MARCH 2011 QUARTERLY REPORT

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                                   AGENCIES

                          MARCH 2011 QUARTERLY REPORT

PERTH, Western Australia, April 29, 2011: Coalspur Mines Limited (“Coalspur” or
“Company”) (ASX: CPL, TSX: CPT) is pleased to present its quarterly report for the period
ending March 31, 2011.
Highlights:
 Following the successful completion of a Pre-Feasibility Study (“PFS”) in December 2010,
  the Company undertook a rigorous competitive tender process of selected firms to
  participate in the preparation of a Bankable Feasibility Study (“BFS”) on the Vista Coal
  Project (“Vista”). The BFS will build on the strong technical and economic results of the PFS
  and is the key final stage before construction begins at Vista.
      The BFS is scheduled for completion by December 2011 and will become the blueprint
       for developing one of North America’s largest export thermal coal projects.
      Snowden Mining Industry Consultants Inc. (“Snowden”), a subsidiary of Downer EDI
       Limited (“Downer”) was chosen as the overall project manager for the BFS.
 Commenced the second phase of development drilling on Vista which focused on coal
  quality confirmation, upgrading existing resource classifications and investigating the
  structural potential of the Vista coal sequence to support underground longwall mining, with
  results from these activities expected progressively during the June 2011 quarter.
 Confirmed that the Silkstone seam may extend over a 16km strike length in Vista.
      Interpretations of the geological and coal quality data indicates that the Silkstone seam
       has surface mining potential and will be suitable for export.
 Completed additional drilling on the Vista South Coal Project (“Vista South”) that is
  designed to further delineate the geology of the Northern limb of the Entrance Syncline and
  to test for extensions to the South East of the Vista South deposit.
      Initial positive results from the drilling program were announced on March 23, 2011.
       Further results, which will include the export quality potential of the coal quality on Vista
       South, are expected to be announced progressively over the June 2011 quarter.
 Strengthened the Canadian based management team with a number of additional senior
  technical and financial appointments.
 Progressed the mine permit and processing plant approval with three Orders In Council
  recently issued by the Government of Alberta.

The Company has also announced a public offering and private placement to North American
and strategic investors to raise C$55.5 million. Haywood Securities Inc., BMO Capital Markets
and RBC Capital Markets are acting as lead agents for the public offering.

Funds raised will be used to advance major activities that have the potential to enhance the
value of the Vista project and to fund an accelerated drilling program at Vista South.
Progress of Mine Permit and Processing Plant Approval

The Government of Alberta has issued three Orders In Council which authorize the Energy
Resources Conservation Board (the “ERCB”) to:
1. Amend Approval No. C 82-2 by changing the holder's name for the Coal Processing Plant #8
   approval to a subsidiary of the Company;

2. Amend Mine Permit No. C82-60 into two distinct mine permits; and

3. Transfer one of the two new distinct mine permits (McPherson Creek Mine No. 1815) to a
   subsidiary of the Company.

As of the date of this press release, the above amendments and transfers have not yet been
effected by the ERCB and Coalspur has not received any documentation regarding the
amendments and transfers, however the Company expects to receive documentation regarding
the amendments and transfers shortly.

Coalspur has not yet been advised of the conditions and requirements that will be included in
the permits.

Going Forward

The Company has a significant amount of activity scheduled which is expected to significantly
progress the development of Vista and Vista South. Activities in the coming months are
expected to include:
 Substantially progressing the BFS;

 Determining the underground longwall mining potential at Vista;

 Completing coal quality testing, further delineation drilling and a resource update on Vista
  South;

 Upgrading the existing resource classifications within Vista and Vista South;

 Commencing discussions with rail and port providers regarding coal transportation and
  logistics; and

 Continue to advance the permitting, public consultation and mine licensing on Vista.



For additional information, please contact:
Gene Wusaty
Managing Director and CEO
Telephone: +1 403 975 7901




                                                                                                 2
CANADIAN COAL PROJECTS
Vista Coal Project
Vista is the flagship project of Coalspur. The leases comprising Vista cover approximately
8,784 hectares and provide a large scale, open pit potential, thermal coal project located
adjacent to the main line of CN Rail in Alberta, Canada. Vista has the potential to be developed
into one of North America’s largest export thermal coal mines.

Vista is able to leverage off already established first world infrastructure, with CN rail facilities
located adjacent to Vista that are substantially underutilized and provide a rail line suitable for
the transport of coal to deepwater ports with excess capacity that already service the growing
demand from the Asia Pacific Rim countries, including China, Japan and Korea.

A PFS was completed on Vista in December 2010, which confirmed the technical and
economic viability of Vista. The PFS defined a 31 year mine life producing approximately 9.0
million tonnes per annum (“Mtpa”) of saleable coal from an initial marketable reserve of over
260 million tonnes (“Mt”).

A BFS on Vista commenced in April 2011 which will build on the substantial technical and
feasibility studies already undertaken on Vista and will maximize the potential for Vista to be
developed into a strategic mine in the world export thermal coal market.




`
                                    Figure 1: Vista Coal Project


Bankable Feasibility Study on Vista
During the quarter Coalspur successfully engaged and selected a number of engineering firms
to participate in the BFS. The firms were chosen through a competitive tender process and
using pre-determined selection criteria.




                                                                                                        3
On April 11, 2011 the Company announced the commencement of a BFS on Vista which will
be the final stage before construction begins. The BFS will build on the positive results from the
recently completed PFS and will become the blueprint for developing one of North America’s
largest export thermal coal projects. This will establish the Hinton region as a strategic supplier
of thermal coal to the World’s major emerging markets.

Scope of BFS

The BFS is scheduled for completion by December 2011 and will focus on:
   Annual production capacity
   Mine engineering and scheduling
   Coal quality
   Geology and resource modelling
   Coal crushing and handling
   Coal processing and thermal drying
   Infrastructure, transport and logistics
   Geotechnical, dewatering and site water management
   Operating and capital cost assessment
   Market price forecasting
   Mine and environmental permitting

BFS Consortium
Snowden, a subsidiary of Downer which is one of the World’s leading international coal
engineering firms, was chosen as the overall project manager for the BFS following the
completion of a comprehensive and competitive tender process. Snowden will be assisted by a
number of leading coal industry firms that all possess essential expertise in the design and
construction of surface coal operations in Canada. The firms chosen to participate in the BFS
are internationally recognized and include:

Snowden – Overall Project Manager
Snowden will be responsible for the overall project management, financial analysis and
creation of the NI 43-101 compliant BFS documentation. In the last four years Snowden has
completed feasibility studies on three large scale coal projects located in South Africa,
Mozambique and New Zealand.

Marston Canada Ltd. (“Marston”) – Mine Engineering
Marston is responsible for the mining engineering aspects of the BFS as well as support for the
mine license application. Marston has worldwide experience that includes projects in North
America, Australia and South Africa.

CPG Resources – QCC Pty Ltd (“QCC”), a subsidiary of Downer EDI Limited - Processing
Plant and Thermal Dryer Design
QCC’s work for the BFS will include the assurance that the clean coal products will meet the
required specifications of future customers. QCC will work closely with CWA on all of the
material handling and infrastructure aspects of the BFS. QCC has had significant involvement
with a large number of operational and feasibility studies for other coal deposits in Australia,
New Zealand, South Africa, Indonesia, Bangladesh, China, Mongolia and Russia.




                                                                                                      4
CWA Engineers Inc. (“CWA”) - Infrastructure design
CWA is responsible for all infrastructure design and the raw and clean coal handling,
stockpiling, reclaim systems and will provide input to all of the QCC designs. CWA has recent
engineering and construction experience in the coal fields of northeast British Columbia and
brings significant Canadian cold weather experience.

Klohn Crippen Berger Ltd. (“KCB”) - Geotechnical
KCB is responsible for all geotechnical aspects of the BFS, including foundation design for
infrastructure, the processing facility, and waste rock disposal sites, as well as dragline stability
and open-pit highwall design and monitoring criteria. KCB is also responsible for pit wall and
footwall dewatering design, process water supply, storage and recycle design, site water
management design, and a sustainable water management plan for mine closure. KCB has 30
years of experience in coal mining projects in Western Canada and has established offices in
Calgary and Edmonton, Alberta.




                                Figure 2: Vista Mine Infrastructure




                                                                                                        5
Second Phase Development Drilling on Vista
During the quarter Coalspur commenced the second phase of development drilling on Vista
which includes 16 rotary drill holes and 10 core holes. The second phase rotary drill holes are
positioned to upgrade the existing resource classifications within Vista while the core holes
were strategically placed to investigate and confirm coal quality characteristics across the
eastern portion of Vista which spans a strike length of approximately 12km.

Coal samples from the second phase drilling will be shipped to ALS Laboratory Group in
Vancouver, BC for quality testing. Drill hole results from the second phase drilling program
have been sent to Moose Mountain Technical Services (“MMTS”) who will complete an
updated JORC (2004) and NI 43-101 compliant Coal Resource estimate which will focus on
upgrading existing resource classifications. The Company expects to receive the updated Coal
Resource estimate and coal quality results in May 2011.

Based on the information obtained from a previous feasibility study Coalspur drilled two core
holes to further define the structural potential of the Vista coal sequence to support
underground longwall mining. The data collected from the core holes is currently being
examined by mining consultants who are assessing the geotechnical capabilities of the coal
formation to enable underground longwall mining which has the potential to access additional
coal reserves that are outside the current mine plan limits. Preliminary evaluation of the
potential for underground longwall mining is expected in the quarter ended June 2011.




                              Figure 3: Drilling Rig at Vista South




                                                                                                  6
Confirmation that the Silkstone Seam May Extend Over a 16km Strike Length

During the quarter Coalspur completed the analysis of the initial Silkstone seam drilling
intersections in Vista. The analysis further defined the extent of the Silkstone coal seam
throughout Vista and indicated that the Silkstone seam could be present over a 16km strike
length within Vista.

Interpretation of the recent drilling results and previous geological studies indicate that the
Silkstone seam is split into three sub-seams, has thicknesses up to 4.5m, lies at a shallow dip,
has surface mining potential and will be suitable for export.




                                         Typical Cross Section




                                  Figure 4: Vista Cross Section

Current Coal Reserve estimates for Vista do not include any potential mineable volumes from
the Silkstone seam and only a small portion is included in Vista’s Coal Resource estimate.

Further drilling is being planned to extend the definition of the Silkstone seam to the western
boundary limits of Vista. The significant potential strike length and cumulative coal thickness of
the Silkstone seam have the potential to add to the production profile defined in the PFS.

Vista Coal Reserves and Resources

The PFS defined an initial Marketable Coal Reserve of over 260Mt from a 522Mt Recoverable
Coal Reserve at Vista. The Coal Resource estimate at Vista is based on the considerable
drilling and exploration activities undertaken by Coalspur in 2010 and also by Manalta Coal and
Esso Resources in the 1980’s and 1990’s. The results are reported in accordance with the
JORC Code (2004) and National Instrument 43-101 (“NI 43-101”) and have been prepared by
respected Canadian independent technical consultants.

 Table 1: JORC / NI 43-101 Coal Reserves
                                      Recoverable Coal Reserve                Marketable Coal Reserve
                                                        Proven &                             Proven &
                             Proven      Probable                    Proven      Probable
                                                        Probable                             Probable
                               (Mt)           (Mt)           (Mt)      (Mt)           (Mt)        (Mt)
 Export Product               349.2          79.5          428.7      185.9          42.7       228.7
 Domestic Product              66.2          26.8           93.0       22.5           8.9        31.4
 Coalspur Total Reserves      415.4         106.3          521.7      208.4          51.6       260.1




                                                                                                         7
 Table 2: JORC / NI 43-101 Coal Resources
                                                                       Measured &
                                 Measured             Indicated                             Inferred
                                                                         Indicated
                                      (Mt)                 (Mt)               (Mt)             (Mt)
 Vista Coal Project                  588.9                331.6              920.5            282.3


Vista South Coal Project
Vista South is located approximately 6km south west of Vista and covers approximately 23,287
hectares. Vista South extends for over 25km on each of the northern and southern limb of the
Entrance Syncline which the company believes has the potential to host a significant coal
resource.

The Company recently completed its second phase of drilling at Vista South and plans on
completing additional delineation drilling in the coming months. Areas of Vista South were also
subject to previous drilling by Denison Mines Ltd in the 1970’s and 1980’s.

Vista South currently hosts a Measured & Indicated Coal Resource of 93.3Mt and an initial
Inferred Coal Resource of 75.0Mt. The current Coal Resource estimate is confined to the North
West portion of the project area which represents only 18% of the Vista South leases and is
based on the Company’s initial drilling program which occurred in 2010.

Any future development plans on Vista South will have the benefit of leveraging off potential
coal handling and processing infrastructure to be developed on Vista.

Vista South 2011 Drilling
An additional drilling program commenced in January 2011 which consisted of 20 rotary holes
for a total of 3,521 cumulative meters drilled and two core holes for a total of 182 cumulative
meters drilled. The drilling program was designed to further delineate the geology of the
Northern limb of the Entrance Syncline and to test for extensions to the South East of the Vista
South deposit. Additional drilling was performed in Vista South and the interpretation of the
results are expected in the coming weeks.

Drilling results confirmed significant coal intercepts outside the existing resource model in Vista
South. Drilling revealed cumulative coal intercepts up to 23m and in certain areas of the
northern limb of the Entrance Syncline intersections of the McPherson seam were up to 10m
thick.

Results also confirmed the potential to consolidate two exploration target areas in the northern
limb of the Entrance Syncline into a continuous 11km strike length zone and expand the area of
coal resource model within Vista South. Coalspur will send the drilling data from the 20 rotary
holes to MMTS to perform additional resource modeling and provide an updated JORC Code
(2004) and NI 43-101 compliant Resource Estimate. The Company expects to receive these
results in the quarter ending June 2011.

The core samples, which contain the Val d’Or and McPherson seams, have been obtained and
have been shipped to a laboratory and will undergo a full suite of analyses. The quality results
from the laboratory are expected in the coming weeks.




                                                                                                       8
                            Figure 5: Vista South Drill Location Plan

Vista South Resources
Vista South has an initial Coal Resource estimate of 168.3Mt which is based on the historical
drilling data compiled from the first phase of drilling which was completed in 2010 on the North
West portion of the Vista South leases. The drilling completed by the Company consisted of 19
rotary drill holes which were drilled primarily to locate and define seam structure. The Resource
Estimate has been completed in accordance with the JORC Code (2004) and NI 43-101.

 Table 3: JORC / NI 43-101 Coal Resources
                                                                        Measured &
                                  Measured           Indicated                            Inferred
                                                                          Indicated
                                       (Mt)               (Mt)                 (Mt)          (Mt)
 Vista Coal Project                   588.9              331.6                920.5         282.3
 Vista South Coal Project              51.5               41.9                 93.3          75.0
 Coalspur Total Resource              640.4              373.5              1,013.8         357.3




                                                                                                     9
CORPORATE
Key Management Appointments
In anticipation of the BFS and other major corporate milestones Coalspur appointed a number
of key Canadian based management during the quarter.
Mr Allan McGowan was appointed as Manager, Vista Development during the quarter. Mr
McGowan is responsible for all phases of the ongoing development of Vista and will be based
out of the Company’s Hinton office. Mr McGowan has almost 30 years of experience that
includes senior management roles at two nearby mines, Obed Mountain and Cardinal River
Mine, and at two equipment manufacturers, P&H MinePro and Thyssen Krupp.
The Company appointed Mr Jay Bell as Controller. Mr Bell holds a Bachelor of Management
degree and has been a Chartered Accountant since 1993. Mr Bell has over twenty years of
financial and operational experience with large public and private companies, including Teck
Coal and its predecessors.
Mr Chris Borowski was appointed as Manager, Investor Relations. Mr Borowski is a Chartered
Financial Analyst charterholder and has an undergraduate degree in Petroleum Engineering.
Mr Borowski will be focused on building corporate visibility within the investment community
and on corporate communications.
During the quarter Mr Denis Lehoux announced his retirement from his position at Coalspur.
Coalspur wishes to sincerely thank Mr Lehoux for his invaluable contributions to the Company
and to wish him the best in his retirement.

Share Placement
The Company has entered into an agreement with a syndicate of agents led by Haywood
Securities Inc., BMO Capital Markets and RBC Capital Markets (the “Agents”) under which the
Agents have agreed to place up to 24,000,000 ordinary shares (the “Ordinary Shares”) of the
Company at an issue price of C$1.85 per Ordinary Share for gross proceeds to the Company
of up to C$44.4 million (the “Public Offering”).
The Company also intends to raise a further C$11.1 million (before costs) from a private
placement of 6,000,000 ordinary shares at C$1.85 each (the “Private Placement”). The Private
Placement is being made to the Highland Park Group, a strategic shareholder of the Company.
The Company has filed a final short form prospectus with the applicable securities regulatory
authorities in regards to the Public Offering.
Subject to all customary conditions, including the receipt of all necessary regulatory approvals,
closing of the Public Offering is expected to occur on or about May 3, 2011 and closing of the
Private Placement is expected to occur in early June 2011, following shareholder approval.
Funds from the Public Offering and Private Placement will be used to advance a number of
major activities that have the potential to enhance the production profile and value of the Vista
project and to fund an accelerated drilling program at Vista South.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy
securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The
securities to be offered have not been registered under the U.S. Securities Act of 1933, as
amended, or any state securities laws and may not be offered or sold in the United States
absent registration or in accordance with an applicable exemption from the registration
requirements.




                                                                                                    10
Table 4: Silkstone Seam Intersections
                                                                                 Silkstone Thickness
       Drillhole                   UTM-N                      UTM-E
                                                                                         (m)

CPM10-50                          5915009.2                  473649.0                    3.0
CPM10-51                          5914667.1                  473936.9                    3.3
CPM10-53                          5914271.1                  474292.2                    3.5
CPM10-55                          5914649.1                  478787.8                    4.5
CPM10-56                          5914814.7                  478934.2                    3.0
CPM10-57                          5913981.9                  480849.5                    1.5
CPM10-58                          5914088.8                  480947.6                    3.5
CPM10-60                          5914283.6                  481121.6                    3.5


Table 5: Vista South Drill Hole Details and Cumulative Coal Thickness
                                                                                       Cum. Drilled
Drillhole              UTM-N             UTM-E          Elevation       Length
                                                                                        Thickness

CPG10-38              5907313            473706           1,327           214              26
CPG10-39              5907392            473778           1,318           300              24
CPG10-64              5908388            471430           1,375           213                  6
CPG10-64C             5908315            471350           1,389           113              18
CPG10-65              5908510            471528           1,356           207              19
CPG10-65C             5908565            471575           1,355           110                  0
CPG10-68              5908502            472402           1,318           213              18
CPN10-13              5909918            466807           1,382           169                  9
CPN10-13A             5909959            466826           1,380           201              15
CPN10-13C             5909909            466802           1,382            69              16
CPN10-14              5910003            466843           1,372            85              11
CPN10-15              5910413            465819           1,346           201              10
CPN10-16              5910579            465270           1,327           175              11
CPN10-17              5910382            465094           1,356           207              10
CPN10-18              5910487            465187           1,338           189                  6
CPN10-19              5910073            466016           1,374           220              16
CPN10-20              5910174            466101           1,357           213              10
CPN10-24              5909579            467825           1,390           213              12
CPN10-24M             5909569            468209           1,390           110              12
CPN10-24MC            5909600            468235           1,390            37                  0
CPN10-25              5910269            466171           1,349           207              15
CPN10-27              5909756            467395           1,390            37                  0
                   Note: Cumulative thicknesses represent estimated true thicknesses




                                                                                                       11
Regulatory Disclosures
For further information regarding the Vista Coal Project and Vista South Project, including a description of Coalspur’s
quality assurance program, quality control measures, the geology, samples collected and testing procedures in
respect of the projects, please refer to the technical report on the Vista Coal Project titled “Vista Coal Project
Prefeasibility Study” dated January 25, 2011 and the technical report on the Vista South Project titled “Resource
Estimate for the Vista South Coal Property“ dated December 15, 2010 , which are compliant with National
Instrument 43-101 – “Standards of Disclosure for Mineral Projects” (“NI 43-101”) and are available for review on
SEDAR at sedar.com.
Competent Person / Qualified Person Statements
The information in this news release that relates to Coal Resources is based on information compiled by Mr. Robert
J. Morris, who is a Member of the Association of Professional Engineers, Geologists and Geophysicists of Alberta.
Mr. Morris is a full-time employee of Moose Mountain Technical Services, who are consultants to Coalspur. Mr.
Morris has sufficient experience which is relevant to the style of mineralisation and type of deposit under
consideration and to the activity he is undertaking to qualify as a “Competent Person” as defined in the 2004 Edition
of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’ (“JORC
Code”), and a “Qualified Person” under NI 43-101. Mr. Morris consents to the inclusion of such information in this
news release in the form and context in which it appears.
The information in this news release that relates to Coal Reserves is based on information compiled by Mr. Robert
Fong, who is a Member of the Association of Professional Engineers, Geologists and Geophysicists of Alberta. Mr.
Fong is an associate of Moose Mountain Technical Services, who are consultants to Coalspur. Mr. Fong has
sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to
the activity he is undertaking to qualify as a “Competent Person” as defined in the 2004 Edition of the JORC Code,
and a “Qualified Person” under NI 43-101. Mr. Fong consents to the inclusion of such information in this news
release in the form and context in which it appears.
All other scientific and technical information in this news release is based on information compiled by Mr. Eugene
Wusaty, who is a Member of the Association of Professional Engineers and Geoscientists of Alberta. Mr. Wusaty is a
full-time employee of Coalspur. Mr. Wusaty has sufficient experience which is 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” as defined in the JORC Code, and a “Qualified Person” under NI 43-101. Mr. Wusaty consents to the
inclusion of such information in this news release in the form and context in which it appears.
Forward Looking Statements
This news release contains ‘forward-looking information’ that is based on the Company’s expectations, estimates
and projections as of the date on which the statements were made. This forward-looking information includes,
among other things, statements with respect to the Public Offering and Private Placement, the Company’s permits
and approvals, business strategy, plans, development, objectives, performance, outlook, growth, cash flow,
projections, targets and expectations, mineral reserves and resources, scoping, pre-feasibility, feasibility and other
studies, results of exploration and related expenses. Generally, this forward-looking information can be identified by
the use of forward-looking terminology such as ‘expect’, ‘potential’, ‘outlook’, ‘anticipate’, ‘project’, ‘target’, ‘likely’,
‘believe’, ‘estimate’, ‘intend’, ‘may’, ‘would’, ‘could’, ‘should’, ‘scheduled’, ‘will’, ‘plan’, ‘forecast’, “evolve” and similar
expressions. Persons reading this news release are cautioned that such statements are only predictions, and that
the Company’s actual future results or performance may be materially different.
 Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause
the Company’s actual results, level of activity, performance or achievements to be materially different from those
expressed or implied by such forward-looking information. Forward-looking information is developed based on
assumptions about such risks, uncertainties and other factors set out herein, including but not limited to the risk
factors set out in the Company’s Annual Information Form. This list is not exhaustive of the factors that may affect
our forward-looking information. These and other factors should be considered carefully and readers should not
place undue reliance on such forward-looking information.
The Company disclaims any intent or obligation to update or revise any forward-looking statements whether as a
result of new information, estimates or options, future events or results or otherwise, unless required to do so by law.




                                                                                                                                    12
                                                                                                          Appendix 5B
                                                                             Mining exploration entity quarterly report


                                                                                                                            Rule 5.3

                                                    Appendix 5B
                             Mining exploration entity quarterly report
  Introduced 1/7/96. Origin: Appendix 8. Amended 1/7/97, 1/7/98, 30/9/2001, 01/06/10.



  Name of entity
  COALPSUR MINES LIMITED

  ABN                                                                                   Quarter ended (“current quarter”)
  73 003 041 594                                                                        31 MARCH 2011


  Consolidated statement of cash flows
                                                                                        Current quarter                 Year to date
Cash flows related to operating activities                                                     $A’000                    (9 months)
                                                                                                                            $A’000
1.1       Receipts from product sales and related debtors                                               -                          -

1.2       Payments for:
          (a) exploration & evaluation                                                           (2,216)                     (6,296)
          (b) development                                                                              -                           -
          (c) production                                                                               -                           -
          (d) administration                                                                       (839)                     (2,161)
1.3       Dividends received                                                                           -                           -
1.4       Interest and other items of a similar nature
          received                                                                                  171                          722
1.5       Interest and other costs of finance paid                                                    -                            -
1.6       Income taxes paid                                                                           -                            -
1.7       Other (provide details if material):
          (a) TSX listing                                                                          (275)                       (413)

          Net Operating Cash Flows                                                               (3,159)                     (8,148)

          Cash flows related to investing activities
1.8       Payment for purchases of:
          (a) prospects                                                                                -                    (83,306)
          (b) equity investments                                                                       -                           -
          (c) other fixed assets                                                                    (27)                        (92)
1.9       Proceeds from sale of:
          (a) prospects                                                                                 -                              -
          (b) equity investments                                                                        -                              -
          (c) other fixed assets                                                                        -                              -
1.10      Loans to other entities                                                                       -                              -
1.11      Loans repaid by other entities                                                                -                              -
1.12      Other (provide details if material)                                                           -                              -

          Net investing cash flows                                                                  (27)                    (83,398)
1.13      Total operating and investing cash flows
          (carried forward)                                                                      (3,186)                    (91,546)




  + See chapter 19 for defined terms.

  30/9/2001                                                                                                      Appendix 5B Page 1
  Appendix 5B
  Mining exploration entity quarterly report



1.13     Total operating and investing cash flows
         (brought forward)                                                    (3,186)                   (91,546)

         Cash flows related to financing activities
1.14     Proceeds from issues of shares, options, etc.                         1,154                     89,227
1.15     Proceeds from sale of forfeited shares                                    -                          -
1.16     Proceeds from borrowings                                                  -                          -
1.17     Repayment of borrowings                                                   -                          -
1.18     Dividends paid                                                            -                          -
1.19     Other (provide details if material):
         (a) share issue costs                                                (1,448)                    (5,216)
         Net financing cash flows
                                                                                (294)                    84,011

         Net increase (decrease) in cash held                                 (3,480)                    (7,535)

1.20     Cash at beginning of quarter/year to date                            16,317                     21,228
1.21     Exchange rate adjustments to item 1.20                                 (41)                      (897)
1.22     Cash at end of quarter
                                                                              12,796                     12,796

  Payments to directors of the entity and associates of the directors
  Payments to related entities of the entity and associates of the related entities
                                                                                                Current quarter
                                                                                                        $A'000

1.23      Aggregate amount of payments to the parties included in item 1.2                                  127


1.24      Aggregate amount of loans to the parties included in item 1.10                                         -


1.25      Explanation necessary for an understanding of the transactions
          Payments include directors’ fees, superannuation, executive remuneration, company secretarial
          services and provision of a fully serviced office.




  Non-cash financing and investing activities
2.1    Details of financing and investing transactions which have had a material effect on consolidated
       assets and liabilities but did not involve cash flows
       Not applicable




2.2    Details of outlays made by other entities to establish or increase their share in projects in which the
       reporting entity has an interest
       Not applicable




  + See chapter 19 for defined terms.

  Appendix 5B Page 2                                                                                     30/9/2001
                                                                                              Appendix 5B
                                                                 Mining exploration entity quarterly report


  Financing facilities available
  Add notes as necessary for an understanding of the position.

                                                                      Amount available                        Amount used
                                                                              $A’000                              $A’000
3.1    Loan facilities                                                               -                                  -

3.2    Credit standby arrangements                                                          -                                -



  Estimated cash outflows for next quarter
                                                                                                                   $A’000
4.1    Exploration and evaluation                                                                                   6,050

4.2    Development                                                                                                           -

4.3    Production                                                                                                            -

4.4    Administration                                                                                                  400


       Total                                                                                                         6,450

  Reconciliation of cash
 Reconciliation of cash at the end of the quarter (as                   Current quarter                   Previous quarter
 shown in the consolidated statement of cash flows) to                         $A’000                             $A’000
 the related items in the accounts is as follows.
 5.1     Cash on hand and at bank                                                   1,741                            1,060

 5.2     Deposits at call                                                       11,054                              15,257

 5.3     Bank overdraft                                                                 -                                    -

 5.4     Other (provide details)                                                        -                                    -

         Total: cash at end of quarter (item 1.22)                              12,796                              16,317


  Changes in interests in mining tenements
                                         Tenement reference            Nature of                Interest at    Interest at
                                                                       interest                 beginning      end of
                                                                       (note (2))               of quarter     quarter
 6.1     Interests in mining             Not applicable
         tenements relinquished,
         reduced or lapsed


 6.2     Interests in mining             Not applicable
         tenements acquired or
         increased




  + See chapter 19 for defined terms.

  30/9/2001                                                                                           Appendix 5B Page 3
Appendix 5B
Mining exploration entity quarterly report


Issued and quoted securities at end of current quarter
Description includes rate of interest and any redemption or conversion rights together with prices and dates.

                                              Total number             Number       Issue price per      Amount paid up
                                                                        quoted             security         per security
                                                                                       (see note 3)         (see note 3)
7.1      Preference +securities
         (description)                          57,500,000                     -    Not applicable         Not applicable
7.2      Changes during quarter
         (a) Increases through issues
         (b) Decreases through
         returns of capital, buy-backs,
         redemptions
7.3
         +Ordinary    securities               491,237,867        491,237,867       Not applicable         Not applicable
7.4      Changes during quarter
         (a) Increases through issues             5,203,292          1,229,008                $0.08                    $0.08
         (b) Decreases through                    1,000,000          1,000,000                $0.40                    $0.40
         returns of capital, buy-backs              600,000            500,000                $0.50                    $0.50
                                                    105,000             85,000                $0.35                    $0.35
7.5      +Convertible   debt
         securities (description)                           -                  -                   -                          -
7.6      Changes during quarter
         (a) Increases through issues                       -                  -                   -                          -
         (b) Decreases through                              -                  -                   -                          -
         securities matured,
         converted
7.7      Options (description and                                                   Exercise price                Expiry date
         conversion factor)                     57,582,399          57,582,399              $0.08               30 June 2011
                                                 2,750,000                   -              $0.10               31 Dec 2013
                                                 2,750,000                   -              $0.15               30 June 2014
                                                 2,750,000                   -              $0.20               31 Dec 2014
                                                 2,750,000                   -              $0.25               30 June 2015
                                                   800,000                   -              $0.40               31 Dec 2013
                                                 2,150,000                   -              $0.50               30 June 2014
                                                 1,150,000                   -              $0.60               31 Dec 2014
                                                   350,000                   -              $0.70                30 Jun 2015
                                                   195,000                   -              $0.35                10 Feb 2013
                                                 1,450,000                   -              $0.85               30 June 2014
                                                 1,450,000                   -              $0.95               31 Dec 2014
                                                 1,450,000                   -              $1.05                30 Jun 2015
                                                17,000,000                   -              $0.80               30 Aug 2013
                                                15,000,000                   -              $0.70               31 Dec 2012
7.8      Issued during quarter

7.9      Exercised during quarter                                                   Exercise price             Expiry date
                                                (5,203,292)        (5,203,292)              $0.08            30 June 2011
                                                (1,000,000)                  -              $0.40            31 Dec 2013
                                                  (600,000)                  -              $0.50          31 March 2011
                                                  (105,000)                  -              $0.35             10 Feb 2013
7.10     Expired during quarter                                                     Exercise price             Expiry date
                                                (1,000,000)                    -            $0.60            31 Dec 2014
7.11     Debentures
         (totals only)
7.12     Unsecured notes (totals
         only)




+ See chapter 19 for defined terms.

Appendix 5B Page 4                                                                                                30/9/2001
                                                                                                 Appendix 5B
                                                                    Mining exploration entity quarterly report



Compliance statement
1           This statement has been prepared under accounting policies which comply with
            accounting standards as defined in the Corporations Act or other standards acceptable
            to ASX (see note 4).

2           This statement does /does not* (delete one) give a true and fair view of the matters
            disclosed.




Sign here:............................................................ Date: 29 April 2011
         (Director/Company secretary)



Print name:              MARK PEARCE

Notes
1           The quarterly report provides a basis for informing the market how the entity’s
            activities have been financed for the past quarter and the effect on its cash position.
            An entity wanting to disclose additional information is encouraged to do so, in a note
            or notes attached to this report.

2           The “Nature of interest” (items 6.1 and 6.2) includes options in respect of interests in
            mining tenements acquired, exercised or lapsed during the reporting period. If the
            entity is involved in a joint venture agreement and there are conditions precedent
            which will change its percentage interest in a mining tenement, it should disclose the
            change of percentage interest and conditions precedent in the list required for items
            6.1 and 6.2.

3           Issued and quoted securities The issue price and amount paid up is not required in
            items 7.1 and 7.3 for fully paid securities.

4           The definitions in, and provisions of, AASB 1022: Accounting for Extractive
            Industries and AASB 1026: Statement of Cash Flows apply to this report.

5           Accounting Standards ASX will accept, for example, the use of International
            Accounting Standards for foreign entities. If the standards used do not address a topic,
            the Australian standard on that topic (if any) must be complied with.


                                                    == == == == ==




+ See chapter 19 for defined terms.

30/9/2001                                                                                     Appendix 5B Page 5

				
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