ANNUAL REPORT 2015
ABN 38 115 857 988
ABN 38 115 857 988
CORPORATE DIRECTORY
Directors and
Executive
Management
Ian Macpherson
Executive Chairman
Richard Carcenac
Chief Executive Officer & Executive Director
Ian Buchhorn
Non-Executive Director
Company
Secretary
Sam Middlemas
Principal
Registered
Office
Level 1, 37 Ord Street
West Perth
Western Australia 6005
Po Box 534
West Perth
Western Australia 6872
Telephone: (08) 9214 7500
Facsimile: (08) 9214 7575
Email: info@rubiconresources.com.au
Website: www.rubiconresources.com.au
Auditor
Butler Settineri (Audit) Pty Limited
Unit 16, 1st Floor
100 Railway Road
Subiaco
Western Australia 6008
Share
Registry
Security Transfer Registrars Pty Limited
770 Canning Highway
Applecross
Western Australia 6153
Telephone: (08) 9315 2333
Facsimile: (08) 9315 2233
Email: registrar@securitytransfer.com.au
Stock
Exchange
The Company’s shares are quoted
on the Australian Stock Exchange.
The Home Exchange is Perth.
ASX Code
RBR - ordinary shares
CONTENTS
Chairman's Letter
Review of Operations
Directors’ Report
Auditor’s Independence Declaration
1
2
11
19
Statement of Comprehensive Income
20
Statement of Financial Position
Statement of Changes in Equity
Statement of Cashflows
Notes to Financial Statements
Directors’ Declaration
Independent Auditor’s Report
ASX Additional Information
21
22
23
24
42
43
45
CHAIRMAN’S LETTER
Dear Shareholders,
On behalf of the Board of Directors of Rubicon Resources Limited (“Rubicon” or “the Company”), I present the
Company’s Annual Report for 2015.
As I referred to in last year’s address, in the latter part of the year the Company seized the opportunity to participate in
the rapidly growing resources and construction industry sectors in Mozambique, South Eastern Africa. The alliance
then referred to with PacMoz Lda (PacMoz) was subsequently formalised in March 2015 with the purchase of a 60%
equity share in PacMoz. The transaction structure provided for consideration in a mix of equity and performance
shares based on commercial milestones and, delivered the Company a call option and effective control over the
balance 40% in PacMoz not purchased.
At the time of the engagement with PacMoz and its principals the Company’s shares were trading below 0.5 cents per
share, we had nominal cash and a difficult future.
Since that time we have been able to:
significantly lift the capitalisation of Rubicon ($0.9M to $4.1M);
raise circa $1.35M in cash, including the recent entitlement issue;
support the growth of PacMoz in its administration and licensing business;
develop a business model in-country through strategic alliances in the fields of skills training and medical
screening; and
maintain our carried interest (via Joint Venture) in the Australian resource assets at nominal cost to the
Company.
In short your Board and Management believe we have the building blocks to establish a significant asset and business
presence in Mozambique, whilst maintaining the residual value in our resource tenement portfolio in Australia.
The real upside for Mozambique and in turn for all participants in the resources and energy and related services
sectors will be Government approvals and Final Investment Decision (FID) by the global operators of the major
concessions in the Country’s on-shore/off-shore Rovuma basin gas reserves, located in the coastal north of the
Country. In the interim there has been growing international investment in all aspects of infrastructure
(Ports/Roads/Bridges) opening further opportunities for Rubicon-PacMoz.
We have a lot of work to do but are confident that our Management Team under the leadership of Executive Director
Richard Carcenac, have both the skill sets and drive to succeed.
Richard has provided a detailed overview of our business strategy and planned operations in his review as follows. I
look forward to further updating all attendees at the upcoming AGM and, as is customary, would like to close with a
thank you to our recently retired Director Peter Eaton for his contribution since the IPO of the Company, our staff both
here in Australia and in Mozambique and to our Shareholders, longstanding and new, for your support.
Ian Macpherson
Ian Macpherson, Richard Carcenac, Sam Middlemas and Ian Buchhorn
Annual Report 2015
1
REVIEW OF OPERATIONS
LETTER FROM THE CHIEF EXECUTIVE OFFICER
Dear Shareholders,
This is my first communication to you, our Shareholders, since becoming CEO in June 2015. I have had the good
fortune to talk with a number of you since then, and the common question put to me was something along the lines of:
“Are you planning to make changes to the business and its strategy and, if so, how will it add value to my shareholding?”
I trust that this letter to you will serve to answer that (and other) questions, and that you will finish reading it with a
renewed sense of excitement about the future of Rubicon Resources Limited.
Where we have come from…
As you of course know, Rubicon has been in existence for the past eight or so years as a mining exploration company.
It is a tough, high risk sector, which has proven to be difficult for the company. However, we have a good portfolio of
tenements in our possession which, due to joint venture partnerships, continue to provide longer-term upside without
placing a financial burden on the Company.
These tenements are reviewed on an on-going basis to ensure that any opportunities are capitalised on as they present
themselves. We also maintain a watching brief on new tenement opportunities and/or mining projects, specifically in our
“backyard” geographies of Australia and Mozambique.
Update on Brunel:
The original Joint Venture structure proposed between Brunel and Rubicon was considered by both parties as
necessary for the success of the Mozambican business model. As our individual strategies evolved, it became clear that
this structure would become more restrictive than beneficial, while a simpler commercial relationship overcame these
concerns without forfeiting the benefits originally envisaged. In Rubicon’s case, this has removed all restrictions related
to exclusivity and enabled us to expand our client base to include companies such as Competentia.
Where we are going to…
Our focus is shifting to the provision of services to the resources, construction and energy industries, specifically
targeting Mozambique in south-eastern Africa.
Africa remains the last real geography of unexplored and untapped mineral wealth. It is, of course, well known to the
mining industry and some areas have already been extensively explored. The continent of Africa (please forgive me for
generalising here) also has its share of challenges, as any global competitiveness index will show. However, with
careful consideration of the target country/market, a well thought-through strategy and deep local knowledge and
expertise, the risks can be managed and the rewards maximised.
Mozambique is a country of exceptional untapped mineral and energy wealth, it has a stable but young democratic
government, and a burning desire to lift its people from the clutches of poverty through sensible exploitation of its
mineral wealth in partnership with private enterprise. The fiscal and legislative landscape is still evolving although, by
most accounts, the government is adopting a constructive and reasonably pragmatic approach to developing these
frameworks such that the country remains attractive to foreign investment while addressing key national issues.
Locality Maps
Nacala
240km
Beira
Maputo
Palma
Pemba
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Annual Report 2015
REVIEW OF OPERATIONS
Continued
The country is larger than many people realise. By way of example, the distance by road from Maputo (the capital) to
Pemba (the capital town of the resource-rich Cabo Delgado province in the north) is about 2400km, or roughly four days
by car. The distance between Pemba and Palma, by road, is about 360km.
According to the World Bank, Mozambique’s population in 2014 was 27.2 million (Australia’s was 23.5 million), GNI per
capita was US$620 (Australia’s was US$64,680), and life expectancy was 50 (Australia’s was 82). In 2008, 54.7% of
the population lived in a state of poverty and, to this day, only about half of the population is literate and numerate. So,
there is a large and willing workforce, about 300,000 additional people enter the job market each year, and there is very
little opportunity for employment for the majority of them.
It is therefore no surprise that some of the top priorities of the government include economic growth (poverty reduction),
education, access to medical support and job creation.
Mozambique is number ten on a World Bank list of the world’s thirteen fastest-growing economies, with the report
projecting an annual growth rate of around 7.3 percent per annum next year and in 2017, putting the country ahead of
others such as Tanzania, Rwanda and China. The list of thirteen economies likely to grow most between 2015 and
2017 is mainly composed of African and Asian countries. All the countries on the World Bank’s economic outlook report
currently record an economic growth rate of at least seven percent a year. The acceleration in the exploitation of natural
resources is key to economic growth in most of the countries, the report says.
Our strategy in Mozambique is “to provide skilled labour, both local and expatriate, to the workplace every day”, but
our primary focus will be on the local content part, with the expatriate content being dealt with (in the main) in
partnership with established specialist labour brokers. While this statement appears relatively simple, we are not aware
of any companies that have offered such a service before, assumedly due to the complexity of the individual work
components that underpin its successful execution.
In the case of our operations in Mozambique, this strategy broadly entails recruiting local candidates (with social security
and medical support, and HR services), medically screening them to ensure they are fit for work, psychometrically
testing them so that we can optimise their training and ensure we align it with their career and skills potential, socialising
them to western-style camp accommodation and, once suitable employment opportunities arise, accommodating them in
camps (if required) near the workplace, all of which ensures they are properly nourished, suitably rested, clothed in the
correct personal protective equipment, kept away from drugs and alcohol, and arrive on time for work at the start of each
shift.
The various business units within Rubicon, while generally able to work independently, will also need to work hand-in-
hand to deliver our end product of employable local labour who will be hired out under a labour-broking model.
What the above actually entails is as follows:
Local candidates will be pre-screened for selection in Pemba. If successful, they will present themselves at the
medical centre for a full pre-employment medical, which will determine their fitness for work, as well as
undertake a baseline health assessment;
The medically fit candidates will undertake a non-verbal aptitude test to determine their potential to be trained,
and natural preferences;
The candidates will then move into the camp accommodation on site. The units will house four residents per
room, with a shared bathroom. The reason for adopting a residential approach to our training is that the
candidates will need to be socialised to living in a camp environment, and we also need to be sure that they are
suited to this lifestyle. Finally, it enables them to focus their attention on the training;
They will be given training which will cover a range of aspects, from an industry overview, to (generic or
specific) site induction, basic English, personal hygiene, health and safety, etc., and will be taught a useful skill;
Upon completion, the trained candidates will finish the training and be ready to be deployed to the workplace.
Mozambique’s resources industry is centred on energy (mainly gas and hydro), coal, graphite, minerals sands and
gemstones. While the resources industry is generally facing tough market conditions, there is still a great deal of interest
in graphite and gas (liquefied natural gas or LNG) in Mozambique, with the northern province of Cabo Delgado being the
epicentre of future growth. The gas discoveries in Cabo Delgado’s offshore Rovuma basin are vast, exceeding 200
trillion cubic feet (Tcf) of recoverable resources (Source: Government of Mozambique). The two key concession
holders, Anadarko of the USA and ENI of Italy, state their recoverable resources as 75+ Tcf and 85 Tcf respectively. To
put this in context, the Anadarko resources alone are enough to meet about 15 years of U.S. residential demand, Energy
Information Administration data shows, and ENI’s CEO said that ENI’s massive gas discoveries in Mozambique, once
developed, will be able to meet a hundred percent of Italy’s gas needs for a period of thirty years.
Annual Report 2015
3
REVIEW OF OPERATIONS
Continued
The giant gas projects…
Anadarko’s LNG project:
Total capital investment of US$15-24 billion;
Onshore development of 12 Mtpa capacity in two trains of 6 Mtpa each;
Potential to expand to 50 Mtpa;
Secured 90% of the contracts needed to proceed with the project;
Timing of final investment decision (FID) determined by the pace of the Mozambican government’s legal and
contractual framework development, and issue of permits;
Engineering, procurement and construction (EP&C) consortium appointed in May 2015;
High probability of project proceeding, despite current oil and gas prices;
Early stage work already underway, and about US$4 billion invested to date.
ENI’s project:
First phase to be a floating liquefied natural gas (FLNG) unit with 2.5 Mtpa capacity;
FID expected late 2015 or early 2016;
ENI statements claim the project is very attractive;
Capex estimated at about US$11 billion;
Production start-up expected by end-2019;
Onshore investment (phase 2) expected to be similar to Anadarko’s LNG project, i.e. two trains of 5 or 6 Mtpa
capacity each.
According to a recent study by Standard Bank, Mozambique LNG has the potential to create 15,000 direct jobs and
685,000 indirect jobs, generate approximately US$39 billion for the Mozambican economy per annum, improve
infrastructure, including air, roads and ports, and create significant opportunities for small- and medium-sized
businesses. These people all need to receive periodic medical screening and health checks, as well as training.
Some of the infrastructure and resources investments planned or underway in northern Mozambique, other than the
LNG projects covered above, include:
Port of Nacala – a repair and modernisation project valued at about US$300M is nearing completion;
Pemba Port Logistical Base – the first phase of construction, which is budgeted at US$150M, has begun. This
will include the building of the logistical base and the installations for the production and assembly of the
subsea equipment used in the hydrocarbon industry;
Graphite mining – Triton Minerals (which has a strategic alliance with Rubicon), Syrah Resources and Metals of
Africa are just three graphite miners progressing their mining projects in Cabo Delgado The combined
investment is estimated at over US$200 million and will create hundreds of permanent jobs, and many more in
the project phase;
Cimpor’s Mozambican subsidiary, Cimentos de Moçambique, announced in June 2015 that they have
commenced the process of building a new integrated cement production plant in Nacala. This is a project with
an estimated investment of around US$250 million, and will create 500 jobs as well as add 1.5 million tonnes of
cement production capacity from 2018;
Significant upgrades to transportation infrastructure (primarily roads);
Numerous hotel and property developments in the region.
All of these projects will need skilled/trained local employees, who are medically fit to work. There is enough work here
to keep Rubicon busy until the gas projects start, so we are not particularly exposed or at risk from a timing perspective.
How can Rubicon Capitalise on the Opportunities in Mozambique?
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Annual Report 2015
REVIEW OF OPERATIONS
Continued
Our strategy is entirely aligned with the Government’s key priorities, and addresses several of the key challenges that
our target customers have voiced. ENI’s subsidiary Saipem (which is one of the contractors in Anadarko’s LNG project
consortium) listed the following key country challenges during a presentation at April 2015’s Deepwater East and
Southern Africa Congress 2015:
Existing regulation on local content – this covers both the local employees versus expatriates quota, and the
Mozambican content preference for goods and services which requires local procurement up to a 10%
premium on imported items. PacMoz can assist in this area;
Limited educational and training capacity in fabrication and construction trades. Addressed by Futuro Skills;
Limited availability of skilled and bilingual (English) labour. Addressed by Rubicon’s strategy in general;
Lack of medical facilities in the north. Addressed by Futuro Medical;
Economically developed areas are far from the project sites in the north. This requires significant investment in
camp accommodation and support infrastructure, again aligned with Rubicon’s strategy. It also creates
enormous opportunities in logistics, which is something that Rubicon can assist our clients with, if not provide
the service directly.
PacMoz:
When PacMoz was purchased in March 2015, it was already an established and cash positive business with offices in
Maputo, Beira and Nacala. However, the real value of the Company is in the market intelligence, competitive advantage
and growth potential that it offers us. PacMoz provides access to key information on every company that is registered in
Mozambique, including the ownership structure, business licences, key activities and other corporate information. Due
to our detailed involvement in immigration processes, we are able to reduce processing lead times to the absolute
minimum.
Our network of offices across the country also ensures that we can engage with all stakeholders and government
decision-makers at the local level, which gives us a competitive advantage over companies trying to conduct their
activities from a single location such as the capital city, Maputo.
Futuro Skills:
Futuro Skills is in the process of becoming an Australian Registered Training Organisation (RTO). This serves two
purposes:
It ensures that our business has the appropriate credentials, bolstering our position and credibility with clients,
governments (and their funding agencies), non-governmental organisations (NGOs), and so on. Much like a
company which holds ISO accreditation for a particular process, RTO accreditation indicates that our business
operates to a certain standard, with the systems and processes to back it up;
We will be able to offer Australian accredited training, both within Australia and abroad. Mozambique is of
course our primary delivery location. This flexibility also provides us with greater opportunities in terms of
revenue streams.
Futuro Medical:
This business will offer a comprehensive but job/risk-specific, medical and occupational health assessment
service, with results available almost instantaneously;
Almost the entire facility will be built in a modular fashion using converted containers. This ensures the facility
is flexible and easy to maintain, and also able to be relocated cost effectively, should the need ever arise;
Prospective candidates will be pre-screened and processed in Pemba town, during which we capture their
personal particulars on our system and allocate a specific appointment at the medical centre. This interim step
enables us to undertake the medicals in an orderly and efficient manner;
Several of our target corporate clientele have shown interest in our medical screening and baseline health
assessment capabilities. Understandably, they would like to inspect and audit our facilities once built, before
entering into a contract with us.
Rubicon has secured access to a conveniently located 6 acre site in Pemba, the capital of Cabo Delgado province. The
site will be developed during the 2016 financial year to include all the facilities we need to successfully execute our
strategy, namely a medical centre, training facility, camp accommodation (with support infrastructure and recreational
facilities) and related facilities infrastructure (security, parking, water and waste processing, communications). PacMoz
will provide the full range of administrative-type support to the facility, and our medical and training partners will manage
their specialist facilities.
Annual Report 2015
5
REVIEW OF OPERATIONS
Continued
Rubicon’s Pemba Campus
Kaia Village
How does Rubicon earn its revenue?
Current Mozambican labour laws (“Lei de trabalho” of 2011) set a local employment ratio, requiring companies to
employ up to 19 locals for every expatriate they employ (the exact number varies from 9 to 19, depending on the size of
the workforce). This local labour quota is negotiable to some extent for significant capital projects, but only if the
investor can demonstrate a lack of local resources and submits a proposal for the development of local Mozambicans.
We have heard of quota concessions for some recent resources projects being agreed at four locals for every expat,
although concessions closer to 10 locals per expat are more readily achievable. However, this ability to negotiate
concessions sits exclusively with the investor and not with any of their suppliers, contractors or service providers.
The demand for skilled labour already exceeds local availability, and this situation will dramatically worsen as the various
investment projects begin and ramp up (such as mining projects, the LNG projects, infrastructure investments and
upgrades, construction projects). At this stage, most multinationals are hoping that the problem will either go away, or
that someone else will solve it. Our business model will do the latter, i.e. we will create a large and usefully employable
local workforce, in the region where the demand is located, to be employed by the multinationals and which will facilitate
the employment of the specialists/skilled expatriates they simply cannot find locally. This will earn us revenue as
follows:
PacMoz will generate valid expat work visas, for a fee;
PacMoz will earn a return on the local workers, as a labour broker. Alternatively, we can earn a return via a
recruitment or finder’s fee for those local employees of ours that a client wishes to employ themselves.
Each of the business units will generate its unique revenue stream:
PacMoz – doing all the things it currently does for its current and future clients, for a fee. PacMoz will also
provide business administration services to the other business units in Mozambique (Futuro Medical, Futuro
Skills, and the camp);
Futuro Medical – as this business will be able to provide pre-employment medicals at all levels (from labourer
to executive) as well as periodic (and legally mandated) health assessments for occupational illnesses, we
anticipate selling these services widely to employers in the region. Our ability to provide real-time results sets
us apart from the competition and is a competitive advantage, as the client would normally wait days or weeks
to get the results (and at the risk of having contagious employees in the workplace). Futuro Medical will also
offer site-based medical services on a limited scale to select clients;
Futuro Skills – This business has very broad and exciting revenue prospects, from providing training in several
countries around the world (low risk by deploying trainers to the clients’ sites), to providing training both at our
Pemba facility or at the client’s site, to earning revenue from auspice agreements, to securing government
funding for community or vocational training programmes. By way of an example, the government of Germany
recently announced aid of €128M for development projects in Mozambique over the next two years as part of
bilateral cooperation. Of that, €50M was earmarked for the education sector, mainly for the expansion of
technical and vocational education. Significant additional funds have also been made available by other
countries such as Canada and the UK, for vocational education and training projects in Mozambique. These
additional funds are believed to exceed US$50M;
Camp accommodation – while not a profit centre in its own right, this will enable the other business units to
provide their revenue-generating product;
Other future business opportunities will be assessed as they present themselves.
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Annual Report 2015
REVIEW OF OPERATIONS
Continued
Capex Requirements
Developing our site in Pemba will, of course, require capital. The site has been surveyed, design of the facilities is well
advanced and nearing completion, and design of support infrastructure (power, water, sewage, drainage, access,
communications and so on) is underway. A number of alternative approaches to the facility have been considered so as
to maximise flexibility while minimising initial capital costs and ongoing maintenance costs (total cost of ownership
calculations). Indications are that much of the infrastructure will be sourced from South Africa, prefabricated there and
exported to Mozambique in a form that will minimise on-site work.
As has been indicated in previous ASX announcements, it remains our intention to complete the development of our
Pemba facility during the current 2016 financial year.
Key risks that were considered by Rubicon for Mozambique:
Location – Pemba is the lower risk option as it offers an immediate customer base which is not entirely
dependent on the LNG project and its timing. However, in the longer term, Palma will be a better location for
the LNG projects. Each of our business units has a different sensitivity to location and distance from
customers.
Oil and gas prices – they are at or near their lowest levels in years. How much will this impact on the FID of the
LNG projects? Investments in capacity at this scale require a very long-term price view (around 50 years), so
short term price movements have a limited impact on the decision. By all accounts, including press releases
and direct feedback from our target clientele, the LNG projects are still viable and likely to proceed. By way of
illustration, Anadarko is still significantly investing in early stage activities. The government of Mozambique and
Anadarko recently signed a memorandum of understanding that sets out arrangements for resettlement of
5,000 residents in the Afungi Peninsula. The Afungi Peninsula, in the Palma district of Cabo Delgado province,
has an area of 7,000 hectares where Anadarko plans to build an industrial park for LNG processing. Under the
memorandum, Anadarko will pay US$180M in compensation to communities to cover trees and other assets as
well as for the construction of social infrastructure such as homes, schools, hospitals and even access roads.
Timing – on the assumption that the projects will go ahead, when will they really start? How sensitive is our
business model to timing? There are many other projects and activities (in infrastructure, mining and
construction) taking place in northern Mozambique which are either entirely unrelated to the gas projects, or are
required in preparation of the gas projects.
Access to capital to develop our site in Pemba – Our business model has been well received by potential
investors, and I trust that you will also see the value and continue to support the company.
Access to good staff – in order for us to provide best-in-class service, we also need to employ top quality staff
in a tough labour environment. Fortunately, we have a good base upon which to build.
In conclusion…
Rubicon’s strategy is completely aligned with the goals of our host country Mozambique, and the needs of our target
clients. Furthermore, Rubicon has:
a wealth of in-country expertise and experience;
an established, cash-positive business (PacMoz) which provides us with a competitive advantage in terms of
corporate, human resources, finance/administration and legal matters in Mozambique. This includes early
access to resources opportunities in Mozambique, which we monitor on an on-going basis;
secured the services of experts in our vocational training and medical businesses, who will ensure we can offer
a world-class product almost immediately;
access to multiple, parallel, high margin revenue streams right across our business. This significantly reduces
our revenue risks;
a business model/strategy which is readily replicable in other geographies, so our growth options are multiple;
a business model which is robust throughout the commodity price cycle; and
a number of opportunities for new/additional businesses in Mozambique, which will be assessed and brought to
shareholders as appropriate.
I hope that you have read this detailed letter with interest, that the passion which the Rubicon Management Team has
for our business model is clear, and that your faith in the Company continues as you follow our progress.
Richard Carcenac
Chief Executive Officer
Annual Report 2015
7
REVIEW OF OPERATIONS
Continued
AUSTRALIAN JOINT VENTURE INTERESTS
Rubicon retains interests in the Peters Dam, Queen Lapage and Mt McLeay Joint Ventures at the Yindarlgooda Project
located east of Kalgoorlie in Western Australia, and the Canobie Joint Venture in the Mt Isa district of Queensland.
Yindarlgooda Project
The Yindarlgooda Project comprises approximately 625km2 of tenure centred 55km east of Kalgoorlie on a felsic
volcanic dome around Lake Yindarlgooda (Figure 1). The project area is subject to the Peters Dam and Queen Lapage
Joint Ventures with Silver Lake Resources Limited (Silver Lake) and the Mt McLeay Joint Venture with Brimstone
Resources Limited (Brimstone). Rubicon also retains a large tenement holding in the area in its own right.
Peters Dam Joint Venture (Silver Lake Resources Limited 69% (Rubicon diluting))
In July 2009, Rubicon entered into the Peters Dam Joint Venture with Silver Lake (then Integra Mining Limited); on
tenements adjacent to Silver Lake’s Salt Creek gold deposit (Figure 1). Following the initial expenditure of $1.5 million,
Silver Lake has earned its 51% interest in the project. Rubicon has elected not to contribute to exploration programs to
date and its interest is being diluted under the terms of the joint venture agreement. Rubicon can elect to re-commence
contributions to the joint venture on a six monthly basis.
No drilling or sampling work was conducted by Silver Lake during the reporting period due to a reduction in its
exploration budget.
Figure 1 - Yindarlgooda Project – Tenements, Geology & Prospects
Queen Lapage Joint Venture (Silver Lake Resources Limited 60% (Rubicon diluting))
The Queen Lapage Joint Venture (QLJV) with Silver Lake covers five tenements of approximately 112km 2 located to the
north of the Peters Dam Joint Venture (Figure 1).
Under the terms of the Agreement, Silver Lake has earned an initial 51% interest in the tenements through the
expenditure of $1.0 million. Under its rights in the Joint Venture Agreement, Rubicon has nominally elected to contribute
to ongoing exploration on a program-by-program basis. However, Rubicon has chosen not to contribute to the
exploration programs so far proposed and its interest has been diluted accordingly.
The QLJV tenure encompasses the QE1 gold deposit previously explored by Rubicon, which occurs on the regionally
important Randall’s Fault. Various other prospects with significant supergene gold anomalism are associated with this
corridor. Better intercepts at QE1 from previous Rubicon shallow reverse circulation (RC) drilling include 6m @ 6.33g/t,
6m @ 3.24g/t, 4m @ 3.79g/t, 8m @ 2.48g/t and 8m @ 2.81g/t gold and are associated with sulphidic quartz veins in
weathered shales and banded iron formation.
The Jammie Dodger prospect was identified in 2012 where RC holes returned 4m @ 1.41g/t gold and 4m @ 2.93g/t
gold. Planned aircore and RC drilling over the Jammie Dodger prospect was not completed due to a reduction in Silver
Lake’s exploration budget.
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Annual Report 2015
REVIEW OF OPERATIONS
Continued
Mt McLeay Joint Venture (Brimstone Resources Limited 51%)
The Mt McLeay Project covered Rubicon tenements to the northwest of the Yindarlgooda tenements. Brimstone earned
an initial 51% by spending $300,000 and managed and sole funded the joint venture.
In July 2015 Rubicon entered into a Tenement Acquisition Agreement, where Rubicon agreed to sell its equity within the
Mt McLeay JV to Mandara Resources Pty. Ltd (Mandara). Mandara agreed to pay Rubicon a deposit of $25,000 with a
second payment of $75,000 to be paid to Rubicon on or before the 31 December 2015.
WARBURTON PROJECT
In November 2014 E69/2253, the last remaining tenement of the Warburton Project was surrendered after attempts to
find a new JV partner were unsuccessful.
CANOBIE JOINT VENTURE (Exco Resources Limited earning 70%)
In March 2012, Rubicon entered into an option agreement with Exco Resources Limited (Exco) (subsequently taken
over by Washington H Soul Pattinson and Company Limited in 2012) over the 245km² Canobie tenement EPM17767,
located between Exco’s Hazel Creek and Cloncurry Projects some 60km north of Cloncurry in northwest Queensland
(Figure 2). In May 2013 Exco met its $100,000 required minimum expenditure commitment and exercised its option to
spend an additional $900,000 over three years to earn 70% equity in the project.
The EPM covers Mt Isa Block Eastern Succession Proterozoic stratigraphy that is considered prospective for various
styles of base metal mineralisation, including Ernest Henry style iron oxide copper gold (IOCG) and Broken Hill type
(BHT) silver lead zinc mineralisation. The EPM falls within a major NNE striking structural corridor with the majority of
the tenement masked by a thin veneer of younger sediments.
Exco reported the results of a Mobile Metal Ion (MMI) survey conducted in September 2014 which highlighted several
areas requiring further MMI and geophysical follow-up. One target in particular hosts anomalous silver values and is
coincident with a previously defined EM target. The prospect is only 40km from the Dugald River silver-lead zinc deposit.
Figure 2 - Location of Canobie Tenement, Queensland
Competent Persons Statement
The information in this report that relates to Exploration is based on information compiled by Andrew Ford who is a Member of the
Australasian Institute of Mining and Metallurgy. Andrew Ford is a full time employee of Rubicon Resources Limited and has sufficient
experience that is relevant to the style of mineralization and type of deposit under consideration, and to the exploration activity that is
being 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”. Andrew Ford has consented to the inclusion in this report of the matters
based on his information in the form and context that it appears.
Annual Report 2015
9
FINANCIAL REPORT FOR
THE YEAR ENDED
30 JUNE 2015
DIRECTORS’ REPORT
The Directors present their report on Rubicon Resources Limited and the entity it controlled at the end of and during the
year ended 30 June 2015.
DIRECTORS & SENIOR MANAGEMENT
The names and details of the Directors and Senior Management of Rubicon Resources Limited during the financial year
and until the date of this report are:
Ian Macpherson – B.Comm., CA
Executive Chairman
Appointed 18 October 2010
Mr Macpherson is a Chartered Accountant with over thirty years experience in the provision of financial and corporate
advisory services. Mr Macpherson was formerly a partner at Arthur Anderson & Co managing a specialist practice
providing corporate and financial advice to the mining and mineral exploration industry.
In 1990, Mr Macpherson established Ord Partners (later to become Ord Nexia) and has specialised in the area of
corporate advice with particular emphasis on capital structuring, equity and debt raising, corporate affairs and Stock
Exchange compliance for public companies in the mining and industrial areas. He has further been involved in
numerous asset acquisitions and disposal engagements. Ord Nexia merged with MGI Perth in October 2010 and Mr
Macpherson continued in a consulting role with the merged group until November 2011.
He has acted in the role of Director and Company Secretary for a number of entities and is currently Deputy Chairman of
Avita Medical Limited (5 March 2008 to present) and a Non-Executive Director of Red 5 Limited (15 April 2014 to
present).
Former Directorships: Non-Executive Chairman of Kimberly Rare Earth Limited (2 December 2010 to 29 November
2012), Non-Executive Director of Navigator Resources Limited (1 July 2003 to 14 January 2013) and Nimrodel
Resources Limited (17 July 2007 to 2 August 2011).
Mr Macpherson is a Member of the Institute of Chartered Accountants in Australia, the Australian Institute of Company
Directors and past member of the Executive Council of the Association of Mining Exploration Companies (WA) Inc.
Richard Carcenac – B.Sc.Eng (Civil), MBA
Chief Executive Officer and Executive Director
Appointed 16 June 2015
Mr Carcenac is a civil engineer with an MBA who has over 20 years experience working for international mining houses
including Anglo American and BHP Billiton Limited in a variety of roles in Australia, South Africa, Switzerland and The
Netherlands.
The majority of his career was spent in marketing and operations, and included board appointments at Ingwe Collieries
Limited (the South African coal subsidiary of BHP Billiton Limited) and the Richards Bay Coal Terminal Company
Limited. Mr Carcenac’s most recent position was as General Manager of BHP Billiton Worsley Alumina’s Boddington
Bauxite Mine in Western Australia.
Ian Buchhorn – B.Sc. (Hons), Dipl. Geosci (Min. Econ), MAusIMM
Non-Executive Director
Appointed 19 August 2005
Mr Buchhorn is a Minerals Economist and Geologist with more than 30 years experience. He was the founding
Managing Director of Heron Resources Limited for a period of 11 years until early 2007 and returned to that role in
October 2012 after a period as Executive Director. Mr Buchhorn previously worked with a number of international mining
companies and has worked on nickel, bauxite and industrial mineral mining and exploration, gold and base metal project
generation and corporate evaluations. For the last 24 years Mr Buchhorn has acquired and developed mining projects
throughout the Eastern Goldfields of Western Australian and has operated as a Registered Mine Manager.
During the three year period to the end of the financial year, Mr Buchhorn is a Director of Heron Resources Limited (17
February 1995 to present) and Golden Cross Resources Limited (3 March 2014 to present).
Peter Eaton – B.Sc. (Hons), MAusIMM
Non-Executive Director – resigned from the board on 16 June 2015.
Annual Report 2015
11
DIRECTORS’ REPORT
Continued
COMPANY SECRETARY
Robert (Sam) Middlemas – B.Comm., PGradDipBus, CA.
Mr Middlemas was appointed Company Secretary and Chief Financial Officer on 17 July 2006. He is a chartered
accountant with more than 20 years experience in various financial and company secretarial roles with a number of listed
public companies operating in the resources sector. He is the Principal of a corporate advisory Company which provides
financial and secretarial services specialising in capital raisings and initial public offerings. Previously Mr Middlemas
worked for an international accountancy firm. His fields of expertise include corporate secretarial practice, financial and
management reporting in the mining industry, treasury and cash flow management and corporate governance.
PRINCIPAL ACTIVITIES
The principal activities of the Consolidated Entity during the financial year consisted mainly of mineral exploration and
development, primarily in Western Australia, with a change brought about following the acquisition of PacMoz Lda (refer
to the review of operations and activities below).
DIVIDENDS
No dividend has been paid since the end of the previous financial year and no dividend is recommended for the current
year.
REVIEW OF OPERATIONS AND ACTIVITIES
The Consolidated Entity recorded an operating loss after income tax for the Year ended 30 June 2015 of $952,340
compared to an operating loss after income tax of $2,004,349 for the Year ended 30 June 2014.
While Rubicon has realigned its focus on Mozambique with its investment in subsidiary PacMoz Lda in late March, its
strategy remains: the further growth of its sustainable cash flow business base; establishing itself as a leading service
provider to the resources, construction and oil & gas sectors; and leveraging its position with a watching brief on mineral
resource opportunities.
PacMoz, with its broad suite of business support services and strong local network of contacts, is providing access to
cash flow generating activities and the opportunity to assess and acquire quality resource assets. Rubicon has been
rapidly expanding PacMoz’s customer base, which now includes major international customers operating in or servicing
the oil & gas and resources sector, along with an Australian company active in the growing graphite industry.
Rubicon continues to hold its mineral exploration assets which are focussed on gold and copper exploration in Western
Australia via joint ventures.
Rubicon's major projects are as follows:
The Yindarlgooda gold and base metal project located east of Kalgoorlie where Rubicon has tenements in its own
right and three separate joint venture agreements with Silver Lake Resources Limited (two) and Brimstone
Resources Limited earning an interest in Rubicon tenure.
The Canobie project in Northwest Queensland where Exco Resources Limited is earning an interest in Rubicon
tenure.
Corporate and Financial Position
As at 30 June 2015 the Consolidated Entity had cash reserves of $0.16 million (2014 - $0.21 million).
Risk Management
The Board is responsible for the oversight of the Consolidated Entity’s risk management and control framework.
Responsibility for control and risk management is delegated to the appropriate level of management with the Chief
Executive Officer having ultimate responsibility to the Board for the risk management and control framework.
Areas of significant business risk to the Consolidated Entity are highlighted in the Business Plan presented to the Board
by the Chief Executive Officer each year.
Arrangements put in place by the Board to monitor risk management include monthly reporting to the Board in respect of
operations and the financial position of the Consolidated Entity.
12
Annual Report 2015
DIRECTORS’ REPORT
Continued
EARNINGS/LOSS PER SHARE
Basic loss per share
Diluted loss per share
2015
Cents
(0.43)
(0.43)
2014
Cents
(1.24)
(1.24)
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
In the opinion of the Directors there were no significant changes in the state of affairs of the Consolidated Entity that
occurred during the financial year under review.
OPTIONS OVER UNISSUED CAPITAL
Unlisted Options
During the financial year and to the date of this report there were no new options issued to Directors or staff. On 13
January 2014, 2,200,000 unlisted options exercisable at 14 cents lapsed, and on 31 October 2014, 6,000,000 unlisted
options exercisable at 10 cents, 1,500,000 unlisted options exercisable at 15 cents and 1,000,000 unlisted options
exercisable at 20 cents all lapsed. All options were issued for Nil consideration.
Since 30 June 2015 and up until the date of this report there have been no further options issued, although the newly
appointed Chief Executive Officer has been offered a package of 15,000,000 performance rights that will be issued
following shareholder approval at the Annual General Meeting in November 2015.
As at the date of this report unissued ordinary shares of the Company under option are:
Number of Options on Issue
Exercise Price
Expiry Date
11,000,000
2 cents each
30 June 2017
The above options represent unissued ordinary shares of the Company under option as at the date of this report. These
unlisted options do not entitle the holder to participate in any share issue of the Company.
The holders of unlisted options are not entitled to any voting rights until the options are exercised into ordinary shares.
The names of all persons who currently hold options granted are entered in a register kept by the Company pursuant to
Section 168(1) of the Corporations Act 2001 and the register may be inspected free of charge.
No person entitled to exercise any option has or had, by virtue of the option, a right to participate in any share issue of
any other body corporate.
CORPORATE STRUCTURE
Rubicon Resources Limited (ACN 115 857 988) is a Company limited by shares that was incorporated on 19 August
2005 and is domiciled in Australia.
EVENTS SUBSEQUENT TO BALANCE DATE
There has not arisen since the end of the financial year any item, transaction or event of a material and unusual nature
likely, in the opinion of the Directors of the Consolidated Entity to affect substantially the operations of the Consolidated
Entity, the results of those operations or the state of affairs of the Consolidated Entity in subsequent financial years
except for the following:
Completion of an entitlements issue of 59.8 million shares at 1.2 cents per share during August 2015 to raise $717,000
(before costs).
Annual Report 2015
13
DIRECTORS’ REPORT
Continued
LIKELY DEVELOPMENTS AND EXPECTED RESULTS OF OPERATIONS
Rubicon’s strategy has been covered elsewhere in this Annual Report.
In addition to continuing to support PacMoz as it grows its customer base and refines its services offering, Rubicon in
Mozambique will differentiate itself from the competition by addressing the challenges of local content. Specifically,
Rubicon will establish facilities in Mozambique to medically screen local candidates for fitness to work (operating as
Futuro Medical), train them (via Futuro Skills) to be gainfully employed in the target industries and, where appropriate
once employment has been secured, house them in camp accommodation to ensure they present for work in a fit state
(well rested, fed, dressed in PPE and transported to site).
Futuro Medical will target further revenues via the provision of these medical services to third party clients, and Futuro
Skills will offer training services to clients both at Rubicon’s Mozambican facility and at the clients’ sites, as well as offer
a range of community-interest training programmes.
PacMoz Lda was acquired by Rubicon in March 2015. PacMoz offers a broad suite of business support services
including company registrations, permits and licences, Human Resources services (immigration, expatriate visas,
recruitment, labour contracts and payroll), legal and financial services. These capabilities enable PacMoz to be the
foundation upon which further Mozambican business units will be built, i.e. the medical centre, training facility, and camp
accommodation.
The medical centre (Futuro Medical) will be run by a doctor who has extensive experience in the resources, oil & gas
(onshore and offshore) and marine industries. The services currently planned will include pre-employment and periodic
medical assessments that are risk-based and aligned to job requirements for all levels of employee (labourers through to
executives), monitoring of the full range of occupational health issues, managing workplace injuries, and delivering
primary health services (such as vaccinations). Futuro Medical will also offer on-site medical support to select clients.
The training centre (Futuro Skills) will offer training aligned to Australian standards (consistent with world’s best practice)
both at the client’s workplace and at Rubicon’s Pemba facility. The managers/operators of the training centre are
experienced training and development professionals from the Australian vocational training sector, with significant
experience in the oil & gas and resources sectors in emerging economies.
Rubicon will maintain its focus on the resources sector and plans to use cash flow from the PacMoz activities to rebuild
its capital base and use PacMoz's expertise and experience in Mozambique to seek advanced resource project
opportunities.
ENVIRONMENTAL REGULATION AND PERFORMANCE
The Consolidated Entity holds various exploration licences to regulate its exploration activities in Australia. These
licences include conditions and regulations with respect to the rehabilitation of areas disturbed during the course of its
exploration activities. So far as the Directors are aware there has been no known breach of the Consolidated Entity’s
licence conditions and all exploration activities comply with relevant environmental regulations.
INFORMATION ON DIRECTORS
As at the date of this report the Directors’ interests in shares and unlisted options of the Consolidated Entity are as
follows:
Director
Ian Macpherson
Richard Carcenac
Ian Buchhorn
Title
Directors’ Interests in
Ordinary Shares
Directors’ Interests in
Unlisted Options
Executive Chairman
Appointed on 18 October 2010
Chief Executive Officer and
Executive Director
Appointed on 16 June 2015
Non-Executive Director
Appointed on 19 August 2005
22,327,987
5,000,000
9,681,210
18,574,724
-
-
14
Annual Report 2015
DIRECTORS’ REPORT
Continued
DIRECTORS’ MEETINGS
The number of meetings of the Consolidated Entity’s Directors held in the period each Director held office during the
financial year and the numbers of meetings attended by each Director were:
Director
Board of Directors’ Meetings
Meetings Attended Meetings held while a Director
I Macpherson
R Carcenac (appointed 16 June 2015)
I Buchhorn
P Eaton (resigned 16 June 2015)
8
-
8
8
8
-
8
8
REMUNERATION REPORT
Recommendation 8.1 of
the ASX Corporate Governance Council’s Corporate Governance Principles and
Recommendations (2nd edition) states that the Board should establish a Remuneration Committee. The Board has
formed the view that given the number of Directors on the Board, this function could be performed just as effectively with
full Board participation. Accordingly it was resolved that there would be no separate Board sub-committee for
remuneration purposes.
This report details the amount and nature of remuneration of each Director of the Consolidated Entity and Executive
Officers of the Consolidated Entity during the year.
Overview of Remuneration Policy
The Board of Directors is responsible for determining and reviewing compensation arrangements for the Directors and
the executive team. The broad remuneration policy is to ensure that remuneration properly reflects the relevant person’s
duties and responsibilities, and that the remuneration is competitive in attracting, retaining and motivating people of the
highest quality. The Board believes that the best way to achieve this objective is to provide the Managing Director (or
equivalent) and the executive team with a remuneration package consisting of a fixed and variable component that
together reflects the person’s responsibilities, duties and personal performance. An equity based remuneration
arrangement for the Board and the executive team is in place. The remuneration policy is to provide a fixed
remuneration component and a specific equity related component, with no performance conditions. The Board believes
that this remuneration policy is appropriate given the stage of development of the Consolidated Entity and the activities
which it undertakes and is appropriate in aligning Director and executive objectives with shareholder and business
objectives.
The remuneration policy in regard to setting the terms and conditions for the Chief Executive Officer has been developed
by the Board taking into account market conditions and comparable salary levels for companies of a similar size and
operating in similar sectors.
Directors receive a superannuation guarantee contribution required by the government, which is currently 9.5% per
annum and do not receive any other retirement benefits. Some individuals, however, have chosen to sacrifice part or all
of their salary to increase payments towards superannuation.
All remuneration paid to Directors is valued at cost to the Consolidated Entity and expensed. Options are valued using
either the Black-Scholes methodology or the Binomial model. In accordance with current accounting policy the value of
these options is expensed over the relevant vesting period.
Non-Executive Directors
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. Independent external advice is sought
when required. The maximum aggregate amount of fees that can be paid to Non-Executive Directors is subject to
approval by shareholders at a General Meeting. The annual aggregate amount of remuneration paid to Non-Executive
Directors was approved by shareholders on 7 November 2006 and is not to exceed $200,000 per annum. Actual
remuneration paid to the Consolidated Entity’s Non-Executive Directors is disclosed below. Remuneration fees for Non-
Executive Directors are not linked to the performance of the Consolidated Entity. However, to align Directors’ interests
with shareholder interests, the Directors are encouraged to hold shares in the Consolidated Entity and have all received
options.
Annual Report 2015
15
DIRECTORS’ REPORT
Continued
REMUNERATION REPORT (Continued)
Senior Executives and Management
The Consolidated Entity aims to reward executives with a level of remuneration commensurate with their position and
responsibilities within the Consolidated Entity so as to:
Reward executives of the Consolidated Entity and individual performance against targets set by
reference to appropriate benchmarks;
Reward executives in line with the strategic goals and performance of the Consolidated Entity; and
Ensure that total remuneration is competitive by market standards.
Structure
Remuneration consists of the following key elements:
●
●
Fixed remuneration; and
Issuance of unlisted options or performance rights.
Fixed Remuneration
Fixed remuneration consists of base remuneration (which is calculated on a total cost basis including any employee
benefits e.g. motor vehicles) as well as employer contributions to superannuation funds.
The level of fixed remuneration is set so as to provide a base level of remuneration which is both appropriate to the
position and is competitive in the market.
Remuneration packages for the staff who report directly to the Managing Director (or equivalent) are based on the
recommendation of the Managing Director (or equivalent), subject to the approval of the Board in the annual budget
setting process.
Service Agreement
Mr Richard Carcenac was appointed Chief Executive Officer and an Executive Director on 16 June 2015. A summary of
his employment contract is as follows:
Term of agreement – Ongoing, subject to termination and notice periods;
Base Salary, $250,000 including superannuation;
The following performance rights have been proposed subject to shareholders approval at the 2015 Annual
General Meeting;
7,500,000 Class A performance rights subject to meeting specific performance criteria achieved within
24 months;
7,500,000 Class B performance rights subject to meeting specific performance criteria achieved within
36 months; and
Termination of employment by either party requires three month’s written notice.
Mr Andrew Ford was appointed Chief Operating Officer from 11 November 2011 and is employed under a standard
contract of employment requiring one month notice period.
Details of the nature and amount of each element of the remuneration of each Director and Executive Officer of Rubicon
Resources Limited paid/accrued during the year are as follows:
Primary
Post-
Employment
Equity
Compensation
2014/2015
Base
Salary/Fees
$
Motor
Vehicle/Bonus
$
Superannuation
Contributions
$
Directors
I Macpherson – Executive Chairman (i)
R Carcenac – Chief Executive Officer (ii)
P Eaton – Non-Executive (iii)
I Buchhorn – Non-Executive
Executives
S Middlemas - Company Secretary (iv)
A Ford – Chief Operating Officer
80,000
9,512
19,167
25,000
64,000
106,413
-
-
-
-
-
-
3,386
903
1,821
-
-
10,109
Options
Total
$
-
-
-
-
-
-
$
83,386
10,415
20,988
25,000
64,000
116,522
16
Annual Report 2015
DIRECTORS’ REPORT
Continued
REMUNERATION REPORT (Continued)
2013/2014
Primary
Base
Salary/Fees
$
Post-
Employment
Motor
Vehicle/Bonus
$
Equity
Compensation
Superannuation
Contributions
$
Directors
I Macpherson – Executive Chairman (i)
P Eaton – Non-Executive (iii)
I Buchhorn – Non-Executive
Executives
S Middlemas - Company Secretary (iv)
A Ford – Chief Operating Officer
110,544
35,000
43,750
46,120
184,625
-
-
-
-
-
4,984
3,237
-
-
17,078
Options
Total
$
$
27,050
-
-
-
21,633
142,578
38,237
43,750
46,120
223,336
(i)
Mr Macpherson was appointed Executive Chairman from 1 December 2011 when he assumed additional executive duties which were compensated
by a consultancy arrangement at $5,000 per month, reduced to $3,333 per month from 1 July 2014.
(ii) Mr Carcenac was appointed Chief Executive Officer and Executive Director on 16 June 2015. Prior to this he was employed via his private company
Dreamlink Pty Ltd as a consultant between 1 October 2014 until 16 June 2015 earning fees of $166,000.
(iii) Mr Eaton resigned from his position as a Non-Executive Director on 16 June 2015.
(iv) All fees for providing Company Secretarial services were paid to Sparkling Investments Pty Ltd.
Other than the Directors and Executive Officers disclosed above there were no other Executive Officers who received
emoluments during the financial year ended 30 June 2015.
INDEMNIFYING OFFICERS AND AUDITOR
During the year the Company paid an insurance premium to insure certain officers of the Consolidated Entity. The
officers of the Consolidated Entity covered by the insurance policy include the Directors named in this report.
The Directors and Officers Liability insurance provides cover against all costs and expenses that may be incurred in
defending civil or criminal proceedings that fall within the scope of the indemnity and that may be brought against the
officers in their capacity as officers of the Consolidated Entity. The insurance policy does not contain details of the
premium paid in respect of individual officers of the Consolidated Entity. Disclosure of the nature of the liability cover
and the amount of the premium is subject to a confidentiality clause under the insurance policy.
The Consolidated Entity has not provided any insurance for an auditor of the Consolidated Entity.
Share-based compensation
The terms and conditions of each grant of options affecting remuneration in this or future reporting periods are as
follows:
Ian Macpherson
Andrew Ford
Other Staff
Granted
Date of
Grant
Number
5,000,000 20 Nov 2013 20 Nov 2013
3,000,000 10 Sep 2013 10 Sep 2013
3,000,000 10 Sep 2013 10 Sep 2013
Terms & Conditions for each Grant
Option
Date of
Value ($)
Vesting
0.0054
0.0072
0.0072
Exercise
Price ($)
0.02
0.02
0.02
Expiry Date
30 Jun 2017
30 Jun 2017
30 Jun 2017
There were no amounts payable on the issue of the options, and there are no performance conditions attached. All
options previously issued are now fully vested and are exercisable at any time. When exercisable, each option is
convertible into one ordinary share of Rubicon Resources Limited.
AUDITORS’ INDEPENDENCE DECLARATION
Section 370C of the Corporations Act 2001 requires the Consolidated Entity’s auditors Butler Settineri (Audit) Pty
Limited, to provide the Directors of the Consolidated Entity with an Independence Declaration in relation to the audit of
the financial report. This Independence Declaration is attached and forms part of this Directors’ Report.
NON-AUDIT SERVICES
The external auditors have not undertaken any non-audit work during the financial year.
PROCEEDINGS ON BEHALF OF THE CONSOLIDATED ENTITY
No person has applied for leave of Court to bring proceedings on behalf of the Consolidated Entity or intervene in any
proceedings to which the Consolidated Entity is a party for the purpose of taking responsibility on behalf of the
Consolidated Entity for all or any part of those proceedings. The Consolidated Entity was not party to any such
proceedings during the year.
Annual Report 2015
17
DIRECTORS’ REPORT
Continued
REMUNERATION REPORT (Continued)
CORPORATE GOVERNANCE
In recognising the need for the highest standards of corporate behaviour and accountability, the Directors of the
Consolidated Entity support and have adhered to the principles of corporate governance. The Consolidated Entity’s
corporate governance practices have been disclosed in Appendix 4G in accordance with ASX listing rule 4.7.3 at the
same time as the annual report is lodged with the ASX. Further information about the Company’s corporate governance
practices is set out on the Company’s website at www.rubiconresources.com.au. In accordance with the
recommendations of the ASX, information published on the website includes codes of conduct and other policies and
procedures relating to the Board and its responsibilities.
DATED at Perth this 30th day of September 2015
Signed in accordance with a resolution of the Directors
Ian Macpherson
Executive Chairman
Competent Persons Statement
The information in this report that relates to Exploration is based on information compiled by Andrew Ford who is a Member of the
Australasian Institute of Mining and Metallurgy. Andrew Ford is a full time employee of Rubicon Resources Limited and has sufficient
experience that is relevant to the style of mineralization and type of deposit under consideration, and to the exploration activity that is
being 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”. Andrew Ford has consented to the inclusion in this report of the matters
based on his information in the form and context that it appears.
18
Annual Report 2015
AUDITOR’S INDEPENDENCE
DECLARATION
Annual Report 2015
19
CONSOLIDATED STATEMENT
OF COMPREHENSIVE INCOME
For the year ended 30 June 2015
THE CONSOLIDATED ENTITY
Other income
Employee expenses
Non-Executive Directors’ fees
Insurance expenses
Consolidated Entity Consultants fees
Corporate expenses
Depreciation
Rent
Employee costs recharged to capitalised exploration
Expense of share-based payments
Exploration Written off
Other expenses
Loss before income tax
Income tax
Net loss attributable to members of the Consolidated
Entity
Other Comprehensive Loss net of tax
Total Comprehensive Loss
Basic earnings/(loss) per share
(cents per share)
Diluted earnings/(loss) per share
(cents per share)
NOTES
2
3
3
3
5
15
21
21
2015
$
189,572
286,179
122,706
15,878
231,378
53,396
8,440
45,343
(196,552)
-
467,149
91,751
936,096
16,245
952,341
-
2014
$
12,184
330,273
197,515
19,348
46,120
50,640
5,235
109,074
(331,033)
70,316
1,432,417
86,628
2,004,349
-
2,004,349
-
952,341
2,004,349
(0.43) cents
(1.24) cents
(0.43) cents
(1.24) cents
The above Consolidated Statement of Comprehensive Income should be read in conjunction with the Consolidated
Entity accompanying notes.
20
Annual Report 2015
CONSOLIDATED STATEMENT
OF FINANCIAL POSITION
As at 30 June 2015
NOTES
2015
$
2014
$
ASSETS
CURRENT ASSETS
Cash and cash equivalents
Other receivables
Other assets
TOTAL CURRENT ASSETS
NON-CURRENT ASSETS
Plant and equipment and motor vehicles
Intangibles
Capitalised mineral exploration expenditure
TOTAL NON-CURRENT ASSETS
TOTAL ASSETS
LIABILITIES
CURRENT LIABILITIES
Trade and other payables
Provisions
TOTAL CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Contributed equity
Reserves
Accumulated losses
22(a)
6
7
8
10
11
12
13
163,900
252,154
-
416,054
56,972
372,600
657,901
1,087,473
1,503,527
473,029
7,769
480,798
480,798
205,915
2,220
13,517
221,652
17,808
-
904,200
922,008
1,143,660
32,521
482
33,003
33,003
1,022,729
1,110,657
14(a)
16
15
15,933,284
15,085,096
651,581
656,956
(15,583,736)
(14,631,395)
Equity attributable to equity holders in the Company
Non Controlling Interests
TOTAL EQUITY
1,001,129
21,600
1,022,729
1,110,657
-
1,110,657
The above Consolidated Statement of Financial Position should be read in conjunction with the Consolidated Entity’s
accompanying notes.
Annual Report 2015
21
CONSOLIDATED STATEMENT
OF CHANGES IN EQUITY
For the year ended 30 June 2015
Notes Contributed
Equity
Share Based
Payment
Reserve
Foreign
Currency
Translation
Reserve
Losses
Total
BALANCE AT 1 JULY 2013
14,831,596
586,640
-
(12,627,046)
2,791,190
TOTAL COMPREHENSIVE INCOME
TRANSACTIONS WITH OWNERS IN
THEIR CAPACITY AS OWNERS
Shares issued during the year
Directors and Employees options
BALANCE AT 30 JUNE 2014
TOTAL COMPREHENSIVE INCOME
TRANSACTIONS WITH OWNERS IN
THEIR CAPACITY AS OWNERS
253,500
-
15,085,096
-
70,316
656,956
Shares issued during the year
14(b)
848,188
-
-
-
Exchange related movements
BALANCE AT 30 JUNE 2015
-
-
-
-
(5,375)
(2,004,349)
(2,004,349)
253,500
70,316
-
(14,631,395)
1,110,657
(952,341)
(952,341)
-
-
848,188
(5,375)
15,933,284
656,956
(5,375)
(15,583,736)
1,001,129
The above Consolidated statement of changes in equity should be read in conjunction with the Consolidated Entity’s
accompanying notes.
22
Annual Report 2015
CONSOLIDATED STATEMENT
OF CASHFLOWS
For the year ended 30 June 2015
Cash flows from operating activities
Receipts from customers
Interest received
Payments to suppliers and employees (inclusive of goods
and services tax)
NOTES
2015
2014
$
$
114,043
4,383
-
12,184
(639,856)
(534,176)
Net cash used in operating activities
22(b)
(521,430)
(521,992)
Cash flows from investing activities
Payments for exploration and evaluation
Proceeds (Payments) for plant and equipment
and motor vehicles
Net cash used in investing activities
Cash flows from financing activities
Proceeds from loan
Proceeds from the issue of shares (net of fees)
Net cash provided by financing activities
Net increase (decrease) in cash held
Cash at the beginning of the financial year
Exchange rate movements
Funds received from subsidiary purchase
Cash at the end of the financial year
22(a)
(220,850)
(660,279)
7,625
-
(213,225)
(660,279)
50,000
443,545
493,545
(241,110)
205,915
(12,195)
211,290
163,900
-
253,500
253,500
(928,771)
1,134,686
-
-
205,915
The above Consolidated Statement of Cash Flows should be read in conjunction with the Consolidated Entity’s
accompanying notes.
Annual Report 2015
23
NOTES TO THE FINANCIAL
STATEMENTS
1.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
For the year ended 30 June 2015
The principal accounting policies adopted in preparing the financial report of the Company, Rubicon Resources
Limited and its controlled entity (“Rubicon” or “Consolidated Entity”), are stated to assist in a general
understanding of the financial report. These policies have been consistently applied to all the years presented,
unless otherwise indicated.
Rubicon Resources Limited is a Company limited by shares incorporated and domiciled in Australia whose
shares are publicly traded on the official list of the Australian Stock Exchange. The financial statements are
presented in Australian dollars which is the Consolidated Entity’s functional currency.
(a)
Basis of Preparation
This general purpose financial report has been prepared in accordance with Australian Accounting
Standards (including Australian Interpretations) adopted by the Australian Accounting Standards Board
and the Corporations Act 2001.
Rubicon Resources Limited is a for-profit entity for the purpose of preparing the financial statements.
The financial report has been prepared on the basis of historical costs and does not take into account
changing money values or, except where stated, current valuations of non-current assets.
The financial report was authorised for issue by the Directors.
Going Concern
The Company incurred a loss for the year of $952,341 (2014: $2,004,350) and a net cash outflow from
operating activities of $521,430 (2014: $521,992).
At 30 June 2015 the Group had cash assets of $163,900 (2014: $205,914) and working capital of
$64,744 (2014: $188,649).
Although the above are indicative of a material uncertainty, following the entitlements issue during
August 2015 to raise $717,000 (before costs), the directors have prepared cash flow forecasts that
indicate that the consolidated entity will have sufficient cash flows to cover its activities for a period of 12
months from the date of this report. Based on this information, the Directors consider it appropriate that
the financial statements be prepared on a going concern basis.
(b)
Use of Estimates and Judgements
The preparation of financial statements requires management to make judgements, estimates and
assumptions that affect the application of accounting policies and reported amounts of assets and
liabilities, income and expenses. Actual results may differ from these estimates. Estimates and
underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are
recognised in the period in which the estimate is revised and in any future periods affected. None of the
balances reported have been derived from estimates.
(c)
Basis of Consolidation
Controlled Entity
The consolidated financial statements comprise the financial statements of Rubicon Resources Limited
and its subsidiary as at 30 June each year.
The financial statements of the subsidiary are prepared for the same reporting period as the parent
company, using consistent accounting policies.
In preparing the consolidated financial statements, all intercompany balances and transactions, income
and expenses and profit and losses resulting from intra-group transactions have been eliminated in full.
The subsidiary is fully consolidated from the date on which control is transferred to the consolidated
entity and ceases to be consolidated from the date on which control is transferred out of the
consolidated entity.
The acquisition of the subsidiary has been accounted for using the purchase method of accounting. The
purchase method of accounting involves allocating the cost of the business combination to the fair value
of the assets acquired and the liabilities and contingent liabilities assumed at the date of acquisition.
Accordingly, the consolidated financial statements include the results of the subsidiary for the period
from their acquisition.
24
Annual Report 2015
NOTES TO THE FINANCIAL
STATEMENTS
Continued
For the year ended 30 June 2015
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Joint Ventures
Joint ventures are those entities over whose activities the consolidated entity has joint control,
established by contractual agreement.
In the consolidated entity’s financial statements, investments in joint ventures are carried at cost.
Details of these interests are shown in Note 28.
Interests in joint ventures have been brought to account by including the appropriate share of the
relevant assets, liabilities and costs of the joint ventures in their relevant categories in the financial
statements.
(d)
Income Tax
The income tax expense or revenue for the period is the tax payable on the current period’s taxable
income based on the income tax rate adjusted by changes in deferred tax assets and liabilities
attributable to temporary differences between the tax bases of assets and liabilities and their carrying
amounts in the financial statements, and to unused tax losses.
Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to
apply when the assets are recovered or liabilities are settled, based on those tax rates which are
enacted. The relevant tax rates are applied to the cumulative amounts of deductible and taxable
temporary differences to measure the deferred tax asset or liability. An exception is made for certain
temporary differences arising from the initial recognition of an asset or a liability. No deferred asset or
liability is recognised in relation to those temporary differences if they arose in a transaction, other than
a business combination, that at the time of the transaction did not affect either accounting profit or
taxable profit or loss.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it
is probable that future taxable amounts will be available to utilise those temporary differences and
losses.
Current and future tax balances attributable to amounts recognised directly in equity are also recognised
directly in equity.
(e)
Revenue Recognition
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the
Consolidated Entity and the revenue can be reliably measured. The following specific recognition criteria
must also be met before revenue is recognised:
Interest income
Interest revenue is recognised on a time proportionate basis that takes into account the effective yield
on the financial asset.
(f)
Cash and Cash Equivalents
Cash and short-term deposits in the balance sheet comprise cash at bank and in hand and short term
deposits with an original maturity of three months or less.
For the purposes of the Consolidated Statement of Cash Flows, cash and cash equivalents consist of
cash and cash equivalents as defined above, which are readily convertible to cash on hand and which
are used in the cash management function on a day-to-day basis.
(g)
Employee Entitlements
Liabilities for wages and salaries, annual leave and other current employee entitlements expected to be
settled within 12 months of the reporting date are recognised in other payables in respect of employees’
services up to the reporting date and are measured at the amounts expected to be paid when the
liabilities are settled. Liabilities for non-accumulating sick leave are recognised when the leave is taken
and measured at the rates paid or payable.
Contributions to employee superannuation plans are charged as an expense as the contributions are
paid or become payable.
Annual Report 2015
25
NOTES TO THE FINANCIAL
STATEMENTS
Continued
For the year ended 30 June 2015
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
(h)
Plant and equipment and motor vehicles
Each class of plant and equipment and motor vehicles is carried at cost or fair value less, where
applicable, any accumulated depreciation and impairment losses.
Plant and equipment and motor vehicles
Plant and equipment and motor vehicles are stated at cost less accumulated depreciation and any
impairment in value.
The carrying values of plant and equipment and motor vehicles are reviewed for impairment when
events or changes in circumstances indicate the carrying value may not be recoverable.
For an asset that does not generate largely independent cash flows, the recoverable amount is
determined for the cash-generating unit to which the asset belongs.
If any such indication exists where the carrying values exceed the estimated recoverable amount, the
assets or cash generating units are written down to their recoverable amount.
Depreciation
Depreciable non-current assets are depreciated over their expected economic life using either the
straight line or the diminishing value method. Profits and losses on disposal of non-current assets are
taken into account in determining the operating loss for the year. The depreciation rate used for each
class of assets is as follows:
Plant & equipment
Motor vehicles
20 - 33%
22.5%
(i)
Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the amount of goods and services tax (“GST”),
except where the amount of GST incurred is not recoverable from the Australian Taxation Office
(“ATO”). 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 are stated with the amount of GST included. GST incurred is claimed from
the ATO when a valid tax invoice is provided. The net amount of GST recoverable from, or payable to,
the ATO is included as a current asset or liability in the balance sheet.
Cash flows are included in the statement of cash flows on a gross basis. The GST components of cash
flows arising from investing and financing activities which are recoverable from, or payable to, the ATO
are classified as operating cash flows.
(j)
Payables
These amounts represent liabilities for goods and services provided to the Consolidated Entity prior to
the end of the financial year and which are unpaid. The amounts are unsecured and are usually paid
within 30 days of recognition.
(k)
Contributed Equity
Issued capital is recognised as the fair value of the consideration received by the Company.
Any transaction costs arising on the issue of ordinary shares are recognised directly in equity as a
reduction of the share proceeds received.
26
Annual Report 2015
NOTES TO THE FINANCIAL
STATEMENTS
Continued
For the year ended 30 June 2015
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
(l)
Exploration and Evaluation Expenditure
Mineral exploration and evaluation expenditure incurred is accumulated in respect of each identifiable
area of interest and is subject to impairment testing. These costs are carried forward only if they relate
to an area of interest for which rights of tenure are current and in respect of which:
such costs are expected to be recouped through the successful development and exploitation of the
area of interest, or alternatively by its sale; or
exploration and/or evaluation activities in the area have not reached a stage which permits a
reasonable assessment of the existence or otherwise of economically recoverable reserves and
active or significant operations in, or in relation to, the area of interest are continuing.
In the event that an area of interest is abandoned or if the Directors consider the expenditure to be of
reduced value, accumulated costs carried forward are written off in the year in which that assessment is
made. 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.
Where a mineral resource has been identified and where it is expected that future expenditures will be
recovered by future exploitation or sale, the impairment of the exploration and evaluation is written back
and transferred to development costs. Once 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.
Costs of site restoration and rehabilitation are recognised when the Consolidated Entity has a present
obligation, the future sacrifice of economic benefits is probable and the amount of the provision can be
reliably estimated.
The amount recognised as a provision is the best estimate of the consideration required to settle the
present obligation at the reporting date, taking into account the risks and uncertainties surrounding the
obligation. Where a provision is measured using the cash flows estimated to settle the present
obligation, its carrying amount is the present value of those cash flows.
Exploration and evaluation assets are assessed for impairment if:
(i) sufficient data exists to determine technical feasibility and commercial viability, and
(ii) facts and circumstances suggest that the carrying amount exceeds the recoverable amount.
For the purpose of impairment testing, exploration and evaluation assets are allocated to cash-
generating units to which the exploration activity relates. The cash generating unit shall not be larger
than the area of interest.
Once the technical feasibility and commercial viability of the extraction of mineral resources in an area of
interest are demonstrable, exploration and evaluation assets attributable to that area of interest are first
tested for impairment and then re-classified from intangible assets to mining property and development
assets within property, plant and equipment.
(m)
Earnings per Share
Basic earnings per share (“EPS”) are calculated based upon the net profit/(loss) divided by the weighted
average number of shares. Diluted EPS are calculated as the net profit/(loss) divided by the weighted
average number of shares and dilutive potential shares.
(n)
Leases
Leases are classified at their inception as either operating or finance leases based on the economic
substance of the agreement so as to reflect the risks and benefits incidental to ownership.
The minimum lease payments of operating leases, where the lessor effectively retains substantially all of
the risks and benefits of ownership of the leased item, are recognised as an expense on a straight- line
basis over the term of the lease.
Annual Report 2015
27
NOTES TO THE FINANCIAL
STATEMENTS
Continued
For the year ended 30 June 2015
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
(o)
Share-based payment transactions
The Company provides benefits to employees (including Directors and Consultants) of the Consolidated
Entity in the form of share-based payment transactions, whereby employees render services in
exchange for shares or rights over shares (“Equity–settled transactions”).
There is currently one plan in place to provide these benefits being an Employee Share Option Plan
(“ESOP”) which provides benefits to Directors, Consultants and Senior Executives.
The cost of these equity-settled transactions is measured by reference to fair value at the date at which
they are granted. The fair value is determined by an external valuer using the either the Black-Scholes
or Binomial model.
In valuing equity-settled transactions, no account is taken of any performance conditions, other than
conditions linked to the price of the shares of Rubicon Resources Limited (“market conditions”).
The cost of equity settled securities is recognised, together with a corresponding increase in equity, over
the period in which the performance conditions are fulfilled, ending on the date on which the relevant
employees become fully entitled to the award (“vesting date”).
Where the Consolidated Entity acquires some form of interest in an exploration tenement or an
exploration area of interest and the consideration comprises share-based payment transactions, the fair
value of the equity instruments granted is measured at grant date. The cost of equity securities is
recognised within capitalised mineral exploration and evaluation expenditure, together with a
corresponding increase in equity.
(p)
Comparative Figures
When required by Accounting Standards, comparative figures have been adjusted to conform to
changes in presentation for the current financial year.
(q)
Financial risk management
The Board of Directors has overall responsibility for the establishment and oversight of the risk
management framework, to identify and analyse the risks faced by the Consolidated Entity. These risks
include credit risk, liquidity risk and market risk from the use of financial instruments. The Consolidated
Entity has only limited use of financial instruments through its cash holdings being invested in short
term interest bearing securities. The primary goal of this strategy is to maximise returns while
minimising risk through the use of accredited Banks with a minimum credit rating of A1 from Standard &
Poors. The Consolidated Entity has no debt, and working capital is maintained at its highest level
possible and regularly reviewed by the full board.
(r)
New accounting standards and interpretations
Certain new accounting standards and interpretations have been published that are not mandatory for
30 June 2015 reporting periods, and have not been adopted by the Consolidated Entity. The
Consolidated Entity's assessment of the impact of these new standards and interpretations is that they
will have no material impact and will only effect disclosure provisions in the December 2015 half year
and 2016 full year accounts.
28
Annual Report 2015
NOTES TO THE FINANCIAL
STATEMENTS
Continued
For the year ended 30 June 2015
2.
OTHER INCOME
Interest
Other income
3.
EXPENSES
Contributions to employees superannuation
plans
Depreciation - plant and equipment
Exploration written off
Share based payment expense
2015
$
2014
$
2,774
186,798
189,572
12,184
-
12,184
17,719
8,440
36,604
5,235
467,149
1,432,417
-
70,316
Provision for employee entitlements
3,478
(12,253)
4.
AUDITORS’ REMUNERATION
Audit – Butler Settineri (Audit) Pty Limited
Audit and review of the financial statements
16,995
16,335
5.
INCOME TAX
No income tax is payable by the Consolidated Entity as it has incurred losses for income
tax purposes for the year, so current tax, deferred tax and tax expense is $Nil (2014 -
$Nil).
(a)
Numerical reconciliation of income tax expense to prima facie tax payable
Loss from continuing operations
(952,340)
(2,004,349)
Tax at the tax rate of 30% (2014: 30%)
(285,702)
(601,305)
2015
$
2014
$
Tax effect of amounts which are deductible in
calculating taxable income:
Non-deductible expenses
Other allowable expenditure
Deferred tax asset not brought to account
Income tax expense
(b)
Tax losses
-
9,523
259,934
16,245
21,163
(4,023)
584,165
-
Unused tax losses for which no deferred tax
asset has been recognised
9,554,488
8,810,109
Potential tax benefit at 30%
2,866,346
2,643,033
Annual Report 2015
29
NOTES TO THE FINANCIAL
STATEMENTS
Continued
For the year ended 30 June 2015
5.
INCOME TAX (continued)
(c)
Unbooked Deferred Tax Assets and Liabilities
Unbooked deferred tax assets comprise:
Provisions/Accruals/Other
4,787
290
Tax losses available for offset against future
taxable income
Unbooked deferred tax liabilities comprise:
Capitalised mineral exploration and evaluation
expenditure
(d)
Franking credits balance
3,000,534
3,016,900
3,005,321
3,017,190
3,005,321
3,017,190
The Consolidated Entity has no franking credits available as at 30 June 2015 (2014: $Nil).
6.
OTHER RECEIVABLES
Current
Trade receivables
Other receivables
7.
OTHER ASSETS
Current
Prepayments
8.
PLANT AND EQUIPMENT AND MOTOR VEHICLES
Plant and office equipment
At cost
Accumulated depreciation
Motor vehicles
At cost
Accumulated depreciation
Reconciliation
Reconciliation of the carrying amounts for each class of
plant and equipment and motor vehicles are set out below:
Plant and office equipment
Carrying amount at beginning of the year
Additions
PacMoz subsidiary addition
Depreciation
Carrying amount at the end of the year
30
Annual Report 2015
246,962
5,192
252,154
-
2,220
2,220
-
13,517
233,352
179,622
(187,331)
(171,814)
46,021
7,808
12,873
(1,922)
10,951
56,972
7,808
2,375
43,313
(7,475)
46,021
53,831
(43,831)
10,000
17,808
13,043
-
-
(5,235)
7,808
NOTES TO THE FINANCIAL
STATEMENTS
Continued
8.
PLANT AND EQUIPMENT AND MOTOR VEHICLES (continued)
For the year ended 30 June 2015
2015
$
2014
$
Motor vehicles
Carrying amount at beginning of the year
Disposals
PacMoz subsidiary addition
Depreciation
Carrying amount at the end of the year
10,000
(10,000)
11,916
(965)
10,951
10,000
-
-
-
10,000
9.
INVESTMENTS
Non-Current
During the year Rubicon Resources Limited disposed of its investment in Rubicon Madencilik A.S. which was
incorporated in 2013 for $Nil value (2014 $Nil). On 25 March 2015, Rubicon purchased a 60% interest in the
Mozambican Company PacMoz Lda for an amount of 22,500,000 Fully Paid ordinary shares in Rubicon and
30,000,000 A Class Performance Shares and 30,000,000 B Class Performance Shares (refer note 14) with a
total combined value of $405,000.
Particulars in relation to the controlled entity
Rubicon Resources Limited is the parent entity.
Name of Controlled entity
PacMoz Lda (1)
Rubicon Madencilik A.S. (2)
Class of
Shares
Ordinary
Ordinary
Equity Holding
2015
2014
60%
0%
0%
100%
(1) Rubicon purchased 60% of the issued capital of PacMoz Lda on 25 March 2015 through the issue of shares.
(2) On 1 April 2013 Rubicon Madencilik A.S. was incorporated in Turkey as a wholly-owned controlled entity of the Company – this was disposed on for $Nil on 14 August
2014.
Acquisition of controlled entity
On 25 March Rubicon acquired 60% of the voting interests in the Mozambican Company PacMoz Lda. The
acquisition was undertaken through the issue of 22,500,000 fully paid ordinary shares (share price at the date of
acquisition 1.8 cents per share), and 30,000,000 Class A Performance Shares and 30,000,000 Class B
Performance shares (refer note 14). BDO Corporate Finance was engaged to value the Performance Shares and
have determined that the probability of the hurdle conditions being achieved to be less than 50% and have
therefore deemed the value of the Performance Shares to be $Nil. So the acquisition value has been set at the
deemed value of the fully paid ordinary shares of $405,000. Revenue from PacMoz for the three month period
since the purchase consolidated into the Group accounts totalled $172,117 and net profit of $37,999 after tax.
Identifiable assets acquired and liabilities assumed
The following table summarises the recognised amounts of assets acquired and liabilities assumed at the
acquisition date.
Cash and cash equivalents
Receivables
Plant and Equipment
Payables
Provisions
Loans
Total Identifiable net assets acquired
Value of 60% of assets acquired
Price Paid for acquisition
Goodwill on acquisition
$
211,290
166,120
58,434
(298,602)
(3,934)
(79,308)
54,000
32,400
405,000
372,600
For the year ended 30 June 2015
Annual Report 2015
31
NOTES TO THE FINANCIAL
STATEMENTS
Continued
10.
INTANGIBLES
2015
$
2014
$
Cost brought forward
Goodwill on Acquisition of PacMoz Lda
(refer Note 9 above for details)
-
372,600
-
-
The carrying value of the goodwill for PacMoz was subject to impairment testing in
accordance with the accounting standards. A valuation was undertaken using a
discounted cashflow model based on current cashflows with a proposed growth rate of
15% and a discount rate of 12% and it was determined there was no impairments
required. The carrying value of the intangible is expected to be finite and will be
evaluated on a six month basis in the future.
11.
CAPITALISED MINERAL EXPLORATION
EXPENDITURE
Non-Current
In the exploration phase
Cost brought forward
904,200
1,676,337
Add: Expenditure incurred during the year (at
cost)
Less sale of project
220,850
660,280
-
-
Exploration expenditure written off
(467,149)
(1,432,417)
657,901
904,200
The recoupment of costs carried forward is dependent on the successful development
and/or commercial exploitation or alternatively sale of the respective areas of interest.
12.
TRADE AND OTHER PAYABLES
Current (Unsecured)
Trade creditors
Other creditors and accruals
Loan from Director related entity
290,697
132,332
50,000
473,029
5,541
26,980
-
32,521
Included within trade and other creditors and accruals is an amount of $Nil (2014-
$325) relating to exploration expenditure.
13.
PROVISIONS
Current
Employee entitlements
7,769
482
14.
CONTRIBUTED EQUITY
(a)
Ordinary Shares
248,304,498 (2014: 181,304,498) fully paid
ordinary shares
15,933,284
15,085,096
For the year ended 30 June 2015
32
Annual Report 2015
NOTES TO THE FINANCIAL
STATEMENTS
Continued
14.
CONTRIBUTED EQUITY (continued)
(b)
Share Movements during the Year
2015
2014
Number of
Shares
$
Number of
Shares
$
Beginning of the financial year
181,304,498
15,085,096
145,304,498
14,831,596
New share issues during the year
Shares issued to Staff 1 cents/share
-
-
3,000,000
30,000
Placements during the year (1)
44,500,000
485,000
33,000,000
231,000
Shares issued in PacMoz purchase (2)
22,500,000
405,000
-
Less costs of share issues
(41,812)
-
(7,500)
248,304,498
15,933,284
181,304,498
15,085,096
Notes:
(1)
Private Placement of 27,000,000 Fully Paid Ordinary shares made to sophisticated Investors at an issue
price of 0.5 cents per share to raise $135,000 on 27 August 2014.
Private Placement of 12,500,000 Fully Paid Ordinary shares made to sophisticated Investors at an issue
price of 2.0 cents per share to raise $250,000 on 22 December 2014.
Private Placement of 5,000,000 Fully Paid Ordinary shares made to sophisticated Investors at an issue
price of 2.0 cents per share to raise $100,000 on 12 March 2015.
(2)
On 25 March 2015, Rubicon finalised the purchase of a 60% interest in PacMoz Lda through the issue
of 22,500,000 fully paid ordinary shares at a deemed share price at the time of the issue of 1.8 cents per share
equating to $405,000. The Company also issued 30,000,000 Class A performance shares and 30,000,000 Class
B performance shares which have a number of hurdles rates to be achieved prior to each Performance share
converting into one Fully Paid Ordinary Share (refer (d) below).
(c)
Unlisted Options
There were no unlisted options issued in 2015 (2014 – 11,000,000), and 8,500,000 unlisted options lapsed during
the year (2014 – 2,200,000) as a result of time expiry. As a consequence the number of Unlisted options on
issue at 30 June 2015 and at the date of this report were 11,000,000 (2014 – 19,500,000). There were no other
options issued to staff under the Rubicon Share Option Plan (refer Note 15).
(d)
Performance Shares
On 25 March 2015, the Company issued the following Performance Shares as part of the purchase of a 60%
interest in PacMoz Lda.
1. 30,000,000 Tranche A Performance Shares convertible into 30,000,000 Fully Paid Ordinary Shares upon the
achievement by PacMoz of either:
(a) 250,000 gold ounce JORC compliant resource or equivalent mineral on a resource asset:
(i) owned by PacMoz as at the date of the issue of the Performance Shares; or
(ii) acquired by the Company in connection with the Company's analysis of the Mozambique IP made
available to the Company as at the date of issue of the Performance Shares; or
(b) combined turnover/gross income of the PacMoz Group in a 12 month period or fiscal period of at least
$1,250,000 based on the PacMoz accounts with the net profit after tax not less than 15% of the turnover/gross
income.
2. 30,000,000 Tranche B Performance Shares convertible into 30,000,000 Fully Paid Ordinary Shares upon the
achievement by PacMoz of either:
(a) 500,000 gold ounce JORC compliant resource or equivalent mineral on a resource asset:
(i) owned by PacMoz as at the date of the issue of the Performance Shares; or
(ii) acquired by the Company in connection with the Company's analysis of the Mozambique IP made
available to the Company as at the date of issue of the Performance Shares; or
(b) combined turnover/gross income of the PacMoz Group in a 12 month period or fiscal period of at least
$2,000,000 based on the PacMoz accounts with the net profit after tax not less than 15% of the turnover/gross
income.
Annual Report 2015
33
NOTES TO THE FINANCIAL
STATEMENTS
Continued
For the year ended 30 June 2015
14.
CONTRIBUTED EQUITY (continued)
(e)
Share Based Payments
The expense recognised in the income statement in relation to share-based payments is disclosed in Note 3.
The average remaining contractual life for the share options outstanding as at 30 June 2015 is 2 years (2014:
between 0.4 and 3 years). The exercise price for options outstanding at the end of the year was 2 cents (2014:
between 2 cents and 20 cents). The fair value of options granted during the year was $Nil (2014 - $70,316).
The fair value of the equity-settled share options granted is estimated as at the date of grant using a Black-
Scholes model taking into account the terms and conditions upon which the options were granted.
The following table lists the inputs to the model used for the options issued during the year ended 30 June 2014:
Date of Issue
Number of Options
Volatility (%)
Risk-free interest rate (%)
Expected life of option (years)
Exercise price (cents)
Share price at grant date (cents)
Value per option (cents)
10 Sept 2013
6,000,000
130%
3.42%
3.83
2
0.10
0.0721
20 Nov 2013
5,000,000
130%
3.42%
3.58
2
0.08
0.0541
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.
(f)
Terms and Conditions of Contributed Equity
Ordinary Shares
The Company is a public Company limited by shares. The Company was incorporated in Perth, Western Australia.
The Company’s shares are limited whereby the liability of its members is limited to the amount (if any) unpaid on
the shares respectively held by them.
Ordinary shares have the right to receive dividends as declared and, in the event of the winding up of the
Company, to participate in the proceeds from the sale of all surplus assets in proportion to the number of shares
held.
Ordinary shares which have no par value, entitle their holder to one vote, either in person or by proxy, at a meeting
of the Company.
The Company’s objectives when managing capital are to safeguard their ability to continue as a going concern, so
that they may continue to provide returns for shareholders and benefits for other stakeholders.
(g)
Capital Risk Management
Due to the nature of the Consolidated Entity’s activities, being mineral exploration, the Consolidated Entity does
not have ready access to credit facilities, with the primary source of funding being equity raisings. Therefore, the
focus of the Consolidated Entity’s capital risk management is the current working capital position against the
requirements to meet exploration programmes and corporate overheads. The Consolidated Entity’s strategy is to
ensure appropriate liquidity is maintained to meet anticipated operating requirements, with a view to initiating
appropriate capital raisings as required. The working capital position of the Consolidated Entity were as follows:
Cash and cash equivalents
Trade and other receivables
Other assets
Trade and other payables
Provisions
Working capital position
34
Annual Report 2015
2015
$
2014
$
163,900
252,154
-
205,915
2,220
13,517
(473,029)
(32,521)
(7,769)
(482)
(64,744)
188,649
NOTES TO THE FINANCIAL
STATEMENTS
Continued
15.
ACCUMULATED LOSSES
For the year ended 30 June 2015
Accumulated losses at the beginning of the year
14,631,395
12,627,046
Net loss attributable to members
952,341
2,004,349
Accumulated losses at the end of the year
15,583,736
14,631,395
16.
RESERVES
Reserves
Share Option Reserve
Foreign Currency Translation Reserve
Total Reserves
As represented by:
Share Option Reserve
656,956
(5,375)
651,581
656,956
-
656,956
Balance at the beginning of the year
656,956
586,640
Add: Amounts expensed in current year
-
70,316
Balance at the end of the year
656,956
656,956
Share Option reserve
The share option reserve comprises any equity settled share based payment transactions. The reserve will be
reversed against share capital when the underlying share options are exercised.
Foreign Currency Translation Reserve
Balance at the beginning of the year
Add/(Subtract) movements during the current year
Balance at the end of the year
-
(5,375)
(5,375)
-
-
-
Foreign Currency Translation reserve
The foreign currency translation reserve comprises movements in the foreign currency translation of self-
sustaining foreign entities being consolidated.
17.
OPTION PLAN
The establishment of the Rubicon Resources Limited Employee Share Option Plan (“the Plan”) was approved
by special resolution at a General Meeting of shareholders of the Consolidated Entity held on 22 November
2011. All eligible Directors, Executive Officers, Employees and Consultants of Rubicon Resources Limited who
have been continuously employed by the Consolidated Entity are eligible to participate in the Plan.
The Plan allows the Consolidated Entity to issue free options to eligible persons. The options can be granted
free of charge and are exercisable at a fixed price calculated in accordance with the Plan.
Options issued under the Plan have up to a 24 month vesting period prior to exercise, except under certain
circumstances whereby options may be capable of exercise prior to the expiry of the vesting period.
Annual Report 2015
35
NOTES TO THE FINANCIAL
STATEMENTS
Continued
18.
RELATED PARTIES
For the year ended 30 June 2015
Full remuneration details for Directors and Executives are included in the Directors’ report where the information
has been audited as indicated. During the current financial year the only transaction with a director, was an entity
related to Ian Macpherson, which loaned the Company $50,000 on normal commercial terms (unsecured, interest
rate of 5%, repayable within 12 months). The loan will be repaid from the proceeds of the entitlements issue.
There were no other transactions with Directors or Executives in the current year (2014 - $Nil).
Movement in Shares
The aggregate numbers of shares and options of the Company held directly, indirectly or beneficially by Directors
and Executive Officers of the Consolidated Entity or their personally-related entity are as follows:
2014/2015
Mr I Macpherson
Mr R Carcenac
Mr P Eaton (1)
Mr I Buchhorn
Mr R Middlemas
Mr A Ford
2013/2014
Mr I Macpherson
Mr P Eaton
Mr I Buchhorn
Mr R Middlemas
Mr A Ford
1 July
2014
17,542,389
-
1,475,000
14,859,777
3,256,368
400,000
1 July
2013
17,542,389
1,475,000
8,859,777
2,756,368
-
Ordinary Shares
Purchases
Disposals
7,500,000
-
-
-
Purchases
-
6,000,000
499,900
400,000
-
-
(1,475,000)
-
-
-
Disposals
-
-
-
-
-
30 June
2015
17,542,389
7,500,000
-
14,859,777
3,256,268
400,000
30 June
2014
17,542,389
1,475,000
14,859,777
3,256,268
400,000
Unlisted Options
30 June
2015
5,000,000
-
-
-
-
3,000,000
30 June
2014
7,500,000
4,000,000
2,000,000
-
3,000,000
30 June
2014
7,500,000
-
4,000,000
2,000,000
-
3,000,000
30 June
2013
2,500,000
4,000,000
2,000,000
1,000,000
1,000,000
(1) Deemed disposal when left the board
19.
EXPENDITURE COMMITMENTS
(a) Exploration
The Consolidated Entity has certain obligations to perform minimum exploration work on mineral leases held.
These obligations may vary over time, depending on the Consolidated Entity’s exploration programmes and
priorities. As at balance date, total exploration expenditure commitments on tenements held by the Consolidated
Entity have not been provided for in the financial statements and those which cover the following twelve month
period amount to $82,880 (2014: $242,880). These obligations are also subject to variations by farm-out
arrangements or sale of the relevant tenements.
(b) Operating Lease Commitments
There were no operating lease commitments as at 30 June 2015 (2014 - $Nil).
(c) Capital Commitments
The Consolidated Entity had no capital commitments at 30 June 2015 (2014 - $Nil).
20.
SEGMENT INFORMATION
The Consolidated Entity has operated predominantly in one segment involved in the mineral exploration and
development industry in Australia. Following the purchase of PacMoz in March 2015 there are two geographic
segments being Australia and Mozambique and these are treated as distinct segments. Detailed information on
the segments is as follows:
Year ended 30/6/2015
Revenue
Operating Profit (Loss) before tax
Tax
Net Profit (Loss) after tax
Segment Assets
Segment Liabilities
Australia
Mozambique
Total
$
$
$
17,455
(990,340)
0
(990,340)
1,142,369
186,290
172,117
54,244
(16,245)
37,999
361,158
294,508
189,572
(936,096)
(16,245)
(952,341)
1,503,527
480,798
36
Annual Report 2015
NOTES TO THE FINANCIAL
STATEMENTS
Continued
For the year ended 30 June 2015
21.
EARNINGS/ (LOSS) PER SHARE
The following reflects the loss and share data used in
the calculations of basic and diluted earnings/ (loss) per share:
$ $
2015
2014
Earnings/ (loss) used in calculating basic
and diluted earnings/ (loss) per share
Weighted average number of ordinary shares used in
calculating basic earnings/ (loss) per share:
Effect of dilutive securities
Share options*
Adjusted weighted average number of ordinary shares
used in calculating diluted earnings/ (loss) per share
(952,340)
(2,004,349)
Number of Shares Number of Shares
2015
2014
218,034,635
161,304,498
-
-
218,034,635
161,304,498
Basic and diluted loss per share (cents per share)
0.43 cents
1.24 cents
*Non-dilutive securities
As at balance date, 11,000,000 unlisted options (30 June 2014: 19,500,000) which represent potential ordinary
shares were not dilutive as they would decrease the loss per share.
22.
NOTES TO THE STATEMENT OF CASH FLOWS
(a) Cash and Cash Equivalents
Cash at the end of the financial year as shown in
the statement of cash flows is reconciled to the
related items in the balance sheet as follows:
2015
2014
$
$
Cash on hand
Cash at bank
Deposits at call
5,551
137,344
21,005
163,900
200
16,840
188,875
205,915
(b) Reconciliation of the loss from ordinary activities
after income tax to the net cash flows
used in operating activities
Loss from ordinary activities after income tax
(952,341)
(2,004,349)
Non-cash items:
Depreciation
Exploration written-off
Exchange Movement
8,296
5,235
467,149
1,432,418
(2,431)
Expense of share-based payments
-
70,316
Change in operating assets and liabilities:
Decrease (Increase) in prepayments
Decrease (Increase) in receivables
Increase in trade creditors and accruals
Increase in employee entitlements
Net cash outflows used in operating activities
(c) Stand-By Credit Facilities
13,517
(93,398)
34,112
3,666
521,430
1,342
721
(15,422)
(12,253)
521,992
As at 30 June 2015 the Consolidated Entity has a business credit card facility available totalling $20,000 of which
$5,080 (2014 - $501) was utilised.
(d) Non Cash Financing and Investing Activities
There were an amount of 22,500,000 new Fully Paid Ordinary Shares and 60,000,000 Performance Shares
issued to purchase the interest in PacMoz Lda at a deemed value of $405,000 (refer Note 14).
Annual Report 2015
37
NOTES TO THE FINANCIAL
STATEMENTS
Continued
23.
FINANCIAL INSTRUMENTS
For the year ended 30 June 2015
The Consolidated Entity's activities expose it to a variety of financial risks and market risks. The Consolidated
Entity's overall risk management program focuses on the unpredictability of financial markets and seeks to
minimise potential adverse effects on the financial performance of the Consolidated Entity.
(a) Interest Rate Risk
The Consolidated Entity’s exposure to interest rate risk, which is the risk that a financial instrument’s value will
fluctuate as a result of changes in market, interest rates and the effective weighted average interest rates on
those financial assets, is as follows:
2015
Notes Weighted
Average
Effective
Interest
%
Funds Available Fixed Interest
at a Floating
Interest Rate
Rate
$
$
Assets/
(Liabilities)
Non Interest
Bearing
$
Total
$
Financial Assets
Cash and
cash equivalents
Other receivables
22(a)
6
2.0%
-
Total Financial Assets
Financial Liabilities
Payables
11
-
Total Financial Liabilities
21,005
-
_________
21,005
_________
-
_________
-
_________
137,344
-
5,551
252,154
163,900
252,154
137,344
257,705
416,054
-
-
(473,029)
(473,029)
(473,029)
(473,029)
Net Financial Assets
21,005
137,344
(215,324)
(56,975)
2014
Financial Assets
Cash and
cash equivalents
Other receivables
22(a)
6
2.41%
-
Total Financial Assets
Financial Liabilities
Payables
11
-
Total Financial Liabilities
153,475
-
_________
153,475
_________
-
_________
-
_________
41,550
-
10,890
2,220
205,915
2,220
41,550
13,110
208,135
-
-
(32,521)
(32,521)
(32,521)
(32,521)
Net Financial Assets
153,475
41,550
(19,411)
175,614
(b)
Credit Risk
The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance date, is
the carrying amount, net of any provisions for doubtful debts, as disclosed in the balance sheet and in the notes
to the financial statements.
The Consolidated Entity does not have any material credit risk exposure to any single debtor or group of debtors,
under financial instruments entered into by it.
38
Annual Report 2015
NOTES TO THE FINANCIAL
STATEMENTS
Continued
For the year ended 30 June 2015
23.
FINANCIAL INSTRUMENTS (Continued)
(c) Commodity Price Risk and Liquidity Risk
At the present state of the Consolidated Entity’s operations it has minimal commodity price risk and limited
liquidity risk due to the level of payables and cash reserves held. The Consolidated Entity’s objective is to
maintain a balance between continuity of exploration funding and flexibility through the use of available cash
reserves.
(d) Net Fair Values
For assets and other liabilities, the net fair value approximates their carrying value. No financial assets and
financial liabilities are readily traded on organised markets in standardised form. The Consolidated Entity has no
financial assets where the carrying amount exceeds net fair values at balance date.
The aggregate net fair values and carrying amounts of financial assets and financial liabilities are disclosed in the
statement of financial position and in the notes to the financial statements.
24.
EMPLOYEE ENTITLEMENTS AND SUPERANNUATION COMMITMENTS
Employee Entitlements
The aggregate employee entitlement liability is disclosed in Note 13.
Directors, Officers, Employees and Other Permitted Persons Option Plan
Details of the Consolidated Entity’s Directors, Officers, Employees and Other Permitted Persons Option Plan are
disclosed in Note 17.
Superannuation Commitments
The Consolidated Entity contributes to individual employee accumulation superannuation plans at the statutory
rate of the employees’ wages and salaries, in accordance with statutory requirements, to provide benefits to
employees on retirement, death or disability.
Accordingly no actuarial assessments of the plans are required.
Funds are available for the purposes of the plans to satisfy all benefits that would have been vested under the
plans in the event of:
termination of the plans;
voluntary termination by all employees of their employment; and
compulsory termination by the employer of the employment of each employee.
During the year employer contributions (including salary sacrifice amounts) to superannuation plans totaled
$17,719 (2014: $28,383).
25.
CONTINGENT LIABILITIES
There were no material contingent liabilities not provided for in the financial statements of the Consolidated Entity
as at 30 June 2015 other than:
Native Title and Aboriginal Heritage
Native title claims have been made with respect to areas which include tenements in which the Consolidated
Entity has an interest. The Consolidated Entity is unable to determine the prospects for success or otherwise of
the claims and, in any event, whether or not and to what extent the claims may significantly affect the
Consolidated Entity or its projects. Agreement is being or has been reached with various native title claimants in
relation to Aboriginal Heritage issues regarding certain areas in which the Consolidated Entity has an interest.
PacMoz loans from Vendors
As part of the purchase of a 60% interest in PacMoz Lda, an amount of $200,000 of vendor loans which were
created against internally generated goodwill were reversed on consolidation. The Vendors of PacMoz have
agreed in the purchase agreement to write off the loans upon completion of the transaction including the exercise
of the option to purchase the balance of 40% of PacMoz and the conversion of the Performance Shares by the
end of two years. The loans will not be called in PacMoz Lda during this time and no interest is payable. In the
event that the option is not exercised the Board believes that it will be due to the expected growth of PacMoz not
being achieved and in this event it is unlikely that the investment in PacMoz will be maintained, and the group will
never be liable for the loans.
Annual Report 2015
39
NOTES TO THE FINANCIAL
STATEMENTS
Continued
26.
EVENTS SUBSEQUENT TO BALANCE DATE
For the year ended 30 June 2015
There has not arisen since the end of the financial year any item, transaction or event of a material and unusual
nature likely, in the opinion of the Directors of the Consolidated Entity to affect substantially the operations of the
Consolidated Entity, the results of those operations or the state of affairs of the Consolidated Entity in subsequent
financial years except for as follows:
- Completion of an entitlements issue of 59.8 million shares at 1.2 cents per share during August 2015 to raise
$717,000 (before costs).
27.
PARENT COMPANY
(a) Financial Position
As at 30 June 2015
Assets
Total current assets
Total non-current assets
Total Assets
Liabilities
Total current liabilities
Total non-current liabilities
Total Liabilities
Net Assets
Equity
Issued capital
Reserves
Accumulated losses
Total Equity
Loss for the year
Other comprehensive income
Total comprehensive loss for the year
(b) Guarantees entered into by the Parent
2015
$
87,116
1,005,523
1,142,369
186,290
-
186,290
956,079
2014
$
219,220
909,225
1,128,445
33,003
-
33,003
1,095,442
15,933,641
656,956
(15,634,517)
15,085,096
656,956
(14,646,610)
956,079
1,095,442
987,908
-
987,908
2,030,163
-
2,030,163
Rubicon Resources Limited has not entered into a deed of cross guarantee with its wholly-owned subsidiary.
(c) Contingent liabilities of the Parent
Rubicon Resources Limited had no contingent liabilities at 30 June 2015 (2014 - Nil).
(d) Capital commitment of the Parent
Rubicon Resources Limited’s capital commitments are disclosed in Note 19.
40
Annual Report 2015
NOTES TO THE FINANCIAL
STATEMENTS
Continued
For the year ended 30 June 2015
28.
INTERESTS IN JOINT VENTURES
Interests in Joint Ventures
Rubicon has the following Joint Venture Interests:
Peters Dam Joint Venture (Silver Lake Resources Limited (“Silver Lake”) 69%, Rubicon diluting)
The Peters Dam Joint Venture comprises approximately 200km2 of Rubicon tenements in the southern Yindarlgooda
project. Silver Lake has earned an initial 51% by spending $1.5M. Silver Lake manages the joint venture and is currently
sole funding it with Rubicon being diluted. Rubicon can elect to contribute to the exploration program at six monthly
intervals (one off right) to maintain its interest.
Queen Lapage Joint Venture (Silver Lake Resources Limited ("Silver Lake") 60%, Rubicon diluting)
The Queen Lapage Joint Venture comprises approximately 100km2 of Rubicon tenements in the northern Yindarlgooda
project. Silver Lake has earned an initial 51% by spending $1.0M. Silver Lake manages the joint venture and is currently
sole funding it with Rubicon being diluted.
Mt McLeay Joint Venture Agreement (Brimstone Resources Limited 61%)
The Mt McLeay Project covers Rubicon tenements to the northwest of the Rocky Dam Yindarlgooda tenements. Brimstone
has earned an initial 51% by spending $300,000. Brimstone manages and sole funds the joint venture.
In July 2015 Brimstone agreed to purchase Rubicon’s Joint Venture equity for a cash consideration of $100,000, subject to
a final decision following initial exploration work. A non-refundable deposit of $25,000 was received during August 2015,
and the balance of $75,000 is payable prior to 31 December 2015 if the transaction proceeds. Brimstone will manage the
tenements until the cash payment has been paid.
The joint ventures are not separate legal entities. They are contractual arrangements between the participants under the
signed JV agreements.
The joint ventures do not hold any assets and accordingly the Consolidated Entity’s share of exploration, evaluation and
development expenditure is accounted for in accordance with the policy set out in note 1.
There are no capital commitments or contingent liabilities associated with any of the Consolidated Entity’s Joint Venture
arrangements.
Annual Report 2015
41
DIRECTORS’ DECLARATION
In the opinion of the Directors of Rubicon Resources Limited (“the Consolidated Entity”):
(a)
the financial statements and notes, set out on pages 11 to 32, are in accordance with the Corporations Act 2001,
including:
(i)
(ii)
complying with Accounting Standards in Australia and the Corporations Regulations 2001 and other
mandatory professional reporting requirements; and
giving a true and fair view of the financial position of the Consolidated Entity as at 30 June 2015 and of its
performance, as represented by the results of its operations, for the financial year ended on that date.
(b)
there are reasonable grounds to believe that Rubicon Resources Limited will be able to pay its debts as and
when they become due and payable.
The Directors have been given the declarations required by section 295A of the Corporations Act 2001 from the Managing
Director and the Company Secretary for the financial year ended 30 June 2015.
This declaration is made in accordance with a resolution of the Directors.
Signed at Perth this 30th day of September 2015
Ian Macpherson
Executive Chairman
42
Annual Report 2015
INDEPENDENT AUDITOR’S
REPORT
Annual Report 2015
43
INDEPENDENT
AUDITOR’S REPORT
Continued
44
Annual Report 2015
ASX ADDITIONAL
INFORMATION
SUB-PROJECT
TENEMENT ID
EQUITY %
DATE
GRANTED
SUB-PROJECT
TENEMENT ID
EQUITY %
DATE
GRANTED
YINDARLGOODA
YINDARLGOODA (CONTINUED)
Yindarlgooda
E27/00430
100
25-Jan-2011
Mt McLeay JV
P27/01711
Yindarlgooda
E27/00431
Yindarlgooda
E27/00443
100
100
Pending
Mt McLeay JV
P27/01748
04-Jul-11
Mt McLeay JV
P27/01749
Yindarlgooda
E27/00449
100
12-Sep-2012
Mt McLeay JV
P27/01990
Yindarlgooda
E27/00454
Yindarlgooda
E27/00456
100
100
Pending
Mt McLeay JV
P27/01954
Pending
Mt McLeay JV
P27/01979
Yindarlgooda
P27/01949
100
22-Sep-2008
Mt McLeay JV
P27/02006
39
39
39
39
39
39
39
40
40
40
40
28-May-2008
28-May-2008
28-May-2008
11-Dec-2009
19-Feb-2009
29-Oct-2009
29-Jun-2010
25-Mar-2011
23-Mar-2006
1-Nov-2006
28-Apr-2006
Peter Dam JV
E26/00153
Peter Dam JV
E26/00154
Peter Dam JV
E15/00869
Peter Dam JV
E25/00307
Peter Dam JV
E25/00376
Peter Dam JV
E25/00433
Peter Dam JV
E25/00434
Peter Dam JV
P26/03819
Peter Dam JV
P26/03820
Peter Dam JV
P26/03821
31
31
31
31
31
31
31
31
31
31
6-May-2011
Queen Lapage JV
E25/00455
6-May-2011
Queen Lapage JV
E25/00273
21-Dec-2005
Queen Lapage JV
E25/00326
21-Jun-2005
Queen Lapage JV
E27/00291
30-Jan-2009
JEEDAMYA
22-Nov-2010
Kookynie
E40/00293
100
4-May-2011
22-Nov-2010
CANOBIE
15-Jun-2011
Canobie JV
EPM177767
100
9-May-2012
15-Jun-2011
CANOBIE
15-Jun-2011
Canobie JV
EPM177767
100
9-May-2012
Annual Report 2015
45
ASX ADDITIONAL
INFORMATION
Continued
Pursuant to the Listing Requirements of the Australian Stock Exchange Limited, the shareholder information set out
below was applicable as at 13 October 2015.
A.
Distribution of Equity Securities
Analysis of numbers of shareholders by size of holding:
Distribution
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
More than 215,000
Totals
Number of
Shareholders
102
72
48
379
238
839
Number of
Shares
19,651
166,252
361,871
18,055,608
295,638,944
314,242,326
There were 318 holders of less than a marketable parcel of ordinary shares.
B.
Substantial Shareholders
An extract of the Company’s Register of Substantial Shareholders (who holds 5% or more of the issued capital) is set out below:
Shareholder Name
A Emerton & Associates
I Macpherson & Associates
Colin Ikin
IJ Buchhorn & related entities
C.
Twenty Largest Shareholders
The names of the twenty largest holders of quoted shares are listed below:
Shareholder Name
Emerton Athol
HSBC Custody Nom Aust Ltd
Ikin Colin Robert
Hazurn PL
FATS PL
Kurana PL
FATS PL
Kurana PL
FATS PL
Carcenac RAE & TJ
Triton Minerals Ltd
Amaresense PL
Prince Raymond John
Citicorp Nom PL
CVRD Aust EA PL
Adaptive Mgnt PL
Carcenac Tania Jane
Middlemas RS & Wolseley J
Carcenac RAE & TJ
Barker Bruce G & WA
Issued Ordinary Shares
Number of
Shares
40,646,218
22,327,987
21,000,000
18,574,721
Percentage of
Shares
12.93%
7.10%
6.68%
5.92%
Listed Ordinary Shares
Number
Percentage Quoted
35,000,000
28,265,293
21,000,000
9,819,883
9,375,000
6,981,728
6,702,987
6,328,172
6,250,000
6,250,000
5,555,555
4,807,374
4,500,000
4,303,301
4,000,000
4,000,000
3,320,000
3,232,215
3,125,000
3,007,192
____________
175,823,700
____________
11.14%
8.99%
6.68%
3.12%
2.98%
2.22%
2.13%
2.01%
1.99%
1.99%
1.77%
1.53%
1.43%
1.37%
1.27%
1.27%
1.06%
1.03%
0.99%
0.96%
__________
55.93%
__________
D.
Unquoted Options
Options
Number of Options
Unlisted options exercisable at 2 cents each by 30 June 2017
E.
Voting Rights
11,000,000
11,000,000
___________
In accordance with the Company’s Constitution, voting rights in respect of ordinary shares are on a show of
hands whereby each member present in person or by proxy shall have one vote and upon a poll each share
shall have one vote
46
Annual Report 2015
NOTES
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