WILDHORSE ENERGY LIMITED
INTERIM FINANCIAL REPORT FOR THE HALF YEAR ENDED
31 DECEMBER 2014
ABN 98 117 085 748
CORPORATE DIRECTORY
Directors
Mr Ian Middlemas - Chairman
Mr Mark Hohnen
Mr Mark Pearce
Company Secretary
Mr Sam Cordin
Registered Office
Level 9, BGC Centre
28 The Esplanade
Perth WA 6000
Australia
Telephone: +61 8 9322 6322
Facsimile: +61 8 9322 6558
Website
www.wildhorse.com.au
Securities Exchange Listing
Australian Securities Exchange
ASX Code: WHE - Ordinary Shares
London Stock Exchange (AIM)
AIM Code: WHE - Ordinary Shares
Nominated Adviser
Grant Thornton UK LLP
30 Finsbury Square
London EC2P 2YU
Share Registry
Australia
Link Market Services Limited Level 12, 680 George Street Sydney NSW 2000
Telephone: +61 1300 554 474
Facsimile: +61 2 9287 0303
United Kingdom
Computershare Investor Services Plc
PO Box 82
The Pavillions Bridgwater Road Bristol BS99 7NH
Telephone: +44 870 889 3105
Solicitors
Steinepreis Paganin
Level 4, The Read Buildings
16 Milligan Street
Perth WA 6000
Auditor
KPMG
235 St Georges Terrace
PERTH WA 6000
Bankers
Australia and New Zealand Banking Group Limited
CONTENTS
Page
Directors' Report 1
Directors' Declaration 4
Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income 5
Condensed Consolidated Statement of Financial Position 6
Condensed Consolidated Statement of Changes in Equity 7
Condensed Consolidated Statement of Cash Flows 8
Notes to the Financial Statements 9
Auditor's Independence Declaration 16
Independent Auditor's Review Report 17
Wildhorse Energy Limited Financial Report for the Half Year Ended 31 December 2014
DIRECTORS' REPORT
The Board of Directors of Wildhorse Energy Limited present their report on Wildhorse Energy Limited
("Company" or "Wildhorse Energy") and the entities it controlled during the half year ended 31 December
2014 ("Consolidated Entity" or "Group").
DIRECTORS
The names and details of the Company's directors in office at any time during the half year or since the end of the half year are:
Current Directors
Mr Ian Middlemas Non-Executive Chairman
Mr Mark Hohnen Non-Executive Director
Mr Mark Pearce Non-Executive Director (appointed 29 August 2014)
Former Directors
Mr Matt Swinney Managing Director - Resigned 29 August 2014
Mr Brett Mitchell Non-Executive Director - Resigned 29 August 2014
Mr Johan Brand Technical Director - Resigned 25 July 2014
Mr James Strauss Non-Executive Director - Resigned 29 August 2014
Dr Konrad Wetzker Non-Executive Director - Resigned 29 August 2014
Unless otherwise stated, Directors held their office from 1 July 2014 until the date of this report.
OPERATING AND FINANCIAL REVIEW Operations
Highlights during the half year and since the end of the half year include:
• The Company substantially reduced costs for its operational and administrative functions and, as announced on 28 October 2014, is now accessing options to divest its remaining Hungarian uranium project.
• The Company increased its focus on its remaining Golden Eagle Uranium Project in the USA.
• The Company completed a 1 for 30 consolidation of capital ('Consolidation') as approved by shareholders at the Annual General Meeting on Tuesday 25 November 2014, reducing the number of shares on issue to 13.6 million.
• Following the completion of the Consolidation, the Company issued a prospectus detailing a 5 for 1 pro rata renounceable entitlements issue to raise up to approximately $3.8 million before costs.
• The Company received applications for 19,158,525 ordinary shares ('Shares') to raise A$957,926 under the Entitlement Issue. Directors placed 28,500,000 Shares to raise A$1,425,000 under the Shortfall Offer and have 28,010,305 Shares remaining to issue, which is expected to occur in the coming weeks. Upon completion of the Entitlement Issue associated Shortfall Offer, the Company will have approximately A$3.6 million in cash.
• The Company continues in its efforts to identify and acquire suitable new business opportunities in the resource and other sectors both domestically and overseas.
The Board is confident that, with the completion of the recapitalisation process the new low cost structure has placed the Company in a strong position to progress its current project and to pursue new opportunities in the resource and other sectors.
Wildhorse Energy Limited Financial Report for the Half Year Ended 31 December 20141
DIRECTORS' REPORT
(Continued)
OPERATING AND FINANCIAL REVIEW (Continued) Operations (Continued)
Golden Eagle Uranium and Vanadium Project
The Golden Eagle Uranium and Vanadium Project holds nine U.S. Department of Energy (DOE) Uranium/Vanadium Mining Leases, covering 22.7 km2located in the Uravan Mineral Belt, Colorado USA.
Technical reports for a number of the leases have been drafted based on historic data, however, exploration drilling and core analysis need to be completed in order to finalise these reports. The leases will expire eight years after the courts complete their review of the Record of Decision (ROD) published in 2014 in the Federal Register and the DOE allows the lease holders to resume activities on their leases.
It should be noted that the leases, can be held beyond their expiration through continued renewals and the continuation of lease maintenance, including exploration work and future production. Historically these DOE leases have been renewed for 10 year periods after the expiration date; existing leases issued to past Lessee's have been renewed dating back to 1974.
Wildhorse Energy also possesses an option on Gold Eagle Mining Inc (GEMI) leases; GEMI has three DOE
properties of which two have active operating permits.
Upon completion of the recapitalisation process, the Company will undertake a staged approach to advance this project, and will initially focus on a technical review of existing exploration information to determine the most appropriate manner to undertake further exploration activities.
Mecsek Hills Uranium Project
As part of the Company's ongoing restructuring efforts and decision to cease all activities in Europe, the Board resolved to divest of its holdings in the Mecsek Hills Uranium Project. As a result, the Company is continuing with its efforts to divest of its interest in this Project to extract the best value for shareholders. It is also noted that with effect from 31 December 2014, the Hungarian government has deemed the Project joint venture entity ("Magyar Uran Zrt") a company of national importance, which may impact on the sale process.
Mecsek Hills UCG Project
As previously disclosed, given that no recent development activities had been undertaken on this project and a number of unsuccessful attempts had been made to divest all or part of the Company's interest in this project, the Board resolved to formally cease all activities during the period, which resulted in the associated mineral interests terminating.
CORPORATE
Share Consolidation
As announced on 8 December 2014, the consolidation of the Company's capital, on the basis of 1 share for every 30 existing shares, as approved by shareholders at the Annual General Meeting of shareholders on 25
November 2014, has now been completed. The numbers of Options on issue have also been consolidated on a 1 for 30 basis, with the exercise price of the Options increasing in inverse proportion to the consolidation ratio.
Wildhorse Energy Limited Financial Report for the Half Year Ended 31 December 20142
DIRECTORS' REPORT
(Continued)
OPERATING AND FINANCIAL REVIEW (Continued) Results of Operations
Net operating loss after tax for the half year ended 31 December 2014 was $786,840 (31 December 2013:
$31,883,576).
Financial Position
At 31 December 2014, the Company had cash reserves of $39,578 (30 June 2014: $404,143) and net assets of $412,139 (30 June 2014: $1,060,554).
At the completion of the Entitlement Issue and associated Shortfall Offer, the Company's cash position will be approximately $3.6 million with a total of 90,802,596 ordinary shares on issue.
SIGNIFICANT POST BALANCE DATE EVENTS
Other than as disclosed below, at the date of this report there were no significant events occurring after balance date requiring disclosure.
(i) On 6 February 2015, the Company issued 19,158,525 Shares to raise $957,926 under the
Entitlements Issue offer; and
(ii) On 27 February 2015, the Company issued 28,500,000 Shares to raise $1,425,000 under the Shortfall Offer. The placement included shares issued to Directors which were approved by Shareholders at a general meeting of the Company held on 28 January 2015.
(iii) Under the Shortfall Offer, the Company has 28,010,305 Shares remaining to be issued. The Directors have allocated these remaining Shares to unrelated third parties and to date the Company has received application forms and monies for 24,150,000 Shares (A$1,207,500). The Directors expect to issue the remaining Shares once all application forms and monies are received which is expected to be within the next one to two weeks.
AUDITOR'S INDEPENDENCE DECLARATION
Section 307C of the Corporations Act 2001 requires our auditors, KPMG, to provide the directors of Wildhorse Energy Limited with an Independence Declaration in relation to the review of the half year financial report. This Independence Declaration is attached to and forms part of this Directors' Report.
Signed in accordance with a resolution of the Directors.
MARK PEARCE Director
13 March 2015
Wildhorse Energy Limited Financial Report for the Half Year Ended 31 December 20143
DIRECTORS' DECLARATION
In the opinion of the Directors of Wildhorse Energy Limited:
1. the interim financial statements comprising the statement of comprehensive income, statement of financial positon, statement of cash flows, statement of changes in equity and notes set out on pages 9 to 15 are in accordance with the Corporations Act 2001 including:
1. giving a true and fair view of the financial position of the consolidated entity as at 31
December 2014 and of its performance and cash flows for the six months ended on that date; and
2. complying with Australian Accounting Standard AASB 134 Interim Financial Reporting and
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 Directors:
MARK PEARCE Director
13 March 2015
Wildhorse Energy Limited Financial Report for the Half Year Ended 31 December 20144
CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE HALF YEAR ENDED 31 DECEMBER 2014
Restated*
31 December 31 December
2014 2013
Notes $ $
|
Continuing operations
Other income
Finance income
Corporate and administrative expenses
Re-structure corporate expenses
Other expenses
Finance expenses
|
- 2,334
122 41,470(242,872) (909,168)(85,197) -
- (214,748)
- (35,876)
|
Loss before tax
Income tax expense
|
(327,947) (1,115,988)
- -
|
Loss from continuing operations
|
(327,947) (1,115,988)
|
Discontinued operations
Net loss from discontinued operations (net of income tax)
|
4 (458,893) (30,767,588)
|
Loss for the period
|
(786,840) (31,883,576)
|
Loss attributable to:
Members of Wildhorse Energy Limited
Non - controlling interests
|
(710,874) (31,878,434)
(75,966) (5,142)
|
(786,840) (31,883,576)
|
Other comprehensive income
Items that may be reclassified subsequently to profit or loss:
Exchange differences arising during the period - continuing operations
Exchange differences arising during the period - discontinued operations
|
110,012 732,225
(133,553) 4,434,269
|
Other comprehensive income/ (loss) for the period, net of tax
|
(23,541) 5,166,494
|
Total comprehensive income/ (loss) for the period
|
(810,381) (26,717,082)
|
Total comprehensive loss attributable to
Members of Wildhorse Energy Limited
Non - controlling interests
|
(734,415) (26,711,940)
(75,966) (5,142)
|
(810,381) (26,717,082)
|
Basic and diluted loss per share attributable to the ordinary equity holders of the company (cents per share)1
Basic and diluted loss per share - continuing operations (cents per share)1
|
7 (4.93) (237.07)
7 (1.75) (8.30)
|
Notes:
1. The 31 December 2013 comparatives for basic and diluted loss per share have been restated to take into account the 1 for 30
Consolidation that occurred during the period (refer to note 7).
* Refer to note 4 for details of the restatement due to the discontinuation of one of the Company's operations.
The above Condensed Consolidated Statement of Profit or Loss and other Comprehensive Income should be read in conjunction with the accompanying notes.
Wildhorse Energy Limited Financial Report for the Half Year Ended 31 December 20145
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2014
31 December 2014 30 June 2014
Notes $ $
|
ASSETS Current Assets
Cash and cash equivalents
Sundry debtors and other receivables Prepayment of share issue expenses Inventories
|
39,578 404,143
17,065 124,470
46,128 -
- 23,557
|
Total Current Assets
|
102,771 552,170
|
Non-Current Assets
Exploration and evaluation expenditure Property, plant and equipment Intangible assets
Deposits held
|
609,981 506,817
- 46,305
- 41,664
- 93,806
|
Total Non-Current Assets
|
609,981 688,592
|
TOTAL ASSETS
|
712,752 1,240,762
|
LIABILITIES Current Liabilities
Trade and other payables
Short term loan
Employee entitlements
|
250,613 163,689
5 50,000 -
- 16,519
|
Total Current Liabilities
|
300,613 180,208
|
TOTAL LIABILITIES
|
300,613 180,208
|
NET ASSETS
|
412,139 1,060,554
|
EQUITY Contributed equity Reserves
Accumulated losses
|
6 92,586,223 92,500,223
8 747,458 1,705,930
(92,921,542) (93,069,633)
|
Equity attributable to owners of the
Company
Non-controlling interests
|
412,139 1,136,520
- (75,966)
|
TOTAL EQUITY
|
412,139 1,060,554
|
The above Condensed Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes.
Wildhorse Energy Limited Financial Report for the Half Year Ended 31 December 20146
Share- Foreign
Based Currency Non-
CONSOLIDATED Contributed Payment Translation Accumulated Controlling Total
Equity Reserve Reserve Losses interests Equity
$ $ $ $ $ $
|
Balance at 1 July 2014
Net loss for the period
Exchange differences on translation of foreign operations
|
92,500,223 1,284,248 421,682 (93,069,633) (75,966) 1,060,554
- - - (786,840) - (786,840)
- - (23,541) - - (23,541)
|
Total comprehensive loss for the period
Transactions with owners, recorded directly in equity
Expiry of incentive options
Disposal of non-controlling interest
Shares issued in lieu of fees
Shares issued to creditors
|
- - (23,541) (786,840) - (810,381)
- (934,931) - 934,931 - -
- - - - 75,966 75,966
18,000 - - - - 18,000
68,000 - - - - 68,000
|
Balance at 31 December 2014
|
92,586,223 349,317 398,141 (92,921,542) - 412,139
|
Balance at 1 July 2013
Net loss for the period
Exchange differences on translation of foreign operations
|
92,319,033 7,490,630 (3,673,012) (58,818,147) (67,882) 37,250,622
- - - (31,878,434) (5,142) (31,883,576)
- - 5,166,494 - - 5,166,494
|
Total comprehensive loss for the period
Transactions with owners, recorded directly in equity
Share-based payments expense
|
- - 5,166,494 (31,878,434) (5,142) (26,717,082)
- (335,847) - - - (335,847)
|
Balance at 31 December 2013
|
92,319,033 7,154,783 1,493,482 (90,696,581) (73,024) 10,197,693
|
The above Condensed Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE HALF YEAR ENDED 31 DECEMBER 2014
31 December 2014 31 December 2013
$ $
|
Cash flows from operating activities
Payments to suppliers and employees
Payments to exploration suppliers and employees
Interest received
|
(468,785) (2,337,640)
- (220,532)
120 23,358
|
Net cash outflow from operating activities
|
(468,665) (2,534,814)
|
Cash flows from investing activities Payments for property, plant and equipment Payments for exploration and evaluation
Proceeds from the sale of property, plant and equipment
Proceeds from deposit released
|
- (3,370)
- (1,960,532)
52,627 -
- 179,620
|
Net cash inflow/ (outflow) from investing activities
|
52,627 (1,784,282)
|
Cash flows from financing activities
Proceeds from short term loan
|
50,000 -
|
Net cash inflow from financing activities
|
50,000 -
|
Net decrease in cash and cash equivalents held
Net foreign exchange differences
Cash and cash equivalents at the beginning of the half year
|
(366,038) (4,319,096)
1,473 125,100
404,143 5,417,836
|
Cash and cash equivalents at the end of the half year
|
39,578 1,223,840
|
The above Condensed Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes.
Wildhorse Energy Limited Financial Report for the Half Year Ended 31 December 20148
NOTES TO THE FINANCIAL STATEMENTS
FOR THE HALF YEAR ENDED 31 DECEMBER 2014
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (a) Statement of Compliance
The interim condensed consolidated financial statements of the Group for the half year ended 31 December
2014 were authorised for issue in accordance with the resolution of the directors on 13 March 2015.
The interim condensed consolidated financial statements for the half year reporting period ended
31 December 2014 have been prepared in accordance with Accounting Standard AASB 134 Interim
Financial Reporting and theCorporations Act 2001.
This half year financial report does not include all the notes of the type normally included in an annual financial report. Accordingly, this report is to be read in conjunction with the annual report of Wildhorse Energy Limited for the year ended 30 June 2014 and any public announcements made by Wildhorse Energy Limited and its controlled entities during the half year reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001.
(b) Basis of Preparation of Half Year Financial Report
The interim condensed consolidated financial statements have been prepared on the basis of historical cost. Cost is based on the fair values of the consideration given in exchange for assets. All amounts are presented in Australian dollars.
The consolidated financial statements have been prepared on a going concern basis which assumes the continuity of normal business activity and the realisation of assets and the settlement of liabilities in the ordinary course of business.
The accounting policies and methods of computation adopted in the preparation of the half year financial report are consistent with those adopted and disclosed in the company's annual financial report for the year ended 30 June 2014, other than as detailed below.
(c) New Accounting Standards
In the current period, the Group has adopted all of the new and revised Standards and Interpretations issued by the Australian Accounting Standards Board (the AASB) that are relevant to its operations and effective for annual reporting periods beginning on or after 1 July 2014. New and revised standards and amendments thereof and interpretations effective for the current half year that are relevant to the Group include:
•AASB 132 Financial Instruments: Presentation and AASB 2012-3 Amendments to Australian
Accounting Standards arising from AASB 132;
•AASB 136 Impairment of Assets and AASB 2013-3 Amendments to Australian Accounting Standards arising from AASB 136; and
•AASB 1031 Materiality and AASB 2013-9 (Part B) Amendments to Australian Accounting Standards to delete references to AASB 1031.
The adoption of new and revised Standards and Interpretations has not affected the amounts reported for the current or prior periods. The Group has not early adopted any other standard, interpretation or amendment that has been issued but is not yet effective.
Wildhorse Energy Limited Financial Report for the Half Year Ended 31 December 20149
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