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Half Yearly Report

15th Feb 2010 13:08

RNS Number : 1589H
Allied Gold Limited
15 February 2010
 



FOR IMMEDIATE RELEASE 15 February 2010

allied gold limited

("the Company")

Half-yearly REPORT 2008/2009

Allied Gold Limited has lodged its Half Yearly Financial Report ("Report") for the period ended 31 December 2009 today. Extracts are set out below:

DIRECTORS' REPORT

Your directors submit the consolidated interim financial report of Allied Gold Limited and its controlled entities (together referred to as the "economic entity" or "the Group") for the half-year ended 31 December 2009.

 

DIRECTORS

 

The Directors of the Company in office during or since the end of the half-year were:

 

Mr Mark V Caruso

Mr Gregory H Steemson

Mr Anthony Lowrie

Mr Frank Terranova

Mr Monty House

 

Directors have been in office since the start of the half-year to the date of this report unless otherwise stated.

 

RESULTS

 

The consolidated loss of the economic entity after providing for income tax was $22,415,769 (2008: loss $11,031,614).

 

DIVENDENDS PAID OR RECOMMENDED

 

No dividends were paid or declared during or in respect of the half-year ended 31 December 2009.

 

REVIEW OF OPERATIONS

 

Simberi Gold Oxide Project

 

Oxide operations

 

Operations at the Group's flagship Simberi Gold Oxide Project were impacted by continued unseasonal rainfall during the September quarter and nine days lost production in the December quarter due to an illegal cease work order and cultural gorgor. Despite these operational constraints, the achievement of nameplate capacity for production plant throughput at around 2 Mtpa has provided further confidence that the 3 Mpta oxide expansion plan will be delivered.

 

Key operating statistics for the mining and processing activities for the period from 1 July 2009 to 31 December 2009 are summarised in the table below:

 

 

Key operating statistic

 

 

Unit of measure

 

Volume

Waste mined

tonnes

223,095

Ore mined

tonnes

962,489

Total mined

tonnes

1,185,584

Ore processed

tonnes

972,121

Grade

g/t gold

1.14

Recovery

%

88.1

Gold produced

ounces

31,528

Gold sold

ounces

33,391

Average realised gold price $ / oz

A$/oz

US$/oz

991

864

Operating cash cost $ / oz

A$/oz

US$/oz

853

744

 

 

DIRECTORS' REPORT (continued)

 

Expansion Studies

 

GR Engineering Services completed an independent assessment relating to debottlenecking and optimisation of the existing process plant as well as a study to increase the plant capacity from its current nameplate capacity of 2 Mpta to 3 Mpta which should result in gold production being increased to approximately 100,000 ounces per annum.

 

This assessment was further developed into a PFS and has adopted a SAG mill in series with the existing ball mill as the processing route and includes two additional 2,500m3 agitated leach tanks and a tailings thickener. An option to purchase a SAG mill has been entered into to accelerate the construction timetable and enable plant commissioning before the end of the calendar year 2010.

 

Plant Debottlenecking

 

Plant debottlenecking activities progressed throughout the half-year with the following activities being undertaken:

·; Scats crusher and conveying system installed and operational.

·; Rope conveyor and other ore delivery conveyor capacity upgraded to 600 wet tonnes per hour.

·; Refurbishment of used lime slaking plant completed, design completed and tank and structural steel being procured.

·; Other equipment including intertank screens, de-gritting spiral and rain covers for ore delivery conveyors ordered or delivered to site.

 

Pigiput Sulphide Study

 

·; Stage 2 sulphide metallurgical test work was 90% completed with the generation of two master composites followed by comminution and flotation work. The two composites consist of a hanging wall tuff overlying a footwall intrusive andesite.

·; The flotation work produced a primary rougher pyrite concentrate gold recovery for tuff of 90% and 93% for andesite at a grind of p80=106um.

·; Forty five kilogram bulk floats were conducted on both tuff and andesite master bulk composite samples to generate flotation concentrate for roaster amenability tests using laboratory muffle furnaces.

·; The tuff concentrate contained 16g/t gold and 26% sulphur and the andesite concentrate contained 22g/t gold and 23% sulphur. These roaster tests were started in December and results will be available in February 2010.

·; Roaster operations in Nevada, USA and in Sweden were inspected by company and consultant personnel. Discussions on the suitability of a roaster for treatment of the Simberi sulphides were held with roaster technology vendors, Technip (California, USA) and Outotec (Frankfurt, Germany).

·; Infill resource drilling continued in the current quarter to provide additional sample density to enable a reserve estimation of the Pigiput sulphides to be completed. The drilling is also targeting down dip and strike extensions of mineralisation and as drilling has progressed, the indication of mineralisation connecting to the other surrounding deposits (Sorowar to the north and Pigibo to the west) is improving.

·; A total of 7,209.3 metres of diamond core drilling were completed in the current quarter.

 

Gold Ridge Project

 

The executives of the company made several visits to the Solomons Islands to meet with the stakeholders of the Gold Ridge Project. Meetings were held with Government officials, principal landholders and downstream associations, along with the local and expatriate workforce. 

 

The asset has been in 'Care and Maintenance' mode but the plant, in particular, is in very good shape. During the reporting period several key aspects of the redevelopment plan were advanced, including:

 

·; Dewatering of the Tailings Storage Facility - This has gradually filled up over the nine (9) years; the mine has been closed and needed to be dewatered to allow for operations to recommence. Over the course of 2009, a treatment plant was constructed to allow processing of the water to meet strict water quality guidelines. Late in November, the water quality guidelines were met and pumping to the Tinahula River commenced. The project is anticipated to take approximately six months.

·; Relocation - This is a key process that needs to be carried out so that mining can commence. During the quarter, the final Census (population and location data) was completed and various relocation sites were accessed after the traditional ground breaking ceremonies were carried out. Final house designs were agreed and a supplier was identified. It is anticipated that the first order for housing will be placed early in the first quarter of 2010. Over 300 houses will be built on five separate sites during the resettlement period.

·; Site Building Construction - The main administration building (stage 2) construction commenced. This is being built by local tradesmen, largely trained by the company. It is scheduled for completion by the end of February.

·; The company has also begun the process of acquiring earthmoving equipment, light vehicles and has recommenced engineering studies on the plant and infrastructure.

·; Recruitment of key personnel has begun and they will concentrate on the training, OHS and operational systems that need to be in place to ensure a smooth transition to operations.

 

Exploration

 

Simberi Gold Project in PNG ML 136

 

·; Exceptional results released on 21 January 2010 fully outlining the Pigiput and Pigibo deposits.

·; Significant gold intercepts from diamond core drilling further expand data available for resource update, scheduled for March 2010 quarter.

·; Gold assays were received for samples from 11 diamond core holes, with the best down hole intercepts including:

o SDH061 44m @ 1.12g/t Au from 254m in SU

o SDH062 27m @ 1.65g/t Au from 94m in SU

o SDH063 61m @ 1.81g/t Au from 158m in SU

o SDH064 7m @ 4.95g/t Au from 128m in SU

o SDH065 53m @ 3.38g/t Au from 128m in SU

o SDH066 5m @ 6.02g/t Au from 298m in SU

o SDH067 18m @ 2.58g/t Au from 134m in SU

o SDH068 33m @ 15.0g/t Au from 78m in SU

 

Simberi Island in PNG EL 609

 

·; Barrick maintained the Tatau/Tabar project camp on care and maintenance during the December quarter.

·; Allied Gold is in the process of further assessing specific targets on these islands with a program to be specifically developed by the June quarter.

 

Gold Ridge Project in Solomon Islands

 

·; Four diamond core holes, totalling 983m, were drilled in the December 2009 quarter (ASG release on 13 November 2009). The holes targeted up-dip extensions of the Charivunga Gorge Prospect gold mineralisation published in nine previous ASG releases made between 7 February 2007 and 13 November 2009.

·; ASG's previous drilling included better downhole intercepts of 40m @ 2.15 g/t Au from 192m in DDH138 and 39m @ 2.29 g/t Au from 342m in DDH140 (ASG Releases 4 July 2007) and 32m @ 2.86 g/t Au from 322m in DDH166 in (ASG Release 24 September 2008).

·; The December quarter drilling produced a best intercept of 5m @ 30.1g/t from 193m in DDH180.

·; Topographic constraints meant the holes were collared further west than initially planned and while sulphide mineralization and alteration was found, the holes carried little gold. The holes intersected the volcanic and volcanoclastic rocks typical of the Gold Ridge area including tuffs, conglomerates and breccias. Gold mineralisation is generally associated with argillic alteration and pyrite.

 

Corporate

 

·; On 17 September 2009, Allied Gold announced the acquisition of Australian Solomons Gold Limited (ASG), with the offer closing on 17 December 2009.

·; During the December 2009 quarter, Allied Gold completed the acquisition and has commenced compulsory acquisition, with the Board of ASG and its executive team restructured.

·; ASG is expected to be delisted from the TSX during the March 2010 quarter and will cease being a reporting entity for external reporting purposes.

·; On 12 November 2009, Allied Gold listed on the TSX as part of a successful capital raising completed during December 2009. A total of A$159M was raised from existing and new institutional shareholders with Allied Gold preserving its blue chip share register.

·; The primary purpose of the funding was to redevelop Gold Ridge mine in the Solomon Islands and fund the oxide plant expansion on Simberi Island in PNG.

·; On 23 December 2009, Allied Gold announced legal action against the original EPCM contractors who constructed the Simberi Gold processing plant.

 

Cash and debt

 

·; During the December quarter, gold sales increased by 16% to 17,971oz which were sold at an average price of A$953/oz (US$866/oz).

·; A total of 10,754 oz were delivered into the hedge book during the quarter.

 

Gold hedging

 

·; In accordance with an original project financing undertaken in 2007, Allied Gold was required by its lenders to enter into a hedging program.

·; Subsequently in March 2009, Allied Gold repaid the entire project financing facility 21 months ahead of schedule and the residual hedge book is listed below.

 

 

Year Ending

30 June

FIXED

US$700

OZ

FY 2010

17,358

FY 2011

20,154

TOTAL

37,512

 

 

SUBSEQUENT EVENTS

 

In January 2010, Allied Gold Limited commenced compulsory acquisition procedures to acquire the 3.029% of the ordinary shares of Australian Solomons Gold Limited that were not acquired pursuant to Allied Gold Limited's takeover offer for Australian Solomons Gold Limited.

 

In addition, Australian Solomons Gold Limited successfully completed, in February 2010, the repurchase of all outstanding convertible securities issued by Australian Solomons Gold Limited at a cost of $254,208.

 

Other than the above matters, there has not arisen in the interval between the end of the financial period and the date of this report any item, transaction or event of a material and unusual nature likely, in the opinion of the Directors of the Company, to affect significantly the operations of the Company, the results of those operations or the state of affairs of the Company in future financial periods.

 

FUTURE DEVELOPMENTS, PROSPECTS AND BUSINESS STRATEGIES

 

In the March 2010 quarter, the company will accelerate the re-development of the Gold Ridge Project by the rescheduling and re-commencement of existing processing plant refurbishment works. The company will complete the process of formalisation and documentation of all existing government approvals.

 

A dedicated company team has been mandated to review all aspects of the existing feasibility study with a view to producing a technical and financial optimisation which will accelerate gold production ahead of the existing plant programme.

 

Solomon Island exploration focus will be expanded to include the 130 square kilometres of exploration tenure in the Solomon Islands through the acquisition of ASG. The company is committed to the reinterpretation of all geological data and the recommencement of drilling at Gold Ridge.

 

PNG exploration will continue to dedicate resources to Pigibo sulphide and look to recommence drilling activity on Tatau Island.

 

Allied Gold has begun the process assessing a migration of its London listing to the London Stock Exchange main board (LSE) from the current AIM market. Allied Gold will provide an update on this initiative during the March 2010 quarter.

 

Operationally, gold production remains on track to produce a minimum of 17,500oz for the March 2010 quarter, cognizant of the time lost due to the January landowner and cease work order stoppages, and a scheduled maintenance to the CIL processing tanks.

 

The March 2010 quarter will see the delivery of the PNG Sulphide pre-feasibility study and a significant resource upgrade. The company is fully funded to deliver its objective of producing 200,000oz annual production by March quarter 2011.

 

Allied Gold continues to monitor the extent of its hedge book position and since 31 December 2009 has undertaken contracts to reduce the net hedge book exposure by a further 10,000 ounces. Allied Gold will continue to accelerate the depletion of the hedge book position via a combination of pre-delivering production into the hedge book, as well as acquiring gold to deliver into existing contracts.

 

OTHER INFORMATION

 

The registered office and principal place of business is Unit B9, 431 Roberts Road, Subiaco WA 6008.

 

AUDITORS' INDEPENDENCE DECLARATION

 

The auditors' independence declaration under section 307C of the Corporations Act 2001 is set out on page 26 for the half-year ended 31 December 2009 and forms part of the Directors' Report.

 

Signed in accordance with a resolution of the Directors.

 

Mark Caruso

Executive Chairman

 

Dated at Perth this 15th day of February 2010.

 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE HALF-YEAR ENDED 31 DECEMBER, 2009

 

 

 

 

Note

Half-year

31 December, 2009

Half-year

31 December,

2008

Revenue

33,141,171

32,724,924

Cost of sales

(38,150,819)

(28,344,901)

Gross profit / (loss)

(5,009,648)

4,380,023

Unrealised losses on derivatives

(812,476)

(3,540,748)

Corporate expenses

(8,002,387)

(5,411,172)

Share based remuneration

(6,819,755)

(4,130,120)

Impairment of available for sale assets

-

(1,158,206)

Foreign exchange gain / (loss)

(112,698)

46,778

Financial income

180,483

48,175

Financial costs

(1,839,198)

(1,266,344)

Loss from continuing operations

(22,415,679)

(11,031,614)

Income tax benefit / (expense)

-

-

Loss for the half-year

(22,415,679)

(11,031,614)

 

Other comprehensive income / (loss)

Changes in the fair value of available for sale financial assets

250,914

(24,768)

Changes in the fair value of cash flow hedges - gross

4,917,149

14,230,406

Transfers to income statement from cash flow hedging reserve - gross

(5,774,881)

(1,412,879)

Exchange differences on translation of foreign operations

1,141,391

(463,502)

Deferred hedging loss

-

(570,530)

Other comprehensive income / (loss) for the half-year

534,573

11,758,727

 

Total comprehensive income / (loss) for the half-year

(21,881,106)

727,113

Loss for the half-year is attributable to:

Owners of Allied Gold Limited

(22,402,708)

(11,031,614)

Non-controlling interest

(12,971)

-

(22,415,679)

(11,031,614)

Total comprehensive income / ( loss) for the half-year is attributable to:

Owners of Allied Gold Limited

(21,829,665)

727,113

Non-controlling interest

(51,441)

-

(21,881,106)

727,113

Loss per share for loss attributable to the ordinary equity holders of Allied Gold Limited

Basic earnings per share (cents)

Diluted earnings per share (cents)

 

 

 

 

 

 

(4.24)

(4.24)

 

 

(2.74)

(2.74)

 

The accompanying notes are an integral part of these interim consolidated financial statements.

 

 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER, 2009

 

 

 

 

Note

 

31 December 2009

 

30 June

2009

CURRENT ASSETS

Cash and cash equivalents

157,241,528

20,529,979

Trade and other receivables

1,714,620

800,494

Inventories

11,342,679

14,269,497

Derivative financial instruments

814,922

2,025,000

Other assets

779,193

246,792

Total Current Assets

171,892,942

37,871,762

NON-CURRENT ASSETS

Derivative financial instruments

-

686,759

Available for sale financial assets

599,888

348,974

Property, plant and equipment

7

152,474,075

145,861,709

Exploration and evaluation expenditure

8

59,914,705

11,115,743

Total Non-Current Assets

212,988,668

158,013,185

Total Assets

384,881,610

195,884,947

CURRENT LIABILITIES

Trade and other payables

19,322,670

20,683,026

Borrowings

9

3,500,278

2,094,483

Derivative financial instruments

15,720,395

10,197,958

Provisions

10

868,260

491,709

Total Current Liabilities

39,411,603

33,467,176

NON CURRENT LIABILITIES

Derivative financial instruments

-

5,748,977

Borrowings

9

4,503,354

3,845,885

Provisions

10

7,776,299

2,782,426

Total Non-Current Liabilities

12,279,653

12,377,288

Total Liabilities

51,691,256

45,844,464

NET ASSETS

333,190,354

150,040,483

EQUITY

Issued capital

11

369,910,902

173,098,363

Reserves

8,526,171

1,199,540

Accumulated losses

(46,673,099)

(24,257,420)

Total equity attributable to the owners of Allied Gold Limited

331,763,974

150,040,483

Non-controlling interest

1,426,380

-

TOTAL EQUITY

333,190,354

150,040,483

 

 

The accompanying notes are an integral part of these interim consolidated financial statements.

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE HALF-YEAR ENDED 31 DECEMBER, 2009

 

Issued Capital

Accumulated Losses

Share-based payments reserve

Foreign exchange translation reserve

Available for sale investments revaluation reserve

Cash Flow Hedging Reserve

Total

$

$

$

$

$

$

$

At 1 July 2009

173,098,363

(24,257,420)

9,776,417

(644,628)

136,389

(8,068,638)

150,040,483

 

Total comprehensive income for the period

Net loss for the period

-

(22,415,679)

-

-

-

-

(22,415,679)

Changes in the fair value of available for sale financial assets

-

-

-

-

250,914

-

250,914

Changes in the fair value of cash flow hedges - gross

-

-

-

-

-

4,917,149

4,917,149

Transfers to net profit - gross

-

-

-

-

-

(5,774,881)

(5,774,881)

Exchange differences on translation of foreign operations

-

-

-

1,141,391

-

-

1,141,391

-

(22,415,679)

-

1,141,391

250,914

(857,732)

(21,881,106)

 

Transactions with equity holders in their capacity as equity holders

Ordinary shares issued

205,906,932

-

-

-

-

-

205,906,932

Costs of equity raising

(9,251,893)

-

-

-

-

-

(9,251,893)

Share based payments

-

-

6,792,058

-

-

-

6,792,058

Conversion of options

157,500

-

-

-

-

-

157,500

196,812,539

-

6,792,058

-

-

-

203,604,597

At 31 December 2009

369,910,902

(46,673,099)

16,568,475

496,763

387,303

(8,926,370)

331,763,974

 

The accompanying notes are an integral part of these interim consolidated financial statements.

 

 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE HALF-YEAR ENDED 31 DECEMBER, 2009

 

Issued Capital

Accumulated Losses

Share-based payments reserve

Foreign exchange translation reserve

Available for sale investments revaluation reserve

Cash Flow Hedging Reserve

Total

$

$

$

$

$

$

$

At 1 July 2008

133,686,704

(16,030,754)

5,502,877

(392,076)

6,546

(22,073,514)

100,699,783

 

Total comprehensive income for the period

Profit / (loss) for the period

-

(11,031,614)

-

-

-

-

(11,031,614)

Changes in the fair value of available for sale financial assets

-

-

-

-

(24,768)

-

(24,768)

Changes in the fair value of cash flow hedges - gross

-

-

-

-

-

14,230,406

14,230,406

Transfers to net profit - gross

-

-

-

-

-

(1,412,879)

(1,412,879)

Exchange differences on translation of foreign operations

-

-

-

(463,502)

-

-

(463,502)

Deferred hedging loss

-

-

-

-

-

(570,530)

(570,530)

-

(11,031,614)

(463,502)

(24,768)

12,246,997

727,113

Transactions with equity holders in their capacity as equity holders

Cost of equity raising

(621,010)

-

-

-

-

-

(621,010)

Share-based payments

-

-

4,273,540

-

-

-

4,273,540

Ordinary shares issued

10,536,451

-

-

-

-

-

10,536,451

9,915,441

-

4,273,640

-

-

-

14,188,981

At 31 December 2008

143,602,145

(27,062,368)

9,776,417

(855,578)

(18,222)

(9,826,517)

115,615,877

 

 

The accompanying notes are an integral part of these interim consolidated financial statements.

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE HALF-YEAR ENDED 31 DECEMBER, 2009

 

 

 

 

Half-year

31 December 2009

Half-year

31 December

2008

CASH FLOWS FROM OPERATING ACTIVITIES

Receipts from customers

33,166,504

33,012,629

Payments to suppliers & employees

(42,260,483)

(21,958,773)

Proceeds from settlement of derivatives

-

5,144,710

Interest received

178,099

48,175

Interest paid

(17,351)

(388,731)

Net cash (used in) / from operating activities

(8,933,231)

15,858,010

CASH FLOWS FROM INVESTING ACTIVITIES

Purchase of equity investments

-

(241,200)

Purchase of plant & equipment

(7,201,607)

(9,857,413)

Development expenditure

(2,014,792)

(3,012,739)

Exploration and evaluation expenditure

(950,364)

(708,957)

Cash acquired on acquisition of controlled entity

3,573,927

-

Net cash used in investing activities

(6,592,836)

(13,820,309)

CASH FLOWS FROM FINANCING ACTIVTIES

Proceeds from equity placements

159,545,451

10,806,452

Costs of issuing securities

(9,251,893)

(239,633)

Finance lease payments

(2,534,784)

(1,080,703)

Proceeds from borrowings

3,332,823

2,900,000

Repayments of borrowings

-

(12,859,098)

Net cash from / (used in ) financing activities

151,091,597

(472,982)

Net increase in cash held

135,565,530

1,564,719

Cash at beginning of the half-year

20,529,979

154,180

Effects of exchange rate changes on the balance of cash and cash equivalents

1,146,019

7

Cash and cash equivalents at end of the half-year

157,241,528

1,718,906

 

 

The accompanying notes are an integral part of these interim consolidated financial statements.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL REPORT

 

1. Reporting entity

 

Allied Gold Limited ("the Company") is a company incorporated in Australia and limited by shares, which are publicly traded on the Australian Stock Exchange, the Toronto Stock Exchange and on AIM, a market operated by the London Stock Exchange plc. The interim consolidated financial report for the half-year ended 31 December, 2009 comprises the Company and its controlled entities (together referred to as "the Group").

 

The consolidated annual report of the Group as at and for the year ended 30 June, 2009 is available upon request from the Company's registered office at Unit B9, 431 Roberts Road, Subiaco WA 6008.

 

2. Statement of compliance

 

The interim consolidated financial report is a general-purpose financial report, which has been prepared in accordance with the requirements of the Corporations Act 2001 and AASB 134 Interim Financial Reporting. The interim consolidated financial report complies with Australian Accounting Standards, which include Australian equivalents to International Financial Reporting Standards ('AIFRS') as they pertain to interim financial reports. Compliance with AIFRS ensures that the financial report complies with the equivalent International Financial Reporting Standards.

 

The interim consolidated financial report does not include all of the information required for a full annual financial report and should be read in conjunction with the annual financial report of the Group as at and for the year ended 30 June 2009 and should be considered together with any public announcements made by the Company during the half-year ended 31 December, 2009 in accordance with the continuous disclosure requirements applicable in the jurisdictions in which the Company's shares are traded.

 

3. Significant accounting policies

 

The significant accounting policies applied by the Group in this interim consolidated financial report are the same as those applied by the Group in its consolidated financial report as at and for the year ended 30 June, 2009 with the exception of the changes in accounting policies noted below that arose as a consequence of the application of changes in AIFRS that were effective on or after 1 July 2009.

 

(a) Changes in Accounting Policies

 

Accounting for cash flow hedges

On 1 July 2009 AASB 2008-8 Amendment to IAS 39 Financial Instruments: Recognition and Measurement became effective and required the Group to amend its accounting for cash flow hedges to exclude time value from the one sided hedge risk when designating options as hedges. This has had the effect of requiring the time value component of the mark to market value of options forming part of a cash flow hedge to be recorded directly in the income statement.

 

Segment reporting

The Group has adopted AASB 8 Operating Segments from July 1, 2009. The new standard requires a management approach, under which segment information is presented on the same basis as that used for internal reporting purposes. This amendment impacts disclosures in the financial statements only.

 

Business combinations

AASB 3 Business Combinations (revised) which became effective for periods commencing on 1 July 2009 continues to apply the acquisition method to business combinations, but with some significant changes.

 

All payments to purchase a business are now recorded at fair value at the acquisition date. Non-controlling interests in the acquiree are now recognised either at fair value or at the non-controlling interest's proportionate share of the acquiree's net assets. This decision is made on an acquisition by acquisition basis. Under the previous policy, the non-controlling interest was always recognised at its share of the acquiree's net assets.

 

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL REPORT (continued)

 

3. Significant accounting policies (continued)

 

The revised AASB3 Business Combinations also requires acquisition costs incurred as part of a business combination to be expensed instead of being recognised as part of goodwill. If the Group recognises acquired deferred tax assets after the initial acquisition accounting there will no longer be any adjustment to goodwill.

 

The changes were implemented prospectively from 1 July 2009 and affected the accounting for the acquisition of Australian Solomons Gold Limited disclosed in note 5. During the half-year, acquisition costs of $1,717,915 were expensed by the Group and are included in "Corporate Expenses" in the Statement of Comprehensive Income. The Group has chosen to recognise the non-controlling interest at fair value of $1,477,821 for this acquisition. There were no previously acquired deferred tax assets recognised in the six months to 31 December 2009.

 

 4. Estimates

 

The preparation of the interim consolidated financial report in accordance with Australian Accounting Standards requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets, liabilities, income and expenses. These estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

 

In preparing this interim consolidated 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 annual financial report as at and for the year ended 30 June, 2009 with the exception that during the half-year the Company acquired a controlling interest in Australian Solomons Gold Limited ("ASG") and is required to make an assessment of the fair values of the acquired assets and liabilities of ASG as at the acquisition date. Further information in relation to that assessment is provided in note 5.

 

5. Business Combination

 

On 30 November 2009, Allied Gold Limited acquired a 96.9% ownership interest in ASG, the owner of the Gold Ridge gold project in the Solomon Islands. The acquisition was undertaken to diversify the Group's asset base and to increase its gold production capacity in the South Pacific region.

 

ASG contributed revenues of $nil and a net loss of $415,427 to the Group for the period from 1 December 2009 to 31 December 2009. Had the acquisition occurred on 1 July 2009, the effect would have been to increase revenues by $nil and increase the net loss by $1,406,287. The Group acquired net cash of $3,573,926 on the acquisition of ASG.

 

The consideration paid by Allied Gold Limited was 0.85 Allied Gold Limited ordinary shares for each ASG ordinary share. As at 31 December 2009, Allied Gold Limited had issued 106,920,459 shares of Allied Gold Limited with a fair value of $46,361,481 to acquire a 96.9% ownership interest in ASG. The value of the Allied Gold Limitedshares issued as consideration for the purchase of shares in the controlled entity was determined using the market value of Allied Gold Limited shares at the time the shares were issued.

 

The Company acquired control of ASG in November 2009. At the time of preparing this interim consolidated financial report, the Company had not finalised its assessment of the fair values of the acquired assets and liabilities. The principal items for which the assessment of fair value is incomplete as at the date of this interim consolidated financial report are:

 

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL REPORT (continued)

 

5. Business Combination (continued)

 

 

·; Exploration and evaluation expenditure, including mining rights.

·; Property, plant and equipment.

·; Provision for environmental remediation.

·; Taxation assets and liabilities, including an assessment of the continued availability of unutilised tax losses.

 

As the determination of the fair value of net assets acquired is incomplete, no amounts have been recognised in the interim consolidated financial report for goodwill or discount on acquisition.

 

6. Segment reporting

 

Management has determined that the operating segments based on reports reviewed by the Executive Chairman and the Chief Financial Officer and the Board Of Directors that are used to monitor performance and make strategic decisions. The business is considered from both a geographic and functional perspective and has identified three reportable segments.

 

 

Papua New Guinea consists of mining and processing and mineral exploration activities undertaken at the Simberi project. Solomon Islands consists of mineral exploration activities only as the project is not currently in production. The performance of the two geographic sectors is monitored separately.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL REPORT (continued)

 

6. Segment reporting (continued)

 

2009

Papua New Guinea

Solomon Islands

Consolidated

Mining and Processing

Mineral Exploration

Total

Mineral Exploration

Mining and Processing

Mineral Exploration

Total

$

$

$

$

$

$

$

Revenue

Sales to external customers

33,141,171

-

33,141,171

-

33,141,171

-

33,141,171

Result

Segment contribution

(5,009,648)

(2,014,792)

(7,024,440)

(1,364,790)

(5,009,648)

(3,379,582)

(8,389,230)

Carrying amount of assets

165,702,609

11,115,743

176,818,352

54,632,206

165,702,609

65,747,949

231,450,558

 

 

 

2008

Papua New Guinea

Solomon Islands

Consolidated

Mining and Processing

Mineral Exploration

Total

Mineral Exploration

Mining and Processing

Mineral Exploration

Total

$

$

$

$

$

$

$

Revenue

Sales to external customers

32,724,924

-

32,724,924

-

32,724,924

-

32,724,924

Result

Segment contribution

4,380,023

(3,721,696)

658,327

-

4,380,023

(3,721,696)

658,327

Carrying amount of assets

157,822,041

13,664,979

171,487,020

-

157,822,041

13,664,979

171,487,020

 NOTES TO THE INTERIM CONSOLIDATED FINANCIAL REPORT (continued)

 

6. Segment reporting (continued)

 

Management assesses the performance of the operating segments based on a measure of contribution. This measure excludes items such as the effects of equity settled share based payments, and unrealised gains / (losses) on financial instruments. Interest income and expenditure are not allocated to segments, nor are corporate expenses as these activities are centralised.

 

Half-year to 31 December

2009

2008

Segment contribution

(8,389,230)

658,327

Capitalised expenditure

3,379,583

3,721,696

Unrealised loss on derivatives

(812,477)

(3,540,748)

Corporate expenses

(8,002,387)

(5,411,172)

Share based remuneration

(6,819,755)

(4,130,120)

Impairment of available for sale assets

-

(1,158,206)

Foreign exchange gain / (loss)

(112,698)

46,778

Financial income

180,483

48,175

Financial costs

(1,839,198)

(1,266,344)

Loss from continuing operations

(22,415,679)

(11,031,614)

 

7. Property plant and equipment

 

Half-year to 31 December

2009

2008

Cost

Balance at 1 July

171,632,992

137,303,966

Acquired on acquisition of ASG

3,773,602

-

Additions

9,216,494

12,870,152

Balance at 31 December

184,623,088

150,174,118

Accumulated depreciation

Balance at 1 July

(25,771,283)

(7,269,432)

Depreciation

(6,377,730)

(1,863,641)

Balance at 31 December

(32,149,013)

(9,133,073)

Net book value

152,474,075

141,041,045

 

Included in property assets capitalised under finance leases of $3,560,403 (half-year ended 31 December, 2008: $5,711,434).

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL REPORT (continued)

 

8. Exploration and evaluation expenditure

 

Half-year to 31 December

2009

2008

Cost

Balance at 1 July

11,115,743

10,406,786

Acquired on acquisition of ASG

46,505,725

-

Additions

-

708,957

Effect of exchange rates

2,293,237

-

Balance at 31 December

59,914,705

11,115,743

 

9. Borrowings

 

The following table sets out the movements in borrowings during the half-year:

 

Half-year to 31 December

2009

2008

$

$

Balance at 1 July

5,940,368

11,301,041

 

New Issues

Finance lease liabilities (PGK and AUD)

3,332,823

5,671,404

Secured bank loan (USD)

-

-

Effects of foreign exchange

192,962

5,207,294

Unsecured loans

-

2,900,000

 

Repayments

Secured bank loan (USD)

-

(11,459,098)

Finance lease liabilities (PGK and AUD) - principal component of repayments

 

(1,462,521)

 

(301,868)

Unsecured loans (AUD)

-

(1,400,000)

 

Balance at 31 December

 

8,003,632

 

11,918,773

 

10. Provisions

 

Half-year

to 31 December

2009

2008

Current

Employee entitlements

868,260

365,819

Non Current

 

Employee entitlements

60,448

-

Rehabilitation and restoration

7,715,851

2,683,648

7,776,299

2,683,648

 

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL REPORT (continued)

 

10. Provisions (continued)

 

Movements in the provision for rehabilitation and restoration during the half-year are set out below:

 

Half-year

to 31 December

2009

2008

Cost

Balance at 1 July

2,782,426

2,584,870

Acquired on acquisition of ASG

4,679,737

-

Accrual of discount and effect of exchange rates

253,688

68,778

Balance at 31 December

7,715,851

2,653,648

 

11. Contributed equity

 

(a) Ordinary shares

 

2009

2008

2009

2008

Number of shares

Number of shares

$

$

Ordinary shares

1,036,712,735

410,994,276

369,910,902

143,602,565

Balance at 1 July

472,643,276

377,005,725

173,098,363

133,686,704

Shares issued through capital raising

456,699,000

33,988,551

159,387,951

10,536,451

Shares issued on the conversion of options

450,000

-

157,500

-

Shares issued to acquire controlled entity

106,920,459

-

46,518,981

-

379,162,795

144,223,155

Costs of capital raising

(9,251,893)

(621,010)

Balance at 31 December

1,036,712,735

410,994,276

369,910,902

143,602,145

 

Ordinary shares entitle the holder to one vote per share and to participate in dividends and proceeds on winding up of the company in proportion to the number of and amounts paid on the shares held.

 

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL REPORT (continued)

 

11. Contributed equity (continued)

 

(b) Options

 

The table below sets out the movements in options during the half-year:

 

Exercise Price

Maturity

Options outstanding at 1 July 2009

Options issued

Options expired or cancelled

Options exercised

Options outstanding at 31 December 2009

$0.50 options

31/10/2009

180,000

(180,000)

-

$0.45 options

31/12/2009

3,400,000

(3,400,000)

-

$0.80 options

31/12/2010

1,000,000

1,000,000

$1 options

31/12/2010

1,000,000

1,000,000

$1.25 options

31/12/2010

1,000,000

1,000,000

$1.50 options

31/12/2010

1,000,000

1,000,000

$2 options

31/12/2010

1,000,000

1,000,000

$0.35 options(i)

31/10/2011

36,325,000

(5,862,500)

(450,000)

30,012,500

$0.31 Options

31/12/2010

1,699,427

1,699,427

$0.35 Options(ii)

31/12/2011

-

1,500,000

1,500,000

$0.50 Options(iii)

31/12/2013

-

37,500,000

37,500,000

$0.50 options

31/12/2013

-

1,175,000

1,175,000

46,604,427

40,175,000

(9,442,500)

(450,000)

76,886,927

 

Notes:

(i) Of the 30,012,500 options expiring 31 October 2011, 9,375,000 vest upon the share price reaching $A0.70.

 

(ii) Of the 1,500,000 options expiring 31 December 2011, 500,000 vest upon the share price reaching $A0.70.

 

(iii) Of the 37,500,000 options expiring 31 December 2013, 15,000,000 vest on 7 December 2010; 15,000,000 vest upon the share price reaching $A0.70 and 7,500,000 vest upon Allied Gold producing 100,000 ounces of gold in the period 1 October 2009 to 31 December 2010.

 

Each option is convertible into one ordinary share in the company when exercised. Options do not participate in dividends and do not give holders voting rights.

 

12. Share based payments

 

In 2006, the group established a share option program that entitles key management personnel and senior employees to purchase shares in the entity. The terms and conditions of the share option programme are disclosed in the consolidated financial report as at and for the year ended June 30, 2009. The Group uses the binomial option pricing methodology.

 

The terms and conditions of the grants made during the six months ended 31 December 2009 are as follows:

 

 

 

 

 

 

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL REPORT (continued)

 

12. Share based payments (continued)

 

Non Executive Director options issued 11 November 2009

 

No vesting conditions

Vesting condition1

Fair value at grant date

$0.187

$0.187

Exercise price

$0.35

$0.35

Grant date

11/11/2009

11/11/2009

Expiry date

31/12/2011

31/12/2011

Share price at grant date

$0.425

$0.425

Expected price volatility of shares

65%

65%

Expected dividend yield

0%

0%

Risk free interest rate

4.83%

4.83%

Probability discount applied in relation to vesting conditions

0%

40%

Number of options

1,000,000

500,000

 

1Options may not vest until the ordinary share price of the Company's shares is greater than $0.70 for five consecutive days after the date of grant.

 

Executive Director options issued 11 November 2009

 

Tranche A options1

Tranche B optionsg2

Tranche C options3

Fair value at grant date

$0.166

$0.215

$0.167

Exercise price

$0.50

$0.50

$0.50

Grant date

11/11/2009

11/11/2009

11/11/2009

Expiry date

31/12/2013

31/12/20134

31/12/2013

Share price at grant date

$0.425

$0.425

$0.425

Expected price volatility of shares

65%

65%

65%

Expected dividend yield

0%

0%

0%

Risk free interest rate

4.97%

5.25%

4.97%

Probability discount applied in relation to vesting conditions

 

0%

 

0%4

 

40%

Number of options issued

15,000,000

15,000,000

7,500,000

 

1  Tranche A - vest on grant date.

 

2 Tranche B - vest upon the 100,000th ounce of gold production between 1 October 2009 and 31 December 2010

 

3 Tranche C - vest when the weighted average price of Allied shares is greater than 70 cents for five consecutive days.

 

4 In calculating the fair value of the Tranche options subject to gold production performance conditions, the term to expiry was reduced to 1/7/2012 from 31/12/2013 to more fully reflect the vesting condition.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL REPORT (continued)

 

12. Share based payments (continued)

 

Employee options issued 22 December 2009

 

No vesting conditions

Fair value at grant date

$0.166

Exercise price

$0.50

Grant date

22/12/2009

Expiry date

31/12/2013

Share price at grant date

$0.33

Expected price volatility of shares

65%

Expected dividend yield

0%

Risk free interest rate

4.97%

Probability discount applied in relation to vesting conditions

0%

Number of options

1,175,000

 

13. Related party transactions

 

Arrangements with related parties continue to be in place. With the exception of the items described below, the nature and terms of transactions with related parties are consistent with those described in the consolidated financial report for the year ended 30 June, 2009. The related party transactions for the half-year ended 31 December, 2009 are summarised as follows.

 

Mr. Mark Caruso is a director and shareholder of MineSite Construction Services Pty Ltd., which provides Allied Gold with various services, including secretarial services, the supply or procurement on behalf of Allied Gold of goods and services and the leasing of equipment. Amounts paid to MineSite Construction Services Pty Ltd. during the half-year ended 31 December, 2009 totalled $4,690,513.

 

14. Commitments and contingencies

 

In December 2009, a controlled entity of Allied Gold Limited commenced legal action against Intermet Engineers (Pty) Ltd ("Intermet") and a director of Intermet in respect of breaches of contract entered into between the controlled entity and Intermet whereby Intermet were contracted to design, procure and manage the construction of gold processing and related facilities for the Simberi Oxide Gold Project. Under the legal action, the controlled entity is claiming damages of not less than $12 million.

 

Interment have advised that they will defend the claim and have indicated that they will make a counter claim for an amount of $1.2 million for outstanding monies due from the controlled entity under the contract. This amount has been fully accrued as a liability by the controlled entity pending the outcome of the litigation.

 

15. Subsequent events

 

In January 2010, Allied Gold Limited commenced compulsory acquisition procedures to acquire the 3.029% of the ordinary shares of Australian Solomons Gold Limited that were not acquired pursuant to Allied Gold Limited's takeover offer for Australian Solomons Gold Limited. The acquisition of these shares will be satisfied through the issue of 0.85 Allied Gold Limited shares for each Australian Solomons Gold Limited share.

 

In addition, Australian Solomons Gold Limited successfully completed, in February 2010 the repurchase of all outstanding convertible securities issued by Australian Solomons Gold Limited at a cost of $254,208.

 

 DIRECTORS' DECLARATION

In the Directors' opinion:

1. The financial statements and notes set out on pages 8 to 22, are in accordance with the Corporations Act 2001, including:

 

(a) complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 and other mandatory professional reporting requirements; and

 

(b) giving a true and fair view of the consolidated entity's financial position as at 31 December 2009 and of its performance for the half-year ended on that date; 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.

 

 

This declaration is made in accordance with a resolution of the Directors.

 

___________________________

Mark V Caruso

Chairman

Brisbane

15th February 2010

 

A copy of the full report including the audit review statement can be viewed and downloaded on the Company's website in due course - www.alliedgold.com.au.

 

For further information, contact:

 

Allied Gold Limited

Mark Caruso

Executive Chairman

T:+61 8 93533638

 

Frank Terranova

Chief Financial Officer

T: +61 7 3252 5911

M: +61 448 187 557

E: [email protected]

 

Peter Torre

Company Secretary

T: +61 8 9287 4604

E: [email protected] 

 

Beaumont Cornish Limited

 

Roland Cornish

Beaumont Cornish Limited

T: +44 (0) 20 7628 3396

 

 

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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