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STREAMPLAY STUDIO LIMITED — Interim / Quarterly Report 2017
Jan 30, 2018
65841_rns_2018-01-30_f659c375-134e-469b-b3c7-f894c8cb8b02.pdf
Interim / Quarterly Report
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ABN 31 004 766 376
DECEMBER 2017 QUARTERLY ACTIVITIES & CASHFLOW REPORT
Release Date: 31 January, 2018
HIGHLIGHTS
- Arrowhead Resources Ltd (ASX: AR1) is set to exploit the growth of the eSports market with the conditional binding acquisition of 100% of the issued capital of Gaming Battle Ground Pty Ltd (GBG).
- Shareholders approved the GBG acquisition and other enabling resolutions at a General Meeting held on 9 October, 2017, following which the Company applied for voluntary suspension from Official Quotation whilst the transaction is completed.
- An Interim Stop Order placed on the Prospectus dated 9 October, 2017 was imposed by ASIC on 3 November whilst the Company worked with ASIC to resolve their queries. A Replacement Prospectus was lodged on 8 January, 2018 and the Interim Stop Order was lifted.
- The Company has been advised by ASX that in light of the additional information disclosed in the Replacement Prospectus, ASX requires the Company to seek shareholder approval again under ASX Listing Rule 11.1.2 for the GBG transaction. The Company will also seek a new shareholder approval for the issues of securities in connection with the GBG transaction and associated capital raising.
- AR1 has signed a conditional Arbitration Funding Agreement to fund the arbitration of the Egyptian disputes. Funding is conditional on the completion of due diligence which is anticipated shortly.
1. OVERVIEW
The Board of Arrowhead Resources providesthe following report of the Company's activitiesin the December quarter. The focus has been on meeting all of the requirements of the multi-faceted transaction to acquire 100% of the issued capital of GBG.
2. CORPORATE
The transaction to acquire GBG (the "Acquisition"), has advanced significantly albeit slowly through the quarter with significant milestones including:
- receipt of shareholder approval for all resolutions at the General Meeting, enabling the Acquisition to move into its final stages, notwithstanding that ASX has now advised the Company that certain of these approvals will have to be put to shareholders again at another shareholder meeting;
- consolidation of the share capital on a 1.8:1 basis;
- Prospectuses for the $5 million public offer and the Bonus Loyalty Options were lodged on 10 October and an additional prospectus for the issue of the Tantalum International Limited (TIL) shares was lodged on 25 October, 2017;
- A Replacement Prospectus was lodged on 8 January 2018.

The Company's shares have been suspended from trading on ASX from 7 October 2017 (being the date of the General Meeting) and will remain suspended pending compliance with Chapters 1 and 2 of the ASX Listing Rules. In regard to statutory processes, on 3 November, 2017, ASIC requested an Interim Stop Order be placed on the Prospectus dated 9 October, 2017, whilst the Company worked with ASIC to resolve their queries. These issues were subsequently addressed with ASIC lifting that Stop Order on the lodgement of a Replacement Prospectus on 8 January, 2018. An updated indicative timetable was lodged on ASX on 10 January, 2018.
The Company has been advised by ASX that in light of the additional information disclosed in the replacement prospectus, ASX requires the Company to seek shareholder approval again under Listing Rule 11.1.2 for the GBG transaction. The Company will also seek a new shareholder approval for the issues of securities in connection with the GBG transaction and associated capital raising.
In addition, ASX has advised that the ASX Listing Application Review Committee will also need to re-consider the Company's application for listing.
The Company will move forward and work to complete the remaining steps towards re-listing as soon as possible, including lodging a supplementary prospectus with the ASIC in relation to the shareholder reapproval and an updated timetable for the Offer following the ASX Listing Application Review Committee meeting.
The steps required to complete the Acquisition and the spin-out of TIL to achieve reinstatement of trading on the ASX as Emerge Gaming Ltd (ASX: EM1) include:
- Completion of the $5 million capital raising;
- Settlement of the Acquisition;
- Re-compliance to ASX's satisfaction with Chapters 1 and 2 of the ASX Listing Rules;
- Issue of securities under the Offers, comprising, the $5 million capital raising, the Bonus Loyalty Option and the Tantalum International Ltd shares; and
- Resignation of current directors, Michael Rosenstreich and John Kenny and the appointment of the Proposed Directors, Bert Mondello, Jonathan Hart and Gregory Stevens.
3. FINANCE & ADMINISTRATION
Total cash movement for the quarter was a net outflow of $197,000.
During the quarter the Company raised $233,000 (net of fees $17,000) via the issue of 12.5 million shares (on a post-consolidation basis) to bolster its working capital position whilst it works through the GBG acquisition.
Expenditure comprised $113,000 in corporate administration costs and $239,000 in legal and accounting expenses related to different facets of the Acquisition including the costs of the Prospectuses and the restructure of Tantalum International Ltd. Full details are set out in the attached Appendix 5b.
4. EGYPT
On 9 August, 2017 the Company announced that it had signed a conditional Arbitration Funding Agreement with a Guernsey-based subsidiary of the Calunius Litigation Risk Funds (the Funder), under which the Funder has agreed to consider funding the costs of the Company's legal claims against the Arab Republic of Egypt (Egypt). The facility is conditional on completion of due diligence. The Company has agreed to a further extension of the due diligence period subject to resolution of certain outstanding matters.

There is no link between the conditional funding agreement and the acquisition of 100% of the issued capital of GBG; completion of which is now subject to completing the outstanding items listed above.
Attachment – Appendix 5B
For further information, please contact: Michael Rosenstreich Chairman Arrowhead Resources Limited
---ENDS---
+Rule 5.5
Appendix 5B
Mining exploration entity and oil and gas exploration entity quarterly report
Introduced 01/07/96 Origin Appendix 8 Amended 01/07/97, 01/07/98, 30/09/01, 01/06/10, 17/12/10, 01/05/13, 01/09/16
Name of entity
Arrowhead Resources Limited
ABN Quarter ended ("current quarter")
31 004 766 376 31 December 2017
| Consolidated statement of cash flows | Current quarter$A'000 | Year to date (6months)$A'000 | |
|---|---|---|---|
| 1. | Cash flows from operating activities | ||
| 1.1 | Receipts from customers | ||
| 1.2 | Payments for | ||
| (a)exploration & evaluation | 2 | ||
| (b)development | |||
| (c)production | |||
| (d)staff costs | |||
| (e)administration and corporate costs | (113) | (203) | |
| 1.3 | Dividends received (see note 3) | ||
| 1.4 | Interest received | 1 | |
| 1.5 | Interest and other costs of finance paid | ||
| 1.6 | Income taxes paid | ||
| 1.7 | Research and development refunds | ||
| 1.8 | Other (provide details if material) | ||
| 1.9 | Net cash from / (used in) operatingactivities | (113) | (200) |
| 2. | Cash flows from investing activities |
|---|---|
| 2.1 | Payments to acquire: |
| (a)property, plant and equipment | |
| (b)tenements (see item 10) | |
| (c)investments | |
| (d)other non-current assets |
- See chapter 19 for defined terms
1 September 2016 Page 1
Appendix 5B Mining exploration entity and oil and gas exploration entity quarterly report
| Consolidated statement of cash flows | Current quarter$A'000 | Year to date (6months)$A'000 | |
|---|---|---|---|
| 2.2 | Proceeds from the disposal of: | ||
| (a)property, plant and equipment | |||
| (b)tenements (see item 10) | |||
| (c)investments | |||
| (d)other non-current assets | |||
| 2.3 | Cash flows from loans to other entities | ||
| 2.4 | Dividends received (see note 3) | ||
| 2.5 | Other (provide details if material) – GBGTransaction Costs (non-capital raising) | (84) | (237) |
| 2.6 | Net cash from / (used in) investingactivities | (84) | (237) |
| 3. | Cash flows from financing activities | ||
|---|---|---|---|
| 3.1 | Proceeds from issues of shares | 250 | 250 |
| 3.2 | Proceeds from issue of convertible notes | ||
| 3.3 | Proceeds from exercise of share options | ||
| 3.4 | Transaction costs related to issues ofshares, convertible notes or options | (17) | (17) |
| 3.5 | Proceeds from borrowings | ||
| 3.6 | Repayment of borrowings | ||
| 3.7 | Transaction costs related to loans andborrowings | ||
| 3.8 | Dividends paid | ||
| 3.9 | Other (provide details if material) | ||
| GBG Transaction Costs (capital raising) | (155) | (155) | |
| 3.10 | Net cash from / (used in) financingactivities | 78 | 78 |
| 4. | Net increase / (decrease) in cash andcash equivalents for the period | ||
|---|---|---|---|
| 4.1 | Cash and cash equivalents at beginning ofperiod | 200 | 440 |
| 4.2 | Net cash from / (used in) operatingactivities (item 1.9 above) | (113) | (200) |
| 4.3 | Net cash from / (used in) investing activities(item 2.6 above) | (84) | (237) |
| 4.4 | Net cash from / (used in) financing activities(item 3.10 above) | 78 | 78 |
| Consolidated statement of cash flows | Current quarter$A'000 | Year to date (6months)$A'000 | |
|---|---|---|---|
| 4.5 | Effect of movement in exchange rates oncash held | - | |
| 4.6 | Cash and cash equivalents at end ofperiod | 81 | 81 |
| 5. | Reconciliation of cash and cashequivalentsat the end of the quarter (as shown in theconsolidated statement of cash flows) to therelated items in the accounts | Current quarter$A'000 | Previous quarter$A'000 |
|---|---|---|---|
| 5.1 | Bank balances | 81 | 200 |
| 5.2 | Call deposits | ||
| 5.3 | Bank overdrafts | ||
| 5.4 | Other (provide details) | ||
| 5.5 | Cash and cash equivalents at end ofquarter (should equal item 4.6 above) | 81 | 200 |
6. Payments to directors of the entity and their associates Current quarter
- 6.1 Aggregate amount of payments to these parties included in item 1.2 51
- 6.2 Aggregate amount of cash flow from loans to these parties included in item 2.3
- 6.3 Include below any explanation necessary to understand the transactions included in items 6.1 and 6.2
Payments of consulting fees and director fees to directors and director related entities.
| 7. | Payments to related entities of the entity and their |
|---|---|
| associates |
- 7.1 Aggregate amount of payments to these parties included in item 1.2 -
- 7.2 Aggregate amount of cash flow from loans to these parties included in item 2.3
- 7.3 Include below any explanation necessary to understand the transactions included in items 7.1 and 7.2
| ۰ | |
|---|---|
| Current quarter$A'000 | |
|---|---|
| $A'000 | |
|---|---|
| - |
| 8. | Financing facilities available |
|---|---|
| Add notes as necessary for an | |
| understanding of the position |
- 8.1 Loan facilities
- 8.2 Credit standby arrangements
- 8.3 Other (please specify)
| Total facility amountat quarter end$A'000 | Amount drawn atquarter end$A'000 |
|---|---|
8.4 Include below a description of each facility above, including the lender, interest rate and whether it is secured or unsecured. If any additional facilities have been entered into or are proposed to be entered into after quarter end, include details of those facilities as well.
| 9. | Estimated cash outflows for next quarter | $A'000 | |
|---|---|---|---|
| 9.1 | Exploration and evaluation | ||
| 9.2 | Development | ||
| 9.3 | Production | ||
| 9.4 | Staff costs | ||
| 9.5 | Administration and corporate costs | 90 | |
| 9.6 | Other (provide details if material) – GBG Transaction | 50 | |
| 9.7 | Total estimated cash outflows | 140 |
| 10. | Changes intenements(items 2.1(b) and2.2(b) above) | Tenementreferenceandlocation | Nature of interest | Interest atbeginningof quarter | Interestat end ofquarter |
|---|---|---|---|---|---|
| 10.1 | Interests in miningtenements andpetroleum tenementslapsed, relinquishedor reduced | ||||
| 10.2 | Interests in miningtenements andpetroleum tenementsacquired or increased |
Compliance statement
- 1 This statement has been prepared in accordance with accounting standards and policies which comply with Listing Rule 19.11A.
- 2 This statement gives a true and fair view of the matters disclosed.

(Director/Company secretary)
Sign here: Date: 31 January 2018
Print name: Rowan Caren
Notes
-
- The quarterly report provides a basis for informing the market how the entity's activities have been financed for the past quarter and the effect on its cash position. An entity that wishes to disclose additional information is encouraged to do so, in a note or notes included in or attached to this report.
-
- If this quarterly report has been prepared in accordance with Australian Accounting Standards, the definitions in, and provisions of, AASB 6: Exploration for and Evaluation of Mineral Resources and AASB 107: Statement of Cash Flows apply to this report. If this quarterly report has been prepared in accordance with other accounting standards agreed by ASX pursuant to Listing Rule 19.11A, the corresponding equivalent standards apply to this report.
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- Dividends received may be classified either as cash flows from operating activities or cash flows from investing activities, depending on the accounting policy of the entity.