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TIVAN LIMITED — Interim / Quarterly Report 2003
Jan 12, 2003
65967_rns_2003-01-12_13ff51f9-0166-4196-8314-b088f492f453.pdf
Interim / Quarterly Report
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LE HALLMARK
OUARTERLY REPORT December 2002
PHONE: 08 9327 0900
FAX: 08 9327 0901
WEB PAGE: www.hallmarkconsolidated.com
HALLMARK - MENZIES GOLD STRATEGIC ALLIANCE
In December 2002, a strategic alliance was entered into between Hallmark and Menzies Gold Limited ("Menzies").
Under the alliance, Hallmark has expended a total of \$1.5 Million to acquire the currently producing Deflector tenement and provide funds to Menzies as a secured loan. Hallmark will receive a royalty on Deflector production and will investigate opportunities to fast track exploration at Paynes Find where it is anticipated the alliance may assist in bringing forward production.
MENZIES
Menzies owns the King Solomon Mines Project ("the Project"), which is located approximately 100 kilometres from Paynes Find. A global resource of 226,900 ounces of gold and 11,832 tonnes of copper has been defined at the Project which includes a 300,000 tpa CPI processing plant.
DEFLECTOR TENEMENT
Hallmark acquired the Deflector Tenement (ML59/442) for \$629,000, and has granted Menzies the right to continue its current mining operations. This right ceases on the earlier of 30 June 2003, or mining reaching the RL 235 level.
Hallmark has also granted Menzies the conditional right to continue mining at Deflector after completion of the current mining operations on the basis that Hallmark must approve the expanded mining plan.
The rights granted to Menzies by Hallmark are conditional on a number of factors including;
- Hallmark is to receive a royalty of \$10 per ounce of gold (equivalent) recovered on all $\bullet$ production after a further 6000 ounces of gold (equivalent) is produced;
- Menzies pays the 1% royalty due to a third party, and all other mining and processing costs, including state government royalties;
- Hallmark has the right to enter and explore the tenement;
- Menzies must mine in accordance with generally accepted mining industry practice, and maintain the tenement in good standing; and
- $\bullet$ No occurrence of an event of default.
Deflector Resource
At Deflector, Menzies has identified the following resource;
| Category | Tonnes | Gold Grade |
Gold Ounces |
Copper Grade |
Copper Tonnes |
|---|---|---|---|---|---|
| (g/t) | $($ %) | ||||
| Indicated Resource | 477,656 | 4.8 | 73,832 | 1.7 | 8,300 |
| Inferred Resource | 176,700 | 4.3 | 24,428 | 2.0 | 3,532 |
Deflector Geology
The Deflector lodes are covered by alluvium on a flat, mulga covered plain and are linked to the Project CIP treatment plant by an 8 kilometre haul road.
The deposit is made up of three steeply dipping lodes, West Lode, Central Lode and the Contact Lode. The lodes all strike northeast and parallel the enclosing rock structure. The West Lode dips vertically to steeply west. The Central Lode is near vertical, ranging from steep east to steep west. The Contact Lode dips at 70°, parallel to the basalt/siltstone contact. The lodes are regularly spaced with 60m to 80m between the West Lode and Central Lode and Central Lode to the Contact Lode. Mineralisation can be traced for at least 500m in strike on all three lodes.
Menzies believes the mineralisation is open at depth and along strike.
SECURED LOAN
Hallmark group has also advanced the Menzies group a secured loan of \$871,000.
Terms of the loan include:
- The loan is repayable on or before 30 June 2003;
- Interest is payable monthly; and $\bullet$
- The loan is secured by a charge over all of the assets of Menzies and its operating $\bullet$ subsidiary King Solomon Mines Ltd.
PAYNES FIND PROJECT
During the quarter a wholly owned subsidiary, Hallmark Mining Limited ("HMI") exercised the option to acquire M 59/244.
HMI also has an option to acquire other tenements at Paynes Find, on or before 31 May 2003, for a consideration of \$450,000.
Combined, these tenements cover most of the historic mines in the Paynes Find gold mining centre and are considered to have the potential to contain high-grade ore.
Interpretation of reverse circulation drilling completed during the quarter at the Paynes Find project has been completed.
Narrow high-grade gold shoots have been intersected in the Lakeview and Carnation areas. Drilling in the Lakeview area returned 3m at 11.0 g/t Au with a peak of 1m at 23.90 g/t Au (previously reported). In the Carnation area, several intersections were returned with the best being 3m at 10.97 g/t Au (previously reported). Both the Carnation and the Cracker shoots were intersected with two or more holes. The possible southern extension of the Marigold shoot was also intersected in one hole.
Drilling at the Scaddens lode has intersected the shoot position with drilling returning an intersection of 2m $(a)$ 4.00 g/t Au (previously reported) which interprets well with earlier Hallmark RC drilling (2m at 20.20 g/t Au).
Future exploration on this project will consist of closely spaced RC drilling to help define the geometry of these shoots.
CAWSE EXTENDED PROJECT
The OM Group Inc. ("OMG") owns and manages the Cawse Nickel-Cobalt Operation. OMG and Hallmark jointly own the Cawse Extended Project, which is located adjacent to the Cawse Nickel-Cobalt Operation.
Hallmark's 20% interest is free-carried to production, and is convertible to a 2% net smelter return, at Hallmark's election. Hallmark's current resource estimate on the Cawse Extended Project (Using a cut off grade of $0.5\%$ Nickel) is 84.1 million tonnes @ 0.84 %Ni equivalent.
During the quarter the parties continued discussions in respect to the Joint Venture.
OTHER EXPLORATION PROJECTS
Hallmark holds an interest in three other tenement groups in Western Australia. In each case Hallmark is not contributing towards exploration expenditure and the project is subject to a joint venture, or options for sale.
Duplex Hill South
Hallmark previously entered into an agreement in relation to one exploration licence, and two prospecting licence applications. The purchaser has withdrawn from the exploration licence, and retains the right to purchase the PLA's for \$60,000.
Hallmark subsequently granted an option to purchase the exploration licence for \$50,000, plus a further royalty of \$100,000.
Kintore East
Hallmark holds tenements covering an area of 789 hectares north west of Kalgoorlie. Joint Venture partner, Mines and Resources Australia Pty Ltd (MRA) manage the project. MRA are not currently undertaking any significant exploration on this project. Hallmark's interest in the tenements is $23.75\%$ , diluting to $20\%$ , at which stage it reverts to a $2\%$ gold return interest calculated on production.
McTavish
Hallmark holds tenements covering an area of 664 hectares located west of Kookynie. The tenements are joint ventured with Barminco Pty Ltd and its subsidiary Kookynie Resources NL. Barmineo is manager of the joint venture. Barmineo and Kookynie Resources have earned an 89.9% interest in the project. Hallmark's interest in the tenements is 10.1%, diluting to a 3% gross royalty, with 25% of Hallmark's interest held in trust for another party.
CONSOLIDATED FINANCIAL POSITION AND TOP 20 SHAREHOLDERS
An unaudited consolidated statement of financial position as at 31 December 2002 reflecting the Hallmark Group's asset base incorporating the Menzies transaction is shown at Attachment 1.
The twenty largest shareholders and distribution of ordinary shares as at 10 January 2002 is shown at Attachment 2.
Further information on Hallmark's activities and projects is available by contacting the Directors at the Company's office.
HALLMARK CONSOLIDATED LIMITED
John W Barr Chairman 13 January 2003
The Hallmark Group holds interests in the following tenements:
| Prospect | Tenements | Equity |
|---|---|---|
| HALLMARK CONSOLIDATED LIMITED | ||
| Kintore East | MLA16/281 MLA16/282 P16/1416-20 |
Diluting from 49% to 2% gold return interest on production. I Current percentage interest is 23.75%. |
| HALLMARK MINING LIMITED (wholly owned subsidiary) | ||
| Cawse Extended Project | E24/71 M24/547-48 MLA24/549-550 |
20% free carried to production or can be 1 converted to a 2% net smelter return on ore mined. |
| McTavish | M40/77 M40/119 M40/157 P40/1001-02 MLA40/194 |
Diluting to a 3% gross royalty (third party retains a 25% interest in Hallmark's residual interest). Current percentage interest is 10.1%. |
| Paynes Find | ML59/10 ML59/235 ML59/244 |
Option to acquire 100%. I l 100%. |
| PLA59/1638 PLA59/1639 |
Application 100%. J ľ |
|
| EAGLEMIST PTY LTD (wholly owned subsidiary) | ||
| Deflector | ML59/442 ELA59/1126 |
100%. Application 100%. |
| CONNAUGHT MINING NL (wholly owned subsidiary) | ||
| Duplex Hill South | E26/64 PLA26/2899-901 |
100% under option for sale. 100% under contract of sale. |
So far as it relates to ore and mineralisation this report is based on information compiled by Mr Neil G Biddle who is a Director of Hallmark Consolidated Limited and a corporate member of the Australasian Institute of Mining and Metallurgy and who has had more than five years experience in he field of activity being reported on. This report accurately reflects the information compiled by this member.
ATTACHMENT 1
Unaudited Consolidated Statement of Financial Position As at 31 December 2002
| \$ | |
|---|---|
| Current Assets | |
| Cash assets | 4,080,426 |
| Receivables | 1,011,449 |
| Other | 16,886 |
| Total Current Assets | 5,108,761 |
| Non-Current Assets | |
| Other financial assets | 149,061 |
| Plant and equipment | 51,348 |
| Exploration expenditure | 6,251,694 |
| Total Non-Current Assets | 6,452,103 |
| Total Assets | 11,560,864 |
| Current Liabilities | |
| Payables | 53,006 |
| Current tax liabilities | 19,003 |
| Provisions | 25,172 |
| Total Current Liabilities | 97,181 |
| Total Liabilities | 97,181 |
| Net Assets | 11,463,683 |
| Equity | |
| Contributed Equity | 6,706,650 |
| Reserves | 4,653,656 |
| Retained profits | 103,377 |
| Total Equity | 11,463,683 |
Disclaimer
The Consolidated Statement of Financial Position is based on internal management accounts and has not been audited.
ATTACHMENT 2
Twenty Largest Shareholders
| Name | No. of Shares |
|---|---|
| Cavendish Corporation Ltd | 5,880,000 |
| Biddle Partners Pty Ltd | 4,989,372 |
| Claw Pty Ltd | 4,309,950 |
| Flea Pty Ltd | 3,690,050 |
| Mr Gary Alan Snow | 3,000,000 |
| Kensington Consulting Pty Ltd | 2,689,100 |
| Lomp Pty Ltd | 2,352,387 |
| Corvo Enterprises Inc. | 1,989,391 |
| Exchange Finance Ltd | 1,859,073 |
| Willvest Pty Ltd | 989,000 |
| Mr Neil Gregory Biddle | 500,000 |
| Hillcrest Resources Ltd | 500,000 |
| Lanzerac Nominees Pty Ltd | 500,000 |
| Colbern Fiduciary Nominees Pty Ltd | 450,666 |
| HSBC Custody Nominees (Australia) Ltd | 408,500 |
| Ms Robin Lyn Rimes | 400,000 |
| Dilkara Nominees Pty Ltd | 390,000 |
| Stanley Nominees Pty Ltd | 302,000 |
| Balfes (QLD) Pty Ltd | 300,000 |
| Mr Scott Christopher Goodheart | 300,000 |
| TOTAL | 35,799,489 |
Distribution of Ordinary Shares
| Category | Number |
|---|---|
| 1 to $1,000$ | 44 |
| 1,001 to $5,000$ | 166 |
| 5,001 to 10,000 | 135 |
| 10,001 to 100,000 | 243 |
| $100,001$ to Max | 58 |
| Total | 646 |
$Rule 5.3$
Appendix 5B
Mining exploration entity quarterly report
Introduced 1/7/96. Origin: Appendix 8. Amended 1/7/97, 1/7/98.
Name of entity
HALLMARK CONSOLIDATED LIMITED
ACN or ARBN
000 817 023
Quarter ended ("current quarter")
Year to date
31 December 2002
Current quarter
Consolidated statement of cash flows
| Cash flows related to operating activities | \$A'000 | 6 months \$A'000 |
||||
|---|---|---|---|---|---|---|
| 1.1 | Receipts from customers | |||||
| 1.2 | Payments for | (a) | exploration and evaluation | (172) | (220) | |
| (b) | acquisition - mining tenement | (707) | (732) | |||
| (c) | development | |||||
| (d) | production | |||||
| (e) | administration | (271) | (505) | |||
| 1.3 | Royalties received | |||||
| 1.4 | Interest and other items of a similar nature received | 70 | 113 | |||
| 1.5 | Interest and other costs of finance paid | |||||
| 1.6 | Income taxes paid | (9) | (19) | |||
| 1.7 | Other | 31 | (5) | |||
| Net Operating Cash Flows | (1,058) | (1, 368) | ||||
| Cash flows related to investing activities | ||||||
| 1.8 | Payment for purchases of: | (a) | prospects | |||
| (b) | equity | |||||
| investments | (c) other fixed assets | (1) | (26) | |||
| 1.9 | Proceeds from sale of: | (a) | prospects | |||
| (b) | equity | 1,300 | ||||
| investments | ||||||
| (c) | other assets | |||||
| 1.10 | Loans to other entities | (871) | (871) | |||
| 1.11 | Loans repaid by other entities | 653 | ||||
| 1.12 | Other | |||||
| Net investing cash flows | (872) | 1,056 | ||||
| 1.13 | forward) | Total operating and investing cash flows (carried | (1,930) | (312) |
+ See chapter 19 for defined terms.
| 1.13 | Total operating and investing cash flows (brought forward) |
(1,930) | (312) |
|---|---|---|---|
| Cash flows related to financing activities | |||
| 1.14 | Proceeds from issues of shares, options, etc. | ||
| 1.15 | Payment for shares (buy-back) | ||
| 1.16 | Proceeds from borrowings | ||
| 1.17 | Repayment of borrowings | ||
| 1.18 | Dividends paid | ||
| 1.19 | Other | ||
| Net financing cash flows | |||
| Net increase (decrease) in cash held | (1,930) | (312) | |
| 1.20 1.21 |
Cash at beginning of quarter/year to date | 6,011 | 4,393 |
| Exchange rate adjustments to item 1.20 | |||
| 1.22 | Cash at end of quarter | 4,081 | 4,081 |
Payments to directors of the entity and associates of the directors Payments to related entities of the entity and associates of the related entities
| Current quarter \$A'000 |
||
|---|---|---|
| 1.23 | Aggregate amount of payments to the parties included in item 1.2 | |
| 1.24 | Aggregate amount of loans to the parties included in item 1.10 | |
| a ne | fficialmente e una conseguida e un condestable en la calidad inconsegue en la consegue de la consegue de la co |
Explanation necessary for an understanding of the transactions 1.25
Nil
Non-cash financing and investing activities
$2.1$ Details of financing and investing transactions which have had a material effect on consolidated assets and liabilities but did not involve cash flows
Nil
$2.2$ Details of outlays made by other entities to establish or increase their share in projects in which the reporting entity has an interest
Nil
+ See chapter 19 for defined terms.
Financing facilities available
Add notes as necessary for an understanding of the position.
| Amount available \$A'000 |
Amount used \$A'000 |
||
|---|---|---|---|
| 3.1 | Loan facilities | $\blacksquare$ | |
| 3.2 | Credit standby arrangements | $\overline{ }$ |
Estimated cash outflows for next quarter
| Total | $\overline{\phantom{a}}$ | |
|---|---|---|
| 4.2 | Development | $\overline{\phantom{a}}$ |
| 4.1 | Exploration and evaluation | 150 |
| \$A'000 | ||
| covining the store of the core in the set of the core |
Reconciliation of cash
| Reconciliation of cash at the end of the quarter (as shown in the consolidated statement of cash flows) to the related items in the accounts is as follows. |
Current quarter \$A'000 |
Previous quarter \$A'000 |
|
|---|---|---|---|
| 5.1 | Cash on hand and at bank | 43 | 34 |
| 5.2 | Deposits at call | 3,968 | 5,907 |
| 5.3 | Bank overdraft | ||
| 5.4 | Other – security deposits | 70 | 70 |
| Total: cash at end of quarter (item 1.22) | 4,081 | 6,011 |
Changes in interests in mining tenements
| Tenement reference |
Nature of interest (note $(2)$ ) |
Interest at beginning of quarter |
Interest at end of quarter |
||
|---|---|---|---|---|---|
| 6.1 | Interests in mining tenements relinquished, reduced or lapsed |
Νiί | |||
| 6.2 | Interests in mining tenements acquired or increased |
ML59/244 ML59/442 EL59/1126 |
Holder Holder Application |
0% 0% 0% |
100% 100% 0% |
- See chapter 19 for defined terms.
Issued and quoted securities at end of current quarter
Description includes rate of interest and any redemption or conversion rights together with prices and dates.
| Total number | Number quoted | price Issue per security (see note $3)$ (cents) |
Amount paid up per security (see note 3) (cents) |
||
|---|---|---|---|---|---|
| 7.1 | Preference +securities (description) |
||||
| 7.2 | Changes during quarter (a) Increases through issues |
||||
| (b) Decreases through returns of capital, buy- backs, redemptions |
|||||
| 7.3 | + Ordinary securities | 53,478,270 | 53,478,270 | ||
| 7.4 | Changes during quarter | ||||
| (a) Increases through issues |
|||||
| (b) Decreases through returns of capital, buy- backs |
|||||
| 7.5 | + Convertible debt securities (description) |
||||
| 7.6 | Changes during quarter (a) Increases through issues |
||||
| (b) Decreases through securities matured, converted |
|||||
| 7.7 | Options | Exercise Price | Expiry Date | ||
| Directors, Employees and Consultants Option Plan 2000 (Options exercisable at 25 cents expiring on 30 June 2004) |
3,280,000 | Nil | 25c | 30 June 2004 | |
| 7.8 | Issued during quarter | ||||
| $7.9\,$ | Exercised during quarter |
||||
| 7.10 | Expired during quarter | ||||
| 7.11 | Debentures (totals only) |
||||
| 7.12 | Unsecured notes (totals only) |
- See chapter 19 for defined terms.
Compliance statement
This statement has been prepared under accounting policies, which comply with accounting $\mathbf{I}$ standards as defined in the Corporations Lawor other standards acceptable to ASX.
$\overline{2}$ This statement does give a true and fair view of the matters disclosed.
Sign here:
....................................... (Company Secretary)
Date: 13 January 2003
Print name: CHRISTOPHER BATH
- See chapter 19 for defined terms.