TIDMGGG
LONDON 28 June 2010
Preliminary Results and Notice of Annual General Meeting
Central China Goldfields plc, (AIM: GGG) today announces its audited results
for the twelve months ended 31 December 2009.
Overview:
* In July 2009 the Company disposed of its Nimu project.
* New Chairman Peter Ruxton appointed in October to help source new near
production projects.
* After the year end the Bullabulling project was identified and the board
have now entered into a joint venture on that project with Auzex Resources
Limited.
* To reflect the shift in focus the Company proposes to change its name to
GGG Resources plc at the forthcoming AGM.
The board have set the following as priorities for the coming year:
* Incorporate all drill holes in Bullabulling into a comprehensive digital
database.
* Confirmation drilling to test high-grade primary mineralisation at
Bullabulling.
* Update Bullabulling resource to an International (JORC) standard.
* Start feasibility Study at Bullabulling.
* Expand the Company's resource base with projects elsewhere.
The annual report and financial statements together with the Notice of AGM and
Proxy form will be despatched to shareholders shortly. The annual general
meeting will be held at Andaz Liverpool Street, 40 Liverpool Street, London,
EC2M 7QN on 9 August 2010 at 11:00am
Additional copies of the Annual Report and Accounts, Notice of AGM and Proxy
Form may be requested directly from the Company and will be available following
distribution to shareholders on the Company's website www.ccgoldfields.com.
For further information, please contact:
Central China Goldfields plc Westhouse Securities Limited
Dr. Jeffrey Malaihollo Tim Metcalfe / Martin Davison
Tel: 020 7621 0200 Tel: 020 7601 6100
Email: info@ccgoldfields.com
www.ccgoldfields.com Alexander David Securities
Limited
Nick Bealer / David Scott
Tel: 020 7448 9820
CHAIRMAN'S STATEMENT
Dear Shareholders,
I am very pleased to write this, my first Chairman's Statement to you, as the
Company enters a new and exciting phase of its development. The past twelve
months have been a period of major transformation and redirection for the
Company.
Although the Company was successful in its exploration endeavours in China,
discovering a potentially world class copper deposit in Nimu, the local
situation and the Global Financial Crisis made it impossible for the Company to
continue its efforts in China. Therefore in July 2009 the Directors reluctantly
recommended the sale of the Company's interest in Nimu to its Chinese partner
and by December 2009 the Company had completely exited from China.
I congratulate the previous Chairman Nigel Clark, the Board and Management of
Central China Goldfields for their obvious technical success through the
discovery of the Nimu project in China. Although withdrawal from the project
was an immense disappointment, the disposal of Nimu significantly strengthened
the Company's balance sheet and has put the Company on a strong footing for the
future.
In line with the new focus of the Company, the Board proposes a name change
from Central China Goldfields plc to GGG Resources plc. A Special Resolution to
enable this will be proposed at the AGM.
Can I take this opportunity to reassure shareholders that despite the change of
geographic focus, the goal of the Company is still the same. Our objective
remains to generate real shareholder wealth by creating a robust exploration
and mining company. Through the acquisition and discovery of mineral deposits,
we aim to develop our assets into mines and cash flow.
During the second half of 2009, the Company's focus has been on project
generation and acquisition. Utilising the existing expertise and extensive
network of contacts in the Australasian Region, the Company's management has
screened and evaluated a large number of projects with the focus remaining on
copper and gold opportunities. This exercise resulted in the signing of a low
cost option on the Cikoleang gold project in Indonesia in the latter part of
2009.
In February 2010 the Company signed an option to acquire 50% of the
Bullabulling Project in Western Australia which, following a detailed due
diligence, we exercised in April.
It is with a great pleasure that I am able to report to you that in the short
time since the acquisition of Bullabulling, the Company has made significant
progress. On acquisition at a price of around US$6/oz for our share of the
known 430,000 ounces of measured and indicated resources, the Company, with its
partner, Auzex Resources Limited, is currently undergoing work with a view to
increasing this resource. We are currently in the middle of a diamond drilling
campaign designed to validate the entire existing drill dataset of over 12,000
holes. By September/October 2010 we hope to be in a position to report to you
an updated JORC-standard resource estimation. Anticipating positive results, we
are gearing up to start the feasibility study of Bullabulling in the last
quarter of 2010. I am looking forward to reporting the Company's progress in
the coming months as we move swiftly through resource estimation, feasibility
study and towards production.
Bullabulling is shaping up to be the main value driver for the Company, however
we will continue to seek investment opportunities in the Australasian region to
expand the Company's asset base. Our work in the latter half of 2009 brought us
many leads which we are keen to explore further.
During the year we have welcomed to the Board Ciceron Angeles who has helped
spearhead our project acquisition efforts in SE Asia and more recently Michael
Short whose immense project feasibility and construction expertise will have a
considerable impact on the Bullabulling development.
In closing, I would like to take this opportunity to thank my fellow Directors
and staff, particularly my predecessor Nigel Clark who has steered the Company
through some difficult times. But mostly I would like to thank you the
Shareholders who have shown confidence in the Company and the Board. We look
forward to delivering to you what your sustained support deserves.
Dr. Peter Ruxton
Chairman
CONSOLIDATED INCOME STATEMENT
Year ended 31 December 2009
Note 1 Jan to 31 1 Jan to 31
Dec 2009 Dec 2008
GBP Restated*
GBP
CONTINUING OPERATIONS
Administrative expenses (561,215) (541,459)
OPERATING LOSS 2 (561,215) (541,459)
Investment revenues - interest on bank deposits 7,361 15,519
LOSS BEFORE TAX (553,854) (525,940)
Tax - -
LOSS FROM CONTINUING OPERATIONS (553,854) (525,940)
DISCONTINUED OPERATIONS
Loss from discontinued operations (net of tax) 3 (1,165,227) (640,641)
LOSS FOR THE FINANCIAL PERIOD 4 (1,719,081) (1,166,581)
ATTRIBUTABLE TO THE EQUITY HOLDERS OF THE PARENT (1,719,081) (1,166,581)
BASIC LOSS PER SHARE 5 (0.010) (0.009)
* See discontinued operations - note 3
CONSOLIDATED BALANCE SHEET
31 December 2009
Note 2009 2008
GBP GBP
NON-CURRENT ASSETS
Goodwill - 126,148
Other intangible assets - 7,726,808
Property, plant and equipment - 83,525
Marketable securities - -
- 7,936,481
CURRENT ASSETS
Other receivables 2,296,578 3,763,815
Cash and cash equivalents 3,762,442 63,598
6,059,020 3,827,413
TOTAL ASSETS 6,059,020 11,763,894
EQUITY
Share capital 6 1,833,672 1,455,339
Share premium account 8,213,120 8,105,920
Warrant reserve 492,329 492,329
Share option reserve 267,418 310,400
Translation reserve 723,334 1,649,176
Retained losses (6,195,834) (4,707,240)
EQUITY ATTRIBUTABLE TO EQUITY 5,334,039 7,305,924
HOLDERS OF THE PARENT
Minority Interest - 272,679
TOTAL EQUITY 5,334,039 7,578,603
CURRENT LIABILITIES
Other payables 724,981 4,185,291
TOTAL EQUITY AND LIABILITIES 6,059,020 11,763,894
These financial statements were approved by the Board of Directors and
authorised for issue on 25 June 2010.
Signed on behalf of the Board of Directors
P McGroary
Director
Company Number:
05277251
COMPANY BALANCE SHEET
31 December 2009
Note 2009 2008
GBP GBP
NON-CURRENT ASSETS
Investments in subsidiaries 333,736 370,370
Marketable securities - -
333,736 370,370
CURRENT ASSETS
Other receivables 3,942,136 5,242,398
Cash and cash equivalents 497,538 44,899
4,439,674 5,287,297
TOTAL ASSETS 4,773,410 5,657,667
EQUITY
Share capital 6 1,833,672 1,455,339
Share premium account 8,213,120 8,105,920
Warrant reserve 492,329 492,329
Share option reserve 267,418 310,400
Retained losses (6,079,880) (4,792,658)
TOTAL EQUITY 4,726,659 5,571,330
CURRENT LIABILITIES
Other payables 46,751 86,337
TOTAL EQUITY AND LIABILITIES 4,773,410 5,657,667
These financial statements were approved by the Board of Directors and
authorised for issue on 25 June 2010.
Signed on behalf of the Board of Directors
P McGroary
Director
STATEMENT OF CHANGES IN EQUITY
Year ended 31 December 2009
1 Jan to 31 1 Jan to 31
Dec 2009 Dec 2008
GBP GBP
GROUP
Opening balance 7,578,603 6,151,357
Loss for financial period (1,719,081) (1,166,581)
New equity share capital subscribed 378,333 248,520
Premium on new equity share capital subscribed 107,200 633,983
Value attributed to share options granted 12,664 1,540
Translation reserve (751,001) 1,642,466
Minority Interest (272,679) 67,318
Closing balance 5,334,039 7,578,603
COMPANY 1 Jan to 31 1 Jan to 31
Dec 2009 Dec 2008
GBP GBP
Opening balance 5,571,330 6,069,585
Loss for financial period (1,342,868) (1,382,298)
New equity share capital subscribed 378,333 248,520
Premium on new equity share capital subscribed 107,200 633,983
Value attributed to share options granted 12,664 1,540
Closing balance 4,726,659 5,571,330
CONSOLIDATED CASH FLOW STATEMENT
Year ended 31 December 2009
1 Jan to 31 1 Jan to 31
Dec 2009 Dec 2008
GBP GBP
Loss for the period (1,719,081) (1,166,581)
Depreciation 6,175 14,354
Impairment charge on intangible assets and goodwill - 378,402
Non-cash loss on impairment of marketable securities - 13,207
Loss on disposal of marketable securities - 295,422
Gain on disposal of intangible assets - (1,114,011)
Effect of foreign exchange translation (680,870) (3,627)
Loss on disposal of discontinued operations, net of 1,171,142 -
tax
Stock option expense 12,664 1,540
Finance income (7,361) (15,519)
Change in receivables and other current assets - 3,741,102 (3,698,493)
(Increase) / Decrease
Change in payables - Increase / (Decrease) (3,272,456) 3,825,224
(748,685) (1,470,082)
Tax paid on disposal of discontinued operations by (682,619) -
foreign subsidiary
NET CASH USED IN OPERATING ACTIVITIES (1,431,304) (1,470,082)
INVESTING ACTIVITIES
Proceeds on disposal of discontinued operations 4,726,095 -
Proceeds on disposal of intangible assets - 3,423,365
Proceeds on disposal of marketable securities - 115,995
Acquisitions of property, plant and equipment - (10,207)
Acquisitions of other intangible assets (88,842) (4,452,521)
Interest received 7,361 15,519
Acquisitions of subsidiaries and minority interests - (61,436)
NET CASH USED IN INVESTING ACTIVITIES 4,644,614 (969,285)
FINANCING ACTIVITIES
Issue of equity share capital 378,333 248,520
Share premium on issue of equity share capital 129,167 651,000
Share issue costs (21,966) (17,018)
NET CASH FROM FINANCING ACTIVITIES 485,534 882,502
NET (DECREASE) / INCREASE IN CASH AND CASH EQUIVALENTS 3,698,844 (1,556,865)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 63,598 1,620,463
CASH AND CASH EQUIVALENTS AT END OF PERIOD 3,762,442 63,598
NOTES TO THE FINANCIAL STATEMENTS
Year ended 31 December 2009
BASIS OF PREPARATION AND ACCOUNTING POLICIES
General information
Central China Goldfields is a Company incorporated and domiciled in England and
Wales. These financial statements are presented in pounds sterling because that
is the currency of the parent Company of the Group. Foreign operations are
included in accordance with the policies set out in this note.
a. Basis of preparation
Central China Goldfields Plc was incorporated on 3 November 2004.
These financial statements have been prepared on a going concern basis which
presumes the realisation of assets and discharge of liabilities in the normal
course of business. The Group has no operating revenues (2008 - nil). The
Group's ability to continue as a going concern is dependent on the Group's
ability to obtain additional financing and ultimately, the attainment of
profitable operations. This was noted by the auditors who issued an unqualified
opinion in respect of the financial statements for the year ended 31 December
2009 but have noted a fundamental uncertainty as to the Company being a going
concern on account of the need for additional finance in the future.
The financial statements have been prepared on the historical cost basis, in
accordance with International Financial Reporting Standards as adopted by the
European Union and as applied in accordance with the provisions of the
Companies Act 2006. The principal accounting policies adopted are set out
below.
b. Basis of consolidation
The consolidated financial statements incorporate the financial statements of
the Company and entities controlled by the Company (its subsidiaries). Control
is achieved where the Company has the power to govern the financial and
operating policies of an investee entity so as to obtain benefits from its
activities.
Minority interests in the net assets of consolidated subsidiaries are
identified separately from the Group's equity therein. Minority interests
consist of the amount of those interests at the date of the original business
combination (see below) and the minority's share of changes in equity since the
date of the combination. Losses applicable to the minority in excess of the
minority's interest in the subsidiary's equity are allocated against the
interests of the Group except to the extent that the minority has a binding
obligation and is able to make an additional investment to cover the losses.
The results of subsidiaries acquired or disposed of during the year are
included in the consolidated income statement from the effective date of
acquisition or up to the effective date of disposal, as appropriate.
Where necessary, adjustments are made to the financial statements of
subsidiaries to bring the accounting policies used into line with those used by
the Group.
All intra-Group transactions, balances, income and expenses are eliminated on
consolidation.
c) Business combinations
The acquisition of subsidiaries is accounted for using the purchase method. The
cost of the acquisition is measured at the aggregate of the fair values, at the
date of exchange, of assets given, liabilities incurred or assumed, and equity
instruments issued by the Group in exchange for control of the acquiree, plus
any costs directly attributable to the business combination. The acquiree's
identifiable assets, liabilities and contingent liabilities that meet the
conditions for recognition under IFRS 3 "Business Combination" are recognised
at their fair value at the acquisition date, except for non-current assets (or
disposal Groups) that are classified as held for resale in accordance with IFRS
5 "Non-Current Assets held for Sale and Discontinued Operations" which are not
recognised and measured at fair value less costs to sell.
Goodwill arising on acquisition is recognised as an asset and initially
measured at cost, being the excess of the cost of the business combination over
the Group's interest in the net fair value of the identifiable assets,
liabilities and contingent liabilities recognised. If, after reassessment, the
Group's interest in the net fair value of the acquiree's identifiable assets,
liabilities and contingent liabilities exceeds the cost of the business
combination, the excess is recognised immediately in profit or loss.
The interest of minority shareholders in the acquiree is initially measured at
the minority's proportion of the net fair value of the assets, liabilities and
contingent liabilities recognised.
d) Goodwill
Goodwill arising on consolidation represents the excess of the cost of
acquisition over the Group's interest in the fair value of the identifiable
assets and liabilities of a subsidiary, at the date of acquisition. Goodwill is
initially recognised as an asset at cost and is subsequently measured at cost
less any accumulated impairment losses. Goodwill which is recognised as an
asset is reviewed for impairment at least annually. Any impairment is
recognised immediately in profit or loss and is not subsequently reversed.
For the purpose of impairment testing, goodwill is allocated to each of the
Group's cash-generating units expected to benefit from the synergies of the
combination. Cash-generating units to which goodwill has been allocated are
tested for impairment annually, or more frequently when there is an indication
that the unit may be impaired. If the recoverable amount of the cash-generating
unit is less than the carrying amount of the unit, the impairment loss is
allocated first to reduce the carrying amount of any goodwill allocated to the
unit and then to the other assets of the unit pro-rata on the basis of the
carrying amount of each asset in the unit. An impairment loss recognised for
goodwill is not reversed in a subsequent period.
On disposal of a subsidiary, the attributable amount of goodwill is included in
the determination of the profit or loss on disposal.
e) Other intangible assets
Exploration and evaluation expenditure comprises costs which are directly
attributable to the acquisition of exploration licenses and subsequent
exploration expenditures.
Exploration and evaluation expenditure is carried forward as an asset provided
that one of the following conditions is met:
i. Such costs are expected to be recouped in full through successful
development and exploration of the area of interest or alternatively, by
its sale;
ii. Exploration and evaluation activities in the area of interest have not yet
reached a stage which permits a reasonable assessment of the existence of
economically recoverable reserves and active and significant operations in
relation to the area are continuing, or planned for the future.
Identifiable exploration and evaluation assets acquired are recognised as
assets at their cost of acquisition. An impairment review is performed when
facts and circumstances suggest that the carrying amount of the assets may
exceed their recoverable amounts. Exploration assets are reassessed on a
regular basis and these costs are carried forward provided that at least one of
the conditions outlined is met. Exploration rights are amortised over the
useful economic life of the mine to which it relates, commencing when the asset
is available for use.
Expenditure on research activities is recognised as an expense in the period in
which it is incurred.
f) Property, plant and equipment
Property, plant and equipment is stated at cost less any subsequent accumulated
depreciation and subsequent accumulated impairment losses.
Depreciation is charged so as to write off the cost, less estimated residual
value on assets other than land, over their estimated useful lives, using the
reducing balance method, on the following bases:
Fixtures and equipment 20-30%
The gain or loss arising on the disposal or retirement of an asset is
determined as the difference between the sales proceeds and the carrying amount
of the asset and is recognised in income.
g) Impairment of tangible and intangible assets excluding goodwill
At each balance sheet date, the Group reviews the carrying amounts of its
tangible and intangible assets to determine whether there is any indication
that those assets have suffered an impairment loss. If any such indication
exists, the recoverable amount of the asset is estimated in order to determine
the extent of the impairment loss (if any). Where the asset does not generate
cash flows that are independent from other assets, the Group estimates the
recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value in
use. In assessing value in use, the estimated future cash flows are discounted
to the present value using a pre-tax discount rate that reflects current market
assessments of the time value of money and the risks specific to the asset for
which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to
be less than its carrying amount, the carrying amount of the asset
(cash-generating unit) is reduced to its recoverable amount. An impairment loss
is recognised as an expense immediately, unless the relevant asset is carried
at a re-valued amount, in which case the impairment loss is treated as a
revaluation decrease.
Where an impairment loss subsequently reverses, the carrying amount of the
asset (cash-generating unit) is increased to the revised estimate of its
recoverable amount, but so that the increased carrying amount does not exceed
the carrying amount that would have been determined had no impairment loss been
recognised for the asset (cash-generating unit) in prior years. A reversal of
an impairment loss is recognised as income immediately, unless the relevant
asset is carried at a re-valued amount, in which case the reversal of the
impairment loss is treated as a revaluation increase.
h) Taxation
The tax expense represents the sum of the tax currently payable and deferred
tax.
The tax currently payable is based on taxable losses for the period. Taxable
loss differs from net loss as reported in the income statement because it
excludes items of income or expense that are taxable or deductible in other
years and it further excludes items that are never taxable or deductible. The
Group's liability for current tax is calculated using tax rates that have been
enacted or substantively enacted by the balance sheet date.
Deferred tax is the tax expected to be payable or recoverable on differences
between the carrying amounts of assets and liabilities in the financial
statements and the corresponding tax bases used in the computation of taxable
profit, and is accounted for using the balance sheet liability method. Deferred
tax liabilities are generally recognised for all taxable temporary differences
and deferred tax assets are recognised to the extent that it is probable that
taxable profits will be available against which deductible temporary
differences can be utilised. Such assets and liabilities are not recognised if
the temporary differences arise from the initial recognition of goodwill or
from the initial recognition (other than in a business combination) of other
assets and liabilities in a transaction that affects neither the tax profit nor
the accounting profit.
Deferred tax liabilities are recognised for taxable temporary differences
arising on investments in subsidiaries and associates, and interests in joint
ventures, except where the Group is able to control the reversal of the
temporary difference and it is probable that the temporary difference will not
reverse in the foreseeable future.
The carrying amount of deferred tax assets is reviewed at each balance sheet
date and reduced to the extent that it is no longer probable that sufficient
taxable profits will be available to allow all or part of the asset to be
recovered.
Deferred tax is calculated at the tax rates that are expected to apply in the
period when the liability is settled or the asset is realised. Deferred tax is
charged or credited in the income statement, except when it relates to items
charged or credited directly to equity, in which case the deferred tax is also
dealt with in equity.
Deferred tax assets and liabilities are offset when there is a legally
enforceable right to set off current tax assets against current tax liabilities
and when they relate to income taxes levied by the same taxation authority and
the Group intends to settle its current tax assets and liabilities on a net
basis.
i) Financial instruments
Financial assets and financial liabilities are recognised on the Group's
balance sheet when the Group becomes a party to the contractual provisions of
the instrument.
Trade receivables
Trade receivables are measured at initial recognition at fair value, and are
subsequently measured at amortised cost using the effective interest rate
method. Appropriate allowances for estimated irrecoverable amounts are
recognised in the income statement when there is objective evidence that the
asset is impaired. The allowance recognised is measured as the difference
between the asset's carrying amount and the present value of estimated future
cash flows discounted at the effective interest rate computed at initial
recognition.
Cash and cash equivalents
Cash and cash equivalents comprises cash in hand and demand deposits, and other
short-term highly liquid investments that are readily convertible to a known
amount of cash and are subject to an insignificant risk of changes in value.
Financial liabilities and equity
Financial liabilities and equity instruments are classified according to the
substance of the contractual arrangements entered into. An equity instrument is
any contract that evidences a residual interest in the assets of the Group
after deducting all of its liabilities.
Trade payables
Trade payables are initially measured at fair value, and are subsequently
measured at amortised cost, using the effective interest rate method.
Equity instruments
Equity instruments issued by the Company are recorded at the proceeds received,
net of direct issue costs.
j) Foreign currencies
The individual financial statements of each Group Company are presented in the
currency of the primary economic environment in which it operates (its
functional currency). For the purpose of the consolidated financial statements,
the results and financial position of each Group Company are expressed in
pounds sterling, which is the functional currency of the Company, and the
presentation currency for the consolidated financial statements.
In preparing the financial statements of the individual entities, transactions
in currencies other than the entity's functional currency (foreign currencies)
are recorded at the rates of exchange prevailing on the dates of the
transactions. At each balance sheet date, monetary assets and liabilities that
are denominated in foreign currencies are retranslated at the rates prevailing
on the balance sheet date. Non-monetary items carried at fair value that are
denominated in foreign currencies are retranslated at the rates prevailing on
the date when the fair value was determined. Non-monetary items that are
measured in terms of historical cost in a foreign currency are not translated.
Exchange differences arising on the settlement of monetary items, and on the
retranslation of monetary items, are included in profit or loss for the period.
Exchange differences arising on the retranslation of non-monetary items carried
at fair value are included in the profit and loss account for the period except
for differences arising on the retranslation of non-monetary items in respect
of which gains and losses are recognised directly in equity. For such
non-monetary items, any exchange component of that gain or loss is also
recognised directly in equity.
For the purpose of presenting consolidated financial statements, the assets and
liabilities of the Group's foreign operations are translated at exchange rates
prevailing on the balance sheet date. Income and expense items are translated
at the average exchange rates for the period, unless exchange rates fluctuated
significantly during that period, in which case the exchange rates at the dates
of the transactions are used. Exchange differences arising, if any, are
classified as equity and transferred to the Group's translation reserve. Such
translation differences are recognised in the income statement in the period in
which the foreign operation is disposed of.
Goodwill and fair value adjustments arising on the acquisition of a foreign
entity are treated as assets and liabilities of the foreign entity and
translated at the closing rate.
2. OPERATING LOSS
1 Jan to 1 Jan to 31
31 Dec Dec 2008
2009
GBP
GBP
Operating loss is after charging
Auditors' remuneration - as auditors 20,000 16,524
Loss on disposal of marketable securities - 295,422
Impairment charges for the year - 391,609
Stock option expense 12,664 1,540
Foreign exchange (gains) / losses (107,466) (331,224)
Depreciation of tangible assets 6,175 14,354
Loss on disposal of fixed assets - -
Loss on disposal of other intangible assets - 1,114,011
The analysis of auditors' remuneration is as
follows:
Fees payable to the Company's auditors for the 20,000 15,000
audit of Company's accounts
The audit of the Company's subsidiaries* - 1,524
Total audit fees 20,000 16,524
TOTAL 20,000 16,524
* The audit of Zhongcheng Limited, was carried out by the subsidiaries' local
auditor in the People's Republic of China.
3. DISCONTINUED OPERATIONS
Disposal of Lhasa Disposal of CCG TOTAL
Tianli Mining Mining Ltd
Company Ltd
1 Jan to 31 1 Jan to 1 Jan to 1 Jan to 1 Jan to 31 1 Jan to
Dec 2009 31 Dec 31 Dec 31 Dec Dec 2009 31 Dec
2008 2009 2008 2008
GBP GBP
GBP GBP GBP GBP
Results of discontinued
operations
Results from operating (23,615) (82,950) (183,079) (473,522) (206,694) (556,472)
activities
Gain / (loss) on disposal 116,567 - (398,396) - (281,829) -
of discontinued operation
Income tax on gain on (682,619) - - - (682,619) -
disposal of discontinued
operation
Profit/(loss) for the (589,667) (82,950) (581,475) (473,522) (1,171,142) (556,472)
period
Effect of disposal on the
financial position of the
Group
Property, plant and (47,564) - (673) - (48,237) -
equipment
Intangible fixed assets (6,806,742) - (479,572) - (7,286,314) -
Minority interest (38,633) - (38,952) - (77,585) -
Exchange difference 164 - (57,671) - (57,507) -
Trade and other (4,819) - (3,165) - (7,984) -
receivables
Cash and cash equivalents (323) - (827) - (1,150) -
Trade and other payables 5,391 - 182,463 - 187,854 -
Net assets and liabilities (6,892,526) - (398,397) - (7,290,923) -
Consideration received, (7,009,093) - (1) - (7,009,094) -
satisfied in cash
Cash disposed of 323 - 827 - 1,150 -
Net cash (inflow)/outflow (7,008,770) - 826 - (7,007,944) -
4. LOSS ATTRIBUTABLE TO MEMBERS OF THE PARENT COMPANY
The loss dealt with in the financial statements of the parent Company was GBP
1,342,868 (2008 - GBP1,382,298).
The charge for the year can be reconciled to the loss per the income statement
as follows:
5. LOSS PER SHARE
a) Basic loss per share
Basic loss per share is calculated by dividing the profit for the year by the
weighted average number of shares in issue during the year. The weighted
average number of shares used is 178,509,200 (2008 - 131,113,392).
b) Diluted loss per share
International Accounting Standard 33 requires presentation of diluted earnings
per share when a Company could be called upon to issues shares that would
decrease the net profit or increase the net loss per share. For a loss making
Company with outstanding options, net loss per share would only be increased by
the exercise of out-of-money options. Since it seems inappropriate to assume
that option holders would exercise out-of-money options, no adjustment has been
made to diluted loss per share for out-of-money share options.
c) Headline loss per share
The Group presents an alternative measure of loss per share after excluding all
capital gains and losses from the loss attributable to ordinary shareholders.
The impact of this is as follows:
2009 2008
Basic
Loss per share (0.010) (0.009)
Effect of loss on disposal of discontinued operations 0.007
Adjusted loss per share (0.003) (0.009)
6. SHARE CAPITAL
2009 2008
GBP GBP
Authorised share capital
500,000,000 ordinary shares of 5,000,000 5,000,000
GBP0.01 each
No. GBP No. GBP
Called up, allotted and fully
paid
Ordinary shares of GBP0.01 each 183,367,191 1,833,672 145,533,858 1,455,339
Issue of shares
During 2009, 13,833,333 1p ordinary shares at 1.5 pence and 24,000,000 1p
ordinary shares at 1.25 pence were issued.
Share Warrants
The group has 15,067,250 (2008- 15,067,250) share purchase warrants outstanding
at a weighted average exercise price of 10.06 pence (2008 - 10.06 pence), which
are listed below:
(i) 12,455,000 (2008 - 12,455,000) warrants at an exercise price of 10 pence,
exercisable at any time during the period commencing on March 30, 2005 ("AIM
Admission Date") and expiring on the fifth anniversary thereof;
(ii) 2,612,250 (2008 - 2,612,250) arranger warrants issued to Loeb Aron &
Company Ltd exercisable at a price of 10.4 pence per share at any time during
the 5 year period following the AIM Admission Date;
Share Options
At 31 December 2009, the total number of options outstanding and exercisable
was 9,400,000 (2008 - 10,000,000) and was exercisable as follows:
i. 400,000 (2008 - 400,000) share options exercisable at 19p per share on or
before 23 February 2012;
ii. 6,150,000 (2008 - 6,950,000) share options exercisable at 16p per share on
or before 23 February 2012;
iii. 250,000 (2008 - 250,000) share options exercisable at 8.5p per share on or
before 13 March 2010;
iv. 1,600,000 (2008 - 2,400,000) share options exercisable at 6p per share on
or before 13 March 2010;
v. 1,000,000 (2008 - nil) share options exercisable at 3.5p per share on or
before 6 October 2014;
During the year ended 31 December 2009, the Company issued 1,000,000 share
options exercisable at 3.5p per share on or before 06 October 2014 and
1,600,000 share options lapsed as follows:
i. 800,000 (2008 - 1,600,000) share options, originally exercisable at 16p on
or before 23 February 2012;
ii. 800,000 (2008 - 1,670,000) share options, originally exercisable at 6p on
or before 13 March 2010.
7. post balance sheet events
In June 2010, the Company decided not to exercise its option on its Cikoleang
project. As a result, project expenses at year end have been written off.
In February 2010, the Company signed an Option Agreement over the Bullabulling
Project in Western Australia, part of the consideration paid was by the issue
of 14,044,944 shares at 4 pence per share. In April 2010, the Company exercised
this Option and acquired 50% of Bullabulling.
8. Notice of Annual General Meeting
The annual general meeting will be held at Andaz Liverpool Street, 40 Liverpool
Street, London, EC2M 7QN on 9 August 2010 at 11:00am.
END
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