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Condensed consolidated interim financial statements for the six months ended 30 June 2013
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”)
Appendix 4D reporting under Listing Rule 4.2A.3 and condensed consolidated interim financial statements
for the six months ended 30 June 2013
The information contained in this report is to be read in conjunction with Gold One International Limited's 2012 annual report and
announcements to the market made during the six months ended 30 June 2013
Gold One International Limited
Condensed consolidated interim financial statements for the six months ended 30 June 2013
ASX APPENDIX 4D
1. RESULTS FOR ANNOUNCEMENT TO THE MARKET
Gold One International Limited and its subsidiaries ("Gold One" or "group") results for announcements to the market are
detailed below:
Restated
30 June 30 June
2013 2012 Change Change
A$ '000 A$ '000 A$ '000 %
Revenue and other income 187 125 189 644 (2 519) (1.33)
(Loss) / profit for the period (37 654) 91 376 (129 030) (141.21)
(Loss) / profit for the period attributable to owners of
the parent (37 089) 91 978 (129 067) (140.32)
(Loss) / profit before taxation (40 818) 114 746 (155 564) (135.57)
2. DIVIDENDS
No interim dividends or distributions will be paid in relation to the six months ended 30 June 2013 (2012: A$ nil).
3. EXPLANATION OF RESULTS
Please refer to the "Operating and Financial Review" for an explanation of the results.
This information should be read in conjunction with the annual report of the group for the year ended 31 December 2012.
This report should also be read in conjunction with any public announcements made by Gold One in accordance with the
continuous disclosure requirements arising under the Corporations Act 2001 and the Australian Stock Exchange ("ASX")
Listing Rules.
The information provided in this report contains all the information required by ASX Listing Rule 4.2A.3.
4. NET TANGIBLE ASSETS PER SECURITY
Restated
30 June 31 December
2013 2012
A$ A$
Net tangible assets per ordinary share 0.20 0.30
Diluted tangible assets per ordinary share 0.19 0.29
5. CHANGES IN CONTROLS
There were no businesses/entities acquired or disposed of by Gold One during the period.
6. ASSOCIATES AND JOINT VENTURES
Gold One had no interest in associates or joint ventures during the period.
1
Gold One International Limited
Condensed consolidated interim financial statements for the six months ended 30 June 2013
CONTENTS
The reports and statements set out below comprise the condensed consolidated interim financial statements presented to the
shareholders:
Directors' Report 3-6
Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income 7
Condensed Consolidated Statement of Financial Position 8
Condensed Consolidated Statement of Changes in Equity 9
Condensed Consolidated Statement of Cash Flows 10
Notes to the Condensed Consolidated Interim Financial Statements 11 - 27
Directors' Declaration 28
Independent Auditor's Report on Review of Condensed Consolidated Interim Financial Report 29 - 30
Lead Auditor's Independence Report 31
Corporate Directory 32 - 34
2
Gold One International Limited
Condensed consolidated interim financial statements for the six months ended 30 June 2013
DIRECTORS' REPORT
The directors present their report on the consolidated entity consisting of Gold One and its subsidiaries for the six months
ended 30 June 2013.
1. DIRECTORS
The directors of the group during the six months and to the date of this report are as follows:
NAME NATIONALITY INDEPENDENCE
NON EXECUTIVE DIRECTORS
Yalei Sun (Chairman) Chinese Not independent
Michael H Solomon South Africa Independent
Allan H Liu Chinese Independent
Robert T L Chan British Independent
Chao Zhou Chinese Not independent
EXECUTIVE DIRECTOR
Christopher D Chadwick (CFO and South African Not independent
acting CEO)
2. REVIEW OF OPERATIONS
PRINCIPAL ACTIVITY AND NATURE OF OPERATIONS
Gold One is a dual listed 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.
3. OPERATING AND FINANCIAL REVIEW
OPERATING RESULTS FOR THE SIX MONTHS
The six months under review were characterised by a sharp decline in the gold price during the period, which has placed
pressure on the gold industry as a whole. At New Kleinfontein Goldmine Proprietary Limited (“Modder East”), high
operating margins have ensured that the operation remains robust even in a lower gold price environment, although the
period has been impacted by slower than planned ramp up of operations post the labour unrest in 2012. Operational
profitability at Modder East is expected to improve further as the operation reaches steady state production later this year,
which will further reduce unit operating costs.
The Cooke Underground Operation is strongly focused on achieving its turnaround strategy and the realisation of uranium
co-production. Post the significant restructuring at the Cooke Underground Operation late last year, the operation is better
positioned for improved performance. Furthermore, to mitigate against the current depressed gold price environment,
additional production opportunities in higher grade areas and vamping operations have been identified at each of the
Cooke Underground Operation’s four shafts, and a focus on maintaining mining above the paylimit has remained in place
across the operation.
The Randfontein Surface Operation has continued to deliver a strong performance during the period under review. The
operation’s focus has remained on the Cooke Gold Plant Optimisation Project, which will see the Cooke Gold Plant
improve economies of scale by converting from mechanical reclamation to hydraulic reclamation and increasing
throughput capacity from 300 000 to 400 000 tonnes per month. The project will have a direct impact by reducing unit
operating costs by approximately 40%. The expansion and commissioning of the plant are scheduled for completion
during December 2013 and does require capital investment during the remainder of the year.
Gold One produced 130 061oz of gold during the six months compared to 125 856 oz in the comparative period. Despite
the increase in production, revenue was negatively impacted by the lower average gold price achieved in Australian
Dollars ("A$"). As a result, revenue decreased for the six months to A$ 186 million as compared to A$ 189 million in the
previous period. Gross profit over the period reduced from A$ 39 million to A$ 11 million. The group incurred negative
cash flows from operations of A$ 2 million during the six months.
The company remains focused on ensuring that all of its projects are prioritised according to those that maximise
company value and provide short term operational flexibility during the current volatile gold price environment.
Following the sharp decrease in the gold price, an impairment of assets of A$ 76 million was recorded during June 2013
relating to the Rand Uranium Proprietary Limited ("Rand Uranium") underground assets. The impairment results from a
lower than expected life of mine profit, due predominantly to the reduction in the United States Dollar ("US$") gold and
uranium prices assumptions, which have impacted the market as a whole. The life of mine plans will be adjusted at year-
end to reflect the latest gold price environment and assumptions. The directors will then review the recoverable amounts
of these assets and make any further adjustment to the impairment charge as necessary.
Headline earnings / (loss) for the period reflects the earnings / (loss) for the period adjusted for gains and / or losses
attributable to non-recurring expenses as well as capital gains or losses. The disclosure of headline earnings or loss per
share is a JSE Limited ("JSE") requirement.
Restated
30 June 30 June
2013 2012
CONSOLIDATED
Headline earnings / (loss) per share (A$) 0.02 (0.00)
Diluted headline earnings / (loss) per share (A$) 0.02 (0.00)
Calculation based on
Weighted average number of fully paid ordinary shares 1 417 754 459 1 415 715 886
Headline earnings / (loss) for the period (A$ '000) 30 442 (3 093)
RECONCILIATION OF BASIC (LOSS) / EARNINGS AND HEADLINE
EARNINGS / (LOSS) FOR THE PERIOD (A$ '000)
(Loss) / profit attributable to the owners of the company (37 089) 91 978
Impairment of assets 75 898 356
Loss on sale of assets 40 9
Gain on bargain purchase price - (95 436)
Deferred tax on items above (8 407) -
30 442 (3 093)
DILUTED HEADLINE EARNINGS / (LOSS) PER SHARE
The calculation of diluted headline earnings / (loss) per share at 30 June 2013 was based on the headline earnings of
A$ 30 million (2012: loss of A$ 3 million) and a diluted weighted average number of shares of ordinary shares outstanding
of 1 453 923 785 (2012: 1 463 422 847).
DILUTED WEIGHTED AVERAGE NUMBER OF ORDINARY SHARES
Weighted average number of ordinary shares (basic) 1 417 754 459 1 415 715 886
Employee share options in issue 36 169 326 47 706 961
DILUTED WEIGHTED AVERAGE NUMBER OF ORDINARY SHARES 1 453 923 785 1 463 422 847
The average market value of the group's shares for purposes of calculating the dilutive effect of share options was based
on quoted market prices for the period during which the options were outstanding.
4. GOING CONCERN
An uncertainty with regards to going concern arises from a breach of debt covenants with Investec Limited (“Investec”).
This debt facility was advanced to Gold One prior to the industrial action experienced during 2012. The Investec facility
was structured to coincide with the timing of Modder East meeting its steady state production in terms of its life of mine
plan. As a result of the industrial action and the dismissal of large portion of the work force, the achievement of the steady
state production targets was delayed. As a result of lower cash flows from operations, certain covenants in terms of the
facility were breached. Investec and Gold One continue to cooperate and are in discussions with regards to remedies to
the breach including a refinancing of the existing facilities. The Board expects these negotiations to be concluded
successfully.
Gold One’s major shareholder, BCX Gold Investment Holdings Limited (“BCX Gold”) has recently increased its stake in
the company to over 90%. BCX Gold has to date invested approximately A$ 700 million to acquire its stake in Gold One
and has further supported Gold One through unsecured shareholder loans. BCX Gold has issued a letter of support to
provide further shareholder funding to Gold One should Investec exercise their rights in terms of the breach in the debt
covenants.
The Board acknowledges that the group’s operating funding requirements and potential for Investec to demand immediate
repayment of its loans in full represents a significant refinancing requirement for the coming 12 months. However, the
Board is confident that the going concern basis remains appropriate based on the debt refinancing as well as continued
financial support from the major shareholder.
5. SUBSEQUENT EVENTS
On 18 July 2013, BCX Gold reaffirmed its commitment to the future of Gold One by increasing its holding in Gold One’s
issued share capital from 89.10% to 90.03%. In terms of Chapter 6A of the Corporations Act 2001 BCX has acquired the
right but not the obligation to compulsorily acquire any remaining Gold One shares.
During August 2013, a merger agreement with Sibanye Gold Limited (“Sibanye”) was announced whereby Gold One’s
interest in the West Rand assets (comprising Newshelf 1114 Proprietary Limited ("Newshelf 1114"), Rand Uranium and
Ezulwini) will be exchanged for a number of new Sibanye ordinary shares which represents 17% of Sibanye’s issued
share capital, on a fully diluted basis on closing of the transaction.
During August 2013 the Pamodzi East Rand acquisition agreement, announced by Gold One on 17 April 2012, was
progressed and two of the three prospecting applications pertaining to the acquisition were granted. Furthermore, the
acquisition of the selected surface assets has been made unconditional.
6. ADDITIONAL DISCLOSURES
Additional information can be found in the notes to the condensed consolidated interim financial statements. These
disclosures have been included to provide a true and fair view of the company's financial performance and position as
required by the Corporations Act 2001.
7. ASIC GUIDANCE
In December 2011 ASIC issued Regulatory Guide 230. To comply with this guide, Gold One is required to make a clear
statement about whether information disclosed in documents other than the financial report has been audited or reviewed
in accordance with Australian Auditing Standards.
In line with the previous years and in accordance with the Corporation Act 2001, the Directors' Report is unaudited.
Notwithstanding this, the Directors' Report (including the Operating and Financial Review) contains disclosure which is
extracted or derived from the condensed consolidated interim financial statements for the six months ended 30 June
2013. The condensed consolidated interim financial statements have been reviewed by the group's independent auditor.
8. AUDITORS
KPMG has been appointed to office in accordance with Section 327 of the Corporations Act 2001.
9. AUDITORS INDEPENDENCE DECLARATION
The Lead Auditor's Independence Declaration is set out on page 31 and forms part of the Directors' Report for the six
months ended 30 June 2013.
10. ROUNDING OFF
The company is of a kind referred to in ASIC Class Order 98/100 dated 10 July 1998 and in accordance with that class
order, amounts in the condensed consolidated interim financial statements and Directors' Report have been rounded off
to the nearest thousand dollars, unless otherwise stated.
Signed in accordance with a Resolution of the Directors:
Christopher D Chadwick (CFO and acting CEO)
Johannesburg, South Africa
30 August 2013
CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
for the six months ended 30 June 2013
Restated
Six months Six months
ended ended
30 June 30 June
2013 2012
Notes A$ '000 A$ '000
Revenue from gold sales 185 769 189 175
Cost of sales (174 970) (150 627)
GROSS PROFIT 10 799 38 548
Other income 1 356 469
General and administrative expenses (10 465) (9 936)
Exploration and pre-feasibility expenditure (3 519) (5 516)
Impairment of assets 6 (75 898) (356)
Fair value adjustments 7 47 063 (2 058)
Gain on bargain purchase price 14 - 95 436
OPERATING (LOSS) / PROFIT (30 664) 116 587
Finance income 887 3 809
Finance costs (11 041) (5 650)
(LOSS) / PROFIT BEFORE TAX (40 818) 114 746
Income tax benefit / (expense) 3 164 (23 370)
(LOSS) / PROFIT FOR THE PERIOD (37 654) 91 376
OTHER COMPREHENSIVE INCOME, NET OF TAX
Items that may be reclassified subsequently to profit or loss
Currency translation differences on foreign operations (29 504) (7 529)
Fair value adjustments of investments held in trust 843 -
OTHER COMPREHENSIVE INCOME FOR THE PERIOD (28 661) (7 529)
TOTAL COMPREHENSIVE INCOME FOR THE PERIOD (66 315) 83 847
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO
Owners of the parent (65 750) 84 449
Non-controlling interest (565) (602)
(66 315) 83 847
(LOSS) / PROFIT FOR THE PERIOD ATTRIBUTABLE TO
Owners of the parent (37 089) 91 978
Non-controlling interest (565) (602)
(37 654) 91 376
(LOSS) / EARNINGS PER SHARE
5
Basic (loss) / earnings per share (A$) (0.03) 0.06
Diluted (loss) / earnings per share (A$) (0.03) 0.06
The condensed notes on page 11-27 are an integral part of these condensed consolidated interim financial statements.
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
as at 30 June 2013
Restated
30 June 31 December
2013 2012
Notes A$ '000 A$ '000
ASSETS
CURRENT ASSETS
Cash and cash equivalents 7 729 37 008
Trade and other receivables 20 136 14 678
Inventories 20 397 15 805
Gold derivative asset 7 2 690 -
50 952 67 491
NON-CURRENT ASSETS
Held to maturity investments 2 414 2 127
Restricted cash 21 306 13 402
Investments held in trust 25 611 30 266
Property, plant and equipment 6 572 226 661 479
Investment property 795 893
Intangible assets 8 939 9 305
631 291 717 472
TOTAL ASSETS 682 243 784 963
LIABILITIES
CURRENT LIABILITIES
Trade and other payables 48 815 33 403
Taxation payable 734 1 489
Gold derivative liabilities 7 6 714 30 399
Accruals 14 123 13 518
Bank overdraft 4 977 -
Borrowings 8 69 908 60 195
145 271 139 004
NON-CURRENT LIABILITIES
Deferred tax liabilities 41 362 52 670
Gold derivative liabilities 7 9 387 46 435
Borrowings 8 157 123 158 017
Provisions 41 727 37 616
249 599 294 738
TOTAL LIABILITIES 394 870 433 742
NET ASSETS 287 373 351 221
EQUITY
Contributed equity 348 857 347 574
Reserves (79 515) (44 017)
Retained earnings 13 434 42 502
CAPITAL AND RESERVES ATTRIBUTABLE TO OWNERS OF GOLD ONE 282 776 346 059
Non-controlling interest 4 597 5 162
TOTAL EQUITY 287 373 351 221
The condensed notes on page 11-27 are an integral part of these condensed consolidated interim financial statements.
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the six months ended 30 June 2013
TOTAL
ATTRIBUTABLE NON-
CONTRIBUTED RETAINED TO EQUITY CONTROLLING TOTAL
EQUITY RESERVES EARNINGS HOLDERS INTEREST EQUITY
A$ '000 A$ '000 A$ '000 A$ '000 A$ '000 A$ '000
BALANCE AT 01 JANUARY 346 826 (32 188) 10 867 325 505 - 325 505
2012
Loss for the six months as
previously reported - - (3 458) (3 458) (602) (4 060)
BALANCE AS PREVIOUSLY
REPORTED 346 826 (32 188) 7 409 322 047 (602) 321 445
Prior period adjustment
(refer to note 14) - - 95 436 95 436 - 95 436
Other comprehensive income - (7 529) - (7 529) - (7 529)
TRANSACTIONS WITH
OWNERS IN THEIR CAPACITY
AS OWNERS
Transactions between
shareholders - - 13 838 13 838 7 704 21 542
Contributions of equity net of
transaction costs 660 - - 660 - 660
Employee share options 19 483 - 502 - 502
BALANCE AT 30 JUNE 2012 347 505 (39 234) 116 683 424 954 7 102 432 056
BALANCE AT 01 JANUARY
2013 AS PREVIOUSLY
REPORTED 347 574 (44 098) 57 399 360 875 5 162 366 037
Prior period adjustments
(refer to note 14) - 81 (14 897) (14 816) - (14 816)
RESTATED BALANCE AT 347 574 (44 017) 42 502 346 059 5 162 351 221
01 JANUARY 2013
Loss for the six months - - (37 089) (37 089) (565) (37 654)
Other comprehensive income - (28 661) - (28 661) - (28 661)
TRANSACTIONS WITH
OWNERS IN THEIR CAPACITY
AS OWNERS
Contributions of equity net of
transaction costs 1 283 - - 1 283 - 1 283
Employees share options - 955 - 955 - 955
Black economic transactions - 229 - 229 - 229
Employee share options lapsed
or forfeited - (8 021) 8 021 - - -
BALANCE AT 30 JUNE 2013 348 857 (79 515) 13 434 282 776 4 597 287 373
The condensed notes on page 11-27 are an integral part of these condensed consolidated interim financial statements.
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
for the six months ending 30 June 2013
Six months Six months
ended ended
30 June 30 June
2013 2012
Notes A$ '000 A$ '000
CASH FLOWS FROM OPERATING ACTIVITIES
Receipts from customers 183 097 165 395
Cash paid to suppliers and employees (163 926) (180 562)
Cash generated from operations 19 171 (15 167)
Finance income 887 3 809
Finance costs (15 688) (5 535)
Income tax paid (6 684) (586)
NET CASH OUTFLOW FROM OPERATING ACTIVITIES (2 314) (17 479)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property, plant and equipment (28 903) (27 636)
Proceeds from the sale of property, plant and equipment 136 13
Purchase of intangibles assets (18) -
Payment for acquisition of subsidiaries, net of cash acquired - (242 856)
Contributions to held to maturity investments (305) -
Investment in environmental trust (3 334) -
NET CASH OUTFLOW FROM INVESTING ACTIVITIES (32 424) (270 479)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from shares issued, net of transaction costs 1 283 617
Proceeds from transactions with black economic empowerment parties 1 066 -
Payments to black economic empowerment parties (597) -
Proceeds from borrowings 22 096 126 304
Repayment of borrowings (24 446) (19 904)
NET CASH (OUTFLOW) / INFLOW FROM FINANCING ACTIVITIES (598) 107 017
NET DECREASE IN CASH AND CASH EQUIVALENTS (35 336) (180 941)
Cash and cash equivalents at 31 December 37 008 222 616
Effect of exchange rate changes on cash and cash equivalents 1 080 4 076
CASH AND CASH EQUIVALENTS AT 30 JUNE 2 752 45 751
The condensed notes on page 11-27 are an integral part of these condensed consolidated interim financial statements.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
for the six months ended 30 June 2013
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The principal accounting policies adopted in the preparation of these condensed consolidated interim financial statements
are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated. The
condensed consolidated interim financial statements are for the consolidated entity consisting of Gold One and its
subsidiaries.
1.1 BASIS OF PREPARATION
The condensed consolidated interim financial statements prepared in accordance with Australian Accounting Standards
Board (“AASB”) 134 Interim Financial Reporting and the Corporations Act 2001.
Selected explanatory notes are included to explain events and transactions that are significant to an understanding of the
changes in financial position and performance of the group since the last annual report as at the year ended
31 December 2012. The condensed consolidated interim financial statements do not include all of the information
required for full annual report, and should be read in conjunction with the annual report of the group as at the year ended
31 December 2012 and any public announcement made in terms of the continuous disclosure requirements arising under
the Corporations Act 2011 and the ASX Listing Rules.
These condensed consolidated interim financial statements were approved by the Board of Directors on 30 August 2013.
The company is of a kind referred to in ASIC Class Order 98/100 dated 10 July 1998 and, in accordance with the class
order, amounts in the condensed consolidated interim financial statements have been rounded off to the nearest
thousand dollars, unless otherwise stated.
JUDGEMENTS AND ESTIMATES
In preparing these condensed consolidated interim financial statements, management makes judgements, estimates and
assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income
and expenses. Actual results may differ from these estimates.
The significant judgements made by management in applying the group's accounting policies and the key sources of
estimation uncertainty were the same as those that applied to the annual report for the year ended 31 December 2012.
1.2 SIGNIFICANT ACCOUNTING POLICIES
Except as described below, the accounting policies applied in these condensed consolidated interim financial statements
are the same as those applied in the group's annual report for the year ended 31 December 2012. The following changes
in accounting policies are also expected to be reflected in the group's annual report for the year ending
31 December 2013.
FUNCTIONAL CURRENCY
Each entity in the group uses the functional currency which best represents the economic substance of the underlying
events and circumstances relevant to that entity (“the functional currency”). The functional currency of the parent changed
with effect from 01 January 2013 to the US Dollar, which best represents the economic substance of underlying events
and circumstances applicable to Gold One parent. The change in circumstances arose as a result of the closing of the
Australian office. The majority of significant remaining transactions are determined with reference to the US Dollar. There
have been no other changes to functional currency within the group. The condensed consolidated interim financial
statements are presented in Australian Dollar.
2. GOING CONCERN
The group incurred a loss before tax of $ 41 million for the six months ended 30 June 2013. Losses were incurred as a
result of lower commodity prices and the deliveries into the unfavourable gold forward sale agreement which was acquired
as part of the acquisition of Rand Uranium. These factors and the impact of the illegal industrial action in 2012 caused the
group to breach certain of its debt covenants with Investec. Accordingly, Investec presently holds an unexercised right to
immediately demand payment of drawn amounts in full. The outstanding amount of the Investec facility at 30 June 2013
amounting to A$ 70 million was reclassified as short term. As a result, current liabilities exceed current assets by
A$ 94 million which results in a short term cash shortfall position.
On 1 July 2013, Gold One repaid an amount of A$ 17 million of capital and accrued interest reducing the amount
outstanding with Investec to A$ 53 million.
Gold One is in negotiations to refinance all of its present debt facilities. The Board expects these negotiations to be
concluded successfully.
Gold One’s major shareholder BCX Gold Investment Holdings ("BCX Gold"), has recently increased its stake in the
company to over 90%. BCX Gold has to date invested approximately A$ 700 million to acquire its stake in Gold One and
has further supported Gold One through unsecured shareholder loans. BCX Gold has provided a letter of support to
provide further shareholder funding to Gold One including should Investec exercise their rights in terms of the breach of
the debt covenants.
Furthermore, BCX Gold has provided additional shareholder funding of US$ 20 million since 30 June 2012. These
proceeds have been placed on deposit and form part of the present working capital position of the group. At 30 August,
the group held cash of approximately A$ 23 million.
The Board acknowledges that the group’s operating funding requirements and the potential for Investec to demand
immediate repayment of its loans in full, represents a significant refinancing requirement for the coming 12 months.
However, the Board is confident that the going concern basis remains appropriate for the following reasons:
Gold One is currently in negotiations with its debt financiers to refinance the existing debt facilities. These
negotiations are advanced and anticipated to be completed successfully; and
Gold One has financial support from its major shareholder should further funding requirements be required.
Accordingly, these condensed consolidated interim financial statements are prepared on the basis of accounting policies
applicable to a going concern.
3. CHANGES IN ACCOUNTING POLICY
The group has adopted the following new standards and amendments to standards, including any consequential
amendments to other standards, with a date of initial application of 01 January 2013.
There is no aggregate effect of the changes in accounting policy on the condensed consolidated interim financial
statements for the six months ended 30 June 2013.
AASB 10 CONSOLIDATED FINANCIAL STATEMENTS SUBSIDIARIES
As a result of AASB 10, the group has changed its accounting policy for determining whether it has control over and
consequently whether it consolidates its investees. AASB 10 introduces a new control model that is applicable to all
investees by focusing on whether the group has power over an investee, exposure or rights to variable returns from its
involvement with the investee and the ability to use its power to affect those returns. In particular, AASB 10 requires that
the group consolidates investees that it controls on the basis of de facto circumstances.
In accordance with the transitional provisions of AASB 10, the group reassessed the control conclusion for its investees at
01 January 2013. It was determined that no changes in control will be required for investments currently held.
AASB 13 FAIR VALUE MEASUREMENT
AASB 13 establishes a single framework for measuring fair value and marketing disclosure about fair vale measurements,
when such measurements are required or permitted by other AASBs. In particular, it unifies the definition of fair values as
the price at which an orderly transaction to sell an asset or to transfer a liability would take place between market
participants at the measurements in other AASBs, including AASB 7 Financial Instruments: Disclosures.
In accordance with the transitional provisions of AASB 13, the group has applied the new fair value measurement
guidance prospectively, and has not provided any comparative information for new disclosures. Notwithstanding the
above, the change had no significant impact on the measurements of the group's assets and liabilities.
AASB 101 PRESENTATION OF ITEMS OF OTHER COMPREHENSIVE INCOME
As a result of the amendments to AASB 101, the Group has modified the presentation of items of other comprehensive
income in its condensed consolidated statement of profit or loss and other comprehensive income, to present separately
items that would be reclassified to profit or loss in the future from those that would never be. Comparative information has
also been re-presented accordingly.
The adoption of the amendment to AASB 101 has no impact on the recognised assets, liabilities and comprehensive
income of the Group.
AASB 134 SEGMENT INFORMATION
The amendment to AASB 134 clarifies that the group need to disclose the measures of total assets and liabilities of a
particular reportable segment only if the amounts are regularly provided to the group's chief operating decision maker,
and there has been a material change from the amount disclosed in the last annual report for that reportable segment.
4. SEGMENT INFORMATION
DESCRIPTION OF SEGMENTS
Management has determined the operating segments based on the reports reviewed by the Executive Committee
(chief operating decision maker) and 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. There are no differences from the last annual report in the basis of segmentation for the
measurement of segment profit or loss. It is noted that Ezulwini was acquired on 01 August 2012 and that the six months
ended 30 June 2013 results include the impact thereof.
The reported measure of assets and liabilities excludes inter-segment assets and liabilities. Corporate assets consist
mainly of cash and cash equivalents managed centrally for the other segments.
Performance is measured based on segment profit before tax as included in the internal management reports that are
reviewed by the Executive Committee.
The group is primarily domiciled in South Africa. The revenue, profit and total non-current assets described in the table
below are located in South Africa.
SEGMENT INFORMATION PROVIDED TO THE EXECUTIVE COMMITTEE
Restated
30 June 30 June
2013 2012
A$ '000 A$ '000
SEGMENT REVENUE
Corporate - -
Modder East 73 811 89 083
Cook Underground 84 083 72 416
Randfontein Surface 27 875 27 676
Projects - -
CONSOLIDATED SEGMENT REVENUE 185 769 189 175
Restated
30 June 30 June
2013 2012
A$ '000 A$ '000
(LOSS) / PROFIT BEFORE TAX
Corporate (5 299) (8 339)
Modder East 31 526 44 639
Cooke Underground (69 205) (16 225)
Randfontein Surface 5 689 5 204
Projects (3 529) (5 969)
Gain on bargain purchase - 95 436
CONSOLIDATED (LOSS) / PROFIT BEFORE TAX (40 818) 114 746
Restated
30 June 31 December
2013 2012
A$ '000 A$ '000
ASSETS
Corporate 25 840 44 409
Modder East 136 229 108 691
Cooke Underground 393 498 444 796
Randfontein Surface 97 474 158 240
Projects 29 202 28 827
682 243 784 963
LIABILITIES
Corporate (189 916) (157 504)
Modder East (108 032) (115 568)
Cooke Underground (70 386) (113 612)
Randfontein Surface (24 040) (42 561)
Projects (2 496) (2 497)
CONSOLIDATED LIABILITIES (394 870) (431 742) Restated
30 June 30 June
2013 2012
5. (LOSS) / EARNINGS PER SHARE
(LOSS) / EARNINGS PER SHARE
Basic (loss) / earnings per share (A$) (0.03) 0.06
Diluted (loss) / earnings per share (A$) (0.03) 0.06
BASIC (LOSS) / EARNINGS PER SHARE
The calculation of basic (loss) / earnings per share at 30 June 2013 was based on the loss attributable to ordinary
shareholders of A$ 37 million (2012: profit of A$ 92 million) and a weighted average number of shares of ordinary shares
outstanding of 1 417 754 459 (2012: 1 415 715 886).
(Loss) / profit attributable to the owners of the company (A$ '000) (37 089) 91 978
WEIGHTED AVERAGE NUMBER OF ORDINARY SHARES (BASIC)
Issued ordinary shares at 01 January 1 416 538 989 1 415 189 093
Issue of shares - Gold One Mozambique Limitada - 109 872
Effect of share options exercised 1 215 470 21 837
Effect of share issue related to a business combination - Goliath Gold - 395 084
WEIGHTED AVERAGE NUMBER OF ORDINARY SHARES 1 417 754 459 1 415 715 886
DILUTED (LOSS) / EARNINGS PER SHARE
The calculation of diluted (loss) / earnings per share at 30 June 2013 was based on loss attributable to the ordinary
shareholders of A$ 37 million (2012: profit of A$ 92 million) after diluted potential ordinary shares of 1 453 923 785
(2012: 1 463 422 847).
DILUTED WEIGHTED AVERAGE NUMBER OF ORDINARY SHARES
Weighted average number of ordinary shares (basic) 1 417 754 459 1 415 715 886
Employee share options in issue 36 169 326 47 706 961
DILUTED NUMBER OF ORDINARY SHARES 1 453 923 785 1 463 422 847
The average market value of the group's shares for purposes of calculating the dilutive effect of share options was based
on quoted market prices for the period during which the options were outstanding.
6. PROPERTY, PLANT AND EQUIPMENT
Restated
2013 2012
ACCUMULATED ACCUMULATED
DEPRECIATION DEPRECIATION
AND AND
IMPAIRMENT CARRYING IMPAIRMENT CARRYING
COST LOSS VALUE COST LOSS VALUE
A$ '000 A$ '000 A$ '000 A$ '000 A$ '000 A$ '000
Mine development costs and plant facilities 323 542 (89 196) 234 346 381 017 (145 201) 235 816
Undeveloped properties 254 977 (26 706) 228 271 338 650 (19 633) 319 017
Other plant and equipment 167 834 (58 225) 109 609 161 726 (55 080) 106 646
TOTAL 746 353 (174 127) 572 226 881 393 (219 914) 661 479
RECONCILIATION OF PROPERTY, PLANT AND EQUIPMENT - 2013
CARRYING
AMOUNT AT FOREIGN
THE CURRENCY
BEGINNING OF TRANSLATION IMPAIRMENT
THE PERIOD ADDITIONS DISPOSALS RESERVE DEPRECIATION LOSS TOTAL
A$ '000 A$ '000 A$ '000 A$ '000 A$ '000 A$ '000 A$ '000
Mine development, development costs and plant facilities 235 816 18 269 (6) (5 649) (14 084) - 234 346
Undeveloped properties 319 017 - - (7 642) (7 207) (75 897) 228 271
Other plant and equipment 106 646 13 596 (130) (2 346) (8 156) (1) 109 609
661 479 31 865 (136) (15 637) (29 447) (75 898) 572 226
RECONCILIATION OF PROPERTY, PLANT AND EQUIPMENT - 31 DECEMBER 2012 (RESTATED)
CARRYING
AMOUNT AT ACQUISITION RE- FOREIGN
THE THROUGH ALLOCATION CURRENCY
BEGINNING OF BUSINESS TO TRANSLATION IMPAIRMENT RESTATED
THE PERIOD ADDITIONS COMBINATION DISPOSALS TRANSFERS INTANGIBLES RESERVE DEPRECIATION LOSS TOTAL
A$ '000 A$ '000 A$ '000 A$ '000 A$ '000 A$ '000 A$ '000 A$ '000 A$ '000 A$ '000
Mine development,
development costs and 108 002 55 109 130 831 - (166) - (29 379) (25 881) (2 700) 235 816
plant facilities
Undeveloped properties 13 002 1 289 339 895 - (3 526) - (15 723) (15 920) - 319 017
Other plant and 21 927 8 745 91 479 (26) 3 692 (20) (1 701) (17 450) - 106 646
equipment
142 931 65 143 562 205 (26) - (20) (46 803) (59 251) (2 700) 661 479
PLEDGED AS SECURITY
Investec Bank Limited's loans are secured by the assets in Rand Uranium and all non-rehabilitation related cash balances in the group amounting to A$ 432 million
(refer to note 8).
Refer to note 10 for contractual and capital commitments.
17
Gold One International Limited
Condensed consolidated interim financial statements for the six months ended 30 June 2013
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL
STATEMENTS
for the six months ended 30 June 2013
6. PROPERTY, PLANT AND EQUIPMENT (continued)
IMPAIRMENT LOSS
The group reviews and tests the carrying value of its mining assets when events or changes in circumstances suggest
that the carrying amount may not be recoverable.
Consideration was given to a range of indicators including a decline in the long term gold price and market
capitalisation of the group. As a result, the Rand Uranium cash generating unit's recoverable amount did not support
its carrying value at 30 June 2013 and an impairment loss A$ 76 million was recognised. The carrying amounts of
Modder East and Ezulwini cash generating units were also tested against their recoverable amounts and no
impairment losses were required under current market conditions.
Management assumptions include:
The gold price assumptions represent management’s best estimate of the future price of gold. A long term gold
price of A$ 45 505 / kg (ZAR 410 000 / kg) is based on a range of economic and market conditions that are
expected to exist over the remaining useful life of the assets.
Annual life of mine plans take into account the following:
Proved and probable ore reserves;
The real pre-tax discount rate, per cash generating unit ranged from 12.38% to 18.0%, is derived from the
group’s weighted average cost of capital ("WACC") and risk factors which were consistent with the basis used in
2012. In determining the WACC for each cash generating unit appropriate use has been made for mining and
country risk factors;
Cash flows used in impairment calculations are based on life of mine plans which range from 13 to 15 years; and
Under International Financial Reporting Standards it is clear that in preparing interim financial reports, companies
make more use of estimation methods than they do in the process of annual financial reporting. Gold One’s
estimates of a range of factors (including its reserve and resource inventory and future production and cost
levels) are premised on an extensive annual planning process, the last of which was completed at the end of
2012. Gold One’s impairments were calculated using these most recent planning estimates from the end of
2012, along with adjustments to elements that are known. They do not include information from optimised plans,
which are currently being prepared and will include measures to mitigate the effects of the recent decline in the
gold price. (Bearing in mind the assumptions made and information used, these estimates of impairments
necessarily contain a greater element of uncertainty than those traditionally completed at year-end). The
estimates of impairment, assumptions and life of mine plans will be updated in the fourth quarter.
The life of mine plans will be adjusted at year-end to reflect the latest gold price environment and assumptions. The
directors will then review the recoverable amount of these assets and make adjustments to the impairment charge as
necessary.
The determination of the recoverable amount is highly sensitive to changes in the ZAR gold price. An increase of 10%
in the ZAR gold price would result in an increase in the recoverable amount of A$ 87 million of the impaired Rand
Uranium cash generating unit.
30 June 31 December
2013 2012
A$ '000 A$ '000
7. NET GOLD DERIVATIVES LIABILITIES
Opening balance 76 834 -
At acquisition - 102 408
Delivery of gold to settle the derivative liability (12 331) (45 853)
Fair value (gain) / loss on derivative liability (47 063) 21 406
(Gain) / loss on foreign exchange (1 257) 1 474
Effect of translation to presentation currency (2 772) (2 601)
13 411 76 834
NET GOLD DERIVATIVE LIABILITIES COMPRISE
Franco-Nevada gold derivative 12 809 53 125
Forward sale agreement 602 23 709
13 411 76 834
Add: Gold hedge asset 2 690 -
Less: Short term portion of derivative liabilities (6 714) (30 399)
LONG TERM PORTION OF DERIVATIVE LIABILITIES 9 387 46 435
FRANCO-NEVADA GOLD DERIVATIVE
On 05 November 2009, First Uranium Corporation signed an agreement with Franco-Nevada (Barbados) Corporation
("Franco-Nevada"), whereby Franco-Nevada acquired the right to receive seven percent of the life of mine gold production
from Ezulwini (the Ezulwini Gold Stream Transaction). Under the terms of the Ezulwini Gold Stream Transaction, Franco-
Nevada paid Ezulwini US$ 50 million upfront. Franco-Nevada will make an ongoing payment equal to the lesser of
US$ 400 / oz (the Fixed Price, subject to an annual inflation adjustment of 1%, non-compounding, starting in the fourth
year following receipt of the first payment) and the prevailing spot price at the time of such payment for each ounce of
gold delivered under the contract.
The total gold ounces delivery obligation by Ezulwini under the current Ezulwini life of mine plan to Franco-Nevada has
been accounted for as a financial liability, which is measured at fair valued using the Garman Kohlhagen, extension of the
Black Scholes pricing model. All cash received and cost of production relating to the delivered ounces are recognised as
part of the derivative expense related to the Gold Stream Transaction along with the revaluation effects of the financial
derivative liability. Pursuant to the Ezulwini Gold Stream Transaction, Ezulwini granted to Franco-Nevada a special bond
over certain of the tailings dams and a pledge of seven percent of the gold production from Ezulwini. Franco-Nevada also
has the right of first refusal on future gold sales transactions that might be considered at Ezulwini.
The JORC code defines reserves as the economically mineable part of a measured or indicated resource demonstrated
by at least a preliminary feasibility study. As such, it is the reserves that are used as an estimation of the future potential
gold production of Ezulwini. At the date of Gold One’s acquisition of Ezulwini, the latter had not declared any reserves on
its mining property. The total estimated gold ounces used in the valuation of the gold stream transaction, at the acquisition
date, was therefore based on the measured resources of Ezulwini as published in the Scott Wilson Roscoe Postle
Associates Inc. report dated 02 February 2011. This represented the latest verified information regarding potential future
gold production of Ezulwini at the acquisition date. Based on this information an amount of 3 438 615 oz was used on the
basis of the valuation prepared for the 31 December 2012 annual report.
During June 2013, a new life of mine plan for Ezulwini was approved by SRK Consulting as part of the assessment of the
existing reserves and resources of the operation. The new life of mine plan indicated reserves of approximately
365 738 oz as at 30 June 2013. This is the first reporting date at which an estimate of the reserves has become available
for use in the valuation of the gold stream transaction. As such, the decrease in future potential production from
3 438 615 oz to 365 738 oz is considered to be a change in estimate during the 30 June half year-end. The resulting
adjustment to the fair value of the liability arising from this transaction is therefore accounted for prospectively, in
accordance with the Gold One group accounting policy.
The valuation of this gold stream transaction is directly correlated to any changes in the estimated future gold production
of Ezulwini, with a 10% change in the production, resulting in a 10% change in the valuation of the liability arising from the
Ezulwini Gold Stream Transaction.
The financial liability is fair valued using the Garman Kohlhagen, extension of the Black Scholes pricing model. The
following assumptions were used:
30 June 31 December
2013 2012
Strike price (US$ / oz) 400 400
Gold price (US$ / oz) 1 251 1 661
Estimated life of mine production (oz) 375 219 3 438 615
3 Month Libor rate 0.273 % 0.306 %
Gold lease rates (12 months) 0.466 % 0.378 %
30 June 31 December
2013 2012
A$ '000 A$ '000
8. BORROWINGS
Secured 69 908 97 833
Unsecured 157 123 120 379
227 031 218 212
Less: Short term portion of borrowings (69 908) (60 195)
LONG TERM PORTION OF BORROWINGS 157 123 158 017
RECONCILIATION
Opening balance 218 212 -
Draw downs 22 096 230 285
Finance charges on borrowings 11 041 11 759
Acquisition through business combination - 30 080
Repayments (capital and interest) (40 134) (48 928)
Effect of translation to presentation currency 15 816 (4 984)
227 031 218 212
SECURED
Investec Bank Limited made available to the group facilities two loans totaling A$ 169 million to facilitate the acquisition of
Rand Uranium and Ezulwini. Repayments for these facilities occur quarterly. At 30 June 2013, A$ 70 million remains
unpaid on this facility. At 30 June 2013 the company was in breach of contract on the Investec facilities. As a result all
Investec debt has been classified as current.
On 01 July 2013 the group made a scheduled repayment of A$ 13 million to Investec.
Investec loans are secured by the assets in Rand Uranium and over all non-rehabilitation related cash balances in the
group amounting to A$ 432 million.
UNSECURED
Baiyin Precious Metals Limited (“Baiyin”) advanced two unsecured shareholder loans totaling US$ 145 million
(A$ 141 million) to Gold One to facilitate the acquisition of Rand Uranium and Ezulwini. These loans accrue interest at
10% and 8.5% p.a. respectively for which the interest is repayable semi annually. The principal repayment is due on
28 September 2014. In July 2013, the group received a further advance of US$ 20 million pursuant to this facility.
9. BUSINESS COMBINATIONS
In August 2012, Gold One acquired 100% of the issued share capital of First Uranium Limited ("Cyprus"), which in turn
holds 100% of the issued share capital of Ezulwini, a mining company adjacent to Rand Uranium. All conditions
precedent to the acquisition of Cyprus were fulfilled and the acquisition was declared unconditional on 01 August 2012.
The purchase price of A$ 67 million (US$ 70 million) was settled in cash on completion date.
At 31 December 2012, the fair values of net assets had been determined on a provisional basis. The fair values of net
assets were finalised in 2013 during the measurement period. Accordingly, the provisional fair values recorded as at
31 December 2012 in the annual report have been adjusted to reflect final determined values.
Details of the adjusted purchase consideration and the fair values of the net assets acquired are as follows:
PREVIOUSLY RESTATED
REPORTED BALANCE
31 DECEMBER ADJUSTMENTS 31 DECEMBER
2012 2012 2012
A$ '000 A$ '000 A$ '000
FAIR VALUE OF ASSETS ACQUIRED AND LIABILITIES ASSUMED
Asset retirement provisions (6 514) - (6 514)
Cash and cash equivalents 15 317 - 15 317
Gold derivative liabilities (44 564) - (44 564)
Held to maturity investments 374 - 374
Inventories 4 424 - 4 424
Property, plant and equipment 112 038 (5 114) 106 924
Restricted cash 4 173 - 4 173
Taxation payable (1 163) - (1 163)
Trade and other payables (13 323) - (13 323)
Trade and other receivables 1 511 - 1 511
Total identifiable net assets
72 273 (5 114) 67 159
Gain on bargain purchase (5 114) 5 114 -
COST OF INVESTMENT 67 159 - 67 159
No deferred tax assets have been recognised on unredeemed capital expenditure in accordance with recognition
principles in AASB 112 Income Taxes. At acquisition, the unrecognised deferred asset was A$ 40 million.
30 June 31 December
2013 2012
A$ '000 A$ '000
10. COMMITMENTS
GUARANTEES, CAPITAL AND OPERATING LEASE COMMITMENTS
Guarantees 22 003 10 194
Capital commitments - Contracted 18 613 9 906
Operating lease commitments 1 286 1 384
GUARANTEES
Department of Mineral Resources 20 998 9 123
Eskom 1 005 936
Office rental - 135
The guarantees relate to performance bank and insurance guarantees provided to the Department of Mineral Resources
for environmental rehabilitation, as well as performance guarantees to Eskom for energy. These guarantees are secured
by restricted cash.
CAPITAL COMMITMENTS
The capital commitments relate to contracted capital expenditure for the 2013 financial reporting period. Capital
commitments will be funded out of the group's own cash flows and debt financing.
11. RELATED PARTIES
CONSULTANCY SERVICES
Consultancy services of A$ 0.4 million (2012: A$ 0.7 million) were provided by Long March Capital Management Limited.
Rates were based on arm's length transactions and no amount was outstanding at 30 June 2013.
SHAREHOLDER'S LOAN
Interest on related party loans of A$ 7 million was paid to Baiyin Precious Metals Investment Limited. The loan proceeds
net of repayment amounted to A$ 17 million. The balance of the loan outstanding as at 30 June 2013 is A$ 157 million
(2012: A$ 120 million).
TRAVELLING
Travel services of A$ 0.4 million (2012: A$ 0.6 million) were provided by Long March Capital Management Limited. Rates
were based on arm's length transactions and no amount was outstanding at 30 June 2013.
12. FINANCIAL INSTRUMENTS
FINANCIAL INSTRUMENTS CARRIED AT FAIR VALUE
The fair value of financial instruments that are not traded in an active market is determined using valuation techniques.
The group uses a variety of methods and makes assumptions that are based on market conditions existing at the end of
each reporting period.
AASB 7 Financial Instruments: Disclosure requires disclosure of the fair value measurements by level of the following fair
value measurement hierarchy:
Quoted prices (unadjusted) in active markets for identical assets (level 1);
Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly
(as prices) or indirectly (derived from prices) (level 2); and
Inputs for the asset or liability that are not based on observable market data (level 3).
The group classified the financial assets and financial liabilities as follows:
Investments held in trust (Available for sale assets) - Level 2;
Gold forward sale agreements - Level 2; and
Franco-Nevada gold derivative - Level 3.
The table below analyses recurring fair value measurements for financial assets and financial liabilities.
Financial asset and liabilities Level 1 Level 2 Level 3 Total
A$ '000 A$ '000 A$ '000 A$ '000
Investments held in trust - 25 611 - 25 611
Gold forward sale agreements - (602) - (602)
Franco-Nevada gold derivative - - (12 809) (12 809)
- 25 009 (12 809) 12 200
LEVEL 2 FAIR VALUES
The funds held in the Cooke Rehabilitation Trust (investment held in trust) as restricted have been placed to meet the
closure liability at the end of the life of the mine. These funds are invested in equity linked deposits with various terms
ranging from 3-5 years with a guaranteed interest of 6-7% per annum. The yield to date ranges between 9-12% per
annum.
The level 2 fair values for over the counter derivative financial instruments are based on quotes from financial institutions.
These quotes are tested for reasonableness by discounting expected future cash flows using market interest rates for
similar instruments at measurement date. Fair values reflect the credit risk of the instrument and include adjustments to
take account of the credit risks of the group entities and the counterparties where appropriate.
LEVEL 3 FAIR VALUES
The group has an established control framework with respect to the measurements of fair values. The valuation team
regularly reviews significant unobservable inputs and valuation adjustments. If third party information is used to measure
fair values, then the valuation team assesses and documents the evidence obtained from third parties to support the
conclusions that such valuations meet the requirements of AASB 13, including the level of the fair value hierarchy in
which the resulting fair value estimates should be classified.
Significant valuation issues are reported to the Audit Committee.
Further information with regards to inputs into the valuation of the Franco-Nevada hedge is set out in note 7.
CARRYING AMOUNTS VERSUS FAIR VALUES
The fair values of financial assets and financial liabilities, together with the carrying amounts in the condensed
consolidated statement of financial position, are as follows:
CARRYING FAIR
VALUE VALUE
A$ '000 A$ '000
30 June 2013 Note
FINANCIAL ASSETS
Cash and cash equivalents 7 729 7 729
Trade receivables 9 957 9 957
Held to maturity investments 2 414 2 414
Restricted cash 21 306 21 306
Investments held in trust 25 611 25 611
Gold derivative asset 7 2 690 2 690
69 707 69 707
FINANCIAL LIABILITIES
Trade and other payables 48 815 48 815
Bank overdraft 4 977 4 977
Gold derivative liabilities 7 16 101 16 101
Borrowings 8 227 031 233 240
296 924 303 133
CARRYING FAIR
VALUE VALUE
A$ '000 A$ '000
31 December 2012 Note
FINANCIAL ASSETS
Cash and cash equivalents 37 008 37 008
Trade receivables 10 894 10 894
Held to maturity investments 2 127 2 127
Restricted cash 13 402 13 402
Investments held in trust 30 266 30 266
93 697 93 697
FINANCIAL LIABILITIES
Trade and other payables 33 403 33 403
Gold derivative 7 76 834 76 834
Borrowings 8 218 212 218 212
328 449 328 449
13. EVENTS AFTER THE REPORTING PERIOD
DISPOSAL OF WEST RAND ASSETS
On 16 August 2013, Gold One and Newshelf 1114 entered into a merger agreement with Sibanye whereby Gold One’s
74% shareholding in Newshelf 1114 and the Gold One group's claims against Newshelf 1114 will be merged with
Sibanye’s operations in exchange for such number of new Sibanye ordinary shares that represents 17% of Sibanye’s
issued share capital, on a fully diluted basis (“Consideration Shares”) on closing of the transaction (“the Proposed
Transaction”).
Newshelf 1114 holds a 100% shareholding in Rand Uranium and, post an internal restructure (“Restructure”) being
completed, will hold 100% of Ezulwini.
The implementation of the Proposed Transaction is both subject to and conditional upon the fulfillment of, inter alia, the
following conditions precedent:
- The approval of the Proposed Transaction, where so required, by any third party financier or security holder of Gold
One and Sibanye, respectively;
- The shareholders of Sibanye passing such resolutions required to approve and implement the Proposed
Transaction;
- The shareholders of Gold One passing such resolutions required to approve and implement the Proposed
Transaction;
- All necessary approvals having been obtained from, including but not limited to:
The Minister of Mineral Resources of South Africa;
The JSE;
The South African Reserve Bank, to the extent required;
The competition authorities, as provided for in the Competition Act;
All Chinese regulatory approvals required by the BCX Consortium, including that of the Chinese National
Development and Reform Commission, the Chinese Ministry of Commerce and the Chinese State
Administration of Foreign Exchange;
- Completion of the Restructure; and
- A material adverse change not having occurred, unless it has been remedied by closing of the Proposed
Transaction.
The Proposed Transaction is also subject to normal warranties and representations for a transaction of this nature.
In recognition of the strategic relationship established through the Proposed Transaction, Gold One shall be entitled to
nominate three individuals for election by the Sibanye shareholders as directors of Sibanye, to serve as non-executive
directors on the Sibanye board.
ACQUISITION OF GROOTVLEI ASSETS
Gold One and Goliath Gold Mining Limited ("Goliath Gold") advised that two of three prospecting applications pertaining to
the acquisition agreement to purchase the underground deposits and selected surface assets of Pamodzi Gold East Rand
Proprietary Limited (“Pamodzi”) were granted in August 2013. Furthermore, the acquisition of the selected surface assets
has been made unconditional.
On 17 April 2012 Gold One announced that the company, together with Goliath Gold (in which Gold One holds a 72%
controlling interest), had entered into an A$ 8 million acquisition agreement with the joint provisional liquidators
representing Pamodzi and its subsidiaries (“the Sellers”) to acquire the Grootvlei Proprietary Mines Limited (“Grootvlei”)
treatment plant, selected Grootvlei surface assets (including primarily the Grootvlei office complex), historical geological
data, and the right to apply for three prospecting rights. Gold One was to acquire the treatment plant and surface assets
together with the right to apply for a prospecting right over the down-dip extensions to Gold One’s Modder East
Operations for A$ 7 million. Goliath Gold was to obtain prospecting rights and acquire historical mining and geological
data from Consolidated Modderfontein Mines 1979 Limited, Consolidated Modderfontein Mines Limited, Nigel Gold Mining
Company Proprietary Limited and Grootvlei for A$ 0.5 million.
The original transaction has been made unconditional through an amendment to the acquisition agreement to comprise:
An initial payment of A$ 4 million for the selected surface assets and historical mining and geological data, which is
now unconditional. The balance of the purchase price relating to selected surface assets and historical mining and
geological data is A$ 3 million, a deposit of A$ 0.8 million having already been paid, and is payable on transfer of the
immovable property; and
An A$ 4 million payment for the prospecting rights, which will only be payable in the event that the third prospecting
right is granted within 30 days of the fulfillment of the last condition precedent, which must be fulfilled on or before
31 August 2013. Should the final prospecting right not be granted, Gold One and Goliath Gold will be exempt from
payment of the A$ 4 million.
14. PRIOR PERIOD ADJUSTMENTS
The table below sets out the adjustments made to balances previously reported.
PREVIOUSLY RESTATED
REPORTED PRIOR ACCOUNT BALANCE
31 DECEMBER BUSINESS ADDITIONAL PERIOD RE- 31 DECEMBER
2012COMBINATIONS DEPRECIATION ERROR ALLOCATION 2012
CONSOLIDATED
A$ '000 A$ '000 A$ '000 A$ '000 A$ '000 A$ '000
STATEMENT OF
FINANCIAL POSITION
Property, plant and
equipment 669 953 (5 019) (3 435) - (20) 661 479
Investment property 8 715 - - (7 822) - 893
Intangible assets 9 285 - - - 20 9 305
Deferred taxation liability (54 130) - - 1 460 - (52 670)
Reserves 44 098 (95) 14 - - 44 017
Retained earnings (57 399) 5 114 3 421 6 362 - (42 502)
PREVIOUSLY
REPORTED 30 BUSINESS RESTATED
JUNE 2012 COMBINATION 30 JUNE 2012
A$ '000 A$ '000 A$ '000
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Gain on bargain purchase price - 95 436 95 436
RAND URANIUM BUSINESS COMBINATION
At 30 June 2012, the fair values of the assets acquired and liabilities assumed were indicated to be provisional.
These provisional fair values of assets acquired and liabilities assumed were finalised during the measurement period
and were included in the 31 December 2012 annual report.
A measurement period adjustment was made to the 30 June 2012 profit or loss of A$ 95 million to reflect the gain on
bargain purchase and consequential deferred tax implications that existed at the date of acquisition.
As 2012 was the earliest year of consolidation of Rand Uranium, no third statement of financial position has been
presented as prior periods were not impacted.
EZULWINI BUSINESS COMBINATION
Ezulwini was consolidated into the group with effect from 01 August 2012. At 31 December 2012, the fair values of assets
acquired and liabilities assumed were deemed to be provisional. These provisional fair values of assets acquired and
liabilities assumed were finalised during the measurement period.
Accordingly, a measurement period adjustment was made to the fair values at acquisition of Ezulwini (refer to note 9 for
further details) and the consolidated statement of financial position.
PRIOR PERIOD ERROR
During the period, an error was identified as an overstatement of the investment property and deferred tax liability as part
of the acquisition of Rand Uranium in January 2012. This error is considered material. Accordingly, the investment
property, deferred tax liabilities and gain on bargain purchase have been restated.
As 2012 was the earliest year of consolidation of Rand Uranium, no third statement of financial position has been
presented as prior periods were not impacted.
DIRECTORS DECLARATION
In the opinion of the directors of Gold One International Limited:
1. The condensed consolidated interim financial statements and notes set out on pages 7 to 27, are in accordance with
the Corporations Act 2001 including:
(a) Giving a true and fair view of the group’s financial position as at 30 June 2013 and of its
performance for the six month period ended on that date; and
(b) Complying with Australian Accounting Standard AASB 134 Interim Financial Reporting and the Corporations
Regulations 2001; and
2. There are reasonable grounds to believe that the company will be able to pay its debts as and when they become due
and payable.
Signed in accordance with a resolution of the directors:
On behalf of the Board
Christopher D Chadwick (CFO and acting CEO)
30 August 2013
Independent auditor’s review report to the members of Gold One International Limited
Report on the financial statements
We have reviewed the accompanying condensed consolidated interim financial statements of
Gold One International Limited, which comprises the condensed consolidated statement of
financial position as at 30 June 2013, condensed consolidated statement of profit and loss and
other comprehensive income, condensed consolidated statement of changes in equity and
condensed consolidated statement of cash flows for the half-year ended on that date, notes 1 to
14 comprising a summary of significant accounting policies and other explanatory information
and the directors’ declaration of the Group comprising the company and the entities it controlled
at the half-year’s end or from time to time during the half-year.
Directors’ responsibility for the interim financial statements
The directors of the company are responsible for the preparation of the interim financial
statements that gives a true and fair view in accordance with Australian Accounting Standards
and the Corporations Act 2001 and for such internal control as the directors determine is
necessary to enable the preparation of the interim financial statements that is free from material
misstatement, whether due to fraud or error.
Auditor’s responsibility
Our responsibility is to express a conclusion on the interim financial statements based on our
review. We conducted our review in accordance with Auditing Standard on Review
Engagements ASRE 2410 Review of a Financial Report Performed by the Independent Auditor
of the Entity, in order to state whether, on the basis of the procedures described, we have become
aware of any matter that makes us believe that the interim financial statements is not in
accordance with the Corporations Act 2001 including: giving a true and fair view of the Group’s
financial position as at 30 June 2013 and its performance for the half-year ended on that date;
and complying with Australian Accounting Standard AASB 134 Interim Financial Reporting
and the Corporations Regulations 2001. As auditor of Gold One International Limited, ASRE
2410 requires that we comply with the ethical requirements relevant to the audit of the annual
financial statements.
A review of interim financial statements consists of making enquiries, primarily of persons
responsible for financial and accounting matters, and applying analytical and other review
procedures. A review is substantially less in scope than an audit conducted in accordance with
Australian Auditing Standards and consequently does not enable us to obtain assurance that we
would become aware of all significant matters that might be identified in an audit. Accordingly,
we do not express an audit opinion.
Independence
In conducting our review, we have complied with the independence requirements of the
Corporations Act 2001.
Lead Auditor’s Independence Declaration under Section 307C of the Corporations Act 2001
To: the directors of Gold One International Limited
I declare that, to the best of my knowledge and belief, in relation to the review for the half-year
ended 30 June 2013 there has been:
(i) no contraventions of the auditor independence requirements as set out in the
Corporations Act 2001 in relation to the review; and
(ii) no contraventions of any applicable code of professional conduct in relation to the
review.
KPMG
Trevor Hart
Partner
Perth
30 August 2013
CORPORATE DIRECTORY
REGISTERED OFFICE AUSTRALIAN CORPORATE OFFICE
79 Broadway
Nedlands WA
6009
Telephone: + 61 8 6389 2668
Facsimile: + 61 8 6389 2588
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)
Michael H Solomon
Allan H Liu
Robert T L Chan
Chao Zhou
EXECUTIVE DIRECTOR
Christopher D Chadwick (CFO and acting CEO)
SECRETARIES Kim Hogg (Australia)
Pierre B Kruger (South Africa)
AUDITORS KPMG
2355 Georges Terrace
Perth
WA 600
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
20 Bridge Street
Sydney NSW 2000
Ticker: GDO
SECONDARY LISTING
JSE Limited
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: West Rand Operations)
Izak J Marais (Executive Vice President: East Rand Operations)
Dick Plaistowe (Senior Vice President: Surface Operations)
Richard A Stewart (Executive Vice President: Technical Services)
Pierre B Kruger (Group Company Secretary)
Weltevredenpark
2 September 2013
JSE Sponsor
Macquarie First South Capital (Pty) Limited
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