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INTERIM FINANCIAL STATEMENTS

30th Aug 2011 10:30

RNS Number : 2110N
CIC Mining Resources Ltd
30 August 2011
 



FOR IMMEDIATE RELEASE: 30 August 2011

CIC Mining Resources Ltd

("CIC Mining Resources", the "Company", or "CICR")

 

 

INTERIM FINANCIAL STATEMENTS

for the three months ended April 30, 2011

(Expressed in Canadian dollars, unless otherwise stated)

 

 

Management's responsibility for financial reporting

The accompanying interim financial statements of The Company were prepared by management in accordance with International Financial Reporting Standards ("IFRS"). Management acknowledges responsibility for the preparation and presentation of the interim financial statements, including responsibility for significant accounting judgments and estimates and the choice of accounting principles and methods that are appropriate to the Company's circumstances. The significant accounting policies of the Company are summarized in Note 2 to the interim financial statements.

Management has established systems of internal control over the financial reporting process, which are designed to provide reasonable assurance that relevant and reliable financial information is produced.

The Board of Directors is responsible for reviewing and approving the consolidated financial statements and for ensuring that management fulfills its financial reporting responsibilities. An Audit Committee assists the Board of Directors in fulfilling this responsibility. The majority members of the Audit Committee are not officers of the Company. The Audit Committee meets with management as well as with the independent auditors to review the internal controls over the financial reporting process, the consolidated financial statements and the auditors' report. The Audit Committee also reviews the Annual Report to ensure that the financial information reported therein is consistent with the information presented in the financial statements. The Audit Committee reports its findings to the Board of Directors for its consideration in approving the consolidated financial statements for issuance to the shareholders.

Management recognizes its responsibility for conducting the Company's affairs in compliance with established financial standards, and applicable laws and regulations, and for maintaining proper standards of conduct for its activities.

 

Stuart J. Bromley

Chairman

Hu Ye

Chief Financial Officer

August 29, 2011

 

CIC Mining Resources Ltd

The Company is a consulting and advisory company, operating primarily in the mining and energy infrastructure sectors. The Company seeks to provide consulting and advisory services to entities operating at various stages of resource development, and the exclusive right to control the public listing process of any client company if the client company is an unlisted company.

 

Mining and energy infrastructure companies or projects will include those involved in the exploration for, and extraction of, base metals, precious metals, bulk commodities, thermal and metallurgical coals, industrial metals, hydrocarbons, renewables and new technologies, including single-asset as well as diversified natural resources companies.

 

The core services provided by CIC Mining Resources are: the Advisory Service which provides a range of technical, project management, strategic and commercial services; the Strategic Investment Service which helps companies source investment from industry partners for which the Company will typically receive an equity interest; and Advice on Listings where the Company helps the client realize value by listing on a Stock Exchange. www.cicresources.com

 

Forward-Looking Statements

This news release includes certain forward-looking statements that are based upon current expectations, which involve risks and uncertainties associated with the Company's business and the environment in which the business operates. Any statements contained herein that are not statements of historical facts may be deemed to be forward-looking, including those identified by the expressions "anticipate", "believe", "plan", "estimate", "expect", "intend", and similar expressions to the extent they relate to the Company or its management. The forward-looking statements are not historical facts, but reflect management's current expectations regarding future results or events. These forward-looking statements are subject to a number of risks and uncertainties that could cause actual results or events to differ materially from current expectations, including the matters discussed under "Risk Factors" in the Company's Admission Document which can be found at the Company's profile on SEDAR www.sedar.com. The Company assumes no obligation to update the forward-looking statements, or to

Update the reasons why actual results could differ from those reflected in the forward-looking statements.

 

 

FOR FURTHER INFORMATION PLEASE CONTACT:

 

CIC Mining Resources Ltd

Stuart Bromley, CEO

+86 136 0113 1912

Northland Capital Partners Limited (Nominated Adviser)

Luke Cairns/Tim Metcalfe/Rod Venables

+44 (0) 20 7796 8800

GTH Communications (Public Relations)

Toby Hall/Christian Pickel

+44 (0) 20 3103 3903

 

 

Cautionary Statement

No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.

 

 

CIC MINING RESOURCES LTD.

INTERIM CONSOLIDATED BALANCE SHEETS

 (In Canadian Dollars)

(Unaudited - Prepared by Management)

 

April 30, 2011

(Unaudited)

January 31, 2011

(Audited)

ASSETS

Current Assets

Cash

$

1,538

$

4,851

Amounts receivable

37,032

31,722

Marketable securities

2,652

2,652

Prepaid expenses and deposits

91,795

56,652

133,017

95,877

Property and equipment

6,945

9,246

$

139,962

$

105,123

LIABILITIES AND SHAREHOLDERS' EQUITY

Current Liabilities

Accounts payable and accrued liabilities

$

1,901,482

$

2,077,707

Income taxes payable

98,440

98,440

Due to related parties

982,800

907,800

2,982,722

3,083,947

Shareholder's Equity (Note 7)

Share capital

24,592,434

24,592,434

Contributed surplus

4,646,153

4,646,153

29,238,587

29,238,587

Deficit

( 32,441,619)

(32,576,010)

Accumulated other comprehensive income

360,272

358,599

(32,081,347)

(32,217,411)

(2,842,760)

(2,978,824)

$

139,962

 $

105,123

Nature of Operations and Going Concern - Note 1

Commitments - Note 8

Contingencies - Note 9

APPROVED ON BEHALF OF THE BOARD:

"Hu Ye "

Director

"Stuart J. Bromley"

Director

See Accompanying Notes to the Interim Financial Statements

 

CIC MINING RESOURCES LTD.

 

INTERIM STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

 

(In Canadian Dollars)

(Unaudited - Prepared by Management)

 

 

Three months ended

April 30

 

2011

2010

 

Revenue

 

Consulting and advisory services

$

220,000

$

-

 

 

General and administrative costs

 

Amortization

2,305

2,283

 

Bank charges and interest on outstanding taxes

4,247

190

 

Consulting fees

(100,000)

 -

 

Filing fees and transfer agent

8,120

-

 

Director insurance

-

-

 

Management fees (Note 6)

75,000

75,000

 

Meals and entertainment

-

-

 

Office and administration

34,890

37,861

 

Professional fees

(76,005)

-

 

Rent

103,840

66,027

 

Salaries

31,190

58,711

 

Stock based compensation

-

-

 

Travel and promotion

2,022

2,605

 

Total general and administrative costs

85,609

242,677

 

 

Loss before other items

134,391

(242,677)

 

 

Other income (expense)

 

Gain (loss) on sale of marketable securities

 

Impairment of intangible assets

-

-

 

Impairment of resource properties

Interest Income

-

1

 

Loss before income taxes

134,391

(242,676)

 

Income tax

 

 

Net loss for the period

$

134,391

$

(242,676)

 

OCI-Foreign exchange

 

Other comprehensive income (loss)

$

(1,673)

$

179,445

 

 

Comprehensive loss

$

132,718

$

(63,231)

 

 

Basic and fully diluted loss per share

$

(0.00)

$

(0.00)

 

 

Weighted average number of shares outstanding

153,600,803

144,807,492

 

 

See Accompanying Notes to the Interim Financial Statements

 

 

 

 

 

CIC MINING RESOURCES LTD.

INTERIM STATEMENT OF CASH FLOWS

 (In Canadian Dollars)

(Unaudited - Prepared by Management)

 

Three months ended

April 30

2011

2010

Operating Activities

Net loss for the year

134,391

(242,676)

Items not affecting cash:

Amortization

2,305

-

Stock options issued to consultants

-

2,283

Stock based compensation

-

-

Write down of resource properties

-

-

136,696

(240,394)

Changes in non-cash working capital items:

Amounts receivable

(5,309)

-

Prepaid expenses

(35,143)

2,519

Accounts payable and accrued liabilities

(101,224)

252,291

Cash used in operating activities

(4,980)

14,416

Financing Activities

Sale of marketable securities

-

14,788

Increase (decrease) due to related parties

-

(14,464)

Short term loans payable

-

-

Cash provided by financing activities

-

-

Investing Activity

Resource property expenditures

-

-

Intangible assets

-

-

Cash provided by investing activities

-

-

 

Effects of exchange rate change in cash

 

1,667

 

-

 

Increase (decrease) in cash and cash

 equivalents during the period

(3,313)

14,740

Cash and cash equivalents, beginning of the period

4,851

45,280

Cash and cash equivalents (overdraft) at end of the period

1,538

60,020

Supplemental disclosure of cash flow information:

Cash paid for:

Interest

-

-

Income taxes

 

See Accompanying Notes to the re-enstated interim financial statements

-

-

CIC MINING RESOURCES LTD.

INTERIM CONSOLIDATED STATEMENTS OF SHAREHOLDERS EQUITY

(In Canadian Dollars)

(Unaudited - Prepared by Management)

 

 

 

 

 

Number of shares

Amount

Contributed Surplus

AccumulatedDeficit

 Accumulated Other Comprehensive Loss

Balance, January 31, 2010

144,807,492

$ 27,491,066

$ 1,457,391

$ (30,228,835)

$ 269,438

Balance, January 31, 2011

152,451,777

$ 24,592,434

$ 4,646,153

$ (32,576,010)

$ 358,599

Issued for cash

Pursuant of private placement

-

-

-

-

-

Share subscription receivable

-

-

-

-

-

Top up of January 31, 2010 private placement

-

-

-

-

-

Cancellation of shares in escrow

-

-

-

-

-

Stock based compensation

-

-

-

Net loss for the year

-

-

-

134,391

-

Foreign exchange translation

-

-

-

-

1,673

Reversal of unrealized gain on securities disposal

-

-

-

-

-

Unrealized gain on available for sale securities

-

-

-

-

-

Balance, April 30, 2011

152,451,777

$ 24,592,434

$ 4,646,153

$ (32,441,619)

$ 360,272

 

 

See Accompanying Notes to the interim financial statement

1. NATURE of operations AND GOING CONCERN

 

CIC Mining Resources Ltd. (the "Company") is a public company incorporated on June 20, 2003 under the Canada Business Corporations Act listed on the Canadian National Stock Exchange (CNSX) and is a consulting and advisory company, operating preliminary in the mining and energy infrastructure sectors. Its strategy is to assist in finding pre-IPO funding for its client companies and to assist them in identifying suitable potential investors and/or strategic partners for their projects. In November 2010, the Company's primary listing moved to the AIM market of the London Stock Exchange. The Company also trades on the Frankfurt Stock Exchange. The Company subsequently de-listed its shares from trading on the CNSX as of June 24, 2011.

 

These unaudited interim consolidated financial statements have been prepared in accordance with Canadian generally accepted accounting principles applicable to a going concern, which assumes that the Company will be able to meet its obligations and continue its operations for its next fiscal year. Realized values may be substantially different from carrying values shown and these financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern. These interim statements should be read together with the audited financial statements and the accompanying notes included in the Company's latest annual report. In the opinion of the Company, its unaudited interim consolidated financial statements contain all adjustments necessary in order to present a fair statement of the results of the interim presented.

 

At April 30, 2011, the Company has accumulated deficit of $32,441,619 since its inception, and working capital deficit excluding marketing securities of $2,849,705 and expects to incur further losses in the development of its business, all of which casts substantial doubt about the Company's ability to continue as a going concern. The Company's ability to continue as a going concern is dependent upon its ability to generate future profitable operations and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due.

 

2. Significant Accounting Policies

 

Presentation and Consolidation

 

These consolidated financial statements have been presented in Canadian dollars and include the accounts of the Company and its wholly-owned subsidiaries, China CIC Mining Resources Limited Beijing Representative Office ("CICMR"), and Top Ten Mining Investment Limited ("Top Ten"). Prior to the January 31, 2008 fiscal year, these two subsidiaries were considered inactive and all transactions related to the Company's PRC operations were recorded directly by CIC Mining Resources Ltd. in its own accounts. Effective February 1, 2008 the Company used these subsidiaries to conduct the majority of its operations in PRC and they became active. Accordingly, the assets, obligations and operations of these subsidiaries were consolidated with those of the Company from that date forward. All significant inter-company transactions and balances have been eliminated upon consolidation.

 

Use of Estimates

 

The preparation of financial statements in conformity with Canadian generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and could impact future results of operations and cash flows.

2. Significant Accounting Policies - (cont'd)

 

Marketable Securities

 

Marketable securities include shares of a public company received as part of service revenue. These shares have been categorized as available for sale financial instruments and as such are carried at fair value. Adjustments to fair value are recorded in other comprehensive income unless there is a loss in value that is other than temporary, in which case the adjustment to fair value is included in income and not reversed for future fair value changes.

 

Foreign Currency Translation

 

The Company's functional currency is the Canadian dollar. The functional currency of the Company's wholly-owned subsidiaries, CICMR and Top Ten is the PRC Renminbi ("RMB"). On February 1, 2008 the Company changed its foreign currency translation policy from the temporal to the current rate translation method because the primary business focus of the company had changed and there were significant changes to the facts and circumstances primarily affecting the Company's foreign exchange exposure. Prior to February 1, 2008 the Company considered itself to be an exploration stage resource company focused on acquiring and exploring mineral properties in PRC, and was considered to be dependent on financing from outside PRC to sustain its exploration activities.

 

Effective February 1, 2008, the Company changed its primary focus to being a consultant and facilitator for the negotiation, development, promotion and financing of PRC resource projects in exchange for fees. As a result, the majority of the Company's activities are not only carried out in PRC but it also receives consideration from its PRC clients in the form of cash, equity participation, royalty participation, or other rights, and it is no longer dependent on its Canadian operation for financial backing. In addition, the majority of the Company's costs of operations are primarily local PRC costs and the majority of its consulting services are performed in PRC. Accordingly, management considers these PRC operations to be self-sustaining foreign operations and accordingly, the financial statements of CICMR and Top Ten are translated into Canadian dollars using the current rate method, as follows:

 

i) Assets and liabilities, at the rate of exchange in effect as at the balance sheet date;

 

ii) Revenues and expenses items (including amortization), at the rate of exchange in effect on the dates on which such items are recognized in income during the period.

 

Exchange gains and losses arising from the translation of the financial statements are recognized in a separate component of other comprehensive income.

Revenue Recognition

 

The Company earns its revenue by using its expertise to perform consulting, advisory, and facilitation services to development and exploration stage resource companies and projects in PRC. Consideration received by the Company may include cash, shares, securities or options of other companies, royalty participation or other rights, or options to acquire properties, rights or projects.

 

Service revenue is generally recognized when persuasive evidence of an arrangement exists, the value is fixed or determinable, performance has occurred and there is reasonable assurance of collection.

 

 

2. Significant Accounting Policies - (cont'd)

 

Revenue Recognition - (cont'd)

 

The Company's policy for recognizing revenues is as follows:

 

i) Cash consideration is recognized once the service has been performed, the consideration has been earned, the cash has either been received or there is reasonable assurance of prompt collection, any obligation to return or refund the consideration has lapsed or been waived, and a formal arrangement between the parties exists.

 

ii) Shares or options received as consideration are recognized when the services have been performed or the agreed effort has been expended, pursuant to a contract or agreement, the securities have been received by the Company, and the value of the securities received is measurable with reasonable accuracy.

 

iii) Royalty participation or other rights are recognized only once it is established that a royalty has been received or a right has been realized, generally when the right is sold or otherwise liquidated, a contract or arrangement exists, and the consideration received is measurable.

 

iv) Options to acquire properties or projects received as consideration are recognized once the option is sold or once the option has been exercised and the resulting assets obtained are liquidated or otherwise disposed.

 

Stock-based Compensation

 

The Company has a stock option plan, which is described in Note 7. The Company recognizes stock-based compensation expense in accordance with CICA Handbook Section 3870, "Stock-Based Compensation and Other Stock-Based Payments". When stock or stock options are issued to employees, compensation expense is recognized based on the fair value of the stock or stock options issued on the date of grant, over the vesting period of the stock or stock options. Stock-based payments to non-employees are measured at the fair value of the consideration received, or the fair value of the equity instruments issued, or liabilities incurred, whichever is more reliably measurable. The fair value of stock-based payments to non-employees is periodically re-measured until counterparty performance is complete, and any change therein is recognized over the period and in the same manner as if the Company had paid cash instead of paying with or using equity instruments. The cost of stock-based payments to non-employees that are fully vested and non-forfeitable at the grant date is measured and recognized at that date. On the exercise of stock options, share capital is credited for consideration received and for fair value amounts previously credited to contributed surplus.

 

Property and Equipment

 

Property and equipment are recorded at cost. Amortization is provided using the straight-line method to write off the cost over the estimated useful lives of the assets as follows:

 

Office, furniture and computer equipment 5 Years

 

The Company reviews the carrying values of its property and equipment for impairment whenever events or changes in circumstances indicate their carrying values may exceed their estimated net recoverable amounts determined by reference to estimated future operating results and undiscounted net cash flows. An impairment loss is recognized when the carrying value of those assets exceeds their fair value.

 

2. Significant Accounting Policies - (cont'd)

 

Comprehensive Income

 

This standard requires the presentation of a statement of comprehensive income and its components. Comprehensive income includes both net earnings and other comprehensive income. Other comprehensive income includes holding gains and losses on available for sale investments, gains and losses on certain derivative financial instruments and foreign currency gains and losses relating to self-sustaining foreign operations.

 

Future Income Taxes

 

Future income taxes are recorded using the asset and liability method whereby future tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Future tax assets and liabilities are measured using the enacted or substantively enacted tax rates expected to apply when the asset is realized or the liability settled. The effect on future tax assets and liabilities of a change in tax rates is recognized in income in the period that substantive enactment or enactment occurs. To the extent that the Company does not consider it more likely than not that a future tax asset will be recovered, it provides a valuation allowance against the excess.

 

Basic and Diluted Loss Per Share

 

Basic loss per share is computed by dividing the loss for the year by the weighted average number of common shares outstanding during the year. Diluted loss per share reflects the potential dilution that could occur if potentially dilutive securities were exercised or converted to common shares. The dilutive effect of options and warrants and their equivalent is computed by application of the treasury stock method. Common equivalent shares consisting of shares issuable on the exercise of common share purchase options and warrants were not included in the computation of diluted loss per share because the effect was anti‑dilutive.

 

Recent Accounting Pronouncements

 

In October 2009, the Accounting Standards Board issued a third and final IFRS Omnibus Exposure Draft confirming that publicly accountable enterprises will be required to apply IFRS, in full and without modifications, for all financial periods beginning January 1, 2011. The Company's adoption of IFRS on February 1, 2011 requires the restatement, for comparative purposes, of amounts reported by the Company for the year ended January 31, 2011, including the opening balance sheet as at February 1, 2010.

 

3. CAPITAL MANAGEMENT

 

The Company's objectives for the management of capital are to safeguard the Company's ability to continue as a going concern including the preservation of capital and to achieve reasonable returns on invested cash after satisfying the objective of preserving capital.

 

The Company manages the capital structure and makes adjustments to it in light of changes in economic conditions and the risk characteristics of the underlying assets. The Company considers its cash to be its manageable capital. The Company's policy is to maintain sufficient cash to cover operating costs over a reasonable future period. There are no external restrictions on management of capital.

 

 

4. financial instruments and CREDIT RISK

 

Fair Value of Financial Instruments

 

The Company's financial instruments consist of cash, marketable securities, amounts receivable, accounts payable, and amounts due to related parties. The carrying value of these instruments approximates their fair values due to the relatively short periods of maturity of these instruments.

Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash and amounts receivable. To minimize its credit risk the Company deposits its cash in bank accounts with financial institutions. Transaction costs are expensed as incurred.

Financial assets past due

The Company reviews financial assets past due on an ongoing basis with the objective of identifying potential matters which could delay the collection of funds at an early stage. Once items are identified as being past due, contact is made with the respective company to determine the reason for the delay in payment and to establish an agreement to rectify the breach of contractual terms. At April 30, 2011, the Company had no provision for doubtful accounts.

Liquidity Risk

The Company does not have sufficient cash to meet its short-term general and administrative expenditures and its current liabilities. All of the Company's financial liabilities have contractual maturities of 30 days or are due on demand.

Market Risk

Market risk is the risk to the Company that the fair value or future cash flows of financial instruments will fluctuate due to changes in interest rates and foreign currency exchange rates. Market risk arises as a result of the Company generating revenues and incurring expenses in foreign currencies, holding cash and cash equivalents which earn interest, and having operations based in countries using currencies other than the Canadian dollar.

Interest Rate Risk

The Company does not currently have financial instruments that expose the Company to interest rate risk.

Foreign Exchange Risk

The Company's financial instruments are substantially all denominated in Chinese RMB and the Canadian dollar. Fluctuations in the exchange rates between the RMB and Canadian dollar could have a material effect on the Company's business and on the reported amounts of various financial instruments. The Company does not utilize any financial instruments or cash management policies to mitigate the risks arising from changes in foreign currency rates.

 

At April 30, 2011, approximately 64% of the Company's net liabilities are denominated in Chinese RMB and are exposed to foreign exchange risk.

 

 

5. PROPERTY AND EQUIPMENT

Office, Furniture & Equipment

2011

2010

 

 

Cost

Accumulated amortization

Net Book

Value

Net Book

Value

Office, furniture & equipment

$ 36,856

$ 29,911

$ 6,945

$ 18,973

 

 

6. Related Party Transactions

 

The Company incurred the following expenses with companies related by way of officers in common and with a company with whom a director is associated. These costs were measured at the amounts agreed upon by the parties.

 

Three months ended

April 30

2011

2010

Management fees

75,000

75,000

Professional fees - legal and interest

-

-

$ 75,000

$ 75,000

 

These amounts are included in Due to related parties.

 

 

These entities are owed by the Company as follows:

 

April 30, 2011

January 31, 2011

Due to related parties

982,800

907,800

$ 982,800

$ 907,800

 

These amounts are non-interest bearing, unsecured and have no fixed terms of repayment.

 

 

7. share capital

 

Authorized:

 

Unlimited common shares without par value.

 

Issued:

 

Number of shares

Amount

Balance, January 31, 2010

144,807,492

27,491,067

Balance, January 31, 2011

152,451,777

24,592,434

Issued for cash

Pursuant to private placement

-

-

Balance, April 30, 2010

 $ 152,451,777

$ 24,592,434

 

 

Escrow:

 

At April 30, 2011, no common shares were held in escrow (January 31, 2011: Nil).

 

 

Warrants:

 

 The following is the summary of the changes in the Company's outstanding warrants at April 30, 2011 and January 31, 2011:

 

April 30, 2011

January 31, 2011

 

Shares

Weighted Average Exercise Price

 

Shares

Weighted Average Exercise Price

Balance of warrants at beginning of period

50,382,170

$ 0.18

50,382,170

$ 0.18

Issued

 350,000

0.10

 350,000

0.10

Exercised

(2,000,000)

0.28

(2,000,000)

0.28

Expired

(13,620,000)

0.25

(13,620,000)

0.25

Balance of warrants at end of period

 35,112,170

$ 0.15

 35,112,170

$ 0.15

 

7. share capital - (cont'd)

At April 30, 2011, the Company had 35,112,170 (January 31, 2011 - 35,112,170) warrants outstanding. Each warrant entitles the holder thereof the right to purchase one common share for each warrant held as follows:

 

 

 

Expiry date

 

 

Exercise price

April 30, 2011

Number of Warrants

January 31, 2011

Number of Warrants

February 4, 2010

$0.28

-

-

February 4, 2010

$0.25

-

-

July 13, 2011

$0.15

34,762,170

34,762,170

July 14, 2012

 $0.10

350,000

350,000

35,112,170

35,112,170

 

Share Purchase Options

 

The Company has a stock option plan which authorizes the board of directors to grant incentive stock options to directors, officers and employees. The exercise price and vesting provisions of the options are determined by the board based on the market values of the shares using the closing price on the date prior to date of the grant. The continuity of options outstanding is as follows:

 

April 30, 2011

January 31, 2011

 

 

Stock

Options

Weighted Average Exercise Price

 

 

Stock Options

Weighted Average Exercise Price

Balance, beginning of year

5,175,000

$0.32

5,175,000

$0.32

Granted

10,600,000

0.05

10,600,000

0.05

Balance, end of year

15,775,000

$0.09

15,775,000

$0.09

Exercisable, end of year

15,775,000

15,775,000

 

On November 14, 2010, the Company changed the exercise price for 2,700,000 previously vested stock options. The exercise price for 1,000,000 stock options was changed to $0.05 from $0.75, 750,000 stock options was changed to $0.05 from $0.11, and 950,000 stock options was changed to $0.05 from $0.10.

 

On November 15, 2010, 9,900,000 stock options were granted to directors for their services to the Company and 700,000 stock options were granted to consultants for their legal and advisory services.

 

 All of these stock options vested immediately, expire on November 15, 2013, and have an exercise price of $0.05 per share.

As at April 30, 2011, there were 15,775,000 employee, director and consultant options outstanding. The weighted average remaining life for outstanding options is 1.43 years, and weighted average exercise price is $0.09.

 

 

Expiry date

Weighted average remaining life

 

Exercise price

Options Outstanding

Options Exercisable

August 9, 2011

0.27

$0.75

1,625,000

1,625,000

May 23, 2012

1.06

$0.68

100,000

100,000

October 17, 2012

1.54

$0.10

1,600,000

1,600,000

September 24, 2012

1.48

$0.10

150,000

150,000

February 7, 2013

1.77

$0.10

1,700,000

1,700,000

November 15, 2013

1.54

$0.05

10,600,000

10,600,000

1.43

$0.09

15,775,000

15,775,000

7. share capital - (cont'd)

 

As of December 31, 2011, the fair value of the options granted and the options repriced during the year was $285,130. The assumptions used in the Black-Scholes model and the resulting grant date fair value for the 10,600,000 options granted during the 2011 fiscal year are indicated below.

 

 

Risk-free interest rate

1.75%

Expected dividend yield

0%

Expected option life (years)

3.00

Expected stock price volatility

216%

Issue date fair value per option

$0.025

 

As of December 31, 2011, the assumptions usedin the Black-Scholes model and resulting grant date fair value for the 2,700,000 options repriced during the 2011 fiscal year are indicated below.

 

Risk-free interest rate

1.56%

Expected dividend yield

0%

Expected option life (years)

1.21

Expected stock price volatility

222%

Issue date fair value per option

$0.02

 

 

8. Commitments

 

The Company entered into operating leases expiring in February 2014 for office premises and equipment located in China. Minimum annual lease payments required are approximately as follows:

 

Year Ending January 31, 2012

$ 140,600

Year Ending January 31, 2013

140,600

Year Ending January 31, 2014

140,600

 

9. CONTINGENCIES

 

a) During the year ended January 31, 2007, the Company received invoices for additional drilling expenditures on the Golden Harvest property (formerly Tao Jin property) totalling $805,776 from CIC Resources Limited (Hong Kong), a private company controlled by a director of the Company. CIC Resources Limited (Hong Kong) had an agreement with Major Drilling China to carry out drilling on the Golden Harvest Property. A number of drilling problems were identified and CIC Resources Limited (Hong Kong) has accepted all liability for any monies owing to Major Drilling. The Company does not intend to pay CIC Resources Limited (Hong Kong) for any liabilities arising from any arbitration related to this dispute as CIC Resources Limited (Hong Kong) holds the contract with Major Drilling and the Company is of the opinion that it has no liability in this regard. Accordingly, no amounts have been accrued in relation to these matters and any amounts payable will be recognized if or when those amounts are quantifiable.

 

b) The Company and certain of its directors are defendants in an action in the Supreme Court of British Columbia commenced on June 26, 2005 whereby various parties have sought various damages from the Company and certain of its directors and a declaration that the Company has no interest in the properties known as the Golden Harvest property located in Li County, Long Nan District, Gansu Province, PRC, also known as the 25 Zone Lease and No. 5 Lease forming part of the Liba Project. The plaintiffs in this action also applied for leave to pursue a derivative action in the Supreme Court of British Columbia to cancel the 40,000,000 shares originally subject to the escrow agreement. The 40,000,000 escrow shares were cancelled before January 31, 2011.

 

The Company continues to incur costs to defend this action but is unable to predict its outcome.

 

All costs associated with defending this action are expensed as incurred and the Company has not recorded any accruals for damages after those direct costs incurred to date.

 

 

10. SUBSEQUENT EVENTS

 

On June 24, 2011, the Company de-listed from the Canadian National Stock Exchange (CNSX).

 

 

 

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