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YOJEE LIMITED — Interim / Quarterly Report 2012
Apr 26, 2012
66110_rns_2012-04-26_4305f303-370c-45e6-b5b8-d3af5fafe152.pdf
Interim / Quarterly Report
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ASX Release
MARCH 2012 QUARTERLY ACTIVITIES REPORT
27 April 2012
Southern Crown Resources Limited ABN: 52 143 416 531
Level 1, Suite 2 415 Riversdale Road HAWTHORN EAST VIC 3123 T: (+61) 3 9813 3882 F: (+61) 3 9813 4882 www.southerncrown.com.au
Contact:
Jock Harmer Managing Director T +27 823 239 768 [email protected]
Rhod Grivas Chairman T: +61 419 919 321 [email protected]
Directors / Officers:
Rhod Grivas Robin “Jock” Harmer Mark Papendieck Adrian Hill
Issued Shares and Options:
Shares: 35 million Listed options: 10 million Unlisted options: 5.5 million
ASX Codes: SWR, SWRO
The Directors of Southern Crown Resources Limited ("Southern Crown" or “the Company”) are pleased to present the Company’s activity report for the quarter ending 31 March 2012.
During the quarter the company received an offer from the original vendors of Rare Earth International (“REI Vendors”) to acquire the wholly owned Southern Crown subsidiary, Rare Earth International Ltd (“REI”), and all the Company’s rare earth projects, including the Nkombwa Project in Zambia and the Xiluvo Project in Mozambique.
In light of the security of tenure issues experienced in Zambia, the loss of the Gakara Project in Burundi, the cooling of the rare earth market and change in global economic conditions generally, the independent directors believe the Company is better served by accepting the offer from the REI Vendors and pursuing new opportunities.
The Company has subsequently entered into a binding Heads of Agreement (“Agreement”) with the REI Vendors to sell them all of the issued capital in REI in exchange for the cancellation of the existing 5 million Southern Crown shares issued as part of the original transaction, along with the rights to any additional ordinary shares and the cancellation of the 37 million performance shares as issued on 3 June 2011.
Completion of the Agreement is subject to a number of conditions, including all relevant shareholder and regulatory approvals. The Company intends putting the Agreement to shareholders at a general meeting planned for late May 2012. Further details relating to the transaction will be outlined in the Notice of Meeting and will be accompanied by an independent experts report and valuation.
In the short to medium term the Directors will continue working on the Company’s existing Queensland and New South Wales exploration portfolio while evaluating additional exploration projects globally that could add value to shareholders.
Page 1 of 5
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Nkombwa Project, Zambia
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Figure 1: Location of the Nkombwa Hill REE Project
Situated in the north-eastern part of Zambia, (Figure 1) Nkombwa project is a joint venture with African Consolidated Resources Plc (“ACR”) under which Rare Earth International ("REI"), a wholly owned subsidiary of Southern Crown can achieve a 75% interest in the REE by fully funding a bankable feasibility study.
The Nkombwa Complex is a composite intrusion of several textural and compositional types of magnesian carbonatites. Historical exploration has shown the carbonatites to be enriched to varying degrees in phosphate, niobium and the rare earth elements.
The complex is situated near the village of Isoka and is linked to the major paved T2 national road by 50 kms of well-maintained gravel regional roads.
Tenure
On 4 October 2011 Southern Crown reported to the ASX that it had suspended planned exploration drilling on its Nkombwa Project as a consequence of the Nkombwa Hill area having been improperly excised to a third party.
On 30 March 2012, the Zambian government lifted the moratorium on the licensing system and stated it would commence approving new prospecting licenses and consider cancelling defaulting licenses. The Company is awaiting output from the cadastre demonstrating the removal of the invalid license over Nkombwa Hill.
A total of 404 rock chip samples were collected during the last quarter and have been processed ready for assaying by Genalysis, Perth; assaying has been planned to commence on successful resolution of the tenure issue.
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Xiluvo Project, Mozambique
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Figure 2: Locality of the Xiluvo REE Project
The Xiluvo Project covers part of the Monte Xiluvo carbonatite complex situated in the Sofala Province of Mozambique 110 kms inland of the major Mozambique port of Beira (Figure 2). Access to Xiluvo is excellent – the complex is bound on the northern side by the paved EN6 national road and on the west and south by the national rail routes linking Zimbabwe (via Mutare) and Beira.
The company has a Joint Venture Agreement with Promac Lda, a Mozambican quarrying and construction company that holds a mining license over the area and operates a quarrying operation exploiting the calcitic carbonatite for use as construction aggregate. According to the Agreement REI can earn up to 85% ownership of the REE assets by spending US$1,000,000 developing the project.
In the final quarter of 2011 the Company reported a JORC compliant Indicated Resource established on a pocket of soils accumulated in an internal basin within the central topographic bowl of the eroded Monte Xiluvo volcano structure and derived from material shed predominantly from carbonatite plugs in the centre of the structure.
A representative bulk sample was composited from sample material recovered from the resource drilling campaign for testwork. Preliminary mineralogical characterisation tests have been completed and these are presently being utilised to design a testwork program to optimise the concentration and extraction of the rare earths.
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Australian Exploration Projects
The Dish
The Dish exploration licence (78km²) is located approximately 15km SE of Peak Hill in western New South Wales. The Dish prospect is located 20km east of the 2.5Moz and 1.8Mt North Parkes deposit owned by Rio Tinto. The project has structural, lithological and geochemical similarities to the Wyoming-Caloma gold discovery owned by Alkane.
While the Company focussed on advancing it's rare earth assets in southern Africa no exploration was undertaken on the The Dish tenement during the quarter. The Company has maintained the tenement in good standing satsifying all regulatory requirements.
NE Queensland
The North East Queensland exploration tenements (1,121km²), located 35 km south of Einasleigh comprises one granted exploration licence and two exploration licence applications. The projects are located 50km west of the historical Kidston gold deposit which produced over 4.5Moz of gold between 1985 and 2001. This area is considered prospective for epithermal and intrusive related deposits.
No exploration was undertaken on the NE Queensland Projects during the quarter. The Company has kept the Percyvale granted tenement in good standing satisfying all regulatory requirements, excluding meeting the minimum expenditure commitment. During the quarter Southern Crown lodged a partial tenement reduction report.
Other Prospects
Southern Crown continues to evaluate other opportunities that could add value to the company’s current portfolio.
Corporate
During the quarter, Mr David Reeves resigned as a director effective the 16th March 2012.
Subsequent to the end of the quarter Southern Crown received an offer from the original rare earth project vendors to acquire REI and its assets in return for the cancellation of 5 million ordinary shares and all associated performance shares.
The Managing Director, Dr Jock Harmer, has indicated his intention to resign from Southern Crown at the end of his contractual employment period on 3 June 2012 to pursue opportunities within the rare earth sector.
Cash Position
At 31 March 2012, the Company held cash reserves of approximately $2.6 million.
Shareholder Information
At 31 March 2012, the Company had 35,001,482 shares on issue with the Top 20 holding approximately 48% of the total issued capital.
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For further information please contact:
Rhod Grivas
Chairman
Ph: +61 419 919 321
[email protected]
About Southern Crown Resources Limited
Southern Crown Resources Limited, named after a prominent arc constellation in the Southern Hemisphere, listed on the ASX on 2[nd] December 2010 with the purpose of acquiring, exploring and developing mineral deposits.
In early June 2011 the Company completed the acquisition of Rare Earth International which holds the Nkombwa and Xiluvo projects located in Zambia and Mozambique respectively. Southern Crown immediately commenced exploration on these projects.
The Company has two copper gold projects located in western NSW and north east Queensland.
The Company continues to evaluate additional mineral projects considered likely to add value to shareholders.
The Board of Directors has a strong mix of technical, financial and corporate skills to successfully explore the Company’s existing projects as well as source and develop further acquisition opportunities globally.
Competent Person’s Statement
The information in this report that relates to Exploration Results, Mineral Resources and/or Ore Reserves is based on information provided by Dr R.E. “Jock” Harmer, PrSciNat, FGSSA and Rhoderick Grivas employees of Southern Crown Resources Limited. Dr Harmer and Rhoderick Grivas have sufficient experience relevant to the style of mineralisation and type of deposit under consideration and to the activity they are undertaking to qualify as a Competent Person as defined in the 2004 Edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves.
Page 5 of 5
Appendix 5B Mining exploration entity quarterly report
Rule 5.3
Appendix 5B
Mining 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
Name of entity
SOUTHERN CROWN RESOURCES LIMITED
| ABN 52 143 416 531 Consolidated statement of cash flows |
Quarter ended (“current quarter”) 31 MARCH 2012 |
Quarter ended (“current quarter”) 31 MARCH 2012 |
||
|---|---|---|---|---|
| 31 MARCH 2012 | ||||
| Cash flows related to operating activities 1.1 Receipts from product sales and related debtors 1.2 Payments for (a) exploration & evaluation (b) development (c) production (d) administration 1.3 Dividends received 1.4 Interest and other items of a similar nature received 1.5 Interest and other costs of finance paid 1.6 Income taxes paid 1.7 Other (provide details if material) Net OperatingCash Flows |
Current quarter $A’000 |
Year to date (9 months) $A’000 |
||
| - (71) - - (119) - 31 - - - |
- (385) - - (422) - 158 - - - |
|||
| (160) | (749) | |||
| Cash flows related to investing activities 1.8 Payment for purchases of: (a) prospects (b) equity investments (c) other fixed assets 1.9 Proceeds from sale of: (a) prospects (b) equity investments (c) other fixed assets 1.10 Loans to other entities 1.11 Loans repaid by other entities 1.12 Other (provide details if material) Net investing cash flows 1.13 Total operating and investing cash flows (carried forward) |
- - (0) - - - - - - |
- - (2) - - - - - 4 |
||
| 0 | 1 | |||
| (160) | (748) |
- See chapter 19 for defined terms.
Appendix 5B Page 1
17/12/2010
Appendix 5B Mining exploration entity quarterly report
| 1.13 Total operating and investing cash flows (brought forward) |
(160) | (748) |
|---|---|---|
| Cash flows related to financing activities 1.14 Proceeds from issues of shares, options, etc. 1.15 Proceeds from sale of forfeited shares 1.16 Proceeds from borrowings 1.17 Repayment of borrowings 1.18 Dividends paid 1.19 Other (provide details if material) Net financingcash flows |
- - - - - - |
- - - - - - |
| - | - | |
| Net increase (decrease) in cash held 1.20 Cash at beginning of quarter/year to date 1.21 Exchange rate adjustments to item 1.20 1.22 Cash at end ofquarter |
(160) 2,741 - |
(748) 3,328 - |
| 2,581 | 2,581 |
Payments to directors of the entity and associates of the directors
Payments to related entities of the entity and associates of the related entities
| 1.23 1.24 |
Aggregate amount of payments to the parties included in item 1.2 Aggregate amount of loans to the parties included in item 1.10 |
Current quarter $A'000 |
|---|---|---|
| 88 | ||
| - | ||
| 1.25 | Explanation necessaryfor an understandingof the transactions | |
| Executive Director Salaries Non-Executive Director Salaries |
54 34 |
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
-
See chapter 19 for defined terms.
Appendix 5B Page 2
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Appendix 5B Mining exploration entity quarterly report
Nil.
Financing facilities available
Add notes as necessary for an understanding of the position.
| 3.1 Loan facilities 3.2 Credit standby arrangements |
Amount available $A’000 |
Amount used $A’000 |
|---|---|---|
| - | - | |
| - | - |
Estimated cash outflows for next quarter
| 4.1 Exploration and evaluation 4.2 Development 4.3 Production 4.4 Administration |
$A’000 |
|---|---|
| 80 | |
| - | |
| - | |
| 150 | |
| Total | 230 |
Reconciliation of cash
| Reconciliation of cash | ||
|---|---|---|
| Reconciliation of cash at the end of the quarter (as | Current quarter | Previous quarter |
| shown in the consolidated statement of cash flows) | $A’000 | $A’000 |
| to the related items in the accounts is as follows. | ||
| 5.1 Cash on hand and at bank |
2 | 5 |
| 5.2 Deposits at call |
479 | 1,036 |
| 5.3 Bank overdraft |
- | - |
| 5.4 Other (Term Deposits) |
2,100 | 1,700 |
| Total: cash at end of quarter (item 1.22) | 2,581 | 2,741 |
Changes in interests in mining tenements
| Tenement reference |
Nature of interest (note (2)) |
Interest at beginning ofquarter |
Interest at end of quarter |
|
|---|---|---|---|---|
- See chapter 19 for defined terms.
Appendix 5B Page 3
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Appendix 5B Mining exploration entity quarterly report
| 6.1 | Interests in mining |
|---|---|
| tenements relinquished, | |
| reduced or lapsed | |
| 6.2 | Interests in mining |
| tenements acquired or | |
| increased |
- See chapter 19 for defined terms.
Appendix 5B Page 4
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Appendix 5B Mining exploration entity quarterly report
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 | Issue price 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 7.4 Changes during quarter (a) Increases through issues (b) Decreases through returns of capital, buy- backs |
35,001,482 | 26,687,730 | Fully Paid | Fully Paid |
| 7.5 +Convertible debt securities (description) 7.6 Changes during quarter (a) Increases through issues (b) Decreases through securities matured, converted |
||||
- See chapter 19 for defined terms.
Appendix 5B Page 5
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Appendix 5B
Mining exploration entity quarterly report
| 7.7 Options (description and conversion factor) Class A Class B Class C Class D 7.8 Issued during quarter 7.9 Exercised during quarter 7.10 Expired during quarter |
Share Options: 9,994,355 2,000,000 2,000,000 500,000 500,000 500,000 Performance Shares: 7,000,000 7,500,000 7,500,000 15,000,000 |
9,994,355 | Exercise price 0.35 0.25 0.25 0.25 0.25 0.35 |
Expiry date 31 Dec 2012 23 Jul 2013 24 Nov 2013 23 Jul 2015 2 Jun 2016 2 Jun 2016 |
|---|---|---|---|---|
| 500,000 | 0.25 | 23 Jul 2015 | ||
| 7.11 Debentures (totals only) |
||||
| 7.12 Unsecured notes (totals only) |
Compliance statement
-
1 This statement has been prepared under accounting policies which comply with accounting standards as defined in the Corporations Act or other standards acceptable to ASX (see note 5).
-
2 This statement does give a true and fair view of the matters disclosed.
Sign here: ......... ................................................... Date: 27/04/2012 Company secretary
Print name: Adrian Hill
- See chapter 19 for defined terms.
Appendix 5B Page 6
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Appendix 5B Mining exploration entity quarterly report
Notes
-
1 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 wanting to disclose additional information is encouraged to do so, in a note or notes attached to this report.
-
2 The “Nature of interest” (items 6.1 and 6.2) includes options in respect of interests in mining tenements acquired, exercised or lapsed during the reporting period. If the entity is involved in a joint venture agreement and there are conditions precedent which will change its percentage interest in a mining tenement, it should disclose the change of percentage interest and conditions precedent in the list required for items 6.1 and 6.2.
-
3 Issued and quoted securities The issue price and amount paid up is not required in items 7.1 and 7.3 for fully paid securities.
-
4 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.
-
5 Accounting Standards ASX will accept, for example, the use of International Financial Reporting Standards for foreign entities. If the standards used do not address a topic, the Australian standard on that topic (if any) must be complied with.
== == == == ==
- See chapter 19 for defined terms.
Appendix 5B Page 7
17/12/2010