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Preliminary Financial Results

25 Nov 2009 07:00

RNS Number : 0223D
China Goldmines PLC
25 November 2009
 



CHINA GOLDMINES PLC

("China Goldmines", "CGM", the "Company", or the "Group")

PRELIMINARY FINANCIAL RESULTS

FOR THE YEAR ENDED 30 JUNE 2009 

Financial Highlights

Cash position as at year end USD$6.2m.
Net assets for the Group amounted to USD$28.5m.
For the year ended 30 June 2009 the Group has recorded a loss of USD$36.2m, after charging USD$18.3m impairment provision against mining properties and a loss on foreign exchange of USD$10.7m.
The Group has no long term debts or borrowings.

Post year end:

Following the disposal of the Company's interest in Westralian Resources Pty Ltd ("WES"), (Guanzhuang Project) on 29 September 2009, the Company has no further interest in mining operations in China or elsewhere. The Company is regarded as an investing company under the AIM Rules for Companies.
Completion of disposal of the entire share capital of Westralian Resources Pty Ltd for a gross consideration of USD$26.35m.
Warranties in respect of the disposal capped at USD$10m expire on 29 September 2010.
Cash position as at 31 October 2009 USD$21.8m plus USD$2.9m held in trust until 31 December 2009 and will be released in January 2010 on condition that the purchaser is satisfied that all contingent debts and obligations are resolved in Westralian Resources and Hunan Westralian Mining Co., Ltd.
No long term debts or borrowings.

Operational Highlights

Eight mining licences consolidated into one.
China Goldmines had three processing plants in operation with a total capacity of 350 tpd.
A twelve month drilling campaign completed by the end of December 2008 that achieved 15,000 metres of drilling:-

High grades achieved in drilling (e.g. 4.35 metres @ 24.1 g/t)

Underground sampling with results up to 114.93 g/t

46,516 tonnes of ore milled and contained 8,211 ounces of gold produced during the year ended 30 June 2009.
For the three months ended 30 June 2009, grade improvement of 88% from the previous period (average grade 5.3 g/t to an average milling grade 10 g/t).
Underground mine development Highway -40 was on target at end of June 2009 to link four mines 350 metres below surface.
Theft of high-grade gold at the Xiang Lu ("XL") mine following forced entry and sustained civil disturbances caused significant operational disruption. Subsequent attempted improvements put in place. 
Yuanling County Government Safety Award for no deaths/injuries for the year.
The Company intends to set out its proposed investing strategy for shareholders approval at the forthcoming AGM.

For further information contact:

China Goldmines plc

Frank Vanspeybroeck (CEO)

+86 731 489 0755

Marinko Vidovich (CFO)

+61 8 6216 5200

Brewin Dolphin Ltd (Nomad)

Alex Dewar

(Nominated Adviser)

Threadneedle Communications

Laurence Read/ Beth Harris

+44 (0)131 529 0276

+44 (0)20 7653 9855

Chairman's Report 

The year ended 30 June 2009 has been a challenging one for the Company. The global financial crisis has lead to a significant decline in economic and investment activity across the world. The contraction of many of the world's leading economies had considerable impact on share markets, the availability of capital and currency movements. In addition to the macroeconomic challenges facing the Company we also encountered various operational difficulties (in the province of Hunan within the Peoples Republic of China), as the Company attempted its first full year of commercial gold production, including security breaches, theft and cultural issues. 

China Goldmines began producing gold in early 2008. However, throughout the year we began to experience increasing operational disturbances that were outside of the Company's control. These arose in part from Chinese cultural issues in managing the mines and interaction with the local population. In May 2009, there was a significant attack at our Xiang Lu mine site and the Bao Mu Yuan Plant. Fifty or more thieves broke in and raided the high grade ore/concentrate and threatened staff. We were forced to close down the Xiang Lu operations to ensure the safety of the Company's workers and to avoid more theft of high grade ore.

These setbacks were particularly frustrating because of our notable achievements during the year. We had identified high-grade stopes for production and completed our 15,000 metre drilling programme, with drilling results that confirmed the likelihood of continuity of the ore body in both strike length and depth. We maintained an excellent safety record, with no serious injuries. Six of the eight gold mines were in operation, while two were in development, and mine production in March and April was delivering promising results. However, as the security situation grew increasingly serious, preventing us from processing higher-grade mining which would fund planned development, we were restricted to mining only small regions within the Mining Licence at a time. Given the widespread nature of the incidents, local authorities were ineffectual in assisting us. 

These problems, combined with the additional capital required to develop the underground infrastructure to deliver a higher and more sustainable level of gold production and profitability, resulted in the board seeking joint venture partners. Discussions were held with a number of international and local JV parties which ultimately led to the board considering the disposal of the project in order to ensure that we would be able to retain some value for the project rather than continuing to manage and operate in a very difficult operational environment and face an uncertain future. 

The offer from Cosmos Castle Management Limited to purchase Westralian Resources Pty. Ltd. was put to shareholders at a General Meeting on 21 September 2009 and was approved. The purchase has been completed and the funds were received on 29 September 2009. The consideration paid by Cosmos, expressed in US Dollars was USD$26.3m. Of the total consideration, USD$2.9m is held in trust as a contingency to cover outstanding liabilities of Westralian Resources Pty. Ltd. and Hunan Westralian Mining Co. Ltd., as well as certain costs by CGM and its subsidiary, Global Resource Ventures Limited, in fulfilling their commitments under the Share Purchase Agreement up to 31 December 2009

Following the closing of the disposal we retain funds of USD$24.7m (including the USD $2.9m held in trust) and are well placed to add significant shareholder value through investments in other companies and/or projects.  We are identifying a number of project opportunities which we will appraise against the objective of delivering value to shareholders.

At a corporate level, there were some significant changes to the Board personnel during the year. The Board wishes to extend its appreciation and thanks to the former Chairman, Mr Lance Browne and non-executive director/company secretary, Mr Alex Worrall, who both recently left the Board to pursue other opportunities.

On behalf of the Board, I wish to acknowledge the commitment of our managers and staff, in particular, Frank Vanspeybroeck (CEO), our staff on site and the team in Perth. Their commitment and persistence in working in difficult operating conditions has been noteworthy. 

Clive Donner

Non-Executive Chairman

Business Review

Following the financial year under review the Company disposed of WES, its operating subsidiary through which it held its interest in the Guanzhuang mining project. Following the completion of the disposal on 29 September 2009, the Company is classified as an Investing Company under the AIM Rules for Companies.

At the start of the financial year the Company was focussed on expanding gold production following the consolidation of the mining licences and the investment in the administration and infrastructure of the Company.

Operations were becoming increasingly disrupted by theft and local disputes. These had the consequence of preventing the Company from processing sufficient gold to fund the necessary development of the mining infrastructure and operations.

The directors examined various alternatives for preserving shareholders value in the Guanzhuang mining project which ultimately led the Company to dispose of WES to Cosmos Castle Management Limited.

The Group made a loss for the 2009 year before taxation of USD$36,203,861, (2008: USD$(4,260,569). The loss attributable to shareholders was USD$36,203,861, (2008: USD$(3,800,361).

The directors do not propose a dividend, (2008: nil).

Disposal of Principle Asset and Future Investment Strategy

Following the disposal, the Company is now classified under the AIM Rules for companies as an investing company. Post sale transaction the Company now has cash reserves of USD$24.7m. China Goldmines proposes to identify and acquire holdings in natural resources, minerals and/or metals companies and/or assets which the Directors believe are undervalued and will enhance shareholder value.  

Accordingly a new investment strategy for the Company has been determined for your Company, with your Board laying down the following guiding principles:

The Company will employ a broad geographic focus for its business with an emphasis on established mining regions within Australasia, South America and Africa, with China being specifically excluded as an investment region. Other regions / countries will be reviewed on a case by case basis;
Within these regions, the Company will target projects that demonstrate a sound investment case that meets or exceeds the Company's investment criteria. Our investment criterion remains flexible across a range of commodity types, including but not limited to bulk commodities (iron and coal, but not oil and gas), base metals (primarily copper, nickel, lead, and zinc) as well as precious metals (particularly gold and platinum);
The Company will aim to invest in the more mature exploration properties, with preference towards projects that are advancing into the development / commissioning phase;
The Company, subject to a compelling investment case, remains open to consider the acquisition of producing assets (or even ones that are in care and maintenance). The Company will also not rule out joint venture opportunities within its investment matrix, provided the potential for shareholder value uplift is evident;
The size of the investment that the Company would consider will vary depending on the Company's ability to fund the acquisition from its ability to source both debt and equity funding. All investments that are made must demonstrate the ability to at least meet or exceed the Company's internal investment hurdle rates of return;
The Company will source investment opportunities from internal sources, consultants and advisors, banks and brokers and will evaluate opportunities internally and with the use of appropriate skilled and experienced consultants and advisors; and
The Company believes it currently has the relevant skills to undertake and / or manage an operation or development project and can access or source the appropriate senior management to undertake the relevant positions for an operating mining asset.

Review of Operations

China Goldmines attempted during the 2009 year to sustain commercial gold mining production but  encountered a number of issues in developing and optimising the Project. Continued security breaches, theft and other local community issues have had a significant impact on the Company's ability to develop and optimise the Project. Management had sought to address this situation by putting in place additional security arrangements and conducting a comprehensive review of the mining operations. The Company also revised its business strategy, which ultimately led the Board to consider the merits of selling the Project.

A number of alternative solutions were assessed and reviewed by the Directors, including Chinese and international joint-venture partners, conventional equity raisings and a potential sale of the Project. The Directors estimated that the Project required an injection of substantial capital in order to develop the underground infrastructure to achieve higher and more sustainable gold production in order to become a profitable gold producer. The Directors concluded that the proposed disposal of the Project represented the best alternative to preserve shareholder value.

Geological

Prior to August 2008, there were eight small independent mining licences for the following mines: Shen Jia Ya (SJY), De Sheng (DS), Bao Mu Yuan (BMY), Xiao Chong Zi (XCZ), Zheng Jia Shan (ZJS), Jiu Fa (JF), Jin Zhu Wan (JZW) and Xiang Lu (XL). In August 2008, the Company combined these eight gold-mining rights into one and renamed it as Hunan Westralian Guanzhuang Gold Mine. The combined area of mining rights accumulated to 6.3126km2.

Exploration

Exploration drilling achieved a total of 15,000 metres for surface drilling to December 2008. The underground drilling completed approximately 2,000 metres. Underground sampling, together with underground drilling, continued to confirm the continuity of the orebodies, both along strike and with depth. The Company, since December 2008, focused purely on underground drilling that would assist mine production.

Underground drilling directly connected with identifying zones for immediate mining was conducted in the second half of the financial year. Underground drilling and channel sampling to the extension of Xiang Lu (XL) decline 3 had discovered a high grade orebody. A 25 degree decline almost perpendicularly entered into an orebody 5m thick, at an average grade of 160.8 g/t.

Channel sampling along the grade line of the decline (1m above the floor, across the thickness of the orebody) gave the following grades:

Channel sample length across the orebody thickness (m)

Grade (g/t)

Accumulated thickness (m)

Grade for the accumulated thickness (g/t)

0.6

916.74

First 0.6m

916.74

1.3

123.68

First 1.9m

374.1

0.5

46.06

First 2.4m

305.8

1.2

4.28

First 3.6m

205.3

1

0.57

First 4.6m

160.8

The Company determined this to be a significant high grade gold mineralisation which was to be earmarked for immediate production and processing, prior to the decision to suspend mining activity in Xiang Lu.

Mining Background

CGM had eight mining operations, divided into the east section and west section. The east section had four operations: Zheng Jia Shan, Xiang Lu, Jin Zhu Wan and Jiu Fa. The west section had four operations: Shen Jia Ya, Bao Mu Yuan, Xia Chong Zi and De Sheng. CGM was upgrading the west section operations, where the four operations had been connected, while upgrading was also being undertaken on the east section, where the four mines were not connected as a result of ventilation and other factors. Within the CGM mining operations, underground access is made available by adits and declines. Materials are hoisted by winches. An emergency compartment is placed every 20m in the declines.

Production

During the financial year, the Company's mining operation was making the transition from remnant mining, while refurbishing the mines to target new high-grade mine development. This progress was materially impeded by escalating local disruption culminating in a large scale robbery in May 2009. As a result CGM scaled down active mining to ensure increased security coverage by resorting to measures such as temporarily closing access to the high-grade orebodies.

A solution to the mining operations was to develop a centralised hoisting and processing facility for the long-term and sustainable development of the Guanzhuang Project. A mine feasibility study program was initiated in June 2009. In June 2009, the Company was also in the process of preparing the necessary reports and designs for its central project to be approved by the County Government and to obtain the construction permits for its central shaft, processing plant, tailing dams, power upgrade and the transfer of land title to the Company.

2009 Summary Mining Results

Period

Tonnes

Q1: Jul 08 to Sep 08

Q2: Oct 08 to Dec 08

Q3: Jan 09 to Mar 09

Q4: Apr 09 to Jun 09

7,552

23,519

13,578

14,555

Total Tonnes Mined

59,204

Summary of Production to 30 June 2009

Quarter

Tonnes

Head Grade

Recovery

Oz's

1 Jul to 30 Sep 09

1 Oct to 31 Dec 09

1 Jan to 31 Mar 09

1 Apr to 30 Jun 09

7,552

18,091

8,911

11,962

4

4

5.3

10

95%

93%

93%

95%

903

2,214

1,417

3,677

46,516

8,211

The 8,211 ounces of gold produced from our production mills included gold concentrate and doré bars from gravity concentration. The gold was sold to the Chinese refinery and after costs associated with "refining," the Company received net proceeds for 3,177 ounces of gold, for a net consideration of USD2.9m.

Mine Safety

CGM developed its internal (western) safety procedures which held a proud record in China.

Disposal of Entire Issued Capital of Westralian Resources Pty Ltd

On 29 September 2009, the Company disposed of the entire issued share capital of Westralian Resources Pty Ltd, the JV Company to the Guanzhuang Gold Project via Hunan Westralian Mining Co. Ltd (China). The gross consideration paid by Cosmos Castle Management Limited (the Purchaser) was USD$26.35m, of which USD$2.9m is held in trust to cover outstanding liabilities of Westralian Resources Pty Ltd or its subsidiary Hunan Westralian Mining Co. Ltd, and is expected to be released in January 2010.

Investing Policy

The Company intends to set out its investing policy that seeks to add shareholder value, at the Company's forthcoming AGM.

After Settlement of the Sale of Westralian Resources Pty Ltd

After the Closing Date29 September 2009, CGM was required to use its reasonable endeavours and act regularly and diligently to:-

Obtain the lawful and valid mining rights certificates of the eight gold mines, fully consolidating the eight mining rights certificates, and the lawful and valid certificates and licences for the operation and business.
Settle by no later than 31 December 2009, all debts, obligations and matters which relate to the USD$2.9m held in trust.

Warranties in Accordance with the Share Purchase Agreement

China Goldmines and Global Resource Ventures Limited provided warranties, jointly and severally, to Cosmos and its successors in title, subject to any matters disclosed. The warranties are concerned with the following matters:

The authority and capacity of CGM and GRV to enter into the Share Purchase Agreement, which is binding upon them;
The entering into and performance of the Share Purchase Agreement not breaching the constitutions of CGM and GRV and the agreements, licences etc and court orders and judgements which affect CGM and GRV;
Ownership and title to the Shares and Shareholder Loan;
The validity and terms of the Shareholder Loan and borrowings and indebtedness;
Commercial activities between the date of the Agreement and Closing not taking place without Cosmos' consent (save for certain specified activities);
Contractual arrangements;
Litigation and disputes pursued by and against GRV, HW and WES;
The solvency of GRV, HW and WES;
Compliance by HW and WES with laws and regulations and official inquiries or investigations;
The structure of the group and the information set out in the schedules to the Share Purchase Agreement;
The accuracy of the books and records of HW and WES and that such books and records are in their possession or control;
The validity of licences, permits and consents;
Ownership and control of assets and the condition of such assets;
Merchantable quality and adequacy of stock in trade
The standing of HW and its rights in relation to mining and exploration, including whether all relevant fees have been paid;
The employment arrangements of HW and WES;
The accuracy, and completeness of information provided to Cosmos and also in the share purchase agreement and disclosure letter;
Financial information and accounts of HW and WES;
The financial position, standing and operation of HW and WES since 31 December 2008;
The ownership of intellectual property rights and software and any claims in relation thereto;
The ownership, title and use of equipment and real property;
The insurance arrangements of HW and WES; and
The taxation affairs of HW and WES.

The warranties expire 12 months from the Closing Date. The maximum liability of CGM and GRV under the warranties is USD$10,000,000 with Cosmos permitted to select any basis of claiming damages available to it as well as any other rights or remedy which is available.

Directors' Report 

The Directors present their Annual Report and Group Accounts of China Goldmines plc for the year ended 30 June 2009.

Consolidated Income Statement

Note

Year Ended

30 June 2009

$

Year Ended

30 June 2008

$

Revenue

396,740

523,635

Salaries and employee benefits

(2,619,097)

(1,719,889)

Office expenses and professional fees

(3,124,949)

(2,814,823)

Consulting expenses

(715,588)

(1,161,254)

Travel and accommodation expenses

(214,864)

(384,463)

Mining expenses

-

(1,343,585)

Impairment of intangible assets

4

(18,388,341)

-

Other expenses

(1,214,752)

(267,997)

Operating loss

(25,880,851)

Other gains and losses

1

(10,688,330)

1,909,520

Financial income 

365,320

998,287

Loss before tax

(36,203,861)

(4,260,569)

Tax

-

-

Loss for the year

(36,203,861)

(4,260,569)

Attributable to:

Equity holders of the company

(36,203,861)

(3,800,361)

Minority interest

-

(460,208)

(36,203,861)

(4,260,569)

Earnings per share

2009

Cents

2008

Cents

Basic and diluted

2

(74.68)

(9.37)

Consolidated Statement of Recognised Income & Expenditure

Year Ended

30 June 2009

$

Year Ended

30 June 2008

$

Loss for the year

(36,203,861)

(4,260,569)

Exchange differences on translation of foreign operations

5,681,438

(1,428,978)

Total recognised income and expense for the year

(30,522,423)

(5,689,547)

Attributable to:

Equity holders of the parent

(30,522,423)

(5,229,339)

Minority interests

-

(460,208)

(30,522,423)

(5,689,547)

Consolidated Balance Sheet

Note

Year Ended

30 June 2009

$

Year Ended

30 June 2008

$

Non-current Assets

Intangible assets

3

5,898

704,974

Mining properties

4

21,385,440

32,372,602

Property, plant and equipment

5

2,350,920

1,371,728

Trade and other receivables

6

319,760

821,958

24,062,018

35,271,262

Current Assets

Inventories

7

1,246,749

502,683

Trade and other receivables

151,082

118,617

Cash and cash equivalents

6,192,290

25,147,806

7,590,121

25,769,106

Total Assets

31,652,139

61,040,368

Current Liabilities

Trade and other payables

8

(3,139,086)

(2,004,892)

Total Liabilities

(3,139,086)

(2,004,892)

Net Assets

28,513,053

59,035,476

Equity

Share capital

9

919,975

919,975

Share premium account

66,169,804

66,169,804

Foreign exchange reserve

4,249,508

(1,431,930)

Reverse acquisition reserve

61,344

61,344

Retained earnings

(42,875,425)

(6,671,564)

Equity attributable to equity holders of the parent company

28,525,206

59,047,629

Minority interest

(12,153)

(12,153)

Total Equity

28,513,053

59,035,476

Consolidated Statement of Changes in Equity

Attributable to Members of China Goldmines

Share Capital 

$

Share Premium Reserve

$

Foreign Exchange Reserve

$

Reverse Acquisition

 Reserve

$

Retained Earnings

$

Total

Minority Interest

$

Total Equity

Balance at 30 June 2007

390,151

6,725,683

(2,952)

61,344

(2,871,203)

4,303,023

448,055

4,751,078

Exchange differences on translation of foreign operation

-

-

(1,428,978)

-

-

(1,428,978)

-

(1,428,978)

Net income/(expense) recognised directly in equity

-

-

(1,428,978)

-

-

(1,428,978)

-

(1,428,978)

Loss for the year

-

-

-

-

(3,800,361)

(3,800,361)

(460,208)

(4,260,569)

Total recognised income and expense for the year

-

-

(1,428,978)

-

(3,800,361)

(5,229,339)

(460,208)

(5,689,547)

Issue of shares

529,824

63,417,004

-

-

-

63,946,828

-

63,946,828

Equity issue transaction costs

-

(3,972,883)

-

-

-

(3,972,883)

-

(3,972,883)

Balance at 30 June 2008

919,975

66,169,804

(1,431,930)

61,344

(6,671,564)

59,047,629

(12,153)

59,035,476

Exchange differences on translation of foreign operation

-

-

5,681,438

-

-

5,681,438

-

5,681,438

Net income/(expense) recognised directly in equity

-

-

5,681,438

-

-

5,681,438

-

5,681,438

Loss for the year

-

-

-

-

(36,203,861)

(36,203,861)

-

(36,203,861)

Total recognised income and expense for the year

-

-

5,681,438

-

(36,203,861)

(30,522,423)

-

(30,522,423)

Balance at 30 June 2009

919,975

66,169,804

4,249,508

61,344

(42,875,425)

28,525,206

(12,153)

28,513,053

Statement of Consolidated Cash Flows

Year Ended 

30 June 2009 $ 

Year Ended 

30 June 2008 $ 

Operating Loss 

(25,880,851)

(7,168,376)

Adjustments for: 

Net exchange differences

(333,772)

(20,253)

Depreciation of property, plant and equipment 

628,332

122,727

Impairment of property, plant and equipment

174,451

-

Amortisation and impairment of intangible assets

19,081,174

145,270

Operating cash flows before movements in working capital

(6,330,666)

(6,920,632)

(Increase) in inventories

(741,999)

(502,683)

Decrease/(Increase) in receivables 

484,198

(449,863)

Increase in trade and other payables

1,422,962

1,289,638

Net cash outflow from operating activities

(5,165,505)

(6,583,540)

Investing activities

Interest received

365,320

998,287

Payments for licences, exploration and development expenditure

(8,940,449)

(29,193,392)

Payments for environmental deposits

(14,907)

(303,863)

Purchases of property, plant and equipment

(1,529,522)

(1,247,931)

Net cash used in investing activities

(10,119,558)

(29,746,899)

Financing activities

Proceeds on issue of ordinary share capital

-

62,775,554

Payments for share issue expenses

-

(3,972,881)

Net cash from financing activities

-

58,802,673

Net (decrease)/increase in cash and cash equivalents

(15,285,063)

22,472,234

Cash and cash equivalents at beginning of year

25,147,806

2,594,152

Movement in foreign exchange rate

(3,670,453)

81,420

Cash and cash equivalents at end of year

6,192,290

25,147,806

Notes to the Preliminary Financial Results Announcements:-

1.  Other gains and losses

Year ended

30 June 2009 $ 

Year ended

30 June 2008 $ 

Foreign exchange (losses)/gains

(10,688,330)

1,909,520

2.  Earnings per share

The calculation of the basic and diluted earnings per share is based on the following data: 

Year Ended 

30 June 2009 $ 

Year Ended

30 June 2008 $ 

Earnings

Earnings for the purposes of basic and diluted earnings per share being net profit attributable to equity holders of the parent 

(36,203,861)

(3,800,361)

Number 

Number 

Number of shares 

Weighted average number of ordinary shares for the purposes of basic and diluted earnings per share 

48,475,411

40,572,413

Basic earnings per share

(74.68) cents

(9.37) cents

There are no dilutive instruments.

3.  Intangible assets

Business 

Licences Held

$

Software

$

Total

$

Cost

At 30 June 2007 

441,394

26,826

468,220

Additions

-

394,321

394,321

Exchange differences

-

86,649

86,649

At 30 June 2008

441,394

507,796

949,190

Additions

-

41,310

41,310

Exchange differences

-

(79,623)

(79,623)

At 30 June 2009

441,394

469,483

910,877

Accumulated Amortisation 

At 30 June 2007

(14,713)

(4,316)

(19,029)

Charge for the year

(14,713)

(124,204)

(138,917)

Exchange differences

-

(86,270)

(86,270)

At 30 June 2008

(29,426)

(214,790)

(244,216)

Charge for the year

(14,713)

(280,666)

(295,379)

Impairment

(397,255)

-

(397,255)

Exchange differences

-

31,871

31,871

At 30 June 2009

(441,394)

(463,585)

(904,979)

Carrying Amount 

At 30 June 2009

-

5,898

5,898

At 30 June 2008 

411,968

293,006

704,974

Refer to Note 4 for details of the impairment.

4.  Mining properties

Land 

Comp. 

Costs

$

Explor. 

Expend.

$

Mine Develop. Expend.

$

Mining

Licences

$

Total

$

Cost

At 30 June 2007 

-

1,780,785

-

-

1,780,785

Additions

119,771

824,016

3,645,980

24,209,304

28,799,071

Exchange differences

7,141

-

-

1,792,337

1,799,478

At 30 June 2008

126,912

2,604,801

3,645,980

26,001,641

32,379,334

Additions

534,523

2,082,265

5,341,995

-

7,958,783

Exchange differences

522

(113,316)

(405,843)

106,930

(411,707)

At 30 June 2009

661,957

4,573,750

8,582,132

26,108,571

39,926,410

Accumulated Amortisation

At 30 June 2007

-

-

-

-

-

Charge for the year

(6,353)

-

-

-

(6,353)

Exchange differences

(379)

-

-

-

(379)

At 30 June 2008

(6,732)

-

-

-

(6,732)

Charge for the year

(145,869)

-

-

-

(145,869)

Impairment

-

(4,573,750)

(8,582,132)

(5,232,459)

(18,388,341)

Exchange differences

(28)

-

-

-

(28)

At 30 June 2009

(152,629)

(4,573,750)

(8,582,132)

(5,232,459)

(18,540,970)

Carrying Amount 

At 30 June 2009

509,328

-

-

20,876,112

21,385,440

At 30 June 2008 

120,180

2,604,801

3,645,980

26,001,641

32,372,602

The ultimate recoupment of costs carried forward for exploration and evaluation phases is dependent on the successful development and commercial exploitation or sale of the respective mining areas. 

Amortisation of the costs carried forward for the development phase and the mining licences is not being charged pending the commencement of commercial levels of production. The business licences are being amortised over 30 years, and software over 5 years, and land compensation costs over 2 years.

The Company shall start to amortise its mining related intangible assets when the relevant area of interest is capable for commercial production (i.e. when the relevant mining assets are available for use).

The development costs incurred on the area of interest prior to commercial production are capitalised/expensed in accordance with the Company's accounting policies applicable.

Management has determined that the area of interest (Shenjiaya Project) owned by the Company is yet to be capable for commercial production at the balance sheet date and no amortisation is charged on the relevant mining related intangible assets.

Key factors considered but not limited to:
i) nominated percentage of design capacity for the mines;
ii) mineral recoveries at or near expected levels; and
iii) the achievement of continuous production or other output.
On 26 August 2009 the Company’s 100% owned subsidiary, Global Resource Ventures Limited (“GRV”), signed a Share Purchase Agreement with Cosmos Castle Management Limited, a company incorporated in the British Virgin Islands, to sell all of the issued securities of Westralian Resources Pty Ltd (“Westralian”).
The carrying values of assets disposed of were written down to equal the value of proceeds received being the lower of net realisable value and value in use. This has resulted in impairment losses being recognised against the different categories of mining properties as shown in the table above. As the entire project has been disposed of following the sale of Westralian, the Group will no longer receive any future benefit from the capitalised exploration and mine development costs, hence these amounts have been impaired to reflect amounts received. The mining licences embody the value of the project being disposed of and have been impaired to the net value of the consideration being received, as adjusted by the net assets of the entities being disposed.

 

5.  Property Plant and Equipment 

Construction in progress

$

Leasehold improvements 

$ 

Motor 

vehicles 

$ 

Furniture, fittings and 

equipment 

$ 

Total 

$ 

Cost 

At 30 June 2007 

-

16,567

69,845

224,879

311,291

Additions

-

-

54,965

1,192,966

1,247,931

Exchange differences

-

-

7,342

10,910

18,252

Disposals

-

(16,567)

-

-

(16,567)

At 30 June 2008

-

-

132,152

1,428,755

1,560,907

Additions

208,497

-

185,847

1,114,896

1,509,240

Exchange differences

-

-

(532)

(96,095)

(96,627)

At 30 June 2009

208,497

-

317,467

2,447,556

2,973,520

Accumulated depreciation 

At 30 June 2007 

-

(13,920)

(14,582)

(42,525)

(71,027)

Charge for the year

-

-

(3,950)

(118,777)

(122,727)

Exchange differences

-

-

1,751

(11,096)

(9,345)

Disposals

-

13,920

-

-

13,920

At 30 June 2008

-

-

(16,781)

(172,398)

(189,179)

Charge for the year

-

-

(16,127)

(228,601)

(244,728)

Exchange differences

-

-

58

(14,299)

(14,241)

Impairment

-

-

-

(174,452)

(174,452)

At 30 June 2009

-

-

(32,850)

(589,750)

(622,600)

Carrying amount 

At 30 June 2009

208,497

-

284,617

1,857,806

2,350,920

At 30 June 2008

-

-

115,371

1,256,357

1,371,728

No assets are pledged as security for liabilities.

Refer to Note 4 for details of the impairment.

6.  Trade and other receivables

Amounts due after more than one year

30 June 2009 $ 

30 June 2008 $ 

Prepayments

Environmental remediation deposits

-

319,760

518,095

303,863

319,760

821,958

The environmental remediation deposits were paid to the Land and Resources Department of Hunan Province. The deposit represents an environmental security bond over the eight operating gold mines. The environmental deposit remains in place for the duration of the mining licence.

7.  Inventories

30 June 2009 $ 

30 June 2008 $ 

Raw materials and stores - at cost

Work in progress - at cost

Finished goods - at cost

596,274

82,908

567,567

360,286

142,397

-

1,246,749

502,683

8.  Trade and other payables

 

30 June 2009 $ 

30 June 2008 $ 

Trade payables 

186,585

371,897

Other payables and accruals 

2,952,501

1,632,995

3,139,086

2,004,892

Trade and other payables principally comprise amounts outstanding for trade purchases and ongoing costs. The average credit period taken for trade purchases is 60 days, (2008: 55 days).

The directors consider that the carrying amount of trade and other payables approximates to their fair value.

9.  Share Capital 

 

30 June 2009 $ 

30 June 2008 $ 

Authorised: 

55,000,000 ordinary shares of £0.01 each 

1,043,678

1,043,678

Issued and fully paid: 

48,475,411 ordinary shares of £0.01 each 

919,975

919,975

(2008: 48,475,411 ordinary shares of £0.01 each) 

On 7 February 2006, 7,500,000 shares of £0.01 ($0.02) each were placed at a premium of £0.59 ($1.04) each.

The Company has one class of ordinary shares which carries no right to fixed income. 

On 7 August 2007, 900,000 shares were placed at 140 pence per share to raise £1,260,000 to meet immediate working capital needs.

On 22 October 2007 25,025,416 million shares were placed at 120 pence per share to raise £30,000,000 to secure the transfer of the eight gold mines and then to invest in the consolidation and development of the existing mining activities. Costs of $3,972,883 arose on the placement of the shares.

10.  Contingent liabilities

There were no material contingent liabilities of the Group or Company at the Balance Sheet date. 

11.  Related party transactions

Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation and are not disclosed in this note. Transactions between the Group and related parties are disclosed below.

Trading transactions 

During the year, Group companies entered into the following transactions with related parties who are not members of the Group:

Purchase of goods /

services

Amounts owed to related parties

2009 $ 

2008 $ 

2009 $ 

2008 $ 

Bowlane Nominees Ltd 

343,200

295,096

Jinan Limited

288,000

242,776

Metallurgical Management Services (Pty) Ltd 

32,800

20,655

Wildewood Limited 

19,000

26,000

-

Linq Corporate Pty Ltd

113,200

72,000

-

-

Bowlane Nominees Ltd and Immo Services (WA) Pty Ltd are companies that provide managerial services to the Group, on behalf of Frank Vanspeybroeck, a director of China Goldmines plc. USD$343,200 (2008: USD$295,096) was paid in accordance with his agreed service agreement.

Jinan Limited is a company that provides financial and accounting services to the Group, on behalf of Marinko Vidovich, a director of China Goldmines plc. $288,000 (2008: $242,776) was paid in accordance with his agreed service agreement.

Metallurgical Management Services (Pty) Ltd is a company that provides metallurgical consultancy services to the Group. Evan Kirby is a director of both this company and China Goldmines plc. USD$32,800 (2008: USD$20,655) was paid in accordance with commercial rates.

Wildewood Limited is a company in which Mr Worrall is a director and shareholder, supplies consultancy services to the Company for Mr Worrall who is a director of China Goldmines plc. USD$19,000 (2008: USD$26,000) was paid in accordance with commercial rates.

Linq Corporate Pty Ltd, a company of which Mr Donner is a director, has provided in the period corporate consultancy services utilising a number of Linq Corporate employees amounting to USD$113,200 (2008 : USD$72,000).

All services were provided under normal commercial terms. 

The amounts outstanding are unsecured and will be settled in cash. No guarantees have been given or received. 

Remuneration of key management personnel 

The emoluments of the directors, who are the key management personnel of the Group, were USD$253,000 (2008: USD$284,000). These do not include the amounts paid in consultancy fees noted on the previous page.

12.  Events after the Balance Sheet Date

On 26 August 2009 the Company’s 100% owned subsidiary, Global Resource Ventures Limited (“GRV”), signed a Share Purchase Agreement with Cosmos Castle Management Limited, a company incorporated in the British Virgin Islands, to sell all of the issued securities of Westralian Resources Pty Ltd (“Westralian”). Settlement of the sale occurred on 29 September 2009, from which date Westralian and its 80% owned subsidiary Hunan Westralian Mining Co., Ltd will cease to be consolidated into the Group. GRV will receive total net cash consideration of USD 23,488,674 for the sale of Westralian.

The carrying values of assets disposed of were written down to equal the value of proceeds received as at 30 September 2009. The effect on the income statements for the year ending 30 June 2009 is summarised as follows:

Consolidated $ 

Company $ 

Impairment of investment in subsidiary

-

195,224

Impairment of loans to related parties 

-

24,171,937

Impairment of plant and equipment

174,552

-

Impairment of mining properties

18,388,341

-

Net impact of disposal on income statements

18,562,893

24,367,161

13.  Other information

The financial information set out above does not constitute group's statutory financial statements for the years ended 30 June 2009 and 30 June 2008 but is derived from them. The 2008 financial statements have been filed with the Registrar of Companies; their report was unqualified and did not contain a statement under section 237(2) or (3) of the Companies Act 1985. Whilst the auditors have not reported on the financial statements for the year ended 30 June 2009, they anticipate issuing an unqualified report which will not contain statements under section 498(2) or (3) of the Companies Act 2006. The statutory accounts for the year ended 30 June 2009 will be finalised on the basis of the financial information presented by the Directors in this preliminary announcement and will be delivered to the Registrar of Companies following the Company's Annual General Meeting. The financial information set out in this announcement was approved by the Board of Directors on 24 November 2009.

Significant Accounting Policies for the year ended 30 June 2009

China Goldmines Plc (the "Company") is a company domiciled in the United Kingdom. The consolidated financial statements of the Company for the year ended 30 June 2009 comprise those of the Company and its subsidiaries (together referred to as the "group") and the group's interest in associates and jointly-controlled entities.

The financial statements were authorised for issue by the directors on 24 November 2009.

Basis of Preparation

The consolidated financial statements have been prepared and approved by the directors in accordance with International Financial Reporting Standards as adopted by the EU.

The financial statements are presented in USD. They are prepared on the historical cost basis. However, the financial information included in this announcement does not in itself contain sufficient information to comply with IFRS.

The accounting policies applied in preparing this financial information are consistent with the group's financial statements for the year ended 30 June 2009. New accounting standards that came into force in the year did not require restatement of comparatives nor had any significant impact on the group's consolidated results or financial position.

The preparation of financial statements under IFRS requires management to make judgements, estimates and assumptions about the reported amounts of assets and liabilities, income and expenses and the disclosure of contingent assets and liabilities. The estimates and associated assumptions are based on experience. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on a regular basis. Revisions to accounting estimates are recognised from the period in which the estimates are revised.

The consolidated financial statements of the group are prepared for the year ended 30 June 2009.

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
FR PUGRAGUPBGQC
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23rd Jan 200911:41 amRNSAGM Statement
23rd Jan 200911:00 amRNSTrading Statement
20th Jan 20099:20 amRNSHolding(s) in Company
7th Jan 200911:04 amRNSHolding(s) in Company
23rd Dec 20088:51 amRNSAnnual Report and Accounts
17th Dec 20087:00 amRNSPreliminary Results

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