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GOLIATH GOLD MINING LIMITED - Abridged Summarised Consolidated Financial Results For The Year Ended 31 December 2014 And Notice Of AGM

Release Date: 31/03/2015 08:00
Code(s): GGM     PDF:  
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Abridged Summarised Consolidated Financial Results For The Year Ended 31 December 2014 And Notice Of AGM

Goliath Gold Mining Limited
Incorporated in the Republic of South Africa
(Registration number: 1933/004523/06)
Share code: GGM   ISIN: ZAE000154753
(“Goliath Gold” or “the Company” or “the Group”)

ABRIDGED SUMMARISED CONSOLIDATED FINANCIAL RESULTS FOR THE YEAR ENDED
31 DECEMBER 2014 AND NOTICE OF ANNUAL GENERAL MEETING

SUMMARISED CONSOLIDATED STATEMENTS OF PROFIT OR LOSS AND OTHER
COMPREHENSIVE INCOME

                                           12 months to        12 months
                                            31 December   to 31 December
                          Change                   2014             2013
                               %                  R’000            R’000
Other income               (100)                      -            2 503
Exploration and pre-
feasibility expenditure    110.8               (50 363)          (23 888)
General and
administration expenses   (18.2)               (17 231)          (21 064)
Other expenses             (100)                      -              (13)
Covenant Mining claims
settlement                 (100)                (3 500)                   -
Operating loss                                 (71 094)          (42 462)
Finance income                                      164              516
Finance costs                                   (6 150)           (2 107)
Loss before taxation                           (77 080)          (44 053)
Taxation                                          (195)               22
Loss for the year                              (77 275)          (44 031)

Other comprehensive
income                                                -                  -
Total comprehensive
income attributable to
the parent                                     (77 275)          (44 031)

Basic loss per share
(cents)                                            (52)              (30)
Diluted loss per share
(cents)                                            (52)              (30)

SUMMARISED CONSOLIDATED STATEMENT OF FINANCIAL POSITION


                                                     As at            As at
                                               31 December      31 December
                                                      2014             2013
                                                     R’000            R’000
ASSETS
Non-current assets
Investment property                                  2 010           3 010
Property, plant and equipment                       79 120          78 612
Intangible assets                                   75 829          75 296
Loans to related parties                             4 782              17
                                                   161 741         156 935

Current assets
Receivables                                          3 860             378
Restricted cash                                      1 628           1 628
Cash and cash equivalents                              975           4 298
Total assets                                       168 204         163 239

EQUITY AND LIABILITIES
Share capital                                      169 860         169 860
Reserves                                            34 146          31 150
Accumulated loss                                 (163 586)        (87 904)
Total Equity                                        40 420         113 106

Non-current liabilities
Provision for environmental
rehabilitation                                       1 925           1 391
                                                     1 925           1 391

Current liabilities
Loans from related parties                         121 330          38 826
Trade and other payables                             3 828           9 493
Current tax payable                                    224               -
Bank overdraft                                          79               -
Employee related accruals                              398             423
                                                   125 859          48 742

Total equity and liabilities                       168 204         163 239

Net asset value per share
(cents)                                                    27           77
Net tangible asset value per
share (cents)                                            (24)           26

SUMMARISED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

                                 Employee
                                    Share      Share
                         Share    Options     Option   Accumulated     Total
                       capital    Reserve    Reserve          loss    equity
                         R’000     R '000     R '000        R’000      R’000

Balance at
01 January 2013        169 860         289    23 770     (44 320)    149 599
Total comprehensive
income for the
year                         -           -         -     (44 031)    (44 031)
Share option
expense                      -      7 538          -            -      7 538
Share options
(recycle options of
resigned employees)          -      (447)          -          447          -

Balance at
31 December 2013       169 860     7 380      23 770     (87 904)    113 106

Balance at
01 January 2014        169 860      7 380     23 770     (87 904)    113 106
Total comprehensive
income for the year          -           -         -     (77 275)    (77 275)
Share option
expense                      -      4 589          -            -      4 589
Share options
(recycle options of
resigned employees)          -    (1 593)          -        1 593          -

Balance at
31 December 2014       169 860     10 376     23 770    (163 586)     40 420

SUMMARISED CONSOLIDATED STATEMENT OF CASH FLOWS


                                              12 months to   12 months to
                                               31 December    31 December
                                                      2014           2013
                                                     R’000          R’000
Net cash outflow from operating
activities                                        (74 156)       (27 090)
Net cash outflow from investing
activities                                         (5 655)        (2 605)
Net cash inflows from financing
activities                                          76 409         21 479
Net movement in cash and cash
equivalents                                        (3 402)        (8 216)
Cash and cash equivalents at
the beginning of the year                            4 298         12 514
Cash and cash equivalents at
end of the year                                        896          4 298


COMMENTARY

1.   BASIS OF PREPARATION

The summarised consolidated financial statements of the Group for the
year ended 31 December 2014 have been prepared under the supervision of
Phillip Spencer (CA(SA)), Chief Financial Officer of Gold One
International Limited (“Gold One”) in accordance with the JSE Listings
Requirements for abridged reports, and the requirements of the Companies
Act, 2008 (Act 71 of 2008), as amended (“Companies Act”), applicable to
summary financial statements. The JSE Listings Requirements require
abridged reports to be prepared in accordance with the framework
concepts   and   the  measurement   and   recognition  requirements   of
International Financial Reporting Standards (“IFRS”) and the SAICA
Financial Reporting Guides as issued by the Accounting Practices
Committee and Financial Pronouncements as issued by the Financial
Reporting Standards Council and to also, as a minimum, contain the
information required by IAS 34 Interim Financial Reporting. The
accounting policies applied in the preparations of the consolidated
financial statements, from which the summarised consolidated financial
statements were derived, are in terms of IFRS and are consistent with
the accounting policies applied in the preparation of previous
consolidated annual financial statements.

The board of directors take full responsibility for the preparation of
this report and for the correct extraction of information from the
Integrated Annual Report. This abridged report is extracted from audited
information, but is not itself audited.

The Group consolidated financial statements for the year ended
31 December 2014 have been audited by the Group’s auditors, KPMG Inc.,
whose unqualified audit opinion is available, together with the
Integrated Annual Report, for inspection at the Company’s registered
office. The auditor’s report does not necessarily report on all of the
information contained in this announcement. Shareholders are therefore
advised that in order to obtain a full understanding of the nature of
the auditor’s engagement they should obtain a copy of the auditor’s
report together with the accompanying financial information from the
Company’s registered office.


2.   NATURE OF THE BUSINESS

The Company’s main business is that of mining exploration that is
focused on identifying and exploring diversified resources across
Southern Africa. The Company currently holds gold prospecting rights and
a mining right over several contiguous areas in South Africa’s East Rand
Basin in the Gauteng Province as well as prospecting rights for heavy
mineral sands over an area within South Africa’s Western Cape Province.
Opportunities in other mining-friendly African jurisdictions are also
being considered.

As at 31 March 2015, the Company is anticipating the granting of seven
gold mining permits for areas within the East Rand Basin and an
additional prospecting right in the Western Cape adjacent to the
Company’s existing heavy mineral sands project, all of which were
submitted during the year under review. Goliath Gold is also awaiting
the successful granting of an exclusive prospecting licence for a
greenfield target in Namibia, which was resubmitted in 2014.

The Company’s subsidiaries are primarily engaged in the resource sector.
The Company has a primary listing on the JSE, issuer code: GGM.


3.   CORPORATE ACTIVITY

The 2014 year saw the successful closure of the Pamodzi East Rand
Operations Acquisition and the transfer of historical and geological
data to Goliath Gold and selected surface assets to Gold One on
1 September 2014, following the acquisition agreement having been
declared unconditional on 7 August 2013. As a result of the successful
transfer, outstanding payments of ZAR 58.5 million by Gold One and ZAR
4.5 million by Goliath Gold were made to the provisional liquidators on
1 September 2014 and 2 September 2014 respectively.

The Pamodzi East Rand Operations Acquisition was first announced by
Goliath Gold and Gold One on 17 April 2012 and was entered into with the
provisional liquidators of Pamdozi Gold East Proprietary Limited
(“Pamodzi”) and its subsidiaries to acquire certain prospecting rights,
geological data and surface assets from Consolidated Modderfontein Mines
1979 Limited, Consolidated Modderfontein Mines Limited, Nigel Gold
Mining Company Proprietary Limited and Grootvlei Proprietary Mines
Limited.

On signature of the acquisition agreement a total deposit of
ZAR 7 million was paid to the provisional liquidators, of which
ZAR 0.5 million was paid by Goliath Gold and ZAR 6.5 million was paid by
Gold One. On 1 November 2013 Goliath Gold reported that it had been
granted two prospecting rights, being the rights for the Cons Modder and
Nigel prospecting areas, while Gold One, acting through its subsidiary
Newshelf 1198, had been granted a prospecting right over the down-dip
extension to its Modder East Operations.


4.   OPERATIONAL PERFORMANCE

RESOURCE INCREASE

The successful acquisition of geological data from Pamodzi facilitated
significant development in Goliath Gold’s holistic modelling and
understanding of the East Rand Basin. During the year under review
Goliath Gold mandated geological consultants, Shango Solutions, to
capture and audit the acquired data, and incorporate it into Goliath
Gold’s ongoing target generation process known as the East Rand Target
Area (“ERTA”) project. In total approximately 5 490 map entries, 2 510
borehole entries and 6 090 book entries were captured across all of
Goliath Gold’s existing East Rand mineral right areas, primarily
underpinning the estimation of resources for both the Nigel and
Kimberley (UK9A) reefs in this region. These two new resources were
finalised during the first quarter of 2015 and represents a significant
additional 1.19 million ounces for Nigel reef grading at 4.54 grams per
tonne for 8.14 million tonnes, and an additional 3.07 million ounces for
Kimberley (UK9A) reef grading at 3.88 grams per tonne for 24.58 million
tonnes.

In addition to the Nigel reef and Kimberley (UK9A) reef estimations,
new resource estimates have also been declared for the Black Reef within
the Cons Modder prospecting area, which represents approximately 63 000
gold ounces grading at 3.76 grams per tonne for 0.52 million tonnes, and
the consolidated surface material for the seven footprints that make up
the Phoenix project, which represents 12 000 surface ounces grading at
1.34 grams per tonne for 0.28 million tonnes.

As at 31 March 2015, Goliath Gold’s consolidated gold resource estimate
totals 15.01 million SAMREC-compliant gold ounces (comprising 98.23
million tonnes at 4.75 grams per tonne), including 3.25 million ounces
in the indicated category (comprising 21.80 million tonnes at 4.62 grams
per tonne), 11.73 million ounces in the inferred category(comprising
76.10 million tonnes at 4.79 grams per tonne) and 0.03 million ounces in
the measured category (comprising 0.33 million tonnes at 3.26 grams per
tonne). This is 40% higher than the Company’s resource estimate of 10.68
million ounces as stated for the 2013 year (refer to Goliath Gold
2013 Integrated Annual Report).

PHOENIX

The Phoenix Project, which represents Goliath Gold’s highest priority
project with the shortest-possible term to production, was drilled and
evaluated during the year under review facilitating a resource estimate
over seven consolidated footprint areas. This resource estimate
supported the submission of seven mining permit applications during
2014, each of which had been accepted but not yet granted by year-end.

HOUTPOORT

At the Houtpoort Channel the extensive drilling programme initiated in
2013 was completed and utilised to underpin a prefeasibility study.
Initial results for the prefeasibility were negative primarily due to
significant capital costs required to pump the entire area and re-equip
the 1 000 metre shaft and associated infrastructure, and a revised
prefeasibility was subsequently commissioned. The revised study is
considering a smaller and shallower project with a higher grade and
lower capital cost, and is expected to be finalised during the second
quarter of 2015.

Within the Houtpoort Channel project area a possible southern extension
was also drilled and sampled during the year under review, following
field investigations in the region having identified 19 horizontal adits
developed to various depths. The longest of these adits was 81 metres
with a total of approximately 535 metres developed for all the adits.
Two of the adits were waterlogged at the bottom. All available adits
were sampled at two metre intervals and detailed 1:200 stope sheets were
compiled on which sampling results and geological mapping were captured.
An assessment of the geological data showed that no economic reef
occurrence was present, and exploration of the Houtpoort Southern
Extension ceased.

Further exploration was undertaken at Houtpoort during 2014 to confirm
the presence of potential UK9A reef at economic grades approximately 150
metres below surface in the Bergsig area to the northeast of Houtpoort 3
Shaft. Confirmatory drilling was unable to validate the geology and
grade of historical holes as depths to mineralised reef were much
shallower and uneconomic.

CONS MODDER BLACK REEF

The 2014 financial year saw the identification of the Cons Modder
Project, which considers the edges of the Cons Modder Basin where the
effects of the East Rand Basin’s rising water level are largely
mitigated. During the year under review the available remaining Black
Reef resource historically mined by Pamodzi was re-estimated and a
drilling programme comprising 22 holes was undertaken. In-house desktop
studies were completed with a view to verify available data and prove
the existence of historical resource blocks, and target plans were
generated to inform a 2015 drilling programme. In addition, a drilling
programme comprising of 20 boreholes was completed around the Gedex open
pit and South East Shaft area to support resource delineation and
structural interpretation.

ROMOLA

At Romola an initial drilling programme comprising 15 holes was
undertaken aimed at confirming the extension of the Nigel reef
payshoots. Results confirmed the extension of an east-north-east
trending payshoot orientation from the payable grade indicated in the
historic Florida Shaft workings, while boreholes drilled in the shallow
area north of the Florida Shaft workings showed sparse mineralisation
and poor reef development. Dewatering of the first level of the Florida
Shaft was investigated to allow for the verification of historical
grades at that level.

SNAKE ROAD

Goliath Gold acquired extensive historical borehole data relating to the
Snake Road project from the 2014 acquisition of geological data from the
Pamodzi East Rand Operations Acquisition. This data comprised 41
boreholes that intersected the Buckshot reef in the historical Snake
Road pit area and was audited and validated by Goliath Gold during the
year under review. These results were then utilised to initiate a
resource estimate, which is expected to be completed during the second
quarter of 2015. Mapping and trench sampling of the Snake Road pit was
also undertaken during the year under review.

VLAKFONTEIN KIMBERELEY (UK9A) REEF

The Vlakfontein Kimberley (UK9A) Reef target area was identified during
2014 and extends across Goliath Gold’s Spaarwater, West Vlakfontein and
Vlakfontein prospecting rights. During 2014 historical borehole data and
data for reef intersections across various shafts was utilised to
underpin a target deposit definition, which is expected to be audited
and signed-off by mid-2015. Although this represents one of the
Company’s long-term projects, the Vlakfontein Kimberley (UK9A) target
deposit is a potentially significant addition to the big pebble marker
resource that Goliath Gold estimated in 2013 as it lies only 20 metres
above the Big pebble marker in this region.

ELEPHANT

At Goliath Gold’s heavy mineral sands project in the Western Cape, known
as Project Elephant, all available information was interpretated and
audited facilitating an unaudited deposit model and a high-level concept
study report. This report revealed that the economic part of the orebody
is situated outside of but adjacent to the rights currently held by
Goliath Gold, and an application for the respective prospecting area
adjacent to Goliath Gold’s existing prospecting rights was subsequently
prepared and submitted at the beginning of 2015. The eight prospecting
rights currently held by Goliath Gold required renewal during the year
under review, and the renewed applications have been lodged and accepted
by the DMR for the conversion of the rights to allow for invasive,
rather than non-invasive, prospecting activities.

ETENDEKA

During 2014 Goliath Gold learned that its 2012 application for an
exclusive prospecting licence for base, rare and precious metals in
Etendeka, Namibia, had been rejected as it had not been submitted
through a Namibian entity. Goliath Gold therefore registered a Namibian
subsidiary during the year under review and submitted a new application
during the final quarter of the year under review. Feedback from the
Namibian Ministry of Mines and Energy is anticipated by mid-2015.
WIT NIGEL 7 SHAFT

Work undertaken at the Wit Nigel 7 Shaft project in the East Rand during
the year under review reinforced the project’s long term and low
priority status, as an in-house study initiated and completed during
2014 confirmed that the Wit Nigel 7 Shaft project has the potential to
be highly prospective only in a more favourable economic climate.
Proving up the project resource would require particularly high
exploration costs and significant capital would be required to develop
the project into a deep level gold mine.

VLAKFONTEIN BLACK REEF

In the Company’s 2013 Integrated Annual Report it was reported that
Goliath Gold had undertaken a short borehole exploration drilling
programme totalling five holes to determine whether mineralised Black
Reef was present in the Vlakfontein Black Reef project area in the East
Rand. The  2013 drilling results did not indicate significant
mineralisation but three of the boreholes did intersect poorly developed
conglomerate, suggesting that Black Reef exists in the area but that the
current outcrop position is channelised. During 2014 the original un-
weathered Black Reef outcrop was re-exposed and re-sampled but detailed
chip section sampling returned no viable grades, resulting in the
project being deemed unviable and subsequently terminated.


 5.   FINANCIAL PERFORMANCE

The total exploration expenditure incurred during 2014 amounted to R50.4
million (2013 - R23.9 million).

The net loss for the Group was R77.3 million for the year ended
31 December 2014, compared to a net loss of R44.0 million for the year
ended 31 December 2013. The main items contributing to the loss for the
year were the continuing exploration and pre-feasibility expenditure
incurred and other operating expenses which includes management fees,
employee share options and the settlement of a claim by Covenant Mining.

The loss per share is set out below:


                                            12 months to    12 months to
                                             31 December     31 December
                                                    2014            2013
Basic loss per share
(cents)                                             (52)            (30)
Diluted loss per share
(cents)                                             (52)            (30)
Headline loss per share
(cents)                                             (52)            (32)
Diluted headline loss
per share(cents)                                    (52)            (32)

6.   PROSPECTS AND FUTURE PERFORMANCE

Goliath Gold strives to become the preferred precious metals exploration
and development company in South Africa. To achieve this, exploration
and corporate activity undertaken during 2015 will be underpinned by the
principles outlined below, and will focus on bringing the Company’s
15.01 million SAMREC-compliant gold ounce resource (including 3.25
million ounces grading at 4.62 grams per tonne in the indicated category
and 11.73 million ounces grading at 4.79 grams per tonne in the inferred
category) to account:

-    a clear focus on near-term cash generative opportunities
-    an expanded and diversified resource portfolio
-    executing smart commercial transactions to advance strategic
     projects up the value curve
-    fostering a sustainable and best practice business

At project Phoenix, the 2015 focus will be to identify and secure an
optimal processing option to facilitate a gear-up to production
following the granting of the mining permits; metallurgical bulk test
work will continue in this regard. Analysis of Sub Nigel as a possible
tailings storage facility will also continue. Phoenix is envisaged as a
low capex and low opex opportunity that represents a significant clean-
up of the East Rand Basin, and could be expanded as additional viable
footprints are investigated and become available in the future.

At the Houtpoort Channel project, the short term will be to complete the
revised prefeasibility study and prove positive economics by the end of
the second quarter of 2015 for a potential small scale and high grade
shallow underground mining operation. Preparation is already underway
for a Water Use Licence application to facilitate planned dewatering. In
the long term Goliath Gold will focus on unlocking the project’s optimum
value, whether it be via the Company’s development of a deep level
mining option or the strategic disposal of the project. With existing
development in place, an already declared resource (declared in 2013)
and a completed concept study, the Houtpoort Channel is a well developed
project that is positioned to be advanced up the value curve.

At the Cons Modder Black Reef project, further drilling and data
capturing will be undertaken during 2015 to delineate those areas of the
target resource that have not yet been estimated, while economic studies
will commence for those zones which have supported resource estimates.
The presence of existing mine infrastructure, including various inclined
and vertical shafts, significant on-reef development and access and the
existence of a pre-developed orebody at shallow depths, positions the
Cons Modder Black Reef project as a low capex and opex opportunity that
could be fast-tracked to production in two years following the granting
of appropriate mining permitting.

At the Romola project, once dewatering of the first level of the Florida
Shaft has been completed and historical sampling results have been
positively verified, available sampling results and drilling data will
be used to update the classification of the existing resource estimate.
Future upgrading and expansion of the overall mineral resource will
include additional drilling of the identified payshoot extensions that
extend into the current Sub Nigel mining right area. Romola has the
potential to be advanced to production in approximately two years from
the time that mining is permitted, and presents a significant shallow to
medium depth mining opportunity.

At the Snake Road project, Goliath Gold will focus on the finalisation
of the resource estimate after which an economic study will be
initiated. Pending positive economics and the successful granting of a
mining permit, the Snake Road project could be advanced to production in
the short term and, given its shallow nature, would require relatively
low capital to commission.

The newly identified Vlakfontein Kimberley (UK9A) Reef target area,
which represents one of the Company’s long-term projects, is a
potentially significant addition to the Big pebble marker resource that
Goliath Gold estimated in 2013 as it lies only 20 metres above the Big
pebble marker in this region. In the future further drilling will be
required to better define the resources which, if positive, could be
considered for extraction in conjunction with the Big pebble marker.
Although this project is currently categorised as low priority, the
possible synergy between Kimberley (UK9A) and Big pebble marker reefs in
this area may render them economically viable in the current financial
climate.

Goliath Gold’s Project Elephant in the Western Cape represents a low
capex and low opex mining opportunity as heavy mineral sand resources
can be processed using a simple gravity circuit. The presence of other
heavy mineral sands operations in the region also suggests that Elephant
has the potential to be developed either as an independent mining
operation or as part of a strategic partnership with an existing
operation. During 2015 the Company will focus on the successful granting
of the eight renewed, invasive, prospecting rights as well as the
successful granting of the ninth prospecting right intended to expand
the project area. Once all nine prospecting rights have been granted,
additional exploration work will be undertaken to declare a mineral
resource for the collective project area, following which a definitive
feasibility study will be undertaken.

Once Goliath Gold has been granted an exclusive prospecting licence for
the greenfield Etendeka project in Namibia, the Company will commence
with a desktop study of all historical exploration undertaken for base,
rare and precious metals in the area with a view to define a greenfield
target deposit. Once a target deposit has been identified, Goliath Gold
will be positioned to further its stated strategy of expanding and
diversifying its resource portfolio beyond gold exploration in South
Africa’s East Rand.

While the Wit Nigel 7 Shaft project continues to have geological
potential to develop into a deep level gold mine, further exploration
work will remain a low priority pending a more favourable economic
climate and the project will be reassessed during 2015.

7.   COMPETENT PERSON’S STATEMENT

The overall Competent Person for Goliath Gold is Sean Meadon. The
information in this SENS announcement that relates to exploration
results is based on information compiled by Sean Meadon for the purposes
of the SAMREC Code. The information in the Integrated Annual Report that
relates to mineral resources is based on information compiled by Dr
Carina Lemmer.

The Competent Person for Goliath Gold’s exploration results is Sean
Meadon, who has a master’s degree in science (geology) and who is a
professional natural scientist registered with the South African Council
for Natural Scientific Professions (“SACNASP”) membership number
400243/09, and resides at 1 King Willow Crescent, Randjesfontein,
Midrand, 1683. Sean Meadon is Vice President: Technical Services and is
a fulltime employee of Goliath Gold. During the year under review Sean
Meadon served as fulltime Vice President: Exploration of Gold One, which
has entered into a management agreement with Goliath Gold. Sean Meadon
has 25 years’ experience relevant to the style of mineralisation and
type of deposit under consideration, and to the activity which he is
undertaking, to qualify as a Competent Person for the purposes of the
SAMREC Code.

The Competent Person for Goliath Gold’s mineral resources is Dr Carina
Lemmer, who has a doctorate in applied earth sciences (geostatistics)
and who is a professional natural scientist registered with SACNASP,
membership number 400021/03, and resides at 15 Chiselhurst Drive,
Rossmore, 2092. Dr Carina Lemmer is an independent consultant to Goliath
Gold, and has been an independent consultant to the South African mining
industry for the past 25 years. Dr Carina Lemmer has 37 years’
experience   in   resource  estimation   relevant   to   the  style   of
mineralisation and type of deposit under consideration, and to the
activity which she is undertaking, to qualify as a Competent Person for
the purposes of the SAMREC Code.

Sean Meadon and Dr Carina Lemmer consent to the inclusion in the
Integrated Annual Report of the matters based on information compiled by
themselves in the form and context in which they appear.


8.   SEGMENT INFORMATION

Management has determined the operating segments based on the reports
reviewed by the Executive Committee that are used to make strategic
decisions. The Executive Committee considers the business from a
functional perspective and has identified only one reportable segment,
namely, exploration. The Group currently operates in two geographical
locations, being the East Rand Goldfields in South Africa’s Gauteng
Province as well as in the Western Cape Province, and performs
explorations activities.

No mining activities took place in 2014.
                                                12 months to    12 months to
                                                 31 December     31 December
                                                        2014            2013
                                                       R’000           R’000
Segment revenue
Exploration                                                 -              -

Comprehensive income for the
year
Exploration                                          (77 275)       (44 031)

Assets
Exploration                                          168 204         163 239
Consolidated total assets                            168 204         163 239

Liabilities
Exploration                                        (127 784)        (50 133)
Consolidated total liabilities                     (127 784)        (50 133)


9. RECONCILIATION OF EARNINGS AND NUMBER OF SHARES

HEADLINE EARNINGS PER SHARE

                                                12 months to    12 months to
                                                 31 December     31 December
                                                        2014            2013
Headline loss per share
(cents)                                                  (52)          (32)
Diluted headline loss
(cents)                                                  (52)          (32)


Reconciliation of headline earnings per share


                                                12 months to    12 months to
                                                 31 December     31 December
                                                        2014            2013
                                                       R’000           R’000
Loss for the year                                   (77 275)        (44 031)
Adjustments for:
Profit on abandonment of
surface rights                                              -        (1 500)
Profit on sale of assets                                    -          (822)
Loss on sale of assets                                      -             13
Fair value adjustment on
investment property                                         -          (181)
Headline loss for the year                           (77 275)       (46 521)
WEIGHTED AVERAGE NUMBER OF SHARES


                                             12 months to      12 months to
                                              31 December       31 December
                                                     2014              2013
Number of shares outstanding                  147 354 905       147 354 905
Weighted average number of shares             147 354 905       147 354 905

Diluted headline loss per share

Diluted headline loss per share is calculated by adjusting the weighted
average number of ordinary shares outstanding to assume conversion of
all dilutive potential ordinary shares. The Group only has one element
of   potential   ordinary   shares  which   is   9 685  000   (2013   –
6 150 000)employee share options in issue at 31 December 2014. However,
these share options are anti-dilutive and therefore are not included in
the calculation of diluted weighted average number of ordinary shares.
Accordingly, the diluted weighted average number of ordinary shares is
147 354 905.


10.   SUBSEQUENT EVENTS

In the opinion of the board of directors, no subsequent event or
circumstance has arisen since 31 December 2014 that requires additional
disclosure.


11.   CONTINGENCIES

Goliath Gold has identified a risk of potential long term Acid Mine
Drainage (“AMD”) on certain of its operations. AMD relates to the
acidification and contamination of naturally occurring water resources
by pyrite bearing ore contained in underground mines and in rock dumps,
tailings dams and pits on the surface. Goliath Gold has not been able to
reliably determine the financial impact that AMD may have on the Group.
The Group has taken certain preventative actions as well as remedial
actions in an attempt to minimise the Group’s exposure to environmental
contamination.

The risk of the rising water level in the East Rand Basin has also been
identified as a possible risk to Goliath Gold’s operations. This risk is
being mitigated as far as possible through the Company’s focus on East
Rand targets that are either: not connected to the main basin; are
separated from existing underground workings by 100 metre water pillars;
or are located above the level at which the Trans Caledon Tunnel
Authority ("TCTA") pumping project plans to maintain the East Rand
Basin's water level.

The TCTA has been sub-contracted by the Department of Water Affairs and
Sanitation to implement pumping to maintain the Eastern Basin mine void
water at a level that will not allow for negative socio-economic and
environmental impacts. Pumping is anticipated to commence in 2016.
Goliath Gold is also continuing to monitor water levels in the East Rand
in conjunction with the Department of Water and Sanitation.


12.   DIVIDENDS

No dividends were declared or paid to shareholders during the prior and
current year.


13.   DIRECTORATE

Richard Stewart resigned as Chief Executive Officer effective from 15
May 2014 and was replaced by Dale Richards as Chief Executive Officer
effective from 16 May 2014.


14.   SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS

Following the resignation of Richard Stewart on 15 May 2014 to join
Sibanye Gold Limited, Dale Richards was appointed as an executive
director and Chief Executive Officer with effect from 16 May 2014.


15.   NOTICE OF ANNUAL GENERAL MEETING

The Annual General Meeting of Goliath Gold will be held at 09:00 on
Wednesday, 10 June 2015 at the Company’s Grootvlei office, Grootvaly
Road, Strubenvale Ext. 2, Springs (GPS co-ordinates 26°14’14.60”S
28°28’04.07”E).

The Board has determined that, in terms of section 62(3)(a), as read
with section 59 of the Companies Act, the record date for the purposes
of determining which shareholders of the Company are entitled to
participate in and vote at the Annual General Meeting is Friday, 5 June
2015. Accordingly, the last day to trade Goliath Gold shares in order to
be recorded in the Register to be entitled to vote will be Friday,
29 May 2015.



For and on behalf of the Board

Dale Richards                       Christopher Chadwick
Chief Executive Officer             Chief Financial Officer

Johannesburg
31 March 2015


Directors:

P Nel#* (Chairman), D Richards (Chief Executive Officer),
C Chadwick (Chief Financial Officer), K Rayner*,
J Vilakazi*
#
 Non-executive     *Independent Non-Executive
REGISTERED OFFICE
Constantia Office Park, Bridgeview House, Ground Floor,     Corner   14th
Avenue and Hendrik Potgieter Road, Weltevreden Park, 1709

COMPANY SECRETARY
Pierre Kruger
Constantia Office Park, Bridgeview House, Ground Floor,     Corner   14th
Avenue and Hendrik Potgieter Road, Weltevreden Park, 1709

SPONSOR
Merchantec Capital

AUDITORS
KPMG Inc.

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