2006 Annual Report
St Barbara Limited
Kununurra
Broome
Pt Hedland
Newman
Carnarvon
200km
Mercator
(SBM 20.6%)
Meekatharra
Geraldton
Hill 50
Leonora
Plutonic
Scorpion-Scorpayle
Jundee
Wiluna
Bronzewing
Thunderbox
Mt Keith
Cosmos
Leinster
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Lake Wells
Laverton
Granny Smith
Sunrise Dam
Saracen
(SBM 19.9%)
Southern Cross
Kanowna Belle
Kalgoorlie
Kambalda
St Ives
�����������
PERTH
Forrestania
Norseman
Bunbury
Ravensthorpe
Esperance
SBM Land Holding
Gold Deposit
Nickel Deposit
Albany
Table of
Contents
Chairman’s Letter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
Managing Director’s Review . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
Reserves & Resources Statement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
Operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
Development . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
Exploration . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
Environment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
Safety and Community . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
Finance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18
Corporate Governance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20
1
Directors’ Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24
Declaration of Auditor Independence . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 40
Income Statements for the year ended 30 June 2006 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 41
Balance Sheets as at 30 June 2006 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 42
Statements of Changes of Equity for the year ended 30 June 2006 . . . . . . . . . . . . . . . . . . . . . . . . . . 43
Cash Flow Statements for the year ended 30 June 2006 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 44
Notes to the Financial Statements for the year ended 30 June 2006 . . . . . . . . . . . . . . . . . . . . . . . . . 46
Directors’ Declaration . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 92
Independent Audit Report to the Members . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 93
Statement of Shareholders as at 13 September 2006 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 96
Corporate Directory . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 100
Chairman’s
Letter
Colin Wise
Chairman
Dear Shareholder
The resurgence of St Barbara continued during the 2006
financial year. At year-end, the Company was in a sound
financial position, had an expanded management team in
place or in the course of being recruited, was producing
gold from Southern Cross Operations at the annual rate of
165,000 ounces, and held a strong land position on which
to base future exploration – both in the vicinity of Company
operations, and greenfields.
The development of Company activities has led to growth
of the management team, in number and depth. St Barbara
is actively engaging with government, local communities,
indigenous groups and land owners in relation to these
activities and future planning. All levels of the organisation
from the Board of Directors down, maintain a vital interest in
the safety of all employees and contractors and in enhancing
the environment in which the Company is operating.
The former Sons of Gwalia gold assets have been rejuvenated,
with the Company advancing its objective of establishing
long-life mines for Gwalia Deeps at Leonora and Marvel Loch
at Southern Cross. The resource at Tarmoola is also in the
feasibility phase.
2
The rising gold price enhanced the Company’s progress. The
average price received during the year was A$694/oz. Cash
flows generated by Southern Cross gold production funded
exploration activities and mine development at Gwalia
Deeps. Strong market conditions provided an opportunity
to divest the Meekatharra and South Laverton projects on
favourable terms.
Finance for the March 2005 purchase of the Sons of Gwalia
gold division (provided by a A$7 million convertible note
issued to Resource Capital Fund III LP), was converted to
equity in March 2006, enabling the Company to retire all
secured borrowings.
In May 2006, with the gold price rising to A$924/oz, and with
strong demand for our shares, a placement of 99 million
shares was made at 60¢/share, raising a net A$57 million.
A number of significant international and local institutions are
now shareholders. Their presence on the register represents
an important recognition of St Barbara’s improved standing
as a mid-sized gold mining company. The Company is now
included in Standard & Poors ASX300 Index.
The improvement in the Company’s standing and the current
opportunities for growth, reflect well on the hard work and
achievements of Eduard Eshuys, his management team and
St Barbara’s workforce. Particular mention is made of the
successful integration into the new St Barbara culture of
Sons of Gwalia personnel who joined the Company last year.
During 2006 the composition of the Board is undergoing
change. In February we welcomed Doug Bailey as a
non-executive director. In August Mark Wheatley resigned as
a non-executive director to take up a CEO role with another
resources company. In September Richard Knight announced
his retirement as a Director, to take effect in December 2006.
We thank Mark and Richard for their contributions and wish
them well. Replacement non executive directors are now
being sought.
History demonstrates that buoyant gold price environments
do not last indefinitely. The strong financial position of
the Company provides a springboard for our planned
acceleration of the development of two potentially long life
gold operations – Gwalia Deeps at Leonora and Marvel Loch
at Southern Cross. We also plan to spend A$20.2 million
on exploration during the 2007 financial year - a significant
amount for a company of St Barbara’s current size.
We have commenced the 2007 year with continued energy
and commitment to develop St Barbara into a significant
Australian gold producer and explorer.
Colin Wise
Chairman
29 September 2006
Managing
Director’s
Review
St Barbara has successfully integrated the gold assets
acquired from Sons of Gwalia in 2005, and refinanced
the Company through the timely sale of assets and equity
raisings.
As a consequence, St Barbara has re-established itself as a
gold producer and is well placed to look to the future and
pursue success in its operations, development, exploration
and corporate activities.
Success during the year was achieved by:
Generating a profit after tax of A$6 million.
Gold operations producing 166,000 ounces at a cash
cost of A$443/oz and generating a cash surplus of
A$66.4 million before capital and exploration expenses.
Divestment of Meekatharra and South Laverton assets at a
combined profit of A$19.6 million, with the Company now
holding a 19.9% interest in Saracen Mineral Holdings Ltd
and 20.6% interest in Mercator Gold plc with a combined
market value of A$30 million.
Reducing environmental bonds by A$12.2 million.
Increasing reserves by 1 million ounces and replacing the
production during the year with increases at both Gwalia
Deeps at Leonora and at Southern Cross.
Raising A$67.2 million of new capital from the exercise of
options and a placement of 99 million shares at 60¢.
Introducing institutional investors on to the share register
through the sell down of Resource Capital Fund’s holding
to 22.4%.
experienced
Recruiting
financial
professionals to support the operations, development and
exploration activities. An emphasis on recruitment of
graduates has also occurred.
technical
and
Improving safety performance during the course of the
year with 120 LTI free days as at 30 June 2006. This
improved performance has continued into the current
year.
Eduard Eshuys
Managing Director & CEO
Improving environmental and rehabilitation management
and
introducing a comprehensive data base and
management system.
Establishing a land management system to assist access
to additional land at Southern Cross, Leonora and other
areas of interest.
Establishing the BigGold Study to identify world-class gold
deposits in areas adjacent to highly endowed gold geology
and gold production districts in Australia.
Safety
The All Injuries Frequency Rate for the Company of 12.5
compares with an Industry average of 11.6 and requires
improvement. Safety initiatives are concentrating on
observing behaviours and increasing managerial inspections
of work areas to raise the profile of safe production.
Competency based training is also targeting improvement in
the areas of manual handling, hazard identification and job
safety analysis and incident investigation.
3
Environment
Re-establishing local fauna where practicable is an important
element in rehabilitating former mining sites inherited as
part of the purchase of the Sons of Gwalia gold assets.
Other ongoing environmental activities
include water
sampling, fauna surveys, energy generation and efficiency
programs, pollution prevention, community liaison and
environmental education.
Community
The Company is reconnecting with local communities in the
Leonora and Southern Cross regions, to provide a deeper
understanding of the Company’s plans, listen to issues of
community interest, and promote community interaction.
Meetings have taken place during the year with local
indigenous groups, shire councils and members of the local
community.
Strategy for Growth
Our principal objective is to establish St Barbara as a
1 million ounces per annum producer with a cash cost margin
of at least A$200/oz, and have reserves of 10 million ounces
by mid 2010, or four years from now.
Managing
Director’s
Review cont
4
Eduard Eshuys and Shane McLeay inspecting Raise Bore machine, 375 level Gwalia Deeps
Achieving this growth and time frame will require focus on:
exploration success at Leonora and Southern Cross;
continued conversion of resources to reserves;
increase
in gold production to approximately
An
220,000- 230,000 ounces per annum (and an improvement
to related operating costs) at Marvel Loch Underground
and open pits at the Southern Cross Operations;
Development of Gwalia Deeps to commence production
during 2008 at a rate of 150,000 ounces per annum;
Acquisitions with a gold bias of corporates or assets which
are either producing 150,000 ounces per annum or the
equivalent, or have the potential to do so, with cash
margins in excess of A$200/oz; and
A large-scale grass roots discovery either within the
Company’s existing
in
Australia.
land holdings or elsewhere
Our interim objective of producing 450,000 ounces per
annum at a cash cost of A$465/oz commencing during 2008,
or two years from now, will include the following:
Geologists and mining engineers are dedicated to validating
and seeking to extend existing resources at Leonora and
Southern Cross to develop open pit reserves.
Leonora and Southern Cross land holdings of the
Company have total historical production and existing
resources of 13 million ounces and 12 million ounces
respectively. Analysis of past exploration activity shows
that exploration over the past three decades by previous
owners has only been 30% effective largely due to the
past drilling generally being too shallow, and an apparent
lack of understanding of the regolith and geology.
Improvements in production at Southern Cross are likely
to come from expanding underground production at
Marvel Loch (which was 315,000 tonnes for 2005/06) up to
800,000 tonnes per annum over the next two to three years.
Results to date suggest that Reserves may extend below
the current depth of 500m below surface. Development of
a possible five-year mine plan is in progress.
Gwalia Deeps Hoover Decline is now at a vertical depth of
500m below surface, on its way to the top of the Deeps at
1,100m below surface. This high-speed development of
the decline advance (approximately 2,400m per year for
a single heading) should enable the decline to reach the
Deeps towards the end of 2007.
Steady state production at Gwalia Deeps is projected
to be approximately 500,000 tonnes per annum
which at the reserve grade of 9.0g/t will produce
145,000-150,000 ounces per annum, subject to
confirmation in the Final Feasibility Study.
Future production at Tarmoola is being assessed and remains
subject to confirmation in the Final Feasibility Study.
5
A number of potential acquisition opportunities have been
identified and are being analysed. These contemplate
additional annual production of 150,000 ounces or the
equivalent, with a cash margin in excess of A$200/oz, and
may include merger or takeover of corporates, purchase of
assets or joint ventures.
The BigGold Study, designed to lead to the discovery of world
class gold deposits undercover in Australia, has identified
some 49 target areas on which research of past exploration
activity is being conducted. Areas are being ranked based
on depth of cover preferably less than 200m, mineral
endowment of adjacent districts with historical production
and evidence of favourable geological settings.
Conclusion
Considerable progress has been achieved in rebuilding the
Company during the year and a solid platform for establishing
long life gold operations at Leonora and Southern Cross has
been established. This could not have been achieved without
the dedicated and disciplined effort by all the Company’s
employees and contractors who were very ably lead by
senior management.
Eduard Eshuys
Managing Director & CEO
29 September 2006
Reserves &
Resources
Statements
Proven & Probable Reserves Statement at 30 June 2006
REGION
Southern Cross
Marvel Loch
Hercules
Other
Total Southern Cross
Leonora
Gwalia
PROVEN
PROBABLE
TOTAL
kTonnes
Au g/t
koz
kTonnes
Au g/t
koz
kTonnes
Au g/t
Koz
98
190
290
5.1
1.9
2.9
15
12
27
1,300
830
1,400
3,600
3,100
6,700
4.0
3.1
0.8
2.6
9.0
5.5
175
84
36
300
885
1,200
1,400
830
1,600
3,900
3,100
6,000
4.2
3.1
0.9
2.6
9.0
5.4
190
84
48
320
885
1,200
TOTAL ALL AREAS
290
2.9
27
6
Notes – Southern Cross:
1) Information in this report that relates to Southern Cross Ore Reserves is based on information compiled by Mr Sam Larritt (Marvel Loch) and
Mr Allan Blair (Hercules) who are Members or Fellows of the Australasian Institute of Mining and Metallurgy. Mr Larritt is a full-time employee
of the Company and Mr Blair is employed by Snowden Mining Industry Consultants. Mr Larritt and Mr Blair have sufficient experience relevant
to the style of mineralisation, type of deposit under consideration and to the activity being undertaken to qualify as Competent Persons as
defined by the 2004 edition of the ‘ Australasian Code for Reporting of Mineral Resources and Ore Reserves’. Mr Larritt and Mr Blair consent
to the inclusion in the report of the matters based on their information in the form and context in which it appears.
2) A gold price of A$550/oz and cut-off grade of 1.1g/t has been used for the Reserve estimation.
3) Estimated processing recovery for Southern Cross is 90%.
4) All data is rounded to two significant digits. Discrepancies in summations will occur due to rounding.
Notes – Leonora:
1) The information in this report that relates to Gwalia Deeps Ore Reserve is based on information compiled by Messrs Stephen Miller
and Martin Reed, who are members of the Australasian Institute of Mining and Metallurgy. Messrs Miller and Reed are consultants to
St Barbara Limited and have sufficient experience relevant to the style of mineralisation and type of deposit under consideration and to
the activity which they are undertaking to qualify as a Competent Persons as defined in the 2004 Edition of the “Australasian Code for
Reporting of Mineral Resources and Ore Reserves”. Messrs Miller and Reed consent to the inclusion in the report of the matters based on
the information in the form and context in which it appears.
2) The mining reserve includes dilution of 10% to 15% at 0.0g/t Au depending on stope size. Dilution is applied by factoring the final design
stope shape volume and tonnes but not increasing contained metal.
3) A mining recovery factor of 95% after dilution is applied.
4) A cut-off grade of 4g/t Au has been applied.
5) A gold price of A$650/ounce has been used for the Reserve estimation.
6) For planning purposes a processing recovery of 95% has been used.
7) All data is rounded to two significant digits. Discrepancies in summations will occur due to rounding.
Mineral Resource (including Reserves) Statement at 30 June 2006
MEASURED
INDICATED
INFERRED
TOTAL
kTonnes Au g/t koz
kTonnes Au g/t koz
kTonnes Au g/t Koz
kTonnes Au g/t
koz
560
5.4
99
2,500
190
750
1.8
4.6
11
110
390
1,500
4,600
8,900
4.1
6.6
2.8
2.4
3.1
330
82
130
350
890
980
1,100
4,700
6,800
5.1
3.2
2.9
3.3
160
110
440
710
4000
1,500
1,500
9,500
4.6
3.9
2.8
2.6
590
190
130
800
16,000
3.2 1,700
12,000
1,000
13,000
0.9
0.9
0.9
1.1
350
30
380
490
3,900
8.9 1,100
6,400
6.8 1,400
10,000
8.1 2,600
46,000
1.2 1,800
5,100
1,200
1.2
1.8
200
68
58,000
1.1 2,100
6,600
2.4
500
13,000
1,200
1.7
1.8
700
68
7
56,000
1.8 3,200
13,000
4.5 1,900
82,000
2.1 5,500
65,000
2.0 4,100
20,000
4.0 2,600
99,000
2.3 7,200
REGION
Southern Cross
Marvel Loch
Yilgarn Star
Hercules
Other
Leonora
Gwalia
Tarmoola
Other
Celtic/Wonder4
TOTAL ALL AREAS
14,000
Notes:
1) The information contained in this report relating to Mineral Resources has been compiled by Ms Jane Bateman and Mr Peter Thompson.
Ms Bateman and Mr Thompson are Members of the Australasian Institute of Mining and Metallurgy and are full time employees of the company.
Ms Bateman and Mr Thompson have sufficient experience relevant to the style of mineralisation, type of deposit under consideration and
to the activity being undertaken to qualify as Competent Persons as defined in the 2004 edition of the ‘Australasian Code for Reporting of
Mineral Resources and Ore Reserves’. Ms Bateman and Mr Thompson consent to the inclusion in the report of the matters based on their
information in the form and context in which it appears.
2) All data have been rounded to two significant figures.
3) Discrepancies in summations will occur due to rounding.
4) The Celtic and Wonder Prospects were sold to Terrain Minerals Ltd on 14 July 2006.
Operations
The Company’s strategic focus has been to sustain and
extend the life of the Southern Cross Operations, develop
new operations at Leonora, and explore for gold, nickel
and copper in Australia.
Southern Cross Operations
The Southern Cross Operations are centred at Marvel Loch,
30km south of the town of Southern Cross and 360km east
of Perth, Western Australia. Current operations are based
on the Marvel Loch underground mine and the Hercules
open pit.
Marvel Loch
The Marvel Loch underground mine is adjacent to the
processing plant. Gold mineralisation extends over a 1.3km
strike length and has been defined to depths of over 500m.
8
The lodes being mined include:
Sherwood and Undaunted at the North;
Firelight and Exhibition at the Centre; and
East and New at the South.
Mining methods include uphole benching and open stoping
with rock fill, where necessary.
The underground mine is scheduled to deliver 0.4 million
tonnes during the 2006-07 year. The production rate is
expected to rise in subsequent years as the mine is further
developed.
A drilling program from underground has the objective of
outlining extensions to reserves to 650m below surface.
Hercules
Open pit mining at Hercules, 12km south of the Marvel Loch
Processing Plant is in progress.
Other
Other mineral resources currently being reviewed include
Transvaal and Parbo-Nevoria. These resources may be
drilled with a view to including any resultant reserves in the
mining schedule for Southern Cross in the 2007/08 period.
Meanwhile, there are sufficient low grade stockpiles to
blend with the underground ore to continue operating the
processing plant at full capacity until mid 2008, as part of
the three year mine plan.
The processing plant located at Marvel Loch treated a total
of 2.4 million tonnes for the 12 months to June 2006 at a
grade of 2.4g/t.
Production Details
Open Pit
Grade
Underground
Grade
Million t
g/t
Million t
g/t
Stockpiles Processed
Million t
Grade
Ore Milled
Grade
Recovery
g/t
Million t
g/t
%
Gold Shipped
Million ozs
30 June
2006
30 June
2005
1.33
2.10
0.32
5.70
0.71
1.30
2.35
2.40
91.00
0.17
0.54
3.00
0.12
7.02
0.32
1.22
0.98
3.05
93.00
0.08
Cash Cost
$/oz
443.00
341.00
Gold production for 2006 was derived from a full year of
Southern Cross Operations. For 2005, gold production
commenced as from 1 April 2005 and was derived from both
Southern Cross and South Laverton Operations.
Southern Cross Tenements
Development
Gwalia Deeps
The Sons of Gwalia gold mine has one of the longest
operating histories and largest gold production records of
all the Archaean lode-gold mines outside Kalgoorlie. Historic
production and current resources total over 6 million
ounces.
Hoover Decline development to extend Gwalia Deeps from
375m below surface recommenced during December 2005
quarter and is scheduled to reach 1,100m below surface
during the March 2008 quarter. This development will allow
stoping of Gwalia Deeps.
A Final Feasibility Study is in progress and is addressing all
aspects of the planned operation including ventilation, haulage,
backfill, power supply and geotechnical considerations.
The processing plant located at the Gwalia site was in
operation until 2003 and is under care and maintenance. An
assessment of the feasibility of refurbishing this plant and
treating the ore from the underground mine is in progress.
Tarmoola
Tarmoola is located 30km northwest of the town of Leonora
and the Gwalia Mine.
Mining was suspended in 2004. In July 2005 St Barbara
commenced a detailed drilling program which resulted in
an upgrade of the resource. A Final Feasibility Study is in
progress, which is assessing the viability of recommencing
operations at a scale of 5 million tonnes per annum. This
would require an upgrade of the Tarmoola plant which is
currently on care and maintenance.
9
Leonora Tenements
Preparing the face for next advance of Hoover Decline, 5.8m high by 6.0m wide
Exploration
The strategy for exploration has been to re-establish
reserves, expand the resource base of the Company, as
well as to make new discoveries.
Outcomes from the exploration activities from the 2005/06
year included:
Historically, 3.95 million ounces of gold was mined at Gwalia
down to a vertical depth of 1,100m, with mineralisation dipping
at 40 degrees. Drilling by the Company using up to four surface
diamond drill rigs and directional drilling technology has
extended this mineralisation at depth, with resources below
the old workings now totalling 7.5 million tonnes at 8.3g/t for
2 million ounces.
establishment of a Probable Ore Reserve for Gwalia Deeps
of 3.1 million tonnes at 9.0g/t for 885,000 ounces of
gold;
10
increase in Marvel Loch Underground Reserves from
Probable Ore Reserves of 240,000 tonnes at 6.0g/t for
46,000 ounces at 30 June 2005 to 1.4 million tonnes at
4.2g/t for 190,000 ounces of gold at 30 June 2006; and
upgrading of Tarmoola Inferred Resources to Measured
and Indicated.
In addition, regional exploration teams, focussing on surface
deposits, have been established at both Southern Cross and
Leonora.
A BigGold Study has been initiated to identify targets for
world scale gold deposits within Australia.
Gwalia Deeps
During 2005 St Barbara conducted an extensive drilling
campaign at Gwalia Deeps, utilising up to four surface
diamond drill rigs at any one time, to allow ore reserves
to be estimated. The current Mineral Resource estimate at
Gwalia (Deeps and Intermediates) is 10 million tonnes at
8.1g/t for 2.6 million ounces of gold, including the newly
established Probable Ore Reserve of 3.1 million tonnes at
9.0g/t containing 885,000 ounces of gold (all of this Reserve
is within the Gwalia Deeps).
The Gwalia Deeps Probable Reserves occur within an Indicated
and Inferred mineral resource estimate of 2 million ounces,
representing a conversion rate of 44.3 per cent to date.
885,000 ounces of Reserves have been established below the
current workings (“Gwalia Deeps”) in the Main and South
West Branch lodes down to a vertical depth of 1,550m, and
deeper drilling has extended known mineralisation down to
1,900m vertically.
The mineralisation occurs within discrete sheet-like quartz
vein lodes, plunging shallowly towards the south east and
varies in width from 2m to 26m. There is considerable history
and knowledge of mining this orebody from past operations
which will assist in mine planning and bringing the mine back
into operation.
Leonora Gold
Gold endowment in the Leonora region is extensive, with the
five largest known deposits historically producing a total of
13.5 million ounces of gold. The Company inherited a large
database of drillhole, geophysical and geochemical data
through the acquisition of the Sons of Gwalia gold division
and has now completed a detailed assessment of the data,
the effectiveness of previous drilling and sampling, the
known deposit styles, and their geological controls.
This study has generated a significant number of targets
for possible further large, standalone deposits within
the Company’s tenure, and an exploration team will
systematically test these targets in the year ahead. Gravity
data is recognised as a crucial component in the detailed
targeting process for all major deposits at Leonora, and
expanded ground-based gravity surveys have been completed
and the results are being assessed.
Gwalia Deeps
West
East
11
Exploration cont
Southern Cross
Exploration activity has been intensified at Southern Cross,
with the establishment of two teams, one focusing on known
deposits for open cut opportunities, the other seeking
new discoveries. The Company controls the majority of
the Southern Cross-Forrestania greenstone belt, over a
length of some 200km, which has a known historical gold
endowment of over 12 million ounces including 12 deposits
of over 300,000 ounces. A comprehensive study of deposit
styles, structural associations, the effectiveness of previous
exploration and targeting was completed, producing some
51 gold targets within Company tenure. These targets have
been ranked and further assessed. Access to most targets has
been negotiated and exploration for new, standalone targets
is underway.
12
in progress
Marvel Loch Deeps
A program of diamond drilling from within the current
since
underground workings has been
September 2005, with the aim of establishing Indicated
Resources from 500 metres below surface (mbs) to 1,000mbs.
This in turn is anticipated to identify mineable inventory
below 500mbs, to support a planned five-year expanded
production profile. Ore lodes at Marvel Loch are steeply
plunging, continuous quartz veined shoots, each with a
length of 30-70m and the Undaunted, Sherlock, Exhibition
and New Lodes are being extended down plunge with this
drill program.
BigGold Study
A team of geologists and specialist consultants has been
established to identify targets for potential world-scale
deposits of gold, nickel and copper within Australia. Initial
outcomes from this team effort include a detailed review
of new aeromagnetic and gravity data from the Yeenena
(Ashburton) region, host to the Nifty (copper) and Telfer
(gold) deposits. Targeting faulted antiforms analogous
to the Telfer dome resulted in the application for four
new exploration licences, covering some 780sqkm. These
licences are expected to be granted in the coming year, with
work programs planned.
Elsewhere in Australia, the Company is at an advanced stage
of targeting new gold and copper-gold deposits. Detailed
target assessment and ranking of these targets will lead to
ground acquisition early in the 2006/07 year.
Base Metals
Dedicated base metal programs are being implemented
on the Company’s Leonora and Southern Cross/Forrestania
tenements. Previous operators have historically focused on
gold exploration on these tenements, despite the strong
nickel sulphide endowment and recent nickel discoveries
along strike. Over 300km of komatiite stratigraphy is present
on this tenure, including channel-facies prospective for
accumulation of Kambalda-style massive sulphide deposits.
Base metal programs to be conducted this year will include
loop electro magnetic surveys,
high-powered moving
mapping and gossan search, surface geochemistry and follow
up drilling of anomalies.
The focus for the 2007 financial year, with forecast exploration
expenditure of A$20 million, is to:
further add to the Gwalia Deeps reserve base;
identify surface deposits in proximity to Southern Cross
and Leonora operations, to augment existing and planned
production plans; and
make further standalone discoveries.
Marvel Loch Mine, the cornerstone of Southern Cross
13
Environment
Management of the environment is an important aspect of
St Barbara’s business, with consideration and management of
environmental aspects being incorporated into all activities
from exploration onwards.
The mining activity at the Hercules Open pit continued
to dump waste rock on top of a former tailings dam
resulting in a long-term stable structure that, when
finished, will be contoured, ripped and revegetated.
Environmental activities undertaken include water sampling,
fauna & flora surveys, energy generation and efficiency
programs, pollution prevention, community liaison, education
and training and rehabilitation.
Over the past 12 months, as part of our rebuilding for a
better future, St Barbara has focused on improving its
environmental performance. The Company’s Environmental
Policy was updated, outstanding rehabilitation activities
at historic mining locations situated close to towns were
completed, hydrocarbon management across the operations
were improved and good environmental standards were
incorporated for sites being considered for re-opening.
14
Compliance
Compliance with regulatory requirements is a minimum
standard and where possible the Company sets its internal
standards at a higher level. During the year work began
on the development of a Company-based Environmental
Management System. This is a significant process and is to
be progressed over the next two years. The development
of a Company-Wide Environmental Obligation Register
has commenced. This aims to streamline the compliance
process by ensuring all management and staff are aware of
their obligations.
Rehabilitation
The Company continued its program of rehabilitation and
clean-up of former mining sites inherited as part of the
purchase of the Sons of Gwalia gold assets in 2005. The
focus was on areas close to Southern Cross and Bullfinch and
potentially higher-risk areas.
At Frasers, located next to the town of Southern Cross, the
former operations area was cleaned up, with rubbish, old
buildings and scrap removed. Waste dumps were contoured to
a more stable landform and some tailings were relocated.
At the Star Mill site, 13km south east of Marvel Loch, the
processing plant was dismantled and removed with most of
the materials that could be recycled sold to metal traders.
In addition, polyethylene pipe was recovered and sold to
recyclers. The site was cleaned of other rubbish.
At Transvaal certain reactive wastes were covered and
stabilised by an innovative technique that had been trialled
last year.
On other sites, including Bullfinch, Cornishman and Southern
Star, surplus and disused materials such as powerlines,
polyethylene pipe and scrap metals were collected and
either reused onsite or sold to recyclers.
The Company has continued to consult with government
on its rehabilitation plans and has developed its plans in
consultation with the relevant officers.
Water
Water is a scarce resource. The Company constantly reviews
its water usage and, where possible, has instituted recyling
and the use of lower-grade water resources for industrial
purposes.
At the Leonora township, reverse osmosis is used to upgrade
the town’s drinking water supply and the reject water is
being sent to waste.
The Company is arranging for the reject water to be
redirected to its operation for use as industrial water.
Training and Education
The Company has appointed a Manager Environment and
Rehabilitation to manage its commitments and to assist
employees and contractors with their obligations. In addition,
environmental staff and contractors are employed at its
sites to provide advice and training as part of site induction
processes and on-going environmental awareness programs.
Greenhouse Challenge Plus
St Barbara has become a member of the Greenhouse
Challenge Plus program. This program is administered by
the Australian Greenhouse Office of the Department of
Environment and Heritage. The next stage in this program
will see the establishment of an agreement that records the
Company’s commitment to manage and reduce greenhouse
gas emissions. The agreement also reflects the Australian
Government’s commitment to recognise and reward
achievements. It is envisaged that this agreement will be
finalised during the 2007 reporting period.
15
Drilling at Gwalia
Safety and
Community
A safe workplace is fundamental to the wellbeing of
employees, contractors, consultants and visitors and to
the success of the Company.
St Barbara is committed to achieving high standards,
continuous
improvement and the principle that all
occupational injuries and illnesses are preventable.
As a result, the Company has focussed on the provision
of lifting and manual handling training for our workforce
and increasing the number of personnel trained in hazard
identification and job safety analysis. Through training we
will continue to increase the skill levels of our workforce and
an incident investigation to improve our ability to accurately
identify the causes of incidents and accidents.
There is a strong safety culture throughout all levels of the
Company which is promoted at employment interviews,
inductions, on-going safety meetings and training. Risk
assessments are carried out prior to the implantation of new
tasks and commencing routine activities.
16
General and site-specific inductions are held for all
personnel, including contractors, at our operations and
work areas. In addition, safety briefings are conducted at
the commencement of each shift and formal weekly safety
meetings are conducted by our employees and contractors.
Safety Health Advisory Committees have been established at
each site, drawing members from across all aspects of the
operations. The Committees’ safety and health initiatives
result from the contributions of these representatives from
the workforce.
In addition to providing a safe working environment, the
Company also focuses on its preparedness and ability to
respond in case of an emergency. The Emergency Response
teams at our operations are trained and capable of
responding to the variety of emergency scenarios that may
be encountered in our operational areas.
While the Company Disabling Injury Frequency Rate (DIFR)
of 6.2 was lower than the 2004/05 WA Gold Industry Rate
of 7.7, the Lost Time Injury Frequency Rate (LTIFR) was
6.2 compared to the 2004/05 WA Gold Industry Rate of
3.9. This performance is not acceptable and was due to six
consecutive lost-time injuries from October to March 2006.
Of the injuries sustained, three were lower back cumulative
strain injuries.
At the end of the financial year the Company had achieved
120 days without any time being lost to injury.
Local Community Consultation
The Company recognises that members of local communities
where it operates and interacts are important stakeholders.
St Barbara is committed to building and maintaining mutually
beneficial and sustainable relationships with the local
communities, particularly at Southern Cross and Leonora,
the location of its operations.
Community involvement and support during the year included:
In April 2006 senior management conducted an open briefing
at Gwalia House in Leonora to update the Leonora community
of its plans for the Tarmoola and Gwalia Deeps projects. A
large number of members of the local community attended.
In addition, the Company met with indigenous groups at
Southern Cross and Leonora. The focus of these meetings
was to explain the Company’s plans for the Southern Cross
and Leonora operations, in particular the employment and
contracting opportunities that exist for the groups. As a
result of these meetings, dialogue between the groups and
the Company is continuing.
Local Government Consultation
The Company regularly meets with the Southern Cross and
Leonora Shires to update them of the Company’s progress
and answer questions in relation to community issues and
opportunities.
Gwalia Historical Society
The Company is represented on the board of the Leonora
Gwalia Historical Museum Ltd (LGHM) which was established
in 1972 to preserve the heritage of the Gwalia gold mine and
associated infrastructure. The preservation of this heritage is
important to St Barbara and it is an active member of the LGHM.
17
Belinda Bastow, Manager Environment & Rehabilitation, presenting to Leonora community
Financial
Review
The net profit after tax for the year of $6,019,000
(2005: $6,831,000) was underpinned by a full year of
gold production from Southern Cross Operations in
Western Australia.
Significantly, the underlying profit for the year, as disclosed
in the ASX Appendix 4E Financial Results release, improved
from a loss in 2005 of $6,800,000 to a profit in 2006 of
$4,300,000; an improvement of $11,200,000.
As at 30 June 2006, the Company is financially well placed
to pursue its strategic objectives, with cash at bank of
$79,336,000 (2005: $16,273,000), investments of $29,569,000
(2005: $6,104,000) and minimal secured debt of $644,000.
Profit and Performance
The profit for 2006 of $6,019,000 was after expensing
exploration expenditure of $16,831,000 (2005: $6,107,000)
(excluding salaries, rents and rates) and mine development
expenses of $8,908,000 (2005: $7,287,000).
18
Key contributors to the results were a $250/oz cash operating
margin (average selling price $694/oz less cash operating cost
$443/oz) from operations for $41,500,000 before amortisation
and depreciation, profit on the divestment of Meekatharra
of $10,500,000 and profit on divestment of South Laverton
of $9,300,000.
The comparative result for the year ended 30 June 2005
under AGAAP was reported as a loss of $6,697,000. With the
introduction of Australian International Financial Reporting
Standards (AIFRS) this result is restated to a profit of
$6,831,000 due to two non-cash items:
Gain on deconsolidation of subsidiary
$14,192,000
Share based payments expense
Net increase in profit
($664,000)
$13,528,000
The gain on deconsolidation of subsidiary relates to NuStar
Mining Corporation Limited (NuStar) and represents a
difference between accounting treatments under AGAAP
and AIFRS. Under AIFRS, the carrying value of NuStar assets
was written down for the consolidated entity in the 2004
financial year by $14,192,000. In the 2005 year, the gain on
deconsolidation of NuStar is increased by an equal amount.
There is no cash flow or net tax effect as a consequence of
these AIFRS adjustments.
Gold production for the year was 166,000 ounces at a
cash cost of $443/oz. The Company benefited from rising
gold prices with an average price received for gold sold of
$694/oz. Included in this total are 31,000 ounces sold
under hedge commitments at approximately $770/oz. The
remaining ounces were sold at spot.
Financing and
establishment fees) related primarily to:
interest costs of $960,000 (including
$7,000,000 convertible note, which was converted into
equity on 27 March 2006
$29,000,000 Environmental Bond Facility (Environmental
Bonds at 30 June 2006: $20,646,000)
$10,000,000 General Purpose Loan Facility
Hedging
As at 30 June 2006 the Company had 126,000 ounces
of committed and hedged gold positions comprising
115,000 ounces of bought put options and sold call options,
and 11,000 ounces of gold forward sales.
The bought put options are exercisable at A$700/oz, the
sold call options are exercisable at A$770/oz and the gold
forward sales are priced at A$774/oz.
Based on a spot gold price at 30 June 2006 of A$810/oz, the
mark-to-market value of the 126,000 ounces was negative
$9,371,000. This unrealised loss is allocated $5,029,000
(before tax) to the Gold Hedge Reserve (representing market
value movement) and $4,342,000 expensed to the Income
Statement (representing the time and volatility value
movement).
Taxation
Under AIFRS, deferred tax is brought to account for
movements in reserves, resulting in a deferred income tax
benefit for the year of $1,428,000 (2005: $Nil).
Equity
On 18 May 2006 the Company raised net $57,022,000 from
the issue of 99,000,000 shares at 60¢ each to offshore and
local institutions and some professional investors.
A $7,000,000 convertible note was converted, on terms
previously approved by shareholders, to 100,000,000 shares
on 27 March 2006.
A total of $8,633,000 was received from exercise of
unlisted options, including $7,118,000 from the exercise of
49,712,000 options previously held by Resource Capital Fund II LP.
Pursuant to an on-market share buy-back program announced
on 26 July 2005, to 30 June 2006 the company had bought
back a total of 9,805,000 shares for $4,008,000 at an average
price of 41¢/share.
Investments
The Company’s investment portfolio has resulted primarily
from the divestment of South Laverton, Meekatharra and
non-core assets. As at 30 June 2006, the Company held the
following interests in public listed companies:
Mercator Gold plc
Saracen Mineral Holdings Ltd
Terrain Minerals Limited
20.6%
19.9%
17.1%
All of the Saracen and Mercator shares and most of the
Terrain shares are held in escrow. For accounting purposes,
investments in listed securities are valued at the market
price, except for shares held in escrow which are valued at
market price less 8% discount.
As at 30 June 2006, the carrying value of investments was
$29,510,000.
Finance Facilities and Debt
As noted above, a $7,000,000 convertible loan was converted
into equity as at 27 March 2006.
Through project divestment and rehabilitation programs, the
Environmental Bond Facility as at 30 June 2006 had reduced
to $20,646,000, secured by $20,000,000 bank guarantees
and cash backing.
Following the successful equity raising in May 2006, the
$10,000,000 General Purpose Loan Facility, which had not
been used, was cancelled without pre-payment penalty.
Establishment fees totalling $435,000 were expensed during
the current financial year, in respect of this facility and the
Environmental Bond Facility.
As at 30 June 2006 the Company had $644,000 of secured debt
representing hire purchase and finance lease commitments.
Cash Flows
Cash at bank at 30 June 2006 was $79,336,000 (30 June 2005:
$16,273,000).
Cash inflows for the year included:
19
Net proceeds from issue of shares
Proceeds from divestment of property, plant and
equipment including sale of Meekatharra and
South Laverton
Proceeds on sale of investments
Release of cash from reduced restricted cash
Cash outflows for the year included:
Mine development costs
On-market share buy-back
$’000
65,660
16,783
5,984
11,648
100,075
$,000
23,770
4,008
27,778
Subsequent Events
On 25 July 2006, the Company announced Probable Reserves
for Gwalia Deeps at Leonora of 3,100,000 tonnes at 9.0g/t of
gold for 885,000 ounces. A Final Feasibility Study is currently
underway and is due to be completed in January 2007.
Corporate
Governance
Review
Corporate governance is the process by which companies are
directed and managed. It influences how the objectives of
the Company are set and achieved, how risk is monitored
and assessed, and how performance is optimised.
Rewards are also needed to attract the skills required
to achieve the performance expected by shareholders
(Principle 9). The impact of company actions and decisions
is increasingly diverse and good governance recognises
the legitimate interest of all stakeholders (Principle 10).
Good corporate governance structures encourage companies
to create sustainable value (particularly through the exercise
of integrity at all levels, entrepreneurism, innovation,
development and exploration) and provide accountability
and control systems commensurate with the risks involved.
St Barbara has in place key corporate governance structures.
As the Company grows the suitability of these structures is
reviewed and updated on a regular basis.
20
St Barbara is committed to the principles of Good Corporate
Governance and Best Practice Recommendations, as
published by the ASX Corporate Governance Council in
March 2003:
Fundamental to any corporate governance structure
is establishing the roles of management and the Board
(Principle 1), with a balance of skills, experience and
independence on the Board appropriate to the nature and
extent of company operations (Principle 2). There is a
basic need for integrity among those who can influence a
company’s strategy and financial performance, together
with responsible and ethical decision-making (Principle 3).
Meeting the information needs of a modern investment
community is also paramount in terms of accountability
and attracting capital. Presenting a company’s financial
and non-financial position requires processes that
safeguard, both internally and externally, the integrity
of company reporting (Principle 4), and provide a timely
and balanced picture of all material matters (Principle 5).
The rights of company shareholders need to be clearly
recognised and upheld (Principle 6).
Every business decision has an element of uncertainty and
carries a risk that can be managed through effective oversight
and internal control (Principle 7). Keeping pace with the
modern risks of business and other aspects of governance
requires formal mechanisms that encourage enhanced
board and management effectiveness (Principle 8).
Each principle is of equal importance.
St Barbara’s corporate governance practices align with these
principles and are summarised below.
Shareholders
Directors and management recognise that shareholders, as
the ultimate owners of the Company, are entitled to receive
timely and relevant high-quality information about the
Company’s performance, strategies and plans. Similarly,
investors considering buying or selling shares in the Company
are entitled to be able to make informed investment
decisions when considering the purchase or sale of shares in
the Company.
To communicate effectively with shareholders and provide
ready access to balanced and understandable information
about the Company and its strategies, the Company:
ensures that published financial and other statutory
reports meet or exceed statutory requirements;
discloses full and timely information about Company
activities and strategies in accordance with the general
and continuous disclosure principles in the ASX Listing
Rules and the Corporations Act;
publicly presents a detailed view of the Company’s
achievements and strategies at least twice a year, and
reports from the Chairman and Managing Director and
Chief Executive Officer (CEO) at the Company’s Annual
General Meeting (AGM);
places all material information released to the market
(including notices of meeting and explanatory materials)
on the Company’s website as soon as practicable following
public release;
strives to ensure that all public announcements including
annual reports, notices of meeting and other shareholder
communications are drafted clearly and concisely.
Structure and Operation of the Board
The Company has operated during the year with a five to
six-member Board, all of whom, aside from the Managing
Director and CEO, are non-executive directors. Mr Tuten is a
Partner of RCF Management LLC, the management company
of the Company’s substantial shareholders, Resource Capital
Fund II and II LP. Mr Tuten abstains from voting on any Board
matters relating to either of these entities. Aside from
Mr Tuten, all other non executive directors, including the
Chairman, are considered to be independent.
The role of the Board is to provide a strategic direction for
the Company, effective oversight of management and a sound
base for maintaining a culture of good corporate governance
within the Company. Given the size of the Company, the
function of a nomination committee is performed by the
Board.
The Board has adopted a formal Board Charter which sets
out the principles under which the Board operates.
The following Board committees are active:
- Audit Committee; and
- Remuneration Committee.
Each of these committees has an independent non-executive
director as chairperson, as well as a Board-approved charter.
None of the directors has a trading relationship with
the Company nor a conflict 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
associated with major shareholders, Resource Capital Funds
II and III LP, and abstains from voting on any Board matters
relating to either of these entities.
Risk
The Board
is responsible for the establishment and
maintenance of a framework of internal control, policies
and procedures designed to safeguard Company assets and
to maintain the integrity of financial reporting. In respect
to safeguarding Company assets, and risk more generally,
management is charged with the responsibility of identifying
and managing operational, financial and corporate risks with
regular reports to the Board.
An Audit Committee has been established to assist the Board
in maintaining the integrity of financial reporting.
The Audit Committee at the date of this report comprises:
D W Bailey, Chairman
H G Tuten
S J C Wise
The primary role of the Audit Committee is to provide an
independent and objective review of financial and other
information prepared by management, in particular that
to be provided to members and/or filed with regulators,
including:
overseeing the Group’s discharge of its responsibilities
with respect to:
21
the financial statements, financial report and annual
report; and
financial risk management systems
overseeing the Group’s relationship with external auditors;
and
determining the independence of the external auditors.
The Audit Committee:
meets and receives regular reports from its external
auditors concerning matters that arise in connection with
their audit; and
is also responsible for review of performance and
nomination of the external auditors.
The external auditor, PricewaterhouseCoopers, has confirmed
its independence to the Board. The current engagement
partner has conducted the audit since 2001. The external
auditor is required to attend the Annual General Meeting
and will be available to respond to specific questions from
shareholders.
Disclosure of Information
St Barbara has obligations under the Corporations Act,
and ASX Listing Rules to keep the market fully informed of
information which may have a material effect on the price or
value of St Barbara’s securities and to correct any material
mistake or misinformation in the market.
Corporate
Governance
Review cont
The Company has adopted a Continuous Disclosure Policy to
provide a disciplined framework for complying with these
requirements.
Remuneration
The Remuneration Committee, as at the date of this report
comprises:
22
Ethics
The Board Charter provides that, in performing its role, the
Board should act at all times:
in recognition of its overriding responsibility to act
honestly, fairly and in accordance with the law in serving
the interests of the Company, its shareholders, employees,
and other stakeholders
with integrity and objectivity and consistently with the
ethical, professional and other standards set out in the
Company’s corporate governance policies.
Dealing in Company shares by Directors, Officers and
Employees is governed by a ‘Dealings in Securities’ Policy.
This policy allows for a 30-day trading window following
significant public announcements, provided the Company
is not then in possession of undisclosed potentially price
sensitive information.
Company policies on Occupational Health and Safety and
Environment acknowledge the Company’s fundamental
commitment to providing a safe workplace, and the
Company’s and employee responsibilities to the environment
and local communities with whom we interact. Having regard
to the Company’s size and scale of operations, a formal Code
of Conduct is not considered necessary.
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.
R Knight, Chairman
D W Bailey
E Eshuys
S J C Wise
The duties of the Remuneration Committee include:
to commission and consider independent advice on
remuneration, and to propose appropriate remuneration
policies for Board approval,
to provide guidance to the CEO on the appointment of
senior executives and their remuneration,
to approve the overall percentage increase in fixed annual
remuneration for employees,
to establish with the CEO the criteria to be applied as the
basis for performance management within the Company,
to monitor performance against those criteria, and to
approve any incentive payments that my result.
to review and develop, as required, plans for orderly
management development and succession.
The Principles used to determine the nature and amount of
remuneration are set out in the Remuneration section of the
Directors Report set out on pages 28 to 37.
Evolving Practices
The Company recognises that corporate governance practices
will continue to evolve as the Company continues to grow
and develop.
23
Ruth Stephenson, Mine Geologist, Hoover Decline, Gwalia Deeps
Directors’
Report
The Directors present their report on the consolidated entity
consisting of St Barbara Limited and the entities it controlled
at the end of, or during, the financial year ended 30 June 2006.
Directors
The following persons were Directors of St Barbara Limited
during the whole of the year and up to the date of this
report:
Name
S J C Wise
E Eshuys
R Knight
H G Tuten
Period of Directorship
Appointed 20 July 2004
Appointed 20 July 2004
Appointed 25 May 2005
Appointed 26 March 2002
24
D W Bailey was appointed a Director on 17 January 2006 and
continues in office at the date of this report.
M K Wheatley was a Director throughout the financial year,
but resigned on 2 August 2006 following his appointment as
chief executive of another company.
Principal activities
During the year the principal activities of the consolidated
entity consisted of gold production, gold and mineral
exploration.
There were no significant changes in the nature of activities
of the consolidated entity during the year.
Dividends
There were no dividends paid to members during the financial
year.
Operations overview
Refer to page 8 for the Operations Review.
Consolidated revenues and results
Consolidated revenues and results are summarised as follows:
Sale of gold
2006
$’000
115,263
Profit after income tax benefit
6,019
2005
$’000
46,553
6,831
The profit for the year ended 30 June 2006 of $6,019,000 is
after expensing exploration expenditure, excluding salaries,
rents and rates, of $16,831,000 and depreciation and
amortisation charges amounting to $9,540,000.
The comparative result for 2005 under AGAAP was reported
as a loss of $6,697,000. With the introduction of Australian
International Financial Reporting Standards (AIFRS) this
result is restated to a profit of $6,831,000 due to two non-
cash items:
Gain on deconsolidation of subsidiary
$14,192,000
Share based payments expense
Net increase in profit in 2005
($664,000)
$13,528,000
The gain on deconsolidation of subsidiary relates to NuStar
Mining Corporation Limited (NuStar) and represents a
difference between accounting treatments under AGAAP
and AIFRS. Under AIFRS, the carrying value of NuStar assets
was written down for the consolidated entity in the 2004
financial year by $14,192,000. In the 2005 year, the gain on
deconsolidation of NuStar is increased by an equal amount.
There is no cash flow or net tax effect as a consequence of
these AIFRS adjustments.
Significant changes in the state of affairs
a) Divestment of Projects
On 14 October 2005, the Company announced the sale of its
South Laverton project to Saracen Mineral Holdings Limited
(Saracen) for consideration of:
Cash payment
Replacement of South Laverton environmental
performance bonds
Issue of shares by Saracen, value
Cash payment for additional bond reductions
$’000)
4,000)
9,200)
3,500)
16,700)
2,700)
19,400)
On 28 October 2005, the Company announced the sale of its
Meekatharra project to Mercator Gold plc for consideration of:
Cash payment
Replacement of Meekatharra
environmental performance bonds
Issue of shares by Mercator, value
b) Changes in issued capital
Shares on issue 1 July 2005
Add exercise of Options
$’000)
5,000)
3,000)
13,000)
21,000)
Number of
shares
566,533,352)
63,662,275)
Conversion of Resource Capital Fund III LP
$7 million loan
100,000,000
Equity raising May 2006 at 60 cents per
share
Less on-market buy-back of shares
Shares on issue 30 June 2006
99,000,000)
(9,805,060)
819,390,567)
c) Sale of investments
On 27 July 2005, the Company sold its remaining 63,325,359
shares in NuStar for $3,166,000 and 15,412,082 shares in
Sedimentary Holdings Limited for $2,851,000; yielding total
consideration of $6,017,000.
As a consequence of the extension to operations at Southern
Cross as described above, forecast gold production for the
financial year 2006/07 is 165,000 ounces at an estimated
cash cost of $465/oz.
Regulatory environment
The Company’s mining activities are all in Western Australia,
and are governed by the Mines Act Western Australia, the
Mines Safety and Inspection Act and other mining related
legislation. The consolidated entity is subject to significant
environmental regulation and safety compliance in respect
of its mining and exploration activities.
Information on Directors
S J Colin Wise LL.B, FAICD, FAusIMM
Chairman – non-executive Age 60
Mr Wise is an experienced corporate lawyer and consultant
with significant expertise in the mining and exploration
industry and corporate section. He spent 24 years with WMC
Limited, 10 of which as General Counsel and subsequently,
4 years as Counsel to a New York law firm. 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 care service in Melbourne and
Chair of its Quality Committee.
25
Matters subsequent to the end
of the financial year
On 25 July 2006 the Company announced Probable Reserves
for Gwalia Deeps at Leonora of 3,100,000 tonnes at 9.0g/t of
gold for 885,000 ounces.
Other current public company directorships
Nil
Former public company directorships in last 3 years
Nil
Likely developments and
expected results of operations
Likely developments in the operations of the consolidated
entity constituted by St Barbara Limited and the entities it
controls at the date of this report included:
Special responsibilities
Chairman of the Board
Member of the Audit Committee
Member of the Remuneration Committee
Interest in shares and options
Mr Wise has a beneficial interest in 3,681,709, fully paid
ordinary shares of the Company.
Directors’
Report cont
26
Eduard Eshuys B.Sc, FAICD, FAusIMM
Managing Director and Chief Executive Officer Age 61
Mr Eshuys is a geologist with 37 years of experience in mineral
exploration, development and operation of gold and nickel
mines in Australia. He has a record of success 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.
Other current public company directorships
Nil
Former public company directorships in last 3 years
Nil
Special responsibilities
Member of the Remuneration Committee
Interest in shares and options
Mr Eshuys has a beneficial interest in 5,100,000 fully paid
ordinary shares and holds 25,000,000 executive options to
acquire fully paid ordinary shares as detailed later in this Report.
Douglas W Bailey, BBus (Acc), CPA, ACIS
Non Executive Director Age 53
Mr Bailey was the Chief Financial Officer of Woodside
Petroleum Ltd between 2002 and 2004 and previously, was
an Executive Director of Ashton Mining Limited from 1990 to
2000, including the last 3 years as Chief Executive Officer.
He also was a Non-Executive Director of Aurora Gold Ltd for
the period 1993-2000.
Other current public company directorships
Nil
Former public company directorships in last 3 years
Nil
Special responsibilities
Chairman of the Audit Committee – appointed 17 January 2006
Interest in shares and options
Mr Bailey has a beneficial interest in 100,000 fully paid
ordinary shares of the Company.
Richard Knight MSc(Eng), DIC, BSc(Eng), ARSM, FAICD, C.Eng
Non Executive Director Age 65
Mr Knight is a mining engineer with some 40 years experience,
both in Australia and internationally. He is a Director of
Zinifex Limited and Northern Orion Resources Inc, Chairman
of Heuris Partners, a Melbourne-based advisory and strategic
planning practice and Senior Advisor to Inco Limited. He has
previously been CEO of Energy Resources Australia Limited,
an Executive Director of North Limited and Managing Director
of Inco Australia Management Pty Ltd.
Other current public company directorships
Zinifex Limited
Northern Orion Resources Inc
Former public company directorships in last 3 years
Portman Limited
Asia Pacific Resources Limited
Special responsibilities
Chairman of the Remuneration Committee
Interest in shares and options
Mr Knight has a beneficial interest in 2,505,095 fully paid
ordinary shares of the Company.
Henderson (Hank) G Tuten, B.A. (Econ)
Non Executive Director Age 59
Mr Tuten is actively involved in a consolidated entity of
private equity funds as a founding partner. These are the
Resource Capital Funds (“RCF”), the e-Century Capital
Fund and the CIP Fund. He is a Partner in RCF Management
LLC, the management company of RCF. He spent over
15 years with the NM Rothschild and Sons consolidated
entity. During that period, he was the chief executive officer
of Rothschild Australia Limited, Rothschild North America
Inc. and Continuation Investments NV, the private equity
vehicle for Rothschild Continuation Holdings AG 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 BA in Economics.
Other current public company directorships
Nil
Former public company directorships in last 3 years
Nil
Special responsibilities
Member of the Audit Committee
Interest in shares and options
Mr Tuten has a beneficial interest in shares and options held by
Resource Capital Funds II and III LP of 183,662,230 shares.
Mark K Wheatley B.E.((Chem) Hons 1), MBA
Non Executive Director Age 45
Mr Wheatley has 26 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 finance
and corporate advisory activities over the next 3 years.
He moved to the gold industry in 1999 where, as General
Manager Corporate Development with Goldfields/Aurion
Gold Limited and a period as Acting Managing Director of
Goldfields, he completed a number of successful mergers
and acquisitions before it was taken over by Placer Dome
Inc. in 2002. Mr Wheatley served as Chairman and CEO of
Southern Cross Resources Inc up until the completion of the
merger with Aflease on 27 December 2005 and is now a Non
Executive Director of the new merged company called SXR
Uranium One Inc, a company which is listed on the Toronto
Stock Exchange.
Other current public company directorships
SXR Uranium One Inc
Former public company directorships in last 3 years
Southern Cross Resource Inc
27
Special responsibilities
Member of the Audit Committee (Chairman until 17 January 2006)
Member of the Remuneration Committee
Interest in shares and options
Mr Wheatley holds 700,000 shares
Mr Wheatley resigned as a Director on 2 August 2006.
Company Secretary
Ross Kennedy BComm, Grad.Dip – Company Secretarial
Practice, ACA, FTIA, MAusIMM, FAICD, ACIS
Chief Financial Officer and Company Secretary Age 46
Mr Kennedy has more than 20 years’ experience as a public
company secretary and has held a number of public company
directorships in resources and technology companies. He has
extensive experience in corporate management, including
risk management, ethical standards, finance, accounting,
commercial negotiations,
legal contracts,
statutory compliance and public reporting.
takeovers,
Directors’
Report cont
Meetings of Directors
The number of meetings of the Company’s Board of Directors
and of each Board committee held during the year ended
30 June 2006, and the numbers of meetings attended by
each Director were:
Full meetings
of Directors
Meetings of
Audit Committee
A
12
12
10
10
10
7
B
12
12
12
12
12
7
A
2
2
2
2
-
2
B
2
2
2
2
2
2
S J C Wise
E Eshuys *
H G Tuten
M K Wheatley
28
R Knight
D W Bailey
A = Number of meetings attended
B = Number of meetings held during the time the Director
held office or was a member of the committee during
the year
* = Managing Director and CEO
The Remuneration Committee met informally on a
number of occasions and the outcome of the Committee’s
deliberations were considered and approved by the
Board.
Retirement, election and continuation
in office of Directors
D W Bailey was appointed a Director on 17 January 2006. In
accordance with the Constitution, he will retire as a Director
at the annual general meeting and, being eligible, will offer
himself for election.
H G Tuten is the Director who will be retiring by rotation
and, being eligible, will offer himself for re-election.
Remuneration Report
The remuneration report is set out under the following main
headings:
A Principles used to determine the nature and amount of
remuneration
B Details of remuneration
C Service agreements
D Share based compensation
E Additional information
The information provided under headings A - D includes
remuneration disclosures that are required under Accounting
Standard AASB 124 Related Party Disclosures. These
disclosures have been transferred from the financial report
and have been audited. The disclosures under heading E are
additional disclosures required by the Corporations Act 2001
and the Corporations Regulations 2001, which have not been
audited.
The Remuneration Committee, as at the date of this report
comprises:
R Knight, Chairman
D W Bailey
E Eshuys
S J C Wise
The duties of the Remuneration Committee include:
to commission and consider independent advice on
remuneration, and to propose appropriate remuneration
policies for Board approval,
to provide guidance to the CEO on the appointment of
senior executives and their remuneration,
to approve the overall percentage increase in fixed annual
remuneration for employees,
to establish with the CEO the criteria to be applied as the
basis for performance management within the Company,
to monitor performance against those criteria, and to
approve any incentive payments that my result,
to review and develop, as required, plans for orderly
management development and succession.
A Principles used to determine the nature and amount of
remuneration (audited)
In consultation with external remuneration consultants, the
Group has structured an executive remuneration framework
that is market competitive and complementary to the reward
strategy of the organisation.
The objective of the Group’s executive reward framework
is to ensure that reward for performance is competitive
and appropriate for the results delivered. The framework
aligns executive reward with achievement of operating
and strategic objectives and the creation of value for
shareholders, and conforms with market best practice
for delivery of reward. The Board ensures that executive
reward satisfies the following key criteria for good reward
governance practices:
reasonableness and competitiveness
alignment with shareholders’ interests
performance linkage / alignment of executive
compensation
transparency
Alignment to shareholders’ interests is structured through:
for achieving pre-determined performance
reward
targets
attracting and retaining high calibre executives.
Alignment to executives’ interests is structured through:
rewarding capability and experience
recognising contribution to growth in shareholder wealth
providing a clear structure for earning rewards
The framework provides a mix of fixed and variable pay, and
a blend of short and long term incentives.
Non executive Directors fees
Non executive Directors’ fees are determined within an
aggregate Directors’ fee pool limit, which is periodically
recommended for approval by shareholders. The maximum
currently stands at $750,000 per annum in aggregate
(approved in 2005).
Fees and payments to non executive Directors reflect the
demands which are made on, and the responsibilities of,
the Directors. Non executive Directors’ fees and payments
are reviewed annually by the Board, guided by the advice of
independent remuneration consultants to ensure fees and
payments are appropriate for the duties performed and in
line with the market.
The Chairman’s fees are determined independently to
the fees of non executive Directors based on comparative
roles in the external market. The Chairman is not present
at any discussions relating to determination of his own
remuneration.
Non executive Directors do not receive share options. Non
executive Directors may, commencing 1 October 2005, elect
to receive all or part of their remuneration (with a 20%
minimum) in St Barbara Limited shares, which are acquired
on market pursuant to a Non Executive Director Share Plan.
Such elections can be made, varied, or cancelled prior to the
commencement of each calendar quarter.
The current fee levels were last reviewed with effect
from 1 July 2005. Directors’ remuneration is inclusive of
committee fees.
29
Retirement allowances for Directors
Non executive Directors are not entitled to retirement
allowances.
Executive pay
The executive pay and reward framework has four
components:
base pay and benefits
short term performance incentives
long term incentives through participation in Executive
Options or the St Barbara Limited Employee Option Plan,
and
other remuneration such as superannuation.
The combination of these comprise the executive’s total
remuneration.
Directors’
Report cont
Base pay
Executives are offered a competitive fixed annual
remuneration that comprises the fixed component of pay
and rewards. External remuneration consultants provide
analysis and advice to ensure base pay is set to reflect the
market for a comparable role. Fixed annual remuneration is
structured as a total employment cost package which may be
delivered as a combination of cash and prescribed benefits
as nominated by each executive.
Base pay for senior executives is reviewed annually to ensure
the executive’s pay is competitive with the market. An
executive’s pay is also reviewed on promotion.
30
Benefits
Executives receive benefits including living away from
home allowances, and/or payment for certain professional
memberships.
Superannuation
In addition to statutory superannuation contributions,
employees may also elect to salary sacrifice.
B Details of remuneration (audited)
Amounts of remuneration
Details of the remuneration of the Directors and the key
management personnel (as defined in AASB 124 Related Party
Disclosures) of St Barbara Limited and the St Barbara Limited
Group are set out in the following tables. The remuneration
for Directors and executives is reviewed annually. Cash
bonuses are directly related to performance.
The Directors of St Barbara Limited at 30 June 2006 were:
Colin Wise – Chairman
Eduard Eshuys – Managing Director & CEO
Doug Bailey – Non Executive Director
Richard Knight – Non Executive Director
Hank Tuten – Non Executive Director
Mark Wheatley – Non Executive Director
Short term incentives
Key Performance Indicators (KPIs) require performance in
improving operational effectiveness as well as other key,
strategic financial and non-financial measures linked to
the drivers of performance in current and future reporting
periods.
The key management personnel of the Group are those
executives who have authority and responsibility for planning,
directing and controlling the activities of the Company.
This includes the five group executives who received the
highest remuneration for the year ended 30 June 2006. The
executives are:
Ross Kennedy – CFO & Company Secretary
Robert Klug – General Manager Business Development
Martin Reed – General Manager Development
Peter Thompson – General Manager Exploration
George Viska – General Manager Commercial
The Remuneration Committee is responsible for assessing
the extent to which the KPIs have been met. To help make
this assessment, the Committee receives a variety of
detailed reports and presentations on every aspect of the
performance of the business from management, and external
remuneration consultants as required.
Long term incentives
Mr Eshuys has been issued Executive Options pursuant to
terms approved by shareholders.
All other employee options have been issued pursuant to the
St Barbara Limited Employee Option Plan.
Information on the St Barbara Limited Employee Option Plan
is set out in Note 37 to the attached Financial Statements.
Key management personnel of St Barbara Limited
2006
Name
Short term benefits
Post employment
benefits
Share-
based
payment
Cash
salary and
fees
$
Non-
monetary
benefits
$
Cash
bonus
$
Super-
annuation
$
Retire-
ment
benefits
$
Options
$
Total
$
Non-executive Directors
S J C Wise (Chairman) (1)
D W Bailey
R Knight (1)
H G Tuten
M K Wheatley
110,092
-
64,220
-
64,220
Sub total non executive Directors
238,532
-
-
-
-
-
-
-
-
-
-
-
-
9,908
29,880
5,780
-
5,780
51,348
Executive Directors
E Eshuys
Other key management personnel
R Kennedy
R Klug
M Reed
P Thompson
G Viska
Totals
274,413
177,000
50,000
100,587
184,183
141,552
353,342
189,440
190,630
40,000
19,240
-
-
20,000
-
-
-
-
20,800
16,577
12,740
-
20,560
10,303
1,572,092
237,000
90,040
212,115
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
120,000
29,880
70,000
31
-
70,000
289,880
415,201
1,017,201
-
260,000
102,265
256,557
-
-
353,342
230,000
93,832
315,565
611,298 2,722,545
Notes
1 S J C Wise and R Knight elected in lieu of receiving Directors fees as salary to participate in the Non Executive Directors
Share Plan for part of the financial year.
Directors’
Report cont
Key management personnel of St Barbara Limited (continued)
2005
Name
Short term employee
benefits
Post employment
benefits
Share-
based
payment
Cash
salary and
fees
$
Non-
monetary
benefits
$
Cash
bonus
$
Super-
annuation
$
Retire-
ment
benefits
$
Options
$
Total
$
7,840
423
-
6,571
14,834
8,652
7,543
-
-
-
-
-
-
-
-
-
-
-
94,954
5,124
-
79,578
179,656
914,614(3)
1,489,444
245,616
-
290,875
Non executive Directors
S J C Wise
R Knight
H G Tuten
M K Wheatley
32
87,114
4,701
-
73,007
Sub total non executive Directors
164,822
-
-
-
-
-
-
-
-
-
-
Executive Directors
E Eshuys
S W Miller
Other key management personnel
R Kennedy
M Reed
P Thompson
G Viska
Totals
276,178(1)
250,000(2)
40,000
-
37,716
148,292(1)
227,788(5)
71,499
131,500
-
-
-
-
-
8,333
10,916
-
-
-
-
6,885
-
-
-
-
-
46,276(4)
-
47,949(4)
-
213,817
227,788
126,333
131,500
1,057,795
250,000
48,333
48,830
245,616 1,008,839
2,659,413
Notes
1 Includes consulting fees paid prior to employment.
2 Provision for bonus included in the 2005 financial year results, and paid subsequent to balance date.
3 During the 2005 financial year, E Eshuys was issued executive options, with the approval of shareholders at the 2004 Annual
General Meeting.
4 Employee options issued on commencement of employment valued at grant date.
5 Executive engaged as a contractor during the year and in receipt of consulting fees.
C Service agreements (audited)
Remuneration and other terms of employment for the Managing Director and the other key management personnel are
formalised in service agreements. Each of these agreements provide for the provision of performance related cash bonuses,
other benefits including allowances and participation, when eligible, in the St Barbara Limited Employee Option Plan. Other
major provisions of the agreements relating to remuneration are set out below.
All contracts with executives may be terminated early by either party with three months notice, except where noted below
and subject to termination payments as detailed.
E Eshuys – Managing Director & CEO
Term of agreement – permanent employee commencing 20 July 2004.
Base salary, inclusive of superannuation, for the year ended 30 June 2006 of $375,000, to be reviewed annually by the
Remuneration Committee.
The Company may terminate the contract by providing three months notice and at the end of the notice period paying
Mr Eshuys nine months salary other than for gross misconduct. Mr Eshuys may terminate the contract by giving four months
notice.
R Kennedy CFO/Company Secretary
Term of agreement – permanent employee commencement 29 September 2004.
Base salary, inclusive of superannuation, for the year ending 30 June 2006 of $220,000, to be reviewed annually by the
Remuneration Committee.
Payment of a termination benefit on early termination by the Company, other than for gross misconduct, more than 1 years
service but not more than 3 years service equal to 4.5 months of base salary and superannuation, more than 3 years service
equal to 6 months base salary and superannuation.
R Klug, General Manager Business Development
Term of agreement – permanent employee commencement 17 October 2005.
Base salary, inclusive of superannuation, for the year ended 30 June 2006 of $218,000, to be reviewed annually by the
Remuneration Committee.
Payment of a termination benefit on early termination by the Company, other than for gross misconduct, 4 weeks of base
salary and superannuation,
33
M Reed, General Manager Development
Term of agreement – contractor.
Engaged as a contractor at $1,650 per day plus business expenses.
Termination by one months notice by either party.
P Thompson, General Manager Exploration
Term of agreement – permanent employee commencement 24 January 2005.
Base salary inclusive of superannuation for the year ending 30 June 2006 of $210,000, to be reviewed annually by the
Remuneration Committee.
Payment of a termination benefit on early termination by the Company, other than for gross misconduct, more than 1 years
service but not more than 3 years service equal to 2 weeks of base salary and superannuation, more than 3 years but not
more than 5 years service equal to 3 weeks of base salary and superannuation, more than 5 years services 4 weeks of base
salary and superannuation
G Viska, General Manager Commercial
Term of agreement – permanent employee commencement 1 August 2005
Base salary, inclusive of superannuation and living away from home allowance for the year ended 30 June 2006 of $240,000,
to be reviewed annually by the Remuneration Committee.
Payment of a termination benefit on early termination by the Company, other than for gross misconduct, one month of base
salary and superannuation plus an additional 1 week’s payment of base salary and superannuation after 2 years service.
Directors’
Report cont
D Share based compensation (audited)
Options
Options other than those issued to Mr Eshuys were granted under the St Barbara Limited Employee Option Plan which was
approved by shareholders at the 2001 annual general meeting. All full time employees are eligible to participate in the plan.
Options are granted under the plan for no consideration, and for a three or five year term. Options granted for three years
vest ordinarily on granting. Options granted for five years vest 50% on the first anniversary of employment and the remaining
50% on the second anniversary of employment.
The terms and conditions of each grant of options affecting remuneration in the previous, this or future reporting periods are
as follows:
34
Mr Eshuys:
Grant date
23 Dec 04
23 Dec 04
23 Dec 04
23 Dec 04
23 Dec 04
23 Dec 04
23 Dec 04
Number
5,000,000
5,000,000
5,000,000
5,000,000
5,000,000
5,000,000
5,000,000
Exercise price
0.0472
0.0472
0.0472
0.1500
0.1500
0.1500
0.1500
Expiry
23 Dec 09
23 Dec 09
23 Dec 09
23 Dec 08
23 Dec 09
23 Dec 10
23 Dec 11
Vesting
On grant
21 Jul 05
21 Jul 06
14 Sep 05
14 Sep 06
14 Sep 07
14 Sep 08
Vesting condition
Nil
Vested
Vested
Vested
1
1
1
1 = vesting condition is continued employment as Managing Director
For statutory purposes, E Eshuys’ options are valued as at grant date being the date of shareholder approval in November 2004
and apportioned on a pro-rata basis for the period of service to vesting dates. The valuation assumes that all options granted
will vest. The pricing of the exercise terms of these options was agreed at prior dates;
- 21 July 2004 15,000,000 options exercisable at $0.0472 (being the volume weighted average share price for the month after
Mr Eshuys was first appointed a Director)
- 14 September 2004 20,000,000 options exercisable at $0.15 (closing market price of $0.044)
The assessed fair value at grant date of options granted to the individuals is allocated equally over the period from grant date
to vesting date, and the amount is included in the remuneration tables below. Fair values at grant date are independently
determined using a Black Scholes option pricing model that takes into account the exercise price (ordinarily linked to the
average closing market price for the 5 business days immediately preceding the grant date), the term of the option, the share
price at grant date and expected price volatility of the underlying share, no expected dividend yield and the risk free interest
rate for the term of the option. Options issued pursuant to the St Barbara Limited Employee Option Plan are granted for no
monetary consideration.
Name
Grant
date
Expiry
date
Exercise
price
Value per
option at
grant date
Number of
options issued
on grant date
Date exercisable
Eduard Eshuys
23 Dec 2004
Various
Ross Kennedy
2 Dec 2004
2 Dec 2007
Robert Klug
12 Sep 2005 12 Sep 2010
Peter Thompson
16 Dec 2004 16 Dec 2007
George Viska
2 Aug 2005
2 Aug 2008
$0.0472
and $0.15
$0.08
$0.23
$0.08
$0.135
$0.046
35,000,000 Refer vesting conditions above
$0.046
$0.171
$0.048
$0.094
1,000,000 Anytime from grant date
1,000,000 50% after 12 months, balance after
24 months
1,000,000 Anytime from grant date
1,000,000 Anytime from grant date
Options granted under the plan carry no dividend or voting rights.
When exercisable, each option is convertible into one ordinary share.
35
Details of options over ordinary shares in the Company provided as remuneration to each Director of St Barbara Limited and
each of the key management personnel of the Group are set out below. Further information on the options is set out in
Note 37 to the financial statements.
Name
Number of options granted
during the year
Number of options vested
during the year
2006
2005
2006
2005
Directors of St Barbara Limited
E Eshuys
Other key management personnel of the Group
35,000,000
10,000,000
5,000,000
R Kennedy
R Klug
P Thompson
G Viska
1,000,000
1,000,000
2,000,000
1,000,000
1,000,000
37,000,000
1,000,000
11,000,000
1,000,000
-
1,000,000
7,000,000
Directors’
Report cont
Shares provided on exercise of remuneration options
Details of ordinary shares in the Company provided as a result of the exercise of remuneration options to each Director of
St Barbara Limited and other key management personnel of the Group are set out below.
Name
Directors of St Barbara Limited
E Eshuys
E Eshuys
E Eshuys
E Eshuys
36
Other key management personnel of the Group
P Thompson
G Viska
E Additional information – unaudited
Further details relating to options are set out below:
Date of exercise of options
Number of ordinary shares issued
on exercise of options during the year
($ per share paid)
2006
2005
22 Nov 2005 ($0.0472)
23 Nov 2005 ($0.1500)
4 May 2006 ($0.1500)
4 May 2006 ($0.0472)
22 Dec 2005 ($0.0800)
17 Nov 2005 ($0.1350)
2,100,000
1,300,000
3,700,000
2,900,000
10,000,000
1,000,000
1,000,000
2,000,000
-
-
-
-
-
-
-
-
Name
E Eshuys
R Kennedy
R Klug
M Reed
P Thompson
G Viska
A
Remuneration
consisting of options
B
Value at grant date
$
C
Value at exercise date
$
D
Total of columns B C
$
0%
0%
52.6%
0%
0%
29.7%
-
-
171,028
-
-
-
-
-
-
-
-
-
171,028
-
-
93,832
239,521
333,353
A = The percentage of the value of remuneration consisting of options, based on the value at grant date set out in column B
for options that were granted in the current year.
B = The value at grant date calculated in accordance with AASB 2 Share Based Payment of options granted during the year as
part of remuneration for options that were granted in the current year.
C = The value at exercise date of options that were granted as part of remuneration in the current year and that were
exercised during the current year.
No options that were granted as part of remuneration lapsed during the year.
Managing Director & CEO KPIs
In respect of the 2006 financial year, E Eshuys achieved 88.5% of his short-term incentive target for the year, based on the Key
Performance Indicators agreed with the Board 12 months ago.
The key performance indicators relevant to determination of the bonus for the 2006 financial year encompassed the following
categories:
- Corporate
- Finance and administration
- Exploration and development
- Business development
- Human resources / environment / community
Loans to Directors and executives
There were no loans to Directors or executives during the year.
37
Auditor Independence
A copy of the auditor’s independence declaration required under sector 307C of the Corporations Act 2001 is set out on page 40.
Indemnification and Insurance of Officers
The Company indemnifies all Directors of the Company named in this report and current and former executive officers of the
Company and its controlled entities against all liabilities to persons (other than the Company or a related body corporate)
which arise out of the performance of their normal duties as Director or executive officer unless the liability relates to conduct
involving bad faith. The Company also has a policy to indemnify the Directors and executive officers against all costs and
expenses incurred in defending an action that falls within the scope of the indemnity and any resulting payments.
During the year the Company has paid a premium in respect of Directors’ and executive officers’ insurance. The contract
contains a prohibition on disclosure of the amount of the premium and the nature of the liabilities under the policy.
Proceedings on Behalf of the Company
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of
the Company, or to intervene in any proceedings to which the Company is a party, for the purpose of taking responsibility on
behalf of the Company for all or part of those proceedings.
No proceedings have been brought or intervened in on behalf of the Company with leave of the Court under section 237 of the
Corporations Act 2001.
Non-Audit Services
The Company may decide to employ the auditor on assignments additional to their statutory audit duties where the auditor’s
expertise and experience with the Company and/or the consolidated entity are important.
Details of the amounts paid or payable to the auditor (PricewaterhouseCoopers) for audit and non-audit services provided
during the year are set out below.
Directors’
Report cont
The Board of Directors has considered the position and, in accordance with the advice received from the Audit Committee is
satisfied that the provision of non-audit services is compatible with the general standard of independence for auditors imposed
by the Corporations Act 2001. The Directors are satisfied that the provision of non-audit services by the auditor, as set out
below, did not compromise the auditor independence requirements of the Corporations Act 2001 for the following reasons:
fees paid to external auditors for non-audit services for the 2005 year were considered to be commercial realistic; and
none of the services undermine the general principles relating to auditor independence as set out in Professional Statement
F1, including reviewing or auditing the auditor’s own work, acting in a management or a decision making capacity for the
Company, acting as advocate for the Company or jointly sharing economic risk and rewards.
During the year the following fees were paid or payable for services provided by the auditor of
the parent entity, its related practices and non-related audit firms:
(a) Assurance Services
Audit Services
PricewaterhouseCoopers Australian firm:
Audit and review of financial reports and other audit work under the Corporations Act 2001(1)
38
(b) Taxation Services
PricewaterhouseCoopers Australian firm:
Tax compliance services, including review of Company income tax returns
Consolidated
2005
$
2006
$
179,190 144,632
93,245
108,726
(1) included in audit fees paid to PwC Australia are amounts of $20,000 (2005: $5,000) for the consolidated entity and for the
parent entity for the transition to Australian equivalents of International Financial Reporting Standards.
Change of name
At the Annual General Meeting held on 16 November 2005, the shareholders approved the change of Company name from
St Barbara Mines Limited to St Barbara Limited. The effective date of this change was 20 December 2005.
Rounding of Amounts
St Barbara Limited is a Company of the kind referred to in Class Order 98/0100 approved by the Australian Securities and
Investments Commission, relating to the “rounding up” of amounts in the Directors’ Report and Financial Report. All amounts
have been rounded off to the nearest thousand dollars, unless otherwise noted.
Subsequent Events
Events subsequent to 30 June 2006 are set out in Error! Reference source not found. to the attached financial statements.
Auditor
PricewaterhouseCoopers continues in office in accordance with section 327 of the Corporations Act 2001.
This report is made in accordance with a resolution of Directors.
For and on behalf of the Board
Dated at Perth this 8th day of September 2006
E Eshuys
Managing Director & CEO
39
40
INCOME STATEMENTS
For the year ended 30 June 2006
Consolidated
Parent Entity
30 June 06
30 June 05
30 June 06
30 June 05
Notes
$’000
$’000
$’000
$’000
Revenue
Other income
Changes in inventories of fi nished goods and work
in progress
Raw materials and consumables used
Contract mining, cartage, milling, maintenance,
labour and consultants, equipment hire
Exploration expenditure
Write down of mining exploration tenements
Employee benefi ts expenses
Share of net loss of associate accounted for using
the equity method
Depreciation and amortisation
Provision for diminution in investments
Finance costs
Unrealised loss on gold derivatives
Royalty
Legal
Insurance
Other expenses
Profi t/(loss) before income tax
Income tax benefi t
Profi t/(loss) for the year
5
6
7
8
116,777
22,933
1,689
(19,405)
(60,101)
(16,831)
-
(15,981)
-
(9,540)
-
(960)
(4,342)
(3,881)
(1,764)
(1,247)
(2,756)
4,591
1,428
6,019
46,950
19,893
(687)
(6,640)
(20,558)
(6,107)
(775)
(7,920)
(577)
(8,093)
(773)
(524)
-
(1,265)
(851)
(839)
(4,403)
6,831
-
6,831
116,777
22,933
1,689
(19,405)
(60,101)
(16,831)
-
(15,981)
-
(9,540)
-
(960)
(4,342)
(3,881)
(1,764)
(1,247)
(2,575)
4,772
1,428
6,200
46,950
5,457
(687)
(6,640)
(20,558)
(6,107)
(775)
(7,920)
-
(8,093)
(773)
(524)
-
(1,265)
(851)
(839)
(3,598)
(6,223)
-
(6,223)
41
Earnings per share for profi t attributable to the
ordinary equity holders of the Company:
Basic earnings per share (cents per share)
Diluted earnings per share (cents per share)
36
36
0.95
0.92
1.06
1.06
The above Income Statements should be read in conjunction with the accompanying notes.
BALANCE SHEETS
As at 30 June 2006
Consolidated
Parent Entity
30 June 06
30 June 05
30 June 06
30 June 05
Notes
$’000
$’000
$’000
$’000
Assets
Current assets
Cash and cash equivalents
Trade and other receivables
Inventories
Derivative fi nancial assets
Deferred mining costs
Non-current assets classifi ed as held for sale
Total current assets
Non-current assets
9
10
11
12
13
14
Restricted cash and cash equivalents
9(d)
Receivables
Available for sale fi nancial assets
42
Property, plant and equipment
Deferred mining costs
Exploration and evaluation
Mine properties
Other fi nancial assets
Total non-current assets
Total assets
Liabilities
Current liabilities
Trade and other payables
Interest bearing liabilities
Derivative fi nancial liabilities
Total current liabilities
Non-current liabilities
Payables
Interest bearing liabilities
Provisions
Total non-current liabilities
Total liabilities
Net Assets
Equity
Contributed equity
Reserves
Accumulated losses
Total equity
79,336
7,296
6,137
59
11,488
104,316
-
104,316
647
-
29,510
9,991
3,744
1,916
16,928
-
62,736
167,052
28,692
1,600
9,372
39,664
-
298
28,003
28,301
67,965
99,087
16,273
6,631
4,448
-
-
27,352
21,072
48,424
11,801
-
-
8,996
-
9,067
5,781
-
35,645
84,069
16,344
1,541
-
17,885
-
7,000
39,111
46,111
63,996
20,073
79,336
8,072
6,137
59
11,488
105,092
-
105,092
647
-
29,510
9,132
3,744
1,916
16,928
178
62,055
167,147
40,093
1,600
9,372
51,065
-
298
28,003
28,301
79,366
87,781
16,273
6,631
4,448
-
-
27,352
21,072
48,424
11,801
595
-
8,137
9,067
5,781
179
35,560
83,984
16,344
1,541
-
17,885
11,402
7,000
39,111
57,513
75,398
8,586
10
15
17
13
18
18
19
20
21
12
22
23
24
25
26(a)
26(b)
205,815
5,365
135,053
3,107
205,815
5,365
135,053
3,107
(112,093)
(118,087)
(123,399)
(129,574)
99,087
20,073
87,781
8,586
The above Balance Sheets should be read in conjunction with the accompanying notes.
STATEMENTS OF CHANGES IN EQUITY
For the year ended 30 June 2006
Consolidated
Parent Entity
30 June 06
30 June 05
30 June 06
30 June 05
Notes
$’000
$’000
$’000
$’000
Total equity at the beginning of the fi nancial year
20,073
30,660
8,586
13,383
Adjustment on adoption of AASB 132 and 139, net
of tax, to:
Investment fair value reserve
RCF Convertible liability reserve
Restated total equity at the beginning of the
fi nancial year
40
40
887
407
-
-
887
407
-
-
21,367
30,660
9,880
13,383
Changes for fair value of available for sale of
fi nancial assets, net of tax
Changes for fair value of cash fl ow hedge, net of tax
Net income recognised directly in equity
26(a)
26(a)
Profi t/(loss) for the year
Total recognised income and expense for the year
Transaction with equity holders in their capacity as
equity holders:
Decrease of minority interest on deconsolidation of
subsidiary
Contributions of equity
Share buy backs
Share swap buy back
Employee share options
(share based payment reserve)
Total equity at the end of the year
31
25(b)
25(b)
25(b)
37(b)
5,907
(3,521)
2,386
6,019
8,405
-
72,327
(4,008)
-
996
69,315
99,087
-
-
-
6,831
6,831
(18,844)
9,276
-
(8,514)
664
(17,418)
20,073
5,907
(3,521)
2,386
6,200
8,586
-
72,327
(4,008)
-
-
-
(6,223)
(6,223)
43
-
9,276
-
-
(8,514)
996
69,315
87,781
664
1,426
8,586
The above Statements of Changes of Equity should be read in conjunction with the accompanying notes.
CASH FLOW STATEMENTS
For the year ended 30 June 2006
Consolidated
Parent Entity
30 June 06
30 June 05
30 June 06
30 June 05
Notes
$’000
$’000
$’000
$’000
Cashfl ows From Operating Activities:
Receipts from customers (inclusive of GST)
116,182
44,508
116,182
44,508
(123,697)
(44,939)
(123,516)
(40,348)
Payments to suppliers and employees
(inclusive of GST)
Interest received
Interest paid
Finance charges - hire purchase agreements
Borrowing costs paid and gold lease fees
Net cash (outfl ow) infl ow from operating activities
34
44
Cashfl ows From Investing Activities:
Proceeds from sale of property,
plant and equipment
Proceeds from sale of tenements
Proceeds on sale of available for sale
fi nancial assets
Payment for property, plant and equipment
Payments for investments in available for sale
fi nancial assets
Payments for development of mining properties
Payments for investments in investments
Payments for exploration interests
Payments for acquisition of business combination,
including associated expenses
Reduction in cash on disposal of controlled entity
Net funds from controlled entities
1,514
(409)
(44)
-
(6,454)
16,783
225
5,984
(1,247)
(200)
(23,770)
-
(1,916)
-
-
-
Net cash (outfl ow) infl ow from investing activities
(4,140)
Cashfl ows From Financing Activities:
Net proceeds from issue of shares
Proceeds from borrowings: premium funding/hire
purchases
Share buy backs
Movement in restricted cash and cash equivalents
Principal repayments under secured loans
Principal repayments - hire purchase agreements
- insurance premium funding
Loans to subsidiaries
Net cash infl ow (outfl ow) from fi nancing activities
Net increase in cash & cash equivalents
Cash and cash equivalents at the beginning of the year
Cash & cash equivalents at the end of the year
65,660
2,605
(4,008)
11,648
-
(365)
(1,883)
-
73,657
63,063
16,273
79,336
301
-
(98)
(239)
(467)
4,706
42
9,862
(202)
-
-
(458)
-
(2,874)
(5,168)
-
5,908
4,051
9,035
-
(10,430)
(3,500)
(183)
(990)
-
(2,017)
3,424
12,849
16,273
1,514
(409)
(44)
0
(6,273)
16,783
225
5,984
(1,247)
(200)
(23,770)
-
(1,916)
301
-
(98)
(239)
4,124
5,733
42
9,862
(40)
-
-
(458)
-
-
-
-
(2,874)
-
545
(4,140)
12,810
65,660
4,051
2,605
(4,008)
11,648
-
(365)
(1,883)
(181)
73,476
63,063
16,273
79,336
8,853
-
(8,940)
(3,500)
(183)
(943)
-
(662)
16,272
1
16,273
The above Cash Flow Statements should be read in conjunction with the accompanying notes.
NOTES TO THE FINANCIAL STATEMENTS
Table of Contents
Note 1
Note 2
Note 3
Note 4
Note 5
Note 6
Note 7
Note 8
Note 9
Summary of signifi cant accounting policies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46
Financial risk management. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 56
Critical accounting estimates and judgements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 57
Segment information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 57
Revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 58
Other income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 58
Expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 58
Income tax benefi t . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 58
Current assets - cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 60
Note 10
Trade and other receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 60
Note 11
Current assets - inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 61
Note 12
Derivative fi nancial instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 61
Note 13
Deferred mining costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 62
Note 14 Non-current assets classifi ed as held for sale . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 62
Note 15 Non current assets available for sale fi nancial assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 63
Note 16
Financial instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 64
Note 17 Non current assets - property, plant and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 66
Note 18 Non-current assets - mine properties/exploration and evaluation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 67
Note 19 Non-current assets – other fi nancial assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 67
Note 20
Current liabilities - trade and other payables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 67
Note 21
Current liabilities – interest bearing liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 68
Note 22 Non-current liabilities – payables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 68
45
Note 23 Non current liabilities – interest bearing liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 68
Note 24 Non current liabilities – provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 70
Note 25
Contributed equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 70
Note 26
Reserves and retained profi ts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 72
Note 27
Remuneration of auditors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 73
Note 28
Contingencies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 74
Note 29
Commitments for expenditure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 75
Note 30
Related party transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 76
Note 31
Controlled entities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 77
Note 32
Interests in joint ventures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 78
Note 33
Events occurring after the balance sheet date . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 78
Note 34
Reconciliation of profi t/(loss) after income tax to net cash infl ow from operating activities. . . . . . . . . . . . . . . . . . . . . . . . . 79
Note 35 Non cash investing and fi nancing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 79
Note 36
Earnings per share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 80
Note 37
Share based payments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 80
Note 38
Business combination . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 83
Note 39
Key management personnel disclosures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 84
Note 40
Explanation of transition to Australian equivalents IFRSs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 86
This fi nancial report covers both St Barbara Limited (formerly St Barbara Mines Limited) as an individual entity and the consolidated entity
consisting of St Barbara Limited and its subsidiaries. The fi nancial report is presented in the Australian currency.
St Barbara Limited is a company limited by shares, incorporated and domiciled in Australia. Its registered offi ce and principal place of
business is 1205 Hay 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, which is not part of this fi nancial report.
The fi nancial report was authorised for issue by the directors on 8 September 2006. The Company has the power to amend and reissue the
fi nancial report.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 1 - Summary of signifi cant accounting policies
The principal accounting policies adopted in the preparation of the fi nancial report are set out below. These policies have been consistently
applied to all the years presented, unless otherwise stated. The fi nancial report includes separate fi nancial statements for St Barbara Limited
as an individual entity and the consolidated entity consisting of St Barbara Limited and its subsidiaries.
(a) Basis of preparation
This general purpose fi nancial report has been prepared in accordance with Australian equivalents to International Financial Reporting
Standards (AIFRS), other authoritative pronouncements of the Australian Accounting Standards Board, Urgent Issues Group Interpretations and
the Corporations Act 2001.
Compliance with AIFRS
Australian Accounting Standards include AIFRSs. Compliance with AIFRSs ensures that the consolidated fi nancial statements and notes of
St Barbara Limited comply with International Financial Reporting Standards (IFRS). The parent entity fi nancial statements and notes also
comply with IFRSs except that it has elected to apply the relief provided to parent entities in respect of certain disclosure requirements
contained in AASB 132 Financial Instruments: Presentation and Disclosure.
Application of AASB 1 First time Adoption of Australian Equivalents to International Financial Reporting Standards.
These fi nancial statements are the fi rst St Barbara Limited fi nancial statements to be prepared in accordance with AIFRS. AASB 1 First time
Adoption of Australian Equivalents to International Financial Reporting Standards has been applied in preparing these fi nancial statements.
Financial statements of St Barbara Limited until 30 June 2005 had been prepared in accordance with previous Australian Generally Accepted
Accounting Principles (AGAAP). AGAAP differs in certain respects from AIFRS. When preparing St Barbara Limited 2006 fi nancial statements,
management has amended certain accounting, valuation and consolidation methods applied in the AGAAP fi nancial statements to comply with
AIFRS. With the exception of fi nancial instruments, the comparative fi gures in respect of 2005 were restated to refl ect these adjustments.
The Group has taken the exemption available under AASB 1 to only apply AASB 132 Financial Instruments: Disclosure and Presentation and
46
AASB 139 Financial Instruments: Recognition and Measurement from 1 July 2005.
Reconciliations and descriptions of the effect of transition from previous AGAAP to AIFRSs on the Group’s equity and its net income are given
in Note 40.
Early adoption of standards
Recently issued or amended Australian Accounting Standards not yet effective and not adopted for the year ended 30 June 2006, are not
expected to result in signifi cant accounting policy changes or have a material fi nancial impact on the Group or parent entity.
Historical cost convention
These fi nancial statements have been prepared under the historical cost convention, as modifi ed by the revaluation of available for sale
fi nancial assets, and fi nancial assets and liabilities (including derivative instruments) at fair value through profi t or loss.
Critical accounting estimates
The preparation of fi nancial statements in conformity with AIFRS requires the use of certain critical accounting estimates. It also requires
management to exercise its judgement in the process of applying the Group’s accounting policies. The areas involving a higher degree of
judgement or complexity, or areas where assumptions and estimates are signifi cant to the fi nancial statements, are disclosed in Note 3.
(b) Principles of consolidation
(i) Subsidiaries
The consolidated fi nancial statements incorporate the assets and liabilities of all subsidiaries of St Barbara Limited (‘’Company’’ or ‘’parent
entity’’) as at 30 June 2006 and the results of all subsidiaries for the year then ended. St Barbara Limited and its subsidiaries together are
referred to in this fi nancial report as the Group or the consolidated entity.
Subsidiaries are all those entities (including special purpose entities) over which the Group has the power to govern the fi nancial and operating
policies, generally accompanying a shareholding of more than one half of the voting rights. The existence and effect of potential voting rights
that are currently exercisable or convertible are considered when assessing whether the Group controls another entity.
Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are de consolidated from the date that
control ceases.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 1 - Summary of signifi cant accounting policies cont
Intercompany transactions, balances and unrealised gains on transactions between Group companies are eliminated. Unrealised losses are also
eliminated unless the transaction provides evidence of the impairment of the asset transferred. Accounting policies of subsidiaries have been
changed where necessary to ensure consistency with the policies adopted by the Group.
Investments in subsidiaries are accounted for at cost in the individual fi nancial statements of St Barbara Limited.
(ii) Joint ventures – jointly controlled assets
Details of joint ventures are set out in Note 32.
Where material, the proportionate interests in the assets, liabilities and expenses of a joint venture activity are incorporated in the fi nancial
statements under the appropriate headings.
(c) Segment reporting
A business segment is a group of assets and operations engaged in providing products or services that are subject to risks and returns that are
different to those of other business segments. A geographical segment is engaged in providing products or services within a particular economic
environment and is subject to risks and returns that are different from those of segments operating in other economic environments.
(d) Foreign currency translation
(i) Functional and presentation currency
The consolidated fi nancial statements are presented in Australian dollars, which is St Barbara Limited’s functional and presentation currency.
47
(ii) Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions.
Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year end exchange rates of
monetary assets and liabilities denominated in foreign currencies are recognised in the income statement, except when deferred in equity as
qualifying cash fl ow hedges and qualifying net investment hedges.
Translation differences on non monetary fi nancial assets and liabilities are reported as part of the fair value gain or loss. Translation differences
on non monetary fi nancial assets and liabilities such as equities held at fair value through profi t or loss are recognised in profi t or loss as part
of the fair value gain or loss. Translation differences on non monetary fi nancial assets such as equities classifi ed as available for sale fi nancial
assets are included in the fair value reserve in equity.
(e) Revenue recognition
Revenue is measured at the fair value of the consideration received or receivable. Amounts disclosed as revenue are net of amounts collected
on behalf of third parties. Revenue is recognised for the major business activities as follows:
(i) Product sales
Amounts are recognised as sales revenue when there has been a passing of risk to a customer, and:
the product is in a form suitable for delivery and no further processing is required by, or on behalf of, the consolidated entity;
the quantity, quality and selling price of the product can be determined with reasonable accuracy; and
the product has been despatched to the metals refi nery and is no longer under the physical control of the consolidated entity or the metals
refi nery has formally acknowledged legal ownership of the product including all inherent risks.
Gains and losses, including premiums paid or received, in respect of forward sales, options and other deferred delivery arrangements which
hedge anticipated revenues from future production, are deferred and included in sales revenue when the hedged proceeds are received.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 1 - Summary of signifi cant accounting policies cont
(ii) Interest income
Interest income is recognised on a time proportion basis using the effective interest method. When a receivable is impaired, the Group reduces
the carrying amount to its recoverable amount, being the estimated future cash fl ow discounted at the original effective interest rate of the
instrument, and continues unwinding the discount as interest income. Interest income on impaired loans is recognised using the original
effective interest rate.
(iii) Dividends
Dividends are recognised as revenue when the right to receive payment is established.
(f) Exploration and evaluation/mine properties
(i) Exploration and evaluation
All exploration and evaluation expenditure incurred up to establishment of reserves is expensed as incurred. From the point in time
when reserves are established, exploration and evaluation expenditure is capitalised and carried forward in the fi nancial statements, in
respect of areas of interest for which the rights of tenure are current and where such costs are expected to be recouped through successful
development and exploitation of the area of interest, or alternatively, by its sale.
(ii) Mine properties
Mine properties represent the acquisition cost and/or accumulated exploration, evaluation and development expenditure in respect of
areas of interest in which mining has commenced.
48
When further development expenditure is incurred in respect of a mine property after the commencement of production, such expenditure
is carried forward as part of the mine property only when substantial future economic benefi ts are thereby established, otherwise such
expenditure is classifi ed as part of production.
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 mineable reserves.
The calculation of amortisation takes into account future costs which will be incurred to develop all the proven and probable reserves.
Pre-production credits, including the value of marketable metals extracted during mine development, are credited against costs incurred.
Changes to mineable reserves are applied from the beginning of the report period.
(g) Deferred mining
Certain mining costs, principally those that relate to the stripping of waste and which relate to the future economically recoverable ore to be
mined, have been capitalised and included in the balance sheet as deferred mining. These costs are deferred or taken to the production costs
as the case may be, so that each ounce of ore produced bears the same average cost of waste removal per ounce of ore, as determined by the
waste to ore ratio derived from the current mine plan. The waste to ore ratio and the remaining life of the mine are regularly assessed by the
Directors and management to ensure the carrying value and the rate of deferral is appropriate.
(h) Income tax
The income tax expense or revenue for the period is the tax payable on the current period’s taxable income based on the national income tax
rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to temporary differences between the tax bases
of assets and liabilities and their carrying amounts in the fi nancial statements, and to unused tax losses.
Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to apply when the assets are recovered
or liabilities are settled, based on those tax rates which are enacted or substantively enacted for each jurisdiction. The relevant tax rates are
applied to the cumulative amounts of deductible and taxable temporary differences to measure the deferred tax asset or liability. An exception
is made for certain temporary differences arising from the initial recognition of an asset or a liability. No deferred tax asset or liability is
recognised in relation to these temporary differences if they arose in a transaction, other than a business combination, that at the time of the
transaction did not affect either accounting profi t or taxable profi t or loss.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future taxable amounts
will be available to utilise those temporary differences and losses.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 1 - Summary of signifi cant accounting policies cont
Deferred tax liabilities and assets are not recognised for temporary differences between the carrying amount and tax bases of investments in
controlled entities where the parent entity is able to control the timing of the reversal of the temporary differences and it is probable that the
differences will not reverse in the foreseeable future.
Current and deferred tax balances attributable to amounts recognised directly in equity are also recognised directly in equity.
The Company and its wholly owned Australian entities have elected not to implement the tax consolidation legislation.
(i) Leases
Leases of property, plant and equipment where the Group has substantially all the risks and rewards of ownership are classifi ed as fi nance
leases. Finance leases are capitalised at the lease’s inception at the lower of the fair value of the leased property and the present value of the
minimum lease payments. The corresponding rental obligations, net of fi nance charges, are included in other long term payables. Each lease
payment is allocated between the liability and fi nance charges so as to achieve a constant rate on the fi nance balance outstanding. The interest
element of the fi nance cost is charged to the income statement over the lease period so as to produce a constant periodic rate of interest on
the remaining balance of the liability for each period. The property, plant and equipment acquired under fi nance leases is depreciated over
the shorter of the asset’s useful life and the lease term.
Leases in which a signifi cant portion of the risks and rewards of ownership are retained by the lessor are classifi ed as operating leases. Payments
made under operating leases (net of any incentives received from the lessor) are charged to the income statement on a straight line basis over
the period of the lease.
49
(j) Business combinations
The purchase method of accounting is used to account for all acquisitions of assets (including business combinations) regardless of whether
equity instruments or other assets are acquired. Cost is measured as the fair value of the assets given, shares issued or liabilities incurred or
assumed at the date of exchange plus costs directly attributable to the acquisition. Where equity instruments are issued in an acquisition, the
value of the instruments is their published market price as at the date of exchange unless, in rare circumstances, it can be demonstrated that
the published price at the date of exchange is an unreliable indicator of fair value and that other evidence and valuation methods provide a
more reliable measure of fair value. Transaction costs arising on the issue of equity instruments are recognised directly in equity.
Identifi able assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values
at the acquisition date, irrespective of the extent of any minority interest. The excess of the cost of acquisition over the fair value of the
Group’s share of the identifi able net assets acquired is recorded as goodwill. If the cost of acquisition is less than the fair value of the net assets
of the subsidiary acquired, the difference is recognised directly in the income statement, but only after a reassessment of the identifi cation
and measurement of the net assets acquired.
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 exchange. The discount rate used is the entity’s incremental borrowing rate, being the rate at which a similar borrowing could be
obtained from an independent fi nancier under comparable terms and conditions.
(k) Impairment of assets
Assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.
An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable
amount is the higher of an asset’s fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at
the lowest levels for which there are separately identifi able cash infl ows which are largely independent of the cash infl ows from other assets
or groups of assets (cash-generating units). Non-fi nancial assets that suffered an impairment are reviewed for possible impairment at each
reporting date.
(l) Cash and cash equivalents
For cash fl ow statement presentation purposes, cash and cash equivalents includes cash on hand, deposits held at call with fi nancial institutions,
other short term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of
cash and which are subject to an insignifi cant risk of changes in value, and bank overdrafts. Bank overdrafts are shown within borrowings in
current liabilities on the balance sheet.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 1 - Summary of signifi cant accounting policies cont
(m) Trade receivables
Trade receivables are recognised initially at fair value and subsequently measured at amortised cost, less provision for doubtful debts. Trade
receivables are usually due for settlement no more than 30 days from the date of recognition.
Collectibility of trade receivables is reviewed on an ongoing basis. Debts which are known to be uncollectible are written off. A provision for
doubtful receivables is established when there is objective evidence that the Group will not be able to collect all amounts due according to
the original terms of receivables. The amount of the provision is the difference between the asset’s carrying amount and the present value of
estimated future cash fl ows, discounted at the effective interest rate. The amount of the provision is recognised in the income statement.
(n) Inventories
Raw materials and stores, ore stock piles and gold stocks are stated at the lower of cost and net realisable value.
Cost comprises direct materials, direct labour and an appropriate proportion of variable and fi xed overhead expenditure relating to mining
activities, the latter being allocated on the basis of normal operating capacity. Costs are assigned to individual items of inventory on the basis
of weighted average costs. Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of
completion and the estimated costs necessary to make the sale.
(o) Non current assets (or disposal groups) held for sale
Non current assets (or disposal groups) are classifi ed as held for sale and stated at the lower of their carrying amount and fair value less costs
to sell if their carrying amount will be recovered principally through a sale transaction rather than through continuing use.
50
An impairment loss is recognised for any initial or subsequent write down of the asset (or disposal group) to fair value less costs to sell. A gain
is recognised for any subsequent increases in fair value less costs to sell of an asset (or disposal group), but not in excess of any cumulative
impairment loss previously recognised. A gain or loss not previously recognised by the date of the sale of the non current asset (or disposal
group) is recognised at the date of derecognition.
Non current assets (including those that are part of a disposal group) are not depreciated or amortised while they are classifi ed as held for sale.
Interest and other expenses attributable to the liabilities of a disposal group classifi ed as held for sale continue to be recognised.
Non current assets classifi ed as held for sale and the assets of a disposal group classifi ed as held for sale are presented separately from the
other assets in the balance sheet. The liabilities of a disposal group classifi ed as held for sale are presented separately from other liabilities
in the balance sheet.
(p) Investments and other fi nancial assets
From 1 July 2004 to 30 June 2005
The Group has taken the exemption available under AASB 1 to apply AASB 132 and AASB 139 only from 1 July 2005. The Group has applied
previous AGAAP to the comparative information on fi nancial instruments within the scope of AASB 132 and AASB 139.
Under previous AGAAP, interests in listed and unlisted securities, other than subsidiaries and associates, were brought to account at cost and
dividend income was recognised in the income statement when receivable. Transaction costs were excluded from the carrying amounts.
Adjustments on transition date: 1 July 2005
The nature of the main adjustments to make this information comply with AASB 132 and AASB 139 are that, with the exception of held to
maturity investments and loans and receivables which are measured at amortised cost (refer below), fair value is the measurement basis by
reference to the closing market price for investments. Fair value is inclusive of transaction costs. Changes in fair value are either taken to
the income statement or an equity reserve (refer below). At the date of transition (1 July 2005) changes to carrying amounts are taken to
retained earnings or reserves.
For further information concerning the adjustments on transition date reference should be made to the following notes:
Available-for-sale fi nancial assets – Note 15
Reserves and retained profi ts – Note 26
Explanation of transition to AIFRS – [Note 40: section 5 of this note discloses the adjustment to each line item in the fi nancial statements
on transition date]
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 1 - Summary of signifi cant accounting policies cont
From 1 July 2005
The Group classifi es its investments in the following categories: fi nancial assets at fair value through profi t or loss, loans and receivables,
held to maturity investments, and available for sale fi nancial assets. The classifi cation depends on the purpose for which the investments
were acquired. Management determines the classifi cation of its investments at initial recognition and re evaluates this designation at each
reporting date.
(i) Financial assets at fair value through profi t or loss
Financial assets at fair value through profi t or loss are fi nancial assets held for trading which are acquired principally for the purpose of selling
in the short term with the intention of making a profi t. Derivatives are also categorised as held for trading unless they are designated as
hedges.
(ii) Loans and receivables
Loans and receivables are non derivative fi nancial assets with fi xed or determinable payments that are not quoted in an active market. They
arise when the Group provides money, goods or services directly to a debtor with no intention of selling the receivable. They are included in
current assets, except for those with maturities greater than 12 months after the balance sheet date which are classifi ed as non current assets.
Loans and receivables are included in receivables in the balance sheet and are shown in Note 10.
(iii) Available for sale fi nancial assets
Available for sale fi nancial assets, comprising principally marketable equity securities, are non derivatives that are either designated in this
category or not classifi ed in any of the other categories. They are included in non current assets unless management intends to dispose of the
investment within 12 months of the balance sheet date.
51
Regular purchases and sales of investments are recognised on trade date to the date on which the Group commits to purchase or sell the asset.
Investments are initially recognised at fair value plus transaction costs for all fi nancial assets not carried at fair value through profi t or loss.
Fair value is determined by reference to closing market prices as at the end of the fi nancial period. Fair value for securities held in escrow is
determined by discounting the closing market price.
(q) Derivatives
Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently remeasured to their fair
value at each reporting date. The accounting for subsequent changes in fair value depends on whether the derivative is designated as a hedging
instrument, and if so, the nature of the item being hedged. The Group designates certain derivatives as either; (1) hedges of the fair value of
recognised assets or liabilities or a fi rm commitment (fair value hedge); or (2) hedges of the cash fl ows of recognised assets and liabilities and
highly probable forecast transactions (cash fl ow hedges).
The Group documents at the inception of the hedging transaction the relationship between hedging instruments and hedged items, as well
as its risk management objective and strategy for undertaking various hedge transactions. The Group also documents its assessment, both at
hedge inception and on an ongoing basis, of whether the derivatives that are used in hedging transactions have been and will continue to be
highly effective in offsetting changes in fair values or cash fl ows of hedged items.
The fair values of various derivative fi nancial instruments used for hedging purposes are disclosed in Note 12. Movements in the hedging
reserve in shareholders’ equity are shown in Note 26.
(i) Cash fl ow hedge
The effective portion of changes in the fair value of derivatives that are designated and qualify as cash fl ow hedges is recognised in equity
in the hedging reserve. The gain or loss relating to the ineffective portion is recognised immediately in the income statement within other
income or other expense.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 1 - Summary of signifi cant accounting policies cont
Amounts accumulated in equity are recycled in the income statement in the periods when the hedged item will affect profi t or loss
(for instance when the forecast sale that is hedged takes place). The gain or loss relating to the effective portion of interest rate swaps hedging
variable rate borrowings is recognised in the income statement within ‘fi nance costs’. The gain or loss relating to the effective portion of
forward foreign exchange contracts hedging export sales is recognised in the income statement within ‘sales’. However, when the forecast
transaction that is hedged results in the recognition of a non fi nancial asset (for example, inventory) or a non fi nancial liability, the gains and
losses previously deferred in equity are transferred from equity and included in the measurement of the initial cost or carrying amount of the
asset or liability.
When a hedging instrument expires or is sold or terminated, or when a hedge no longer meets the criteria for hedge accounting, any cumulative
gain or loss existing in equity at that time remains in equity and is recognised when the forecast transaction is ultimately recognised in the
income statement. When a forecast transaction is no longer expected to occur, the cumulative gain or loss that was reported in equity is
immediately transferred to the income statement.
(ii) Derivatives that do not qualify for hedge accounting
Certain derivative instruments do not qualify for hedge accounting. Changes in the fair value of any derivative instrument that does not qualify
for hedge accounting are recognised immediately in the income statement and are included in other income or other expenses.
(r) Fair value estimation
The fair value of fi nancial assets and fi nancial liabilities must be estimated for recognition and measurement or for disclosure purposes.
52
The fair value of fi nancial instruments traded in active markets (such as publicly traded derivatives, and trading and available for sale
securities) is based on quoted market prices at the balance sheet date. The quoted market price used for fi nancial assets held by the Group is
the current bid price; the appropriate quoted market price for fi nancial liabilities is the current ask price.
The fair value of fi nancial instruments that are not traded in an active market (for example, over the counter derivatives) is determined using
valuation techniques. The Group uses a variety of methods and makes assumptions that are based on market conditions existing at each
balance date.
The nominal value less estimated credit adjustments of trade receivables and payables are assumed to approximate their fair values. The fair
value of fi nancial liabilities for disclosure purposes is estimated by discounting the future contractual cash fl ows at the current market interest
rate that is available to the Group for similar fi nancial instruments.
(s) Property, plant and equipment
Buildings, plant and equipment are stated at historical cost less depreciation. Historical cost includes expenditure that is directly attributable
to the acquisition of the items. Cost may also include transfers from equity of any gains/losses on qualifying cash fl ow hedges of foreign
currency purchases of property, plant and equipment.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that
future economic benefi ts associated with the item will fl ow to the Group and the cost of the item can be measured reliably. All other repairs
and maintenance are charged to the income statement during the fi nancial period in which they are incurred.
Depreciation of assets is calculated using the straight line method to allocate their cost or revalued amounts, net of their residual values, over
their estimated useful lives, as follows:
Buildings
10 years
Plant and equipment
3 - 13 1/3 years
Where the carrying value of an asset is less than its estimated residual value, no depreciation is charged. The assets’ residual values and useful
lives are reviewed, and adjusted if appropriate, at each balance sheet date.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 1 - Summary of signifi cant accounting policies cont
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated
recoverable amount (Note 1(k)).
Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in the income statement.
(t) Trade and other payables
These amounts represent liabilities for goods and services provided to the Group prior to the end of fi nancial year which are unpaid. The
amounts are unsecured and are usually paid within 30 days from end of month of recognition.
(u) Borrowings
Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised cost.
Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised in the income statement over the
period of the borrowings using the effective interest method. Fees paid on the establishment of loan facilities, which are not incremental
costs relating to the actual draw down of the facility, are recognised as prepayments and amortised on a straight line basis over the term of
the facility.
The fair value of the liability portion of convertible debt is determined using a market interest rate for an equivalent non convertible debt.
This amount is recorded as a liability on an amortised cost basis until extinguished on conversion or maturity of the debt. The remainder of the
proceeds is allocated to the conversion option. This is recognised and included in shareholders’ equity, net of income tax effects.
Borrowings are classifi ed as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least
53
12 months after the balance sheet date.
(v) Borrowing costs
Borrowing costs incurred in establishing fi nance facilities are capitalised and amortised over the term of the fi nance facility or fi ve years;
whichever is the shorter.
(w) Provisions
Provisions for legal claims and rehabilitation and restoration costs are recognised when the Group has a present legal or constructive obligation
as a result of past events, it is more likely than not that an outfl ow of resources will be required to settle the obligation, and the amount has
been reliably estimated. Provisions are not recognised for future operating losses.
Where there are a number of similar obligations, the likelihood that an outfl ow will be required in settlement is determined by considering
the class of obligations as a whole. A provision is recognised even if the likelihood of an outfl ow with respect to any one item included in the
same class of obligations may be small.
Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation at the
balance sheet date. The discount rate used to determine the present value refl ects current market assessments of the time value of money
and the risks specifi c to the liability. The increase in the provision due to the passage of time is recognised as interest expense.
(x) Employee benefi ts
(i) Wages and salaries, annual leave and sick leave
Liabilities for wages and salaries, including non monetary benefi ts, annual leave and accumulating sick leave expected to be settled within
12 months of the reporting date are recognised in other payables in respect of employees’ services up to the reporting date and are measured
at the amounts expected to be paid when the liabilities are settled.
(ii) Long service leave
The liability for long service leave is recognised in the provision for employee benefi ts 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 expected future wage
and salary levels, experience of employee departures and periods of service. Expected future payments are discounted using market yields at
the reporting date on national government bonds with terms to maturity and currency that match, as closely as possible, the estimated future
cash outfl ows.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 1 - Summary of signifi cant accounting policies cont
(iii) Share based payments
Share based compensation benefi ts are provided to employees via the St Barbara Limited Employees’ Option Plan and shareholder approved
executive options. Information relating to these schemes is set out in Note 37.
Shares options granted before 7 November 2002 and/or vested before 1 January 2005
No expense is recognised in respect of these options or shares issued to employees for nil consideration. The shares are recognised when the
options are exercised and the proceeds received allocated to share capital.
Shares options granted after 7 November 2002 and vested after 1 January 2005
The fair value of Executive Options and options granted under the St Barbara Limited Employees’ Option Plan are recognised as an employee
benefi t expense with a corresponding increase in equity. The fair value is measured at grant date and recognised over the period during which
the employees become unconditionally entitled to the options.
The fair value at grant date is independently determined using a Black Scholes option pricing model that takes into account the exercise price,
the term of the option, the vesting and performance criteria, the impact of dilution, the non tradeable nature of the option, the share price
at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of
the option.
Upon the exercise of options, the balance of the share based payments reserve relating to those options is transferred to share capital.
54
(iv) Retirement benefi t obligations
Contributions to defi ned contribution funds are recognised as an expense as they become payable. Prepaid contributions are recognised as an
asset to the extent that a cash refund or a reduction in future payments is available.
(v) Executive bonuses
Senior executives may be eligible for annual bonuses subject to achievement of Key Performance Indicators, as recommended by the
Remuneration Committee and approved by the Board of Directors from time to time.
(y) Contributed equity
Ordinary shares are classifi ed as equity.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds.
Incremental costs directly attributable to the issue of new shares or options, or for the acquisition of a business, are included in the cost of the
acquisition as part of the purchase consideration.
If the entity reacquires its own equity instruments, eg as the result of a share buy-back, those instruments are deducted from equity and the
associated shares are cancelled. No gain or loss is recognised in the profi t or loss and the consideration paid including any directly attributable
incremental costs (net of income taxes) is recognised directly in equity.
(z) Dividends
Provision is made for the amount of any dividend declared on or before the end of the fi nancial year but not distributed at balance date.
(aa) Earnings per share
(i) Basic earnings per share
Basic earnings per share is calculated by dividing the profi t attributable to equity holders of the Company, excluding any costs of servicing
equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the half year, adjusted for bonus
elements in ordinary shares issued during the half year.
(ii) 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.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 1 - Summary of signifi cant accounting policies cont
(ab) Restricted cash and cash equivalents
Funds placed on deposit with fi nancial institutions to secure performance bonds are classifi ed as Non-Current Restricted Cash and Cash
Equivalents.
(ac) Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not recoverable from the taxation
authority. In this case it is recognised as part of the cost of acquisition of the asset or as part of the expense.
Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST recoverable from, or payable
to, the taxation authority is included with other receivables or payables in the balance sheet.
Cash fl ows are presented on a gross basis. The GST components of cash fl ows arising from investing or fi nancing activities which are recoverable
from, or payable to the taxation authority, are presented as operating cash fl ow.
(ad) Rehabilitation and mine closure costs
The consolidated entity has obligations to dismantle, remove, restore and rehabilitate certain items of property, plant and equipment.
Under AASB 116 Property, Plant and Equipment, the cost of an asset must include any estimated costs of dismantling and removing the asset
and restoring the site on which it is located. The capitalised rehabilitation and mine closure costs are depreciated (along with the other costs
included in the asset) over the asset’s useful life. The depreciation expense is included in the cost of sales goods.
55
AASB 137 Provisions, Contingent Liabilities and Contingent Assets requires a provision to be raised for the present value of the estimated cost
of settling the rehabilitation and restoration obligations existing at balance date. The estimated costs are discounted using a pre-tax discount
rate that refl ects the time value of money. The discount rate must not refl ect risks for which future cash fl ow estimates have been adjusted.
A discount rate of 7.0% has been used in calculating the rehabilitation and restoration provisions of the consolidated entity.
As the value of the provision represents the discounted value of the present obligation to restore, dismantle and rehabilitate, the increase in
the provision due to the passage of time is recognised as a borrowing cost. This borrowing cost is excluded from the cost of sales of goods.
(ae) Financial instrument transaction costs
The consolidated entity has taken exemption available under AASB 1 to apply AASB 132 and AASB 139 from 1 July 2005. The consolidated
entity has applied previous AGAAP in the comparative information on fi nancial instruments within the scope of AASB 132 and AASB 139. Under
previous AGAAP, transaction costs were excluded from the amounts disclosed in the fi nancial statements. Under AIFRS, such costs are included
in the carrying amounts. At the date of transition to AASB 132 and AASB 139 the adjustment to carrying amounts for the consolidated entity
was immaterial.
(af) 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 fi nancial report have been rounded off in accordance with that Class Order
to the nearest thousand dollars, or in certain cases, the nearest dollar.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 2 - Financial risk management
The Group’s activities expose it to a variety of fi nancial risk, market risk (especially gold price and option volatility risk), credit risk, liquidity
risk and cash fl ow interest rate risk. The Group’s overall risk management program focuses on the unpredictability of commodity markets and
seeks to minimise potential adverse effects on the fi nancial performance of the Group. The Group uses derivative instruments as appropriate
to hedge certain risk exposures.
Risk management is carried out by management under policies approved by the Board of Directors.
(a) Market risk
(i) Commodity price risk
The Group is exposed to Australian gold price risk. This arises through sales of the Group’s main commodity, gold. The commodity price risk
may be hedged using derivative instruments, to secure cash fl ows from mining operations.
(ii) Equity securities price risk
The Group is exposed to equity securities price risk. This arises from investments held by the Group and classifi ed on the balance sheet either
as available for sale or at fair value through profi t or loss.
(iii) Fair value interest rate risk
Refer to (d) below.
(b) Credit risk
56
The Group has no signifi cant concentrations of credit risk with revenues primarily derived from gold sales direct to refi ners or hedge counter
parties. Derivative counterparties and cash transactions are limited to high credit quality fi nancial institutions.
(c) Liquidity risk
Prudent liquidity risk management implies maintaining suffi cient cash and marketable securities, the availability of funding through an adequate
amount of committed credit facilities and the ability to close out market positions.
(d) Cash fl ow and fair value interest rate risk
The Group has signifi cant interest bearing assets however, as these assets are short dated (90 days or less) the Group’s income and operating
cash fl ows are not materially exposed to changes in market interest rates.
Note 3 - Critical Accounting Estimates And Judgements
Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future
events that are believed to be reasonable under the circumstances.
(a) Critical accounting estimates and assumptions
The consolidated entity makes estimates and assumptions concerning the future. The resulting accounting estimates will, by defi nition, seldom
equal the related actual results. The estimates and assumptions that have a signifi cant risk of causing a material adjustment to the carrying
amounts of assets and liabilities within the next fi nancial year are discussed below:
(i) Impairment of assets
The recoverable amount of each Cash Generating Unit (CGU) is determined as the higher of value-in-use and fair value less costs to sell, in
accordance with accounting policy 1(k). These calculations require the use of estimates, which have been outlined in accounting policy 1(k).
Given the nature of the consolidated entity’s mining activities, future changes in long term assumptions upon which these estimates are based,
may give rise to material adjustment to the carrying value of the CGU. This could lead to the recognition of impairment losses in the future. The
inter-relationships of the signifi cant assumptions upon which estimated future cash fl ows are based, however, are such that it is impracticable
to disclose the extent of the possible effects of a change in a key assumption in isolation.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 3 - Critical Accounting Estimates And Judgements cont
The key sources of estimation uncertainty are set out below:
estimates of future Australian gold prices;
future capital and operating costs for Southern Cross gold operations for which additional information will progressively become available
in the next fi nancial year; and
extent of economically recoverable reserves for Southern Cross and Leonora gold operations.
(ii) Mining and development costs
Expenditure for the Gwalia Deeps project at Leonora which does not form part of the Cash Generating Units assessed for impairment has been
carried forward in accordance with policy 1(f) on the basis of the existence of suffi ciently economically recoverable reserves, or the Company’s
ability through a disposition of its interests to recover its spent costs.
(iii) Rehabilitation and mine closure provisions
As set out in Note 1(ad), the value of these provisions represents the discounted value of the present obligation to restore, dismantle and
rehabilitate certain items of property, plant and equipment. The discounted value refl ects a combination of management’s assessment of the
cost of performing the work required, the timing of the cash fl ows and the discount rate of 7%.
A change in any, or a combination, of the three key assumptions used to determine the provisions could have a material impact to the carrying
value of the provision (refer to Note 24).
(iv) Available for sale fi nancial assets
Non-derivative investments in marketable securities are valued using fair value accounting principles. The ultimate value achievable for those
assets depends on the market value at the time of divestments less transaction costs.
(v) Income tax
The consolidated entity is subject to income taxes in Australia. Signifi cant judgement is required in determining the provision for income
taxes. There are many transactions and calculations for which the ultimate determination is not fi nalised until statutory tax returns are lodged
with the appropriate authorities. Where the fi nal tax outcome of these matters is different from the amounts that were initially recorded,
such differences will impact the current and deferred tax provisions in the period in which such determination is made which is usually the
subsequent fi nancial year.
The key assumptions made regarding the income tax expense for the current year are the deductibility for tax purposes of all exploration
expenditures and the level of capital gains on asset disposals that can be shielded by available capital losses.
(b) Critical judgements in applying the entity’s accounting policies
(i) Derivative fi nancial instruments
Gold hedge contracts with an aggregate mark-to-market value of negative $9,372,000 have been designated as effective hedges and accounted
for in accordance with Note 1(q). Management’s assessment is that the derivatives have been highly effective in offsetting changes in the fair
value of the future cash fl ows against which they have been designated and, as such, movements in the intrinsic fair value (before tax) of
$5,029,000 that would otherwise have been recorded directly in the Income Statement have been deferred in the Hedging Reserve.
(ii) Recovery of deferred tax assets
Net deferred tax assets of $19,634,000, including tax losses are not recognised. Management has assessed that it is not yet probable that these
tax losses will be recoverable against future taxable profi ts.
Note 4 - Segment Information
The consolidated entity operates predominantly in the minerals exploration and mining industry in Australia.
The consolidated entity’s head offi ce is in Australia.
57
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 5 - Revenue
Sales revenue
Sale of gold
Other revenue
Interest
Total revenue
Note 6 - Other Income
Profi t on sale of assets
Gain on subsidiary becoming an associate
Other
Note 7 - Expenses
58
Profi t/(loss) before income tax includes the following specifi c expenses:
Depreciation
Buildings
Plant and equipment
Total depreciation
Amortisation
Mine development costs
Plant/equipment fi nance leases
Total amortisation
Finance costs
Interest and fi nance charges paid/payable
Finance costs expensed
Rental expense relating to operating leases
Lease payments
Total rental expense relating to operating leases
Note 8 - Income tax benefi t
(a) Income tax benefi t
Deferred income tax benefi t
Consolidated
Parent entity
2006
$’000
2005
$’000
2006
$’000
115,263
115,263
46,553
46,553
115,263
115,263
1,514
1,514
397
397
1,514
1,514
2005
$’000
46,553
46,553
397
397
116,777
46,950
116,777
46,950
22,796
-
137
5,809
13,920
164
22,796
5,293
-
137
-
164
22,933
19,893
22,933
5,457
49
583
632
8,641
267
8,908
773
773
365
365
70
736
806
7,287
-
7,287
524
524
188
188
49
583
632
8,641
267
8,908
773
773
365
365
70
736
806
7,287
-
7,287
524
524
188
188
1,428
-
1,428
-
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 8 - Income tax benefi t cont
(b) Numerical reconciliation of income tax expense to prima facie tax payable
Profi t/(loss) before income tax benefi t
Tax at the Australian tax rate of 30% (2005 – 30%)
Tax effect of amounts which are not deductible (taxable) in calculating taxable income
Legal and other capital expenditure
Share based payments
Information technology costs
Share issue costs
Sundry items
(Prior year tax losses not recognised now recouped)/tax losses not recognised
Income tax benefi t
Refer to Note 8(c) for details of the deferred tax benefi t.
(c) Deferred tax balance
Deferred tax liabilities
Investment fair value reserve (i)
Depreciation
Accrued income
Mining properties – exploration
Mining properties – development
Prepayments
Inventory
Total
Tax effect @ 30%
Deferred tax assets
Tax losses
Unrealised Gold Hedging revaluation reserve (i)
Unrealised loss on gold derivative
Provisions and accruals
Depreciation
Total
Tax effect @ 30%
Net deferred tax asset (unbooked)
Consolidated
Parent entity
2006
$’000
4,591
1,377
106
299
176
(143)
33
(3,276)
(1,428)
9,790
260
486
1,916
10,029
-
-
22,481
6,744
49,074
5,029
4,342
29,481
-
87,926
26,378
19,634
2005
$’000
6,831
2,049
448
199
-
-
310
(3,006)
-
-
-
3
2006
$’000
4,772
1,432
106
299
176
(143)
33
(3,331)
(1,428)
9,790
260
486
2005
$’000
(6,223)
(1,867)
448
199
-
-
235
985
-
-
-
3
9,066
1,916
9,066
-
10,029
1,864
2,637
13,570
4,071
-
-
22,481
6,744
-
1,864
2,637
13,570
4,071
4,267
49,074
4,267
-
-
5,948
9,201
19,416
5,825
1,754
5,029
4,342
29,481
-
87,926
26,378
19,634
-
-
5,948
9,201
19,416
5,825
1,754
59
(i) These deferred tax balances have initially been recognised via equity. As the deferred tax asset recognised via equity is less than the
deferred tax liability recognised via equity this has resulted in an income tax benefi t for the year of $1,428,000 (2005: $nil).
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 9 - Current assets - Cash and cash equivalents
Cash at bank and on hand
Deposits at call
Consolidated
Parent entity
2006
$’000
75,361
3,975
79,336
2005
$’000
1,454
14,819
16,273
2006
$’000
75,361
3,975
79,336
2005
$’000
1,454
14,819
16,273
(a) Cash at bank and on hand
Cash at bank at 30 June 2006 invested “at call” was earning interest of approximately 4.75% pa calculated daily.
(b) Deposits
The deposits at 30 June 2006 invested at call were earning 5.65% and deposits invested for 60 days maturing 6 August 2006 at an interest rate
of 5.85% per annum.
(c) Restricted cash (non-current)
Term deposits
647
11,801
647
11,801
60
Restricted cash is cash placed on deposit to secure bank guarantees in respect of obligations entered into for offi ce rental obligations and
environmental performance bonds issued in favour of the Western Australian Department of Industry and Resources.
Note 10 - Trade and other receivables
Current assets
Trade receivables
Provision for doubtful receivables
Sub-total
Subsidiary loans
Less provision for non-recovery
Other receivables
Prepayments
Total
Non-current assets
Subsidiary loans
Less provision for non-recovery
Total
(a) Other receivables
3,057
2,561
3,057
-
3,057
(56)
2,505
-
-
-
2,624
1,615
7,296
-
-
-
-
-
2,262
1,864
6,631
-
-
-
3,057
1,896
(1,120)
776
2,624
1,615
8,072
-
-
2,561
(56)
2,505
-
-
-
2,262
1,864
6,631
2,225
(1,630)
595
These amounts generally arise from transactions outside the usual operating activities of the Group. Collateral is not normally obtained.
(b) Effective interest rates and credit risk
Information concerning the effective interest rate and credit risk of both current and non current receivables is set out in Note 16.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 11 - Current assets - Inventories
Consumables
Less: provision for obsolescence
Ore stockpiles
Gold in circuit
Note 12 - Derivative fi nancial instruments
Current assets
Listed options at fair market value
Current liabilities
Commodity hedge contracts
(a) Transition to AASB 132 and AASB 139
Consolidated
Parent entity
2006
$’000
2,476
-
2,774
887
6,137
59
9,372
2005
$’000
2,635
(130)
-
1,943
4,448
-
-
2006
$’000
2,476
-
2,774
887
6,137
59
9,372
2005
$’000
2,635
(130)
-
1943
4,448
-
-
The Group has taken the exemption available under AASB 1 First time Adoption of Australian Equivalents to International Financial Reporting
Standards to apply AASB 132 Financial Instruments: Disclosure and Presentation and AASB 139 Financial Instruments: Recognition and Measurement
from 1 July 2005. At the date of transition to these standards of 1 July 2005 listed options held for trading had no signifi cant value.
(b) Instruments used by the Group
The Group is party to derivative fi nancial instruments in the normal course of business in order to hedge exposure to fl uctuations in the
Australian price of gold in accordance with the Group’s fi nancial risk management policies (refer to Note 1(q)).
(i) Gold commodity hedges
On 6 January 2006, the Company entered into a collar hedge comprising 176,000 ounces bought put options at AUD700 per ounce fi nanced by
176,000 sold call options exercisable at AUD770/oz.
As at 30 June 2006, 126,000 ounces of committed and hedged ounces remained, comprising 115,000 ounces of bought put options and sold call
options, and 11,000 ounces of gold forward sales at approximately $774 per ounce derived from the exercise of June 2006 sold call options,
with a mark-to-market valuation as at that date of negative ($9,371,000) for both the Group and parent entity. Of this sum, $4,342,000
was recognised as an expense in the Income Statement, and $5,029,000 was recognised as a cash fl ow hedge (Gold Hedge Reserve)
reduction to equity.
(c) Interest rate risk exposures
Refer to Note 16 for the Group’s exposure to interest rate risk.
(d) Commodity Price Risk
The consolidated entity is exposed to Australian dollar gold commodity price risk in the normal course of its business.
The consolidated entity managed this risk in the fi nancial year by hedging approximately 60% to 70% of forecast gold production through to
June 2007. The current hedge facility was entered into in January, 2006. It comprised the purchase of 176,000 put options at A$700 per ounce
fi nanced by selling 176,000 call options at A$770 per ounce.
The following table shows the remainder of those hedged ounces undelivered (if called) as at 30th June, 2006. The committed total includes
11,000 ounces, resulting from the exercise of June 2006 sold call options, which will be delivered during July and August 2006.
61
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 12 - Derivative fi nancial instruments cont
In compliance with the Company’s accounting policy (Refer Note 1), the hedged commitment of 126,000 ounces has been valued at negative
($9,371,000) as at 30th June, 2006 of which $4,342,000 (time and volatility value movement) is charged to the Income Statement as an expense
while the remaining $5,029,000 (market value movement) is debited to Gold Hedge Reserve.
Hedged Ounces as at 30 June 2006
Expiry
27 Jul 06
29 Aug 06
27 Sep 06
27 Oct 06
28 Nov 06
22 Dec 06
29 Jan 07
26 Feb 07
28 Mar 07
26 Apr 07
29 May 07
27 Jun 07
31 Jul 07
Total ozs
62
Volume (ozs)
Committed
Sold Calls/
(ozs)
Bought Puts
if Called
10,000
12,000
10,000
10,000
12,000
12,000
14,000
12,000
8,000
5,000
5,000
5,000
-
11,000
10,000
12,000
10,000
10,000
12,000
12,000
14,000
12,000
8,000
5,000
5,000
5,000
115,000
126,000
Note 13 - Deferred mining costs
Current
Deferred mining costs
Non-current
Deferred mining costs
Note 14 - Non-current assets classifi ed as held for sale
Current
Investments
- At cost
- Provision for diminution
Property, plant and equipment owned
- At cost
- At fair value
- Accumulated depreciation
Consolidated
Parent entity
2006
$’000
11,488
3,744
-
-
-
-
-
-
-
-
2005
$’000
-
-
9,173
(3,069)
6,104
14,968
-
-
14,968
21,072
2006
$’000
11,488
3,744
-
-
-
-
-
-
-
-
2005
$’000
-
-
9,173
(3,069)
6,104
14,968
-
-
14,968
21,072
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 15 - Non current assets - available for sale fi nancial assets
At beginning of year
Adjustment on adoption of AASB 132 and AASB 139
Additions
Disposals
Revaluation surplus transferred to equity
At end of year
Consolidated
Parent entity
2006
$’000
2005
$’000
2006
$’000
2005
$’000
-
3,420
19,779
(3,420)
9,731
29,510
-
-
-
-
-
-
-
3,420
19,779
(3,420)
9,731
29,510
-
-
-
-
-
-
(a) Transition to AASB 132 and AASB 139
The Group has taken the exemption available under AASB 1 First time Adoption of Australian Equivalents to International Financial Reporting
Standards to apply AASB 132 Financial Instruments: Disclosure and Presentation and AASB 139 Financial Instruments: Recognition and
Measurement from 1 July 2005. At the date of transition to these standards of 1 July 2005:
equity securities with a carrying amount of $2,533,000 that were classifi ed in the balance sheet under previous AGAAP as other fi nancial
assets were designated and re classifi ed as available for sale fi nancial assets; and
an adjustment of $887,000 was recognised. This represented an initial gain on remeasurement to fair value of assets that under previous
AGAAP had been measured at cost.
For further information refer to section 5 of Note 40.
63
(b) Listed securities
Listed securities include shares listed on Australian or recognised overseas exchanges.
Investments in listed securities during the 2006 year largely arose by receiving shares as part consideration for the sale of strategic assets.
These investments include:
Shares from the sale of Meekatharra:
Name: Mercator Gold plc
Number: 11,017,000
Valuation @ 30 June 2006: 17,897,000 (including 8% discount to market)
Shares from the sale of South Laverton:
Name: Saracen Minerals Limited
Number: 23,821,000
Valuation @ 30 June 2006: 9,643,000 (including 8% discount to market)
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 16 - 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: 30 June 2006
Financial assets
Cash and cash equivalents
Restricted cash and cash equivalents
Receivables
64
Available for sale fi nancial assets
Weighted average interest rate
Financial liabilities
Trade and other creditors
Lease liabilities
Other loans
Weighted average interest rate
Net fi nancial assets/(liabilities)
Non-
interest
bearing
$’000
-
-
5,681
29,510
35,191
Total
$’000
79,336
647
5,681
29,510
115,174
(28,692)
(28,692)
-
-
-
-
-
-
(298)
-
-
-
(644)
(1,254)
(298)
(28,692)
(30,590)
Floating
1 year or
Over 1 to
interest
less
5 years
rate $’000
$’000
$’000
24,336
55,000
399
-
-
55,399
5.85%
-
(346)
(1,254)
(1,600)
248
-
-
24,584
5.42%
-
-
-
-
-
24,584
7.97%
53,799
8.17%
(298)
-
-
6,499
84,584
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Fixed interest maturing in: 30 June 2005
Note 16 - Financial Instruments cont
Financial assets
Cash and cash equivalents
Restricted cash and cash equivalents
Receivables
Investments
Weighted average interest rate
Financial liabilities
Trade and other creditors
Other loans
Weighted average interest rate
Net fi nancial assets/(liabilities)
Floating
1 year or
Over 1 to
interest
less
5 years
rate $’000
$’000
$’000
16,273
11,801
-
-
28,074
5.12%
-
-
-
28,074
-
-
-
-
-
-
(1,541)
(1,541)
7.00%
(1,541)
-
-
-
-
-
-
(7,000)
(7,000)
8.00%
Non-
interest
bearing
$’000
-
-
6,631
6,104
Total
$’000
16,273
11,801
6,631
6,104
12,735
40,809
(16,344)
(16,344)
-
(8,541)
(16,344)
(24,885)
(7,000)
(3,609)
(15,924)
65
(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
The consolidated entity has potential fi nancial liabilities that may arise from certain contingencies disclosed in Note 28. 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.
(iii) Fair values
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
- Available for sale fi nancial assets
- Non-current assets classifi ed as held for sale
Financial liabilities
- Payables
- Other loans
2006
2005
Carrying
Net fair
Carrying
Net fair
amount
$’000
value
$’000
amount
$’000
value
$’000
79,983
79,983
5,681
5,681
29,510
29,510
-
-
115,174
115,174
28,692
28,692
1,898
1,898
30,590
30,590
28,074
6,631
-
6,104
40,809
16,344
8,541
24,885
28,074
6,631
-
6,104
40,809
16,344
8,541
24,885
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 17 - Non current assets - property, plant and equipment
Land
Buildings
Less accumulated depreciation
Housing & site buildings
Plant and equipment
Less accumulated depreciation
Total
Reconciliation of the carrying amounts for each class of property, plant and
equipment are set out below:
Land
Carrying amount at the beginning of year
66
Disposals
Write off of assets
Provision for diminution
Carrying amount at the end of year
Buildings
Carrying amount at the beginning of year
Disposals
Depreciation
Write off of assets
Carrying amount at the end of year
Housing & site buildings
Carrying amount at the beginning of year
Transferred from plant & equipment
Carrying amount at the end of year
Plant and equipment
Carrying amount at the beginning of year
Transfer from assets held for resale
Additions
Disposals
Depreciation
Transferred to inventory
Transferred to housing & site buildings
Carrying amount at the end of year
(a) Non current assets pledged as security
Consolidated
Parent entity
2006
$’000
859
-
-
1,500
8,215
2005
$’000
2006
$’000
2005
$’000
972
4,069
(3,964)
-
63,167
-
-
-
1,500
8,215
113
4,069
(3,964)
-
63,167
(583)
(55,248)
(583)
(55,248)
9,991
8,996
9,132
8,137
972
(5)
(108)
-
859
105
(55)
(49)
(1)
-
-
1,500
1,500
1,244
(21)
-
(251)
972
196
(21)
(70)
-
105
-
-
-
7,919
3,507
818
(14,967)
1,247
20,200
-
(583)
(269)
(1,500)
7,632
9,991
(85)
(736)
-
-
7,919
8,996
113
(5)
(108)
-
-
105
(55)
(49)
(1)
-
-
1,500
1,500
7,919
818
1,247
-
(583)
(269)
(1,500)
7,632
9,132
135
(22)
-
-
113
196
(21)
(70)
-
105
-
-
-
3,490
(14,967)
20,200
(68)
(736)
-
-
7,919
8,137
Refer to Note 23 for information on non current assets pledged as security by the parent entity and its controlled entities.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 18 - Non-current assets - mine properties/exploration and evaluation
Mine properties - development
Opening balance
Direct expenditure
Acquired tenements
New rehabilitation obligations
Amortisation for the year
Disposals
Closing balance
Exploration and evaluation
Opening balance
Acquired tenements
Expenditure for period
Provision for diminution
Deconsolidation adjustment
Disposals
Closing balance
Consolidated
Parent entity
2006
$’000
2005
$’000
2006
$’000
5,781
23,770
-
120
2005
$’000
3,696
-
13,068
-
5,781
23,770
-
120
(12,743)
(7,287)
(12,743)
-
(3,696)
-
16,928
5,781
16,928
3,696
-
13,068
-
(7,287)
(3,696)
5,781
9,067
135
1,781
38,705
-
-
-
-
(775)
(28,863)
9,067
135
1,781
38,705
-
-
-
-
(775)
(28,863)
(9,067)
-
(9,067)
-
1,916
9,067
1,916
9,067
67
Note 19 - Non-current assets – other fi nancial assets
Other fi nancial assets
-
-
178
179
Other fi nancial assets represents the Parent entity’s investment in wholly owned subsidiaries.
Refer Note 31 for further detail.
Note 20 - Current liabilities - trade and other payables
Trade payables
Other payables
27,000
1,692
28,692
16,225
119
16,344
38,401
1,692
40,093
16,225
119
16,344
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 21 - Current liabilities – interest bearing liabilities
Secured
Lease liabilities (Note 29)
Unsecured
Insurance premium funding
Total current borrowings
Consolidated
Parent entity
2006
$’000
2005
$’000
2006
$’000
2005
$’000
346
76
346
76
1,254
1,600
1,465
1,541
1,254
1,600
1,465
1,541
(a) Insurance premium funding
The Company fi nances its annual insurance premiums using unsecured premium funding.
(b) Interest rate risk exposures
Details of the Group’s exposure to interest rate changes on borrowings are set out in the Financial Instruments Note.
Note 22 - Non-current liabilities – payables
Loans from controlled entities
Note 23 - Non current liabilities – interest bearing liabilities
68
Secured
Lease liabilities (Note 29)
Other loans (Note 23b)
Total secured non current borrowings
-
298
-
298
-
-
7,000
7,000
-
11,402
298
-
298
-
7,000
7,000
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 23 - Non current liabilities – interest bearing liabilities cont
Consolidated
Parent entity
(a) Total secured liabilities
Carrying amounts of assets pledged as security for current and non current borrowings are:
2006
$’000
2005
$’000
2006
$’000
2005
$’000
Current
Floating charge
Cash and cash equivalents
Receivables
Inventories
Non-current assets held for sale
Derivative fi nancial assets
Deferred mining costs
79,336
16,273
79,336
16,273
7,296
6,137
-
59
11,488
6,631
4,448
21,072
-
-
8,072
6,137
-
59
11,488
6,631
4,448
21,072
-
-
Total current assets pledged as security
104,316
48,424
105,092
48,424
Non current
First mortgage
Restricted cash
Mine properties/exploration and evaluation
Deferred mining costs
Finance lease
Plant and equipment
Floating charge
Receivables non current
Available for sale fi nancial assets
Freehold land and buildings
Plant and equipment
647
18,844
3,744
23,235
634
-
29,510
1,500
7,857
38,867
11,801
14,848
-
26,649
-
-
-
1,077
7,919
8,996
647
18,844
3,744
23,235
11,801
14,848
-
26,649
69
634
-
-
29,688
1,500
6,998
38,186
595
179
218
7,919
8,911
Total non current assets pledged as security
58,992
35,645
62,055
35,560
Total assets pledged as security
167,052
84,069
167,147
83,984
As at 30 June 2006, assets pledged as security comprised secured lease liabilities amounting to $644,000 and an environmental performance
bond facility amounting to $20,647,000.
(b) Convertible notes
On 29 March 2005, the Company drew down a $7,000,000 convertible note from a bridge loan facility provided by Resource Capital Funds III LP
(“RCFIII”) to assist in fi nancing the acquisition of the gold division of Sons of Gwalia Ltd (Administrators Appointed) (“SGWGD”).
Interest is payable on funds drawn at the rate of 8% per annum, payable six monthly in arrears, and with the Company to absorb withholding
taxes (currently 10% of gross interest).
The $7,000,000 convertible loan was converted to equity on 27 March 2006, on conversion terms approved by shareholders at the Annual
General Meeting held on 16 November 2005, being 100,000,000 shares at 7 cents each.
(c) Set off of assets and liabilities
The parent entity has established a legal right of set off with a fi nancial institution over cash on deposit to secure the issue of environmental
performance bonds issued in excess of $20,000,000. At 30 June 2006 restricted cash for this purpose amounted to $647,000 (2005: $11,801,000).
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 24 - Non current liabilities – provisions
Provision for rehabilitation
Employee benefi ts - long service leave
Consolidated
Parent entity
2006
$’000
2005
$’000
2006
$’000
2005
$’000
27,951
39,111
27,951
39,111
52
-
52
-
28,003
39,111
28,003
39,111
Movements in provisions
Movements in each class of provision during the fi nancial year, other than employee benefi ts, are set out below:
Non-current
Rehabilitation
Balance at start of year
Additional provision made on acquisition
Additional provision for new activities
Reduction related to disposal of tenements
Unwinding of discount
Payments made
70
Adjustment on re-estimation
Balance at end of year
Note 25 - Contributed equity
(a) Share capital
Ordinary shares
Fully paid
39,111
-
120
(10,913)
784
(791)
(360)
4,191
34,920
-
-
-
(791)
-
39,111
-
120
(10,913)
784
(360)
4,191
34,920
-
-
-
-
27,951
39,111
27,951
39,111
Parent entity
Parent entity
2006
Shares
2005
Shares
2006
$’000
2005
$’000
819,390,567
566,533,352
205,815
135,053
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 25 - Contributed equity cont
(b) Movements in ordinary share capital:
Date
Details
Notes
shares
Issue price
$,000
Number of
1 July 2004
Opening balance
Debt conversion
Share issue
Share placement
Share issue costs
Share placement
Share issue
Share buy-back
1 July 2005
Opening balance
Plus
Share issues
(i)
(ii)
(iii)
(iii)
(iv)
(v)
(vi)
574,149,157
55,000,000
17,480,547
42,050,000
26,591,453
21,554,172
(170,291,977)
566,533,352
Exercise of options
Placement of new shares
Transaction costs arising on share issue
Share buybacks
Conversion of convertible note
Transfer of Option Reserve on conversion of options
(viii), (ix), (x)
63,662,275
(f)
(f)
(vii)
23(b)
99,000,000
(9,805,060)
100,000,000
819,390,567
Less
Less
Plus
Plus
30 June 2006
$0.08
$0.05
$0.04
$0.05
$0.06
$0.05
$0.13
$0.60
$0.41
139,400
4,400
804
1,682
(33)
1,223
1,200
(13,623)
135,053
8,638
59,400
(2,378)
(4,008)
6,667
2,443
205,815
71
(i) Ocean Resources Capital Holdings Limited (“Ocean”) converted a convertible note for $4,400,000 into 55,000,000 fully paid ordinary
shares at 8¢ each.
(ii) Ocean accepted the issue of 17,480,547 fully paid ordinary shares in satisfaction of interest of $804,105 at 4.6¢ per share.
(iii) Share issue costs of $33,000 were offset against issued capital as allowed by Australian Accounting Standards.
(iv) Resource Capital Funds II LP (“RCFII”) accepted a placement of 26,591,453 fully paid ordinary shares at 4.6¢ per share to raise
$1,223,207 for working capital.
(v)
In July 2004, RCFII advanced the Company $1,200,000 which was converted into 21,554,172 fully paid ordinary shares, following
shareholder approval.
(vi)
In the December 2004/January 2005 period the Company conducted a share swap buy back of shares, whereby 1.25 NuStar shares owned
by the Company were offered for every 1 St Barbara Limited share bought back. A total of 170,291,977 St Barbara Limited shares,
representing 23% of share capital at that time, were bought back in exchange for 212,864,971 NuStar shares. As a result of the buy back,
the excess of the market value over book value of NuStar shares of $5,109,000 has been applied to accumulated losses.
(vii) On-market buy back of shares
(viii) Shares issued on exercise of unlisted options held by Resource Capital Funds LP II
(ix) Shares issued on exercise of unlisted options held by executives and employees
(x) Shares issued on exercise of unlisted options held by SCSH Investments Pty Ltd (previously held by Resource Capital Funds LP II)
(c) 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.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 25 - Contributed equity cont
(d) Options
Information relating to the St Barbara Employee Option Plan and Executive Options, including details of options issued, exercised and lapsed
during the fi nancial year and options outstanding at the end of the fi nancial year, is set out in Note 37.
(e) Share buy back
The Company announced an on-market buy-back of shares on 26 July 2005. Pursuant to this buy-back, during the fi nancial period, a total of
9,805,060 shares were bought back at a cost of $4,008,000.
(f) Share placement
On 18 May 2006 the Company placed 99,000,000 shares at 60 cents each to raise $59,400,000 before transaction costs of $2,378,000.
Note 26 - Reserves and retained profi ts
(a) Reserves
Reserves
Option reserve
Share based payment reserve
Investment fair value reserve
Convertible liability reserve
72
Gold hedge reserve
Movements
Option reserve
Balance at start of year
Options exercised
Balance at end of year
Share based payment reserve
Balance at start of year
Option expense
Balance at end of year
Investments fair value reserve
Balance at start of year
Adjustment on adoption of AASB 132 and AASB 139
Transfer on disposal
Fair value adjustments
Tax effect of fair value adjustment @ 30%
Balance at end of year
RCF Convertible liability reserve
Balance at start of year
Adjustment on adoption of AASB 132 and AASB 139
Balance at end of year
Gold hedge reserve
Balance at start of year
Fair value adjustment
Tax effect of fair value adjustment @ 30%
Balance at end of year
Consolidated
Parent entity
2006
$’000
-
1,660
6,794
432
(3,521)
2005
$’000
2,443
664
-
-
-
2006
$’000
-
1,660
6,794
432
(3,521)
2005
$’000
2,443
664
-
-
-
5,365
3,107
5,365
3,107
2,443
(2,443)
-
664
996
1,660
-
887
(887)
9,731
(2,937)
6,794
-
432
432
-
(5,029)
1,508
(3,521)
1,959
484
2,443
-
664
664
-
-
-
-
-
-
-
-
-
-
-
-
2,443
(2,443)
-
664
996
1,660
-
887
(887)
9,731
(2,937)
6,794
-
432
432
-
(5,029)
1,508
(3,521)
1,959
484
2,443
-
664
664
-
-
-
-
-
-
-
-
-
-
-
-
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 26 - Reserves and retained profi ts cont
(b) Accumulated losses
Movements in accumulated losses were as follows:
Balance at start of year
Adjustment on adoption of AASB132 and AASB139
Profi t/(loss) attributable to members of St Barbara Limited
Share swap/buy back
Balance at end of year
(c) Investment fair value reserve
Consolidated
Parent entity
2006
$’000
2005
$’000
2006
$’000
2005
$’000
(118,087)
(130,027)
(129,574)
(128,460)
(25)
6,019
-
-
6,831
5,109
(25)
6,200
-
-
(6,223)
5,109
(112,093)
(118,087)
(123,399)
(129,574)
Changes in the fair value and exchange differences arising on translation of investments, such as equities, classifi ed as available for sale
fi nancial assets, are taken to the available for sale investments revaluation reserve, as described in Note 1(p). Amounts are recognised in profi t
and loss when the associated assets are sold or impaired.
(d) Gold hedge reserve
The hedging reserve is used to record gains or losses on a hedging instrument in a commodity hedge that are recognised directly in equity,
as described in Note 1(q). Amounts are recognised in profi t and loss when the associated hedged transaction affects profi t and loss.
(e) Share based payments reserve
The share based payments reserve is used to recognise the fair value of options issued to executives and employees but not exercised.
73
Note 27 - Remuneration of auditors
During the year the following fees were paid or payable for services provided by the
auditor of the parent entity, its related practices and non related audit fi rms:
Consolidated
Parent entity
2006
$’000
2005
$’000
2006
$’000
2005
$’000
(a) Assurance services
Audit services
PricewaterhouseCoopers Australian fi rm:
Audit & review of fi nancial reports & other audit work under the Corporations Act 2001
Total remuneration for audit services
(b) Taxation Services
PricewaterhouseCoopers Australian fi rm:
Tax compliance services, including review of Company income tax returns
Total remuneration for taxation services
179
179
93
93
145
145
109
109
179
179
93
93
145
145
109
109
It is the Group’s policy to employ PricewaterhouseCoopers on assignments additional to their statutory audit duties where PricewaterhouseCoopers’
expertise and experience with the Group are important. These assignments are principally tax advice.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 28 - Contingencies
(a) Contingent liabilities
A summary of current litigation is as follows:
(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 approximately $6,230,000. 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 claim by Westgold arises from a series of share transactions in the Company’s shares which took place between May and August 1997 as
follows:
On 12 May 1997, Westgold purchased 10,350,000 St Barbara Limited 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 approximately $18,400,000.
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 $19,100,000.
Approximately $8,400,000 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 only $991,931 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.
74
The principal causes of action in Westgold’s statement of claim against the Company 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.
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 alleges to have been made in public releases made
on or about 30 April 1997. Westgold alleges that the Company represented that, save for certain matters, the Company’s operations were
proceeding satisfactorily and that there were no further adverse factors affecting or likely to affect the Company’s operations or fi nancial
position when in fact such was not the case.
The allegations are denied by the Company, the claim is being robustly defended and the Company is preparing for the matter to go to trial.
The Company has joined one of the Directors, who was a Director of the Company at the time, to the action and in the event that the Company
is found liable (which is denied) it will seek contribution from such Director.
The matter has been listed for trial between 6 November and 17 November 2006 inclusive.
None of the current Directors of the Company were directors of the Company at the time that the above share transactions took place in 1997.
(ii) Kingstream
On 2 July 2002, Kingstream Steel Limited (Subject to Deed of Company Arrangement) (“Kingstream”) commenced proceedings in the Supreme
Court of Western Australia against the Company and its 100% owned subsidiary, Zygot Ltd (“Zygot”). In early 2005, Kingstream obtained the
leave of the Court to substitute the trustees of Kingstream Steel’s Creditors Trust as plaintiffs in these proceedings, namely Bryan Kevin Hughes
and Vincent Anthony Smith.
Kingstream’s claim against the Company and Zygot arises from the withdrawal by Zygot of three mining lease applications (“MLAs”). Kingstream
alleges that these applications were 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 is seeking rectifi cation of the supplementary Deed to include the MLAs on the basis that this was the common intention of the
parties. The Company denies that such was the common intention and further denies that rectifi cation is available. Kingstream is also seeking
damages from the Company and Zygot for breach of contract and breach of duty of care. In early 2006, Kingstream provided its quantifi cation
of the damages that it claims. Such quantifi cation is based on two reports by Snowden Mining Industry Consultants Pty Ltd.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 28 - Contingencies cont
Kingstream’s particulars of alleged loss include a claim for the value of the MLAs at the time of withdrawal ($500,000), alternatively the value
of the lost opportunity of acquiring the MLAs ($13,070,000), and alternatively the diminution in value of the other tenements acquired by
Kingstream under the Option Deed ($14,200,000).
The proceedings are still at the interlocutory stage and have been, and will continue to be, defended.
None of the current Directors of the Company were directors at the time the relevant activities took place.
Note 29 - Commitments for Expenditure
Exploration
In order to maintain rights of tenure to mining tenements, the consolidated entity
is required to outlay for tenement rentals and minimum exploration expenditure
requirements of the Western Australian Department of Industry and Resources.
This requirement will continue for future years with the amount dependent upon
tenement holdings
Finance Lease Commitments
Analysis of fi nance lease (hire purchase) commitments:
- Payable not later than one year (refer Note 21)
- Payable later than one year, not later than fi ve years (refer Note 23)
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.
Analysis of non-cancellable operating lease commitments
Payable not later than one year
Payable later than one year, not later than fi ve years
Consolidated
Parent entity
2006
$’000
2005
$’000
2006
$’000
2005
$’000
9,111
13,746
9,111
13,746
346
298
644
358
1,475
1,833
76
-
76
154
-
154
346
298
644
358
1,475
1,833
75
76
-
76
154
-
154
The non-cancellable operating lease commitments are the net rental payments associated with rental properties
Note 30 - Related party transactions
a) Directors and specifi ed executives
Disclosures relating to Directors and specifi ed executives are set out in Note 39.
(b) Transactions with entities in the wholly-owned group
St Barbara Limited is the parent entity in the wholly-owned group comprising the Company and its wholly-owned subsidiaries.
During the year the Company advanced an additional sum of $181,000 (2005: $nil) to entities in the wholly owned group. Total receivables
from subsidiaries amounted to $776,000 (2005: $595,000). 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.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 30 - Related party transactions cont
(c) Transactions with non-wholly owned entities in the consolidated entity
The Company provided funding to NuStar, a controlled entity but not wholly
Company
2006
$’000
2005
$’000
owned, for part of the 2005 year as follows:
Balance at beginning of fi nancial year
Net funding advanced for exploration and all other activities on normal
commercial terms
Administration service fee
Repayment
-
-
-
-
-
(216)
(119)
120
215
-
The loan was repaid in full during the 2005 year. NuStar is no longer a controlled entity, and no further loans will be provided.
(d) Amounts receivable from and payable to entities in the
wholly-owned group and controlled entities
Aggregate amounts receivable at balance date from:
76
Non-current:
Entities in the wholly-owned group
Less provision for doubtful receivables
Aggregate amounts payable at balance date to:
Current:
Controlled entities
Non-current:
Company
2006
$’000
2005
$’000
1,896
2,225
(1,120)
(1,630)
776
595
-
-
Entities in the wholly-owned group
11,401
11,401
(e) Guarantees
Subsidiary companies have guaranteed the parent entity’s obligations under the Environmental Bond Facility provided by Commonwealth
Bank of Australia.
(f) Terms and conditions
Outstanding balances are unsecured, interest free and are repayable in cash.
(g) Amounts receivable from Director related entities
At 30 June 2006, there were no amounts receivable from Director related entities.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 30 - Related party transactions cont
(h) 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 Directors of entities in the consolidated
entities and their Director related entities were:
Director
K A Dundo
H G Tuten
Consolidated and
Parent Entity
2006
$
-
2005
$
2,030
698,380
262,323
Notes
1
2
1 K A Dundo was a non-executive Director of the Company up to the date of his resignation on 18 July 2004. K A Dundo is also a partner of
the legal fi rm, Q Legal. For the month of July 2004, Q Legal invoiced the Company for legal services provided at normal commercial rates,
amounting to $2,030 plus GST and disbursements.
2 Payments to Resource Capital Fund III LP in respect of fi nance facilities received, comprising a $7M Convertible Note and a $21M bank
guarantee facility to secure Environmental performance bonds for the acquisition of the gold division of Sons of Gwalia Limited. H G Tuten
is a Partner of RCF Management LLC the management company of Resource Capital Fund III LP.
Note 31 - Controlled entities
The consolidated entity consists of the Company and its wholly-owned controlled entities as follows.
77
Equity holding
Cost of Company’s investment
June 2006
June 2005
June 2006
June 2005
Name of entity
Class of Shares
Australian Eagle Oil Co Pty Ltd
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 Pty Ltd
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
%
100
100
100
100
100
100
100
100
100
100
100
100
Each company in the consolidated entity was incorporated in Australia.
%
100
100
100
100
100
100
100
100
100
100
100
100
$’000
178
$’000
179
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
178
179
The Company ceased consolidating Nustar on 30 September 2004 when it reduced its equity position to 44.7%. This equity position was
progressively reduced through the fi nancial year ended 30 June 2005 to 6.4%. The remaining investment was disposed of in the current fi nancial
year. Refer to Note 40 for further details in respect of the gain on deconsolidation for the year ended 30 June 2005.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 32 - Interests in joint ventures
(a) Jointly controlled assets
St Barbara Limited joint venture interests as at 30 June 2006:
Joint venture
Current SBM equity number
Joint venturers
WESTERN AUSTRALIA
Leonora Region
Mount Newman - Victory
Sandy Soak
Melita
Weebo
McEast/Pipeline
Southern Cross Region
Cornishman Exploration
Cornishman Mining
Silver Phantom
South Rankin
Copperhead
78
Cheritons Find
Southern Cross
Kalgoorlie Region
New Mexico
NORTHERN TERRITORY
Alcoota
SOUTH AUSTRALIA
Coober Pedy
87%
91%
60%
20%
80%
51%
51%
70%
75%
51%
90%
Astro Diamond Mines N.L.
Hunter Resources Pty Ltd
Dalrymple Resources N.L.
Plutonic Operations Limited
Cheperon Gold Partnership
Troy Resources NL
Troy Resources NL
Bellriver Pty Ltd
Comet Resources Limited
Troy Resources NL
Audax Resources NL
earning 60%
Troy Resources NL, Aminta Pty Ltd
40%
Tasman Exploration Pty Ltd
farming out 100%
Tanami Exploration NL
12.60%
Newmont Exploration Pty Ltd, Sabatica Pty Ltd
As at 30 June 2006, there were no joint venture assets recorded in the balance sheet (2005: $nil).
Note 33 - Events occurring after the balance sheet date
On 25 July 2006, the Company announced Probable Reserves for Gwalia Deeps at Leonora of 3,100,000 tonnes at 9.0g/t of gold for
885,000 ounces.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 34 - Reconciliation of profi t/(loss) after income tax to
Notes
net cash infl ow from operating activities
Profi t/(loss) for the year
Depreciation and amortisation
Profi t on sale of assets
Consolidated
Parent entity
2006
$’000
6,019
9,540
2005
$’000
6,831
8,093
2006
$’000
6,200
9,540
2005
$’000
(6,223)
8,093
(22,796)
(5,809)
(22,796)
(5,293)
Tax impact of deferred tax balances relating to reserves
(1,428)
Share of net loss of associate
Provision for diminution in investments and assets
Gain on subsidiary becoming an associate
Provision for rehabilitation
Provision for doubtful debts
Unrealised gain on options revaluation
Unrealised loss on derivative fi nancial instruments
Write down of exploration tenements
Write off of assets
Share-based payments
Change in operating assets and liabilities:
Increase in receivables
(Increase)/decrease in inventories
(Increase) in other assets
Increase in trade creditors and payables
(Decrease)/increase in employee entitlements and
provisions
Increase in other liabilities
Net (outfl ow)/infl ow cash from operating activities
-
-
-
-
-
(59)
4,342
-
109
996
-
577
1,023
(13,920)
(34)
78
-
-
775
-
664
(1,428)
-
-
-
-
-
(59)
4,342
-
109
996
-
-
773
-
(34)
78
-
-
775
-
664
79
(665)
(3,100)
(665)
(4,450)
(1,689)
(3,283)
12,348
1,059
(1,689)
(850)
(3,283)
-
12,348
1,059
(881)
-
(11,108)
4,146
(11,108)
9,563
1,220
(6,454)
-
1,220
-
(467)
(6,273)
4,124
Note 35 - Non cash investing and fi nancing activities
Acquisition of vehicles and equipment through hire purchase or
fi nance leases
Conversion of debt to equity
Share swap buy-back
Sale of assets for part equity consideration and assumption of liabilities
644
6,667
-
28,700
-
5,600
13,623
644
6,667
-
-
28,700
-
5,600
13,623
-
1
2
3
Notes
1. Conversion of debt to equity
On 27 March 2006, Resource Capital Fund III LP, in accordance with terms approved by shareholders, converted a $7,000,000 convertible
note into 100,000,000 fully paid ordinary shares.
On 15 July 2004, Ocean Resources Capital Holdings plc converted a $4,400,000 convertible note into 55,000,000 fully paid ordinary shares.
On 1 December 2004, Resource Capital Fund II LP converted an unsecured advance of $1,200,000 into 21,554,172 fully paid ordinary shares.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 35 - Non cash investing and fi nancing activities cont
2. Share swap buy-back
In December 2004 to January 2005 the Company conducted a share swap buy-back whereby 170,291, 971 Company shares were bought back
in exchange for 212,864,971 NuStar shares. As a consequence, the excess of market value over book value of NuStar shares of $5,109,000
was applied to accumulated losses.
3. Sale of assets for part equity consideration
On 14 October 2005, the Company announced the sale of its South Laverton project to Saracen Mineral Holdings Limited (Saracen) including
non-cash consideration of shares in Saracen with an issue value of $3,500,000 and assumption of environmental performance bond liabilities
of $9,200,000.
On 28 October 2005, the Company announced the sale of its Meekatharra project to Mercator Gold plc (Mercator) including non-cash
consideration of shares in Mercator with an issue value of $13,000,000 and assumption of environmental performance bond liabilities of
$3,000,000.
Note 36 - Earnings per share
(a) Basic earnings per share
Profi t attributable to the ordinary equity holders of the Company
(b) Diluted earnings per share
80
Profi t attributable to the ordinary equity holders of the Company
(c) Reconciliations of earnings used in calculating earnings per share
Basic and diluted earnings per share
Profi t for the year
(d) Weighted average number of shares used as the denominator
Weighted average number of ordinary shares used as the denominator in
Consolidated
2006
Cents
0.95
0.92
Consolidated
2006
$’000
2005
Cents
1.06
1.06
2005
$’000
6,019
6,831
Consolidated
2006
Number
2005
Number
calculating basic earnings per share
633,472,702
644,018,641
Weighted average number of ordinary shares and potential ordinary shares
used as the denominator in calculating diluted earnings per share
652,061,008
644,018,641
(e) Information concerning the classifi cation of securities
(i) Options
Executive Options and Options granted to employees under the St Barbara Limited Employee Option Plan are considered to be potential
ordinary shares and have been included in the determination of diluted earnings per share to the extent to which they are dilutive. The options
have not been included in the determination of basic earnings per share. Details relating to the options are set out in Note 37.
Note 37 - Share based payments
(a) Employee Option Plan
The establishment of the St Barbara Limited Employee Option Plan was approved by shareholders at the 2001 annual general meeting. Options
are granted under the plan for no consideration. Options are granted for a three to fi ve year period, and ordinarily 50% of each new tranche
vests and is exercisable after each of the fi rst two anniversaries of the date of grant.
Options granted under the plan carry no dividend or voting rights.
When exercisable, each option is convertible into one ordinary share.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 37 - Share based payments cont
Set out below are summaries of options granted to employees under the St Barbara Limited Employee Option Plan and Executive Options
approved by shareholders:
Consolidated and parent entity - 2006
Grant Date
Expiry Date
Exercise Price
26-Apr-02
26-Apr-02
26-Apr-02
26-Apr-02
17-Jan-03
2-Dec-04
23-Dec-04
23-Dec-04
23-Dec-04
23-Dec-04
23-Dec-04
2-Aug-05
2-Aug-05
2-Aug-05
2-Aug-05
17-Jan-06
12-Sep-05
30-Sep-05
30-Sep-05
30-Sep-05
30-Sep-05
30-Sep-05
30-Sep-05
30-Sep-05
30-Sep-05
30-Sep-05
26-Apr-07
26-Apr-07
26-Apr-07
26-Apr-07
17-Jan-08
2-Dec-07
23-Dec-09
23-Dec-09
23-Dec-09
23-Dec-10
23-Dec-11
2-Aug-08
2-Aug-08
2-Aug-08
2-Aug-08
17-Jan-09
12-Sep-10
30-Sep-10
30-Sep-10
30-Sep-10
30-Sep-10
30-Sep-10
30-Sep-10
30-Sep-10
30-Sep-10
30-Sep-10
$0.3500
$0.3500
$0.3500
$0.3500
$0.3500
$0.0800
$0.0472
$0.0472
$0.1500
$0.1500
$0.1500
$0.1350
$0.1350
$0.1350
$0.1350
$0.4900
$0.2300
$0.3300
$0.3300
$0.3300
$0.3300
$0.3300
$0.3300
$0.3300
$0.3300
$0.3300
Balance at start
Granted during
Exercised
Expired during
Balance at end
Exercisable at
of the year
the year
during the year
the year
of the year
end of the year
Number
Number
Number
Number
75,000
750,000
100,000
75,000
75,000
1,000,000
5,000,000
5,000,000
5,000,000
5,000,000
5,000,000
25,000
25,000
25,000
1,000,000
25,000
25,000
25,000
1,000,000
1,000,000
1,000,000
500,000
500,000
500,000
500,000
500,000
500,000
500,000
250,000
500,000
Number
75,000
750,000
100,000
75,000
75,000
1,000,000
5,000,000
5,000,000
5,000,000
5,000,000
5,000,000
Number
75,000
750,000
100,000
75,000
75,000
1,000,000
5,000,000
5,000,000
5,000,000
5,000,000
5,000,000
1,000,000
1,000,000
1,000,000
1,000,000
500,000
500,000
500,000
500,000
500,000
500,000
500,000
250,000
500,000
500,000
500,000
500,000
500,000
500,000
500,000
500,000
250,000
500,000
81
Total
27,075,000
7,325,000
1,075,000
Weighted average exercise price
0.12
0.31
0.14
-
0.00
33,325,000
33,325,000
0.16
0.16
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 37 - Share based payments cont
Consolidated and parent entity - 2005
Grant Date
Expiry Date
Exercise Price
Balance at start
of the year
Number
Granted during
the year Number
Exercised
Expired during
Balance at end
Exercisable at
during the year
Number
the year
Number
of the year
end of the year
Number
Number
82
26-Apr-02
26-Apr-02
26-Apr-02
26-Apr-02
26-Apr-02
26-Apr-02
26-Apr-02
26-Apr-02
26-Apr-02
26-Apr-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
31-Aug-05
31-Aug-05
31-Aug-05
31-Aug-05
31-Oct-05
26-Apr-07
26-Apr-07
26-Apr-07
26-Apr-07
26-Apr-07
15-Jul-05
15-Jul-05
15-Jul-05
13-Aug-05
13-Aug-05
13-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-03
17-Jan-08
7-Jul-03
7-Jul-03
7-Jul-03
7-Jul-03
28-Nov-03
28-Nov-03
28-Nov-03
28-Nov-03
2-Dec-04
16-Dec-04
23-Dec-04
23-Dec-04
23-Dec-04
23-Dec-04
23-Dec-04
23-Dec-04
23-Dec-04
28-Jan-05
7-Jan-07
7-Jan-07
7-Jan-07
7-Jan-07
24-May-08
24-May-08
24-May-08
24-May-08
2-Dec-07
16-Dec-07
23-Dec-08
23-Dec-09
23-Dec-09
23-Dec-09
23-Dec-09
23-Dec-10
23-Dec-11
31-Dec-05
Total
Weighted average exercise price
$0.3500
$0.3500
$0.3500
$0.3500
$0.3500
$0.3500
$0.3500
$0.3500
$0.3500
$0.3500
$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
$0.1138
$0.2086
$0.2124
$0.2125
$0.1138
$0.2086
$0.2124
$0.2125
$0.0800
$0.0800
$0.1500
$0.0472
$0.0472
$0.0472
$0.1500
$0.1500
$0.1500
$0.1100
100,000
400,000
75,000
100,000
500,000
100,000
75,000
750,000
100,000
75,000
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
75,000
17,430,243
594,308
2,918,376
5,834,004
14,252,357
485,953
2,386,296
257,857
1,000,000
1,000,000
5,000,000
5,000,000
5,000,000
5,000,000
5,000,000
5,000,000
5,000,000
1,000,000
93,212,679
0.14
100,000
400,000
75,000
100,000
500,000
49,252
241,854
483,482
50,894
249,917
499,597
50,894
249,917
499,597
100,000
49,252
241,854
483,482
3,177,890
151,040
741,686
1,482,677
17,430,243
594,308
2,918,376
5,834,004
14,252,357
485,953
2,386,296
257,857
1,000,000
5,000,000
5,000,000
1,000,000
75,000
750,000
100,000
75,000
75,000
750,000
100,000
75,000
75,000
75,000
1,000,000
1,000,000
5,000,000
5,000,000
5,000,000
5,000,000
5,000,000
5,000,000
5,000,000
5,000,000
5,000,000
5,000,000
-
0.00
62,587,275
3,550,404
27,075,000
27,075,000
0.13
0.26
0.12
0.12
No options were forfeited during the periods covered by the above tables.
The weighted average remaining contractual life of share options outstanding at the end of the period was 3.9 years (2005 – 4.9 years).
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 37 - Share based payments cont
Fair value of options granted
The assessed fair value at grant date of options granted during the year ended 30 June 2006 was calculated for each issue of options. The fair
value at grant date is independently determined using a Black Scholes option pricing model that takes into account the exercise price, the term
of the option, the impact of dilution, the share price at grant date and expected price volatility of the underlying share, the expected dividend
yield and the risk free interest rate for the term of the option.
The model inputs for options granted during the year ended 30 June 2006 included:
(a) Options are granted for no consideration, in certain cases, options vested on the grant date, but generally 50% of each tranche vests after
each of the fi rst two anniversaries of the date of grant.
(b) Exercise price: ordinarily the closing market price on the grant date.
(c) Grant date: varied with each issue.
(d) Expiry date: normally 5 years from grant date.
(e) Share price at grant date: varied with each issue and ranged from $0.14 per share to $0.49.
(f) Price volatility of the Company’s shares as at the grant date: varied with each issue, and ranged from 92.6% to 105.5%.
(g) Risk-free interest rate at grant date: based on bond rates for a similar term as for the options.
(b) Expenses arising from share based payment transactions
Total expenses arising from share based payment transactions recognised during the period as part of employee benefi t expense were as follows:
Consolidated
Parent entity
2006
$’000
2005
$’000
2006
$’000
2005
$’000
83
Options issued under employee option plan
996
664
996
664
Note 38 - Business combination
On 28 March 2005, the Company acquired the Gold Division of Sons of Gwalia Ltd (Administrators Appointed) for consideration consisting of a
cash payment of $2,285,000, the replacement of existing bank guaranteed environmental performance bonds totalling $30,000,000 and the
assumption of additional performance bonds of up to $5,700,000. The fair value of net identifi able assets acquired was $2,925,000. Direct
transaction costs of $640,000 were also incurred.
Details of the assets and liabilities arising from the acquisition are as follows:
Property, plant and equipment
Inventories
Prepayments
Mining properties
Provision for rehabilitation
Net identifi able assets acquired
$’000
19,762
4,730
285
13,068
(34,920)
2,925
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 39 - Key management personnel disclosures
(a) Directors
The following persons were Directors of St Barbara Limited during the fi nancial year:
Non-executive Chairman
S J C Wise
Managing Director & CEO
E Eshuys
Non-executive Directors
D W Bailey (appointed 17 January 2006)
R Knight
H G Tuten
M K Wheatley
Mr Wheatley resigned from the position of non-executive Director on 2 August 2006.
(b) Other key management personnel disclosures
The following persons also had authority and responsibility for planning, directing and controlling the activities of the Group, directly or
indirectly, during the fi nancial year:
Name
Position
Ross Kennedy
Chief Financial Offi cer/Company Secretary
84
Robert Klug
General Manager, Business Development (appointed 17 October 2005)
Martin Reed
General Manager, Development
Peter Thompson
General Manager, Exploration
George Viska
Acting Chief Operations Offi cer, General Manager, Commercial
(c) Key Management Personnel Compensation
Short term employee benefi ts
Post employment benefi ts
Retirement benefi ts
Share-based payments
Consolidated
Parent entity
2006
2005
2006
2005
1,899,132
1,356,128
1,899,132
1,356,128
212,115
48,830
212,115
48,830
-
245,616
-
245,616
611,298
1,008,839
611,298
1,008,839
2,722,545
2,659,413
2,722,545
2,659,413
The Company has taken advantage of the relief provided by ASIC Class Order 06/50 and has transferred the detailed remuneration disclosures
to the Directors’ Report. The relevant information can be found on pages 28 to 37.
(d) Equity Instrument Disclosures Relating to Key Management Personnel
(i) Options provided as remuneration and shares issued on exercise of such options
Details of options provided as remuneration and shares issued on the exercise of such options, together with terms and conditions of the
options, can be found in Section D of the remuneration report on pages 34 to 36.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 39 - Key management personnel disclosures cont
(ii) Option holdings
The numbers of options over ordinary shares in the Company held during the fi nancial year by each Director of St Barbara Limited and other
key management personnel of the Group, including their personally related parties, are set out below:
Balance
at the
start of
Granted
during the
year as
the year
compensation
35,000,000
1,000,000
-
-
-
1,000,000
Exercised
during the
year
10,000,000
-
-
1,000,000
-
-
-
-
-
1,000,000
1,000,000
1,000,000
35,000,000
1,000,000
1,000,000
-
-
-
Other
changes
during
the year
Vested and
Balance at
exercisable
the end
of the year
at the end
of the year
-
-
-
-
-
-
-
-
25,000,000
5,000,000
1,000,000
1,000,000
-
-
1,000,000
-
-
-
85
35,000,000
5,000,000
1,000,000
1,000,000
1,000,000
1,000,000
Balance at the
Conversion of
start of the
Exercise of
convertible
Balance at the
year
options
note
Bought
Sold
end of the year
2,800,000
1,250,000
-
10,000,000
-
-
-
-
177,887,642
774,588
100,000,000
-
-
-
-
-
1,000,000
-
1,000,000
-
1,000,000
881,709
-
-
6,150,000
100,000
2,505,095
-
-
3,681,709
5,100,000
100,000
2,505,095
-
-
95,000,000
183,662,230
300,000
700,000
20,000
-
-
-
-
-
-
20,000
1,000,000
-
500,000
500,000
Name
2006
Directors
E Eshuys
Other key management
personnel
R Kennedy
R Klug
P Thompson
G Viska
2005
Directors
E Eshuys
Other key management
personnel
R Kennedy
P Thompson
(iii) Share holdings
Name
Directors
Colin Wise
Eduard Eshuys
Doug Bailey
Richard Knight
Hank Tuten
Mark Wheatley
Other key management
personnel
Ross Kennedy
Peter Thompson
Martin Reed
George Viska
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 40 - Explanation of transition to Australian equivalents IFRSs
(1) Reconciliation of equity reported under previous Australian Generally Accepted Accounting Principles (AGAAP) to equity under
Australian equivalents to IFRSs (AIFRS).
(a) At the date of transition to AIFRS: 1 July 2004
Notes
Consolidated
Previous
Effect of transition
Parent Entity
Effect of
AGAAP
$’000
to AIFRS
AIFRS
Previous AGAAP
transition to AIFRS
$’000
$’000
$’000
$’000
Assets
Current assets
Cash and cash equivalents
Receivables
Inventories
Other fi nancial assets
Other - Prepayments
Sub total
Assets classifi ed as held for sale
Total current assets
Non-current assets
86
Restricted cash and cash equivalents
Receivables
Property, plant and equipment
Mining properties
Mining properties
- Exploration
Mining properties
- Development
Other fi nancial assets
Total non-current assets
Total Assets
Liabilities
Current liabilities
Payables
Interest bearing liabilities
Provisions
Total current liabilities
Non-current liabilities
Payables
Interest bearing liabilities
Provisions
Total non-current liabilities
Total Liabilities
Net Assets
Equity
Contributed equity
Reserves
Accumulated losses
Parent entity interest
Minority interest
Total Equity
4(c)
(c)
(a),(g)
(g)
(g)
(d)
(d)
12,849
1,512
777
188
630
15,956
58
16,014
3,108
-
4,947
42,401
-
-
-
50,456
66,470
6,691
9,832
751
17,274
-
75
4,269
4,344
21,618
44,852
-
630
-
-
(630)
-
-
-
-
-
-
(42,401)
12,849
2,142
777
188
0
15,956
58
16,014
3,108
-
4,947
-
25,110
25,110
3,099
-
(14,192)
(14,192)
751
-
(751)
-
-
-
-
-
-
(14,192)
3,099
-
36,264
52,278
7,442
9,832
-
17,274
-
75
4,269
4,344
21,618
30,660
1
374
777
21,888
599
23,639
58
23,697
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
13,383
139,400
2,443
-
-
139,400
2,443
139,400
2,443
(h)
(115,835)
(14,192)
(130,027)
(128,460)
26,008
18,844
44,852
(14,192)
-
(14,192)
11,816
18,844
30,660
13,383
-
13,383
AIFRS
$’000
1
973
777
21,709
-
23,460
58
23,518
2,765
1,140
3,821
-
-
599
-
(179)
(599)
(179)
-
(179)
-
-
-
(13,538)
13,538
13,538
-
179
179
179
751
-
(751)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
179
21,443
44,961
6,818
8,932
-
15,750
11,484
75
4,269
15,828
31,578
13,383
139,400
2,443
(128,460)
13,383
13,383
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 40 - Explanation of transition to Australian equivalents IFRSs cont
(b) At the end of the last reporting period under previous AGAAP: 30 June 2005
Notes
Consolidated 30-Jun-05
Parent Entity 30-Jun-05
Effect of
Effect of
Previous
transition to
Previous
transition to
AGAAP
$’000
AIFRS
$’000
AIFRS
$’000
AGAAP
$’000
AIFRS
$’000
AIFRS
$’000
Assets
Current assets
Cash and cash equivalents
Receivables
Inventories
Other fi nancial assets
Other – Prepayments
Sub total
Assets classifi ed as held for sale
Total current assets
Non-current assets
Restricted cash and cash equivalents
Receivables
Property, plant and equipment
Mining properties
Mining properties – Exploration
Mining properties – Development
Other fi nancial assets
Total non-current assets
Total Assets
Liabilities
Current liabilities
Payables
Interest bearing liabilities
Provisions
Total current liabilities
Non-current liabilities
Payables
Interest bearing liabilities
Provisions
Total non-current liabilities
Total Liabilities
Net Assets
Equity
Contributed equity
Reserves
Accumulated losses
Total Equity
4(c)
(c)
(g)
(g)
(g)
(d)
(d)
16,273
4,767
4,448
-
1,864
27,352
21,072
48,424
11,801
-
8,996
14,848
-
-
-
35,645
84,069
16,225
1,541
119
17,885
-
7,000
39,111
46,111
63,996
20,073
(b)
(h)
135,053
2,443
(117,423)
20,073
-
16,273
16,273
-
16,273
1,864
-
-
(1,864)
-
-
-
-
-
-
(14,848)
9,067
5,781
-
-
-
119
-
(119)
-
-
-
-
-
-
-
-
6,631
4,448
-
-
27,352
21,072
48,424
11,801
-
8,996
-
9,067
5,781
-
35,645
84,069
16,344
1,541
-
17,885
-
7,000
39,111
46,111
63,996
20,073
4,767
4,448
179
1,864
27,531
21,072
48,603
11,801
595
8,137
14,848
-
-
-
35,381
83,984
16,225
1,541
119
17,885
11,402
7,000
39,111
57,513
75,398
8,586
135,053
135,053
1,864
-
(179)
(1,864)
(179)
-
(179)
-
-
-
(14,848)
9,067
5,781
179
179
-
119
-
(119)
-
-
-
-
-
-
-
-
664
3,107
2,443
664
87
6,631
4,448
-
-
27,352
21,072
48,424
11,801
595
8,137
-
9,067
5,781
179
35,560
83,984
16,344
1,541
0
17,885
11,402
7,000
39,111
57,513
75,398
8,586
135,053
3,107
(644)
(118,087)
(128,910)
(664)
(129,574)
-
20,073
8,586
-
8,586
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 40 - Explanation of transition to Australian equivalents IFRSs cont
(2) Reconciliation of loss under previous AGAAP to profi t under Australian equivalents to IFRSs (AIFRS)
(a) Reconciliation of profi t/(loss) for the year ended 30 June 2005:
Consolidated
Effect of
Previous
transition to
Note
AGAAP
$’000
AIFRS
$’000
AIFRS
$’000
Parent Entity
Effect of
Previous
transition
AGAAP
to AIFRS
$’000
$’000
AIFRS
$’000
Revenue
Other income
(f)
(a),(e),(f)
46,553
20,948
397
(1,055)
46,950
19,893
46,553
20,395
397
(14,938)
46,950
5,457
Changes in inventories of fi nished
goods
Raw materials and consumables used
Carrying values of net assets and non-
current assets sold
(687)
(6,640)
-
-
(687)
(6,640)
(687)
(6,640)
-
-
(687)
(6,640)
(e)
(14,578)
14,578
-
(14,541)
14,541
-
Contract mining, cartage, milling,
maintenance, labour and consultants
Employee benefi ts expenses
88
Exploration and tenement expenditure
Loss on subsidiary becoming an
associate
(b)
(a)
Share of net loss of associate
Provision for diminution in value of
investments
Write down of mining exploration
tenements
Depreciation and amortisation
Finance costs
Other expenses
(Loss)/profi t before income tax
Income tax expenses
(Loss)/profi t for the year
(20,558)
(7,256)
(6,107)
(272)
(577)
(773)
(775)
(8,093)
(524)
(7,358)
(6,697)
-
-
(20,558)
(20,558)
-
(20,558)
(664)
(7,920)
-
(6,107)
(7,256)
(6,107)
272
-
-
-
-
-
-
-
(577)
-
-
(773)
(773)
(775)
(8,093)
(524)
(7,358)
13,528
6,831
-
-
(775)
(8,093)
(524)
(6,553)
(5,559)
-
(664)
-
-
-
-
-
-
-
-
(664)
-
(7,920)
(6,107)
-
(773)
(775)
(8,093)
(524)
(6,553)
(6,223)
-
(6,697)
13,528
6,831
(5,559)
(664)
(6,223)
(3) Reconciliation of cash fl ow statement for the year ended 30 June 2005
The adoption of AIFRSs has not resulted in any material adjustments to the cash fl ow statement.
(4) Notes to the reconciliations
(a) Impairment
Under previous GAAP, the carrying amounts of non-current assets valued on a cost basis were reviewed at each reporting date to determine
whether they are in excess of their recoverable amount. When this assessment was made under previous GAAP, the recoverable amount was
estimated on an undiscounted basis. This basis did not indicate any impairment in respect of the assets of subsidiary Nustar.
On a discount cash fl ow basis, an impairment of $14,192,000 was calculated on transition in respect of Nustar’s assets. Nustar was deconsolidated
during the half year ended 31 December 2004, and therefore the provision for impairment reversed at that time.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 40 - Explanation of transition to Australian equivalents IFRSs cont
(i) At 1 July 2004
For the Group there has been an increase in accumulated losses of $14,192,000 and a corresponding decrease in mining properties. There
was no impact for the parent entity.
(ii) At 30 June 2005
At 30 June 2005 there is no impact, as the assets for which the impairment related were no longer consolidated. There was no impact on the
parent entity
(iii) For the year ended 30 June 2005
Further group loss on a subsidiary becoming an associate of $272,000 becomes a profi t of $13,920,000. The difference of $14,192,000 is as
a result of the impact from the previous fi nancial year’s cumulative impairment losses that would have been incurred under AIFRS policies.
There was no impact on the parent entity.
(b) Share based payments
Under AASB 2 Share based Payment from 1 July 2004 the Group is required to recognise an expense for those options that were issued to
employees under the St Barbara Limited Option Plan after 7 November 2002 but that had not vested by 1 January 2005. The effect of this is:
(i) At 1 July 2004
There is no effect on the Group or the parent entity.
(ii) At 30 June 2005
For the Group and parent entity there has been an increase in accumulated losses of $664,000 and a corresponding increase in reserves.
(iii) For the year ended 30 June 2005
For the Group and parent entity there has been an increase in employee benefi ts expense of $664,000.
(c) Prepayments
Under previous AGAAP, prepayments were classifi ed as other assets. The effect of this is:
(i) At 1 July 2004
For the Group, receivables have increased and other assets have decreased by $630,000. For the parent entity, receivables have increased
and other assets have decreased by $599,000.
(ii) At 30 June 2005
For the Group, receivables have increased and other assets have decreased by $1,864,000. For the parent entity, receivables have increased
89
and other assets have decreased by $1,864,000.
(iii) For the year ended 30 June 2005
There is no effect on the Group or parent entity.
(d) Provision for Employee Entitlements
Under previous AGAAP, the liability for annual leave entitlements was classifi ed as a provision. The effect of this is:
(i) At 1 July 2004
For the Group, other payables have increased and provisions have decreased by $751,000. For the parent entity, other payables have
increased and provisions have decreased by $751,000.
(ii) At 30 June 2005
For the Group, other payables have increased and provisions have decreased by $119,000. For the parent entity, other payables have
increased and provisions have decreased by $119,000.
(iii) For the year ended 30 June 2005
There is no effect on the Group or parent entity.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 40 - Explanation of transition to Australian equivalents IFRSs cont
(e) Net gain on disposal of Property Plant and Equipment
Under previous AGAAP, proceeds from the sale of non-current assets were included in revenue and the book value of the assets sold was
included in other expense. Under AIFRS, net gains on the value of assets are presented in other income and net losses in other expense.
The effect of this is:
(i) At 1 July 2004 and 30 June 2005
There is no effect on the Group or parent entity.
(ii) For the year ended 30 June 2005
For the Group, other income and other expenses have decreased by $14,578,000 and for the parent entity, other income and other expenses
have decreased by $14,541,000.
(f)
Interest
Under AGAAP, interest revenue was classifi ed as other income. Under AIFRS, interest revenue is included in Revenue.
For the year ended 30 June 2005, interest received amounted to $397,000.
(g) Mining properties
Under AGAAP, mining properties included both development and exploration assets. Under AIFRS these assets are separately classifi ed.
(h) Accumulated losses
The effect on accumulated losses of the changes set out above are as follows:
90
Impairment of mining properties
Loss on subsidiary becoming an associate
Share based payments
Total adjustment
Notes
(a)
(a)
(b)
Consolidated
Parent Entity
1 July
30 June
1 July
30 June
2004
$’000
2005
$’000
2004
$’000
2005
$’000
(14,192)
14,192
-
-
(14,192)
(14,192)
(664)
(664)
-
-
-
-
-
-
(664)
(664)
(5) Adjustments on transition to AASB 132 Financial Instruments: Disclosure and Presentation and AASB 139 Financial Instruments:
Recognition and Measurement: 1 July 2005
The consolidated entity has taken the exemption available under AASB 1 to apply AASB 132 Financial Instruments: Disclosure and Presentation
and AASB 139 Financial Instruments: Recognition and Measurement from 1 July 2005. The Group has applied previous AGAAP in the comparative
information on fi nancial instruments within the scope of AASB 132 and AASB 139.
The balance sheet below refl ects the adjustments as at 1 July 2005 as a result of applying AASB 132 and AASB 139.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 40 - Explanation of transition to Australian equivalents IFRSs cont
Consolidated
Parent Entity
30 June 05
Adjust
1 July 05
30 June 05
Adjust
1 July 05
Notes
$’000
$’000
$’000
$’000
$’000
$’000
Assets
Current assets
Cash and cash equivalents
Receivables
Inventories
Assets classifi ed as held for sale
(a)
Total current assets
Non current assets
Restricted cash and cash equivalents
Receivables
Available for sale fi nancial assets
(a)
Property, plant and equipment
Mining properties – Development
Mining properties – Exploration
Other fi nancial assets
Total non current assets
Total assets
Liabilities
Current liabilities
Payables
Interest bearing liabilities
Total current liabilities
Non current liabilities
Payables
Interest bearing liabilities
(b)
Provisions
Total non current liabilities
Total liabilities
Net assets
Equity
Contributed equity
Reserves
Accumulated losses
Total equity
16,273
6,631
4,448
27,352
21,072
48,424
11,801
-
-
8,996
5,781
9,067
-
35,645
84,069
16,344
1,541
17,885
-
7,000
39,111
46,111
63,996
20,073
16,273
6,631
4,448
27,352
18,539
45,891
16,273
6,631
4,448
21,072
48,424
11,801
11,801
-
-
-
-
(2,533)
(2,533)
-
-
3,420
-
-
-
-
-
3,420
8,996
5,781
9,067
-
3,420
887
39,065
84,956
-
-
-
-
(407)
-
(407)
(407)
1,294
16,344
1,541
17,885
-
6,593
39,111
45,704
63,589
21,367
595
-
8,137
5,781
9,067
179
35,560
83,984
16,344
1,541
17,885
11,402
7,000
39,111
57,513
75,398
8,586
91
-
-
-
(2,533)
(2,533)
-
-
3,420
-
-
-
-
3,420
887
-
-
-
-
(407)
-
(407)
(407)
1,294
16,273
6,631
4,448
18,539
45,891
11,801
595
3,420
8,137
5,781
9,067
179
38,980
84,871
16,344
1,541
17,885
11,402
6,593
39,111
57,106
74,991
9,880
(a), (b)
135,053
3,107
-
135,053
135,053
-
135,053
1,319
4,426
3,107
1,319
4,426
(b)
(118,087)
(25)
(118,112)
(129,574)
(25)
(129,599)
20,073
1,294
21,367
8,586
1,294
9,880
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
Note 40 - Explanation of transition to Australian equivalents IFRSs cont
(a) Available for sale fi nancial assets
The Group and Parent Entity have investments in traded equity securities. Under AASB 139 these assets are classifi ed as available for sale, and
measured at fair value. Changes in fair value are recognised in equity until the underlying asset is sold or impaired. The effect of AASB 139
on available for sale fi nancial assets is as follows:
(i) At 1 July 2005
There is an increase for the Group and parent entity in the investment fair value reserve of $887,000, and an increase in available for sale
fi nancial assets of $887,000. Assets classifi ed as held for sale of $2,553,000 are also reclassifi ed to available for sale fi nancial assets.
(b) Convertible debt
On 29 March 2005, the Company drew down $7,000,000 from a bridge loan facility provided by Resource Capital Funds III LP (“RCFIIII”). The
loan has a maturity of 31 December 2008 and may, at RCFIII’s election, subject to shareholder approval be converted into 100,000,000 shares
in the Company at 7c each. Shareholder approval was obtained on 16 November 2005.
In accordance with AASB 132, the issuer of a compound instrument is required to classify the debt and equity components separately. The fair
value of the liability portion of this convertible debt is determined using a market interest rate for an equivalent non convertible debt. This
amount is recorded as a liability on an amortised cost basis until extinguished on conversion or maturity of the debt. The remainder of the
proceeds is allocated to the conversion option. This is recognised and included in shareholders’ equity, net of income tax effects.
(i) At 1 July 2005
Interest bearing liabilities for the Group and parent entity are decreased by $407,000, with an increase in the Conversion option reserve of
$432,000. Accumulated losses will increase by $25,000.
92
Directors’ declaration
In the Directors’ opinion:
(a) the fi nancial statements and notes set out on pages 41 to 92 are in accordance with the Corporations Act 2001, including:
i) complying with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements and
ii) giving a true and fair view of the Company’s and consolidated entity’s fi nancial position as at 30 June 2006 and of its performance, as
represented by the results of their operations, changes in equity and their cash fl ows, for the fi nancial year ended on that date; 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 payable4; and
(c) the audited remuneration disclosures set out on pages 28 to 37 of the Directors’ report comply with Accounting Standards AASB 124 Related
Party Disclosures and the Corporations Regulations 2001; and
The Directors have been given the declarations by the chief executive offi cer and chief fi nancial offi cer required by section 295A of the
Corporations Act 2001.
This declaration is made in accordance with a resolution of the Directors.
Eduard Eshuys
Managing Director and CEO
Perth
8 September 2006
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2006
93
94
95
STATEMENT OF SHAREHOLDERS
as at 13 September 2006
Twenty Largest Shareholders
Shares Held
% of Total
130,275,792
100,000,000
83,662,230
82,273,559
79,265,766
35,419,979
15,401,714
14,384,000
9,784,379
8,000,000
7,076,369
5,600,000
5,500,000
4,968,276
4,600,000
4,591,864
3,300,000
3,123,597
2,639,294
2,457,000
15.87
12.18
10.19
10.02
9.66
4.31
1.88
1.75
1.19
0.97
0.86
0.68
0.67
0.61
0.56
0.56
0.40
0.38
0.32
0.30
Shares Held
% of Total
183,662,230
22.38
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
96
Westpac Custodian Nominees Limited
Resource Capital Fund III LP
Resource Capital Fund II LP
JP Morgan Nominees Australia Limited
ANZ Nominees Limited (Cash Income A/C)
National Nominees Limited
AMP Life Limited
Merrill Lynch (Australia) Nominees Pty Limited (Berndale A/C)
UBS Nominees Pty Ltd
Citicorp Nominees Pty Limited (CFS Future Leaders Fund A/C)
Queensland Investment Corporation
Northwest Accounting Pty Ltd
Gee Nominees Pty Ltd
UBS Wealth Management Australia Nominees Pty Ltd
Mr Eduard Eshuys
Citicorp Nominees Pty Limited
Colin Wise Consulting Pty Ltd
Cogent Nominees Pty Limited (SMP Accounts)
Miroma Investment Inc
Perpetual Trustee Company Limited
Substantial Shareholders
Resource Capital Funds II and III LP
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
Number of
Shareholders
587
1,599
1,386
2,124
387
6,083
Shares
399,093
5,183,619
11,510,559
74,501,972
728,795,324
820,390,567
The number of shareholders holding less than a marketable parcel was 592.
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 of the
Company, or in a related corporation, was as follows:
S J C Wise
E Eshuys
D W Bailey
R Knight
H G Tuten
Shares Held
3,681,709
5,100,000
100,000
2,505,095
183,662,230
STATEMENT OF SHAREHOLDERS
as at 13 September 2006
Share Price
The Company shares were listed on the Australian Stock Exchange throughout the 2005/06 year. The closing share price on 30 June 2006 and
on 13 September 2006 was 57 cents and 48 cents respectively.
On-Market Share Buy-Back
In August 2006 the Company announced a continuation of its on-market share buy-back program.
The maximum number of shares to be bought back is 56,653,335. Since the inception of the on-market buy back in August 2005, a total of
9,805,060 shares have been bought back for an outlay of $4,008,000 at an average cost of $0.41 per share.
Announcements
The Company makes both statutory announcements (activities or quarterly reports, fi nancial reports, Appendix 5B cash statements, changes
to Directors’ interest) and specifi c announcements under Continuous Disclosure provisions on a timely basis.
Investor Relations
This Annual Report has been produced with the objective of ensuring that shareholders and interested parties are informed about Company
strategy and performance to assist in deciding whether or not 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
97
information should contact the Company Secretary at:
1205 Hay Street
West Perth WA 6005
Telephone: +61 8 9476 5555
Facsimile: +61 8 9476 5500
E-mail:
perth@stbarbara.com.au
Web site: www.stbarbara.com.au
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
110 Stirling Hwy
Nedlands WA 6009
Telephone: +61 8 9389 8033
Facsimile: +61 8 9389 7871
98
98
INTENTIONALLY BLANK
INTENTIONALLY BLANK
99
99
CORPORATE DIRECTORY
Board of Directors
Colin Wise (Non Executive Chairman)
Eduard Eshuys (Managing Director and CEO)
Douglas Bailey (Non Executive Director)
Richard Knight (Non Executive Director)
Hank Tuten (Non Executive Director)
Company Secretary
Ross Kennedy
Registered Offi ce
1205 Hay Street
West Perth WA 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
Advanced Share Registry Services
100
110 Stirling Hwy
Nedlands WA 6009
Telephone: +61 8 9389 8033
Facsimile: +61 8 9389 7871
Auditors
PricewaterhouseCoopers
QV1 Building
250 St George’s Terrace
Perth WA 6000
Stock Exchange Listing
Shares in St Barbara Limited are quoted on the Australian Stock Exchange
Ticker symbol: SBM
Inspecting the underground pump station, Gwalia
www.stbarbara.com.au
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