Prospectus - Kingsrose Mining

More documents

Recommendations

Info

Section 7 Risk Factors Commodity Price Volatility It is anticipated that any revenues derived from mining will primarily be derived from the sale of gold or other precious and base metals. Consequently, any future earnings are likely to be closely related to the price of those commodities and the terms of any offtake agreements which it enters into. Gold and metal prices fluctuate and are affected by numerous factors beyond the control of the Company. These factors include world demand for gold and metals, forward selling by producers and production cost levels in major mineral-producing regions. Moreover, gold and metal prices are also affected by macroeconomic factors such as expectations regarding inflation, interest rates and global and regional demand for, and supply of, gold or the relevant metal (as the case may be) as well as general global economic conditions. These factors may have an adverse effect on the Company’s development and production activities, as well as on its ability to fund those activities. Reliance on Key Personnel The Company’s success largely depends on the core competencies of its Directors and management and their familiarisation with, and ability to operate in, the metals and mining industry and the Company’s ability to retain its key executives. The efficient exploitation of the mine also requires the Company to access additional skilled miners. The Company has already sourced a number of overseas miners and they are scheduled to arrive in January 2008. Future Capital Needs and Additional Funding The funds raised by the Offer will be used to carry out the Company’s objectives (as detailed in this <strong>Prospectus</strong>). The Company’s ability to raise further capital (equity or debt) within an acceptable time, of a sufficient amount and on terms acceptable to the Company will vary according to a number of factors, including: • prospectivity of projects (existing and future); • the results of exploration, subsequent feasibility studies, development and mining; • stock market and industry conditions; and • the price of relevant commodities and exchange rates. No assurance can be given that future funding will be available to the Company on favourable terms (or at all). If adequate funds are not available on acceptable terms the Company may not be able to further develop its projects and it may impact on the Company’s ability to continue as a going concern. Limited Operational History While the Company’s management has significant experience and has previously carried out or been exposed to exploration and production activities, (including the Sand Queen Gold Mine) while employed or engaged by other companies, the Company will only have beneficial interest in the Joint Venture following settlement of the acquisition of the Joint Venture interest. Accordingly, the Company has limited historical, financial or operating information. The Company’s ability to achieve its objectives depends on the ability of its Directors and officers to implement current plans and to respond to any unforeseen circumstances that require changes to those plans. Competition The Company competes with other companies, including major mineral exploration and mining companies. These companies will likely have greater financial and other resources than the Company and, as a result, may be in a better position to compete for future business opportunities. Many of the Company’s competitors not only explore for and produce minerals, but also carry out downstream operations on these and other products on a worldwide basis. There can be no assurance that the Company can compete effectively with these companies. Page 16
Potential Acquisitions As part of its business strategy, the Company may make acquisitions of or significant investments in other resource projects. Any such transactions would be accompanied by risks commonly encountered in making such acquisitions. 7.3 General Risks Securities Investments and Share Market Conditions There are risks associated with any securities investment. The prices at which the securities trade may fluctuate in response to a number of factors. Furthermore, the stock market, and in particular the market for exploration and mining companies may experience extreme price and volume fluctuations that may be unrelated or disproportionate to the operating performance of such companies. These factors may materially adversely affect the market price of the securities of the Company regardless of the Company’s operational performance. Neither the Company nor the Directors warrant the future performance of the Company, or any return of an investment in the Company. Economic Risk Changes in the general economic climate in which the Company operates may adversely affect the financial performance of the Company. Factors that may contribute to that general economic climate include the level of direct and indirect competition against the Company, industrial disruption, the rate of growth of gross domestic product in Australia, interest rates and the rate of inflation. Legislative Changes in relevant taxes, legal and administration regimes, accounting practice and government policies may adversely affect the financial performance of the Company. Page 17
Page 1 and 2: Kingsrose Mining Limited ABN 49 112
Page 3 and 4: Table of Contents Section 1 Key Poi
Page 5 and 6: Section 2 Chairman’s Letter Dear
Page 7 and 8: Application of Proceeds at Full Sub
Page 9 and 10: 4.4 Application for Shares Applicat
Page 11 and 12: Section 5 Company and Project Overv
Page 13 and 14: Section 6 Directors and Corporate G
Page 15 and 16: As the Company’s activities devel
Page 17: Additionally, tenements are subject
Page 21 and 22: In addition, GIPL made independent
Page 23 and 24: Figure 2. Regional Geology 1. Intro
Page 25 and 26: Figure 3. Project Geology and Tenem
Page 27 and 28: 6. Past Exploration up to 1998 The
Page 29 and 30: 1. Proving up gold resources to the
Page 31 and 32: Table 3. Significant Results The su
Page 33 and 34: Holla, L.A., 2001. Geological setti
Page 35 and 36: Conduits Conglomerate Country rock
Page 37 and 38: Lava Limestone Lineament Lithologic
Page 39 and 40: Stockwork Stratabound Stratigraphy
Page 41 and 42: Under the terms of an asset sale ag
Page 43 and 44: APPENDIX 1 ASSETS BEING ACQUIRED AN
Page 45 and 46: To be read in conjunction with the
Page 47 and 48: APPENDIX 2 STATEMENT OF CASH FLOWS
Page 49 and 50: (b) (c) (d) (e) (f) (g) Income tax
Page 51 and 52: Unaudited Proforma 31 August 2007 U
Page 53 and 54: $ $ 10. CONVERTIBLE NOTES - UNSECUR
Page 55 and 56: 2.1 Western Australia Tenements in
Page 57 and 58: included a revised threshold test f
Page 59 and 60: • Compensation may have to be agr
Page 61 and 62: Notes: 1. The tenement is subject t
Page 63 and 64: expenditure will be borne by the pa
Page 65 and 66: Section 12 Additional Information 1
Page 67 and 68: Rights on Winding Up Subject to the
Page 69 and 70:
Early Redemption by Noteholder The
Page 71 and 72:
Section 13 Director’s Responsibil
Page 73 and 74:
Application This Application Form r
Page 75 and 76:
Application This Application Form r
Page 77 and 78:
Airleg miner boring a level drive f
show all

Prospectus - Kingsrose Mining

Create successful ePaper yourself

Delete template?

Save as template?