Ratel Group Limited - Interim Financial Statements

PERTH, Western Australia, Feb. 14, 2012 /CNW/ -

Interim Financial Statements

For the period
1 July 2011 to 31 December 2011

RATEL GROUP LIMITED
Level 5, The BGC Centre, 28 The Esplanade, Perth WA 6000
Phone: [phone] Fax: [phone].
Website: www.ratelgroup.com

NOTICE OF NO AUDITOR REVIEW OF
INTERIM FINANCIAL STATEMENTS

The accompanying interim consolidated financial statements for Ratel Group Limited ("Ratel Group" or the "Company") have been prepared by management in accordance with the International Accounting Standards, which include International Financial Reporting Standards ("IFRS"). These financial statements are the responsibility of management and have not been reviewed by the auditors.  The most significant accounting principles have been set out in the audited financial statements and Annual Information Form dated 28 September 2011 for the period ended 30 June 2011 and the related notes thereto. These financial statements have been prepared on a historical cost basis of accounting.  A precise determination of many assets and liabilities is dependent on future events.  Therefore, estimates and approximations have been made using careful judgment. Recognizing that the Company is responsible for both the integrity and objectivity of the financial statements, management is satisfied that these financial statements have been fairly presented.

For further information please contact:

Hannah Hudson
Chief Financial Officer and Company Secretary

Telephone: [phone]
Fax: [phone]

CORPORATE DIRECTORY

RATEL GROUP LIMITED
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Unaudited - Prepared By Management

For the three and six months ended 31 December 2011

						Consolidated Three months ended Dec 31, 2011				Consolidated Six months ended Dec 31, 2011				Consolidated Period from Oct 18, 2010 to Dec 31, 2010
		Note
						US$				US$				US$
Continuing Operations
Revenue		3				1,556				2,557				6
Exploration and evaluation expenditure		4				(1,003,978)				(1,969,355)				(157,848)
Business development						(36,769)				(49,926)				-
Foreign exchange gains/(losses)						(18,711)				(58,031)				(3,940)
Administrative expenses		5				(447,000)				(697,295)				(4,370)
Loss from continuing operations						(1,504,902)				(2,772,050)				(166,152)
Income tax benefit						-				-				-
Loss for the period						(1,504,902)				(2,772,050)				(166,152)
Other comprehensive income/(loss)
Other comprehensive income/(loss) for the period						-				-				-
Total comprehensive income/(loss) for the period						(1,504,902)				(2,772,050)				(166,152)
Loss attributable to:
Owners of the Company						(1,504,902)				(2,772,050)				(166,152)
Total comprehensive loss attributable to:
Owners of the Company						(1,504,902)				(2,772,050)				(166,152)
Earnings per share for loss attributable to the ordinary equity holders of the company
Basic loss per share (cents)						(0.72)				(1.85)				n/a
Diluted loss per share (cents)						(0.72)				(1.85)				n/a

The above consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.  The Company was incorporated on October 18, 2010, hence the prior year comparative figures represent the period from incorporation.

RATEL GROUP LIMITED
INTERIM CONSOLIDATED BALANCE SHEET
Unaudited - Prepared By Management

			Note			Consolidated 31 December 2011 US$			Consolidated 30 June 2011 US$
ASSETS
Current Assets
Cash and cash equivalents			7			2,670,906			6,628,366
Trade and other receivables						160,501			128,251
Prepayments						31,921			27,895
Total Current Assets						2,863,328			6,784,512
Non-Current Assets
Property, plant and equipment						187,102			611,203
Construction in Progress						1,402,189			-
Total Non-Current Assets						1,589,291			611,203
TOTAL ASSETS						4,452,619			7,395,715
LIABILITIES
Current Liabilities
Trade and other payables			8			168,212			339,259
Total Current Liabilities						168,212			339,259
TOTAL LIABILITIES						168,212			339,259
NET ASSETS						4,284,407			7,056,456
SHAREHOLDER'S DEFICIT
Issued capital			6			14,493,355			14,493,353
Reserve			9			(3,076,157)			(3,076,157)
Accumulated losses						(7,132,791)			(4,360,740)
TOTAL SHAREHOLDER'S EQUITY						4,284,407			7,056,456

The above consolidated statement of financial position should be read in conjunction with the accompanying notes

RATEL GROUP LIMITED
INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS
Unaudited - Prepared By Management

For the three and six months ended 31 December 2011

				Consolidated Three months ended Dec 31, 2011				Consolidated Six months ended Dec 31, 2011				Consolidated Period from Oct 18, 2010 to Dec 31, 2010
		Note
				US$				US$				US$
Cash flows from operating activities
Receipts from operations				770				770				-
Payments to suppliers and employees				(497,066)				(813,493)				(159,341)
Exploration costs				(881,510)				(2,094,712)				-
Interest received				755				1,704				6
Net cash outflow from operating activities				(1,377,051)				(2,905,731)				(159,335)
Cash flows from investing activities
Payments for property, plant & equipment				(529,961)				(994,370)				133,345
Net cash inflow/(outflow) from investing activities				(529,961)				(994,370)				133,345
Cash flows from financing activities
Loans funds received				-				-				95,066
Proceeds from issue of shares				-				-				2
Share issue costs				-				-				-
Net cash inflow from financing activities				-				-				95,068
Net increase / (decrease) in cash and cash equivalents				(1,907,012)				(3,900,101)				69,078
Cash and cash equivalents at beginning of the period				4,594,874				6,627,831				-
Effects of exchange rate fluctuations on the balances of cash held in foreign currencies				(16,956)				(56,824)				(3,940)
Cash and cash equivalents at end of the financial period		7		2,670,906				2,670,906				65,138

The above consolidated statement of cash flow should be read in conjunction with the accompanying notes.  The Company was incorporated on October 18, 2010, hence the prior year comparative figures represent the period from incorporation.

RATEL GROUP LIMITED
INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Unaudited - Prepared By Management

For the six months ended 31 December 2011

		Issued capital US$			Acquisition reserve US$			Share based payment reserve    US$			Accumulated losses US$			Total US$
At 1 July 2011		14,493,355			(4,300,157)			1,224,000			(4,360,741)			7,056,457
Loss for the period		-			-			-			(2,772,050)			(2,772,050)
Total comprehensive income /(loss) for the period		-			-			-			(2,772,050)			(2,772,050)
At 31 December 2011		14,493,355			(4,300,157)			1,224,000			(7,132,791)			4,284,407

For the period from 18 October 2010 to 31 December 2010

		Issued capital US$			Acquisition reserve US$			Share based payment reserve    US$			Accumulated losses US$			Total US$
At 18 October 2010		-			-			-			-			-
Loss for the period		-			-			-			(166,152)			(166,152)
Total comprehensive income /(loss) for the period		-			-			-			(166,152)			(166,152)
Issue of share capital		4,974,631			-			-			-			4,974,631
Acquisition reserve		-			(26,723,606)			-			-			(26,723,606)
At 31 December 2010		4,974,631			(26,723,606)			-			-			(21,915,127)

The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.  The Company was incorporated on October 18, 2010 hence the prior year comparative figures are from date of incorporation to December 31, 2010.

NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
For the period 1 July 2011 to 31 December 2011
Unaudited - Prepared By Management

1. CORPORATE INFORMATION

The financial report of Ratel Group Limited ("the Company", "Ratel", "the Group" or "the Entity") as at 31 December 2011 and for the period from 1 July 2011 to 31 December 2011 ("the period") .

The Company was incorporated on 18 October 2010 in the British Virgin Islands. Its registered address is Jayla Place, Wickhams Cay I, Road Town, Tortola, VG1110 British Virgin Islands.  The Entity's ultimate parent company is Ratel Group Limited.

The principal activity of the Group during the period consisted of mineral exploration.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(a) Basis of Accounting

The interim financial report is a general purpose condensed financial report which has been prepared in accordance with the requirements of the International Financial Reporting Standards ('IFRS") as issued by the International Accounting Standards Board.

The consolidated financial statements have also been prepared on a historical cost basis and are presented in United States Dollars (US$).

The Company was incorporated on 18 October 2010 and accordingly comparatives for the Statement of Comprehensive Income and Statement of Cash Flows are for the two and a half month period from incorporation to 31 December 2010.

For the purposes of preparing the interim financial report, the interim has been treated as a discrete reporting period.

(b) Significant accounting policies

The interim consolidated financial statements have been prepared using the same accounting policies as used in the financial statements for the period ended 30 June 2011 contained in the audited financial statements for Ratel Group Limited dated 28 September 2011.

			Consolidated 3 months ended December 31, 2011 US$			Consolidated 6 months ended December 31, 2011 US$			Consolidated Period from October 18, 2010 to December 31, 2010 US$
3. REVENUES
Interest Income			756			1,787			6
Other revenue			770			770			-
			1,556			2,557			6

4. EXPLORATION AND EVALUATION EXPENSES

			Consolidated 3 months ended December 31, 2011 US$			Consolidated 6 months ended December 31, 2011 US$			Consolidated Period from October 18, 2010 to December 31, 2010 US$
Employee benefits			303,284			546,753			37,773
Consultants fees			8,549			28,712			5,748
Motor vehicle expenses			4,795			15,463			12,481
Travel expenses			84,827			186,778			34,356
Exploration and drilling costs			455,436			895,861			32,842
Depreciation expense			7,947			16,354			2,902
Rental expense			27,059			39,653			6,138
Other			112,081			239,781			25,608
			1,003,978			1,969,355			157,848

5. ADMINISTRATIVE EXPENSES

Audit & accounting fees				24,576				33,721				-
Legal fees				237,269				315,382				-
Management fees				100,898				200,532				-
Share registry costs				22,211				30,245				-
Other				62,046				117,415				4,370
				447,000				697,295				4,370

6. CONTRIBUTED EQUITY

				Consolidated December 31, 2011 Number				Consolidated June 30, 2011 Number
(a)  Issued and paid up capital:
Issued and fully paid shares				150,000,000				150,000,000

Movements in contributed equity during the past three months were as follows:

Ordinary Shares							Number							US$
Opening balance at 1 July 2011							150,000,000							14,493,353
Total shares on issue at 31 December 2011							150,000,000							14,493,353

On 17 December 2010 the Company issued 49,999,998 shares at an issue price of C$0.10 per share to acquire the interest in the African assets held by Ratel Gold (now SAU). The Company successfully closed its initial public offering on 7 January 2011, issuing 100 million common shares and Ratel Gold (now SAU) distributed its 50 million shares to shareholders, pursuant to the terms of the Spin-out Reorganization.  The Spin-out Reorganization involved the acquisition of all of the subsidiaries of Ratel Gold (now SAU) that had an interest in the African Assets by Ratel Group and the distribution in specie of all common shares in Ratel Group to Shareholders as a reduction in paid up capital of the Company. Each shareholder of Ratel Gold (now SAU) was issued five common shares in the capital of Ratel Group for every nine common shares of Ratel Gold (now SAU) held on the share distribution record date of 6 January 2011, reducing Ratel Gold's ownership to 0%, with CGA Mining Limited holding a 19.1% interest.

As part of the Spin-out Reorganisation, Ratel Group also undertook a capital raising (the "Spin-out Financing") by way of subscription receipts to fund its future activities and to satisfy TSX original listing requirements.  The subscription receipts issued in connection with the Spin-out Financing automatically converted to common shares of Ratel Group as part of the Spin-out Reorganization on 7 January 2011, and 100,000,000 common shares of Ratel Group have been issued in connection therewith raising gross proceeds of C$10,000,000.

7. CASH AND CASH EQUIVALENTS

			December 31, 2011 US$				June 30, 2011 US$
Cash at bank and on hand			2,670,906				6,628,366
			2,670,906				6,628,366

8. TRADE AND OTHER PAYABLES

										December 31, 2011 US$	June 30, 2011 US$
Trade creditors										168,212	169,121
Accrued expenses										-	170,138
										168,212	339,259

9. Reserves

		December 31, 2011 US$				June 30, 2011 US$
Acquisition reserve		(4,300,157)				(4,300,157)
Share based payment reserve		1,224,000				1,224,000
		(3,076,157)				(3,076,157)

Acquisition reserve

The acquisition reserve is used to record the difference between the consideration transferred and the equity acquired for common control business combinations.

Share based payment reserve

The share based payment reserve is used to record the value of share based payments provided to employees, including key management personnel and directors as part of remuneration.

10. SEGMENT INFORMATION

The following table presents the revenue and result information regarding operating segments for the period ended December 31, 2011.

	Nigeria December 31, 2011 US$			Zambia December 31, 2011 US$			Ghana December 31, 2011 US$			Eliminations/Unallocated December 31, 2011 US$			Consolidated December 31, 2011 US$
Revenue
Other income	83			770			-			1,704			2,557
Results
Segment
Profit/(Loss)	(1,729,848)			(273,617)			-			(768,585)			(2,772,050)

	Nigeria December 31, 2010 US$			Zambia December 31, 2010 US$			Ghana December 31, 2010 US$			Eliminations/Unallocated December 31, 2010 US$			Consolidated December 31, 2010 US$
Revenue
Segment Revenue	41			-			-			(35)			6
Other income	-			-			899			(899)			-
Results
Segment
Profit/(Loss)	(908,557)			(533,354)			(423,160)			1,698,919			(166,152)

11. EVENTS SUBSEQUENT TO BALANCE DATE

There are no significant events subsequent to balance date. 

Ratel Group Limited
Level 5, BGC Centre
28 The Esplanade
Perth Western Australia 6000

Tel:  [phone]
Fax: [phone]
Email: [email protected]
www.ratelgroup.com