Half Yearly Report

RNS Number : 4709R
Galantas Gold Corporation
23 August 2010
 



 

GALANTAS GOLD CORPORATION

TSXV & AIM : Symbol GAL

 

GALANTAS REPORTS RESULTS FOR THE THREE AND SIX MONTHS ENDED  30 JUNE 2010

 

DATE: August 23, 2010

 

Galantas Gold Corporation (the Company) results for the Three and Six Months ended June 30th 2010 have just been published. 

 

The Net Income for the three months ended June 30, 2010 amounted to $ 71,968 compared to a Net Loss of $ 234,325 for the three months ended June 30, 2009. The Net Income for the six months ended June 30, 2010 amounted to $ 844,386 compared to a Net Loss of $ 524,388 for the three months ended June 30, 2009.   The main reason for the improved results in the first half of 2010 is the increased production levels achieved during the first quarter. Production levels in the second quarter of 2010 were below those of the first quarter.

 

Highlights of the 2010 second quarter's and first six months results, which are expressed in Canadian Dollars, are:

 


Second Quarter Ended June 30

 

      2010                    2009

 Six Months Ended June 30

 

      2010                     2009

Revenue

$ 1,503,296       $ 1,648,243

$ 3,484,111         $ 2,791,247

Cost of Sales

$952,944               $989,285

$ 2,007,167         $ 1,802,669

Amortization

$159,335               $325,561

$449,014                $ 629,439

Income (loss) before the undernoted

$391,017              $333,397

$ 1,027,930            $ 359,139

General administrative expenses 

$243,444              $330,344

$447,824                $622,249

Foreign exchange/(gain) loss

$  75,605              $ 237,378

$(264,280)              $261,228

Net Income (Loss) for the period

$  71,968             $(234,325)

$844,386             $ (524,338)




The detailed results and Management Discussion and Analysis (MD&A) are available on www.sedar.com and www.galantas.com and the highlights in this release should be read in conjunction with the detailed results and MD&A. The MD&A provides an analysis of comparisons with previous periods, trends affecting the business and risk factors.

This disclosure has been reviewed by Leo O' Shaughnessy (Chief Financial Officer), a qualified person under the meaning of N.I 43-101. The information is based upon local production and financial data prepared under his supervision.

 

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS: This press release contains forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995 and applicable Canadian securities laws, including revenues and cost estimates, for the Omagh Gold project. Forward-looking statements are based on estimates and assumptions made by Galantas in light of its experience and perception of historical trends, current conditions and expected future developments, as well as other factors that Galantas believes are appropriate in the circumstances. Many factors could cause Galantas' actual results,  the performance or achievements to differ materially from those expressed or implied by the forward looking statements or strategy, including: gold price volatility; discrepancies between actual and estimated production,  actual and estimated metallurgical recoveries; mining operational risk; regulatory restrictions, including environmental regulatory restrictions and liability; risks of sovereign involvement; speculative nature of gold exploration; dilution; competition; loss of key employees; additional funding requirements; planning and other permitting issues; and defective title to mineral claims or property. These factors and others that could affect Galantas's forward-looking statements are discussed in greater detail in the section entitled "Risk Factors" in Galantas' Management Discussion & Analysis of the financial statements of Galantas and elsewhere in documents filed from time to time with the Canadian provincial securities regulators and other regulatory authorities. These factors should be considered carefully, and persons reviewing this press release should not place undue reliance on forward-looking statements. Galantas has no intention and undertakes no obligation to update or revise any forward-looking statements in this press release, except as required by law.

Galantas Gold Corporation Issued and Outstanding Shares total 235,650,055.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Enquiries

Galantas Gold Corporation
Jack Gunter P.Eng - Chairman
Roland Phelps C.Eng - President & CEO

Email:
info@galantas.com
Website:
www.galantas.com
Telephone:  +44 (0) 2882 241100

Religare Capital Markets                         
Telephone:  +44 (0) 20 7444 0800  Nick Harriss/Ben Jeynes

Beaufort International Associates Ltd
Telephone: +44 (0) 20 7930 8222  Kealan Doyle/Nicholas Nicolaides

 

 

 

 

Interim Consolidated Financial Statements for the Three and Six Months Ended June 30, 2010

(Expressed in Canadian Dollars)

(Unaudited)

 

 

MANAGEMENT'S RESPONSIBILITY FOR FINANCIAL REPORTING

 

The accompanying unaudited interim consolidated financial statements of Galantas Gold Corporation were prepared by management in accordance with Canadian generally accepted accounting principles. The most significant of these accounting principles have been set out in the December 31, 2009 audited consolidated financial statements. Only changes in accounting policies have been disclosed in these unaudited interim consolidated financial statements. Management acknowledges responsibility for the preparation and presentation of the unaudited interim consolidated 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.

 

Management has established processes, which are in place to provide them sufficient knowledge to support management representations that they have exercised reasonable diligence that (i) the unaudited interim consolidated financial statements do not contain any untrue statement of material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it is made, as of the date of and for the periods presented by the unaudited interim consolidated financial statements and (ii) the unaudited interim consolidated financial statements fairly present in all material respects the financial condition, results of operations and cash flows of the Company, as of the date of and for the periods presented by the unaudited interim consolidated financial statements.

 

The Board of Directors is responsible for reviewing and approving the unaudited interim consolidated financial statements together with other financial information of the Company and for ensuring that management fulfills its financial reporting responsibilities. An Audit Committee assists the Board of Directors in fulfilling this responsibility. The Audit Committee meets with management to review the financial reporting process and the unaudited interim consolidated financial statements together with other financial information of the Company. The Audit Committee reports its findings to the Board of Directors for its consideration in approving the unaudited interim consolidated financial statements together with other financial information of the Company 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.

 

NOTICE TO READER

 

Under National Instrument 51‑102, Part 4, subsection 4.3(3)(a), if an auditor has not performed a review of the interim financial statements, they must be accompanied by a notice indicating that the financial statements have not been reviewed by an auditor.

 

The accompanying unaudited interim consolidated financial statements of the Company have been prepared by and are the responsibility of the Company's management.

 

The Company's independent auditor has not performed a review of these unaudited interim consolidated financial statements in accordance with standards established by the Canadian Institute of Chartered Accountants for a review of interim financial statements by an entity's auditor.

 

GALANTAS GOLD CORPORATION

INTERIM CONSOLIDATED BALANCE SHEETS

(Expressed in Canadian Dollars)

(Unaudited)

 


June 30,

December 31,


2010

2009




Assets



Current



Cash

$1,509,858

$485,997

Accounts receivable and advances

1,116,722

657,515

Inventory (Note 6)

425,615

445,666


3,052,195

1,589,178

Property, plant and equipment (Note 7)

3,570,217

3,691,172

Long‑term deposit

237,708

118,818

Deferred development and exploration costs (Note 8)

6,226,382

6,547,135


$13,086,502

$11,946,303

Liabilities



Current



Accounts payable and accrued liabilities

$1,591,223

$2,097,396

Current portion of financing facility (Note 9)

54,861

77,830

Due to related party (Note 11)

2,932,049

3,125,724


4,578,133

5,300,950




Asset retirement obligation

447,400

447,400

Long‑term portion of financing facility (Note 9)

14,219

34,102


5,039,752

5,782,452

Shareholders' Equity



Share capital (Note 10(a))

27,152,089

26,530,787

Warrants (Note 10(b))

411,764

47,010

Contributed surplus

4,015,288

3,962,831


31,579,141

30,540,628

Deficit

(23,532,391)

(24,376,777)


8,046,750

6,163,851


$13,086,502

$11,946,303

 

Going concern (Note 1)

Contingent liability (Note 14)

Subsequent event (Note 15)

 

GALANTAS GOLD CORPORATION

INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

(Expressed in Canadian Dollars)

(Unaudited)

 


Three Months Ended

Six Months Ended


June 30,

June 30,


2010

2009

2010

2009






Revenues





Gold sales

$1,503,296

$1,648,243

$3,484,111

$2,791,247

Cost and expenses of operations





Cost of sales

952,944

989,285

2,007,167

1,802,669

Amortization and depreciation

159,335

325,561

449,014

629,439


1,112,279

1,314,846

2,456,181

2,432,108

Income before the undernoted

391,017

333,397

1,027,930

359,139

General administrative expenses





Other operating expenses

98,638

160,641

220,280

315,442

Accounting and corporate

16,203

13,200

28,718

26,993

Legal and audit

31,553

24,196

52,098

38,589

Stock‑based compensation (Note 10(c))

2,500

35,505

5,447

73,234

Shareholder communication





and investor relations

38,576

40,581

53,361

69,922

Transfer agent

18,737

11,376

20,801

12,652

General office

10,609

12,139

19,904

21,075

Bank interest and fees

26,628

32,706

47,215

64,342

Subtotal

243,444

330,344

447,824

622,249






Foreign exchange loss (gain)

75,605

237,378

(264,280)

261,228


319,049

567,722

183,544

883,477






Net income (loss) and comprehensive income (loss) for the period

$71,968

$(234,325)

$844,386

$(524,338)






Basic and diluted income (loss) per share

$0.00

$(0.00)

$0.00

$(0.00)






Weighted average number of shares





outstanding ‑ basic

195,219,169

190,100,055

192,469,021

189,833,863

Dilutive effect of stock options and warrants

-

-

-

-






Weighted average number of shares





outstanding ‑ diluted

195,219,169

190,100,055

192,469,021

189,833,863

 

 

 

GALANTAS GOLD CORPORATION

INTERIM CONSOLIDATED STATEMENTS OF DEFICIT

(Expressed in Canadian Dollars)

(Unaudited)

 


Three Months Ended

June 30,

Six Months Ended

June 30,


2010

2009

2010

2009

Deficit, beginning of period

$(23,604,359)

$(16,211,050)

$(24,376,777)

$(15,921,037)

Net income (loss)  for the period

71,968

(234,325)

844,386

(524,338)






Deficit, end of period

$(23,532,391)

$(16,445,375)

$(23,532,391)

$(16,445,375)

 

 

GALANTAS GOLD CORPORATION

INTERIM CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

(Expressed in Canadian Dollars)

(Unaudited)

 








Share

Contributed





Capital

Warrants

Surplus

Deficit

Total







Balance, December 31, 2008

$26,435,998

$180,640

$3,648,288

$(15,921,037)

$14,343,889

Shares issued for debt

141,799

-

-

-

141,799

Warrants issued

(47,010)

47,010

-

-

-

Stock‑based compensation

-

-

73,234

-

73,234

Net loss

-

-

-

(524,338)

(524,338)







Balance, June 30, 2009

$26,530,787

$227,650

$3,721,522

$(16,445,375)

$14,034,584

























Balance, December 31, 2009

$26,530,787

$47,010

$3,962,831

$(24,376,777)

$6,163,851

Shares issued under






private placement (Note 10(a))

1,050,000

-

-

-

1,050,000

Warrants issued

(411,764)

411,764

-

-

-

Share issue costs

(16,934)

-

-

-

(16,934)

Stock‑based compensation (Note 10(c))

-

-

5,447

-

5,447

Warrants expired

-

(47,010)

47,010

-

-

Net income

-

-

-

844,386

844,386







Balance, June 30, 2010

$27,152,089

$411,764

$4,015,288

$(23,532,391)

$8,046,750







 

 

 

 

 

 

GALANTAS GOLD CORPORATION

INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS

(Expressed in Canadian Dollars)

(Unaudited)

 


Three Months Ended

June 30,

Six Months Ended

June 30,


2010

2009

2010

2009

CASH PROVIDED BY (USED IN)










OPERATING ACTIVITIES





Net income (loss) for the period

$71,968

$(234,325)

$844,386

$(524,338)

Adjustments for non‑cash items:





Amortization and depreciation

159,335

325,561

449,014

629,439

Stock‑based compensation (Note 10(c))

2,500

35,505

5,447

73,234

Foreign exchange

217,330

27,397

(118,824)

29,901

Net change in non‑cash





working capital (Note 12(a))

(241,343)

(150,530)

(945,330)

(439,824)


209,790

3,608

234,693

(231,588)

INVESTING ACTIVITIES





Purchase of property, plant and equipment

(790)

4,086

(2,286)

4,086

Deferred development and exploration costs

(753)

(18,082)

(5,020)

(19,971)

Long term deposits

(118,890)

-

(118,890)

-


(120,433)

(13,996)

(126,196)

(15,885)






FINANCING ACTIVITIES





Issue of common shares

1,033,067

-

1,033,067

-

Net repayments of financing facility

(15,700)

(57,518)

(42,852)

(155,257)

(Repayments) advances from related party

(96,235)

206,498

(36,239)

333,496


921,132

148,980

953,976

178,239






NET CHANGE IN CASH

1,010,489

138,592

1,062,473

(69,234)






Effect of exchange rate changes on





cash held in foreign currencies

(95,436)

(27,397)

(38,612)

(29,901)






CASH, BEGINNING OF PERIOD

594,805

377,159

485,997

587,489






CASH, END OF PERIOD

$1,509,858

$488,354

$1,509,858

$488,354






 

SUPPLEMENTAL CASH FLOW INFORMATION (Note 12(b))

 

 

NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in Canadian Dollars)

(Unaudited)

 

 

1.         GOING CONCERN

 

These unaudited interim consolidated financial statements have been prepared on a going concern basis which contemplates that Galantas Gold Corporation (the "Company") will be able to realize assets and discharge liabilities in the normal course of business. In assessing whether the going concern assumption is appropriate, management takes into account all available information about the future, which is at least, but is not limited to, twelve months from the end of the reporting period. Management is aware, in making its assessment, of material uncertainties related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. The Company's future viability depends on the consolidated results of the Company's wholly‑owned subsidiary Cavanacaw Corporation ("Cavanacaw"), the ability of the Company to obtain future financing and to recover its investment in Omagh Minerals Limited ("Omagh"). Cavanacaw has a 100% shareholding in Omagh which is engaged in the acquisition, exploration and development of gold properties, mainly in Omagh, Northern Ireland.

 

As at December 31, 2001, studies performed on Omagh's mineral property confirmed the existence of economically recoverable reserves. As at July 1, 2007, the mineral property was in the production stage and the directors believe that the capitalized development expenditures will be fully recovered by the future operation of the mine. The recoverability of Omagh's capitalized development costs is thus dependent on the ability to secure financing, future profitable production or proceeds from the disposition of the mineral property. While the Company is expending its best efforts in this regard, the outcome of these matters can not be predicted at this time.

 

As at June 30, 2010, the Company had a deficit of $23,532,391 (December 31, 2009 ‑ $24,376,777). Management is confident that it will be able to secure the required financing to enable the Company to continue as a going concern. However, this is subject to a number of factors including market conditions. These unaudited interim consolidated financial statements do not reflect adjustments to the carrying values of assets and liabilities, the reported expenses and balance sheet classifications used that would be necessary if the going concern assumption was not appropriate. Such adjustments could be material.

 

2.         INCORPORATION AND NATURE OF OPERATIONS

 

The Company was formed on September 20, 1996 under the name Montemor Resources Inc. on the amalgamation of 1169479 Ontario Inc. and Consolidated Deer Creek Resources Limited. The name was changed to European Gold Resources Inc. by articles of amendment dated July 25, 1997. On May 5, 2004, the Company changed its name from European Gold Resources Inc. to Galantas Gold Corporation. The Company was incorporated to explore for and develop mineral resource properties, principally in Europe. In 1997, it purchased all of the shares of Omagh which owns a mineral property in Northern Ireland, including a delineated gold deposit. Omagh obtained full planning and environmental consents necessary to bring its property into production.

 

The Company entered into an agreement on April 17, 2000, approved by shareholders on June 26, 2000, whereby Cavanacaw, a private Ontario corporation, acquired Omagh. Cavanacaw has established an open pit mine to extract the Company's gold deposit near Omagh. Cavanacaw also has developed a premium jewellery business founded on the gold produced under the name Galántas Irish Gold Limited ("Galántas").

 

As at July 1, 2007, the Company's Omagh mine began production.

 

The Company's operations include the consolidated results of Cavanacaw and its wholly‑owned subsidiaries Omagh and Galántas.

 

 

3.         BASIS OF PRESENTATION AND ACCOUNTING POLICIES

 

The unaudited interim consolidated financial statements have been prepared in accordance with Canadian generally accepted accounting principles ("Canadian GAAP") for interim financial information. Accordingly, they do not include all of the information and notes to the consolidated financial statements required by Canadian GAAP for annual consolidated financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included. Operating results for the three and six months ended June 30, 2010 may not necessarily be indicative of the results that may be expected for the year ending December 31, 2010.

 

The consolidated balance sheet at December 31, 2009 has been derived from the audited consolidated financial statements at that date but does not include all of the information and footnotes required by Canadian GAAP for annual consolidated financial statements. The unaudited interim consolidated financial statements have been prepared by management in accordance with the accounting policies described in the Company's annual audited consolidated financial statements for the year ended December 31, 2009. For further information, refer to the audited consolidated financial statements and notes thereto for the year ended December 31, 2009.

 

Future Accounting Pronouncements

 

International Financial Reporting Standards ("IFRS")

 

On January 2006, the CICA's Accounting Standards Board ("AcSB") formally adopted the strategy of replacing Canadian GAAP with IFRS for Canadian enterprises with public accountability. On February 13, 2008, the AcSB confirmed that the use of IFRS will be required in 2011 for publicly accountable profit oriented enterprises. For these entities, IFRS will be required for interim and annual financial statements relating to fiscal years beginning on or after January 1, 2011. The Company will be required to have prepared, in time for its first quarter of fiscal 2011 filing, comparative financial statements in accordance with IFRS for the three months ended March 31, 2010. The Company is currently in the process of evaluating the potential impact of IFRS to its financial statements. This will be an ongoing process as the International Accounting Standards Board and the AcSB issue new standards and recommendations. It is anticipated that the Company's financial results and financial position as disclosed in the Company's current Canadian GAAP financial statements will not be significantly different when presented in accordance with IFRS.

 

Business Combinations, Consolidated Financial Statements and Non‑Controlling Interests

 

The CICA issued three new accounting standards in January 2009: Section 1582, "Business Combinations", Section 1601, "Consolidated Financial Statements" and Section 1602, "Non‑ Controlling interests". These new standards will be effective for fiscal years beginning on or after January 1, 2011. Section 1582 replaces section 1581 and establishes standards for the accounting for a business combination. It provides the Canadian equivalent to IFRS 3 ‑ Business Combinations. Sections 1601 and 1602 together replace section 1600, "Consolidated Financial Statements". Section 1601 establishes standards for the preparation of consolidated financial statements. Section 1602 establishes standards for accounting for a non‑controlling interest in a subsidiary in consolidated financial statements subsequent to a business combination. It is equivalent to the corresponding provisions of IFRS lAS 27 ‑ Consolidated and Separate Financial Statements. The Company is in the process of evaluating the requirements of the new standards.

 

 

4.         CAPITAL MANAGEMENT

 

The Company defines capital that it manages as its shareholders equity. When managing capital, the Company's objective is to ensure the entity continues as a going concern as well as to achieve optimal returns to shareholders and benefits for other stakeholders. Management adjusts the capital structure as necessary in order to support the acquisition, exploration and development of mineral properties. The Board of Directors does not establish quantitative return on capital criteria for management, but rather relies on the expertise of the Company's management team to sustain the future development of the business. As at  June 30, 2010, total shareholders' equity (managed capital) was $8,046,750 (December 31, 2009 ‑ $6,163,851).

 

The properties in which the Company currently has an interest are in the exploration stage. As such the Company is dependent on external financing to fund its activities. In order to carry out the planned exploration and pay for administrative costs, the Company will spend its existing working capital and raise additional amounts as needed.

 

Management has chosen to mitigate the risk and uncertainty associated with raising additional capital within current economic conditions by:

 

i) minimizing discretionary disbursements;

ii) maintaining a liquidity cushion in order to address any potential disruptions or industry downturns; and

iii) focusing financing exploration expenditures on those properties considered to have the best potential.

 

In light of the above, the Company will continue to assess new properties and seek to acquire an interest in additional properties if it feels there is sufficient potential and if it has adequate financial resources to do so.

 

Management reviews its capital management approach on an ongoing basis and believes that this approach, given the relative size of the Company, is appropriate. There were no changes in the Company's approach to capital management during the six months ended June 30, 2010. Neither the Company nor its subsidiaries are subject to externally imposed capital requirements.

 

5.         FINANCIAL RISK FACTORS

 

(a) Property risk

 

The Company's significant project is the Omagh Mine. Unless the Company acquires or develops additional significant projects, the Company will be solely dependent upon the Omagh Mine. If no additional projects  are acquired by the Company, any adverse development affecting the Omagh Mine would have a material effect on the Company's financial condition and results of operations.

 

(b) Financial risk

 

The Company's activities expose it to a variety of financial risks: credit risk, liquidity risk, and market risk (including interest rate, foreign exchange rate and commodity price risk).

 

Risk management is carried out by the Company's management team with guidance from the Audit Committee under policies approved by the Board of Directors. The Board of Directors also provides regular guidance for overall risk management.

 

 

Credit risk

Credit risk is the risk of loss associated with a counterparty's inability to fulfill its payment obligations. The Company's credit risk is primarily attributable to cash, accounts receivable and long‑term deposit. Cash and long‑term deposit are held with reputable financial institutions and the United Kingdom Crown, respectively, from which management believes the risk of loss to be minimal. Accounts receivable consist mainly of a trade account receivable from one customer and Value Added Tax receivable. The Company is exposed to concentration of credit risk with one of its customers. Management believes that the credit risk is minimized due to the financial worthiness of this Company. Value Added Tax receivable is collectable from the Government of Northern Ireland. The Company does not have derivative financial instruments. No trade accounts receivable balances are past due or impaired.

 

Liquidity Risk

Liquidity risk is the risk that the Company will not have sufficient cash resources to meet its financial obligations as they come due. The Company's liquidity and operating results may be adversely affected if the Company's access to the capital market is hindered, whether as a result of a downturn in stock market conditions generally or related to matters specific to the Company. The Company manages liquidity risk by monitoring maturities of financial commitments and maintaining adequate cash reserves and available borrowing facilities to meet these commitments as they come due. As at June 30, 2010, the Company had negative working capital. All of the Company's financial liabilities have contractual maturities of less than 30 days other than the financing facility and certain related party loans. The Company is using operating cash flows to manage and is seeking additional capital to increase liquidity. See note 15.

 

Market Risk

 

Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market interest rates. The Company has minimal cash balances and significant interest‑bearing debt. The Company is exposed to interest rate risk on the term loan facility and certain related party loans which bear interest at variable rates.

 

Foreign currency risk

Certain of the Company's expenses and revenues are incurred and received in the currencies of Northern Ireland and the United Kingdom and are therefore subject to gains and losses due to fluctuations in these currencies against the Canadian dollar.

 

Price risk

The Company is exposed to price risk with respect to commodity prices. Commodity price risk is defined as the potential adverse impact on earnings and economic value due to commodity price movements and volatilities. The Company closely monitors commodity prices, as it relates to gold to determine the appropriate course of action to be taken by the Company.

 

 

Sensitivity Analysis

 

The Company designated, for accounting purposes, its cash as held‑for‑trading, which is measured at fair value. Accounts receivable and advances are classified for accounting purposes as loans and receivables, which are measured at amortized cost and is equal to fair value. Accounts payable and accrued liabilities, financing facility and due to related party are classified for accounting purposes as other financial liabilities, which are measured at amortized cost and is also equal to fair value.

 

Based on management's knowledge and experience of the financial markets, the Company believes the following movements are "reasonably possible" over a six month period:

 

(i) The term loan facility and certain related party loans are subject to interest rate risk. As at June 30, 2010, if interest rates had decreased/increased by 1% with all other variables held constant, the loss for the six months ended June 30, 2010 would have been approximately $13,400 lower/higher, as a result of lower/higher interest rates from the term loan facility and certain related party loans. Similarly, as at June 30, 2010, shareholders' equity would have been approximately $13,400 higher/lower as a result of a 1% decrease/increase in interest rates from the term loan facility and certain related party loans.

 

(ii) The Company is exposed to foreign currency risk on fluctuations related to cash, accounts receivable and advances, long‑term deposit, accounts payable and accrued liabilities, due to related party and financing facility that are denominated in British pounds. As at June 30, 2010, had the British pound weakened/strengthened by 5% against the Canadian dollar with all other variables held constant, the Company's loss for the six months ended June 30, 2010 would have been approximately $134,000 higher/lower as a result of foreign exchange losses/gains on translation of non‑Canadian dollar denominated financial instruments. Similarly, as at June 30, 2010, shareholders' equity would have been approximately $134,000 lower/higher had the British pound weakened/strengthened by 5% against the Canadian dollar as a result of foreign exchange losses/gains on translation of non‑Canadian dollar denominated financial instruments.

 

(iii) Commodity price risk could adversely affect the Company. In particular, the Company's future profitability and viability of development depends upon the world market price of gold. Gold prices have fluctuated widely in recent years. There is no assurance that, even as commercial quantities of gold may be produced in the future, a profitable market will exist for them. A decline in the market price of gold may also require the Company to reduce production of its mineral resources, which could have a material and adverse effect on the Company's value. Net loss would be impacted by changes in average realized gold prices. Sensitivity to a plus or a minus 10% change in average realized gold prices would affect net loss and shareholders' equity by approximately $157,000

 

Fair Value Hierarchy and Liquidity Risk Disclosure

 

The following table illustrates the classification of the Company's financial instruments within the fair value

hierarchy as at June 30, 2010:


Level One

Level Two

Level Three





Cash

-

1,509,858

-

Long term deposit

-

237,708

-





 

 

6.         INVENTORY

 


June 30,

December 31,


2010

2009




Concentrate inventory

$79,522

$33,990

Finished goods

346,093

411,676





$425,615

$445,666

 

 

7.         PROPERTY, PLANT AND EQUIPMENT

 


June 30, 2010



Accumulated




Cost

Amortization

Impairment

Net






Freehold land and buildings

$3,020,913

$458,060

$877,140

$1,685,713

Plant and machinery

5,602,773

2,766,621

978,876

1,857,276

Motor vehicles

65,724

50,451

4,112

11,161

Office equipment

81,715

60,100

5,548

16,067

Moulds

81,802

81,802

-

-







$8,852,927

$3,417,034

$1,865,676

$3,570,217

 

 


December 31, 2009



Accumulated




Cost

Amortization

Impairment

Net






Freehold land and buildings

$3,020,913

$447,704

$877,140

$1,696,069

Plant and machinery

5,600,487

2,656,568

978,876

1,965,043

Motor vehicles

65,724

49,681

4,112

11,931

Office equipment

81,715

58,038

5,548

18,129

Moulds

81,802

81,802

-

-







$8,850,641

$3,293,793

$1,865,676

$3,691,172






 

 

8.         DEFERRED DEVELOPMENT AND EXPLORATION COSTS

 






June 30, 2010



Accumulated



Cost

Amortization

Net





Deferred development and exploration costs

$11,900,490

$2,225,372

$9,675,118

Impairment

(3,448,736)

-

(3,448,736)






$8,451,754

$2,225,372

$6,226,382










December 31, 2009



Accumulated



Cost

Amortization

Net





Deferred development and exploration costs

$11,895,470

$1,899,599

$9,995,871

Impairment

(3,448,736)

-

(3,448,736)






$8,446,734

$1,899,599

$6,547,135

 

 

9.         FINANCING FACILITY

 

Amounts payable on the long term debt are as follows:

           



June 30,

December 31,


Interest

2010

2009





Financing facility (199,160 GBP)

4.03%

$69,080

$111,932







69,080

111,932

Less current portion


54,861

77,830







$14,219

$34,102

 

 

 

Principal repayments over the next two years are as follows:

 


2010

$54,861


2011

14,219



$69,080

 

 

10.        SHARE CAPITAL

 

(a)        Authorized and issued

 

Authorized

Unlimited number of common and preference shares issuable in Series

 

Issued common shares




Number of

Stated


Shares

Value




Balance, December 31, 2009

190,100,055

$26,530,787

Issued under private placement (i)

21,000,000

1,050,000

Warrants issued (i)

-

(411,764)

Share issue costs (i)

-

(16,934)




Balance, June 30, 2010

211,100,055

27,152,089

 

(i) On June 8, 2010, the Company closed the first tranche of a private placement for 21,000,000 units. The placing is part of a larger offering of up to 50,000,000 units ("Offering"). Each unit is priced at $0.05 and is comprised of one common share and one warrant. Each warrant entitles the holder to purchase one common share within 24 months from closing at a price of $0.10. A finders fee of 1% is payable to an independent agent.

 

The fair value of the 21,000,000 warrants was estimated using the Black‑Scholes option pricing model with the following assumptions: dividend yield ‑ 0%; volatility ‑ 174.36%; risk‑free interest rate ‑ 1.67% and an expected life of 2 years. The fair value attributed to the warrants was $411,764.

 

(b)        Warrants

 

The following table shows the continuity of warrants for the six months ended June 30, 2010:

 


Weighted



Average



Number of Warrants

Price




Balance, December 31, 2009

3,134,200

$0.09

Issued

21,000,000

0.10

Expired

(3,134,200)

(0.09)




Balance, June 30, 2010

21,000,000

$0.10

 

 

As at June 30, 2010, the following warrants were outstanding:





Number

Fair

Exercise

Expiry

of Warrants

Value ($)

Price ($)

Date





21,000,000

411,764

0.10

June 8, 2012

 

 

 

(c)         Stock options

 

The following table shows the continuity of options for the  six months ended June 30, 2010:

 


Weighted



Average



Number of Options

Price




Balance, December 31, 2009

8,650,000

$0.14

Expired

(200,000)

(0.10)

Cancelled

(1,150,000)

(0.20)




Balance,  June 30, 2010

7,300,000

$0.14

 

Stock‑based compensation expense includes $2,500 and $5,447 (three and six months ended June 30, 2009 ‑ $35,505 and $73,234) relating to stock options granted in previous years that vested during the three and six months ended June 30, 2010.

 

The following table reflects the Company's stock options outstanding and exercisable as at June 30, 2010:

 


Weighted



Weighted




Average



Average




Remaining



Remaining



Options

Contractual Life

Exercise

Options

Contractual Life

Exercise

Expiry

Outstanding

(years)

Price ($)

Exercisable

(years)

Price ($)

Date








500,000

1.96

0.23

500,000

1.96

0.23

June 15, 2012

5,300,000

2.49

0.14

5,300,000

2.49

0.14

December 24, 2012

1,500,000

3.26

0.10

1,000,000

3.26

0.10

October 2, 2013








7,300,000

2.61

0.14

6,800,000

2.56

0.14


 

 

11.        RELATED PARTY TRANSACTIONS

 

Transactions with related parties were in the normal course of operations and were measured at the exchange amounts.

 

The Company has the following transactions with related parties:

 

Director fees of $10,000 and $19,000 (three and six months ended June 30 2009 ‑ $9,000 and $18,000) were paid or accrued during the six months ended June 30, 2010.

 

 


June 30, 2010

December 31, 2009







GBP

CDN

$GBP

CDN$






G&F Phelps amalgamated loans, a Company controlled by a director of the Company, bearing interest at 2% above UK base rates, repayable on demand and secured by a mortgage debenture over all of the Company's assets.

1,686,480

2,673,408

1,661,552

2,811,014






Directors current account

109,277

173,226

109,277

184,873







1,795,757

2,846,634

1,770,829

2,995,887






Less: Current portion


(2,846,634)


(2,995,887)






Long‑term portion


-


-

 

 

During 2009, the Company signed an agreement for the rent of mining equipment with G&F Phelps Limited ("G&F Phelps"), a Company controlled by a director of the Company. During the three and six months ended June 30, 2010 the amount charged by G&F Phelps for the rental of the mining equipment totaled $42,641 and $85,282 respectively ($40,075 for the three and six months ended June 30, 2009). At June 30, 2010 the amount payable to G&F Phelps for the rent of the mining equipment which is currently due and is included with loans to related party on the balance sheet amounted to $85,415 (UK£53,883) (December 31, 2009 $ 129,827 UK£ 76,745).

 

During the fiscal 2009, G&F Phelps and the Company entered into the following agreement:

 

‑      G&F Phelps amalgamated it's UK loans to the Company and took over all loans from Welsh Gold plc and the President and Chief Executive Officer of the Company to Galantas. The amalgamated loans bear interest at 2% above UK base rate, are repayable on demand and are secured by a mortgage debenture over all the Company's assets;

‑      G&F Phelps extended this loan arrangement with the Company by repaying the balance of $140,012 (UK£ 82,126) on the Company's UK£ term loan facility;

‑      the Company have accrued a fee of $42,895 (UK£ 25,000) payable to G&F Phelps arising from the provision of limited support by them on certain financial obligations of the Company, and

‑      the Company to repay to G&F Phelps any costs incurred by G&F Phelps as a result of it entering into these agreements.

 

Interest accrued on related party loans is included under accounts payable and accrued liabilities. As at June 30, 2010 the amount of interest accrued is $236,377 (UK£ 149,115) (December 31, 2009 ‑ $213,713 (UK£ 126,323)).

 

12.        SUPPLEMENTAL CASH FLOW INFORMATION

 

            (a)        Net change in non‑cash working capital

 


Three Months Ended

June 30,

Six Months Ended

June 30,


2010

2009

2010

2009

Accounts receivable and advances

$(248,672)

$(191,586)

$(459,207)

$(363,879)

Inventory

(14,739)

37,710

20,051

(28,552)

Accounts payable and accrued liabilities

22,068

3,346

(506,174)

(47,393)







$(241,343)

$(150,530)

$(945,330)

$(439,824)






(b) Supplemental information










Interest paid

$18,904

$23,628

$35,995

$48,736

Shares issued for debt payment

$-

$-

$-

$141,799

 

 

13.        SEGMENT DISCLOSURE

 

The Company, after reviewing its reporting systems, has determined that it has one reportable segment.  The Company's operations are substantially all related to its investment in Cavanacaw and its subsidiaries, Omagh and Galántas. Substantially all of the Company's revenues, costs and assets of the business that support these operations are derived or located in Northern Ireland.

 

14.        CONTINGENT LIABILITY

 

During the six months ended June 30, 2010 the Company's subsidiary Omagh received a payment demand from Her Majesty's Revenue and Customs in the amount of $528,111 (UK£ 333,151) in connection with an aggregate levy arising from the removal of waste rock from the mine site during 2008 and early 2009. The Company believes this claim is without merit. A formal appeal has been lodged and the Company's subsidiary Omagh intends to vigorously defend itself against this claim. No provision has been made for the claim in the consolidated financial statements

 

15.        SUBSEQUENT EVENT

           

On July 22, 2010, the Company completed the second tranche of the private placement announced on June 3, 2010. The Company issued 24,550,000 units pursuant to the second tranche. The placing is the final part of a larger offering of 45,550,000 units announced on June 3, 2010 ("Offering"). Each unit is priced at $0.05 and is comprised of one common share and one warrant. Each warrant entitles the holder to purchase one common share within 24 months from closing at a price of $0.10. The gross amount raised by the second tranche of the placing is $1,227,500. A cash fee of 1% is payable to EF Malet de Carteret MCSI, an independent agent.


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