Final Results

Rambler Metals & Mining PLC 30 October 2006 RAMBLER METALS AND MINING PLC CHAIRMAN'S STATEMENT FOR THE PERIOD 1 SEPTEMBER 2005 TO 31 JULY 2006 We are pleased to report on the eleven month period of activity for Rambler Metals and Mining PLC since it's listing on London's AIM market in the spring of 2005. In the 2006 fiscal period, which ended 31 July 2006, the Company completed its Stage 1 Drilling program on the Rambler copper and gold project in Newfoundland and Labrador and commenced what has proven to be a very successful Stage 2 follow up program which has produced the exciting, high grade drill results discussed below. Our Company was founded in 2004 when Altius Minerals Corporation ('Altius'), a Newfoundland and Labrador based resource company, contributed to the Company's asset base an option to acquire and develop the Rambler property. The Rambler property had been a former underground copper and gold producing property that ceased production when the deposit reached a then third party property boundary. This neighbouring property was subsequently consolidated before being brought into the Company. During this last fiscal period the Company has exercised its option to acquire the remaining Rambler property and now owns a 100% interest in the property. Based on the rapid exploration success achieved during the last eleven months and the desire to advance the Rambler project towards production, the Company is very pleased to have recently announced the appointment of Mr. George Ogilvie as its first VP and Chief Operating Officer. Mr. Ogilvie, a mining engineering graduate of Strathclyde University, has 17 years of experience in developing mining projects in South Africa and North America, most recently in Sudbury where he was Mine Manager for the McCreedy West Mine project. To support Mr Ogilvie and staff, an office for the Company has been opened in Baie Verte, Newfoundland and Labrador. Operational The principal operating activity for the Company last year was the Stage 1 surface drilling program completed in November 2005 and which then transitioned to the Stage 2 directional drilling program. Stage 1 of the program involved 16 widely spaced, deep diamond drill holes designed to trace the down-plunge continuations of the Ming Horizon and the Ming Footwall Zone (MFZ) beyond the former property boundary and to test for new deposits. This program consisting of 13,759 meters of drilling which successfully extended the plunge length of the MFZ an additional 1650 feet and set up the pilot holes from which the Stage 2 detailed directional drilling could be completed. The Stage 2 directional drill program is using the Devico drilling system to provide directional drilling of the copper-gold rich massive sulphide Ming Horizon and the copper-rich MFZ. Drill hole spacing in this stage is targeted for 165 feet (50 meter) centres and to date 16 branch holes have been drilled. Highlights from the Stage 2 drilling program include RM-06-04c and RM-06 04b both located close to exisiting underground mine infrastructure. The first hole returned 122 feet of 2.14% copper and an additional 64 feet of 2.66% copper while the latter intersected 49.2 feet of 2.53% copper and 44.3 feet of 2.49% copper. Later in the program branch hole RM-0604d returned 34.4 feet of 3.2% copper and RM-06-04e had two significant intersections- 24.6 feet of 4.17% copper plus 4.5 grams of gold and 57.1 feet of 3.18% copper. Finally, a new very high grade copper gold zone was discovered with RM-06-4f intersecting 19.7 feet of 14.4% copper and 1.8 grams of gold. Apart from the exploration program, preliminary steps required for a dewatering program were undertaken -including comprehensive water sampling, preliminary design for water treatment and volumetric calculations. This work has continued through this fiscal year as well and with the appointment of the new Chief Operating Officer will advance substantially. Financial The consolidated loss after taxation of the Company in respect of the eleven month period ended 31 July 2006 amounted to £72,946 (a loss per share of 0.2 p) versus a loss of £31,313 for the year earlier (a loss per share of 0.2p). The Company's only source of income during the period was bank deposit interest which amounted to £199,599. The net assets of the company amounted to £7,773,229 as at the period end which includes intangible assets amounting to £2,894,278. Intangible assets consist of accumulated deferred exploration expenditures in the Company's copper gold Rambler property. The Company's policy is to capitalise these costs pending determination of the feasibility of the project. In April 2005, in conjunction with the Company's quotation on the AIM market, the company completed a private placement of shares with institutional investors to raise £8 million before expenses. The Company did not complete any financings during the period ended 31 July 2006. The increases seen over the last year in precious metals and base metals prices is unprecedented and has led to great demand for people and equipment in the exploration and mining industry. I am therefore most pleased that, as I mention above, we have been able to attract Mr. George Ogilvie to his important role, and I would like to thank the Altius exploration team for its hard work. My thanks also to the officers and directors of the Company for its progress in the period. I am optimistic that the 2007 fiscal year will see further encouraging developments. D H W Dobson Chairman Date: 27 October 2006 PRELIMINARY STATEMENT This preliminary statement was approved by the Board of Directors on 30 October 2006 and has been agreed by the auditors. It does not constitute statutory accounts within the meaning of section 240 of the Companies Act 1985. The statutory accounts will be sent to shareholders shortly and will be filed following the Company's Annual General Meeting. The Auditors have reported on these accounts; their report is unqualified and does not contain statements under section 237(2) or (3) of the Companies Act 1985. RAMBLER METALS AND MINING PLC CONSOLIDATED PROFIT AND LOSS ACCOUNT FOR THE PERIOD 1 SEPTEMBER 2005 TO 31 JULY 2006 Period Period 1.9.05 to 31.7.06 14.4.04 to 31.8.05 TURNOVER £ £ Administrative expenses 272,545 135,056 OPERATING LOSS (272,545) (135,056) Interest receivable and similar income 199,599 103,743 LOSS ON ORDINARY ACTIVITIES (72,946) (31,313) BEFORE TAXATION Tax on loss on ordinary activities - - LOSS FOR THE FINANCIAL PERIOD (72,946) (31,313) AFTER TAXATION EARNINGS PER SHARE Basic and diluted earnings per share (0.2p) (0.2p) CONTINUING OPERATIONS All amounts relate to continuing activities GROUP STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES Period Period 1.9.05 to 31.7.06 14.4.04 to 31.8.05 £ £ Loss for the financial period (72,946) (31,313) Foreign exchange gains 22,537 170,026 TOTAL RECOGNISED GAINS AND LOSSES FOR THE FINANCIAL PERIOD (50,409) 138,713 CONSOLIDATED BALANCE SHEET 31 JULY 2006 31.7.06 31.8.05 FIXED ASSETS £ £ £ £ Intangible assets 2,894,278 1,096,817 Tangible assets 2,884 - Investments - - 2,897,162 1,096,817 CURRENT ASSETS Debtors 113,490 152,251 Investments 5,442,060 6,865,272 Cash at bank and in hand 56,948 40,648 5,612,498 7,058,171 CREDITORS Amounts falling due within one year 736,431 331,350 NET CURRENT ASSETS 4,876,067 6,726,821 TOTAL ASSETS LESS CURRENT 7,773,229 7,823,638 LIABILITIES CAPITAL AND RESERVES Called up share capital 400,300 400,300 Share premium 7,164,625 7,164,625 Other reserves 120,000 120,000 Profit and loss account 88,304 138,713 SHAREHOLDERS' FUNDS 7,773,229 7,823,638 CASH FLOW STATEMENT FOR THE PERIOD 1 SEPTEMBER 2005 TO 31 JULY 2006 Period Period 1.9.05 to 31.7.06 14.4.04 to 31.8.05 £ £ £ £ Net cash outflow from operating activities (279,862) (159,302) Returns on investments and 207,875 73,094 servicing of finance Capital expenditure (1,297,915) (557,758) Acquisitions and disposals - (65,065) (1,369,902) (709,031 Management of liquid resources 1,403,362 (6,865,272) Financing - 7,444,925 Increase/(decrease) in cash in the period 33,460 (129,378) Reconciliation of net cash flowto movement in net funds Increase/(decrease) in cash in the period 33,460 (129,378) Cash (inflow)/outflow from (decrease)/increase in liquid resources (1,403,362) 6,865,272 Change in net funds resulting from cash flows (1,369,902) 6,735,894 Movement in net funds in the period (1,369,902) 6,735,894 Effect of foreign exchange differences (37,010) 170,026 Net funds at 1 September 6,905,920 - Net funds at 31 July 5,499,008 6,905,920 Reconciliation of operating loss to net cash outflow from operating activities Operating loss (272,545) (135,056) Depreciation charges 361 - Decrease/(increase) in debtors 30,485 (121,602) (Decrease)/increase in creditors (38,163) 97,356 Net cash outflow from operating activities (279,862 (159,302) RAMBLER METALS AND MINING PLC NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD 1 SEPTEMBER 2005 TO 31 JULY 2006 1. NATURE OF OPERATIONS AND GOING CONCERN The Company is in an early stage of development, and while it currently has significant cash resources, it does not generate any significant revenues and its success will depend largely upon the outcome of its exploration and evaluation programmes. In common with many exploration companies, the Company raises finance for its exploration and appraisal activities in discrete tranches. Further funding is raised as and when required. When any of the Group's projects move to the development stage, specific financing will be required. The Group's cash resources are expected to be sufficient to fund the Group's planned exploration and development activities to the end of 2007. 2. ACCOUNTING POLICIES Accounting convention The financial statements have been prepared under the historical cost convention and are in accordance with applicable accounting standards. Basis of consolidation and accounting for goodwill The Group accounts consolidate the accounts of Rambler Metals and Mining PLC and all its subsidiary undertakings. The acquisition method of accounting is adopted where relevant conditions are fulfilled. The purchase consideration is allocated to the assets and liabilities on the basis of fair value at the date of acquisition. Goodwill arising on consolidation is capitalised and shown within fixed assets. Amortisation of goodwill arising from acquisitions is deferred until production occurs, when it will be charged over the expected production period of the project. Where a project is abandoned or is determined to not be economically viable, the goodwill is written off. The acquisition by the Company of Rambler Mines Limited in February 2005 was accounted for in accordance with the principles of merger accounting set out in FRS 6 on 'Acquisitions and Mergers'. Accordingly, the consolidated financial statements include the results of the Company since incorporation on 14 April 2004 and are presented as if Rambler Mines Limited had been controlled by the company throughout the period from its incorporation. Deferred exploration and evaluation costs These comprise costs directly incurred in exploration and evaluation as well as the cost of mineral licences. They are capitalised as intangible assets pending determination of the feasibility of the project. When the existence of economically recoverable reserves is established the related intangible assets are transferred to tangible fixed assets and the exploration and evaluation costs are amortised on a depletion percentage basis. Where a project is abandoned or is determined not to be economically viable, the related costs are written off. The recoverability of deferred exploration and evaluation costs is dependent upon a number of factors common to the natural resource sector. These include the extent to which the Company can establish economically recoverable reserves on its properties, the ability of the Company to obtain necessary financing to complete the development of such reserves and future profitable production or proceeds from the disposition thereof. Tangible fixed assets Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life. Computer equipment - straight line over 3 years Deferred tax Deferred taxation is provided on material timing differences between the incidence of income and expenditure for taxation and accounting purposes on a full provision basis in accordance with the provisions set out in FRS 19 'Deferred Tax'. Deferred tax balances are not discounted. Deferred tax assets are only recognised when they arise from timing differences where their recoverability in the short term is regarded as being probable. Foreign currencies Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. On consolidation, the assets and liabilities of the group's overseas operations are translated at exchange rates prevailing on the balance sheet date. Income and expense items are translated at the average exchange rates for the period unless exchange rates fluctuate significantly. Differences arising from re-translation of the opening net assets of foreign subsidiaries and any related loans are taken directly to reserves and all other exchange differences are taken to the Profit and Loss Account. Investments In the Company's Balance Sheet, the investment in Rambler Mines Limited includes the nominal value of the shares issued as consideration for the acquisition of that company. As permitted by sections 131 and 133 of the Companies Act 1985, no premium was recorded on the issue of each shares. On consolidation, the difference between the nominal value of the shares issued and received was debited directly to the merger reserve. Liquid resources In accordance with FRS 1 (revised 1996) on 'Cash Flow Statements', for cash flow purposes, cash includes net cash in hand and bank deposits payable on demand within one working day and liquid resources include all of the Group's other bank deposits. Capital instruments Shares are included in shareholders' funds. Other instruments are classified as liabilities if they contain an obligation to transfer economic benefits and if not they are included in shareholders' funds. The finance cost recognised in the profit and loss account in respect of capital instruments other than equity shares is allocated to periods over the term of the instrument at a constant rate on the carrying amount. 3. EARNINGS PER SHARE Period Period 14.4.06 1.9.05 to 31.7.06 to 31/8/05 pence pence Earnings per ordinary share (0.2) (0.2) Earnings per share have been calculated on the net basis of the loss on ordinary activities after taxation of £72,946 (2005: £31,313) on 40,030,000 (2005: 13,579,000) shares being the weighted average of shares in issue. There were no dilutive potential ordinary shares outstanding at the end of the period. 4. RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS Group 31/7/06 31/8/05 £ £ Loss for the financial period (72,946) (31,313) Foreign exchange gains 22,537 170,026 New equity share capital subscribed - 400,300 Premium on new share capital subscribed - 7,164,625 Premium arising on acquisition of 51190 Newfoundland & Labrador Inc - 120,000 Net (decrease in)/increase in shareholders' funds (50,409) 7,823,638 Opening shareholders' funds 7,823,638 - Closing shareholders' funds 7,773,229 7,823,638 5. ANALYSIS OF CASH FLOWS FOR HEADINGS NETTED IN THE CASH FLOW STATEMENT Period 1.9.05 to 31.7.06 Period 14.4.04 to 31.8.05 £ £ Returns on investments and servicing of finance Interest received 207,875 73,094 Net cash inflow for returns on investments and 207,875 73,094 servicing of finance Capital expenditure Purchase of intangible fixed assets (1,294,670) (557,758) Purchase of tangible fixed assets (3,245) Net cash outflow for capital expenditure (1,297,915) (557,758) Acquisitions and disposals Purchase of 51190 Newfoundland & Labrador Inc - (65,065) Net cash outflow for acquisitions and disposals - (65,065) Management of liquid resources Cash withdrawn from/(placed in) other liquid 1,403,362 (6,865,272) investments Net cash inflow/(outflow) from management of 1,403,362 (6,865,272) liquid resources Financing Share issue - 7,444,925 Net cash inflow from financing - 7,444,925 6. ANALYSIS OF CHANGES IN NET FUNDS At 1.9.05 Cash flow Exchange At translation 31.7.06 £ £ £ £ Net cash Cash at bank and in hand 40,648 33,460 (17,160) 56,948 40,648 33,460 (17,160) 56,948 Liquid resources: Current asset investments 6,865,272 (1,403,362) (19,850) 5,442,060 6,865,272 (1,403,362) (19,850) 5,442,060 Total 6,905,920 (1,369,902) (37,010) 5,499,008 7. The Accounting reference date for the Group is 31 July. This information is provided by RNS The company news service from the London Stock Exchange
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