Half Yearly Report and Accounts
Released
Released
Announcement PDF
INTERIM CONSOLIDATED FINANCIAL STATEMENTS
RAREX LIMITED
(FORMERLY SAGON RESOURCES LIMITED)
ABN: 65 105 578 756
AND CONTROLLED ENTITIES
FINANCIAL STATEMENTS
FOR HALF YEAR ENDED
31 DECEMBER 2019
RAREX LIMITED AND CONTROLLED ENTITIES
CORPORATE DIRECTORY
DIRECTORS
LAWYERS
Mr John Young
Non-Executive Chairman
HWL Ebsworth Lawyers
Level 20
240 St Georges Terrace
Perth
Western Australia 6000
Mr Jeremy Robinson
Executive Director
Mr Shaun Hardcastle
Non-Executive Director
AUDITOR
Ms Oonagh Malone
Walker Wayland WA Audit Pty Ltd
Level 3, 1 Preston Street
Como
Western Australia 6152
PRINCIPAL PLACE OF BUSINESS
SHARE REGISTRY
Suite 23, 513 Hay Street
Subiaco
Western Australia 6008
Automic Registry Services
Level 5 126 Phillip Street
Sydney NSW 2000
Australia
COMPANY SECRETARY
Telephone: (08) 6143 6720
Website: www.rarex.com.au
REGISTERED OFFICE
Suite 23, 513 Hay Street
Subiaco
Western Australia 6008
ASX CODES: REE
Telephone: 1300 288 664
RAREX LIMITED AND CONTROLLED ENTITIES
TABLE OF CONTENTS
DIRECTORS’ REPORT .......................................................................................................................................... 1
AUDITOR’S INDEPENDENCE DECLARATION .................................................................................................... 3
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME ................... 4
CONSOLIDATED STATEMENT OF FINANCIAL POSITION ................................................................................. 5
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY .................................................................................. 6
CONSOLIDATED STATEMENT OF CASH FLOWS............................................................................................... 7
NOTES TO THE FINANCIAL STATEMENTS ......................................................................................................... 8
DIRECTORS’ DECLARATION .............................................................................................................................. 24
INDEPENDENT AUDITOR’S REPORT ............................................................................................................... 25
RAREX LIMITED AND CONTROLLED ENTITIES
DIRECTORS’ REPORT
The Board of Directors have pleasure in presenting its report on the consolidated entity for the half year ended 31
December 2019.
1.
DIRECTORS
The names of the Company’s directors in office during the half year and until the date of this report are set out
below. Directors were in office for this entire period unless otherwise stated.
Mr John Young
(appointed 18 February 2020)
Mr Jeremy Robinson (appointed 27 September 2019)
Mr Shaun Hardcastle
Mr Scott Patrizi
(resigned 18 February 2020)
Mr David Scoggin
(resigned 23 August 2019)
2.
PRINCIPAL ACTIVITIES
The principal activities of the Group are mineral exploration and development. No significant change in the nature
of these activities occurred during the half year.
3.
REVIEW OF OPERATIONS
During the half year, the Company:
4.
undertook a consolidation of capital on the basis of 1 share for every 25 shares held;
acquired 100% of the Cummins Range Rare Earths Project;
completed two capital raisings which raised a total of $2.42m before costs;
commenced exploration activities at Cummins Range Rare Earths Project which comprised of an
extensive passive seismic survey;
changed its name to RareX Limited and its ASX code to REE;
appointed Mr Gavin Beer as lead consultant metallurgist and Mr Guy Moulang as head of exploration;
and
acquired the Weld North Project.
FINANCIAL RESULTS
The loss of the Company for the period ending 31 December 2019 was $8,115,869 (Six months to 31 December
2018: loss of $1,206,211). During the half year, total expenses amounted to $8,128,232 (Six months to 31
December 2018: $1,351,011). The total expenses includes an expense for acquisition costs of the Company’s
Cummins Range Rare Earths Project of $6,095,382 which the Directors have elected to charge to the Consolidated
Statement of Profit or Loss and Other Comprehensive Income.
Unrestricted cash and cash equivalents amounted to $1,985,352 as at 31 December 2019 (30 June 2019:
$427,318).
5.
EVENTS SUBSEQUENT TO THE END OF THE REPORTING PERIOD
There are no matters or circumstances which have arisen since the end of the half year which significantly affected
or may significantly affect the operations of the consolidated entity, the results of those operations, or the state of
affairs of the consolidated entity in subsequent financial periods, other than:
The Company announced on 31st January 2020 it has reached an agreement with TSX Venture
Exchange (“TSXV”) listed company Kincora Copper Limited (“Kincora Copper”) for the partial sale of its
NSW Copper Gold tenements. RareX Ltd has entered a binding Memorandum of Understanding (“MoU”)
with Kincora Copper whereby Kincora Copper has paid a non-refundable option payment of C$25,000
(A$27,650) to RareX Ltd for 6-week exclusive option period ("Exclusivity Period").
Upon exercise of the option by Kincora Copper, it must pay RareX Ltd an additional C$150,000 and issue
RareX Ltd 14.95 million shares in Kincora Copper at a deemed issue price of C$0.065 each equating to
C$971,750. The shares will be subject to a 12-month voluntary escrow period, subject to standard
exceptions.
1
RAREX LIMITED AND CONTROLLED ENTITIES
DIRECTORS’ REPORT (continued)
Upon exercise of the option by Kincora Copper, RareX Ltd will transfer a 65% interest in its NSW
tenements and RareX Ltd will retain a 35% free carried interest until such time as positive scoping study
or preliminary economic assessment is delivered following which industry standard JV dilution
mechanisms will apply.
6.
On 12th March 2020, the Company announced that Kincora Copper had exercised the option with respect
to the NSW Copper Gold tenements.
On 18th February 2020, Mr John Young was appointed as Non-Executive Chairman of the Company and
Mr Scott Patrizi resigned as Non-Executive Director.
The Company secured a landmark strategic partnership with Talaxis Limited (“Talaxis”) a wholly-owned
subsidiary of Noble Group Holdings Limited. Talaxis will assist the Company with securing offtake,
financial partners and strategic investors to develop the Cummins Range Rare Earths Project.
AUDITOR’S INDEPENDENCE DECLARATION
The auditor’s independence declaration under Section 307C of the Corporations Act 2001 is set out on page 3 and
forms part of the Directors’ Report for the half year ended 31 December 2019.
This report is made in accordance with a resolution of the Directors.
On behalf of the Directors.
Jeremy Robinson
Executive Director
Signed this 13th day of March 2020.
2
Auditor’s Independence Declaration Under Section 307C of The Corporations Act
2001 to The Directors of RareX Limited
I declare that, to the best of my knowledge and belief, during the half-year end
31 December 2019 there have been no contraventions of:
(i)
the auditor independence requirements as set out in the Corporations Act 2001 in
relation to the review; and
(ii)
any applicable code of professional conduct in relation to the review.
WALKER WAYLAND WA AUDIT PTY LTD
Richard Gregson CA
Director
Level 3, 1 Preston Street, COMO WA 6152
Dated this 13th day of March 2020.
Liability limited by a scheme approved
under Professional Standards Legislation
RAREX LIMITED AND CONTROLLED ENTITIES
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE HALF YEAR ENDED 31 DECEMBER 2019
Notes
Consolidated
6 months
6 months
ended 31
ended 31
December
December
2019
2018
$
$
Income
Other income
3
12,363
97,854
Sale of tenements
4
-
591,479
-
(544,533)
12,363
144,800
Administration expenses
(259,679)
(155,089)
Consultants & management expenses
(122,154)
(148,277)
-
(2,090)
(33,689)
(209,648)
(1,294,328)
(568,993)
(324,261)
(266,914)
(6,095,382)
-
Foreign exchange gain
1,455
-
Impairment
(194)
-
Total expenses
(8,128,232)
(1,351,011)
Loss from continuing operations before income tax expense
(8,115,869)
(1,206,211)
-
-
(8,115,869)
(1,206,211)
(1,887)
(1,085)
(8,117,756)
(1,207,296)
(3.5729) cents
(0.9000) cents
Loss on revaluation of financial assets
Total Income
Expenses
Depreciation, amortisation and impairment expense
5
Legal expenses
Share based payments expense
17
Exploration expenses
Acquisition of tenements
6
Income tax expense
Loss from continuing operations after income tax expense
Other comprehensive income
Exchange rate differences on translating foreign operations
Total comprehensive loss attributable to owners of the parent
Loss per share
- basic and diluted
The above Consolidated Statement of Profit or Loss and Other Comprehensive Income is to be read in conjunction
with the accompanying notes
4
RAREX LIMITED AND CONTROLLED ENTITIES
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
FOR THE HALF YEAR ENDED 31 DECEMBER 2019
Consolidated
31 December
2019
30 June
2019
$
$
Notes
ASSETS
Current Assets
Cash and cash equivalents
7
1,985,352
427,318
160,755
283,140
-
307,737
2,146,107
1,018,195
1,656,046
505,032
Total Non-current Assets
1,656,046
505,032
TOTAL ASSETS
3,802,153
1,523,227
1,303,972
165,869
7,074
-
Total Current Liabilities
1,311,046
165,869
TOTAL LIABILITIES
1,311,046
165,869
NET ASSETS
2,491,107
1,357,358
Trade and other receivables
Financial assets at fair value through profit or loss
11
Total Current Assets
Non-current Assets
Exploration & evaluation assets
9
LIABILITIES
Current Liabilities
Trade and other payables
12
Provisions (current)
EQUITY
Contributed equity
13
27,615,453
20,405,948
Reserves
14
4,416,473
2,376,360
(29,540,819)
(21,424,950)
2,491,107
1,357,358
Accumulated losses
TOTAL EQUITY
The above Consolidated Statement of Financial Position is to be read in conjunction with the accompanying notes.
5
RAREX LIMITED AND CONTROLLED ENTITIES
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE HALF YEAR ENDED 31 DECEMBER 2019
CONSOLIDATED
Notes
At 1 July 2019
Ordinary
Shares
Options
Reserve
Share Based
Payments
Reserve
(Accumulated
Losses)
Total
Equity
$
Foreign
Currency
Translation
Reserve
$
$
$
$
$
20,405,948
2,294,087
83,840
(1,567)
(21,424,950)
1,357,358
Currency translation differences
(1,887)
Total comprehensive income for the period, net of tax
(1,887)
(8,115,869)
(8,115,869)
Transactions with owners in their capacity as owners
Share issues
13
7,379,122
7,379,122
Transaction costs
13
(169,617)
(169,617)
Share based payments
17
2,042,000
2,042,000
At 31 December 2019
27,615,453
4,336,087
83,840
(3,454)
(29,540,819)
2,491,107
At 1 July 2018
19,455,681
2,279,087
-
-
(19,215,941)
2,518,827
Currency translation differences
-
-
-
(1,085)
-
(1,085)
Total comprehensive income for the period, net of tax
-
-
-
(1,206,211)
(1,206,211)
Transactions with owners in their capacity as owners
Share issues
13
1,010,003
-
-
-
-
1,010,003
Transaction costs
13
(59,739)
-
-
-
-
(59,739)
Share based payments
17
-
152,500
416,493
-
-
568,993
20,405,945
2,431,587
416,493
(1,085)
(20,422,152)
2,830,788
At 31 December 2018
The above Consolidated Statement of Changes in Equity is to be read in conjunction with the accompanying notes.
6
RAREX LIMITED AND CONTROLLED ENTITIES
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE HALF YEAR ENDED 31 DECEMBER 2019
Consolidated
6 months to
31 December
2019
6 months to
31 December
2018
$
$
Notes
CASH FLOWS USED IN OPERATING ACTIVITIES
Payments to suppliers and employees
(660,265)
(693,924)
1,704
1,647
(658,561)
(692,277)
-
(49,587)
(525,000)
(247,084)
Proceeds from disposal of tenements
-
208,200
Proceeds from disposal of investments
490,255
-
-
100,000
339
-
(34,406)
11,529
2,420,000
750,003
610
-
Costs of share issue
(169,617)
(59,739)
NET CASH FLOWS FROM FINANCING ACTIVITIES
2,250,993
690,264
NET DECREASE IN CASH AND CASH EQUIVALENTS
1,558,026
9,516
427,318
470,269
8
258
1,985,352
480,043
Interest received
NET CASH FLOWS USED IN OPERATING ACTIVITIES
CASH FLOWS USED IN INVESTING ACTIVITIES
Payments for capitalised exploration expenditure
Payments to acquire tenements
Proceeds from disposal of royalty
Cash acquired on acquisition of subsidiary
NET CASH FLOWS (USED IN)/FROM INVESTING ACTIVITIES
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from share issue
Proceeds from issue of share options
Cash and cash equivalents at beginning of period
Effect of movement in exchange rate
CASH AND CASH EQUIVALENTS AT END OF PERIOD
7
The above Consolidated Statement of Cash Flows is to be read in conjunction with the accompanying notes.
7
RAREX LIMITED AND CONTROLLED ENTITIES
NOTES TO ACCOUNTS
FOR THE HALF YEAR ENDED 31 DECEMBER 2019
1.
CORPORATE INFORMATION
The consolidated financial report of RareX Limited (“the Company”) for the half year ended 31 December
2019 was authorised for issue in accordance with a resolution of the Directors on 13th March 2020.
RareX Limited is a company incorporated in Australia and limited by shares which are publicly traded on
the Australian Securities Exchange. The principal activities during the year of the entities within the
consolidated entity were mineral exploration and development.
2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The half year financial report does not include all the notes of the type normally included within the annual
financial report and therefore cannot be expected to provide as full an understanding of the financial
performance, financial position and financing and investing activities of the consolidated entity as the full
financial report, and should be read in conjunction with the annual Financial Report of RareX Limited for
the year ended 30 June 2019.
It is also recommended that the half year financial report be considered together with any public
announcements made by RareX Limited and its controlled entities (‘the Group’) during the half year ended
31 December 2019 in accordance with the continuous disclosure obligations arising under the Corporations
Act 2001.
(a)
Basis of Preparation
The half year consolidated financial report has been prepared in accordance with AASB 134 “Interim
Financial Reporting”. The half year financial report has been prepared on a historical cost basis, except for
the revaluation of financial instruments. Cost is based on the fair values of the consideration given in
exchange for assets. All amounts are presented in Australian dollars.
For the purpose of preparing the half year financial report, the half year has been treated as a discrete
reporting period.
This report presents financials for the six month period to 31 December 2019, with comparatives for the six
month period to 31 December 2018.
Going concern
As at 31 December 2019, the Group had working capital of $842,135 (30 June 2019: $852,326) and
returned a loss attributable to owners of $8,115,869 (31 December 2018: $1,206,211). The loss for the
half year to 31 December 2019 included an expense for acquisition costs of the Cummins Range Rare
Earths Project of $6,095,382 (31 December 2018: nil) which the Directors have elected to charge to the
Consolidated Statement of Profit or Loss and Other Comprehensive Income. The ability of the Group to
continue as a going concern is dependent upon the future successful raising of the necessary funding
through disposal of assets, equity and/or debt and the successful exploitation of the Group’s tenements.
The Directors believe it is appropriate to prepare the Financial Statements on a going concern basis
because the Directors have appropriate plans to raise additional funds if required.
These Financial Statements have been prepared on the basis that the Group can meet its commitments as
and when they fall due and can therefore continue normal business activities and the realisation of its assets
and settlement of its liabilities can occur in the ordinary course of business.
In the event the Group is not able to achieve the above requirements, there is uncertainty whether the
Group will continue as a going concern and realise its assets and extinguish its liabilities in the normal
course of business and at the amounts stated in its financial report.
(b)
Changes in accounting policies
The accounting policies adopted in the preparation of the interim consolidated financial statements are
consistent with those followed in the preparation of the Group’s annual financial statements for the year
ended 30 June 2019.
The Group has adopted all mandatory new and amended standards and interpretations applicable for the
current period. The adoption of these standards and interpretations had no material impact on these
financial statements or on the financial position or performance of the Group.
8
RAREX LIMITED AND CONTROLLED ENTITIES
NOTES TO ACCOUNTS
FOR THE HALF YEAR ENDED 31 DECEMBER 2019
2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
The Group has not elected to early adopt any other new standards or amendments that are issued but not
yet effective. Certain amounts in the comparative financial statements have been reclassified to conform
to the current period presentation.
(c)
Basis of consolidation
The half year consolidated financial statements comprise the financial statements of RareX Limited and its
controlled subsidiary.
(d)
Exploration and Evaluation Expenditure Assets
Exploration and evaluation costs are accumulated and accounted for separately on an area of interest
basis. An area of interest is represented by an exploration project, which may include multiple tenements
within a single geographic region.
For each area of interest, the Company makes an election regarding its treatment of exploration and
evaluation expenditure (including the costs of tenement acquisitions) and whether it will be charged to the
income statement as incurred, under the expense category “exploration expenditure” (or other appropriate
expense category), or capitalised as an exploration and evaluation asset, or a combination thereof.
An exploration and evaluation asset can only be recognised in relation to an area of interest if the following
conditions are satisfied:
a)
b)
the rights to tenure of the area of interest are current; and
at least one of the following conditions is also met:
i. the exploration and evaluation expenditures are expected to be recouped through successful
development and exploitation of the area of interest, or alternatively, by its sale; and
ii. exploration and evaluation activities in the area of interest have not at the end of the reporting
period reached a stage which permits a reasonable assessment of the existence or otherwise of
economically recoverable reserves, and active and significant operations in, or in relation to, the
area of interest are continuing.
Capitalised exploration and evaluation expenditures are recorded as an exploration asset at cost less
impairment charges. All capitalised exploration and evaluation expenditure are monitored for indicators of
impairment. Where an impairment indicator is identified, an assessment is performed for each area of
interest to which the exploration and evaluation expenditure is attributed. To the extent that capitalised
expenditure is not expected to be recovered it is charged to the income statement.
(e)
Critical Accounting Estimates and Judgements
The directors evaluate estimates and judgements incorporated into the financial statements based on
historical knowledge and best available current information. Estimates assume a reasonable expectation
of future events and are based on current trends and economic data, obtained both externally and within
the Group.
Key estimates
(i)
Impairment – general
The Group assesses impairment at the end of each reporting period by evaluation of conditions and events
specific to the Group that may be indicative of impairment triggers. Where impairment has been triggered,
assets are written down to their recoverable amounts.
(ii) Options and Share Based Payments value
The options and share based payments issued by the Group during the half year (refer Note 17) have been
valued by the Directors using the Black-Scholes option pricing model based on the inputs shown at Note
17.
(iii) Tenement acquisition costs
The Directors have elected to expense certain tenement acquisition costs in relation to the Cummins Range
Rare Earths Project as disclosed in Note 6.
9
RAREX LIMITED AND CONTROLLED ENTITIES
NOTES TO ACCOUNTS
FOR THE HALF YEAR ENDED 31 DECEMBER 2019
2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
(f)
New Standards and Interpretations
In the half year ended 31 December 2019, the Directors have reviewed all of the new and revised Standards
and Interpretations issued by the AASB that are relevant to the Group’s operations and effective for annual
reporting periods commencing on or after 1 July 2019. It has been determined by the Directors that there
is no impact, material or otherwise, of the new and revised Standards and Interpretations on the Group and,
therefore, no change is necessary to accounting policies.
The adoption of AASB 16 Leases from 1 July 2019 has not affected balances of the Group because the
Group does not have any leases. Future effects of the implementation of this standard will depend on details
in future agreements.
Any new, revised or amending Accounting Standards or Interpretations that are not yet mandatory have
not been early adopted by the Group.
3.
OTHER INCOME
Consolidated
6 months
6 months
ended 31
ended 31
December
December
2019
2018
$
$
Interest received
5,582
2,558
-
100,000
Gain/(loss) on sale of investments
6,900
(4,704)
Foreign exchange loss
(119)
-
12,363
97,854
Proceeds from sale of royalty
4.
SALE OF TENEMENTS
During the half year ended 31 December 2019, there were no tenements sold.
During the half year ended 31 December 2018, Pacton Gold Inc (“Pacton”) acquired a 70% equity interest
in the Company’s Hong Kong Project in the Pilbara (Exploration Licence E47/3566).
$
Cash consideration
208,200
Fair value of Pacton shares received as consideration
1,561,687
Total Consideration
1,769,887
Less: carrying value of 70% interest in Hong Kong Project
1,178,408
Gain on sale of tenement
5.
591,479
EXPENSES
Consolidated
6 months
6 months
ended 31
ended 31
December
December
2019
2018
$
$
Depreciation of plant & equipment
10
-
2,090
-
2,090
RAREX LIMITED AND CONTROLLED ENTITIES
NOTES TO ACCOUNTS
FOR THE HALF YEAR ENDED 31 DECEMBER 2019
6.
ACQUISITION OF TENEMENTS
During the period, the Directors elected to expense the following costs in relation to the acquisition of the
Cummins Range Rare Earths Project to the Consolidated Statement of Profit or Loss and Other
Comprehensive Income:
Consolidated
6 months
6 months
ended 31
ended 31
December
December
2019
2018
$
$
Option fee
50,000
-
Upfront consideration – cash
500,000
-
Upfront consideration – fair value of Rarex Ltd shares issued
813,634
-
Exploration asset - Cummins Range Pty Ltd (Note 10)
4,731,748
6,095,382
7.
-
CASH AND CASH EQUIVALENTS
Consolidated
31 December
30 June
2019
2019
$
$
Cash at bank
8.
1,985,352
427,318
1,985,352
427,318
FINANCIAL ASSETS
For all financial instruments held as at 31 December 2019, the carrying value approximates fair value.
11
RAREX LIMITED AND CONTROLLED ENTITIES
NOTES TO ACCOUNTS
FOR THE HALF YEAR ENDED 31 DECEMBER 2019
9.
EXPLORATION AND EVALUATION ASSETS
Consolidated
31 December
30 June
2019
2019
$
$
Cummins Range Rare Earths Project
Opening balance
-
-
Tenement acquisition costs (refer Table 9.1)
2,363,634
-
Exploration asset - Cummins Range Pty Ltd (Note 10)
4,731,748
-
151,014
-
Less: Acquisition costs expensed (Note 6)
(6,095,382)
-
Closing balance
1,151,014
-
505,032
1,683,440
Tenement acquisition costs
-
-
Stamp duty on acquisition of tenement
-
-
Less: Disposal of 70% interest
-
(1,178,408)
505,032
505,032
Opening balance
-
-
Capitalised exploration costs
-
50,251
Less: Impairment
-
(50,251)
Closing balance
-
-
1,656,046
505,032
Stamp duty on acquisition of tenement
Hong Kong Gold Project
Opening balance
Closing balance
Moroccan Cobalt Project
During the period, Cummins Range Pty Ltd acquired the Cummins Range Rare Earths Project from Element
25 Ltd. The consideration for the acquisition of the project in accordance with the agreement between
Cummins Range Pty Ltd and Element 25 Ltd is as follows:
non-refundable option fee of $50,000;
upfront consideration of $500,000 cash and $500,000 settled in shares in RareX Ltd being 13,338,261
shares at a deemed price of $0.0375 per shares. As the share price at the date of issue of these
shares was $0.061 per share, for accounting purposes these 13,338,261 shares have a fair value of
$813,634;
deferred consideration to be settled on or before 27 September 2020 consisting of $500,000 in cash
and a further $500,000 to be settled in cash or shares in RareX Ltd at the election of Rarex Ltd; and
subject to a positive bankable feasibility study (BFS) being achieved within 36 months from
settlement, further deferred consideration of $1,000,000 is payable to Element 25 Ltd and is to be
settled in cash or shares in RareX Ltd at the election of RareX Ltd. As this further deferred
consideration is subject to a positive BFS, it has not being included in the tenement acquisition costs,
however, has been disclosed as a contingent liability in Note 15(d).
12
RAREX LIMITED AND CONTROLLED ENTITIES
NOTES TO ACCOUNTS
FOR THE HALF YEAR ENDED 31 DECEMBER 2019
9.
EXPLORATION AND EVALUATION ASSETS (continued)
The fair value of the tenement acquisition costs paid or payable to Element 25 Ltd for the Cummins Range
Rare Earths Project brought to account is as follows:
Table 9.1
10.
$
Option fee paid in cash
50,000
Cash consideration paid
500,000
Fair value of 13,338,261 shares in RareX Ltd
813,634
Deferred consideration to be settled in September 2020
1,000,000
Fair value of tenement acquisition costs paid or payable to Element 25 Ltd
2,363,634
ACQUISITION OF SUBSIDIARY
During September 2019, the Company completed the acquisition of 100% of the issued share capital of
Cummins Range Pty Ltd which holds the tenements for the Cummins Range Rare Earths Project.
The consideration for the acquisition of Cummins Range Pty Ltd was as follows:
non-refundable deposit of $25,000;
60,000,000 shares in RareX Ltd issued to the shareholders of Cummins Range Pty Ltd or their
nominees with a fair value of $3,660,000; and
25,000,000 options in RareX Ltd with an exercise price of $0.025 and an expiry date of 27/9/21 with
a fair value of $1,097,250.
$
Cash deposit
25,000
Fair value of 60,000,000 shares in RareX Ltd
3,660,000
Fair value of 25,000,000 options in RareX Ltd
1,097,250
Total consideration paid
4,782,250
The assets and liabilities recognised as a result of the acquisition of Cummins Range Pty Ltd are as follows:
$
Cash
339
Other receivables
5,626
Exploration and evaluation assets
50,000
Trade and other payables
(5,463)
Net identifiable assets acquired
50,502
Add: Exploration asset
4,731,748
Net assets acquired
4,782,250
Total consideration paid
4,782,250
The acquisition of Cummins Range Pty Ltd has been accounted for as an acquisition of an asset on the
basis that it does not constitute a business as defined by AASB 3 Business Combinations.
13
RAREX LIMITED AND CONTROLLED ENTITIES
NOTES TO ACCOUNTS
FOR THE HALF YEAR ENDED 31 DECEMBER 2019
11.
FINANCIAL ASSETS AT FAIR VALUE
Consolidated
31 December
30 June
2019
2019
$
$
Financial assets at fair value through profit or loss
Current
Shares in listed corporations, at fair value
- Cadence Minerals PLC (nil shares; 30 June 2019: 7,000,000
shares)
-
13,911
- Pacton Gold Inc (nil shares; 30 June 2019:1,687,113 shares)
-
293,826
-
307,737
Investment in Atlas Managem Sarl (20% interest)
507,084
507,084
Less: Impairment
(507,084)
(507,084)
-
-
Non-Current
12.
TRADE AND OTHER PAYABLES
Consolidated
31 December
30 June
2019
2019
$
$
Trade and other payables
Deferred consideration for Cummins Range Rare Earths Project
Stamp duty accrued on Cummins Range acquisition
14
152,958
165,869
1,000,000
-
151,014
-
1,303,972
165,869
RAREX LIMITED AND CONTROLLED ENTITIES
NOTES TO ACCOUNTS
FOR THE HALF YEAR ENDED 31 DECEMBER 2019
13.
CONTRIBUTED EQUITY
Consolidated
31 December
30 June
2019
2019
$
$
Ordinary shares
27,615,453
20,405,948
27,615,453
20,405,948
Fully paid ordinary shares carry one vote per share and carry the right to dividends.
6 months ended
31 December 2019
Number of
shares
Movement in ordinary
shares on issue
As at beginning of period:
$
3,504,387,675
20,405,948
3,124,385,675
19,455,681
15,500,000
-
-
-
(3,379,092,015)
-
-
-
Shares issued
60,000,000
(2) 3,660,000
1,000
3
Shares issued
68,823,540
1,170,000
250,000,000
750,000
Shares issued
2,329,412
(3) 142,094
130,000,000
(1) 260,000
Shares issued
5,629,412
(4) 343,394
1,000
3
Shares issued
13,338,261
(5) 813,634
-
-
Shares issued
20,833,334
1,250,000
-
-
Less: Transaction costs
-
(169,617)
-
(59,739)
As at end of the period:
311,749,619
27,615,453
3,504,387,675
20,405,948
Conversion of performance
rights
Consolidation of capital
(1)
(2)
(3)
(4)
(5)
14.
$
12 months ended
30 June 2019
Number of
shares
Fair value of shares issued 24 October 2018 for part consideration in relation to the Moroccan licences.
Fair value of shares issued 27 September 2019 for part consideration for acquisition of Cummins
Range Pty Ltd.
Fair value of shares issued 27 September 2019 for settlement of unpaid director fees.
Fair value of shares issued 27 September 2019 for settlemen
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