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ANNUAL REPORT
AND
CONSOLIDATED ANNUAL FINANCIAL STATEMENTS
FOR THE YEAR ENDED
31 DECEMBER 2014
MARIANA RESOURCES LIMITED
ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2014
CHAIRMAN’S REVIEW
The past year has been one of remarkable achievement for Mariana in terms of its gold-copper-silver portfolio
diversification, which culminated with the friendly merger of TSX-listed Aegean Metals Group Inc.
Turkey
Subsequent to the year end we have seen one of these Aegean assets delivering exceptional potential to Mariana
shareholders with the discovery of spectacularly high grade gold and copper mineralisation at Hot Maden in Eastern
Turkey. The two scissored discovery holes speak for themselves, especially Hole 5 with 82 metres at 20.4 grammes
per tonne gold and 1.9 per cent copper. The zone is open in all directions and Joint Venture partner Lidya
Madencilik Sanayi ve Ticaret A.S. (“Lidya”), a private Turkish mining group earning a 70 per cent interest, has
commenced intensive drilling. The Mariana Board has recently been on site with a group of analysts and I can
assure you that the news flow from the fully funded 10,000 metre programme is keenly anticipated. On behalf of the
Board, I would like to thank the Lidya team for their great work in making this discovery.
This success at Hot Maden stems from last year’s decision not to go into hibernation, but to advance both selected
portfolio projects and new opportunities, in line with our diversification strategy. The Aegean merger, whereby
Mariana issued 78.8 million shares to Aegean shareholders to acquire their company is a case in point. In essence,
Mariana was acquiring two highly prospective gold-copper exploration projects, Hot Maden and Ergama, located in
the Porphyry‐Epithermal Belt of Turkey, with Hot Maden funded by Lidya.
South America
Prior to the Hot Maden discovery, the main focus was drilling at the Condor de Oro and Soledad projects in Peru,
both optioned from Condor Resources. A key decision was the withdrawal from the Condor de Oro copper-goldmolybdenum project in Northern Peru following completion of an eight hole programme. Unfortunately, the
mineralisation encountered within the intrusive complex was not strong enough to justify further drilling, for
Mariana to continue under the option. Such decisions are part and parcel of exploration and in this case, paved the
way for Mariana to proceed with new initiatives.
In the meantime, Mariana completed an initial drill program at the Soledad copper-gold-silver breccia complex
located in the Cordillera Negra, Central Peru. Groundwork generated scout drilling targets which led to the
discovery of strongly mineralised breccia pipes (copper-gold-silver), and indications of porphyry copper-gold style
mineralisation at depth. Prospectivity has been further enhanced by deep sensing IP with promising targets outlined
underling the central mineralised breccia pipes. We look forward to advancing to a second round of drilling.
Another key initiative announced in the second half was the option to acquire up to 40.1 per cent in the
underexplored Nassau Gold project in Suriname. Apart from proximity to Newmont’s 4.5 million ounce gold
Merian development, the attraction for Mariana is its location within a known gold district and its high grade vein
and laterite-hosted gold potential. Drill target definition was underway by year-end and more recently,
interpretation of an airborne magnetic survey commenced.
I would also like to highlight the progress at Mariana’s 100 per cent owned Los Cisnes and Bozal gold-silver
projects in Santa Cruz, Argentina. Well-managed target definition included trenching and IP surveying. In each
case, several high grade vein targets were delineated and tested by scout drilling, with results awaited. The level of
company exploration activity in Santa Cruz has remained low, although Goldcorp achieved its first gold pour at the
Cerro Negro mine in July 2014 and Yamana announced the go-ahead for construction of the Cerro Moro gold-silver
project.
1
Finance
The US$2 million capital raising, announced in September 2014, by way of a convertible share issue through
Bergen Global Opportunity Fund, LP (“Bergen”) was achieved during a difficult year for the funding of junior
mining companies. Here Bergen effectively underwrote Mariana’s diversification strategy, including the acquisition
of Aegean and hence the exciting Hot Maden project. Subsequently, in February 2015, a GBP1.8 million equity
raising was completed, with institutional investor Sprott Asset Management acquiring 6.8 per cent of Mariana.
Regarding ongoing expenditure, the spotlight on Hot Maden dictates a measured approach to the portfolio with tight
management and prioritisation of projects.
Management
On the corporate front, Dr Eric Roth, formerly President and CEO of Aegean accepted the positions of Chief
Operating Officer and Executive Director of Mariana, his global exploration and development experience is a great
asset. I would also like to welcome John Goodwin to the Board as Non-Executive Director. John has over 40 years
international experience in financing and will lead the Remuneration and Audit Committees. He will no doubt
strengthen the Board as Mariana evolves to the next level.
CEO Glen Parsons and his executive team of Eric Roth and CFO Sharon Cooper are to be congratulated on a very
successful year. They head up an effective regional team which includes Georg Winkelman (Country Manager,
Peru), Dr Peter Bittenbeder (Project Manager, Suriname), Gabriela Piola (Country Manager, Argentina), Dr Gabriel
Gomez and Nicolas Stoessel (Senior Geologists, Argentina).
In closing, I would like to thank shareholders for their continued support. I believe the Hot Maden discovery, which
has caught the attention of the mining world, could well be the breakthrough that we have been striving hard for and
there are great expectations for the Phase II drill programme underway. The outlook for 2015 is exciting, as we look
forward to further discovery and success.
John Horsburgh
Non Executive Chairman
2
MARIANA RESOURCES LIMITED
The Directors of Mariana Resources Limited present their report for the year ended 31 December 2014.
BUSINESS REVIEW
The results for the Group are set out in the consolidated financial statements accompanying this report. The directors do not
recommend the payment of a dividend.
The 2014 year saw Mariana maintain its strategy with the commitment to project diversification as well as project exploration
and advancement. The £3.6 million raised in 2013 was utilised for exploration activities and drilling of both the Condor de Oro
and Soledad Projects in Peru. Furthermore, the search for other acquisition opportunities to bolster and complement the
portfolio continued with the addition of the Nassau Gold Project in Suriname as well as the merger of Aegean Metals Group and
Mariana in January 2015.
In order to entrench its diversification strategy Mariana raised a US$6 million convertible note facility with Bergen Asset
Management in September 2014 with an initial US$2 million drawdown. This facility enabled the smooth acquisition of Aegean
as well as Nassau Gold. By February 2015 the first note had been fully converted and subsequently the facility has been
terminated.
Mariana’s strategy and objectives are to advance prospective exploration properties along the discovery-development cycle to
ultimately reach a point where the inherent value of the assets can be realised or upgraded to the next stage. The objective is to
manage projects along a timeline, which can potentially deliver tangible value to shareholders. This strategy gives rise to the
potential of being able to self fund exploration based on positive leveraged project realisations. Once the Board sees a project
delivering tangible value the portfolio is realigned allowing for maximum value creation and flexibility. With Hot Madden
currently delivering excellent drill results in early 2015 this strategy is becoming a reality and its potential will hopefully unfold
during the year.
Highlights of the Company’s current areas of focus and achievements on the ground in 2014 are outlined below:
Plan of Arrangement for the acquisition of Aegean Metals Group Inc. with an exciting portfolio of assets in Turkey and
Chile
In September 2014 Mariana entered into a binding agreement with Aegean Metals Group Inc. (TSX.V: AGN; FRA: A91)
(“Aegean”), a Canadian listed exploration company to acquire all of the issued shares of Aegean in exchange for ordinary
shares in the Company. Aegean is an exploration company focussed on the discovery of gold and copper deposits in Turkey and
Chile. The transaction was carried out by way of a Canadian plan of arrangement (“the Arrangement”).
Under the Arrangement Mariana acquired 100 per cent of the outstanding Aegean shares on the basis of the exchange of 1.902
Mariana shares for every one Aegean share as well as all outstanding Aegean options and warrants which were adjusted and
exchanged in accordance with the same exchange ratio.
On completion of the Arrangement, Mariana added four highly prospective gold-copper-silver projects in Turkey and Chile to
its existing South American portfolio.
The transaction was approved and completed on the 16 th January 2015.
Turkey (Acquired Aegean Assets)
Mariana acquired two advanced gold-copper exploration projects, Hot Maden and Ergama, located in the Tethyan PorphyryEpithermal Belt of Turkey.
Hot Maden
Hot Maden is currently optioned out (for 70 per cent) to a well-funded Turkish group, Lidya Madencilik Sanayi ve Ticaret A.S.
(“Lidya”).
On the 16 December 2014, Lidya commenced drilling at the Hot Maden gold-copper project in Artvin Province, north eastern
Turkey. This drilling was performed and fully funded by joint venture partner Lidya. The initial drill program at Hot Maden
tested approximately 800 metre of strike extent of the Hot Maden Target Area.
3
In February 2015 Mariana reported initial results from drilling at Hot Maden with the discovery of very high grade gold and
copper mineralisation. The two scissored discovery holes, Hole 4 103 metres at 9 grammes per tonne gold and 2.2 per cent
copper and Hole 5 with 82 metres at 20.4 grammes per tonne gold and 1.9 per cent copper, are exceptional outcomes with the
zone remaining open in all directions. A further 10,000 metre drill out programme has now commenced.
Ergama
The Ergama project (now 100per cent Mariana) is located in the Balikesir Province, western Turkey and covers an area of
2,168.92 hectares. The main targets are shallow high sulfidation epithermal gold-silver mineralisation, together with potential
for the discovery of a porphyry gold-copper system underlying the main lithocap.
Chile (Acquired Aegean Assets)
The Arrangement complemented Mariana’s early stage Chilean portfolio with a further two 100 per cent owned exploration
properties, Doña Inés and Exploradora East, in northern Chile’s Region III. located within an underexplored epithermal goldsilver belt that extends north from the Maricunga Gold Belt to the Peruvian border, where Gold Fields Limited (“Gold Fields”)
has recently announced the discovery of the 3 million ounce Salares Norte gold-silver deposit. Exploradora East is a porphyry
copper target that lies within one of Chile’s most productive porphyry copper belts that includes CODELCO’s nearby El
Salvador mining operations.
Peru
Soledad – Central Peru
At Soledad, the Company successfully completed a 2,084 metre diamond drill programme by mid-2014 which tested a
combination of targets including high level porphyry, strongly mineralised quartz tourmaline breccia pipes, breccia root zones
and adjacent concealed porphyry targets all within a 1.0 kilometre diameter area of interest. The results have yielded strong
breccia mineralisation (Table 1) and have given Mariana confidence to continue the earn in option with Condor Resources Inc.
(“Condor”). With the potential for deeper targets Mariana embarked on an IP program to probe to up to 500 metres below
surface. These deeper targets will hopefully be tested later in 2015.
Under the terms of the option Mariana has the right to acquire a 70 per cent interest in the Soledad property within four years by
incurring direct exploration costs of US$4,000,000 and making cash and/or share equivalent payments to Condor for a
cumulative sum of US$1,125,000.
Table 1: Summary of Significant Intersections Reported for Holes 1-12*
Hole
Target
From
To
Width*
Au g/t
SDH-01
Breccia 1
includes
Ag g/t
Cu %
(in m)
(in m)
(in m)
54
87
33
3.45
22.8
0.95
59
80
21
5.16
34.4
1.48
SDH-02
Cima Blanca
SDH-03
Cima Blanca
43
48
5
3.94
13.4
<.01
SDH-04
Breccia 3
5
10
5
<0.1
18.8
<.01
SDH-06
Breccia 3
72
76
4
0.1
11.2
0.19
SDH-05
Breccia 6
-
76
76
0.53
33.4
0.02
2
39
37
0.82
65.1
0.03
33
129
96
0.92
15.2
0.22
103
129
26
1.5
4.4
0.2
Includes
SDH-07
Breccia 5
Includes
No significant results
SDH-08
Breccia 2
70
73
3
0.05
2.0
<0.01
SDH-09
Breccia 1
92
266
174
0.74
114.2
1.18
4
Includes
92
118
26
0.84
134.3
2.06
Includes
141
207
66
0.66
107.8
1.36
Includes
236
265
29
1.85
301
2.05
-
-
-
-
-
-
SDH-10
Aborted Hole
SDH-11
Breccia 2
29
35
6
-
19
-
SDH-12
Breccia 5
87
226
139
1.4
15
0.44
87
130
43
2.6
23
0.6
Includes
* True widths are only estimates, taking into account the drill spacing and possible irregular shapes to mineralisation.
Estimated true widths of the intersections in Table 1 are 25m for SDH-001 (Breccia 1), 35m for SDH-005 (Breccia 6) and
50m for SDH-007 (Breccia 5). True widths are unknown at this stage for the intersections in SDH-009 (Breccia1).
Rurimarac – Central Peru
The Rurimarac Properties are located 4km to the west of Mariana’s Soledad project and some 34 kilometres south of the Pierina
gold silver mine that was operated by Barrick Gold Corporation. The 70 per cent earn in option agreement has been entered
into with Tinka Resources Limited (“Tinka”) (TSXV:TK), which currently owns 100 per cent of the Rurimarac Properties
through its Peruvian subsidiary Darwin Peru S.A.C. The project is in line with Mariana’s strategy to increase its footprint in
Peru as well as bolster the portfolio with Rurimarac offering Mariana additional high grade gold potential and increased scale
around our highly prospective Soledad copper-gold property.
Under the terms of the option Mariana has the right to acquire a 70 per cent interest in the property within four years by drilling
1500 metres within 12 months of drilling approval to attain a 51 per cent interest and a further 19 per cent by obtaining the next
stage drill permit and a further 3,000 metres of drilling within two years.
Condor de Oro Project – Northern Peru (“CDO”)
By the end of 2013, five holes had been drilled over1,641 metres together with surface mapping and geochemistry. Results
confirmed multiple intrusive phases with various stages of copper-gold-molybdenum mineralisation. Mariana’s compilation of
results from drilling and surface exploration had indicated potential to host economic mineralisation within the large system at
CDO. This formed the basis of the decision in January 2014 to continue into the second year of the option period, with a further
minimum of 3 holes to be drilled initially targeting the potentially higher grade Core Zone
By September 2014 Mariana completed the additional three holes at CDO and, as previously announced in September 2014,
positive indications were intercepted in all wide spaced scout holes. Although the Company’s shallow drilling had delivered
exciting anomalous copper-gold-molybdenum mineralisation, the mineralised zones had not met Mariana’s objective being the
intersection of project defining grades in this scout drilling stage.
Although significant potential remains for deeper and possibly intra-hole mineralisation, Mariana decided that a second stage of
deeper drilling would represent a better strategic fit for major companies and withdrew from the CDO option for both Areas 1
and 2. As a result of the withdrawal, Mariana has written off all related CDO expenditure to the income statement and a charge
of £2,569,603 has been recorded.
Suriname
Mariana entered into an option agreement in September to earn up to a 50.01per cent interest in Nassau Gold Limited, a joint
venture between Mariana and Sumin Resources Limited (“Sumin”) for the development of the Nassau Gold Project (”Nassau
Project”). The Nassau Project is located in the highly prospective Guyana Shield of Suriname in South America, approximately
120 km SE of the capital Paramaribo and 20km south of Newmont’s Merian gold deposit. Newmont announced the
development of the Merian Gold Mine on 29 July 2014, which is expected to produce 300,000-400,000 oz of gold per annum
over an 11 year mine life starting late 2016.
Mariana has commissioned a fixed-wing airborne geophysical survey over the entire property to acquire high resolution
aeromagnetic and radiometric data from Nassau. Mariana’s team has been deployed on the ground to commence mapping and
sampling of the Bamboo Creek area, one of three major artisanal alluvial gold production areas on the licence with the potential
to vector the primary gold vein-type mineralization in shear and tension vein array settings, typical of the orogenic gold vein
systems developed at both Rosebel and Merian.
5
Under the terms of the option, Mariana has the right to acquire a 50.01per cent interest in Nassau Gold Limited by spending
US$5.3 million and paying Sumin US$1.1 million over a 30 month period. This will give Mariana an effective 40.01per cent
controlling interest in the project.
Argentina
Conditions in Argentina have remained subdued. Nevertheless Mariana has continued with its focus on low cost exploration
and the identification of high grade gold and silver targets leading to drilling in 2015 as Mariana positions these exciting assets
ahead of Argentinean Federal elections later in 2015.
In April 2014, Mariana received Arg$4,745,826 (circa US$600,000) in funding by way of VAT refund from the Argentinean
Tax Authorities. Monies received were in respect of VAT levied on exploration expenditure at the Las Calandrias gold-silver
project (carried on the Company’s balance sheet as a long term debtor). The funds were utilised by Mariana during 2014 to
advance its gold and silver exploration properties in the highly prospective Santa Cruz province, southern Argentina.
Mariana’s main focus in 2014 was to complete drill target definition at the 100 per cent owned 9,000 hectare Los Cisnes silvergold project where initial exploration had already been conducted. Results to date are highly encouraging and indicate a classic
rhyolite domefield epithermal setting, thus offering both bulk tonnage (altered dome breccias) and high-grade (vein-breccias)
potential. Interestingly, as reported on 21 November 2012, 200 samples were collected and 71 were strongly anomalous in gold
with 27 samples returning assays over 0.5 grammes per tonne gold (maximum 11.0 grammes per tonne gold). High silver
values were also detected at the El Brio target area with 8 samples ranging from 31 grammes to 716 grammes per tonne silver,
and one sample assaying 0.8 metres at 3,849 grammes per tonne silver.
The 2014 field season at Los Cisnes and Bozal included geological mapping, LAG sampling, channel sampling and ground
geophysics leading to current trenching, which was completed in April and May 2014 (54 trenches for a total of 1,970 metres)
over a number of target areas. These are now ready for drilling in 2015.
In terms of value for Mariana in Argentina, Las Calandrias (100 per cent) remains the most advanced property in Santa Cruz
province with the previously reported initial resource of:
Resource Category
Tonnes
Indicated
11,840,000
Inferred
870,000
Grams per tonne (“g/t”)
Gold (“Au”)
1.00
0.93
Silver (“Ag”)
17.4
5.17
Gold equivalent
(ounces)*
491,000
28,000
* Gold equivalent (“AuEq”) value is calculated by dividing the silver assay result by 60 and adding to the gold assay result. The AuEq
calculation assumes 100% metallurgical recovery for both the gold and silver
Mariana is looking to enhance the project potential of Las Calandrias by incorporating the exploration potential of the district
into what is developing into regional consolidation potential with a number of discoveries in the district, including Mariana’s
own exploration potential of its surrounding Bozal properties.
RISK
Exploration Risks
Mining exploration is a speculative business and most exploration projects do not result in the discovery of commercially
mineable deposits. Exploration for minerals or precious gems is a speculative venture necessarily involving substantial risk.
The expenditures made by the Company described herein may not result in discoveries of commercial quantities of minerals or
precious gems. The failure to find an economic mineral deposit on any of the properties in which the Company has an interest
will have a negative effect on the Company.
Commodity Risk
Mineral prices and marketability fluctuate and any decline in mineral prices may have a negative effect on the Company.
6
Mineral prices, particularly gold and silver prices, have fluctuated widely in recent years. The marketability and price of
minerals and precious gems which may be acquired by the Company will be affected by numerous factors beyond the control of
the Company. These other factors include delivery uncertainties related to the proximity of its resources to processing facilities
and extensive government regulation relating to price, taxes, royalties, allowable production land tenure, the import and export
of minerals and precious gems and many other aspects of the mining business.
Foreign Exchange Risks
The Group operates internationally and is therefore exposed to the effects of changes in currency exchange rates. The Company
has cash resources principally denominated in Pounds Sterling but the majority of its expenditure is denominated in other
currencies. The Group does not currently hedge these risks.
Financing Risk
Adequate funding may not be available, resulting in the possible loss of the Company’s interests in its properties. Sufficient
funding may not be available to the Company for further exploration and development of its property interests or to fulfill its
obligations under applicable agreements. The Company may not be able to obtain adequate financing in the future or the terms
of such financing may not be favorable. Failure to obtain such additional financing could result in delay or indefinite
postponement of further exploration and development of properties with the possible loss of such properties. The Company will
require new capital to continue to operate its business and to continue with exploration on its properties, and additional capital
may not be available when needed, if at all.
Environmental Risks
The Group’s projects are subject to relevant environmental legislation and will themselves have varying levels and types of
potential environmental impacts. Like most countries, Argentina, Chile, Turkey and Peru have laws and regulations regarding
environmental matters, including disturbance and rehabilitation issues and the discharge of hazardous waste and materials.
These are dealt with in the normal course of operations. In general terms, the minerals industry has become subject to
increasing environmental responsibility and liability. The potential for liability is an ever-present risk, which the Company
mitigates through sound operational practices and appropriate insurance where available at reasonable cost. There was no
breach of environmental laws or regulations during the year.
Political Risks
Political climate, changes in government, monetary policies, taxation and other laws and regulations can have a significant
influence on the outlook for projects and companies.
Market and Liquidity Risk
The price of the Company’s shares is volatile. Publicly quoted securities are subject to a relatively high degree of price
volatility. It may be anticipated that the quoted market for the shares of the Company will be subject to market trends generally,
notwithstanding any potential success of the Company in generating sales and revenues.
There may be an absence of a liquid trading market for the Company’s shares. Shareholders of the Company may be unable to
sell significant quantities of shares into the public trading markets without a significant reduction in the price of their shares, if
at all. The Company may not continue to meet the listing requirements of the Exchange or achieve listing on any other public
listing exchange.
OUTLOOK
The Group intends to maintain its main focus in the first half of the 2015 year on the further 10,000m drill out program at Hot
Maden in North eastern Turkey, which is currently delivering promising high grade results. The balance of exploration activity
on current projects in Peru, Suriname, Argentina and, to a lesser extent, Chile have been re-prioritised to allow for Hot Maden
to develop and provide the Company with a cash buffer in the short term to fund its pro rata share of expenditure under the Joint
Venture agreement with Lidya. Mariana will continue to look at new opportunities that complement the Company’s strategy in
any prospective jurisdiction. These projects are either on a sole risk basis or in joint venture with other companies. In order to
maintain its activity and to progress its portfolio, additional funding will be required from time to time.
7
DIRECTORS’ REPORT
DIRECTORS AND DIRECTORS’ INTERESTS
Current Directors and those who held office during the year are given below.
John Robert Horsburgh (Age 69) ARSM, MSc, DIC, FAIMM, Non-Executive Chairman
John Horsburgh, a graduate of the Royal School of Mines, is a geologist with more than 40 years’ experience in exploration,
project development and company management. He was a co-founder of Solomon Pacific Resources NL which achieved
success with the discovery and development of the Brocks Creek gold mine in the Northern Territory in Australia. As
Executive Chairman he was involved in the acquisition, exploration and financing of the project. Prior to this he was
Exploration Manager for SE Australia with Getty Oil Development (minerals division). Before Getty, John gained extensive
exploration experience with Billiton and the RTZ Group in Australia, South America and Europe. He is a director and cofounder of Cullen Resources Ltd.
Glen Parsons (Age 49) CA(SA), B Com Economics, Chief Executive Officer
Glen Parsons is a qualified Chartered Accountant with an Honours degree in Accounting Science and a Bachelor of Commerce
degree in Economics. Glen Parsons has over 21 year’s international experience in company building, corporate finance,
treasury, operational and general management. His most recent role was as Chief Financial Officer and Corporate Development
of Mariana and before that of Neptune Minerals Plc. He has built new profitable businesses and divisions within both large and
small organisations. Glen was an executive director of RFC Corporate Finance Ltd, a specialist minerals resources investment
bank and fund manager. Duties included corporate finance mandates which included mergers and acquisitions, strategic advice,
mineral project assessment and capital raisings. He has specific LSE-AIM experience and has been involved with a number of
successful equity and debt raisings for junior and developing mining companies.
Eric Roth (Age 48) PhD. Economic Geology, Fellow AUSIMM, Executive Director and Chief Operating Officer
(Appointed 16th January 2015)
Dr Roth resides in Santiago, Chile. His most recent role was Non Executive Director of Mariana from 8 October 2012 before
joining the executive team. He was Chief Executive Officer of Aegean Metals Group Inc. (TSX V: AGN) and was a NonExecutive director of OroSur Mining Inc. (TSX: OMI AIM:OMI) on December 31, 2013 (subsequent resignation effective
January 31, 2014). He was most-recently President & CEO, and then Director of Extorre Gold Mines Ltd (“Extorre”) until
Extorre was acquired by Yamana Gold Inc in June 2012. Prior to Extorre, Eric was engaged as a consultant on South American
gold projects for Exeter Resource Corp. and Kinross Gold Corp. From January 2002 to March 2008 Dr Roth was employed by
AngloGold Ashanti Ltd, initially as the Lima-based Peru Project and South American Opportunities Manager and subsequently
as the Johannesburg-based Global Head of Greenfields Exploration.
John Allen Goodwin (Age 70) CA(SA) B Com Economics Non-Executive Director (Appointed 1 March 2015)
John Allen Goodwin has over 40 years international experience in Corporate Finance, Investment Banking, operational and
general management. John’s most recent role was as Managing Director of the Group Holding Company United International
Enterprises Ltd (UIE), which owns 46% of Danish and Malaysian listed United Plantations Berhad. He remains on the board of
UIE as a Non-Executive Director and consultant. He has held directorships at a number of companies including Danish listed,
United Plantations Africa Ltd, UK based International Building Systems Ltd, and from 2004-2009, he was Chairman of AIM
listed Neptune Holdings. John qualified from Cape Town University with an economics degree and subsequently gained
admission to the South African Institute of Chartered Accountants in 1968.
8
DIRECTORS’ REPORT (continued)
The current directors had the following interests in ordinary shares in the Company at 31 December 2014.
Ordinary shares of £0.001
Held at 31 Dec 2014
Held at 31 Dec 2013
J R Horsburgh
5,449,502
5,449,502
G. Parsons
540,000
540,000
E Roth
1,600,000
1,600,000
John Horsburgh’s interest in ordinary shares includes 1,285,000 shares held by Dunslair Pty. Ltd., 1,352,000 shares held by
Innerleithen Pty. Ltd. and 650,000 shares held by J.M.Finn Nominees Ltd. Eric Roth’s interest in ordinary shares are held
through ER Global Consulting SpA. Following the merger in January 2015 with Aegean Metals Group Inc. Eric Roth’s
shareholding increased to a total of 6,313,156 Ordinary shares.
The Current directors had the following interests in warrants (which expire 27 August 2015) over ordinary shares in the
Company at 31 December 2014.
Warrants exercisable at 2p over Ordinary
shares of £0.001
Held at 31 Dec 2014
Held at 31 Dec 2013
J R Horsburgh
731,000
731,000
G. Parsons
270,000
270,000
E Roth
800,000
800,000
The current directors who held office at 31 December 2014 had the following interests in options over ordinary shares in the
Company.
Director
J R Horsburgh
G Parsons
No. held
on 31 Dec
2013
Granted
2014
Exercised
2014
Expired or
Cancelled
2014
No. held
at end of
year
Exercise
price
(pence)
Expiry Date
300,000
-
-
300,000
-
20
31/01/2014
500,000
-
-
500,000
-
30
31/07/2014
400,000
-
-
-
400,000
60
1/02/2015
200,000
-
-
-
200,000
12
31/01/2016
200,000
-
-
-
200,000
16
31/01/2016
200,000
-
-
200,000
20
31/01/2016
300,000
-
-
300,000
2
31/07/2017
-
300,000
-
-
300,000
6
31/01/2018
-
400,000
-
-
400,000
8
31/01/2018
-
500,000
-
-
500,000
12
31/01/2018
-
-
-
500,000
-
20
31/01/2014
-
-
-
500,000
-
30
31/07/2014
400,000
-
-
-
400,000
60
1/02/2015
200,000
-
-
-
200,000
12
31/01/2016
200,000
-
-
-
200,000
16
31/01/2016
200,000
-
-
-
200,000
20
31/01/2016
-
-
400,000
2
31/07/2017
400,000
E Roth
-
400,000
-
-
400,000
6
31/01/2018
-
600,000
-
-
600,000
8
31/01/2018
-
800,000
-
-
800,000
12
31/01/2018
250,000
-
-
-
250,000
2
31/07/2017
-
300,000
-
-
300,000
6
31/01/2018
-
400,000
-
-
400,000
8
31/01/2018
-
500,000
-
-
500,000
12
31/01/2018
9
DIRECTORS’ REPORT (continued)
Significant shareholders
At 31 December 2014, in addition to holdings of directors the following held more than 3% or notable interest in the issued
shares of the Company.
No. held
% of share
capital
Anglogold Ashanti Holdings
Ray Angus
Australian Investors Pty Ltd
Hochschild Mining Holdings Ltd
49,982,959
12,004,300
11,045,442
11,002,948
10.74%
2.63%
2.42%
2.41%
The directors acknowledge the importance of the guidelines set out in the Combined Code on Corporate Governance. They
therefore intend to comply with the Combined Code so far as is appropriate having regard to the size and nature of the
Company.
Board structure and committees
At 31 December 2014 the Board comprised one executive director and two non-executive directors.
The Chairman conducts Board and shareholder meetings and ensures all directors are properly briefed. The Board is
responsible for formulating, reviewing and approving the Company’s strategy, budgets and major items of capital expenditure.
The directors have access to independent advice at the Company’s expense.
Each of the directors must retire by rotation at least every three years when they can offer themselves for re-election if eligible.
The Board has established three independent committees:
- Audit Committee, consisting of John Horsburgh and Eric Roth (Chairman);
- Remuneration Committee consisting of John Horsburgh (Chairman) and Eric Roth; and
- Nomination Committee, consisting of John Horsburgh and Eric Roth.
On 17th March 2015 the Company announced John Goodwin had been appointed to the Mariana Board as an independent NonExecutive Director. John Goodwin was named Chairman of the Audit Committee and Remuneration Committee on
appointment and replaces Eric Roth.
Eric Roth was appointed Chief Operating Officer on the 16 January 2015 following the approval by Shareholder of Aegean
Metal Group Inc. approving the Arrangement whereby Mariana acquired all the shares of Aegean in exchange for Mariana
shares.
Internal controls
The Board is responsible for maintaining a sound system of internal controls to safeguard shareholders’ investment and the
Group’s assets. The directors monitor the operation of internal controls. The objective of the system is to safeguard Group
assets, ensure proper accounting records are maintained and to ensure that financial information used within the business and
for publication is reliable. Any such system of control can only provide reasonable but not absolute assurances against material
loss or misstatement.
The Board has reviewed the operation and effectiveness of the Company’s system of internal controls for the financial year and
for the period up to the approval of the financial statements.
Directors’ remuneration
All matters concerning the remuneration of executive directors are considered by the Remuneration Committee.
Remuneration policy
The Remuneration Committee’s policy is that director’s remuneration be commensurate with services provided by them to the
Company and is in line with market conditions as well as comparable to other companies in the industry. The remuneration of
all directors is considered by the Committee and comprises basic salary only. There are no formal bonus arrangements in place
or other long-term incentive schemes. The directors participate in the Company Stock Option Plan which is to provide an
increased incentive for participants to contribute to the future success and prosperity of the company.
10
DIRECTORS’ REPORT (continued)
Shareholder relations
Communications with shareholders are considered important by directors. The executive directors are regularly in contact with
investors and analysts. Company press releases and circulars have been issued regularly during the reporting period and
subsequent to reporting date to keep investors informed about the Company’s progress.
The Company maintains a web site, www.marianaresources.com which is regularly updated and contains a wide range of
information about the Company.
Financial reports and accounting standards
The Company has adopted International Financial Reporting Standards from incorporation on 31 January 2006.
Events after the reporting period
Since reporting date:
On 7th January 2015, Mariana Resources Ltd announced that following a meeting of Shareholders of Aegean Metals Group
there was overwhelming support for the plan of arrangement pursuant to which, and in accordance with the Business
Corporations Act (British Columbia), Mariana has now acquired all of the issued and outstanding common shares of Aegean.
On 30th January 2015, Mariana Resources announced the closing of the previously announced plan of arrangement pursuant to
which Mariana has acquired all of the issued and outstanding shares of Aegean Metals Group Inc., effective January 16, 2015.
The Arrangement was approved by the Aegean shareholders on January 6, 2015 and by the Supreme Court of British Columbia
on January 14, 2015. With the completion of the Arrangement, Aegean shares have been halted from trading on the TSX
Venture Exchange (the “Exchange’). Under the terms of the Arrangement, Aegean shareholders received 1.902 ordinary shares
of Mariana in exchange for each Aegean share they hold. Mariana issued 78,758,004 ordinary shares (“Relevant Shares”) to
Aegean shareholders and thereby Aegean will become a 100 per cent owned subsidiary of Mariana. Application was made for
the Relevant Shares to be admitted to trading on AIM with admission expected to take place on around 5 February 2015. The
Relevant Shares rank pari passu in all respects with all existing ordinary shares in the Company. In terms of the Arrangement
Mariana has issued to original holders of Aegean Options and Warrants the following to acquire ordinary shares in Mariana:
Options 3,328,500
Warrants 17,952,970
On 23rd February 2015, Mariana Resources announced that it had received notice of exercise in respect of US$481,679 of the
convertible security issued pursuant to a Convertible Security Agreement with Bergen Global Opportunity Fund, LP, the details
of which were announced to the market on 17 September 2014, pursuant to which 30,000,000 ordinary shares were issued.
Application was therefore made for the Relevant Shares to be admitted to trading on AIM with admission expected to take place
on or around 26 February 2015. The Relevant Shares rank pari passu in all respects with all existing ordinary shares in the
Company. Mariana and Bergen have agreed that the balance of the facility will no longer be required, and therefore the facility
has been mutually terminated at no additional cost. The balance of the first convertible issued by Mariana under the Facility
Agreement in September 2014 will run its course to full conversion.
On 23rd February, Mariana Resources Ltd announced that the Company had raised approximately £1.8 million through a placing
assisted by Brandon Hill Capital Limited and Hybridan LLP. The net funds of £1.76 million will be used to advance the
Company’s assets in Peru, Argentina and Suriname and includes drilling. The Company has issued and allotted 112,817,240
new ordinary shares at a placing price of 1.6p.
On 24th February 2015, Mariana Resources Ltd announced that it had received notice of exercise in respect of US$718,321 of
the initial convertible security issued pursuant to a Convertible Security Agreement with Bergen Global Opportunity Fund, LP
(‘Bergen’) (the ‘Facility Agreement’), the details of which were announced to the market on 17 September 2014, pursuant to
which 44,738,571 ordinary shares (the "Relevant Shares") were issued. Application was therefore made for the Relevant Shares
to be admitted to trading on AIM with admission expected to take place on or around 27 February 2015. The Relevant Shares
rank pari passu in all respects with all existing ordinary shares in the Company. As announced on the 23 February 2015 the
balance of the facility has been terminated and the first convertible issued by Mariana under the Facility Agreement in
September 2014 is running its course to full conversion. Following this conversion there remains a balance of around
US$400,000 to convert.
On 26th February 2015, Mariana Resources Ltd announced that it had received the final notice of exercise in respect of
US$400,000 of the initial convertible security issued pursuant to a Convertible Security Agreement with Bergen Global
11
DIRECTORS’ REPORT (continued)
Opportunity Fund, LP, the details of which were announced to the market on 17 September 2014, pursuant to which 24,554,151
ordinary shares were issued. Application was therefore made for the Relevant Shares to be admitted to trading on AIM with
admission expected to take place on or around 3 March 2015. The Relevant Shares rank pari passu in all respects with all
existing ordinary shares in the Company.
On 4th March 2015 the Company announced that 2,450,000 options had expired and that 26,828,500 new incentive and
performance options at strike prices of 3p, 5p and 7p were issued. This has taken the total options as a percentage of issued
share capital to 4.38 percent. Current total options outstanding following this issue amounts to 40,778,500.
On 17th March 2015 the Company announced John Goodwin had been appointed to the Mariana Board as an independent NonExecutive Director effective 1 March 2015.
On 14th April 2015, the Company announced that it had received notification from Teck Madencilik Sanayi Ticaret A.Ş.
(“Teck”) that it had terminated its one-time back-in right at the Ergama gold-copper prospect, Balikesir Province, western
Turkey. As a direct result of this notification, Mariana will regain 100 per cent ownership of the 2,168 Ha Ergama property,
with Teck retaining a 2 per cent NSR with respect to any future production from the property.
Other than the above and matters referred to in the financial statements and business review, there are no significant events
affecting the Company since 31 December 2014.
Dated 28 May 2015
By order of the Board
Glen Parsons
Chief Executive Officer
12
MARIANA RESOURCES LIMITED
DIRECTORS’ DECLARATION
Statement of Directors’ responsibilities in respect of the financial statements
Company law requires the Directors to prepare financial statements for each financial year which give a true and fair view of
the state of affairs of the Company and the Group and of the profit or loss of the Group for that year. In preparing those
financial statements, the Directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and estimates that are reasonable and prudent;
state whether applicable accounting standards have been followed, subject to any material departures disclosed and
explained in the financial statements; and
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group will
continue in business.
The Directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the
financial position of the Group and the Company and to enable them to ensure that the financial statements comply with The
Companies (Guernsey) Law, 2008. They are also responsible for safeguarding the assets of the Group and hence for taking
reasonable steps for the prevention and detection of fraud and other irregularities. In so far as the Directors are aware, there is
no relevant audit information of which the Company’s auditor is unaware and the Directors have taken all steps that they ought
to have taken to make themselves aware of any relevant audit information and to establish that the auditor is aware of that
information.
13
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF MARIANA RESOURCES LIMITED
Independent auditors’ report
To the members of Mariana Resources Limited
We have audited the financial statements of Mariana Resources Limited for the year ended 31 December 2014 which
comprise the Consolidated Statement of Profit and Loss, the Consolidated and Company Statement of Financial
Position, the Consolidated and Company Statement of Changes in Equity, the Consolidated and Company Statement of
Cash Flow and the related notes. The financial reporting framework that has been applied in their preparation is
applicable law and International Financial Reporting Standards (IFRSs) as adopted by the European Union.
This report is made solely to the Company’s members, as a body, in accordance with Article Section 262 of The
Companies (Guernsey) Law, 2008. Our audit work has been undertaken so that we might state to the company’s
members those matters we are required to state to them in an auditors’ report and for no other purpose. To the fullest
extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the
Company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
Respective responsibilities of directors and auditors
As explained more fully in the Statement of Directors’ Responsibilities on page 13, the directors are responsible for the
preparation of the financial statements which give a true and fair view.
Our responsibility is to audit and express an opinion on the financial statements in accordance with applicable legal and
regulatory requirements and International Standards on Auditing (UK and Ireland). Those standards require us to
comply with the Auditing Practices Board’s Ethical Standards for Auditors.
Scope of the audit of the financial statements
An audit involves obtaining evidence about the amounts and disclosures in the financial statements sufficient to give
reasonable assurance that the financial statements are free from material misstatement, whether caused by fraud or error.
This includes an assessment of: whether the accounting policies are appropriate to the Group’s and the Company’s
circumstances and have been consistently applied and adequately disclosed; the reasonableness of significant accounting
estimates made by the directors; and the overall presentation of the financial statements. In addition, we read all the
financial and non-financial information in the annual report to identify material inconsistencies with the audited financial
statements and to identify any information that is apparently materially incorrect based on, or materially inconsistent
with, the knowledge acquired by us in the course of performing the audit. If we become aware of any apparent material
misstatements or inconsistencies we consider the implications for our report.
Opinion on the financial statements
In our opinion the financial statements:
 give a true and fair view of the state of the Group’s and the Company’s affairs as at 31 December 2014 and of the
Group’s loss for the year then ended;
 have been properly prepared in accordance with IFRSs as adopted by the European Union; and
 comply with The Companies (Guernsey) Law, 2008.
14
Emphasis of a matter – going concern
In forming our opinion on the financial statements, which is not modified, we have considered the adequacy of the
disclosures made in Note 2x to the financial statements concerning the Group’s ability to continue as a going concern.
The group incurred a net loss of £6.79 million, negative cash flows from operations of £1.1 million and exploration
expenditure of £2.7 million. At 31 December 2014, the Group has a cash balance of £821,123. In February 2015, the
Company raised equity funds of approximately £1.8 million; however the Company will require additional funding over
the next twelve months in order to continue to implement its planned budget. The Company is uncertain whether such
financing can be obtained. These conditions, along with other matters explained in Note 2x to the financial statements,
indicate the existence of a material uncertainty which may cast significant doubt about the Group’s ability to continue as
a going concern. The financial statements do not include the adjustments that would result if the Group was unable to
continue as a going concern.
Matters on which we are required to report by exception
We have nothing to report in respect of the following:
Under The Companies (Guernsey) Law, 2008 we are required to report to you, if in our opinion:
 proper accounting records have not been kept by the Company; or
 the financial statements are not in agreement with the accounting records; or
 we have not obtained all the information and explanations, which to the best of our knowledge and belief, are
necessary for the purposes of our audit.
Grant Thornton Limited
Chartered Accountants
St Peter Port, Guernsey, Channel Islands
28 May 2015
15
MARIANA RESOURCES LIMITED
CONSOLIDATED STATEMENT OF PROFIT AND LOSS
for the financial year ended 31 December 2014
Notes
Revenue
2014
£
2013
£
54,462
39,504
(583,029)
(42,494)
(448,382)
(96,301)
(25,046)
(113,166)
(38,966)
(2,807,150)
(2,440,739)
(51,344)
(449,745)
(68,162)
(340,008)
(51,025)
(30,307)
(102,067)
(33,292)
(1,876,986)
(3,884,421)
(104,029)
(189,907)
(11,432)
(6,793,494)
(6,793,494)
(6,900,538)
(6,900,538)
23
765,187
947,736
9
(6,028,307)
(pence)
(1.6)
(5,952,802)
(pence)
(2.5)
3
Employee and directors benefits expense
Depreciation expense
Professional services expense
Marketing expense
Administrative expense
Travel expense
Occupancy expense
Impairment /write off of deferred exploration costs& assets
Exchange losses
Other expenses
5,6
11
10
15 &
22(b)
Finance costs
Loss on financial instrument
Loss before tax
Tax
Loss for the year
Other comprehensive income:
Items that may be reclassified subsequently to profit or loss:
4
8
Exchange differences on translation of foreign operations
Total comprehensive income for the year
Loss per share – basic and diluted
The accompanying notes are an integral part of these consolidated financial statements.
16
MARIANA RESOURCES LIMITED
STATEMENTS OF FINANCIAL POSITION
at 31 December 2014
Notes
Non-current assets
Deferred exploration costs
Property, plant and equipment
Investment in subsidiaries
Other
Total non-current assets
Current assets
Assets classified as held for sale
Financial asset
Other receivables and
prepayments
Cash and cash equivalents
Total current assets
Group
2014
£
Group
2013
£
Company
2014
£
Company
2013
£
10
11
12
13
7,032,792
290,422
919,062
8,242,276
7,201,197
393,772
1,477,070
9,072,039
983,803
19,806,755
20,790,558
918,951
20,024,828
20,943,779
14
15
16,608
1,259,738
-
16,608
-
16
24(b)
103,174
821,123
940,905
119,733
2,937,693
4,317,164
35,425
651,757
703,790
19,458
2,675,581
2,695,039
Current liabilities
Trade and other payables
Provisions
Finance lease liability
Convertible note facility
Total current liabilities
17
18
19
15
266,939
26,121
713
1,106,239
1,400,012
233,292
26,723
655
260,670
571,741
14,255
1,106,239
1,692,235
439,255
439,255
Non-Current liabilities
Finance lease liability
Total non-current liabilities
19
1,547
1,547
2,338
2,338
-
-
Net Current Assets
(459,107)
4,056,494
(988,445)
2,255,784
Net Assets
7,781,622
13,126,195
19,802,113
23,199,563
45,600
35,530,447
2,877,094
42,380
35,169,685
2,557,342
45,600
35,530,447
2,877,094
42,380
35,169,685
2,557,342
2,015,230
1,250,043
(32,686,749) (25,893,255)
7,781,622 13,126,195
(18,651,028)
19,802,113
(14,569,844)
23,199,563
Equity
Issued share capital
Share premium account
Share based payments reserve
Foreign currency translation
reserve
Accumulated losses
Total Equity
20
21
23(a)
23(b)
23(c)
The accompanying notes are an integral part of these consolidated financial statements.
These financial statements were approved and authorised for issue by the Board on 28th May 2015 and were signed on its
behalf by:
John Horsburgh
Chairman
Glen Parsons
Chief Executive Officer
17
MARIANA RESOURCES LIMITED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the financial year ended 31 December 2014
Balance at 1 January
2013
Issues of shares
Share-based payment
options
Transactions with owners
Loss for the year
Other comprehensive
income:
Exchange differences on
translating foreign
operations
Total comprehensive (loss)
for the year
Balance at 31 December
2013
Balance at 1 January
2014
Issues of shares
Share-based payment
options
Transactions with owners
Loss for the year
Other comprehensive
income:
Exchange differences on
translating foreign
operations
Total comprehensive (loss)
for the year
Balance at 31 December
2014
Share
capital
Share
premium
Share based
payments
reserve
Accumulated
loss
Total
£
Foreign
currency
translation
reserve
£
£
£
£
£
23,078
19,302
31,072,569
4,097,116
2,362,483
-
302,307
-
(18,992,717)
-
14,767,720
4,116,418
19,302
-
4,097,116
-
194,859
194,859
-
-
(6,900,538)
194,859
4,311,277
(6,900,538)
-
-
-
947,736
-
947,736
-
-
-
947,736
(6,900,538)
(5,952,802)
42,380
35,169,685
2,557,342
1,250,043
(25,893,255)
13,126,195
42,380
3,220
35,169,685
360,762
2,557,342
-
1,250,043
-
(25,893,255)
-
13,126,195
363,982
3,220
-
360,762
-
319,752
319,752
-
-
(6,793,494)
319,752
683,734
(6,793,494)
-
-
-
765,187
-
765,187
-
-
-
765,187
(6,793,494)
(6,028,307)
45,600
35,530,447
2,877,094
2,015,230
(32,686,749)
7,781,622
The accompanying notes are an integral part of these consolidated financial statements
18
MARIANA RESOURCES LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
For the financial year ended 31 December 2014
Share
capital
Share
premium
Accumulated
loss
Total
£
Share based
payments
reserve
£
£
£
£
23,078
19,302
31,072,569
4,097,116
2,362,483
-
(13,585,679)
-
19,872,451
4,116,418
19,302
-
4,097,116
-
194,859
194,859
-
(984,165)
194,859
4,311,277
(984,165)
-
-
-
-
-
-
-
-
(984,165)
(984,165)
42,380
35,169,685
2,557,342
(14,569,844)
23,199,563
42,380
3,220
35,169,685
360,762
2,557,342
(14,569,844)
23,199,563
363,982
3,220
-
360,762
-
319,752
319,752
-
(4,081,184)
319,752
683,734
(4,081,184)
-
-
-
-
-
-
-
-
(4,081,184)
(4,081,184)
45,600
35,530,447
2,877,094
(18,651,028)
19,802,113
Balance at 1 January 2013
Issues of shares
Share-based payment
options
Transactions with owners
Loss for the year
Other comprehensive
income:
Exchange differences on
translating foreign
operations
Total comprehensive (loss)
for the year
Balance at 31 December
2013
Balance at 1 January 2014
Issues of shares
Share-based payment
options
Transactions with owners
Loss for the year
Other comprehensive
income:
Exchange differences on
translating foreign
operations
Total comprehensive (loss)
for the year
Balance at 31 December
2014
The accompanying notes are an integral part of these consolidated financial statements
19
MARIANA RESOURCES LIMITED
STATEMENTS OF CASHFLOWS
For the financial year ended 31 December 2014
Notes
Group
2014
£
Group
2013
£
Company
2014
£
Company
2013
£
(1,104,742)
(19,155)
54,462
(1,069,435)
(1,120,178)
17,074
(1,103,104)
(492,004)
(125,086)
(19,155)
4,008
(632,237)
(399,879)
(395,957)
144,266
(651,570)
(13,351)
(28,040)
-
(57,580)
-
(28,040)
(207,488)
-
-
158,815
-
158,815
354,483
(2,697,475)
(2,384,383)
78,161
(1,721,656)
(1,542,260)
(1,636,386)
(801,185)
(2,673,099)
(1,304,505)
(298,006)
(1,443,696)
13,
831
1,224,647
4,164,391
4,164,391
-
13,
831
1,224,647
1,238,478
4,164,391
1,238,478
4,164,391
(2,215,340)
1,519,027
(2,066,858)
2,069,125
98,770
238,453
43,034
(18,203)
2,937,693
1,180,213
2,675,581
624,659
821,123
2,937,693
651,757
2,675,581
Cash Flow from Operating Activities
Payments to suppliers and employees
Management fees paid to subsidiaries
Loan to AGN
Movement in loan to subsidiaries
Interest received and other income
Net Cash Used in Operating Activities
24(a)
Cash Flows from Investing Activities
Payments for purchase of property, plant
and equipment
Purchase of financial instrument
Increase in investment in subsidiary
Proceeds from sale of investment in jointly
controlled entity of joint venture
Proceeds from sale of property, plant and
equipment
Increase in loans to subsidiaries
Proceeds VAT refund
Payments for exploration expenditure
Net Cash Used in Investing Activities
Cash Flows from Financing Activities
Proceeds from issue of share capital net of
issue costs
Proceeds from convertible note
Net Cash Received From Financing
Activities
Net increase/(decrease) in cash and cash
equivalents
Effect of exchange rate fluctuations on cash
held
Cash and cash equivalents at the beginning
of the year
Cash and cash equivalents at the end of
the year
24(b)
20
-
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
1.
Corporate Information
The consolidated financial statements of Mariana Resources Limited and its subsidiaries for the year ended 31
December 2014 were authorised for issue in accordance with a resolution of the directors on 28th May 2015.
Mariana Resources Limited (“Mariana” or the “Company”) is a public limited company incorporated and domiciled
in Guernsey and is listed on the Alternative Investment Market of the London Stock Exchange. Mariana is a
holding company of a mineral exploration group of companies (the “Group”).
The Group is involved in mineral exploration in Argentina, Chile, Suriname and Peru.
The Company’s registered address is Granite House, La Grande Rue, St. Martin, Guernsey.
2.
Summary of significant accounting policies
The accounting policies set out below have been applied consistently to all periods presented in these consolidated
financial statements.
a.
Statement of Compliance
The consolidated financial statements of Mariana Resources Limited have been prepared in accordance with
International Financial Reporting Standards (“IFRSs”) and their interpretations as adopted by the European Union
(EU). The Group in addition to applying IFRSs as adopted by the European Union, has also applied IFRSs as issued
by the International Accounting Standards Board (IASB).
b.
Basis of preparation
The consolidated and parent company financial statements of Mariana Resources Limited are presented in Pounds
Sterling and have been prepared on the historical cost basis.
c.
Changes in accounting policies, accounting standards and interpretations
New and amended standards and interpretations
The Group applied for the first time certain standards and amendments, which are effective for annual periods
beginning on or after 1 January 2014.
The nature and the impact of each new standard and amendment is described below:
Investment Entities (Amendments to IFRS 10, IFRS 12 and IAS 27)
These amendments provide an exception to the consolidation requirement for entities that meet the definition of an
investment entity under IFRS 10 Consolidated Financial Statements and must be applied retrospectively, subject to
certain transition relief. The exception to consolidation requires investment entities to account for subsidiaries at fair
value through profit or loss. These amendments have no impact on the Group, since none of the entities in the Group
qualifies to be an investment entity under IFRS 10.
Offsetting Financial Assets and Financial Liabilities - Amendments to IAS 32
These amendments clarify the meaning of ‘currently has a legally enforceable right to set-off’ and the criteria for
non-simultaneous settlement mechanisms of clearing houses to qualify for offsetting and is applied retrospectively.
These amendments have no impact on the Group, since none of the entities in the Group has any offsetting
arrangements.
Annual Improvements 2010-2012 Cycle
In the 2010-2012 annual improvements cycle, the IASB issued seven amendments to six standards, which included
an amendment to IFRS 13 Fair Value Measurement. The amendment to IFRS 13 is effective immediately and, thus,
for periods beginning at 1 January 2014, and it clarifies in the Basis for Conclusions that short-term receivables and
payables with no stated interest rates can be measured at invoice amounts when the effect of discounting is
immaterial. This amendment to IFRS 13 has no impact on the Group.
21
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
2.
Summary of significant accounting policies (continued)
Annual Improvements 2011-2013 Cycle
In the 2011-2013 annual improvements cycle, the IASB issued four amendments to four standards, which included
an amendment to IFRS 1 First-time Adoption of International Financial Reporting Standards. The amendment to
IFRS 1 is effective immediately and, thus, for periods beginning at 1 January 2014, and clarifies in the Basis for
Conclusions that an entity may choose to apply either a current standard or a new standard that is not yet mandatory,
but permits early application, provided either standard is applied consistently throughout the periods presented in the
entity’s first IFRS financial statements. This amendment to IFRS 1 has no impact on the Group, since the Group is
an existing IFRS preparer.
d.
Basis of consolidation
The consolidated financial statements comprise the financial statements of the Group and its subsidiaries as at 31
December 2014.
Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the
investee and has the ability to affect those returns through its power over the investee. Specifically, the Group
controls an investee if, and only if, the Group has:
 Power over the investee (i.e., existing rights that give it the current ability to direct the relevant activities
of the investee)
 Exposure, or rights, to variable returns from its involvement with the investee
 The ability to use its power over the investee to affect its returns
Generally, there is a presumption that a majority of voting rights result in control. To support this presumption
and when the Group has less than a majority of the voting or similar rights of an investee, the Group considers all
relevant facts and circumstances in assessing whether it has power over an investee, including:
 The contractual arrangement with the other vote holders of the investee
 Rights arising from other contractual arrangements
 The Group’s voting rights and potential voting rights
The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are
changes to one or more of the three elements of control. Consolidation of a subsidiary begins when the Group
obtains control over the subsidiary and ceases when the Group loses control of the subsidiary. Assets, liabilities,
income and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated
financial statements from the date the Group gains control until the date the Group ceases to control the
subsidiary.
Profit or loss and each component of other comprehensive income (OCI) are attributed to the equity holders of the
parent of the Group and to the non-controlling interests, even if this results in the non-controlling interests having
a deficit balance. When necessary, adjustments are made to the financial statements of subsidiaries to bring their
accounting policies into line with the Group’s accounting policies. All intra-group assets and liabilities, equity,
income, expenses and cash flows relating to transactions between members of the Group are eliminated in full on
consolidation.
A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity
transaction.
If the Group loses control over a subsidiary, it derecognises the related assets (including goodwill), liabilities,
non-controlling interest and other components of equity while any resultant gain or loss is recognised in profit or
loss. Any investment retained is recognised at fair value.
22
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
2.
e.
Summary of significant accounting policies (continued)
Investments in associates and joint ventures
An associate is an entity over which the Group has significant influence. Significant influence is the power to
participate in the financial and operating policy decisions of the investee, but is not control or joint control over
those policies.
A joint venture is a type of joint arrangement whereby the parties that have joint control of the arrangement have
rights to the net assets of the joint venture. Joint control is the contractually agreed sharing of control of an
arrangement, which exists only when decisions about the relevant activities require unanimous consent of the parties
sharing control.
The Group does not currently account for any entities as an investment in associate or joint venture.
f.
Current versus non-current classification
The Group presents assets and liabilities in statement of financial position based on current/non-current
classification.
An asset as current when it is:
- Expected to be realised or intended to be sold or consumed in normal operating cycle
- Held primarily for the purpose of trading
- Expected to be realised within twelve months after the reporting period, or
- Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least
twelve months after the reporting period
All other assets are classified as non-current.
A liability is current when:
- It is expected to be settled in normal operating cycle
- It is held primarily for the purpose of trading
- It is due to be settled within twelve months after the reporting period, or
- There is no unconditional right to defer the settlement of the liability for at least twelve months after the
reporting period.
The Group classifies all other liabilities as non-current.
g.
Segment reporting
Management identifies the group as having four operating segments as disclosed in Note 7 of these financial
statements. These operating segments are monitored and strategic decisions are made on this basis by the chief
operating decision maker.The chief operating decision maker has been identified as the Board of Directors. There
have been no changes from prior periods in the measurement methods used to determine reported segment profit or
loss.
h.
Foreign currency translation
The Group’s consolidated financial statements are presented in Pound Sterling, which is also the parent company’s
functional currency. For each entity the Group determines the functional currency and items included in the
financial statements of each entity are measured using that functional currency. The Group uses the direct method of
consolidation and on disposal of a foreign operation, the gain or loss that is reclassified to profit or loss reflects the
amount that arises from using this method.
23
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
2.
Summary of significant accounting policies (continued)
i) Transactions and balances
Transactions in foreign currencies are initially recorded by the Group’s entities at their respective functional
currency spot rates at the date the transaction first qualifies for recognition.
Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency spot rates
of exchange at the reporting date.
Differences arising on settlement or translation of monetary items are recognised in profit or loss with the exception
of monetary items that are designated as part of the hedge of the Group’s net investment of a foreign operation.
These are recognised in OCI until the net investment is disposed of, at which time, the cumulative amount is
reclassified to profit or loss. Tax charges and credits attributable to exchange differences on those monetary items
are also recorded in OCI.
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the
exchange rates at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign
currency are translated using the exchange rates at the date when the fair value is determined. The gain or loss
arising on translation of non-monetary items measured at fair value is treated in line with the recognition of the gain
or loss on the change in fair value of the item (i.e., translation differences on items whose fair value gain or loss is
recognised in OCI or profit or loss are also recognised in OCI or profit or loss, respectively).
ii) Group companies
On consolidation, the assets and liabilities of foreign operations are translated into Pound Sterling at the rate of
exchange prevailing at the reporting date and their statements of profit or loss are translated at exchange rates
prevailing at the dates of the transactions. The exchange differences arising on translation for consolidation are
recognised in OCI. On disposal of a foreign operation, the component of OCI relating to that particular foreign
operation is recognised in profit or loss.
Any goodwill arising on the acquisition of a foreign operation and any fair value adjustments to the carrying
amounts of assets and liabilities arising on the acquisition are treated as assets and liabilities of the foreign operation
and translated at the spot rate of exchange at the reporting date.
The foreign currencies for the Group are US Dollars, Australian Dollars, Argentinean Pesos, Chilean Pesos and
Peruvian Nuevo Soles. The relevant exchange rates for these currencies in sterling were:
Exchange Rates
Average rate for the year
Closing rate for the year
i.
US Dollars
0.6072
0.6437
Australian
Dollars
0.5474
0.5250
Argentina Pesos
Chile Pesos
0.0747
0.0753
0.0011
0.0011
Peru Nuevo
Soles
0.2107
0.2109
Property, plant and equipment
Property, plant and equipment are recorded at cost less accumulated depreciation, and impairment losses. Land held
for use in the mining operation is stated at cost. Downward revaluations of land are recognised upon appraisal or
impairment testing. As no finite useful life for land can be determined, related carrying amounts are not depreciated.
Depreciation methods and rates are applied consistently within each asset class except where significant individual
assets have been identified which have different depreciation patterns.
Residual values and economic useful lives are reviewed at least annually. Depreciation is not adjusted
retrospectively for changes in the residual amount. Gains and losses on disposals are determined by comparing
proceeds with carrying amount and are included in the Statement of Profit and Loss.
24
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
2.
Summary of significant accounting policies (continued)
The assets are depreciated using the straight line method over the useful life of the asset as follows:
Office furniture and equipment 10% - 33.3% per annum
Buildings 25% per annum
j.
Deferred exploration costs
All costs incurred prior to obtaining the legal right to undertake exploration and evaluation activities on a project are
written-off as incurred.
Exploration and evaluation costs arising following the acquisition of an exploration licence are capitalised on
project-by-project basis, pending determination of the technical feasibility and commercial viability of the project.
Costs incurred include appropriate technical and administrative overheads. Deferred exploration costs are carried at
historical cost less any impairment losses recognised.
Deferred exploration costs are assumed to have an indefinite life until such time as production from the associated
mining asset commences, at which time the definite life of the mining assets will be assessed based on the estimated
mine life.
Upon demonstration of the technical and commercial feasibility of a project, any past deferred exploration and
evaluation costs related to that project will be reclassified as Mine Development and Infrastructure.
Capitalised deferred exploration expenditures are reviewed for indicators of impairment (see note 2n) at each
reporting date. In the case of undeveloped properties, there may be only inferred resources to form a basis for the
impairment review. The review is based on a status report regarding the Group’s intentions for development of the
undeveloped property.
For exploration expenditure (farm-in arrangements) where the Group has made arrangements to fund a portion of
the partner’s (farmor’s) exploration expenditure, these expenditures are reflected in the financial statements at fair
value, as and when the exploration work progresses.
k.
Assets held for sale
The Group classified assets as held for sale of their carrying amount will be recovered principally through a sale
rather than continuing use. Such assets are measured at the lower of their carrying amount and fair value less costs
to sell. The criteria for held for sale is regarded as met when the sale is highly probable and the asset is available for
immediate transfer in its current condition. Management must be committed to the sale and is expected within one
year from the date of the classification.
Assets and liabilities classified as held for sale are presented separately as current items in the statement of financial
position.
l.
Other receivables and prepayments
Other receivables and prepayments are not interest bearing and are stated at amortised cost.
m.
Cash and cash equivalents
Cash and cash equivalents includes cash in hand, deposits held at call with banks and other short-term highly liquid
investments with original maturities of three months or less that are readily convertible to known amounts of cash
and which are subject to an insignificant risk of changes in value.
25
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
2.
Summary of significant accounting policies (continued)
n.
Impairment of non-financial assets
Whenever events or changes in circumstance indicate that the carrying amount of an asset may not be recoverable
the asset is reviewed for impairment. An asset’s carrying value is written down to its estimated recoverable amount
(being the higher of the fair value less cost to sell and value in use) if that is less than the asset’s carrying amount.
Impairment reviews for deferred exploration and evaluation costs are carried out on a project by project basis, with
each project representing a potential single cash generating unit. An impairment review is undertaken when
indicators of impairment arise but typically when one of the following circumstances apply:
(i)
unexpected geological occurrences that render the resource uneconomic;
(ii)
title to the asset is compromised;
(iii)
variations in metal prices that render the project uneconomic; and
(iv)
variations in the currency of operation.
o.
Share based payment
Certain Group employees and consultants are rewarded with share based instruments. These are stated at fair value
at the date of grant and expensed to the statement of profit and loss, over the vesting period of the instrument.
Fair value is estimated using the Black-Scholes valuation model. The estimated life of the instrument used in the
model is adjusted for management’s best estimate of the effects of non-transferability, exercise restrictions and
behavioural considerations.
The proceeds received net of any directly attributable transaction costs are credited to share capital (nominal value)
and share premium when the options are exercised.
p.
Provisions
Provisions are recognised when the Group has a legal or constructive obligation as a result of past events and it is
more likely than not that an outflow of the resources will be required to settle the obligation and the amount can be
reliably estimated. If the effect of the time value of money is material, provisions are determined by discounting the
expected future cash flows at a pre-tax rate that reflects the current market estimate of the time value of money and
the risks specific to the liability.
All provisions are reviewed at each reporting date and adjusted to reflect the current best estimate.
In those cases where possible outflow of economic resources as a result of a present obligation is considered
improbable or remote, no liability is recognised unless it was assumed in the course of a business combination. In
business combinations, contingent liabilities are recognised on acquisition date when there is a present obligation
that arises from past events and the fair value can be measured reliably, even if the outflow of
economic resources is not probable. They are subsequently measured at a higher amount of a comparable provision
as described above and the amount recognised on the acquisition date, less any amortisation.
26
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
2.
q.
Summary of significant accounting policies (continued)
Leases
The determination of whether an arrangement is, or contains, a lease is based on the substance of the arrangement at
the inception date. The arrangement is assessed for whether fulfilment of the arrangement is dependent on the use of
the specific asset or assets or the arrangement conveys a right of use the asset or assets, even if that asset is not
explicit in the arrangement.
Group as a lessee
Finance leases transfer substantially all the risks and benefits incidental to ownership of the leased items to the
Group, are capitalised at the commencement of the lease at the fair value of the leased property, or, if lower, at the
present value of the minimum lease payments. Lease payments are apportioned between finance charges and
reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability.
Finance charges are recognised in the income statement.
A leased asset is depreciated over the useful life of the asset.
r.
Financial assets and liabilities- initial recognition and subsequent measurement
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or
equity instrument of another entity.
i) Financial assets
Initial recognition and measurement
Financial assets are classified, at initial recognition, as financial assets at fair value through profit or loss, loans and
receivables, held-to-maturity investments, AFS financial assets, or as derivatives designated as hedging instruments
in an effective hedge, as appropriate. All financial assets are recognised initially at fair value plus, in the case of
financial assets not recorded at fair value through profit or loss, transaction costs that are attributable to the
acquisition of the financial asset.
Subsequent measurement
For purposes of subsequent measurement financial assets are classified in four categories:
 Financial assets at fair value through profit or loss
 Loans and receivables
 Held-to-maturity investments
 AFS financial assets
Financial assets at fair value through profit or loss
Financial assets at fair value through profit or loss include financial assets held for trading and financial assets
designated upon initial recognition at fair value through profit or loss. Financial assets are classified as held for
trading if they are acquired for the purpose of selling or repurchasing in the near term. Derivatives, including
separated embedded derivatives, are also classified as held for trading unless they are designated as effective
hedging instruments as defined by IAS 39. The Group has designated its equity investment in AGN Metals Group as
a financial asset at fair value through profit or loss. Financial assets at fair value through profit or loss are carried in
the statement of financial position at fair value with net changes in fair value presented as finance costs (negative net
changes in fair value) or finance income (positive net changes in fair value) in the statement of profit or loss.
27
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
2.
Summary of significant accounting policies (continued)
Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in
an active market. After initial measurement, such financial assets are subsequently measured at amortised cost using
the effective interest rate (EIR) method, less impairment. Amortised cost is calculated by taking into account any
discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is
included in finance income in the statement of profit or loss. The losses arising from impairment are recognised in
the statement of profit or loss in finance costs for loans and in cost of sales or other operating expenses for
receivables.
This category generally applies to trade and other receivables.
Held-to-maturity investments
Non-derivative financial assets with fixed or determinable payments and fixed maturities are classified as held to
maturity when the Group has the positive intention and ability to hold them to maturity. After initial measurement,
held to maturity investments are measured at amortised cost using the EIR, less impairment. Amortised cost is
calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part
of the EIR. The EIR amortisation is included as finance income in the statement of profit or loss. The losses arising
from impairment are recognised in the statement of profit or loss as finance costs. The Group did not have any heldto-maturity investments during the years ended 31 December 2014 and 2013.
AFS financial assets
AFS financial assets include equity investments and debt securities. Equity investments classified as AFS are those
that are neither classified as held for trading nor designated at fair value through profit or loss. Debt securities in this
category are those that are intended to be held for an indefinite period of time and that may be sold in response to
needs for liquidity or in response to changes in the market conditions. The Group does not hold any financial assets
classified as AFS.
Derecognition
A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is
primarily derecognised (i.e., removed from the Group’s consolidated statement of financial position) when:
 The rights to receive cash flows from the asset have expired
Or
 The Group has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay
the received cash flows in full without material delay to a third party under a ‘pass-through’ arrangement;
and either (a) the Group has transferred substantially all the risks and rewards of the asset, or (b) the Group
has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred
control of the asset
When the Group has transferred its rights to receive cash flows from an asset or has entered into a pass-through
arrangement, it evaluates if and to what extent it has retained the risks and rewards of ownership. When it has
neither transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the
asset, the Group continues to recognise the transferred asset to the extent of the Group’s continuing involvement. In
that case, the Group also recognises an associated liability. The transferred asset and the associated liability are
measured on a basis that reflects the rights and obligations that the Group has retained.
Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the
original carrying amount of the asset and the maximum amount of consideration that the Group could be required to
repay.
28
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
2.
Summary of significant accounting policies (continued)
Impairment of financial assets
The Group assesses, at each reporting date, whether there is objective evidence that a financial asset or a group of
financial assets is impaired. An impairment exists if one or more events that has occurred since the initial
recognition of the asset (an incurred ‘loss event’), has an impact on the estimated future cash flows of the financial
asset or the group of financial assets that can be reliably estimated. Evidence of impairment may include indications
that the debtors or a group of debtors is experiencing significant financial difficulty, default or delinquency in
interest or principal payments, the probability that they will enter bankruptcy or other financial reorganisation and
observable data indicating that there is a measurable decrease in the estimated future cash flows, such as changes in
arrears or economic conditions that correlate with defaults.
Financial assets carried at amortised cost
For financial assets carried at amortised cost, the Group first assesses whether impairment exists individually for
financial assets that are individually significant, or collectively for financial assets that are not individually
significant. If the Group determines that no objective evidence of impairment exists for an individually assessed
financial asset, whether significant or not, it includes the asset in a group of financial assets with similar credit risk
characteristics and collectively assesses them for impairment. Assets that are individually assessed for impairment
and for which an impairment loss is, or continues to be, recognised are not included in a collective assessment of
impairment.
The amount of any impairment loss identified is measured as the difference between the asset’s carrying amount and
the present value of estimated future cash flows (excluding future expected credit losses that have not yet been
incurred). The present value of the estimated future cash flows is discounted at the financial asset’s original effective
interest rate.
The carrying amount of the asset is reduced through the use of an allowance account and the loss is recognised in
the statement of profit or loss. Interest income (recorded as finance income in the statement of profit or loss)
continues to be accrued on the reduced carrying amount and is accrued using the rate of interest used to discount the
future cash flows for the purpose of measuring the impairment loss. Loans together with the associated allowance
are written off when there is no realistic prospect of future recovery and all collateral has been realised or has been
transferred to the Group. If, in a subsequent year, the amount of the estimated impairment loss increases or
decreases because of an event occurring after the impairment was recognised, the previously recognised impairment
loss is increased or reduced by adjusting the allowance account. If a write-off is later recovered, the recovery is
credited to finance costs in the statement of profit or loss.
ii) Financial liabilities
Initial recognition and measurement
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss,
loans, borrowings and payables at amortised cost
All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables,
net of directly attributable transaction costs.
The Group’s financial liabilities include trade and other payables, loans and borrowings including convertible note
facility .
Subsequent measurement
The measurement of financial liabilities depends on their classification, as described below:
Financial liabilities at fair value through profit or loss
Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial
liabilities designated upon initial recognition as at fair value through profit or loss.
Financial liabilities are classified as held for trading if they are incurred for the purpose of repurchasing in the near
term. This category also includes derivative financial instruments entered into by the Group that are not
29
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
2.
Summary of significant accounting policies (continued)
designated as hedging instruments in hedge relationships as defined by IAS 39. Separated embedded derivatives are
also classified as held for trading unless they are designated as effective hedging instruments.
Gains or losses on liabilities held for trading are recognised in the statement of profit or loss.
Financial liabilities designated upon initial recognition at fair value through profit or loss are designated at the initial
date of recognition, and only if the criteria in IAS 39 are satisfied.
The Group does not have any financial liabilities held at fair value through profit and loss.
Financial liabilities at amortised cost
After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using
the EIR method. Gains and losses are recognised in profit or loss when the liabilities are derecognised as well as
through the EIR amortisation process.
Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are
an integral part of the EIR. The EIR amortisation is included as finance costs in the statement of profit or loss.
This Group has applied this accounting policy to the convertible note facility held at 31 December 2014. For more
information refer Note 15.
Derecognition
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires.
When an existing financial liability is replaced by another from the same lender on substantially different terms, or
the terms of an existing liability are substantially modified, such an exchange or modification is treated as the
derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying
amounts is recognised in the statement of profit or loss.
iii) Offsetting of financial instruments
Financial assets and financial liabilities are offset and the net amount is reported in the consolidated statement of
financial position if there is a currently enforceable legal right to offset the recognised amounts and there is an
intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.
s.
Equity
Share capital represents the nominal value of shares that have been issued.
Share premium includes premiums received on issue of share capital. Any transaction costs associated with issuing
of shares are deducted from share premium.
Other reserve accounts within equity comprise foreign currency translation differences arising on the translation of
the Group’s foreign entities, as well as share based payments reserve. Refer to Note 23 for further detail.
Accumulated losses include all current and prior retained losses.
All transactions with owners of the parent are recorded separately within equity.
30
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
2.
t.
Summary of significant accounting policies (continued)
Income Tax
With effect from 1 January 2008, Guernsey abolished the exempt company regime. Thereafter, the Company is
taxed at the company standard rate (0%). The charge for taxation is based on the profit or loss for the year and takes
into account deferred tax.
Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets
and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit or
loss, and is accounted for using the balance sheet method.
Deferred tax assets are only recognised to the extent that it is probable that future taxable profit will be available in
the foreseeable future against which the temporary differences can be utilised.
u.
Revenue
Interest income is recognised as it accrues to the Group.
v.
Borrowing costs
Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds.
All borrowing costs are expensed in the periods in which they occur.
w.
Critical accounting estimates and judgements
Estimates and judgements are continually evaluated and are based on historical experience and other factors,
including expectations of future events that are believed to be reasonable under the circumstances. Many of the
amounts included in the financial statements involve the use of judgement and/or estimation. These judgements and
estimates are based on management’s best knowledge of the relevant facts and circumstances, having regard to prior
experience, but actual results may differ from the amounts included in the financial statements.
Information about such judgements and estimation is contained in the accounting policies and/or the Notes to the
financial statements, and the key areas are summarised below. Areas of judgement that have the most significant
effect on the amounts recognised in the financial statements are:
Capitalisation and impairment of exploration costs – Note 2(j) , Note 2(n) and Note 10.
Estimation of share based compensation amounts, comprising inputs into the Black Scholes valuation model – Note
2(o) and Note 22.
Assessment of fair values – Note 15. The Company takes into consideration available market information and
observable market transactions when assessing the fair value of its assets.
Investment in subsidiaries – Note 12 At each balance date the Company reviews the carrying amounts of its
investments in subsidiaries to determine whether there any indicators of impairment. If any such indicators exist, the
recoverable amount of the asset is estimated in order to determine the extent of any impairment. In assessing for
indicators of impairment the Company has taken into account economic and political factors, recent corporate
activity in the Company’s geographical segments, as well as considering current market conditions.
31
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
2.
Summary of significant accounting policies (continued)
x.
Going concern
During the year ended December 31, 2014, the Group had a net loss of £6.79 million, negative cash flow from
operations of £1.1 million and exploration expenditure of £2.7 million, and a negative working capital of £2.2
million. At 31 December 2014, the Group has a cash balance of £821,123. In February 2015, the Company raised
equity funds of approximately £1.8 million; however the Company will require additional funding over the next
twelve months in order to continue implement the planned budget.
The Company is uncertain whether it can obtain financing to complete its planned work program. The company will
need to raise capital in order to fund its operations. This need may be adversely impacted by: uncertain market
conditions, approval by regulatory bodies and political risk in countries of operations.
To address its financing requirements, the Company will seek financing through equity financings, asset sales, and
rights offerings to existing shareholders. The outcome of these matters cannot be predicted at this time.
These financial statements have been prepared on a going concern basis , however there is a material uncertainty
related to events and conditions described above which may cast significant doubt on the Group’s ability to continue
as a going concern, and therefore, that it may be unable to realise its assets and discharge its liabilities in the normal
course of business.
3.
Revenue
Bank interest revenue
Gain on sale of property, plant and equipment
Other
4.
2013
£
4,532
25,232
9,740
39,504
2014
£
2013
£
40,470
42,494
220,610
2,807,150
189,907
2,440,739
43,875
68,162
130,394
1,876,986
3,884,421
Loss before tax
Loss on ordinary activities before taxation is stated after charging:
Auditors’ remuneration
Depreciation of property, plant & equipment
Share based payments
Impairment/write off of exploration projects
Finance costs
Foreign exchange losses
5.
2014
£
53,856
607
54,462
Remuneration of directors
2014
J. Horsburgh
G. Parsons
Eric Roth
Post –
employment
benefits
Short- term benefits
Salaries
& fees
£
77,132
135,843
22,423
235,398
Annual leave
& long
service leave
£
13,056
13,056
Superannuation
contributions
£
2,046
10,006
12,052
32
Share
based
payments
£
45,358
58,317
25,919
129,594
£
-
Total
2014
£
124,536
217,222
48,342
390,100
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
5.
Remuneration of directors (continued)
2013
Short- term benefits
Post –
employment
benefits
Annual leave
SuperShare
Salaries
& long
annuation
based
Total
& fees
service leave
contributions
payments
2013
£
£
£
£
£
£
J. Horsburgh
20,007
74,864
1,800
16,088
112,759
G. Parsons
138,769
26,621
10,602
17,624
193,616
R. Angus*
8,947
806
9,753
R Turner **
1,095
1,095
C.Mitchell ***
6,810
6,810
Eric Roth
13,443
3,840
17,283
189,070
101,485
13,208
37,552
341,315
* R. Angus resigned effective 31 January 2013
** R. Turner resigned effective 31 January 2013
*** C Mitchell resigned effective 30 June 2013
The Company does not have a pension scheme. Contributions paid are defined contributions to the relevant director’s
personal retirement scheme.
6.
Employees
The average number of employees during the period, including directors was 11(2013: 9).
The aggregate payroll costs of these persons (excluding directors) included in loss were as follows:
2014
£
104,601
15,395
72,933
192,929
Staff Costs
Wages and salaries
Social Security cost
Share based payments
Other
7.
2013
£
103,682
19,867
61,230
9,511
194,290
Segmental analysis
For management purposes, the Group is organised into business units based on their activities and has four
reportable segments:





Argentina – this segment is involved in exploration activities in Argentina
Chile – this segment is involved in exploration activities in Chile
Peru - this segment is involved in exploration activities in Peru
Suriname - this segment is involved in exploration activities in Suriname
Head Office Operations – this segment is the support function provided to the Group from Guernsey and
Australia, including early stage exploration opportunities.
The operating results of each of these segments are regularly reviewed by the Group’s chief operating decision
makers in order to make decisions about the allocation of resources and assess their performance. The accounting
policies of these segments are in line with those described in Note 2.
33
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
7.
Segmental analysis (continued)
The segment results are shown below.
2014
Segment result
Other segment items
Included in the income
statement are as follows:
Depreciation
Impairment of exploration
expenditure
Share based payments
Foreign exchange loss
Argentina
Chile
Peru
Suriname
£
-
Head Office
Operations
£
1,994,015
£
2,725,295
£
17,256
£
2,056,928
39,753
-
212,286
3,140,476
Group
£
6,793,494
-
-
2,741
42,494
(196)
1,864,326
159,384
-
730,538
220,610
(858,925)
2,807,150
220,610
2,440,738
Argentina
Chile
Peru
Suriname
Group
£
5,986,778
£
22,656
£
-
£
-
Head Office
Operations
£
891,104
£
6,900,538
63,216
-
-
-
4,946
68,162
1,858,658
3,911,340
-
-
-
18,328
130,394
(27,009)
1,876,986
130,394
3,884,421
2013
Segment result
Other segment items
Included in the income
statement are as follows:
Depreciation
Impairment of exploration
expenditure
Share based payments
Foreign exchange loss
The segment assets and liabilities at 31 December 2014 and exploration expenditure for the year then ended are as
follows:
2014
Argentina
Peru
Suriname
Head Office
Group
Chile
Operations
£
£
£
£
£
£
Segment assets
7,042,105
129,005
752,341
493,671
766,059
9,183,181
Segment liabilities
(143,863)
(19,815)
(1,395)
(1,236,486)
(1,401,559)
Segment net assets
6,898,242
109,190
750,941
493,671
(470,427)
7,781,622
Other segment
information
Exploration expenditure
5,780,925
82,196
675,999
493,671
7,032,792
2013
Segment assets
Segment liabilities
Segment net assets
Other segment
information
Exploration expenditure
Assets held for sale
Argentina
Chile
Peru
Suriname
£
8,960,880
(143,606)
8,817,274
£
107,999
(20,494)
87,505
£
1,459,318
(33)
1,459,285
5,689,401
1,259,738
73,287
-
1,438,509
34
£
-
Head Office
Operations
£
2,861,006
(98,875)
2,762,131
Group
£
13,389,203
(263,008)
13,126,195
-
-
7,201,197
1,259,738
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
8.
Taxation
Tax reconciliation
Loss on ordinary activities before tax
Tax at 0%
Effects of:
Transfer to deferred tax asset (not recognised)
Higher tax rates on overseas income
Total tax charge
2014
£
2013
£
(6,793,494)
-
(6,900,538)
-
(950,898)
950,898
-
(2,095,372)
2,095,372
-
The Group’s unrelieved tax losses of approximately £7,237,428 (2013: £6,128,633) have not been recognised as a
deferred tax asset, as there is currently insufficient evidence that the asset will be recoverable in the foreseeable
future.
The Group operates in various jurisdictions and is subject to any reviews or audits undertaken by local tax
authorities in these jurisdictions.
9.
Loss per share
The calculation of basic and diluted loss per ordinary share is based on the following losses and number of shares:
2014
2013
£
£
Loss for the year
(6,793,494)
(6,900,538)
Weighted average number of shares
431,727,177
277,801,164
Due to the loss incurred in the year, there is no dilutive effect from the issue of share options.
10.
Deferred exploration costs
At beginning of year
Exchange differences
Additions
Impairment provision /write off
Reclassification
At end of year
Group
2014
£
7,201,197
(1,110,368)
2,736,914
(2,807,150)
1,012,199
7,032,792
Group
2013
£
11,144,947
(2,518,693)
1,711,667
(1,876,986)
(1,259,738)
7,201,197
Company
2014
£
918,951
801,185
(736,333)
983,803
Company
2013
£
633,940
303,339
(18,328)
918,951
Exploration costs that were either written off or provided for during the year amounted to £ 2,807,150 (2013:
£1,876,986). The majority of this balance relates to the Condor de Oro project in northern Peru of £2,569,603. In
November 2014, the Company chose to discontinue its option on the project. Although significant potential
remained for deeper and possibly intra-hole mineralisation, Mariana decided a second stage of deeper drilling would
represent a better strategic fit for major companies. All expenditure in relation to this project was recorded as an
expense in the Statement of Profit and Loss for the period ending 31 December 2014.
The Group has capitalised costs in relation to its Soledad project in Peru. Under the terms of the Letter of Intent,
signed with Condor Resources Inc. in September 2013, Mariana Resources has the right to acquire a 70% interest in
this property within four years, by incurring direct exploration costs of US$4,000,000 and making cash and/or share
equivalent payments to Condor for a cumulative sum of US$1,125,000. Once these requirements are met, a separate
joint venture will be established to continue exploration activities at this property. This arrangement has not been
accounted for as a joint arrangement as at 31 December 2014, as it does not yet meet the requirements set out in
IFRS 11. This arrangement has been accounted for as detailed in accounting policy note 2(j).
35
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
10.
Deferred exploration costs (continued)
The Group has capitalised costs in relation to its Nassau Gold project in Suriname. The Company has entered into an
option agreement in September 2014 to earn up to a 50.01% interest in Nassau Gold Limited by incurring direct
exploration expenditure costs of US$5,300,000 and making cash payments of US$1,100,000 over 30 months. The
Nassau Project is located in the highly prospective Guyana Shield of Suriname in South America. Sumin is a private
company holding 100% of Nassau Gold Limited, which has the option to acquire 80% of the Nassau Project. This
arrangement has not been accounted for as a joint arrangement as at 31 December 2014, as it does not yet meet the
requirements set out in IFRS 11. This arrangement has been accounted for as detailed in accounting policy note 2(j).
The Group has reclassified one of its projects from an asset held for sale in the prior year to deferred exploration cost
during the period as it was no longer committed to selling this project due to a change in strategy that the Company
believes will assist in realising value from this project.
Further details on Mariana’s financial commitments related to these projects are detailed in Note 26.
11.
Property, plant and equipment
Plant & Equipment
Cost
At beginning of year
Additions
Exchange differences
Disposals/Write off/Transfer
At end of year
Depreciation
At beginning of year
Charge for year
Exchange differences
Disposals/Write off/Transfers
At end of year
Net book value at end of year
Land & buildings
Cost
At beginning of year
Additions
Exchange differences
At end of year
Depreciation
At beginning of year
Charge for year
Exchange differences
At end of year
Net book value at end of year
Total net book value at end of year
Group
2014
£
Group
2013
£
Company
2014
£
Company
2013
£
167,029
15,408
(29,619)
(487)
152,331
264,894
65,678
(55,103)
(108,440)
167,029
1,010
1,010
1,010
1,010
(81,906)
(22,835)
13,009
(91,732)
60,599
(126,742)
(37,266)
26,771
55,331
(81,906)
85,123
(1,010)
(1,010)
-
(1,010)
(1,010)
-
Group
2014
£
Group
2013
£
Company
2014
£
Company
2013
£
387,870
(74,155)
313,715
524,938
(137,068)
387,870
-
-
(79,221)
(19,659)
14,988
(83,892)
229,823
(74,057)
(30,896)
25,732
(79,221)
308,649
-
-
290,422
393,772
-
-
Finance leases
The carrying value of property, plant and equipment held under finance lease at 31 December 2014 was £2,260
(2013:£2,993). Leased assets are pledged as security for the related finance lease. Refer Notes 19 & 27.
36
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
12.
Investments in subsidiaries
Company
2014
£
8,144,982
14,267,371
(2,605,598)
19,806,755
Shares in subsidiary undertakings
Loans forming part of the net investment in subsidiaries
Provision for impairment of shares and loans to subsidiaries
Company
2013
£
6,724,701
13,801,611
(501,484)
20,024,828
Included in Note 17 is an amount payable by the Company to a subsidiary, this does not form part of the net
investment in the subsidiary as it fluctuates with day to day operations and requirements of the subsidiary and
Company.
Movement of the provision for impairment of shares and loans to subsidiaries during the year:
Company
2014
£
At beginning of year
(501,484)
Provision recognised
(2,104,114)
At end of year
(2,605,598)
Company
2013
£
(501,484)
(501,484)
The undertakings in which the Company’s interest at 31 December 2014 is more than 50%, all of which are engaged
in mineral exploration, are as follows:
Class of
Percentage
Country of
holding
held
Incorporation
Directly held
Mariana International Limited
Ordinary
100
Guernsey
Mariana Exploration Pty Limited
Ordinary
100
Australia
Minera Mariana Argentina S.A.
Ordinary
95
Argentina
Sierra Blanca S.A.
Ordinary
95
Argentina
Compania Minera Mariana de Chile Ltda
Ordinary
100
Chile
Altavista Gold Inc.
Ordinary
100
Canada
Mariana Resources holds the remaining investment balance of 5% of Minera Mariana Argentina SA and Sierra
Blanca SA indirectly through its subsidiary Mariana International Limited. Mariana Resources Limited holds the
investment balance of 99.9% in Minera Mariana Peru SAC indirectly through its subsidiary Mariana International
Limited.
13
Other non-current receivable
VAT Refundable
Other
Group
2014
£
812,481
106,581
919,062
37
Group
2013
£
1,369,703
107,367
1,477,070
Company
2014
£
-
Company
2013
£
-
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
14.
Assets Held For Sale
Asset held for sale
Group
2014
£
-
Group
2013
£
1,259,738
1,259,738
Company
2014
£
-
Company
2013
£
-
In the prior year, the company continued to undertake a process to sell, or identify a joint venture partner for one of its
major deferred exploration projects located in Argentina. This asset was identified as an asset held for sale in the
Group’s half year financial statements. In the latter part of the year, the Company was no longer committed to selling
this exploration project; and has thus recognised this project in deferred exploration costs at 31 December 2014.
15.
Financial Assets and Financial Liabilities
( i) Financial assets
Financial instruments at fair value through
profit and loss
Quoted equity shares – Aegean Metals Group
Group
2014
£
Group
2013
£
Company
2014
£
Company
2013
£
16,608
16,608
-
16,608
16,608
-
In November 2014, Mariana Resources purchased 1,000,000 shares in Aegean Metals Group, a junior exploration
company listed on the TSX:V. These shares have been designated as financial instruments through profit and loss,
and as a result were fair valued using the quoted market price at 31 December 2014, with a loss of £11,432 being
recorded as an expense in the profit and loss for the period ending 31 December 2014.
(ii) Financial Liabilities
Convertible note facility
Group
2014
£
1,106,239
1,106,239
Group
2013
£
-
Company
2014
£
1,106,239
1,106,239
Company
2013
£
-
On 17th September 2014, The Company entered into a convertible securities issuance deed with Bergen Global
Opportunity Fund, an institutional investment fund managed by Bergen Asset Management, LLC, a New York asset
management firm. The Agreement allowed for the issuance by the Company of zero coupon convertible securities for
an initial nominal amount of US$2,000,000 (Face value of US$2,180,000) immediately, and up to a further
US$4,000,000. A commencement fee of US$98,000 was paid in shares to Bergen following the signing of the
Agreement. As a result, 4,388,912 shares were issued at a cost of £60,325. This was recorded as finance cost in the
Statement of Profit and Loss for the year ended 31 December 2014. Subsequent to the year end, the Company
announced the termination of the facility at no additional cost.
The Convertible Securities were (subject to the satisfaction of certain conditions) convertible into ordinary shares of
the Company in whole or in part, at the option of Bergen. The Company made an announcement each time any
Convertible Securities were converted in whole or in part and specified the relevant conversion price, which was the
lower of (a) 92.5% of the average of five daily volume-weighted average prices of the Shares on AIM during a
specified period preceding the relevant conversion and (b) 140% of the average of the daily volume-weighted average
prices of the Shares for the 20 consecutive trading days preceding the date of execution of the Agreement.
After initial recognition the convertible note facility was subsequently measured at the GBP equivalent amortised cost
using the EIR method. The amortisation cost of £30,439 was recorded as a finance cost in the profit and loss for the
year ended 31 December 2014.
38
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
15.
Financial Assets and Financial Liabilities (continued)
(iii) Summary of financial assets and financial liabilities by category
The carrying amount and fair value of the Company and Group’s financial assets and financial liabilities as
recognised at the balance sheet date of the reporting periods under review are categorised as follows:
Group
Group
Company
Company
2014
2013
2014
2013
£
£
£
£
Financial assets
Loans to subsidiaries
14,267,371
13,801,611
Other receivables
103,174
119,733
19,008
19,458
Quoted equity shares
16,608
16,608
Cash and cash equivalents
821,123
2,937,693
651,757
2,675,581
940,905
3,057,426
14,954,744
16,496,650
Financial liabilities
Trade and other payables
266,939
233,292
83,056
50,086
Amounts payable to subsidiaries
488,415
389,169
Finance lease liability
2,260
2,993
Convertible note facility
1,106,239
1,106,239
1,375,438
236,285
1,237,710
439,255
(iv) Fair values
The fair value of the financial instruments is included in the price that would be received to sell an asset or paid to
transfer a liability in an orderly transaction between market participants at the measurement date.
The Group uses level 1 – quoted prices in an active market to disclose the fair value of financial instruments which are
measured at fair value by valuation technique. This applies to the quoted equity shares of Aegean Metals Group.
The Group uses the amortised cost method to value its convertible note facility. The carrying values of all other
financial assets and liabilities are considered to be a reasonable approximation of their fair value.
(v) Financial risk management objectives and policies
Details of significant accounting policies and methods adopted, including the criteria for recognition, the basis of
measurement and the basis on which income and expenses are recognised in respect of each class of financial asset,
financial liability and equity instrument are disclosed in Note 2 to the financial statements.
Risk Management
Capital risk management
The Group manages its capital to ensure that entities in the Group will be able to continue as a going concern while
maximising the return to stakeholders. The Board monitors operating and capital expenditure commitments to
ensure sufficient capital is available.
The capital structure of the Group consists of equity attributable to equity holders of the Parent, comprising issued
capital, reserves and accumulated losses as disclosed in Notes 20, 21, 22 and 23.
There are no externally imposed capital requirements.
Financial risk management
Risk management is carried out by the Board of Directors. These risks include market risk (including currency risk
and fair value interest risk), credit risk and liquidity risk. The Board reviews and agrees policies for managing each
of these risks as summarised below.
39
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
15.
Financial Assets and Financial Liabilities (continued)
Market risk management
Market risk is the risk that changes in market prices, currency rates and interest rates, will affect the Company and
Group’s results or the value of its holdings of financial instruments. The objective of market risk management is to
manage and monitor market risk exposures within acceptable parameters, while optimising the return on risk.
Interest rate risk
The Group is exposed to interest rate risk as a consequence of its cash and deposits balances which attracts average
variable interest rates. Refer to Note 24(b). All other financial assets and liabilities are non-interest bearing.
The sensitivity analysis below has been determined based on the Group and Company's exposure to interest rates for
its financial assets as at the reporting date and the stipulated change taking place at the beginning of the financial
year and held constant throughout the reporting period.
If interest rates on the Group's cash and deposit balances had been 50 basis points higher or lower and all other
variables were held constant, the impact on the Group's net profit and net assets would be insignificant as the group
did not have significant cash reserves (2013: not material).
Foreign currency risk
The Group’s subsidiaries undertake their transactions denominated in foreign currencies, hence exposures to
exchange rate fluctuations arise.
The fair value of the Group’s monetary items that have foreign currency exposure at 31 December are shown below:
Australian
Argentina
Chile
US
Peru
Canadian
Dollar
Peso
Peso
Dollar Nuevo Sol
Dollar
2014
Receivables
907
32,604
26,294
5,931
Cash and cash equivalents
55,019
37,121
20,518
539,207
1,686
Trade and other payables
(32,666)
(143,863)
(19,815)
(1,396)
(25,109)
Foreign currency exposure
23,260
74,138
26,997
539,207
6,221
(25,109)
2013
Receivables
Cash and cash equivalents
Trade and other payables
Foreign currency exposure
22,668
137,680
(48,793)
111,555
1,525,619
100,184
(143,606)
1,482,197
27,315
7,396
(20,494)
14,217
17,121
17,121
1,744
16,852
(33)
18,563
-
The fair value of the Company’s monetary items that have foreign currency exposure at 31 December are shown
below
US
CAD
Dollar
Dollar
2014
Cash and cash equivalents
538,802
Trade and other payables
(25,209)
Foreign currency exposure
538,802
(25,209)
2013
Cash and cash equivalents
Trade and other payables
Foreign currency exposure
14,570
14,570
-
40
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
15.
Financial Assets and Financial Liabilities (continued)
The above year end amounts are not representative of the exposure to risk during the year, because the levels of
monetary foreign currency exposure change significantly throughout the year. The Board monitors exposure to
foreign exchange risk and the Group’s exposure to material change in its ability to meet its operational commitments
in foreign countries is mitigated by maintaining funds in various currencies. The Board’s current policy is to not
enter into hedging contracts.
Foreign currency sensitivity analysis
The Group is mainly exposed to the Australian Dollar, US Dollar, Argentina Peso, Chilean Peso, and Peruvian
Nuevo Sol as these are the functional currencies of the operating entities outside of Guernsey.
The following table details the Group’s sensitivity to a 10% increase and decrease in the Pound Sterling against the
relevant foreign currencies, with the exception of the Argentinean peso where a 20% movement has been used due
to the recent devaluation of the peso. The sensitivity analysis includes only outstanding foreign currency
denominated monetary items and adjusts their translation at the period end for a 10% change in foreign currency
rates (20% for the Argentinean peso).
The sensitivity includes loans to foreign operations within the Group only where denomination of the loan is in a
currency other than that of the lender or the borrower. A positive number indicates an increase in profit or loss and
other equity where the Pound Sterling strengthens against the respective currency. For a weakening of the Pound
Sterling, against the respective currency there would be an equal and opposite impact on the profit or loss and other
equity, and the balances below would be negative.
2014
Australian Dollar
US Dollar
Argentina Peso
Chile Peso
Peruvian Nuevo Sol
Canadian Dollar
Profit or loss
Equity
Profit or loss
Equity
Profit or loss
Equity
Profit or loss
Equity
Profit or loss
Equity
Profit or loss
Equity
2013
£
£
2,326
2,326
53,903
53,903
14,828
14,828
2,699
2,699
622
622
2,511
2,511
11,155
11,155
1,713
1,713
296,439
296,439
1,422
1,422
1,885
1,885
-
Credit risk management
Credit risk refers to the risk that the counterparty will default on its contractual obligations resulting in financial loss
to the Company and the Group. The Company and the Group have adopted a policy of only dealing with
creditworthy counterparties and seek to deposit cash with reputable financial institutions with strong credit ratings as
a means of mitigating risk of financial loss from defaults.
Trade receivables consist of minor amounts receivable from a small number of creditworthy counterparties.
The Group does not have any significant credit risk exposure to any single counterparty or any group of
counterparties having similar characteristics. The credit risk on liquid funds is limited because the counterparties
are banks with high credit ratings assigned by international credit-rating agencies.
41
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
15.
Financial Assets and Financial Liabilities (continued)
The carrying amount of financial assets recorded in the financial statements which represent the Company and the
Group’s maximum exposure to credit risk, are summarised below:
Maximum credit risk
2014
2013
Group
£
£
Other receivables
84,741
100,713
Cash and cash equivalents
821,123
2,937,693
905,864
3,038,406
Company
Other receivables
35,425
8,685
Cash and cash equivalents
651,757
2,675,581
687,182
2,684,266
Liquidity risk management
Management of the risk
Ultimate responsibility for liquidity risk management rests with the Board of Directors. The Group manages
liquidity risks by maintaining adequate cash reserves and by continuously monitoring forecast and actual cash flows.
Liquidity risk exposure
The contractual maturities of the financial liabilities at 31 December, based on the earliest date on which payment
can be required were as follows:
3 mths or
less
£
Group
2014
Non interest bearing:
Trade and other payables
Convertible Note facility
Interest bearing
Finance lease liability
2013
Non interest bearing:
Trade and other payables
Interest bearing
Finance lease liability
42
More than 3
mths
£
Total
266,939
1,106,239
1,373,178
-
266,939
1,106,239
1,373,178
713
713
1,547
1,547
2,260
2,260
233,292
233,292
-
233,292
233,292
249
-
2,744
2,744
2,993
2,993
£
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
15.
Financial Assets and Financial Liabilities (continued)
Company
2014
Non interest bearing
Trade payables
Convertible Note facility
2013
Non interest bearing
Trade payables
16.
3 mths or
less
£
More than 3
mths
£
Total
571,471
1,106,239
-
571,471
1,106,239
1,677,710
-
1,677,710
439,255
439,255
-
439,255
439,255
£
Other receivables and prepayments
Group
2014
£
Group
2013
£
Company
2014
£
Company
2013
£
Prepaid expenses, advances to suppliers & tax
credits
Advances to employees
VAT Refundable
Financial asset- loan receivable
Other
60,309
48,539
16,417
10,772
28,495
22,950
4,495
19,008
19,008
907
38,204
8,686
103,174
119,733
35,425
19,458
All amounts are short term and are expected to be recovered within 12 months. The carrying values are considered to be
reasonable approximation of fair value.
17.
Trade and other payables
Group
Group
Company
Company
2014
2013
2014
2013
£
£
£
£
Trade creditors
34,839
25,771
11,559
1,485
Other creditors
85,828
46,309
24,839
Accruals
146,272
161,212
46,658
48,601
Amounts payable to subsidiaries
488,415
389,169
266,939
233,292
571,471
439,255
All amounts are short term and the carrying values are considered to be reasonable approximation of fair value.
43
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
18.
Provisions
Employee benefits
Group
2014
£
26,121
Group
2013
£
26,723
Company
2014
£
14,255
Company
2013
£
-
The current provision for employee benefits comprises annual leave entitlements accrued and expected to be taken
within 12 months.
Movements during the year:
At beginning of year
Amounts utilised
Additional provision
At end of year
26,723
(17,410)
16,808
26,121
127,191
(111,766)
11,298
26,723
(13,056)
27,311
14,255
-
Group
2014
£
2,260
Group
2013
£
2,993
Company
2014
£
-
Company
2013
£
-
655
2,338
2,993
-
-
19. Finance lease liability
Finance lease liability
Current
Non-current
713
1,547
2,260
Finance lease is in relation to office equipment purchased in Australia.
20. Share capital
Allotted, issued and fully paid
Ordinary shares of £0.0001 each
2014
Shares
456,005,151
2013
Shares
423,808,074
2014
£
45,600
2013
£
42,380
Following changes to the law in Guernsey, shareholders removed the limit on the number of shares in the Company
which may be issued (Authorised capital) from the Company’s Articles of Association at the annual general meeting
on 29 May 2009.
2014
£
42,380
3,220
45,600
At beginning of year
Issue of ordinary shares
At end of year
44
2013
£
23,078
19,302
42,380
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
20. Share capital (continued)
During the year the following shares were issued, principally to provide funding for the Company’s operations.
Date issued
01/02/2014
17/03/2014
21/03/2014
04/04/2014
23/04/2014
17/09/2014
17/09/2014
30/09/2014
27/10/2014
No. of shares
issued
100,000
25,000
25,000
50,000
50,000
4,388,912
10,600,000
4,104,040
12,854,125
32,197,077
Issue price per
share
£
0.01
0.01
0.01
0.01
0.01
0.01
0.01
0.01
0.01
Amount
raised
£
10
3
3
5
5
439
1,060
410
1,285
3,220
The ordinary shares participate in dividends and are entitled to one vote per share at shareholders meetings. In the
event of winding up the company, ordinary shareholders rank after creditors and are entitled to any proceeds of
liquidation in proportion to the number of shares held.
21. Share Premium
At beginning of year
Premium on shares issued(net of issue costs)
At end of year
Issue costs during the period totalled £nil (2013: £270,009).
45
2014
£
35,169,685
360,762
35,530,447
2013
£
31,072,569
4,097,116
35,169,685
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
22.
Share Options and Warrants
(a )Share Options
i.
Number of Options
At 31 December 2014, the following options over ordinary shares of the Company had been granted and not
exercised:
Expiry date
Exercise price £
Number of options
Employees
1/02/2015
0.60
1,170,000
31/05/2015
0.20
300,000
31/01/2016
0.12
650,000
31/07/2017
0.02
1,450,000
31/03/2018
0.06
2,500,000
6,070,000
Directors
1/02/2015
31/01/2016
31/01/2016
31/01/2016
31/07/2017
31/03/2018
01/04/2018
02/04/2018
0.60
0.12
0.16
0.20
0.02
0.06
0.08
0.12
800,000
400,000
400,000
400,000
950,000
1,000,000
1,400,000
1,800,000
7,150,000
1/02/2015
31/01/2016
31/01/2016
31/01/2016
31/07/2017
31/03/2018
0.60
0.12
0.16
0.20
0.02
0.06
480,000
350,000
350,000
350,000
1,000,000
650,000
3,180,000
Other
16,400,000
Total
ii.
Movements during the year
Number
of
Options
Outstanding at beginning of year
Granted during the year
Expired during the year
Cancelled during the year
Outstanding at the end of the year
Exercisable at the end of the year
2014
15,322,500
7,350,000
(6,272,500)
16,400,000
16,400,000
46
Weighted
average
exercise price
(pence)
2014
7.8
25.9
12.0
12.0
Number of
Options
2013
12,621,500
3,400,000
(699,000)
15,322,500
13,472,500
Weighted
average
exercise price
(pence)
2013
2.0
6.0
24.8
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
22
Share Options and Warrants (continued)
iii.
Fair value of options granted
The fair value of options granted during the year as calculated using a Black Scholes based model was £220,609
(2013:£130,394) which will be spread over the life of the options as benefits of the options vest.
The inputs into the Black Scholes based model are as follows:
2014
2013
Weighted average share price at date of grant (in pence)
Weighted average exercise price (in pence)
Weighted average expected volatility
Weighted average expected life (in years)
Risk free rates
3.33
7.8
1.54
3.91
1.0%
1.75
2.0
1.54
4.12
1.45%
The underlying expected volatility was determined by reference to historical data of the Company’s shares over the
last year on the AIM exchange. No special features inherent to the options granted were incorporated into
measurement of fair value.
iv.
Weighted average exercise price
Weighted average exercise price of all options:
Weighted average exercise price of options held by directors:
v.
2014
2013
12.0 pence
15.0 pence
23.9 pence
24.2 pence
Weighted average contractual life of options outstanding at end of year
Weighted average contractual life of options outstanding at end of year:
2.13 years
1.55 years
(b) Warrants
i.
Movements during the year
Number
of
Warrants
Outstanding at beginning of year
Granted during the year
Exercised during the year
Cancelled during the year
Outstanding at the end of the year
Exercisable at the end of the year
2014
13,726,800
9,800,000
(250,000)
23,276,800
23,276,800
Weighted
average
exercise price
(pence)
2014
2.6
2.0
2.2
Number of
Warrants
2013
52,436,300*
(38,709,500)
13,726,800
13,726,800
*Balance includes 1,487,500 warrants omitted from the opening balance in prior year financial statements.
47
Weighted
average
exercise price
(pence)
2013
1.95
1.94
2.0
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
22
Share Options and Warrants (continued)
ii.
Fair value of warrants granted
The fair value of warrants granted during the year as calculated using a Black Scholes based model was
£99,142(2013: £64,465 )which was recognised immediately as the warrants issued vested immediately . This cost
was recognised as finance cost in the Statement of Profit and Loss as these warrants were issued to Bergen Asset
Management who provided a convertible note facility to the Company during the year.
The inputs into the Black Scholes based model are as follows:
2014
2013
Weighted average share price at date of grant (in pence)
Weighted average exercise price (in pence)
Weighted average expected volatility
Weighted average expected life (in years)
Risk free rates
1.55
2.6
1.54
2.0
0.5%
2.0
2.0
1.54
2.0
0.41%
Group
2014
£
Group
2013
£
319,752
194,859
(c) Recognised share based payment expense
Expense arising from equity settled share based payments
During the period the following amounts were expensed in share based
payments:
Directors
Employees
Advisers *
129,594
37,552
72,933
61,230
117,225
96,077
319,752
194,859
* Included in this balance is an amount of £99,143 that was recorded in the statement of profit and loss as a finance
cost as it related to the issue of 9,800,00 warrants to Bergen Asset Management as set out in the convertible note
facility signed in September 2014.
23
Other Reserves
Group
2014
£
Group
2013
£
Company
2014
£
Company
2013
£
2,557,342
319,752
2,877,094
2,362,483
194,859
2,557,342
2,557,342
319,752
2,877,094
2,362,483
194,859
2,557,342
At beginning of year
Movements during the year
1,250,043
765,187
302,307
947,736
-
-
At end of year
2,015,230
1,250,043
-
-
(25,893,255)
(6,793,494)
(32,686,749)
(18,992,717)
(6,900,538)
(25,893,255)
(14,569,844)
(4,081,184)
18,651,028)
(13,585,679)
(984,165)
(14,569,844)
(a) Share based payment reserve
At beginning of year
Movements during the year
At end of year
(b)Foreign currency translation reserve:
(c) Accumulated losses
At beginning of year
Loss for the financial year
At end of year
48
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
23
Other Reserves (continued)
Nature and purpose of reserves
Share Based Payment Reserve
The share based payment reserve is used to record the value of share based payments provided to employees,
directors and advisers as part of their remuneration.
Foreign Currency Translation Reserve
The foreign currency translation reserve is used to record exchange difference arising from the translation of the
financial statements of foreign subsidiaries.
24.
a.
Cash flows
Reconciliation of operating loss to net cash outflow from operating activities.
Loss after income tax
Non cash flows in operating activities
- Depreciation
- Share based payments
- Impairment/write off of deferred exploration
costs
- Write down of investments
- Finance costs
- Loss on financial investment
- Foreign exchange losses/(gains)
- Gain on sale of property, plant and equipment
Changes in assets and liabilities
Movement in payables
Movement in receivables
Net Cash Used in Operating Activities
b)
Group
2014
£
(6,793,494)
Group
2013
£
(6,900,538)
Company
2014
£
(4,081,184)
Company
2013
£
(984,165)
42,494
220,610
68,162
130,394
220,610
130,394
2,807,150
189,907
11,432
2,440,739
-
1,876,986
3,884,421
(25,232)
730,538
2,879,304
189,907
11,432
(871,566)
-
18,328
58,573
-
82,301
(70,574)
(1,069,435)
223,522
(360,819)
(1,103,104)
321,299
(32,577)
(632,237)
106,465
18,835
(651,570)
Analysis of net funds
Cash at bank and in hand
Cash on deposit
Group
2014
£
759,971
61,152
821,123
49
Group
2013
£
2,916,173
21,520
2,937,693
Company
2014
£
651,757
651,757
Company
2013
£
2,675,581
2,675,581
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
25.
Related Party Disclosures
Related party disclosures are shown below:
a)
Balances with Related Parties
Related Party
Relationship
Mariana Exploration Pty Ltd
Subsidiary
Minera Mariana Argentina S.A.
Subsidiary
Minera Mariana Sierra Blanca SA
Subsidiary
Mariana International Limited
Subsidiary
Minera Mariana Peru SAC
Indirect Subsidiary
All of the above loans are interest free.
b)
Nature of
Transaction
Intercompany loan
Intercompany loan
Intercompany loan
Intercompany loan
Intercompany loan
2014
£
(488,415)
11,164,843
410,855
2,691,673
2013
£
(389,169)
10,569,481
2,022,989
338,912
870,229
Transactions with Related Parties
Management fees of £125,086 were paid by Mariana Resources Limited to Mariana Exploration Pty Limited for the
year ended 31 December 2014 (2013: £395,957).
The following transactions were entered into with related parties for the relevant financial year:
 Scopemedia – website support and maintenance £5,404(2013: £9,305)
 R Horsburgh - services related to publicity and investor relations £6,088(2013:£11,782)
 Innerleithen Pty Ltd – consulting services provided by John Horsburgh £52,765 (2013:£29,373)
 ER Global Consulting SpA – consulting services provided by Eric Roth £6,331 (2013:£3,206)
There are no outstanding balances at year end.
Directors were paid remuneration during the year as set out in Note 5.
There is no ultimate controlling party.
26.
Capital Commitments and Contingencies
Soledad project - Peru
Mariana Resources is required to spend, as a minimum, US$0.65m at its Soledad project in Peru by 13th September
2015.
Mariana Resources is able to terminate the option agreement after this time, by giving notice to Condor Resources.
If Mariana Resources terminates its Agreement with Condor Resources, prior to reaching its earn in spend of
US$1.125 million and payments to Condor totalling US$4.0m, it forfeits its interest in this project.
Refer Note 10 for further details of this project.
Nassau Gold Project – Suriname
On 30thSeptember 2014, Mariana Resources entered into an option agreement with Sumin Resources. Under the
terms of the Agreement, the Company is required to spend, as a minimum US$650,000 on exploration and
US$100,000 is payable in cash to Sumin Resources by the end of six months (March 2015), this requirement has
been fulfilled At this stage, Mariana Resources will have earned a 20% in Nassau Gold Limited.
Mariana Resources is able to terminate the option agreement after this time, by giving notice to Sumin Resources. If
Mariana Resources terminates its Agreement with Sumin Resources, prior to reaching its earn in spend of US$5.3
million and payments to Sumin totalling US$1.1m, it will retain its interest earned to date. If Mariana Resources
reaches all of its agreed spending commitments it will have earned a 50.01% interest in the Nassau Gold Limited
and an effective 40.01% interest in the project.
Refer Note 10 for further details of this project.
50
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
26.
Capital Commitments and Contingencies (continued)
Operating leases
Current committed lease commitments in respect of office leases in Argentina and Australia.
The lease commitments in £ ’s are as follows:
2014
7,786
7,786
Within one year
After one year but not more than five years
Total Office Leases
2013
21,315
7,335
28,650
Finance Leases
Current committed lease commitments in respect of office equipment lease in Australia.
The lease commitments in £ ’s are as follows:
2014
713
1,547
2,260
Within one year
After one year but not more than five years
Total minimum lease payments
2013
655
2,338
2,993
The fair value of the asset does not differ materially from the net present value of the minimum lease payments. The
contract signed includes first three months interest and rental payments free. The interest rate is 12.96%.
There have been no provisions for contingencies.
27.
Post Balance Sheet Date Events
On 7th January 2015, Mariana Resources Ltd announced that following a meeting of Shareholders of Aegean Metals
Group there was overwhelming support for the plan of arrangement pursuant to which, and in accordance with the
Business Corporations Act (British Columbia), Mariana will acquire all of the issued and outstanding common
shares of Aegean.
On 30th January 2015, Mariana Resources announced the closing of the previously announced plan of arrangement
pursuant to which Mariana has acquired all of the issued and outstanding shares of Aegean Metals Group Inc. ,
effective January 16, 2015. The Arrangement was approved by the Aegean shareholders on January 6, 2015 and by
the Supreme Court of British Columbia on January 14, 2015. With the completion of the Arrangement, Aegean
shares were halted from trading on the TSX Venture Exchange (the “Exchange’).Under the terms of the
Arrangement, Aegean shareholders received 1.902 ordinary shares of Mariana in exchange for each Aegean share
they hold. Mariana issued 78,758,004 ordinary shares (“Relevant Shares”) to Aegean shareholders and thereby
Aegean became a 100% owned subsidiary of Mariana.
Mariana recognised a fair value of £973,295 for net assets acquired and goodwill of £11,472 following the
completion of the transaction. The net assets recognised subsequent to year end are based on a provisional
assessment, a complete assessment of fair values will be undertaken, and final values recognised in the financial
statements in the following period.
Application has been approved for the Relevant Shares to be admitted to
trading on AIM.. The Relevant Shares rank pari passu in all respects with all existing ordinary shares in the
Company. In terms of the Arrangement Mariana has issued to original holders of Aegean the following options and
warrants to acquire ordinary shares in Mariana:
Options 3,328,500
Warrants 17,952,970
51
MARIANA RESOURCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
for the financial year ended 31 December 2014
27.
Post Balance Sheet Date Events (continued)
On 23rd February 2015, Mariana announced that it had received notice of exercise in respect of US$481,679 of the
convertible security issued pursuant to a Convertible Security Agreement with Bergen Global Opportunity Fund,
LP, the details of which were announced to the market on 17 September 2014, pursuant to which 30,000,000
ordinary shares were issued. Application was therefore made for the Relevant Shares to be admitted to trading on
AIM with admission expected to take place on or around 26 February 2015. The Relevant Shares rank pari passu in
all respects with all existing ordinary shares in the Company. Mariana and Bergen have agreed that the balance of
the facility will no longer be required, and therefore the facility has been mutually terminated at no additional cost.
The balance of the first convertible issued by Mariana under the Facility Agreement in September 2014 will run its
course to full conversion.
On 23rd February 2015, Mariana announced that the Company had raised approximately £1.8 million through a
placing assisted by Brandon Hill Capital Limited and Hybridan LLP. The net funds of £1.76 million will be used to
advance the Company’s assets in Peru, Argentina and Suriname and includes drilling. The Company has issued and
allotted 112,817,240 new ordinary shares at a placing price of 1.6p.
On 24th February 2015, Mariana announced that it had received notice of exercise in respect of US$718,321 of the
initial convertible security issued pursuant to a Convertible Security Agreement with Bergen Global Opportunity
Fund, LP (‘Bergen’) (the ‘Facility Agreement’), the details of which were announced to the market on 17 September
2014, pursuant to which 44,738,571 ordinary shares (the "Relevant Shares") were issued. Application was therefore
made for the Relevant Shares to be admitted to trading on AIM with admission expected to take place on or around
27 February 2015. The Relevant Shares rank pari passu in all respects with all existing ordinary shares in the
Company. As announced on the 23 February 2015 the balance of the facility has been terminated and the first
convertible issued by Mariana under the Facility Agreement in September 2014 is running its course to full
conversion. Following this conversion there remains a balance of around US$400,000 to convert.
On 26th February 2015, Mariana announced that it had received the final notice of exercise in respect of US$400,000
of the initial convertible security issued pursuant to a Convertible Security Agreement with Bergen Global
Opportunity Fund, LP, the details of which were announced to the market on 17 September 2014, pursuant to which
24,554,151 ordinary shares were issued. Application was therefore made for the Relevant Shares to be admitted to
trading on AIM with admission expected to take place on or around 3 March 2015. The Relevant Shares rank pari
passu in all respects with all existing ordinary shares in the Company.
On 4th March 2015 the Company announced that 2,450,000 options had expired and that 26,828,500 new incentive
and performance options at strike prices of 3p,5p and 7p were issued. This has taken the total options as a
percentage of issued share capital to 4.38 percent. Current total options outstanding following this issue amounted
to 40,778,500.
On 17th March 2015 the Company announced John Goodwin had been appointed to the Mariana Board as an
independent Non-Executive Director effective 1 March 2015.
On 14th April 2015, the Company announced that it had received notification from Teck Madencilik Sanayi Ticaret
A.Ş. (“Teck”) that it had terminated its one-time back-in right at the Ergama gold-copper prospect, Balikesir
Province, western Turkey. As a direct result of this notification, Mariana will regain 100% ownership of the 2,168
Ha Ergama property, with Teck retaining a 2% NSR with respect to any future production from the property.
52
CORPORATE DIRECTORY
Offices
Nominated Advisor
Registered Office
RFC Ambrian Ltd
Granite House,
Level 14, 19-31 Pitt Street
La Grande Rue, St Martin
Sydney, NSW 2000
Guernsey, GY1 3RS
Australia
Australia
Tel:
+612 9250 0000
Fax:
+612 9250 0001
Mariana Exploration Pty Limited
Level 1, 3 Eden Street,
Brokers
North Sydney, NSW 2060
Hybridan LLP
Australia
Birchin Court
Tel:
+612 9437 4588
20 Birchin Lane
Fax:
+612 9437 4599
London
EC3V 9DU
Corporate Secretary
Tel +44 (0) 203 713 4580
Federal Trust Company Limited
Granite House,
Brandon Hill Capital Ltd
La Grande Rue, St Martin
Guernsey, GY1 3RS
Tel:
+44 1481 234 101
Federal fax:
+44 1481 236 025
1 Tudor Street
London
EC4Y 0AH
Tel +44 (0) 203 463 5000
Registrars
Computershare
Investor Services Limited
The Pavilions, Bridgewater Road, Bristol
BS13 8AE
United Kingdom
Tel:
+44 (0) 870 707 4040
Fax:
+44 (0) 870 873 5851
Directors and Management
John Horsburgh – Non-executive Chairman
John Goodwin – Non-executive Director
Glen Parsons – Chief Executive Officer
Eric Roth – Chief Operating Officer– Director
Sharon Cooper – Chief Financial Officer
AIM Code: MARL
Auditor
Grant Thornton Limited
PO Box 313, Lefebvre House
Lefebvre Street
Guernsey, GY1 3TF
Tel:
+44 1481 753 400
Fax:
+44 1481 753 401
Website
www.marianaresources.com