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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Bullabulling | LSE:BGL | London | Ordinary Share | AU000000BAB9 | ORD NPV (DI) |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 0.00 | 0.00% | 4.25 | 0.00 | 00:00:00 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| 0 | 0 | N/A | 0 |
From Feb 2020 to Feb 2025
TIDMBGL
RNS Number : 2263Q
Bullabulling Gold Limited
28 August 2014
Bullabulling Gold Limited (the "Company")
28 August 2014
The following announcement has been released by the Company in Australia. A version of this announcement, containing the Auditor's Independence Declaration and Independent Auditor's Review Report is available on the website: http://www.bullabullinggold.com/
Further enquiries:
Hot Features
Premium
David McArthur Westhouse Securities Limited
Bullabulling Gold Limited (UK Broker & Nominated Adviser)
Level 2, 55 Carrington Street Martin Davison / David Coaten
Nedlands, WA, 6009, Australia Tel: +44 20 7601 6100
Tel: +61 8 9386 4086
------------------------------- -----------------------------------------------
Neil Boom John Gardner / Rupert Dearden
Gresham PR Ltd (UK media) MAGNUS Investor Relations. Corporate
Tel: +44 7866 805 108 Communication. (Australian Media)
Tel: +61 8 6160 4900
jgardner@magnus.net.au rdearden@magnus.net.au
------------------------------- -----------------------------------------------
BULLABULLING GOLD LIMITED
ABN 50 153 234 532
INTERIM FINANCIAL REPORT
30 JUNE 2014
CONTENTS
Page
Company Directory
Directors' Report
Auditor's Independence Declaration
Consolidated Statement of Financial Position
Consolidated Statement of Profit or Loss and other Comprehensive Income
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Consolidated Interim Financial Statements
Directors' Declaration
Independent Review Report
COMPANY DIRECTORY
DIRECTORS AND COMPANY SECRETARY:
Dianmin Chen Noel White
Non-executive Chairman Non-executive Director
Peter Mansell David McArthur
Non-executive Director Company Secretary and Chief Financial
Officer
REGISTERED AND PRINCIPAL OFFICE: AUDITORS:
Level 2, 55 Carrington PO Box 985 BDO Audit (WA) Pty
Street NEDLANDS Ltd
NEDLANDS WA 6909 38 Station Street
WA 6009 SUBIACO WA 6008
+61 8 9386
4086
Telephone: +61 8 9389
Facsimile: 8327
SHARE REGISTRY: DOMICILE AND COUNTRY OF INCORPORATION:
Computershare Investor Services Australia Pty Ltd Level 2, Reserve Bank Building 45 St George's Terrace PERTH WA 6000 Telephone: +61 8 9323 2000 Facsimile: +61 8 9323 2033 SECURITIES EXCHANGE: WEBSITE AND EMAIL: Bullabulling Gold Limited shares www.bullabullinggold.com are listed on info@bullabullinggold.com the Australian Securities Exchange (ASX) under the ticker symbol BAB; and on the London AIM market under the ticker symbol BGL.
DIRECTORS' REPORT
The directors present their report together with the financial report for the six months ended 30 June 2014 and the audit review thereon.
DIRECTORS
The directors of the Company at any time during or since the end of the interim period were:
Name Period of Directorship
-------------- --------------------------------
Executive
Brett Lambert Director from 1 May 2012 to 15
July 2014
Non-executive
Peter Mansell Director since 10 April 2012
Dianmin Chen Director since 4 August 2014
Noel White Director since 4 August 2014
Ronnie Beevor Director from 2 July 2012 to 4
August 2014
Brett Lambert Director from 16 July 2014 to 4
August 2014
PRINCIPAL ACTIVITIES
The principal activity of the Group during the interim period was gold exploration and project development.
RESULTS
The net loss of the Group for the interim period after income tax expense was $3,359,573 (2013 loss: $21,311). Subsequent to half year end, the Group received $481,045 (2013: $4,538,603) in Research and Development tax incentive refunds which are included in the Group results.
DIVIDENDS
No dividend was paid during the interim period and the Directors do not recommend payment of a dividend.
REVIEW OF OPERATIONS
Bullabulling Gold Limited ("Bullabulling" or "Company") is a mining exploration and development company, headquartered in Perth, Western Australia and is dual-listed on the Australian Securities Exchange (ASX) and London AIM markets.
Bullabulling is the 100% owner of a large, previously producing gold mine called the Bullabulling Gold Project. The project is located in the goldfields of Western Australia and is within easy commuting distance of the main gold mining centre of Kalgoorlie, which is less than 80kms away on the main Perth-Kalgoorlie highway.
REVIEW OF OPERATIONS (continued)
Definitive Feasibility Study
In the six months ended 30 June 2014 the Company continued to progress the Definitive Feasibility Study (DFS) over the Bullabulling Gold project.
The DFS engineering continued to progress in line with expectations.
Metallurgical test work identified the potential to reduce reagent consumption and increase gold recovery through nano-filtration of process water. The performance of nano- filtration was subsequently confirmed. Potential energy cost savings and further gold recovery improvements were tested through the application of flotation.
1303 metres of diamond drilling was completed, with multi element analysis undertaken. The core was used for metallurgical and geotechnical test work, with results confirming favorable rock properties. Geotechnical evaluation of the proposed tailings storage facility site was commenced.
Flora and fauna field studies confirm the site to be free of any significant populations that would be impacted by the proposed project development.
Exploration
A preliminary mining study was completed for the Gibraltar project. An open pit design at Gibraltar captures 1.94 million tonnes of resource grading 1.15 g/t gold containing 71,700 of in situ gold (ASX release 7 March 2014). Gibraltar does not form part of the current mine plan.
Corporate
On 17 April 2014, the Company received an unsolicited takeover offer from Norton Gold Fields Limited (Norton) at 7 cents per share. The Directors advised that the offer was not adequate and did not reflect the value of Bullabulling or the Bullabulling gold project.
On 14 May 2014, the Company issued a Target's Statement with the recommendation shareholders do not accept the offer as it was neither fair nor reasonable.
Subsequent Events
On 1 July 2014, Norton increased its offer to 8 cents cash per share. The directors recommended shareholders accept the offer after Norton secured 40% of the Company's shares, delivering effective control.
On 14 July 2014, Norton reached a position of control of Bullabulling with an interest of 50.95%.
On 4 August 2014, Norton advanced $2,000,000 to the Company by way of a draw down facility to enable the Company to continue the DFS study and meet day to day expenses.
At the date of this report Norton had acquired 86.24% of the shares and gained a controlling interest in the Company.
Board Change
On 15 July 2014, the Company announced proposed changes to the composition of the board following the acquisition of a controlling interest in the Company by Norton. It was agreed that Norton Managing Director Dr Dianmin Chen and Dr Noel White (a non-executive Director of Norton) would join the board as non-executive directors subject to the completion of regulatory requirements. These requirements were satisfied on 4 August 2014.
As the role and responsibilities of Managing Director Brett Lambert were significantly diminished on 15 July 2014, the board resolved to abolish the position of Managing Director and terminated Mr Lambert's executive contract with termination benefits paid to Mr Lambert pursuant to his agreement.
Mr Lambert resigned as executive director on 15 July 2014.
On 4 August 2014 Dr Dianmin Chen and Dr Noel White joined the Board, and Brett Lambert and Ronnie Beevor resigned as directors. Dr Chen was appointed chairman, with Peter Mansell remaining as a non-executive director.
REVIEW OF OPERATIONS (continued)
Competent Person Statement
The information in this report that relates to the Exploration Results, Mineral Resources or Ore Reserves is based upon information compiled by Mr Trevor Pilcher, who is a full time employee of the Company and is a member of The Australasian Institute of Mining and Metallurgy. Mr Pilcher has sufficient experience relevant to the style of mineralisation and type of deposit under consideration and the activity in which he is undertaking to qualify as a Competent Person under 2012 Edition of the Australasian Code for Reporting Exploration Results, Mineral Resources and Ore Reserves (JORC Code). All information on mineral resources and ore reserves is based on, and fairly represents, information and supporting documentation prepared by Mr Pilcher. Mr Pilcher consents to the inclusion in this report of the matters based on his information in the form and context in which it appears.
DIRECTORS' AND SENIOR EXECUTIVES REMUNERATION
(a) Non-executive Directors
As approved by shareholders at the Annual General Meeting on 27 May 2014, consideration for accrued deferred fees payable to Peter Mansell and Ronnie Beevor, for the 9 month period 1 July 2013 to 31 March 2014, was satisfied in full on 12 June 2014 by the issue of 1,333,094 shares at 7.1 cents each, for a value at the date of issue, of $94,649.
(b) Senior executives
On 14 February 2014, the Company issued 1,786,808 fully paid ordinary shares at 4.7 cents each in part satisfaction of bonuses paid to senior executives. The issue price was based on the 5 day VWAP at the date the bonus was declared.
(c) Equity instruments
All options refer to options over ordinary shares of Bullabulling Gold Limited, which are exercisable on a one-for-one basis.
Options and rights over equity instruments granted as compensation - audited
Details on options over ordinary shares in the Company that were granted as compensation to each key management person during the previous reporting period is as follows:
Tranche Vesting conditions
-------- -----------------------------------------------------------
1 The 10 day VWAP share price equals or exceeds the exercise
price during the 12 month period commencing 1 May 2013
2 The 10 day VWAP share price equals or exceeds the exercise
price during the 12 month period commencing 1 May 2014
3 The 10 day VWAP share price equals or exceeds the exercise
price during the 12 month period commencing 1 May 2015
4 Exercisable at 10.7 cents per share on or before 29 May
2018. The options vest after 12 months and expire after
24 months
5 Exercisable at a price equal to 130% of the 5 day VWAP
immediately prior to the contract commencement date of
26 November 2012. The options vest after 14 months and
expire after 48 months
6 Exercisable at a price equal to 160% of the 5 day VWAP
immediately prior to the contract commencement date of
26 November 2012. The options vest after 24 months and
expire after 36 months
7 Exercisable at a price equal to 190% of the 5 day VWAP
immediately prior to the contract commencement date of
26 November 2012. The options vest after 36 months and
expire after 48 months
DIRECTORS' REMUNERATION (continued)
(d) Equity instruments (continued)
Options and rights over equity instruments granted as compensation - audited (continued)
Number Grant Fair value Financial Exercise Number
of Date per option % vested % forfeited years price of
options at grant in year in year in which per option options
granted date grant vested
Tranche (B) vests Expiry during
cents (A) (C) cents date 2014
----------- --------- ---------- ------------ ------------ ---------- ------------- ---------- ------------ ----------- --------
Executive directors
Brett
Lambert 1 1,000,000 13-Jun-12 8.81 - 100% 01-Jan-13 28.4 1-May-14 -
2 1,000,000 13-Jun-12 10.66 - - 01-Jan-14 31.6 1-May-15 -
3 1,000,000 13-Jun-12 11.89 - - 01-Jan-15 36.8 1-May-16 -
4 2,000,000 29-May-14 5.61 - - 01-Jan-15 10.7 29-May-18 -
Other key management personnel
Mark
Braghieri 5 500,000 29-Nov-12 4.31 - - 01-Jan-13 10.2 26-Nov-14 -
6 500,000 29-Nov-12 4.82 100% - 01-Jan-14 12.6 26-Nov-15 500,000
7 500,000 29-Nov-12 5.28 - - 01-Jan-15 14.9 26-Nov-16 -
(A) The amount vested in the year represents the number of options that become unconditional due to the recipient satisfying specified vesting condition;
(B) The percentage forfeited in the year represents the reduction from the maximum number of options available to vest due to performance criteria not being achieved;
(C) The vesting period is from 31 May to 31 May thus spanning two financial years.
1,000,000 options issued to key management personnel lapsed during the reporting period
No options were granted or exercised during the reporting period to key management personnel.
Options granted carry no dividend or voting rights.
11. DIRECTORS' INTERESTS
The relevant interest of each director in the shares and options issued by the Group, as notified by the directors to the ASX in accordance with S205G(1) of the Corporations Act 2001, at the date of this report is as follows:
Ordinary Options over
Director Shares ordinary shares
-------------- ------------------- --------------------
Dianmin Chen - -
Noel White - -
Peter Mansell - -
-------------- ------------------- --------------------
SIGNIFICANT CHANGES TO THE STATE OF AFFAIRS
On 17 April 2014, Norton Gold Fields Limited (Norton) announced an off-market takeover bid for all the fully paid ordinary shares in the Company. At the date of this report Norton had acquired 86.24% of the shares and gained a controlling interest in the Company.
CORPORATE GOVERNANCE
In recognising the need for the highest standards of corporate behaviour and accountability, the directors of Bullabulling Gold Limited support and have adhered to the principles of good corporate governance. The Group's corporate governance statement is contained within the 31 December 2013 Annual Report and on the Company's web site.
EVENTS SUBSEQUENT TO REPORTING DATE
Other than the matters disclosed in note 13 of the notes to the interim financial statements, there have been no matters or circumstances that have arisen since the end of the financial year that have significantly affected, or may significantly affect, the operations of the Company, the results of these operations, or the state of affairs of the Company in future financial years.
LEAD AUDITOR'S INDEPENDENCE DECLARATION
The lead auditor's independence declaration as required under Section 307C of the Corporations Act 2001 is set out on the next page and forms part of the Directors' report for the six months ended 30 June 2014.
Dated at Perth, Western Australia this 28(th) day of August 2014.
Signed in accordance with a resolution of the Directors.
Peter Mansell
Director
AUDITOR'S INDEPENDENCE DECLARATION
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2014
30 June 31 December
2014 2013
Note $ $
--------------------------------------- ------ -------------------- -------------------
Assets
Cash and cash equivalents 2,055,350 4,256,808
Other receivables 6 560,198 38,637
Prepayments 100,466 66,570
Total current assets 2,716,014 4,362,015
-------------------- -------------------
Investments 427,778 427,778
Property, plant and equipment 693,460 757,388
Other receivables 6 185,000 185,000
Total non-current assets 1,306,238 1,370,166
-------------------- -------------------
Total assets 4,022,252 5,732,181
-------------------- -------------------
Liabilities
Trade and other payables 1,459,872 155,853
Employee benefits 289,197 412,616
-------------------- -------------------
Total current liabilities 1,749,069 568,469
-------------------- -------------------
Provision for site rehabilitation 1,353,193 1,353,193
-------------------- -------------------
Total non-current liabilities 1,353,193 1,353,193
-------------------- -------------------
Total liabilities 3,102,262 1,921,662
-------------------- -------------------
Net assets 919,990 3,810,519
==================== ===================
Equity
Share capital 7 69,001,206 68,555,550
Reserves 7 349,382 414,061
Accumulated losses (68,430,598) (65,159,092)
-------------------- -------------------
Total equity attributable to equity holders
of the Company 919,990 3,810,519
==================== ===================
The notes on pages 14 to 23 are an integral part of these financial statements.
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE SIX MONTHS ENDED 30 JUNE 2014
30 June 30 June
2014 2013
Note $ $
--------------------------------------------------- ------ --------------------- ---------------------
Revenue from continuing operations 73,522 66,324
Other income 10 489,182 4,540,160
Expenses
Administrative expenses 11 (1,225,399) (1,129,007)
Other expenses 11 (1,215,991) (1,255,105)
Feasibility study and exploration expenditure (1,480,887) (2,242,322)
--------------------- ---------------------
Results from operating activities (3,359,573) (19,950)
--------------------- ---------------------
Loss before income tax (3,359,573) (19,950)
Income tax expense - (1,361)
--------------------- ---------------------
Loss after income tax for the period (3,359,573) (21,311)
--------------------- ---------------------
Other comprehensive expense
Items that will not be reclassified to profit - -
or loss
--------------------- ---------------------
Total items that will not be reclassified - -
to profit or loss
--------------------- ---------------------
Items that may be reclassified subsequently
to profit or loss
Changes in fair value on equity instruments - -
measured at
fair value through other comprehensive income
Foreign currency translation difference - -
of foreign operations
--------------------- ---------------------
Total items that may be reclassified subsequently - -
to profit or loss
--------------------- ---------------------
Other comprehensive loss for the period, - -
net of income tax
--------------------- ---------------------
Total comprehensive loss for the period (3,359,573) (21,311)
===================== =====================
Loss attributable to owners of the Company (3,359,573) (21,311)
===================== =====================
Total comprehensive loss attributable to
owners
of the Company (3,359,573) (21,311)
===================== =====================
Loss per share
Basic and diluted (cents per share) (0.98) (0.01)
===================== =====================
The notes on pages 14 to 23 are an integral part of these financial statements.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE SIX MONTHS ENDED 30 JUNE 2014
Attributable to equity holders of the Company
Share Equity-based Accumulated
capital benefits reserve losses Total
Options Shares
$ $ $ $ $
-------------------- ------------------- ------------------- ------------------- ------------------- ------------
Balance at 1
January 2014 68,555,550 356,018 58,043 (65,159,092) 3,810,519
Total
comprehensive loss
for the half year
Loss for the half
year - - - (3,359,573) (3,359,573)
Other
comprehensive
income for the
half year
Total other - - - - -
comprehensive
income
------------------- ------------------- ------------------- ------------------- ------------
Total
comprehensive
expense for the
period - - - (3,359,573) (3,359,573)
------------------- ------------------- ------------------- ------------------- ------------
Transactions with
owners, recorded
directly
in equity
Contributions by
and distributions
to owners
Issue of 1,786,808
shares @ 4.7
cents in
lieu of 50% of
senior
executives'
bonuses 83,979 - (17,325) - 66,654
Issue of 2,261,938
shares @ 6.5
cents pursuant
to drilling
services 147,027 - - - 147,027
Placement of
2,859,756 shares
@ 4.1 cents
to the Managing
Director 117,250 - - - 117,250
Issue of 1,333,094
shares @ 7.1
cents in
lieu of 50% of
directors' fees 94,649 - (40,718) - 53,931
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (continued)
FOR THE SIX MONTHS ENDED 30 JUNE 2014
Attributable to equity holders of the Company
Share Equity-based Accumulated
capital benefits reserve losses Total
Options Shares
$ $ $ $ $
------------------------------------------ ------------- ------------- ------------------- ------------- --------
Transactions with owners, recorded
directly in
equity (continued)
Contributions by and distributions to
owners
(continued)
Transfer of expired options - (88,067) - 88,067 -
Share-based payment transactions - 58,627 22,804 - 81,431
Capital raising costs - (includes $6,943
GST receivable) 2,751 - - - 2,751
Total contributions by and distributions
to owners 445,656 (29,440) (35,239) 88,067 469,044
------------- ------------- ------------------- ------------- --------
Total changes in ownership interests in - - - - -
subsidiaries
------------- ------------- ------------------- ------------- --------
Total transactions with owners 445,656 (29,440) (35,239) 88,067 469,044
------------- ------------- ------------------- ------------- --------
Balance at 30 June 2014 69,001,206 326,578 22,804 (68,430,598) 919,990
============= ============= =================== ============= ========
The notes on pages 14 to 23 are an integral part of these financial statements.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (continued)
FOR THE SIX MONTHS ENDED 30 JUNE 2013
Attributable to equity holders of the Company
Share Equity-based Accumulated
capital benefits reserve losses Total
Options Shares
$ $ $ $ $
---------------------------------------- ------ ------------------- ------------------- --------------------- ------------------- ------------------
Balance at 1 January 2013 66,704,237 1,074,760 - (63,438,127) 4,340,870
Total comprehensive loss for the half
year
Loss for the period - - - (21,311) (21,311)
Other comprehensive income for the
half year
Total other comprehensive income - - - - -
------------------- ------------------- --------------------- ------------------- ------------------
Total comprehensive expense for the half
year - - - (21,311) (21,311)
------------------- ------------------- --------------------- ------------------- ------------------
Transactions with owners, recorded directly
in
equity
Contributions by and distributions to
owners
Issue of 39,214,906 ordinary shares 2,000,183 - - - 2,000,183
Capital raising costs (159,369) - - - (159,369)
Transfer of expired options - (528,744) - 528,744 -
Share-based payment transactions - 102,791 - - 102,791
------------------- ------------------- --------------------- ------------------- ------------------
Total contributions by and distributions
to owners 1,840,814 (425,953) - 528,744 1,943,605
------------------- ------------------- --------------------- ------------------- ------------------
Total changes in ownership interests - - - - -
in subsidiaries
------------------- ------------------- --------------------- ------------------- ------------------
Total transactions with owners 1,840,814 (425,953) - 528,744 1,943,605
------------------- ------------------- --------------------- ------------------- ------------------
Balance at 30 June 2013 68,545,051 648,807 - (62,930,694) 6,263,164
=================== =================== ===================== =================== ==================
The notes on pages 14 to 23 are an integral part of these financial statements.
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
30 June 30 June
2014 2013
$ $
-------------------------------------------- ---- ------------------------ -----------------------
Cash flows from operating activities
Cash paid to suppliers and employees (1,206,127) (2,751,600)
Payments for exploration, evaluation
and development (1,149,797) (2,312,257)
Interest received 42,051 60,837
Income tax paid - (1,361)
------------------------
Net cash outflow from operating activities (2,313,873) (5,004,381)
------------------------ -----------------------
Cash flows from investing activities
Payments for property, plant and equipment (500) (154,838)
Net cash outflow from investing activities (500) (154,838)
------------------------ -----------------------
Cash flows from financing activities
Proceeds from issue of shares 117,250 2,000,183
Capital raising costs (4,192) (159,372)
------------------------ -----------------------
Net cash inflow from financing activities 113,058 1,840,811
------------------------ -----------------------
Net decrease in cash and cash equivalents (2,201,315) (3,318,408)
Cash and cash equivalents at the beginning
of the half-year 4,256,808 4,078,830
Effects of exchange rate fluctuations on
cash held (143) 1,668
------------------------ -----------------------
Cash and cash equivalents at the end of the
half-year 2,055,350 762,090
======================== =======================
The condensed notes on pages 14 to 23 are an integral part of these financial statements.
NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 JUNE 2014
1. REPORTING ENTITY
Bullabulling Gold Limited (the "Company") is a company domiciled in Australia. The consolidated interim financial report of the Company as at and for the six months ended 30 June 2014 comprises the Company and its subsidiaries (together referred to as the "Group" and individually as "Group Entities"). The Group is primarily involved in the mineral exploration and development industry in Australia.
The consolidated financial report of the Group as at and for the year ended 31 December 2013 is available upon request from the Company's registered office at Level 2, 55 Carrington Street, Nedlands, Western Australia, 6009 and is available for review on the Company's web site.
2. BASIS OF PREPARATION (a) Statement of compliance
The consolidated interim financial report is a general purpose financial report which has been prepared in accordance with AASB 134 Interim Financial Reporting and the Corporations Act 2001. It does not include all of the information required for a full annual financial report, and should be read in conjunction with the annual consolidated financial report of the Group as at and for the year ended 31 December 2013 and any public announcements made by Bullabulling Gold Limited during the interim reporting period.
Bullabulling Gold Limited is a for-profit entity for the purpose of preparing the financial statements.
The consolidated interim financial report was approved by the Board of Directors on 28 August 2014.
(b) Judgements and estimates
The preparation of interim financial reports requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates.
In preparing this consolidated interim financial report, the significant judgements made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements as at and for the year ended 31 December 2013.
(c) Going Concern
The consolidated interim financial report has been prepared on a going concern basis, which contemplates the continuity of normal business activity and the settlement of liabilities in the normal course of business.
Additional funds will need to be sourced for the Company to continue to carry on its business. The ability of the Group to continue funding its development activities is dependent on the Group securing further working capital by additional equity or financing facilities. The timing of raising additional capital will depend on investment markets, current and future planned exploration and development activities.
With effect from 15 July 2014, the Company became a subsidiary of Norton Gold Fields Limited ("Norton"). Norton have given an undertaking to provide financial support for the Company, through a loan facility, should the Company not be able to source funds from the market or alternative financing arrangements. The facility is an unsecured loan up to the value of $2,000,000 with an interest rate of 8% per annum with repayment on the date when the Company raises sufficient moneys to repay the loan in full without prejudicing any creditors or future expenditure commitments or such later date as may be agreed between Norton and the Company.
The financial report does not contain any adjustments to the amounts or classification of recorded assets or liabilities which might be necessary if the Group was not to continue as a going concern.
2. BASIS OF PREPARATION (d) Fair value measurement
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Group takes into account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurable date. Fair value for measurement and / or disclosure purposes in these consolidated financial statements is determined on such a basis, except for share-based payment transactions that are within the scope of AASB 2, leasing transactions that are within the scope of AASB 117, and measurements that have some similarities to fair value but are not fair value, such as net realisable value in AASB 2 or value in use in AASB 136.
In addition, for financial reporting purposes, fair value measurements are categorised into Level 1, 2 or 3 based on the degree to which the inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurement in its entirety, which are described as follows:
-- Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurable date;
-- Level 2 inputs are inputs, other than quoted prices included within Level 1, that are observable for the asset or liability, either directly or indirectly; and
-- Level 3 inputs are unobservable inputs for the asset or liability. 3. SIGNIFICANT ACCOUNTING POLICIES
Except as described below, the accounting policies applied by the Group in the consolidated interim financial report are the same as those applied by the Group in its consolidated financial report as at and for the year ended 31 December 2013. The following changes in accounting policy are also expected to be reflected in the Group's consolidated financial statements as at and for the year ending 31 December 2014.
AASB 2011-4 Amendments to Australian Accounting Standards to Remove Individual Key Management Personnel Disclosure Requirements - The change amends AASB 124 Related Party Disclosures to remove the individual key management personnel (KMP) disclosures required by Australian specific paragraphs from the consolidated notes to the financial statements and record in the Directors' Remuneration Report within the Directors' Report. This change will only impact the annual financial report in December 2014.
AASB 2012-5 Amendments to Australian Accounting Standards arising from Annual Improvements 2009-2011 Cycle. The change amends a number of pronouncements as a result of the 2009-2011 annual improvements cycle. These changes do not impact the financial statements.
AASB 9 Financial Instruments - AASB 9 includes requirements for the classification and measurement of financial assets. It was further amended by AASB 2010-7 to reflect amendments to the accounting for financial liabilities. These requirements improve and simplify the approach for classification and measurement of financial assets compared with the requirements of AASB 139. Further amendments were made by AASB 2012-6 which amends the mandatory effective date to annual reporting periods beginning on or after 1 January 2015. AASB 2012-6 also modifies the relief from restating prior periods by amending AASB 7 to require additional disclosures on transition to AASB 9 in some circumstances. Consequential amendments were also made to other standards as a result of AASB 9, introduced by AASB 2009-11 and superseded by AASB 2010-7 and 2010-10. The AASB issued a revised version of AASB 9 (AASB 2013-9) during December 2013 which incorporated three primary changes, which included that the mandatory effective date will be 1 January 2018. There will be no material impact on the Group on the adoption of this standard.
4. FINANCIAL INSTRUMENTS (a) Carrying amounts and fair values
The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy for financial instruments measured at fair value. It does not include fair value information for financial assets and financial liabilities not measured at fair value of the carrying amount is reasonable approximation of fair value.
Carrying Amount Fair Values
Non-current assets Current assets
Other Other Other Cash and Total Level Level Level 3 Total
receivables investments receivables cash 1 2
equivalentss
------------- ------------ ------------ ------------ ------------- ---------- ------ ------ -------- --------
30 June 2014
Financial
assets
measured at
fair
value
Investments - 427,778 - - 427,778 - - 427,778 427,778
Financial
assets
not measured
at
fair value
Cash and
cash
equivalents - - - 2,055,350 2,055,350 - - - -
Other
receivables 185,000 - 560,198 - 745,198 - - - -
------------ ------------ ------------ ------------- ---------- ------ ------ -------- --------
185,000 427,778 560,198 2,055,350 3,228,326 - - 427,778 427,778
============ ============ ============ ============= ========== ====== ====== ======== ========
31 December
2013
Financial
assets
measured at
fair
value
Investments - 427,778 - - 427,778 - - 427,778 427,778
Financial
assets
not measured
at
fair value
Cash and
cash
equivalents - - - 4,256,808 4,256,808 - - - -
Other
receivables 185,000 - 38,637 - 223,637 - - - -
------------ ------------ ------------ ------------- ---------- ------ ------ -------- --------
185,000 427,778 38,637 4,256,808 4,908,223 - - 427,778 427,778
============ ============ ============ ============= ========== ====== ====== ======== ========
4. FINANCIAL INSTRUMENTS (continued)
(a) Carrying amounts and fair values (continued)
Carrying Amount Fair Values
Non-current Current
liabilities liabilities
Trade and Trade and Total Level 1 Level 2 Level 3 Total
other payables other payables
----------------------- ----------------- ---------------- ---------- -------- -------- -------- ------
30 June 2014
Financial liabilities
not measured at
fair value
Trade and other
payables - 1,459,872 1,459,872 - - - -
31 December 2013
Financial liabilities
not measured at
fair value
Trade and other
payables - 155,853 155,853 - - - -
4. FINANCIAL INSTRUMENTS (continued)
(b) Measurement of fair values
(i) Valuation techniques and significant unobservable inputs
The following table shows the valuation techniques used in measuring Level 3 fair values at 30 June 2014 and 31 December 2013.
Type Valuation technique Significant unobservable Inter-relationship
inputs between significant
unobservable inputs
and fair value
measurement
---------------------- ---------------------- ------------------------- ----------------------
Equity securities Market-based approach Share price from Sensitivity following
- available-for-sale most recent capital a change in the
assets raising share price
(ii) Level 3 fair values
Reconciliation of Level fair values
The following table shows a reconciliation from the opening balances to the closing balances for Level 3 fair values.
Equity securities
- available-for-sale
assets
--------------------------- ----------------------
Balance at 1 January 2013 427,778
----------------------
Balance at 30 June 2013 427,778
======================
Balance at 1 January 2014 427,778
Balance at 30 June 2014 427,778
======================
Sensitivity analysis
For the fair values of available for sale assets, reasonably possible changes at 30 June 2014 and 31 December 2013 to one of the significant unobservable inputs, holding other inputs constant, would have the following effects.
OCI, net of tax
Increase Decrease
----------------------------- --------- ---------
30 June 2014
Share priced changed by 10% 42,778 (42,778)
31 December 2013
Share priced changed by 10% 42,778 (42,778)
========= =========
5. OPERATING SEGMENTS
At the reporting date the Group had one reportable segment, being gold exploration, evaluation and development.
Reconciliation of reportable segment loss, assets and liabilities and other material items
30 June 30 June
2014 2013
$ $
---------------------------------------- ------------------------ ----------------------------
Loss before income tax
Total loss for reportable segment (1,480,887) (2,242,322)
Central administration and directors'
remuneration (1,336,335) (2,382,555)
Finance income 73,522 66,324
Research and development tax incentive
refund 481,045 4,538,603
Costs relating to Norton takeover bid (1,096,918) -
------------------------ ----------------------------
Consolidated loss before income tax (3,359,573) (19,950)
======================== ============================
30 June 31 December
2014 2013
$ $
------------------------------------------ ------------------------- -----------------------------
Assets
Total assets for reportable segment 653,559 710,141
Cash and cash equivalents 2,055,350 4,256,808
Term deposits 185,000 185,000
Available for sale financial assets 427,778 427,778
Research and development tax incentive 481,045 -
refund
Other central admin assets 219,520 152,454
4,022,252 5,732,181
========================= =============================
Liabilities
Total liabilities for reportable segment (1,568,609) (1,399,819)
Employee entitlements (289,197) (412,616)
Norton takeover bid (1,087,831) -
Other liabilities (156,625) (109,227)
(3,102,262) (1,921,662)
========================= =============================
There have been no changes to the basis of segmentation or the measurement basis for the segment profit or loss since 31 December 2013.
6. OTHER RECEIVABLES
30 June 31 December
2014 2013
$ $
---------------------------------------- ------------------------- -----------------------------
Research and development tax incentive 481,045 -
refund
Bank interest income 40,192 8,720
Office rental income 38,961 29,917
Deposits and bonds 185,000 185,000
745,198 223,637
========================= =============================
Current 560,198 38,637
Non-current 185,000 185,000
------------------------- -----------------------------
745,198 223,637
========================= =============================
7. CAPITAL AND RESERVES
(a) Share capital
Ordinary shares
30 June 2014 30 June 2013
Number $ Number $
-------------- ----------------------------- ----------------------------- ----------------------------- -----------------------------
On issue at 1
January 342,248,780 68,555,550 302,533,874 66,704,240
Entitlement
issue of
shares at 5
cents
each to
Australian
shareholders - - 16,870,703 843,535
Entitlement
issue of
shares at
5.2 cents
each to UK
shareholders - - 22,344,203 1,156,648
Issue of
shares at
4.7 cents in
lieu of
50% of bonus 1,786,808 83,979 - -
Issue of
shares at
6.5 cents
each
pursuant
to drilling
services 2,261,938 147,027 - -
Placement of
shares at
4.1 cents
each
to Managing
Director 2,859,756 117,250 - -
Issue of
shares at
7.1 cents
each in lieu
of 50% of
directors'
fees 1,333,094 94,649 - -
Capital
raising
costs - 2,751 - (159,372)
On issue at
30 June 350,490,376 69,001,206 341,748,780 68,545,051
============================= ============================= ============================= =============================
7. CAPITAL AND RESERVES (continued)
(b) Reserves
Equity-based benefits reserve
The equity-based benefits reserve represents the cost of options that have been granted and vested as share-based payments but not exercised. This reserve will be transferred to accumulated losses should these options be exercised or reversed through profit and loss should certain vesting conditions not be met.
On 1 May 2014, 1,000,000 options with an exercise price of 28.4 cents each expired unvested.
This reserve also represents shares that are to be issued to directors in lieu of director fees.
(c) Options
At the date of this report, there are 14,592,621 options on issue in Bullabulling Gold Limited. The exercise price ranges from 10.20 cents to 59.22 cents, and the exercise dates range from October 2013 to May 2018.
8. COMMITMENTS
Commitments for approved mineral exploration expenditure are scheduled as follows:
30 June 30 June
2014 2013
$ $
------------------------- ---- ------------------------- -------------------------
Mineral exploration
Not later than one year 575,300 614,060
=========================
9. RELATED PARTY TRANSACTIONS
(a) Transactions with key management personnel
Key management personnel receive compensation in the form of short-term employee benefits, post-employment benefits and share-based payments awards (where applicable). Key management personnel received total compensation of $905,917 for the six months ended 30 June 2014 (six months ended 30 June 2013: $886,973).
$90,139 of key management personnel remuneration that was incurred in 2014, was satisfied by the issue of fully paid ordinary shares in the Company.
(b) Non-executive Directors
In view of the need to preserve cash in light of the current financial climate and market condition, shareholders approved the implementation of a scheme, effective 1 July 2013, whereby non-executive directors would receive 50% of their directors' fees in shares. The pricing of the shares and accordingly, the number of shares to be issued, was based on a 5 day VWAP at the end of each calendar quarter.
During the six months ended 30 June 2014, the Company issued 1,333,094 fully paid ordinary shares to non-executive directors in satisfaction of deferred director's fees.
10. OTHER INCOME
30 June 30 June
2014 2013
$ $
---------------------------------------- ---- -------------------------- --------------------------
Research and development tax incentive
refund 481,045 4,538,603
HMRC VAT refund 8,137 1,557
489,182 4,540,160
========================== ==========================
11. EXPENSES
30 June 30 June
2014 2013
Note $ $
-------------------------------------------- ------- ------------------------- -------------------------
Loss before income tax from continuing
operations includes the following specific
expenses:
Personnel expenses:
Wages and salaries (staff) 142,305 224,028
Directors and executives remuneration 905,917 886,973
Contributions to defined contribution
plans (staff) 31,539 31,983
Increase / (decrease) in liability
for annual leave (staff) (875) 21,658
Payroll tax 53,056 53,167
Other associated personnel expenses 4,494 8,327
------------------------- -------------------------
1,136,436 1,226,136
========================= =========================
Expensed in exploration and evaluation 397,143 499,744
Expensed in administrative expenses 739,293 726,392
------------------------- -------------------------
1,136,436 1,226,136
========================= =========================
Administrative expenses:
Personnel expenses 739,293 726,392
Advertising and publicity (i) 178,978 110,721
Communication and information services (i) 31,371 40,985
Travelling and Motor vehicle expenses (i) 68,555 78,127
Office administration 99,865 106,024
Bank charges 2,543 20,780
Share registry and statutory fees (i) 104,794 45,978
------------------------- -------------------------
1,225,399 1,129,007
========================= =========================
11. EXPENSES (continued)
30 June 30 June
2014 2013
Note $ $
----------------------------------- ------- ------------------------- -------------------------
Other expenses:
Professional fees (i) 1,140,237 285,562
Depreciation and amortisation 64,428 85,463
Site restoration expenses - 883,193
Net foreign exchange loss (ii) 11,326 887
1,215,991 1,255,105
========================= =========================
Notes to support expenses table
(i) Includes costs in relation to the Norton takeover bid;
(ii) Losses on foreign exchange result from movements in the value of the Australian Dollar against the UK Pound
12. CONTINGENCIES
There were no contingent liabilities at the reporting date (2013: Nil).
13. SUBSEQUENT EVENTS
Subsequent to the reporting date, the Group received $503,403 from the ATO comprising $481,045 in Research and Development tax refunds and $22,358 interest.
On 2 July 2014, the Company issued 321,180 fully paid ordinary shares at 7.1 cents each in part satisfaction of director fees. The issue price was based on the 5 day VWAP at the end of the June 2014 quarter.
On 14 July 2014, Norton reached a position of control of Bullabulling with an interest of 50.95%. At the date of this report, Norton held an 86.24% controlling interest in the Company.
On 15 July 2014, the position of Managing Director and CEO were abolished, and the service agreement with Brett Lambert was terminated, with termination benefits paid to Mr Lambert pursuant to his agreement.
On 4 August 2014, Dr Dianmin Chen and Dr Noel White joined the Board, and Brett Lambert and Ronnie Beevor resigned as directors. Dr Chen was appointed Chairman, with Peter Mansell remaining as a non-executive director.
On 4 August 2014, Norton advanced $ 2,000,000 to the Company by way of a draw down facility to enable the Company to continue the DFS study and meet day to day expenses.
Other than these matters, there have been no matters or circumstances that have arisen since the end of the financial year that have significantly affected, or may significantly affect, the operations of the Company, the results of these operations, or the state of affairs of the Company in future financial years.
DIRECTORS' DECLARATION
In the opinion of the directors of Bullabulling Gold Limited (the "Company"):
(1) the financial statements and notes set out on pages 14 to 24 are in accordance with the Corporations Act 2001, including:
(a) giving a true and fair view of the Group's financial position as at 30 June 2014 and of its performance, for the six month period ended on that date; and
(b) complying with Australian Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001; and
(2) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.
Signed in accordance with a resolution of the Directors:
PETER MANSELL
Director
Dated at Perth this 28(th) day of August 2014.
INDEPENDENT REVIEW REPORT
This information is provided by RNS
The company news service from the London Stock Exchange
END
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