ST BARBARA MINES LIMITED
2004
Annual Report to Shareholders
Auditors
PricewaterhouseCoopers
QV1 Building
250 St Georges Terrace
Perth WA 6000
Solicitors
Freehills
250 St George’s Terrace
Perth, Western Australia, 6000
Stock Exchange Listing
Shares in St Barbara Mines Limited are quoted on both the
Australian Stock Exchange Limited and the AIM (London
Stock Exchange).
Ticker symbol: SBM
St Barbara Mines Limited Annual Report 2004
ST BARBARA MINES LIMITED
ABN 36 009 165 066
and its controlled entities
FINANCIAL REPORT
30 JUNE 2004
Contents
Corporate Profi le .......................................................IFC
Joint Report by Chairman
and Managing Director ................................................. 2
Management Discussion and Analysis
- Financial Review .......................................................... 4
- Meekatharra Operations ............................................. 6
- Meekatharra Landbank ............................................... 8
- NuStar Investment ..................................................... 10
- Resources Statement .................................................. 12
- OH&S, Welfare and Environment ............................ 13
Corporate Goverance .................................................. 14
Five Year Summary ...................................................... 16
Statutory information and fi nancial report
- Directors’ report ........................................................ 18
- Statement of fi nancial performance .......................... 27
- Statement of fi nancial position .................................. 28
- Statement of cash fl ows ............................................. 29
- Notes to the fi nancial statements ............................... 30
- Directors’ declaration ................................................ 67
- Independent audit report ........................................... 68
Statement of Shareholders .......................................... 70
Corporate Profi le
St Barbara Mines Limited is listed on both the Australian
Stock Exchange and the AIM (London Stock Exchange)
(ticker symbol SBM) with over 11,000 shareholders.
The two largest shareholders are Resource Capital Fund II
LP (Denver/Washington) with 21.86 percent and Ocean
Resource Capital Holdings (London) with 10.13 percent
of the issued capital.
The Company’s principal asset is a dominant tenement
position in the East Murchison gold fi eld and a 100 percent
owned 3 million tonne per annum treatment plant
(currently on care and maintenance) at Meekatharra.
The Company is also the largest shareholder in
NuStar Mining Corporation Limited, the 100% owner
and operator of the Paulsens high grade shallow
underground gold mine where the fi rst gold pour is
scheduled for May 2005.
The Company vision is to become a successful explorer and
developer focused on gold, nickel and copper in Australia.
Annual General Meeting
The Annual General Meeting will be held
at 3pm on 29 November 2004 at the Conference Suite,
Level 8, Exchange Plaza, 2 The Esplanade
Perth Western Australia.
Shareholder Information ............................................. 72
All shareholders are invited to attend.
Board of Directors
Colin Wise (Non-executive Chairman)
Eduard Eshuys (Managing Director and CEO)
Hank Tuten (Non-executive Director)
Mark Wheatley (Non-executive Director)
Company Secretary
Lee Boyd
Registered Offi ce
Level 2
16 Ord Street
West Perth
Western Australia 6005
Telephone:
+61 8 9476 5555
Facsimile:
+61 8 9476 5500
E-mail: perth@stbarbara.com.au
Web-site: www.stbarbara.com.au
Share Registry
Australia:
Advanced Share Registry Services
Level 7, 200 Adelaide Terrace
Perth WA 6000
Telephone:
+61 8 9221 7288
Facsimile:
+61 8 9221 7869
United Kingdom:
Computershare Investor Services PLC
The Pavilions, Bridgwater Road
Bristol BS99 7NH, England
Telephone:
+44 870 703 6088
Facsimile:
+44 870 703 6142
ADR Depositary
The Bank of New York
ADR Division
101 Barclay Street
New York NY10286 USA
Telephone:
+1 212 815 2218
Bankers
Commonwealth Bank of Australia
150 St George’s Terrace
Perth, Western Australia, 6000
A rich heritage…
“Meekatharra is a rising mining centre which
has come rapidly to the fore of late. It is situated
about 25 miles north of Nannine to the east
of the Abbott’s road in the ranges, and ten miles
from Garden Gully. The prospector’s claim
has a well-defi ned reef of blue sugary quartz
showing fi ne gold, and another, a parallel reef
to the eastward from 10ft to 12ft through.
This claim was lately sold by Soich and Party,
the prospectors, to Mr L. Darlot, who
purchased with a view to fl otation on
the English market”.
Source: Geraldton Express newspaper 1897
… and much
unfi nished business
1
St Barbara Mines Limited Annual Report 2004
Joint Report by Chairman
and Managing Director
In view of the special circumstances in which we were appointed as Directors
by shareholders on 20 July 2004, we consider it appropriate to jointly report to
shareholders about corporate activities since then, with the activities for the 2003/04
year being covered elsewhere in this annual report.
Completion at the end of August 2004 of the review of the Company’s assets and
liabilities by the international accounting fi rm of Deloitte’s facilitated the identifi cation
of all assets and their status, and outstanding corporate debts and liabilities.
This enabled the Board to better assess the corporate, fi nancial and technical issues
confronting the Company.
As a consequence, the Board decided to substantially reduce its 54.8% controlling
interest in NuStar Mining Corporation Limited (“NuStar”) and utilise the funds
generated to retire the Company’s secured and other creditors, to recommence
exploration at the Company’s 100% owned Paddy’s Flat property at Meekatharra,
Western Australia and support the research of other opportunities.
The share swap of 5 NuStar shares for 4 St Barbara shares mentioned below has been
proposed to facilitate the orderly separation of the two companies and a realignment
of relevant shareholders to their preferred interest in either St Barbara or NuStar.
This divestment in NuStar is occurring as follows:
• the sale of an initial tranche of 100 million shares at 4 cents per share, has been
completed;
• an agreement for the sale to NuStar of the 5% Paulsen’s royalty for $5.1 million has
been signed. A cash deposit of $1.3 million has been received with the balance due
to be paid following approval by shareholders of St Barbara and NuStar respectively,
at their Annual General Meetings to be held on 29 November 2004;
• the swap of up to 240 million of the Company’s shares in NuStar for St Barbara
shares in the agreed ratio of 1.25 NuStar shares for each Company share is also
subject to approval by shareholders in both companies; and
• the grant of an option to Claymore Capital to purchase a further 100 million of
the Company’s shares in NuStar at 5 cents per share will remain current until
16 May 2005.
Assuming this option is exercised by Claymore, the remaining 102 million shares
held by the Company in NuStar (an interest of approximately 10.3% of NuStar) will
continue to be held as a strategic investment.
Prior to 30 June 2004, the Company had divested itself of previously 100% owned
substantial land holdings at Meekatharra. This occurred by entry into a number of
joint venture agreements with the incoming parties earning a fully participating joint
venture interest by contributing exploration funds over some years in priority to the
Company. These arrangements will require an expenditure of $6.5m during the
12 month period ending 30 June 2005.
This level of expenditure will result in considerable drilling activity on a number of
highly prospective targets. In all but one of these joint ventures, St Barbara continues
as the manager of the joint venture.
The Bluebird treatment plant, 15 kilometres south of Meekatharra, has a 3 million
tonnes per annum capacity but is currently idle and on care and maintenance.
Its estimated replacement cost exceeds $50 million and as a consequence, the early
re-commencement of plant operations remains an important strategic objective for the
Company to pursue and is one of the key reasons behind the Company’s decision to
immediately commence drilling of several targets at Paddy’s Flat. A prime objective
in this regard is to re-establish gold production and positive cashfl ow at the Bluebird
processing plant.
Australia is and remains highly prospective for gold, copper and nickel. The increase
in demand for all metals and subsequent increase in metal prices has improved the
attractiveness of exploring for these metals.
A number of opportunities which may lead to the discovery of large mineral deposits
are being pursued by St Barbara. Our principal focus will be in Western Australia and
Queensland. Exploration will be balanced between grass roots conceptual targeting
and brown fi elds exploration seeking to extend the known mineralisation. Our initial
exploration budget including drilling, on 100% owned targets for the balance of the
2005 fi nancial year, is expected to be in the range $3.0 - $3.5 million, and will be
funded from working capital.
We believe that with metals markets continuing in a strong growth phase, there are
currently some exciting opportunities in Australia.
Colin Wise
Non-Executive Chairman
Eduard Eshuys
Managing Director and CEO
3
St Barbara Mines Limited Annual Report 2004
Financial Review
The Company recorded a consolidated net loss of $24.3 million.
Lower gold sales revenue and write-downs largely associated with the
operations and the exploration portfolio were the dominant elements.
Financial Performance
Gold revenue from operations at $22.0 million was lower
as a consequence of lower throughput (campaign milling
and cessation of operations in the second half of the year),
and lower grade due to processing of low grade stockpiles.
The average realised price of $546 per ounce refl ects the
average spot price, as all production was sold into spot.
The net operating cost of production (equivalent to the
Gold Institute total cash cost) at $606 per ounce refl ected
the lower throughput, grade and recovery.
A loss before interest, tax, depreciation and amortisation
of $24.3 million was determined after close to breakeven
operations, after state royalties ($0.5 million), all exploration
costs ($5.7 million), a loss on plant/equipment sales
($2.3 million-principally the Komatsu face shovel),
mine development and exploration JV and tenement
write-downs ($5.6 million) and diminution in value of
investment held by the subsidiary company ($0.3 million).
Other revenue includes the sale of the Dioro investment at
$4.98 million and the Burnakura tenements for $1.0 million.
Interest costs were lower refl ecting the conversion of the
RCF loan to equity mid-year.
The net loss attributable to outside equity interest in 2003
was limited to the net assets of NuStar Mining Corporation
Limited. With the completion of the capital raising in
December 2003, the net assets of the underlying entity
have increased suffi ciently so as not to restrict the loss
attributable to the outside equity interest for the year ended
30 June 2004.
Cash Flow Statement
On a consolidated basis, cash at the period end increased
to $12.8 million, largely due to the re-fi nancing of
54.8 percent subsidiary NuStar Mining Corporation
Limited, which completed a $21.0 million equity raising
(before fees) and a $1.0 million Convertible Note issue
(before fees) during the year and had a cash balance
of $12.9 million at year end.
During the year the Company also completed a placement
which raised $0.96 million, realised $9.6 million in plant
and investment sales, and received $0.5 million in released
environment bonds.
Furthermore, loan and fi nance repayments included the
RCF loan of $5.0 million in cash while the balance of
$7.65 million, including fees, was satisfi ed by an issue
of shares at 8 cents. Part of the Ocean Capital Convertible
Note ($2.8 million) was also converted into shares at 8 cents.
Financial Position
The Company’s equity increased by $6.9 million, largely
refl ecting the mine development and exploration write-downs
off-set by the interest in NuStar Mining Corporation Limited.
Lower current assets refl ected the sale of the Dioro
investment, the Komatsu sale, consumption and
obsolescent charge on consumable inventories offset
by increased cash balances.
Consolidated working capital improved from negative
$7.4 million to negative $1.3 million.
Interest bearing debt at balance date was $9.9 million,
a signifi cant reduction ($14.1 million) through the year.
The major outstanding component was the Ocean
Resource $4.4 million Convertible Note at 12% interest
(since converted to shares), $0.9 million Convertible Note
at 13.5% interest in the subsidiary with the balance being
lease and hire purchase liabilities.
Simplifi ed Statement of Financial Performance
($’000)
Simplifi ed Statement of Cashfl ows
($’000)
2004
21,972
10,460
2003
56,111
1,493
for the year ended 30 June
2004
2003
Operating Activities
Cash receipts
24,684
63,043
(11,607)
(9,095)
Payments – suppliers/employees
(31,712)
(63,256)
for the year ended 30 June
Gold revenue from operations
Other revenue
Earnings before interest, tax,
depreciation and amortisation
Depreciation
Amortisation and write-down of
mine development
Earning/(loss) before interest
and tax
(2,726)
(2,750)
(6,815)
(15,641)
(21,148)
(27,486)
Interest (expense)/income
(4,080)
(5,499)
Income tax expense
Outside equity interests
Net profi t/(loss)
-
913
252
(24,315)
(32,733)
International Accounting Standards
A reconciliation of Australian Generally Accepted Accounting
Principles to International Accounting Standards identifi ed no material
impact on net profi t or net assets of the consolidated entity.
Refer Note 34 to the Financial Statements for a reconciliation
of Australian Generally Accepted Accounting Principles to
International Accounting Standards.
Outlook
Financial Position
The fi nancial position improved post the year end July by
$8.1 million with a $3.7 million placement of shares
(to RCF, Ocean Resource Capital Holdings and other
investors) and the conversion of an outstanding
$4.4 million of interest-bearing Convertible Note to
shares at a strike price of 8 cents per share by Ocean
Resource Capital Holdings on 15 July 2004.
On 6 August 2004, Resource Capital Fund II L.P. Holdings
Limited advanced the Company $1.2 million for working capital
to be converted into shares as part of a future equity placement.
The timing and quantum of such a placement have not yet been
determined. The advance is interest free and unsecured.
Other (net)
Net cash fl ow
Investing Activities
Payments – exploration/evaluation/
development
Payments – listed investments
Investment sold
Sale –property/plant/equipment (net)
Net cash fl ow
Financing Activities
(1,614)
(8,642)
(341)
(554)
(5,043)
(13,050)
(500)
4,984
4,562
(365)
-
777
4,003 (12,638)
Loan and fi nance repayments
(8,091)
(2,263)
Repayment of convertible loan
Restricted cash (bonds)
Proceeds from borrowings
Issue of securities
Net cash fl ow
Cash – beginning of period
Net change in cash
Cash – end of period
-
(7,372)
465
(1,736)
4,500
20,017
16,891
597
8,493
7,635
4,757
9,032
12,252
(8,435)
12,849
597
Simplifi ed Statement of Financial Position
($’000)
as at 30 June
Assets
Current
Non-current
Total
Liabilities
Current
Non-current
Total
Net assets
Share capital & reserves
Accumulated losses
Outside equity interests
Total Equity
2004
2003
16,014
19,164
50,456
58,128
66,470
77,292
17,274
26,610
4,344
12,709
21,618
39,319
44,852
37,973
141,843
129,493
(115,835)
(91,520)
18,844
-
44,852
37,973
5
St Barbara Mines Limited Annual Report 2004
Meekatharra Operations
“Low grade stockpiles were depleted during the year and the
treatment plant placed on care and maintenance pending a review
of Paddys Flat underground resources and progress on establishing
new open pit positions”.
Paddys Flat
The development of Paddys Flat underground resources is
likely to be integral to the recommencement of production
at Meekatharra.
During the year, as part of the feasibility study, the
Company completed a 30 hole (9,700 metre) drill
programme at Prohibition and the adjoining Red Spider.
The down plunge drilling increased the resource inventory
by 170 percent to 270,000 ounces of gold. The combined
resource estimate, calculated by independent Cube
Consulting Pty Ltd using ordinary kriging, is 2.35 million
tonnes at 3.6 g/t (at a 1 g/t cut-off) and 0.77 million tonnes
at 5.2 g/t for 128,000 ounces at a 4 g/t cut-off.
The estimate includes Red Spider, a new and well defi ned
structure parallel to and shallower than Prohibition.
The geological setting suggests Prohibition and Red Spider
will continue to depth.
A review of the increased, multi-zoned Prohibition resource
and the updated Vivians resource identifi ed signifi cant
opportunities to reduce underground development metres
and resultant costs by repositioning the main Prohibition
decline closer to the ore zones, and reducing the
development necessary between Prohibition, Vivians and
Consols resources.
A base case pre feasibility study has now been completed.
Cube Consulting has reviewed the high grade Vivians and
Consols ore positions and identifi ed targets for investigation.
Treatment Plant
Mill throughput totaled 1.71 million tonnes, a decrease
on the previous year due to campaign milling (two weeks
operating – one week standby) during the second half of
the year and cessation of operations in mid-May 2004.
Mill feed comprised low grade material exclusively from
Paddys Flat stockpiles No. 1, 2 and 3. Production of
37,985 ounces was close to the original 40,000 ounce
estimate, allowing for the normal vagaries
of reprocessing stockpiled material.
The original concept of developing the low grade Batavia
open cut to supplement throughput was deferred.
On cessation of operations, trapped gold in the grinding
circuit, pump hoppers and leach tank was recovered and
the gold-in-carbon inventory reduced to minimum levels.
Milling operations are suspended pending fi nalisation of
the Paddys Flat development strategy and establishment
of additional open pit resources. A small maintenance
(and security) crew is completing a thorough mechanical
audit of the plant and refurbishing as appropriate.
Capital expenditure during the year was minimal.
The original strategy of completing fl ow sheet circuit
modifi cations to accommodate the processing of both soft
open cut and harder Paddys Flat underground ore was
deferred in favour of a reduced throughput strategy
aligned with current known resources.
Rehabilitation of the depleted Paddys Flat low grade
stockpile location was essentially complete with only minor
seeding outstanding.
Production and Sales Statistics
Period 12 months to 30 June
2004
2003
Ore mined (tonnes)
nil
483,041
Ore milled (tonnes)
1,711,300
2,284,599
Grade milled (g/t)
Recovery (%)
0.84
82.2
1.47
89.7
Gold produced (ounces)
37,985
96,611
Gold sold (ounces)
40,232
98,080
Paddys Flat Prohibition Pit - Blockmodel > 0 g/t Composite Cross
Section Facing North
7
St Barbara Mines Limited Annual Report 2004
Meekatharra Landbank
“With availability of funds for exploration constrained, a strategy
to maintain an interest in the land was achieved by joint venturing
signifi cant portions of the Meekatharra landbank.”
Regional Results
Exploration expenditure for the year by the Company and
joint venture partners totalled approximately $4.0 million.
A total of 25,500 metres of RAB/aircore was drilled in
509 holes as well as 17,250 metres of RC/core drilling
in 119 holes.
Infi ll RC drilling (19 holes for 3,000 metres) of the central
part of the Mulla Mulla east mineralised zone gave
considerable encouragement, with a best intersection
of 8 metres at 16.4 g/t.
Exploration at Kanji and Miniritchie, 6 km south of
Mulla Mulla, advanced through the year. At Kanji infi ll
and extension drilling has extended the strike length to
900 metres and at the adjacent Miniritchie, the strike length
has been extended to 600 metres.
At the Annean joint venture ground mapping has
occurred in the environs of Bluebird and Tuckanarra pits
preparatory to formulation of a drill programme for the
December 2004 quarter.
At the Lights of Asia prospect (Cue joint venture) the joint
venture partner completed 57 RC holes, with the target
zone extended to 400 metres strike and 150 metres down
dip. The deposit is described as open to the north and
down dip.
More recently a low level, high resolution aeromagnetic
survey was fl own to identify structural targets under shallow
cover in the Cue joint venture ground.
Future Exploration
The Company will, as a consequence of the prospectivity
of Paddy’s Flat (having produced 2 million ounces of gold
to date) and the joint venturing described above, focus its
exploration at Paddy’s Flat, which is 15km’s north of the
Company’s Bluebird processing plant.
Strategy
St Barbara holds a large tenement position in the
Murchison region with commensurate signifi cant rates
and rent commitments. With funds curtailed, a strategy to
joint venture ground was implemented. The joint venture
agreements require any ore moved to be processed through
the Company’s plant.
Joint Ventures
Two joint ventures, Reedys and Polelle, were signed
with Elara Mining Limited, with an aggregate earn-in
expenditure of $6.25 million. These joint ventures will
see continuation of exploration conducted by Gold Fields
between February and June 2003 in the Reedys joint
venture area and also in the Norie Pluton domain of the
Polelle joint venture area, where the Company had outlined
a preliminary inferred resource at Mulla Mulla last year.
Under the terms of the Reedys joint venture, Elara can
earn a 51% interest over two years from November 2003
by the expenditure of $3.25 million. An additional
14% interest may be earned by a further $2 million
expenditure. The terms of the Polelle joint venture
allow Elara to earn a 51% interest over two years by
the expenditure of $3.0 million, and an additional
14% by a further $2.0 million expenditure.
In both cases, St Barbara manages and implements the
programmes from existing infrastructure, minimising
mobilisation costs and maximising the benefi t from the
established geological database.
A further joint venture, Annean, was signed with
Aurogenic Resources Pty Ltd, who can earn a
51% interest in approximately 460 km2 of granted
tenements within trucking distances of the treatment
plant by the expenditure of $4.0 million over three years,
including a minimum commitment of $1.0 million in the
fi rst year from March 2004. Aurogenic has the right to
increase the equity position to 70% by the expenditure
of an additional $4.0 million over a further two years.
The Annean joint venture is being managed by Aurogenic.
Ground under joint venture at the year end totalled
760 km2, with near term expenditure of $6.5 million
and potential expenditure approaching $20.0 million.
30 September 2004
9
St Barbara Mines Limited Annual Report 2004
NuStar Investment
“St Barbara facilitated the development of Paulsens Project
through a balance sheet capital reconstruction of subsidiary
company NuStar Mining Corporation. Paulsens, now fully debt
and equity funded is on schedule for the fi rst gold pour in May 2005.”
Background
At the commencement of the fi nancial year St Barbara
held an 88.3% interest in NuStar Mining Corporation
Limited (formerly Taipan Resources NL).
Mine Reserve
Detailed mine planning established a mining reserve
of 1.20 million tonnes at 10.66 g/t – containing
412,100 ounces of gold.
The reserve is based on the Indicated Resource above
900MRL (300 metres below surface) and under Joint Ore
Reserves Committee guidelines is classifi ed as probable.
Full allowance has been made for dilution and ore loss
during mining.
Mine Design
The underground mine has been designed to deliver
250,000 tonnes per annum of ore via a 5 metre by
5.5 metre decline with a 1:6 gradient.
The mine plan anticipates ore development on
7.5 metre to 10 metre vertical level intervals.
Stoping will be predominantly up-hole benching and
jumbo stripping. Some hand held mining is envisaged.
Treatment Plant
JR Roche completed a fl ow sheet design for a
250,000 tonne per annum plant based on extensive
metallurgical testwork conducted in prior years.
The process design comprised a three stage crushing,
single ball mill in closed circuit, seven stage
carbon-in-leach circuit and an AARL elution gold
recovery circuit. The process design allowed for a fi ne
grind to achieve gold liberation (80% passing 53 microns)
and the presence of minor carbonaceous material in a
small part of the orebody.
Construction on site is scheduled for November 2004.
Early in the year the design concept for the 100% owned
Paulsens Project in the Ashburton region of Western
Australia changed from a high strip ratio open pit to a
high grade shallow underground mine.
In December 2003, NuStar raised equity to fi nance
the development of the mine and to complete a resource
extension drill programme.
As a result of the equity raise, and a shareholder approved
debt for equity swap, the St Barbara interest in NuStar was
diluted to 54.8%.
During the year, the resource was increased by 59%,
a mine reserve of 412,100 ounces was declared, the site
infrastructure was established and the underground mine
decline commenced.
Post year end a debt funding package was secured from
Westpac Banking Corporation to construct an on-site
treatment plant and to purchase the St Barbara owned
5% gross revenue royalty over Paulsens production.
At the date of this report, St Barbara commenced a
structured sell down of its holding in NuStar, the details
of which are described elsewhere in this document.
Resource Estimate
A JORC compliant resource estimate, incorporating the
result of the February/June 2004 Resource Extension
program, was completed by independent Resource
Evaluations Pty Ltd.
The estimate data base comprised 270 holes
(96 NQ diamond core and 174 percussion holes –
48,400 metres) drilled at 25 metre by 25 metre spacings
on sections in the better mineralised portion of the deposit.
The calculated estimate of 1.44 million tonnes at
11.7 g/t places 89% of the 541,300 contained ounces in
the Indicated category. The estimate incorporates an assay
top-cut to limit the infl uence of a signifi cant number of
high grade intercepts. The un-cut average grade is 13.1 g/t.
The orebody remains open at depth, with the resource
potential below 300 metres only partially evaluated.
11
St Barbara Mines Limited Annual Report 2004
Resources Statement
as at 30 September 2004
(St Barbara Mines Limited and 100% owned subsidiaries only)
Measured
Indicated
Measured + Indicated
Inferred
Total
Project Name
Tonnes
(‘000)
Grade
g/t
oz
Tonnes
(‘000)
Grade
g/t
oz
Tonnes
(‘000)
Grade
g/t
oz
Tonnes
(‘000)
Grade
g/t
oz
Tonnes
(‘000)
Grade
g/t
oz
Paddys Flat
(100% SBM)
Prohibition
Vivians Consols
Mickey Doolan
Macquarie
Ingleston
Five Mile Well
****
Alberts East
Mudlode
subtotal
Meekatharra Reg. (100% SBM)
Batavia
Jack Ryan
subtotal
147
839
986
3.10
2.73
14,700
73,600
2.79 88,300
1,230
4.6
182,000
1,230
4.6
182,000
339
723
335
109
2,736
2.9
1.7
2.9
2.2
3.3
31,900
39,500
31,200
7,700
339
723
335
109
292,300
2,736
2.9
1.7
2.9
2.2
3.3
31,900
39,500
31,200
7,700
840
543
3,305
148
250
339
357
3.1
6.8
1.4
2.8
1.8
1.8
3.8
84,000
2,070
118,800
543
153,000
3,305
13,200
14,500
18,200
43,600
487
973
339
692
109
4.0
6.8
1.4
2.9
1.7
1.7
3.4
2.2
266,000
118,800
153,000
45,100
54,000
18,200
74,800
7,700
292,300
5,782
2.4
445,300
8,518
2.7
737,600
147
839
986
3.10
2.7
2.8
14,700
73,600
88,300
147
839
986
3.10
2.7
2.8
14,700
73,600
88,300
Annean JV
(SBM reducing to 30%; Aurogenic earning 70%)
Bluebird East
Bluebird Deeps
411
1.20
15,900
1,706
1.2
65,800
2,117
1.2
81,700
Bluebird Extension
88
2.10
5,900
1,568
1.8
90,700
1,656
1.8
96,600
150
166
3
106
1.30
1.50
1.80
2.00
6,000
8,000
200
6,800
315
124
198
59
33
1.4
1.7
1.8
2.1
9.3
14,600
6,800
11,500
4,000
9,900
465
290
201
165
33
1.4
1.6
1.8
2.0
9.3
20,600
14,800
11,700
10,800
9,900
38
135
885
21
140
61
102
1.6
7.3
1.6
1.8
1.5
1.8
2.2
7
10.2
2,000
2,155
31,700
45,500
135
2,541
1,200
6,800
3,500
7,200
2,300
486
430
262
267
40
1.2
7.3
1.7
1.4
1.6
1.8
2.1
9.5
83,700
31,700
142,100
21,800
21,600
15,200
18,000
12,200
924
1.44 42,800
4,003
1.6
203,300
4,927
1.6
246,100
1,389
2.2
100,200
6,316
1.7
346,300
Polelle JV
(SBM reducing to 35%; Elara earning 65%)
Mulla Mulla
Reedys JV
(SBM reducing to 35%; Elara earning 65%)
1,123
1.6
60,700
1,123
1.6
60,700
95
1.90
5,800
3
78
217
315
93
1.7
8.5
5.7
5.3
6.7
200
21,300
39,800
53,700
20,000
98
78
217
315
93
1.9
8.5
5.7
5.3
6.7
6,000
21,300
39,800
53,700
20,000
95
1.90
5,800
706
5.9
135,000
801
5.5
140,800
986
924
95
2.79
1.44
1.90
88,300
42,800
5,800
2,736
4,003
706
2,005
2.12 136,900
7,445
3.3
1.6
5.9
2.6
292,300
203,300
135,000
3,722
4,927
801
630,600
9,450
3.2
1.6
5.5
2.5
380,600
246,100
140,800
5,782
1,389
1,428
767,500
8,599
1
1.7
100
99
78
217
315
267
130
1.9
8.5
5.7
5.3
5.6
5.0
6,100
21,300
39,800
53,700
48,500
20,900
174
130
305
28,500
20,900
5.1
5.0
5.0
2.4
2.2
2.4
2.4
49,500
1,106
5.4
190,300
445,300
100,200
110,200
9,504
6,316
2,229
655,700 18,049
2.7
1.7
3.5
2.5
825,900
346,300
251,000
1,423,200
South Gibraltar
- Mystery
Ironbar
Luke’s Junction
Nannine Reef
Kohinoor Deeps
Annean JV
subtotal
North Rand
Triton Deeps
Triton North
Deeps
South Emu
Boomerang Deeps
Rand Deeps
subtotal
Category Totals
SBM 100%
Annean JV
Elara JVs
Total
Note **** Means only listed resource at Five Mile Well is 100% SBM; any additional resources discovered come under terms of Annean JV
Occupational Health, Safety,
Welfare and the Environment
Promoting and maintaining high standards of safe work practice
and a safe and healthy workplace are integral to our business.
Commitment
The Company is committed to the concept of sustainable
development which requires economic growth to be
balanced by good stewardship and the protection of human
health and the environment in which we live and work.
Maintenance of a system of safe work practices,
a pro-active approach to control and management
of hazards, and the development and improvement
of management performance standards are integral
to this approach.
Injury Frequency
This year Meekatharra Gold Operations reported
5 Lost Time Injuries (LTI) for the year to 30th June 2004.
The Lost Time Injury Frequency Rate (LTIFR)
for the operation was 19.4 (rolling twelve month average),
compared with the industry average of 5.
This represents a reduced performance compared to the
previous year.
Incident investigations showed that 3 of the 5 Lost Time
incidents related to work conducted in contract drilling
and contract demobilization tasks. These investigations
highlighted the requirement for changes to the systems
of work in these areas, which have been implemented.
Occupational Health, Safety and Welfare
Programs over the year focussed on the continuous
improvement in participation of all employees in
occupational health and safety issues management and
decision making. This was supported by training in the
areas of Hazard Identifi cation and Emergency Response
Planning, together with Site OH&S Representative
training, in particular targeting improved communications
at all levels.
The workforce commitment to safety performance will
continue to focus on improvement of safety systems and
awareness which will target the reduction of the LTIFR
to or below the industry average.
Environmental Management
The Company recognises that gold mining operations
should be developed and managed on the basis of
sustainable criteria.
Environmental Programs conducted during the year
included:
• Continued focus on site waste management,
in particular management and disposal of
hydrocarbon products.
•
In addition to statutory monitoring requirements,
regular self-audits were conducted throughout the
year to monitor progress and to identify areas which
required further management focus.
• Progressive rehabilitation earthworks were completed
on most recently mined areas, with further work
conducted on historical mining areas.
Rehabilitation
Mine site rehabilitation objectives are directed towards
ensuring that the physical structures that remain after mine
closure do not impose a long term hazard to public safety
or the environment and that the mined area achieves the
nominated post mining land use.
During the past year continued signifi cant progress was
made toward fulfi lling these rehabilitation objectives.
Work was undertaken across a range of sites which
included rehabilitation earthworks programs at the three
Paddys Flat low grade stockpile sites, making safe historic
mine workings, waste dump slope profi ling, capping with
topsoil/oxide material and workings in particular
at the South Junction site.
13
St Barbara Mines Limited Annual Report 2004
Corporate Governance
Corporate governance is the system by which companies are directed
and managed. It infl uences how the objectives of the Company are
set and achieved, how risk is monitored and assessed, and how
performance is optimised. Good corporate governance structures
encourage companies to create value (through entrepreneurism,
innovation, development and exploration) and provide accountability
and control systems commensurate with the risks involved.
Good corporate governance will evolve with the changing
circumstances of a company and must be tailored to meet
these circumstances.
The Company’s Board and management are committed
to a high standard of corporate governance practices,
ensuring that the Company complies with the Corporations
Act 2001, Australian Stock Exchange Listing Rules,
Company Constitution and other applicable laws and
regulations. However, at this stage of the Company’s
corporate development, implementation of the ASX
Corporate Governance Council ten core principles, whilst
supported, is not practical in every detail given the modest
size and simplicity of the business.
The core principles are noted as follows:
The core principles are establishment of the role of the
Board, its composition (with a balance of skills, experience
and independence appropriate to the nature and extent
of operations), and the need for integrity (among those
who infl uence strategy and fi nancial performance, together
with responsible and ethical decision-making). Presenting
the Company’s fi nancial and non-fi nancial position requires
processes that safeguard, both internally and externally,
the integrity of company reporting and its provision in
a timely and balanced manner. The rights of Company
shareholders must be recognised and upheld. Risk must
be managed through effective oversight and internal
control. Board and management effectiveness must be
encouraged. Remuneration must attract and maintain
talented and motivated directors and employees with a
clear relationship to corporate and individual performance.
And fi nally, the legitimate interests of all stakeholders must
be recognised.
The details of the current and evolving corporate
governance practices are described.
Board of Directors
Role of the Board
The Board has the responsibility of protecting the rights
and interests of shareholders and enhancement of
long-term shareholder value.
To fulfi l this role, the Board is responsible for:
the corporate governance of the Company;
•
the overall strategic direction and leadership
•
of the Company;
• approving and monitoring management implementation
of objectives and strategies; and
• reviewing the performance against stated objectives
by receiving regular management reports on the
business situation, opportunities and risks.
Structure of the Board
At the date of this report the Company has a four member
Board three of whom are independent non-executive
directors, including the Chairman.
Board members should possess complementary business
disciplines and experience aligned with the Company
objectives. The experience of directors is noted in the
Directors’ Report.
The Board recently determined to temporarily suspend
the functions of its Audit Committee and Remuneration
Committee in favour of the full Board performing these
functions.
The Company will give consideration at an appropriate
juncture in the Company’s development, for the creation
of a Nomination Committee.
None of the directors has a trading relationship with
the Company or a confl ict of interest in any business or
relationship which could, or could reasonably be perceived
to, materially interfere with the director’s ability to act in
the best interests of the Company, noting that Mr Tuten is
the representative of major shareholder RCF Management
L.L.C.
Audit Processes and Policies
The Board is responsible for the establishment
and maintenance of a framework of internal control
and policies and procedures designed to safeguard company
assets and to maintain the integrity of fi nancial reporting.
These responsibilities include:-
• reviewing and approving the annual fi nancial reports,
the half yearly fi nancial report and all other fi nancial
information distributed externally;
• monitoring the effective operation of the risk
management and compliance framework;
• reviewing the effectiveness of the Company’s
internal control environment including compliance
with applicable laws and regulations;
•
the nomination of the external auditor and the
review of the adequacy of the existing external audit
arrangements;
• considering whether non-audit services provided
by the external auditor are consistent with maintaining
the external auditor’s independence; and
• reviewing and monitoring of related party transactions.
The external auditor, PricewaterhouseCoopers has
engagement terms refreshed annually and has confi rmed
its independence to the Board. The current engagement
partner has conducted the audit since 2001 with rotation
due no later than 2006.
Safeguard Integrity in Financial Reporting
The Audit committee is responsible for stating to the Board
that the Company’s fi nancial reports present a true and fair
view in all material respects of the Company’s fi nancial
condition and operational results, are in accordance with
the relevant Australian Accounting Standards. At present
this function is the responsibility of the entire Board.
Respect the Rights of Shareholders
and Stakeholders
The Board has adopted communications strategies and
practices to promote communication with shareholders,
in language capable of interpretation, and to encourage
effective participation at general meetings. The external
auditor will attend the Annual General Meeting to respond
to specifi c questions from shareholders.
Risk Management
All risks have been assessed and managed by the full board
and senior executives. The policies for risk oversight and
management are being developed and will be published
on the company website once approved.
Timely and Balanced Disclosures
The Board supports the Australasian Investor Relations
Association “Best Practice Guidelines for Communication
between Listed Entities and the Investment Community”
and endorses a culture in favour of continuous disclosure,
recognising the benefi ts of consistency to be achieved
through a dedicated communications offi cer and authorised
spokesperson.
The Board notes that timely disclosure of price sensitive
information is central to the effi cient operation of the
Australian Stock Exchange’s securities market and has
adopted a policy covering announcements to the Australian
Stock Exchange, prevention of selective or inadvertent
disclosure, conduct of investor and analysts briefi ngs,
media communications, commenting on expected earnings,
communications black-out periods and review of briefi ngs
and communications.
The Company Secretary has responsibility for overseeing
and coordinating disclosure of information to the
Australian Stock Exchange and liaises with the Managing
Director and CEO in relation to continuous disclosure
matters and overseeing and coordinating disclosure of
information to analysts, brokers and shareholders. The
Managing Director and CEO is responsible for overseeing
and coordinating disclosure of information to the media.
The Company’s continuous disclosure policy is consistent
with ASX Principle 5.
Directors, Offi cers and Employees dealing
in company shares
Company policy imposes restrictions on personnel trading
in the securities of the Company in order to prevent
trading in contravention of the insider trading provisions of
the Corporations Act, with the following key aspects:
• all Directors and employees are to formally notify the
Company Secretary of their benefi cial shareholdings in
the Company and any changes to this within 3 days of
each change occurring. The Company Secretary will
maintain a register of interests held by Directors and
employees;
• no Director or any entity controlled by that Director
is allowed to trade in the securities of the Company
without advance notifi cation to the Chairman;
• no Director or employee or any entity controlled by
him or her is allowed to engage in the business of active
dealing in the Company’s shares;
• a Director, employee or any entity controlled by him or
her must not trade at any time when he or she possesses
information which is not generally available and if
disclosed publicly, would be likely to materially affect the
market price of the Company’s shares; and
• a Director or offi cer may trade in the Company’s shares
within a period of 30 days following the release of the
Company’s quarterly, half-yearly or annual results, or
the holding of the Company’s annual general meeting.
Remunerate Fairly and Responsibly
Directors and key executives are remunerated in
accordance with market conditions and performance. The
current Managing Director and CEO’s remuneration and
termination entitlements are referred to in Note 23 and 33
to the Financial Statements.
Ethical Standards
All directors, executives and employees are expected
to act with the utmost integrity and objectivity, being fair
and honest in dealings, treating all people with dignity and
respect and acting with the best interests of the Company
at all times. Any reports of misconduct are investigated by
the Board.
Access to Professional Advice
Issues of substance are considered by the Board with
external advice from its professional advisers as required.
The Board’s individual members can seek independent
professional advice at the Company’s expense in carrying
out their duties. Prior written approval of the Chairman
is required, but may not be unreasonably withheld.
15
St Barbara Mines Limited Annual Report 2004
Five Year Summary
A
Financial Results
Gold revenue
Other income
Amortisation and depreciation
Consolidated profi t / (loss) before tax
Income tax (expense) / benefi t
Consolidated profi t / (loss) after tax
Balance Sheet
Current assets
Non-current assets
Current liabilities
Non-current liabilities
Total shareholders’ equity
Shares on issue
Mine Statistics
Ore mined
Ore milled
Head grade
Recovery
Gold produced
Total production cost
Gold in reserves
Gold in resources
Sales and Hedging
Sales
Realised gold price
Average spot gold price
Hedge position
Hedge weighted price
Hedge book value
Expenditure
Exploration
Meekatharra operating capital
Paulsens project
2004
2003
2002
2001
2000
21,972
10,460
2,726
(25,228)
-
(25,228)
16,014
50,456
17,274
4,344
44,852
56,111
1,493
18,391
(30,020)
(2,965)
(32,985)
19,164
58,128
26,610
12,709
37,973
54,516
31,977
30,220
(17,894)
-
(17,894)
24,384
77,654
29,868
12,062
60,108
71,217
17,264
20,883
7,650
1,704
9,354
36,211
56,831
26,467
8,870
57,705
38,534
28,477
5,217
2,377
1,260
3,637
17,795
47,511
16,263
2,696
46,347
574,149
415,553
319,758
216,507
209,770
-
1,711
0.84
82.2
483
2,285
1.47
89.7
1,386
1,888
1.84
92.2
1,700
2,789
1.80
91.0
209
3,221
0.93
90.2
37,985
96,611
103,217
147,063
86,798
$’000
$’000
$’000
$’000
$’000
$’000
$’000
$’000
$’000
$’000
$’000
‘000
‘000 t
‘000 t
g/t
%
oz
$/oz
‘000 oz
‘000 oz
606
-
1,423
575
-
1,917
553
208
1,610
371
372
1,466
321
372
2,002
oz
$/oz
$/oz
oz
$/oz
$’000
$’000
$’000
$’000
40,232
98,080
105,844
147,063
86,798
546
546
-
-
-
6,774
-
2,095
572
572
-
-
-
3,496
135
4,599
515
554
4,221
518
(176)
3,381
5,914
7,177
497
504
443
451
100,000
123,200
513
(2,450)
4,350
2,000
-
495
(590)
1,900
800
-
A
Financial Report
30 JUNE 2004
Contents
Directors’ Report
Statements of Financial Performance for the year ended 30 June 2004
Statements of Financial Position as at 30 June 2004
Statements of Cash Flows for the year ended 30 June 2004
Notes To The Financial Statements for the year ended 30 June 2004
Directors’ Declaration
Independent Audit Report to the Members
Page N°
18
27
28
29
30
67
68
This fi nancial report covers both St Barbara Mines Limited as an individual entity
and the consolidated entity consisting of St Barbara Mines Limited and its controlled entity.
St Barbara Mines Limited is a company limited by shares, incorporated and domiciled
in Australia. Its registered offi ce and principal place of business is:
St Barbara Mines Limited
Level 2, 16 Ord Street
West Perth WA 6005
A description of the nature of the consolidated entity’s operations and its principal activities
is included in the review of operations and activities in the directors report.
Through the use of the internet, we have ensured that our corporate reporting is timely,
complete, and available globally at minimum cost to the company. All press releases,
fi nancial reports and other information are available on our website: www.stbarbara.com.au.
17
St Barbara Mines Limited Annual Report 2004
Directors’ Report
Your Directors present their report on the
consolidated entity consisting of St Barbara Mines Limited
(“Company”, “St Barbara” or “parent entity”) and
the entities it controlled (“consolidated entity”) at the
end of, or during, the fi nancial year ended 30 June 2004
and the Audit Report thereon.
DIRECTORS
The names of Directors who held offi ce during
the fi nancial year or up to the date of this report
(unless otherwise stated) are:
S J Colin Wise (aged 58)
Non-Executive Chairman
LL.B, FAICD, FAusIMM
Appointed Director on 20 July 2004
Member of the Audit Committee
Member of the Remuneration Committee
Mr Wise is an experienced corporate lawyer and consultant
with signifi cant expertise in the mining and exploration
industry and corporate sector. He spent 24 years with
WMC Limited, 10 of which as General Counsel and
subsequently, 4 years as Counsel to the New York law fi rm
of Howard, Smith and Levin LLP. He has had extensive
practical experience in Australia and internationally with
a wide range of corporate, operational and legal matters.
He is a Fellow of both the Australian Institute of Company
Directors and of the Australasian Institute of Mining and
Metallurgy. He is a non-executive director of Southern
Health, the largest health service in Melbourne.
Eduard Eshuys (aged 59)
Managing Director and Chief Executive Offi cer
B.Sc, FAICD, FAusIMM
Appointed Director on 20 July 2004
Member of the Remuneration Committee
Mr Eshuys is a geologist with 36 years of experience
in mineral exploration, development and operation
of gold and nickel mines in Australia. He has a credible
record in exploration having led the exploration teams
that discovered several major gold deposits, including
Plutonic, Bronzewing and Jundee. He brought Bronzewing
and Jundee as well as the Cawse Nickel mine into
production. Mr Eshuys was awarded the Geological
Society of Australia’s Joe Harms medal for distinction
in exploration success and project development in 1996.
He is a Fellow of both the Australian Institute of Company
Directors and the Australian Institute of Mining
and Metallurgy.
Henderson (Hank) G Tuten (aged 56)
Non-Executive Director
B.A. (Econ)
Appointed Director on 26 March 2002
Chairman of the Audit Committee
Mr Tuten is actively involved in a consolidated entity
of private equity funds as a founding partner. These are
the Resource Capital Funds, the e-Century Capital Fund
and the CIP Fund. He spent over fi fteen years with the N.M.
Rothschild and Sons consolidated entity. During that period,
he was the chief executive offi cer of Rothschild Australia
Limited, Rothschild North America Inc. and Continuation
Investments N.V., the private equity vehicle for Rothschild
Continuation Holdings A.G. consolidated entity. Prior to
that, he was a commercial banker with the Philadelphia
National Bank. Mr Tuten serves on several boards in
connection with his investment activities. He graduated
from the University of Virginia with a B.A. in Economics.
Mark K Wheatley (aged 43)
Non-Executive Director
B.E.((Chem) Hons 1), MBA
Appointed Director on 28 November 2003
Chairman of the Remuneration Committee
Mr Wheatley has 25 years resource industry experience
within Australia and overseas. In his 17 years with BHP
until 1996, he was involved in engineering, research,
business development and commercial roles within the
steel, minerals and corporate business groups. He then
joined BT and became a Senior Vice President within the
Global Metals and Mining Group where he was involved
in project fi nance and corporate advisory activities over
the next 3 years. He moved to the gold industry in 1999
where, as General Manager Corporate Development with
Goldfi elds/Aurion Gold Limited and a period as Acting
Managing Director of Goldfi elds, he completed
a number of mergers and acquisitions that underpinned
the company’s ten fold increase in market capitalisation
before it was taken over by Placer Dome Inc. in 2002.
Mr Wheatley is currently Executive Chairman of Southern
Cross Resources Inc., a company which is listed on the
Toronto Stock Exchange.
Stephen W Miller
Appointed Director on 12 March 1999
Removed on 20 July 2004
Kevin A Dundo
Appointed Director on 26 March 2002
Resigned on 18 July 2004
G Brian Speechly
Appointed Director on 9 July 1997
Resigned on 28 November 2003
James T McClements
Appointed alternate director for H G Tuten
Resigned on 10 July 2003
PRINCIPAL ACTIVITIES
The principal activities of St Barbara Mines Limited
and entities controlled by it (collectively known as the
consolidated entity) during the fi nancial year ended
30 June 2004, were gold production, gold and mineral
exploration, pastoral activities, and investment.
RESULTS OF OPERATIONS
The consolidated operating loss after tax for the year ended
30 June 2004 attributable to members of the Company was
$24,315,000 (2003: $32,733,000 loss).
Commentary on the operations and the results of those
operations are set out below:
Production and
Sales Statistics
- Ore mined
- Ore milled
- Head grade
- Recovery
- Gold
produced
- Gold sold
tonnes
tonnes
g/t
%
ounces
ounces
- Cash cost
$/ounce
12 months
to
30 June 2004
12 months
to
30 June 2003
-
483,041
1,711,300
2,284,599
0.84
82.2
37,985
40,232
559
1.47
89.7
96,611
98,080
465
Mining activity at Meekatharra was solely focussed on
treatment of the Paddys Flat low grade stockpiles.
These resources were depleted by mid-May. Mining and
haulage operations ceased in April and by the end of June
the process plant operations were suspended and prepared
for a 6 - 12 month program of general maintenance and
re-confi guration.
A pre-feasibility evaluation of the Paddys Flat
Underground Project was completed, with all necessary
approvals received, allowing this project to proceed once
further reserves have been established. A review of
all previous exploration activitites and evaluations are
required prior to any substantial capital expenditure.
DIVIDENDS
The Directors do not recommend the payment of a dividend.
SIGNIFICANT CHANGES IN THE
STATE OF AFFAIRS
Signifi cant changes in the state of affairs of the consolidated
entity during the fi nancial year were as follows:
• On 7 July 2003, the Company issued 15,910,922 fully
paid ordinary shares to Resource Capital Funds II L.P.
(RCF) at price of $0.0374 per share in satisfaction of
interest of $595,068.
• On 7 July 2003, the Company issued the following
options, with an expiry date of 7 January 2007, to
RCF in satisfaction of the corporate debt facility fee:
• 5,834,004 options exercisable at $0.2125;
• 594,308 options exercisable at $0.2086;
• 2,918,376 options exercisable at $0.2124; and
• 17,430,243 options exercisable at $0.1138.
• On 22 September 2003, the Company issued 12,000,000
fully paid ordinary shares at $0.08 per share to raise
$960,000 (before issue expenses) for working capital.
• On 31 October 2003, the Company announced that
its subsidiary, Taipan Resources NL (now NuStar
Mining Corporation Limited or “NuStar”) had
received commitments to fi nance the Paulsens Project.
This was facilitated by the Company accepting equity
of 352 million NuStar shares at $0.05 cents per share in
full satisfaction of the $17.6 million intercompany loan
between the Company and NuStar, together with the
placement of an additional 420 million NuStar shares
at $0.05 per share to raise $21 million of equity capital.
The Company’s equity position in NuStar after these
transactions was 54.8% (previously 88.3%).
• On 28 November 2003, the Company issued
95,684,932 fully paid ordinary shares to RCF funds
at a price of $0.08 per share in satisfaction of a
corporate debt of $7 million and interest of $654,795.
• On 28 November 2003, the Company issued the
following options with an expiry date of 24 May 2008
to RCF in satisfaction of the corporate debt facility fee:
• 257,857 options exercisable at $0.2125;
• 485,953 options exercisable at $0.2086;
• 2,386,296 options exercisable at $0.2124; and
• 14,252,357 options exercisable at $0.1138.
• On 5 December 2003, the Company issued 35,000,000
fully paid ordinary shares to Ocean Resources Capital
Holdings Limited at a price of $0.08 per share to satisfy
unsecured convertible notes totalling $2.8 million.
• On 17 March 2004, the Company announced the sale
of a Demag Komatsu large face shovel. This resulted
in net proceeds of $2.1 million, which was to be used
for working capital.
19
St Barbara Mines Limited Annual Report 2004
Directors’ Report
LIKELY DEVELOPMENTS
Likely developments in the operations of the consolidated
entity include NuStar Mining Corporation Limited
developing the Paulsens Project and the Company evaluating
and conducting limited exploration at Meekatharra.
Otherwise likely developments are described in the following
section, Events Subsequent to 30 June 2004 in this report.
EVENTS SUBSEQUENT
TO 30 JUNE 2004
Since 30 June 2004 the following has occurred:
• On 15 July 2004, the Company announced the
conversion by Ocean Resources Capital Holdings plc
of the face value of its convertible note of $4.4 million
into 55,000,000 ordinary shares at $0.08.
• On 19 July 2004, the Company announced the
resignation of Kevin Dundo as a Director with effect
from 18 July 2004.
• On 20 July 2004, a General Meeting of the
shareholders of the Company was held and the
following resolutions were carried:
• Mr Eduard Eshuys was elected as a Director;
• Mr Colin Wise was elected as a Director; and
• Mr Stephen Miller was removed as a Director.
• On 20 July 2004, the Company issued 42,050,000
fully paid ordinary shares at $0.04 per share to raise
$1,682,000 for working capital.
• On 20 July 2004, the Company issued 17,480,547
fully paid ordinary shares to Ocean Resources Capital
Holdings Limited at $0.046 per share in satisfaction
of interest of $804,105.
• On 23 July 2004, the Company issued 26,591,453 fully
paid ordinary shares to Resource Capital Fund II L.P. at
$0.046 per share to raise $1,223,207 for working capital.
• On 23 July 2004, the Company announced that
Mr Eduard Eshuys was appointed as Managing
Director and Mr Colin Wise was appointed as
Non-Executive Chairman. The new Board appointed
Deloitte to conduct a review of the Company,
including the terms of employment of the former
Executive Chairman.
• On 12 August 2004, the Company announced
that following the completion of the initial review
by Deloitte, agreement was reached with the former
Executive Chairman, Mr Stephen Miller, for his
employment to end with effect from 4 August 2004.
This resulted in a termination payment of $257,543
inclusive of all statutory entitlements (less applicable
taxes). Mr Miller then resigned from the Boards of all
wholly owned subsidiaries of the Company and from
the Boards of NuStar and its subsidiary.
• On 24 August 2004, NuStar announced that a detailed
mining plan had established a Mining Reserve of
1,202,000 tonnes at 10.66g/t - containing 412,100
ounces of gold.
• On 20 September 2004, NuStar announced that an
agreement was reached in principle to acquire a royalty
over the Paulsens Gold Project and an interest in the
Wyloo Joint Venture – both held by the Company.
• On 20 September 2004, the new Board announced
that it had completed a review of the fi nancial position
and operations of the Company and had decided to
divest a substantial part of the Company’s shareholding
in NuStar with the following four separate but
interrelated transactions:
(a) an initial sale of 100 million NuStar shares to third
parties at not less than $0.04 per share within seven
business days;
(b) the sale of the Paulsens 5% royalty owned by the
Company to NuStar for not less than $5.1 million and
the sale of the Company’s interest in the Pelican Joint
Venture (adjacent to Paulsens) to NuStar;
(c) the grant of an option to Claymore Capital Pty Limited
(as arranger of these transactions) to purchase
100 million NuStar shares at $0.05 per share at any
time up to three months after the initial sale; and
(d) a Share Swap of NuStar shares for Company shares
on the basis of 1.25 NuStar shares for each Company
share. The Company intends to offer a maximum
of 240 million NuStar shares and to cancel the
Company shares received through the Share Swap
by way of a capital reduction. Should more
shareholders wish to accept the Share Swap than the
number of NuStar shares available, then shareholder
acceptances will be scaled back on a pro rata basis.
The transactions described in (b) and (d) are subject
to shareholder approval and the completion of an
independent expert’s report. Shareholders will be asked
to approve these transactions at the company’s AGM to
be held in late November 2004 subject to all necessary
statutory procedures being completed within this time.
As a consequence of the above transactions,
the Company will:
•
immediately retire an existing secured debt
of $3.5 million;
• have cash of approximately $8 million after payments
to creditors and other liabilities;
•
retain approximately 102 million NuStar shares
or just over 10% of the issued capital; and
• have reduced the issued capital of the Company from
715 million shares to 523 million shares, should the
maximum of 240 million NuStar shares be swapped.
In addition to the above transactions, the Company has:
•
•
•
commenced a comprehensive review and data
compilation of the Paddy’s Flat tenements
(100% owned) in the Meekatharra region;
reviewed the Aurogenic and Elara joint ventures
which require the joint venture partners to spend
approximately $6.5 million during the coming twelve
months; and
entered into negotiations with a third party for the use
of the Blue Bird plant at Meekatharra which will at
least cover the care and maintenance costs, while the
operations are suspended.
Other than the matters above, there has not arisen in the interval between the end of the fi nancial year and the date
of this report any item, transaction or event of a material and unusual nature likely, in the opinion of the Directors of
the Company, to affect signifi cantly the operations of the consolidated entity, the results of those operations, or the state
of affairs of the consolidated entity, in future fi nancial years.
MEETINGS OF DIRECTORS
The meetings of the Company’s Board of Directors and each Board committee held during the year ended 30 June 2004,
and the numbers of meetings attended by each Director were:
K A Dundo
(resigned 18 July 2004)
S W Miller
(removed 20 July 2004)
G B Speechly
(resigned 28 November 2003)
H G Tuten
M K Wheatley
(appointed 28 November 2003)
J T McClements
(alternate for H G Tuten
resigned 10 July 2003)
Board
Audit
A
9
9
0
6
4
0
B
9
9
5
9
4
0
A
3
*
*
2
*
*
B
3
*
*
3
*
*
Remuneration
B
A
0
*
0
*
0
*
0
*
0
*
0
*
A =
Number of meetings attended
B = Number of meetings held during the time that the Director held offi ce or was a member of the committee during the year
* =
Not a member of the relevant committee
In addition there were 16 written resolutions approved by the Board during the year.
DIRECTORS’ INTERESTS IN SHARES AND OPTIONS
Particulars of Directors’ interests and of persons connected with them (within the meaning of section 34b of the
Corporations Act 2001) in shares of the Company as at the date of this report are as follows:
Directors
S J C Wise
E Eshuys
H G Tuten (1)
M K Wheatley
Connected Persons:
No. of Shares
Nil
Nil
Nil
Nil
RCF (1)
156,333,470
(1) Mr Tuten is the Chairman of RCF Management L.L.C., the management company of RCF
21
St Barbara Mines Limited Annual Report 2004
Directors’ Report
Particulars of Directors’ interests and of persons connected with them (within the meaning
of section 34b of the Corporations Act 2001) in options of the Company as at the date of this report are as follows:
Directors
Date of Grant
SJC Wise
E Eshuys
H G Tuten (1)
M K Wheatley (2)
Connected Persons
RCF (1)
Nil
Nil
Nil
20 February 2003
12 February 2002
5 March 2002
2 April 2002
17 May 2002
17 May 2002
4 June 2002
4 June 2002
4 June 2002
15 July 2002
15 July 2002
15 July 2002
13 August 2002
13 August 2002
13 August 2002
6 September 2002
6 September 2002
6 September 2002
15 October 2002
15 October 2002
15 October 2002
20 February 2003
7 January 2003
7 January 2003
7 January 2003
7 January 2003
7 July 2003
7 July 2003
7 July 2003
7 July 2003
28 November 2003
28 November 2003
28 November 2003
28 November 2003
Shares
under option
Nil
Nil
Nil
1,000,000
157,938
373,893
449,638
470,589
36,118
499,597
50,894
88,680
483,482
49,252
241,854
499,597
50,894
249,917
499,597
50,894
249,917
483,482
49,252
241,854
1,000,000
1,482,677
151,040
741,686
3,177,890
5,834,004
594,308
2,918,376
17,430,243
14,252,357
485,953
2,386,296
257,857
55,990,026
Exercise Price
Expiry Date
Nil
Nil
Nil
$0.11
$0.2125
$0.2125
$0.2125
$0.2125
$0.2086
$0.2125
$0.2086
$0.2124
$0.2125
$0.2086
$0.2124
$0.2125
$0.2086
$0.2124
$0.2125
$0.2086
$0.2124
$0.2125
$0.2086
$0.2124
$0.1100
$0.2125
$0.2086
$0.2124
$0.1138
$0.2125
$0.2086
$0.2124
$0.1138
$0.1138
$0.2086
$0.2124
$0.2125
Nil
Nil
Nil
31 December 2005
7 February 2005
5 March 2005
2 April 2005
20 May 2005
20 May 2005
3 June 2005
3 June 2005
3 June 2005
15 July 2005
15 July 2005
15 July 2005
13 August 2005
13 August 2005
13 August 2005
6 September 2005
6 September 2005
6 September 2005
15 October 2005
15 October 2005
15 October 2005
31 December 2005
7 July 2006
7 July 2006
7 July 2006
7 July 2006
7 January 2007
7 January 2007
7 January 2007
7 January 2007
24 May 2008
24 May 2008
24 May 2008
24 May 2008
(1) Mr Tuten is the Chairman of RCF Management L.L.C., the management company of RCF
(2) RCF has agreed with Mr Wheatley to transfer up to 1,000,000 options exercisable at $0.11 which expire
on 31 December 2005. 500,000 were vested when he was appointed as a director, 250,000 after 6 months service
on the Board and 250,000 after 12 months on the Board.
DIRECTORS’ AND EXECUTIVES’ EMOLUMENTS
Remuneration is based on industry standards and set to attract qualifi ed and experienced directors and senior executives.
Recommendations are made to the Board on salary levels, packaging options, employee benefi ts and conditions.
Remuneration of directors and executives is not linked to the performance of the Company.
The Remuneration Committee meets annually to review directors’ fees, senior executive salary packages and salary ranges
for the organisation.
Details of the nature and amount of each element of the emoluments of each director of St Barbara Mines Limited and each
of the fi ve specifi ed executive offi cers of the Company and the consolidated entity during the year ended 30 June 2004 are set
out on the following tables:
Non-Executive Directors of St Barbara Mines Limited
Cash,
salary &
fees
$
100,000
K A Dundo (i)
H G Tuten (ii)
M K Wheatley
27,135
G B Speechly
(resigned 28/11/03)
20,833
Primary
Cash
Bonus
Non
monetary
benefi ts
Post - employment
Equity
Super-
annuation
Retirement
benefi ts
Options
issued
Total
$
-
-
-
-
$
-
-
-
-
$
9,000
-
2,446
1,875
$
-
-
-
-
$
-
-
-
-
$
109,000
-
29,581
22,708
(i) Mr Dundo’s remuneration includes $50,000 fees and $4,500 superannuation recovered from NuStar Mining
Corporation Limited.
(ii) Mr Tuten has declined to receive directors fees
Executive Directors of St Barbara Mines Limited
Cash,
salary &
fees
$
400,000
Primary
Cash
Bonus
Non
monetary
benefi ts
Post - employment
Equity
Super-
annuation
Retirement
benefi ts
Options
issued
Total
$
-
$
$
11,324
80,000
$
-
$
-
$
491,324
S W Miller
Executive Chairman
23
St Barbara Mines Limited Annual Report 2004
Directors’ Report
Other executives of St Barbara Mines Limited and group
Primary
Cash
Bonus
Non
monetary
benefi ts
Post - employment
Equity
Super-
annuation
Retirement
benefi ts
Options
issued
Total
$
$
$
$
-
-
-
-
-
11,446
62,600
10,789
15,000
3,320
21,750
9,048
21,393
214
9,511
3320
11,875
71,250
$
$
-
-
-
-
-
-
243,046
175,789
170,070
173,063
130,423
174,241
Cash,
salary
& fees
$
169,000
150,000
145,000
142,622
120,698
87,796
88,375
Company
R T Calnan
General Manager
- Project & Business
Development
P J Richardson
Manager
- Meekatharra Gold
Operations
G C Miller
Group Manager
- Exploration
C W Davis
Manager - Paulsens
Project
E L Boyd (i)
Manager - Corporate
& Commercial,
Company Secretary
A D Rule (ii)
Chief Financial
Offi cer, Coy Secretary
Consolidated
B Lambert (iii)
General Manager
- NuStar Mining
Corporation Limited
-
-
-
-
-
-
-
713
8,838
-
8,167
106,093
(i) Mr Boyd was appointed on 15 December 2003.
(ii) Mr Rule terminated employment as Chief Financial Offi cer on 30 November 2003 and resigned as Company Secretary
on 15 December 2003.
(iii) Mr Lambert commenced with NuStar on 21 January 2004.
OPTIONS
Options over ordinary shares of St Barbara Mines Limited are as follows:
Listed share options – see Note 19(b)
Unlisted share options – see Note 19(c)
As at 30 June 2004
As at the date of this report
Nil
84,840,026
Nil
84,840,026
No options were exercised during or since the end of the fi nancial year.
No options over unissued ordinary shares of St Barbara Mines Limited were granted during or since the end of the
fi nancial year to any of the Directors of the Company and the consolidated entity. However, 44,159,394 options
over unissued ordinary shares were granted to RCF, an organisation connected to Mr H Tuten, as follows:
Date of Grant
Shares Under Option
Exercise Price
7 July 2003
7 July 2003
7 July 2003
7 July 2003
28 November 2003
28 November 2003
28 November 2003
28 November 2003
5,834,004
594,308
2,918,376
17,430,243
14,252,357
485,953
2,386,296
257,857
$0.2125
$0.2086
$0.2124
$0.1138
$0.1138
$0.2086
$0.2124
$0.2125
Expiry Date
7 January 2007
7 January 2007
7 January 2007
7 January 2007
24 May 2008
24 May 2008
24 May 2008
24 May 2008
No options over unissued ordinary shares of St Barbara Mines Limited were granted during or since the end of the
fi nancial year to the executive offi cers of the Company and the consolidated entity.
OFFICERS’ INDEMNITIES AND INSURANCE
The Company has agreed to indemnify the following directors and offi cers of the Company, Mr S J C Wise, Mr E Eshuys,
Mr H G Tuten, Mr M K Wheatley and Mr E L Boyd, against all liabilities to another person and the Company that may
arise from their position as directors and offi cers of the Company and its controlled entities, except where the liability arises
out of conduct involving a wilful breach of duty. The agreement stipulates that the Company will meet the full amount of
such liabilities including costs and expenses.
The Company has paid or agreed to pay a premium in respect of a contract insuring directors and offi cers of the Company.
That contract of insurance prohibits the Company disclosing the nature of the liability insured against and the amount
of the premium paid therefore.
OCCUPATIONAL HEALTH, SAFETY, WELFARE AND THE ENVIRONMENT
Promoting and maintaining high standards of safe work practice and a safe and healthy workplace are integral to our business.
Commitment
The Company is committed to the concept of sustainable development which requires economic growth to be balanced
by good stewardship and the protection of human health and the environment in which we live and work.
Maintenance of a system of safe work practices, a pro-active approach to control and management of hazards,
and the development and improvement of management performance standards are integral to this approach.
Injury Frequency
This year Meekatharra Gold Operations reported 5 Lost Time Injuries (LTI) for the twelve months to 30 June 2004.
The Lost Time Injury Frequency Rate (LTIFR) for the operation was 19.4 (rolling twelve month average), compared
with the industry average of 5.
This represents a reduced performance compared to the previous year.
Incident investigations showed that 3 of the 5 Lost Time Incidents related to work conducted in contract drilling and contract
demobilization tasks. These investigations highlighted the requirement for changes to the systems of work in these areas,
which have been implemented.
Occupational Health, Safety and Welfare
Programs over the year focussed on the continuous improvement in participation of all employees in occupational health
and safety issues management and decision making. This was supported by training in the areas of Hazard Identifi cation
and Emergency Response Planning, together with site OH&S Representative training, in particular targeting improved
communications at all levels.
The workforce commitment to safety performance will continue to focus on improvement of safety systems and awareness
which will target the reduction of the LTIFR to or below the industry average.
Environmental Management
The Company recognises that gold mining operations should be developed and managed on the basis of sustainable criteria
and must contribute to the benefi t of all stakeholders.
25
St Barbara Mines Limited Annual Report 2004
Directors’ Report
Environmental programs conducted during the year included:
• Continued focus on site waste management, in particular management and disposal of hydrocarbon products.
•
In addition to statutory monitoring requirements, regular self-audits were conducted throughout the year to monitor
progress and to identify areas which required further management focus.
• Progressive rehabilitation earthworks were completed on most recently mined areas, with further work conducted
on historical mining areas.
Rehabilitation
Mine site rehabilitation objectives are directed towards ensuring that the physical structures that remain after mine closure
do not impose a long term hazard to public safety or the environment and that the mined area achieves the nominated post
mining land use.
During the past year continued signifi cant progress was made toward fulfi lling these rehabilitation objectives. Work was
undertaken across a range of sites which included rehabilitation earthworks programs at the three Paddys Flat low grade
stockpile sites, making safe historic mine workings, waste dump slope profi ling, capping with topsoil/oxide material
and deep ripping in particular at the South Junction site.
ROUNDING OF AMOUNTS
The Company is of a kind referred to in ASIC Class Order 98/100 dated 10 July 1998 and in accordance with that
Class Order, amounts in the Financial Report and Directors’ Report have been rounded off to the nearest thousand dollars,
unless otherwise stated.
AUDITOR
PricewaterhouseCoopers continues in offi ce in accordance with section 327 of the Corporations Act 2001.
Signed in accordance with a resolution of the Board of Directors.
E ESHUYS
MANAGING DIRECTOR & CEO
Dated at Perth this 30th day of September 2004
Statements of Financial Performance
for the year ended 30 June 2004
Consolidated
Company
Notes
30 June 2004
$’000
30 June 2003
$’000
30 June 2004
$’000
30 June 2003
$’000
21,972
56,111
21,972
56,111
10,460
32,432
(3,692)
(9,359)
(6,849)
(8,685)
(1,329)
(671)
(6,165)
(4,360)
-
-
-
(6,497)
(318)
(2,726)
(2,930)
(21,148)
(4,080)
(25,228)
-
1,493
57,604
(999)
(12,263)
10,871
32,843
(3,691)
(9,359)
2,411
58,522
(999)
(12,263)
(184)
(6,849)
(184)
(22,195)
(1,110)
(1,728)
(8,626)
(3,250)
(4,422)
(616)
-
-
-
(18,391)
(8,391)
(24,571)
(5,449)
(30,020)
(2,965)
(8,000)
(1,329)
(671)
(5,876)
(1,566)
-
-
(22,195)
(1,110)
(1,728)
(8,576)
(1,796)
(750)
-
(12,348)
(4,081)
(6,497)
(318)
(2,721)
(1,806)
(28,188)
(3,741)
(31,929)
-
-
-
(18,347)
(6,385)
(19,892)
(5,078)
(24,970)
(2,965)
(25,228)
(32,985)
(31,929)
(27,935)
913
252
-
-
(24,315)
(32,733)
(31,929)
(27,935)
Revenue from sale of gold
Other revenues from outside operating
activities
Total revenue from ordinary activities
3
3
Changes in inventories of fi nished goods
Raw materials and consumables used
Carrying value of net assets and non-current
assets sold
Contract mining, cartage, milling,
maintenance, labour and consultants
Tenement rent and rates
Royalty cost expenses
Employee benefi ts expenses
Exploration drilling and assay expenditure
Cumulative effect of exploration write off
prior to 1 July 2002
Shares issued for native title
Provision for diminution in investment in
controlled entities
Write down of mining development expenses
Write down of exploration tenements
Depreciation and amortisation expenses
Other expenses from ordinary activities
Earnings / (loss) before interest and tax (EBIT)
Borrowing cost expense
Loss from ordinary activities before
related income tax expense
Income tax expense
Loss from ordinary activities after
related income tax expense
Net loss attributable to outside equity interests
Net loss attributable to members
of the Company
Total changes in equity attributable to
members of the Company other than
those resulting from transactions with
owners as owners
Basic and diluted (loss) per share
(cents per share)
4
4
4
4
5
21
20
(24,315)
(32,733)
(31,929)
(27,935)
32
(4.70)
(8.00)
The above Statements of Financial Performance should be read in conjunction with the accompanying notes.
27
St Barbara Mines Limited Annual Report 2004
Statements of Financial Position
as at 30 June 2004
ASSETS
Current assets
Cash assets
Restricted cash
Receivables
Other fi nancial assets
Inventories
Assets held for resale
Other
Non-current assets
Restricted cash
Receivables
Other fi nancial assets
Property, plant and equipment
Other
Mining properties
Total Assets
LIABILITIES
Current liabilities
Payables
Interest bearing liabilities
Provisions
Non-current liabilities
Payables
Interest bearing liabilities
Provisions
Total Liabilities
Net Assets
Equity
Contributed equity
Option reserve
Accumulated losses
Parent entity interest
Outside equity interest
Total Equity
Consolidated
Company
Notes
30 June 2004
$’000
30 June 2003
$’000
30 June 2004
$’000
30 June 2003
$’000
6
7
8
14
9
10
11
7
8
14
12
11
13
15
16
17
15
16
17
12,849
-
1,512
188
777
58
630
597
280
3,688
4,891
4,264
4,194
1,250
1
-
374
21,888
777
58
599
595
280
3,688
4,891
4,264
4,094
1,219
16,014
19,164
23,697
19,031
3,108
3,293
-
-
4,947
-
42,401
50,456
66,470
6,691
9,832
751
17,274
-
75
4,269
4,344
21,618
-
-
8,380
83
46,372
58,128
77,292
10,561
15,151
898
26,610
-
8,833
3,876
12,709
39,319
2,765
1,140
-
3,821
-
13,538
21,264
44,961
6,067
8,932
751
15,750
11,484
75
4,269
15,828
31,578
3,293
18,240
16,635
7,253
83
19,224
64,728
83,759
10,555
15,151
898
26,604
11,484
8,833
3,876
24,193
50,797
44,852
37,973
13,383
32,962
18
19(a)
20
21
139,400
2,443
(115,835)
26,008
18,844
44,852
127,534
1,959
(91,520)
37,973
-
139,400
2,443
(128,460)
13,383
-
127,534
1,959
(96,531)
32,962
-
37,973
13,383
32,962
The above Statements of Financial Position should be read in conjunction with the accompanying notes.
Statements of Cash Flows
for the year ended 30 June 2004
Consolidated
Company
Notes
30 June 2004
$’000
30 June 2003
$’000
30 June 2004
$’000
30 June 2003
$’000
Cash Flows from Operating Activities
Cash receipts in the course of operations
24,684
63,043
24,507
62,802
(inclusive of goods and services tax)
Payments to suppliers and employees
(31,712)
(63,256)
(27,799)
(63,268)
(inclusive of goods and services tax)
Interest received
Borrowing costs paid and gold lease fees
Finance charges
- fi nance leases
- hire purchase
agreement
Net cash fl ows provided by /
(used in) operating activities
Cash Flows from Investing Activities
Payments in respect of exploration,
evaluation and development
Payments for property, plant and equipment
Cash received from tenements sold
Cash received from investments sold
Payments for investment in listed securities
Net funds from controlled entities
Proceeds from sale of property,
plant and equipment
Net cash fl ows provided by /
(used in) investing activities
Cash Flows from Financing Activities
Principal repayments under secured loans
Repayment of convertible loan
Movement in restricted cash
Proceeds from borrowings
Proceeds from issue of shares and
other equity securities
Principal repayments - fi nance leases
- hire purchase
agreements
Net cash fl ows provided by /
(used in) fi nancing activities
Net increase / (decrease) in cash
Cash at the beginning of the fi nancial year
Cash at the end of the fi nancial year
Non-cash fi nancing and investing activities
Financing facilities
1,343
(2,662)
(162)
(133)
292
(68)
(340)
(225)
1,056
(1,732)
(162)
(133)
292
-
(340)
(225)
30
(8,642)
(554)
(4,263)
(739)
(5,043)
(42)
1,020
4,984
(500)
-
3,584
(13,050)
(205)
-
-
(365)
-
982
(3,327)
(38)
1,000
4,984
-
490
3,483
(9,984)
(205)
-
-
(365)
(10,254)
982
4,003
(12,638)
6,592
(19,826)
(5,000)
-
465
4,500
20,017
(2,315)
-
(7,372)
(1,736)
8,493
7,635
(1,204)
(5,000)
-
808
3,500
860
(2,315)
-
-
(1,736)
8,493
7,635
(1,204)
(776)
(1,059)
(776)
(1,059)
16,891
12,252
597
12,849
4,757
(8,435)
9,032
597
(2,923)
(594)
595
1
12,129
(8,436)
9,031
595
6
30
31
The above Statements of Cash Flows should be read in conjunction with the accompanying notes.
29
St Barbara Mines Limited Annual Report 2004
Notes to the Financial Statements
for the year ended 30 June 2004
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
This general purpose fi nancial report has been prepared in accordance with Accounting Standards, other authoritative
pronouncements of the Australian Accounting Standards Board, Urgent Issues Group Consensus Views and the
Corporations Act 2001.
It is prepared in accordance with the historical cost convention, except for certain assets which, as noted, are at valuation.
Unless otherwise stated, the accounting policies adopted are consistent with those of the previous year.
The following accounting policies have been used by the consolidated entity for the periods presented:
(a) Going Concern
The consolidated fi nancial statements have been prepared on a going concern basis. At 30 June 2004 the consolidated
entity’s current liabilities exceeded its current assets by $1.26 million.
Further, cash assets on consolidation of $12.85 million at 30 June 2004 were held substantially by the 54% owned
NuStar Mining Corporation Limited (“NuStar”) (formerly Taipan Resources NL) and are not available to meet the
debts and commitments of other members of the consolidated entity.
The controlled entity, NuStar, has suffi cient cash funds to meet its commitments and subsequent to balance date,
announced on 29 September 2004 procurement of a $30.3 million project fi nancing facility to fund the development
of the Paulsens project as well as to provide working capital.
The ability of the Company and its wholly owned controlled entities to continue as a going concern is dependent upon
raising funds from the sale of assets and/or equity raisings as well as the repayment or rescheduling of short term
secured debts.
Subsequent to balance date, a number of favourable transactions occurred during July 2004 as follows:
• placement of 86,122,000 shares which raised a net $3.7 million;
•
•
conversion of a $4.4 million interest bearing convertible note to shares at a strike price of $0.08 per share; and
receipt of $1.2 million advance against future equity raisings.
In addition, on 20 September 2004 the Company announced it had appointed Claymore Capital Pty Ltd (“Claymore”)
to assist the company with a number of transactions, including:
(i) an initial sale of 100 million NuStar shares to third parties at not less that $0.04 per share;
(ii) the sale of the Paulsens 5% royalty owned by the Company to NuStar for not less than $5.1 million and the sale
of the Company’s interest in the Pelican Joint Venture (adjacent to Paulsens) to NuStar; and
(iii) the grant of an option to Claymore (or its nominees) to purchase 100 million NuStar shares at $0.05 per share “
at any time up to three months after the initial sale.
The transaction escribed in (ii) is subject to shareholder approval and the completion of an independent expert’s report.
Shareholders will be asked to approve this transaction at the company’s AGM to be held in late November 2004 subject
to all necessary statutory procedures being completed within this time.
The anticipated outcomes of these transactions being completed are:
•
• provide suffi cient net cash fl ow (subject to shareholder approval being obtained as required) to meet current
enable the company to repay its short term secured debt of $3.5 million; and
obligations and future operating costs for the ensuing twelve months.
Should one or more of the asset sales announced on 20 September 2004 not proceed, Directors are confi dent
of realising proceeds from the sale of all or part of the Company’s substantial shareholding in NuStar to meet
its funding requirements during this period.
In addition to the above transactions, the Company has:
•
commenced a comprehensive review and data compilation of the Paddy’s Flat tenements (100% owned)
in the Meekatharra region with a view to exploration or divestment;
reviewed the Aurogenic and Elara joint ventures which require the joint venture partners to spend approximately
$6.5 million during the coming twelve months; and
entered into negotiations with a third party for the use of the Bluebird plant at Meekatharra which will at least cover
the care and maintenance costs while the operations are suspended.
•
•
However, should insuffi cient funds be derived from the transactions described above or should such transactions
be delayed, there is signifi cant uncertainty as to whether the Company and its wholly owned controlled entities will
be able to continue as a going concern and, therefore, whether they will realise their assets and settle their liabilities
and commitments in the normal course of business. At this time the directors are of the opinion that no asset is likely
to be realised for an amount less than the amount at which it is recorded in the fi nancial report. Accordingly, the fi nancial
report does not include any adjustments relating to the recoverability and classifi cation of the asset carrying amounts or
the classifi cation of liability amounts that might be necessary should the entity not continue as a going concern.
(b) Principles of Consolidation
The consolidated fi nancial statements incorporate the assets and liabilities of all entities controlled by St Barbara Mines
Limited as at 30 June 2004 and the results of all controlled entities for the year ended. St Barbara Mined Limited
and its controlled entities are together referred to in this fi nancial report as the consolidated entity. The effects of all
transactions between entities in the consolidated entity are eliminated in full. Outside equity interests in the results and
equity of controlled entities are shown separately in the consolidated statement of fi nancial performance and statement
of fi nancial position respectively.
Where control of an entity is obtained during a fi nancial year, its results are included in the consolidated statement
of fi nancial performance from the date on which control commences. Where control of an entity ceases during a
fi nancial year its results are included for that part of the year during which control existed.
(c) Acquisition of Assets
The purchase method of accounting is used for all acquisitions of assets regardless of whether equity instruments
or other assets are acquired. Cost is measured as the fair value of the assets given up, shares issued or liabilities
undertaken at the date of acquisition plus incidental costs directly attributable to the acquisition. Where equity
instruments are issued in an acquisition the value of the instruments is their market price as at the acquisition date,
unless the notional price at which they could be placed in the market is a better indicator of fair value.
Transaction costs arising from the issue of equity instruments are charged directly against the equity raised.
Where settlement of any part of cash consideration is deferred, the amounts payable in the future are discounted
to their present value as at the date of the acquisition. The discount rate used is the incremental borrowing rate,
being the rate at which a similar borrowing could be obtained from an independent fi nancier under comparable
terms and conditions.
31
St Barbara Mines Limited Annual Report 2004
B
Notes to the Financial Statements
for the year ended 30 June 2004
(d) Recoverable Amount of Non-Current Assets
The recoverable amount of an asset is the net amount expected to be recovered through the cash infl ows and outfl ows
arising from its continued use and subsequent disposal.
Where the carrying amount of a non-current asset is greater than its recoverable amount, the asset is written down to
its recoverable amount. Where net cash infl ows are derived from a group of assets working together, recoverable amount
is determined on the basis of the relevant group of assets. The decrement in the carrying amount is recognised as an
expense in net profi t or loss in the reporting period in which the recoverable amount write-down occurs. The expected net
cash fl ows included in determining the recoverable amounts of non current assets are not discounted.
(e) Treatment of Mining Properties
All exploration and evaluation expenditure incurred by or on behalf of the Company up to the decision by the Board
to proceed with development of a mining property, is expensed as incurred. Acquired exploration assets are not written
down below acquisition cost until such time as the acquisition cost is not expected to be recovered.
Mining properties consists only of acquired exploration assets together with related mine development costs and capital
assets. The cost of mineral properties includes the cash consideration and/or the fair value of shares issued on the date
the property is acquired.
The recoverability of amounts shown for mining properties is dependent upon the existence of economically recoverable
reserves; the acquisition and maintenance of appropriate permits, licenses and rights; the ability of the Company to obtain
fi nancing to complete the development of the properties where necessary and upon future profi table production; or,
alternatively, upon the Company’s ability to recover its spent costs through a disposition of its interests.
Mine development costs relating to mineral properties are deferred until the properties are brought into commercial
production, at which time they are amortised over the estimated useful life of the related property or on a unit-of-
production basis over proven and probable reserves. Pre-production credits, including the value of marketable metals
extracted during mine development, are credited against costs incurred.
(f) Depreciation and Amortisation of Property, Plant and Equipment
The Directors have considered the economic life of mine buildings, machinery and equipment with due regard to both
the physical life limitations, assessments of economically recoverable reserves of the mine property at which the items
are located, and to possible future variations in those assessments. The estimated remaining useful life for all such assets
is reviewed regularly with annual reassessments being made for major items.
The majority of mine buildings, plant and equipment (other than freehold land) are written off over their expected
economic life. The expected useful lives are as follows:
Buildings
Plant and Equipment
10 years
3 to 13 years
The total net carrying values of mine buildings, machinery and equipment at the mine property are reviewed regularly
and, to the extent by which these values exceed their recoverable amounts, that excess is fully provided against in the
fi nancial year in which this is determined.
Profi ts and losses on disposal of property, plant and equipment are taken into account in determining the result for the year.
(g) Depreciation and Amortisation of Assets Held for Resale
Plant and equipment which is currently surplus to requirements and not used is not depreciated. When those assets
are used, they are depreciated on an hourly basis. The total carrying value of these assets is not in excess of estimated
market value.
B
(h) Accounting for Income Tax
Income tax has been brought to account using the liability method of tax effect accounting. Future income tax benefi ts
relating to tax losses are only recognised and brought to account to the extent that their realisation is virtually certain.
Income tax on cumulative timing differences is set aside to the deferred income tax or the future income tax benefi t
accounts at the rates which are expected to apply when those timing differences reverse.
No provision is made for additional taxes which could become payable if certain reserves of the foreign controlled entity
were to be distributed as it is not expected that any substantial amount will be distributed from those reserves in the
foreseeable future.
Tax consolidation legislation
The Company and its wholly-owned Australian controlled entities have decided to implement the tax consolidation
legislation as of 1 July 2003. The Australian Taxation Offi ce has not yet been notifi ed of this decision.
As a consequence, the Company, as the head entity in the tax consolidated group, recognises current and deferred tax
amounts relating to transactions, events and balances of the wholly-owned Australian controlled entities in this group
as if those transactions, events and balances were its own, in addition to the current and deferred tax amounts arising
in relation to its own transactions, events and balances. Amounts receivable or payable under an accounting tax sharing
agreement with the tax consolidated entities are recognised separately as tax-related amounts receivable or payable.
Expenses and revenues arising under the tax sharing agreement are recognised as a component of income tax
expense/(revenue).
The deferred tax balances recognised by the parent entity in relation to wholly-owned entities joining the tax
consolidated group are measured based on their carrying amounts at the level of the tax consolidated group
before the implementation of the tax consolidation regime.
(i)
Investments
Investments in listed and unlisted securities, other than controlled entities, are stated at cost unless, in the opinion of the
Directors, a provision for diminution in value is considered necessary. Income from investments is brought to account
by the consolidated entity when dividends are received. Controlled entities are accounted for as set out in Note 1(b).
(j)
Inventories
Inventories are valued at the lower of cost and net realisable value. The cost of ore stockpiles and gold stocks includes
direct material, direct labour, transportation costs, and variable and fi xed overhead costs relating to mining activities.
Costs have been assigned to inventory quantities on hand at balance date using the weighted average basis.
(k) Maintenance and Repairs
Plant of the consolidated entity is required to be overhauled on a regular basis. This is managed as part of an ongoing
major cyclical maintenance programme. The costs of this maintenance are charged as expenses as incurred, except
where they relate to the replacement of a component of an asset, in which case the costs are capitalised and depreciated
in accordance with note 1(f). Other routine operating maintenance, repair and minor renewal costs are also charged as
expenses as incurred.
33
St Barbara Mines Limited Annual Report 2004
Notes to the Financial Statements
for the year ended 30 June 2004
(l) Employee Benefi ts
(i) Wages and salaries, annual leave and sick leave
Liabilities for wages and salaries and annual leave are recognised, and measured as the amount unpaid at the
reporting date 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.
(ii) Long service leave
The liability for long service leave expected to be settled within twelve months of the reporting date is recognised
in the provisions for employee entitlements and is measured in accordance with (i) above. The liability for long
service leave expected to be settled more than twelve months from the reporting date is recognised in the provisions
for employee entitlements and measured as the present value of expected future payments to be made in respect
of services provided by employees up to the reporting date. Consideration is given to the length of service and the
probability of achievement of long service leave anniversary dates.
(iii) Ownership-based remuneration schemes
Ownership-based remuneration is provided to employees via the Employee Option Plan. Information relating
to this scheme is set out in Note 27(d).
No accounting entries are made in relation to the Employee Option Plan until options are exercised, at which
time the amounts receivable from employees are recognised in the statement of fi nancial position as share capital.
The amounts disclosed for remuneration of Directors and executives in Note 23 include the assessed fair values
of options at the date they were granted.
(m) Leased Assets
Assets acquired under fi nance leases are included as property, plant and equipment in the statement of fi nancial
position. Finance leases effectively transfer from the lessor to the lessee substantially all the risks and benefi ts incidental
to ownership of the leased property. Where assets are acquired by means of fi nance leases, the present value of the
minimum lease payments is recognised as an asset at the beginning of the lease term and amortised on a straight
line basis over the expected useful life of the leased asset. A corresponding liability is also established and each lease
payment is allocated between the liability and fi nance charge.
Other leases under which all the risks and benefi ts of ownership are effectively retained by the lessor are classifi ed as
operating leases. Operating lease payments are charged to expense over the period of expected benefi t.
(n) Receivables
A provision is raised for any doubtful debts based on a review of all outstanding amounts at year end.
Bad debts are written off during the year in which they are identifi ed.
(o) Revenue
Sales revenue represents revenue earned from the sale of gold and is recognised when title passes at the delivery point.
Revenue on sale of investments and tenements is recognised at disposal.
Interest revenue is recognised when it accrues taking into account interest rates applicable to fi nancial assets.
(p) Cash Flows
For the purpose of the statements of cash fl ows, cash includes cash on hand, deposits held at call which are readily
convertible to cash on hand and which are used in the cash management function on a day-to-day basis, net of
outstanding bank overdrafts.
(q) Foreign Currency
Transactions denominated in a foreign currency are converted at the exchange rate at the date of the transaction.
Foreign currency receivables and payables at balance date are translated at exchange rates at balance date.
Exchange gains and losses are brought to account in determining the profi t or loss for the year.
Exchange gains and losses and hedging costs arising on forward foreign exchange contracts entered into as hedges
of specifi c commitments are deferred on the statement of fi nancial position and included in the determination
of the amounts at which the hedged transactions are brought to account. All exchange gains and losses relating
to other hedge transactions are brought to account in the statement of fi nancial performance in the same year
as the exchange differences on the items covered by the hedge transactions.
Gains and losses on foreign currency transactions that are not accounted for as specifi c hedges, if any, are brought
to account as they arise and disclosed as speculative gains or losses.
(r) Trade and Other Creditors
These amounts represent liabilities for goods and services provided to the consolidated entity prior to the end of the
fi nancial year and which are unpaid. These amounts are unsecured.
(s) Rehabilitation and Restoration Costs
Provision is made on a straight line basis for the consolidated entity’s estimated liability under specifi c legislative
requirements and the conditions of its mining leases for future costs expected to be incurred in restoring areas
of interest. The estimated liability is based on the restoration work required, using existing technology, as a result
of activities to date.
(t) Borrowing Costs
Borrowing costs are recognised as expenses in the year in which they are incurred. Borrowing costs include interest
on bank overdrafts, short-term and long-term borrowings, fi nance lease charges, the fair value of equity securities issued
in satisfaction of interest and facility fees and amortisation of establishment costs and facility fees in connection with the
arrangement of borrowings.
(u) Interest Bearing Liabilities
Loans are carried at their principal amounts which represent the present value of future cash fl ows associated
with servicing the debt. Interest is accrued over the period it becomes due and is recorded as part of other creditors.
(v) Rounding of Amounts
The Company is of a kind referred to in Class Order 98/0100, issued by the Australian Securities and Investments
Commission, relating to the “rounding off ” of amounts in the fi nancial report. Amounts in the report have been
rounded off in accordance with that Class Order to the nearest thousand dollars, or in certain cases, to the nearest
dollar.
(w) Earnings per Share
(iv) Basic earnings per share
Basic earnings per share is determined by dividing net profi t after income tax attributable to members
of the Company, excluding any costs of servicing equity other than ordinary shares, by the weighted average
number of ordinary shares outstanding during the fi nancial year, adjusted for bonus elements in ordinary shares
issued during the year.
(v) Diluted earnings per share
Diluted earnings per share adjusts the fi gures used in the determination of basic earnings per share to take into
account the after income tax effect of interest and other fi nancing costs associated with dilutive potential ordinary
shares and the weighted average number of shares assumed to have been issued for no consideration in relation to
dilutive potential ordinary shares.
35
St Barbara Mines Limited Annual Report 2004
Notes to the Financial Statements
for the year ended 30 June 2004
(x) International Financial Reporting Standards (IFRS)
The Australian Accounting Standards Board (AASB) is adopting International Financial Reporting Standards (IFRS)
for application to reporting periods beginning on or after 1 January 2005. The AASB has issued Australian equivalents
to IFRS, and the Urgent Issues Group will issue interpretations corresponding to IASB interpretations originated by the
International Financial Reporting Interpretations Committee or the former Standing Interpretations Committee.
The adoption of Australian equivalents to IFRS will be fi rst refl ected in the consolidated entity’s fi nancial statements
for the half-year ending 31 December 2005 and the year ending 30 June 2006.
Entities complying with Australian equivalents to IFRS for the fi rst time will be required to restate their comparative
fi nancial statements to amounts refl ecting the application of IFRS to that comparative period. Most adjustments
required on transition to IFRS will be made, retrospectively, against opening retained earnings as at 1 July 2004.
Included in note 34 to the fi nancial statements is a reconciliation of Australian Generally Accepted Accounting
Principles (GAAP) to IFRS, which details signifi cant differences between the two as they relate to the consolidated
entity, based on IFRS which are currently applicable. This reconciliation is included as part of the requirements
of the company’s secondary listing on the Alternative Investment Market on the London Stock Exchange.
In addition to the differences included in note 34, the adoption of IFRS on or after 1 January 2005 may result in further
differences as new IFRS become applicable. Major changes identifi ed as a result of the new IFRS and the consolidated
entity’s current accounting policies include:
Equity-based compensation benefi ts
Under AASB 2 Share based Payment, equity-based compensation to employees will be recognised as an expense
in respect of the services received. This will result in a change to the current accounting policy, under which no expense
is recognised for equity-based compensation.
The reconciliation between AGAAP and IAS detailed at note 34 and the above should not be regarded as a complete
list of changes in accounting policies that will result from the transition to Australian equivalents to IFRS, as not all
standards have been analysed as yet, and some decisions have not yet been made where choices of accounting policies
are available. For these reasons, it is not yet possible to quantify the impact of the transition to Australian equivalents to
IFRS on the consolidated entity’s fi nancial position and reported results.
2. SEGMENT INFORMATION
The Consolidated Entity operates predominantly in the gold mining and exploration industry in Australia.
The Consolidated Entity’s head offi ce is in Australia.
3. REVENUE
Revenue from operating activities
Revenue from sale of gold
Revenue from non-operating activities
Proceeds on sale of investments
Proceeds on sale of tenements
Proceeds on sale of property, plant and equipment
Interest received
Other
Total revenue from ordinary activities
Consolidated
Company
30 June 2004
$’000
30 June 2003
$’000
30 June 2004
$’000
30 June 2003
$’000
21,972
56,111
21,972
56,111
5,063
1,020
3,486
502
389
32,432
17
35
982
292
167
57,604
4,984
1,000
3,483
1,056
348
32,843
-
-
982
1,429
-
58,522
(LOSS) FROM ORDINARY ACTIVITIES
4.
(Loss) from ordinary activities before income tax expense
includes the following specifi c net gains and expenses:
Net Gains
Net gain on disposal of:
- Investments
- Property, plant and equipment
- Tenements
Expenses
Cost of gold sales
Amortisation:
- Mining expenses
Write down of mining development expenses
Write-down of exploration tenements
Loss on disposal of property, plant and equipment
Depreciation:
- Buildings
- Plant and equipment
Borrowing cost expensed:
- Interest paid
- Convertible Note borrowing cost
- Finance charges relating to:
- fi nance leases
- hire purchase
Rental of premises
Royalties
Provision for:
- Rehabilitation
- Inventories
- Diminution of exploration tenements
Cost/adjustments associated with surplus offi ce space
172
-
1,020
17
798
-
93
-
1,000
-
798
-
21,165
60,764
21,165
60,764
1,200
1,241
318
2,462
102
1,424
1,526
1,523
2,262
162
133
4,080
274
671
495
(204)
5,256
-
15,641
-
-
-
178
2,572
2,750
3,547
1,337
340
225
5,449
418
1,728
598
96
-
(13)
1,200
1,241
318
2,462
102
1,419
1,521
1,434
2,012
162
133
3,741
274
671
495
(204)
5,256
-
15,641
-
-
-
178
2,528
2,706
3,176
1,337
340
225
5,078
418
1,728
598
96
-
(13)
37
St Barbara Mines Limited Annual Report 2004
Notes to the Financial Statements
for the year ended 30 June 2004
Consolidated
Company
30 June 2004
$’000
30 June 2003
$’000
30 June 2004
$’000
30 June 2003
$’000
5. INCOME TAX
(a) Tax Expense
The amount of income tax expense for the fi nancial
year differs from the amount calculated on the loss.
The differences are reconciled as follows:
Loss from ordinary activities before
income tax expense
(25,228)
(30,020)
(31,929)
(24,970)
Income tax calculated at 30% (2003 - 30%)
7,568
9,006
9,579
7,491
Tax effect of permanent differences:
-
Provision for diminution in investments
- Legal and other capital expenditure
- Sundry items
Income tax adjusted for permanent differences
Net future income tax benefi t not brought
to account
Future income tax benefi ts previously recognised,
now written off
Income tax (expense)
(b) Unbooked future income tax benefi t
Future income tax benefi t attributable to
operating losses
Less: offset to provision for deferred income tax
Future income tax benefi t attributable to timing
differences not brought to account
Future income tax benefi t not brought to account
These benefi ts will only be obtained if:
(90)
(91)
(3)
(184)
7,384
-
(132)
(20)
(152)
8,854
(3,720)
(91)
(3)
(3,814)
5,765
(1,224)
(127)
(20)
(1,371)
6,120
(7,384)
(8,854)
(5,765)
(6,120)
-
-
(2,965)
(2,965)
-
-
(2,965)
(2,965)
33,263
(1,357)
31,906
1,674
33,580
26,401
(4,248)
22,153
1,615
23,768
25,809
(834)
24,975
1,602
26,577
21,617
(3,870)
17,747
1,615
19,362
(i)
the consolidated entity derives future assessable income of a nature and of an amount suffi cient to enable the
benefi t from the deductions for the loss to be realised; or
(ii) the consolidated entity continues to comply with the conditions for deductibility imposed by the law; and
(iii) no changes in tax legislation adversely affect the consolidated entity in realising the benefi t from the deductions
for the losses.
(c) Tax consolidation legislation
The Company and its wholly-owned Australian subsidiaries have decided to implement tax consolidation in respect
of the year ended 30 June 2004. The Australian Taxation Offi ce has not yet been notifi ed of this decision.
The accounting policy on implementation of the legislation is set out in note 1(h). As the company and consolidated
entity are in a carried forward tax loss position and do not currently recognise deferred tax balances in the fi nancial
statements, there has not been a material impact on company or consolidated assets, liabilities and results from
implementation of the legislation.
6. CASH ASSETS
Current
Current cash on hand
Cash on call
7. RESTRICTED CASH
Current
Term deposit (i)
Non-Current
Term deposit (i)
Term deposit (ii)
(i) Funds placed on security deposit for lease rental.
The current lease expires on 31 January 2006.
(ii) Funds placed on security deposit with Macquarie
Bank Limited as security for performance bonds
issued by Macquarie Bank Limited to WA
Department of Minerals and Petroleum.
8. RECEIVABLES
Current
Trade debtors
Provision for doubtful debts
Other debtors (i)
(i) Other debtors in the consolidated entity includes
a GST receivable of $580,811 and funds held by
Claymore Capital on behalf of NuStar of $362,466.
Non-Current
Non-trade receivables from controlled entities
Less: provision for non-recovery
Consolidated
Company
30 June 2004
$’000
30 June 2003
$’000
30 June 2004
$’000
30 June 2003
$’000
1
12,848
12,849
1
596
597
-
280
1
-
1
-
40
3,068
3,108
-
3,293
3,293
40
2,725
2,765
1
594
595
280
-
3,293
3,293
576
(222)
1,158
1,512
-
-
-
2,318
-
1,370
3,688
382
(222)
214
374
2,318
-
1,370
3,688
-
-
-
2,770
(1,630)
1,140
19,600
(1,360)
18,240
39
St Barbara Mines Limited Annual Report 2004
Notes to the Financial Statements
for the year ended 30 June 2004
9. INVENTORIES
Current
Consumables and spares - at cost
Less: provision for obsolescence
Ore stockpiles – at cost
Gold in circuit – at cost
10. ASSETS HELD FOR RESALE
Current
Plant and equipment
- Under fi nance lease
- Accumulated amortisation
Plant and equipment owned
- At cost
- Accumulated depreciation
11. OTHER ASSETS
Current
Prepayments
Unexpired hire purchase charges
Non-Current
Unexpired hire purchase charges
Consolidated
Company
30 June 2004
$’000
30 June 2003
$’000
30 June 2004
$’000
30 June 2003
$’000
870
(130)
740
-
37
1,749
(334)
1,415
1,009
1,840
870
(130)
740
-
37
1,749
(334)
1,415
1,009
1,840
777
4,264
777
4,264
-
-
-
1,587
(1,529)
58
58
630
-
630
-
5,261
(1,261)
4,000
2,342
(2,148)
194
4,194
1,101
149
1,250
83
-
-
-
1,587
(1,529)
58
58
599
-
599
-
5,261
(1,261)
4,000
2,019
(1,925)
94
4,094
1,070
149
1,219
83
12. PROPERTY, PLANT
AND EQUIPMENT
Non-Current
Property, plant and equipment – at cost
Land
Buildings
Less: Accumulated depreciation
Plant and equipment
Less: Accumulated depreciation and
provision for diminution
Written down value of plant and equipment
Reconciliations of the carrying amounts for each class
of property, plant and equipment are set out below:
Land
Carrying amount at the beginning of year
Disposals
Carrying amount at the end of the year
Buildings
Carrying amount at the beginning of year
Disposals
Depreciation
Transfer to / (from) buildings
Carrying amount at the end of the year
Plant and equipment
Carrying amount at the beginning of year
Additions
Disposals
Depreciation
Under construction
Transfer to / (from) plant and equipment
Carrying amount at the end of the year
Consolidated
Company
30 June 2004
$’000
30 June 2003
$’000
30 June 2004
$’000
30 June 2003
$’000
1,244
4,434
(4,238)
196
55,457
1,249
4,683
(4,300)
383
59,319
135
4,434
(4,238)
196
55,270
140
4,683
(4,300)
383
59,136
(51,950)
(52,571)
(51,780)
(52,406)
3,507
4,947
6,748
8,380
3,490
3,821
6,730
7,253
1,249
(5)
1,244
383
(85)
(102)
-
196
6,748
42
(1,859)
(1,424)
-
-
3,507
4,947
1,255
(6)
1,249
539
-
(178)
22
383
8,112
205
(47)
(1,674)
-
152
6,748
8,380
140
(5)
135
383
(85)
(102)
-
196
6,730
38
(1,859)
(1,419)
-
-
3,490
3,821
146
(6)
140
539
-
(178)
22
383
8,054
205
(47)
(1,634)
-
152
6,730
7,253
41
St Barbara Mines Limited Annual Report 2004
Notes to the Financial Statements
for the year ended 30 June 2004
13. Mining properties
Non-Current
Opening balance
Direct expenditure
Acquired tenements
Provision for diminution
Amortisation charge for the year
Write down as per Director’s recommendation
Write down due to change in accounting policy
(see Note 1(e))
Closing balance
Mining properties
Areas of interest in the exploration / evaluation stage:
- at cost (i)
- provision for diminution
- write down as per Director’s recommendation
- write down due to change in accounting policy
(see Note 1(e))
Areas of interest in the development and
production phase
- at cost
- accumulated amortisation
- writedown as per Directors’ recommendation
- write down due to change in accounting policy
(see Note 1(e))
- provision for diminution
Consolidated
Company
30 June 2004
$’000
30 June 2003
$’000
30 June 2004
$’000
30 June 2003
$’000
46,372
4,383
-
(6,497)
(1,539)
(318)
-
42,401
52,228
(5,256)
(318)
(7,352)
39,302
110,851
(60,614)
(1,241)
(2,546)
(43,351)
3,099
42,401
58,188
10,558
3,164
-
(15,641)
-
(9,897)
46,372
48,734
-
-
(7,352)
41,382
109,962
(59,075)
-
(2,546)
(43,351)
4,990
46,372
19,224
2,668
-
(6,497)
(1,539)
(318)
-
13,538
16,013
(5,256)
(318)
-
27,370
6,877
3,164
-
(15,641)
-
(2,546)
19,224
14,234
-
-
-
10,439
14,234
110,851
(60,614)
(1,241)
(2,546)
(43,351)
3,099
13,538
109,962
(59,075)
-
(2,546)
(43,351)
4,990
19,224
(i) Certain exploration interests are subject to farm-in agreements, which may result in the establishment of joint ventures
in the future.
14. OTHER FINANCIAL ASSETS
Current
Investments in other entities:
- Listed securities - at cost
Investments in controlled entities:
- Unlisted securities (at cost)
- Listed securities (at cost) (2) (3)
Provision for diminution
- Market value
Non-Current
Investments in controlled entities:
- Unlisted securities (at cost)
- Listed securities (at cost) (2)
Provision for diminution
- Market value
Listed securities in other entities – market value
The aggregate market value at balance date of
investments in other entities listed on a prescribed stock
exchange is:
Current:
- Listed securities (1)
Non-Current:
- Listed securities (1)
Listed securities in controlled entities
- market value
The aggregate market value at balance date of
investments in controlled entities listed on a prescribed
stock exchange is:
Current:
- Listed securities (2)
Consolidated
Company
30 June 2004
$’000
30 June 2003
$’000
30 June 2004
$’000
30 June 2003
$’000
-
-
500
(312)
188
188
-
-
-
-
-
-
-
-
4,891
-
4,891
-
-
-
-
4,891
-
-
-
-
-
4,662
-
-
179
38,138
(16,429)
21,709
21,888
-
-
-
-
-
-
-
-
-
-
-
4,891
179
20,537
(4,081)
16,456
16,635
4,662
-
18,452
4,768
Due to losses carried forward, the amount of tax that would have been paid if these assets were to be sold at market value
at balance date is nil.
At balance date, securities were held in the following listed entities:
(1) The consolidated entity held nil shares in Dioro Exploration NL at 30 June 2004 (2003: 44,400,000).
All of the 44,400,000 shares were sold on 3 July 2003 realising net proceeds of $4,984,000.
(2) NuStar Mining Corporation Limited. The consolidated entity held 542,719,338 fully paid ordinary shares
(2003:190,719,338).
(3) The consolidated entity held 15,650,000 shares in Strata Mining Corporation Ltd (“Strata”), a listed entity (2003: nil).
At 30 June 2004 the investment was written down to market value. Mr S W Miller was a director of Strata during
the fi nancial year.
43
St Barbara Mines Limited Annual Report 2004
Notes to the Financial Statements
for the year ended 30 June 2004
15. PAYABLES
Current
Trade creditors and accruals
Loans from controlled entities – unsecured
Non-Current
Consolidated
Company
30 June 2004
$’000
30 June 2003
$’000
30 June 2004
$’000
30 June 2003
$’000
6,691
-
6,691
10,561
-
10,561
5,851
216
6,067
10,555
-
10,555
Loans from controlled entities – unsecured
-
-
11,484
11,484
16. INTEREST BEARING LIABILITIES
Current
Lease liability – secured (1)
Hire purchase liability – secured
Convertible notes – secured (2) (3)
Other loans - secured (4) (5)
Non Current
Hire purchase liability – secured
Convertible loan - unsecured (2)
-
188
6,144
3,500
9,832
75
-
75
2,018
1,133
-
12,000
15,151
1,528
7,305
8,833
-
188
5,244
3,500
8,932
75
-
75
2,018
1,133
-
12,000
15,151
1,528
7,305
8,833
(1) Secured by a fi xed charge over the item of plant and equipment purchased by the funds advanced. The lease liability
was paid out in April 2004
(2) On 10 July 2003, the Company announced that the existing convertible note loan dated 27 February 2003 had been
cancelled and a new convertible loan for $7.2 million had been entered into with Ocean Resources Capital Holdings
Limited (“Ocean”) effective 19 June 2003. The new unsecured convertible loan repayment date was 19 December 2005
and carried an interest rate of 12%. The loan was convertible, at the option of Ocean, into 90,000,000 fully paid ordinary
shares in the Company at $0.08 per share. Shares issued pursuant to the convertible note loan were approved at the
25 November 2003 General Meeting.
On 5 December 2003, the Company issued 35 million fully paid ordinary shares at $0.08 per share for $2.8 million
to partly satisfy the convertible note loan. This resulted in the remaining face value owing being reduced to $4.4 million.
On 15 July 2004, the Company announced the conversion by Ocean of the face value of its convertible note of
$4.4 million into 55 million ordinary shares at $0.08 per share. Interest due on the convertible note loan was also satisfi ed
by the issue of 17,480,547 fully paid ordinary shares at $0.046 per share.
(3) On 30 September 2003, NuStar entered into an unsecured convertible note with Claymore Capital Pty Ltd (“Claymore”),
arranger of this transaction, for up to $1.5 million. During the year $1.0 million was drawn down on this facility.
The convertible note is repayable on or before 30 September 2004 and bears interest at 13.5%. The convertible note
is convertible at the option of Claymore into either:
a)
fully paid ordinary shares of NuStar using the following formula:
i) up to 30 June 2004 at $0.05 per NuStar Share; and
ii) after 30 June 2004 but before 30 September 2004, the lower of:
1. $0.065 per NuStar share; and
2. 85% of the volume weighted average price of the NuStar shares on ASX during the 30 day period
prior to the Conversion Date provided that the minimum strike price calculable is $0.05; or
b)
fully paid ordinary shares of the Company at $0.08 per share.
At the Annual General Meeting of NuStar held on 12 December 2003, shareholders approved the issue of shares to
Claymore should Claymore elect to convert the convertible note into fully paid shares in NuStar. Following this, Claymore
converted $100,000 of the convertible note into 2,000,000 shares in NuStar which were issued on 23 December 2003.
(4) On 9 July 2003, $5 million of the RCF Facility was repaid on receipt of the proceeds of the sale of the shares in
Dioro Exploration NL.
On 28 November 2003, the balance of the $7 million RCF Facility was converted at $0.08 per share into 87,500,000 fully
paid ordinary shares. Interest and fees due were also converted at $0.08 into 8,184,932 fully paid ordinary shares.
(5) On 8 May 2004, the Company entered into a margin lending facility with Galviston Pty Limited for $3,500,000.
The amount is secured over the investment in NuStar. The market value of NuStar at 30 June 2004 was $18.4 million.
Consolidated
Company
30 June 2004
$’000
30 June 2003
$’000
30 June 2004
$’000
30 June 2003
$’000
Assets pledged as security
The carrying amounts of assets pledged as security are:
Secured loan
- Market value of listed securities
18,452
-
18,452
-
First Mortgage
- Property, plant and equipment
- Other fi nancial assets
Finance Lease
-
-
8,380
4,891
-
-
7,253
25,607
- Plant and equipment under fi nance lease
759
4,000
759
4,000
Floating Charge
- Cash and restricted cash
Receivables
Total assets pledged as security
3,067
-
22,278
4,170
3,688
25,129
2,725
-
21,936
4,168
3,688
44,716
45
St Barbara Mines Limited Annual Report 2004
Notes to the Financial Statements
for the year ended 30 June 2004
Consolidated
Company
30 June 2004
$’000
30 June 2003
$’000
30 June 2004
$’000
30 June 2003
$’000
17. PROVISIONS
Current
Employee benefi ts
Directors’ retirement benefi ts
Surplus leased space
Non-Current
Employee benefi ts
Rehabilitation
Movements in Provisions
751
-
-
751
78
4,191
4,269
771
98
29
898
180
3,696
3,876
751
-
-
751
78
4,191
4,269
Movements in each class of provision during the fi nancial year, other than employee benefi ts, are set out below:
Consolidated and Company
Current
Carrying amount at start of the year
Payments made
Written off
Carrying amount at end of the year
Non-Current
Carrying amount at start of the year
Additional provision made
Carrying amount at end of the year
Directors’
retirement
benefi ts
$’000
Surplus
leased
space
$’000
98
-
(98)
-
29
(29)
-
-
Rehabilitation
$’000
3,696
495
4,191
771
98
29
898
180
3,696
3,876
Total
$’000
127
(127)
-
Total
$’000
3,696
495
4,191
Consolidated
Company
30 June 2004
$’000
30 June 2003
$’000
30 June 2004
$’000
30 June 2003
$’000
18. CONTRIBUTED EQUITY
Ordinary Share Capital
Issued and paid up
These shares have no par value and are fully paid ordinary shares. Ordinary shares entitle the holder to participate in
dividends and the proceeds on winding up of the Company in proportion to the number of and amounts paid on the shares
held. On a show of hands every holder of ordinary shares present at a meeting in person or by proxy, is entitled to one vote,
and upon a poll each share is entitled to one vote.
139,400
139,400
127,534
127,534
Movements in Ordinary Share Capital
Date
30 June 02
15 July 02
15 July 02
15 July 02
21 Aug 02
17 Oct 02
2 Dec 02
31 Dec 02
31 Dec 02
31 Dec 02
31 Jan 03
17 Feb 03
14 Mar 03
26 June 03
26 June 03
30 June 03
7 July 03
22 Sept 03
28 Nov 03
5 Dec 03
30 June 04
Details
Opening Balance
Share issue
Share issue
Share issue
Placement
Share issue expenses
Share issue
Share issue
Share issue
Share issue
Share issue
Share issue
Share issue expenses
Share issue
Correction
Share issue
Share issue
Balance
Share issue
Share issue
Share issue expenses
Share issue
Share issue
Closing Balance
Notes
(1)
(1)
(2)
(2)
(3)
(1)
(1)
(1)
(1)
(4)
(5)
(6)
(7)
(8)
(9)
(10)
(11)
Number of
shares
319,758,267
1,210,052
196,562
1,846,628
34,333,332
-
280,140
1,562,000
1,067,616
4,261,200
437,006
15,000,000
-
5,600,000
500
15,000,000
15,000,000
415,553,303
15,910,922
12,000,000
95,684,932
35,000,000
574,149,157
Issue price
$0.2037
$0.2263
$0.2143
$0.1650
-
$0.1973
$0.0960
$0.0843
$0.1021
$0.1136
$0.1100
-
$0.1100
-
-
$0.0667
$0.0374
$0.0800
$0.0800
$0.0800
$’000
118,213
246
44
396
5,665
(993)
55
150
90
435
50
1,650
(83)
616
-
-
1,000
127,534
595
960
(144)
7,655
2,800
139,400
(1) Share issue to RCF for Facility interest and fees.
(2) Placement to raise working capital.
(3) Share issue in accordance with an agreement with Grimwood Davies Pty Ltd for conducting a drilling programme in the
Meekatharra area.
(4) Placement to raise working capital.
(5) Share issue on fi nalisation of Paulsens Native Title agreement.
(6) Share issue on part conversion of convertible note – see Note 17 (4).
(7) Placement to raise working capital.
(8) Share issue to RCF for facility interest.
(9) Placement to raise working capital.
(10) Share issue to RCF for corporate debt and interest.
(11) Share issue on conversion of unsecured convertible notes.
47
St Barbara Mines Limited Annual Report 2004
C
Notes to the Financial Statements
for the year ended 30 June 2004
Consolidated
Company
30 June 2004
$’000
30 June 2003
$’000
30 June 2004
$’000
30 June 2003
$’000
19. OPTIONS
(a) Option Reserve
Option reserve at the beginning of the
fi nancial period
Options issued during the fi nancial period
Option reserve at the end of the fi nancial period
1,959
484
2,443
430
1,529
1,959
1,959
484
2,443
430
1,529
1,959
This option reserve arises from 44,159,394 unlisted being issued during the course of the year.
The fair value of each option issued has been valued using the Black-Scholes option pricing model after considering
factors such as the term of the option, the risk free interest rate and the volatility of the share price.
(b) Listed Share Options
A total of 44,329,106 listed share options expired on 29 February 2004. The consolidated entity had no listed share
options on issue at 30 June 2004.
Movements in Listed Options
Date
30 Jun 02
21 Aug 02
6 Sep 02
Details
Opening Balance
Placement
Toto Capital
30 Jun 03
Balance
29 Feb 04
29 Feb 04
29 Feb 04
29 Feb 04
NuStar Mining (formerly
Taipan) - expired
Tricom Equities Ltd
Placement - expired
Toto Capital - expired
30 Jun 04
Closing Balance
(c) Unlisted Share Options
Number of
0ptions
Exercise
price
Issue
Date
Expiry
Date
22,163,106
17,166,000
5,000,000
44,329,106
(20,913,106)
(1,250,000)
(17,166,000)
(5,000,000)
0
$0.30
$0.30
$0.30
$0.30
$0.30
$0.30
21 Aug 02
6 Sep 02
29 Feb 04
29 Feb 04
1 May 01
2 Apr 02
21 Aug 02
6 Sep 02
29 Feb 04
29 Feb 04
29 Feb 04
29 Feb 04
At 30 June 2004, the consolidated entity had 84,840,026 unlisted share options on issue.
On 20 October 1995, shareholders at a general meeting approved the Employee Share Option Plan (ESOP).
The purpose of the ESOP is to provide an incentive to executive offi cers on the Company. No new options will be
issued in the future under this ESOP.
On 28 November 2001, shareholders at a general meeting approved a new Employee Option Plan.
Each unlisted share option entitles the holder to subscribe for one ordinary share on, substantially, the following terms:
(i) each unlisted option entitles the holder to subscribe for one ordinary share at the exercise prices set out below;
(ii) the unlisted options are exercisable at any time up to 5.00pm Perth, Western Australia time on the dates set out
below by completing an option exercise form and delivering it together with the required payment for the relevant
number of ordinary shares in respect of which the unlisted options are exercised to the registered offi ce of the
Company. Any unlisted options not exercised by that time will lapse.
C
Movements in Unlisted Options
Unlisted options are not admitted to the offi cial list of ASX.
Date
30 Jun 02
15 Jul 02
15 Jul 02
15 Jul 02
6 Aug 02
6 Aug 02
6 Aug 02
13 Sep 02
13 Sep 02
13 Sep 02
15 Oct 02
15 Oct 02
15 Oct 02
7 Jan 03
7 Jan 03
7 Jan 03
7 Jan 03
17 Jan 03
17 Jan 03
20 Feb 03
31 Mar 03
31 Mar 03
31 Mar 03
31 Mar 03
30 Jun 03
7 Jul 03
7 Jul 03
7 Jul 03
7 Jul 03
7 Jul 03
7 Jul 03
7 Jul 03
7 Jul 03
13 Jul 03
26 Nov 03
26 Nov 03
26 Nov 03
26 Nov 03
3 Dec 03
3 Dec 03
3 Dec 03
29 Feb 04
29 Feb 04
15 Jun 04
30 Jun 04
30 Jun 04
30 Jun 04
Details
Opening Balance
RCF Facility
RCF Facility
RCF Facility
RCF Facility
RCF Facility
RCF Facility
RCF Facility
RCF Facility
RCF Facility
RCF Facility
RCF Facility
RCF Facility
RCF Facility
RCF Facility
RCF Facility
RCF Facility
Employee Option Plan 2001
Employee Option Plan 2001 - cancelled
RCF Facility
Employee Option Plan 2001 - cancelled
Employee Option Plan 2001 - cancelled
Employee Share Plan 1995 - expired
Employee Share Plan 1995 - expired
Balance
RCF Facility
RCF Facility
RCF Facility
RCF Facility
RCF Facility
RCF Facility
RCF Facility
RCF Facility
Employee Option Plan 2001 - cancelled
RCF Facility
RCF Facility
RCF Facility
RCF Facility
Employee Option Plan 2001 - cancelled
Employee Option Plan 2001 - cancelled
B Speechly
Employee Option Plan 2001 - cancelled
Employee Option Plan 2001 - cancelled
Employee Option Plan 2001 - adjustment
Employee Option Plan 2001 - cancelled
Employee Option Plan 2001 - cancelled
Closing Balance
Number of
0ptions
36,077,347
49,252
241,854
483,482
50,894
249,917
499,597
50,894
249,917
499,597
49,252
241,854
483,482
3,177,890
151,040
741,686
1,482,677
1,775,000
(1,425,000)
1,000,000
(525,000)
(200,000)
(250,000)
(250,000)
44,905,632
11,555,962
394,016
1,934,835
3,867,849
5,874,281
200,292
983,541
1,966,155
-75,000
14,252,357
485,953
2,386,296
257,857
(1,550,000)
(750,000)
(500,000)
(275,000)
(225,000)
50,000
(775,000)
(125,000)
84,840,026
Exercise
Price
Issue
Date
Expiry
Date
$0.2086
$0.2124
$0.2125
$0.2086
$0.2124
$0.2125
$0.2086
$0.2124
$0.2125
$0.2086
$0.2124
$0.2125
$0.1138
$0.2086
$0.2124
$0.2125
$0.3500
$0.3500
$0.1100
$0.3500
$0.3500
$0.2500
$0.3500
$0.1138
$0.2086
$0.2124
$0.2125
$0.1138
$0.2086
$0.2124
$0.2125
$0.3500
$0.1138
$0.2086
$0.2124
$0.2125
$0.3500
$0.3500
$0.4000
$0.3500
$0.3500
$0.3500
$0.3500
$0.3500
15 Jul 02
15 Jul 02
15 Jul 02
6 Aug 02
6 Aug 02
6 Aug 02
13 Sep 02
13 Sep 02
13 Sep 02
15 Oct 02
15 Oct 02
15 Oct 02
7 Jan 03
7 Jan 03
7 Jan 03
7 Jan 03
17 Jan 03
26 Apr 02
20 Feb 03
26 Apr 02
17 Jan 03
2 Mar 00
2 Mar 00
7 Jul 03
7 Jul 03
7 Jul 03
7 Jul 03
7 Jul 03
7 Jul 03
7 Jul 03
7 Jul 03
26 Apr 02
26 Nov 03
26 Nov 03
26 Nov 03
26 Nov 03
26 Apr 02
17 Jan 03
30 Nov 01
26 Apr 02
17 Jan 03
26 Apr 02
26 Apr 02
17 Jan 03
15 Jul 05
15 Jul 05
15 Jul 05
15 Aug 05
15 Aug 05
15 Aug 05
6 Sep 05
6 Sep 05
6 Sep 05
15 Oct 05
15 Oct 05
15 Oct 05
7 Jul 06
7 Jul 06
7 Jul 06
7 Jul 06
17 Jan 08
26 Apr 07
31 Dec 05
26 Apr 07
17 Jan 08
31 Mar 03
31 Mar 03
7 Jan 07
7 Jan 07
7 Jan 07
7 Jan 07
7 Jan 07
7 Jan 07
7 Jan 07
7 Jan 07
26 Apr 07
24 May 08
24 May 08
24 May 08
24 May 08
26 Apr 07
17 Jan 08
31 Dec 04
26 Apr 07
17 Jan 08
26 Apr 07
26 Apr 07
17 Jan 08
49
St Barbara Mines Limited Annual Report 2004
Notes to the Financial Statements
for the year ended 30 June 2004
20. ACCUMULATED LOSSES
Accumulated losses at the beginning of
the fi nancial period
Net profi t attributable to members of the Company
Accumulated losses at the end of the fi nancial period
21. OUTSIDE EQUITY INTEREST
Outside equity interest in:
- contributed equity
- accumulated losses opening balance
- retained loss current period
Consolidated
Company
30 June 2004
$’000
30 June 2003
$’000
30 June 2004
$’000
30 June 2003
$’000
(91,520)
(24,315)
(115,835)
(58,787)
(32,733)
(91,520)
(96,531)
(31,929)
(128,460)
(68,596)
(27,935)
(96,531)
22,160
(2,403)
(913)
18,844
2,403
(2,151)
(252)
-
-
-
-
-
-
-
-
-
The outside equity interest arises from the Company’s 54.8% interest in NuStar which reduced from 88.3% during the
fi nancial year. Refer to Note 29 for further details.
22. FINANCIAL INSTRUMENTS
(a) Credit Risk Exposures
The credit risk on fi nancial assets of the consolidated entity which have been recognised, other than investments
in shares, is generally the carrying amount, net of any provisions for doubtful debts.
(b) Interest Rate Risk Exposures
The consolidated entity’s exposure to interest rate risk and the effective weighted average interest rate by maturity
periods is set out in the following tables. Exposures arise predominantly from assets and liabilities bearing variable
interest rates as the consolidated entity intends to hold fi xed rate assets and liabilities to maturity.
Fixed interest maturing in:
Floating
Interest rate
$’000
1 year or less
$’000
Over 1 to 5
years
$’000
Non-interest
bearing
$’000
Total
$’000
30 June 2004
Financial assets
Cash
Restricted cash
Receivables
Investments
Weighted average interest rate
12,849
3,108
-
-
15,957
4.72%
-
-
-
-
-
-
-
-
-
-
-
-
1,512
188
1,700
12,849
3,108
1,512
188
17,657
Fixed interest maturing in:
Floating
Interest rate
$’000
1 year or less
$’000
Over 1 to 5
years
$’000
Non-interest
bearing
$’000
Total
$’000
Financial liabilities
Trade and other creditors
Lease liability
Other loans
-
-
-
-
Weighted average interest rate
Net fi nancial assets / (liabilities)
15,957
-
-
(9,832)
(9,832)
12.08%
(9,832)
-
-
(75)
(75)
7.63%
(75)
(6,691)
-
-
(6,691)
(6,691)
-
(9,907)
(16,598)
(4,991)
(1,059)
30 June 2003
Financial assets
Cash
Restricted cash
Receivables
Investments
Weighted average interest rate
Financial liabilities
Trade and other creditors
Lease liability
Other loans
596
3,573
-
-
4,169
4.6%
-
-
-
-
Weighted average interest rate
Net fi nancial assets / (liabilities)
4,169
-
-
-
-
-
-
-
-
-
-
-
-
(1,242)
(13,133)
(14,375)
9.93%
(14,375)
(776)
(8,833)
(9,609)
11.18%
(9,609)
1
-
3,688
4,891
8,580
(10,561)
-
-
(10,561)
597
3,573
3,688
4,891
12,749
(10,561)
(2,018)
(21,966)
(34,545)
(1,981)
(21,796)
(c) Net Fair Value of Financial Assets and Liabilities
(i) On-Balance Sheet
The net fair value of cash and cash equivalents and non-interest bearing monetary fi nancial assets and fi nancial
liabilities of the consolidated entity approximates their carrying value. The net fair value of other monetary
fi nancial assets and fi nancial liabilities is based upon market prices.
(ii) Off-Balance Sheet
For forward exchange and commodity contracts, the net fair value is taken to be the unrealised gain or loss
at balance date calculated by reference to the current forward rates for contracts with similar maturity profi les.
The consolidated entity has potential fi nancial liabilities that may arise from certain contingencies disclosed in
Note 25. As explained in that note, no material losses are anticipated in respect of any of those contingencies
and the net fair value disclosed is the Directors’ estimate of amounts which would be payable by the consolidated
entity as consideration for the assumption of those contingencies by another party.
51
St Barbara Mines Limited Annual Report 2004
Notes to the Financial Statements
for the year ended 30 June 2004
The carrying amounts and the net fair values of fi nancial assets and liabilities at balance date are:
On balance sheet fi nancial instruments
Financial assets
- Cash and restricted cash
- Receivables
- Traded investments
Financial liabilities
- Payables
- Lease liability
- Other loans
2004
2003
Carrying
Amount
$’000
Net Fair
Value
$’000
Carrying
Amount
$’000
Net Fair
Value
$’000
15,957
1,512
188
17,657
15,957
1,512
188
17,657
10,191
10,191
-
6,407
16,598
-
6,407
16,598
4,170
3,688
4,891
12,749
10,561
2,018
21,966
34,545
4,170
3,688
4,662
12,520
10,561
2,018
21,966
34,545
23. DIRECTORS AND EXECUTIVE DISCLOSURES
Directors
The following persons were directors of St Barbara Mines Limited during the fi nancial year.
Executive Chairman
S W Miller (Mr Miller was removed as director and chairman on 20 July 2004)
Non-Execeutive Directors
K A Dundo
G B Speechly (from 1 July 2003 to 28 November 2003)
H G Tuten
M K Wheatley (from 28 November 2003 to 30 June 2004)
Executives (other than directors) with the greatest authority for strategic direction and management
The following persons were the executives with the greatest authority for the strategic direction and management
of the consolidated entity (“specifi ed executives”) during the fi nancial year..
Name
E L Boyd (i)
R T Calnan
C W Davis
B T Lambert (ii)
G C Miller
P J Richardson
A D Rule (iii)
Position
Company Secretary and Commercial Manager
General Manager, Project & Business Development
Manager, Paulsens Project
General Manager, NuStar
Group Exploration Manager
Manager, Meekatharra Gold Operations
CFO & Company Secretary
Employer
St Barbara Mines Limited
St Barbara Mines Limited
St Barbara Mines Limited
NuStar Mining Corporation Limited
St Barbara Mines Limited
St Barbara Mines Limited
St Barbara Mines Limited
(i) Mr Boyd was appointed on 15 December 2003
(ii) Mr Lambert was appointed on 21 January 2004
(iii) Mr Rule terminated his employment as Chief Financial Offi cer on 30 November 2003 and resigned as Company
Secretary on 15 December 2003.
Messrs Calnan, Davis, Miller and Richardson were also specifi ed executives during the year ended 30 June 2003.
Remuneration of directors and executives
Directors pay
Currently, remuneration is based on industry standards and set to attract qualifi ed and experienced directors. The Board
takes advice on industry remuneration standards through consultation with external agents. Non-executive directors’ fees
are determined within an aggregate directors’ fee pool limit approved by shareholders, which currently stands at $215,000.
Remuneration of directors is not linked to the Company’s performance. All fees paid are inclusive of Board committee fees.
Executive Pay
Executive remuneration is based on industry standards and set to attract qualifi ed and experienced executives.
The Board takes advice on industry remuneration standards through consultation with external agents
The executive pay has three components:
• Base pay and benefi ts
• Short and long term performance incentives through participation in the St Barbara Employee Option plan
• Other remuneration such as superannuation
The incentive component of specifi ed executive’s remuneration is linked to the Company’s performance.
The Remuneration Committee meets annually to review directors’ fees, senior executive salary packages and salary ranges
for the organisation
Details of the nature and amount of each element of the emoluments of each director of St Barbara and the executive
offi cers of the Company and of the consolidated entity receiving them are set out in the following tables:
Non-Executive Directors of St Barbara Mines Limited
Primary
Post - employment
Equity
Cash, salary & fees
Superannuation
Options issued
$
100,000
-
27,135
$
9,000
-
2,446
$
-
-
-
Total
$
109,000
-
29,581
K A Dundo (i)
H G Tuten (ii)
M K Wheatley (iii)
G B Speechly
(resigned 28/11/03)
(i) Mr Dundo is also a director of subsidiary company NuStar Mining Corporation Limited and his remuneration includes
$50,000 fees and $4,500 superannuation recovered from NuStar. Mr Dundo resigned as a director of St Barbara Mines
Limited on 18 July 2004.
22,708
20,833
1,875
-
(ii) Mr Tuten has declined to receive directors’ fees or other remuneration.
(iii) Mr Wheatley was appointed on 28 November 2003.
In accordance with the Company’s constitution, Mr Wheatley is due for re-election at the 2004 Annual General Meeting.
There is no agreement with individual non-executive directors specifying a term on engagement.
There were no loans to directors of entities in the consolidated entity during the year to 30 June 2004.
Executive Directors of St Barbara Mines Limited
Primary
Post - employment
Cash, salary
& fees
Non monetary
benefi ts
Superannuation
Retirement
benefi ts
$
$
$
$
S W Miller
Executive
Chairman
400,000
11,324
80,000
Equity
Options
issued
$
-
Total
$
491,324
53
St Barbara Mines Limited Annual Report 2004
Notes to the Financial Statements
for the year ended 30 June 2004
Specifi ed executives of St Barbara Mines Limited and group
Primary
Post - employment
Cash, salary
& fees
Non
monetary
benefi ts
Superannuation Retirement
benefi ts
Equity
Options
issued
Total
$
$
$
$
$
$
Company
R T Calnan
Gen Mgr - Project &
Business Development
P J Richardson
Manager - Meekatharra
Gold Operations
G C Miller
Group Manager -
Exploration
C W Davis
Manager - Paulsens
Project
E L Boyd (i)
Manager - Corporate
& Commercial,
Company Secretary
A D Rule (ii)
Chief Financial Offi cer,
Coy Secretary
Consolidated
B Lambert (iii)
General Manager
- NuStar Mining
Corporation Limited
169,000
11,446
62,600
150,000
10,789
15,000
145,000
3,320
21,750
142,622
9,048
21,393
120,698
214
9,511
-
-
-
-
-
87,796
3320
11,875
71,250
-
-
-
-
-
-
243,046
175,789
170,070
173,063
130,423
174,241
88,375
713
8,838
-
8,167 (iv)
97,926
(i) Mr Boyd commenced on 15 December 2003
(ii) Mr Rule terminated employment as Chief Financial Offi ce on 30 November 2003 and resigned as Company Secretary
on 15 December 2003.
(iii) Mr Lambert commenced with NuStar Mining Corporation Limited on 21 January 2004, and on 1 May 2004 he entered
into a 3 year executive employment contract.
(iv) On 1 May 2004 NuStar Mining Corporation Limited granted Mr Lambert 5,000,000 options over ordinary NuStar shares,
exercisable at a price of $0.05 each, under the NuStar Employee Option Scheme approved by NuStar shareholders on
12 December 2003. Valuation of these options is based on the Black-Scholes method utilising share price at grant date,
interest of 5.75% and volatility of 35%. As the options vest on achievement of certain performance criteria in the future,
the value has been attributed over the intervening period and proportioned from grant date to 30 June 2004
Options provided as remuneration
The details and value of options provided to executives are shown above.
Shareholding
Relevant interests in shares of the Company held by directors of the Company and consolidated entity or their
director-related entities in the Company:
Ordinary Shares – fully paid
Balance at start
of year
Movements during
the year
Balance at end
of year
Directors
S W Miller (1)
G B Speechly
K A Dundo
H G Tuten (2)
M K Wheatley
Connected Persons
Strata Mining Corporation Limited (1)
RCF (2)
-
20,000
100,000
-
-
32,200,000
18,146,163
-
-
-
-
-
-
111,595,854
-
20,000
100,000
-
-
32,200,000
129,742,017
(1) Mr S W Miller is a director and shareholder of Strata Mining Corporation Limited which holds a relevant interest
in the ordinary share capital of St Barbara.
(2) Mr H G Tuten is the Chairman of RCF Management L.L.C., the management company of RCF.
Options
Relevant interests in options of the Company held by directors of the Company and consolidated entity or their
director-related entities in the Company:
Directors
S W Miller
G B Speechly
K A Dundo
H G Tuten (1)
M K Wheatley (2)
Connected Persons
RCF (1)
Balance at start
of year
Movements during
the year
Balance at end
of year
17,500,000
500,000
-
-
-
-
(500,000)
-
-
17,500,000
-
-
-
750,000
750,000
11,830,632
44,159,394
55,990,026
(1) Mr Tuten is the Chairman of RCF Management L.L.C., the management company of RCF
(2) RCF has agreed with Mr Wheatley to transfer up to 1,000,000 options exercisable at $0.11 which expire on
31 December 2005. 500,000 were vested when he was appointed as a director, 250,000 vested after 6 months service
on the Board and 250,000 after 12 months on the Board. As at 30 June 2004 Mr Wheatley, therefore, has a benefi cial
interest in 750,000 options registered in the name of RCF
The options granted to RCF were in consideration for facility fees. All other options were granted for no consideration
by the Company. There are no voting, conversion or dividend rights related to these options.
55
St Barbara Mines Limited Annual Report 2004
Notes to the Financial Statements
for the year ended 30 June 2004
D
24. REMUNERATION OF AUDITORS
During the year the auditor of the Company, and its
related practices earned the following remuneration:
PricewaterhouseCoopers
Remuneration for audit or review of the fi nancial reports
of the Company or any entity in the consolidated entity
Remuneration for other services:
-
Taxation service and general advice
25. CONTINGENT LIABILITIES
Details and estimated maximum amounts of contingent
liabilities, for which no provisions are included in the
accounts, are as follows:
(a) Guarantees and Undertakings
(i) The Company has given undertakings to two
of its controlled entities that it intends to provide
the necessary fi nancial or other support to enable
them to meet their obligations as and when they
fall due
(ii) Indemnity to the Company’s bankers in respect
of guarantees provided by the bankers to the
Western Australian Department of Minerals
and Energy – see Note 7
(iii) Security guarantees given to the Western
Consolidated
Company
30 June 2004
$’000
30 June 2003
$’000
30 June 2004
$’000
30 June 2003
$’000
117,786
82,000
74,486
76,000
29,200
146,986
11,800
93,800
17,200
91,686
11,800
87,800
3,068
3,262
2,725
3,262
Australian Department of Minerals and Energy
-
30
-
30
(b) Native Title
It is possible that Native Title, as defi ned in the Native Title Act 1993, may be established over land in which
the consolidated entity has an interest. The Company is not currently engaged in any negotiations.
(c) Litigation
(i) Westgold
In late September 2000, a demand was made against the Company by Westgold Resources NL (“Westgold”) alleging
loss and damages in the sum of $6,229,921. A Writ of Summons was issued by Westgold against the Company in
the Supreme Court of Western Australia in CIV 2427 of 2000 on 20 October 2000.
The alleged claim by Westgold arose from a series of share transactions in the Company shares which took place
between May and August 1997 as follows:
• On 12 May 1997, Westgold purchased 10,350,000 St Barbara shares at $0.72 per share from Mr Woss who was
a director of the Company at the time (“Woss Shares”). This share purchase took the total shares owned in the
Company by Westgold to 23,898,951 (approximately 13% of the Company equity at the time) at a total cost
of $18.4 million.
• On 9 July 1997, Westgold sold all of its shareholding in the Company (which included the Woss Shares) to
Montleigh Investments Pty Ltd, a company associated with Mr Ross Atkins who was a director of the Company
at the time. The total sale consideration was $19.1 million. Approximately $8.4 million of the sale consideration
was due to be paid by 30 June 1998. During 1998, Montleigh Investments Pty Ltd defaulted on payment of the
deferred consideration and Westgold recovered $1.6 million of the deferred consideration.
In these proceedings Westgold has sought to recover the balance of the deferred consideration plus interest from the
Company and Mr Woss.
D
The main components of Westgold’s statement of claim against the Company in this Supreme Court Action are as follows:
• An alleged breach of section 1001A(2) of the Corporations Act in that the Company allegedly contravened
the ASX Listing Rules by failing to notify the ASX of information alleged to have been known to it on or before
30 April 1997 (being a date prior to Westgold’s purchase of the Woss Shares). It is Westgold’s contention that
certain information, if published, was information that a reasonable person would expect to have a material effect
on the price or value of the Company’s shares.
• An alleged contravention of the previous section 995(2) of the Corporations Law (being a misleading or deceptive
statement made in relation to securities in the legislation prior to the current Corporations Act) which Westgold
allege to have occurred by public releases made on or about 30 April 1997. Westgold allege that these public
releases represented that, save for certain matters, the Company’s operations were proceeding satisfactorily and
with record levels of gold production in the ordinary course of operations and that there were no further adverse
factors affecting or likely to affect the Company’s operations or fi nancial position. Westgold’s contention is that
this was misleading and deceptive in that, in its contention:
- the Company’s operations were not proceeding satisfactorily and the Company had not overcome and was not
overcoming operational and fi nancial diffi culties from which it had suffered;
- there were many adverse factors affecting and likely to affect the Company’s operations and fi nancial position;
- the record production level in the relevant quarter was the result of an abnormal occurrence;
- the Company was aware of a reason or factor which likely would preclude the establishment of a viable mining
operation at certain of the Company’s tenements and which likely would require revision of the Company’s
published gold reserves for those tenements.
All of these allegations are denied by St Barbara and the claim is being robustly defended. St Barbara has joined
two the directors who were directors of the Company at the time to the action.
The best case scenario for the Company is to be wholly successful in its defence and thereby have no liability.
The maximum possible liability for the Company (without any contribution from former directors, insurers or
insurance brokers) would be for the entire loss alleged by Westgold (being approximately $7.5 million plus interest
to the date of judgement calculated at 8%, together with legal costs). The Company intends, as part of its defence,
to argue that should it be found liable (which it denies) then certain contribution orders should be made in relation
to third parties and that, in addition, the Company is of the view that Westgold must, in any event, apportion any
loss it incurred as between the sale of the Woss Share and other St Barbara shares held by Westgold which were
sold simultaneously with the Woss Shares. An unsuccessful party will usually also be liable for its own and the other
party’s legal costs.
The application has been listed for hearing on 3 December 2004. In the meantime, the Company has applied
to the Supreme Court to strike out part of Westgold’s statement of claim which the Company contends discloses
no reasonable course of action against the Company. A hearing date for this application has not yet been fi xed.
The Company has incurred legal costs to date in the order of $720,000. It is possible that the Westgold litigation
may not proceed to trial for a further 12 months, in which case, the Company in defending this action may incur
further legal costs in the order of $750,000 to $1 million, which costs could escalate in the event that costs were
awarded against the Company or the trial judge’s decision were to be appealed. It should be emphasised that
none of the current directors of the Company were directors of the Company at the time that the above share
transactions took place.
(ii) Kingstream
On 2 July 2002, Kingstream Steel Limited (Subject to Deed of Company Arrangement) commenced proceedings
in the Supreme Court of Western Australia against the Company and its 100% owned subsidiary, Zygot Ltd.
Kingstream alleges it has a claim against the Company and Zygot Ltd arising from the withdrawal of three mining
lease applications (“MLA’s”), which applications are alleged to be part of the subject matter of an Option Deed
between the Company and Kingstream dated 26 March 1997 as supplemented by a Deed dated 20 January 1998
and a letter dated 29 January 1999 from the Company’s lawyers to Kingstream. Kingstream exercised the option in
February 1999.
Kingstream alleges in essence that the Company and Zygot Ltd breached the express or implied terms of the
Option Deed by causing or allowing the MLA’s to be withdrawn.
The proceedings are at an early stage and have been, and will continue to be, defended. However, on the basis
of expert advice received the Company considers its potential exposure in relation to this claim to have a value
(including costs) of less than $200,000.
57
St Barbara Mines Limited Annual Report 2004
Notes to the Financial Statements
for the year ended 30 June 2004
Consolidated
Company
30 June 2004
$’000
30 June 2003
$’000
30 June 2004
$’000
30 June 2003
$’000
26. COMMITMENTS FOR
EXPENDITURE
(a) Exploration
In order to maintain rights of tenure to mining
tenements, the consolidated entity is required
to outlay in 2003/04 for tenement rentals and
minimum exploration expenditure requirements
of the Western Australian Department of Minerals
and Energy. This commitment in 2004/05 will
continue for future years with the amount
dependent upon tenement holdings
(b) Hire Purchase Commitments
Analysis of hire purchase commitments:
- Payable not later than one year (refer Note 16)
- Payable later than one year, not later than
fi ve years (refer Note 16)
These commitments relate to plant and equipment
and are based on the cost of the vehicles and are
payable over a period of up to 48 months.
(c) Finance Lease Commitments
Analysis of fi nance lease commitments:
Payable not later than one year
Payable later than one year, not later than fi ve years
Deduct future charges on fi nance leases
Provide for as a liability
Representing lease liabilities:
Current (refer Note 16)
Analysis of Non-Cancellable Operating Lease
Commitments
Payable not later than one year
Payable later than one year, not later than two years
Payable later than two years, not later than fi ve years
The non-cancellable operating lease commitments
are the net rental payments associated with rental
properties
2,669
9,361
1,762
8,114
188
75
263
-
-
-
-
-
239
147
1,133
1,528
2,661
1,368
855
(205)
2,018
2,018
371
-
-
-
188
75
263
-
-
-
-
-
239
147
1,133
1,528
2,661
1,368
855
(205)
2,018
2,018
371
-
-
-
386
371
386
371
27. EMPLOYEES
(a) Employment Benefi t Liabilities
Provision for employee benefi ts and directors’
benefi ts and related on-cost liabilities
- Current (Note 17)
- Non-current (Note 17)
Consolidated
Company
30 June 2004
$’000
30 June 2003
$’000
30 June 2004
$’000
30 June 2003
$’000
751
78
829
869
180
1,049
751
78
829
869
180
1,049
Number
2004
Number
2003
Number
2004
Number
2003
(b) Number of Employees
Number of employees at fi nancial year end
41
66
36
66
(c) Superannuation
The Company participates in an “accumulation” superannuation plan under which all employees are entitled to lump
sum benefi ts on retirement, disability or death. The Company contributes various percentages of wages and salaries
to the plan. The contributions made are legally enforceable. No actuarial assessment of the plan has been made as
such assessments are inappropriate to an “accumulation” plan. The assets of the plan are suffi cient to satisfy all benefi ts
that have vested under the plan in the event of its termination, or in the event of voluntary or compulsory termination,
of the employment of each employee.
(d) Employee Share Option Plan
Shareholders approved an Employee Share Option Plan on 20 October 1995 (“ESOP”). This ESOP entitles
management who meet incentive objectives to apply for options to purchase shares in the Company. There is no vesting
period for these options and accordingly employees can exercise these options at any time after they have been issued.
These options are automatically cancelled when the employee leaves the Company. There are no voting rights and no
dividend rights attached to these options. No new options will be issued under this ESOP. No options issued under this
plan were exercised during the year ended 30 June 2004. There are no longer any options in existence under this plan.
(e) Employee Option Plan
Shareholders approved an Employee Option Plan on November 2001. There is no vesting period for options issued
under this plan and accordingly employees can exercise them at any time after they have been issued. No options were
issued under the plan during the year to 30 June 2004. These options are automatically cancelled when the employee
leaves the Company. A total of 3,725,000 options previously issued under the plan were cancelled due to employees
leaving the Company. There are no voting rights and no dividend rights attached to these options. No options issued
under this plan were exercised during the year to 30 June 2004. Details of the options on issue under this plan as at
30 June 2004 are:
Number of Options
3,375,000
475,000
3,850,000
Expiry Date
26 April 2007
17 January 2008
59
St Barbara Mines Limited Annual Report 2004
Notes to the Financial Statements
for the year ended 30 June 2004
28. RELATED PARTIES
(a) Directors and specifi ed executives
Disclosures relating to directors and specifi ed executive are set out in Note 23.
(b) Transactions with entities in the wholly-owned group
St Barbara Mines Limited is the parent entity in the wholly-owned group comprising the Company and its
wholly-owned subsidiaries.
During the year the Company advanced loans of $61,733 (2003: $229,776) to entities in the wholly-owned group.
Repayments and advances were received of $nil (2003: $99,000) from entities in the wholly-owned group.
The Company provided accounting and administrative assistance free of charge to all its wholly-owned subsidiaries.
Loans payable to and advanced from wholly-owned subsidiaries to the Company are interest free.
(c) Transactions with non-wholly owned entities in the consolidated entity
The Company provided funding to NuStar, a controlled entity but not wholly owned, for part of the year as follows:
Balance at beginning of fi nancial year
- net funding advanced for exploration and all other activities
on normal commercial terms
- shares issued in satisfaction of debt
- administration service fee
- cost of shares issued by the Company to PKKP for
Native Title Agreement
- funding advanced for repayment of convertible note
- interest
30 June 2004
$’000
30 June 2003
$’000
16,848
(1,703)
(17,600)
1,398
-
-
841
(216)
4,877
2,842
-
-
616
7,372
1,141
16,848
The loan was secured by way of a fi xed and fl oating charge over substantially all of the assets and undertakings
of NuStar. The loan bears interest at 10% per annum compounded monthly and expires on 1 January 2005 at which
time the loan becomes repayable in full. Pursuant to a resolution by NuStar shareholders at the Annual General
Meeting held on 12 December 2003, the Company converted $17.6 million of the amount owing by NuStar to the
Company into fully paid ordinary shares in NuStar. Accordingly, 352,000,000 fully paid ordinary shares in NuStar
were issued to the Company in full satisfaction of the debt of $17.6 million owing. Subsequently, the security of the
fi xed and fl oating charge over substantially all of the assets and undertakings of NuStar was released in full.
During the year, Bushsun a wholly owned subsidiary of NuStar acquired 15,650,000 shares in Strata Mining
Corporation Ltd, a listed entity. Refer Note 14. Mr S W Miller was a director of Strata during the fi nancial year.
(d) Amounts receivable from and payable to entities in the wholly-owned group and controlled entities
Aggregate amounts receivable at balance date from:
Non-current:
Controlled entities
Entities in the wholly-owned group
Less provision for doubtful receivables
Aggregate amounts payable at balance date to:
Current:
Controlled entities
Non-current:
Entities in the wholly-owned group
Company
30 June 2004
$’000
30 June 2003
$’000
-
2,770
(1,630)
1,140
216
11,484
16,848
2,752
(1,360)
18,240
-
11,484
(e) Amounts receivable from Director related entities
At 30 June 2004, the Company had a receivable of nil (2003: $1,067,000) owing by Defi ance Mining Corporation.
Mr S Miller and Mr K Dundo were appointed Directors of Defi ance Mining Corporation on 25 June 2003.
(f) Other Transactions with Directors of the company and their Director related entities
The aggregate amounts brought to account in respect of the following types of transactions with Directos of entities
in the consolidated entities and their Director related entities were:
Director
S W Miller
G B Speechly (resigned 28/11/03)
K A Dundo
H G Tuten
M K Wheatly (appointed 28/11/03)
Consolidated and Company
Notes
30 June 2004
$
30 June 2003
$
(1)
(2)
-
-
4,243
8,249,863
-
-
-
212,493
3,249,142
-
(1) Paid to Q Legal for legal services. Mr Dundo is a partner of Q Legal. During prior years Mr Dundo was a partner
of Clayton Utz.
(2) Paid to RCF by way of issuance of shares and options as required under the RCF Facility. Mr Tuten is the Chairman
of RCF Management LLC the management company of RCF.
29. INVESTMENTS IN CONTROLLED ENTITIES
The consolidated entity consists of the Company and its wholly-owned controlled entities as follows.
Name of entity
Australian Eagle Oil Co. NL
St Barbara Pastoral Co. Pty Ltd
Capvern Pty Ltd
Eagle Group Management Pty Ltd
Murchison Gold Pty Ltd
Kingkara Pty Ltd
Oakjade Pty Ltd
Regalkey Holdings Pty Ltd
Silkwest Holdings Pty Ltd
Sixteenth Ossa Pty Ltd
Vafi tu Pty Ltd
Zygot Ltd
NuStar Mining Corporation Limited (1)
Bushsun Pty Ltd * (1)
* 100% subsidiary of NuStar
Equity holding
Cost of Company’s
investment
Class of
Shares
June 2004
%
June 2003
%
June 2004
$’000
June 2003
$’000
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
100
100
100
100
100
100
100
100
100
100
100
100
54.8
54.8
100
100
100
100
100
100
100
100
100
100
100
100
88.3
88.3
179
179
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
38,138
20,537
-
-
38,138
20,716
Each company in the consolidated entity was incorporated in Australia.
(1) The Company’s equity position in Nustar reduced from 88.3% to 54.8% after accepting equity of 352 million NuStar shares
at $0.05 cents per share in full satisfaction of the $17.6 million intercompany loan between the Company and NuStar.
61
St Barbara Mines Limited Annual Report 2004
Notes to the Financial Statements
for the year ended 30 June 2004
30. RECONCILIATION OF LOSS AFTER INCOME TAX TO NET CASH
OUTFLOW FROM OPERATING ACTIVITIES
Consolidated
Company
Operating loss after income tax
Write down FITB
Depreciation and amortisation
Mining properties change in accounting
policies
Provision for diminution in investments
Write down of exploration tenements
Provision for diminution of exploration
tenements
Loss/ (profi t) on sale of property, plant and
equipment
Profi t on sale of shares
Borrowing expenses paid with shares
Convertible note borrowing cost
Interest on NuStar loan account
NuStar administration service fee
Provision for non-recovery of subsidiary loan
Issuance of options in lieu facility fees
Changes in assets and liabilities:
- Decrease in trade and other debtors
- Decrease in inventories
- Decrease in other assets
- Increase in trade and other creditors,
employee entitlements and provisions
Net cash infl ow from operating activities
30 June
2004
$’000
(25,228)
-
2,726
-
312
318
5,256
2,462
(93)
1,707
739
-
-
-
-
2,676
3,487
620
(3,624)
(8,642)
30 June
2003
$’000
(32,985)
2,965
18,391
9,897
-
-
-
(798)
-
1,015
1,640
-
-
-
1,529
969
887
172
(4,236)
(554)
30 June
2004
$’000
(31,929)
-
2,721
-
12,348
318
5,256
2,462
(93)
1,707
739
(841)
(182)
270
-
3,314
3,487
620
(4,460)
(4,263)
30 June
2003
$’000
(27,935)
2,965
18,347
2,546
4,081
-
-
(798)
-
1,015
1,337
(1,141)
-
-
1,529
621
887
145
(4,338)
(739)
Non-Cash Financing and Investing Activities
The following transactions occurred which affected assets and liabilities which are not refl ected in the Statements of Cash Flows.
Year ended 30 June 2004
During the half year the following transactions occurred which affected assets and liabilities and did not result in cash fl ows:
• The issue of 111,595,854 fully paid ordinary shares to RCF in satisfaction of the RCF interest and facility fees and the debt
for equity swap approved by shareholders at the Annual General Meeting on 25 November 2003. The value ascribed to
this issue is $8,249,863.
• Pursuant to a resolution by shareholders at the NuStar Mining Corporation Limited (“NuStar”) Annual General Meeting
held on 12 December 2003, the Company converted $17.6 million owing by NuStar to the Company into 352,000,000
fully paid ordinary shares in NuStar.
• Pursuant to a resolution by shareholders at the NuStar Annual General Meeting held on 12 December 2003, Claymore
Capital converted $0.1 million owing by NuStar to Claymore Capital by way of a convertible note into 2,000,000 fully paid
ordinary shares in NuStar.
• On 5 December 2003, the Company issued 35 million fully paid ordinary shares at $0.08 per share for $2.8 million to
partly satisfy the convertible note loan. This resulted in the remaining face value owing being reduced to $4.4 million.
Year ended 30 June 2003
The issue of 8,734,436 fully paid ordinary shares at various prices ranging from $0.2263 to $0.0843 to RCF in satisfaction
of the RCF Facility fee and interest. See Note 18.
31. FINANCING FACILITIES
Other than as set out in Note 16(iii) regarding the RCF Facility, neither the Company nor the consolidated entity have access
to lines of credit that were unutilised.
32. EARNINGS PER SHARE
Basic and diluted loss per share
Retained loss for the year used in the calculation of basic earnings per share
Consolidated
30 June
2004
cents/share
4.70
$’000
(24,315)
Number
30 June
2003
cents/share
8.00
$’000
(32,733)
Number
Weighted average number of fully paid ordinary shares on issue during
the year used in the calculation of basic earnings per share
517,843,596
409,326,900
63
St Barbara Mines Limited Annual Report 2004
Notes to the Financial Statements
for the year ended 30 June 2004
33. EVENTS OCCURRING AFTER BALANCE DATE
Since 30 June 2004 the following has occurred:
• On 15 July 2004, the Company announced the conversion by Ocean Resources Capital Holdings plc of the face value
of its convertible note of $4.4 million into 55,000,000 ordinary shares at $0.08.
• On 19 July 2004, the Company announced the resignation of Kevin Dundo as a Director with effect from 18 July 2004.
• On 20 July 2004, a General Meeting of the shareholders of the Company was held and the following resolutions were carried:
- Mr Eduard Eshuys was elected as a Director;
- Mr Colin Wise was elected as a Director; and
- Mr Stephen Miller was removed as a Director.
• On 20 July 2004, the Company issued 42,050,000 fully paid ordinary shares at $0.04 per share to raise $1,682,000 for
working capital.
• On 20 July 2004, the Company issued 17,480,547 fully paid ordinary shares to Ocean Resource Capital Holdings Limited
at $0.046 per share in satisfaction of interest of $804,105.
• On 23 July 2004, the Company issued 26,591,453 fully paid shares to Resource Capital Fund II L.P. Holdings Limited at
$0.046 per share to raise $1,223,207 for working capital.
• On 23 July 2004, the Company announced that Mr Eduard Eshuys was appointed as Managing Director and
Mr Colin Wise was appointed as Non-Executive Chairman. The new Board appointed Deloitte to conduct a review
of the Company, including the terms of employment of the former Executive Chairman. Key elements of Mr Eshuys’
remuneration which have now been agreed between Mr Eshuys and the Company are:
• Salary inclusive of superannuation of $300,000 per annum;
• In connection with his relocation to Perth, provision of a motor vehicle and other allowances for the fi rst six months of
employment in total $24,000 plus attributable FBT, plus a relocation allowance of $20,000 which is refundable in
certain circumstances;
• Opportunity to earn a bonus of $250,000 in respect of the 2005 fi nancial year subject to satisfaction of Board
approved performance criteria;
• The contract is of no fi xed term and is subject to termination by the Company on twelve months’ notice;
• Mr Eshuys will be granted options to acquire ordinary shares in the Company on the following terms and conditions
that require shareholders approval at the forthcoming Annual General Meeting:
a) 15,000,000 options exercisable at the weighted average price of the Company’s ordinary shares on ASX for the four
week period commencing on 20 July 2004, vesting:
- 5,000,000 on execution of employment contract
- 5,000,000 on 21 July 2005 subject to Mr Eshuys’ continued employment
- 5,000,000 on 21 July 2006 subject to Mr Eshuys’ continued employment
with all other terms and conditions consistent with the Company’s employee share option plan.
b) 20,000,000 options exercisable (subject to Mr Eshuys’ continued employment) at 15 cents each vesting:
- 5,000,000 on 14 September 2005
- 5,000,000 on 14 September 2006
- 5,000,000 on 14 September 2007
- 5,000,000 on 14 September 2008
with all other terms and conditions consistent with the Company’s employee share options plan.
• On 6 August 2004, Resource Capital Fund II L.P. Holdings Limited advanced the Company $1.2 million for working
capital to be converted into shares as part of a future equity placement. The timing and quantum of such a placement have
not yet been determined. The advance is interest free and unsecured.
• On 12 August 2004, the Company announced that following the completion of the initial review by Deloitte, agreement
was reached with the former Executive Chairman, Mr Stephen Miller, for his employment to end with effect from
4 August 2004. This resulted in a termination payment of $257,543 inclusive of all statutory entitlements (less applicable
taxes). Mr Miller then resigned from the Boards of all wholly owned subsidiaries of the Company and from the Boards
of NuStar and its subsidiary.
• On 24 August 2004, NuStar announced that a detailed mining plan had established a Mining Reserve of 1,202,000 tonnes
at 10.66g/t - containing 412,100 ounces of gold.
• On 20 September 2004, NuStar announced that an agreement was reached in principle to acquire a royalty over the
Paulsens Gold Project and an interest in the Wyloo Joint Venture – both held by the Company.
• On 20 September 2004, the new Board announced that it had completed a review of the fi nancial position and operations
of the Company and had decided to divest a substantial part of its shareholding in NuStar with the following four separate
but interrelated transactions:
(a) an initial sale of 100 million NuStar shares to third parties at not less than $0.04 per share within seven business days;
(b) the sale of the Paulsens 5% royalty owned by the Company to NuStar for not less than $5.1 million and the sale of the
Company’s interest in the Pelican Joint Venture (adjacent to Paulsens) to NuStar;
(c) the grant of an option to Claymore (as arranger of these transactions) to purchase 100 million NuStar shares at
$0.05 per share at any time up to three months after the initial sale; and
(d) a Share Swap of NuStar shares for Company shares on the basis of 1.25 NuStar shares for each Company share.
The Company intends to offer a maximum of 240 million NuStar shares and to cancel the Company shares received
through the Share Swap by way of a capital reduction. Should more shareholders wish to accept the Share Swap than
the number of NuStar shares available, then shareholder acceptances will be scaled back on a pro rata basis.
The transactions described in (b) and (d) are subject to shareholder approval and the completion of an independent expert’s
report. Shareholders will be asked to approve these transactions at the company’s AGM to be held in late November 2004
subject to all necessary statutory procedures being completed within this time.
As a consequence of the above transactions, the Company will:
- immediately retire an existing secured debt of $3.5 million;
- have cash of approximately $8 million after payments to creditors and other liabilities;
- retain approximately 102 million NuStar shares or just over 10% of the issued capital; and
- have reduced the issued capital of the Company from 715 million shares to 523 million shares, should the maximum
of 240 million NuStar shares be swapped.
In addition to the above transactions, the Company has:
- commenced a comprehensive review and data compilation of the Paddy’s Flat tenements (100% owned)
in the Meekatharra region;
- reviewed the Aurogenic and Elara joint ventures which require the joint venture partners to spend approximately
$6.5 million during the coming twelve months; and
- entered into negotiations with a third party for the use of the Blue Bird plant at Meekatharra which will at least cover
the care and maintenance costs, while the operations are suspended.
Other than the matters above, there has not arisen in the interval between the end of the fi nancial year and the date of this
report any item, transaction or event of a material and unusual nature likely, in the opinion of the Directors of the Company,
to affect signifi cantly the operations of the consolidated entity, the results of those operations, or the state of affairs of the
consolidated entity, in future fi nancial years.
65
St Barbara Mines Limited Annual Report 2004
Notes to the Financial Statements
for the year ended 30 June 2004
34. RECONCILIATION OF AUSTRALIAN GENERALLY
ACCEPTED ACCOUNTING PRINCIPLES TO INTERNATIONAL
ACCOUNTING STANDARDS
The fi nancial statements are prepared in accordance with Australian Generally Accepted Accounting Principles (“GAAP”),
which differs in certain respects from International Financial Reporting Standards (“IFRS”). The approximate effect of
applying IFRS for the two years ended 30 June 2004 and 30 June 2003, where IFRS are materially different to GAAP,
is set out below.
Net (loss) attributable to members of the Company under GAAP
Accounting for impairment of assets
Net (loss) attributable to outside equity interests
Net (loss) attributable to members of the Company under IFRS
Total equity under GAAP
Accounting for impairment of assets
Accounting for investments in available for sale securities
Total equity under IFRS
Consolidated
30 June 2004
$’000
30 June 2003
$’000
(24,315)
(5,621)
6,369
(23,567)
44,852
(14,192)
-
30,660
(32,733)
(8,571)
-
(41,304)
37,973
(8,571)
(229)
29,173
Accounting for impairment of assets
Under IAS 36 “Impairment of Assets” the consolidated entity is required to record an impairment loss whenever the carrying
amount of an asset exceeds its recoverable amount. Recoverable amount is measured as the higher of the net selling price
and value in use. Net selling price is the amount obtainable from the sale of an asset in an arm’s length transaction and value
in use is the present value of estimated future cash fl ows expected to arise from continued use and disposal at the end of its
useful life. As a result of this treatment the consolidated entity is required to take an after tax write down of $5.6 million
for the year ended 30 June 2004 (2003 $8.6 million). Impairment of assets attributable to the outside equity interest in
the current year is $2.5 million. Under GAAP, recoverable amount write-downs or impairments are determined using
undiscounted cash fl ows.
Accounting for income taxes
Under IFRS deferred tax balances are calculated based on the difference between the tax base of the asset and the carrying
amount of the asset. As a result of this treatment, at 30 June 2004, a deferred tax liability of $5.3 million (2003: $7.7 million)
would be recognised in relation to the carrying amount of exploration, evaluation and development expenditure acquired in
the NuStar acquisition which has no tax base. This would also result in an increase of $5.3 million (2003: $7.7 million)
in exploration, evaluation and development expenditure acquired. This adjustment has no impact on net profi t or net assets
of the consolidated entity. Under GAAP deferred tax balances refl ect differences arising from the timing of recognition
of revenue and expenses for accounting and tax.
Accounting for investments in available for sale securities
Under IAS 39 “Financial Instruments: Recognition and Measurement” the consolidated entity is required to classify
investments in securities as, “held for trading” or “available-for-sale”. The investments held by the consolidated entity are
classifi ed as available-for-sale and carried at fair value with unrealised gains and losses reported in equity and recycled to the
Statement of Financial Performance when sold or impaired. Under GAAP investments are carried at cost with a provision
recognised for any diminution in value considered to be permanent
Accounting for rehabilitation and restoration costs
Under IFRS rehabilitation and restoration costs incurred during production and after production stops, should be accrued
when the liability is incurred. As a result of this treatment no additional provision for rehabilitation would be recognised
at 30 June 2004 (2003: $0).
Net (loss) attributable to outside equity interests
During the year NuStar Mining Corporation Limited (“NuStar”) a subsidiary of the Company, raised $19.8 million by the
issue of 420 million shares to outside investors to fund the Paulsens project. Simultaneously, the Company converted its loan
of $17.6 million to NuStar to equity through the receipt of 352 million shares. As a result of this transaction, the Company
diluted its interest in NuStar from 88% to 54%. Under IFRS the transfer of value from the outside equity interest to the
parent entity interest is $3.4 million compared to a transfer under GAAP from the parent entity interest to the outside equity
interest of $0.4 million. This transfer of value has no impact on the net assets of the consolidated entity.
Directors’ Declaration
The directors declare that the fi nancial statements and notes set out on pages 27 to 66:
a) comply with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting
requirements; and
b) give a true and fair view of the company’s and consolidated entity’s fi nancial position as at 30 June 2004 and
of their performance, as represented by the results of their operations and their cash fl ows, for the fi nancial year ended
on that date.
In the directors’ opinion:
a)
the fi nancial statements and notes are in accordance with the Corporations Regulations 2001; and
b) there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due
and payable, on the basis of the matters disclosed in Note 1(a).
This declaration is made in accordance with a resolution of the directors.
E ESHUYS
MANAGING DIRECTOR & CEO
Dated at Perth this 30th day of September 2004
67
St Barbara Mines Limited Annual Report 2004
69
St Barbara Mines Limited Annual Report 2004
Statement of Shareholders
as at 30 September 2004
Twenty Largest Shareholders
Shares Held
% of Total
1
2
3
4
5
6
7
8
9
10
11
12
13
Resource Capital Fund II LP
Westpac Custodian Nominees Limited
Ocean Resources Capital Holdings PLC
HSBC Custody Nominees (Australia) Limited
Strata Mining Corporation Limited
Toto Capital Inc
ANZ Nominees Limited
Spartan Nominees Pty Ltd
National Nominees Limited
Yamatji Marlpa Barna Baba Maaja Aboriginal Corporation
Tricom Nominees Pty Limited
Kizogo Pty Ltd
Beck Corporation Pty Ltd
14 Miroma Investment Inc
15
Citicorp Nominees Pty Limited
16 Wuudee Australia Pty Ltd
17 Mr Yoshihito Koguchi
18
19
Balcony Developments Pty Ltd
Ofex Register
20 Mr Ritesh Mistry
Substantial Shareholders
Resource Capital Fund II LP
Ocean Resource Capital Holdings
RAB Europe Fund Ltd
St James’ Place Recovery Trust
156,333,470
115,188,499
72,480,547
38,539,738
32,200,000
14,000,000
9,308,407
6,250,000
6,222,598
5,600,000
4,233,334
4,166,666
2,800,000
2,737,449
2,564,559
2,450,000
2,100,000
1,948,400
1,832,671
1,720,000
21.86
16.11
10.13
5.39
4.50
1.96
1.30
0.87
0.87
0.78
0.59
0.58
0.39
0.38
0.36
0.34
0.29
0.27
0.26
0.24
482,676,338
67.47
Shares Held
% of Total
156,333,470
107,480,507
45,000,000
40,400,000
21.86
16.02
6.29
5.65
Distribution of Shareholdings
Number Held
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 - and over
Number of Shareholders
Number of Shares
3,604
3,675
1,198
2,168
433
11,078
2,169,586
9,389,845
9,908,560
80,932,287
612,870,879
715,271,157
The number of shareholders holding less than a marketable parcel was 8,558.
Directors’ Interests
As at the date of the Directors’ Report, the director or indirect interest of each Director of the Company in the issued
securities (excluding options previously disclosed in this Report) of the Company, or in a related corporation, was as follows:
SJC Wise
E Eshuys
H G Tuten (1)
M K Wheatley
Connected Persons:
RCF (1) 156,333,470
Shares Held
Nil
Nil
Nil
Nil
(1) Mr Tuten is the Chairman of RCF Management L.L.C., the management
company of RCF
71
St Barbara Mines Limited Annual Report 2004
Shareholder Information
As at 30 September 2004
Investor Relations
E
This Annual report has been produced with the objective
of ensuring that shareholders are informed on Company
strategy and performance suffi cient to make or retain an
investment in the Company.
Announcements, statutory reports and the latest information
on the Company’s projects are available on the St Barbara
Mines Limited website: www.stbarbara.com.au
Financial institutions, stockbrokers and other
non-shareholder entities requiring copies of this report,
activities reports and other corporate information should
contact the Directors at:
St Barbara Mines Limited
Level 2, 16 Ord Street
West Perth 6005
Western Australia
Australia
Phone +61 8 9476 5555
Facsimile +61 8 9476 5500
Shareholder Enquiries
Enquiries relating to shareholding, tax fi le number
and notifi cation of change of address should be directed to:
Advanced Share Registry Services
Level 7, 200 Adelaide Terrace
Perth WA 6000
Telephone:
Facsimile:
+ 61 8 9221 7288
+ 61 8 9221 7869
or
Computershare Investor Services PLC
The Pavilions, Bridgwater Road
Bristol BS99 7NH, England
Telephone:
Facsimile:
+44 870 703 6088
+44 870 703 6142
Share price
The Company shares were listed on the Australian Stock
Exchange during the 2003-2004 year.
The closing share price on 30 June 2004 and on 30
September 2004 was 4.6 cents and 4.3 cents respectively.
Announcements
The Company makes both statutory announcements
(Activities or quarterly reports, fi nancial reports, Appendix
5B cash statements, changes to Directors’ interests) and
specifi c announcements under Continuous Disclosure
provisions on a timely basis. Signifi cant announcements
made during the year and subsequently include:
Date
30/09/2004
27/09/2004
20/08/2004
12/08/2004
30/07/2004
23/07/2004
19/07/2004
15/07/2004
26/05/2004
30/04/2004
26/03/2004
17/03/2004
09/03/2004
05/03/2004
27/02/2004
30/01/2004
27/01/2004
02/12/2003
01/12/2003
28/11/2003
25/11/2003
24/11/2003
31/10/2003
30/09/2003
26/09/2003
22/09/2003
31/07/2003
10/07/2003
07/07/2003
Announcement
Financial Report for 30 June 2004
Presentation to Toyko Investors
NuStar share divestment and Paulsens
royalty sale
Settlement with former Executive
Chairman
June 2004 quarterly report
Placement of shares
(8.6 million at 4.3 cents)
General meeting of shareholders
/Board changes
Director resignation
Convertible note exercise (Ocean Trust)
Requisition of general meeting
of shareholders
March 2004 quarterly report
Polelle JV exploration progress
Settlement (sale) of Demag H4555
Sale of 30% interest in
Burnakura project
Meekatharra joint venture
Interim fi nancial statement
December 2004 quarterly report
Paddys Flat – Prohibition
resource increase
Substantial shareholder notice (RCF)
Appointment of non-executive director
Debt for equity swap
AGM Chairman’s address
Meekatharra joint ventures
September 2003 quarterly report
Paulsens project commitment
Preliminary fi nal fi nancial results
Placement of shares
(12 million at 8 cents)
Debt retirement and board expansion
June 2003 quarterly report
Substantial shareholder notice (RCF)
Convertible loan restructure
Sale of Dioro investment
Corporate Profi le
St Barbara Mines Limited is listed on both the Australian
Stock Exchange and the AIM (London Stock Exchange)
(ticker symbol SBM) with over 11,000 shareholders.
The two largest shareholders are Resource Capital Fund II
LP (Denver/Washington) with 21.86 percent and Ocean
Resource Capital Holdings (London) with 10.13 percent
of the issued capital.
The Company’s principal asset is a dominant tenement
position in the East Murchison gold fi eld and a 100 percent
owned 3 million tonne per annum treatment plant
(currently on care and maintenance) at Meekatharra.
The Company is also the largest shareholder in
NuStar Mining Corporation Limited, the 100% owner
and operator of the Paulsens high grade shallow
underground gold mine where the fi rst gold pour is
scheduled for May 2005.
The Company vision is to become a successful explorer and
developer focused on gold, nickel and copper in Australia.
St Barbara Mines Limited Annual Report 2004
ST BARBARA MINES LIMITED
ABN 36 009 165 066
and its controlled entities
FINANCIAL REPORT
30 JUNE 2004
Contents
Corporate Profi le .......................................................IFC
Joint Report by Chairman
and Managing Director ................................................. 2
Management Discussion and Analysis
- Financial Review .......................................................... 4
- Meekatharra Operations ............................................. 6
- Meekatharra Landbank ............................................... 8
- NuStar Investment ..................................................... 10
- Resources Statement .................................................. 12
- OH&S, Welfare and Environment ............................ 13
Corporate Goverance .................................................. 14
Five Year Summary ...................................................... 16
Statutory information and fi nancial report
- Directors’ report ........................................................ 18
- Statement of fi nancial performance .......................... 27
- Statement of fi nancial position .................................. 28
- Statement of cash fl ows ............................................. 29
- Notes to the fi nancial statements ............................... 30
- Directors’ declaration ................................................ 67
- Independent audit report ........................................... 68
Statement of Shareholders .......................................... 70
Annual General Meeting
The Annual General Meeting will be held
at 3pm on 29 November 2004 at the Conference Suite,
Level 8, Exchange Plaza, 2 The Esplanade
Perth Western Australia.
Shareholder Information ............................................. 72
All shareholders are invited to attend.
Auditors
PricewaterhouseCoopers
QV1 Building
250 St Georges Terrace
Perth WA 6000
Solicitors
Freehills
250 St George’s Terrace
Perth, Western Australia, 6000
Stock Exchange Listing
Shares in St Barbara Mines Limited are quoted on both the
Australian Stock Exchange Limited and the AIM (London
Stock Exchange).
Ticker symbol: SBM
Board of Directors
Colin Wise (Non-executive Chairman)
Eduard Eshuys (Managing Director and CEO)
Hank Tuten (Non-executive Director)
Mark Wheatley (Non-executive Director)
Company Secretary
Lee Boyd
Registered Offi ce
Level 2
16 Ord Street
West Perth
Western Australia 6005
Telephone:
+61 8 9476 5555
Facsimile:
+61 8 9476 5500
E-mail: perth@stbarbara.com.au
Web-site: www.stbarbara.com.au
Share Registry
Australia:
Advanced Share Registry Services
Level 7, 200 Adelaide Terrace
Perth WA 6000
Telephone:
+61 8 9221 7288
Facsimile:
+61 8 9221 7869
United Kingdom:
Computershare Investor Services PLC
The Pavilions, Bridgwater Road
Bristol BS99 7NH, England
Telephone:
+44 870 703 6088
Facsimile:
+44 870 703 6142
ADR Depositary
The Bank of New York
ADR Division
101 Barclay Street
New York NY10286 USA
Telephone:
+1 212 815 2218
Bankers
Commonwealth Bank of Australia
150 St George’s Terrace
Perth, Western Australia, 6000
ST BARBARA MINES LIMITED
2004
Annual Report to Shareholders