Unaudited Consolidated Financial Information Fo...
FOR: RAMBLER METALS & MINING PLC
AIM SYMBOL: RMM
TSX VENTURE SYMBOL: RAB
June 27, 2013
Unaudited Consolidated Financial Information For the Quarter Ended 30 April 2013
LONDON, ENGLAND and BAIE VERTE, NEWFOUNDLAND AND LABRADOR--(Marketwired - June 27, 2013) - Rambler Metals and Mining PLC
(TSX VENTURE:RAB)(AIM:RMM) ("Rambler" or the "Group") today is pleased to report its financial results and operational
highlights for the three months ended 30 April 2013.
The accompanying financial information for the quarter ended 30 April 2013 has not been reviewed or audited by the
Group's auditor and has an effective date of 27 June 2013.
Operational Achievements
/T/
-- Produced a total of 4,996 wmt (Q2'13 - 4,350 wmt) of copper concentrate
during the quarter for a total of 14,301 wmt for the fiscal year to date
and 16,796 wmt since the start of copper production in May 2012.
-- Significant milestone was reached during the quarter with the
breakthrough of the independent 1807 ramp system allowing access to the
high grade copper zone with larger 42 tonne haul trucks. Additional
drill sites are also now available for continued exploration and
extensional drilling of the known mineralized areas.
-- Concentrate produced during the third quarter averaged 28% copper with 7
g/t gold and 51 g/t silver (Q2'13: 28% copper with 7 g/t gold and 51 g/t
silver). Milling recoveries for copper and gold averaged 92% and 65%
respectively (Q2'13: 88% and 62% respectively).
-- Shipped a second load of copper concentrate, totalling approximately
3,141 wmt via the Group's port facility at Goodyear's Cove, Newfoundland
and Labrador.
-- Finalized a purchase and sale agreement with a local exploration company
for the exclusive rights to explore and develop the Krissy's Buckle
gold/copper property located within 40 kilometres of the Group's Nugget
Pond precious and base metal processing facility.
/T/
Financial Highlights (All expressed in CAD$)
/T/
-- Q3/13 profit was $193,000 or $0.001 per share which compares with a loss
of $281,000 or $0.002 per share for Q3/12.
-- Revenue: $10.1 million (Q2/13: $11.4 million). Earnings before interest,
taxes, depreciation, amortisation ("EBITDA"): $1.5 million (Q2/13: $3.7
million).
-- Cash flows utilized in operating activities for Q3/13 were $380,000
compared with cash generated of $4,978,000 in Q2/13 and cash utilized of
$752,000 in Q3/12. The generation of cash from operations for the nine
months of $3,441,000 reflects the commencement of commercial production
and a change in accounts receivable, inventory and account payable
balances.
-- Cash resources as of 30 April 2013 were $3.5 million and as of 27 June
2013 had increased to $6.0 million with a further $3.0 million available
under the Group's Credit Facility Agreement.
-- Payment of CAD$500,000 was made to Sprott Resource Lending Partnership
('Sprott') in the reporting quarter with a subsequent payment of
CAD$600,000 on 31 May 2013.
/T/
Strategic Objectives
/T/
-- Continue as a profitable copper and gold producer by first optimizing
concentrate production at the Nugget Pond milling facility than
improving revenue through the integration of the gold hydrometallurgical
plant into the production stream.
-- Increase available resources and reserves through further exploration
both within the Ming mine and current land holdings.
-- Continue to investigate, through various optimization studies,
development of the Lower Footwall Zone creating organic growth.
-- Selectively pursue growth opportunities within Atlantic Canada including
joint ventures, acquisitions, strategic alliances and equity positions.
/T/
George Ogilvie, President and CEO, Rambler Metals & Mining commented:
"Q3 2013 was Rambler's second quarter as a commercial producer and builds on the strong progress reached in Q2 2013.
During the quarter the Company reached a significant milestone with the breakthrough of the independent 1807 ramp system
which allows for better access to high grade copper zones which we expect will improve efficiencies at the Ming Mine. In
addition, the purchase of the Krissy's Buckle gold/copper property demonstrates our commitment to growth within the
Atlantic region.
Mill production was impacted by severe weather conditions in February and the freezing of the Course Ore Bin at Nugget
Pond. However, we returned to normal production levels in late spring and we anticipate stronger production volumes in
Q4. We are currently looking to develop a permanent solution for this issue in advance of next year's winter months.
Looking towards the rest of 2013, the Company is well poised to capitalize on the momentum achieved through the first
two Commercial Production quarters of 2013."
Larry Pilgrim, P.Geo., is the Qualified Person responsible for the technical content of this release and has reviewed
and approved it accordingly. Mr. Pilgrim is an independent consultant contracted by Rambler Metals and Mining plc.
Tonnes referenced are dry metric tonnes unless otherwise indicated.
Neither TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Caution Regarding Forward Looking Statements:
Certain information included in this press release, including information relating to future financial or operating
performance and other statements that express the expectations of management or estimates of future performance
constitute "forward-looking statements". Such forward-looking statements include, without limitation, statements
regarding the financial strength of the Company, estimates regarding timing of future development and production and
statements concerning possible expansion opportunities for the Company. Where the Company expresses or implies an
expectation or belief as to future events or results, such expectation or belief is expressed in good faith and believed
to have a reasonable basis. However, forward-looking statements are subject to risks, uncertainties and other factors,
which could cause actual results to differ materially from future results expressed, projected or implied by such
forward-looking statements. Such risks include, but are not limited to, interpretation and implications of drilling and
geophysical results; estimates regarding timing of future capital expenditures and costs towards profitable commercial
operations. Other factors that could cause actual results, developments or events to differ materially from those
anticipated include, among others, increases/decreases in production; volatility in metals prices and demand; currency
fluctuations; cash operating margins; cash operating cost per pound sold; costs per ton of ore; variances in ore grade
or recovery rates from those assumed in mining plans; reserves and/or resources; the ability to successfully integrate
acquired assets; operational risks inherent in mining or development activities and legislative factors relating to
prices, taxes, royalties, land use, title and permits, importing and exporting of minerals and environmental protection.
Accordingly, undue reliance should not be placed on forward-looking statements and the forward-looking statements
contained in this press release are expressly qualified in their entirety by this cautionary statement. The forward-
looking statements contained herein are made as at the date hereof and the Company does not undertake any obligation to
update publicly or revise any such forward-looking statements or any forward-looking statements contained in any other
documents whether as a result of new information, future events or otherwise, except as required under applicable
securities law.
Management's Discussion & Analysis ('MD&A')
For the Quarter Ended 30 April 2013
/T/
----------------------------------------------------------------------------
This MD&A, including appendices, is intended to help the reader understand
Rambler Metals and Mining plc ('the parent company') and its subsidiaries
(the 'Group' or 'Rambler'), our operations and our present business
environment. It has been prepared as of 27 June 2013 and covers the results
of operations for the quarter ended 30 April 2013. This discussion should be
read in conjunction with the audited Financial Statements for the year ended
31 July 2012 and notes thereto. This consolidated financial information has
been prepared in accordance with International Financial Reporting Standards
("IFRS") and their interpretations issued by the International Accounting
Standards Board ("IASB"), as adopted by the European Union and with IFRS and
their interpretations issued by the IASB. The presentation currency is
Canadian dollars. These statements together with the following MD&A are
intended to provide investors with a reasonable basis for assessing the
potential future performance.
----------------------------------------------------------------------------
Rambler Metals and Mining plc
Salatin House
19 Cedar Road
Sutton
Surrey
SM2 5DA
CONTENTS
GROUP OVERVIEW 2
HIGHLIGHTS OF THE THIRD QUARTER 3
FINANCIAL RESULTS 6
HEALTH AND SAFETY 7
OUTLOOK 8
CAPITAL PROJECTS UPDATE 9
FINANCIAL REVIEW 12
SUMMARY OF QUARTERLY RESULTS 13
LIQUIDITY, CAPITAL RESOURCES AND FINANCIAL POSITION 14
COMMITMENTS AND LOANS 16
SUBSEQUENT EVENTS 18
APPENDIX 1 - LOCATION MAP 19
APPENDIX 2 - SELECTED FINANCIAL INFORMATION & REVIEW OF OVERALL
PERFORMANCE 20
APPENDIX 3 - CRITICAL ACCOUNTING POLICIES AND ESTIMATES 21
CHANGES IN ACCOUNTING POLICIES 24
APPENDIX 4 - OTHER MATTERS 25
Outstanding Share & Option Data 25
Forward Looking Information 25
Further information 26
/T/
GROUP OVERVIEW
The strategic vision of the Company is to become Atlantic Canada's leading mine operator and resource developer. Its
principal activity is the development, mining and exploration of the Ming Copper-Gold Mine ('Ming Mine') located on
Newfoundland and Labrador's Baie Verte Peninsula, Canada. See map referenced in Appendix 1. On 27 March 2013 the Group
announced profits from its first quarter as a commercial producer. During the third quarter of the 2013 fiscal year, the
second quarter in commercial production, the Group reported revenue of $10.1 million from the sale of 4,667 wet metric
tonnes ('wmt') of copper concentrate containing 797 tonnes of accountable copper metal, 550 and 2,240 ounces of
accountable gold and silver respectively, and generated a profit of $193,000.
The parent Company's Ordinary Shares trade on the London AIM market under the symbol "RMM", the TSX Venture Exchange
under the symbol "RAB".
The Group has established the following four strategic goals:
/T/
1. Continue as a profitable copper and gold producer by first optimizing
concentrate production at the Nugget Pond concentrating facility then
improving revenue through the integration of the gold hydromet plant
into the production stream.
2. Increase available resources and reserves through further exploration
both within the Ming mine and current land holdings.
3. Continue to investigate, through various optimization studies,
development of the Lower Footwall Zone creating organic growth.
4. Selectively pursue growth opportunities within Atlantic Canada including
joint ventures, acquisitions, strategic alliances and equity positions.
/T/
The Group's directors and management believe that focussing on these priorities will instil a solid foundation for
Rambler and its shareholders, while providing the best opportunity to build a successful and long term mining company.
HIGHLIGHTS OF THE THIRD QUARTER
The third quarter ("three months ended 30 April 2013", "Q3/13", "Q3'13") marks the second full quarter of commercial
production since first declaring in November 2012.
Highlights of the third quarter of the 2013 fiscal year included:
Capital Development and Production
/T/
-- Produced a total of 4,996 wmt (Q2'13 - 4,350 wmt) of copper concentrate
for a total of 14,301 wmt for fiscal year ending 31 July 2013 and 16,796
wmt since the start of copper production in May 2012. Concentrate
produced during the third quarter averaged 28% copper with 7 g/t gold
and 51 g/t silver (Q2'13: 28% copper with 7 g/t gold and 51 g/t silver)
with milling recoveries for copper and gold averaging 92% and 65%
respectively (Q2'13: 88% and 62% respectively).
-- During the third quarter daily tonnage through the mill increased from
536 wmt during a difficult February, improved to 583 wmt in March and
590 wmt in April. The continued increase in throughput was evident in
the increased tonnage of concentrate produced: February - 751 wmt; March
- 1,594 wmt; and April - 2,651 wmt.
Production was hampered in February with continued problems with fine
grained ore freezing in the outside course ore bin. The problem was
eventually overcome when the Companies short term action plans of
installing an air cannon in the bin and placing additional heaters and
vibrators on the outside of the bin took effect. The Company is now
actively looking to re-engineer the course ore bin and thus provide a
permanent solution to this freezing problem.
-- A significant milestone was reached during the quarter, being the
breakthrough of the independent 1807 ramp system. Ore from all developed
levels of this high copper grade zone can now be accessed with larger 42
tonne haul trucks. Additional drill sites are also now available for
continued exploration and extension drilling of the known mineralized
areas.
-- Shipped a second load of copper concentrate, totalling approximately
3,141 wmt via the Group's port facility at Goodyear's Cove, Newfoundland
and Labrador.
/T/
Financing
/T/
-- During the third quarter a repayment of US$291,579 (project to date
US$8,916,148) was made on the Group's gold loan from the delivery of 156
ounces of gold representing the payable portion of gold contained within
the concentrate provisionally invoiced to Transamine and 29 ounces of
gold produced from the testing of floatation tails from the copper
concentrator being reprocessed through the Group's gold processing
facility (project to date 5,407 ounces have been delivered)
-- Agreed terms for the extension of its $10 million secured credit
facility to 31 March 2014. Under the amendment agreement the Group paid
Sprott Resource Lending Partnership ('Sprott'), in shares, a 4%
extension fee. Interest will continue to accrue at 9.25% and any
drawdown on the facility will be subject to the 4% drawdown fee as per
the original agreement. Of the initial $10 million credit facility made
available, only $7.5 million was drawn with $500,000 repaid in November
2012. $3.0 million was made available under the amended credit facility
and is available until 30 September 2013. On 30 April 2013 a payment of
$500,000 and subsequent to the end of the third quarter a further
payment of $600,000 was made on 31 May 2013. As of the date of this
release the outstanding balance on the facility is $5,900,000.
/T/
Exploration and evaluation
/T/
-- Capital development continued with the 1807 zone ramp being driven down
gradient to the 481 and 485 levels. In Q4'13 the Company intends to
complete a program of in-fill drilling moving inferred 1807 zone
material into the measure and indicated categories with the medium term
intention in fiscal 2014 of testing for new mineralization down plunge.
All zones within the mine, including the 1807 Zone, remain open both up
and down plunge.
-- The Group finalized a purchase and sale agreement with a local
exploration company for the exclusive rights to explore and develop the
Krissy's Buckle gold/copper property located within 40 kilometres of the
Group's Nugget Pond precious and base metal processing facility. The
Group has exclusive rights to explore and develop the property while
providing the vendors with a 2% net smelter royalty ('NSR') on any ore
extracted. In addition to the NSR, advance royalty payments totalling
$90,000 will be paid to the vendors over the first 4 years.
/T/
Staffing
/T/
-- At the end of the third quarter a total of 136 full time employees were
employed at the Ming Mine compared to 143 full time employees at 31
January 2013. Winter operations are more labour intensive and with the
cold season now behind us further reductions in the labour force may be
possible. The Group continues to evaluate current employment levels and
look for opportunities to streamline its operations with the goal of
improving overall efficiency.
/T/
FINANCIAL RESULTS
Revenue
/T/
-- A total of 4,667 wmt of concentrate was provisionally invoiced during
the period at an average price of $3.43 per pound copper, $1,580 per
ounce gold and $28.31 per ounce silver, generating $10.0 million in
revenue before final assay and weights were agreed on concentrates
shipped in February 2013. An additional $174,000 in revenue was realized
on the sale of 117 ounces of gold produced from the testing of
floatation tails from the copper concentrator being reprocessed through
the Group's gold processing facility.
-- Revenue associated with the sale of copper concentrate is recognised
when significant risks and rewards of ownership of the asset sold are
transferred to the Group's off-taker, which is when the group receives
provisional payment for each lot of concentrate invoiced. Where a
provisional invoice is not raised, risks and rewards of ownership
transfer when the concentrate passes over the rail of the shipping
vessel. Adjustments arising due to differences in assays, from the time
of provisional invoicing to the time of final settlement, are adjusted
to revenue. Adjustments arising due to differences in commodity prices,
from the time of provisional invoicing to the time of final settlement,
are adjusted to Gain or loss on Derivative Financial Instruments.
-- During the quarter the Group agreed final weights and assays on the
second concentrate shipment with its off-take partner resulting in a
$101,442 reduction in revenue bringing net revenue for the period to
$10.1 million. Following the shipment of concentrate in February 2013,
commodity prices began to fall. To reduce further losses the Group fixed
a portion of its copper, gold and silver content resulting in a realized
loss on derivative financial assets of $385,386 being the difference in
the commodity prices at time of provisional invoicing, and actual
commodity prices realized on the fixed portion of the shipment. The
following summarizes provisional commodity prices versus actual
commodity prices realized on price fixing:
/T/
/T/
----------------------------------------------------------------------------
Average provisional Actual commodity price
commodity price fixed
(USD) (USD)
----------------------------------------------------------------------------
Copper - $/lb $3.66 $3.48
----------------------------------------------------------------------------
Gold - $/oz $1,684 $1,572
----------------------------------------------------------------------------
Silver - $oz $32 $29
----------------------------------------------------------------------------
-- Revenue realized in Q1/13 during the testing and commissioning of the
Ming Mine was credited against the mineral property asset.
-- Profit
The net profit for Q3/13 was $193,000 or $0.001 per share which compares
with a loss of $281,000 or $0.002 per share for Q3/12. The increase in
net profit during Q3/13 arose from the declaration of commercial
production on 1 November 2012 resulting in revenue and operating
expenditures reported on the unaudited consolidated income statement.
Prior to 1 November 2012 revenue and operating expenditures were
credited to the Mineral Property asset. Earnings before interest, taxes,
depreciation, amortisation ("EBITDA") was $1,553,000 and $4,497,000 for
the three and nine months ended 30 April 2013.
-- Cash flow and cash resources
Cash flows utilized in operating activities for Q3/13 were $380,000
compared with cash generated of $4,978,000 in Q2/13 and cash utilized of
$752,000 in Q3/12. The generation of cash from operations for the nine
months of $3,441,000 reflects the commencement of commercial production
and a change in accounts receivable, inventory and account payable
balances.
Cash resources as at 30 April 2013 were $3.5 million and as of 27 June
2013 had increased to $6.0 million. A further $3.0 million is available
under the Group's Credit Facility Agreement. Operating cash flows are
anticipated to continue to build throughout the balance of the fiscal
year following the move to commercial production at the beginning of
Q2/13.
/T/
HEALTH AND SAFETY
/T/
-- The Group completed the period with no lost time accidents and 2 medical
aid injuries. The lost time accident frequency rate and medical aid
frequency rate for the period and fiscal year to date was 0 and 4.9
respectively.
-- The Health and Safety of the Group's employees continues to be a high
priority with prevention and hazard recognition being key components of
the Group's strategy.
/T/
OUTLOOK
Management continue to pursue the following objectives:
/T/
-- Continue to utilize cash flow from operations to pay down credit
facility debt by the end of calendar 2013 maximizing shareholder value
by reducing the Groups expensive finance costs
-- Continue mining and milling the exposed 1807 workplaces for the
generation of copper concentrate revenue from the Ming Mine. Place
additional development focus into preparing this high grade zone for
further exploration both up-dip and down-dip for inclusion in future
resource and reserve estimates.
-- Optimize the mining and processing of ores from the Ming Mine that would
allow an expansion to 1,000 mtpd; which in turn would allow the gold
hydromet to be operated independently and/or simultaneously with the
copper concentrator.
-- Continuing to evaluate Optimization Opportunities for a possible future
expansion into the Lower Footwall Zone.
-- Become a strategic long term low-cost producer in Atlantic Canada, by
selectively pursuing growth opportunities including joint ventures and
acquisitions, including the Group's investment in Maritime Resources
Corp.
-- Increase exposure and liquidity both on London's AIM and on Toronto's
Venture Exchange through an increased marketing and investor relations
campaign.
/T/
See 'Forward Looking Information' for a description of the factors that may cause actual results to differ from
forecast.
CAPITAL PROJECTS UPDATE
During the third quarter the Group incurred expenditures of $1,768,000 on Mineral Property and $389,000 on property,
plant and equipment. Prior to the mine being considered substantially complete and ready for its intended use, all
direct operating costs, including costs associated with stockpile ores and concentrate, were capitalized within the
Mineral Property asset and offset by revenue generated from on-going production. Following the declaration of commercial
production on 1 November 2012 revenue and direct operating costs incurred at the Ming Mine are charged directly to the
Group's Income Statement. Costs associated with stockpile ores and concentrate are charged to Inventory on a monthly
basis. Expenditures incurred on underground capital development are charged to Mineral Property and offset by
amortisation calculated on a unit of production basis.
Mineral Property
/T/
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Mineral Property (capital development - Q3/13 Q2/13 Q3/12
Ming Mine) $,000 $,000 $,000
----------------------------------------------------------------------------
Labour costs - capital 857 1,105 2,297
----------------------------------------------------------------------------
Contractors' and consultancy expenses - - 78
----------------------------------------------------------------------------
General materials and other costs - - 234
----------------------------------------------------------------------------
Surface development - - 128
----------------------------------------------------------------------------
Underground capital development 911 1,040 2,132
----------------------------------------------------------------------------
Processing and ore transportation - - 1,983
----------------------------------------------------------------------------
Sub-total 1,768 2,145 6,852
----------------------------------------====================================
Other Charges
----------------------------------------------------------------------------
Finance costs - - 2,337
----------------------------------------------------------------------------
Depreciation - - 1,023
----------------------------------------------------------------------------
Royalties - - 668
----------------------------------------------------------------------------
Reclamation and closure provision - - 23
----------------------------------------------------------------------------
Total 1,768 2,145 10,903
----------------------------------------------------------------------------
Revenue recognized from sale of
concentrate - - (14,136)
----------------------------------------------------------------------------
Transfer to inventory on commercial
production - (2,130) -
----------------------------------------====================================
Mineral property - amortisation (695) (578) -
----------------------------------------====================================
Net 1,073 (563) (3,233)
----------------------------------------====================================
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Mineral Property (capital development
- Ming Mine by area, before other
charges) Q3/13 Q2/13 Q3/12
----------------------------------------------------------------------------
$,000 $,000 $,000
----------------------------------------------------------------------------
Surface, including electrical &
mechanical support staff 218 274 1,251
----------------------------------------------------------------------------
1806 ore zone 20 194 1,113
----------------------------------------------------------------------------
1807 ore zone 1,170 1,450 1,206
----------------------------------------------------------------------------
Lower Footwall ore zone - 37 441
----------------------------------------------------------------------------
Ramp improvements & ongoing
maintenance - - 619
----------------------------------------------------------------------------
Ventilation bulk head
refurbishment/Shaft manway 248 63 134
----------------------------------------------------------------------------
Technical support staff 112 127 447
----------------------------------------------------------------------------
Port site - - 107
----------------------------------------------------------------------------
Nugget Pond Mill - - 1,534
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Total before other charges &
amortization 1,768 2,145 6,852
----------------------------------------------------------------------------
----------------------------------------------------------------------------
/T/
Total mineral property costs before other charges and amortisation decreased in Q3/13 compared to Q2/13 in line with the
breakthrough of the independent 1807 ramp system in February thereby reducing overall capital development during the
balance of Q3/13. The decrease in Q2/13 compared to Q3/12 is in line with the declaration of commercial production at 1
November 2012. Capital expenditures decreased over the previous quarter as operating expenditures were charged directly
to the Group's income statement during the three months ended 31 January 2013 and 30 April 2013. Both operating and
capital costs were charged to mineral property costs during the three months ended 31 October 2013. The majority of
capital expenditures incurred during Q3/13 related to the capital development in the 1807 zone including the independent
1807 ramp system which will provide access to 1807 stoping and future access to lower levels of the Ming Mine ore body.
With effect from the start of commercial production, accumulated mineral property costs are amortised on a unit of
production basis. Revenue recognized since the declaration of commercial production is recognized as income rather than
to being offset against mineral property costs.
Property, plant and equipment
/T/
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Q3/13 Q2/13 Q3/12
----------------------------------------------------------------------------
$,000 $,000 $,000
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Mill purchase and construction 8 12 383
----------------------------------------------------------------------------
Plant and equipment 366 515 1,053
----------------------------------------------------------------------------
Buildings - 7 -
----------------------------------------------------------------------------
Other assets 15 52 1
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Total 389 586 1,437
-------------------------------------=======================================
/T/
Plant and equipment decreased during Q3/13 compared to Q2/13 due to the purchase of less underground and mobile
equipment at the Ming Mine. Mill purchase and construction decreased during Q2/13 compared to Q3/12 in-line with final
commissioning and a move to commercial production on 1 November 2012.
Exploration and evaluation costs (Ming Mine)
/T/
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Q3/13 Q2/13 Q3/12
----------------------------------------------------------------------------
$,000 $,000 $,000
----------------------------------------------------------------------------
Consultancy & Contractor expenses - - 337
-------------------------------------=======================================
Total - - 337
-------------------------------------=======================================
/T/
No expenditures were incurred during the current period as capital development first had to be undertaken before the
drilling platforms could be made available. Several drilling platforms are now available with diamond drilling resuming
in Q4. Exploration expenditures incurred during Q3/12 related to the completion of the Lower Footwall Zone preliminary
economic assessment at the Ming Mine.
FINANCIAL REVIEW
/T/
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Q3/13 Commentary
Results
($000's) Comparatives
B/
Q2/13 (W(i)) Q3/12 B/ (W)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Revenue in Q3/13 was generated
through the sale of 4,667 wmt of
copper concentrate containing 1,146
tonnes of accountable copper metal
and 797 ounces of accountable gold
compared with $11.4 million from the
sale of 5,353wmt of copper
concentrate in Q2/13. The decrease
in revenue can be attributed to
10,087 declining commodity prices during
Q3/13 and a reduction in concentrate
produced and thus sold during the
quarter as a result of the Course
Ore Bin freezing in the month of
February. Revenue realized in Q1/13
during the testing and commissioning
of the Ming Mine was credited
against the Mineral Property asset. 11,407 (12)% - N/a
----------------------------------------------------------------------------
Production costs relate to the
processing and mining costs
associated with Group's Ming Mine
production and include processing
and mining costs of $1.7 million
(Q2/13: $1.9 million) and $4.7
million (Q2/13: $5.4 million)
6,435 respectively and in line with the
reduced production noted above.
Operating costs associated with
mining and processing of Ming Mine
ores were capitalized to Mineral
Property prior to commercial
production being achieved. 7,328 12% - N/a
----------------------------------------------------------------------------
General and administrative expenses
were higher than the previous
quarter by $73,000. The increase is
substantially due to an increase in
investor relations and travel
expenses. In comparison to Q3/12
998 administrative expenses increased by
$237,000. Administrative salaries
increased by $78,000, investor
relations and travel expenses by
$40,000, legal and professional
expenses by $43,000 and office costs
increased by $37,000. 925 (8)% 761 (31)%
----------------------------------------------------------------------------
Gain (loss) on derivative financial
instruments. During the quarter as
commodity prices began to fall the
Group fixed a portion of its copper,
gold and silver concentrate to
reduce further losses ahead of final
settlement on its second concentrate
shipment. A loss of $385,000 was
realized being the difference in
commodity prices at the time of
provisional invoicing and actual
commodity prices realized on the
(858) fixed portion of the shipment. A
further unrealized loss of $473,000
was booked during the quarter being
the difference in commodity prices
at the time of provisional invoicing
concentrates in shipment three
(shipment subsequently on 28 May
2013) and the anticipated future
commodity price at time of final
settlement. Q2/13 gain arose as the
Group fixed a portion of its first
shipment at higher commodity prices
than originally invoiced. 541 (259%) - N/a
----------------------------------------------------------------------------
Foreign exchange differences arising
on the Gold Loan resulted in a loss
in Q3/13 as a result of the
(243) weakening of the Canadian dollar
against the US dollar during the
quarter. (11) (2110)% 476 (151)%
----------------------------------------------------------------------------
Mineral Properties. The group
incurred costs of $1.8 million in
the quarter. The cost includes
labour costs of $0.9 million and
development costs of $0.9 million
mainly related to underground
1,768 capital development associated with
1807 ramp system. Compared to Q3/12,
net mineral properties expenditures
increased in Q3/13 reflecting the
commencement of commercial
production and the recognition of
revenue in the income statement. 2,145 18% (3,233) (155)%
----------------------------------------------------------------------------
Capital spending on property, plant
and equipment reduced during the
quarter compared to Q2/13. The main
expenditure in the quarter related
389 to ventilation, electrical and
underground mobile equipment. The
decrease from Q3/12 relates to less
underground mining equipment
purchases. 586 34% 1,437 73%
----------------------------------------------------------------------------
Capital spending on exploration and
evaluation costs remained on hold in
Q3/13 as the Group concentrated on
- the commencement of commercial
production and capital development
to allow the establishment of
drilling stations. - N/a 337 (100)%
----------------------------------------------------------------------------
/T/
(i)B / (W) = Better / (Worse)
SUMMARY OF QUARTERLY RESULTS
The quarterly results for the Group for the last eight fiscal quarters are set out in the following table.
/T/
----------------------------------------------------------------------------
Quarterly Results
(All amounts in 000s of Canadian
Dollars, except Loss per share 4th 3rd 2nd 1st
figures) Quarter Quarter Quarter Quarter
----------------------------------------------------------------------------
Fiscal 2013
Revenue 10,087 11,407 -(i)
Net Income/ (loss) 193 1,958 (718)
Earnings/(loss) per Share (Basic) 0.001 0.014 (0.005)
----------------------------------------------------------------------------
Fiscal 2012
Revenue -(i) -(i) -(i) 1,219
Net Income/ (loss) (1,202) (281) (1,039) (845)
Earnings/(loss) per Share (Basic &
Diluted) (0.009) (0.002) (0.008) (0.007)
----------------------------------------------------------------------------
Fiscal 2011
Revenue 2,089
Net Income/ (loss) 577
Earnings/(loss) per Share (Basic &
Diluted) 0.008
----------------------------------------------------------------------------
/T/
(i)gold and copper sales resulting from the testing and commissioning of the Ming Mine were credited to Mineral
Properties until commercial production was achieved
The profit arising in Q4 2011 arose from the profits realised on the sale of gold from the Group's satellite deposits.
Losses increased in first quarter of 2012 and further increased in the second quarter of 2012 as a result of an exchange
loss of $0.7 million and $0.30 million respectively and reduced sales activity due to the processing of the Group's
satellite deposits completed in the first quarter of 2012. The fluctuation in losses in the third and fourth quarters of
2012 and the first quarter of 2013 reflects exchange gains and losses on the retranslation of the Gold Loan. The profit
in the second quarter of 2013 reflects the successful move into commercial production on 1 November 2012. The reduced
profit in the third quarter of 2013 was due to a decline in copper and gold prices and invoicing of less copper
concentrate when compared to the second quarter of 2013.
LIQUIDITY, CAPITAL RESOURCES AND FINANCIAL POSITION
Since announcing commercial production, the Group has generated cash flows to finance its operational and development
requirements. Prior to Q3/13 the Group relied on private placement financings of equity securities, a Gold Loan
facility, capital leases and a credit facility (see 'Commitments and Loans' section) to finance its development
requirements. Positive cash flows are expected to continue following commercial production at the Ming Mine; however,
there is no guarantee that expenses will not exceed income again during this start-up phase. If this is the case, the
liquidity risk could be material, even with current cash resources.
The Group's holding of cash balances is kept under constant review. Given the current climate, the Group takes a very
risk averse approach to management of cash resources and Management and Directors monitor events and associated risks on
a continuous basis. Cash and short-term investment resources (cash, cash equivalents and short-term investments) were as
follows:
/T/
----------------------------------------------------------------------------
Resource 30 April 31 January 31 October 31 July
2013 2013 2012 2012
$'000 $'000 $'000 $'000
----------------------------------------------------------------------------
Cash $CDN 1,082 4,981 4,442 7,394
----------------------------------------------------------------------------
Cash GBP 102 195 85 77
----------------------------------------------------------------------------
Cash $USD 2,311 2,149 205 -
----------------------------------------------------------------------------
Short-term
Investments GBP - - 161 355
----------------------------------------------------------------------------
Total 3,495 7,325 4,893 7,826
----------------------------------------------------------------------------
/T/
Sales of copper concentrate are in US dollars and the majority of the Group's expenses are incurred in Canadian dollars.
The Group's principal exchange rate risk relates to movements between the Canadian and US dollar. The Gold Loan is
repayable in US dollars from future sales of gold mitigating the exchange risk. Management will closely monitor exchange
fluctuation and consider the use of forward exchange contracts as required.
Interest rates on the capital leases and short term borrowings are fixed, eliminating interest rate risk.
Cash flows utilised in investing activities amounted to $2.1 million in the quarter. Cash of $1.8 million was spent on
the Group's Mineral Property and $0.3 million was spent on property, plant and equipment.
Cash flows utilized in financing activities during the quarter amounted to $1.4 million reflecting gold loan repayments
of $0.3 million, payment of $0.5 million against the credit facility and finance lease repayments of $0.6 million.
The group is required to hold Letters of Credit in favour of the Government of Newfoundland and Labrador in respect of
the reclamation and closure liability at the existing Nugget Pond Mill and Ming Mine. At period end the Group holds
bearer deposit notes totalling $3.2 million.
The Group's ability to continue as a going concern, and the recoverability of its mineral properties, is dependent on
future trends in copper and gold prices, and its ability to continue generating positive cash flows from current
operations. Through the use of current cash reserves and continued production management is satisfied that the Group has
sufficient working capital for the forthcoming 12 months. However, there are risks associated with the commencement of a
new mining and processing operation, which may give rise to the possibility that additional working capital may be
required to fund unanticipated delays at the copper concentrator and continued mine production and the repayment of
loans falling due for repayment in March 2014. Should additional working capital be required, the Directors consider
that further sources of finance could be secured in the required timescale; however, there is no certainty that these
funds will be forthcoming. On this basis, the Directors have concluded that the Group is a going concern. These
financial statements do not reflect the adjustments to carrying values of assets and liabilities and the reported
expenses and balance sheet classifications that would be necessary should the going concern assumption be inappropriate,
and these adjustments could be material.
See further comments in the Commitments and Loan section, page 16.
At 27 June 2013 the Group had $6.0 million in cash and cash equivalents. A further $3.0 million is available under the
Group's Credit Facility Agreement.
Financial Instruments
The Group's financial instruments as at 30 April 2013 comprised of financial assets, comprising available for sale
investments, cash and cash equivalents and trade and other receivables and financial liabilities comprised of trade
payables, other payables, accrued expenses and interest bearing loans and borrowings.
All of the Group's financial liabilities are measured at amortised cost.
The Board of Directors determines, as required, the degree to which it is appropriate to use financial instruments and
hedging techniques to mitigate risks. The main risks for which such instruments may be appropriate are foreign currency
risk, liquidity risk, credit risk, interest rate risk and commodity price risk each of which is discussed in note 13 of
the financial statements for the quarter ended 30 April 2013.
COMMITMENTS AND LOANS
At 30 April 2013 there were no capital commitments to third parties.
Gold Loan
In March 2010, the Group entered into an agreement ("Gold Loan") with Sandstorm to sell a portion of the life-of-mine
gold production from its Ming Mine. Under the terms of the agreement Sandstorm made staged upfront cash payments for the
gold to the Group totalling US$20 million.
For this, in each production year following the first year of production, until 175,000oz of payable gold has been
produced, the Group has agreed to sell a percentage equal to 25% x (85% divided by the actual percentage of
metallurgical recovery of gold realized in the immediately preceding production year) provided that, if the payable gold
production in any production year after the third production year is less than 15,000 ounces, then in each such
production year, Sandstorm payable gold shall not be less than 25% of the payable gold. In each production year
following the first year of production, after 175,000oz of payable gold has been produced, the Group has agreed to sell
a percentage equal to 12% x (85% divided by the actual percentage of metallurgical recovery of gold realized in the
immediately preceding production year) provided that, if the payable gold production in any production year after the
third production year is less than 15,000 ounces, then in each such production year, Sandstorm payable gold shall not be
less than 12% of the payable gold for the remainder of the period ending 40 years after the date of the agreement. After
the expiry of the 40 year term, the agreement is renewable in 10 year terms at the option of Sandstorm.
The remaining circumstances in which the Gold Loan may be repaid earlier than by the delivery of payable gold are as
follows:
/T/
i. If within 24 months of the date that gold is first produced (28 November
2011), the Ming Mine has not produced and sold a minimum of 24,000oz of
payable gold (17,425 oz produced to 30 April 2013) then a portion of the
US$20 million will be repayable based on the shortfall of payable gold,
and/or;
ii. Within the first 36 months of production of gold any shortfall in the
value of payable gold below the following amounts will be required to be
paid in cash:
-- within the first 12 months - US$3.6 million
-- within the second 12 months - US$3.6 million
-- within the third 12 months - US$3.1 million
/T/
During the first seventeen months of production, repayments of US$8,916,148 were made from the delivery of 5,407 ounces
of gold thereby satisfying the requirement to repay a minimum of US$3.6 million cash during the first and second 12
month periods and partially meeting the requirements for the third 12 months.
Credit Facility
On 29 September 2011 the Group agreed a Credit Facility of up to $10 million with Sprott Resource Lending Partnership
('Sprott') for use as additional funding for the development of the Ming Mine. Subsequent to amending the agreement in
December 2011 the facility is available in three instalments; the first instalment of $5 million was drawn on 29 October
2011, the second instalment of $2.5 million was drawn on 30 January 2012 and the final instalment for the balance up to
$10 million was available until 31 August 2012. The Company did not draw on this $2.5 million final available
instalment. Interest will accrue at a fixed rate of 9.25% per annum. In connection with the Credit Facility, a
Structuring Fee of $100,000 and a 3% Commitment Fee of $300,000 were paid to Sprott in cash. Pursuant to the terms of
the Credit Facility, the Company issued $300,000 of ordinary shares of 1p each in the capital of the Company to Sprott
in exchange for the repayment of the previously paid cash Commitment Fee. In addition, a further 4% Drawdown Fee on all
amounts drawn under the Credit Facility was satisfied by the issuance of ordinary shares by the Company. On 26 March
2013 this agreement was amended such that the principal is repayable by 31 March 2014 and secured by a fixed and
floating charge over the assets of the Group. Upon amending the credit facility an amendment fee of $400,000 was paid to
Sprott in ordinary shares of 1p each. On 30 April 2013 and subsequently on 31 May 2013 the Group made repayments of
$500,000 and $600,000 respectively to Sprott thereby reducing the outstanding balance to $5,900,000. Under the amended
agreement $3,000,000 remains available for drawn until 30 September 2013.
Loan and lease balances
At 30 April 2013 interest bearing loans and borrowings comprised a Gold Loan of $18,565,000, finance lease commitments
of $7,093,000, a Credit Facility of $6,500,000 and a bank loan of $23,000. During the quarter the Group entered into
finance lease commitments of $34,000 to finance the acquisition of mobile equipment for its port warehouse facility.
SUBSEQUENT EVENTS
On 31 May 2013 the Group made a further repayment of $600,000 against the Credit Facility reducing the outstanding
balance to $5,900,000 with plans to continue reducing the balance over the coming months.
To view APPENDIX 1 - LOCATION MAP, please visit the following link:
http://media3.marketwire.com/docs/627rab_appendix1.jpg
APPENDIX 2 - SELECTED FINANCIAL INFORMATION & REVIEW OF OVERALL PERFORMANCE
/T/
----------------------------------------------------------------------------
Financial Highlights(All
amounts in 000s of Canadian
Dollars, except shares and
per share figures) Three months ended,
------------------------------------------------
30 April 31 January 31 October 30 April
2013 2013 2012 2012
----------------------------------------------------------------------------
Gold sales (ounces) 117 - - 8,194(1)
----------------------------------------------------------------------------
Average price (per ounce) 1,479 - - 1,672
----------------------------------------------------------------------------
Concentrate sales (dmt) 4,274 4,899 4,331(1) -
----------------------------------------------------------------------------
Average provisional price
(per tonne Cu, Ag & Au
concentrate) 2,343 2,378 2,185 -
----------------------------------------------------------------------------
Revenue 10,087 11,407 - -
Production costs 6,435 7,328 - -
Depreciation & amortisation 2,190 2,040 - -
Administrative expenses 998 925 817 761
Net Income/(loss) 193 1,958 (718) (281)
Cash Flow generated
from/(used in) operating
activities (380) 4,978 (1,157) (732)
Cash Flow from/(used in)
investing activities (2,099) (1,158) (1,005) 1,903
Cash Flow from/(used in)
financing activities (1,353) (1,413) (789) (264)
Net (decrease)/increase in
cash (3,832) 2,407 (2,933) 907
Cash and cash equivalents at
end of period 3,495 7,325 4,893 4,849
----------------------------------------------------------------------------
Total Assets 108,178 111,967 109,229 106,678
Total Liabilities (38,385) (42,734) (42,335) (41,933)
Working Capital (6,226) (6,072) (8,820) (7,482)
----------------------------------------------------------------------------
Weighted average number of
shares outstanding 142,469 142,380 142,369 125,217
Earnings/(loss) per share 0.001 0.014 (0.005) (0.002)
----------------------------------------------------------------------------
/T/
(1) gold and copper concentrate sales relating to the testing and commissioning of the Ming Mine were credited to
Mineral Properties until commercial production is achieved.
APPENDIX 3 - CRITICAL ACCOUNTING POLICIES AND ESTIMATES
The details of the Group's accounting policies are presented in accordance with International Financial Reporting
Standards as set out in Note 2 to the financial statements. The preparation of financial statements in conformity with
IFRS requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities
and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts
of revenues and expenses during the year.
The following estimates are considered by management to be the most critical for investors to understand some of the
processes and reasoning that go into the preparation of the Group's financial statements, providing some insight also to
uncertainties that could impact the Group's financial results.
Going Concern
The Group's ability to continue as a going concern, and the recoverability of its mineral properties, is dependent on
future trends in copper and gold prices, and its ability to continue generating positive cash flows from current
operations. Through the use of current cash reserves and continued production management is satisfied that the Group has
sufficient working capital for the forthcoming 12 months. However, there are risks associated with the commencement of a
new mining and processing operation which may give rise to the possibility that additional working capital may be
required to fund unanticipated delays at the copper concentrator and continued mine production and the repayment of
loans falling due for repayment in March 2014. Should additional working capital be required, the Directors consider
that further sources of finance could be secured in the required timescale; however, there is no certainty that these
funds will be forthcoming. On this basis, the Directors have concluded that the Group is a going concern. These
financial statements do not reflect the adjustments to carrying values of assets and liabilities and the reported
expenses and balance sheet classifications that would be necessary should the going concern assumption be inappropriate,
and these adjustments could be material.
Share-based payments
The Group calculates the cost of share based payments using the Black-Scholes model. Inputs into the model in respect of
the expected option life and the volatility are subject to management estimate and any changes to these estimates may
have a significant effect on the cost. The assumptions used in calculating the cost of share based payments are
explained in note 5 of the financial statements for the year ended 31 July 2012.
Gold Loan
The Group calculates the balance outstanding on the Gold Loan based on estimates of future cash flows arising from the
sale of payable gold (see note 19 of the financial statements for the year ended 31 July 2012). The cash flows will be
dependent on the production of gold and its selling price at the time of delivery which have been estimated in line with
the mine plan, future prices of gold and resource and reserve estimates. Management's estimates of these factors are
subject to risk and uncertainties affecting the amount of the interest charge. Any changes to these estimates may result
in a significantly different interest charge which would affect the carrying value of the mineral properties costs and
the corresponding Gold Loan liability.
Mineral Property and Exploration and Evaluation Costs
The directors have assessed whether there are any indicators of impairment in respect of mineral property and
exploration and evaluation costs. In making this assessment they have considered the Group's business plan which
includes resource estimates, future processing capacity, the forward market and longer term price outlook for copper and
gold. Resource estimates have been based on the most recently filed NI43-101 report and its opportunities economic model
which includes resource estimates and conversion of its inferred resources. Management's estimates of these factors are
subject to risk and uncertainties affecting the recoverability of the Group's mineral property and exploration and
evaluation costs. Any changes to these estimates may result in the recognition of an impairment charge with a
corresponding reduction in the carrying value of such assets. After consideration of the above factors, the directors do
not consider that there are any indicators that mineral property and exploration and evaluation costs are impaired at
the year end.
Closure Costs
The Group has an obligation to reclaim its properties after the minerals have been mined from the site, and has
estimated the costs necessary to comply with existing reclamation standards. These estimates are recorded as a liability
at their fair values in the periods in which they occur. If the estimate of reclamation costs proves to be inaccurate,
the Group could be required to increase the provision for site closure and reclamation costs, which would increase the
amount of future reclamation expense, resulting in a reduction in the Group's earnings and net assets.
Revenue
Revenues are subject to variation after the date of sale due to assay, price and foreign exchange fluctuations.
Management monitors these changes closely and at the end of the period the directors will consider whether the effect of
these variations are material on the whole and determine whether an adjustment is therefore appropriate.
Commercial production
The Group monitors the on-going testing and commissioning of its copper concentrate milling facility to assess when
commercial production has been achieved. Commercial Production is the assessment that the mill is capable of operating
in the manner intended and was defined by management at the onset of development to be 60 days of continuous production
from both the mill and mine, being 85% of target rates envisaged in the Group's Feasibility Study. Prior to commercial
production being declared, costs and revenues are offset to the Mineral Properties asset and post commercial production
will be charged to the Group's income statement. Commercial production was achieved at 1 November 2012.
CHANGES IN ACCOUNTING POLICIES
In the current quarter, new and revised standards which have been adopted have not affected the disclosures presented in
these financial statements.
No standards issued but not yet effective have been adopted early.
International Financial Reporting Standards that have recently been issued or amended but are not yet effective have not
been adopted for the annual reporting period ended 31 July 2013:
/T/
IFRS Title Nature of change Application Application
/Amendment to accounting date of date for
policy standard Group
----------------------------------------------------------------------------
Various Annual No change to Various 1 August 2013
Improvements to accounting policy,
IFRSs therefore, no
impact
----------------------------------------------------------------------------
IFRS 9 Financial No change to 1 January 2015 1 August 2015
instruments: accounting policy,
Classification therefore, no
and Measurement impact
----------------------------------------------------------------------------
IFRS 10 Consolidated No change to 1 January 2013 1 August 2013
Financial accounting policy,
Statements therefore, no
impact
----------------------------------------------------------------------------
IFRS 11 Joint No change to 1 January 2013 1 August 2013
Arrangements accounting policy,
therefore, no
impact
----------------------------------------------------------------------------
IFRS 12 Disclosure of No change to 1 January 2013 1 August 2013
Interests in accounting policy,
Other Entities therefore, no
impact
----------------------------------------------------------------------------
IFRS 13 Fair Value No change to 1 January 2013 1 August 2013
Measurement accounting policy,
therefore, no
impact
----------------------------------------------------------------------------
/T/
Management have reviewed the impact of the above standards and interpretations and have concluded that they will not
result in any material changes to reported results.
Details of the main accounting policies of the Group are included in note 2 of the financial statements for the year
ended 31 July 2012.
APPENDIX 4 - OTHER MATTERS
Outstanding Share & Option Data
As at the date of this MD&A the following securities are outstanding:
/T/
----------------------------------------------------------------------------
Security Shares issued or Issuable Weighted Average Exercise Price
----------------------------------------------------------------------------
Common Shares 143,235,614 --
----------------------------------------------------------------------------
Options 4,113,000(i) $0.45
----------------------------------------------------------------------------
/T/
(i)if all options have fully vested
For further assistance Mr. Peter Mercer, Corporate Secretary can be reached directly at +1-709-800-1929 ext.500 or
pmercer@ramblermines.com.
Forward Looking Information
This MD&A contains "forward-looking information" which may include, but is not limited to, statements with respect to
the Group's objectives and strategy, future financial or operating performance of the Group and its projects,
exploration expenditures, costs and timing of the development of new deposits, costs and timing of future exploration,
requirements for additional capital, government regulation of mining exploration and development, environmental risks,
title disputes or claims and limitations of insurance coverage. All statements, other than statements of historical
fact, are forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of
words such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends",
"anticipates", or "believes" or variations (including negative variations) of such words and phrases, or state that
certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved.
Forward-looking statements are necessarily based on a number of estimates and assumptions that, while considered
reasonably by the Company, involve known and unknown risks, uncertainties and other factors which may cause the actual
results, performance or achievements of the Group to be materially different from any future results, performance or
achievements expressed or implied by the forward-looking statements. Such factors include, among others, general
business, economic, competitive, political and social uncertainties; the actual results of current exploration
activities; conclusions of economic evaluations; availability and cost of credit; fluctuations in Canadian dollar
interest rates; fluctuations in the relative value of United States dollars, Canadian dollars and British Pounds;
changes in planned parameters as plans continue to be refined; fluctuations in the market and forward prices of copper,
gold, silver or certain other commodities; possible variations of ore grade or recovery rates; failure of equipment;
accidents and other risks of the mining exploration industry; political instability, insurrection or war; delays in
obtaining governmental approvals or financing or in the completion of development or construction activities, as well as
those factors discussed in the section entitled "Risk Factors" in the Report of Directors. Although the Group has
attempted to identify important factors that could cause actual actions, events or results to differ materially from
those described in forward-looking statements, there may be other factors that cause actions, events or results to
differ from those anticipated, estimated or intended. Unless stated otherwise, forward-looking statements contained
herein are made as of the date of this MD&A. Other than as required by applicable securities law, the Company disclaims
any obligation to update any forward-looking statements, whether as a result of new information, future events or
results or otherwise. There can be no assurance that forward-looking statements will prove to be accurate, as actual
results and future events could differ materially from those anticipated in such statements. All of the forward-looking
statements made in this MD&A are qualified by these cautionary statements. Accordingly, readers should not place undue
reliance on forward-looking statements.
Further information
Additional information relating to the Group is on SEDAR at www.sedar.com and on the Group's web site at
www.ramblermines.com.
Unaudited Consolidated Financial Information
For the Quarter Ended 30 April 2013
The accompanying financial information for the quarters ended 30 April 2013 and 30 April 2012 has not been reviewed or
audited by the Group's auditor and has an effective date of 27 June 2013.
Rambler Metals and Mining Plc
Unaudited Consolidated income statement
/T/
For the Quarter Ended 30 April 2013
(EXPRESSED IN CANADIAN DOLLARS)
Quarter Quarter
ended 30 ended 30 Nine months Nine months
April April ended 30 ended 30
2013 2012 April 2013 April 2012
$,000 $,000 $,000 $,000
Revenue 10,087 - 21,494 1,219
Production costs 6,435 - 13,763 674
Depreciation &
amortisation 2,190 - 4,230 -
----------------------------------------------------
Gross profit 1,462 - 3,501 545
Administrative expenses 998 772 2,740 2,261
----------------------------------------------------
Operating profit/(loss) 464 (772) 761 (1,716)
----------------------------------------------------
Bank interest receivable 20 17 64 70
Loss on derivative
financial instruments (858) - (276) -
Finance costs
810 (2) 1,074 (7)
Foreign exchange
differences (243) 476 (218) (512)
----------------------------------------------------
Net financing
(expense)/income (271) 491 644 (449)
----------------------------------------------------
Profit/(loss) before tax 193 (281) 1,405 (2,165)
Income tax credit - - 28 -
----------------------------------------------------
Profit/(loss) for the
period and attributable
to owners of the parent 193 (281) 1,433 (2,165)
----------------------------------------------------
----------------------------------------------------
Earnings/(loss) per share
Quarter Nine months
ended Nine months ended
Quarter ended 30 April ended 30 April
30 April 2013 2012 30 April 2013 2012
$ $ $ $
Basic earnings/( loss)
per share 0.001 (0.002) 0.010 (0.017)
----------------------------------------------------
Diluted earnings/(loss)
per share 0.001 (0.002) 0.010 (0.017)
----------------------------------------------------
Rambler Metals and Mining Plc
Unaudited Consolidated statement of comprehensive income
For the Quarter Ended 30 April 2013
(EXPRESSED IN CANADIAN DOLLARS)
Quarter Quarter Nine months Nine months
ended ended ended ended
30 April 30 April 30 April 30 April
2013 2012 2013 2012
$,000 $,000 $,000 $,000
Profit/(loss) for the
period 193 (281) 1,433 (2,165)
----------------------------------------------------
Amounts which may be
reclassified
subsequentlyto profit
or loss
Exchange differences on
translation of foreign
operations (net of tax) 1 (30) (2) (20)
Gain (loss) on available
for sale investment (50) (247) 458 (247)
----------------------------------------------------
Total amounts which may
be reclassified
subsequently to profit
or loss (49) (277) 456 (267)
----------------------------------------------------
Other comprehensive
income/(loss) for the
period (49) (277) 456 (267)
----------------------------------------------------
Total comprehensive
income/(loss) for the
period and attributable
to the owners of the
parent 144 (558) 1,889 (2,432)
----------------------------------------------------
----------------------------------------------------
Rambler Metals and Mining Plc
Consolidated balance sheet
As at 30 April 2013
(EXPRESSED IN CANADIAN DOLLARS)
Note Unaudited Audited
30 April 31 July
2013 2012
$,000 $,000
Assets
Intangible assets 3 17,319 17,260
Mineral properties 4 49,059 48,064
Property, plant and equipment 5 29,208 31,494
Available for sale investments 6 1,170 712
------------------------------
Total non-current assets 96,756 97,530
------------------------------
Inventory 7 3,149 1,100
Trade and other receivables 864 999
Derivative financial asset 8 650 -
Restricted cash 10 3,264 3,263
Cash and cash equivalents 3,495 7,826
------------------------------
Total current assets 11,422 13,188
------------------------------
Total assets 108,178 110,718
------------------------------
------------------------------
Equity
Issued capital 2,613 2,599
Share premium 75,164 74,756
Merger reserve 214 214
Translation reserve 141 143
Fair value reserve 36 (422)
Accumulated losses (8,375) (9,888)
------------------------------
Total equity 69,793 67,402
------------------------------
Liabilities
Interest-bearing loans and borrowings 9 18,857 20,691
Provision 10 1,880 1,812
------------------------------
Total non-current liabilities 20,737 22,503
------------------------------
Interest-bearing loans and borrowings 9 12,953 14,827
Trade and other payables 4,695 5,986
------------------------------
Total current liabilities 17,648 20,813
------------------------------
Total liabilities 38,385 43,316
------------------------------
Total equity and liabilities 108,178 110,718
------------------------------
------------------------------
Rambler Metals and Mining Plc
Consolidated Statement of Changes in Equity
(EXPRESSED IN Share Share Translation
CANADIAN DOLLARS) capital premium Merger reserve reserve
Audited $,000 $,000 $,000 $,000
Balance at 1 August
2011 2,299 65,934 214 135
--------------------------------------------------------
Comprehensive loss
Loss for the year - - - -
Foreign exchange
translation
differences - - - 8
Loss on available
for sale
investments - - - -
--------------------------------------------------------
Other comprehensive
loss - - - 8
--------------------------------------------------------
Total comprehensive
loss for the year - - - 8
--------------------------------------------------------
Transactions with
owners
Issue of share
capital 300 9,047 - -
Share issue expenses - (225) - -
Share-based payments - - - -
--------------------------------------------------------
Transactions with
owners 300 8,822 - -
--------------------------------------------------------
Balance at 31 July
2012 2,599 74,756 214 143
--------------------------------------------------------
--------------------------------------------------------
Unaudited
Balance at 1 August
2012 2,599 74,756 214 143
--------------------------------------------------------
Comprehensive loss
Profit for the
period - - - -
--------------------------------------------------------
Foreign exchange
translation
differences - - - (2)
Gain on available
for sale
investments - - - -
--------------------------------------------------------
Other comprehensive
income - - - (2)
--------------------------------------------------------
Total comprehensive
income for the
period - - - (2)
--------------------------------------------------------
Transactions with
owners
Issue of share
capital 14 408 - -
Share-based payments - - - -
--------------------------------------------------------
Transactions with
owners 14 408 - -
--------------------------------------------------------
Balance at 30 April
2013 2,613 75,164 214 141
--------------------------------------------------------
--------------------------------------------------------
(EXPRESSED IN Fair value Accumulated
CANADIAN DOLLARS) reserve Losses Total
Audited $,000 $,000 $,000
Balance at 1 August
2011 - (6,604) 61,978
--------------------------------------------------------
Comprehensive loss
Loss for the year - (3,367) (3,367)
Foreign exchange
translation
differences - - 8
Loss on available
for sale
investments (422) - (422)
--------------------------------------------------------
Other comprehensive
loss (422) - (414)
--------------------------------------------------------
Total comprehensive
loss for the year (422) (3,367) (3,781)
--------------------------------------------------------
Transactions with
owners
Issue of share
capital - - 9,347
Share issue expenses - - (225)
Share-based payments - 83 83
--------------------------------------------------------
Transactions with
owners - 83 9,205
--------------------------------------------------------
Balance at 31 July
2012 (422) (9,888) 67,402
--------------------------------------------------------
--------------------------------------------------------
Unaudited
Balance at 1 August
2012 (422) (9,888) 67,402
--------------------------------------------------------
Comprehensive loss
Profit for the
period - 1,433 1,433
--------------------------------------------------------
Foreign exchange
translation
differences - - (2)
Gain on available
for sale
investments 458 - 458
--------------------------------------------------------
Other comprehensive
income 458 - 456
--------------------------------------------------------
Total comprehensive
income for the
period 458 1,433 1,889
--------------------------------------------------------
Transactions with
owners
Issue of share
capital - - 422
Share-based payments - 80 80
--------------------------------------------------------
Transactions with
owners - 80 502
--------------------------------------------------------
Balance at 30 April
2013 36 (8,375) 69,793
--------------------------------------------------------
--------------------------------------------------------
Rambler Metals and Mining Plc
Unaudited statements of cash flows
For the Quarter Ended 30 April 2013
(EXPRESSED IN CANADIAN DOLLARS)
Quarter Quarter Nine months Nine months
ended 30 ended 30 ended 30 ended 30
April 2013 April 2012 April 2013 April 2012
$,000 $,000 $,000 $,000
Cash flows from
operating activities
Operating profit/(loss) 464 (772) 761 (1,716)
Depreciation 2,215 4 4,305 107
Share based payments 15 18 80 65
(Increase)/decrease in
inventory (522) (141) (2,049) (101)
(Increase)/decrease in
receivables (492) (18) (1,073) 921
(Decrease)/increase in
payables (1,777) 159 1,964 733
----------------------------------------------------
Cash (utilised
in)generated from
operations (97) (750) 3,988 9
Income tax received - - 28 -
Interest paid (283) (2) (575) (7)
----------------------------------------------------
Net cash (utilised
in)/generated from
operating activities (380) (752) 3,441 2
----------------------------------------------------
Cash flows from
investing activities
Interest received 20 17 64 70
Acquisition of bearer
deposit note 4 146 (1) 118
Acquisition of listed
investment (1,035) (1,035)
Acquisition of
evaluation and
exploration assets (2) (338) (62) (651)
Acquisition of mineral
properties - net (1,768) 6,115 (3,264) 179
Acquisition of property,
plant and equipment (353) (2,982) (999) (9,179)
----------------------------------------------------
Net cash (utilised
in)/generated from
investing activities (2,099) 1,923 (4,262) (10,498)
----------------------------------------------------
Cash flows from
financing activities
Proceeds from issue of
share capital - 4,578 21 4,578
Share issue expenses - (82) - (82)
Proceeds from issue of
share options - 30 - 38
Repayment of Gold loan (297) (4,385) (1,057) (5,163)
(Repayment)/proceeds
from loans (506) 6 (1,006) 6,976
Capital element of
finance lease payments (550) (411) (1,513) (1,187)
----------------------------------------------------
Net cash (utilised in)/
generated from
financing activities (1,353) (264) (3,555) 5,160
----------------------------------------------------
Net (decrease)/increase
in cash and cash
equivalents (3,832) 907 (4,376) (5,336)
Cash and cash
equivalents at
beginning of period 7,325 3,974 7,826 10,170
Effect of exchange rate
fluctuations on cash
held 2 (32) 45 15
----------------------------------------------------
Cash and cash
equivalents at end of
period 3,495 4,849 3,495 4,849
----------------------------------------------------
----------------------------------------------------
/T/
Rambler Metals and Mining Plc
Unaudited Notes to the financial statements
1. Nature of operations and going concern
The principal activity of the Group is the development and exploration of the Ming Copper-Gold Mine ("Ming Mine")
located in Baie Verte, Newfoundland and Labrador, Canada.
The Group's ability to continue as a going concern, and the recoverability of its mineral properties, is dependent on
future trends in copper and gold prices, and its ability to continue generating positive cash flows from current
operations. Through the use of current cash reserves and continued production, management is satisfied that the Group
has sufficient working capital for the forthcoming 12 months. However, there are risks associated with the commencement
of a new mining and processing operation which may give rise to the possibility that additional working capital may be
required to fund unanticipated delays at the copper concentrator and continued mine production and the repayment of
loans falling due for repayment in March 2014. Should additional working capital be required, the Directors consider
that further sources of finance could be secured in the required timescale; however, there is no certainty that these
funds will be forthcoming. On this basis, the Directors have concluded that the Group is a going concern. These
financial statements do not reflect the adjustments to carrying values of assets and liabilities and the reported
expenses and balance sheet classifications that would be necessary should the going concern assumption be inappropriate,
and these adjustments could be material.
2. Accounting policies
Details of the main accounting policies of the Group are included in note 2 of the financial statements for the year
ended 31 July 2012. The following accounting policies have been applied or modified during the current quarter:
Revenue - Sale of concentrate
Revenue associated with the sale of copper concentrate is recognised when significant risks and rewards of ownership of
the asset sold are transferred to the Group's off-taker, which is when the group receives provisional payment for each
lot of concentrate invoiced. Where a provisional invoice is not raised, risks and rewards of ownership transfer when the
concentrate passes over the rail of the shipping vessel. Adjustments arising due to differences in assays and weights,
from the time of provisional invoicing to the time of final settlement, are adjusted to revenue.
Trade and other receivables
Trade and other receivables are generally stated at their cost less impairment losses. Receivables in respect of the
sale of copper concentrate which contain an embedded derivative linking them to future commodity prices are measured at
fair value through profit and loss and are treated as derivative financial assets or liabilities.
Financial instruments measured at fair value through profit and loss
Financial instruments measured at fair value through profit and loss, which includes all derivative financial
instruments and receivables containing embedded derivatives arising from sales of concentrate, are measured at fair
value at each balance sheet date with changes in value reflected directly within the income statement.
3. Intangible assets
/T/
Exploration
and
evaluation
Costs
$,000
Cost
Balance at 1 August 2011 16,627
Acquisitions 633
------------
Balance at 31 July 2012 17,260
------------
------------
Balance at 1 August 2012 17,260
Acquisitions 59
------------
Balance at 30 April 2013 17,319
------------
------------
Carrying amounts
At 31 July 2012 17,260
------------
------------
At 30 April 2013 17,319
------------
------------
4.Mineral Properties
Mineral
Property
$,000
Cost
Balance at 1 August 2011 38,468
Acquisitions 9,596
------------
Balance at 31 July 2012 48,064
------------
------------
Balance at 1 August 2012 48,064
Acquisitions 4,397
Transfer to inventory on commercial production (2,130)
------------
Balance at 30 April 2013 50,331
------------
------------
Amortisation
Balance at 1 August 2011 -
Amortisation charge -
------------
Balance at 31 July 2012 -
------------
------------
Balance at 1 August 2012 -
Amortisation charge 1,272
------------
Balance at 30 April 2013 1,272
------------
------------
Carrying amounts
At 31 July 2012 48,064
------------
------------
At 30 April 2013 49,059
------------
------------
5.Property, plant and equipment
Land and Assets under Plant and
buildings construction Motor vehicles equipment
$,000 $,000 $,000 $,000
Cost
Balance at 1
August 2011 2,941 15,310 153 14,165
Acquisitions 733 6,189 59 3,378
Disposals - - - (189)
------------------------------------------------------------
Balance at 31
July 2012 3,674 21,499 212 17,354
------------------------------------------------------------
------------------------------------------------------------
Balance at 1
August 2012 3,674 21,499 212 17,354
Additions 30 125 47 1,570
Reclassification 613 (21,604) - 20,991
------------------------------------------------------------
Balance at 30
April 2013 4,317 20 259 39,915
------------------------------------------------------------
------------------------------------------------------------
Fixtures,
fittings and Computer
equipment equipment Total
$,000 $,000 $,000
Cost
Balance at 1
August 2011 90 670 33,329
Acquisitions 3 89 10,451
Disposals - (6) (195)
------------------------------------------------------------
Balance at 31
July 2012 93 753 43,585
------------------------------------------------------------
------------------------------------------------------------
Balance at 1
August 2012 93 753 43,585
Additions 15 6 1,793
Reclassification - - -
------------------------------------------------------------
Balance at 30
April 2013 108 759 45,378
------------------------------------------------------------
------------------------------------------------------------
Depreciation and
impairment
lossesBalance
at 1 August
2011 926 - 71 6,452
Depreciation
charge 333 - 58 3,755
Eliminated on
disposals - - - (189)
------------------------------------------------------------
Balance at 31
July 2012 1,259 - 129 10,018
------------------------------------------------------------
------------------------------------------------------------
Balance at 1
August 2012 1,259 - 129 10,018
Depreciation
charge 299 - 39 3,658
------------------------------------------------------------
Balance at 30
April 2013 1,558 - 168 13,676
------------------------------------------------------------
------------------------------------------------------------
Carrying amounts
At 31 July 2012 2,415 21,499 83 7,336
------------------------------------------------------------
------------------------------------------------------------
At 30 April 2013 2,759 20 91 26,239
------------------------------------------------------------
------------------------------------------------------------
Depreciation and
impairment
lossesBalance
at 1 August
2011 57 491 7,997
Depreciation
charge 15 128 4,289
Eliminated on
disposals - (6) (195)
------------------------------------------------------------
Balance at 31
July 2012 72 613 12,091
------------------------------------------------------------
------------------------------------------------------------
Balance at 1
August 2012 72 613 12,091
Depreciation
charge 12 71 4,079
------------------------------------------------------------
Balance at 30
April 2013 84 684 16,170
------------------------------------------------------------
------------------------------------------------------------
Carrying amounts
At 31 July 2012 21 140 31,494
------------------------------------------------------------
------------------------------------------------------------
At 30 April 2013 24 75 29,208
------------------------------------------------------------
------------------------------------------------------------
6. Available for sale investments
Available
for sale
investments
$'000
Cost
Balance at 1 August 2011 -
Acquisitions 1,134
Revaluation (422)
------------
Balance at 31 July 2012 712
------------
------------
Balance at 1 August 2012 712
Revaluation 458
------------
Balance at 30 April 2013 1,170
------------
------------
/T/
Rambler holds a 17% equity stake Maritime Resources Corp and an invitation to appoint a representative to join
Maritime's Board of Directors. The market price at 30 April 2013 was $0.23 per share.
/T/
7.Inventories
30 April 2013 31 July 2012
$,000 $,000
Operating supplies 1,493 1,100
Ore and concentrate stockpile 1,656 -
------------------------------
3,149 1,100
------------------------------
------------------------------
8.Derivative financial asset
30 April 2013 31 July 2012
$,000 $,000
Concentrate receivables from off-taker 650 -
------------------------------
------------------------------
/T/
9. Interest-bearing loans and borrowings
This note provides information about the contractual terms of the Group's interest-bearing loans and borrowings. For
more information about the Group's exposure to interest rate and foreign currency risk, see note 13.
/T/
30 April 2013 31 July 2012
$,000 $,000
Non-current liabilities
Bank loan 20 23
Finance lease liabilities 4,840 5,727
Gold Loan 13,997 14,941
------------------------------
18,857 20,691
------------------------------
------------------------------
Current liabilities
Current portion of bank loan 3 3
Current portion of finance lease liabilities 2,253 1,962
Current portion of Gold Loan 4,568 5,948
Credit Facility 6,129 6,914
------------------------------
12,953 14,827
------------------------------
------------------------------
Finance lease liabilities
Finance lease liabilities are payable as follows:
Minimum Minimum
lease lease
Payments Interest Principal Payments Interest Principal
30 April 30 April 30 April 31 July 31 July 31 July
2013 2013 2013 2012 2012 2012
$,000 $,000 $,000 $,000 $,000 $,000
Less than one
year 2,563 310 2,253 2,189 227 1,962
Between one and
five years 5,182 342 4,840 6,361 634 5,727
------------------------------------------------------------
7,745 652 7,093 8,550 861 7,689
------------------------------------------------------------
------------------------------------------------------------
/T/
Under the terms of the equipment lease agreements, no contingent rents are payable.
The bank loan is secured by way of a fixed charge over a property and is repayable in monthly instalments of $384 over
12 years.
Gold Loan
In March 2010, the Group entered into an agreement ("Gold Loan") with Sandstorm to sell a portion of the life-of-mine
gold production from its Ming Mine.
Under the terms of the agreement Sandstorm made staged upfront cash payments for the gold to the Group totalling US$20
million.
For this, in each production year following the first year of production, until 175,000oz of payable gold has been
produced, the Group has agreed to sell a percentage equal to 25% x (85% divided by the actual percentage of
metallurgical recovery of gold realized in the immediately preceding production year) provided that, if the payable gold
production in any production year after the third production year is less than 15,000 ounces, then in each such
production year, Sandstorm payable gold shall not be less than 25% of the payable gold. In each production year
following the first year of production, after 175,000oz of payable gold has been produced, the Group has agreed to sell
a percentage equal to 12% x (85% divided by the actual percentage of metallurgical recovery of gold realized in the
immediately preceding production year) provided that, if the payable gold production in any production year after the
third production year is less than 15,000 ounces, then in each such production year, Sandstorm payable gold shall not be
less than 12% of the payable gold for the remainder of the period ending 40 years after the date of the agreement. After
the expiry of the 40 year term, the agreement is renewable in 10 year terms at the option of Sandstorm.
A 4.5% cash commission was payable with each payment received under the agreement.
The remaining circumstances in which the Gold Loan may be repaid earlier than by the delivery of payable gold are as
follows:
/T/
i. If within 24 months of the date that gold is first produced (28 November
2011), the Ming Mine has not produced and sold a minimum of 24,000oz of
payable gold then a portion of the US$20 million will be repayable based
on the shortfall of payable gold.
ii. Within the first 36 months of production of gold any shortfall in the
value of payable gold below the following amounts will be required to be
paid in cash:
-- within the first 12 months - US$3.6 million
-- within the second 12 months - US$3.6 million
-- within the third 12 months - US$3.1 million
/T/
During the first seventeen months of production, repayments of US$8,916,148 were made from the delivery of 5,407 ounces
of gold thereby satisfying the requirement to repay a minimum of US$3.6 million cash during the first and second 12
months and partially meeting the requirements for the third 12 months.
The Gold Loan is accounted for as a financial liability carried at amortised cost. In determining the carrying value of
the loan the cash flows due under the agreement are forecast at each quarter end based on management's best estimates of
the time of delivery of payable gold, the total amount of gold expected to be produced over the mine life and the timing
of that production.
Interest of $1,295,000 was credited to the income statement during Q3/13 (Q2/13:$818,000). In Q3/12 $1,851,000 was
charged to mineral properties.
The Gold Loan is secured by a fixed and floating charge over the assets of the Group.
Credit Facility
On 29 September 2011 the Group agreed a credit facility of up to $10 million with Sprott Resource Lending Partnership
("Sprott") for use as additional funding for the development of the Ming Mine. Subsequent to amending the agreement in
December 2011 the facility is available in three instalments; the first instalment of $5 million was drawn on 29 January
2012, the second instalment of $2.5 million was drawn on 30 January 2012 and the final instalment for the balance up to
$10 million was available until 31 August 2012 but was not drawn. Interest accrues at a fixed rate of 9.25% per annum.
In connection with the credit facility, a structuring fee of $100,000 and a 3% commitment fee of $300,000 were paid to
Sprott in cash. Pursuant to the terms of the credit facility, the Company issued $300,000 of ordinary shares of 1p each
in the capital of the Company to Sprott in exchange for the repayment of the previously paid cash commitment fee. In
addition, a further 4% drawdown fee on all amounts drawn under the credit facility was satisfied by the issuance of
ordinary shares by the Company. On 26 March 2013 this agreement was amended such that the principle is repayable by 31
March 2014 and is secured by a fixed and floating charge over the assets of the Group. Upon amending the credit facility
an amendment fee of $400,000 was paid to Sprott in ordinary shares of 1p each. On 30 April 2013 and subsequently on 31
May 2013 the Group made repayments of $500,000 and $600,000 respectively to Sprott thereby reducing the outstanding
balance to $5,900,000. Under the amended agreement $3,000,000 remains available for drawn until 30 September 2013.
Financing and interest charges of $336,000 were expensed during Q3/13 (Q2/13: $392,000) and $371,000 was charged to
mineral properties in Q3/12.
10. Provisions
/T/
30 April 2013 31 July 2012
$,000 $,000
Reclamation and closure provision
Opening balance 1,812 1,647
Released during the period - (121)
Unwinding of discount 68 286
------------------------------
Closing balance 1,880 1,812
------------------------------
------------------------------
/T/
The reclamation and closure provision has been made in respect of costs of land restoration and rehabilitation expected
to be incurred at the end of the Ming Mine's useful life. The provision has been calculated based on the present value
of the expected future cash flows associated with reclamation and closure activities as required by the Government of
Newfoundland and Labrador. The provision relates to restoration of all three sites associated with the Ming Mine
project: mill, mine and port sites. The liability is secured by Letters of Credit for $3,255,155.
11. Related parties
/T/
Transactions with key management personnel
Total key management personnel compensations were as follows:
Nine months Nine months
Quarter ended Quarter ended ended 30 ended 30
30 April 2013 30 April 2012 April2013 April 2012
$,000 $,000 $,000 $,000
Salaries 203 164 581 496
Share based payments - 4 - 17
-------------------------------------------------------
203 168 581 513
-------------------------------------------------------
-------------------------------------------------------
/T/
12. Share-based payments
The number and weighted average exercise prices of share options are as follows:
/T/
Weighted Weighted
average average
exercise Number exercise Number
price of options price of options
30 April 30 April 31 July 31 July
2013 2013 2012 2012
$ No. 000 $ No. 000
Outstanding at the beginning
of the period 0.461 3,937 0.484 4,167
Granted during the period 0.518 387 0.503 646
Exercised 0.380 (72) 0.175 (202)
Cancelled during the period 0.627 (240) 0.541 (674)
------------ ------------
Outstanding at the end of
the period 0.458 4,012 0.461 3,937
------------ ------------
------------ ------------
Exercisable at the end of
the period 0.445 3,352 0.446 3,313
------------ ------------
------------ ------------
/T/
The options outstanding at 30 April 2013 have an exercise price in the range of $0.16 to $1.10 and a weighted average
remaining contractual life of 6.4 years (31 July 2012: 6.9 years).
The fair value of services received in return for share options granted are measured by reference to the fair value of
share options granted. The estimate of the fair value of the services received is measured based on the Black-Scholes
model. The contractual life of the option (10 years) is used as an input into this model. Expectations of early exercise
are incorporated into the Black-Scholes model.
/T/
Fair value of share options Quarter Quarter Nine months Nine months
and assumptions ended 30 ended 30 ended 30 ended 30
April 2013 April 2012 April 2013 April 2012
$,000 $,000 $,000 $,000
Fair value at measurement
date of options granted in
the period 24 48 84 127
------------------------------------------------
Weighted average fair value
per option granted in
period 0.218 0.323 0.239 0.294
Share price (weighted
average) $0.500 0.530 $0.518 0.495
Exercise price (weighted
average) $0.500 0.530 $0.518 0.495
Expected volatility
(expressed as weighted
average volatility used in
the modelling under Black-
Scholes model) 49.1% 69.3% 52.5% 69.5%
Expected option life (years) 5 5 5 5
Expected dividends (%) 0 0 0 0
Risk-free interest rate
(based on national
government bonds) 1.29% 1.64% 1.36% 1.79%
------------------------------------------------
/T/
The expected volatility is based on the historic volatility (calculated based on the weighted average remaining life of
the share options), adjusted for any expected changes to future volatility due to publicly available information. There
is no performance or market conditions associated with the share option grants.
/T/
Quarter Quarter Nine months Nine months
ended 30 ended 30 ended 30 ended 30
April 2013 April 2012 April 2013 April 2012
$,000 $,000 $,000 $,000
Total expense recognised as
employee costs 15 18 80 65
------------------------------------------------
------------------------------------------------
/T/
13. Financial risk management
The Group's principal financial assets comprise: cash and cash equivalents, trade and other receivables, available for
sale investments and derivative financial assets. The Group financial liabilities comprise: trade payables; other
payables; and accrued expenses. The Group's financial liabilities also include interest bearing loans and borrowings.
All of the Group's financial liabilities are measured at amortised cost and their financial assets are classified as
loans and receivables and measured at amortised cost.
The board of directors determines, as required, the degree to which it is appropriate to use financial instruments and
hedging techniques to mitigate risks. The main risks for which such instruments may be appropriate are foreign exchange
risk, interest rate risk, credit risk and liquidity risk each of which is discussed below.
Foreign currency risk
The Group's cash resources are held in GB pounds, Canadian and US Dollars and certain receivables and the Gold Loan are
denominated in US dollars. The Group has a downside exposure to any strengthening of the GB pound as this would increase
expenses in Canadian dollar terms. This risk is mitigated by reviewing the holding of cash balances in GB pounds. Any
weakening of the GB pound would however result in the reduction of the expenses in Canadian dollar terms and preserve
the Group's cash resources. In addition, any such movements would affect the Consolidated Balance Sheet when the net
assets of the Parent Company are translated into Canadian dollars. The Group has a downside exposure to any
strengthening of the US dollar as this would increase the amount repayable on the Gold Loan in Canadian dollar terms.
This risk, however, is relevant only should the Gold Loan be repaid in cash under terms set out in note 8. Repayment is
envisaged in payable gold which is denominated in US dollars. Exposure to this foreign currency risk has been mitigated
since the commencement of production. Any weakening of the US dollar would however result in a reduction in revenue and
receivables in Canadian dollar terms. The Group has not hedged its exposure to currency fluctuations.
The Group does not hedge its exposure of foreign investments held in foreign currencies. There is no significant impact
on profit or loss from foreign currency movements associated with the Parent company's assets and liabilities as the
foreign currency gains or losses are recorded in the translation reserve.
Exchange rate fluctuations may adversely affect the Group's financial position and results. The following table details
the Group`s sensitivity to a 10% strengthening and weakening in the GB pound against the Canadian/US Dollar. 10%
represents management's assessment of the reasonable possible exposure.
/T/
Equity
30 April 31 July
2013 2012
$,000 $,000
10% strengthening of GB pound (8) 24
10% weakening of GB pound 7 (22)
10% strengthening of US dollar (1,856) (1,734)
10% weakening of US dollar 1,688 1,576
--------------------------
--------------------------
/T/
Liquidity risk
With finite cash resources the liquidity risk is significant. The Group's approach to managing liquidity risk is to
ensure that it will have sufficient liquidity to meet liabilities when due. At 30 April 2013 the Group had a negative
working capital of $6,226,000 including a credit facility balance of $6,129,000. Through continued improves at the Ming
Mine operation the Group anticipates reducing the negative working capital position over the coming months. The
maturities of other loans are disclosed in note 9.
The Group's trade payables, other payables and accrued expenses are generally due between one and three months and the
Group's financial liabilities are due as follows:
/T/
Financial liabilities 30 April 2013 31 July 2012
$,000 $,000
Due within one year 12,953 16,174
Due within one to two years 4,602 5,667
Due within two to three years 4,404 4,795
Due within three to four years 2,502 4,778
Due within four to five years 1,607 3,168
Due after five years 5,742 16,240
------------------------------
31,810 50,822
------------------------------
------------------------------
/T/
Fixed rate financial liabilities
At the period end the analysis of finance leases, hire purchase contracts and loans which were all due in Canadian
Dollars and are at fixed interest rates was as follows:
/T/
Fixed rate liabilities 30 April 2013 31 July 2012
$,000 $,000
Due within one year 9,067 8,879
Due within one to two years 2,446 2,021
Due within two to three years 2,173 2,015
Due within three to four years 538 1,461
Due within four to five years 30 243
Due after five years 8 10
------------------------------
14,262 14,629
------------------------------
------------------------------
/T/
The average fixed interest rate for the finance leases and hire purchase contracts outstanding at 30 April 2013 was
6.41%.
Credit risk
The Group holds the majority of its cash resources in Canadian dollars given that the majority of the Group's outgoings
are denominated in this currency. Given the current climate, the Group has taken a very risk averse approach to
management of cash resources and management and Directors monitor events and associated risks on a continuous basis.
There is little perceived credit risk in respect of trade and other receivables. The Group maximum exposure to credit
risk at 30 April 2013 was represented by receivables and cash resources.
Interest rate risk
The Group's policy is to retain its surplus funds on the most advantageous term of deposit available up to twelve
month's maximum duration. Details of the Group's borrowings are described in note 9.
If the interest rate on deposits were to fluctuate by 1% there would be no material effect on the Group's reported
results.
Commodity price risk
Commodity price risk is the risk that the Group's future earnings will be adversely impacted by changes in the market
prices of commodities. The Group is exposed to commodity price risk as its future revenues will be derived based on
contracts with customers at prices that will be determined by reference to market prices of copper and gold at the
delivery date.
The Group calculates the effective interest rate on the Gold Loan based on estimates of future cash flows arising from
the sale of payable gold. In estimating the cash flows the following table details the Group's sensitivity to a 10%
increase and a 25% decrease in the price of gold. These percentages represent management's assessment of the reasonable
possible exposure.
/T/
Income Gross assets
30 April 31 July
2013 2012
$,000 $,000
10% increase in the price of gold (1,856) (2,089)
25% decrease in the price of gold 4,641 5,222
------------------------------
------------------------------
/T/
Receivables in respect of the sale of copper concentrate which contain an embedded derivative linking them to future
commodity prices are measured at fair value through profit and loss and are treated as derivative financial assets or
liabilities. In estimating the cash flows the following table details the Group's sensitivity to a 5% increase or
decrease in the price of copper. These percentages represent management's assessment of the reasonable possible
exposure.
/T/
Income Gross assets
30 April 31 July
2012 2012
$,000 $,000
5% increase in the price of copper 418 -
5% decrease in the price of copper (418) -
------------------------------
------------------------------
/T/
Financial assets
The floating rate financial assets comprise interest earning bank deposits at rates set by reference to the prevailing
LIBOR or equivalent to the relevant country. Fixed rate financial assets are cash held on fixed term deposit.
At the period end the cash and short term deposits were as follows:
/T/
At 30 April 2013 Average
Average interest
Floating period for rates for
Fixed rate rate which rates fixed rate
assets Assets Total are fixed assets
$,000 $,000 $,000 Months %
GB Pounds - 102 102 - -
US $ - 2,311 2,311 - -
Canadian $ - 1,082 1,082 - -
------------------------------------
- 3,495 3,495
------------------------------------
------------------------------------
At 31 July 2012
$,000 $,000 $,000 Months %
GB Pounds 355 77 432 1 0.25
Canadian $ - 7,394 7,394 - -
------------------------------------
355 7,471 7,826
------------------------------------
------------------------------------
/T/
Fair values
In the directors' opinion there is no material difference between the book value and fair value of any of the group's
financial instruments.
14. Subsequent Events
On 31 May 2013 the Group made a further repayment of $600,000 against the Credit Facility reducing the outstanding
balance to $5,900,000 with plans to continue reducing the balance over the coming months.
-30-
FOR FURTHER INFORMATION PLEASE CONTACT:
Rambler Metals and Mining
President and CEO
George Ogilvie, P.Eng.
709-800-1929
709-800-1921 (FAX)
OR
Rambler Metals & Mining Plc
Corporate Office
+44 (0) 20 8652-2700
+44 (0) 20 8652-2719 (FAX)
www.ramblermines.com
OR
Cantor Fitzgerald Europe
Stewart Dickson / Jeremy Stephenson
+44 (0) 20 7894 7000
OR
Pelham Bell Pottinger
Charles Vivian / Marcin Zydowicz
+44 (0) 20 7861 3921
OR
Ocean Equities Limited
Guy Wilkes
+44 (0) 20-7786-4370
INDUSTRY: Manufacturing and Production-Mining and Metals
SUBJECT: ERN
-0-
Rambler Metals & Mining Plc
Latest directors dealings
- 6 minutes ago Hilton Food Group
- 6 minutes ago Hilton Food Group
- 1 hour ago Luceco
- 1 hour ago Finsbury Growth & Income Trust
- 2 hours ago Big Yellow Group