ABN 51 127 297 170
Metal Bank Limited
and its controlled entities
Annual Financial Report
For the year ended
30 June 2015
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
CONTENTS
Letter from the Chair
Review of Operations
Corporate Governance
Directors’ Report
Auditor’s Independence Declaration
Consolidated Statement of Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Financial Statements
Directors’ Declaration
Independent Audit Report to the Members of Metal Bank Limited
Additional Information for Listed Companies
Corporate Directory
1
2 – 12
13
14-20
21
22
23
24
25
26 – 49
50
51 – 52
53 – 55
56
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
LETTER FROM THE CHAIR
Dear Shareholder
On behalf of the Directors of Metal Bank Limited (Metal Bank, MBK or the Company), I am
pleased to report on the activities of the Company for the year ended 30 June 2015.
Following a lengthy negotiation the Company secured a joint venture deal over the Mason Valley
Copper Project in February 2015. The project is central to the world class Yerington copper
district in Nevada USA, and covers four main historical high grade underground copper mines.
Exploration work commenced immediately with MBK’s focus targeting extensions of the known
orebodies and new targets along strike and at depth. Results to date have been encouraging and
further drilling is planned in the second half of 2015.
Further progress has also been made on the Triumph and Eidsvold gold projects in Queensland
with a new high grade target being defined at the Triumph Bald Hill prospect. Further high
priority targets at both projects remain and will be progressed in the year ahead dependent on
available resources.
Most commodity prices declined in the second quarter of 2015 due to ample supplies and weak
demand. Capital markets for resources remained difficult throughout the financial year.
Notwithstanding these difficulties the Company raised $760,000 in equity and US$500,000 in loan
funding during the year.
The Company is confident that it has a portfolio of quality projects, and will remain alert for other
opportunities that may arise which, through further development, will add value to shareholders.
On behalf of the Board of Directors I would like to thank shareholders for their ongoing support.
Yours faithfully,
Inés Scotland
Non-executive Chair
21 September 2015
1
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
REVIEW OF OPERATIONS
REVIEW OF OPERATIONS
The operations of the consolidated entity during the year are as described below:
Figure 1: Metal Bank Limited – Current Project Locations
Metal Bank Limited is focused on copper exploration in Nevada, USA and gold exploration in Queensland, Australia
with emphasis on brownfield’s exploration programmes around historical mines. Refer to Figure 1 above.
Copper
Mason Valley Copper Project (JV - MBK earning up to 80%)
MBK entered into a Joint Venture (“JV”) with GRG International in early 2015 covering the Mason Valley Copper
Project which encompasses four main historical underground copper mines within the world class Yerington
copper district, in Nevada, USA. Refer to Figure 2.
Mason Valley Copper Project (“Project”) is prospective for high grade copper mineralisation (historical average
mined grades of between 2% to 6% copper). The Project includes four main mining centres with numerous smaller
mines held under 10km2 of contiguous mining claims. The Mason Valley mines closed prematurely with the onset
of the ‘Great Depression’ and never reopened, in part due to fractured ownership.
Initial exploration has identified large untested copper systems including the Bluestone Prospect where channel
rock chip sampling returning high grade copper results associated with breccia style mineral system. Significant
channel rock samples from the bluestone Prospect include:
40m @ 2.68% Cu including 28m @ 3.05% Cu1
38m @ 2.06% Cu including 12m @ 3.8% Cu and 4m @ 2.94% Cu2
1 MBK ASX Release 21 April 2015
2 MBK ASX Release 21 April 2015
2
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
REVIEW OF OPERATIONS
Drilling commenced on the Project subsequent to the 30 June 2015 with high grade copper results reported in
August 2015 highlighting new potential at the Bluestone Prospect and the Malachite Prospects with results
including:
Bluestone Prospect3
42m @ 1.51% Cu from surface including
5m @ 2.34% Cu from 8m
4m @ 3.52% Cu from 20m
7m @ 2.69% Cu from 35m
Malachite Prospect4
16m @ 1.72% Cu from 54m including
8m @ 2.75% Cu from 61m
Geological modelling and compilation of underground mining plans on the Mason Valley mine have been
completed in preparation for an initial drilling programme to target the extensions to the high grade copper mine.
Under the terms of the JV MBK will sole fund exploration to 31 March 2016, with a minimum commitment of
US$1M (including an up-front payment of US$250,000) and may withdraw at any time after meeting this
commitment. After meeting the initial commitment, MBK may then elect to form a Joint Venture which includes
the right to earn up to 80% in the Project over 6 years subject to meeting expenditure commitments totalling
US$14M and completion of a bankable feasibility study and making additional consideration payments of US$9.5M
comprising both cash and the issue of MBK shares (subject to shareholder approval, if required). MBK will manage
the Project and the JV. Further detail regarding the terms of the JV are provided in MBK ASX release dated 04
February 2015.
Figure 2: Showing location of the major copper deposits in the Yerington copper district and location of the Project.
Nevada is globally renowned as a mining-friendly jurisdiction with significant production from many large ‘Carlin’
style gold mines, it is also ranked 4th for copper production in the USA, with the USA ranking 4th in global copper
production behind Chile, China and Peru.5
3 MBK ASX Release 30 July 2015 and MBK ASX Release 18 August 2015
4 MBK ASX Release 17 August 2015
3
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
REVIEW OF OPERATIONS
The Yerington camp is a significant copper district with world class statistics supported by a resource base of over
12Mt of copper6 and past production of approximately 1Mt of copper. Mineralisation within the Yerington copper
district is intimately associated with the Yerington batholith creating large scale porphyry style deposits together
with associated skarn style deposits.
The Project consists of numerous historical underground mines from which four of the mines for which historical
documentation is currently available collectively produced approximately 3.8Mt at a grade of 1.5% to 6.2% copper
from 1910 to 1931. The closure of these mines coincided with the onset of the ‘Great Depression’. Priority targets
within the Project are shown in Figure 4.
Figure 3: Stoping in the Mason Valley mine
circa. 1920. The mines are rich in history with
the Mason Valley mine originally owned and
developed by Colonel William Boyce Thompson
(founder of Newmont).
Figure 4: Priority targets within the Mason valley Copper Project.
5 Source www.copper.org
6 Source: Nevada Copper, Entrée Gold and Quaterra Resources NI43-101 reports
4
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
REVIEW OF OPERATIONS
Gold ± Copper
MBK is also focused on advancing three intrusion related gold systems (IRGS) within the northern New England
Orogen of eastern Australia (Figure 5). This region hosts several gold mines including the Cracow (3Moz Au), Mt
Rawdon (2Moz Au) gold mines and Mt Carlton gold-silver-copper mine (1.4Moz AuEq) as well as the historical Mt
Morgan deposit (8Moz Au). Refer to Figure 6 showing the intrusion related gold model and MBK projects.
Figure 5: Location of MBK gold/copper projects in Eastern Australia.
Figure 6: Intrusive related gold deposit styles showing MBK projects.
5
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
REVIEW OF OPERATIONS
Triumph Project (100% MBK)
The Triumph project (356km2) is centred about the historical high grade Norton goldfield (mined in the
late 1800’s and again in the 1990’s) located between Mt Rawdon (2Moz Au) gold mine and the historical
Mt Morgan (8Moz Au and 0.4Mt Cu) mine in the Northern New England Orogen, south east Queensland
(Figure 5).
In 2010 MBK embarked on a strategy involving an extensive greenfields exploration programme in and
around the 1km2 historical Norton goldfield after reprocessing regional magnetics data which highlighted
that the hydrothermal system was potentially much larger than previously recognised. Results now
highlight a gold camp extending over 15km2, of which approximately 90% is concealed beneath shallow
sedimentary cover rocks (<10m thick), masking the prospective basement rocks (Figure 7). The Triumph
gold mineralisation is a part of a large intrusion related system and has many similarities to a number of
gold deposits in eastern Australia including Mt Leyshon (3.5Moz), Kidston (3.7Moz), and Ravenswood
(3Moz).
A recent structural reconstruction of the 15km2 gold camp has identified a central magnetic low
interpreted to represent the felsic intrusive phase or ‘engine room’ driving the gold system (Central
Target). The target is dominantly concealed beneath shallow sedimentary cover (<10m thick) and is
rimmed by several historical high grade underground gold workings as well as the small Norton mining
lease (0.2km2) where a 38,800 oz Au JORC resource7 has been identified (excluded from MBK tenure).
A recent review has identified the interpreted centre of the Triumph gold camp. The target is concealed
beneath shallow sedimentary cover (<10m thick) and is rimmed by several historical high grade gold,
underground mine workings. Initial drilling is planned to test prospective structural ± alteration targets
beneath the shallow cover. Alluvial gold may also be present within the cover sediments and could also
provide vectors towards a buried/blind gold system at the centre of the 15km2 Triumph gold camp.
A structural reconstruction of the gold camp has identified a magnetic low central to the gold camp
(Central Target) which is interpreted to represent the felsic intrusive phase or ‘engine room’ driving the
gold system. Refer to Figure 8 showing the location of the Central Target and structural offset by the
Norton fault and to Figure 9 and Figure 10 showing the structural reconstruction highlighting the
magnetic low central to the system.
Potential exists for high grade gold mineralisation to occur within and next to the Central Target which is
almost completely concealed by shallow sedimentary cover. High grade gold mineralisation has been
identified from rock chip samples in the limited basement exposure (Figure 7) as well as in limited drilling
(Figure 10). Several structural / alteration targets are planned to be drilled in the next phase of
exploration.
The discovery of gold bearing gravels within the cover sediments adjacent to Bald Hill (0.9m @ 4.4g/t Au
from 6m)8 during recent drilling represents the first systematic sampling of the cover profile. The
distribution of gold bearing gravels in the cover sediments has the potential to provide vectors towards
undercover gold mineralisation.
Drilling this year at Bald Hill has identified a higher grade gold zone enveloped by a low grade gold halo
within an extensive hydrothermal alteration system. Best drill result to date includes 9m @ 3.6 g/t Au9
with further drilling required to confirm the geometry of the high grade mineralisation (Figure 11).
7 MNM ASX release 15 May 2015
8 MBK ASX Release 22 July 2014
9 MBK ASX Release 22 July 2014
6
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
REVIEW OF OPERATIONS
Figure 7: Triumph gold camp showing priority targets
ML
Figure 8: Central Target with magnetic low interpreted as the ‘engine room’ driving the gold system offset by the
Norton fault.
7
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
REVIEW OF OPERATIONS
ML
Figure 9: Structural reconstruction of the Central Target showing the magnetic low central to the gold system and
almost completely concealed by shallow cover sediment.
ML
Figure 10: Structural reconstruction of the Central Target showing high grade gold intersected in the previous
drilling peripheral to the magnetic low.
8
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
REVIEW OF OPERATIONS
Figure 11: Bald Hill long section showing high grade gold zone.
9
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
REVIEW OF OPERATIONS
Eidsvold Project (100% MBK)
The Eidsvold project (658km2) is centred on the historical Eidsvold goldfield (100,000oz Au mined in the
early 1900’s) within the Eidsvold intrusive complex, located between the Cracow (3Moz Au) and
Mt Rawdon (2Moz Au) gold mines in the Northern New England Orogen. Refer to Figure 5 showing the
location of the Eidsvold Project.
Exploration by MBK in early 2014 led to the discovery of high grade gold mineralisation on the project
including 1m @ 17.45g/t Au, 90g/t Ag, and 2.5% Cu10 (Mt Brady prospect) as part of an intrusion related
gold system which confirms the Company’s exploration model and importantly opens up the potential of
the entire Eidsvold intrusive complex (250km2) which is almost entirely concealed beneath sedimentary
cover (Figure 12).
Intrusive Complex
Exploration by Metal Bank has shown the
Eidsvold
(granodiorite-
diorite-gabbro) to represent an overlooked and
highly prospective
related gold
district with initial drill results returning high
grade mineralisation.
intrusion
A detailed airborne magnetics survey
is
planned to be completed over the targets
identified prior to drill testing. One of the
Company’s key exploration tools is the use of
airborne magnetics data to
identify highly
prospective zones of magnetite destructive
alteration which are likely to be associated
with the intrusion related gold mineralisation
within the Eidsvold intrusive complex.
A reinterpretation of airborne magnetics on
the project following the discovery of high
grade mineralisation at Mt Brady has allowed
targets
the
identification of new targets on the project.
including
refined
be
to
Figure 12: Location of priority target areas on regional
geology summary
Mt Mackenzie Project (100% MBK)
The project lies approximately 40km north east of the Mt Carlton mining operation Au-Ag-Cu (Evolution
Mining), refer to Figure 5. The target for the project is porphyry style Cu-Mo-Au mineralisation associated with
regional NW trending structures. A detailed review of the historical exploration data has identified several Cu-
Mo anomalies (no historical Au analysis) which have received limited previous follow-up and which represent
priority targets for MBK.
The Mt MacKenzie project is located 40km NE of the Mt Carlton Au-Ag-Cu mining operation owned by
Evolution Mining, an operation that produces approximately 85,000 gold equivalent ounces per year.
10 MBK ASX Release 15 April 2014
10
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
REVIEW OF OPERATIONS
Compilation of historical ‘porphyry copper’ exploration data from the 1970’s covering the Mt Mackenzie
Project has led to the recognition of a copper-molybdenum porphyry style mineral system which has never
been sampled for gold or silver. The historical data defines coincident copper (to 1000ppm Cu) and
molybdenum (to 105ppm Mo) soil anomalies associated with porphyry style mineralisation within an area of
approximately 800m x 800m; the anomalies being open (Figure 13). Geological mapping over the soil anomalies
completed as part of the historical exploration highlights broad areas of silica-sericite-pyrite alteration as part
of the porphyry mineral system. Two shallow drill holes (<150m) completed in the 1970’s intersected intense
alteration but did not explain the source of the copper and molybdenum soil anomalies.
3D view – Cu soil data
3D view – Mo soil data
Figure 13: Left figure – 3D view of historical copper soils green contour 100ppm to 500ppm Cu, purple contour
500ppm to 1000ppm Cu. Right figure – 3D view of historical molybdenum soils (blue contour 10ppm to 30ppm Mo,
red contour 30ppm to 105ppm Mo).
Many large porphyry style gold deposits in eastern Australia contain elevated copper and molybdenum with
examples including the Mt Leyshon (3.5Moz Au) and Kidston (3.7Moz Au) deposits.
MBK is planning an initial exploration programme to assess the porphyry gold-copper-molybdenum potential.
Spinifex Ridge East (80% MBK)
After reviewing this project Metal Bank determined that it did not fit within the exploration strategy going
forward and the project was sold during the year for $75,000. A total of $50,000 cash was paid upon signing of
the sale agreement and a further $25,000 cash was payable upon successful renewal of the tenement by the
buyer. The project is located in the Pilbara region of Western Australia.
Anthony Schreck
Executive Director
21 September 2015
11
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
REVIEW OF OPERATIONS
Schedule of Tenements
Mining Tenements
Location
Percentage Interest
Roar Resources Pty Ltd (Wholly Owned Subsidiary)
Triumph Project
EPM 18486
EPM 19343
Eidsvold Project
EPM 18431
EPM 18753
EPM 19548
Metal Bank
Owned)
EPM15668
Queensland
Queensland
Queensland
Queensland
Queensland
100%
100%
100%
100%
100%
Limited
(100%
Mount McKenzie, QLD
100%
EPM – Exploration Permit
Competent Persons Statement
The information in this Report that relates to Exploration Results is based on information compiled or reviewed by
Mr Tony Schreck, who is a Member of The Australasian Institute of Geoscientists. Mr Schreck is an employee of the
Company. Mr Schreck has sufficient experience which is relevant to the style of mineralisation and type of deposit
under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the
2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’.
Mr Schreck consents to the inclusion in the Report of the matters based on his information in the form and context
in which it applies.
The Exploration Targets described in this report are conceptual in nature and there is insufficient information to
establish whether further exploration will result in the determination of Mineral Resources. Any resources referred
to in this report are not based on estimations of Ore Reserves or Mineral Resources made in accordance with the
JORC Code and caution should be exercised in any external technical or economic evaluation.
12
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
CORPORATE GOVERNANCE
Metal Bank Limited (“Metal Bank”), through its board and executives, recognises the need to establish and
maintain corporate governance policies and practices that reflect the requirements of the market regulators
and participants, and the expectations of members and others who deal with Metal Bank. These policies and
practices remain under constant review as the corporate governance environment and good practices evolve.
ASX Corporate Governance Principles and Recommendations
The third edition of ASX Corporate Governance Council Principles and Recommendations (the “Principles”) sets
out recommended corporate governance practices for entities listed on the ASX.
The Company has issued a Corporate Governance Statement which discloses the Company’s corporate
governance practices and the extent to which the Company has followed the recommendations set out in the
Principles. The Corporate Governance Statement was approved by the Board on 21 September 2015 and is
available on the Company’s website: http://metalbank.com.au/corporate-governance
13
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
DIRECTORS REPORT
Your directors present their report on Metal Bank Limited and its subsidiaries (Consolidated Entity or the Group)
for the year ended 30 June 2015.
DIRECTORS
The names of directors in office at any time during or since the end of the year are:
Current Directors
INĖS SCOTLAND
NON-EXECUTIVE
CHAIR
B App Sc
Ms Scotland was most recently the Managing Director and CEO of Ivanhoe
Australia, an ASX listed entity with a market capitalisation of $500m.
Prior to this Ms Scotland was the Managing Director and CEO of Citadel Resource
Group Limited. Ms Scotland was a founding shareholder of Citadel and was its
managing director through its growth, until its acquisition by Equinox Minerals in
January 2011.
At the time of acquisition by Equinox, Citadel was developing the Jabal Sayid
Copper Project in Saudi Arabia, had a market capitalisation of $1.3B and had
raised more than $380m on the equity markets.
Ms Scotland has worked in the mining industry for over 20 years for large scale
gold and copper companies in Australia, Papua New Guinea, USA and the Middle
East. This has included working for Rio Tinto companies, Comalco, Lihir and
Kennecott Utah Copper.
Appointed 13 August 2013.
Other current public company directorships:
None
Former directorships in the last 3 years:
St Barbara Limited
Ivanhoe Australia Limited
Citadel Resource Group Limited
ANTHONY SCHRECK
EXECUTIVE DIRECTOR
B App Sc(Geol), GDipSc
(Econ Geol), MAIG
Mr Schreck has 25 years of mineral exploration experience in Australia and the
South West Pacific region (Solomon Islands). He has managed large exploration
projects in challenging terrains for major companies including North Flinders
Mines, Normandy, Newmont, Anglo Gold Ashanti and Xstrata.
Mr Schreck is credited with the grassroots discovery of the multi-million ounce
Twin Bonanza gold system (Buccaneer and Old Pirate gold deposits) in the
Northern Territory. He has been key in the successful startup and management of
a number of private resource companies.
Appointed 29 November 2013.
Mr Schreck has held no other current public company directorships or former
directorships in the last 3 years.
GUY ROBERTSON
EXECUTIVE DIRECTOR
B Com (Hons), CA.
Mr Robertson has more than 30 years’ experience as Chief Financial Officer,
Company Secretary and Director of both public and private companies in
Australia and Hong Kong.
Previous roles included Chief Financial Officer/GM Finance of Jardine Lloyd
Thompson, Colliers International Limited and Franklins Limited.
14
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
DIRECTORS REPORT
GUY ROBERTSON
(CONTINUED)
Mr Robertson has over 6 years’ experience in ASX listed mineral exploration
companies and is currently a Director of Estrella Resources Limited and was
previously a director of Artemis Resources Limited and Hastings Rare Metals
Limited.
Appointed 17 September 2012.
Former directorships in the last 3 years:
Hastings Rare Metals Limited
Artemis Resources Limited
Secretary
SUE-ANN HIGGINS
(Company Secretary)
BA LLB Hons ACIS GAICD
Ms Higgins is an experienced company executive who has worked for over 25
years in the mining industry including in senior legal and commercial roles
with ARCO Coal Australia Inc, WMC Resources Ltd, Oxiana Limited and
Citadel Resource Group Limited. Ms Higgins has extensive experience in
governance and compliance, mergers and acquisitions, equity capital
markets and mineral exploration, development and operations.
Appointed 21 August 2013
Interest in the shares and options of the Company
As at the date of this report, the interests of the directors in the shares and options of Metal Bank Limited were:
Inés Scotland
Anthony Schreck
Guy Robertson
Ordinary
Shares
37,585,647
12,063,492
-
Options
Performance
Rights
-
-
9,000,000
6,355,932
-
-
SIGNIFICANT CHANGES IN STATE OF AFFAIRS
Other than as outlined in the Chairman’s report, there were no significant changes in the state of affairs of the
Company during the year.
PRINCIPAL ACTIVITIES
The principal activity of the Company during the financial year was mineral exploration. There have been no
significant changes in the nature of the Company’s principal activities during the financial year.
SIGNIFICANT AFTER BALANCE SHEET DATE EVENTS
Subsequent to balance date the Company raised $350,000 through the issue of 23,333,333 new shares and has a
commitment for a further $150,000 or 10,000,000 shares subject to shareholder approval.
Other than as outlined above there are no matters or circumstances that have arisen since the end of the financial
period that have significantly affected or may significantly affect the operations of the consolidated entity, the
results of those operations, or the state of affairs of the consolidated entity in future financial years.
15
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
DIRECTORS REPORT
LIKELY FUTURE DEVELOPMENTS AND EXPECTED RESULTS
The primary objective of Metal Bank is to continue its exploration activities at the Mason Valley Copper Project in
Nevada, USA and on its current projects in Australia, Triumph, Eidsvold and Mt Mackenzie.
The material business risks faced by the Company that are likely to have an effect on the financial prospects of the
Company, and how the Company manages these risks, are:
Future Capital Needs – the Company does not currently generate cash from its operations. The Company will
require further funding in order to meet its corporate expenses, continue its exploration activities and
complete studies necessary to assess the economic viability of its projects. The Company’s financial position is
monitored on a regular basis and processes put into place to ensure that fund raising activities will be
conducted in a timely manner to ensure the Company has sufficient funds to conduct its activities.
Exploration and Developments Risks – the Company may fail to discover mineral deposits on its projects and
once determined, there is a risk that the Company’s mineral deposits may not be economically viable. The
Company employs geologists and other technical specialists, and engages external consultants where
appropriate to address this risk.
Commodity Price Risk – as a Company which is focused on the exploration of gold and base and precious
metals, it is exposed to movements in the price of these commodities. The Company monitors historical and
forecast price information from a range of sources in order to inform its planning and decision making.
PERFORMANCE IN RELATION TO ENVIRONMENTAL REGULATION
The consolidated entity will comply with its obligations in relation to environmental regulation on its Western
Australian and Queensland projects and the Mason Valley Copper Project and when it undertakes exploration in
the future. The Directors are not aware of any breaches of any environmental regulations during the period
covered by this report.
OPERATING RESULTS AND FINANCIAL REVIEW
The loss of the consolidated entity after providing for income tax amounted to $965,138 (2014: loss of $1,095,726).
The result for the year was impacted by the following:
The Group’s operating income decreased to $6,415 (2014-$49,156) primarily the result of a reduction in interest
income given greater funds on hand.
Expenses decreased to $971,553 (2014-$1,144,882). Current year expenses include a write down of $431,517 on
disposal of the Spinifex Ridge East project.
Exploration costs increased to $4,057,883 (2014- $3,425,211) reflecting primarily the acquisition of the farm in
right to the Mason Valley Copper Project and the exploration activity on this project.
Net assets decreased to $3,889,271 (2014-$4,056,909) reflecting a capital raise of $760,000 and the result for the
year.
16
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
DIRECTORS REPORT
DIVIDENDS PAID OR RECOMMENDED
The directors do not recommend the payment of a dividend and no amount has been paid or declared by way of a
dividend to the date of this report.
REMUNERATION REPORT
Remuneration Policy
The Board determines, on a case by case basis, the terms and conditions of employment of company executives
and consultants, including remuneration.
The Board’s policy for determining the nature and amount of remuneration for Board members and executives
(Remuneration Policy) is as follows:
the terms and conditions for the executive directors and other senior staff members, are developed by the
Chair and Company Secretary and approved by the Board;
remuneration for directors and senior executives is determined and reviewed by the Board by reference to the
Company’s performance, the individual’s performance, as well as comparable information from listed
companies in similar industries;
in determining competitive remuneration rates, the Board may seek independent advice on local and
international trends among comparative companies and industry generally. It examines terms and conditions
for employee incentive schemes, benefit plans and share plans. Independent advice may be obtained to
confirm that executive remuneration is in line with market practice and is reasonable in the context of
Australian executive reward practices;
the Company is a mineral exploration company and does not generate cash from its operations. In order to
preserve cash for exploration activities, the Board has determined, where possible, to pay a base
remuneration less than market rates to its executive directors, employees and individual contractors with base
remuneration to be supplemented by options and performance incentives to ensure attraction, retention and
ongoing incentives for its directors and executives;
all remuneration paid to directors is valued at the cost to the Company and expensed. Where appropriate,
shares given to directors and executives are valued as the difference between the market price of those shares
and the amount paid by the director or executive. Options are valued using the Black-Scholes methodology.
issue of performance rights are subject to the terms of Metal Bank Performance Rights Plan and their vesting is
subject to vesting conditions and performance hurdles relating to the performance of both the Company and
the individual as determined and assessed by the Board;
the Board policy is to remunerate non-executive directors at market rates for comparable companies for time,
commitment and responsibilities. The Board determines payments to the non-executive directors and reviews
their remuneration annually, based on market practice, duties and accountability.
DIRECTORS' AND EXECUTIVE OFFICERS’ EMOLUMENTS –
(a) Details of Directors and Key Management Personnel
(i)
(ii)
(iii)
Current Directors
Inés Scotland – Non-Executive Chair (appointed 13 August 2013)
Anthony Schreck – Executive Director (appointed 29 November 2013)
Guy Robertson – Executive Director (appointed 17 September 2012)
Company Secretary
Sue-Ann Higgins (appointed 21 August 2013)
Key Management Personnel
Nil
Other than the directors and the company secretary, the Company had no Key Management Personnel for the
financial year ended 30 June 2015.
17
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
DIRECTORS REPORT
Directors’ remuneration and other terms of employment are reviewed annually by the Board having regard to
performance against goals set at the start of the year, relative comparative information and independent expert
advice, where appropriate.
Except as detailed in Notes (a) – (c) to the Remuneration Report, no director or officer has received or become
entitled to receive, during or since the financial year, a benefit because of a contract made by the Company or a
related body corporate with a director, a firm of which a director is a member or an entity in which a director has a
substantial financial interest. This statement excludes a benefit included in the aggregate amount of emoluments
received or due and receivable by directors and shown in Notes (a) – (c) to the Remuneration Report, prepared in
accordance with the Corporations Regulations, or the fixed salary of a full time employee of the Company.
(b) Remuneration of Directors and Key Management Personnel
Remuneration Policy
The Company’s Remuneration Policy is outlined above. Remuneration of Directors of the Group and Key
Management Personnel is set out below.
Parent & Group Key Management Personnel –
2015
2014
Base
Salary
and Fees
Share
Based
Payments¹
Super-
annuation
Total
Base
Salary
and Fees
Share
Based
Payments
Super-
annuation
Total
I. Scotland
A. Schreck
G. Robertson
S. Higgins
38,139
155,000
50,000
109,230
G. Frangeskides
-
A. Ho
Totals
-
352,369
-
37,500
-
-
-
-
37,500
3,624
14,725
-
-
-
-
18,349
41,763
207,225
50,000
109,230
-
40,566
87,500
60,828
59,908
19,160
-
408,218
4,731
272,693
-
82,512
-
-
-
-
82,512
3,752
8,094
44,318
178,106
-
60,828
-
59,908
-
19,160
-
11,846
4,731
367,051
¹Performance rights were granted to Tony Schreck, the executive director responsible for the Company’s
exploration activities on 2 July 2015. Details of the number and terms of the performance rights issued are set out
in Note (c) below.
There are no other employment benefits, either short term, post-employment or long term, non-monetary or
otherwise other than those outlined above.
(c) Employee Related Share-based compensation
Options
To ensure that the Company has appropriate mechanisms to continue to attract and retain the services of directors
and employees of a high calibre, the Company has a policy of issuing options that are exercisable in the future at a
certain fixed price.
No options were issued to employees or to directors or executives as part of their remuneration for the year ended
30 June 2015
18
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
DIRECTORS REPORT
Performance Rights
The Metal Bank Performance Rights Plan (the Rights Plan) and issue of securities under the Rights Plan was first
approved by shareholders at the Annual General Meeting of the Company held on 30 November 2012.
To be eligible to participate in the Rights Plan, a person must be a full or part time employee, contractor or
consultant (approved by the Board) of the Company or any subsidiary of the Company or a director.
No performance rights were issued under the Rights Plan during the reporting period.
Shareholder approval was sought and obtained in accordance with Listing Rule 10.14 at the Extraordinary General
Meeting of the Company held on 25 June 2015 for the issue of 6,355,932 Performance Rights (Rights) under the
Rights Plan to executive director, Tony Schreck, and to the issue of shares on the exercise of such Rights subject to
satisfaction of the applicable vesting conditions and performance hurdles. The Rights were issued to Mr Schreck
on 2 July 2015.
In deciding on the quantum of Rights to be issued to Mr Schreck, the Board considered that a number of shares
equivalent to 50% of his base salary, based on a share price of 1.18 cents (being the 30 day VWAP at the date of
Board approval of the offer of Rights) would be appropriate. Mr Schreck has not received any cash bonuses or
other remuneration other than his base salary plus superannuation. Based on this and given the Company's
circumstances and having regard to the performance hurdles on vesting of the Rights the Board considered that
the allocation of Rights was reasonable and appropriate.
No consideration was payable for the Rights and no consideration is payable upon issue of shares upon satisfaction
of the vesting conditions associated with the Rights.
The Rights are subject to the following Vesting Conditions which must be satisfied to the satisfaction of the Board
(in its discretion), or waived by the Board:
(a)
(b)
Mr Schreck remaining employed by the Company or one of its subsidiaries for the duration of the
Performance Period; and
Mr Schreck meeting the following performance hurdles during the Performance Period, in respect of the
percentage of Rights allocated to each hurdle:
•
•
•
Vesting of 50% of the Rights is subject to the 60 day VWAP of the Company’s share price on the
vesting date being a 200% increase on the 30 day VWAP of 1.18 cents at the date of approval of the
offer of Performance Rights by the Board;
Vesting of 30% of the Rights is subject to the Company obtaining sufficient indications from drilling
in Year 1 of the Mason Valley Copper Project Joint Venture (MVCP JV) that copper resource
potential exists to support a decision by the Board to continue beyond year one of the MVCP JV;
Vesting of 10% of the Rights is subject to improvement in safety standards and culture within the
company and regulatory compliance; and
Vesting of the remaining 10% of the Rights is subject to the Company continuing to maintain a high
level of technical assessment and input from external consultants on the MVCP JV and other
exploration projects of the Company.
The Performance Period commenced on the date on which the Board initially approved the allocation of Rights,
being 10 March 2015, and will end at 5.00pm (Melbourne time) on 9 March 2016.
The Rights expire at 5.00pm (Melbourne time) on 9 April 2016. Rights will expire before this date if Vesting
Conditions are not satisfied or waived.
Performance will be assessed by the Board or a subcommittee of the board formed for this purpose.
Shares allocated following the exercise of Performance Rights will not be subject to any restrictions on disposal
subject to observance of the Company’s Securities Trading Policy in dealing with shares.
19
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
DIRECTORS REPORT
MEETINGS OF DIRECTORS
The number of directors' meetings (including committees) held during the financial period, each director who held
office during the financial period and the number of meetings attended by each director are:
Director
I. Scotland
A. Schreck
G. Robertson
Directors Meetings
Meetings Attended
Number Eligible
to Attend
5
6
5
6
6
6
In addition to the board meetings there were six circular resolutions by the board during the financial period.
INDEMNIFYING OFFICERS
In accordance with the constitution, except as may be prohibited by the Corporations Act 2001, every officer or
agent of the Company shall be indemnified out of the property of the Company against any liability incurred by
him or her in his or her capacity as officer or agent of the Company or any related corporation in respect of any act
or omission whatsoever and howsoever occurring or in defending any proceedings, whether civil or criminal.
The Company paid insurance premiums of $9,900 in July 2015 in respect of directors’ and officers’ liability. The
insurance premiums relate to:
costs and expenses incurred by the relevant officers in defending legal proceedings, whether civil or criminal
and whatever their outcome;
other liabilities that may arise from their position, with the exception of conduct involving wilful breach of
duty or improper use of information to gain a personal advantage.
PROCEEDINGS ON BEHALF OF COMPANY
No person has applied for leave of court to bring proceedings on behalf of the Company or intervene in any
proceeding to which the Company is a party for the purpose of taking responsibility on behalf of the Company for
all or any part of those proceedings. The Company was not a party to any such proceedings during the year.
AUDITOR’S INDEPENDENCE DECLARATION
The lead auditor’s independence declaration under Section 307C in relation to auditor’s independence for the year
ended 30 June 2015 has been received and can be found on the following page.
NON-AUDIT SERVICES
The Board of Directors advises that no non-audit services were provided by the Company’s auditors during the
year.
This report is made in accordance with a resolution of the directors.
Guy Robertson
Director
21 September 2015
20
RSM Bird Cameron Partners
Level 12, 60 Castlereagh Street Sydney NSW 2000
GPO Box 5138 Sydney NSW 2001
T +61 2 8226 4500 F +61 2 8226 4501
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the financial report of Metal Bank Limited for the year ended 30 June 2015, I
declare that, to the best of my knowledge and belief, there have been no contraventions of:
(i)
(ii)
the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
any applicable code of professional conduct in relation to the audit.
RSM BIRD CAMERON PARTNERS
C J HUME
Partner
Sydney, NSW
Dated: 21 September 2015
Liability limited by a
scheme approved
under Professional
Standards Legislation
Major Offices in:
Perth, Sydney,
Melbourne, Adelaide,
Canberra and Brisbane
ABN 36 965 185 036
RSM Bird Cameron Partners is a member of the RSM network. Each member
of the RSM network is an independent accounting and advisory firm which
practises in its own right. The RSM network is not itself a separate legal entity
in any jurisdiction.
21
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2015
Revenue
Administration expenses
Personnel costs
Compliance and regulatory expenses
Legal fees
Occupancy costs
Marketing
Directors fees
Management and consulting fees
Travel expenses
Exploration expenditure written off
Provision for diminution of investment
Depreciation
Finance costs
Share based payments
(LOSS) BEFORE INCOME TAX
Income tax expense
(LOSS) FOR THE YEAR
Note
2
2015
$
6,415
(53,331)
(31,064)
(48,624)
-
(4,776)
-
(91,756)
(236,187)
(31,266)
(431,517)
-
(532)
(5,000)
(37,500)
2014
$
49,156
(37,693)
-
(74,904)
(31,559)
(781)
(1,608)
(140,902)
(255,203)
(10,097)
(65,787)
(31,250)
(230)
-
(494,868)
3
4
(965,138)
(1,095,726)
-
-
(965,138)
(1,095,726)
(LOSS) ATTRIBUTABLE TO MEMBERS OF
METAL BANK LIMITED
(965,138)
(1,095,726)
OTHER COMPREHENSIVE INCOME
-
-
TOTAL COMPREHENSIVE INCOME/(LOSS)
(965,138)
(1,095,726)
Loss for the year is attributable to:
Owners of Metal Bank Limited
Total Comprehensive income for the year is
attributable to:
Owners of Metal Bank Limited
Earnings per share
Basic and diluted loss per share
(cents per share)
(965,138)
(1,095,726)
(965,138)
(1,095,726)
20
(0.32)
(0.51)
The Consolidated Statement of Profit or Loss and Other Comprehensive Income are to be read in conjunction with
the attached notes
22
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2015
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Financial assets
TOTAL CURRENT ASSETS
NON-CURRENT ASSETS
Plant and equipment
Exploration and evaluation expenditure
TOTAL NON-CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
TOTAL CURRENT LIABILITIES
NON-CURRENT LIABILITIES
Borrowings
TOTAL NON-CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued Capital
Reserves
Accumulated losses
TOTAL EQUITY
Note
2015
$
2014
$
5
6
7
8
10
11
12
544,445
35,975
1,250
581,670
837,459
69,750
1,250
908,459
2,873
4,057,883
4,060,756
2,070
3,425,211
3,427,281
4,642,426
4,335,740
111,307
111,307
641,848
641,848
278,831
278,831
-
-
753,155
278,831
3,889,271
4,056,909
13
14
10,577,912
175,020
(6,863,661)
3,894,271
9,817,912
494,885
(6,255,888)
4,056,909
3,889,271
4,056,909
The Consolidated Statement of Financial Position are to be read in conjunction with the attached notes.
23
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2015
Issued
Capital
$
Reserves
Accumulated
Losses
$
Total
$
9,817,912
-
494,885
-
(6,255,888)
(965,138)
4,056,909
(965,138)
-
-
-
-
-
-
(965,138)
(965,138)
-
-
760,000
10,577,912
37,500
(357,365)
-
175,020
-
357,365
-
(6,863,661)
37,500
-
760,000
3,889,271
Issued
Capital
$
Reserves
Accumulated
Losses
$
Total
$
5,612,303
250,973
(5,348,398)
(1,095,726)
514,878
(1,095,726)
-
-
-
-
4,438,889
(233,280)
9,817,912
-
-
-
-
(1,095,726)
(1,095,726)
432,148
(188,236)
-
-
494,885
-
432,148
188,236
-
-
(6,255,888)
-
4,438,889
(233,280)
4,056,909
Balance as at 1 July 2014
Loss for the year
Other comprehensive
income for the year
Total comprehensive
income for the year
Transfer to share based
payments reserve
Expiry of options
Issue of share capital
Balance as at 30 June 2015
Balance as at 1 July 2013
Loss for the year
Other comprehensive
income for the year
Total comprehensive
income for the year
Transfer to share based
payments reserve
Transfer from share based
payments reserve
Issue of share capital
Cost of share capital issued
Balance as at 30 June 2014
The Consolidated Statement of Changes in Equity are to be read in conjunction with the attached notes.
24
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2015
CASH FLOWS FROM OPERATING ACTIVITIES
Payments to suppliers and employees
Payment for exploration and evaluation
Interest received
NET CASH USED IN OPERATING ACTIVITIES
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for fixed assets
Proceeds from sale of projects
Cash on acquisition of subsidiary
NET CASH PROVIDED BY INVESTING ACTIVITIES
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of shares and options
Proceeds from borrowings
NET CASH PROVIDED BY FINANCING ACTIVITIES
NET (DECREASE)/INCREASE IN CASH HELD
Cash at the beginning of the financial year
CASH AT THE END OF THE FINANCIAL YEAR
2015
$
2014
$
(471,555)
(1,273,387)
6,415
(1,738,527)
(518,566)
(980,438)
46,720
(1,452,284)
22
(1,335)
50,000
-
48,665
760,000
636,848
1,396,848
(293,014)
837,459
544,445
(2,300)
-
31,789
29,489
1,750,000
-
1,750,000
327,205
510,254
837,459
The Consolidated Statement of Cash Flows are to be read in conjunction with the attached notes.
25
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
This financial report includes the consolidated financial statements and notes of Metal Bank Limited and its
controlled entities (Consolidated Group or Group), and a separate note on the accounts of Metal Bank Limited
as the parent entity (Parent).
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF PREPARATION
The financial report is a general purpose financial report that has been prepared in accordance with Australian
Accounting Standards, Australian Accounting Interpretations, other authoritative pronouncements of the
Australian Accounting Standards Board and the Corporations Act 2001.
Australian Accounting Standards set out accounting policies that the AASB has concluded would result in a
financial report containing relevant and reliable information about transactions, events and conditions.
Compliance with Australian Accounting Standards ensures that the financial statements and notes also comply
with International Financial Reporting Standards. Material accounting policies adopted in the preparation of
this financial report are presented below and have been consistently applied unless otherwise stated.
This financial report is presented in Australian Dollars.
The financial report has been prepared on an accruals 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 financial report covers the Group of Metal Bank Limited and controlled entities. Metal Bank Limited is a
public listed company, incorporated and domiciled in Australia.
a.
Principles of Consolidation
The consolidated financial statements incorporate the assets, liabilities and results of entities controlled
by Metal Bank Limited at the end of the reporting period. A controlled entity is any entity over which
Metal Bank Limited has the ability and right to govern the financial and operating policies so as to obtain
benefits from the entity’s activities.
Where controlled entities have entered or left the Group during the year, the financial performance of
those entities is included only for the period of the year that they were controlled. A list of controlled
entities is contained in Note 9 to the financial statements.
In preparing the consolidated financial statements, all inter-group balances and transactions between
entities in the consolidated group have been eliminated in full on consolidation.
Non-controlling interests, being the equity in a subsidiary not attributable, directly or indirectly, to a
parent, are reported separately within the equity section of the consolidated statement of financial
position and statement of comprehensive income. The non-controlling interests in the net assets
comprise their interests at the date of the original business combination and their share of changes in
equity since that date.
Business Combinations
Business combinations occur where an acquirer obtains control over one or more businesses.
A business combination is accounted for by applying the acquisition method, unless it is a combination
involving entities or businesses under common control. The business combination will be accounted for
from the date that control is attained, whereby the fair value of the identifiable assets acquired and
liabilities (including contingent liabilities) assumed is r ecognised (subject to certain limited exemptions).
When measuring the consideration transferred in the business combination, any asset or liability resulting
from a contingent consideration arrangement is also included. Subsequent to initial recognition,
contingent consideration classified as equity is not remeasured and its subsequent settlement is
accounted for within equity. Contingent consideration classified as an asset or liability is remeasured each
reporting period to fair value, recognising any change to fair value in profit or loss, unless the change in
value can be identified as existing at acquisition date.
All transaction costs incurred in relation to the business combination are expensed to the statement of
comprehensive income.
The acquisition of a business may result in the recognition of goodwill or a gain from a bargain purchase.
26
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
b. Going Concern
The financial statements have been prepared on the going concern basis, which contemplates continuity
of normal business activities and the realisation of assets and liabilities in the normal course of business.
As disclosed in the financial statements, the company and consolidated entity recorded operating losses
of $951,727 and $965,138 respectively and the consolidated entity had net cash outflows from operating
activities of $1,738,527 for the year ended 30 June 2015. The company will need to raise additional capital
in order to meet its scheduled exploration expenditure requirements.
These factors indicate significant uncertainty as to whether company and consolidated entity will continue
as going concerns and therefore whether they will realise their assets and extinguish their liabilities in the
normal course of business and at the amounts stated in the financial report.
The Directors believe that the company and consolidated entities will be able to continue as going
concerns and that it is appropriate to adopt that basis of accounting in the preparation of the financial
report after consideration of the following factors:
The consolidated entity had net current assets of $470,363 and net assets of $3,889,271 as at 30 June
2014;
The cash on hand as at the date is $544,445;
Subsequent to year end the company has successfully raised capital of $350,000 with a further
commitment of $100,000 subject to shareholder approval (per note 24);
The ability of the Company to raise further capital to enable the Company to meet scheduled
exploration expenditure requirements. The company intends to raise in excess of $550,000 within the
next 12 months in addition to the $350,000 and $100,000, noted above;
The company has successfully raised capital of $760,000 during the year (per note 13);
The directors have assessed and satisfied themselves that the company will have adequate funding
over the next 12 months to meet its obligations as and when these fall due.
Accordingly, the Directors believe that the company and consolidated entity will be able to continue as
going concerns and that it is appropriate to adopt the going concern basis in the preparation of the
financial report.
The financial report does not include any adjustments relating to the amounts or classification of recorded
assets or liabilities that might be necessary if the company and consolidated entity do not continue as
going concerns.
c. Adoption of New and Revised Accounting Standards
Changes in accounting policies on initial application of Accounting Standards
In the year ended 30 June 2015, 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 Directors of 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.
The Directors have also reviewed all new Standards and Interpretations that have been issued but are not
yet effective for the year ended 30 June 2015. As a result of this review the Directors have determined that
there is no impact, material or otherwise, of the new and revised Standards and Interpretations on its
business and, therefore, no change necessary to Group accounting policies.
d.
Income Taxes
The income tax expense (revenue) for the year comprises current income tax expense (income) and
deferred tax expense (income). Current income tax expense charged to the profit or loss is the tax payable
on taxable income calculated using applicable income tax rates enacted, or substantially enacted, as at
27
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
reporting date. Current tax liabilities (assets) are therefore measured at the amounts expected to be paid
to (recovered from) the relevant taxation authority.
Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances
during the year as well unused tax losses. Current and deferred income tax expense (income) is charged or
credited directly to equity instead of the profit or loss when the tax relates to items that are credited or
charged directly to equity. Deferred tax assets and liabilities are ascertained based on temporary
differences arising between the tax bases of assets and liabilities and their carrying amounts in the
financial statements. Deferred tax assets also result where amounts have been fully expensed but future
tax deductions are available. No deferred income tax will be recognised from the initial recognition of an
asset or liability, excluding a business combination, where there is no effect on accounting or taxable
profit or loss.
Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period
when the asset is realised or the liability is settled, based on tax rates enacted or substantively enacted at
reporting date. Their measurement also reflects the manner in which management expects to recover or
settle the carrying amount of the related asset or liability. Deferred tax assets relating to temporary
differences and unused tax losses are recognised only to the extent that it is probable that future taxable
profit will be available against which the benefits of the deferred tax asset can be utilised. Where
temporary differences exist in relation to investments in subsidiaries, branches, associates, and joint
ventures, deferred tax assets and liabilities are not recognised where the timing of the reversal of the
temporary difference can be controlled and it is not probable that the reversal will occur in the
foreseeable future.
Current tax assets and liabilities are offset where a legally enforceable right of set-off exists and it is
intended that net settlement or simultaneous realisation and settlement of the respective asset and
liability will occur. Deferred tax assets and liabilities are offset where a legally enforceable right of set-off
exists, the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority
on either the same taxable entity or different taxable entities where it is intended that net settlement or
simultaneous realisation and settlement of the respective asset and liability will occur in future periods in
which significant amounts of deferred tax assets or liabilities are expected to be recovered or settled.
e.
Property, plant and equipment
Plant and equipment is stated at cost less accumulated depreciation and any accumulated impairment
losses.
Depreciation is calculated on a straight-line basis over the estimated useful life of the assets as follows:
Plant and equipment – over 5 years
The assets’ residual values, useful lives and amortisation methods are reviewed, and adjusted if
appropriate, at each financial year end.
(i) Impairment
The carrying values of plant and equipment are reviewed for impairment at each balance date, with
recoverable amount being estimated when events or changes in circumstances indicate that the carrying
value may be impaired.
The recoverable amount of plant and equipment is the higher of fair value less costs to sell and value in
use.
An impairment exists when the carrying value of an asset exceeds its estimated recoverable amount. The
asset is then written down to its recoverable amount.
For plant and equipment, impairment losses are recognised in the statement of comprehensive income.
An annual transfer from the asset revaluation reserve to retained earnings is made for the difference
between depreciation based on the re-valued carrying amounts of the assets and depreciation based on
the assets’ original costs. Additionally, any accumulated depreciation as at the revaluation date is
28
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
eliminated against the gross carrying amounts of the assets and the net amounts are restated to the re-
valued amounts of the assets.
Upon disposal, any revaluation reserve relating to the particular asset being sold is transferred to
retained earnings.
(ii) Derecognition and disposal
An item of property, plant and equipment is derecognised upon disposal or when no further future
economic benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the
asset (calculated as the difference between the net disposal proceeds and the carrying amount of the
asset) is included in the statement of comprehensive income in the year the asset is derecognised.
f.
Exploration and Evaluation Costs
Exploration, evaluation and development expenditure incurred is accumulated in respect of each
identifiable area of interest. These costs are only carried forward to the extent that they are expected to
be recouped through the successful development of the area or where activities in the area have not yet
reached a stage that permits reasonable assessment of the existence of economically recoverable
reserves. Accumulated costs in relation to an abandoned area are written off in full against profit in the
year in which the decision to abandon the area is made.
When production commences, the accumulated costs for the relevant area of interest are amortised over
the life of the area according to the rate of depletion of the economically recoverable reserves. A regular
review is undertaken of each area of interest to determine the appropriateness of continuing to carry
forward costs in relation to that area of interest. Costs of site restoration are provided over the life of the
facility from when exploration commences and are included in the costs of that stage. Site restoration
costs include the dismantling and removal of mining plant, equipment and building structures, waste
removal, and rehabilitation of the site in accordance with clauses of the mining permits. Such costs have
been determined using estimates of future costs, current legal requirements and technology on an
undiscounted basis.
Any changes in the estimates for the costs are accounted on a prospective basis. In determining the costs
of site restoration, there is uncertainty regarding the nature and extent of the restoration due to
community expectations and future legislation. Accordingly the costs have been determined on the basis
that the restoration will be completed within one year of abandoning the site.
g.
Financial Instruments
Recognition and initial measurement
Financial assets and financial liabilities are r ecognised when the entity becomes a party to the contractual
provisions to the instrument. For financial assets, this is equivalent to the date that the company commits
itself to either the purchase or sale of the asset (i.e. trade date accounting is adopted).
Financial instruments are initially measured at fair value plus transaction costs, except where the
instrument is classified “at fair value through profit or loss”, in which case transaction costs are expensed
to profit or loss immediately.
Classification and subsequent measurement
Financial instruments are subsequently measured at fair value, amortised cost using the effective interest
rate method, or cost.
Amortised cost is the amount at which the financial asset or financial liability is measured at initial
recognition less principal repayments and any reduction for impairment, and adjusted for any cumulative
recognized of the difference between that initial amount and the maturity amount calculated using the
effective interest method.
29
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
Fair value is determined based on current bid prices for all quoted investments. Valuation techniques are
applied to determine the fair value for all unlisted securities, including recent arm’s length transactions,
reference to similar instruments and option pricing models.
The effective interest method is used to allocate interest income or interest expense over the relevant
period and is equivalent to the rate that discounts estimated future cash payments or receipts (including
fees, transaction costs and other premiums or discounts) through the expected life (or when this cannot
be reliably predicted, the contractual term) of the financial instrument to the net carrying amount of the
financial asset or financial liability. Revisions to expected future net cash flows will necessitate an
adjustment to the carrying value with a consequential recognition of an income or expense item in profit
or loss.
The Group does not designate any interests in subsidiaries, associates or joint venture entities as being
subject to the requirements of Accounting Standards specifically applicable to financial instruments.
(ii) Financial assets at fair value through profit or loss
Financial assets are classified at “fair value through profit or loss” when they are held for trading for the
purpose of short-term profit taking, derivatives not held for hedging purposes, or when they are
designated as such to avoid an accounting mismatch or to enable performance evaluation where a Group
of financial assets is managed by key management personnel on a fair value basis in accordance with a
documented risk management or investment strategy. Such assets are subsequently measured at fair
value with changes in carrying value being included in profit or loss.
(ii) Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not
quoted in an active market and are subsequently measured at amortised cost.
Loans and receivables are included in current assets, where they are expected to mature within 12
months after the end of the reporting period.
(iii) Held-to-maturity investments
Held-to-maturity investments are included in non-current assets where they are expected to mature
within 12 months after the end of the reporting period. All other investments are classified as current
assets.
(iv) Available-for-sale financial assets
Available-for-sale financial assets are non-derivative financial assets that are either not suitable to be
classified into other categories of financial assets due to their nature, or they are designated as such by
management. They comprise investments in the equity of other entities where there is neither a fixed
maturity nor fixed or determinable payments.
They are subsequently measured at fair value with changes in such fair value (ie gains or losses)
recognized in other comprehensive income (except for impairment losses and foreign exchange gains and
losses). When the financial asset is r ecognised, the cumulative gain or loss pertaining to that asset
previously recognised in other comprehensive income is reclassified into profit or loss.
Available-for-sale financial assets are included in non-current assets where they are expected to be sold
within 12 months after the end of the reporting period. All other financial assets are classified as current
assets.
(i) Financial liabilities
Non-derivative financial liabilities (excluding financial guarantees) are subsequently measured at
amortised cost.
30
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
Derivative instruments
The Group designates certain derivatives as either:
i. hedges of the fair value of recognised assets or liabilities or a firm commitment (fair value hedge); or
ii. hedges of highly probable forecast transactions (cash flow hedges).
At the inception of the transaction the relationship between hedging instruments and hedged items, as
well as the Group’s risk management objective and strategy for undertaking various hedge transactions, is
documented.
Assessments, both at hedge inception and on an ongoing basis, of whether the derivatives that are used
in hedging transactions have been and will continue to be highly effective in offsetting changes in fair
values or cash flows of hedged items, are also documented.
(i) Fair value hedge
Changes in the fair value of derivatives that are designated and qualified as fair value hedges are
recorded in the statement of comprehensive income, together with any changes in the fair value of
hedged assets or liabilities that are attributable to the hedged risk.
(ii) Cash flow hedge
The effective portion of changes in the fair value of derivatives that are designated and qualify as cash
flow hedges is deferred to a hedge reserve in equity. The gain or loss relating to the ineffective
portion is recognised immediately in the statement of comprehensive income.
Amounts accumulated in the hedge reserve in equity are transferred to the statement of comprehensive
income in the periods when the hedged item will affect profit or loss.
Impairment
At the end of each reporting period, the Group assesses whether there is objective evidence that a
financial instrument has been impaired. In the case of available-for-sale financial instruments, a
prolonged decline in the value of the instrument is considered to determine whether an impairment has
arisen. Impairment losses are recognised in profit or loss. Also, any cumulative decline in fair value
previously recognised in other comprehensive income is reclassified to profit or loss at this point.
Financial guarantees
Where material, financial guarantees issued that require the issuer to make specified payments to
reimburse the holder for a loss it incurs because a specified debtor fails to make payment when due are
recognised as a financial liability at fair value on initial recognition.
The guarantee is subsequently measured at the higher of the best estimate of the obligation and the
amount initially r ecognised less, when appropriate, cumulative amortisation in accordance with
AASB 118: Revenue. Where the entity gives guarantees in exchange for a fee, revenue is r ecognised
under AASB 118.
The fair value of financial guarantee contracts has been assessed using a probability-weighted discounted
cash flow approach. The probability has been based on:
(iii) the likelihood of the guaranteed party defaulting in a year period;
(iv) the proportion of the exposure that is not expected to be recovered due to the guaranteed
party defaulting; and
(v) the maximum loss exposed if the guaranteed party were to default.
31
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
Derecognition
Financial assets are recognise d where the contractual rights to receipt of cash flows expire or the asset is
transferred to another party whereby the entity no longer has any significant continuing involvement in
the risks and benefits associated with the asset. Financial liabilities are recognise d where the related
obligations are discharged, cancelled or expired. The difference between the carrying value of the
financial liability extinguished or transferred to another party and the fair value of consideration paid,
including the transfer of non-cash assets or liabilities assumed, is recognised in profit or loss.
h.
Impairment of Assets
At each reporting date, the Company reviews the carrying values of its tangible and intangible assets to
determine whether there is any indication that those assets have been impaired. If such an indication
exists, the recoverable amount of the asset, being the higher of the asset’s fair value less costs to sell and
value in use, is compared to the asset’s carrying value. Any excess of the asset’s carrying value over its
recoverable amount is expensed to the consolidated statement of comprehensive income. Impairment
testing is performed annually for goodwill and intangible assets with indefinite lives.
Where it is not possible to estimate the recoverable amount of an individual asset, the Company
estimates the recoverable amount of the cash-generating unit to which the asset belongs. In the case of
available-for-sale financial instruments, a prolonged decline in the value of the instrument is considered to
determine whether impairment has arisen.
i.
Cash and Cash Equivalents
Cash and cash equivalents include cash on hand, deposits held at call with banks, other short-term highly
liquid investments with original maturities of 3 months or less, and bank overdrafts. Bank overdrafts are
shown within short-term borrowings in current liabilities on the statement of financial performance.
j.
Revenue Recognition
Interest revenue is recognised using the effective interest method. It includes the amortisation of any
discount or premium.
k. Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST
incurred is not recoverable from the Australian Tax Office. In these circumstances the GST is recognised as
part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables
in the statement of financial position are shown inclusive of GST. Cash flows are presented in the
statement of cash flows on a gross basis, except for the GST component of investing and financing
activities, which are disclosed as operating cash flows.
l.
Comparative Figures
When required by Accounting Standards, comparative figures have been adjusted to conform to changes
in presentation for the current financial year.
m. Significant judgements and key assumptions
The directors evaluate estimates and judgements incorporated into the financial report based on
historical knowledge and best available current information. Estimates assume a reasonable expectation
of future events and are based on current trends and economic data, obtained both externally and within
the Company.
n. Key judgements and estimates
Key Judgment Exploration Expenditure
The Company capitalises expenditure relating to exploration and evaluation where it is considered likely
to be recoverable or where the activities have not reached a stage which permits a reasonable assessment
of the existence of reserves. While there are certain areas of interest from which no reserves have been
32
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
extracted, the directors are of the continued belief that such expenditure should not be written off since
feasibility studies in such areas have not yet concluded. Such capitalised expenditure is carried at
reporting date at $4,057,883.
Key Judgment Environmental Issues
Balances disclosed in the financial statements and notes thereto are not adjusted for any pending or
enacted environmental legislation, and the directors understanding thereof. At the current stage of the
company’s development and its current environmental impact the directors believe such treatment is
reasonable and appropriate.
Key Estimate Taxation
Balances disclosed in the financial statements and the notes thereto, relating to taxation, are based on the
best estimates of directors. These estimates take into account both the financial performance and
position of the company as they pertain to current income taxation legislation, and the directors
understanding thereof. No adjustment has been made for pending or future taxation legislation. The
current income tax position represents that directors’ best estimate, pending an assessment by the
Australian Taxation Office.
Key Estimates Share based payment transactions
The Company measures the cost of equity-settled transactions by reference to the fair value of the equity
instruments at the date at which they are granted. The fair value is determined by reference to the market
price. Refer note 25.
2. REVENUE AND OTHER INCOME
Interest received
Other income
3. LOSS FOR THE YEAR
Loss for the year is after charging:
Wages and salaries
Superannuation
Other employment related costs
Less capitalised exploration costs
Less transferred to Directors fees
Personnel costs
2015
$
6,415
-
6,415
2014
$
46,731
2,425
49,156
2015
$
209,139
19,869
-
229,008
(156,181)
(41,763)
31,064
2014
$
170,866
15,805
6,601
193,272
(117,089)
(76,183)
-
33
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
4. INCOME TAX EXPENSE
(a) No income tax is payable by the parent or consolidated entity as they recorded losses for income tax
purposes for the period.
(b) Reconciliation between income tax expense and prima facie tax on accounting profit (loss)
Accounting profit (loss)
Tax at 30%
Tax effect of other (deductible)/non-deductible items
Deferred tax asset not recognised
Income tax expense
(c) Deferred tax assets
Revenue tax losses
Deferred tax assets not recognised
Set off deferred tax liabilities
Income tax expense
(d) Deferred tax liabilities
Exploration expenditure
Set off deferred tax assets
(e) Tax losses
2015
$
(965,138)
(289,541)
25,467
264,074
-
2014
$
(1,095,726)
(328,718)
(106,172)
434,890
-
393,421
(264,074)
(129,347)
-
454,626
(434,890)
(19,736)
-
129,347
(129,347)
-
19,736
(19,736)
-
Unused tax losses for which no deferred tax asset has
been recognised
5,230,610
5,174,384
Potential deferred tax assets attributable to tax losses and exploration expenditure carried forward have not
been brought to account at 30 June 2015 because the directors do not believe it is appropriate to regard
realisation of the deferred tax assets as probable at this point in time. These benefits will only be obtained if:
- the Company derives future assessable income of a nature and of an amount sufficient to enable the benefit
from the deductions for the loss and exploration expenditure to be realised;
- the Company continues to comply with conditions for deductibility imposed by law; and
- no changes in tax legislation adversely affect the company in realising the benefit from the deductions for the
loss and exploration expenditure.
The applicable tax rate is the national tax rate in Australia for companies, which is 30% at the reporting date.
5. CASH AND CASH EQUIVALENTS
Cash and cash equivalents
544,445
837,459
2015
$
2014
$
34
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
6. TRADE AND OTHER RECEIVABLES
CURRENT
Other receivables
GST Receivable
7. FINANCIAL ASSETS
CURRENT
ASX Listed Shares
Financial assets available for sale¹
2015
$
2014
$
26,770
9,205
35,975
32,633
37,117
69,750
2015
$
2014
$
1,250
1,250
1,250
1,250
¹ 250,000 shares in Stratum Metals Limited at 0.5 cents per share as at 30 June 2015.
8. PLANT AND EQUIPMENT
Office equipment
At Cost
Accumulated depreciation
Office equipment
Opening balance
Purchases
Depreciation
Closing balance
9. CONTROLLED ENTITY
Parent Entity:
Metal Bank Limited
Subsidiary:
Roar Resources Pty Ltd
MBK Resources USA Inc.
2015
$
2014
$
3,635
(762)
2,873
2,300
1,335
(532)
2,873
-
-
-
-
-
-
-
Country of
Incorporation
Ownership %
2015
Ownership %
2014
Australia
Australia
United States of
America
-
100
100
-
100
-
On 2 December 2013 the Company acquired 100% of Roar Resources Pty Limited. The purchase consideration
was 106,944,444 shares in Metal Bank Limited.
On the 5 February 2015 the Company incorporated MBK Resources USA Inc. This Company is farming into the
Mason Valley Copper project.
35
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
10. EXPLORATION AND EVALUATION EXPENDITURE
Exploration and evaluation expenditure
4,057,883
3,425,211
2015
$
2014
$
Reconciliation of carrying amount
Balance at beginning of financial year
Project acquisition
Expenditure in current year
Proceeds on project disposal
Exploration expenditure written off
Balance at end of financial period
11. TRADE AND OTHER PAYABLES
CURRENT
Unsecured liabilities:
Trade payables
Sundry payables and accrued expenses
12. BORROWINGS
Borrowings
3,425,211
321,000
793,189
(50,000)
(431,517)
4,057,883
399,462
2,229,981
861,555
-
(65,787)
3,425,211
2015
$
2014
$
49,047
62,260
111,307
203,085
75,746
278,831
2015
$
641,848
2014
$
-
Borrowings are denominated in US $ (US$500,000), and are repayable by 3 February 2017. The loan is
unsecured with interest payable at LIBOR plus 3%.
13. SHARE CAPITAL
330,929,445 (2014 – 292,929,445)
fully paid ordinary shares
2015
$
2014
$
10,577,912
9,817,912
Ordinary shares participate in dividends and the proceeds on winding up of the parent entity in proportion to
the number of shares held. At shareholders’ meetings each ordinary share is entitled to one vote when a poll is
called, otherwise each shareholder has one vote on a show of hands.
36
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
Reconciliation of movements in share capital during the year:
Opening balance – start of
reporting period
Share Issue – 14 August 2013
Share Issue – 2 December 2013
Share Issue – 2 December 2013
Share Issue – 2 December 2013
Share Issue – 20 February 2015
Share Issue – 30 June 2015
Cost of raising capital
Capital Management
2015
No. Shares
2014
No. Shares
2015
$
2014
$
292,929,445
-
-
-
-
25,500,000
12,500,000
-
330,929,445
71,485,001
87,500,000
15,000,000
12,000,000
106,944,444
-
-
-
292,929,445
9,817,912
-
-
-
-
510,000
250,000
10,577,912
5,612,303
1,750,000
300,000
250,000
2,138,889
-
-
(233,280)
9,817,912
The Company’s objectives when managing capital are to safeguard its ability to continue as a going concern, so
that it may continue to provide returns for shareholders and benefits for other stakeholders.
The Company’s capital includes ordinary share capital and financial liabilities, supported by financial assets.
Due to the nature of the Company’s activities, being mineral exploration, it does not have ready access to credit
facilities, with the primary source of funding being equity raisings. Accordingly, the objective of the Company’s
capital risk management is to balance the current working capital position against the requirements of the
Company to meet exploration programmes and corporate overheads. This is achieved by maintaining
appropriate liquidity to meet anticipated operating requirements, with a view to initiating appropriate capital
raisings as required.
Cash and cash equivalents
Trade and other receivables
Financial assets
Trade and other payables
Working capital position
Share options
Movements in share options
At 1 July
2015
2014
$
$
544,445
837,459
35,975
1,250
69,750
1,250
(111,307)
(278,831)
470,363
629,629
2015
No.
2014
No.
61,000,000
21,000,000
Company options issued during the year - unlisted
-
55,000,000
Options expired during the year
At 30 June
(46,000,000) (15,000,000)
15,000,000
61,000,000
37
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
The Company has the following options outstanding as at 30 June 2015.
Grant/Issue Date
Expiry Date
Exercise Price
Number
Listed/Unlisted
2 December 2013
30 November 2018
3 cents
15,000,000
Unlisted
The following table illustrates the number (No.) and weighted average exercise prices of and movements in
share options issued during the year:
Weighted
average
exercise price
Weighted
average
exercise price
2015
No.
2015
$
2014
No.
61,000,000
-
$0.037
-
21,000,000
55,000,000
(46,000,000)
(0.39)
(15,000,000)
-
15,000,000
15,000,000
-
$0.03
$0.03
-
61,000,000
61,000,000
2014
$
$0.17
$0.03
$0.20
-
$0.037
$0.037
Outstanding at the beginning of the
year
Granted during the year
Expired during the year
Exercised during the year
Outstanding at the end of the year
Exercisable at the end of the year
The share options outstanding at the end of the year had a weighted average exercise price of $0.03 (2014: $0.37 and
weighted average remaining contractual life of 1.42 years (2014: 1.58 years).
The following share-based payment arrangements are in place during the current and prior periods:
Series
Number
Grant/Issue
Date
Expiry date
Exercise
Price
Fair Value at Grant
Date
Series 1
15,000,000
2/12/13
30/11/18
3 cents
137,520
Listed/
Unlisted
Unlisted
Expected volatility (%)
Risk-free interest free (%)
Expected life of option (years)
Exercise price ($)
Grant date share price
Series 1
78%
3.31%
6.0
3 cents
1.7 cents
38
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
14. RESERVES
Option issue reserve
Movements in options issue reserve
Opening balance
Transferred to options reserve
2015
$
2014
$
175,020
494,885
494,885
37,500
250,973
432,148
Transfer from options reserve on options expiry
(357,365)
(188,236)
Closing balance
175,020
494,885
15. FINANCIAL RISK MANAGEMENT
The group’s principal financial instruments comprise mainly of borrowings and deposits with banks and shares
in listed companies shown as financial assets at fair value through profit and loss. The main purpose of the
financial instruments is to achieve optimal funding for the group with limited risk and earn the maximum
amount of interest at a low risk to the group. The group also has other financial instruments such as trade
debtors and creditors which arise directly from its operations.
The consolidated entity holds the following financial instruments at the end of the reporting period:
Financial assets
Cash and cash equivalents
Trade
other
and
receivables
Financial assets at fair
value through profit and
loss
Financial liabilities
Trade and other payables
Borrowings
2015
$
2014
$
544,445
837,459
35,975
69,750
1.250
581,670
1,250
908,459
111,307
641,848
753,155
278,831
-
278,831
The main risks arising from the Company’s financial instruments are market risk, credit risk and liquidity risk.
The Board reviews and agrees policies for managing each of these risks and they are summarised below:
a. Market risk
Cash flow and fair value interest rate risk
The group’s main interest rate risk arises from borrowings and cash deposits to be applied to
exploration and development areas of interest. Borrowings are primarily to bridge the gap between
funding requirements and obtaining shareholder approval for equity issues. It is the group’s policy to
invest cash in short term deposits to minimise the group’s exposure to interest rate fluctuations. The
group’s deposits were denominated in Australian dollars throughout the year. The group did not enter
into any interest rate swap contracts.
39
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
b. Credit Risk
Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in
financial loss to the group. The group has adopted the policy of only dealing with credit worthy
counterparties and obtaining sufficient collateral or other security where appropriate, as a means of
mitigating the risk of financial loss from defaults. The cash transactions of the group are limited to high
credit quality financial institutions.
The group does not have any significant credit risk exposure to any single counterparty or any group of
counterparties having similar characteristics. The carrying amount of financial assets recorded in the
financial statements, net of any provisions for losses, represents the group’s maximum exposure to
credit risk.
All cash holdings within the Group are currently held with AA rated financial institutions.
c. Liquidity Risk
The group manages liquidity risk by continuously monitoring forecast and actual cash flows and
matching the maturity profiles of financial assets and liabilities. Surplus funds when available are
generally only invested in high credit quality financial institutions in highly liquid markets.
Financial Instrument composition and maturity analysis
The tables below reflect the undiscounted contractual settlement terms for financial instruments of a fixed
period of maturity, as well as management’s expectations of the settlement period for all other financial
instruments. As such, the amounts may not reconcile to the statement of financial position.
Consolidated Group
Within 1 year
1 to 5 years
Over 5 years
Total
2015
$
2014
$
2015
$
2014
$
2015
$
2014
$
2015
$
2014
$
Financial liabilities -
due for payment:
Trade and other
payables
Borrowings
Total contractual
outflows
Financial assets –
cash flows realisable
Cash and cash
equivalents
Trade and other
receivables
Financial assets
Total anticipated
inflows
Net
(outflow)/inflow on
financial
instruments
111,307
278,831
641,848
-
753,155
278,831
544,445
837,459
35,975
1,250
69,750
1,250
581,670
908,459
(171,485)
629,628
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
111,307
278,831
641,848
-
753,155
278,831
544,445
837,459
35,975
1,250
69,750
1,250
581,670
908,459
-
(171,485)
629,628
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
40
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
Cash flow sensitivity analysis for variable rate instruments
A change of 100 basis points in interest rates at the reporting date would have increased/(decreased) equity
and profit or loss by the amounts shown below.
30 June 2015
Cash and cash equivalents
Borrowings
30 June 2014
Cash and cash equivalents
Change in profit
Change in equity
Carrying
Value
$
544,445
(641,848)
(97,403)
100bp
Increase
$
5,444
(6,418)
(974)
100bp
decrease
$
100bp
increase
$
100bp
decrease
$
(5,444)
6,418
974
5,444
(6,418)
(974)
(5,444)
6,418
974
837,459
8,374
(8,374)
8,374
(8,374)
Maturity of financial assets and liabilities
The note below summarises the maturity of the group’s financial assets and liabilities as per the director’s
expectations. The amounts disclosed are the contractual undiscounted cash flows. There are no derivatives.
30 June 2015
Trade and other receivables
Trade and other payables
Borrowings
30 June 2014
Trade and other receivables
Trade and other payables
< 6 months
$
35,975
111,307
-
69,750
278,831
6 – 12
months
$
1- 5 years
>5 years
Total
$
-
-
641,848
-
-
-
-
-
-
-
$
$
-
-
-
-
-
35,975
111,307
641,848
69,750
278,831
Fair value of financial assets and financial liabilities
There is no difference between the fair values and the carrying amounts of the group’s financial instruments.
The Group has no unrecognised financial instruments at balance date.
Financial Instruments Measured at Fair Value
The financial instruments recognised at fair value in the statement of financial position have been analysed and
classified using a fair value hierarchy reflecting the significance of the inputs used in making the measurements.
The fair value hierarchy consists of the following levels:
quoted prices in active markets for identical assets or liabilities (Level 1);
inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either
directly (as prices) or indirectly (derived from prices) (Level 2); and
inputs for the asset or liability that are not based on observable market data (unobservable inputs)
(Level 3).
41
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
Sensitivity analysis on changes in market rates
A change of 20% in equity prices at the reporting date would increase/(decrease) equity and profit or loss as
shown below:
Carrying
Value
$
Change in profit
20%
increase
$
20%
decrease
$
Change in equity
20%
20%
decrease
increase
$
$
1,250
250
(250)
250
(250)
30 June 2015 & 30 June 2014
Financial assets available for sale
ASX listed investments
16. COMMITMENTS
The consolidated group currently has commitments for expenditure at 30 June 2015 on its Australian
exploration tenements, up to the date of expiry, as follows:
Not later than 12 months
Between 12 months and 5 years
Greater than 5 years
2015
$
382,000
730,000
100,000
1,212,000
2014
$
411,667
734,500
-
1,146,167
The group has a further commitment to pay a retainer fee under outsourced consultancy and management
agreements for the provision of geological and service personnel. These agreements can be cancelled with six
months’ notice.
Not later than 12 months
Between 12 months and 5 years
Greater than 5 years
17. CONTINGENT LIABILITIES AND CONTINGENT ASSETS
There are no contingent liabilities or assets in existence at balance sheet date.
2015
$
-
-
-
-
2014
$
54,000
-
-
54,000
42
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
18. RELATED PARTY DISCLOSURES
Refer to the Remuneration Report contained in the Directors Report for details of the remuneration paid or
payable to each member of the Group’s key management personnel for the year ended 30 June 2015. Other
than the Directors and secretary, the Company had no key management personnel for the financial period
ended 30 June 2015.
The total remuneration paid to key management personnel of the company and the group during the year are
as follows:
Short term employee benefits
Superannuation
Share based payments
2015
$
352,369
18,349
37,500
408,218
2014
$
272,693
11,846
82,512
367,051
DIRECTORS' AND EXECUTIVE OFFICERS’ EMOLUMENTS
(a) Details of Directors and Key Management Personnel
(i) Directors
Inés Scotland (Non-Executive Chairman) (Appointed 13 August 2013)
Anthony Schreck (Executive Director) (Appointed 29 November 2013)
Guy Robertson (Executive Director) (Appointed 17 September 2012)
(ii) Company secretary
Sue-Ann Higgins – Company Secretary (Appointed 21 August 2013)
(iii) Directors’ remuneration
Directors’ remuneration and other terms of employment are reviewed annually by the Board having regard to
performance against goals set at the start of the year, relative comparative information and, where applicable,
independent expert advice.
Except as detailed in Notes (a) – (c) to the Remuneration Report in the Director’s Report, no director has
received or become entitled to receive, during or since the financial period, a benefit because of a contract
made by the Company or a related body corporate with a director, a firm of which a director is a member or an
entity in which a director has a substantial financial interest. This statement excludes a benefit included in the
aggregate amount of emoluments received or due and receivable by directors and shown in Notes (a) – (c) to
the Remuneration Report, prepared in accordance with the Corporations regulations, or the fixed salary of a
full time employee of the Company.
(b) Key Management Personnel
Other than the Directors and secretary, the Company had no key management personnel for the financial
period ended 30 June 2015.
(c) Remuneration Options: Granted and vested during the financial year ended 30 June 2015
There were no remuneration options granted during the financial year ended 30 June 2015.
(d) Share and Option holdings
All equity dealings with directors have been entered into with terms and conditions no more favourable than
those that the entity would have adopted if dealing at arm’s length.
43
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
Shares held by Directors and Officers
Period from 1 July 2014 to 30 June 2015
Balance at
beginning
of period
17,500,000
10,952,381
-
28,452,381
I. Scotland
A. Schreck
G. Robertson
Received as
Remuneration
Purchased
Net Change
Other
Balance at
end of year
-
-
-
-
20,085,647
-
-
20,085,647
-
-
-
-
37,585,647
10,952,381
-
48,538,028
Period from 1 July 2013 to 30 June 2014
Balance at
beginning
of period
-
-
-
-
-
-
I. Scotland
A. Schreck
G. Robertson
A. Ho¹
G. Frangeskides²
Received as
Remuneration
Purchased
Net Change
Other
Balance at
end of year
-
-
-
-
-
-
17,500,000
-
17,500,000
-
-
-
10,952,381
10,952,381
-
-
-
-
-
17,500,000
- -
28,452,381
10,952,381
¹ Resigned as a director on 13 August 2013
²Resigned as a director on 27 December 2013
Options held by Officers and Directors
Period from 1 July 2014 to 30 June 2015
Balance at
beginning
of period
3,000,000
9,000,000
-
12,000,000
I. Scotland
A. Schreck
G. Robertson
Received as
Remuneration
Net Change
Other
Expired during
period
Balance at
end of year
-
-
-
-
(3,000,000)
-
-
9,000,000
-
(3,000,000)
-
9,000,000
-
-
-
-
44
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
Period from 1 July 2013 to 30 June 2014
Balance at
beginning
of period
-
-
I. Scotland
A. Schreck
G. Robertson
250,000
A. Ho¹
G. Frangeskides²
-
-
250,000
¹ Resigned as a director on 13 August 2013
²Resigned as a director on 27 December 2013
Performance Rights
Received as
Remuneration
Net Change
Other
Expired during
period
Balance at
end of year
-
3,000,000
9,000,000
-
-
-
-
-
-
-
3,000,000
9,000,000
(250,000)
-
-
-
-
9,000,000
-
3,000,000
-
(250,000)
-
12,000,000
Mr Tony Schreck was granted 6,355,932 performance rights, the terms of which are outlined in the Director’s
report.
19. SEGMENT INFORMATION
The group’s operations are in one business segment being the resources sector. The group operates in Australia
and the United States of America (from February 2015). All subsidiaries in the group operate within the same
segment.
Basis of accounting for purposes of reporting by operating segments
Accounting policies adopted
Unless stated otherwise, all amounts reported to the Board of Directors as the chief decision maker with
respect to operating segments are determined in accordance with accounting policies that are consistent to
those adopted in the annual financial statements of the Company.
Inter-segment transactions
Inter-segment loans payable and receivable are initially recognised at the consideration received net of
transaction costs. If inter-segment loans receivable and payable are not on commercial terms, these are not
adjusted to fair value based on market interest rates. This policy represents a departure from that applied to
the statutory financial statements
Segment assets
Where an asset is used across multiple segments, the asset is allocated to the segment that receives the
majority of economic value from the asset. In the majority of instances, segment assets are clearly identifiable
on the basis of their nature and physical location.
Unless indicated otherwise in the segment assets note, investments in financial assets, deferred tax assets and
intangible assets have not been allocated to operating segments.
Segment liabilities
Liabilities are allocated to segments where there is direct nexus between the incurrence of the liability and the
operations of the segment. Borrowings and tax liabilities are generally considered to relate to the Company as a
whole and are not allocated. Segment liabilities include trade and other payables and certain direct borrowings.
Unallocated items
45
Project segments
30 June 2015
Revenue
Interest and other income
Total segment revenue
Expenses
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
Administration and other operating expenses are not allocated to operating segments as they are not
considered part of the core operations of any segment.
Australian
Projects
United States of
America Project
Administration
Costs
Unallocated
Total
$
$
$
$
$
Exploration expenditure written off
(431,517)
Administration
-
Total segment expenses
(431,517)
Income tax benefit
Segment result
-
(431,517)
-
-
-
-
-
-
-
-
-
-
-
-
(540,036)
(540,036)
-
6,415
6,415
6,415
6,415
-
-
-
-
(431,517)
(540,036)
(971,553)
-
(540,036)
6,415
(965,138)
Acquisition cost of
tenements/project interest
-
321,000
Exploration costs incurred for the
year
241,410
528,136
Segment assets
3,208,747
849,136
Segment liabilities
-
-
-
-
-
-
-
-
321,000
769,546
584,543
4,642,426
753,155
753,155
Interest is earned in Australia.
20. EARNINGS PER SHARE
Reconciliation of earnings per share
Basic and diluted earnings per share
Profit/(loss) used in the calculation of the basic
earnings per share
2015
Cents
2014
Cents
(0.32)
(0.51)
(965,138)
(1,095,726)
Weighted average number of ordinary shares:
Used in calculating basic earnings per ordinary share
Dilutive potential ordinary shares
Used in calculating diluted earnings per share
302,066,431
-
302,066,431
214,619,095
-
214,619,095
46
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
21. AUDITORS REMUNERATION
Auditor of parent entity
Audit or review of financial reports
Non-audit services
22. CASH FLOW INFORMATION
2015
$
2014
$
20,000
-
20,000
21,600
-
21,600
Reconciliation of net cash used in operating activities with profit after income tax
Loss after income tax
Non-cash flows in loss:
Impairment of investments
Share based payments
Exploration written off
Depreciation
Changes in assets and liabilities:
Decrease/(Increase) in trade and other receivables
(Decrease)/Increase in trade and other payables
Increase in exploration
Net cash (outflow) from operating activities
23. PARENT ENTITY DISCLOSURES
Financial Position
Current Assets
Cash and cash equivalents
Trade and other receivables
Financial assets
Total Current Assets
Non-current Assets
Office equipment
Financial assets
Evaluation and exploration expenditure
Total Non-current assets
Total Assets
Current Liabilities
Trade and other payables
Borrowings
Total Current Liabilities
TOTAL LIABILITIES
47
2015
$
(965,138)
2014
$
(1,095,726)
-
37,500
431,517
532
31,250
494,868
65,787
230
33,776
(3,327)
(1,273,387)
(1,738,527)
(57,424)
89,169
(980,438)
(1,452,284)
2015
$
395,667
1,864,778
1,250
2,261,695
2,873
2,269,836
99,804
2,372,513
2014
$
806,586
1,035,574
1,250
1,843,410
2,070
2,409,835
80,425
2,492,330
4,634,208
4,335,740
89,678
641,848
731,526
278,831
-
278,831
731,526
278,831
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
NET ASSETS
EQUITY
Issued capital
Reserves
Accumulated losses
TOTAL EQUITY
Total loss
Total comprehensive loss
i. Financial Performance
3,902,682
4,056,909
10,577,913
175,020
(6,850,251)
9,817,912
494,885
(6,295,216)
3,902,682
4,056,909
(951,727)
(1,095,726)
(951,727)
(1,095,726)
The subsidiary acquired did not trade from the date of acquisition with the result that the result of the Group
equates to the result of the parent for the year.
ii. Contingent liabilities and contingent assets
The parent entity is responsible for the contingent liabilities and contingent assets outlined in note 17.
iii. Commitments
The parent entity is responsible for the commitments outlined in note 16.
iv. Related parties
An interest in subsidiary is set out in note 9.
Disclosures relating to key management personnel are set out in note 18.
24. SIGNIFICANT AFTER BALANCE DATE EVENTS
Subsequent to balance date the Company raised $350,000 through the issue of 23,333,333 new shares and has
a commitment for a further $150,000 or 10,000,000 shares subject to shareholder approval.
Other than as outlined above there are currently no matters or circumstances that have arisen since the end of
the financial period that have significantly affected or may significantly affect the operations of the
consolidated entity, the results of those operations, or the state of affairs of the consolidated entity in future
financial years.
25. SHARE BASED PAYMENTS
Goods or services received or acquired in a share-based payment transaction are recognised as an increase in
equity if the goods or services were received in an equity-settled share-based payment transaction or as a
liability if the goods and services were acquired in a cash settled share-based payment transaction.
For equity-settled share-based transactions, goods or services received are measured directly at the fair value
of the goods or services received provided this can be estimated reliably. If a reliable estimate cannot be made
the value of the goods or services is determined indirectly by reference to the fair value of the equity
instrument granted.
Transactions with employees and others providing similar services are measured by reference to the fair value
at grant date of the equity instrument granted.
48
Price per
share*
2015
$
2014
$
METAL BANK LIMITED AND ITS CONTROLLED ENTITIES
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2015
The following share based payments were made during the year:
Ordinary shares
(a) On 2 December 2013, 15,000,000 ordinary shares were issued to
advisors relating to the Roar Resources Pty Ltd acquisition and the
capital raising.
(b) On 2 December 2013, 12,000,000 ordinary shares were issued to
extinguish a debt obligation
Applied to debt
Allocated to cost of raising capital
Charged to profit and loss
2 cents
2 cents
*The fair value of shares issued during the year was determined by reference to market price.
Share options
Series
2015
$
(a) On 15 August 2013, 25,000,000 unlisted options were issued to
advisors and consultants, with an exercise price of 3 cents and an
expiry date of 31 March 2015
(b) On 12 September 2013, 15,000,000 unlisted options were issued
to advisors and consultants, with an exercise price of 3 cents and
an expiry date of 31 March 2015
(c) On 2 December 2013, 15,000,000 unlisted options were issued to
management of Roar Resources Pty Ltd, with an exercise price of 3
cents and an expiry date of 30 November 2018
2
3
4
-
-
-
-
-
-
-
-
-
-
300,000
250,000
550,000
(250,000)
(233,280)
66,720
2014
$
211,824
78,804
137,520
428,148
The fair value of equity – settled unlisted share options granted is estimated as at the date of grant using the
Black and Scholes model taking into account the terms and conditions upon which the options were granted.
The expected life of the options is based on historical data and is not necessarily indicative of exercise patterns
that may occur. The expected volatility reflects the assumption that the historical volatility is indicative of
future trends, which may also not necessarily be the actual outcome. No other features of options granted
were incorporated into the measurement of fair value.
Performance Rights
The Company granted 6,355,932 performance rights to a Director on 2 July 2015. For details see the
Remuneration Report. As the performance period commenced on 1 March 2015, the Company has accrued
50% of the entitlement using the share price at grant date which was 1.18 cents per share. This charge,
$37,500, is reflected in share based payments in the consolidated statement of profit and loss and in the share
based payments reserve.
49
METAL BANK LIMITED AND ITS CONTROLLED ENTITY
DIRECTORS DECLARATION
In accordance with a resolution of the directors of Metal Bank Limited, the directors of the company declare
that:
1.
the financial statements and notes, as set out on pages 22 to 49, are in accordance with the Corporations
Act 2001 and:
a. comply with Australian Accounting Standards, which, as stated in accounting policy Note 1 to the
financial statements, constitutes compliance with International Financial Reporting Standards (IFRS);
and
b. give a true and fair view of the financial position as at 30 June 2015 and of the performance for the
year ended on that date of the consolidated group;
in the directors’ opinion there are reasonable grounds to believe that the company will be able to pay its
debts as and when they become due and payable; and
the directors have been given the declarations required by s295A of the Corporations Act 2001 from the
Chief Executive Officer and Chief Financial Officer.
2.
3.
Guy Robertson
Director
21 September 2015
50
RSM Bird Cameron Partners
Level 12, 60 Castlereagh Street Sydney NSW 2000
GPO Box 5138 Sydney NSW 2001
T +61 2 8226 4500 F +61 2 8226 4501
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF
METAL BANK LIMITED
Report on the Financial Report
We have audited the accompanying financial report of Metal Bank Limited, which comprises the consolidated
statement of financial position as at June 2015, and the consolidated statement of comprehensive income,
consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended,
notes comprising a summary of significant accounting policies and other explanatory information, and the
directors' declaration of the consolidated entity comprising the company and the entities it controlled at the year’s
end or from time to time during the financial year.
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 is free from
material misstatement, whether due to fraud or error. In Note 1, the directors also state, in accordance with
Accounting Standard AASB 101 Presentation of Financial Statements, that the financial statements comply with
International Financial Reporting Standards.
Auditor’s Responsibility
Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in
accordance with Australian Auditing Standards. These Auditing Standards require that we comply with relevant
ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable
assurance about whether the financial report is free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the
financial report. The procedures selected depend on the auditor's judgement, including the assessment of the
risks of material misstatement of the financial report, whether due to fraud or error. In making those risk
assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the
financial report in order to design audit procedures that are appropriate in the circumstances, but not for the
purpose of expressing an opinion on the effectiveness of the entity's internal control. An audit also includes
evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates
made by the directors, as well as evaluating the overall presentation of the financial report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit
opinions.
Liability limited by a
scheme approved
under Professional
Standards Legislation
Major Offices in:
Perth, Sydney,
Melbourne, Adelaide,
Canberra and Brisbane
ABN 36 965 185 036
RSM Bird Cameron Partners is a member of the RSM network. Each member
of the RSM network is an independent accounting and advisory firm which
practises in its own right. The RSM network is not itself a separate legal entity
in any jurisdiction.
51
Independence
In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001. We
confirm that the independence declaration required by the Corporations Act 2001, which has been given to the
directors of Metal Bank Limited, would be in the same terms if given to the directors as at the time of this auditor's
report.
Opinion
In our opinion:
(a)
the financial report of Metal Bank Limited is in accordance with the Corporations Act 2001, including:
(i)
giving a true and fair view of the consolidated entity’s financial position as at June 2015 and of its
performance for the year ended on that date; and
(ii)
complying with Australian Accounting Standards and the Corporations Regulations 2001; and
(b)
the financial report also complies with International Financial Reporting Standards as disclosed in Note 1
Emphasis of matter
Without qualifying our opinion, we draw attention to Note 1 in the financial report, which indicates that the
company and consolidated entity incurred a loss of $951,727 and $965,138 respectively and the consolidated
entity had net cash outflows from operating activities of $1,738,527 for the year ended 30 June 2015. These
conditions, along with other matters as set forth in Note 1, indicate the existence of a material uncertainty which
may cast significant doubt about the company and consolidated entity’s ability to continue as going concerns and
therefore, the company and consolidated entity may be unable to realise their assets and discharge their liabilities
in the normal course of business.
Report on the Remuneration Report
We have audited the Remuneration Report included in pages 17 to 19 of the directors’ report for the year ended
30 June 2015. 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.
Opinion
In our opinion the Remuneration Report of Metal Bank Limited for the year ended 30 June 2015 complies with
section 300A of the Corporations Act 2001.
RSM BIRD CAMERON PARTNERS
Sydney, NSW
Dated: 21 September 2015
C J HUME
Partner
52
METAL BANK LIMITED AND ITS CONTROLLED ENTITY
ADDITIONAL INFORMATION FOR LISTED COMPANIES
AS AT 15 SEPTEMBER 2015
The following additional information is required by the Australian Securities Exchange pursuant to Listing Rule
4.10. The information provided is current as at 15 September 2015 unless otherwise stated.
a. Distribution of Shareholders
Number of
Number held
share holders
Number of shares
% of number of
shares
1 – 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001+
Total
5
6
57
114
101
283
21
22,500
557,847
5,370,633
348,311,777
354,262,778
0.00%
0.01%
0.15%
1.55%
98.29%
100.00%
b. The number of shareholders who hold less than a marketable parcel is 118.
c. Substantial shareholders
The names of the substantial shareholders in the Company, the number of equity securities to which
each substantial shareholder and substantial holder’s associates have a relevant interest, as disclosed
in substantial holding notices given to the Company are:
Indigo Pearl Capital Ltd
Celtic Stars Capital Ltd
Cartier Peaks Investments Ltd
Aristo Jet Capital Ltd
Greenvale Asia Limited
No of shares
%
36,785,647
32,035,647
24,285,647
32,035,647
47,360,647
11.12%
10.06%
6.86%
10.06%
13.37%
53
METAL BANK LIMITED AND ITS CONTROLLED ENTITY
ADDITIONAL INFORMATION FOR LISTED COMPANIES
AS AT 15 SEPTEMBER 2015
d. Twenty largest holders of each class of quoted equity security
Name
1.
2.
3.
4.
Pershing Australia Nominees Pty Ltd
Berne No 132 Nominees Pty Ltd <602987
A/C>
Berne No 132 Nominees Pty Ltd <600835
A/C>
Berne No 132 Nominees Pty Ltd <601299
A/C>
Citicorp Nominees Pty Limited
Fera Holdings Limited
Europe Resources Limited
Mr Anthony William Schreck
Macquarie Bank Limited
Seamoor Pty Ltd
Jamie Alexander William Alpen
5.
6.
7.
8.
9.
10.
11.
12. Mr Mark Henry Winter
13.
Anthony Gerard & Therese Anne Smith
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