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Half-year report for the six months ended 30 June 2012
Gold One International Limited
Registered in Western Australia under the Corporations Act, 2001 (Cth) with registration number ACN: 094 265 746
(Registered in South Africa as an external company with registration number 2009/000032/10)
ISIN: AU000000GDO5
Share Code on the ASX/JSE: GDO
OTCQX International: GLDZY
("Gold One" or the “company”)
Half-year report for the six months ended 30 June 2012
Corporate Directory
Registered Office Australian Corporate Office
Level 3
100 Mount Street
North Sydney NSW 2060
Telephone: + 61 2 9963 6400
Facsimile: + 61 2 9963 6499
South African Corporate Office
Constantia Office Park
Bridgeview House
Ground Floor
Corner 14th Avenue and Hendrik Potgieter Street
Weltevreden Park 1709
Telephone: +27 11 726 1047
Facsimile: +27 11 726 1087
Board of Directors Non-Executive Directors
Yalei Sun (Chairman)
Mark K Wheatley (Lead independent director)
Barry E Davison
Kenneth J Winters
Michael H Solomon
Allan H Liu
Robert T L Chan
Ming Liao
Chao Zhou
Executive Directors
Neal J Froneman (CEO)
Christopher D Chadwick (CFO)
Secretaries Brett M Snell (Australia)
Pierre B Kruger (South Africa)
Auditors PricewaterhouseCoopers
Darling Park Tower 2
201 Sussex Street
Sydney NSW 2000
Share Registries Australia
Boardroom Limited
Level 7, 207 Kent Street
Sydney NSW 2000
Share Registries South Africa
Computershare Investor Services Proprietary Limited
70 Marshall Street
Johannesburg 2001
Solicitors Australia
Ashurst LLP
2 The Esplanade
Perth WA 6000
South Africa
Edward Nathan Sonnenbergs Incorporated
1 North Wharf Square
Loop Street
Foreshore
Cape Town 8001
Bankers Australia
Commonwealth Bank of Australia
Institutional Banking
Level 22
Darling Park, Tower 1
201 Sussex Street
Sydney NSW 2000
South Africa
ABSA Bank Limited
Corporate Banking
15 Alice Lane
Sandton 2196
Stock Exchange Listings Primary Listing
ASX Limited ("ASX")
20 Bridge Street
Sydney NSW 2000
Ticker: GDO
Secondary Listing
JSE Limited ("JSE")
One Exchange Square
Gwen Lane
Sandton 2196
Ticker: GDO
American Depository Shares ("ADSs") OTCQX International
Ticker: GLDZY
Level 1 ADS Sponsor
The Bank of New York Mellon
Depository Receipts Division
101 Barclay Street
22nd Floor
New York 102386 USA
Website Addresses www.gold1.com.au
www.gold1.co.za
Other Key Management Personnel Other key management personnel of the group are those who
report directly to the executive directors of the company, being:
Wayne Robinson (Executive Vice President: South African
Operations)
Izak Marais (Senior Vice President: Modder East
Operations)
Sydney Caddy (Senior Vice President: Cooke Underground
Operations)
Dick Plaistowe (Senior Vice President: Randfontein Surface
Operations)
Richard Stewart (Senior Vice President: Business
Development)
Pierre Kruger (Group Company Secretary)
Michael Li (Senior Vice President: Asia)
Hartley Dikgale (Senior Vice President: Legal Counsel)
Half-year report for the six months ended 30 June 2012
Contents
The reports and statements set out below comprise the half-year report presented to the shareholders.
Page
Directors' Report 5-9
Auditor's Independence Declaration 10
Consolidated Statement of Comprehensive Income 11
Consolidated Statement of Financial Position 12
Consolidated Statement of Changes in Equity 13
Consolidated Statement of Cash Flows 14
Accounting Policies 15 - 16
Notes to the Half-Year Report 17 - 32
Directors' Declaration 33
Independent Auditor's Review Report to the Members 34 - 35
Gold One International Limited
Half-year report for the six months ended 30 June 2012
Directors' Report
The directors present their report on the consolidated entity consisting of Gold One International Limited
("Gold One") and the entities it controlled for the six months ended 30 June 2012.
1. Directors
The directors of the company during the six months and to the date of this report are as follows:
Name Nationality Date of appointment / Independence
resignation
Mark K Wheatley** Australian Independent
(Lead independent director)
Allan H Liu** Chinese Appointed 01 March 2012 Independent
Barry E Davison** South African Independent
Kenneth J Winters** Australian Independent
Michael H Solomon** South African Appointed 01 March 2012 Independent
Robert T L Chan** Chinese Appointed 01 March 2012 Independent
Yalei Sun (Chairman)** Chinese Appointed 01 March 2012 Not independent
Chao Zhou** Chinese Appointed 01 March 2012 Not independent
Ming Liao** Chinese Appointed 01 March 2012 Not independent
Neal J Froneman (CEO)* South African Not independent
Christopher D Chadwick (CFO)* South African Not independent
Kenneth V Dicks** South African Resigned 29 February 2012
Sandile Swana** South African Resigned 29 February 2012
William B Harris** American Resigned 29 February 2012
* Executive director
** Non-executive director
2. Review of Operations
Principal activity and nature of operations
Gold One is a dual listed (ASX/JSE: GDO) mid tier mining group with gold operations and gold and uranium
prospects across Southern Africa. Gold One remains focused on developing and mining low technical risk,
high margin precious metal resources in diversified jurisdictions. The company’s flagship Modder East gold
mine, commissioned in 2009, distinguishes itself from most other gold mines in South Africa owing to its
shallow nature (300 to 500 metres below surface) and continues to ramp up production, having produced
123 179 ounces in 2011.
At the beginning of 2012, the group expanded further with the acquisition of Rand Uranium Proprietary Limited
("Rand Uranium") consisting of the Cooke Underground Operations and the Randfontein Surface Operations
located in the West Rand, 30 kilometres from Johannesburg.
Gold One has changed the primary focus of the Cooke Underground Operations from uranium back to gold
mining. Gold One is currently introducing a uranium co-product strategy, which will enable Cooke to reduce the
cost of producing gold to bring it more in line with the industry leading Modder East gold mine. The Cooke
Underground Operations are subject to a two year turnaround strategy which will see it sustainably reduce
costs and enhance efficiencies of A$ 60 million per annum. Approximately A$ 24 million of annualised
turnaround has been realised during the first half of the financial year and sustainable improvements are
expected for the balance of the year and through 2013.
Through Gold One's purchase of Rand Uranium, the group has also acquired one of the world's most
advanced uranium projects, which envisages recovering uranium, gold and sulphur from the Cooke Tailings
Dam and underground ores.
Directors' Report
2. Review of Operations (continued)
At the end of March 2012, Goliath Gold Mining Limited ("Goliath"), previously known as White Water
Resources Limited, acquired all of the Megamine assets of Gold One Africa Limited, a 100% held subsidiary of
Gold One. The acquisition was settled by the issue of shares in Goliath to Gold One Africa, which enabled
Gold One to crystallise A$ 53 million of value for the Megamine assets based on the market value of Goliath
shares at the time the transaction closed. The acquisition was determined to be a reverse acquisition under
accounting standards, details of which are included in note 15. Following a mandatory offer to Goliath
shareholders, Gold One, through its wholly owned subsidiary, Gold One Africa, now holds a 72% controlling
interest in Goliath.
At the end of July 2012 Gold One acquired 100% of First Uranium Limited and its wholly owned subsidiary,
Ezulwini Mining Company Proprietary Limited ("Ezulwini"). The acquisition of Ezulwini gives Gold One access
to gold and uranium plants with nameplate capacities of up to 200 000 tonnes per month and 100 000 tonnes
per month respectively. Ezulwini is located in close proximity to the company’s Cooke Underground Operations
and Randfontein Surface Operations and so provides immediate and substantial synergies to the Cooke
operations. The integration of Ezulwini as the "Cooke 4" shaft began on the close of the transaction. In
addition, access to the uranium production facility will allow for near term production of uranium from
underground ore mined at Cooke, allowing Gold One to bring forward the uranium co-product strategy.
3. Operating and Financial Review
Operating results for the six months
Modder East production for the six months ended 30 June 2012 has been adversely affected by illegal strike
action. The loss of production as a result of the illegal industrial action and the subsequent dismissal of a large
majority of Modder East's workforce was highly disruptive and impacted negatively on the operating results for
the period. A final interdict was issued by the South Gauteng High Court on 26 June 2012, interdicting violence
and intimidation at Modder East. The High Court also granted costs against the Professional Transport Allied
Workers Union ("PTAWU"), under whose auspices the violence occurred. A short term plan, which includes
the controlled engagement of contractors, has been developed to normalise production. With the controlled
phasing in of contract mining, the company expects production to return to pre-strike rates by the end of
September 2012.
Despite lower production of 57 621 ounces compared to the target of 68 000 ounces, Modder East still
achieved a healthy margin of US$ 841 (A$ 803) per ounce for the six months ended 30 June 2012.
Overall the group reported a loss of A$ 4.060 million for the six months ended 30 June 2012 compared to a
profit of A$ 10.644 million for the corresponding period last year.
Although revenue increased for the six months to A$ 189.175 million as a result of incorporating production
from the Cooke Underground and Randfontein Surface Operations, there was only a marginal increase in
gross profit. The operations were negatively impacted by the strike at Modder East and although the
turnaround initiatives at the Cooke Operations are well advanced they are not yet having a material positive
impact on gross profit. Revenue and gross profit included the non-cash positive effect of A$ 24.249 million as a
result of accounting for the 65 235 ounces of gold delivered into the gold forward sales contracts by the Cooke
Underground and Randfontein Surface Operations at spot prices in accordance with IAS 39. Refer to note 8 of
the half year report.
The group incurred negative cash flows from operations of A$ 15.167 million during the reporting period
compared to cash generated from operations of A$ 33.018 million for the comparative period. The negative
cash flows were impacted by the operating results and by working capital movements during the acquisition of
the Cooke Operations.
Directors' Report
3. Operating and Financial Review (continued)
The group’s cash balances reduced from A$ 222.616 million at 31 December 2011 to A$ 45.751 million at the
end of the period under review mainly as a result of cash utilised in the settlement of the Rand Uranium
acquisition offset by acquisition funding of a A$ 73.810 million shareholder loan and a draw down of A$ 48.555
million from Investec Bank Limited.
Headline (loss) / earnings for the period reflects the (loss) / earnings for the period adjusted for gains and / or
losses attributable to once off expenses as well as capital gains or losses. The disclosure of headline earnings
or loss per share is a JSE requirement.
Consolidated 2012 2011
Headline (loss) / earnings per share (cents) 0.00 0.01
Calculation based on:
Weighted average number of fully paid ordinary shares 1 415 715 886 807 449 533
Headline (loss) / earnings for the period (A$ '000) (3 695) 10 857
Reconciliation of basic (loss) / earnings and headline (loss) /
earnings for the period (A$ '000)
(Loss) / earnings for the period (4 060) 10 644
Impairment of assets 356 70
Loss on sale of assets 9 143
(3 695) 10 857
Share issues during the period
- Shares issued in respect of the Tulo acquisition (113 618 shares at ZAR 4.40);
- Exercise of unlisted options (2 899 at ZAR 1.35; 47 101 at ZAR 2.12; 29 000 at ZAR 1.77);
- Exercise of listed options (300 at A$ 0.50); and
- Shares issued to Goliath, formerly White Water Resources Limited shareholders (1 012 750 at ZAR 4.80).
4. Issued Share Capital
At 30 June 2012, Gold One had 1 416 394 761 (2011: 808 716 731) fully paid ordinary shares in issue. The
shares carry one vote per share and the right to dividends.
5. Dividends
No dividends were declared or paid to shareholders during the six months.
Directors' Report
6. Highlights and Events After the Reporting Period
First Uranium Limited Acquisition
Gold One completed the acquisition of First Uranium Limited, the holding company of Ezulwini Mining
Company Proprietary Limited ("Ezulwini") on 01 August 2012 for a purchase price of US$ 70 million
(A$ 66.807 million) financed as per note 11.
The Ezulwini mining operations and plant will form part of the Cooke Underground Operations and the
comprehensive turnaround initiatives that are being implemented there will be extended to Ezulwini as well. A
capital programme to recommission the Ezulwini uranium plant, which has been on care and maintenance, has
also been initiated. With access to Ezulwini’s gold and uranium processing facilities Gold One can unlock value
from the underground uranium resources across the Cooke complex.
The operating results as well as the assets and liabilities of this acquisition will be consolidated from
01 August 2012. The fair values of the assets and liabilities acquired and purchase price allocation have not
yet been determined.
Acquisition-related costs of A$ 0.639 million are included in general and administration expenses in profit or
loss and in operating cash flows in the statement of cash flows.
A loan of US$ 10 million (A$ 9.544 million) was granted to First Uranium during the period under review at the
South African prime overdraft interest rate. The loan was repaid in full subsequent to 30 June 2012.
West Rand Surface Tailing Scoping Study
Gold One also progressed the West Rand surface tailing scoping study, jointly initiated by Gold One and Gold
Fields Limited ("Gold Fields"). The study is investigating the feasibility of establishing a joint venture into which
both parties will contribute surface assets for retreatment to recover residual gold, uranium and sulphur. The
joint assets comprise in excess of 800 million tonnes of historical tailings and current arisings and represent
over 60% of the total tailings material in the West Rand and far West Rand region. During the period under
review, the scoping study was completed and is currently being reviewed by the project steering committee
established to represent both parties. A successful outcome of an enhanced value proposition may lead to a
decision by Gold One and Gold Fields to progress the study to a prefeasibility / feasibility study investigation. A
final decision is anticipated during the September 2012 quarter.
Pamodzi East Rand Operations
On 17 April 2012 Gold One announced that the company had entered into an acquisition agreement through its
wholly owned subsidiary New Kleinfontein Mining Company Limited ("NKMC") and with Goliath to acquire
control over the underground deposits of Grootvlei Mines Proprietary Limited, Consolidated Modderfontein
Mines 1979 Limited and Nigel Gold Mining Company Proprietary Limited ("the Pamodzi East Rand
Operations") for a total of ZAR 70 million (A$ 8.333 million). This strategic transaction gives Gold One and
Goliath access to explore one of the largest brownfield exploration properties in the world. Specifically, Gold
One will have access to exploring and delineating the contiguous down dip extension to Modder East and has
the potential to substantially increase Modder East's current mine life of 10 years. The area can be accessed
utilising Modder East's existing infrastructure, thereby minimising required project capital and remaining
disconnected from the flooded historical mine voids. The company intends confirming this down dip extension
through a surface exploration drilling programme. This acquisition will provide Gold One and Goliath with an
opportunity to replicate the successful development philosophy employed at the Modder East Operation.
During the September 2012 quarter the company will continue to address the outstanding conditions precedent
to the transaction. Completion of all conditions precedent is scheduled for 30 September 2012, and can be
extended by mutual agreement by the parties if required.
Consolidated Statement of Comprehensive Income
6 months 6 months
ended ended
30 June 30 June
2012 2011
Note A$ '000 A$ '000
Revenue from gold sales 8 189 175 75 065
Cost of sales 16 (150 627) (36 961)
Gross profit 38 548 38 104
Other income 469 128
General and administrative expenses (9 648) (8 059)
Fair value adjustments (2 058) 2 515
Share based payment expense (483) (1 664)
Exploration and pre-feasibility expenditure (5 516) (4 540)
Impairment of assets (356) (70)
Gain on foreign exchange transactions 204 -
Loss on sale of assets (9) (143)
Operating (loss) / profit before finance costs 21 151 26 271
Finance income 3 809 391
Finance costs (5 650) (2 479)
Profit before income tax 19 310 24 183
Income tax expense 5 (23 370) (13 539)
(Loss) / profit for the period (4 060) 10 644
Other comprehensive (loss) / income, net of tax:
Currency translation differences on foreign operations (7 529) (6 815)
Total comprehensive (loss) / income (11 589) 3 829
Total comprehensive (loss) / income for the six months attributable to:
Owners of the parent (10 987) 3 829
Non-controlling interest (602) -
(11 589) 3 829
(Loss) / profit for the six months attributable to :
Owners of the parent (3 458) 10 644
Non-controlling interest (602) -
(4 060) 10 644
Earnings per share:
Basic and diluted earnings per share 6 0.00 0.01
The above Consolidated Statement of Comprehensive Income should be read in conjunction with the accompanying notes.
Gold One International Limited
Half-year report for the six months ended 30 June 2012
Consolidated Statement of Financial Position
30 June 31 December
2012 2011
Notes A$ '000 A$ '000
Assets
Current assets
Cash and cash equivalents 7 45 751 222 616
Trade and other receivables 20 552 8 979
Inventories 16 12 135 7 109
Taxation receivable 329 236
78 767 238 940
Non-current assets
Receivables 71 18
Held-to-maturity investments 30 641 1 408
Property, plant and equipment 9 522 234 142 938
Investment property 455 -
Goodwill 15 10 817 -
Deferred tax asset - 3 931
564 218 148 295
Total assets 642 985 387 235
Liabilities
Current liabilities
Borrowings 11 4 870 -
Trade and other payables 30 945 22 897
Current tax payable 55 1
Accruals 10 580 11 406
Gold derivative liability 10 36 103 -
82 553 34 304
Non-current liabilities
Borrowings 11 117 967 -
Deferred tax liability 78 472 24 591
Provisions 27 373 2 835
223 812 27 426
Total liabilities 306 365 61 730
Net assets 336 620 325 505
Equity
Contributed equity 12 347 505 346 826
Reserves (39 234) (32 188)
Retained income 21 247 10 867
Capital and reserves attributable to owners of Gold One 329 518 325 505
Non-controlling interest 7 102 -
Total equity 336 620 325 505
The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes.
Gold One International Limited
Half-year report for the six months ended 30 June 2012
Consolidated Statement of Changes in Equity
Total
(Accumu- attributable
lated loss)/ to equity Non-
Contributed Retained holders of controlling Total
equity Reserves income the group interest equity
A$ '000 A$ '000 A$ '000 A$ '000 A$ '000 A$ '000
Balance at 01 January 2011 130 782 (2 301) (39 026) 89 455 - 89 455
Changes in equity
Total comprehensive income
for the six months - (6 815) 10 644 3 829 - 3 829
Transactions with owners
in their capacity as owners
Shares issued net of -
transaction cost 183 - 183 - 183
Employee share options 381 1 664 - 2 045 - 2 045
Total changes 564 (5 151) 10 644 6 057 - 6 057
Balance at 30 June 2011 131 346 (7 452) (28 382) 95 512 - 95 512
Balance at 01 January 2012 346 826 (32 188) 10 867 325 505 - 325 505
Changes in equity
Total comprehensive loss for
the six months - (7 529) (3 458) (10 987) (602) (11 589)
Transactions with owners
in their capacity as owners
Contributions of equity net of
transaction costs 660 - - 660 - 660
Transactions between
shareholders - - 13 838 13 838 7 704 21 542
Employee share options 19 483 - 502 - 502
Total changes 679 (7 046) 10 380 4 013 7 102 11 115
Balance at 30 June 2012 347 505 (39 234) 21 247 329 518 7 102 336 620
The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.
Gold One International Limited
Half-year report for the six months ended 30 June 2012
Consolidated Statement of Cash Flows
6 months 6 months
ended ended
30 June 30 June
2012 2011
Notes A$ '000 A$ '000
Cash flows from operating activities
Receipts from customers 165 395 71 557
Cash paid to suppliers and employees (incl GST / VAT) (180 562) (38 539)
Cash (used in) / generated by operations (15 167) 33 018
Finance income 3 809 391
Finance costs (5 535) (2 256)
Income tax paid (586) (267)
Net cash (outflow) / inflow from operating activities 14 (17 479) 30 886
Cash flows from investing activities
Purchase of property, plant and equipment (27 636) (17 661)
Proceeds from disposal of property, plant and equipment 13 -
Payment for acquisition of subsidiary, net of ca 15 (242 856) -
Net cash outflow from investing activities (270 479) (17 661)
Cash flows from financing activities
Proceeds from issue of shares net of transaction costs 12 617 564
Proceeds from borrowings 126 304 -
Repayment of borrowings (19 904) -
Net cash inflow from financing activities 107 017 564
Total cash movement for the six months (180 941) 13 789
Cash and cash equivalents at the beginning of the six months 222 616 4 501
Effect of exchange rate changes on cash and cash equivalents 4 076 (1 688)
Total cash and cash equivalents at the end of the six months 7 45 751 16 602
The above Consolidated Statement of Cash Flow should be read in conjunction with the accompanying notes.
Gold One International Limited
Half-year report for the six months ended 30 June 2012
Accounting Policies
1. Corporate Information
The financial report of Gold One for the half-year ended 30 June 2012 was authorised for issue in accordance
with a resolution of the directors on 30 August 2012. Gold One is a company incorporated in Australia and
limited by shares, which are publicly traded on the ASX and the JSE.
The nature of the operations and principal activities of the group are described in the Directors' Report.
2 Summary of Significant Accounting Policies
Basis of preparation
This general purpose interim financial report, for the half year reporting period ending 30 June 2012, has been
prepared in accordance with AASB 134 Interim Financial Reporting and the Corporations Act 2001.
The half-year financial report does not include all notes of the type normally included within the annual financial
report. Accordingly this report should be read in conjunction with the consolidated financial statements for the
year ended 31 December 2011, as it provides an update of previously reported information. It is also
recommended that the half-year financial report be considered together with any public announcements made
by Gold One and its controlled entities during the half-year ended 30 June 2012, in accordance with the
continuous disclosure obligations arising under the Corporations Act 2001.
For the purpose of preparing this report, the half-year has been treated as a discrete reporting period.
The accounting policies adopted are consistent with those of the previous financial year and corresponding
interim reporting period.
Principles of consolidation
Functional and presentation currency
Items included in the financial statements of each entity in the group are measured using the currency that best
reflects the economic substance of the underlying events and circumstances relevant to that entity ("the
functional currency"). The consolidated financial statements are presented in Australian Dollars ("A$"), which is
the group's presentation currency. The functional currency of the company and its subsidiaries is the South
African Rand ("ZAR").
Impact of standards issued, but not yet applied
AASB 9 Financial Instruments, AASB 2009-11 Amendments to Australian Accounting Standards arising from
AASB 9 and AASB 2010-7 Amendments to Australian Accounting Standards arising from AASB 9 (December
2010) (effective from 01 January 2013).
AASB 9 Financial Instruments addresses the classification, measurement and derecognition of financial assets
and financial liabilities. The standard is not applicable until 01 January 2013 but is available for early adoption.
When adopted, the standard may affect the group's accounting for its available-for-sale financial assets, since
AASB 9 only permits the recognition of fair value gains and losses in other comprehensive income if they relate
to equity investment that are not held for trading. There will be no impact on the group’s accounting for financial
liabilities, as the new requirements only affect the accounting for financial liabilities that are designated at fair
value through profit or loss and the group does not have any such liabilities.
In December 2011, the IASB delayed the application date of IFRS 9 to 01 January 2015. The AASB is
expected to make an equivalent amendment to AASB 9 shortly.
Gold One International Limited
Half-year report for the six months ended 30 June 2012
Accounting Policies
2 Summary of Significant Accounting Policies (continued)
AASB 10 Consolidated Financial Statements, AASB 11 Joint Arrangements, AASB 12 Disclosure of Interests
in Other Entities, revised AASB 127 Separate Financial Statements and AASB 128 Investments in Associates
and Joint Ventures and AASB 2011-7 Amendments to Australian Accounting Standards arising from the
Consolidation and Joint Arrangements Standards (effective 01 January 2013).
In August 2011, the AASB issued a suite of five new and amended standards which address the accounting for
joint arrangements, consolidated financial statements and associated disclosures. AASB 10 replaces all of the
guidance on control and consolidation in AASB 127 Consolidated and Separate Financial Statements, and
Interpretation 12 Consolidation – Special Purpose Entities. The core principle that a consolidated entity
presents a parent and its subsidiaries as if they are a single economic entity remains unchanged, as do the
mechanics of consolidation. However, the standard introduces a single definition of control that applies to all
entities. It focuses on the need to have both power and rights or exposure to variable returns. Power is the
current ability to direct the activities that significantly influence returns. Returns must vary and can be positive,
negative or both. Control exists when the investor can use its power to affect the amount of its returns. There is
also new guidance on participating and protective rights and on agent/principal relationships. While the group
does not expect the new standard to have a significant impact on its composition, it has yet to perform a
detailed analysis of the new guidance in the context of its various investees that may or may not be controlled
under the new rules.
AASB 11 introduces a principles based approach to accounting for joint arrangements. The focus is no longer
on the legal structure of joint arrangements, but rather on how rights and obligations are shared by the parties
to the joint arrangement. Based on the assessment of rights and obligations, a joint arrangement will be
classified as either a joint operation or a joint venture. Joint ventures are accounted for using the equity
method, and the choice to proportionately consolidate will no longer be permitted. Parties to a joint operation
will account their share of revenues, expenses, assets and liabilities in much the same way as under the
previous standard. AASB 11 also provides guidance for parties that participate in joint arrangements but do not
share joint control.
The group does not currently have an interest in joint ventures and therefore does not expect the change to
have any impact.
AASB 13 Fair Value Measurement and AASB 2011-8 Amendments to Australian Accounting Standards arising
from AASB 13 (effective 01 January 2013).
AASB 13 was released in September 2011. It explains how to measure fair value and aims to enhance fair
value disclosures. The group has yet to determine which, if any, of its current measurement techniques will
have to change as a result of the new guidance. It is therefore not possible to state the impact, if any, of the
new rules on any of the amounts recognised in the financial statements. However, application of the new
standard will impact the type of information disclosed in the notes to the financial statements. The group does
not intend to adopt the new standard before its operative date, which means that it would be first applied in the
annual reporting period ending 31 December 2013.
There are no other standards that are not yet effective and that are expected to have a material impact on the
entity in the current or future reporting periods and on foreseeable future transactions.
Gold One International Limited
Half-year report for the six months ended 30 June 2012
Notes to the Half-Year Report
3. Segment Information
Description of segments
Management has determined the operating segments based on the reports reviewed by the Executive
Committee that are used to make strategic decisions.
The committee considers the business from both a functional and a geographic perspective and has identified
five reportable segments: Corporate, which consists of corporate, administrative and business development
activities; Modder East, Cooke Underground and Randfontein Surface operations which represent the
segments responsible for the extraction of and processing of gold ore into fine gold; and Projects, which
consist of the exploration and feasibility studies of the group's mineral properties.
The reported measure of assets and liabilities excludes inter-company assets and liabilities. Corporate assets
consist mainly of cash and cash equivalents managed centrally for the other segments.
Segment information provided to the Executive Committee:
30 June 2012
Segment revenue Modder East Cooke Randfontein
Corporate Underground Underground Surface Projects Total
A$ '000 A$ '000 A$ '000 A$ '000 A$ '000 A$ '000
External customers - 89 083 72 416 27 676 - 189 175
Segment results Modder East Cooke Randfontein
Corporate Underground Underground Surface Projects Total
A$ '000 A$ '000 A$ '000 A$ '000 A$ '000 A$ '000
(Loss) / profit for the (8 339) 44 639 (16 225) 5 204 (5 969) 19 310
half-year
Income taxes - (15 617) 98 - (7 851) (23 370)
(8 339) 29 022 (16 127) 5 204 (13 820) (4 060)
Segment assets Modder East Cooke Randfontein
and liabilities Corporate Underground Underground Surface Projects Total
A$ '000 A$ '000 A$ '000 A$ '000 A$ '000 A$ '000
Segment assets 114 880 244 123 107 637 14 463 161 882 642 985
Segment liabilities (147 845) (97 397) (46 604) (9 558) (4 961) (306 365)
(32 965) 146 726 61 033 4 905 156 921 336 620
Gold One International Limited
Half-year report for the six months ended 30 June 2012
Notes to the Half-Year Report
3. Segment Information (continued)
30 June 2011
Segment revenue Modder East Cooke Randfontein
Corporate Underground Underground Surface Projects Total
A$ '000 A$ '000 A$ '000 A$ '000 A$ '000 A$ '000
External customers - 73 654 - - 1 411 75 065
Segment results Modder East Cooke Randfontein
Corporate Underground Underground Surface Projects Total
A$ '000 A$ '000 A$ '000 A$ '000 A$ '000 A$ '000
(Loss) / profit for the (9 215) 33 018 - - 380 24 183
half-year
Income taxes - (13 539) - - - (13 539)
(9 215) 19 479 - - 380 10 644
31 December 2011
Segment assets Modder East Cooke Randfontein
and liabilities Corporate Underground Underground Surface Projects Total
A$ '000 A$ '000 A$ '000 A$ '000 A$ '000 A$ '000
Segment assets 216 417 157 346 - - 13 472 387 235
Segment liabilities (16 292) (42 656) - - (2 782) (61 730)
200 125 114 690 - - 10 690 325 505
Gold One International Limited
Half-year report for the six months ended 30 June 2012
Notes to the Half-Year Report
4. Financial Risk Management
The group’s principal financial instruments comprise short-term deposits, borrowings and gold forward sales
contracts.
The primary purpose of the borrowings was to provide funding for the acquisition of Rand Uranium and
Ezulwini. Surplus funds are currently invested in short term deposits to be utilised by the operations and to fund
the growth of the group. The group has various other financial assets and liabilities such as trade receivables
and trade payables, which arise directly from its operations.
The group acquired various gold forward sales contracts as part of the acquisition of Rand Uranium during the
period. Aside from this, the group has not entered into any other derivative transactions.
The risks arising from the group's financial instruments are in liquidity, interest rate, foreign exchange and
commodity price. The board reviews and approves policies for managing the risk and it is summarised below.
Liquidity risk
Prudent liquidity risk management implies maintaining sufficient cash and marketable securities, the availability
of funding through an adequate amount of committed credit facilities and the ability to close out market
positions as they fall due.
The group manages liquidity risk by continuously monitoring forecast and actual production and cash flows and
matching the maturity profiles of financial assets and liabilities. Surplus funds are generally only invested in
instruments that are tradable in highly liquid markets.
Maturity of financial assets
At 30 June 2012 Less than 6 - 12
six months months Total
A$ '000 A$ '000 A$ '000
Restricted cash - 12 901 12 901
Short-term deposits 31 420 - 31 420
Cash at bank 1 430 - 1 430
Trade and other receivables 15 362 - 15 362
48 212 12 901 61 113
At 31 December 2011 Less than 6 - 12
six months months Total
A$ '000 A$ '000 A$ '000
Restricted cash - 1 054 1 054
Short-term deposits 213 727 - 213 727
Cash at bank 7 835 - 7 835
Trade and other receivables 6 952 - 6 952
228 514 1 054 229 568
Maturity of derivative financial liabilities
At 30 June 2012 Less than 6 - 12
six months months Total
A$ '000 A$ '000 A$ '000
Gold derivative liability 10 18 275 17 828 36 103
Gold One International Limited
Half-year report for the six months ended 30 June 2012
Notes to the Half-Year Report
4. Financial Risk Management (continued)
Maturity of financial liabilities
At 30 June 2012, the group had a secured, undrawn borrowing facility of ZAR 545 million (A$ 64.881 million),
and an unsecured overdraft facility of ZAR 39.800 million (A$ 4.738 million).
At 30 June 2012 Less than 6-12 Between 1
six months months and 2 years Total
A$ '000 A$ '000 A$ '000 A$ '000
Borrowings (4 366) (10 469) (119 849) (134 684)
Trade and other payables and accruals (41 525) - - (41 525)
(45 891) (10 469) (119 849) (176 209)
At 31 December 2011 Less than 6-12 Between 1
six months months and 2 years Total
A$ '000 A$ '000 A$ '000 A$ '000
Trade and other payables and accruals (34 303) - - (34 303)
(34 303) - - (34 303)
Interest rate risk
The group’s exposure to interest rate risk relates to its short-term deposits, held-to-maturity investments and its
secured borrowings.
The group constantly analyses and manages its interest rate exposure. Within this analysis consideration is
given to potential renewals of existing deposits, alternatives and the mix of fixed and variable interest rates.
Foreign exchange risk
The group operates internationally and is exposed to foreign exchange risk arising from various currency
exposures, primarily with respect to the US Dollar ("US$").
Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities
denominated in a currency that is not the entity’s functional currency. The risk is measured using sensitivity
analysis and cash flow forecasting.
The group generally manages its exposure to currency fluctuations by holding cash reserves in its functional
currency unless there is a requirement to provide funding for operations in currency jurisdictions outside of its
functional currency jurisdiction or to meet future committed obligations that are denominated in a currency
other than its functional currency for capital or operating expenditure, debt obligations, acquisitions or
dividends.
Net exposures for operating expenditure that are denominated in currencies other than the functional currency
for amounts greater than the equivalent of US$ 10 million, on a three month rolling forward basis, are hedged
to ensure there are no adverse functional currency losses.
Commodity price risk
The group is exposed to gold price risk in the course of its normal trading activities. The exposure is closely
monitored and where it is considered prudent may be managed with financial derivatives in accordance with
the approved policy framework. The use of financial derivatives is governed by the group's policies approved
by the board of directors, which provides written principles on this risk. The group does not trade in financial
instruments, including derivative financial instruments, for speculative purposes.
Gold One International Limited
Half-year report for the six months ended 30 June 2012
Notes to the Half-Year Report
30 June 30 June
2012 2011
A$ '000 A$ '000
5. Taxation
Major components of the tax expense
Republic of South Africa local - current
South African income tax - current period (456) (267)
Deferred income tax
Originating and reversing temporary differences (22 914) (13 272)
(23 370) (13 539)
6. Earnings Per Share
Earnings per share (A$):
Basic earnings per share 0.00 0.01
Diluted earnings per share 0.00 0.01
Headline earnings per share 0.00 0.01
Reconciliation's of earnings used in calculating earnings per share:
(Loss) / profit attributable to the ordinary equity holders of the
company used in calculating basic and diluted earnings per share (4 060) 10 644
Impairment of assets 356 70
Loss on disposal of assets 9 143
(Loss) / profit attributable to the ordinary equity holders of the
company used in calculating headline earnings per share (3 695) 10 857
Weighted average number of shares used as the denominator
Weighted average number of ordinary shares used as the
denominator in calculating earnings per share 1 415 715 886 807 449 833
For the periods ended 30 June 2012 and 2011, there were no differences in the weighted-average number of
ordinary shares used for basic, diluted and headline earnings per share as the effect of all potentially dilutive
ordinary shares outstanding was not significant at 30 June 2012 and at 30 June 2011 the effect was
anti-dilutive.
Gold One International Limited
Half-year report for the six months ended 30 June 2012
Notes to the Half-Year Report
30 June 31 December
2012 2011
A$ '000 A$ '000
7. Cash and Cash Equivalents
Restricted cash* 12 901 1 054
Short-term deposits 31 420 213 727
Cash at bank 1 430 7 835
45 751 222 616
*Restricted cash refers to deposits in lieu of guarantees provided, as detailed in note 13 and cash balances in
the New Kleinfontein Rehabilitation Trust.
8. Revenue from gold sales
Included in revenue from gold sales for the six months ended 30 June 2012 is A$ 24.249 million representing
the positive effect of accounting for the sale of 65 235 ounces of gold delivered into the gold forward sales
contracts by the Cooke Underground and Randfontein Surface Operations at the spot gold price as per IAS 39.
Had the transaction been accounted for at the contract price, the revenue would have been A$ 164.926 million
and gross profit would have been A$ 14.299 million.
9. Property, Plant and Equipment
30 June 31 December
2012 2011
Accumulated Carrying Accumulated Carrying
Cost depreciation value Cost depreciation value
A$ '000 A$ '000 A$ '000 A$ '000 A$ '000 A$ '000
Mine development,
development costs and 275 105 (73 446) 201 659 127 319 (19 317) 108 002
plant
Undeveloped properties 300 071 (8 005) 292 066 13 897 (895) 13 002
Other plant and equipment 53 874 (25 365) 28 509 40 230 (18 296) 21 934
Total 629 050 (106 816) 522 234 181 446 (38 508) 142 938
Gold One International Limited
Half-year Report for the six months ended 30 June 2012
Notes to the Half-Year Report
9. Property, Plant and Equipment (continued)
Reconciliation of property, plant and equipment - 30 June 2012
Net carrying Acquired
amount at through Foreign Net carrying
the business currency amount at
beginning of combin- translation the end of
the year Additions ations Disposals reserve Depreciation the year
A$ '000 A$ '000 A$ '000 A$ '000 A$ '000 A$ '000 A$ '000
Mine development, development costs and plant 108 002 20 99 88 191 - (1 502) (14 029) 201 659
Undeveloped properties 13 002 1 417 279 085 - (299) (1 139) 292 066
Other plant and equipment 21 934 4 462 6 756 (22) (86) (4 535) 28 509
142 938 26 876 374 032 (22) (1 887) (19 703) 522 234
Reconciliation of property, plant and equipment - 31 December 2011
Net carrying
amount at Foreign Net carrying
the currency amount at
beginning of translation the end of
the year Additions Disposals reserve Depreciation the year
A$ '000 A$ '000 A$ '000 A$ '000 A$ '000 A$ '000
Mine development, development costs and plant 115 057 24 284 - (18 521) (12 818) 108 002
Undeveloped properties 16 342 1 672 (30) (4 405) (577) 13 002
Other plant and equipment 28 774 9 008 (161) (7 483) (8 204) 21 934
160 173 34 964 (191) (30 409) (21 599)142 938
Gold One International Limited
Half-year report for the six months ended 30 June 2012
Notes to the Half-Year Report
30 June 31 December
2012 2011
A$ '000 A$ '000
10. Gold Derivative Liability
At acquisition 57 822 -
Fair value movement as a result of delivering into gold forward sales
contracts included in revenue (refer to note 8) (24 249) -
Fair value movement as a result of mark-to-market 1 914 -
Mark-to-market liability at period end 35 487 -
Effects of foreign currency translation 616 -
36 103 -
The gold derivative liability arose as a result of the mark-to-market value of the gold forward sales contracts
that Gold One acquired as part of the Rand Uranium acquisition. At the date of acquisition, Rand Uranium had
a commitment to deliver 156 924 ounces of gold through to June 2013. The mark-to-market value of the
liability was measured as A$ 57.822 million at the date of acquisition. During the period under review 65 235
ounces of gold were delivered into these contracts by the Cooke Underground and Randfontein Surface
Operations. At 30 June 2012, the remaining commitment was 91 869 ounces of gold at ZAR 10 054 (A$ 1 197)
per ounce to be delivered up to 28 June 2013 with a mark-to-market value of A$ 35.487 million.
11. Borrowings
Secured 48 555 -
Unsecured 74 282 -
122 837 -
Current liabilities 4 870 -
Non-current liabilities 117 967 -
122 837 -
Secured
Investec Bank Limited made available to the group facilities totaling ZAR 1 470 million (A$ 175 million) to
facilitate the acquisition of Rand Uranium and Ezulwini. Repayments occur quarterly, the first being 1 April
2013, in each year and shall end on 31 December 2013 and 30 September 2016 respectively. One third of the
loan repayable by 31 December 2013 can be settled by an issue of shares in Gold One. The interest on the
loans are paid quarterly and charged on average at 3-month JIBAR plus 3.89% until 50% of the loan has been
repaid after which interest is charged at 3-month JIBAR plus 3.25%.
The current portion reflects the principal repayments expected to be made on 1 April 2013.
Unsecured
Baiyin Precious Metals Limited (“Baiyin”) advanced an unsecured shareholder loan of US$ 75 million
(A$ 73.810 million) to Gold One to facilitate the acquisition of Rand Uranium and Ezulwini. The loan carries
interest at 10% payable each six months with the final principal repayment due on 26 March 2014.
Gold One International Limited
Half-year report for the six months ended 30 June 2012
Notes to the Half-Year Report
30 June 31 December
2012 2011
A$ '000 A$ '000
12. Contributed Equity
Issued
1 416 394 761 (31 December 2011: 1 415 189 093) Ordinary shares 347 505 346 826
Fully paid ordinary shares carry one vote per share and carry the right to dividends.
Movement in ordinary shares on issue Number of
A$ shares
Contributed equity at At 30 June 2011 131 346 150 808 716 731
Exercise of share options - 01 July 2011 33 011 131 499
Transaction costs (123) -
Issue shares - Tulo instalment - 07 July 2011 69 156 138 121
Transaction costs (124) -
Exercise of share options - 15 July 2011 1 800 3 600
Transaction costs (122) -
Exercise of share options - 29 July 2011 150 300
Transaction costs (122) -
Exercise of share options - 26 August 2011 866 1 731
Transaction costs (118) -
Issued shares - 30 August 2011 471 990
Transaction costs (119) -
Exercise of share options - 05 September 2011 4 560 10 120
Transaction costs (119) -
Exercise of share options - 09 September 2011 600 1 200
Transaction costs (118) -
Exercise of share options - 11 October 2011 3 045 6 090
Transaction costs (115) -
Issue shares - conversion by 1 bond holder (US$ 0.38) - 28 October 2011 114 948 314 026
Transaction costs (573) -
Exercise of share options - 24 November 2011 1 101 2 202
Transaction costs (109) -
Exercise of share options - 01 December 2011 11 698 392 50 741 761
Transaction costs (7 014) -
Exercise of share options - 05 December 2011 843 000 3 150 000
transaction costs (110) -
Exercise of share options - 06 December 2011 1 632 205 6 488 740
Transaction costs (3 490) -
Exercise of share options - 09 December 2011 86 000 350 000
Transaction costs (108) -
Issue shares - conversion by 457 bond holders - 12 December 2011 53 465 300 152 796 230
Transaction costs (17 512) -
Exercise of share options - 13 December 2011 750 1 500
Issue shares - conversion by 42 bond holders - 15 December 2011 6 025 870 17 334 252
Transaction costs (3 423) -
Issue of shares for cash 150 000 000 375 000 000
Transaction costs (8 468 214) -
Balance as at 31 December 2011 346 825 742 1 415 189 093
Gold One International Limited
Half-year report for the six months ended 30 June 2012
Notes to the Half-Year Report
12. Contributed Equity (continued)
Number of
A$ shares
Balance brought forward 346 825 742 1 415 189 093
Shares issued - Tulo instalment - 06 January 2012 62 450 113 618
Transaction costs (113) -
Options exercised - listed 10 April 2012 150 300
Options exercised - listed 11 May 2012 19 215 79 000
Shares issued - mandatory Goliath Gold offer - 20 April 2012 597 523 1 012 750
Transaction costs 124 -
347 505 091 1 416 394 761
The mandatory Goliath Gold offer refers to a mandatory offer of Gold One shares to the holders of Goliath
Gold at a rate of one Gold One share for every 1.2 Goliath shares under the terms of the acquisition.
30 June 31 December
2012 2011
A$ '000 A$ '000
13. Commitments
Guarantees, capital and operating lease commitments
Guarantees 13 393 1 037
Capital commitments - contracted 16 554 4 981
Capital commitments - not contracted 3 434 10
Operating lease commitments 1 564 1 728
34 945 7 756
Guarantees
Performance bank guarantees with Department of Mineral Resources 12 137 196
Performance guarantee - Eskom 769 783
Properties 487 58
13 393 1 037
Guarantees relate to performance bank and insurance guarantees with the Department of Mineral Resources
for the environmental rehabilitation of land, as well as performance guarantees with Eskom for energy.
Capital commitments
Capital commitments relate to capital expenditure both contracted and uncontracted at the end of the financial
reporting period. Capital commitments will be funded out of the group's own funds.
Gold One International Limited
Half-year report for the six months ended 30 June 2012
Notes to the Half-Year Report
13. Commitments (continued)
30 June 31 December
2012 2011
A$ '000 A$ '000
Operating leases
The future aggregate minimum lease payment under non-cancellable
operating leases are:
- Within one year 284 277
- In second to fifth year inclusive 443 568
- Later than five years 837 883
1 564 1 728
The operating lease commitments relate to the leases for the Cloverfield farm, Constantia Park, Parktown,
Hong Kong and Australian offices. Contingent rent is not payable.
30 June 30 June
2012 2011
A$ '000 A$ '000
14. Cash (Used In) / Generated By Operations
Loss / (profit) after tax (4 060) 10 644
Adjustments for:
Depreciation and amortisation 19 703 9 459
Loss on sale of assets 9 143
Net interest income 1 840 2 088
Fair value adjustments 2 058 (2 515)
Non-cash revenue (Note 8 and 10) (24 249) -
Impairment of assets 356 70
Deferred rental payment 19 5
Share based payment 483 1 664
Gain on foreign transactions (204) -
Changes in working capital:
Increase / (decrease) in inventories 1 033 (1 875)
Increase in trade and other receivables (3 259) (3 454)
(Decrease) / increase in trade and other payables (29 442) 3 193
(Decrease) / increase in tax receivable (193) -
Increase in deferred tax liabilities 18 427 11 464
(17 479) 30 886
Gold One International Limited
Half-year report for the six months ended 30 June 2012
Notes to the Half-Year Report
30 June 30 June
2012 2011
A$ '000 A$ '000
15. Business Combinations
Acquisition of a subsidiary - Rand Uranium
In January 2012 Newshelf 1114 Proprietary Limited, a 100% held subsidiary of Gold One, acquired 100% of
the issued share capital of Rand Uranium, a mining company. All conditions precedent to the acquisition of
Rand Uranium for a purchase price of US$ 250 million (A$ 240 million), were fulfilled and the acquisition was
declared unconditional on 06 January 2012. The purchase price was settled in cash on Completion date. The
acquisition has significantly increased the group's production capacity.
Rand Uranium has been consolidated into the Gold One group from 01 January 2012 and contributed a
revenue of A$ 100.092 million and net loss of A$ 10.923 million for the six months. The fair value assessments
and purchase price allocation have not been finalised. An adjustment was made to the Mineral resources and
Mineral reserves, together with the consequential tax effects, based on the provisional purchase price
allocation figures.
Details of the purchase consideration and the provisional fair values of the net assets acquired are as follows:
Fair value of assets acquired and liabilities assumed
Asset retirement obligation (23 262) -
Bank overdraft (10 712) -
Cash and cash equivalents 2 307 -
Deferred taxation on fair value adjustment (33 954) -
Borrowings (19 357) -
Gold derivative (57 822) -
Held-to-maturity investments 28 023 -
Inventories 6 180 -
Mineral reserve and related rights 178 252 -
Mineral resources and related rights 61 648 -
Property, plant and equipment 127 424 -
Taxation payable (150) -
Trade and other payables (24 206) -
Trade and other receivables 8 321 -
Cost of investment 242 692 -
Acquisition date fair value of consideration paid
Cash consideration paid (240 385) -
Cash and cash equivalents (2 307) -
Cost of investment (242 692) -
Acquisition-related costs of A$ 0.156 million (31 December 2011: A$ 3.800 million) are included in general and
administration expenses in profit or loss and in operating cash flows in the statement of cash flows.
Gold One International Limited
Half-year report for the six months ended 30 June 2012
Notes to the Half-Year Report
30 June 30 June
2012 2011
A$ '000 A$ '000
15. Business Combinations (continued)
Acquisition of a subsidiary - Goliath Gold Mining Limited
Goliath Gold Mining Limited ("Goliath"), previously known as White Water Resource Limited acquired all the
Megamine assets of Gold One Africa, a 100% held subsidiary of Gold One International. All conditions
precedent to the acquisition of Goliath were fulfilled and the transaction was declared unconditional on
28 March 2012. Goliath settled the purchase price by issuing shares to Gold One Africa Limited. In accordance
with AASB 3 Business combination, this transaction was determined to be a "reverse acquisition". In a reverse
acquisition the legal acquirer, Goliath becomes the accounting subsidiary and the legal acquiree, Megamine,
becomes the accounting acquirer. A net loss of A$ 2.151 million for the 3 months, from 01 April 2012 to
30 June 2012 has been included in the Gold One group accounts. If the acquisition had occurred on
01 January 2012, Goliath would have contributed a loss of A$ 2.873 million to the Gold One group.
The goodwill calculated is provisional because the fair value assessments and purchase price allocation have
not been finalised.
Goliath issued 104 891 947 shares to Gold One Africa, resulting in Gold One Africa owning 72% of Goliath's
issued share capital.
Fair value of assets acquired and liabilities assumed
Cash and cash equivalents 4 203 -
Deferred tax liability (1 856) -
Investment property 455 -
Mineral resources 6 628 -
Other financial liabilities (2 318) -
Other financial assets 4 456 -
Property, plant and equipment 2 -
Trade and other receivables 152 -
Trade and other payables (2 321) -
Total identifiable net assets 9 401 -
Goodwill 10 817 -
Cost of investment 20 218 -
Acquisition-related costs of A$ 0.330 million (31 December 2011: A$ 1.038 million) are included in the profit or
loss and in operating cash flows in the statement of cash flows.
16. Inventories
Included in cost of sales is an amount of A$ 5.840 million representing a write down to net realisable value of
bullion stock during the six months ended 30 June 2012 in respect of the Cooke Underground and Randfontein
Surface Operations. This arose as a result of the average cost of production at these operations exceeding the
average sales price achieved for bullion stock during the period, because most of the gold produced by the
Cooke Underground and Randfontein Surface Operations was delivered into the gold forward sales contracts
acquired as part of the Rand Uranium acquisition. At 30 June 2012 the group had A$ 3.694 million of bullion
stock on hand that was measured at net realisable value.
Gold One International Limited
Half-year report for the six months ended 30 June 2012
Notes to the Half-Year Report
17. Related Parties
`
Relationships
Directors Refer to Directors' Report - note 1
Ultimate Australian parent company Gold One International Limited
Subsidiaries Gold One Africa Limited
Twin Hills Operations Pty Limited
Australian Silicon Operations Pty Limited
Gold One Mozambique Lda
Etendeka Prospecting and Mining Company
Proprietary Limited
New Kleinfontein Company Limited
New Kleinfontein Goldmine Proprietary Limited
New Kleinfontein Gold Claims Proprietary
Limited
New Kleinfontein Rehabilitation Trust
Cooke Rehabilitation Trust
Gold One International Limited Share Incentive
Scheme
Gold One Asia Limited
Gold One Asia Management Limited
Far East Gold SPV Proprietary Limited
Newshelf 1186 Proprietary Limited
Newshelf 1201 Proprietary Limited
Consolidated Resources and Exploration Limited
Guild Hall No. 22 Proprietary Limited
IEN Investments Proprietary Limited
Brakfontein Diamante Proprietary Limited
Witnigel Investments Proprietary Limited
Newlands Minerals Proprietary Limited
Goliath Gold Mining Limited
Newshelf 1114 Proprietary Limited
Rand Uranium Proprietary Limited
Other Micawber 400 Proprietary Limited
Mvelapanda Holdings Proprietary Limited
Goliath Gold Mining Limited directors Keith Rayner
Jerry Vilakazi
Piet Nel
Gold One International Limited
Half-year report for the six months ended 30 June 2012
Notes to the Half-Year Report
17. Related Parties (continued)
Ultimate controlling interest
The ultimate controlling interest is held by BCX Gold Investment Holdings Limited ("BCX"), a company
incorporated in the British Virgin Islands) which at 30 June 2012 owned 89.17% (2011: 0%) of the issued
ordinary shares of Gold One. The ultimate holders of BCX are as follows:
Incorporated in
Baiyin Non-Ferrous Group Company Limited China
Baiyin Precious Metal Investment Limited British Virgin Islands
China-Africa Development Fund China
China-Africa Gold Investment Company Limited China
China Development Bank Corporation China
Long March Capital management Limited China
CITIC Kingview Capital Management Company Limited China
CX Elements Investments Limited British Virgin Islands
CX Gold Investment Holdings Limited British Virgin Islands
18. Events After The Reporting Period
First Uranium Limited Acquisition
Gold One completed the acquisition of First Uranium Limited, the holding company of Ezulwini Mining
Company Proprietary Limited ("Ezulwini") on 01 August 2012 for a purchase price of US$ 70 million
(A$ 66.807 million) financed as per note 11.
The Ezulwini mining operations and plant will form part of the Cooke Underground Operations and the
comprehensive turnaround initiatives that are being implemented there will be extended to Ezulwini as well. A
capital programme to recommission the Ezulwini uranium plant, which has been on care and maintenance, has
also been initiated. With access to Ezulwini’s gold and uranium processing facility Gold One can unlock value
from the underground uranium resources across the Cooke complex.
The operating results as well as the assets and liabilities of this acquisition will be consolidated from
01 August 2012. The fair values of the assets and liabilities acquired and purchase price allocation have not
yet been determined.
Acquisition-related costs of A$ 0.639 million are included in general and administration expenses in profit or
loss and in operating cash flows in the statement of cash flows.
A loan of US$ 10 million (A$ 9.544 million) was granted to First Uranium during the period under review at the
prime interest rate. The loan was repaid in full subsequent to 30 June 2012.
West Rand Surface Tailing Scoping Study
Gold One also progressed the West Rand surface tailing scoping study, jointly initiated by Gold One and Gold
Fields Limited ("Gold Fields"). The study is investigating the feasibility of establishing a joint venture into which
both parties will contribute surface assets for retreatment to recover residual gold, uranium and sulphur. The
joint assets comprise in excess of 800 million tonnes of historical tailings and current arisings and represent
over 60% of the total tailings material in the West Rand and far West Rand region. During the period under
review, the scoping study was completed and is currently being reviewed by the project steering committee
established to represent both parties. A successful outcome of an enhanced value proposition may lead to a
decision by Gold One and Gold Fields to progress the study to a prefeasibility / feasibility study investigation. A
final decision is anticipated during the September 2012 quarter.
Gold One International Limited
Half-year report for the six months ended 30 June 2012
Notes to the Half-Year Report
18. Events After The Reporting Period (continued)
Pamodzi East Rand Operations
On 17 April 2012 Gold One announced that the company had entered into an acquisition agreement through its
wholly owned subsidiary New Kleinfontein Mining Company Limited ("NKMC") and with Goliath to acquire
control over the underground deposits of Grootvlei Mines Proprietary Limited, Consolidated Modderfontein
Mines 1979 Limited and Nigel Gold Mining Company Proprietary Limited ("the Pamodzi East Rand
Operations") for a total of ZAR 70 million (A$ 8.333 million). This strategic transaction gives Gold One and
Goliath access to explore one of the largest brownfield exploration properties in the world. Specifically, Gold
One will have access to exploring and delineating the contiguous down dip extension to Modder East and has
the potential to substantially increase Modder East's current mine life of 10 years. The area can be accessed
utilising Modder East's existing infrastructure, thereby minimising required project capital and remaining
disconnected from the flooded historical mine voids. The company intends confirming this down dip extension
through a surface exploration drilling programme. This acquisition will provide Gold One and Goliath with an
opportunity to replicate the successful development philosophy employed at the Modder East Operation.
During the September 2012 quarter the company will continue to address the outstanding conditions precedent
to the transaction. Completion of all conditions precedent is scheduled for 30 September 2012, and can be
extended by mutual agreement by the parties if required.
Borrowings
On 24 July 2012, Gold One had drawn down an additional amount of ZAR 510.312 million (A$ 60.751 million)
from the Investec facility to settle the remaining balance of the Ezulwini purchase price.
Johannesburg
31 August 2012
Sponsor
Macquarie First South Capital (Pty) Limited
Date: 31/08/2012 07:05:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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