(FORMERLY CABRAL RESOURCES LIMITED)
ABN 72 064 874 620
And its Controlled Entities
Annual Financial Report
30 June 2017
CONTENTS PAGE
Corporate Directory ................................................................................................................ 3
Directors’ Report .................................................................................................................... 4
Auditor’s Independence Declaration ........................................................................................ 13
Statement of Profit or Loss and Other Comprehensive Income .................................................... 14
Statement of Financial Position ............................................................................................... 15
Statement of Changes in Equity ............................................................................................. 16
Statement of Cash Flows ....................................................................................................... 17
Notes to the Financial Statements .......................................................................................... 18
Directors’ Declaration ........................................................................................................... 41
Independent Auditors’ Report ................................................................................................. 42
Corporate Information .......................................................................................................... 45
Page 2
CORPORATE DIRECTORY
Directors:
Ariel (Eddie) King (Non-Executive Chairman)
Gerhard Redelinghuys (Managing Director)
Steven Formica (Non-Executive Director)
James Agenbag (Non-Executive Director)
Company Secretary:
Mr Stephen Brockhurst
Registered Office and
Principal place of
Business:
Share Register:
Auditors:
Level 11
216 St Georges Terrace
PERTH WA 6000
Telephone: +61 8 9481 0389
Facsimile: +61 8 9463 6103
Link Market Services Limited
Level 12, 680 George Street
Sydney NSW 2000
Postal Address
Locked Bag A14
Sydney South NSW 1235
Nexia Sydney Partnership
Level 16
1 Market Street
Sydney NSW 2000
Securities Exchange
Listing:
Bowen Coking Coal Limited
Australian Securities Exchange Limited (Code: “BCB”)
Company Numbers:
ACN: 064 874 620
ABN: 72 064 874 620
Page 3
DIRECTORS' REPORT
Your Directors present their report on the Bowen Coking Coal Group, consisting of Bowen Coking Coal
Limited (Formerly Cabral Resources Limited, "the Company") and the entities it controlled at the end of,
or during, the year ended 30 June 2017.
DIRECTORS
The names of the Directors of the Company at any time during or since the end of the year are:
Ariel (Eddie) King
Non-Executive Chairman
Gerhard Redelinghuys
Managing Director (appointed 27 September 2017)
James Agenbag
Non-Executive Director (appointed 27 September 2017)
Gregory D’Arcy
Former Non-Executive Director (resigned 27 September 2017)
Steven Formica
Non-Executive Director
PRINCIPAL ACTIVITIES
The principal activity of the Company was iron ore mineral exploration in Bahia State, Brazil until 18
October 2016 when the Company signed a binding term sheet for the purchase of 100% of the issued
share capital in Tapit Media, a revolutionary location based mobile advertising company. The Company
subsequently terminated the Tapit acquisition on 14 March 2017.
On 24 April 2017, the Company signed a binding term sheet to acquire Bowen Coking Coal Pty Ltd,
which holds interests in and rights to coking coal exploration and development projects in the Bowen
Basin in Queensland.
RESULTS
The loss after tax for the year ended 30 June 2017 was $648,291 (30 June 2016: $49,525).
REVIEW OF OPERATIONS
Iron Ore - Brazil
During the first half of the financial year, the Company conducted, in accordance with the Company’s
business plan, due diligence on the interests of Cabral Metais Ltda in the Brazilian mining tenements.
In the course of its due diligence investigations the Company received confirmation from Brazilian
counsel that the Preliminary Assignment Agreements were now unenforceable and as such, Cabral
Metais Ltda does not hold any rights to tenure over the exploration assets.
Tapit Media
On 18 October 2016, the Company signed a binding term sheet for the purchase of 100% of the issued
share capital in Tapit Media, a revolutionary location based mobile advertising company. AirmarketTM
gives advertisers access to a global network of beacons to deliver personalised, targeted advertising to
consumers based on their physical location in real time.
Page 4
On 14 March 2017, the Company announced termination of the proposed agreement with Tapit Media.
Under the terms of the Agreement, the proposed acquisition was subject to a number of conditions
precedent including completion of due diligence, completion of a successful capital raising and the
Company’s re-compliance with Chapters 1 and 2 of the Listing Rules. Despite the best endeavours of all
parties associated with the transaction, the Board considered it is unlikely these conditions precedent
would be satisfied in a reasonable time frame and as such, that it was in the best interests of the
Company to terminate the proposed acquisition.
Bowen Coking Coal Pty Ltd
The Company announced on 24 April 2017 that it had signed a binding terms sheet (Terms Sheet) with
Cape Coal Pty Ltd (Cape Coal) for the acquisition of 100% of the issued capital of Bowen Coking Coal
Pty Ltd (ACN 615 317 907) (BCC) (the Transaction).
BCC currently is a joint venture participant in, or has the right to acquire, interests in 5 coal exploration
projects, made up of 5 Exploration Permits for Coal (EPCs), 1 Mining Development Licence (MDL) and 1
Mining Licence Application (MLA).
Subsequent to balance date, the Company advised the acquisition of Coking Coal One Pty Ltd (formerly
Bowen Coking Coal Pty Ltd) which holds interests in the Lilyvale, MacKenzie and Comet Ridge Projects
was completed.
EARNINGS PER SHARE
Basic and diluted earnings per share from continuing operations
(0.51)
Basic and diluted earnings per share
(0.51)
2017
(cents)
2016
(cents)
(0.12)
(0.12)
DIVIDENDS
The Directors do not recommend the payment of a dividend at this time and no dividend has been paid
or declared during the financial year.
EVENTS SUBSEQUENT TO BALANCE DATE
On 19 September 2017, the Company announced that the minimum subscription had been reached and
the offer pursuant to the prospectus dated 3 August 2017 had closed. On 28 September 2017, the
Company confirmed the issue of 200,434,782 ordinary fully paid shares at an issue price of 2.3 cents
per share, raising $4,610,000 before costs.
On 28 September 2017, the Company advised completion of the acquisition of Coking Coal One Pty Ltd
(formerly Bowen Coking Coal Pty Ltd), issuing 70,000,000 ordinary fully paid shares, 13,000,000 Class
A Performance Shares and 13,000,000 Class B Performance Shares as consideration. The Company
appointed Gerhard Redelinghuys as Managing Director and James Agenbag as Non-Executive Director,
replacing Greg D’Arcy on 27 September 2017.
The Company also completed the acquisition of the Comet Ridge Project, issuing 17,391,304 ordinary
fully paid shares and paying $350,000 in cash as consideration. The Company will update the market
on the timing of the completion of the acquisition of the Cooroorah and Hillalong Projects and is confident
that it has satisfied the applicable requirements of Chapters 1 and 2 of the ASX Listing Rules and will
advise the market when the outstanding conditions of the reinstatement to quotation of its securities
have been met and a date has been fixed for the resumption of trading.
There were no other known significant events from the end of the financial year to the date of this report.
Page 5
Particulars of Directors’ interests at
the date of this report
Ordinary
shares
Performa
nce
Shares
Options
2,000,000
Nil
15,000,000
DIRECTORS’ INTERESTS
Information on Directors
Director / experience
Eddie King - Non-Executive Chairman
BComm, BEng (Mining - Hons)
Mr. King is a qualified mining engineer and holds a Bachelor of
Commerce and Bachelor of Engineering from The University of Western
Australia. Mr. King is currently a representative for CPS Capital. Mr.
King’s past experience includes being manager for an investment
banking firm, where he specialised in the technical and financial
requirements of bulk commodity and other resource projects. Mr. King
was born in the Philippines where he has an extensive network.
Other current directorships
Lindian Resources Limited, European Cobalt Ltd, Drake Resources
Limited and Axxis Technology Group Ltd
Former directorships in last 3 years
None
Steve Formica – Non-Executive Director
Nil
Nil
Mr Formica is a successful businessman with over 30 years' experience.
He has been involved in multiple business ventures either as a founding
shareholder, operational Managing Director or as a Non-Executive
Director. Steve is currently a director of both FPG Projects and Viridian
Property Group, both successful property developers.
Other current directorships
Lindian Resources Limited and Quest Minerals Limited
Former directorships in last 3 years
Enerji Limited
Gregory DÁrcy - Former Non-Executive Director (resigned 27
500,000
Nil
3,000,000
September 2017)
BComm, GradDipAppGeol
From 2008 to July 2016, Mr D’Arcy was the Managing Director of Report
Card Pty Ltd which owns and operates the Australian stock market forum
known as HotCopper (hotcopper.com.au). Mr D’Arcy was responsible for
expanding the business, budgeting, making critical decisions, setting
timelines and managing staff. Prior to this role he worked in commercial
real estate in both Perth and Melbourne.
Other current directorships
None
Former directorships in last 3 years
None
Page 6
Director / experience
Particulars of Directors’ interests at
the date of this report
Ordinary
shares
Performa
nce
Shares
Options
Gerhard Redelinghuys – Managing Director (appointed 27
70,000,000* 26,000,000*
Nil
September 2017)
B. Comm. Acc, Hons, B. Compt, GAICD.
Mr Redelinghuys is the Managing Director of Cape Coal and has 24 years’
experience in financial and project development within the mining
sector. After studying finance at the University of Pretoria in South
Africa, Gerhard joined Price Waterhouse Coopers, before commencing
his employment with EXXARO Resources Ltd (former ISCOR and KUMBA
Resources) in 1995. Since 1995 he has held various senior management
positions in both open cut and underground mining operations in South
Africa. He has held directorships in Australia, including the position of
Managing Director of Exxaro Australia Pty Ltd. In addition to his business
analysis experience, Gerhard has extensive experience in mining project
acquisitions and deal making on an international level. Gerhard was the
owner’s representative on a multi-billion underground coal project in
Queensland. In 2013, Gerhard became a graduate member of the
Australian Institute of Company Directors.
Other current directorships
None
Former directorships in last 3 years
None
James Agenbag – Non-Executive Director (appointed 27
70,000,000* 26,000,000*
Nil
September 2017)
B. Eng, Chemical Engineering.
Mr Agenbag has 14 years’ experience in the mining industry covering all
phases of business and project development, process design, including
the commissioning and optimisation of processing facilities across
multiple commodities. After completing his Chemical Engineering degree
at the University of Stellenbosch in 2003, James workedas a process
design engineer at EPCM companies including GRD Minproc Limited and
DRA Global. In 2008, James moved to Australia to help build DRA’s
Brisbane office. His responsibilities included research and development
of new business and client management in Southern Africa, Australia
and Indonesia. James also has substantial experience in beneficiation
optimisation with emphasis on various technologies including some
technologies where he jointly holds patent rights. James has delivered
technical papers within his area of expertise within the chemical
engineering area. More recently, he has been responsible for the process
engineering discipline across Peabody Energy Australia PCI Pty Ltd coal
projects. James has been accredited with ECSA as a Professional
Engineer. He is a Member of IEAust (Chem), and is an active Member of
the South African and Australian Coal Processing Societies.
Other current directorships
None
Former directorships in last 3 years
None
Page 7
* Gerhard Redelinghuys and James Agenbag have beneficial interests in and are directors of Cape Coal
Pty Ltd. Cape Coal Pty Ltd holds 70,000,000 ordinary shares, 13,000,000 Class A performance shares
and 13,000,000 Class B performance shares.
COMPANY SECRETARY
Mr. Brockhurst has fifteen years of experience in the finance and corporate advisory industry and has
been responsible for the due diligence process and preparation of prospectuses on a number of initial
public offers. His experience includes corporate and capital structuring, corporate advisory, and
company secretarial services, capital raising, ASX and ASIC compliance requirements. Mr. Brockhurst
has served on various boards and is acting as a company secretary for numerous ASX listed and unlisted
companies.
Meetings of Directors
The number of meetings held during the year and the number of meetings attended by each Director
whilst in office are as follows:
Directors’
meetings
Audit Committee
Meetings
Remuneration Committee
Meetings
No. held while
in office
No.
attended
No. held
while in office
No.
attended
No. held
while in office
No.
attended
Eddie King
Gregory D’Arcy
Steve Formica
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
It is noted that the Directors were able to attend to business of the Company during the year by
circulated resolution and telephone meetings as permitted by the Company’s Constitution in place of
conducting meetings.
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
Other than those disclosed in this annual report no significant changes in the state of affairs of the
Company occurred during the financial year.
REMUNERATION REPORT – AUDITED
The Remuneration Report, which has been audited, outlines the key management personnel
remuneration arrangements for the Group in accordance with the requirements of the Corporations Act
and its Regulations.
The remuneration report is set out under the following main headings:
Key management personnel disclosed in this report
Principles used to determine the nature and amount of remuneration
Details of remuneration
Service agreements
Share based compensation
Additional disclosures relating to key management personnel
Page 8
Key management personnel disclosed in this report
Non-executive and executive directors:
Eddie King: Non-Executive Chairman
Gregory DÁrcy: Non-Executive Director
Steve Formica: Non-Executive Director
Principles used to determine the nature and amount of remuneration
The Board determines the remuneration of Executive and Non-Executive Directors from time to time.
Executive remuneration and other terms of employment are reviewed annually having regard to
performance, relevant comparative information and independent expert advice. Remuneration packages
are set at levels that are intended to attract and retain Executives capable of managing the Group’s
business activities and operations. Currently, no element of any Director’s remuneration is dependent
on the satisfaction of a performance condition.
Fees and payments to Non-Executive Directors reflect the demands which are made on, and the
responsibilities of, the Directors. Non-Executive Directors’ fees and payments are reviewed annually by
the Board. The Board has also drawn on external sources of information to ensure Non-Executive
Directors’ fees and payments are appropriate and in-line with the market for comparable companies for
time, commitment and responsibilities. Fees for Non-Executive Directors are not linked to the
performance of the consolidated entity.
Non-Executive Directors’ fees are determined within an aggregate Directors’ fee pool limit, which is
currently set by the Constitution of the Company at $400,000. This maximum can be changed by
Company shareholders in general meeting.
All Directors receive a superannuation guarantee contribution required by the government, which was
9.5% for the year ended 30 June 2017, and do not receive any other retirement benefits. Some
individuals, however, may choose to sacrifice part of their salary to increase payments towards
superannuation or elect to receive their Directors’ fees by way of consultancy fees for which no
superannuation guarantee contribution applies.
Remuneration paid to all Directors is valued at the cost to the Company and expensed. The value of any
unlisted options granted to Directors is brought to account over the vesting period of the options.
Independent advice on the appropriateness of remuneration packages is obtained should the Board of
Directors consider it necessary. Remuneration packages are based on fixed remuneration, performance
based remuneration and equity based remuneration in the year ended 30 June 2017.
In relation to any element of the remuneration of key management personnel or executives which
consists of securities, the Board has no policy in relation to those persons limiting their exposure to risk
in relation to the securities.
No other element of remuneration for key management personnel or executives was dependent on a
performance condition as the Board determined that these elements were fair and appropriate
remuneration.
Details of Remuneration
Details of the remuneration of the Directors, other key management personnel of the Group and
specified executives of the Group for the years ended 30 June 2017 and 30 June 2016 respectively are
set out on the following tables:
Page 9
Eddie King
Steve Formica
Gregory DÁrcy
Eddie King
Salary, fees
& entitle-
ments
$
60,000
57,000
24,000
141,000
Salary, fees
& entitle-
ments
$
47,333
Steve Formica (Appointed 04/08/15)
18,933
Gregory DÁrcy
18,933
Michael Bogue (Resigned 03/08/15)
-
85,199
Service Agreements
30 June 2017
Super-
annuation
and other
entitlements
$
Entitle-
ments
$
Termination
benefits
$
-
-
-
-
-
-
-
-
-
-
-
-
30 June 2016
Super-
annuation
and other
entitlements
$
Entitle-
ments
$
Termination
benefits
$
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Total
$
60,000
57,000
24,000
141,000
Total
$
47,333
18,933
18,933
-
85,199
There were no service agreements with directors or other key management personnel as at 30 June
2017.
Share based compensation
No options over ordinary shares in the Company were provided as remuneration to Directors and other
key management personnel of the Group and specified executives of the Company and Group in this or
the previous reporting period.
No ordinary shares in the Company were provided as a result of an exercise of remuneration options to
Directors and other key management personnel of the Group in this or the previous reporting period.
Additional disclosures relating to key management personnel
The movement during the reporting period in the number of ordinary shares of the Company held
directly, indirectly or beneficially, by each Director or key management personnel, including their
personally-related entities is as follows:
Page 10
Shares
Director
Eddie King
Held at
30 June
2016
2,000,000
Steve Formica
-
Gregory DÁrcy
500,000
* Shares held on a post consolidated basis
Received during
the year on the
exercise of
options
Other
changes
Held at
Resignation
Held at
30 June 2017
-
-
-
-
-
-
-
-
-
2,000,000
-
500,000
Options
Director
Held at
30 June
2016
Received on
grant of options
Other
changes
Held at
Resignation
Held at
30 June 2017
Eddie King
15,000,000
Steve Formica
-
Gregory DÁrcy
3,000,000
End of Remuneration Report
SHARE OPTIONS
-
-
-
-
-
-
-
-
-
15,000,000
-
3,000,000
At the date of this report, the unissued ordinary shares of the Company under option are as follows:
Date of Expiry
Exercise Price Number under Option
30 October 2019
$0.04
30 October 2019
$0.02
50,000,000
30,000,000
During the year ended 30 June 2017, no ordinary shares were issued on the exercise of options. No
shares have been issued as a result of the exercise of options since year end.
ENVIRONMENTAL REGULATION
The Group is not aware of any breaches in relation to environmental matters.
LIKELY DEVELOPMENTS AND ANNOUNCEMENTS
The Directors have excluded from this report any further information on the likely developments in the
operations of the Company and the expected results of those operations in future financial years, as the
Directors believe that it would be speculative and prejudicial to the interests of the Company.
INDEMNIFICATION AND INSURANCE OF OFFICERS
During the year, the Company paid premiums in respect of a contact insuring all the directors and
officers of the Company against liabilities, past present and future.
In accordance with normal commercial practice, the disclosure of the total amount of premiums under
and the nature of the liabilities covered by the insurance contract is prohibited by a confidentiality clause
in the contract.
Page 11
CORPORATE GOVERNANCE
In recognising the need for the highest standards of corporate behaviour and accountability, the
directors of the Company support and have adhered to the principles of Corporate Governance. Refer
to the Company’s Corporate Governance Statement at bowencokingcoal.com.au.
NON AUDIT SERVICES
The Board of Directors is satisfied that the provision of non-audit services during the year is compatible
with the general standard of independence for auditors imposed by the Corporations Act 2001. The
directors are satisfied that the services disclosed below did not compromise the external auditor’s
independence for the following reasons:
-
-
all non-audit services are reviewed and approved by the Board prior to commencement to
ensure they do not adversely affect the integrity and objectivity of the auditor; and
the nature of the services provided does not compromise the general principles relating to
auditor independence in accordance with APES 110: Code of Ethics for Professional Accountants
set by the Accounting Professional and Ethical Standards Board.
During the year ended, 30 June 2017 no fees were paid to Nexia Sydney Partnership for non-audit
services.
AUDITOR INDEPENDENCE
Section 307C of the Corporations Act 2001 requires our auditors, Nexia Sydney Partnership to provide
the directors of the Company with an Independence Declaration in relation to the audit of the Financial
Report. The directors received the Independence Declaration set out on page 12 for the year ended 30
June 2017.
Signed in accordance with a resolution of the Directors.
Dated: 29 September 2017
Eddie King
Non-Executive Chairman
Page 12
To the Board of Directors of Bowen Coking Coal Limited
Auditor’s Independence Declaration under section 307C of the Corporations Act 2001
As lead audit partner for the audit of the financial statements of Bowen Coking Coal Limited for the
financial year ended 30 June 2017, I declare that to the best of my knowledge and belief, there have
been no contraventions of:
(a) the auditor independence requirements of the Corporations Act 2001 in relation to the audit;
and
(b) any applicable code of professional conduct in relation to the audit.
Yours sincerely
Nexia Sydney Partnership
Lester Wills
Partner
Date: 29 September 2017
Page 13
STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE
INCOME
for the financial year ended 30 June 2017
Other income
Administration expenses
Employee benefits expense
Consolidated
Note
2017
$
Restated
2016
$
2
3
13,487
478,446
(433,040)
(424,577)
(141,000)
(85,199)
Exploration expenditure and project evaluation costs
-
(18,195)
Impairment of loans
Loss before income tax
(87,738)
-
(648,291)
(49,525)
Income tax benefit
4
-
-
Loss attributable to owners of the Company
(648,291)
(49,525)
Other comprehensive income, net of tax
-
-
Total comprehensive loss attributable to members of the
Company
(648,291)
(49,525)
Basic and diluted loss per share
5
(0.51) ¢
(0.12) ¢
The accompanying notes form part of these financial statements.
Page 14
STATEMENT OF FINANCIAL POSITION
as at 30 June 2017
Current assets
Cash and cash equivalents
Trade and other receivables
Other assets
Total current assets
TOTAL ASSETS
Current liabilities
Trade and other payables
Total current liabilities
TOTAL LIABILITIES
NET ASSETS
Equity
Contributed equity
Reserves
Accumulated losses
TOTAL EQUITY
Consolidated
Note
2017
$
Restated
2016
$
6
7
8
9
325,153
1,287,985
31,731
234,882
54,177
-
591,766
1,342,162
591,766
1,342,162
61,928
61,928
144,393
144,393
61,928
144,393
529,838
1,197,769
10
11
42,064,761
42,084,401
800
800
(41,535,723)
(40,887,432)
529,838
1,197,769
The accompanying notes form part of these financial statements.
Page 15
STATEMENT OF CHANGES IN EQUITY
for the financial year ended 30 June 2017
Consolidated
Contributed
equity
$
Note
Reserves
$
Accumulated
losses
$
Total
equity
$
Balance as at 1 July 2015
39,938,263
- (40,837,907)
(899,644)
Total comprehensive loss for the year
(restated)
1
-
Transactions with owners in their
capacity as owners
Issue of ordinary shares (net)
10
2,146,138
-
-
Issue of options
-
800
(49,525)
(49,525)
-
-
2,146,138
800
Balance as at 30 June 2016
(restated)
42,084,401
800 (40,887,432)
1,197,769
Balance as at 1 July 2016
42,084,401
800 (40,887,432)
1,197,769
Total comprehensive loss for the year
-
-
(648,291)
(648,291)
Transactions with owners in their
capacity as owners
Issue of ordinary shares (net)
10
(19,640)
-
-
(19,640)
Balance as at 30 June 2017
42,064,761
800 (41,535,723)
529,838
The accompanying notes form part of these financial statements.
Page 16
STATEMENT OF CASH FLOWS
for the year ended 30 June 2017
Consolidated
Note
2017
$
2016
$
Cash flows from operating activities
Payments to suppliers, employees and creditors (inclusive of
GST)
Interest received
(657,911)
(494,330)
18,166
2,755
Net cash outflows from operating activities
19
(639,745)
(491,575)
Cash flows from investing activities
Payments under Deed of Company Arrangement
2
-
(569,227)
Payments for exploration assets
(160,000)
-
Net cash outflows from investing activities
(160,000)
(569,227)
Cash flows from financing activities
Loans to unrelated entities
(87,738)
-
Proceeds from issue of shares and options
Payments for capital raising costs
10
10
-
2,322,338
(75,349)
(175,400)
Net cash outflows from investing activities
(163,087)
2,146,938
Net increase / (decrease) in cash held
(962,832)
1,086,136
Cash and cash equivalents at 1 July
1,287,985
201,849
Cash at 30 June
6
325,153
1,287,985
The accompanying notes form part of these financial statements.
Page 17
NOTES TO THE FINANCIAL STATEMENTS
1.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The principals accounting policies adopted in the preparation of these consolidated financial statements
are set out below. These policies have been consistently applied to all the years presented, unless
otherwise stated.
Bowen Coking Coal Limited is a company domiciled in Australia. The financial statements are for the
Consolidated Entity consisting of Bowen Coking Coal Limited and its subsidiaries. The Consolidated Entity
is a for-profit entity and is primarily involved in mineral exploration.
a.
Basis of Preparation
These general purpose financial statements have been prepared in accordance with the Australian
Accounting Standards, other authoritative pronouncements of the Australian Accounting
Standards Board, Urgent Issues Group Interpretations and the Corporations Act 2001.
The financial report has been prepared on an accrual basis and is based on historical costs,
modified, where applicable, by the measurement at fair value of selected non-current assets,
financial assets and financial liabilities.
The presentation currency is Australian dollars.
i.
Compliance with IFRS
The consolidated financial statements of Bowen Coking Coal Limited also comply with
International Financial Reporting Standards (IFRS) as issued by the International Accounting
Standards Board (IASB).
ii.
Going Concern
This report has been prepared on the going concern basis, which contemplates the continuity of
normal business activity and the realisation of assets and settlement of liabilities in the normal
course of business.
The Group incurred a net loss for the year ended 30 June 2017 of $648,291 and experienced net
cash outflows from operating activities of $639,745. At 30 June 2017, cash and cash equivalents
was $325,153.
As disclosed in note 20, on 19 September 2017 the Company announced that the minimum
subscription of $4.6m had been reached and the offer pursuant to the prospectus dated 3 August
2017 had closed. The Company is now liaising with the ASX in order to complete the acquisition
and to seek to be re-instated to quotation.
In considering the above, the Directors have reviewed the Group’s financial position and are of
the opinion that the use of the going concern basis of accounting is appropriate.
The financial report does not contain any adjustments relating to the recoverability and
classification of recorded assets or to the amounts or classification of recorded assets or liabilities
that might be necessary should the Group not be able to continue as a going concern.
iii.
Correction of a prior period error
As previously disclosed, the Brazilian mining tenements held by Cabral Metais Ltda (“Metais”) are
via a Preliminary Instrument of Future Mining Tenements Assignment with Cabral Mineracao Ltda
Page 18
(“Mineracao”). Mineracao is a Company which is no longer under the control of the Company and
therefore does not form part of the Group.
The Group has been conducting, in accordance with the Company’s business plan, due diligence
on the interests of Metais in the Brazilian mining tenements. The Company has in the course of
this process further considered the validity of the obligations existing between Mineracao and
Metais under contracts for the assignment of mining tenement agreements between those
companies (Preliminary Assignment Agreements) pursuant to which Metais’ interests were
supposed to arise. None of the tenements the subject of the Preliminary Assignment Agreements
have ever been transferred from Mineracao to Metais.
The Company has discovered that no instrument of assignment of the relevant mining tenements
has been executed by the parties, contrary to the terms of the Preliminary Assignment
Agreements. Execution of an instrument of assignment is a condition precedent for the effecting
of the transfer of the tenements. As this condition precedent has not been complied with, and
the parties had not taken any other steps towards registration of the transfer of the tenements,
the contractual obligations of Metais cannot now be enforced by Mineracao. In any case, the
obligation to transfer the mining tenements cannot now be carried out because the vast majority
of the tenements have been cancelled.
In the course of its due diligence investigations the Company has received confirmation from
Brazilian counsel that the Preliminary Assignment Agreements are now unenforceable and as such,
Metais does not hold any rights to tenure over the exploration assets.
The Company had previously treated exploration expenditure undertaken by Mineracao on the
tenements the subject of the Preliminary Assignment Agreements as if it were a non-interest
bearing loan of BRL 6,940,494 owed by Metais to Mineracao. Under Brazilian law, a tenement
holder is obliged to pay all costs relating to obtaining and maintaining exploration
tenements. Therefore this was Mineracao’s obligation until such time as an instrument of
assignment was executed and the transfer of tenements to Metais was registered at the National
Department of Mineral Production (“DNPM”). As the relevant tenements were never transferred
to Metais (and cannot now be transferred), the Company considers that the above should not
have been recognised.
The error has been rectified by restating each of the affected financial statement line items for
prior periods as follows:
Statement of Financial Position
Liabilities directly associated with exploration assets
-
2,882,991
(2,882,991)
Restated
Change
Previously Reported
30 June 2016
30 June 2016
Accumulated losses
(40,887,432)
2,882,991
(43,770,423)
Statement of Profit or Loss and Other Comprehensive Income
Impairment of exploration assets
-
2,882,991
(2,882,991)
Total comprehensive loss for the year
(49,525)
2,882,991
(2,932,516)
Basic and diluted loss per share
(0.12) ¢
7.25 ¢
(7.37) ¢
Page 19
b.
Principals of Consolidation- Subsidiaries
The consolidated financial statements comprise the financial statements of Bowen Coking Coal
Limited and its subsidiaries at 30 June each year (“the Group”). Subsidiaries are entities over
which the Group has the power to govern the financial and operational policies generally
accompanying a shareholding of more than one half of the voting rights. Potential voting rights
that are currently exercisable or convertible are considered when assessing control. Consolidated
financial statements include all subsidiaries from the date that control commences until the date
that control ceases. The financial statements of subsidiaries are prepared for the same reporting
period as the parent, using consistent accounting policies.
All intercompany balances and transactions, including unrealised profits arising from intragroup
transactions have been eliminated. Unrealised losses are also eliminated unless costs cannot be
recovered.
Minority interests in the results and equity of subsidiaries are shown separately in the consolidated
statement of profit or loss and other comprehensive income and statement of financial position
respectively.
Subsidiaries are accounted for in the parent entity at cost.
c.
Foreign Currency Translation
i.
Functional and Presentation Currency
Items included in the financial statements of each of the Group’s entities are measured using the
currency of the primary economic environment in which the entity operates (“the functional
currency”). The consolidated financial statements are presented in Australian dollars, which is
Bowen Coking Coal Limited’s functional and presentation currency.
ii.
Transactions and Balances
Foreign currency transactions are translated into functional currency using the exchange rates
prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the
settlement of such transactions and from the translation at year end exchange rates of monetary
assets and liabilities denominated in foreign currencies are recognised in profit or loss, except
when they are deferred in equity as qualifying cash flow hedges and qualifying net investment
hedges or are attributable to part of the net investment in a foreign operation.
Foreign exchange gains and losses that relate to borrowings are presented in the statement of
profit or loss and other comprehensive income within finance costs. All other foreign exchange
gains and losses are presented in the statement of profit or loss and other comprehensive income
on a net basis within the other income and other expenses.
Non-monetary items that are measured at their fair value in a foreign currency are translated
using exchange rates at the date when the fair value was determined. Translation differences on
assets and liabilities carried at fair value are reported as part of the fair value gain or loss.
iii. Group Companies
The results and financial positions of foreign operations (none of which has the currency of a
hyperinflationary economy) that have a functional currency different from the presentation
currency are translated into the presentation currency as follows:
Assets and liabilities for each balance sheet presented are translated at the closing rate at
the date of that balance sheet.
Page 20
Income and expenses for each income statement and statement of profit or loss and other
comprehensive income are translated at average exchange rates (unless this is not a
reasonable approximation of the cumulative effect of the rates prevailing on the transaction
dates, in which case income and expenses are translated at the dates of the transactions).
All resulting exchange differences are recognised in other comprehensive income.
On consolidation, exchange differences arising from the translation of any net investment in
foreign entities are recognised in other comprehensive income.
Goodwill and fair value adjustments arising on the acquisition of a foreign operation are treated
as assets and liabilities of the foreign operation and translated at the closing rate.
d.
Revenue Recognition
Revenue is recognised at the fair value of consideration received or receivable. Amounts disclosed
as revenue are net of returns, trade allowances and duties and taxes paid. The following specific
recognition criteria must also be met before revenue is recognised:
Interest revenue is recognised as interest accrues using the effective interest method. The
effective interest method uses the effective interest rate which is the rate that exactly
discounts the estimated future cash receipts over the expected life of the financial asset.
Revenue from dividends is recognised when the Group’s right to receive payment is
established.
e.
Income Taxes
The income tax expense for the period is the tax payable on the current period’s taxable income
based on the national income tax rate for each jurisdiction adjusted by changes in deferred tax
assets and liabilities attributable to temporary differences between the tax base of assets and
liabilities and their carrying amounts in the financial statements, and to unused tax losses.
Deferred tax assets are recognised for all differences, between carrying amounts of assets and
liabilities for financial reporting purposes and their respective tax bases, at the tax rates expected
to apply when the assets are recovered or liabilities settled, based on those tax rates which are
enacted or substantively enacted for each jurisdiction. Deferred tax assets are only recognised
for deductible temporary differences and unused tax losses if it is probable that future taxable
amounts will be available to utilise those temporary differences and losses.
f.
Impairment of Assets
At each reporting date the Group assesses whether there is any indication that individual assets
are impaired. Where impairment indicators exist, the recoverable amount is determined and
impairment losses are recognised in the statement of profit or loss and other comprehensive
income where the asset’s carrying value exceeds its recoverable amount. Recoverable amount is
the higher of an asset’s fair value less costs to sell and value in use. For the purpose of assessing
value in use, the estimated future cash flows are discounted to their present value using a pre-
tax discount rate that reflects current market assessments of the time value of money and the
risks specific to the assets.
Where it is not possible to estimate the recoverable amount for an individual asset, recoverable
amount is determined for the cash-generating unit to which the asset belongs.
Page 21
g.
Cash and Cash Equivalents
For presentation purposes of the statement of cash flows, cash and cash equivalents includes cash
on hand, deposits held at call with financial institutions, other short-term, highly liquid
investments with original maturities of three months or less that are readily convertible to known
amounts of cash and which are subject to an insignificant risk of changes in value.
h.
Trade Receivables
Trade receivables are recognised at fair value as the amounts receivable are due for settlement
no more than 30 days from the date of recognition. Collectability of trade debtors is reviewed on
an ongoing basis. Debts which are known to be uncollectible are written off by reducing the
carrying amount directly. An allowance account (provision for impairment of trade receivables)
is raised where there is some doubt over collection.
i.
Investments in Other Financial Assets
The Group classifies its investments in the following categories: financial assets at fair value
through profit or loss, loans and receivables, held-to-maturity investments, and available-for-sale
financial assets. The classification depends on the purpose for which the investments were
acquired. Management determines the classification of its investments at initial recognition and
re-evaluates this designation at each reporting date.
i.
Financial Assets at Fair Value through Profit or Loss
A financial asset is classified in this category if acquired principally for the purpose of selling in
the short term or if so designated by management. The policy of management is to designate a
financial asset if there exists the possibility it will be sold in the short term and the asset is subject
to frequent changes in fair value. Assets in this category are classified as current assets if they
are either held for trading or are expected to be realised within twelve months of the balance
sheet date.
Financial assets at fair value through profit or loss are carried at fair value. Realised and unrealised
gains and losses arising from changes in the fair value are included in the statement of profit or
loss and other comprehensive income in the period in which they arise.
The fair value of investments traded in active markets is determined by reference to quoted
market bid prices at balance date. The fair value of investments not traded in an active market is
determined using valuation techniques including reference to recent arm’s length transactions,
net asset backing and current market value of another similar instrument.
ii.
Loan and Receivables
Loans and receivables are non derivative financial assets with fixed or determinable payments
that are not quoted in an active market. They arise when the Group provides money, goods or
services directly to a debtor with no intention of selling the receivable. They are included in current
assets, except for those with maturities greater than twelve months after balance sheet date
which are classified as non-current assets. Loans and receivables are included in receivables in
the statement of financial position.
Receivables are stated at their cost less impairment losses.
Page 22
iii. Held-to-Maturity Investments
Held-to-maturity investments are non derivative financial assets with fixed or determinable
payments and fixed maturities that the Group’s management has the positive intention and ability
to hold to maturity.
iv. Available for Sale Financial Assets
Available for sale financial assets, comprising principally marketable equity securities, are non
derivatives that are either designated in this category or not classified in any of the other
categories. They are included in non-current assets unless management intends to dispose of the
investment within twelve months.
Available-for-sale financial assets are carried at fair value. Unrealised gains and losses arising
from changes in fair value are recognised in equity. When sold the accumulated fair value
adjustments are included in the statement of profit or loss and other comprehensive income as
gains and losses from investment securities.
j.
Intangible Assets
i.
Exploration and Evaluation Expenditure
Expenditure on acquisition, exploration and evaluation relating to an area of interest is carried
forward where rights to tenure of the area of interest are current and:
It is expected that expenditure will be recouped through successful development and
exploitation of the area of interest or alternatively by its sale; and/or
Exploration and evaluation activities are continuing in an area of interest but at balance
date have not yet reached a stage which permits a reasonable assessment of the existence
or otherwise of economically recoverable reserves.
Where the technical feasibility and commercial viability of extracting a mineral resource have been
demonstrated then any capitalised exploration and evaluation expenditure is reclassified as
capitalised “mine properties in development”. Prior to reclassification, capitalised exploration and
evaluation expenditure is assessed for impairment.
If facts and circumstances suggest that the carrying amount of any recognised exploration and
evaluation assets may be impaired, the entity must perform impairment tests on those assets in
accordance with AASB 136 “Impairment of Assets’. Impairment of exploration and evaluation
assets is to be assessed at a cash generating unit or group of cash generating units level provided
this is no larger than an area of interest. Any impairment loss is to be recognised as an expense
in accordance with AASB 136. Accumulated costs in relation to an abandoned area are written off
to the statement of profit or loss and other comprehensive income in the period in which the
decision to abandon the area is made.
Page 23
k.
Earnings per Share
i.
Basic Earnings per Share
Basic earnings per share is determined by dividing the net result attributable to members of the
Company by the weighted average number of ordinary shares outstanding during the financial
year.
ii.
Diluted Earnings per Share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per
share to take into account the after income tax effect of interest and other financing costs
associated with dilutive potential ordinary shares and the weighted average number of shares
assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.
l.
Employee Benefits
i.
Short-Term Obligations
Liabilities for employee benefits for wages, salaries, annual leave and sick leave represent present
obligations resulting from employees’ services provided to reporting date and are calculated at
undiscounted amounts based on remuneration wage and salary rates that the consolidated entity
expects to pay as at reporting date including related on-costs, such as workers compensation
insurance and payroll tax.
ii.
Share Based Payment Benefits
Share based compensation benefits are provided to Directors and employees via share or option
plans in place from time to time.
The fair value of options granted under the Plans is recognised as an employee benefit expense
with a corresponding increase in equity. The fair value is measured at grant date and recognised
over the period during which the employees become unconditionally entitled to the options.
The fair value at grant date is determined using a Black-Scholes option pricing model that takes
into account the exercise price, the term of the option, the impact of dilution, the share price at
grant date and expected price volatility of the underlying share, the expected dividend yield and
the risk free interest rate for the term of the option.
The fair value of the options is adjusted to reflect market vesting conditions, but excludes the
impact of any non-market vesting conditions (e.g. profitability or transaction specific targets).
Non-market vesting conditions are included in assumptions about the number of options that are
expected to become exercisable. At each balance sheet date, the entity revises its estimate of the
number of options that are expected to become exercisable. The employee benefit expense
recognised each period takes into account the most recent estimate. The impact of the revision
to original estimates, if any, is recognised in the statement of profit or loss and other
comprehensive income with a corresponding adjustment to equity.
m.
Lease Payments
Leases where the lessor retains substantially all the risks and rewards of ownership of the net
asset are classified as operating leases. Payments under operating leases (net of incentives
received from the lessor) are charges to the statement of profit or loss and other comprehensive
income on a straight line basis over the period of the lease.
Page 24
n.
Trade and other Payables
Trade and other payables represent liabilities for goods and services provided to the Group prior
to year-end and which are unpaid. These amounts are unsecured and have 30 to 60 day payment
terms.
o.
Goods and Services Tax
Revenue, expenses and assets are recognised net of the amount of goods and services tax (GST),
except where the amount of GST incurred is not recoverable from the taxation authority. In these
circumstances, the GST is recognised as part of the cost of acquisition of the asset or as part of
the expense.
Receivables and payables are stated with the amount of GST included. The net amount of GST
recoverable from, or payable to, the ATO is included as a current asset or liability in the statement
of financial position.
Cash flows are included in the statement of cash flows on a gross basis. The GST components of
cash flows arising from investing and financing activities which are recoverable from, or payable
to, the ATO are classified as operating cash flows.
p.
Contributed Equity
Ordinary shares are classified as equity. Costs attributable to the issue of new shares or options
are shown as a deduction from the equity proceeds, net of any income tax benefit. Costs directly
attributable to the issue of new shares or options associated with the acquisition of a business are
included as part of the purchase consideration.
q.
Fair Value
Fair values may be used for financial asset and liability measurement as well as for sundry
disclosures. Fair values for quoted financial instruments traded in active markets are based on
quoted market prices at the date of the statement of financial position. The quoted market price
for financial assets is the current bid price.
The carrying value less impairment provision of trade receivables and payables are assumed to
approximate their fair values due to their short-term nature. The fair value of financial liabilities
for disclosure purposes is estimated by discounting the future contractual cash flows at the current
market interest rate that is available to the Group for similar financial instruments.
r.
Non-current assets or disposal groups classified as held for sale
Non-current assets and assets of disposal groups are classified as held for sale if their carrying
amount will be recovered principally through a sale transaction rather than through continued use.
They are measured at the lower of their carrying amount and fair value less costs of disposal. For
non-current assets or assets of disposal groups to be classified as held for sale, the must be
available for immediate sale in their present condition and their sale must be highly probable.
An impairment loss is recognised for any initial or subsequent write down on the non-current
assets and assets of disposal groups to fair value less cost of disposal. A gain is recognised for
any subsequent increase in fair value less costs of disposal of non-current assets and assets of
disposal groups, but not in excess of any cumulative impairment loss previously recognised.
Page 25
Non-current assets are not depreciated or amortised while they are classified as held for sale.
Interest and other expenses attributable to the liabilities of the assets held for sale continue to
be recognised.
Non-current assets classified as held for sale and the assets of disposal groups classified as held
for sale are presented separately on the face of the statement of financial position, in current
assets. The liabilities of disposal groups classified as held for sale are presented separately on the
face of the statement of financial position, in current liabilities.
s.
Changes in accounting policies and disclosure
In the year ended 30 June 2017, the Group has reviewed all of the new and revised Standards
and Interpretations issued by the AASB that are relevant to its operations and effective for the
current annual reporting period. It has been determined by the Group that there is no impact,
material or otherwise, of the new and revised Standards and Interpretations on its business and,
therefore, no change is necessary to Group accounting policies.
t.
New Standards and Interpretations not yet Adopted
Australian Accounting Standards and Interpretations that have recently been issued or amended
but are not yet mandatory, have not been early adopted by the consolidated entity for the annual
reporting period ended 30 June 2017. The consolidated entity's assessment of the impact of these
new or amended Accounting Standards and Interpretations, most relevant to the consolidated
entity, are set out below.
AASB 9 Financial Instruments
This standard is applicable to annual reporting periods beginning on or after 1 January 2018. The
standard replaces all previous versions of AASB 9 and completes the project to replace IAS 39
'Financial Instruments: Recognition and Measurement'. AASB 9 introduces new classification and
measurement models for financial assets. A financial asset shall be measured at amortised cost,
if it is held within a business model whose objective is to hold assets in order to collect contractual
cash flows, which arise on specified dates and solely principal and interest. All other financial
instrument assets are to be classified and measured at fair value through profit or loss unless the
entity makes an irrevocable election on initial recognition to present gains and losses on equity
instruments (that are not held-for-trading) in other comprehensive income ('OCI'). For financial
liabilities, the standard requires the portion of the change in fair value that relates to the entity's
own credit risk to be presented in OCI (unless it would create an accounting mismatch). New
simpler hedge accounting requirements are intended to more closely align the accounting
treatment with the risk management activities of the entity. New impairment requirements will
use an 'expected credit loss' ('ECL') model to recognise an allowance.
Impairment will be measured under a 12-month ECL method unless the credit risk on a financial
instrument has increased significantly since initial recognition in which case the lifetime ECL
method is adopted. The standard introduces additional new disclosures. The consolidated entity
will adopt this standard from 1 July 2018 but the impact of its adoption is yet to be assessed by
the consolidated entity.
AASB 15 Revenue from Contracts with Customers
This standard is applicable to annual reporting periods beginning on or after 1 January 2018. The
standard provides a single standard for revenue recognition. The core principle of the standard is
that an entity will recognise revenue to depict the transfer of promised goods or services to
Page 26
customers in an amount that reflects the consideration to which the entity expects to be entitled
in exchange for those goods or services.
The standard will require: contracts (either written, verbal or implied) to be identified, together
with the separate performance obligations within the contract; determine the transaction price,
adjusted for the time value of money excluding credit risk; allocation of the transaction price to
the separate performance obligations on a basis of relative stand-alone selling price of each
distinct good or service, or estimation approach if no distinct observable prices exist; and
recognition of revenue when each performance obligation is satisfied. Credit risk will be presented
separately as an expense rather than adjusted to revenue.
For goods, the performance obligation would be satisfied when the customer obtains control of
the goods. For services, the performance obligation is satisfied when the service has been
provided, typically for promises to transfer services to customers. For performance obligations
satisfied over time, an entity would select an appropriate measure of progress to determine how
much revenue should be recognised as the performance obligation is satisfied. Contracts with
customers will be presented in an entity's statement of financial position as a contract liability, a
contract asset, or a receivable, depending on the relationship between the entity's performance
and the customer's payment. Sufficient quantitative and qualitative disclosure is required to
enable users to understand the contracts with customers; the significant judgments made in
applying the guidance to those contracts; and any assets recognised from the costs to obtain or
fulfil a contract with a customer. The consolidated entity will adopt this standard from 1 July 2018
but the impact of its adoption is yet to be assessed by the consolidated entity.
AASB 16 Leases
This standard is applicable to annual reporting periods beginning on or after 1 January 2019. The
standard replaces AASB 117 'Leases' and for lessees will eliminate the classifications of operating
leases and finance leases. Subject to exceptions, a 'right-of-use' asset will be capitalised in the
statement of financial position, measured at the present value of the unavoidable future lease
payments to be made over the lease term. The exceptions relate to short-term leases of 12
months or less and leases of low-value assets (such as personal computers and small office
furniture) where an accounting policy choice exists whereby either a 'right-of-use' asset is
recognised or lease payments are expensed to profit or loss as incurred. A liability corresponding
to the capitalised lease will also be recognised, adjusted for lease prepayments, lease incentives
received, initial direct costs incurred and an estimate of any future restoration, removal or
dismantling costs. Straight-line operating lease expense recognition will be replaced with a
depreciation charge for the leased asset (included in operating costs) and an interest expense on
the recognised lease liability (included in finance costs). In the earlier periods of the lease, the
expenses associated with the lease under AASB 16 will be higher when compared to lease
expenses under AASB 117. However, EBITDA (Earnings Before Interest, Tax, Depreciation and
Amortisation) results will be improved as the operating expense is replaced by interest expense
and depreciation in profit or loss under AASB 16. For classification within the statement of cash
flows, the lease payments will be separated into both a principal (financing activities) and interest
(either operating or financing activities) component. For lessor accounting, the standard does not
substantially change how a lessor accounts for leases. The consolidated entity will adopt this
standard from 1 July 2019 but the impact of its adoption is yet to be assessed by the consolidated
entity.
Page 27
u.
Use of Estimates and Judgements
The preparation of financial statements in conformity with IFRS requires the use of certain critical
accounting estimates. It also requires management to exercise its judgement in the process of
applying the Company’s accounting policies.
i.
Exploration and evaluation costs
Exploration and evaluation costs have been capitalised on the basis that the Consolidated Entity
will commence commercial production in the future, from which time the costs will be amortised
in proportion to the depletion of the mineral resource. Key judgements are applied in considering
costs to be capitalised which includes determining expenditures directly related to these activities
and allocating overheads between those that are expensed and capitalised. In addition, costs are
only capitalised that are expected to be recovered either through successful development or sale
of the relevant mining interest. Factors that could impact the future commercial production at the
mine include the level of reserves and resources, future technology changes which could impact
the cost of mining, future legal changes and changes in commodity prices. To the extent that
capitalised costs are determined not to be recoverable in the future, they will be written off in the
period in which this determination is made.
Page 28
2.
OTHER INCOME
Gain on effectuation of DOCA (i)
Interest
Consolidated
2017
$
2016
$
-
471,012
13,487
13,487
7,434
478,446
(i)
On 13 October 2015, the Administrators confirmed that all funds required to be paid by CPS
under the DOCA (totalling $450,000) were received and accordingly, the DOCA has been fully
effectuated and control of Cabral returned to its Directors. Concurrently with the effectuation of the
DOCA, the Cabral Creditors’ Trust was established (as provided for in the DOCA). Any assets not
included in the sale agreement with CPS (i.e. all assets other than certain interests in Cabral Metais
Limitada and Northern Yeelirrie Pty Limited) have either been transferred to or are being held in trust
for the Creditors’ Trust.
The assets and liabilities transferred to the creditors trust upon effectuation on 13 October 2015 were
as follows:
Cash and cash equivalents
Trade and other receivables
Trade and other payables
Employee benefits
Net liabilities transferred to the creditors trust
3.
EXPENSES
Administration
Accounting, legal and compliance costs
Other
$
569,227
22,289
(408,799)
(653,729)
471,012
Consolidated
2017
$
2016
$
376,959
324,582
56,081
99,995
433,040
424,577
Page 29
4.
INCOME TAX BENEFIT
4.1 Income Tax Benefit
Current tax
Deferred tax
Income tax benefit attributable to (loss) from continuing operations
4.2 Numerical Reconciliation of Income Tax Benefit
to Prima Facie Tax Payable
Consolidated
2017
$
2016
$
-
-
-
-
-
-
(Loss) from ordinary activities before income tax expense
(648,291)
(2,932,516)
Income tax benefit calculated at domestic rate of 27.5% (2016 –
30%)
(178,280)
(879,755)
Tax effect of permanent differences:
Non-deductible items
Non-assessable income
Additional deductions
Income tax adjusted for permanent differences
Tax effect of losses not recognised
Income tax expense
4.3 Tax Losses
90,162
886,087
-
(141,303)
(8,582)
33,962
(96,700)
96,700
(101,009)
101,009
-
-
Unused revenue losses for which no deferred tax asset has been
recognised
10,138,363
9,483,023
Unused capital losses for which no deferred tax asset has been
recognised
3,682,968
3,682,968
13,821,331
13,165,991
The Company is of the opinion that tax and capital losses from prior periods will continue to be available
to the group. These losses have not been recognised as a deferred tax asset as there is uncertainty
that future taxable profits will be available against which the losses can be utilised. The future income
tax benefit will only be obtained if:
a) future assessable income is derived of a nature and of an amount sufficient to enable the benefit
to be realised;
b) the conditions for deductibility imposed by tax legislation continue to be applied with; and
c) no changes in tax legislation adversely affect the Company in realising the benefit.
Page 30
5.
LOSS PER SHARE
Consolidated
2017
cents
2016
cents
Basic and diluted loss per share
(0.51)
(0.12)
Weighted average number of shares used as the
denominator
Weighted average number of ordinary shares used as the
denominator in calculating basic and diluted earnings per share
127,312,898
39,812,878
2017
No.
2016
No.
Loss used in calculating basic and dilutive EPS
(648,291)
(49,525)
2017
$
2016
$
6. CASH AND CASH EQUIVALENTS
Cash at bank and on hand
Deposits at call
Consolidated
2017
$
2016
$
217,700
107,453
325,153
287,985
1,000,000
1,287,985
Cash at bank is interest bearing. Deposits at call have a fixed interest rates of 1.50% and maturity of
3 months.
7. TRADE AND OTHER RECEIVABLES
Current
GST receivable
Interest receivable
Consolidated
2017
$
2016
$
31,731
-
31,731
49,498
4,679
54,177
Due to the short term nature of these receivables, their carrying value is assumed to approximate their
fair value.
Page 31
8. OTHER ASSETS
Current
Prepaid capital raising costs
Bowen Coking coal pre-acquisition and due diligence costs
9.
TRADE AND OTHER PAYABLES
Current
Trade creditors and accruals
Related party creditors
Other creditors
Consolidated
2017
$
2016
$
69,244
165,638
234,882
61,928
-
-
-
-
-
87,176
40,200
17,017
61,928
144,393
2017
No
2016
No
2017
$
2016
$
10. CONTRIBUTED EQUITY
Ordinary shares
127,312,898
127,312,898
42,064,761
42,084,401
Movements in share capital
Opening balance 1 July
127,312,898
293,797,815
42,084,401
39,938,263
Share consolidation (100 to 1)
Shares issued – 30 October 2015
Shares issued – 30 October 2015
Shares issued – 2 November 2015
Shares issued – 22 April 2016
Shares issued – 22 April 2016
Capital raising costs
-
-
-
-
-
-
-
(290,859,917)
2,800,000
500,000
25,000,000
1,000,000
95,075,000
-
-
-
-
-
-
-
28
10,000
410,000
10
1,901,500
-
(19,640)
(175,400)
Closing balance 30 June
127,312,898
127,312,898
42,064,761
42,084,401
Ordinary shares
Ordinary shares have the right to receive dividends as declared and, in the event of a winding up of
the Company, to participate in the proceeds from sale of all surplus assets in proportion to the
number of and amounts paid up on shares held. Ordinary shares entitle their holder to one vote,
either in person or proxy, at a meeting of the Company.
Page 32
Capital risk management
The Group’s capital comprises share capital, reserves less accumulated losses amounted to equity of
$529,838 at 30 June 2017 (2016: $1,197,769). The Group manages its capital to ensure its ability
to continue as a going concern and to optimise returns to its shareholders. The Group was ungeared
at year end and not subject to any externally imposed capital requirements.
Share options
At 30 June 2017, there were 50,000,000 listed options exercisable at $0.04 on or before 30 October
2019 (2016: 50,000,000) and 30,000,000 unlisted options exercisable at $0.02 on or before 30
October 2019 on issue (2016: 30,000,000).
No options were issued, exercised or expired during the financial year.
11. RESERVES
Share Option Reserve
Balance at 1 July
Options issued
Balance at 30 June
Total Reserves
Nature and Purpose of Reserves
i. Share Option Reserve
Consolidated
2017
$
2016
$
800
-
800
800
-
800
800
800
The share option reserve is used to recognise the fair value of options issued but not exercised.
Page 33
12.
PARENT ENTITY INFORMATION
Current assets
Total assets
Current liabilities
Total liabilities
Shareholders’ equity
Issued capital
Reserves
Retained earnings
Profit / (loss) for the year
Other comprehensive income
Total comprehensive income
Consolidated
2017
$
2016
$
591,766
591,766
61,928
61,928
1,342,162
1,342,162
144,393
144,393
42,064,761
42,084,401
800
800
(41,535,723)
(40,887,432)
529,838
1,197,769
(648,291)
(49,525)
-
-
(648,291)
(49,525)
13.
INVESTMENT IN SUBSIDIARIES
Equity holding
Name of subsidiary
Country of
incorporation
Class of
shares
2017
%
2016
%
Northern Yeelirrie Pty Limited
Australia
Ordinary
Cabral Brazil Pty Limited
Australia
Ordinary
Cabral Metais Ltda
Brazil
Ordinary
100
-1
100
100
100
100
1 Deregistered on 20 November 2016
Page 34
14. REMUNERATION OF AUDITORS
Amounts received, or due and receivable by:
The current auditor of the parent entity (Nexia Sydney
Partnership – Australian Firm)
-
for auditing and reviewing the financial reports of the entity
or any entity in the consolidated entity
Consolidated
2017
$
2016
$
32,236
32,236
32,550
32,550
15. CONTINGENT LIABILITIES
There are no contingent liabilities of the Company as at 30 June 2017 (2016: Nil).
16. COMMITMENTS FOR EXPENDITURE
The Company has no commitments as at 30 June 2017.
17. KEY MANAGEMENT PERSONNEL AND RELATED PARTY INFORMATION
17.1 Key Management Personnel Remuneration
Short term employee benefits
Long term employee benefits
Post- employment benefits
Termination benefits
Consolidated
2017
$
2016
$
141,000
85,199
-
-
-
-
-
-
141,000
85,199
Details of Directors’ and key personnel remuneration are set out in the Remuneration Report in the
Directors’ Report.
17.2 Other Transactions with Key Management Personnel
During the year ended 30 June 2017, a total of $nil (2016:$144,740) in corporate and broking services
were provided to the Group on arm’s length normal commercial business terms and conditions by CPS
Capital Group, a director related entity.
During the year ended 30 June 2017, Directors and office holders loaned the Company a total of nil
(2016: $80,368), all of which was repaid by 30 June 2016. The loans were interest free and had no
maturity date.
Page 35
18. SEGMENT INFORMATION
a.
Description of Segments
Management has determined the operating segments based on the reports reviewed by those
responsible for decision making which are used to make strategic decisions.
The management team have identified one reportable segment based on geographical factors for the
year ended 2017 being Australia (2016: two segments - one segment in Australia and one segment in
Brazil).
b.
Segment Information Provided to those Responsible for Decision Making
The segment information provided to those responsible for decision making for the reportable segments
for the year ended 30 June 2017 are as follows:
2017
Total segment revenue
Inter-segment revenue
Revenue from external customers
Adjusted EBITDA
Depreciation and amortisation
Impairment
Share of loss from associates
Total segment assets
Total assets includes:
Investment in associates
Exploration and tenements
Additions to non-current assets (other than
financial assets and deferred tax)
Australia
AUD
Brazil
AUD
Total
AUD
-
-
-
(574,040)
-
(87,738)
-
591,766
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(574,040)
-
(87,738)
-
591,766
-
-
-
61,928
Total segment liabilities
61,928
Page 36
The segment information provided to those responsible for decision making for the reportable segments
for the year ended 30 June 2016 are as follows:
Australia
AUD
Brazil
AUD
Total
AUD
2016
Total segment revenue
Inter-segment revenue
Revenue from external customers
-
-
-
Adjusted EBITDA
(56,959)
Depreciation and amortisation
Impairment
Share of loss from associates
Total segment assets
Total assets includes:
Investment in associates
Exploration and tenements
Additions to non-current assets (other than
financial assets and deferred tax)
-
-
-
1,342,162
-
-
-
Total segment liabilities
144,393
c.
Other Segment Information
i.
Segment Revenue
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(56,959)
-
-
-
1,342,162
-
-
-
144,393
Segment revenue reconciles to total revenue from continuing operations as follows:
Total segment revenue
Intersegment eliminations
Interest revenue
Gain on effectuation of DOCA
2017
$
2016
$
-
-
-
-
13,487
7,434
-
471,012
Total revenue from continuing operations (note 2)
13,487
478,446
ii.
Adjusted EBITDA
The measurement of adjusted EBITDA excludes the non-recurring expenditure from the operating
segment such as restructuring costs, legal expenses and goodwill impairments when the
impairment is the result of an isolated, non-recurring event. Furthermore the measure excludes
the effects of equity-settled share-based payments and unrealised gains/(losses) on financial
instruments. Interest income and expenditure are not allocated to segments, as this type of
activity is driven by a central treasury function in managing the cash position of the Group.
A reconciliation of adjusted EBITDA to operating loss is provided as follows:
Page 37
Adjusted EBITDA
Impairment
Interest
2017
$
2016
$
(574,040)
(56,959)
(87,738)
13,487
-
7,434
Loss from continuing operations
(648,291)
(49,525)
iii.
Segment Assets
The amounts provided to those responsible for decision making with respect to total assets are
measured in a manner consistent with that of the financial statements. These assets are allocated
based on the operations of the segment and the physical location of the asset.
Reportable segments’ assets are reconciled to total assets as follows:
Segment assets
Intersegment eliminations
2016
$
2016
$
591,766
1,342,162
-
-
Total assets as per statement of financial position
591,766
1,342,162
iv.
Segment Liabilities
The amounts provided to those responsible for decision making with respect to total liabilities are
measured in a manner consistent with that of the financial statements. These liabilities are
allocated based on the operations of the segment. Reportable segments’ liabilities are reconciled
to total liabilities as follows:
Segment liabilities
Intersegment eliminations
2017
$
2016
$
61,928
144,393
-
-
Total liabilities as per statement of financial position
61,928
144,393
Page 38
19. RECONCILIATION OF LOSS FROM CONTINUING OPERATIONS TO NET CASH
OUTFLOW FROM OPERATING ACTIVITIES
Loss from continuing and discontinued operations
Transfer of cash on effectuation of DOCA
Impairment of loans
Changes in Assets and Liabilities
Consolidated
2017
$
(648,291)
-
87,738
2016
$
(49,525)
569,227
-
Decrease/(increase) in receivables
22,446
(21,220)
Increase/(decrease) in trade and other creditors
Increase in employee benefits
(101,638)
-
(336,328)
(653,729)
Net cash outflows from operating activities
(639,745)
(491,575)
20. EVENTS SUBSEQUENT TO BALANCE DATE
On 19 September 2017, the Company announced that the minimum subscription had been reached and
the offer pursuant to the prospectus dated 3 August 2017 had closed. On 28 September 2017, the
Company confirmed the issue of 200,434,782 ordinary fully paid shares at an issue price of 2.3 cents
per share, raising $4,610,000 before costs.
On 28 September 2017, the Company advised completion of the acquisition of Coking Coal One Pty Ltd
(formerly Bowen Coking Coal Pty Ltd), issuing 70,000,000 ordinary fully paid shares, 13,000,000 Class
A Performance Shares and 13,000,000 Class B Performance Shares as consideration. The Company
appointed Gerhard Redelinghuys as Managing Director and James Agenbag as Non-Executive Director,
replacing Greg D’Arcy on 27 September 2017.
The Company also completed the acquisition of the Comet Ridge Project, issuing 17,391,304 ordinary
fully paid shares and paying $350,000 in cash as consideration. The Company will update the market
on the timing of the completion of the acquisition of the Cooroorah and Hillalong Projects and is confident
that it has satisfied the applicable requirements of Chapters 1 and 2 of the ASX Listing Rules and will
advise the market when the outstanding conditions of the reinstatement to quotation of its securities
have been met and a date has been fixed for the resumption of trading.
There were no other known significant events from the end of the financial year to the date of this report.
21. FINANCIAL INSTRUMENTS
21.1 Financial Risk Management
The Group’s financial instruments consist of deposits with banks, trade receivable and payables,
investments at fair value and loans to and from subsidiaries and associates. Derivative financial
instruments are not currently used by the Group.
Senior executives meet regularly to analyse and monitor the financial risk associated with the financial
instruments used by the Group. The Managing Director and Chief Executive Officer reports regularly to
Page 39
the Board which appraises the adequacy of the risk management strategies and also creates policies for
risk management.
The Group’s activities expose it to market risk (including foreign exchange risk and interest rate risk),
credit risk and liquidity risk.
Market Risk
a.
Foreign Exchange Risk
The Group has no material exposure to foreign currency risk at the end of the reporting period.
b.
Interest Rate Risk
The Group does not have any exposure to interest rate risk as there were no external borrowings at 30
June 2017 (2016: nil). Any borrowings were intercompany related and unsecured and interest free and
therefore there is no exposure to interest rate risk associated with these amounts. Interest bearing
assets are all short term liquid assets and the only interest rate risk is the effect on interest income by
movements in the interest rate. There is no other material interest rate risk.
c.
Liquidity Risk
The Group manages liquidity risk by maintaining cash reserves, placing funds on fixed term deposits
with reputable financial institutions, having limited borrowings or debt and having, to the extent possible,
the investments in instruments that are tradeable in highly liquid markets. All trade and other payables
are expected to be paid within one year of balance date.
The Group’s credit risk primarily arises from cash and deposits with Australian ADIs. The credit risk of
financial assets of the Group which have been recognised on the statement of financial position, other
than investments in shares, is generally the carrying amount, net of any provision for doubtful debts.
There is no collateral or security held for those assets at balance date. There are no financial assets that
are past due or impaired.
21.2 Net Fair Value of Financial Assets and Liabilities
The carrying amount of the Group’s financial assets and financial liabilities in the financial statements
approximates their fair values as at balance date.
Page 40
DIRECTORS’ DECLARATION
In the directors' opinion:
1. the financial statements and accompanying notes set out on pages 13 to 39 are in accordance with
the Corporations Act 2001 and:
a.
comply with Accounting Standards and the Corporations Regulations 2001; and
b. give a true and fair view of the Group’s financial position as at 30 June 2017 and of its performance
for the year ended on that date;
2. the financial statements and notes also comply with International Financial Reporting Standards (IFRS),
as disclosed in Note 1(a)(i) to the financial statements;
3. there are reasonable grounds to believe that the Group will be able to pay its debts as and when they
become due and payable
4. the directors have been given the declarations by the chief executive officer and chief financial officer
required by section 295A.
This declaration is made in accordance with a resolution of the Board of Directors and is signed for and on
behalf of the Directors by:
Eddie King
Non-Executive Chairman
Perth, 29 September 2017
Page 41
Independent Auditor’s Report to the Members of Bowen Coking Coal Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Bowen Coking Coal Limited (the Company and its subsidiaries (the
Group)), which comprises the consolidated statement of financial position as at 30 June 2017, the
consolidated statement of profit or loss and other comprehensive income, consolidated statement of
changes in equity and consolidated statement of cash flows for the year then ended, and notes to the
financial statements, including a summary of significant accounting policies, and the directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act
2001, including:
i) giving a true and fair view of the Group’s financial position as at 30 June 2017 and of its financial
performance for the year then ended; and
ii) complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the ‘auditor’s responsibilities for the audit of the financial report’ section
of our report. We are independent of the entity in accordance with the Corporations Act 2001 and the
ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics
for Professional Accountants (the Code) that are relevant to our audit of the financial report in Australia.
We have also fulfilled our other ethical responsibilities in accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been
given to the directors of the Company, would be in the same terms if given to the directors as at the time
of this auditor’s report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our
audit of the financial report of the current period. These matters were addressed in the context of our audit
of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate
opinion on these matters.
Key audit matter
How our audit addressed the key audit matter
Correction of prior period error
Refer to note 1a.iii.
The Brazilian mining tenements recognised by
Cabral Metais Ltda (“Metais”) were via a
Preliminary Instrument of Future Mining
Tenements Assignment with Cabral Mineracao
Ltda (“Mineracao”).
Our procedures included, amongst others:
We read the Preliminary Instrument of Future
Mining Tenements Assignment agreement and
obtained an understanding of the key terms and
conditions;
We read the legal advice provided to the Group
to understand the key determination of the legal
Page 42
Key audit matter
How our audit addressed the key audit matter
The Group determined that no instrument of
assignment of the relevant mining tenements
has been executed by the parties. The
contractual obligations of Metais cannot now be
enforced by Mineracao.
The Group considers that these events give rise
to a prior period error in accordance with AASB
108 Accounting Policies, Changes in Accounting
Estimates and Errors and has adjusted the
comparative information to derecognise the
liability of $2,882,991 owing to Mineracao. This
is considered a key audit matter due to the
material size and complexity of the transaction.
Other information
opinion;
We assessed the validity of arguments within the
legal advice and the legal interpretation of the
Preliminary Instrument of Future Mining
Tenements Assignment;
We assessed the competence, experience and
qualifications of the legal expert;
We assessed the adequacy of the disclosures in
accordance with AASB 108.
The directors are responsible for the other information. The other information comprises the information in
Bowen Coking Coal Limited’s annual report for the year ended 30 June 2017, but does not include the
financial report and the auditor’s report thereon.
Our opinion on the financial report does not cover the other information and we do not express any form of
assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and,
in doing so, consider whether the other information is materially inconsistent with the financial report or
our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of the other
information we are required to report that fact. We have nothing to report in this regard.
Directors’ responsibility for the financial report
The directors of the Company are responsible for the preparation of the financial report that gives a true
and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for
such internal control as the directors determine is necessary to enable the preparation of the financial
report that gives a true and fair view and is free from material misstatement, whether due to fraud or
error.
In preparing the financial report, the directors are responsible for assessing the entity’s ability to continue
as a going concern, disclosing, as applicable, matters related to going concern and using the going concern
basis of accounting unless the directors either intend to liquidate the entity or to cease operations, or have
no realistic alternative but to do so.
Auditor’s responsibility for the audit of the financial report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes
our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit
conducted in accordance with the Australian Auditing Standards will always detect a material misstatement
when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in
the aggregate, they could reasonably be expected to influence the economic decisions of users taken on
Page 43
the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at The Australian
Auditing and Assurance Standards Board website at: www.auasb.gov.au/auditors_responsibilities/ar2.pdf.
This description forms part of our auditor’s report.
We also provide the directors with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, related safeguards.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 8 to 11 of the directors’ Report for the year
ended 30 June 2017.
In our opinion, the Remuneration Report of Bowen Coking Coal Limited for the year ended 30 June 2017,
complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration
Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an
opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing
Standards.
Nexia Sydney Partnership
Lester Wills
Partner
Dated: 29 September 2017
Sydney
Page 44
CORPORATE INFORMATION
The information contained below is as at 29 September 2017.
NUMBER OF SHAREHOLDERS AND OPTION HOLDERS
Shares
As at 29 September 2017, there were 1,764 shareholders holding a total of 415,138,984 fully paid ordinary
shares.
Options
As at 29 September 2017, there were 50,000,000 Quoted Options exercisable at $0.04 on or before 30 October
2019 held by 77 holders.
As at 29 September 2017, there were 30,000,000 Unquoted Options exercisable at $0.02 on or before 30
October 2019 held by 56 holders.
Performance Shares
As at 29 September 2017, there are 13,000,000 Class A Performance Shares and 13,000,000 Class B
Performance Shares held by 1 holder – Cape Coal Pty Ltd.
Class A Performance Shares convert into Ordinary Shares on a 1:1 ratio upon the delineation of an increase
in JORC-compliant inferred resources of at least 30 million tonnes coal on the Company’s projects, and a 30
day VWAP share price hurdle of 5 cents.
Class B Performance Shares convert into Ordinary Shares on a 1:1 ratio upon the delineation of an increase
in JORC-compliant inferred resources of at least 50 million tonnes coal on the Company’s projects.
The Performance Shares have a term of 24 months from their date of issue.
NON-MARKETABLE PARCELS
There were 1,118 holders of less than a marketable parcel of ordinary shares, amounting to 1,187,060 ordinary
shares.
DISTRIBUTION OF EQUITY SECURITIES
Analysis of number of share and option holders by size of holding:
Fully paid ordinary shares
Range
1
1,001
5,001
10,001
-
-
-
-
1,000
5,000
10,000
100,000
100,001 and over
Page 45
Number of holders Number of shares
905
165
36
331
327
215,926
453,050
292,633
24,557,725
389,619,650
1,764
415,138,984
Quoted Options exercisable at $0.04 on or before 30 October
2019
Range
1
1,001
5,001
10,001
-
-
-
-
1,000
5,000
10,000
100,000
100,001 and over
Unquoted Options exercisable at $0.02 on or before 30
October 2019
Range
1
1,001
5,001
10,001
-
-
-
-
1,000
5,000
10,000
100,000
100,001 and over
Number of holders Number of options
-
-
-
40
37
77
-
-
-
2,289,000
47,711,000
50,000,000
Number of holders Number of shares
-
-
-
22
34
56
-
-
-
1,439,000
28,561,000
30,000,000
No holder has a 20% or more holding in the unquoted Options exercisable at $0.02 on or before 30 October
2019.
VOTING RIGHTS
The relevant conditions about voting rights attaching to each share are set out in Article 9.22 of the
Constitution as follows:
“Subject to any rights or restrictions for the time being attached to any class or classes of shares and to this
constitution:
a.
b.
On a show of hands, each Member present in person and each other person present as a proxy, attorney
or Representative of a Member has one vote; and
On a poll, each Member present in person has one vote for each fully paid share held by the Member
and each person present as proxy, attorney or Representative of a Member has one vote for each fully
paid share held by the Member that the person represents, but a Member is not entitled to vote at a
general meeting in respect of shares which are the subject of a current Restriction Agreement for so
long as any breach of that agreement subsists
SUBSTANTIAL SHAREHOLDERS
The Company has the following substantial shareholders as at 29 September 2017:
Name
CAPE COAL PTY LTD
Page 46
Number of
ordinary
shares held
Percentage
of issued shares
70,000,000
16.86%
TWENTY LARGEST SHAREHOLDERS
The names of the twenty largest holders of ordinary fully paid shares are set out below:
Name
1. CAPE COAL PTY LTD
2. ACACIA COAL LIMITED
3. MRS LILY MAH
4. LANTECH DEVELOPMENT PTY LTD
5. 1215 CAPITAL PTY LTD
Number of
ordinary
shares held
Percentage
of issued shares
70,000,000
16.86%
17,391,304
13,043,478
9,347,827
6,521,739
4.19%
3.14%
2.25%
1.57%
6. V7 INVESTMENT & DEVELOPMENT
6,521,739
1.57%
7.
J & J BANDY NOMINEES PTY LTD
8. MR TYLER JOHN FORMICA
9. FLOURISH SUPER PTY LTD
10. MRS DENISE JOY SHARBANEE
11. MR PAUL GABRIEL SHARBANEE
6,000,000
1.45%
5,500,000
4,347,827
4,347,827
1.32%
1.05%
1.05%
4,347,827
1.05%
12. MRS CLAIRE FRANKLIN
4,347,826
1.05%
13. INVIA CUSTODIAN PTY LIMITED
4,347,826
1.05%
14. SACCO DEVELOPMENTS AUSTRALIA PTY LIMITED
4,347,826
1.05%
15. HIRSCH FINANCIAL PTY LTD
4,000,000
16. MR GRANT ANTHONY MURPHY
3,750,000
17. HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
3,529,951
18. MR NICOLO FLOYD BONTEMPO
3,500,000
19. SISU INTERNATIONAL PTY LTD
20. A22 PTY LTD
3,500,000
3,304,520
0.96%
0.90%
0.85%
0.84%
0.84%
0.80%
181,997,517
43.84%
Page 47
TWENTY LARGEST OPTION HOLDERS ($0.04 OPTIONS)
Name
1. CPS CAPITAL GROUP PTY LTD
2. MR ARIEL EDWARD KING
3. FIRST ONE REALTY PTY LTD
11,700,000
10,000,000
3,900,000
Number of
options held
Percentage
of issued options
4. LAKE SPRINGS PTY LTD
3,700,000
5. FIRST INVESTMENT PARTNERS PTY LTD
2,500,000
6. MR NICOLO FLOYD BONTEMPO
2,150,000
7. MR TYLER JOHN FORMICA
8. MR STEPHEN BROCKHURST
9. GREENWOOD RESOURCES PTY LTD
10. MR DAVID CHARLES NEESHAM & MRS PAMELA CHRISTINE
NEESHAM
11. WLP INVESTMENTS PTY LTD
12. ALBATROSS PASS PTY LTD
13. CINQUE HOLDINGS PTY LTD
14. LANTECH DEVELOPMENTS PTY LTD
15. ELLAZ PTY LTD
16. MR EDMUND TECK HWANG LIM
17. ALITIME NOMINEES PTY LTD
18. MR DAVID PETER VALENTINO
2,000,000
1,080,000
1,000,000
1,000,000
800,000
700,000
500,000
500,000
500,000
462,000
450,000
438,000
19. BAYTOWER HOLDINGS PTY LTD
400,000
20. DAVID PALUMBO
400,000
23.40%
20.00%
7.80%
7.40%
5.00%
4.30%
4.00%
2.16%
2.00%
2.00%
1.60%
1.40%
1.00%
1.00%
1.00%
0.92%
0.90%
0.88%
0.80%
0.80%
44,180,000
88.36%
RESTRICTED SECURITIES
The Company has the following restricted securities on issue:
Name
ordinary
shares
Performance
shares
Escrow release date
CAPE COAL PTY LTD
70,000,000
26,000,000
24 months from date of ASX re-quotation
ACACIA COAL LIMITED
17,391,304
-
12 months from date of issue
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INTERESTS IN EXPLORATION TENEMENTS
Tenement Number
Project Name
Tenement Location
Cabral Interest Held
EPC 1824
HILLALONG
BOWEN BASIN, QUEENSLAND
MDL 453
COOROORAH
BOWEN BASIN, QUEENSLAND
EPC 1687
LILYVALE
BOWEN BASIN, QUEENSLAND
EPC 2157
LILYVALE
BOWEN BASIN, QUEENSLAND
EPC 2081
EPC 1230
MLA 7005
MACKENZIE
BOWEN BASIN, QUEENSLAND
COMET RIDGE
BOWEN BASIN, QUEENSLAND
COMET RIDGE
BOWEN BASIN, QUEENSLAND
-1
-1
15%1
15%1
5%1
100%1
100%1
1 On 28 September 2017, the Company advised completion of the acquisition of Coking Coal One Pty Ltd
(formerly Bowen Coking Coal Pty Ltd), issuing 70,000,000 ordinary fully paid shares, 13,000,000 Class A
Performance Shares and 13,000,000 Class B Performance Shares as consideration. The Company also
completed the acquisition of the Comet Ridge Project, issuing 17,391,304 ordinary fully paid shares and
paying $350,000 in cash as consideration. The Company will update the market on the timing of the
completion of the acquisition of the Cooroorah and Hillalong Projects and is confident that it has satisfied
the applicable requirements of Chapters 1 and 2 of the ASX Listing Rules and will advise the market when
the outstanding conditions of the reinstatement to quotation of its securities have been met and a date
has been fixed for the resumption of trading.
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COMPANY SECRETARY
Mr Stephen Brockhurst
REGISTERED AND ADMINISTRATION OFFICE
Level 11
216 St George’s Terrace
PERTH WA 6000
Telephone:
Facsimile:
+618 9481 0389
+618 9463 6103
Website:
bowencokingcoal.com.au
SHARE REGISTRAR
Link Market Services Limited
Level 12
680 George Street
Sydney NSW 2000
Postal Address
Locked Bag A14
Sydney South NSW 1235
Telephone:
Facsimile:
+612 8280 7111
+612 9287 0303
DX 1120 Sydney
Website:
www.linkmarketservices.com.au
Email:
registrars@linkmarketservices.com.au
STOCK EXCHANGE QUOTATION
The Company’s shares are quoted only on the Australian Securities Exchange (code “BCB”).
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