Rambler Metals and Mining 2nd Quarter Results 2...
TSX VENTURE SYMBOL: RAB
AIM SYMBOL: RMM
March 18, 2009
Rambler Metals & Mining 2nd Quarter Results 2009 and Operations Update
LONDON, ENGLAND and BAIE VERTE, NEWFOUNDLAND AND LABRADOR--(Marketwire - March 18, 2009) - Rambler Metals and
Mining PLC (TSX VENTURE:RAB)(AIM:RMM) ("Rambler" or the "Company") today reports its 2nd Quarter results for
the three months ending 31 January 2009, along with an operations update. The principal activity of the Company
is carrying out development and exploration on the Rambler Property, a mineral exploration property located on
Newfoundland and Labrador's Baie Verte Peninsula.
Operational Highlights:
- Following a review by the management and Board of Directors, the operations at the Ming Mine were scaled back
in order to preserve working capital ahead of potential project development. As a result, all underground
drilling and pre-development work was suspended on January 7, 2009. Therefore a total of 1,846 metres were
drilled in exploration during the second quarter compared to 2,419 metres drilled in the same period in 2008. A
total of 195 metres of Exploration and Pre-production development was also carried out during the quarter.
- A Titan 24 DCIP and MT survey was completed during July and August 2008 and positive results received during
the quarter (see press release dated 22nd January 2009). The data interpretation will generate new targets for
exploration and as the ore bodies are open in all directions further exploration activity could ultimately
strengthen the economics of the Project.
- Metallurgical testing on the 1807 Zone was completed which included an averaged copper concentrate grade of
29.1% and average copper recovery of 92.4% with a range between 88.4% and 97%. In addition there was defined
precious metal recovery of 67.5% Au and 52.5% Ag within the copper concentrate. Further metallurgical testing
is planned to optimize the recovery of precious metals, including any "free gold".
Subsequent Events & Future Operations:
- On 26 February 2009 Rambler released an update to its NI43-101 compliant resource. which is estimated as:
-- Measured: 1,151,000 tonnes of ore @ 2.14% Cu, 2.40 g/t Au, 14.11 g/t Ag, 0.78% Zn
-- Indicated: 2,500,000 tonnes of ore @ 2.25% Cu, 0.9 g/t Au, 4.97 g/t Ag. 0.21% Zn
-- Inferred: 1,498,000 tonnes of ore @ 1.72% Cu, 2.05 g/t Au, 9.36 g/t Ag, 0.63% Zn
-- Total (Measured and Indicated): 3,651,000 tonnes of ore @ 2.21% Cu, 1.37 g/t Au, 7.86 g/t Ag, 0.39% Zn
- Rambler is currently conducting underground Engineering Study, mine planning and scheduling, Capital Program,
equipment selection and cost estimating for the first five years of the mine where a high grade, low tonnage
scenario has been decided. This is contracted to C.S.I. Engineeering and will target the high grade coppergold
massives sulphide zones. Once completed Rambler will register the project with the appropriate government
agencies to begin the process of environmental registration.
- Rambler is currently engaged in discussions with a number of third parties, which it holds confidentiality
agreements with, for the Project Financing. Upon completion of the Project Financing, development and
construction activities will begin to bring the Mine into production in 2010.
Financial Highlights:
- Compared to the quarter ending 31 January 2008, net losses increased Pounds Sterling 96,801 to Pounds
Sterling 332,879 and the loss per share increased from 0.47p to 0.56p. Losses were higher as administration
expenses increased Pounds Sterling 49,874 to Pounds Sterling 344,792. Administrative staff costs were the
primary driver for this change increasing Pounds Sterling 39,725 to Pounds Sterling 193,753.
- Interest income was Pounds Sterling 49,576 lower at Pounds Sterling 11,062 as a result of lower cash balances
and interest rate returns.
- Cash flows used for operating activities increased by Pounds Sterling 118,927 substantially as a result of
increased operating losses. Cash flows used for investing activities reduced by Pounds Sterling 266,503
primarily as a result of the cost reduction programme. Cash flows used for financing activities reduced by
Pounds Sterling 31,100 to Pounds Sterling 24,367 reflecting the reduction in capital payments on finance leases
expiring in previous periods.
- Total assets which include accumulated deferred exploration expenditures and mine rehabilitation costs
increased Pounds Sterling 2,142,668 to Pounds Sterling 22,039,892 during the quarter. This increase was
substantially due to an exchange gain of Pounds Sterling 2,413,971 less the loss for the quarter.
- Cash and cash equivalents at the end of the period was Pounds Sterling 2.3 million and this figure had fallen
to Pounds Sterling 1.9 million as at 17 March 2009.
George Ogilvie, President and Chief Executive Officer, commented:
"Due to the difficult financial climate Rambler made the decision to scale back operations to preserve working
capital ahead of potential project development. Despite this targets have been achieved such as the positive
metallurgy test work and the updated NI43-101 compliant resource.
We look forward to the completion of the underground Engineering Study in April 2009 which will demonstrate the
long term economic viability of the Project. We feel strongly about the Company's future prospects in the
coming year and we also look forward to resuming exploration activity, pre-production development and
construction and bringing the Ming Mine into production in 2010."
About the Company
Rambler was founded in 2004 when Altius Minerals Corporation ("Altius"), a Newfoundland and Labrador based
resource company, contributed to the Company's asset base an option to acquire and develop the Rambler
property.
The Rambler property had been a former underground copper and gold producing property that ceased production
when the deposit reached a then third party property boundary. This neighbouring property was subsequently
consolidated before being brought into the Company. The Company now owns a 100% interest in the property.
The principal activity of the Group is carrying out development and exploration on the Rambler Property a
mineral exploration property located on Newfoundland and Labrador's Baie Verte Peninsula.
RAMBLER METALS AND MINING PLC
MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE SECOND QUARTER
The following management's discussion and analysis ("MD&A") of Rambler Metals & Mining plc (the "parent
company") and its subsidiaries (the "Group" or "Rambler") contains forward-looking statements that involve
numerous risks and uncertainties. Our actual results could differ materially from those discussed in such
forward-looking statements as a result of these risks and uncertainties, including those set forth in this
MD&A.
The following discussion provides information that management believes is relevant to an assessment and
understanding of our consolidated results of operations and financial condition for the three and six months
ended 31 January 2009. This discussion should be read in conjunction with our audited financial statements for
the year ended 31 July 2008 and the related notes thereto. These consolidated statements have been prepared in
accordance with International Financial Reporting Standards (IFRS).
This MD&A, which has been prepared as of 17 March 2009, is intended to supplement and complement our audited
consolidated financial statements and notes thereto for the year ended 31 July 2008 prepared in accordance with
International Financial Reporting Standards (IFRS). The presentation currency is British Pounds.
OUR BUSINESS & OPERATIONS REVIEW
The parent company was incorporated as Fortress Metals and Mining plc on 14 April 2004 and changed its name to
Rambler Metals and Mining plc on 17 March 2005. The parent company's Ordinary Shares were admitted for trading
on the London AIM market on 8 April 2005 under the symbol "RMM" and were listed on the TSX Venture Exchange on
7 February 2007 under the symbol "RAB".
The principal activity of the Group is carrying out development and exploration on the Rambler Property a
mineral exploration property located on Newfoundland and Labrador's Baie Verte Peninsula.
Operational highlights during the quarter include:
- Cost Reduction Programme - On 7 January, 2009, operations at the Ming Mine were scaled back in order to
preserve working capital ahead of potential project development. As a result, all underground drilling and pre-
development work was suspended headcount was reduced from 43 employees to 25.
- Positive results from a Titan 24 DCIP and MT survey completed over the Rambler Property during July and
August, 2008 were received with 77 separate anomalies of varying significance being identified on the nine
survey profiles. Two of these are deemed high priority and are represented by multi-parameter (MT+DC+IP)
anomalies with characteristics indicative of highly conductive zones similar to the Ming ore bodies. A further
28 anomalies are deemed second priority, represented by varying degrees of chargeability and resistivity.
- Exploration Drilling - drilling continued with only one crew until 7 January when our cost reduction
programme was implemented. A total of 1,846 metres was drilled compared to 2,419 metres drilled in the same
period in 2008. At the end of the quarter, 2,893 metres remain to be drilled on a 25,000 metre contract with a
third party drilling contractor. Primary drilling was carried out in November and December on the newly
discovered 1806 Zone where new drill cut-outs had to be developed off the existing main ramp to enable air
powered diamond drills to access this zone. The electric drill was kept on the 2,300 level and used as a spare
location for a drill crew on the Lower Footwall Zone.
- A total of 195 metres of Exploration and Pre-production development was carried out.
- Metallurgical testing on the 1807 Zone was completed and included the following highlights:
-- The copper concentrate grade averaged 29.1%.
-- The average copper recovery was 92.4% with a range between 88.4% and 97%.
-- A defined precious metal recovery of 67.5% Au and 52.5% Ag within the copper concentrate. Further
metallurgical testing is planned to optimize the recovery of precious metals, including any "free gold".
-- Batch floatation residence time was between 15 and 20 minutes for each stage.
-- The optimum reagent scheme was un-complex and common for base metal concentrators. All deleterious materials
including zinc, lead, arsenic, bismuth and mercury were below maximum allowable values for a typical copper
concentrate.
-- Test results will allow for the design of a process concentrator that will optimize the recovery of copper
and rejection of zinc.
-- Standard waste management systems will be employed to assure environmental compliance.
- Our Underground Engineering Study is proceeding well and is on schedule to be completed by 30 April 2009.
This study by CSI Engineering incorporates a mine plan and schedule, a capital program including recommended
equipment and cost estimates for the first five years of the mine where a high grade, low tonnage scenario is
envisaged. This study will form the basis for the Business Plan and Economic Model to be used in any future
fund raising by the Company.
SELECTED FINANCIAL INFORMATION
The following selected financial information has been derived from the consolidated financial statements of the
Group for the periods indicated and should be read in conjunction with such statements and notes thereto.
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Selected Financial Information 3 months 3 months
All amounts in Pounds Sterling, ended ended
except shares and per share figures 31 January 2009 31 January 2008
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Revenue - -
Administrative Expenses 334,792 284,918
Bank Interest Receivable 11,062 60,638
Net (loss) (332,879) (236,078)
Loss per share in pence (basic
and diluted) (0.56p) (0.47p)
Cash Flow (used) for operating
activities (322,606) (203,679)
Cash Flow (used) for investing
activities (1,205,689) (1,472,192)
Cash Flow (used) for financing
activities (24,367) (55,467)
Net (decrease) in cash (1,552,662) (1,731,338)
Cash & Cash Equivalents at end
of period 2,300,699 3,307,939
Total Assets 22,039,892 15,445,695
Total Liabilities 1,029,985 1,441,045
Working Capital 1,873,792 2,712,693
Weighted average number of
shares outstanding 59,385,000 49,725,000
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Review of quarter ending 31 January 2009
The Group's only source of income since incorporation has been bank deposit interest.
Compared to the quarter ending 31 January 2008, net losses increased Pounds Sterling 96,801 to Pounds Sterling
332,879 and the loss per share increased from 0.47p to 0.56p. Losses were higher as administration expenses
increased Pounds Sterling 49,874 to Pounds Sterling 344,792. Administrative staff costs were the primary driver
for this change increasing Pounds Sterling 39,725 to Pounds Sterling 193,753. These costs included the addition
of two management positions in late Fiscal 2008 and the first quarter of 2009, the Financial Controller and
General Manager respectively. Interest income was Pounds Sterling 49,576 lower at Pounds Sterling 11,062 as a
result of lower cash balances and interest rate returns.
Cash flows used for operating activities increased by Pounds Sterling 118,927 substantially as a result of
increased operating losses. Cash flows used for investing activities reduced by Pounds Sterling 266,503 as a
result of the implementation of the cost reduction programme which resulted in the suspension of underground
drilling and pre-development work. In addition, higher expenditures were incurred in the same period last
fiscal year due to the continued advancement of the mine dewatering activities. Cash flows used for financing
activities reduced by Pounds Sterling 31,100 to Pounds Sterling 24,367 reflecting the reduction in capital
payments on finance leases expiring in previous periods.
Total assets which include accumulated deferred exploration expenditures and mine rehabilitation costs
increased Pounds Sterling 2,142,668 to Pounds Sterling 22,039,892 during the quarter. This increase was
substantially due to an exchange gain of Pounds Sterling 2,413,971 before taking into account the loss for the
quarter.
The reasons or explanations for movements in costs, balance sheet accounts or cash flows compared to the first
quarter of fiscal 2009 are consistent with the explanations given above.
SUMMARY OF QUARTERLY RESULTS
Quarterly results for the most recent nine reporting periods are shown below. (all amounts in British Pounds
except per share figures).
Fiscal 2009 4th Quarter 3rd Quarter 2nd Quarter 1st Quarter
-----------
Revenue - -
Net Loss (332,879) (212,542)
Loss per share Basic
& diluted (in pence) (0.56) (0.36)
Fiscal 2008
-----------
Revenue - - - -
Net Loss (131,375) (229,757) (236,078) (135,296)
Loss per share Basic
& diluted (in pence) (0.23) (0.45) (0.47) (0.27)
Fiscal 2007
-----------
Revenue - - - -
Net Loss (87,557) (191,441)
Loss per share-Basic
& diluted (in pence) (0.14) (0.48)
Net losses for the last two quarters of 2007 are stated in accordance UK GAAP.
Starting in the second quarter of Fiscal 2007, increasing administrative expenses associated with mine
rehabilitation activities started driving up losses generally. One-off costs associated with pursuing a
secondary listing for the shares of the parent Company and completing a fund raising were also key factors
behind the increase in net losses for the second and third quarters of Fiscal 2007. Options were also granted
during the second quarters of Fiscal 2007 and 2008 resulting in a share based payment expense. The reduction in
losses for the fourth quarter of 2008 is due to a deferred tax credit of Pounds Sterling 70,303 and the
increase in losses in the second quarter of 2009 is due to a reduction in bank interest received and an
increase in administrative salaries.
SUBSEQUENT EVENT
On the 26 February 2009 the Company released an updated NI43-101 Resource Estimate which is estimated as:
-- Measured: 1,151,000 tonnes of ore @ 2.14% Cu, 2.40 g/t Au, 14.11 g/t Ag, 0.78% Zn
-- Indicated: 2,500,000 tonnes of ore @ 2.25% Cu, 0.9 g/t Au, 4.97 g/t Ag. 0.21% Zn
-- Inferred: 1,498,000 tonnes of ore @ 1.72% Cu, 2.05 g/t Au, 9.36 g/t Ag, 0.63% Zn
-- Total: 5,149,000 tonnes of ore @ 2.07% Cu, 1.57 g/t Au, 8.29 g/t Ag, 0.46% Zn
The resource update was conducted under new commodity price assumptions that better reflect the reality of the
Mining environment today. Importantly the resource update increased in the higher grade gold rich massive
sulphides when compared to the previously issued resource of April 2008. This will further strengthen the
company's initial 5 year mining plan which is targeting higher grade mineralization until commodity prices
improve which then allows the bulk mining of the footwall deposit.
OUTLOOK
The Group will continue to focus on the technical requirements and in the near future management expects to:
- Complete the Underground Engineering Study
- Complete the application for the Environmental Licensing
- Issue the accompanying technical report to the recently released NI43-101 Resource Estimate update (April
2009)
- Conduct the project financing
- Resume pre-production development and construction
- Resume exploration activity
- Bring Mine into production 2010
LIQUIDITY, CAPITAL RESOURCES AND FINANCIAL POSITION
To date, the Group has relied on shareholder funding to finance its operations. With finite cash resources and
no material income, the liquidity risk is significant and is managed by controls over expenditure. Success will
depend largely upon the outcome of ongoing and future exploration and evaluation programmes.
The majority of the Group's expenses are incurred in Canadian Dollars. The Group's principal exchange rate risk
is therefore related to movements between the Canadian Dollar and the British Pound. The Group's cash resources
are held in British Pounds and Canadian dollars. The Group has a downside risk to any strengthening of the
Canadian Dollar as this would increase expenses in British Pound terms. Any weakening of the Canadian Dollar
would however result in the reduction of expenses in British Pound terms and preserve cash resources.
Additionally, any such movements would affect the Consolidated Balance Sheet when the net assets of the
Canadian subsidiary are translated into British Pounds.
Cash balances in Canadian Dollars are kept under constant review and surplus funds are held on deposit on the
most advantageous terms of deposit available up to three month's maximum duration. Floating rate financial
assets comprise interest earning bank deposits at rates set by reference to the prevailing LIBOR or equivalent
prime rate. Fixed rate financial assets are cash held on fixed term deposit.
Cash, short terms deposits and Canadian Government Treasury Bills (expressed in British Pounds) were as
follows:
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At 31 January 2009 Fixed Rate Assets Floating Rate Assets Total
Currency
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British Pound 85,000 45,693 130,693
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Canadian Dollars 2,109,726 60,280 2,170,006
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Total 2,194,726 105,973 2,300,699
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At 31 January 2008 Fixed Rate Assets Floating Rate Assets Total
Currency
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British Pound 670,000 77,208 747,208
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Canadian Dollars - 2,560,731 2,560,731
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Total 670,000 2,637,939 3,307,939
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At 31 January 2007 Fixed Rate Assets Floating Rate Assets Total
Currency
----------------------------------------------------------------------------
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British Pound 2,694,938 20,820 2,714,962
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Canadian Dollars 668,656 (111,307) 557,359
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Total 3,363,594 (90,487) 3,272,321
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The Group has entered into leases for mining and other equipment. At 31 January 2009, the Group has outstanding
obligations, including interest, relating to these leases of Pounds Sterling 587,380. The Group also had an
outstanding mortgage obligation of Pounds Sterling 21,225 at 31 January 2009.
The Group utilised Pounds Sterling 322,606 (2008: Pounds Sterling 203,679) to finance operating cash flows
during the quarter. This increase was primarily a result of the higher operating costs discussed above.
Cash outflows from investing activities decreased to Pounds Sterling 1,205,689 (2008: Pounds Sterling
1,472,192) as a result of a Pounds Sterling 179,121 reduction in evaluation and exploration expenditure and a
reduction in expenditure on plant and equipment of Pounds Sterling 140,281 offset by a reduction in interest
received of Pounds Sterling 52,899. Interest received reduced in line with lower interest rates and lower cash
balances on deposit compared to the same quarter last year.
Cash outflows relating to financing activities decreased to Pounds Sterling 24,367 (2008: Pounds Sterling
55,467) reflecting the reduction in capital payments on finance leases which came to an end in previous
periods.
Cash and cash equivalents at the end of the period was Pounds Sterling 2,300,699 and despite the turmoil in the
world financial system, the directors are confident that some further cost reductions and sufficient finance
can be raised to maintain operations for the coming twelve months.
At 17 March 2009, the Company has Pounds Sterling 1.9 million in cash and cash equivalents.
Commitments
As at 31 January 2009 commitments included:
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All commitments in Canadian Dollars $
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Surface & underground drill programmes 174,000
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TOTAL 174,000
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Financial Instruments
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. With effect from
July 2007, the Group has held the majority of its cash resources in Canadian Dollars given that the majority of
the Group's outgoings are denominated in this currency. Starting in January 2008, the Directors and management
started taking an increasingly cautious approach to treasury management by investing surplus funds in Canadian
Government Treasury Bills. Management reviews holdings and investments in these Treasury Bills on a quarterly
basis and, as far as possible, aligns funds becoming available with operating cash requirements of the
business. The directors are of the opinion that the Group has taken a very risk averse approach to management
of cash resources and is closely monitoring events and associated risks on a continuous basis. There were no
derivative instruments outstanding at 31 January 2009.
Related Party Transactions
The parent company has a related party relationship with its subsidiary, and with its Directors and executive
officers. Brian Dalton and John Baker, directors of the Group are also directors of Altius Resources Inc
("Altius"), a 20% shareholder in the parent company.
A total of Pounds Sterling 68,806 (2008: Pounds Sterling 63,397) was paid to key management personnel during
the quarter including share-based payments of Pounds Sterling 14,107 (2008: Pounds Sterling 4,926).
Consultancy fees were payable to Altius Minerals Corporation for the three months ended 31 January 2009 for the
consultancy services of J Baker & B Dalton amounting to Pounds Sterling 6,600 (31 January 2008: Pounds Sterling
6,600). At 31 January 2009 the company owed Pounds Sterling 11,000 (31 July 2008: Pounds Sterling 4,400) to
Altius in respect of these fees.
The following expenses reimbursements were payable to directors at 31 January 2009:
S Neamonitis Pounds Sterling nil (31 July 2008: Pounds Sterling 1,073,
31 October 2007: Pounds Sterling 1,073)
B Hinchcliffe Pounds Sterling nil (31 July 2008, Pounds Sterling 1,313,
31 October 2007: Pounds Sterling 2,313)
Going Concern
The Group's ability to continue as a going concern, and the recoverability of its mineral properties, is
dependent on the copper price, its ability to fund its development and exploration programs, and to manage and
generate positive cash flows from operations in the future. 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.
In common with many exploration companies, the Group raises finance for its exploration and appraisal
activities in discrete tranches. The Directors and management are currently evaluating a number of alternative
ways of financing the project through to the production stage. These include various forms of debt financing,
working in partnership with larger mining groups, evaluating closer collaboration with smelters and as a last
resort, equity financing. Despite the turmoil in the world financial system, the directors are confident that
some further cost reductions and sufficient finance can be raised to maintain operations for the coming twelve
months and therefore have concluded that the Group is a going concern.
Impairment Assessments of Development Projects and Exploration Properties
The Directors have assessed whether the exploration and evaluation costs have suffered any impairment by
considering resource estimates, future processing capacity, the forward market and longer term price estimates
for Copper. Management's estimates of these factors are subject to risk and uncertainties affecting the
recoverability of the Group's 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.
Stock Based Compensation
In the 2008 and 2007 fiscal years, the parent company granted a number of individuals' employee stock options.
The number of share options being granted is considered by the directors to be consistent with companies of a
similar size and profile to Rambler. The parent company is likely to grant individuals employee stock options
again in the future. 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.
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 2009:
IFRS Title Nature of change to Application date Application
/Amendment accounting policy of standard date
for Group
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IFRS 8 Operating No change to Supersedes IAS 1 August
segments accounting policy, 14 from 1 2009
therefore, no impact January 2009
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IAS 23 Borrowing Finance costs 1 January 2009 1 August
amendment costs directly related to 2009
non-current assets
will be capitalised
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IFRS 3/ Business No change to 1 July 2009 1 August
IAS 27 combinations/ accounting policy, 2009
revised consolidated therefore, no
and separate impact
financial
statements
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IFRS 2 Share-based No change to 1 January 2009 1 August
amendment payment accounting policy, 2009
therefore, no
impact
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IFRIC 16 Hedges of No change to 1 October 2008 1 August
a net accounting policy, 2009
investment therefore, no
in a foreign impact
operation
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IFRS 7 Financial No significant 1 January 2009 1 August
amendment instruments: change to current 2009
Disclosures disclosures
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Management have reviewed the impact of the above standards and have concluded that they will not result in any
material changes to reported results.
IFRIC's 12 to 15 and 17 to 18 have been issued but in the opinion of the Directors are not relevant to the
operations of the Group.
OUTSTANDING SHARE DATA
As at the date of this MD&A the following securities are outstanding:
Ordinary Shares 59,385,000
Warrants 4,675,000
Options 3,368,000
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Total 67,428,000
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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.
RAMBLER METALS AND MINING PLC
UNAUDITED CONSOLIDATED FINANCIAL INFORMATION
FOR THE THREE AND SIX MONTHS ENDED 31 JANUARY 2009
The accompanying financial information for the three and six months ended 31
January 2009 and 31 January 2008 have not been reviewed or audited by the
Group's auditors and has an effective date of 17 March 2009.
RAMBLER METALS AND MINING PLC
CONSOLIDATED INCOME STATEMENT
(Unaudited)
Three months ended Six months ended
31/01/09 31/01/08 31/01/09 31/01/08
Pounds Pounds Pounds Pounds
Sterling Sterling Sterling Sterling
Administrative expenses 334,792 284,918 567,950 473,367
Operating loss (334,792) (284,918) (567,950) (473,367)
---------- ---------- ---------- ----------
Bank interest receivable 11,062 60,638 40,271 125,364
Finance lease interest payable (9,149) (11,798) (17,742) (23,371)
---------- ---------- ---------- ----------
1,913 48,840 22,529 101,993
---------- ---------- ---------- ----------
Loss before tax (332,879) (236,078) (545,421) (371,374)
Taxation - - - -
---------- ---------- ---------- ----------
Loss after tax (332,879) (236,078) (545,421) (371,374)
---------- ---------- ---------- ----------
Basic and diluted loss
per ordinary share (0.56)p (0.47)p (0.92)p (0.75)p
---------- ---------- ---------- ----------
The accompanying notes are an integral part of these consolidated financial
statements.
RAMBLER METALS AND MINING PLC
CONSOLIDATED STATEMENT OF RECOGNISED INCOME AND EXPENSE
(Unaudited)
Three months ended Six months ended
31/01/09 31/01/08 31/01/09 31/01/08
Pounds Pounds Pounds Pounds
Sterling Sterling Sterling Sterling
Foreign exchange differences 2,431,922 (102,218) 2,757,555 1,074,775
Loss for the period (332,879) (236,078) (545,421) (371,374)
----------- ---------- ---------- ----------
Total recognised income and
expense for the period 2,099,043 (338,296) 2,212,134 703,401
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The accompanying notes are an integral part of these consolidated financial
statements.
RAMBLER METALS AND MINING PLC
CONSOLIDATED BALANCE SHEET
31/01/09 31/07/08
Unaudited Audited
Pounds Pounds
Sterling Sterling
ASSETS
Property, plant and equipment 2,815,990 2,621,367
Deferred exploration costs 16,771,990 12,125,573
---------- ----------
Total non-current assets 19,587,980 14,746,940
---------- ----------
Other receivables 151,213 189,385
Cash and cash equivalents 2,300,699 5,107,509
---------- ----------
Total current assets 2,451,912 5,296,894
---------- ----------
Total assets 22,039,892 20,043,834
---------- ----------
---------- ----------
EQUITY
Issued share capital 593,850 593,850
Share premium account 18,699,659 18,699,659
Merger reserve 120,000 120,000
Share option reserve 1,632 -
Translation reserve 3,502,109 744,554
Accumulated losses (1,907,343) (1,425,462)
---------- ----------
Total equity 21,009,907 18,732,061
---------- ----------
LIABILITIES
Interest bearing loans and borrowings 451,865 454,370
---------- ----------
Total non-current liabilities 451,865 454,370
---------- ----------
Interest bearing loans and borrowings 156,740 136,667
Trade and other payables 421,380 720,196
---------- ----------
Total current liabilities 578,120 856,863
---------- ----------
Total liabilities 1,029,985 1,311,233
---------- ----------
Total equity and liabilities 22,039,892 20,043,834
---------- ----------
---------- ----------
The accompanying notes are an integral part of these consolidated financial
statements.
The comparative information has been restated in accordance with IFRS.
RAMBLER METALS AND MINING PLC
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)
Three months ended Six months ended
31/01/09 31/01/08 31/01/09 31/01/08
Pounds Pounds Pounds Pounds
Sterling Sterling Sterling Sterling
Cash flows from operating
activities
Operating loss (334,792) (284,918) (567,950) (473,367)
Depreciation 13,515 3,219 15,434 6,961
Share-based payments 39,977 66,203 63,540 66,203
Decrease in receivables 7,698 28,329 36,170 27,371
(Decrease) in payables (39,855) (4,714) (149,608) (76,706)
----------- ---------- ---------- ----------
Cash utilised in operations (313,457) (191,881) (602,414) (449,538)
Interest paid (9,149) (11,798) (17,742) (23,371)
----------- ---------- ---------- ----------
Net cash used for operating
activities (322,606) (203,679) (620,156) (472,909)
----------- ---------- ---------- ----------
Cash flows from investing
activities
Interest received 11,295 64,194 42,273 126,297
Acquisition of evaluation and
exploration assets (1,091,105)(1,270,226)(2,249,480)(2,538,270)
Acquisition of property, plant
and equipment (125,879) (266,160) (394,539) (634,356)
----------- ---------- ---------- ----------
Net cash from investing
activities (1,205,689)(1,472,192)(2,601,746)(3,046,329)
----------- ---------- ---------- ----------
Cash flows from financing
activities
Proceeds from the issue of
share capital - - - 10,625
Proceeds from issue of share
options 1632 - 1,632 -
Capital element of finance
lease payments (25,999) (55,467) (58,348) (110,025)
----------- ---------- ---------- ----------
Net cash from financing
activities (24,367) (55,467) (56,716) (99,400)
----------- ---------- ---------- ----------
Net (decrease) in cash
and cash equivalents (1,552,662)(1,731,338)(3,278,618)(3,618,638)
Cash and cash equivalents at
beginning of period 3,454,608 5,161,546 5,107,509 6,590,372
Effect of exchange rate
fluctuations on cash held 398,753 (122,269) 471,808 336,205
----------- ---------- ---------- ----------
Cash and cash equivalents at
end of period 2,300,699 3,307,939 2,300,699 3,307,939
----------- ---------- ---------- ----------
----------- ---------- ---------- ----------
The accompanying notes are an integral part of these consolidated financial
statements.
RAMBLER METALS AND MINING PLC
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1 NATURE OF OPERATIONS AND GOING CONCERN
The principal activity of Rambler Metals and Mining plc (the "parent company") and its subsidiaries (the
"Group" or "Rambler") is carrying out development and exploration on the Rambler copper and gold property in
Baie Verte, Newfoundland, Canada.
The accounting policies and methods of computation used in the preparation of the unaudited consolidated
financial information are the same as those described in the Company's audited consolidated financial
statements and notes thereto for the year ended 31 July 2008 and are consistent with the principles of
International Financial Reporting Standards ("IFRS") and its interpretations adopted by the International
Accounting Standards Board ("IASB"), as those adopted by the European Union and with IFRSs and their
interpretations adopted by the International Accounting Standards Board (IASB). In the opinion of management,
the accompanying interim financial information includes all adjustments considered necessary for fair and
consistent presentation of financial statements. These interim consolidated financial statements should be read
in conjunction with the Group's audited financial statements and notes for the year ended 31 July 2008. This
interim consolidated financial information has been prepared on the basis of a going concern, which
contemplates the realisation of assets and settlement of liabilities in the normal course of business as they
fall due.
The Group's ability to continue as a going concern, and the recoverability of its mineral properties, is
dependent on the copper price, its ability to fund its development and exploration programs, and to manage and
generate positive cash flows from operations in the future. 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.
In common with many exploration companies, the Group raises finance for its exploration and appraisal
activities in discrete tranches. The Directors and management are currently evaluating a number of alternative
ways of financing the project through to the production stage. These include various forms of debt financing,
working in partnership with larger mining groups, evaluating closer collaboration with smelters and as a last
resort, equity financing. Despite the turmoil in the world financial system, the directors are confident that
some further cost reductions and sufficient finance can be raised to maintain operations for the coming twelve
months and therefore have concluded that the Group is a going concern.
The financial information for the twelve months ended 31 July 2008 has been derived from the Group's audited
financial statements for the period as filed with the Registrar of Companies. It does not constitute the
financial statements for that period. The auditors' report on the statutory financial statements for the year
ended 31 July 2008 was unqualified and did not contain any statement under Section 237(2) or (3) of the
Companies Act 1985. An emphasis of matter paragraph was included in the audit report regarding the availability
of project finance and going concern.
2 PROPERTY, PLANT AND EQUIPMENT
Land and Plant and Other
Buildings Equipment Assets Total
Pounds Pounds Pounds Pounds
Sterling Sterling Sterling Sterling
Cost
Balance at 1 August 2007 240,137 1,859,324 129,871 2,229,332
Additions 211,916 763,624 97,246 1,072,786
Effect of movements in
foreign exchange 22,482 145,579 11,372 179,433
----------- ---------- ---------- ----------
Balance at 31 July 2008 474,535 2,768,527 238,489 3,481,551
----------- ---------- ---------- ----------
Balance at 1 August 2008 474,535 2,768,527 238,489 3,481,551
Additions 33,138 213,921 107,944 355,003
Disposals - - (36,057) (36,057)
Effect of movements in foreign
exchange 74,379 435,504 38,676 548,559
----------- ---------- ---------- ----------
Balance at 31 January 2009 582,052 3,417,952 349,052 4,349,056
----------- ---------- ---------- ----------
Depreciation
Balance at 1 August 2007 16,860 668,906 21,953 92,246
Depreciation charge for period 104,504 592,750 40,814 738,068
Effect of movements in foreign
exchange 4,489 22,723 2,658 29,870
----------- ---------- ---------- ----------
Balance at 31 July 2008 125,853 668,906 65,425 860,184
----------- ---------- ---------- ----------
Balance at 1 August 2008 125,853 668,906 65,425 860,184
Depreciation charge for period 71,119 412,741 31,099 514,959
On disposals - - (10,944) (10,944)
Effect of movements in foreign
exchange 24,448 132,564 11,855 168,867
----------- ---------- ---------- ----------
Balance at 31 January 2009 221,420 1,214,211 97,435 1,533,066
----------- ---------- ---------- ----------
Carrying amounts
At 1 August 2007 223,277 1,805,891 107,918 2,137,086
----------- ---------- ---------- ----------
----------- ---------- ---------- ----------
At 31 July 2008 348,682 2,099,621 173,064 2,621,367
----------- ---------- ---------- ----------
----------- ---------- ---------- ----------
At 1 August 2008 348,682 2,099,621 173,064 2,621,367
----------- ---------- ---------- ----------
----------- ---------- ---------- ----------
At 31 January 2009 360,632 2,203,741 251,617 2,815,990
----------- ---------- ---------- ----------
----------- ---------- ---------- ----------
3 EXPLORATION AND EVALUATION COSTS
Total
Pounds
Sterling
Cost
Balance at 1 August 2007 5,941,947
Additions 5,638,837
Effect of movements in foreign exchange 544,789
------------
Balance at 31 July 2008 12,125,573
------------
Balance at 1 August 2008 12,125,573
Additions 2,612,140
Effect of movements in foreign exchange 2,034,277
------------
Balance at 31 October 2008 16,771,990
------------
Carrying amounts
At 1 August 2007 5,941,947
------------
------------
At 31 July 2008 12,125,573
------------
------------
At 1 August 2008 12,125,573
------------
------------
At 31 January 2009 16,771,990
------------
------------
4 CAPITAL AND RESERVES
Accum
Share Share -ulated Translation Other Total
Capital Premium losses reserve reserves equity
Pounds Pounds Pounds Pounds Pounds Pounds
Sterling Sterling Sterling Sterling Sterling Sterling
Balance at
1 August
2007 497,000 13,356,081 (789,148) 37,607 120,000 13,221,540
Total
recognised
income
and expense - - (734,805) 706,947 - (27,858)
Share-based
payments - - 98,491 - - 98,491
Share issues 96,850 5,709,775 - - - 5,806,625
Costs of
share issues - (366,197) - - - (366,197)
------ ---------- --------- ------------ -------- -----------
Balance at
31 July
2008 593,850 18,699,659 (1,425,462) 744,554 120,000 18,732,601
------ ---------- --------- ------------ -------- -----------
Balance at
1 August
2008 593,850 18,699,659 (1,425,462) 744,554 120,000 18,732,601
Total
recognised
income
and expense - - (545,421) 2,757,555 - 2,212,134
Issue of
share options - - - - 1,632 1,632
Share-based
payments - - 63,540 - - 63,540
------ ---------- --------- ------------ -------- -----------
Balance at
31 January
2009 593,850 18,699,659 (1,907,343) 3,502,109 121,632 21,009,907
------ ---------- --------- ------------ -------- -----------
At 31 January 2009 the Company had 3,368,000 share options and 4,675,000 share warrants in issue. These may
have a dilutive effect on the basic earnings or loss per share in the future. The share warrants entitle the
holder to purchase one Ordinary Share at a price of Cdn $2.00 until 23 May 2009.
5 RELATED PARTY TRANSACTIONS
Brian Dalton and John Baker, directors of the parent company are also directors of Altius Resources Inc
("Altius"), a 20% shareholder in the parent company.
Consultancy fees were payable to Altius Minerals Corporation for the six months ended 31 January 2009 for the
consultancy services of J Baker & B Dalton amounting to Pounds Sterling 6,600 (31 January 2008: Pounds Sterling
6,600). At 31 January 2009 the company owed Pounds Sterling 11,000 (31 July 2008: Pounds Sterling 4,400) to
Altius in respect of these fees.
The following expenses reimbursements were payable to directors at 31 January 2009:
S Neamonitis Pounds Sterling nil (31 July 2008: Pounds Sterling 1,073,
31 October 2007: Pounds Sterling 1,073)
B Hinchcliffe Pounds Sterling nil (31 July 2008, Pounds Sterling 1,313,
31 October 2007: Pounds Sterling 2,313)
6 SHARE BASED PAYMENTS
Rambler Metals and Mining PLC has established a share option scheme with the purpose of motivating and
retaining qualified management and to ensure common goals for management and the shareholders. For options
granted the vesting period is generally up to three years. If the options remain unexercised after a period of
10 years from the date of grant, the options expire. Furthermore, options are forfeited if the employee leaves
the Group.
As at 31 January 2009, ordinary share options held by employees were as follows:
Outstanding Weighted average Exercisable
number of remaining number of
Exercise price Options contractual life options
32p 100,000 7.35 100,000
42.5p 380,000 7.85 380,000
55p 534,000 8.78 321,338
48p 131,000 9.40 -
27p 150,000 9.55 50,000
10p 1,971,000 9.78 -
------------ ---- -------
3,266,000 9.31 851,338
------------ ---- -------
During the periods ended 31 January 2009 and 2008, director and employee stock options were granted, exercised
and cancelled as follows:
Weighted average
exercise price Options
At 1 August 2007 40.4p 505,000
Granted 52.9p 765,000
Exercised 42.5p (25,000)
----------
At 31 July 2008 47.9p 1,245,000
Granted 27.0p 150,000
Granted 10.0p 1,971,000
Cancelled 48.0p (100,000)
----------
At 31 January 2009 23.7p 3,266,000
----------
----------
7 SUBSEQUENT EVENTS
On the 26 February 2009 the Company released an updated NI43-101 Resource Estimate which is estimated as:
- Measured: 1,151,000 tonnes of ore @ 2.14% Cu, 2.40 g/t Au, 14.11 g/t Ag, 0.78% Zn
- Indicated: 2,500,000 tonnes of ore @ 2.25% Cu, 0.9 g/t Au, 4.97 g/t Ag. 0.21% Zn
- Inferred: 1,498,000 tonnes of ore @ 1.72% Cu, 2.05 g/t Au, 9.36 g/t Ag, 0.63% Zn
- Total: 5,149,000 tonnes of ore @ 2.07% Cu, 1.57 g/t Au, 8.29 g/t Ag, 0.46% Zn
The resource update was conducted under new commodity price assumptions that better reflect the reality of the
Mining environment today. Importantly the resource update increased in the higher grade gold rich massive
sulphides when compared to the previously issued resource of April 2008. This will further strengthen the
company's initial 5 year mining plan which is targeting higher grade mineralization until commodity prices
improve which then allows the bulk mining of the footwall deposit.
-30-
FOR FURTHER INFORMATION PLEASE CONTACT:
Rambler Metals & Mining PLC
George Ogilvie
President & CEO
(709) 532-4990
OR
Rambler Metals & Mining PLC
Leslie Little
Company Secretary
+44 (0)20 7661 8104
Website: www.ramblermines.com
OR
Seymour Pierce Limited
Nandita Sahgal
+44 (0)20 7107 8000
OR
Pelham Public Relations
Chelsea Hayes / Klara Kaczmarek
+44 (0)20 7337 1523 / 20 7337 1524
-0-
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