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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Eurogold | LSE:EUG | London | Ordinary Share | AU000000EUG0 | ORD SHS NPV |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 0.00 | 0.00% | 1.00 | 0.00 | 01:00:00 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| 0 | 0 | N/A | 0 |
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RNS Number:7018E
Eurogold Limited
28 September 2007
EUROGOLD LIMITED (ACN 009 070 384)
28 September 2007 ASX & AIM Symbol "EUG"
ANNUAL AUDITED ACCOUNTS
Eurogold Limited (the "Company") is pleased to release its audited accounts for
the year ended 30 June 2007. A summary of the directors report along with the
main financial statements follow below. A full formatted copy of the accounts,
including all of the notes to the accounts, a remuneration report, a corporate
governance statament and the auditors report, is available on the Company's
website at www.eurogold.com.au.
END
If any further information is required please contact:
Pauline Collinson, Company Secretary - Ph: +61 8 9481 0572,
Email:pauline@eurogold.com.au; or
RFC Corporate Finance Ltd acts as Eurogold's Nominated Adviser
Contact: Stuart Laing - Ph: +61 8 9480 2506, Email: stuartl@rfc.com.au"
DIRECTORS' REPORT (Summary)
LOSS PER SHARE
Cents
Basic Loss Per Share 3.5
Diluted Loss Per Share 3.5
Operating results for the year were:
2007 2006
$ $
----------- ------------
Total revenue from continuing activities 25,451 49,370
Loss attributed to members of the parent (11,086,137) (10,216,274)
Included in the operating loss after taxation for the year ended 30 June 2007
are the following items:
- Impairment of non-current assets (9,629,535)
- Recovery of assets previously written off 2,231,945
CORPORATE INFORMATION
Corporate structure
Eurogold Limited is a company limited by shares that is incorporated and
domiciled in Australia. Eurogold Limited is the ultimate parent entity and has
prepared a consolidated financial report incorporating the entities that it
controlled during the financial year (refer note 24 in the financial report).
Nature of operations and principal activities
During the year, the principal activities of Eurogold Limited and its controlled
entities were the exploration and assessment of mineral tenements held, and the
provision of exploration services in the Ukraine.
Details in relation to the Company's operations are set out in the Review and
Results of Operations.
REVIEW AND RESULTS OF OPERATIONS
CORPORATE
Share issues
In July 2006 the Company completed a placement raising A$2,000,000 (net of
costs) by issuing 40,000,000 fully paid ordinary shares each at A$0.05, each
with one free attaching option exercisable on or before 20 June 2009 at A$0.10
for each share subscribed. The options have not as yet been issued and will be
put to Shareholders for reconfirmation .
Resignation of Directors
Mr Christopher Barker resigned as a Director on 28 July 2006.
Mr Dennis Franks resigned as a Director of the Company on 22 December 2006.
Oxus Transaction
On 3 July 2006 Eurogold announced that Oxus had terminated the Asset Sale
Agreement one day prior to settlement. By its notice of termination Oxus claimed
that there had been a material adverse change in their understanding of the
financial position and assets of the Eurogold Group since 30 April 2006.
On 14 July 2006 Eurogold announced that it had accepted Oxus Gold Plc's (Oxus)
repudiation of the Asset Sale Agreement and had commenced legal proceedings
against Oxus and its subsidiary Oxus Holdings (Malta) Limited (OHML) seeking (1)
damages against Oxus and OHML for breach of the agreement, (2) damages arising
from a contravention of the Trade Practices Act and (3) a declaration that
Eurogold Holdings (Bermuda) Limited(EHBL) is entitled to set off the amount
owing under a loan agreement between OHML and EHBL of US$416,000 against damages
owed by Oxus and OHML to Eurogold. Eurogold and EHBL contend that the loan is
not presently repayable.
On 18 August 2006 Eurogold was granted leave to serve Australian Federal Court
proceedings against Oxus and OHML.
On 22 December 2006 Eurogold entered into an agreement with IMF (Australia)
Limited ("IMF") under which IMF will fund the ongoing Australian Federal Court
Proceedings that Eurogold Limited and Eurogold Holdings (Bermuda) Limited have
commenced against Oxus and OHML.
On 25 May 2007 the Federal Court of Australia dismissed a motion brought by Oxus
Gold Plc to revoke leave granted to Eurogold to serve its Court proceedings,
instituted before the Federal Court, on Oxus Gold Plc in England and on Oxus
(Malta) Limited in Malta. The motion was brought on a number of grounds which
included a challenge to the Federal Court's jurisdiction over the dispute and a
claim that the Federal Court was a clearly inappropriate Court to hear the
dispute. The Court rejected Oxus Gold's arguments.
Dragon Mining Limited Transaction
On 21 December 2006 Eurogold entered into an agreement, subject to due
diligence, for the sale of its Saulyak Gold Project to Dragon Mining Limited
(Dragon). The value of the all scrip transaction, based on a Dragon share price
of A$0.16 per share, was approximately A$13 million.
Following due diligence Dragon subsequently advised that it would not be
proceeding with the purchase of the Saulyak Gold Project.
Dragon provided a working capital loan to Eurogold of $989,066 which was repaid
to Dragon on 28 March 2007.
Resource Invest LLC Transaction
On 22 May 2007 Eurogold announced that it had entered into an Asset Sale
Agreement with Resource Invest LLC (RIL) for the sale of its Saulyak Gold
Project. Shareholder approval authorising the sale was given at the Company's
General Meeting on 10 July 2007.
Subsequent to year end, the Company received an initial payment of US$2,000,000
from RIL and is entitled to receive a further US$3,000,000 no later than 30 days
upon RIL meeting a key regulatory milestone relating to the advancement of the
Saulyak Gold Project.
OPERATING ACTIVITIES
Saulyak Gold Project - Ukraine
The drilling programme at Saulyak was the Company's main focus of activities
during the first quarter of the year. A revised work programme was also being
undertaken in support of an application for the early conversion of the Saulyak
"sub-soil" licence into a "mining licence".
Transgold SA and Explorer SA - Romania
As announced on 21 December 2006 the liquidator for Transgold and Explorer
accepted an offer of US$7.3 million for the 2 companies.
As a result the Company received a total of US$1,845,567 (A$2,231,945) in
repayment of loans previously made to fund the operations of Transgold and
Explorer. It is not expected that any further funds will be received.
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
On 22 May 2007 Eurogold Limited and Eurogold (Bermuda) Limited entered into an
Asset Sale Agreement with Resource Invest LLC ("RIL") pursuant to which RIL
acquired Eurogold's interest in its Ukrainian assets for an initial payment of
US$2,000,000 and a further payment of US$3,000,000 contingent upon RIL meeting a
key regulatory milestone.
FINANCIAL POSITION
The net assets of the consolidated entity at 30 June 2007 totalled $2,043,922
(2006: $11,042,933).
Total assets at 30 June 2007 totalled $2,784,894 (2006: $12,597,006), the
decrease being mainly due to the Company writing down the value of assets
subject to the Asset Sale Agreement to USD$2,000,000. The contingent asset of
USD$3,000,000 to be received if RIL meet key regulatory milestones have not been
booked as an asset by the Company. The consolidated entity had cash reserves of
$512,312 at 30 June 2007.
SIGNIFICANT EVENTS AFTER THE BALANCE DATE
On 10 July 2007 at a General Meeting of the Company Shareholder approval was
received to dispose of the only remaining asset of the Company, being the
Saulyak Gold Project Ukraine for the following consideration:
(i) US$2,000,000 upon completion of the Asset Sale Agreement; and
(ii) US$3,000,000 no later than 30 days after meeting a key regulatory milestone
relating to the advancement of the Saulyak Gold Project.
The payment of US$2,000,000 was received by the Company in July 2007. The
Company cannot determine whether or when it will receive the second tranche of
US$3,000,000.
Shareholders also approved the issue of up to 2,000,000 Director Options to each
of the Directors in lieu of, (or partly in lieu of in the case of the Executive
Chairman), monetary compensation for acting as directors of Eurogold.
LIKELY DEVELOPMENTS AND EXPECTED RESULTS
Strategy Going Forward
Eurogold is now an investing company for the purposes of the AIM Rules and as
such will have to make an acquisition, or acquisitions, which constitute a
reverse takeover under AIM Rule 14 by 10 July 2008.
As an investing company Eurogold will actively seek investment opportunities
through the contacts, experience and knowledge of the Directors. Investment
opportunities identified by the Company will be assessed on the following
criteria:
(a) natural resources sector (both minerals and energy) with the investment
being potentially made in any part of the world;
(b) an attractive entry price;
(c) a favourable risk/reward equation with substantial potential upside; and
(d) Likely capital market support for the project.
It is expected the Company will seek to acquire one significant project rather
than make a spread of smaller investments.
The Directors are experienced in evaluating investment opportunities in the
natural resources sector and are able to call on independent expertise in the
sector. The Company currently has a Board of Directors who between them have
considerable investment and commercial expertise.
ENVIRONMENTAL REGULATION AND PERFORMANCE
Eurogold has obligations under documentation entered into between, amongst
others, it and the lending banks to an associated entity with respect to
compliance with environmental law. Eurogold is not in default in relation to any
of those obligations. The consolidated entity is currently complying with
relevant environmental regulations and has no outstanding environmental orders
against it.
DIVIDENDS
No dividend has been declared or paid during the financial year.
SHARE OPTIONS
Unissued shares
As at the date of this report there were no unissued shares.
Shares issued as a result of the exercise of options
During the financial year, no options to acquire ordinary shares in Eurogold
Limited were exercised. Since the end of the financial year no options have been
exercised and no new shares have been issued.
Employee Option Plan
At the General Meeting held on 15 June 2004, shareholders approved the Employee
Option Scheme. To date no Employee Options have been issued.
INDEMNIFICATION AND INSURANCE OF DIRECTORS AND OFFICERS
The Company does not currently have any insurance for the indemnification of
directors and officers.
INTERESTS IN CONTRACTS OR PROPOSED CONTRACTS WITH THE COMPANY
During the financial year, no director has had any interest in a contract or
proposed contract with the company being an interest the nature of which has
been declared by the director in accordance with Section 300(11)(d) of the
Corporations Act 2001.
INCOME STATEMENT FOR THE YEAR ENDED 30 JUNE 2007
Consolidated Parent
-------------- --------
Notes 2007 2006 2007 2006
$ $ $ $
--------- --------- --------- ---------
Continuing Operations 3 25,451 49,370 25,451 49,370
Revenue
Other Income 3 - 6,115 - 6,115
Depreciation expense 3 (3,802) (3,386) (3,802) (3,386)
Administration expenses (1,020,619) (1,203,190) (1,020,619) (1,185,589)
Salaries and employee
benefits (260,194) (448,356) (260,194) (448,356)
Consultants fees (268,388) (793,705) (268,388) (793,705)
Loss on sale of
controlled entity (891,150) (602,705)
Recovery of loans to
associated entities
previously written off 2,159,077 - 2,159,077 -
Recovery of loans to
previously controlled
entities previously
written off 72,868 72,868 -
Foreign exchange
(loss)/gain (1,073,957) (1,073,957) 217,886
Finance expenses 3 (85,719) - (85,719) -
Impairment of
investment in
controlled entities - - (5,638,922) (91,004)
Impairment of
loan from associated
entity - (3,821,669) - (3,821,669)
Impairment of loan to
controlled entities - - (4,883,555) (2,912,921)
--------- --------- --------- ---------
Loss from continuing
operations before income
tax (455,284) (7,105,971) (10,977,761) (9,568,364)
========= ========= ========= =========
Income tax
(expense)/benefit 4 - - - -
--------- --------- --------- ---------
Net loss for the
period from continuing
operations after
income tax expense (455,284) (7,105,971) (10,977,761) (9,568,364)
Discontinued Operations
Loss from discontinued
operations after
income tax 26 (10,630,854) (3,121,161) - -
--------- --------- --------- ---------
Loss for the period (11,086,137) (10,227,102) (10,977,761) (9,568,364)
Loss attributable to
minority interest 15 - 10,828 - -
--------- --------- --------- ---------
Loss attributable to
members of
Eurogold Limited (11,086,137) (10,216,274) (10,977,761) (9,568,364)
========= ========= ========= =========
- basic and diluted
loss per share
(cents per share)
for the year
attributable to
members of
Eurogold Limited 20 (3.5) (3.9)
- basic and diluted
loss per share
(cents per share)
from continuing
operations for
the year attributable
to members of
Eurogold Limited 20 (0.5) (0.9)
The Income Statement should be read in conjunction with the accompanying notes.
BALANCE SHEET AS AT 30 JUNE 2007
Consolidated Parent
-------------- ---------
Notes 2007 2006 2007 2006
$ $ $ $
--------- --------- --------- ---------
Current Assets
Cash and cash
equivalents 17 512,312 128,394 512,312 27,595
Trade and other
receivables 5 9,481 64,352 2,264,249 31,866
Assets held
for resale 26 2,254,768 - -
Other 7 - 172,928 - -
--------- --------- --------- ---------
Total Current
Assets 2,776,561 365,674 2,776,561 59,461
--------- --------- --------- ---------
Non-Current Assets
Trade and other
receivables 5 - - - 6,701,723
Other assets 6 - - - 5,656,168
Plant and
equipment 8 8,333 320,649 8,333 7,085
Deferred
exploration
and evaluation 9 - 11,910,683 - -
--------- --------- --------- ---------
Total Non-Current
Assets 8,333 12,231,332 8,333 12,364,976
--------- --------- --------- ---------
TOTAL ASSETS 2,784,894 12,597,006 2,784,894 12,424,437
--------- --------- --------- ---------
Current Liabilities
Trade and
other payables 10 116,865 797,491 116,865 624,922
Interest
bearing loans
& borrowings 11 490,104 706,442 490,104 706,442
Provisions 12 134,003 50,140 134,003 50,140
--------- --------- --------- ---------
Total Current
Liabilities 740,972 1,554,073 740,972 1,381,504
--------- --------- --------- ---------
TOTAL LIABILITIES 740,972 1,554,073 740,972 1,381,504
--------- --------- --------- ---------
NET ASSETS 2,043,922 11,042,933 2,043,922 11,042,933
========= ========= ========= =========
EQUITY
Equity attributable
to equity holders of
the parent
Contributed equity 13 41,345,565 39,366,815 41,345,565 39,366,815
Reserves 16 2,011,136 2,011,136 - -
Amounts recognised
directly in equity
relating to
non - current
assets held for
sale 16 (421,212) (529,588) - -
Accumulated
losses 14 (40,891,567) (29,805,430) (39,301,643) (28,323,882)
--------- --------- --------- ---------
Total parent entity
interest in equity 2,043,922 11,042,933 2,043,922 11,042,933
Minority interest 15 - - - -
--------- --------- --------- ---------
TOTAL EQUITY 2,043,922 11,042,933 2,043,922 11,042,933
========= ========= ========= =========
The Balance Sheet should be read in conjunction with the accompanying notes.
STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2007
For the year ended 30 June 2007 - Consolidated
Attributable to Equity Holders of the Parent
-------------------------------------------------------------------------------------------------------------------
Issued Foreign Accumulated Discount on Total Minority Total
Capital Currency Losses Minority Interest Equity
Translation Interest
Reserve / Reserve
Held for
sale
-------------------------------------------------------------------------------------------------------------------
Balance at
beginning
of year 39,366,815 (529,588) (29,805,430) 2,011,136 11,042,933 - 11,042,933
-------------------------------------------------------------------------------------------------------------------
Currency
Translation
Difference - 108,376 - - 108,376 - 108,376
-------------------------------------------------------------------------------------------------------------------
Total
income/
expense
recognised
directly in - 108,376 - - 108,376 - 108,376
equity
-------------------------------------------------------------------------------------------------------------------
Loss for - - (11,086,137) - (11,086,137) - (11,086,137)
Period
-------------------------------------------------------------------------------------------------------------------
Total
income/
expense - 108,376 (11,806,137) - (10,977,761) - (10,977,761)
for the
year
-------------------------------------------------------------------------------------------------------------------
Issues of
Share 1,978,750 - - - 1,978,750 - 1,978,750
Capital
-------------------------------------------------------------------------------------------------------------------
Balance at
End 41,345,565 (421,212) (40,891,567) 2,011,136 2,043,922 - 2,043,922
of Year
-------------------------------------------------------------------------------------------------------------------
For the year ended 30 June 2006 - Consolidated
Attributable to Equity Holders of the Parent
-------------------------------------------------------------------------------------------------------------------
Issued Foreign Accumulated Discount on Total Minority Total
Capital Currency Losses Minority Interest Equity
Translation Interest
Reserve Reserve
-------------------------------------------------------------------------------------------------------------------
Balance at
beginning
of year 36,214,112 (838,868) (19,589,156) 2,011,136 17,797,224 10,828 17,808,052
-------------------------------------------------------------------------------------------------------------------
Currency
Translation
Difference - 309,280 - - 309,280 - 309,280
-------------------------------------------------------------------------------------------------------------------
Total
income/
expense
recognised
directly in - 309,280 - - 309,280 - 309,280
equity
-------------------------------------------------------------------------------------------------------------------
Loss for - - (10,216,274) - (10,216,274) (10,828) (10,227,102)
Period
-------------------------------------------------------------------------------------------------------------------
Total
income/
expense - 309,280 (10,216,274) - (9,906,994) (10,828) (9,906,994)
for the
year
-------------------------------------------------------------------------------------------------------------------
Issues of
Share 3,152,703 - - - 3,152,703 - 3,152,703
Capital
-------------------------------------------------------------------------------------------------------------------
Balance at
End 39,366,815 (529,588) (29,805,430) 2,011,136 11,042,933 - 11,042,933
of Year
-------------------------------------------------------------------------------------------------------------------
For the year ended 30 June 2007 - Parent
--------------------------------------------
Issued Accumulated Total
Capital Losses Equity
--------------------------------------------
Balance at beginning of period 39,366,815 (28,323,882) 11,042,933
------------------ ---------- ---------- ----------
Loss for Period - (10,977,761) (10,977,761)
------------------ ---------- ---------- ----------
Total income/expense for the year - (10,977,761) (10,977,761)
------------------ ---------- ---------- ----------
Issues of Share Capital 1,978,750 - 1,978,750
------------------ ---------- ---------- ----------
Balance at End of Period 41,345,565 (39,301,643) 2,043,922
------------------ ---------- ---------- ----------
For the year ended 30 June 2006 - Parent
--------------------------------------------
Issued Accumulated Total
Capital Losses Equity
--------------------------------------------
Balance at beginning of period 36,214,112 (18,755,518) 17,458,594
------------------ ---------- ---------- ----------
Loss for Period - (9,568,364) (9,568,364)
------------------ ---------- ---------- ----------
Total income/expense for the year - (9,568,364) (9,568,364)
------------------ ---------- ---------- ----------
Issues of Share Capital 3,152,703 - 3,152,703
------------------ ---------- ---------- ----------
Balance at End of Period 39,366,815 (28,323,882) 11,042,933
------------------ ---------- ---------- ----------
CASHFLOW STATEMENT FOR THE YEAR ENDED 30 JUNE 2007
Consolidated Parent
-------------- --------
Notes 2007 2006 2007 2006
$ $ $ $
--------- --------- --------- ---------
Cash Flows from
Operating Activities
Receipts from
customers - 77,687 - -
Payments to
suppliers and
employees (2,815,371) (2,941,415) (1,994,078) (2,109,560)
Interest
Received 25,451 49,370 25,451 49,370
Interest Paid (42,651) - (42,651) -
Expenditure on
mining
interests (798,865) (2,562,763) - -
--------- --------- --------- ---------
Net cash flows
used in
operating
activities 17(b) (3,631,436) (5,377,121) (2,011,278) (2,060,190)
--------- --------- --------- ---------
Cash Flows from
Investing Activities
Proceeds from
sale of
investments - 8,750 - 8,750
Payments for
property,
plant and
equipment (33,904) (92,896) (5,050) (5,210)
Repayment of
loans 2,231,945 - 2,231,945 -
Loans to
associated
company - (217,371) - (197,833)
Loans to
controlled
entities - - (1,559,650) (4,159,568)
Advance to
related
parties - (908,112) - -
--------- --------- --------- ---------
Net cash flows
used in/from
investing
activities 2,198,041 (1,209,629) 667,245 (4,353,861)
--------- --------- --------- ---------
Cash Flows from
Financing Activities
Proceeds from
issue of
shares 1,750,000 3,200,000 1,750,000 3,200,000
Transaction
costs on issue
of shares (21,250) (47,297) (21,250) (47,297)
Proceeds from
borrowings 1,089,066 706,442 1,089,066 706,442
Repayment of
borrowings (1,089,066) - (1,089,066) -
--------- --------- --------- ---------
Net cash flows
from financing
activities 1,828,750 3,859,145 1,828,750 3,859,145
--------- --------- --------- ---------
Net increase
(decrease) in
cash and cash
equivalents 395,355 (2,727,605) 484,717 (2,554,906)
Cash and cash
equivalents at
the beginning
of the
financial year 128,394 2,853,463 27,595 2,582,501
Net foreign
exchange
differences (11,437) 2,536 - -
--------- --------- --------- ---------
Cash
equivalents at
the end of the
financial year 17(a) 512,312 128,394 512,312 27,595
========= ========= ========= =========
The Cash Flow Statement should be read in conjunction with the accompanying
notes.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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