Interim Results

Berkeley Resources Limited 13 March 2008 BERKELEY RESOURCES LIMITED ABN 40 052 468 569 FINANCIAL REPORT FOR THE HALF-YEAR ENDED 31 DECEMBER 2007 CORPORATE DIRECTORY Directors Share Registry Dr Robert Hawley - Chairman Australia Mr Matthew Syme - Managing Director Computershare Investor Services Pty Ltd Mr Scott Yelland - Chief Operating Officer Level 2 Dr James Ross 45 St Georges Terrace Senor Jose Ramon Esteruelas Perth WA 6000 Mr Sean James Telephone: +61 8 9323 2000 Facsimile: +61 8 9323 2033 Company Secretary Mr Clint McGhie United Kingdom Computershare Investor Services Plc Registered Office PO Box 82 Level 9, BGC Centre The Pavillions 28 The Esplanade Bridgwater Road Perth WA 6000 Bristol BS99 7NH Australia Telephone: +44 870 889 3105 Telephone: +61 8 9322 6322 Facsimile: +61 8 9322 6558 Stock Exchange Listings Australia Auditor Australian Securities Exchange Stantons International Home Branch - Perth 2 The Esplanade Website Perth WA 6000 www.berkeleyresources.com.au United Kingdom Email London Stock Exchange - AIM info@berkeleyresources.com.au 10 Paternoster Square London EC4M 7LS ASX Code BKY - Fully paid ordinary shares AIM TIDM BKY - Fully paid ordinary shares DIRECTORS' REPORT The Board of Directors of Berkeley Resources Limited present their report on the consolidated entity of Berkeley Resources Limited ('the Company' or 'Berkeley Resources') and the entities it controlled during the half-year ended 31 December 2007 ('Consolidated Entity'). DIRECTORS The names of the Directors of Berkeley Resources in office during the half-year and until the date of this report are: Dr Robert Hawley Mr Matthew Syme Mr Scott Yelland (appointed 1 February 2008) Dr James Ross Senor Jose Ramon Esteruelas Mr Sean James Unless otherwise disclosed, Directors were in office from the beginning of the half-year until the date of this report. REVIEW AND RESULTS OF OPERATIONS Operating Results Net operating loss after tax for the half-year ended 31 December 2007 was $5,377,393 (31 December 2006: $2,206,301). This result included the following significant items: O Exploration costs associated with the Company's Spanish uranium projects of $4,458,221; O A non-cash expense of $674,581 in relation to the issue of employee options (Refer Note 11). Review of Operations During the half year ended 31 December 2007 the Company continued its focus on developing its uranium exploration projects in Spain. Within the Salamanca I project, exploration activities were focused on a drilling program to allow the calculation of a revised resource at the Retortillo deposit and the testing of radiometric anomalies in areas previously undrilled within the license area. The program included diamond and reverse circulation ('RC') drilling. The Company had success in achieving both of these objectives with a new discovery of uranium mineralisation at Santidad, 2km northwest of the Company's main Retortillo deposit and an upgraded resource calculation released in November 2007. The resource at the main Retortillo deposit increased to 13 million lbs at 615ppm U3O8, whilst there was a maiden inferred resource of 2.9 million lb at 382ppm at the Santidad deposit. An airborne geophysical survey was completed over key target areas. Aretech Solutions completed a 5,924 line kilometre, low level, close-spaced airborne magnetic and radiometric survey. The survey covered Salamanca I, part of Salamanca II, and the Caceres VI and Toledo II areas. Interpreted results of the survey released in February 2008 confirmed the potential to add additional uranium resources in outcropping and covered areas, in proximity to the existing resource base. In particular, it significantly enlarged target areas associated with known uranium mineralisation at the Zona 7 deposit, and at the two previously mined areas, Mina Caridad and Mina Cristina. It has also identified covered extensions of favourable lithology along strike from the Retortillo and Santidad depositions. A vigorous new program of RC drilling is underway with the aim of assessing the highest priority targets over the next six months. The successful increase in the resource base at Salamanca I, along with the potential for additional resources, gave the Company impetus to commence a scoping study on the potential for mining at Salamanca I. AMC Consultants were engaged to prepare the study. The study was completed and the results were released in February 2008, confirming the potential economic viability of the project. The study was based on the projects previously announced JORC inferred and indicated resources of 16.9 million lb of U3O8. Outcomes of the study included potential production of approximately 12.1 million lb U3O8 over 10 years and average cash operating costs of US$25 per lb of U3O8. Initial capital costs were calculated at US$109 million for a plant rated to process 1.5 mtpa. The plant design included in these calculations were scaled to allow for potential future additional resources. The Company continues to examine new opportunities in mineral exploration in Spain and elsewhere. Corporate The following material corporate events occurred during or since the end of the half year ended 31 December 2007: • On 6 August 2007, the Company issued 2,970,000 Unlisted Options to employees in accordance with the Company's Employee Option Scheme. The options are exercisable for $1.86 each on or before 5 August 2011. Vesting conditions apply. • On 6 September 2007 the Company announced the new discovery of uranium mineralisation at Santidad, 2km northwest of the Company's main Retortillo deposit. • On 30 September 2007, 2,000,000 Unlisted Options were exercised which raised approximately $0.45 million. • On 19 November 2007, the Company advised the results of an upgraded resource calculation for the flagship Salamanca I project, including the Retortillo deposit and the new Santidad discovery. • In January 2008, Berkeley disposed of its holding in 1,300,000 shares in Atlas Iron Limited on market. The Company received net proceeds of $2,584,785 in consideration for these shares. • On 1 February 2008, Mr Scott Yelland, the Company's Chief Operating Officer, was appointed a Director of the Company. • On 5 February 2008, Berkeley presented the interpreted results of the aerial radiometric and magnetic survey flown over the Salamanca I project. • On 14 February 2008, the Company advised that a Scoping Study on mining at the Salamanca I project, prepared by AMC Consultants, confirmed the potential economic viability of the project. AUDITOR'S INDEPENDENCE DECLARATION Section 307C of the Corporations Act 2001 requires our auditors, Stantons International, to provide the Directors of Berkeley Resources Limited with an Independence Declaration in relation to the audit of the half-year financial report. This Independence Declaration is on page 16 and forms part of this Directors' Report. Signed in accordance with a resolution of Directors. MATTHEW SYME Managing Director Perth, 13 March 2008 DIRECTORS' DECLARATION In accordance with a resolution of the Directors of Berkeley Resources Limited, I state that: In the opinion of the Directors: (a) the financial statements and notes of the consolidated entity are in accordance with the Corporations Act 2001, including: (i) giving a true and fair view of the financial position as at 31 December 2007 and the performance for the half-year ended on that date of the consolidated entity; and (ii) complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001; and (b) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable. On behalf of the Board MATTHEW SYME Managing Director Perth, 13 March 2008 CONDENSED CONSOLIDATED INCOME STATEMENT FOR THE HALF YEAR ENDED 31 DECEMBER 2007 Half Year Ended 31 Half Year Ended December 31 December 2007 2006 $ $ Revenue from continuing operations 4 743,813 1,158,890 Administration costs (921,924) (1,026,817) Business development costs (119,005) (187,151) Exploration costs (4,458,221) (1,853,394) Share based payments expense (674,581) (447,750) Loss before income tax (5,429,918) (2,356,222) Income tax expense - - (5,429,918) (2,356,222) Loss for the half-year Loss attributable to minority interest (52,525) (149,921) Loss attributable to members of Berkeley Resources (5,377,393) (2,206,301) Limited Loss for the half-year (5,429,918) (2,356,222) Basic earnings per share (cents per share) (5.24) (2.9) Diluted earnings per share (cents per share) (5.24) (2.9) The above Consolidated Income Statement should be read in conjunction with the accompanying notes. CONDENSED CONSOLIDATED BALANCE SHEET AS AT 31 DECEMBER 2007 31 December 2007 30 June $ 2007 $ Note ASSETS Current Assets Cash and cash equivalents 20,964,253 25,535,846 Available for sale financial asset 3,120,000 - Other financial assets 100,721 - Trade and other receivables 840,587 327,538 Total Current Assets 25,025,561 25,863,384 Non-current Assets Exploration expenditure 4,181,867 4,135,220 Property, plant and equipment 470,763 232,184 Other financial assets 16,841 1,802,015 Total Non-current Assets 4,669,471 6,169,419 TOTAL ASSETS 29,695,032 32,032,803 LIABILITIES Current Liabilities Trade and other payables 1,272,602 642,182 Provisions 36,993 34,432 Total Current Liabilities 1,309,595 676,614 TOTAL LIABILITIES 1,309,595 676,614 NET ASSETS 28,385,437 31,356,189 EQUITY Issued capital 7 41,444,842 40,560,013 Reserves 8 6,203,867 4,604,619 Accumulated losses (19,263,272) (13,885,879) Parent Interest 28,385,437 31,278,753 Minority interest - 77,436 TOTAL EQUITY 28,385,437 31,356,189 The above Consolidated Balance Sheet should be read in conjunction with the accompanying notes. CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE HALF-YEAR ENDED 31 DECEMBER 2007 Attributable to equity holder of the parent Minority Total equity Issued Option Foreign Net Accumulated Total interest Capital Premium Currency Unrealised Losses Reserve Translation Gains Reserve Reserve $ $ $ $ $ $ $ $ As at 1 July 2006 14,258,232 2,170,538 - - (7,571,308) 8,857,462 321,421 9,178,883 Net loss for the period - - - - (2,206,301) (2,206,301) (149,921) (2,356,222) Issue of shares (net of 3,533,984 - - - - 3,533,984 - 3,533,984 expenses) Exchange differences arising on translation of foreign operations - - (8,411) - - (8,411) (8,180) (16,591) Net unrealised gain on held for sale financial assets - - - 13,000 - 13,000 - 13,000 Exercise of options (net of 1,045,207 (1,045,207) - - - - - - expenses) Cost of share based payments - 447,750 - - - 447,750 - 447,750 As at 31 December 2006 18,837,423 1,573,081 (8,411) 13,000 (9,777,609) 10,637,484 163,320 10,800,804 As at 1 July 2007 40,560,013 3,482,581 (21,962) 1,144,000 (13,885,879) 31,278,753 77,436 31,356,189 Net loss for the period - - - - (5,377,393) (5,377,393) (52,525) (5,429,918) Issue of shares (net of 447,044 - - - - 447,044 - 447,044 expenses) Exchange differences arising on translation of foreign operations - - 36,452 - - 36,452 (24,911) 11,541 Net unrealised gain on held for sale financial assets - - - 1,326,000 - 1,326,000 - 1,326,000 Exercise of options (net of 437,000 (437,000) - - - - - - expenses) Transfer from reserve 785 (785) - - - - - - Cost of share based payments - 674,581 - - - 674,581 - 674,581 As at 31 December 2007 41,444,842 3,719,377 14,490 2,470,000 (19,263,272) 28,385,437 - 28,385,437 The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes. CONDENSED CONSOLIDATED CASH FLOW STATEMENT FOR THE HALF-YEAR ENDED 31 DECEMBER 2007 Half Year Ended 31 Half Year Ended 31 December 2007 December 2006 $ $ Cash flows from operating activities Payments to suppliers and employees (5,477,387) (2,197,090) Interest received 743,813 158,890 Net cash outflows from operating activities (4,733,574) (2,038,200) Cash flows from investing activities Payments for capitalised exploration expenditure (31,871) (27,800) Proceeds from sale of exploration projects - 350,000 Payments for plant and equipment (230,164) (74,123) Security deposit (97,417) - Other financial assets (8,256) - Net cash (outflow)/inflow from investing activities (367,708) 248,077 Cash flows from financing activities Proceeds from issue of shares 450,000 3,542,275 Share issue expenses (2,956) (4,491) Net cash inflow from financing activities 447,044 3,537,784 Net increase in cash and cash equivalents (4,654,238) 1,747,661 Net foreign exchange differences 82,645 (12,359) Cash and cash equivalents at the beginning of the half year 25,535,846 6,295,162 Cash and cash equivalents at the end of the half year 20,964,253 8,030,464 The above Consolidated Cash Flow Statement should be read in conjunction with the accompanying notes. 1. REPORTING ENTITY Berkeley Resources Limited (the 'Company') is a company domiciled in Australia. The interim financial report of the Company is as at and for the six months ended 31 December 2007. The annual financial report of the Company as at and for the year ended 30 June 2007 is available upon request from the Company's registered office. 2. STATEMENT OF COMPLIANCE The interim financial report is a general purpose financial report which has been prepared in accordance with Accounting Standard AASB 134: Interim Financial Reporting and the Corporations Act 2001. Since 1 July 2007 the Group has adopted the following Standards and Interpretations mandatory for annual periods beginning on or after 1 January 2007. Adoption of these Standards and Interpretations did not have any effect on the financial performance or position of the Group. • AASB 7 Financial Instruments: Disclosures • AASB 2005-10 Amendments to Australian Accounting Standards (AASB 132, 101, 114,117,133,139, 1, 4, 1023 and 1038) • AASB 2007-04 Amendments to Australian Accounting Standards arising from ED 151 and other amendments • AASB 2007-7 Amendments to Australian Accounting Standards (AASB 1, 2, 4, 5, 107 and 108) This interim financial report does not include all the information of the type normally included in an annual financial report. Accordingly, this report is to be read in conjunction with the annual report of Berkeley Resources Limited for the year ended 30 June 2007 and any public announcements made by Berkeley Resources Limited during the interim reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001. The financial report has been prepared on a historical basis except for available for sale financial assets which are shown at fair value. For the purpose of preparing the half year financial report, the half year has been treated as a discreet reporting period. The interim financial report was approved by the Board of Directors on 11 March 2008. 3. SIGNIFICANT ACCOUNTING POLICIES The accounting policies applied by the Company in this interim financial report are the same as those applied by the Company in its financial report as at and for the year ended 30 June 2007. The adoption of amending standards mandatory for annual periods beginning on or after 1 January 2006 are either not applicable to the Consolidated Entity or have no material impact. NOTES TO THE FINANCIAL STATEMENTS FOR THE HALF YEAR ENDED 31 DECEMBER 2007 4. SEGMENT INFORMATION The Consolidated Entity operates in the mineral exploration industry in the following geographical segments: Geographical Segment Australia Spain Consolidated Entity Half year Half year Half year Half year Half year Half year ended ended ended ended ended ended 31 Dec 2007 31 Dec 2006 31 Dec 2007 31 Dec 2006 31 Dec 2007 31 Dec 2006 $ $ $ $ $ $ Revenue Other revenues 743,656 1,000,000 157 158,890 743,813 1,158,890 Unallocated revenue - - Total revenue 743,813 1,158,890 Results Segment result (1,462,919) 1,000,000 (3,847,544) (3,169,071) (5,310,463) (2,169,071) Unallocated expenses (119,455) (187,151) Loss from ordinary activities before income tax expense (5,429,918) (2,356,222) Income tax expense - - Loss attributable to outside equity interests 52,525 149,921 Net loss (5,377,393) (2,206,301) 5. REVENUE FROM CONTINUING OPERATIONS Consolidated Consolidated 31 December 31 December 2007 2006 $ $ Interest revenue 743,813 158,890 Gain on disposal of assets - 1,000,000 743,813 1,158,890 6. MINORITY INTEREST Consolidated Consolidated 31 December 30 June 2007 2007 $ $ Interest in: Capital 1,006,888 1,006,888 Reserves (43,855) (18,944) Accumulated Losses (963,033) (910,508) - 77,436 The minorities do not fund any exploration costs and their interests dilute as the funds advanced by Berkeley Resources Ltd are converted into shares. At 31 December 2007 the minorities share of losses exceed their share of issued capital and reserves. Minority losses in excess of their share of equity are allocated to Berkeley Resources Ltd. 7. CONTRIBUTED EQUITY Consolidated Consolidated 31 December 30 June 2007 2007 $ $ (a) Issued and paid up capital: 103,591,695 (30 June 2007: 101,591,695) fully paid ordinary shares 41,444,842 40,560,013 (b) Movements in ordinary share capital during the past six months were as follows:- Date Details Number of Shares Issue $ Price $ 1 Jul 07 Opening Balance 101,591,695 - 40,560,013 Exercise of Unlisted $0.20 Options 1,000,000 0.20 200,000 Transfer from option reserve - - 229,000 Exercise of Unlisted $0.25 Options 1,000,000 0.25 250,000 Transfer from option reserve - - 208,000 Transfer from option reserve - - 785 Share issue expenses - - (2,956) 31 Dec 07 Closing Balance 103,591,695 - 41,444,842 8. RESERVES (a) Consolidated Consolidated 31 December 30 June 2007 2007 $ $ Option reserve: Nil (30 June 2006: Nil) listed options - 785 Nil (30 June 2007: 1,000,000) $0.20 director incentive options - 229,000 Nil (30 June 2007: 1,000,000) $0.25 director incentive options - 208,000 10,600,000 (30 June 2007: 10,600,000) $0.70 unlisted options 687,546 687,546 2,250,000 (30 June 2007: 2,250,000) $1.00 incentive options 2,357,250 2,357,250 2,450,000 (30 June 2007: Nil) $1.86 employee incentive options 674,581 - 3,719,377 3,482,581 Foreign currency translation reserve 14,490 (21,962) Net unrealised gains reserve 2,470,000 1,144,000 6,203,867 4,604,619 (b) Movements in options during the past six months were as follows:- Date Details Number of Number of Number of Number of Number of Deemed $ Listed Director $0.70 $1.00 $1.86 Grant Incentive Unlisted Incentive Employee Value Options Options Options Options Incentive Options $ ($ various) 1 Jul 07 Opening Balance - 2,000,000 10,600,000 2,250,000 - - 3,482,581 Transfer to share capital - - - - - - (785) Exercise of Options - (2,000,000) - - - - (437,000) Grant to Employees 817,757 (i) - - - - 2,970,000 1.121 Ceasing to be (143,176) eligible employees - - - - (520,000) (1.121) 31 Dec 07 Closing Balance - - 10,600,000 2,250,000 2,250,000 - 3,719,377 (i) Incentive options granted to employees and consultants of the Company following shareholder approval in accordance with Employee Share Scheme. The fair value is recognised over the period during which the option holders become unconditionally entitled to the options (ie the date of vesting of the options), the latest date for which is 5 August 2010. (ii) The value of employee options recognised on grant is reversed where employees cease to be eligible employees of the Company prior to the option vesting date. (c) Foreign Currency Translation reserve:- Consolidated Consolidated 31 December 30 June 2007 2007 $ $ Balance at 1 July 2007 (21,962) - Translation of foreign operations 36,452 (21,962) Balance at 31 December 2007 14,490 (21,962) 8. RESERVES (CONTINUED) (d) Net Unrealised Gains reserve:- Consolidated Consolidated 31 December 30 June 2007 2007 $ $ Balance at 1 July 2007 1,144,000 - Unrealised gain on available for sale financial assets 1,326,000 1,144,000 Balance at 31 December 2007 2,470,000 1,144,000 9. Contingent Liabilities Since the last annual reporting date, there has been no material change in contingent liabilities. 10. Dividends Paid or Provided For No dividend has been paid or provided for during the half year. 11. SHARE BASED PAYMENTS On 6 August 2007, 2,970,000 employee options were granted to employees of the Company pursuant to the Employee Option Scheme which has received shareholder approval. The exercise price of the incentive options is $1.86 and, subject to vesting conditions, the options are exercisable on or before 5 August 2011. The incentive options have been independently valued using the Black-Scholes Option Valuation model, taking into account the terms and conditions upon which the incentive options were granted. The following table lists the inputs to the model used in determining the value: Share Price at Grant Date $1.75 Dividend yield - Volatility 85% Risk-free interest rate 6.16% Expected life of option 4 years The estimated fair value of each incentive option is $1.121. The value of employee options issued to employees who cease to be an eligible employee of the Company is reversed where the option has yet to vest. 520,000 employee options which were yet to vest were issued to employees who ceased to be eligible employees during the period. 12. Subsequent Events After Balance Date Other than the events below, there were no significant events occurring after balance date requiring disclosure: • In January 2008, Berkeley disposed of its holding in 1,300,000 shares in Atlas Iron Limited on market. The Company received net proceeds of $2,584,785 in consideration for these shares. These shares were valued at $650,000 on acquisition and at 31 December 2007 the recognised market value was $3,120,000. An actual gain on disposal of $1,934,785 will be included in profit and loss for the year ended 30 June 2008 and the Net Unrealised Gain Reserve will be adjusted to nil. • On 1 February 2008, Mr Scott Yelland, the Company's Chief Operating Officer, was appointed a Director of the Company. • On 5 February 2008, Berkeley presented the interpreted results of the aerial radiometric and magnetic survey flown over the Salamanca I project. • On 14 February 2008, the Company advised that a Scoping Study on mining at the Salamanca I project, prepared by AMC Consultants, confirmed the potential economic viability of the project. Please note the auditors' Independence Declaration and Independent Review Report can be viewed on the Company's website (www.berkeleyresources.com.au) This information is provided by RNS The company news service from the London Stock Exchange
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