ANCHOR RESOURCES LIMITED (Company Registration No.: N) (Incorporated in the Republic of Singapore on 12 August 2015)

Transcription

1 ANCHOR RESOURCES LIMITED (Company Registration No.: 549N) (Incorporated in the Republic of Singapore on 12 August ) Unaudited Financial Statement Announcement For Full Year Ended Anchor Resources Limited (the "Company" and together with its subsidiaries, the Group ) was listed on Catalist of the Singapore Exchange Securities Trading Limited (the "SGX-ST") on 18 March. The initial public offering of the Company ( IPO ) was sponsored by UOB Kay Hian Private Limited (the "Sponsor"). This announcement has been prepared by the Company and its contents have been reviewed by the Sponsor for compliance with the SGX-ST Listing Manual Section B: Rules of Catalist ( Catalist Listing Manual ). The Sponsor has not independently verified the contents of this announcement. The Sponsor has also not drawn on any specific technical expertise in its review of this announcement. This announcement has not been examined or approved by the SGX-ST. The Sponsor and the SGX- ST assume no responsibility for the contents of this announcement, including the accuracy, completeness or correctness of any of the information, statements or opinions made or reports contained in this announcement. The contact persons for the Sponsor are Mr Alvin Soh, Head of Catalist Operations, Senior Vice President and Mr Josh Tan, Vice President, who can be contacted at 8 Anthony Road, #01-01, Singapore , telephone (65) Background The Company is engaged in the business of exploration, mining and production of gold for sale in Malaysia. The Company was incorporated on 12 August under the Singapore Companies Act as a private limited company under the name of Anchor Resources Pte. Ltd. The Group was incorporated pursuant to the restructuring exercise ( Restructuring Exercise ) as disclosed in the Company s offer document dated 9 March (the Offer Document ). On 30 September, the Company was converted to a public limited company and changed its name to Anchor Resources Limited. Please refer to the Offer Document for further details on the Restructuring Exercise. For the purpose of this announcement, the financial results of the Group for the full year ended and the comparative financial results of the Group for the full year ended, have been prepared on the assumption that the Group s structure, following the completion of the Restructuring Exercise, had been in place or in existence since 1 January.

2 PART I - INFORMATION REQUIRED FOR ANNOUNCEMENTS OF HALF-YEAR AND FULL YEAR RESULTS 1(a)(i) An income statement and statement of comprehensive income, or a statement of comprehensive income (for the group) together with a comparative statement for the corresponding period of the immediately preceding financial year. Six Months Ended Increase/ (Decrease) % Group Twelve Months Ended Increase/ (Decrease) % Revenue 1, , Other income 23 - n.m Raw materials and consumables used (476) (613) (22.35) (917) (883) 3.85 Change in inventories of work-inprogress (37.17) (76.99) Contractor expenses (565) (167) (565) (274) Royalty fee expenses (662) (34) 1, (790) (34) 2, Depreciation and amortisation expenses (880) (830) 6.02 (1,690) (1,8) Employee benefits expense (3,261) (1,610) (5,9) (2,841) Operating lease expenses (158) (57) (384) (153) Other expenses (4,703) (5,091) (7.62) (20,065) (8,023) Finance costs (19) (721) (97.36) (408) (1,856) (78.02) Fair value loss on derivative financial instruments - (23,185) n.m. - (29,587) n.m. Loss before income tax (9,421) (,517) (70.11) (28,512) (44,171) (35.45) Income tax expense Loss for the financial year, representing total comprehensive loss for the financial year (9,421) (,517) (70.11) (28,512) (44,171) (35.45) Loss attributable to owners of the parent (9,421) (,517) (70.11) (28,512) (44,171) (35.45) Total comprehensive income attributable to owners of the parent (9,421) (,517) (70.11) (28,512) (44,171) (35.45) Loss per share - Basic (in sen) (3.04) (17.37) (10.11) (26.23) - Diluted (in sen) (3.04) (17.37) (10.11) (26.23) n.m - not meaningful 1

3 1(a)(ii) Notes to Consolidated Statement of Comprehensive Income Group Six Months Ended Twelve Months Ended Increase/ (Decrease) % Increase/ (Decrease) % Loss for the period / year is stated at after (charging) / crediting the following: Other income 23 - n.m Depreciation and amortisation expenses (880) (830) 6.02 (1,690) (1,8) Share based payment expenses (694) - n.m. (1,023) - n.m. Operating lease expenses (158) (57) (384) (153) Foreign exchange loss, net 186 (2,724) (106.83) (468) (3,978) (88.24) Finance costs (19) (721) (97.36) (408) (1,856) (78.02) Fair value loss on derivative financial instruments - (23,185) n.m. - (29,587) n.m. Loss on disposal of property, plant and equipment - - n.m. (19) - n.m. Legal and professional fees (3,532) (853) 4.06 (4,029) (1,606) IPO listing expenses - - n.m. (13,341) - n.m. Provision for stock obsolescence (255) - n.m. (255) - n.m. n.m - not meaningful 2

4 1(b)(i) A statement of financial position (for the issuer and group), together with a comparative statement as at the end of the immediately preceding financial year. Group Company ASSETS Non-current assets Property, plant and equipment 15,774 12, Exploration and evaluation assets Mining properties 13,687 13, Investment in a subsidiary ,599 45,599 Current assets 29,511 25,770 51,603 45,604 Inventories Non-trade receivables Prepayments 107 4, ,693 Amount due from a subsidiary - - 3,117 - Cash and cash equivalents 7,591 1,255 3, ,693 6,858 7,156 5,493 Total assets 38,204 32,628 58,759 51,097 EQUITY AND LIABILITIES Equity Share capital 106,092 51, ,092 51,853 Merger reserve 15,645 15, Share based payment reserve Accumulated losses (93,937) (65,425) (48,938) (27,519) Total equity 28,494 2,073 57,848 24,334 LIABILITIES Current liabilities Trade and other payables 9,407 6, ,848 Finance lease payables Derivative financial instruments - 23,915-23,915 Total current liabilities 9,471 30, ,763 Non-current liabilities Finance lease payables Total non-current liabilities Total liabilities 9,710 30, ,763 Total equity and liabilities 38,204 32,628 58,759 51,097 3

5 (b)(ii) Aggregate amount of group s borrowings and debt securities. Amount repayable in one year or less, or on demand As at As at Unsecured Secured Secured Unsecured ,915 Amount repayable after one year As at As at Unsecured Secured Secured Unsecured Details of any collateral The Group s secured borrowings as at comprised finance lease payables, which were secured on the Group s motor vehicles. The net carrying amount of the motor vehicles as at amounted to RM411,405 ( : RM Nil) 4

6 1(c) A statement of cash flows (for the group), together with a comparative statement for the corresponding period of the immediately preceding financial year. Six Months Ended Group Twelve Months Ended Operating activities Loss before income tax (9,421) (,517) (28,512) (44,171) Adjustments for: Depreciation of property, plant and equipment ,354 1,082 Amortisation of mine properties Share based payment expenses 694-1,023 - Loss on disposal property, plant and equipment Provision for obsolescence stock Interest expenses ,856 Interest income - - (3) (7) Fair value loss on derivative financial instruments - 23,185-29,587 Unrealised foreign exchange loss, net 926 2, ,222 Operating cash flows before working capital changes (6,647) (4,003) (24,713) (7,195) Working capital changes: Inventories (166) - (70) (191) Non-trade receivables 68 1,630 (4) 5,329 Prepayments 9,767 (3,520) 4,618 (4,265) Trade and other payables 1,239 (1,264) 8, Net cash from/(used in) operating activities 4,261 (7,157) (12,095) (5,488) Investing activities Additions to exploration and evaluation assets - (50) - (332) Additions to development assets (80) Additions to mine properties (762) (90) (958) (90) Proceeds from disposal of property, plant and equipment Interest received Purchase of property, plant and equipment (3,525) (104) (4,211) (6,704) Net cash used in investing activities (4,287) (244) (5,113) (7,199) Financing activities Fixed deposits pledged - (40) Interest paid (12) (691) (13) (1,060) Proceeds from issuance of new ordinary shares 9,575 6,237,109 13,683 Share application money pending allotment (9,632) Share issues expenses 667 (622) (7,451) (1,179) Repayment of obligations under finance lease (37) - () Proceeds from issuance of redeemable convertible loans - 2,618-4,782 Redemption of redeemable convertible loans - (2,961) - (4,449) Net cash (used in)/from financing activities 561 4,541 23,614 11,877 Net change in cash and cash equivalents 535 (2,860) 6,406 (810) Effect of exchange rate changes (70) - (70) - Cash and cash equivalents at beginning of financial year 7,026 4,015 1,155 1,965 Cash and cash equivalents at end of financial year 7,491 1,155 7,491 1,155 5

7 Cash and cash equivalents comprised of: Group Twelve Months Ended Cash and bank balances 7,591 1,255 Fixed deposit pledged (100) (100) 7,491 1,155 The effective interest rate of fixed deposit ranged from 0.05% to 2.95% (2H: 3.15%) per annum with maturity of 1 to 12 months (2H: 1 to 6 months). The Group s fixed deposits are readily convertible to cash at minimal cost. As at, a fixed deposit of the Group amounting to RM0.10 million, was pledged to a bank to secure banker s guarantee facility amounting to RM0.10 million. As at, the trust deposit of RM2.25 million placed with a lawyer pursuant to the Co-operation Agreement with Sinomine Resource Exploration Co., Ltd. was included in cash and cash equivalent. As of the date of this announcement, the Company has withdrawn all of the trust deposit. 6

8 1(d)(i) A statement (for the issuer and group) showing either (i) all changes in equity or (ii) changes in equity other than those arising from capitalisation issues and distributions to shareholders, together with a comparative statement for the corresponding period of the immediately preceding financial year. Group Share capital Merger reserve Share based payment reserve Accumulated losses Total equity Balance at 1 January 51,853 15,645 - (65,425) 2,073 Loss for the financial year (28,512) (28,512) Total comprehensive income for the financial year (28,512) (28,512) Contributions by owners: Issuance of new ordinary shares 63, ,065 Share issue expenses (8,826) (8,826) Share based payment Total transactions with owners 54, ,933 Balance at 106,092 15, (93,937) 28,494 Balance at 1 January 20, (21,254) (404) Loss for the financial year (44,171) (44,171) Total comprehensive income for the financial year (44,171) (44,171) Contributions by owners: Issuance of new ordinary shares before the restructuring exercise Issuance of new ordinary shares pursuant to the restructuring exercise Deemed distributions to owners pursuant to the restructuring exercise 7, ,446 64, ,047 (39,1) 15, (23,666) Share issue expenses (1,179) (1,179) Total transactions with owners,003 15, ,648 Balance at 51,853 15,645 - (65,425) 2,073 7

9 1(d)(i) A statement (for the issuer and group) showing either (i) all changes in equity or (ii) changes in equity other than those arising from capitalisation issues and distributions to shareholders, together with a comparative statement for the corresponding period of the immediately preceding financial year. Company Share capital Share based payment reserve Accumulated losses Total equity Balance at 1 January 51,853 - (27,519) 24,334 Loss for the financial year - - (21,419) (21,419) Total comprehensive income for the financial year - - (21,419) (21,419) Contributions by owners: Issuance of new ordinary shares 63, ,065 Share issue expenses (8,826) - - (8,826) Share based payment Total transactions with owners 54, ,933 Balance at 106, (48,938) 57,848 Balance at 1 January Loss for the financial year - - (27,519) (27,519) Total comprehensive income for the financial year - - (27,519) (27,519) Contributions by owners: Issuance of new ordinary shares 52, ,475 Share issue expenses (622) - - (622) Total transactions with owners 51, ,853 Balance at 51,853 - (27,519) 24,334 8

10 1(d)(ii) Details of any changes in the company s share capital arising from right issue, bonus issue, share buy-backs, exercise of share options or warrants, conversion of other issues of equity securities, issue of shares for cash or as consideration for acquisition or for any other purpose since the end of the previous period reported on. State also the number of shares that may be issued on conversion of all the outstanding convertibles, as well as the number of shares held as treasury shares of the issuer, if any, against total number of issued shares excluding treasury shares of the issuer, as at the end of the current financial period reported on and as at the end of the corresponding period of the immediately preceding financial year. Number of shares Share capital (S$ 000) Share capital () As at 1st January 17,350,579 16,626 51,853 Issuance of adjustment shares (1)(2) 2,674,441 8,013 23,783 20,025,020 24,639 75,636 Sub-division of shares (3) 240,000,000 24,639 75,636 Issuance of placement shares (4) 28,800,000 7,200 21,535 Issuance of employee shares (5) 440, Issuance of commission fee shares (6) 10,490,000 2,623 7,844 Share issue expenses (7) - (2,794) (8,118) Issuance of placement shares (8) 30,770,000 3,200 9,574 Share issue expenses (9) - (237) (708) As at 0,500,000 34, ,092 Notes: (1) On 8 March, the Company issued an aggregate of 2,630,466 new ordinary shares at an issue price of S$0.25 per share to the RCL lenders as an adjustment pursuant to the RCL, and the resultant issued and paid-up share capital of the Company increased to S$24,507,958 (RM75,245,808) comprising 19,981,045 ordinary shares. (2) On 8 March, the Company issued an aggregate of 43,975 new ordinary shares at an issue price of S$0.25 per share to the anti-dilution shareholders as an adjustment pursuant to the anti-dilution undertaking, and the resultant issued and paid-up share capital of the Company increased to S$24,639,718 (RM75,636,872) comprising 20,025,020 ordinary shares. (3) On 8 March, the 20,025,020 ordinary shares in the Company was sub-divided into 240,000,000 ordinary shares. (4) The Company was listed on the Catalist of SGX-ST on 18 March and the Company issued 28,800,000 new ordinary shares at an issue price of S$0.25 per share on 17 March and the resultant issued and paid-up share capital of the Company increased to S$,839,718 (RM97,171,352) comprising 268,800,000 ordinary shares. 9

11 (5) On 17 March, the Company issued 440,000 new ordinary shares at an issue price of S$0.25 per share to 14 employees of the Group as rewards for their contributions to the Group prior to the listing pursuant to the general share issue mandate of the Company, and the resultant issued and paid-up share capital of the Company increased to S$34,572,218 (RM105,343,986) comprising 279,730,000 ordinary shares. (6) On 17 March, the Company issued 10,490,000 new ordinary shares at an issue price of S$0.25 per share to Alvito Capital Holding Inc as partial payment of commission fee payable pursuant to the corporate consultancy service agreement dated 15 August 2013 and supplemental agreement to the corporate consultancy services agreement dated 27 October and the resultant issued and paidup share capital of the Company increased to S$34,462,218 (RM105,014,987) comprising 279,290,000 ordinary shares. (7) Share issue expenses related to the IPO exercise amounting to S$2,794,004 (RM8,117,698) being capitalised against the share capital. This resulted in a total net share capital of S$,778,214 (RM97,226,288). (8) On 22 July, the Company issued 30,770,000 new ordinary shares at an issue price of S$0.104 with aggregate placement consideration amounting to S$3,200,080 and resultant issued and paid-up capital of the Company increased to S$34,978,294 (RM106,800,607) comprising 0,500,000 ordinary shares. (9) Share issue expenses related to the placement of 30,770,000 new ordinary shares amounting to S$237,692 (RM708,623) being capitalised against the share capital. This resulted in a total net share capital of S$34,740,603 (RM106,091,984) as at. Save as stated above, the Company did not have any outstanding options or treasury shares as at and. 10

12 1(d)(iii) To show the number of issued shares excluding treasury shares as at the end of the current financial period and as at the end of the immediately preceding year. Total number of issued shares Treasury shares Total number of issued shares, excluding treasury shares Company As at 0,500,000 - Company As at 17,350,579-0,500,000 17,350,579 The Company did not have any treasury shares as at and. 1(d)(iv) A statement showing all sales, transfers, disposal, cancellation and/or use of treasury shares as at the end of the current financial period reported on. The Company did not have any treasury shares during and as at the end of the current financial period reported on. 2. Whether the figures have been audited or reviewed, and in accordance with which auditing standard or practice. The figures have not been audited or reviewed by the Company s auditors. 3. Where the figures have been audited or reviewed, the auditors report (including any qualifications or emphasis of a matter). Not applicable. 4. Whether the same accounting policies and methods of computation as in the Issuer s most recently audited annual financial statements have been applied. Except as disclosed in paragraph 5 below, the Group has applied the same accounting policies and methods of computation in the financial statements for the current financial period reported on as compared with those in the Company s most recently audited financial statements for the financial year ended. 5. If there are any changes in the accounting policies and methods of computation, including any required by an accounting standard, what has changed, as well as the reasons for, and the effect of, the change. The Group adopted the new/revised Financial Reporting Standards ( FRS ) that are relevant to its operations and are effective in the current financial periods beginning on or after 1 January. The adoption of these new or revised FRS, where relevant, has no material financial impact on the Group s accounting policies or the financial statements for the current financial period reported on. 11

13 6. Loss per ordinary share of the group for the current period reported on and the corresponding period of the immediately preceding financial year, after deducting any provision for preference dividends. Six months Ended Group Twelve Months Ended Loss attributable to owners of the Group () (9,421) (,517) (28,512) (44,171) Weighted average number of ordinary shares 0,7,603(1) 181,435,169(2) 282,002,452(1) 168,418,875(2) Basic loss per ordinary share: - RM cents (3.04) (17.37) (10.11) (26.23) - S$ cents(4) (0.98) (5.71) (3.26) (8.63) Adjusted weighted average number of ordinary shares Diluted loss per ordinary 0,7,603(1) 181,435,169(2) 282,002,452(1) 168,418,875(2) share(3): - RM cents (3.04) (17.37) (10.11) (26.23) - S$ cents(4) (0.98) (5.71) (3.26) (8.63) Notes: (1) The calculation is based on the weighted average number of ordinary shares of the Company in issue during the respective financial periods, on the assumption that the share split of each share in the Company into ordinary shares on 8 March (the Share Split ) has occurred since the beginning of the respective financial period. For share based compensation shares, the weighted average number of shares in issue has been adjusted as if all share based compensation shares were issue upon the date of listing on the Catalist of the SGX-ST. (2) The calculation is based on the weighted average number of ordinary shares of the Company in issue during the respective financial periods, on the assumption that (i) the Company existed since the beginning of the respective financial periods, and (ii) the Share Split has occurred since the beginning of the respective financial period. (3) Diluted loss per share is the same as the basic loss per share because the potential shares to be converted are anti-dilutive as the effect of the shares conversion would be to decrease the loss per share. (4) Basic/diluted loss per ordinary share translated at an exchange rate RM 1/S$ and for the year ended and respectively. 12

14 7. Net asset value (for the issuer and group) per ordinary share based on the total number of issued shares excluding treasury shares of the issuer at the end of the (a) current period reported on; and (b) immediate preceding financial year Group Company Net asset value () 28,494 2,073 57,848 24,334 Number of Shares at the end of the period 0,500,000 17,350,579 0,500,000 17,350,579 Net asset value per share: - RM sen S$ sen(2) Notes: (1) Net asset value represents total assets less total liabilities. (2) Net asset value per share translated at an exchange rate of RM 1/S$ and as at and, respectively. 8. A review of the performance of the group, to the extent necessary for a reasonable understanding of the group s business. The review must discuss:- (a) any significant factors that affected the turnover, costs, and earnings of the group for the current financial period reported on, including (where applicable) seasonal or cyclical factors; Revenue The Group recorded revenue of RM1.21 million with sale of gold of ounces in 2H as compared to revenue of RM0.68 million in 2H. Revenue increased by RM0.53 million (representing 77.94%) as compared to RM0.68 million for 2H. The increase in revenue was mainly due to the increase in sale of gold in 2H by ounces (72.70%). In 2H, gold sale was ounces as compared to ounces in 2H. The Group s revenue increased by RM1.50 million to RM2.18 million in FY as compared to RM0.68 million in FY. This was mainly due to an increase sale of gold from ounces in FY to ounces in FY. The average realised gold price for FY was RM5, per ounce and was equivalent to US$1, per ounce (translated based on the average exchange rate of US$1/RM4.2099) as compared to RM4, (equivalent to US$1,138.23, translated based on the exchange rate of US$1/RM4.0452) for FY. Other Income Other income comprised interest income on fixed deposit and rental income. The Group generated other income of RM0.02 million in 2H. The Group did not generate other income in 2H. For FY, the Group recorded other income of RM0.04 million, representing an increase of RM0.03 million (428.57%) from FY. The increase was mainly due to the rental income of RM0.03 million. 13

15 Operating expenses Operating expenses comprised raw materials and consumables used, change in inventories of work-in-progress, contractor expenses, royalty fee expenses, depreciation and amortisation expenses, employee benefits expenses, operating lease expenses, other expenses, finance costs and fair value loss on derivative financial instruments. Total operating expenses decreased by RM21.55 million to RM10.65 million in 2H from RM32.20 (66.93%) in 2H and by RM14.14 million to RM30.72 million (.52%) in FY from RM44.86 million in FY. The decrease in total operating expenses was mainly due to the following:- Decrease in the raw materials and consumables used by RM0.14 million (22.35%) in 2H as compared to 2H. However, the raw materials and consumables used increased by RM0.03 million (3.85%) in FY as compared to FY. Total raw materials and consumables used incurred in 2H and FY amounted to RM0.48 million and RM0.92 million, respectively as compared to RM0.61 million and RM0.88 million in 2H and FY, respectively. The higher costs incurred was due to the commencement of hard rock production in 2H. Increase in royalty fee expenses by RM0.63 million ( %) and RM0.76 million ( %) for 2H and FY, respectively. Total royalty incurred in 2H and FY amounted to RM0.66 million and RM0.79 million, respectively as compared to RM0.03 million and RM0.03 million in 2H and FY, respectively. The increase is in tandem with the increase in sale of gold and the commencement of minimum payment of RM0.08 million per month of royalty since May. Increase in depreciation and amortisation by RM0.05 million (6.02%) and RM0.37 million (28.22%) in 2H and FY, respectively. The increase was mainly due to purchase of property, plant and equipment of RM4.21 million and additional to mining properties of RM0.96 million for the Lubuk Mandi Mine. Increase in employee benefits expense by RM1.65 million (102.55%) and RM3.09 million (108.76%) in 2H and FY, respectively. The increase was mainly due to share based payment expense for directors and staff of RM1.02 million, increase in directors remuneration and fees of RM1.46 million (25.93%) and increase in salaries of RM0.43 million (15.14%) due to increase in headcount for FY. Decrease in other expenses by RM0.39 million (7.62%) for 2H as compared to 2H and an increase of RM12.04 million (150.09%) for FY as compared to FY. The increase in other expenses was mainly due to the one-off IPO expenses of RM13.34 million, increase in legal and professional fees of RM2.42 million mainly due to the proposed acquisition of GGT Manufacturing Sdn. Bhd. which constitutes a Very Substantial Acquisition ( VSA ) under Chapter 10 of the Catalist Listing Manual, offset by foreign exchange loss of RM3.51 million. There is a one-off fair value loss derivative financial instruments of RM29.59 million in FY is due to fair value loss on derivative financial instruments in FY on the value of option to convert redeemable convertible loan to equity of approximately RM5.67 million and fair value loss on modification arrangement on issuance of adjustment shares to redeemable convertible loan lenders of RM23.92 million. There is no such loss in FY. The Group incurred losses of RM28.51 million and RM44.17 million in FY and FY, respectively. 14

16 For illustrative purposes, assuming the following one-off and non-recurring expenses are excluded: IPO listing expenses of RM13.34 million in FY; Finance cost on equity for anti-dilution holder of RM0.41 million in FY; VSA expenses of RM2.32 million in FY; General corporate consultancy fee of RM1.26 million in FY; Fair value loss on derivative financial instruments of RM29.59 million in FY; Listing preparation expenses of RM1.45 million for FY; and Commissioning costs of RM1.78 million in FY, the losses of the Group would have been RM11.18 million and RM11.35 million for FY and FY, respectively. (b) any material factors that affected the cash flow, working capital, assets or liabilities of the group during the current financial period reported on. Assets Property, plant and equipment increased by RM3.11 million from RM12.66 million as at to RM15.77 million as at mainly due to additional purchase of RM4.54 million and disposal of RM0.08 million of property, plant and equipment. This increase was offset by the property, plant and equipment s depreciation expense of RM1.35 million. Mine properties increased by RM0.62 million from RM13.07 million as at to RM13.69 million as at mainly due to capitalisation of RM0.79 million for dewatering costs of the main pit of the Lubuk Mandi Mine in preparation of hard rock mining and amortisation of RM0.34 million. Non-trade receivables increased by RM0. million from RM0.40 million as at to RM0.71 million as at mainly due to increase in deposit paid for the purchase of steel ball for ball mill machine of hard rock mining and refundable GST input tax of RM0.26 million. Prepayments decreased by RM4.61 million from RM4.72 million as at to RM0.11 million as at. The decrease in prepayment was mainly due to the charge out of IPO listing expenses of RM4.61 million from the prepayment in FY. Equity As at, total equity amounted to RM28.49 million, comprising share capital of RM million, merger reserve of RM15.65 million, share based payment reserve of RM0.69 million and accumulated losses of RM93.94 million. Merger reserve represents the difference between the consideration paid and the share capital of subsidiary acquired. For the purpose of consolidated financial statements, the aggregation of the Group s share in the paid-up capital of its subsidiaries has been entirely eliminated, and this resulted in a merger reserve of RM15.65 million. Share based payment reserve of RM0.69 million is accrual of compensation shares for an Executive Director pursuant to his service agreement. The reserve will be reversed upon issuance of the compensation shares and credited to share capital account. Total equity increased by RM26.42 million mainly due to increase in share capital by RM54.24 million and accumulated losses of RM28.51 million. 15

17 Liabilities Total liabilities of the Group decreased by RM21.09 million from RM30.56 million as at to RM9.47 million as at. The decrease in total liabilities was mainly due to capitalisation of RM23.92 million of derivative financial instruments into equity and increase in trade and other payables by RM2.77 million. The Group had net current liabilities of RM0.78 million as at mainly due to the accrual of RM1.03 million being the final 15% of the purchase consideration for the machinery which will be payable upon the machinery meeting the performance criteria. Cash flows Net cash used in operating activities, representing net cash used in operating activities In FY, the Group recorded a net cash outflow for operating activities of RM12.10 million. The net operating cash outflow was mainly due to operating losses before working capital changes of RM24.72 million, adjusted for working capital inflow of RM12.62 million, mainly attributable to the decrease in prepayments of RM4.62 million and increase in trade and other payables by RM8.38 million. Net cash used in investing activities In FY, the Group recorded a net cash outflow for investing activities of RM5.11 million. This was mainly due to the purchase of property, plant and equipment of RM4.21 million and additional to mining properties of RM0.96 million for the Lubuk Mandi Mine. Net cash generated from financing activities In FY, the Group recorded a net cash inflow from financing activities of RM23.61 million. This mainly comprised proceeds of RM.11 million for issuance of new shares and share issue expenses of RM7.45 million. 9. Where a forecast, or a prospect statement, has been previously disclosed to shareholders, any variance between it and the actual results. No forecast or prospect statement has been previously disclosed to shareholders. 10. A commentary at the date of the announcement of the significant trends and competitive conditions of the industry in which the group operates and any known factors or events that may affect the group in the next reporting period and the next 12 months. Gold prices was trading between US$ 1, to US$1, per troy ounce in with a daily average of US$1, per troy ounce. Gold price for January 2017 ranged from US$1, to US$1, per troy ounce (Source: World Gold Council). The Group expects gold prices to fluctuate depending on the global economy and US interest rates. The Group will continue with its hard rock mining activities at the Lubuk Mandi Mine including the dewatering of the main pit and the stripping of the overburden in order to reach the resources at deeper areas. 16

18 On 27 June, the Group announced the VSA to diversify into the new business of mining and quarry extraction of dimension stone granite as well as architectural stone and interior fit-out ( Proposed Diversification ). The VSA and Proposed Diversification are inter alia, subject to approvals from independent shareholders and the SGX-ST. In addition, the Group is contemplating further fund raising for the development of Lubuk Mandi Mine. 11. Dividend If a decision regarding dividend has been made:- (a) Whether an interim (final) dividend has been declared (recommended); and None. (b) Amount per share (sen) and previous corresponding period (sen). Not applicable. (c) Whether the dividend is before tax, net of tax or tax exempt. If before tax or net of tax, state the tax rate and the country where the dividend is derived. (If the dividend is not taxable in the hands of shareholders, this must be stated). Not applicable. (d) The date the dividend is payable. Not applicable. (e) The date on which Registrable Transfer receive by the Company (up to 5.00pm) will be registered before entitlements to the dividend are determined. Not applicable. 12. If no dividend has been declared/recommended, a statement to that effect. No dividend has been declared or recommend. 13. If the group has obtained a general mandate from shareholders for interested person transactions ( IPT ), the aggregate value of such transactions as required under Rule 920(1)(a)(ii). If no IPT mandate has been obtained, a statement to that effect. The Group does not have a general mandate from its shareholders for IPT. During FY, the Group did not enter into any IPT of more than S$100,

19 14. (i) Use of IPO proceeds As at, the status on the use of the IPO net proceeds is as follow: Amount allocated S$ 000 Amount Utilised S$ 000 Balance S$ 000 Purpose Further exploration at the Lubuk Mandi Mine and the Bukit Panji Property Development of the Lubuk Mandi Mine and the Bukit Panji Property and investment in mining-related infrastructure and equipment Expansion of our gold processing capacity 2,100 1, Expansion of our business and operations General working capital (1) 1,200 1,200 - Listing expenses 2,600 2,600 - Total 7,200 5,741 1,459 Note: (1) For general corporate and administrative expenses (ii) Use of Placement Proceeds As at, the status on the use of the placement proceeds from the Proposed Placement completed on 22 July is as follow: Purpose Amount allocated S$ 000 Amount Utilised S$ 000 Balance S$ 000 Acquisition expenses 1, ,113 General working capital (1) 1,500 1,500 - Fund raising expenses Total 3,200 2,087 1,113 Note: (1) For general corporate and administrative expenses 15. Confirmation pursuant to Rule 720(1) of the Catalist Listing Manual. The Company confirms that it has procured undertakings from all its Directors and Executive Officers in the format set out in Appendix (7H) pursuant to Rule 720(1) of the Catalist Listing Manual. 18

20 16. Segmented revenue and results for operating segments (of the group) in the form presented in the issuer s most recently audited financial statements, with comparative information for the immediately preceding year. The Group has one reportable business segment which is gold mining exploration, development, mining and sale of gold. 17. In the review of performance, the factors lending to any material changes in contributions to turnover and earnings by the operating segments. Please refer to Section 8 of this Announcement. 18. A breakdown of revenue and profit after tax as follows: Increase / (Decrease) % (a) Revenue - first half n.m - second half 1, , (b) Profit after tax - first half (19,091) (12,654) second half (9,421) (,517) (70.11) (28,512) (44,171) (35.45) n.m - not meaningful 19. A breakdown of the total annual dividend (in dollar value) for the issuer s latest full year and its previous full year. No dividend was declared by the Company in its latest full year and previous full year. 20. Disclosure of person occupying a managerial position in the issuer or any of its principal subsidiaries who is a relative of a director or chief executive officer or substantial shareholder of the issuer pursuant to Rule 704(10) in the format below. If there are no such persons, the issuer must make an appropriate negative statement. Pursuant to Rule 704(10) of Catalist Listing Manual, the Company hereby confirms that as at the date of this announcement, none of the persons occupying managerial positions in the Company or any of its principal subsidiaries, is a relative of a Director or Chief Executive Officer or Substantial Shareholder of the Company. 19

21 21. Additional Disclosure Required for Mineral, Oil and Gas companies 21a. Rule 705(6)(a) of the Catalist Listing Manual i. Use of funds/cash for the quarter :- For the quarter, financial period from 1 October to ( 4Q ), funds/cash was mainly used for the following production activities:- Purpose Payment for property, plant and equipment Amount () Actual Usage Amount () Projected Usage Amount () Variance Remarks (74) (1) Payment for mining related infrastructure and equipment (280) (2) Royalty (740) (3) Acquisition expenses (580) (4) General working capital 2,028 3,800 (1,772) (5) Total 2,754 6,200 (3,446) (1) The actual payment for property, plant and equipment was lower than the projected payment of RM0.07 million as some of the planned capital expenditure are still pending finalisation. (2) The actual payment for mining related infrastructure and equipment was lower than expected by RM0.28 million mainly due to the Group having used RM0.13 million less than projected in constructing the current waste dam and timing difference for payment for lease rental for dam construction equipment and accruals in the financial statements. (3) The actual payment of royalty was lower than the projected amount mainly due to lower gold sale than expected. (4) Acquisition expenses incurred for the VSA was lower than projected mainly due to slower progress for the corporate exercise as expected, thus billing and payments. (5) The actual payment of general working capital was RM1.77 million lower than the projected amount mainly due to the following: timing difference between invoice received and accruals in the financial statements of RM0.30 million; lower raw materials and consumables used by RM0.44 million as compared to projected due to lower production; and lower utilities expense by RM0.34 million as compared to projected due to lower production. 20

22 ii. Projection on the use of funds/cash for the next immediate quarter, including principal assumptions:- For the next immediate quarter (financial period from 1 January 2017 to March 2017 ( 1Q2017 ), the Group s use of funds/cash for development and production activities are expected to be as follows:- Purpose Amount () Payment for property, plant and equipment 162 Payment for mining related infrastructure and equipment 500 Royalty 381 General working capital 4,035 Total 5,078 The Group s development and production plans at the Lubuk Mandi Mine for 1Q2017 are as follows: a. further site preparation for hard rock mining which include stripping of overburden and dewatering of the main pit; b. increase in production activities and continuous improvement on the production process; and c. upgrading security system at site for hard rock processing. For further detailed information on the Group s development plan, please refer to the sections entitled General Information on Our Group Business Strategies and Future Plans of the Company s Offer Document. 21b. Rule 705(6)(b) of the Catalist Rules The Board confirms that to the best of its knowledge, nothing has come to its attention which may render the above information provided to be false or misleading in any material aspect. 22a. Rule 705(7)(a) of the Catalist Rules Details of exploration (including geophysical surveys), mining development and/or production activities undertaken by the Company and a summary of the expenditure incurred on those activities, including explanation for any material variances with previous projections, for the period under review. If there has been no exploration, development and/or production activity respectively, that fact must be stated; In 4Q, there was no capitalisation for exploration and evaluation expenditures as there was no exploration and mining development activity being carried out by the Group. However, the Group had carried out activities related to development of hard rock mining. Continuous efforts in heightening the waste water dam and dewatering activities at the main pit of the Lubuk Mandi Mine had been carried out during this period. 21

23 22b. Rule 705(7)(b) of the Catalist Rules Update on its reserves and resources, where applicable, in accordance with the requirements set out in Practice Note 4C, including a summary of reserves and resources as set out in Appendix 7D. The Company had disclosed in its annual report for the financial year ended ( AR ) a summary of reserves and resources as at 30 September (being the effective date of the Independent Qualified Person s Report) and included a reference to the Offer Document on Catalodge where shareholders may obtain a copy of the Independent Qualified Person s Report dated 3. The Company will provide updates on its reserves and resources in due course, in particular, in accordance with Rule 1204(23) of the Catalist Listing Manual, which requires the inclusion of a qualified person s report dated no earlier than the end of the Company s financial year, and a summary of reserves and resources (as set out in Appendix 7D of the Catalist Listing Manual) in its annual report for the financial year ended. By Order of the Board ANCHOR RESOURCES LIMITED Lim Chiau Woei Managing Director Chan Koon Mong Executive Director 28 February