,880
Total comprehensive income for theperiod - 2,852,880 - 151,385 - 3,004,265
Transactions with owners in their capacity as owners
Issue of share capitalTransaction costs 2,271,228(150,663) -- -- -- -- 2,271,228(150,663)
Balance at 31 December 2015 51,652,487 (51,571,993) 534,662 441,881 - 1,057,037

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE HALF-YEAR ENDED 31 DECEMBER 2015

Consolidated
31/12/2015 31/12/2014
$ $
Cash flows from operating activities
Receipts from sale of alluvial tin - 53,324
Payments to suppliers and employees (330,932) (1,101,840)
Interest received 1,806 4
Finance costs (4,611) (72,038)
Net cash flows provided by/(used in) operating activities (333,737) (1,120,550)
Cash flows used in investing activities
Payments for exploration and evaluation - (237,423)
Payments for plant and equipment - (729)
Proceeds from sale of plant & equipment 15,053 91,969
Net cash flows provided by (used in) investing activities 15,053 (146,183)
Cash flows from financing activities
Proceeds from issue of fully paid shares 1,714,728 -
Payment of transaction costs (150,663) (20,824)
Proceeds from borrowing 100,000 1,184,236
Repayment of borrowing (100,000) (2,944)
Net cash provided by financing activities 1,564,065 1,160,468
Net increase/(decrease) in cash held 1,245,381 (106,265)
Net foreign exchange differences (13,782) 4,598
Cash and cash equivalents at beginning of the financial year 8,725 276,698
Cash and cash equivalents at end of the period 1,240,324 175,031

NOTES TO THE FINANCIAL REPORT FOR THE HALF YEAR ENDED 31 DECEMBER 2015

NOTE 1: BASIS OF PREPARATION

The half-year consolidated financial statements are a general purpose financial report prepared in accordance with the requirements of the Corporations Act 2001 and Australian Accounting Standard AASB 134: Interim Financial Reporting. Compliance with AASB 134 ensures compliance with International Financial Reporting Standard IAS 34 Interim Financial Reporting.

The half-year financial report does not include all of the notes of the type normally included within the annual financial report and therefore cannot be expected to provide as full an understanding of the financial performance, financial position and financing and investing activities of the consolidated entity as the full financial report.

It is recommended that this financial report be read in conjunction with the annual financial report for the year ended 30 June 2015 and any public announcements made by Arrowhead Resources Limited and its controlled entities during the half-year in accordance with the continuous disclosure requirements arising under the Corporations Act 2001. For the purpose of preparing the half-year financial report, the half-year has been treated as a discrete reporting period.

Reporting Basis and Conventions

The half-year report has been prepared on an accrual basis and is based on historical costs modified by the revaluation of selected non-current assets, financial assets and financial liabilities for which the fair value basis of accounting has been applied.

Accounting Policies

The accounting policies have been consistently applied by the entities in the consolidated entity and are consistent with those applied in the 30 June 2015 annual report, except for the adoption of amending standards mandatory for annual periods beginning on or after 1 July 2015, as noted below. These accounting policies are consistent with Australian Accounting Standards and with International Financial Reporting Standards.

New Standards and Interpretations

In the half year ended 31 December 2015, the Directors have reviewed all of the new and revised Standards and Interpretations issued by the AASB that are relevant to the Group's operations and effective for annual reporting periods commencing on or after 1 July 2015. It has been determined by the Directors that there is no impact, material or otherwise, of the new and revised Standards and Interpretations on the Group and, therefore, no change is necessary to accounting policies.

NOTE 2: OPERATING SEGMENT

(a) Industry segments

The Group operates predominantly in the mining and exploration industry.

Information reported to the Group's chief operating decision maker for the purpose of resource allocation and assessment of segment performance is focussed on the type of resources being explored for and evaluated or developed. Due to the factors disclosed within the financial statements and the financial report for the year ended 30 June 2015 in relation to the Group's Egyptian and Eritrean operations, the Group's only reportable segment under AASB 8 is corporate.

Previous segments included a tantalum segment which related to the development of the Group's Abu Dabbab tantalumtin project in Egypt and a gold segment which related to the exploration activities at Wadi Allaqi in Egypt. These segments were discontinued as of 31 March 2015. The corporate segment relates only to the operations of the corporate head office in Perth, Western Australia.

NOTE 3: INCOME

31/12/2015$ 31/12/2014$
Other Income
Interest receivedGain on forgiveness of loans and borrowings 1,806 4
and trade and other payables 3,406,094 -
3,407,900 4

NOTES TO THE FINANCIAL REPORT FOR THE HALF YEAR ENDED 31 DECEMBER 2015

NOTE 4: CONTRIBUTED EQUITY

31/12/2015No. of Shares 30/06/2015No. of Shares
Issued capital
Ordinary shares fully paid 219,479,257 1,898,122,866
Movements
Opening Balance at 1 July 1,898,122,866
Placement - payment of amounts owed 142,500,000
Consolidation adjustment (2,020,216,637)
Consolidation rounding 212
Rights Issue at 1 cent per share 142,845,087
Placement at 1 cent per share 28,627,729
Placement - payment of amounts owed 27,600,000
Balance at 31 December 219,479,257
$ $
Issued capital
Ordinary shares fully paid 51,652,487 49,531,922
Movements
Opening Balance at 1 July 49,531,922
Placement - payment of amounts owed 142,500
Consolidation adjustment -
Consolidation rounding -
Rights Issue at 1 cent per share 1,428,451
Placement at 1 cent per share 286,277
Placement - payment of amounts owed 414,000
less costs of issue (150,663)
Balance at 31 December 51,652,487

As at 31 December 2015 the economic entity had nil options on issue.

NOTE 5: LOANS AND BORROWINGS

31/12/2015$ 30/6/2015$
Loans – unsecured (Gandel Metals Pty Limited) - 3,337,016

During the period, the Company entered into an agreement with Gandel Metals Pty Limited whereby Gandel Metals Pty Limited would be issued 18,000,000 post consolidation ordinary shares in full satisfaction of an amount outstanding of $180,000 and would forgive all other amounts owing, including the balance of the unsecured loan. This agreement was subject to shareholder approval, which was gained on 29 September 2015, and the raising of not less than $1.2 million in new equity, which was completed in November 2015. The debt for equity conversion was completed during the half year.

During the half-year, interest paid on the loans from Gandel Metals was $72,582 (2014: $81,430).

NOTES TO THE FINANCIAL REPORT FOR THE HALF YEAR ENDED 31 DECEMBER 2015

NOTE 6: COMMITMENTS AND CONTINGENCIES

Lease expenditure commitments

The Group has entered into no commercial leases for office accommodation. Its office in Perth is based in the office of an officeholder.

Capital Commitments

The Group did not have any capital commitments as at Balance Date.

Contingent Liability

There has been no change to the status of contingent liabilities from that reported for the year end 30 June 2015.

NOTE 7: FINANCIAL INSTRUMENTS

Fair Values

Set out below is a comparison by category of carrying amounts and fair values of all of the Group's financial instruments recognised in the financial statements:

Carrying Amount Fair Value
31/12/2015 30/06/2015 31/12/2015 30/06/2015
$ $ $ $
Financial Assets
CashTrade and other receivables - 1,240,324 8,725 1,240,324 8,725
current 6,350 13,586 6,350 13,586
Financial Liabilities
Trade and other payables 173,651 711,409 173,651 711,409
Unsecured loans 0 94,995 0 94,995

Cash, cash equivalents and security deposits: The carrying amount approximates fair value because of their short term to maturity

Trade receivables and trade creditors: The carrying amount approximates fair value.

Shares in controlled entities are excluded from the above as these are accounted for at cost in accordance with AASB 127.

NOTE 8: EVENTS SUBSEQUENT TO REPORTING DATE

Since 31 December 2015, no events have arisen that have materially affected the operations of the economic entity, the results of the economic entity or the state of affairs of the economic entity.

DIRECTORS' DECLARATION

The directors of Arrowhead Resources Limited declare that:

    1. In the directors' opinion, the financial statements and notes thereto are in accordance with the Corporations Act 2001, including compliance with accounting standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements and give a true and fair view of the consolidated entity's financial position as at 31 December 2015 and of its performance for the half-year ended on that date; and
    1. 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 dated this 10th day of March 2016.

M ROSENSTREICH Managing Director

INDEPENDENT AUDITOR'S REVIEW REPORT

To the members of Arrowhead Resources Limited

Report on the Condensed Half-Year Financial Report

We have reviewed the accompanying half-year financial report of Arrowhead Resources Limited ("the company") which comprises the condensed statement of financial position as at 31 December 2015, the condensed statement of comprehensive income, condensed statement of changes in equity and condensed statement of cash flows for the half-year ended on that date, notes comprising a summary of significant accounting policies and other explanatory notes and the directors' declaration of the consolidated entity comprising the company and the entities it controlled at the half-year end or from time to time during the half-year.

Directors' responsibility for the half-year financial report

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

Auditor's responsibility

Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity, in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the half-year financial report is not in accordance with the Corporations Act 2001 including: giving a true and fair view of the consolidated entity's financial position as at 31 December 2015 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 company, 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.

HLB Mann Judd (WA Partnership) ABN 22 193 232 714 Level 4, 130 Stirling Street Perth WA 6000. PO Box 8124 Perth BC 6849 Telephone +61 (08) 9227 7500. Fax +61 (08) 9227 7533. Email: [email protected]. Website: http://www.hlb.com.au Liability limited by a scheme approved under Professional Standards Legislation

HLB Mann Judd (WA Partnership) is a member of International, a worldwide organisation of accounting firms and business advisers.

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 Arrowhead Resources Limited is not in accordance with the Corporations Act 2001 including:

  • a) giving a true and fair view of the consolidated entity's financial position as at 31 December 2015 and of its performance for the half-year ended on that date; and
  • b) complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001.

Other matter

The financial report for the year ended 30 June 2015 was audited by a predecessor auditor. The audit report was dated 30 September 2015 and contained a disclaimer of opinion.

In the basis of disclaimer of opinion paragraph, the audit report stated that the directors had been unable to obtain all accounting and statutory records of its Egyptian subsidiaries (Tantalum Egypt JSC and Nubian Resources JSC) in relation to transactions and balances for the period commencing 1 July 2014 to 31 March 2015. Therefore, the directors prepared the financial report to the best of their knowledge based on the limited information available to them at the time of preparation of the financial report. As the available accounting and statutory records were not adequate to permit the application of necessary audit procedures, the predecessor auditors were unable to obtain all information and explanations necessary to form an opinion on the composition of the loss from discontinued operations recognised in the statement of profit or loss and other comprehensive income and the cash inflows and outflows relating to those subsidiaries reflected in the statement of cash flows for the year ended 30 June 2015.

HLB Mann Judd Chartered Accountants

M R W Ohm Partner

Perth, Western Australia 10 March 2016