Exhibit 99.1
![](https://capedge.com/proxy/6-K/0001176256-13-000319/exhibit99-1x1x1.jpg)
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| Condensed consolidated interim financial statements of | |
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| Kimber Resources Inc. | |
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| March 31, 2013 and 2012 | |
| (Unaudited) | |
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Kimber Resources Inc.
March 31, 2013
Management’s Comments on Unaudited Condensed Consolidated Interim Financial Statements
Notice of No Audit or Review of Interim Financial Statements
The accompanying unaudited interim financial statements of the Company have been prepared by and are the responsibility of the Company’s management.
The Company’s independent auditor has not performed a review of these financial statements in accordance with standards established by the Canadian Institute of Chartered Accountants for a review of interim financial statements by an entity’s auditor.
Kimber Resources Inc.
March 31, 2013
Table of contents
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Condensed consolidated interim statements of financial position | 1 |
| |
Condensed consolidated interim statements of net loss and comprehensive loss | 2 |
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Condensed consolidated interim statements of changes in equity | 3 |
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Condensed consolidated interim statements of cash flows | 4 |
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Notes to the condensed consolidated interim financial statements | 5-17 |
See the attached notes to the condensed consolidated interim financial statements
|
Kimber Resources Inc. |
Condensed consolidated interim statements of financial position |
As at March 31, 2013 and June 30, 2012 |
(Stated in Canadian dollars) |
(Unaudited) |
| | | | | |
| | March 31, | | June 30, | |
| Note | 2013 | | 2012 | |
| | $ | | $ | |
Assets | | | | | |
Current assets | | | | | |
Cash and cash equivalents | | 2,086,503 | | 1,546,363 | |
Trade and other receivables | 6 | 543,841 | | 1,417,756 | |
Prepaid expenses | | 113,316 | | 279,229 | |
Total current assets | | 2,743,660 | | 3,243,348 | |
| | | | | |
Equipment | 7 | 553,245 | | 598,354 | |
Mineral interests | 8 | 61,947,927 | | 58,966,941 | |
Total assets | | 65,244,832 | | 62,808,643 | |
| | | | | |
Liabilities | | | | | |
Current liabilities | | | | | |
Trade and other payables | | 634,172 | | 822,827 | |
Short term loan | 9 | 4,826,543 | | - | |
Total current liabilities | | 5,460,715 | | 822,827 | |
| | | | | |
Equity | | | | | |
Share capital | 10(a) | 82,535,232 | | 82,235,232 | |
Share option reserve | 10(b)(c) | 5,368,210 | | 5,072,985 | |
Warrant reserve | 10(d) | 1,270,474 | | 1,270,474 | |
Deficit | | (29,389,799 | ) | (26,592,875 | ) |
Total equity | | 59,784,117 | | 61,985,816 | |
Total liabilities and equity | | 65,244,832 | | 62,808,643 | |
| | | | | |
Description of business and going concern | 1 | | | | |
Commitments for expenditure | 14 | | | | |
Page 1
See the attached notes to the condensed consolidated interim financial statements
|
Kimber Resources Inc. |
Condensed consolidated interim statements of net loss and comprehensive loss |
Three and nine month periods ended March 31, 2013 and 2012 |
(Stated in Canadian dollars) |
(Unaudited) |
| | | | | | | | | |
| | Three | | Three | | Nine | | Nine | |
| | Months | | Months | | Months | | Months | |
| | Ended | | Ended | | Ended | | Ended | |
| | March 31, | | March 31, | | March 31, | | March 31, | |
| Note | 2013 | | 2012 | | 2013 | | 2012 | |
| | $ | | $ | | $ | | $ | |
Expenses | | | | | | | | | |
Amortization of equipment | | 5,638 | | 6,248 | | 18,802 | | 13,094 | |
Foreign exchange loss (gain) | | (24,013 | ) | (123,272 | ) | (26,637 | ) | 26,212 | |
General exploration | | 62,651 | | 51,677 | | 135,645 | | 93,648 | |
Investor relations | | 19,272 | | 44,692 | | 103,716 | | 160,237 | |
Office, insurance and miscellaneous | | 82,202 | | 72,944 | | 228,648 | | 193,783 | |
Legal, consulting and audit | | 192,112 | | 168,283 | | 377,684 | | 455,325 | |
Rent | | 69,512 | | 59,999 | | 191,124 | | 171,597 | |
Salaries and benefits | | 352,881 | | 669,989 | | 1,001,456 | | 1,397,821 | |
Transfer and filing fees | | 51,708 | | 35,208 | | 125,717 | | 101,417 | |
Travel and accommodation | | 14,886 | | 14,721 | | 40,877 | | 44,166 | |
| | | | | | | | | |
| | 826,849 | | 1,000,489 | | 2,197,032 | | 2,657,300 | |
| | | | | | | | | |
Loss before other items | | (826,849 | ) | (1,000,489 | ) | (2,197,032 | ) | (2,657,300 | ) |
Other items | | | | | | | | | |
Finance income | | 6,497 | | 9,751 | | 19,312 | | 57,706 | |
Finance expense | | (326,068 | ) | (473 | ) | (651,043 | ) | (1,478 | ) |
Other income | | - | | 3,870 | | 31,839 | | 12,001 | |
Net loss and comprehensive loss | | (1,146,420 | ) | (987,341 | ) | (2,796,924 | ) | (2,589,071 | ) |
| | | | | | | | | |
Loss per share, basic and diluted | 5 | (0.01 | ) | (0.01 | ) | (0.03 | ) | (0.03 | ) |
| | | | | | | | | |
Weighted average number of common shares outstanding, basic and diluted | 5 | 82,972,876 | | 82,445,377 | | 82,701,725 | | 81,918,166 | |
Page 2
See the attached notes to the condensed consolidated interim financial statements
|
Kimber Resources Inc. |
Condensed consolidated interim statements of changes in equity |
Nine month periods ended March 31, 2013 and 2012 |
(Stated in Canadian dollars) |
(Unaudited) |
| | | | | | | | | | | | |
| | Share | Share | | Share | | | | | | | |
| | capital | capital | | option | | Warrant | | | | | |
| Note | Number | Amount | | reserve | | reserve | | Deficit | | Total | |
| | | $ | | $ | | $ | | $ | | $ | |
Balance at June 30, 2012 | | 82,459,937 | 82,235,232 | | 5,072,985 | | 1,270,474 | | (26,592,875 | ) | 61,985,816 | |
Net loss and total comprehensive loss for the period | | - | - | | - | | - | | (2,796,924 | ) | (2,796,924 | ) |
Shares issued on issuance of loan | 9 | 512,939 | 300,000 | | - | | - | | - | | 300,000 | |
Share-based compensation | | - | - | | 295,225 | | - | | - | | 295,225 | |
Balance at March 31, 2013 | | 82,972,876 | 82,535,232 | | 5,368,210 | | 1,270,474 | | (29,389,799 | ) | 59,784,117 | |
| | | | | | | | | | | | |
Balance at June 30, 2011 | | 77,185,086 | 74,543,371 | | 4,292,758 | | 1,271,032 | | (23,026,234 | ) | 57,080,927 | |
Net loss and total comprehensive loss for the period | | - | - | | - | | - | | (2,589,071 | ) | (2,589,071 | ) |
Shares issued on private placement of common shares | | 5,060,000 | 8,096,000 | | | | | | | | 8,096,000 | |
Share issue costs | | - | (655,867 | ) | - | | - | | - | | (655,867 | ) |
Shares issued on exercise of stock options | | 211,101 | 244,420 | | (77,306 | ) | - | | - | | 167,114 | |
Shares issued on exercise of warrants | | 3,750 | 7,308 | | - | | (558 | ) | - | | 6,750 | |
Share-based compensation | | - | - | | 666,051 | | - | | - | | 666,051 | |
| | | | | | | | | | | | |
Balance at March 31, 2012 | | 82,459,937 | 82,235,232 | | 4,881,503 | | 1,270,474 | | (25,615,305 | ) | 62,771,904 | |
Page 3
See the attached notes to the condensed consolidated interim financial statements
|
Kimber Resources Inc. |
Condensed consolidated interim statements of cash flows |
Three and nine month periods ended March 31, 2013 and 2012 |
(Stated in Canadian dollars) |
(Unaudited) |
| | | | | | | | | |
| | Three | | Three | | Nine | | | |
| | Months | | Months | | Months | | Nine Months | |
| | Ended | | Ended | | Ended | | Ended | |
| | March 31, | | March 31, | | March 31, | | March 31, | |
| Note | 2013 | | 2012 | | 2013 | | 2012 | |
Operating activities | | | | | | | | | |
Net loss | | (1,146,420 | ) | (987,341 | ) | (2,796,924 | ) | (2,589,071 | ) |
Items not involving cash | | | | | | | | | |
Amortization of equipment | | 5,638 | | 6,248 | | 18,802 | | 13,094 | |
Finance expense | | 326,068 | | 473 | | 651,043 | | 1,478 | |
Finance income | | (6,497 | ) | (9,751 | ) | (19,312 | ) | (57,706 | ) |
Unrealized foreign exchange (gain) loss | | (18,014 | ) | (112,539 | ) | (31,139 | ) | 91,684 | |
Share-based compensation | | 115,000 | | 388,850 | | 295,225 | | 666,051 | |
Net changes in non-cash working capital items | | | | | | | | | |
Trade and other receivables | | 21,307 | | (14,843 | ) | 2,853 | | 11,129 | |
Prepaid expenses | | (45,557 | ) | (67,264 | ) | 160,146 | | (18,124 | ) |
Trade and other payables | | 100,610 | | (38,270 | ) | (9,044 | ) | (31,881 | ) |
| | (647,865 | ) | (834,437 | ) | (1,728,350 | ) | (1,913,346 | ) |
Investing activities | | | | | | | | | |
Interest received | | 6,497 | | 9,751 | | 19,312 | | 57,706 | |
Purchase of equipment | | (7,756 | ) | (47,190 | ) | (35,556 | ) | (131,480 | ) |
Expenditures on mineral interests | | (953,651 | ) | (2,749,546 | ) | (2,204,140 | ) | (11,093,068 | ) |
| | (954,910 | ) | (2,786,985 | ) | (2,220,384 | ) | (11,166,842 | ) |
Financing activities | | | | | | | | | |
Interest paid | | (134,137 | ) | (473 | ) | (314,193 | ) | (1,478 | ) |
Loan proceeds | | 2,000,000 | | - | | 5,000,000 | | - | |
Loan facility costs | | (79,488 | ) | - | | (201,838 | ) | - | |
Common shares issued on financing | | - | | - | | - | | 8,096,000 | |
Common shares issued upon exercise of options and warrants | | - | | 16,250 | | - | | 173,864 | |
Share issuance costs | | - | | - | | - | | (655,867 | ) |
| | 1,786,375 | | 15,777 | | 4,483,969 | | 7,612,519 | |
| | | | | | | | | |
Effect of exchange rates on cash and cash equivalents | | 4,911 | | 4,296 | | 4,905 | | 22,006 | |
Increase (decrease) in cash and cash equivalents | | 183,600 | | (3,605,645 | ) | 535,235 | | (5,467,669 | ) |
Cash and cash equivalents, beginning of period | | 1,897,992 | | 6,557,115 | | 1,546,363 | | 8,401,429 | |
Cash and cash equivalents, end of period | | 2,086,503 | | 2,955,766 | | 2,086,503 | | 2,955,766 | |
| | | | | | | | | |
Cash and cash equivalents are comprised of | | | | | | | | | |
Cash | | 2,086,503 | | 2,106,331 | | 2,086,503 | | 2,106,331 | |
Canadian treasury bills | | - | | 849,435 | | - | | 849,435 | |
| | 2,086,503 | | 2,955,766 | | 2,086,503 | | 2,955,766 | |
| | | | | | | | | |
Supplemental cash flow information | 13 | | | | | | | | |
Page 4
See the attached notes to the condensed consolidated interim financial statements
|
Kimber Resources Inc. |
Notes to the condensed consolidated interim financial statements |
March 31, 2013 |
(Stated in Canadian dollars) |
(Unaudited) |
| |
1. | Description of business and going concern |
Kimber Resources Inc. (“Kimber” or the “Company”) is incorporated in British Columbia, Canada, and is involved in the acquisition and exploration of mineral right interests in Mexico.
The head office, principal address and registered and records office of the Company are located at Suite 220 - 800 West Pender Street, Vancouver, BC V6C 2V6.
At the date of these condensed consolidated interim financial statements, Kimber has not yet determined whether any of its mineral rights contain economically recoverable mineral reserves. Accordingly, the carrying amount of mineral interests represents cumulative expenditures incurred to date and does not necessarily reflect present or future values. The recovery of these costs is dependent upon the discovery of economically recoverable mineral reserves and the ability of Kimber to obtain the necessary financing to complete their exploration and development and to resolve any environmental, regulatory, or other constraints.
Although Kimber has taken steps to verify title to the properties in which it has an interest, in accordance with industry standards for properties in the exploration stage, these procedures do not guarantee Kimber’s title. Property title may be subject to unregistered prior agreements and non-compliance with regulatory requirements.
These condensed consolidated interim financial statements have been prepared on a going concern basis, which assumes Kimber will continue operations for the foreseeable future and be able to realize its assets and discharge its liabilities in the normal course of business. Kimber does not generate cash flows from operations and accordingly, Kimber will need to raise additional funds through future issuance of debt or securities. Although Kimber has been successful in raising funds in the past, there can be no assurance Kimber will be able to raise sufficient funds in the future, in which case Kimber may be unable to meet its obligations as they come due in the normal course of business. If Kimber cannot raise funds, its mining properties may be joint ventured, optioned, sold or abandoned.
On July 6, 2012, Kimber entered into a $5.0 million bridge loan credit facility with Sprott Resource Lending Partnership (“SRLP”) and made an initial drawdown of $3.0 million. On January 24, 2013, the remaining $2.0 million of the credit facility was drawn down. The term of the facility is one year, with a closing date of June 29, 2013, which may be extended for an additional six months, subject to the facility being in good standing, and on payment of an extension fee in the amount of 3%.
Kimber has incurred losses since inception, has an accumulated deficit of $29,389,799 as at March 31, 2013 and a net loss for the nine months ended March 31, 2013 of $2,796,924. These conditions raise substantial doubt regarding Kimber’s ability to continue as a going concern. Should Kimber be unable to realize its assets and discharge its liabilities in the normal course of business, the net realizable value of its assets may be materially less than the amounts on the statement of financial position.
The condensed consolidated interim financial statements are presented in Canadian dollars and all values are rounded to the nearest dollar except where otherwise indicated.
Page 5
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Kimber Resources Inc. |
Notes to the condensed consolidated interim financial statements |
March 31, 2013 |
(Stated in Canadian dollars) |
(Unaudited) |
| (a) | Statement of compliance |
| | |
| | These condensed consolidated interim financial statements are unaudited and have been prepared in accordance with IAS 34,Interim Financial Reporting(“IAS 34”) using accounting policies consistent with the International Financial Reporting Standards (“IFRS”), as issued by the International Accounting Standards Board (“IASB”) and Interpretations of the International Financial Reporting Interpretations Committee. |
| | |
| | These condensed consolidated interim financial statements do not include all the necessary annual disclosures in accordance with IFRS as issued by the International Accounting Standards Board. These condensed consolidated interim financial statements should be read in conjunction with the Company’s 2012 annual consolidated financial statements under IFRS. |
| | |
| (b) | Basis of presentation |
| | |
| | The financial statements have been prepared on the historical cost basis except for certain financial instruments, which are measured at fair value. |
| | |
| | These condensed consolidated interim financial statements include the accounts of Kimber, and its wholly-owned Mexican subsidiaries, Minera Monterde, S. de R.L de C.V., Minera Pericones, S.A. de C.V. and Kimber Resources de Mexico, S.A. de C.V. |
| | |
| (c) | Adoption of new and revised standards and interpretations |
| | |
| | Certain pronouncements were issued by the IASB or the International Financial Reporting Interpretations Committee that are mandatory for accounting periods after June 30, 2013. Pronouncements that are not applicable to the Company have been excluded from those described below. These recent accounting pronouncements should be read in conjunction with the Company’s 2012 consolidated annual financial statements. |
| | |
| (a) | The following five new Standards were issued by the IASB in May 2011, and are effective for annual periods beginning on or after January 1, 2013. The Company does not plan to early adopt the following standards. The Company is assessing the impact of the implementation of these standards on the Company’s 2014 consolidated annual financial statements. |
| | |
| (i) | IFRS 10Consolidated Financial Statements |
| (ii) | IFRS 11Joint Arrangements |
| (iii) | IFRS 12Disclosure of Interests in Other Entities |
| (iv) | IAS 27Separate Financial Statements |
| (v) | IAS 28Investments in Associates and Joint Ventures |
| | |
| (b) | IFRS 13Fair Value Measurement |
| | |
| (c) | IAS 1Presentation of Financial Statements |
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| (d) | IFRIC 20Stripping Costs in the Production Phase of a Surface Mine |
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| (e) | IFRS 9Financial Instruments |
Page 6
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Kimber Resources Inc. |
Notes to the condensed consolidated interim financial statements |
March 31, 2013 |
(Stated in Canadian dollars) |
(Unaudited) |
3. | Summary of significant accounting policies |
| |
| (a) | Basis of consolidation |
| | |
| | These condensed consolidated interim financial statements include the financial statements of the Company and its controlled subsidiaries. Control is achieved when the Company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. |
| | |
| | The results of subsidiaries acquired or disposed of during the period are included in the consolidated statement of comprehensive loss from the effective date of control or up to the effective date of loss of control, as appropriate. |
| | |
| | All intercompany transactions, balances, income and expenses are eliminated in full on consolidation. |
| | |
| (b) | Significant accounting judgments and estimates |
The preparation of these condensed consolidated interim financial statements requires management to make judgments and estimates and form assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and reported amounts of expenses during the reporting period. On an ongoing basis, management evaluates its judgments and estimates in relation to assets, liabilities and expenses. Management uses historical experience and various other factors it believes to be reasonable under the given circumstances as the basis for its judgments and estimates. Actual outcomes may differ from these estimates under different assumptions and conditions.
The most significant estimates relate to amortization of equipment, recoverability of trade and other receivables, valuation of deferred income tax amounts, impairment of mineral interests, and the calculation of share-based compensation.
The most significant judgments relate to recoverability of capitalized amounts, recognition of deferred tax assets and liabilities, the determination of functional currency, the determination of the economic viability of a project and the preparation of consolidated financial statements on a going concern basis.
Page 7
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Kimber Resources Inc. |
Notes to the condensed consolidated interim financial statements |
March 31, 2013 |
(Stated in Canadian dollars) |
(Unaudited) |
At March 31, 2013 the Company has one reportable operating segment, being mineral exploration.
The Company operates in two geographical areas, being Canada and Mexico. The following is an analysis of the Company’s assets by geographical area and reconciled to the Company’s condensed consolidated interim financial statements:
| | | | |
| | March 31, | June 30, | |
| | 2013 | 2012 | |
| | $ | $ | |
| Assets by geographic segment, at cost | | | |
| Canada | | | |
| Current assets | 2,145,517 | 1,774,479 | |
| Equipment | 72,259 | 69,185 | |
| | 2,217,776 | 1,843,664 | |
| Mexico | | | |
| Current assets | 598,143 | 1,468,869 | |
| Equipment | 480,986 | 529,169 | |
| Mineral interests | 61,947,927 | 58,966,941 | |
| | 63,027,056 | 60,964,979 | |
| | 65,244,832 | 62,808,643 | |
Page 8
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Kimber Resources Inc. |
Notes to the condensed consolidated interim financial statements |
March 31, 2013 |
(Stated in Canadian dollars) |
(Unaudited) |
The calculation of basic and diluted loss per share for the relevant periods is based on the following data:
| | | | | | | | | | |
| | | Three Months Ended | | Nine Months Ended | |
| | | March 31, | | March 31, | |
| | | 2013 | | 2012 | | 2013 | | 2012 | |
| | | | | | | | | | |
| Net loss attributable to shareholders for the purpose of basic and diluted loss per share | $ | 1,146,420 | $ | 987,341 | $ | 2,796,924 | $ | 2,589,071 | |
| | | | | | | | | | |
| Weighted average number of shares for the purpose of basic and diluted loss per share | | 82,972,876 | | 82,445,377 | | 82,701,725 | | 81,918,166 | |
All outstanding stock options and warrants were anti-dilutive for the relevant periods.
| |
6. | Trade and other receivables |
Trade and other receivables are comprised primarily of IVA value added tax credits refundable from the Government of Mexico which is currently calculated as 16% of expenditures in Mexico. Kimber has been receiving IVA refunds on an ongoing basis and expects to continue to recover outstanding amounts. At March 31, 2013 the Company has a provision of $122,942 for trade and other receivables which have been outstanding for more than one year which was recorded during the year ended June 30, 2012. All other IVA tax receivables have been outstanding for less than one year.
| | | | |
| | March 31, | June 30, | |
| | 2013 | 2012 | |
| | $ | $ | |
| | | | |
| IVA tax receivable | 494,408 | 1,371,200 | |
| HST receivable | 37,750 | 40,999 | |
| Other receivables | 11,683 | 5,557 | |
| | 543,841 | 1,417,756 | |
Page 9
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Kimber Resources Inc. |
Notes to the condensed consolidated interim financial statements |
March 31, 2013 |
(Stated in Canadian dollars) |
(Unaudited) |
| | | | | | | | | | | | |
| | | | | | | | | Office | | | |
| | Camp and | | Camp | | Computer | | Computer | fixtures and | | | |
| | equipment | | vehicles | | equipment | | software | equipment | | Total | |
| | $ | | $ | | $ | | $ | $ | | $ | |
| Cost | | | | | | | | | | | |
| | | | | | | | | | | | |
| At July 1, 2011 | 565,982 | | 205,692 | | 179,605 | | 72,363 | 79,736 | | 1,103,378 | |
| Additions | 89,487 | | 13,738 | | 38,654 | | 22,919 | 1,501 | | 166,299 | |
| Disposals | (14,369 | ) | - | | (28,675 | ) | - | - | | (43,044 | ) |
| At June 30, 2012 | 641,100 | | 219,430 | | 189,584 | | 95,282 | 81,237 | | 1,226,633 | |
| Additions | 15,214 | | - | | 17,461 | | 469 | 2,412 | | 35,556 | |
| Disposals | (99,464 | ) | (81,423 | ) | (29,227 | ) | - | (1,995 | ) | (212,109 | ) |
| At March 31, 2013 | 556,850 | | 138,007 | | 177,818 | | 95,751 | 81,654 | | 1,050,080 | |
| | | | | | | | | | | | |
| Amortization | | | | | | | | | | | |
| | | | | | | | | | | | |
| At July 1, 2011 | 229,331 | | 92,754 | | 117,049 | | 68,886 | 46,274 | | 554,294 | |
| Amortization | 41,031 | | 39,515 | | 22,114 | | 8,728 | 5,641 | | 117,029 | |
| Disposals | (14,369 | ) | - | | (28,675 | ) | - | - | | (43,044 | ) |
| At June 30, 2012 | 255,993 | | 132,269 | | 110,488 | | 77,614 | 51,915 | | 628,279 | |
| Amortization | 29,616 | | 20,591 | | 18,628 | | 8,053 | 3,777 | | 80,665 | |
| Disposals | (99,464 | ) | (81,423 | ) | (29,227 | ) | - | (1,995 | ) | (212,109 | ) |
| At March 31, 2013 | 186,145 | | 71,437 | | 99,889 | | 85,667 | 53,697 | | 496,835 | |
| | | | | | | | | | | | |
| Carrying amounts | | | | | | | | | | | |
| | | | | | | | | | | | |
| At June 30, 2012 | 385,107 | | 87,161 | | 79,096 | | 17,668 | 29,322 | | 598,354 | |
| At March 31, 2013 | 370,705 | | 66,570 | | 77,929 | | 10,084 | 27,957 | | 553,245 | |
Kimber’s mineral interests relate to mineral rights for the Monterde property located in the State of Chihuahua, Mexico.
Kimber holds mineral rights to the Pericones and Setago properties in State of Mexico, Mexico and the State of Chihuahua, Mexico. All expenditures on these two properties have been written off or expensed previously.
During the nine month period ended March 31, 2013 Kimber capitalized $2,980,986 of costs to mineral interests (nine months to March 31, 2012; $9,025,120).
Page 10
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Kimber Resources Inc. |
Notes to the condensed consolidated interim financial statements |
March 31, 2013 |
(Stated in Canadian dollars) |
(Unaudited) |
| |
8. | Mineral interests (continued) |
| | | | | | | |
| | | Expenditures | | Expenditures | | |
| | March 31, | during the | June 30, | during the | June 30, | |
| MEXICO | 2013 | period | 2012 | period | 2011 | |
| | $ | $ | $ | $ | $ | |
| | | | | | | |
| Monterde Property | | | | | | |
| Acquisition | 3,467,105 | 209,538 | 3,257,567 | 142,813 | 3,114,754 | |
| | | | | | | |
| Exploration | | | | | | |
| Amortization | 887,374 | 68,028 | 819,346 | 94,676 | 724,670 | |
| Assays | 5,645,187 | 96,398 | 5,548,789 | 1,265,001 | 4,283,788 | |
| Drilling | 19,853,580 | - | 19,853,580 | 4,680,555 | 15,173,025 | |
| Engineering | 4,810,306 | 497,248 | 4,313,058 | 837,261 | 3,475,797 | |
| Environmental study | 1,907,979 | 212,073 | 1,695,906 | 271,534 | 1,424,372 | |
| Field, office | 3,086,915 | 404,969 | 2,681,946 | 666,754 | 2,015,192 | |
| Geological, geophysical | 9,657,734 | 605,197 | 9,052,537 | 906,324 | 8,146,213 | |
| Legal | 1,010,547 | 61,820 | 948,727 | 94,610 | 854,117 | |
| Maps, reports, reproductions | 1,402,247 | 68,010 | 1,334,237 | 105,462 | 1,228,775 | |
| Metallurgy | 1,438,217 | 128,685 | 1,309,532 | 255,826 | 1,053,706 | |
| Road and drill site construction | 2,305,233 | 20,620 | 2,284,613 | 99,023 | 2,185,590 | |
| Salaries, wages, consulting | 1,214,229 | 156,691 | 1,057,538 | 142,607 | 914,931 | |
| Scoping study | 25,482 | - | 25,482 | - | 25,482 | |
| Socioeconomic studies | 65,301 | - | 65,301 | - | 65,301 | |
| Stakeholder costs | 69,174 | - | 69,174 | - | 69,174 | |
| Supplies | 2,898,677 | 199,443 | 2,699,234 | 403,335 | 2,295,899 | |
| Travel, accommodation | 2,202,640 | 252,266 | 1,950,374 | 162,032 | 1,788,342 | |
| | 58,480,822 | 2,771,448 | 55,709,374 | 9,985,000 | 45,724,374 | |
| Total mineral interests | 61,947,927 | 2,980,986 | 58,966,941 | 10,127,813 | 48,839,128 | |
Monterde Property
The Monterde Property consists of the Monterde concessions, the contiguous El Coronel concessions and staked concessions. The entire Monterde Property comprises of 35 mineral concessions totalling 29,296 hectares in the Sierra Madre in the State of Chihuahua, Mexico.
Monterde concessions
Kimber owns a 100% interest in the Monterde concessions having acquired the concessions by payment of total consideration of $1,477,043 (US$1,129,900) in prior years.
El Coronel concessions
Kimber owns a 100% interest in the El Coronel mineral concessions by having made total payments of $1,206,958 (US$1,000,000) in prior years.
Staked concessions
Kimber has a 100% interest in concessions that were staked adjacent to the Monterde concessions and El Coronel concessions. There are no payment obligations for these staked concessions aside from semi-annual taxes.
Pericones and Setago Properties
The Pericones Property is located approximately 160 kilometres southwest of Mexico City and covers 11,890 hectares. The Setago Property lies approximately 24 kilometres to the west of Monterde and covers 10,069 hectares. Expenditures on both these properties have been written off or expensed in previous periods.
Page 11
|
Kimber Resources Inc. |
Notes to the condensed consolidated interim financial statements |
March 31, 2013 |
(Stated in Canadian dollars) |
(Unaudited) |
On July 6, 2012, Kimber entered into a $5 million bridge loan credit facility with SRLP. The facility bears interest at a rate of 12% per annum, payable monthly. The facility was made available through a $3 million drawdown on the closing date and a further $2 million drawdown made on January 24, 2013. The term of the facility is one year, which may be extended for an additional six months, subject to the facility being in good standing, and on payment of an extension fee in the amount of 3% of the amount drawn down. At March 31, 2013, the whole $5 million of the facility had been drawn down.
Kimber paid transaction costs of $442,350 associated with the credit facility of which $300,000 was paid by issuing 512,939 common shares of the Company. The credit facility has been classified as other liabilities and is being measured at amortized cost using the effective interest method. The credit facility is secured by a first call against all the Company’s assets.
During the nine months ended March 31, 2013, the Company recognized finance expense of $651,043 on the credit facility which has been expensed (2011: $nil).
| |
10. | Equity and share capital |
| (a) | Share capital |
| | |
| | As March 31, 2013, the Company had 82,972,876 (June 30, 2012; 82,459,937) common shares issued and outstanding. The Company is authorized to issue an unlimited number of common shares at no par value. |
| | |
| (b) | Stock option plan |
| | |
| | On December 12, 2007, the shareholders of Kimber approved the adoption of a new 2007 Stock Option Plan that allows for the grant of stock options up to 10% of the issued and outstanding common shares from time to time, less the number of stock options outstanding under Kimber’s former 2002 Stock Option Plan. |
The exercise price is generally set at the closing price on the last trading date preceding the date of their grant and vests in accordance with the determination of the Board of Directors, generally one third on the date of grant and an additional third at the end of each nine month period thereafter.
The Compensation Committee determines and makes recommendations to the Board of Directors as to the recipients of, and nature and size of, share-based compensation awards in compliance with applicable securities law, stock exchange and other regulatory requirements.
There were 1,117,500 options issued during the nine months ended March 31, 2013. The weighted average fair value of the options issued during the nine months ended March 31, 2013 was estimated at $0.17 per option at the grant date using the Black-Scholes option pricing model. The weighted average fair value of the options issued during the year ended June 30, 2012 was estimated at $0.54 per option at the grant date using the Black-Scholes option pricing model. The weighted average assumptions used for the calculation were:
Page 12
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Kimber Resources Inc. |
Notes to the condensed consolidated interim financial statements |
March 31, 2013 |
(Stated in Canadian dollars) |
(Unaudited) |
| |
10. | Equity and share capital (continued) |
| | | | | |
| | Nine months ended | | Year ended | |
| | March 31, | | June 30, | |
| | 2013 | | 2012 | |
| | | | | |
| Risk free interest rate | 1.17 | % | 1.09 | % |
| Expected life | 2.88 years | | 2.80 years | |
| Expected volatility (i) | 65 | % | 80 | % |
| Expected dividend per share | $Nil | | $Nil | |
| Forfeiture rate | 5 | % | 5 | % |
| (i) | Expected volatility has been based on historical volatility of the Company’s publicly traded shares. |
The total share-based compensation calculated for the nine months ended March 31, 2013 was $295,225 (2011 - $666,051) and the share-based compensation expense has been allocated to salaries and benefits on the statements of comprehensive loss.
| (c) | Outstanding stock options |
| | |
| | The following is a summary of option transactions under the Company’s stock option plan: |
| | |
| | | | | | | | | | |
| | Nine months ended | | | | Year ended | |
| | | | | March 31, | | | | June 30, | |
| | | | | 2013 | | | | 2012 | |
| | | | | Weighted | | | | Weighted | |
| | | | | average | | | | average | |
| | Number of | | | exercise | Number of | | | exercise | |
| | options | | | price | options | | | price | |
| | | | | $ | | | | $ | |
| Balance, beginning of period | 6,221,965 | | $ | 1.03 | 5,466,325 | | $ | 1.14 | |
| Options granted | 1,117,500 | | $ | 0.40 | 1,790,000 | | $ | 1.27 | |
| Options exercised | - | | | - | (211,101 | ) | $ | 0.79 | |
| Options forfeited | (1,315,450 | ) | $ | 0.99 | (73,649 | ) | $ | 1.30 | |
| Options expired | (950,000 | ) | $ | 0.82 | (749,610 | ) | $ | 2.40 | |
| Balance, end of period | 5,074,015 | | $ | 0.94 | 6,221,965 | | $ | 1.03 | |
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Kimber Resources Inc. |
Notes to the condensed consolidated interim financial statements |
March 31, 2013 |
(Stated in Canadian dollars) |
(Unaudited) |
| |
10. | Equity and share capital (continued) |
The following table summarizes information about stock options outstanding and exercisable at March 31, 2013:
| | | | | |
| | | Weighted | | Weighted |
| | | average | Options | average |
| | | remaining | outstanding | remaining |
| Exercise | Options | contractual | and | contractual |
| price | outstanding | life (years) | exercisable | life (years) |
| $ | | | | |
| $0.65 | 970,715 | 0.83 | 970,715 | 0.83 |
| $1.15 | 914,160 | 1.87 | 914,160 | 1.87 |
| $1.38 | 956,140 | 2.86 | 956,140 | 2.86 |
| $1.60 | 20,500 | 3.19 | 20,500 | 3.19 |
| $1.28 | 75,000 | 3.62 | 50,000 | 3.62 |
| $1.03 | 100,000 | 3.79 | 66,667 | 3.79 |
| $1.19 | 920,000 | 3.87 | 550,000 | 3.87 |
| $0.60 | 300,000 | 4.58 | 100,000 | 4.58 |
| $0.33 | 817,500 | 4.87 | 272,500 | 4.87 |
| | 5,074,015 | 2.93 | 3,900,682 | 2.48 |
| Weighted average exercise price | $0.94 | | $1.02 | |
| (d) | Warrants |
| | |
| | The continuity of warrants for the nine months ended March 31, 2013 and the year ended June 30, 2012 is as follows: |
| | |
| | | | | | | |
| | | | Weighted | | Weighted | |
| | | | average | | average | |
| | Warrants | | exercise | | remaining | |
| | outstanding | | price | Expiry date | life (years) | |
| | | | $ | | | |
| Balance, June 30, 2011 | 7,074,009 | | 1.77 | | 1.13 | |
| Expired | (1,997,459 | ) | 1.80 | | | |
| Exercised | (3,750 | ) | 1.80 | | | |
| Balance, June 30, 2012 | 5,072,800 | | 1.76 | December 23, 2012 | 0.48 | |
| Expired | (5,072,800 | ) | 1.76 | December 23, 2012 | - | |
| Exercised | - | | - | | | |
| Balance, March 31, 2013 | - | | - | | - | |
All outstanding warrants expired unexercised on December 23, 2012.
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Kimber Resources Inc. |
Notes to the condensed consolidated interim financial statements |
March 31, 2013 |
(Stated in Canadian dollars) |
(Unaudited) |
11. | Capital risk management |
| |
| The capital structure of Kimber consists of a loan from SRLP and equity attributable to common shareholders comprising share capital, share option reserve, warrant reserve and deficit. Total capital as at March 31, 2013 was $59,784,117 (June 30, 2012 - $61,985,816). Kimber has no externally imposed capital requirements. |
| |
| Kimber’s objectives when managing capital are to maintain adequate capital resources to safeguard Kimber’s ability to continue as a going concern, to maintain adequate levels of funding to support the acquisition, exploration and development of mineral properties, to maintain and enhance investor, creditor and market confidence to sustain future development of the business, and to provide returns to shareholders and benefits for other stakeholders. |
| |
12. | Financial instruments |
| |
| (a) | Categories of financial instruments |
| | |
| | | | | |
| | | March 31, | June 30, | |
| | Classification | 2013 | 2012 | |
| | | $ | $ | |
| Financial assets | | | | |
| Cash and cash equivalents | Loans and receivables | 2,086,503 | 1,546,363 | |
| Trade and other receivables | Loans and receivables | 543,841 | 1,417,756 | |
| Total financial assets | | 2,630,344 | 2,964,119 | |
| | | | | |
| Financial liabilities | | | | |
| Trade and other payables | Other liabilities | 634,172 | 822,827 | |
| Short term loan | Other liabilities | 4,826,543 | - | |
| Total financial liabilities | | 5,460,715 | 822,827 | |
| (b) | Fair value |
| | |
| | The fair value of the Company’s financial instruments approximates their carrying value as at March 31, 2013 because of the demand nature or short-term maturity of these instruments. |
| | |
| (c) | Financial risk management objectives and policies |
| | |
| | The Company’s financial instruments include cash and cash equivalents, trade and other receivables, trade and other payables and a short term loan. The risks associated with these financial instruments and the policies on how to mitigate these risks are set out below. Management manages and monitors these exposures to ensure appropriate measures are implemented on a timely and effective manner. |
| | |
| (i) | Currency risk |
| | |
| | The operating results and financial position of Kimber are reported in Canadian dollars. Certain of Kimber’s financial instruments and transactions are denominated in currencies other than the Canadian dollar. The results of Kimber’s operations are subject to currency transaction and translation risk. |
| | |
| | Kimber’s exploration and some administration costs are incurred in Mexico and are denominated in Mexican pesos or U.S. dollars. The fluctuation of the U.S. dollar and Mexican peso in relation to the Canadian dollar will consequently impact Kimber’s operating results and may affect the value of Kimber’s assets and the amount of the equity. Kimber does not currently hedge its exposure to foreign exchange movements. |
Page 15
|
Kimber Resources Inc. |
Notes to the condensed consolidated interim financial statements |
March 31, 2013 |
(Stated in Canadian dollars) |
(Unaudited) |
12. | Financial instruments (continued) |
| |
| (c) | Financial risk management objectives and policies (continued) |
| | |
| | (i) | Currency risk (continued) |
| | | |
| | | Kimber’s monetary assets are held in Canadian dollars, United States dollars and Mexican pesos. A 5% change in the U.S. dollar and Mexican peso will affect Kimber as is indicated in the following table. |
| | | |
| | | | |
| | March 31, | March 31, | |
| | 2013 | 2012 | |
| | $ | $ | |
| Change in loss | | | |
| United States dollar | 916 | 10,305 | |
| Mexican pesos | 19,642 | 89,529 | |
| (ii) | Credit risk |
| | |
| | Credit risk is the risk of financial loss to the Company if a counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company’s cash and cash equivalents and trade and other receivables. The maximum risk exposure is limited to their carrying amounts at the balance sheet date. Cash and cash equivalents are held as cash deposits or invested in Treasury bills with various maturity dates. Kimber does not invest in asset-backed securities and does not expect any credit losses. Kimber periodically assesses the quality of its deposits. |
| | |
| | Trade and other receivable consist primarily of paid value added tax recoverable (“IVA”) from the Mexican Government for Mexican expenditures. Kimber regularly reviews and monitors the collectability of its amounts receivable. |
| | |
| (iii) | Liquidity risk |
| | |
| | Liquidity risk is the risk that Kimber may not be able to meet its financial obligations as they become due (Note 1). Kimber ensures that there is sufficient cash and cash equivalents to meet its business requirements on a timely basis. Kimber prepares regular budgets which are approved by the Board of Directors and also prepares cash flow forecasts on a regular basis. |
| | |
| | The following table details Kimber’s expected remaining contractual maturities for its financial liabilities. The table is based on the undiscounted cash flows of financial liabilities based on the earliest date on which Kimber can be required to satisfy the liabilities. |
| | |
| | | | | | |
| | Less than | | | | |
| | 1 month | 1-3 months | 4-12 months | Total | |
| At March 31, 2013 | | | | | |
| Trade and other payables | 421,022 | 213,150 | | 634,172 | |
| Short term loan | | | 5,000,000 | 5,000,000 | |
| At June 30, 2012 | | | | | |
| Trade and other payables | 534,554 | 288,273 | | 822,827 | |
Page 16
|
Kimber Resources Inc. |
Notes to the condensed consolidated interim financial statements |
March 31, 2013 |
(Stated in Canadian dollars) |
(Unaudited) |
| |
13. | Supplemental cash flow information |
Non-cash financing and investing activities
In the nine months ended March 31, 2013 and 2012, the Company incurred the following non-cash investing and financing transactions:
| | | | |
| | Nine months ended March 31, | |
| | 2012 | 2011 | |
| | $ | $ | |
| Amortization capitalized to mineral interests | 68,028 | 71,378 | |
| Transfer of share option reserve upon exercise of stock options | - | 77,306 | |
| Transfer of warrants reserve upon exercise of warrants | - | 558 | |
| Loan facility costs paid in shares | 300,000 | - | |
14. | Commitments for expenditure |
| |
| Operating lease |
| |
| Kimber leases its premises in Vancouver under an operating lease which expires in the fiscal year ended June 30, 2013. At March 31, 2013, the Company is obligated to make $10,372 in basic rental payments under the lease for the year ended June 30, 2013. In addition, Kimber has the obligation to pay its proportionate share of operating costs and taxes for the building. |
| |
15. | Approval of the financial statements |
| |
| The condensed consolidated interim financial statements of Kimber for the nine months ended March 31, 2013 were approved and authorized for issue by the Board of Directors on May 13, 2013. |
Page 17