Dynamite
- 31 Mar 2005 07:54
- 280 of 1909
New Millennium Resources Ltd
31 March 2005
New Millennium Resources Limited
('NML' or the 'Company')
Financial Report For The Half-Year ended 31 December 2004
Directors' report
The directors submit the financial report of the economic entity for the
half-year ended 31December 2004.
Directors
The names of directors who held office during or since the end of the half-year:
Senator David Johnston
Datuk Fung-Chee Lim
Dato' Azizi Yom Ahmad
Chong-Kiat Lim
Nikolajs Zuks (ceased being a director on 29 November 2004)
John M Cross
Shane M Healy
Principal activities
The principal activities of the entity during the course of the half year were
diamond mining via the controlled entity, Angola Resources Pty Ltd, in Angola
and diamond exploration via the controlled entity Greenland Minerals Pty Ltd in
Greenland in JV with Hudson Resources Inc.
Results of operations
The loss after tax for the half year ended 31 December 2004 was $2,282,879
(2003:$308,196).
Review of Operations
Angola
Through its wholly owned subsidiary, Angola Resources Pty Ltd, the Company is in
a joint venture with Endiama (51%) the Angolan Government owned diamond monopoly
and Mombo Lda (15%), to explore and extract alluvial diamonds at Lapi in Lunda
Norde province. Final exploration activities have commenced in Angola for
diamonds after a three month delay due to heavy seasonal rains in the area. A
full complement of mining plant and equipment has now arrived on site. Base camp
has been established and infrastructure including roads and bridges have been
built in preparation for production.
Greenland
During the year the Company incorporated a separate and wholly owned entity,
Greenland Minerals Pty Ltd, into which all Greenland assets were transferred.
The Company has entered into a joint venture with Hudson Resources Inc of Canada
to explore for kimberlite diamonds on its concession at Sarfartoq. The terms of
the JV include a 20% free carry for the Company. Hudson to date has been
successful in discovering encouraging signs of diamonds in the area and is
continuing to carry out further exploration.
Subsequent events
Other than as disclosed in note 6 to the financial statements, no other matters
or circumstances have arisen since the end of the half year which significantly
affected or may significantly affect the operations of the economic entity, the
results of those operations, or the state of affairs of the economic entity in
future financial years.
Directors' report
Likely future events
The Angolan diamond project will move from exploration phase to production phase
by June 2005. Heavy rains in the area of Angola have severely set back the
production schedule. By June 2005 the Company will be in a position to make
medium to long term forecasts as to cash flows and profits. The Company is also
confident that its asset in Greenland and its JV with Hudson Resources will be
of benefit and is encouraged by the work carried out to date.
It is the Company's policy to acquire further diamond concessions in the near
future should opportunities present themselves.
Director
----------------------------------------
John Michael Cross - Managing Director
CONSOLIDATED STATEMENT OF FINANCIAL PERFORMANCE
FOR THE HALF-YEAR ENDED 31 DECEMBER 2004
Economic Entity
Note 31.12.04 31.12.03
$ $
Revenues from ordinary activities 116,611 414,138
Administration (142,421) (80,184)
Cost of sale of freehold land and buildings - (407,271)
Exploration expenditure (274,827) -
Borrowing costs (35,190) (3,960)
Insurance (34,109) (17,201)
Depreciation (208,735) (32,177)
Consultancy and professional fees (427,129) -
Directors' remuneration and benefits (660,834) (130,800)
Travelling expenses (242,651) -
Employee benefits (32,290) (33,187)
Security and related costs (210,678) -
Other expenses from ordinary activities (130,626) (17,554)
------- -------
Loss from ordinary activities before income
tax expense 2 (2,282,879) (308,196)
Income tax expense relating to ordinary - -
activities ------- -------
Loss from ordinary activities after income
tax expense 10 (2,282,879) (308,196)
------- -------
Basic loss per share (cents per share) 11 (0.02) (0.48)
Diluted loss per share has not been disclosed as the notional exercise of options
over ordinary shares would not show an inferior view of the basic loss per share
and as such they are not considered dilutive.
The statement of financial performance is to be read in conjunction with the
attached notes to the half-year financial statements.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2004
Economic Entity
Note 31.12.04 30.6.04
$ $
CURRENT ASSETS
Cash assets 6 154,371 53,372
Receivables 14,905 9,314
Other 54,299 34,109
-------- --------
TOTAL CURRENT ASSETS 223,575 96,795
-------- --------
NON-CURRENT ASSETS
Exploration, evaluation and development
expenditure 2,640,451 2,170,984
Property, plant and equipment 2,470,045 428,579
Other 10,125 10,125
-------- --------
TOTAL NON-CURRENT ASSETS 5,120,621 2,609,688
-------- --------
TOTAL ASSETS 5,344,196 2,706,483
-------- --------
CURRENT LIABILITIES
Payables 7 2,550,295 1,055,340
Interest bearing liabilities - 28,136
Provisions 3,370 9,370
-------- --------
TOTAL CURRENT LIABILITIES 2,553,665 1,092,846
-------- --------
TOTAL LIABILITIES 2,553,665 1,092,846
-------- --------
NET ASSETS 2,790,531 1,613,637
-------- --------
EQUITY
Contributed equity 8 17,414,252 14,595,358
Options reserve 9 640,879 -
Accumulated losses 10 (15,264,600) (12,981,721)
-------- --------
TOTAL EQUITY 2,790,531 1,613,637
-------- --------
The statement of financial position is to be read in conjunction with the
attached notes to the half-year financial statements.
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE HALF-YEAR ENDED 31 DECEMBER 2004
Economic Entity
31.12.04 31.12.03
$ $
CASH FLOWS FROM OPERATING ACTIVITIES
Receipts from customers - 3,626
Payments to suppliers and employees (1,351,635) (188,879)
Interest received 5,187 5,512
Borrowing costs - interest paid (35,190) (2,729)
Borrowing costs - other - (1,231)
------- -------
Net cash (used in) operating activities (1,381,638) (183,701)
------- -------
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from sale of non-current assets - 392,859
Purchase of non-current assets (634,637) (104,886)
Payment for exploration expenditure (104,167) (24,563)
Loan to Angola Resources Pty Ltd - (378,065)
------- -------
Net cash (used in) investing activities (738,804) (114,655)
------- -------
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from borrowings - 390,700
Proceeds from share issues 2,254,000 -
Payment of costs related to capital raising (9,530) -
Repayment of borrowings (23,029) (266,000)
------- -------
Net cash provided by financing activities 2,221,441 124,700
------- -------
Net increase (decrease) in cash held 100,999 (173,656)
Cash at 1 July 2004 53,372 307,732
------- -------
Cash at 31 December 2004 154,371 134,076
------- -------
The statement of cash flows is to be read in conjunction with the attached notes
to the half-year financial statements.
Notes to the financial statements for the
half-year ended 31 December 2004
NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
(a) 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, Accounting Standard AASB 1029: Interim Financial
Reporting, Urgent Issues Group Consensus Views and other authoritative
pronouncements of the Australian Accounting Standards Board.
The financial report covers the economic entity of New Millennium Resources
Limited and its controlled entities Angola Resources Pty Ltd and Greenland
Minerals Pty Ltd. New Millennium Resources Limited is a company incorporated
and domiciled in Australia and listed on the Alternative Investment Market
('AIM') in the United Kingdom. Unless otherwise stated, all figures are in
Australian dollars.
It is recommended that this financial report be read in conjunction with the
annual financial report for the year ended 30 June 2004 and any public
announcements made by New Millennium Resources Ltd and its controlled entities
during the half-year in accordance with continuous disclosure requirements
arising under the Corporations Act 2001.
The accounting policies have been consistently applied by the entities in the
economic entity and are consistent with those applied in the 30 June 2004
annual report except as disclosed in note 12.
The half-year report does not include full disclosures of the type normally
included in an annual financial report.
(b) GOING CONCERN
The financial report has been prepared on the going concern basis, which
contemplates continuity of normal business activities and realisation of
assets and settlement of liabilities in the ordinary course of business. The
going concern of the economic entity is dependant upon the economic entity
obtaining additional funds through successful capital raising and/or the
future profitability from successful exploitation of its mineral projects.
The directors continue to monitor the ongoing funding requirements of the
economic entity and are at present considering various funding alternatives to
bring its mineral projects to successful exploitation.
The directors are confident that sufficient funding will be secured to enable
the consolidated entity to continue as a going concern and as such are of the
opinion that the financial report has been appropriately prepared on a going
concern basis.
Status of company
On 29 November 2004 the company changed its status from a no liability company
to that of a public limited company.
Economic Entity
NOTE 2: LOSS FROM ORDINARY ACTIVITIES 31.12.04 31.12.03
$ $
The following revenue and expense items are relevant in
explaining the financial performance for the interim
period:
Proceeds on sale of freehold land and buildings - 405,000
Carrying amount of freehold land and buildings sold - (407,271)
-------- --------
Net loss on disposal of non-current assets - (2,271)
-------- --------
Interest received 5,187 5,512
Write back of accrual no longer required 25,274 -
Net exchange gain 86,150 -
Notes to the financial statements
for the half-year ended 31 December 2004
NOTE 3: ACQUISITION AND DISPOSAL OF SUBSIDIARIES
On 4 August 2004, the Company incorporated a new wholly owned subsidiary
'Greenland Minerals Pty Ltd' to hold all of the group's assets and operations in
Greenland.
NOTE 4: SEGMENT REPORTING
Business segments
The economic entity operates in only one business segment being the mineral
exploration industry. Therefore, the statement of financial performance and
statement of financial position as reported on pages 3 and 4 cover the business
segment of the Company.
The economic entity's business segments operate geographically as follows:
Australia Mineral exploration industry
Greenland Mineral exploration industry
Angola Mineral exploration industry
Geographical segments
Geographical
location Segment Revenue Segment Result Segment Assets Segment Liabilities
31 31 31 December 31 31 30 June 31 December 30 June
December December 2004 December December 2004 $ 2004 2004
2004 2003 $ 2003 2004 $ $
$ $ $ $
Australia 116,611 414,138 (1,046,614) (274,909) 234,615 128,735 1,018,796 743,535
Angola - - (1,162,547) - 4,821,230 2,289,397 1,188,958 57,953
Greenland - - (73,718) (33,287) 288,351 288,351 345,911 291,358
116,611 414,138 (2,282,879) (308,196) 5,344,196 2,706,483 2,553,665 1,092,846
NOTE 5: CONTINGENT LIABILITIES
The Government of Greenland Bureau of Minerals and Petroleum will conduct a
comprehensive evaluation and assessment on the cost to clean up the Company's
exploration areas in Greenland. In the directors' opinion, no cash outlay will
arise for the Company as these costs will be settled in lieu by way of
surrendering the Company's campsite and equipment. In the event that the
authority demands cash compensation or any rehabilitation work to be performed,
a liability for rehabilitation will then come into existence. At this stage, no
quantification is made as the cost can not be reliably measured.
In the event that a successful take over of the Company or a change in the
control of the company occurs, the employment contracts with John Cross and
Shane Healy will immediately terminate and the Company will pay out the balance
of any remuneration payable under both contracts up to and including 19 April
2007. As at 31 December 2004, the Company has remuneration commitments of
$936,700 payable to both executive directors.
In the opinion of the Directors, other than the above, there were no contingent
liabilities at 31 December 2004 and subsequent to the date of this report.
Notes to the financial statements
for the half-year ended 31 December 2004
NOTE 6: EVENTS SUBSEQUENT TO REPORTING DATE
Subsequent to reporting date the following events had occurred:-
The economic entity has received a draw down of US$1.25m (A$1.67m) in the form
of a convertible note which has been converted into 16,666,667 shares.
The debt payable to Badenhorst amounting to $825,300 in regard to the
acquisition of assets in Angola has been settled by way of issue 8,253,000
ordinary shares at A$0.10 each in the Company.
Directors' fees and loans amounting to $386,527 have been satisfied by way of
issue 3,865,270 ordinary shares at A$0.10 each in the Company.
Other than the above, there has not been in the interval between 31 December
2004 and the date of this report any item, transaction or event of a material
and unusual nature likely, in the opinion of the directors of the Company, to
affect significantly the operations of the economic entity, the results of those
operations, or the state of affairs of the economic entity in future financial
years.
NOTE 7: PAYABLES
31 December 30 June
2004 2004
$ $
Trade and other payables 1,164,356 668,813
Accrued directors' fees (i) 466,527 386,527
Payable to Badenhost Combine (ii) 825,300 -
Capital raising costs payable 94,112 -
--------- --------
2,550,295 1,055,340
--------- --------
(i) Subsequent to 31 December 2004 directors' fees payable
amounting to $386,527 have been satisfied by way of an issue of 3,865,270
ordinary shares in the company.
(ii) Subsequent to 31 December 2004 the debt payable to
Badenhorst Combine amounting to $825,300 has been satisfied by way of an issue
of 8,253,000 ordinary shares in the company.
Notes to the financial statements
for the half-year ended 31 December 2004
NOTE 8: CONTRIBUTED EQUITY
31 December 30 June
2004 2004
$ $
136,571,762 (2003: 107,679,495) fully paid ordinary
shares 17,414,252 14,595,358
--------- ---------
Contributed equity at the beginning of the period 14,595,358 11,186,980
7,814,000 shares issued at $0.05 per share in
settlement of loans from directors - 390,700
21,043,327 shares issued at $0.07 per share on 4
February 2004 by way of placement - 1,473,033
18,000,000 shares issued at $0.089 per share on 17
January 2004 as part of the consideration for
acquisition of the issued capital of Angola
Resources Pty Ltd - 1,602,249
5,040,000 shares issued at $0.14 per share on 4
August 2004 re acquisition of mining equipment from
Badenhorst Combine 710,640 -
7,352,267 shares issued at $0.096 per share on 11
August 2004 for working capital 704,000 -
16,028,214 shares issued at $0.097 per share on 5
October 2004 for working capital 1,550,000 -
471,786 shares issued at $0.10 per share on 5
October 2004 in lieu of placement fees 47,178
Less: Capital raising costs arising from issues (192,924) (57,604)
--------- ---------
17,414,252 14,595,358
--------- ---------
Notes to the financial statements
for the half-year ended 31 December 2004
NOTE 9: OPTIONS RESERVE
Option-based payment
During the period ended 31 December 2004, the company made six option based
payments:
Type of Directors Executive Directors Payment of Acquisition Payment of
Arrangement Incentive Employment Remuneration Consulting Fees Cost of Capital Raising
Options Plan Agreement Controlled Costs
Entity
Date of 29 November 29 November 12 January 2004 29 November 17 January 29 November
grant 2004 2004 2004 2004 2004
Number 11,000,000 4,000,000 8,000,000 1,500,000 10,000,000 1,445,929
granted
Exercise 4 pence 8 pence A$0.20 12 - 33 pence A$0.20 A$0.20
price
Last vesting 19 April 2007 19 April 2007 N/A 18 November N/A N/A
date 2006
Expiry date 3 years after 19 April 2009 11 January 2007 18 November 11 January 2007 28 February
vesting 2006 2006
Vesting
conditions (1) (2) Vested during (3) Vested during Vested during
the period the period the period
(1) The following options will be vested if the company's share price on the
London Stock Exchange Alternative Investment Market ('AIM') has reached a
certain minimum base price in any three month period up to 19 April 2007:
NUMBER OF OPTIONS BASE PRICE
2,000,000 40 pence
2,000,000 45 pence
2,000,000 50 pence
5,000,000 55 pence
(2) The following options will be vested if the company's share price on the
London Stock Exchange Alternative Investment Market ('AIM') has reached a
certain minimum base price in any three month period up to 19 April 2007:
NUMBER OF OPTIONS BASE PRICE
1,000,000 Vested during the year
1,000,000 16 pence
1,000,000 24 pence
1,000,000 32 pence
(3) The following options will be vested if the company's share price on the
London Stock Exchange Alternative Investment Market ('AIM') has reached a
certain minimum base price in any three months during the exercise period:
NUMBER OF OPTIONS BASE PRICE EXERCISE PRICE
400,000 16 pence 12 pence
300,000 24 pence 18 pence
300,000 32 pence 24 pence
500,000 45 pence 45 pence
Notes to the financial statements
for the half-year ended 31 December 2004
NOTE 9: OPTIONS RESERVE (CONT'D)
Option Amount Recognised During the Period Unamortised Amount Fair Value
Reserve
$ $ $
Directors Share Option
Plan 340 8,920 9,260
Executive Employment
Plan 72,118 32,538 104,656
Directors' Remuneration 240,824 - 240,824
Payment of Consulting Fees 292 6,248 6,540
Acquisition Cost of
Controlled Entity 285,200 - 285,200
Payment of Capital
Raising Costs 42,105 - 42,105
------------ ------------------------------------------------ --------------
640,879 47,706 688,585
------------ ------------------------------------------------ --------------
NOTE 10: ACCUMULATED 31 December 31 December
LOSSES 2004 2003
$ $
Accumulated losses at the beginning of the half-year (12,981,721) (5,162,998)
Losses from ordinary activities during the period (2,282,879) (308,196)
------------------------------------------------------ ----------
Accumulated losses at the end of the half year (15,264,600) (5,471,194)
------------------------------------------------------ ----------
NOTE 11: LOSS PER SHARE
Basic loss per share (cents per share) (0.02) (0.48)
Weighted average number of ordinary shares outstanding during the half year used
in calculation of basic loss-per share 125,236,463 66,709,950
------------------------------------------------------ -------
NOTE 12: CHANGE IN ACCOUNTING POLICY
During the half year ended 31 December 2004, the economic entity changed its
accounting policy with regard to accounting for the issue of options. In terms
of the new accounting policy, the economic entity now expenses over the vesting
period the fair value of options issued to employees and for services rendered.
Options used for the acquisition of assets are valued at fair value and
capitalised as part of the acquisition cost of the asset. This policy complies
in all material respects with the requirements of IFRS 2 'Share Based Payments'.
Notes to the financial statements
for the half-year ended 31 December 2004
NOTE 12: CHANGE IN ACCOUNTING POLICY (CONT'D)
The restatement of the economic entity's accumulated losses, option reserve,
current statement of financial performance and other affected financial items is
set out below showing the information that would have been disclosed had the new
accounting policy always applied:
Accumulated Current half Option Exploration Contributed
losses year loss reserve and equities
evaluation
expenditure
(share raising
costs)
31 30 31 31 31 30 31 30 31 30
December June December December December June December June December June
2004 2004 2004 2003 2004 2004 2004 2004 2004 2004
$ $ $ $ $ $ $ $ $ $
Before the effect of
the change in
accounting
policy at the
end of financial
period (14,951,026) (12,981,721) (2,210,129) (308,196) - - 2,355,251 2,170,984 17,456,357 14,595,358
Effect of the
change in accounting
policy (313,574) (240,824) (72,750) - 640,879 526,024 285,200 285,200 (42,105) -
After the effect of
the change in
accounting policy at
the end of the
financial
period (15,264,600) (13,222,545) (2,282,879) (308,196)640,879 526,024 2,640,451 2,456,184 17,414,252 14,595,358
Directors' declaration
The directors of the company declare that:
1. The financial statements and notes, as set out on pages 3 to 12:
a. comply with Accounting Standard AASB 1029: Interim Financial
Reporting and the Corporations Regulations; and
b. give a true and fair view of the economic entity's financial
position as at 31 December 2004 and of its performance for the half
year ended on that date.
2. as set out in Note 1(b), there are reasonable grounds to believe that the
Company will be able to pay its debts as when they become due and
payable.
This declaration is made in accordance with a resolution of the Board of
Directors.
Director
SHANE M HEALY
FINANCE DIRECTOR AND CHIEF FINANCIAL OFFICER
Contact:
New Millennium Resources Limited
John M. Cross (Managing Director)
Tel: +61 414 375 758 Tel:
jcross@new-millennium.com.au
Shane M. Healy (Finance Director)
Tel: +61 414 809 010
shealy@new-millennium.com.au
Daniel Stewart & Company Plc
Marc Young
Tel: +44 (0)207 374 6789
St. Swithin's PR
Gary Middleton
Tel: +44 (0)795 160 3289
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