AB 17Q Q2Jun2012 (15aug2012)

You might also like

Download as pdf or txt
Download as pdf or txt
You are on page 1of 41

SECURITIES AND EXCHANGE COMMISSION

SEC FORM 17-Q

QUARTERLY REPORT PURSUANT TO SECTION 17


OF THE SECURITIES REGULATION CODE AND SECTION 141
OF THE CORPORATION CODE

1. For the period ended 30 June 2012

2. SEC Identification No. 427A 3. BIR Tax Identification No 000-707-286

4. Exact Name of Issuer as specified in its charter ATOK-BIG WEDGE CO., INC.

6. SEC Use Only


Metro Manila Industry Classification Code
5. Province, Country or other jurisdiction of
Incorporation or Organization

10th Floor, Alphaland Southgate Tower, Chino Roces cor EDSA, Makati 1231
7. Address of Principal Office Postal Code

(632) 338-5599
8. Issuer’s telephone number, including area code

NA
9. Former name, former address, and former fiscal year, if changed since last report

10. Securities registered pursuant to Section 4 and 8 of the RSA


Title of Each Class Number of Shares of Amount of Debt/
Common Stock Outstanding Liabilities Outstanding
Common Shares 2,545,000,000shares P 2,499,071.00

11. Are any of the securities listed on the Philippine Stock Exchange?
Yes / No

12. Check whether the issuer has filed all reports required to be filed by Section 17 of the SRC and SRC Rule 17
thereunder or Section 11 of the RSA and RSA Rule 11(a)-1 thereunder, and Sections 26 and 141 of the Corporate
Code of the Philippines during the preceding twelve (12) months (or for such shorter period that the registrant
was required to file such reports);
Yes / No

(a) has been subject to such filing requirements for the past ninety (90) days
Yes / No

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements


Please find attached herein the Unaudited Consolidated Financial Statements of Atok-Big Wedge Co., Inc.
(the “Company”) as well as AB Stock Transfers Corporation (“ABSTC”) as Exhibit 1 for the Second (2nd)
Quarter ending June 30, 2012.

The following discussion summarizes the significant factors affecting the operating results, financial
condition, and liquidity and cash flows of the Company for the period ended June 30, 2012 and 2011 and
the audited financial statements for the year ended December 31, 2011. The following discussion should be
read in conjunction with the accompanying unaudited financial statements as of and for the period ended
June 30, 2012 and 2011 and notes thereto which form part of this Report. Such financial statements and
notes thereto have been prepared in compliance with accounting principles generally accepted in the
Philippines (“GAAP”) as set forth in Philippine Financial Reporting Standards (“PFRS”). The Company’s
financial statements are presented in the functional currency of Philippine pesos.

Other than those items disclosed in the notes to financial statements and the management’s discussion
and analysis of financial condition and results of operations, the Company is not aware of any event,
change, contingency or transaction which would have a material effect on the Company’s operation or
financial performance.

Other than those items disclosed in the notes to financial statements and the management’s discussion
and analysis of financial condition and results of operations, the Company is not aware of any material off-
balance transactions, arrangements, obligations, or any other relationship of the Company created during
the reporting period.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Description of Business

The Company, formerly Atok-Big Wedge Mining Co., Inc., was incorporated and registered with the
Securities and Exchange Commission (the “SEC”) on September 4, 1931. Its corporate life was extended on
September 25, 1981 for another fifty (50) years to expire on September 25, 2031. The common shares of
the Company are listed in the Philippine Stock Exchange (the “PSE”; ticker symbol: AB).

Since its incorporation, the Company engaged in mining as its primary purpose, producing gold as its major
product and silver as a by-product. Its production was all sold to the Central Bank of the Philippines at a
price subsidized by the Philippine Government, and later on at the prevailing world market price. Gold
bullions are used by the Philippine Government as one of the components in the monetary reserve.

Although the Company changed its primary purpose in 1996 from mining to general investment, it reverted
to its original purpose of engaging in exploration and development of mining, oil, gas, and other natural
resources when it amended its Articles of Incorporation, which was approved by the Securities and
Exchange Commission on May 24, 2010.

The Company has two wholly-owned subsidiaries, ABSTC and Tidemark Holdings Limited (“Tidemark”).

ABSTC was incorporated on June 24, 2010, with the purpose of establishing, operating, and acting as a
transfer agent and/or registrar of corporations.

On the other hand, Tidemark is a company registered and domiciled in Hong Kong SAR, which the Company
bought on October 3, 2011. Tidemark owns 9,646,757 ordinary shares of Forum Energy plc (“Forum”), a
company registered and domiciled in the United Kingdom representing approximately 27.14% of Forum’s
outstanding capital. The ordinary shares of Forum are traded and listed in the Alternative Investment
Market of the London Stock Exchange (ticker symbol: FEP). Forum is a gas & oil exploration and production
company with a portfolio of projects in the Philippines. Among these projects is 70% of the equity in the

-2-
license for the Sampaguita offshore gas discovery covered by Service Contract No. 72. The block is located
off the North West coast of Palawan Island in the Philippines.

Atok Gold Mining Co., Inc. (“Atok Gold”) used to be a wholly-owned subsidiary of the Company. On 3 June
2011, the Company sold its entire interest in Atok Gold to Progressive Development Corporation (“PDC”).
PDC is an existing shareholder of the Company and belongs to the Araneta Group of Companies. As of this
date, PDC owns 99,159,824 shares (representing about 3.9%) of the Company. PDC paid a total
consideration of Php12,776,000.00 for 33,075,121 shares at Php0.3863 per share. The sale price was paid
in cash and in full on the date of execution (June 3, 2011) of the sale documents. The proceeds forms part
of the Company’s operating funds and is being used for operations (including ongoing exploration and
business development activities).

The Company is a regular member and signatory of the Chamber of Mines. It has adopted the spirit and
substance of the Chamber of Mines’ Code of Conduct which calls for sustainable mineral resources
development, environmental responsibility and a social commitment to the general welfare and economic
development of the people in the localities in which it operates.

Over the past seven decades, the Company has established a strong foundation in the Philippine mining
industry.

Pursuant to its goal of seeking out projects to put into operation, the Company made a continued careful
and diligent evaluation of multiple metallic and non-metallic prospects for possible investment throughout
the past year. It concentrated its efforts in the Philippines and in Laos, with priority on projects in the
advanced stage, but not disregarding greenfield exploration prospects with potential. Negotiations also
continued for mines with confirmed potential and previously operated but closed down during the period
with low metal prices.

In 2011, a total of twenty (20) metallic, non-metallic and oil project sites were evaluated, including four (4)
projects in the Philippines and sixteen (16) in Laos. Out of these projects, one (1) oil investment
materialized, two (2) metallic projects are on continued evaluation/negotiation stage and five (5) projects
were considered with potential but in low-priority because they are in the greenfield stage.

Management Plan of Operations

The Company is evaluating several investment opportunities and looks to acquiring other mining, oil, gas,
and other natural resource assets in order to be profitable.

Given its current money market placements, the Company can fund its operations in the next year or two
depending on the activities that will materialize.

The Company’s Representative Office in Laos was granted a business permit last April 2011. Since then, it
has been rigorously conducting project assessments. It is currently in the initial stage of evaluating an
operating medium-scale gold mine for possible take-over in the southern province of Attepue in Laos. The
gold mine has been operating for 5 years. Mine development is concentrated in a 3km2 site, inside the
250km2 tenement coverage. Several other prospects were reported within the tenement but needs further
exploration to develop. A more comprehensive study will be conducted on this project to verify the
reported data. Another gold prospect in west central Laos shows polymetallic mineralization, which also
includes potential iron and copper. This greenfield prospect is also lined up for site evaluation.

In the coming year, the Company will continue with the evaluation of the projects pending in Laos, and
with positive results, it can work towards a joint venture agreement with the existing owners. In the
Philippines, the Company will go on evaluating potential projects while vigilantly waiting for possible

-3-
developments in the mining atmosphere within the year so it can start submitting applications for mining
permits on areas of interest. Greenfield areas with positive potential will also be pursued.

The Company’s entry into the energy sector is the first step towards its goal to becoming a major
contributor to the development of natural resources in the Philippines. The Company shall continue to be
firm on its commitment to be a significant contributor to the mining industry in the country and the ASEAN
region.

The Company does not expect to have any significant changes in the number of employees during the next
12 months.

Financial Condition-Consolidated (Unaudited)

ATOK-BIG WEDGE CO., INC. and SUBSIDIARY ATOK-BIG


CONSOLIDATED STATEMENT OF FINANCIAL POSITION CONSOLIDATED
AS OF JUNE 30, 2012
(With Comparative Figures As of December 31, 2011) (With Compa
June 30, 2012 December 31, 2011
Notes Unaudited Audited % Inc/(Dec)
ASSETS
CURRENT ASSETS
Cash and cash equivalents 4 220,428,230 334,047,916 -34% (113,619,686)
Receivables-net 5 1,972,563 989,158 99% 983,404
Inventories 6 - - -
Input value added taxes and other current
assets 7 5,176,853 3,333,731 55% 1,843,122
Total Current Assets 227,577,645 338,370,805 -33% (110,793,160)
NON-CURRENT ASSETS
Investment in associate 753,439,391 669,613,945 13% 83,825,446
Property and Equipment -net 9 5,537,911 6,682,127 -17% (1,144,216)
Mining exploration and project
development cost 8 - - -
Deferred Tax Assets 11 79,604 79,604 0% (0)
Other noncurrent assets 10 2,241,150 2,178,596 3% 62,554
Available-for-sale investment 999,950 999,950 0% (0)
Total Non-Current Assets 762,298,006 679,554,222 12% 82,743,784
TOTAL ASSETS 989,875,651 1,017,925,027 -3% (28,049,376)
LIABILITIES AND STOCKHOLDERS EQUITY
CURRENT LIABILITIES

Accounts payable and accrued expenses 12 2,144,079 4,775,381 -55% (2,631,302)


Other current liabilities 13 354,992 302,739 17% 52,253
Total Current Liabilities 2,499,071 5,078,120 -51% (2,579,049)
NON-CURRENT LIABILITIES
Due to related parties 13 0 - 0
Total Non-Current Liabilities 0 - 0
Total Liabilities 2,499,071 5,078,120 -51% (2,579,049)
STOCKHOLDERS' EQUITY
Capital Stock - Paid-up 14 1,060,000,000 1,060,000,000 0% -
Retained Earnings (Deficit) 15 (72,623,420) (48,953,865) 48% (23,669,555)
Other Comprehensive Income 1,800,772 -100% (1,800,772)
Total Stockholders' Equity 987,376,580 1,012,846,907 -3% (25,470,327)
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY 989,875,651 1,017,925,027 -3% (28,049,376)

-4-
June 30, 2012 vs. December 31, 2011

As of June 30, 2012, the Company’s balance sheet remains healthy, with consolidated assets of
Php990million from Php1.018 billion as of December 31, 2011. The Company’s indebtedness remains
manageable in the amount of Php2.5 million.

Cash and cash equivalents totaled Php220 million as of June 30, 2012, a decrease of Php114 million from as
of December 31, 2011

Receivables went up to Php983k from Php989k as of December 31, 2011

Equity attributable to stockholders went down to Php987 million as of June 30, 2012 from Php1.013 billion
at the end of 2011

Results of Operation

ATOK-BIG WEDGE CO., INC. and SUBSIDIARY


CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE SIX (6) MONTHS ENDED JUNE 30, 2012
With Comparative Figures for CY ended December 31, 2011

June 30, 2012 December 31, 2011


Notes Unaudited Audited

GENERAL AND ADMINISTRATIVE EXPENSES


16 11,986,815 35,523,239
OTHER INCOME (EXPENSES)-Net
Interest Income 5,280,628 29,717,720
Gain on disposal of Atok Gold 9,270,726

Share on the net results of operations of an associate (19,689,553) 4,168,305


Impairment Loss -
Interest Expense - (2,673,373)
Others 925,414 1,752,929
(13,483,511) 42,236,307

INCOME (LOSS)BEFORE INCOME TAX FROM (25,470,326) 6,713,068


CONTINUING OPERATIONS
INCOME TAX (EXPENSE) BENEFIT - DEFERRED (34,503)

NET INCOME (LOSS) (25,470,326) 6,678,565


OTHER COMPREHENSIVE INCOME
Gain from translating the financial statements of
Tidemark - 1,800,772
- -
TOTAL COMPREHENSIVE INCOME (LOSS) (25,470,326) 8,479,337

BASIC AND DILUTED LOSS PER SHARE 17 (0.0240) 0.0063

-5-
Consolidated net loss for the 2nd quarter of 2012 amounted to Php25.5 million. This is the result of general
and administrative expenses amounting Php12.0 million, share on the net results of operations of an
associate amounting to Php19.69 million, net income from interest in money market placement amounting
to Php5.3 million and other income amounting to Php925k.

Discussion and Analysis of Material Events and Uncertainties

Other than the issuance of Executive Order No. 79, s. 2012 (INSTITUTIONALIZING AND
IMPLEMENTING REFORMS IN THE PHILIPPINE MINING SECTOR PROVIDING POLICIES AND
GUIDELINES TO ENSURE ENVIRONMENTAL PROTECTION AND RESPONSIBLE MINING IN THE
UTILIZATION OF MINERAL RESOURCES) on July 6, 2012, as of reporting date:

There are no known trends or events, which may have a material effect on the Company’s short-term or
long-term liquidity.

There were no events that will trigger direct or contingent financial obligation that is material to the
Company, including any default or acceleration of an obligation. Funding of maturing obligations shall be
sourced from internally generated cash flow or from borrowings under the available credit facilities.

There were no material off-balance sheet transactions, arrangements, obligations, and other relationships
of the company with unconsolidated entities or other persons during the reporting period.

The commitment for capital expenditures is those within the ordinary course of trade or business and will
be funded partly from short term credit and operations.

There were no significant trends, events, or uncertainties that will have a material impact on the
registrant’s sales. There are no significant elements of income or loss not arising from the Company’s
continuing operations. There are no seasonal aspects that had or have a material effect on the financial
condition or results of operations. The effects of seasonality or cyclicality on the operations of the
Company’s business are not material.

There are no items this year affecting assets, liabilities and equity, net income or cash flows that are
unusual because of their nature, size, or incidents, except those stated in the Management’s Discussion
and Analysis.

There were no material changes in estimates of amounts reported in the current year or changes in
estimates of amount reported in prior financial years.

There are no changes in contingent liabilities or contingent assets since the last annual balance sheet date.
No material contingencies and any other events or transactions exist that are material to an understanding
of the current year.

There are no issuances, repurchases, repayments of debt and equity securities during the year except for
those which have been disclosed and those which occur within the ordinary course of business.

There are no material events subsequent to the end of the period that have not been reflected in the
financial statements for the year.

Other than the acquisition by Tidemark of additional shares of Forum (bringing its total ownership in
Forum to 27.14%), there are no effects of changes in the composition of the Company during the year,
including business combinations, acquisitions or disposal of subsidiaries and long term investments,
restructurings, and discontinuing operations.

-6-
Top Five Key Performance Indicators

The top 5 key performance indicators of the Company are as follows:

as of as of
June 2012 Dec 2011

Current/Liquidity Ratio = (CA/CL) 91.06 66.63

Current Assets 227,577,645 338,370,805

Current Liabilities 2,499,071 5,078,120

Solvency Ratio = The sum of net income/loss


(after tax) and depreciation divided by total
liabilities (9.72) 1.74

Net Income (loss) after tax less depreciation (24,301,706) 8,822,176

Total Liablities 2,499,071 5,078,120

Debt-to-equity ratio = Total liabilities/Total


equity 0.00 0.01

Total Liabilities 2,499,071 5,078,120

Total Equity 987,376,580 1,012,846,907

Asset-to-equity Ratio = Total assets/Total


equity 1.00 1.01

Total Assets 989,875,651 1,017,925,027

Total Equity 987,376,580 1,012,846,907

Interest rate coverage ratio = Income before


interest and taxes/interest expense - -

Income before interest and taxes (25,470,326) 6,713,068

Interest expense - -

Profitability Ratio = Net income(loss) after


tax/Total equity (0.03) 0.01

Net Income (loss) after tax (25,470,326) 6,678,565

Total equity 987,376,580 1,012,846,907

-7-
Financial Risk Management Objectives and Policies

Financial Risk Management Objectives and Policies


The main purpose of the Company’s principal financial instruments is to fund its operational and capital
expenditures. The Company’s risk management is coordinated and in close operation with its Board of
Directors (“BOD”), and focuses on actively securing the Company’s short to medium term cash flows by
minimizing the exposure to financial markets.

The Company’s activities expose it to a variety of financial risks: credit risk and liquidity risk The
Company’s overall risk management program seeks to minimize potential adverse effects on the financial
performance of the Company. The policies for managing specific risks are summarized below.

Management of Financial Risk


Governance Framework
The Company has established a risk management function with clear terms of reference and with the
responsibility for developing policies on market, credit, liquidity, and operational risk. It also supports the
effective implementation of policies.

The policies define the Company’s identification of risk and its interpretation, limit structure to ensure the
appropriate quality and diversification of assets to the corporate goals and specify reporting requirements.

Capital Management Framework


The Company’s capital management objectives are to ensure the Company’s ability to continue as a going
concern. The Company monitors the basis of the carrying amount of equity as presented on the face of the
balance sheet.

The Company’s risk management function has developed and implemented certain minimum stress and
scenario tests for identifying the risks to which the Company are exposed, quantifying their impact on the
volatility of economic capital. The results of these tests, particularly, the anticipated impact on the realistic
balance sheet and revenue account, are reported to the Company’s risk management function. The risk
management function then considers the aggregate impact of the overall capital requirement revealed by
the stress testing to assess how much capital is needed to mitigate the risk of insolvency to a selected
remote level.

Regulatory Framework
The operations of the Company are also subject to the regulatory requirements of the SEC. Such
regulations not only prescribe approval and monitoring of activities but also impose certain restrictive
provisions.

Financial Risk
The Company is also exposed to financial risk through its financial assets and financial liabilities. The most
important components of the financial risks are credit risk, liquidity risk and market risk.

Credit Risk
Credit risk is the risk of financial loss if the other party to the financial instruments fails to meet its
contractual obligations, and arises principally from receivables. For risk management reporting purposes,
the Company considers and consolidates all elements of credit risks exposure, such as but not limited to
individual obligor default risk, country and sector risk.

In monitoring receivables credit risk, receivables are grouped according to their credit characteristics,
whether they are individual or legal entity, their geographical locations, industry, aging of accounts and
maturity.

The Company has no past due financial assets as of June 30, 2012.

-8-
Liquidity Risk
Liquidity Risk is the risk arising from potential inability to meet all payment obligations when they become
due. The BOD and key officers of the Company safeguard the ability of the Company to meet all payment
obligations when they become due. To limit risk, management arranges for diversified funding sources,
manages assets with liquidity in mind, and monitors obligations regularly.

The Treasurer is responsible for the management of liquidity risk. The Company's liquidity risk
management framework is designed to identify, measure and manage the liquidity risk position. The
Company's policies with regard to the risk are reviewed on a regular basis by the key officers and finally
approved by the members of the Board.

Market Risk
Market risk is the risk on the changes in market prices of the mineral ore/gold prices, interest rates, foreign
exchange rates, and credit spreads, which will affect the Company’s income or the value of its holdings of
its inventory and financial instruments. The objective of market risk management is to manage and control
risk exposure within acceptable parameters, while optimizing the return on the risk.

The Company is not exposed to interest rate risk because it does not have any loans or promissory notes.

The Company follows a prudent policy on managing its assets and liabilities so as to ensure that exposure
to fluctuations in prices, interest rate are kept within acceptable limits.

Capital Management
The primary objective of the Company's capital management is to ensure its ability to continue as a going
concern and to continue its operations. The Company's overall strategy remains unchanged.

The Company is not subject to externally imposed capital requirement.

PART II - OTHER INFORMATION

There are no disclosures not reported under SEC Form 17-C.

-9-
ATOK-BIG WEDGE CO., INC. and SUBSIDIARY
CONSOLIDATED STATEMENT OF FINANCIAL POSITION C
AS OF JUNE 30, 2012
(With Comparative Figures As of June 30, 2011 & December 31, 2011)
June 30, 2012 June 30, 2011 December 31, 2011 June 2012 vs.
Notes Unaudited Unaudited Audited % Dec.2011 Inc/(Dec)
ASSETS
CURRENT ASSETS
Cash and cash equivalents 4 220,428,230 999,595,685 334,047,916 -34% (113,619,686)
Receivables-net 5 1,972,563 2,979,923 989,158 99% 983,404
Inventories 6 - - - -
Input value added taxes and other current assets 7 5,176,853 2,802,984 3,333,731 55% 1,843,122
Total Current Assets 227,577,645 1,005,378,593 338,370,805 -33% (110,793,160)
NON-CURRENT ASSETS
Investment in associate 753,439,391 669,613,945 13% 83,825,446
Property and Equipment -net 9 5,537,911 6,194,413 6,682,127 -17% (1,144,216)

Mining exploration and project development cost 8 - 4,224,006 - -


Deferred Tax Assets 11 79,604 114,107 79,604 0% (0)
Other noncurrent assets 10 2,241,150 2,020,498 2,178,596 3% 62,554
Available-for-sale investment 999,950 999,950 0% (0)
Total Non-Current Assets 762,298,006 12,553,023 679,554,222 12% 82,743,784
TOTAL ASSETS 989,875,651 1,017,931,616 1,017,925,027 -3% (28,049,376)
LIABILITIES AND STOCKHOLDERS EQUITY
CURRENT LIABILITIES
Accounts payable and accrued expenses 12 2,144,079 2,462,092 4,775,381 -55% (2,631,302)
Other current liabilities 13 354,992 387,502 302,739 17% 52,253
Total Current Liabilities 2,499,071 2,849,594 5,078,120 -51% (2,579,049)
NON-CURRENT LIABILITIES
Due to related parties 13 0 0 - 0
Total Non-Current Liabilities 0 0 - 0
Total Liabilities 2,499,071 2,849,594 5,078,120 -51% (2,579,049)
STOCKHOLDERS' EQUITY
Capital Stock - Paid-up 14 1,060,000,000 1,060,000,000 1,060,000,000 0% -
Retained Earnings (Deficit) 15 (72,623,420) (44,917,978) (48,953,865) 48% (23,669,555)
Other Comprehensive Income 1,800,772 -100% (1,800,772)
Total Stockholders' Equity 987,376,580 1,015,082,022 1,012,846,907 -3% (25,470,327)

TOTAL LIABILITIES & STOCKHOLDERS' EQUITY 989,875,651 1,017,931,616 1,017,925,027 -3% (28,049,376)

- 11 -
ATOK-BIG WEDGE CO., INC. and SUBSIDIARY
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE SIX (6) MONTHS ENDED JUNE 30, 2012
With Comparative Figures for 6 months ended June 30, 2011 and CY ended December 31, 2011

June 30, 2012 June 30, 2011 December 31, 2011


Notes Unaudited Unaudited Audited

GENERAL AND ADMINISTRATIVE


EXPENSES 16 11,986,815 13,921,824 35,523,239
OTHER INCOME (EXPENSES)-Net
Interest Income 5,280,628 16,338,009 29,717,720
Gain on disposal of Atok Gold 9,270,726
Share on the net results of operations
of an associate (19,689,553) 4,168,305
Impairment Loss -
Interest Expense (335,228) (2,673,373)
Others 925,414 436,730 1,752,929
(13,483,511) 16,439,510 - 42,236,307

INCOME (LOSS)BEFORE INCOME TAX (25,470,326) 2,517,686 6,713,068


FROM CONTINUING OPERATIONS

INCOME TAX (EXPENSE) BENEFIT - DEFERRED (34,503)

DISCONTINUED OPERATIONS
Loss from Operations of
Discontinued Business (1,070,787)
Gain on Disposal of Discontinued
Business 1,946,680
NET INCOME (LOSS) (25,470,326) 3,393,579 6,678,565
OTHER COMPREHENSIVE
INCOME
Gain from translating the financial
statements of Tidemark - 1,800,772
- -
TOTAL COMPREHENSIVE INCOME (25,470,326) 3,393,579 8,479,337

BASIC AND DILUTED LOSS PER SHARE (0.0240) 0.0013 0.0063

- 12 -
ATOK-BIG WEDGE CO., INC. and SUBSIDIARY
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE QUARTER (THREE MONTHS) ENDED JUNE 30, 2012
With Comparative Figures for Quarter (Three Months) ended June 30, 2011 & CY ended December 31, 2011

June 30, 2012 June 30, 2011 December 31, 2011


Notes Unaudited Unaudited Audited

GENERAL AND ADMINISTRATIVE EXPENSES


18 6,913,727 5,332,562 35,523,239
OTHER INCOME (EXPENSES)-Net
Interest Income 2,337,741 10,638,423 29,717,720
Gain on disposal of Atok Gold 9,270,726
Share on the net results of operations of an associate (19,689,553) 4,168,305
Impairment Loss -
Interest Expense - (335,516) (2,673,373)
Others 582,670 87,627 1,752,929
(16,769,142) - 10,390,533 42,236,307

INCOME (LOSS)BEFORE INCOME TAX FROM (23,682,869) 5,057,972 6,713,068


CONTINUING OPERATIONS
(34,503)
INCOME TAX EXPENSE(BENEFIT) DEFERRED
- - -
DISCONTINUED OPERATIONS

Loss from Operations of Discontinued Business - (1,070,787)


Gain on Disposal of Discontinued Business 17 1,946,680

NET INCOME (LOSS) (23,682,869) 5,933,865 6,678,565

OTHER COMPREHENSIVE INCOME


Gain from translating the financial
statements of Tidemark - 1,800,772

-
TOTAL COMPREHENSIVE INCOME (LOSS)
(23,682,869) 5,933,865 8,479,337

BASIC AND DILUTED LOSS PER SHARE 19 (0.0223) 0.0023 0.0063

- 13 -
ATOK-BIG WEDGE CO., INC. and SUBSIDIARY
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the Six Months Ended For the Year Ended
June 30, 2012 June 30, 2011 December 31, 2011
Unaudited Unaudited Audited
CAPITAL STOCK - P1 par value
Authorized - 10,000,000,000 shares in 2010
and 60,000,000 shares in 2009 & 2008
Issued and outstanding
Balance at beginning of year 1,060,000,000 1,060,000,000 60,000,000
Issuance during the year 800,000,000
Subscribed - 1,685,000,000 shares in 2010 200,000,000
(net of subscription receivables of P1,485,000,000)
Balance, end 1,060,000,000 1,060,000,000 1,060,000,000

RETAINED EARNINGS
Retained Earnings, Beginning (48,953,865) (49,382,343) (55,632,430)
Net Income (Loss) for the Period (25,470,327) 4,464,365 6,678,565
Retained Earnings, End (74,424,192) (44,917,978) (48,953,865)

OTHER COMPREHENSIVE INCOME


Balance at the beginning of year 1,800,772
Gain from translating the financial
statements of Tidemark 1,800,772
Balance at the end of year 1,800,772 - 1,800,772

Total Equity, End 987,376,579 1,015,082,022 1,012,846,907

- 14 -
ATOK-BIG WEDGE CO., INC. and SUBSIDIARY
CONSOLIDATED CASH FLOW STATEMENT

For Six Months Ended For the Year Ended


December 31, 2011
June 30, 2012 June 30, 2011 Audited
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss) for the period P (25,470,326) 4,464,365 6,713,068
Adjustments for:
Interest income (5,280,628) (29,717,720)
Gain on disposal of Atok Gold - (9,270,726)
Share in the net results of operation of an associate (4,168,305)
Impairment loss 2,673,373
Depreciation and amortization 1,168,620 2,143,611
Interest expense - -
Operating loss before working capital changes (29,582,334) 4,464,365 (31,626,699)
(Increase) Decrease in receivables (811,449) (1,015,243) 543,710
(Increase) Decrease in inventories - 1,097,804 (12,114)
(Increase) Decrease in prepaid and other current assets (1,843,122) (571,118) (1,193,485)
(Increase) Decrease in other non-current assets (62,554) (18,400)
(Increase) Decrease in deferred tax assets 5,112,658
Increase (Decrease) in accounts payable (2,631,302) (352,334) 5,718,179
Increase (Decrease) in accrued expenses & other liabilities 52,253 (4,259,980) (2,400,882)
Increase (Decrease) in noncurrent liabilities - (46,588,629)
Net cash absorbed by operations (34,878,508) (42,130,877) (28,971,291)
Interest received 5,108,673 29,420,521
Interest paid -
Net cash provided by (used from) operating activities (29,769,836) (42,130,877) 449,230

CASH FLOWS FROM INVESTING ACTIVITIES


Investment in associate (83,825,447) (663,644,868)
Deffered mining explortion costs (1,237,991)
Available for sale investment (999,950)
Proceeds from disposal of: -
Atok Gold 12,776,000
Property nd equipment 75,274
(Increase ) Decrease in noncurrent assets (176,498)
Acquisition of property and equipment (24,405) 3,135,611 (1,904,739)
Effects of consolidation 6,250,087
(Increase ) Decrease in mining exploration & project develoment costs 42,927,260
Cashflow from disposal of Atok (817,916)

Net cash provided by (used in) investing activities (83,849,851) 52,312,958 (655,930,688)

CASH FLOWS FROM FINANCING ACTIVITIES


Increase (decrease) in Unearned Income
Subscription of capital stock
Issuance of capital stock
Increase (decrease) in due to related parties 0 115,770
Net cash provided by ( used from) financing activities 0 - 115,770

NET INCREASE(DECREASE) IN CASH (113,619,687) 10,182,081 (655,365,688)

CASH AND CASH EQUIVALENTS, BEGINNING 334,047,916 989,413,604 989,413,604

CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD P 220,428,229 999,595,685 334,047,916

- 15 -
ATOK-BIG WEDGE CO., INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1. CORPORATE INFORMATION
Atok-Big Wedge Co., Inc. (the Parent Company) was incorporated and registered with the Philippine
Securities and Exchange Commission (SEC) on September 3, 1931. Its primary purpose is to engage in
the business of exploration and development of mining, oil, gas and other natural resources. Its
secondary purpose includes holding and transferring shares of stock and other securities of any
corporation, among others. The Parent Company is 75.84% owned by Boerstar Corporation.

90.00% of the Parent Company’s shares are listed in the Philippine Stock Exchange.

The Parent Company’s registered address is 10th Floor, Alphaland Southgate Tower, 2258 Chino Roces
Avenue corner EDSA, Makati City.

Business Operations

In June 2011, the Parent Company entered into a Deed of Absolute Sale with Progressive Development
Corporation (PDC) for the sale of its 99.99% interest in Atok Gold Mining Co., Inc. (Atok Gold).

In October 2011, the Parent Company acquired 100.00% interest in Tidemark Holdings Limited
(Tidemark). Tidemark is a holding company registered in Hong Kong. It now owns 27.14% of Forum
Energy plc (FEP). FEP’s shares are listed and traded at the London Stock Exchange’s Alternative
Investment Market (see Note 5).

The Parent Company’s subsidiaries are as follows:

Percentage of Ownership
Place of
Company Incorporation Nature of Business 2011 2010 2009
AB Stock Philippines Stock Transfer 99.99 99.99 –
TransfersCorporatio Agency
n(AB Stock
Transfers)
Tidemark Hong Kong Holdings 99.99 – –
Atok Gold Philippines Mining – 99.99 99.99

The Parent Company and subsidiaries are collectively referred herein as the “Group”.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The principal accounting policies applied in the preparation of these financial statements are set
out below. These policies have been consistently applied to all the years presented unless
otherwise stated.

Basis of Preparation

Statement of Compliance

- 16 -
The consolidated financial statements have been prepared in compliance with Philippine
Financials Reporting Standards (PFRS). PFRS includes, Philippine Accounting Standards
(PAS) and Philippine Intrepretations from International Financial Reporting Interpretations
Committee (IFRIC), issued by the Philippine Financial Reporting Standards Council (FRSC) and
adopted by the SEC, including SEC pronouncements.

Basis of Measurement
The consolidated financial statements have been prepared on the historical cost basis of
accounting.

Functional and Presentation Currency


The consolidated financial statements are presented in Philippine Peso (Peso), which is also
the Parent Company’s functional and presentation currency. All values rounded off to the
nearest Peso unless otherwise stated.

- 17 -
Basis of Consolidation

Subsidiaries – Subsidiaries are entities controlled by the Parent Company. The consolidated
financial statements include the accounts of the Parent Company and its subsidiaries. In
assessing control, the existence and effect of potential voting rights that are currently exercisable
or convertible are considered. Subsidiaries are consolidated from the date of acquisition or
incorporation, being the date on which the Group obtains control, and continue to be consolidated
until the date such control ceases.

Transactions Eliminated on Consolidation – All intragroup balances, transactions, income and


expenses and unrealized gains and losses are eliminated in full

Accounting Policies of Subsidiaries – The financial statements of subsidiaries are prepared for
the same reporting year and using uniform accounting policies as that of the Parent Company.

Functional and Presentation Currency – The consolidated financial statements are presented in
Peso, which is the Parent Company’s functional and presentation currency. Each entity in the
Group determines its own functional currency, which is the currency that best reflects the
economic substance of the underlying transactions, events and conditions relevant to that entity,
and items included in the financial statements of each entity are measured using that functional
currency. When there is a change in those underlying transactions, events and conditions, the
entity accounts for such change in accordance with the Group’s policy on change in functional
currency. At the reporting date the assets and liabilities of Tidemark, a subsidiary whose functional
currency is not the Peso are translated into the presentation currency of the Parent Company
using the foreign exchange closing rate at the reporting date and, their statements of
comprehensive income arfe translated at the foreign exchange weighted average daily exchange
rates for the year. The exchange differences arising from translation are taken directly to a
separate component of equity under the “Other Comprehensive Income” account. Upon disposal
of the foreign entity, the cumulative translation adjustment shall be recognized in the consolidated
statements of comprehensive income.

The accounting policies set out below have been applied consistently by the Group to all years
presented in the consolidated financial statements.

Adoption of New and Revised PFRS


The Group adopted new and revised PFRS effective January 1, 2011. These are summarized
below:

 PAS 24, Related Party Disclosures (Amended) – The amended standard simplified the
definition of a related party by clarifying relationships that are considered to be related
parties to assure consistency in the application of the standard.
 PAS 32, Financial Instruments: Presentation – Classification of Rights Issues (Amended) –
Rights issues (and certain options or warrants) are classified as equity instruments where
the rights are given pro rata to all existing owners of the same class of an entity’s non-
derivative equity instruments, or given to acquire a fixed number of the entity’s own equity
instruments for a fixed amount in any currency.
 Philippine Interpretation IFRIC 14, Prepayments of a Minimum Funding Requirement – The
amendment provides guidance on assessing the recoverable amount of a net pension
asset and permits an entity to treat the prepayment of a minimum funding requirement as
an asset.
 Philippine Interpretation IFRIC 19, Extinguishing Financial Liabilities with Equity
Instruments – The interpretation clarifies that equity instruments issued to a creditor to
extinguish a financial liability qualify as consideration paid. The equity instrument issued is
measured at its fair value. If the fair value cannot be reliably measured, the instruments are

- 18 -
measured at the fair value of the liability extinguished. Any gain or loss is recognized
immediately in profit or loss.
 Improvements to PFRS

The omnibus amendments to PFRS that became effective in May 2011 were issued
primarily to clarify accounting and disclosure requirements and to assure consistency in the
application of the following standards.

- PFRS 3, Business Combinations


- PFRS 7, Financial Instruments: Disclosures
- PAS 1, Presentation of Financial Statements
- PAS 27, Consolidated and Separate Financial Statements
- Philippine Interpretation IFRIC 13, Customer Loyalty Programmes

These new and revised PFRS have no significant impact on the amounts and disclosures in the
consolidated financial statements of the Group.

New and Revised PFRS Not Yet Adopted


Relevant new and revised PFRS which are not yet effective for the year ended December 31,
2011 and have not been applied in preparing the consolidated financial statements are
summarized below:

 PAS 1, Financial Statement Presentation, Presentation of Items of Other Comprehensive


Income – The amendment which is effective for annual periods beginning on or after July
1, 2012, changed the presentation of items in Other Comprehensive Income (OCI). Items
that could be reclassified to profit & loss at a future point in time would be presented
separately from items that will never be reclassified.
 PAS 12, Income taxes, Recovery of Underlying Assets – The amendment which is effective
for annual periods beginning on or after January 1, 2012, clarified the determination of
deferred tax on investment property measured at fair value. Deferred tax on investment
property measured using the fair value model in PAS 40 should be determined considering
that its carrying value will be recovered through a sale transaction. Moreover, deferred tax
on non-depreciable assets that are measured using the revaluation model under PAS 16
should always be measured on the sale value of the asset.
 PAS 19, Employee Benefits (Amendments) – The amendment is effective for annual
periods beginning on or after January 1, 2013. There were numerous amendments ranging
from fundamental changes such as removing the corridor mechanism and the concept of
expected returns on plan assets to simple clarifications and re-wording.
 PAS 27, Separate Financial Statements (as revised in 2011) – The amendment is effective
for annual periods beginning on or after January 1, 2013. As a consequence of the new
PFRS 10 and PFRS 12, PAS 27 is now limited to accounting for subsidiaries, jointly
controlled entities, and associates in separate financial statements.
 PAS 28, Investments in Associates and Joint Ventures (as revised in 2011) – The
amendment is effective for annual periods beginning on or after January 1, 2013. As a
consequence of the new PFRS 11 and PFRS 12, PAS 28 was renamed as Investments in
Associates and Joint Ventures. This standard describes the application of the equity
method to investments in joint ventures in addition to associates.
 PFRS 7, Financial Instruments: Disclosures – Enhanced Derecognition Disclosure
Requirements – The amendment becomes effective for annual periods beginning on or
after July 1, 2011. Additional disclosure on financial assets that have been transferred but
not derecognized is required to enable the user of the Group’s financial statements to
understand the relationship with those assets and the associated liabilities. Moreover,
disclosure about continuing involvement in the derecognized assets is required to enable
the user to evaluate the nature of, and risks associated with, the derecognized assets.
 PFRS 7, Financial Instruments: Disclosures – Transfers of Financial Assets (Amendments)
– The amendment is effective for annual periods beginning on or after July 1, 2011. The

- 19 -
amendments will allow users of financial statements to improve their understanding of
transfer transactions of financial assets (for example, securitizations), including
understanding the possible effects of any risks that may remain with the entity that
transferred the assets. The amendments also require additional disclosures if a
dispropriate amount of transfer transactions are undertaken around the end of a reporting
period.
 PFRS 7, Financial Instruments: Disclosures – Offsetting Financial Assets and Financial
Liabilities (Amendments) – The amendment is effective for annual periods beginning on or
after January 1, 2013. The amendments require entities to disclose information that will
enable users to evaluate the effect or potential effect of netting arrangements on an entity’s
financial position. The new disclosures are required for all recognized financial instruments
that are set-off in accordance with PAS 32 and recognized financial instruments that are
subject to an enforceable master netting arrangement or similar agreement, irrespective of
whether they are set-off in accordance with PAS 32. The amendments to PFRS 7 are to be
retrospectively applied and are also applicable to interim periods within annual periods
beginning on or after January 1, 2013.
 PFRS 9, Financial Instruments: Classification and Measurement – The standard, which is
effective for annual periods beginning on or after January 1, 2015, is the first phase in the
replacement of PAS 39 and applies to classification and measurement of financial assets
as defined in PAS 39. In subsequent phases, hedge accounting and impairment if financial
assets will be addressed with the expected completion of the project in the first half of
2012. The Group is currently assessing the impact of future adoption of this standard. The
adoption of the first phase of PFRS 9 will have an effect on the classification and
measurement of financial assets.
 PAS 32, Financial Instruments: Presentation – Offsetting Financial Assets and Financial
Liabilities (Amendments) – This standard is effective for annual periods beginning on or
after January 1, 2014. These amendments to PAS 32 clarify the meaning of “currently has
a legally enforceable right to set-off” and also clarify the application of the PAS 32 offsetting
criteria to settlement systems (such as central clearing house systems) which apply gross
settlement mechanisms that are not simultaneous. The amendments are to be applied
retrospectively.
 PFRS 10, Consolidated Financial Statements – This standard is effective for annual
periods beginning on or after January 1, 2013. PFRS 10 replaces the portion of PAS 27,
Consolidated and Separate Financial Statements that addresses the accounting for
consolidated financial statements. It also includes the issues raised in SIC-12
Consolidation – Special Purpose Entities. PFRS 10 establishes a single control model that
applies to all entities including special purpose entities. The changes introduced by PFRS
10 will require management to exercise significant judgment to determine which entities are
controlled, and therefore, are required to be consolidated by a parent, compared with the
requirements that were in PAS 27.
 PFRS 11, Joint Arrangements – PFRS 11 replaces PAS 31, Interests in Joint Ventures and
SIC-13, Jointly-controlled Entities – Non-monetary Contributions by Ventures – This
standard is effective for annual periods beginning on or after January 1, 2013. PFRS 11
removes the option to account for jointly controlled entities (JCEs) using proportionate
consolidation. Instead, joint venture entities that meet the definition of a joint venture must
be accounted for using the equity method.
 PFRS 12, Disclosures of Interest in Other Entities – This standard is effective for annual
periods beginning on or after January 1, 2013. PFRS 12 includes all of the disclosures that
were previously in PAS 27 related to consolidated financial statements, as well as all of the
disclosures that were previously included in PAS 31 and PAS 28. These disclosures relate
to an entity’s interests in subsidiaries, joint arrangements, associates and structured
entities. A number of new disclosures are also required.
 PFRS 13, Fair Value Measurement – This standard becomes effective for annual periods
beginning on or after January 1, 2013. PFRS 13 establishes a single source of guidance
under PFRS for all fair value measurements. It does not change when an entity is required
to use fair value, but rather provides guidance on how to measure fair value under IFRS

- 20 -
when fair value is required or permitted. The Group is currently assessing the impact that
this standard will have on its financial position and performance.
 IFRIC 20, Stripping Costs in the Production Phase of a Surface Mine – This standard
becomes effective for annual periods beginning on or after January 1, 2013. This
interpretation applies to waste removal costs that are incurred in surface mining activity
during the production phase of the mine (“production stripping costs”) and provides
guidance on the recognition of production stripping costs as an asset and measurement of
the stripping activity asset.

Management does not expect the adoption of these new and amended PFRS except for PFRS 9
and PFRS 13 to have significant impact on the consolidated financial statements.

Business Combination and Goodwill


Business combinations are accounted for using the purchase method. This involves recognizing
identifiable assets and liabilities of the acquired business initially at fair value. If the acquirer’s
interest in the net fair value of the identifiable assets and liabilities exceeds the cost of the
business combination, the acquirer shall (a) reassess the identification and measurement of the
acquiree’s identifiable assets and liabilities and the measurement of the cost of the combination;
and (b) recognize immediately in the consolidated statements of comprehensive income any
excess remaining after that reassessment.

When a business combination involves more than one exchange transaction, each exchange
transaction shall be treated separately using the cost of the transaction and fair value information
at the date of each exchange transaction to determine the amount of any goodwill associated with
that transaction. This results in a step-by-step comparison of the cost of the individual investments
with the Group’s interest in the fair value of the acquiree’s identifiable assets, liabilities and
contingent liabilities at each exchange transaction. The fair values of the acquiree’s identifiable
assets, liabilities and contingent liabilities may be different at the date of each exchange
transaction. Any adjustments to those fair values relating to previously held interests of the Group
is a revaluation to be accounted for in the consolidated statements of comprehensive income.

Goodwill represents the excess of the cost of an acquisition over the fair value of the Group’s
share in the net identifiable assets of the acquired subsidiary or associate at the date of
acquisition. Goodwill on acquisitions of subsidiaries is recognized separately as a noncurrent
asset. Goodwill on acquisitions of associates is included in investments in associates and is tested
annually for impairment as part of the overall balance.

Goodwill is reviewed for impairment, annually or more frequently if events or changes in


circumstances indicate that the carrying value may be impaired.

AFS Financial Assets. AFS financial assets are non-derivative financial assets that are designated
as AFS or are not classified in any of the three other categories. The Group designates financial
instruments as AFS if they are purchased and held indefinitely and may be sold in response to
liquidity requirements or changes in market conditions. After initial recognition, AFS financial
assets are measured at cost.

Loans and Receivables. Loans and receivables are non-derivative financial assets with fixed or
determinable payments and maturities that are not quoted in an active market.

Subsequent to initial measurement, loans and receivables are carried at cost or amortized cost
using the effective interest method, less any impairment in value. Amortized cost is calculated by
taking into account any discount or premium on acquisition and fees that are integral part of the
effective interest rate. Gains or losses are recognized in the consolidated statements of
comprehensive income when loans and receivables are derecognized or impaired, as well as
through the amortization process.

- 21 -
Included in this category are cash in banks, cash equivalents, receivables and refundable
deposits.

Cash equivalents are short-term, highly liquid investments that are readily convertible to known
amounts of cash with original maturities of three months or less and are subject to an insignificant
risk of change in value.

Other Financial Liabilities. This category pertains to financial liabilities that are not designated or
classified as at FVPL. After initial measurement, other financial liabilities are carried at amortized
cost using the effective interest method. Amortized cost is calculated by taking into account any
premium or discount and any directly attributable transaction costs that are considered an integral
part of the effective interest rate of the liability.

Included in this category are the accounts payable and accrued expenses, other current liabilities,
and due to related parties.

Accounting Policies Adopted


The accounting policies adopted are consistent with those of the previous financial year
particularly the adoption of the following Philippine Interpretations base on International
Financial Reporting Interpretations Committee (IFRIC) which became effective on January 1,
2008.

IAS 1, “Presentation of Financial Statement” ”, explains fair presentation of financial


statements, what compliance with the PFRS requires, and what a complete set of financial
statements is. This prescribes the basis for presentation of general purpose financial
statements to ensure comparability both with the entity’s financial statements of previous
periods and with the financial statements of other entities. It sets out overall requirements
for the presentation of financial statements, guidelines for their structure and minimum
requirements for their content.

IAS 2, “Inventories”, prescribes the accounting treatment for inventories. A primary issue is
the amount of cost to be recognized as an asset and carried forward until the related
revenues as recognized. It provides guidance on the determination of cost and its
subsequent recognition as an expense, including write-down to net realizable value. It also
provides guidance on the cost formulas that are used to assign costs to inventories.

IAS 7, “Statement of Cash Flows”, sets out the information that is to be presented in a
statement of cash flows and how to present it. The statement of cash flows provides
information about the changes in cash and cash equivalents of an entity for a reporting
period, showing separately changes from operating activities, investing activities and
financing activities.

IAS 8, “Accounting Policies, Estimates and Errors”, provides guidance for selecting and
applying the accounting policies used in preparing financial statements. It also covers
changes in accounting estimates and corrections of errors in prior period financial
statements.

IAS 10, “Events after the End of the Reporting Period”, defines events after the end of the
reporting period and sets out principles for recognizing, measuring and disclosing those
events. Events after the end of the reporting period are those events, favorable and
unfavorable, that occur between the end of the reporting period and the date when the
financial statements are authorized for issue. Its objective is to prescribe: (a) when an
entity should adjust its financial statements for events after the reporting period; and (b) the
disclosures that an entity should give about the date when the financial statements were
authorized for issue and about events after the reporting period. It also requires that an

- 22 -
entity should not prepare its financial statements on a going concern basis if events after
the reporting period indicate that the going concern assumption is not appropriate.

IAS 12, “Income Taxes”, prescribes the accounting treatment for income taxes. Its
objective is how to account for the current and future tax consequences of: (a) the future
recovery(settlement) of the carrying amount of assets(liabilities) that are recognized in an
entity’s statement of financial position; and (b)transactions and other events of the current
period that are recognized in an entity’s financial statements.

IAS 16, “Property and Equipment”, prescribes the accounting treatment for property
equipment so that users of the financial statements can discern information about an
entity’s investment in its property and equipment and the changes in such investment. The
principal issues in accounting for property and equipment are the recognition of the assets,
the determination of their carrying amounts and the depreciation charges and impairment
losses to be recognized in relation to them. An entity shall measure an item of property and
equipment at initial recognition at its cost. The cost of an item of property and equipment is
the cash price equivalent at the recognition date. If payment is deferred beyond normal
credit terms, the cost is the present value of all future payments.

IAS 17, “Leases”, applies to agreements that transfer the right to use assets even though
substantial services by the lessor may be called for in connection with the operation or
maintenance of such assets. This section does not apply to agreements that are contracts
for services that do not transfer the right to use assets from one contracting party to the
other. Its objective is to prescribe, for lessees and lessors, the appropriate accounting
policies and disclosure to apply in relation to leases.

IAS 18, “Revenue”, prescribes the accounting treatment of revenue arising from certain
types of transactions and events. The primary issue in accounting for revenue is
determining when to recognize revenue. Revenue is recognized when it is probable that
future economic benefits will flow to the entity and these benefits can be measured reliably.
This section identifies the circumstances in which these criteria will be met and, therefore,
revenue will be recognized. It also provides practical guidance on the application of these
criteria. An entity shall measure revenue at the fair value of the consideration received or
receivable.

IAS 19, “Employee Benefits”, deals with accounting and reporting by the plan to all
participants as a group. It does not deal with reports to individual participants about their
retirement benefit rights. An entity shall recognize the cost of all employee benefits to
which its employees have become entitled as a result of service rendered to the entity
during the reporting period: (a) as a liability (b) as an expense. This section shall be
applied in the financial statements of retirement benefit plans where such financial
statements are prepared.

IAS 24, “Related Party Disclosures”, requires an entity to include in its financial statements
the disclosures necessary to draw attention to the possibility that its financial position and
profit or loss have been affected by the existence of related parties and by transactions and
outstanding balances with such parties. An entity shall disclose key management
personnel compensation

IAS 32, “Financial Instruments: Presentation”, deals with recognizing, measuring and
disclosing basic financial instruments and is relevant to all entities. An entity shall
recognize a financial asset or a financial liability only when the entity becomes a party to
the contractual provisions of the instrument. When a financial asset or financial liability is
recognized initially, an entity shall measure it at the transaction price unless the
arrangement constitutes, in effect, a financing transaction.

- 23 -
IAS 36, “Impairment of Assets”, prescribes the procedures that an entity applies to ensure
that its assets are carried at no more than their recoverable amount if its carrying amount
exceeds the amount to be recovered through use of or sale of the asset. If this is the case,
the asset is described to be impaired and the standard requires the entity to recognize an
impairment loss.

IAS 39, “Financial Instruments: Recognition and Measurement”, establishes principles for
recognizing and measuring financial assets, financial liabilities and some contracts to buy
or sell non-financial items.

IFRS 7, “Financial Instruments: Disclosures”, enables users to evaluate (a) the significance
of financial instruments for the entity’s financial position and performance; and (b) the
nature and extent of risk arising from financial instruments to which the entity I to early
adopts exposed during the period and at the end of the reporting period and how the entity
manages those risks.

As per consideration of the result of its impact evaluation, the group has decided not to
early adopt either PFRS 9 (2009) or PFRS 9 (2010) for its 2011 annual financial reporting.
The group shall conduct in early 2012 another impact evaluation using the outstanding
balances of financial statements as of December 31,2011. A statement that the group’s
decision whether to early adopt either PFRS 9 (2009) or PFRS 9 (2010) for its 2012
financial reporting shall be disclosed in its financial statements as of March 31,2012. The
group shall likewise state that if the decision of the group will be to early adopt the subject
standard for its 2012 financial reporting, its interim report as of March 31,2012 will already
reflect the application of the requirements under the said standard and will contain a
quantitative and qualitative discussion of the results of the group’s impact evaluation.

Financial Assets
Financial assets include Cash, Trade and Other Receivables.

Cash
Cash includes cash on hand, cash in banks and petty cash fund. Cash on hand as of the end of
the period were deposited the next banking day. Cash in banks are deposits held at call with
banks. The company reconciles the books and bank balances regularly as part of its cash
monitoring and internal control measures. Petty cash fund is used for small payments not covered
by checks.

Trade and Other Receivables


Trade receivables represent accounts receivable and are non-interest bearing measured initially
at transaction price and subsequently measured at their fair value as reduced by appropriate
allowances for doubtful accounts and impairment, if any. The allowance for doubtful accounts is
the estimated amount of probable losses arising from non-collection based on past collection
experience and management’s review of the current status of the long-outstanding receivables.
The doubtful accounts expense is recognized in the statements of income.

Other receivables are recorded initially at transaction cost and subsequently measured at cost less
impairment, if any. Other receivables include advances to officers and employees, accrued income
receivable, and others.

Inventories
Inventories are valued at the lower of cost and net realizable value. The cost of inventories is
determined using weighted average method and includes all expenditures incurred in acquiring the
inventories and in bringing them to their existing location and condition. Net realizable value is the
estimated selling price in the ordinary course of business, less the estimated costs necessary to
make the sale.

Property and Equipment

- 24 -
Property and equipment are carried at cost, less accumulated depreciation, amortization and
impairment losses, if any.

Initially, an item of property and equipment is measured at its cost, which comprises its purchase
price and any directly attributable costs of bringing the asset to its working condition. Subsequent
expenditures are added to the carrying amount of the asset when it is probable that future
economic benefits, in excess of the originally assessed standard of performance, will flow to the
Group. The costs of day-to-day servicing of an asset are recognized in the consolidated
statements of comprehensive income in the period in which they are incurred.
Depreciation is computed on a straight-line method over the estimated useful lives of the assets.
Leasehold improvements are amortized over the estimated useful life of the improvements or the
term of the lease whichever is shorter. Estimated useful lives are as follows::

Building and structures 10-15 years


Machinery and equipment 4-5 years
Furniture and fixtures 4 years
Office equipment 3 years
Transportation equipment 5 years
Exploration equipment 3 years
Software 3 years
Leasehold improvements shorter of 5 years or lease term

The useful lives and depreciation and amortization method are reviewed at each reporting date to
ensure that they are consistent with the expected pattern of economic benefits from items of
property and equipment.

Fully depreciated and amortized assets are retained in the accounts until they are no longer in use
and no further charges for depreciation are made in respect of those assets.

When an asset is disposed of, or is permanently withdrawn from use and no future economic
benefits are expected from its disposal, the cost and accumulated depreciation and amortization
and impairment are removed from the accounts and any resulting gain or loss arising from the
retirement or disposal is recognized in the consolidated statements of comprehensive income.

Other Noncurrent Assets


Other noncurrent assets include rental deposits, security deposits, construction bond and low
value assets.

Financial Liabilities
Financial liabilities are recognized initially at fair value.

Financial liabilities are recognized when the Company becomes a party to the contractual
provisions of the instrument.

Financial liabilities include Trade and Other Payables.

Trade and Other Payables


Trade payables are liabilities to pay for goods or services that have been received or supplied and
have been invoiced or formally agreed with the supplier.

Other Payables include payables to affiliates, accrued expenses and statutory obligation such as
withholding tax payable.

Trade and other payables are initially recorded at transaction price and subsequently measured at
their cost less settlement payments.

Non-Current Liabilities

- 25 -
Non-current liabilities represent account payable-others and miscellaneous deposit which initially
recorded at transaction price and subsequently measured at their cost less settlement payments.

Financial Instruments

Date of Recognition. The Group recognizes a financial asset or financial liability in the
consolidated statements of financial position when it becomes a party to the contractual provisions
of the instrument. Regular way purchases or sales of financial assets, that require delivery within
the timeframe established by regulation and convention in the market place are recognized on
settlement date.

Initial Recognition of Financial Insturments. Financial instruments are recognized initially at fair
value of the consideration given (in case of an asset) or received (in case of a liability). The initial
measurement of financial instruments, except for those designated at fair value through profit and
loss (FVPL), includes transaction costs.

Determination of Fair Value. The fair value for financial instruments traded in active markets at the
reporting date is based on their quoted market price or dealer price quotations (bid price for long
positions and ask price for short positions), without any deduction for transaction costs. When
current bid and ask prices are not available, the price of the most recent transaction provides
evidence of the current fair value as long as there is no significant change in economic
circumstances since the time of the transaction.

Categories of Financial Instruments. Subsequent to initial recognition, the Group classifies its
financial assets into the following categories: held-to-maturity (HTM) investments, available-for-
sale (AFS) financial assets, financial assets at FVPL, and loans and receivables. The Group
classifies its financial liabilities as either at FVPL financial liabilities or other financial liabilities. The
classification depends on the purpose for which the investments are acquired and whether they
are quoted in an active market. Management determines the classification of the Group’s financial
assets and financial liabilities at initial recognition and, where allowed and appropriate, re-
evaluates such designation at each reporting date.

The Group has no HTM investments and financial assets at FVPL financial liabilities as at
December 31, 2011, 2010 and 2009.

There were no reclassifications within the categories of financial assets and financial liabilities in
2011 and 2010.
Impairment of Financial Assets
The Group assesses at each reporting date whether a financial asset or group of financial assets
is impaired.

Assets Carried at Amortized Cost. If there is an objective evidence that an impairment loss on
assets carried at amortized cost has been incurred, the amount of the loss 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 been incurred, discounted at the
financial asset’s original effective interest rate (i.e., the effective interest rate computed at initial
recognition). The carrying amount of the asset is reduced thorugh the use of an allowance
account. The amount of the loss shall be recognized in the consolidated statements of
comprehensive income.

The Group first assesses whether objective evidence of impairment exist individually for financial
assets that are individually significant, and individually or collectively for financial assets that are
not individually significant. The Group uses specific criteria in determining whether the receivables
will be assessed in a specific approach such as, continuous default in payment of the customers
on their maturing obligations, customer’s bankruptcy and status of receivables under litigation. If it
is determined that no objective evidence of impairment exists for an individually assessed financial
asset, whether significant or not, the asset is included in a group of financial assets with similar

- 26 -
credit risk characteristics and that the group of financial assets is collectively assessed for
impairment. For the purpose of a collective evaluation of impairment, financial assets are grouped
on the basis of such credit risk characteristics as historical collection experiences, past due status
and term. Assets that are individually assessed for impairment and for which an impairment loss is
or continue to be recognized are no longer included in the collective assessment of impairment.

If, in a subsequent period, the amount of impairment loss decreases and the decrease can be
related objectively to an event occurring after impairment was recognized, the previously
recognized impairment loss is reversed, to the extent that the carrying value of the asset does not
exceed its amortized cost at the reversal date. Any subsequent reversal of an impairment loss is
recognized in consolidated statements of comprehensive income.

Derecognition of Financial Assets and Financial Liabilities


Financial assets
A financial asset (or, where applicable a part of financial asset or part of a group of similar financial
assets) is derecognized when:
 the rights to receive cash flows from the asset have expired;
 the Company retains the right to receive cash flows from the asset, but has assumed
an obligation to pay them in full without material delay to a third party under a pass-
through arrangement; or
 the Company has transferred its rights to receive cash flows from the asset and either
(a) has transferred substantially all the risks and rewards of the asset, or (b) 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 and has neither
transferred nor retained substantially all the risks and rewards of the asset nor transferred control
of the asset, the asset is recognized to the extent of the Group’s continuing involvement in the
asset. 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 pay.

Financial Liabilities
A financial liability is derecognized when the obligation under the liability is discharged, cancelled
or expired. 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 a derecognition of the original liability and the recognition of
a new liability, and the difference in the respective carrying amounts is recognized in the
consolidated statements of comprehensive income.

Offsetting Financial Instruments


Financial assets and financial liabilities are offset and the net amount reported is reported in the
consolidated statements of financial position if, and only if, there is a currently enforceable legal
right to offset the recognized amounts and there is an intention to settle on a net basis, or to
realize the asset and settle the liability simultaneously. This is not generally the case with master
netting agreements, and the related assets and liabilities are presented gross in the consolidated
statements of financial position.

Impairment of Non-Financial Assets


The Company assesses as at reporting date whether there is an indication that an asset may be
impaired. If any such indication exists, or when annual impairment testing for an asset is required,
the Company makes an estimate of the asset’s recoverable amount. An asset’s recoverable
amount is calculated as the higher of the asset’s or cash-generating unit’s fair value less costs to
sell and its value in use or its net selling price and is determined for an individual asset, unless the
asset does not generate cash inflows that are largely independent of those assets or groups of
assets. Where the carrying amount of an asset exceeds it recoverable amount, the asset is
considered impaired and is written down to its recoverable amount. In assessing value in use, the

- 27 -
estimated future cash flows are discounted to their present value using a pre-tax discount rate that
reflects current market assessment of the time value of money and the risks specific to the asset.
Impairment losses are recognized in the statements of income in those expense categories
consistent with the function of the impaired asset.

An assessment is made at each reporting date as to whether there is an indication that previously
recognized impairment losses may no longer exist or may have decreased. If such indication
exists, the recoverable amount is estimated. A previously recognized impairment loss is reversed
only if there has been a change in the estimates used to determine the asset’s recoverable
amount since the last impairment loss was recognized. If that is the case, the carrying amount of
the asset is increased to its recoverable amount. That increased amount cannot exceed the
carrying amount that would have been determined, net of depreciation and amortization, had no
impairment loss been recognized for the asset in prior years. Such reversal is recognized in the
statements of income unless the asset is carried at revalued amount, in which case the reversal is
treated as revaluation increase. After such a reversal, the depreciation charge is adjusted in future
periods to allocate the asset’s revised carrying amount, less any residual value, on a systematic
basis over its remaining useful life.

Provisions and Contingencies


Provisions are recognized when the Company has a present obligation, either legal or
constructive, as a result of a past event, it is probable that an outflow of resources embodying
economic benefits will be required to settle the obligation, and the amount of the obligation can be
estimated reliably. When the Company expects reimbursement of some or all of the expenditure
required to settle a provision, the entity recognizes a separate asset for the reimbursement only
when it is virtually certain that reimbursement will be received when the obligation is settled.
The amount of the provision recognized is the best estimated of the consideration required to
settle the present obligation at the balance sheet date, taking into account the risks and
uncertainties surrounding the obligation. When a provision is measured using the cash flows
estimated to settle the present obligation, its carrying amount is the present value of those cash
flows.
Provisions are reviewed at each reporting date and adjusted to reflect the current best estimate.
Contingent liabilities and assets are not recognized because their existence will be confirmed only
by the occurrence or non-occurrence of one or more uncertain future events not wholly within the
control of the entity. Contingent liabilities, if any, are disclosed, unless the possibility of an outflow
of resources embodying economic benefits is remote. Contingent assets are disclosed only when
an inflow of economic benefits is probable.

Cumulative Fund Balances


Cumulative fund balances include all current and prior period results as disclosed in the statement
of revenue and expenses.

Revenue and cost recognition


Revenue is recognized to the extent that is probable that the economic benefits will flow to the
Company and the amount of revenue can be reliably measured. However, when an uncertainty
arises about the collectability of an amount already included in the revenue, the uncollectible
amount, or the amount in respect of which recovery has ceased to be probable, is recognized as
an expense, rather than as an adjustment of the amount of revenue originally recognized.

The following specific criteria must also be met before revenue is recognized:
 Interest income. Interest income is recognized as the interest accrues.
 Miscellaneous income includes sales of pine seedlings.

Cost, distribution, administrative and finance cost are recognized in the statement of income upon
utilization of the service or in the date they are incurred.

- 28 -
Employees’ Compensation and Other Benefits

Short-term Benefits
The Company recognizes a liability net of amounts already paid and an expense for services
rendered by employees during the accounting period. Short-term benefits given by the Company
to its employees include salaries and wages, social security contributions, short-term
compensated absences, bonuses and other non-monetary benefits, if any.

Income Taxes
Current tax assets and liabilities for the current and prior periods are measured at the amount
expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used
to compute the amount are those that are enacted or substantively enacted by the balance sheet
date.

Deferred income tax, if any, is provided, using the balance sheet liability method, on all temporary
differences at the balance sheet date between the tax bases of assets and liabilities and their
carrying amounts for financial reporting purposes.

Deferred income tax liabilities, if any, are recognized for all taxable temporary differences.
Deferred income tax assets are recognized for all deductible temporary differences and carry
forward benefits of unused net operating loss carryover (NOLCO), to the extent that it is probable
that taxable profit will be available against which the deductible temporary differences and carry
forward of NOLCO can be utilized.

The carrying amount of deferred tax assets, if any, is reviewed at each balance sheet date and
reduced to the extent that is no longer probable that sufficient taxable profit will be available to
allow all or part of the deferred income tax asset to be utilized. Unrecognized deferred tax assets
are reassessed at each balance date and are recognized to the extent that it has become probable
that future taxable profit will allow the deferred tax asset to be recovered.

Deferred tax asset and liabilities, if any, are measured at the tax rates expected in the year when
the asset is realized or the liability is settled, based on tax rates and tax laws that have been
enacted or substantively enacted at the balance sheet date.

Operating Leases
Leases in which a significant portion of the risks and rewards of ownerships is retained by the
lessor are classified as operating leases. Payments made under operating leases are recognized
in the consolidated statements of comprehensive income on a straight-line basis over the term of
the lease.

A lease is classified as a finance lease if it transfers substantially all the risks and rewards
incidental to ownership. A lease is classified as an operating lease if it does not transfer
substantially all the risks and rewards incidental to ownership. Operating lease payment are
recognized as expense in the statement of income on a straight-line basis over the lease term.

Events After the End of the Reporting Period


Post-year-end events up to the date of the auditor’s report that provide additional information
about the Company’s position at the balance sheet date (adjusting events) are reflected in the
financial statements. Post-year-end events that are not adjusting events are disclosed in the notes
to financial statements when material.

Related Party Disclosures


Related party relationships exist when one party has the ability to control, directly or indirectly
through one or more intermediaries, the other party or exercise significant influence over the other
party in making financial and operating decisions. This includes: (1) individual owning, directly or
indirectly through one or more intermediaries, control, or are controlled by, or under common
control with, the Company; (2) associates; and (3) individuals owning, directly or indirectly, an

- 29 -
interest in the voting power of the Company that gives them significant influence over the
Company and close members of the family of any such individual.

The key management personnel of the Company and post-employment benefit plans for the
benefit of Company’s employees, if any, are also considered to be related parties

The Company’s related parties include the Company’s Key Management. The compensation of
the key management personnel of the Company pertains to the usual monthly salaries and
government mandated bonuses; there are no other special benefits paid to management
personnel.

3. MANAGEMENT’S SIGNIFICANT ACCOUNTING JUDGMENTS AND ESTIMATES

The preparation of the Company’s financial statements in conformity with Financial Reporting
Framework (in reference to the Philippine Financial Reporting Standards) requires management to
make estimates and assumptions that affect the amounts reported in the Company’s financial
statements and accompanying notes. The estimates and assumptions used in the Company’s
financial statements are based upon management’s evaluation of relevant facts and
circumstances as of the date of the Company’s financial statements. Actual results could differ
from such estimates.

Judgments
The preparation of the Company’s financial statements in conformity with Financial Reporting
Framework in reference to the Philippine Financial Reporting Standards requires management to
make estimates and assumptions that affect the amounts reported in the Company’s financial
statements and accompanying notes. The estimates and assumptions used in the Company’s
financial statements are based upon management’s evaluation of relevant facts and
circumstances as of the date of the Company’s financial statements. Actual results could differ
from such estimates, judgments and estimates 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.

Determining Functional Currency


Based in economic substance of underlying circumstances relevant to the Company, the functional
currency has been determined to be the Philippine peso, which is the currency of the primary
economic environment in which the Company operates and is the currency that mainly influences
the prices of the products and services and the cost of providing such products and services.

Repairs and maintenance


Repairs and maintenance incurred by the Company have not resulted in an increase in the future
economic benefit of its property and equipment, therefore charged to operations.

Estimates
In the application of the Company’s accounting policies, management is required to make
judgments, estimates and assumptions about the carrying amounts of assets and liabilities that are
not readily apparent from other sources. The estimates and associated assumptions are based on
historical experience and other factors that are considered to be relevant. Actual results may differ
from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to
accounting estimates are recognized in the period in which the estimate is revised if the revision
affects only that period or in the period of the revision and future periods if the revision affects both
current and future periods.

The following represents a summary of the significant estimates and judgments and related impact
and associated risks in the Company’s financial statements.

- 30 -
Estimated allowance for doubtful accounts
The Company maintains allowances for doubtful accounts, if any, at a level considered adequate
to provide for potential uncollectible receivables. The level of this allowance is evaluated by
management on the basis of factors that affect the collectability of the accounts. These factors
include, but are not limited to, the length of the Company’s relationship with the customer, the
customer’s payment behavior and known market factors. The Company reviews the age and
status of receivables, and identifies accounts that are to be provided with allowances on a
continuous basis.

The amount and timing of recorded expenses for any period would differ if the Company made
different judgments or utilized different estimates. An increase in allowance for doubtful accounts
would increase the recorded operating expenses and decrease current assets.

Evaluation of asset impairment


The Company assesses the impairment of assets whenever events or changes in circumstances
indicate that the carrying amount of an asset may not be recoverable. The factors that the
Company considers important which could trigger an impairment review include significant
changes in asset usage, significant decline in assets’ market value and obsolescence or physical
damage of an asset. If such indications are present and where the carrying amount of the asset
exceeds its recoverable amount, the asset is considered impaired and is written down to its
recoverable amount.

The recoverable amount is the higher of an asset’s net selling price and value in use. The net
selling price is the amount obtainable from the sale of an asset in an arm’s length transaction while
value in use is the present value of estimated future cash flows expected to arise from the
continuing use of an asset and from its disposal at the end of its useful life. Recoverable amounts
are estimated for individual assets or, if it is not possible, for the cash-generating unit to which the
asset belongs.

In determining the present value of estimated future cash flows expected to be generated from the
continued use of the assets, the Company is required to make estimates and assumptions that
may affect property and equipment.

Impairment of inventories
The Company recognizes impairment on inventories whenever the net realizable value of
inventories become lower than cost due to damage, physical deterioration, obsolescence, changes
in price levels or other causes. The impairment is reviewed on a monthly basis to reflect the
accurate valuation in the financial records.

Estimating useful lives of property and equipment


If there is an indication that there has been a significant change since the last annual reporting
date in the pattern by which an entity expects to consume an asset’s future economic benefits, the
entity shall review its present depreciation method and, if current expectations differ, change the
depreciation method to reflect the new pattern. The entity shall account for the change as a
change in an accounting estimate.

Factors such as a change in how an asset is used, significant unexpected wear and tear,
technological advancement, and changes in market prices may indicate that the residual value or
useful life of an asset has changed since the most recent annual reporting date. If such indicators
are present, an entity shall review its previous estimates and, if current expectations differ, amend
the residual value, depreciation method or useful life. The entity shall account for the change in
residual value, depreciation method or useful life as a change in an accounting estimate.

Depreciation is computed on a straight-line method over the estimated useful lives of the
depreciable assets as follows:

- 31 -
Building and structures 10-15 years
Machinery and equipment 4-5 years
Furniture and fixtures 4 years
Office equipment 3 years
Transportation equipment 5 years
Exploration equipment 3 years
Software 3 years
Leasehold Improvements shorter of 5 years or lease
term

Fair Value of Property and Equipment


The Property and Equipment is stated at revalued amount based on the fair value of the property.
The valuation was made on the basis of the fair market value determined by referring to the
character and utility of the property, and comparable property which has been sold recently in the
locality where the property is located. Management believes that the basis of the fair value is
reasonable.

Financial assets and liabilities


The Company requires certain financial assets and liabilities to be at fair value, which requires use
of extensive accounting estimates and judgments. While significant components of fair value
measurement were determined using verifiable objective evidence (i.e. interest and volatility
rates), the amount of changes in fair value would differ if the Company utilized different valuation
methodologies. Any changes in fair value of these financial assets and liabilities would affect
directly the statements of income and equity, as appropriate.

Impairment of Non-financial Assets


Nonfinancial assets consisting of property and equipment, investment in an associate, deferred
mining exploration costs and other noncurrent assets are reviewed for impairment whenever
events or changes in circumstances indicate that the carrying amount of an asset may not be
recoverable. If any such indication exists and where the carrying amount of an asset exceeds its
recoverable amount, the asset or cash-generating unit is written down to its recoverable amount.
The estimated recoverable amount is the higher of an asset’s fair value less costs to sell and value
in use. In assessing value in use, the estimated future cash flows are discounted to their present
value using a pre-tax discount rate that reflects current market assessments of time value of
money and the risks specific to the asset. For an asset that does not generate largely independent
cash inflows, the recoverable amount is determined for the cash-generating unit to which the asset
belongs. Impairment losses are recognized in the consolidated statements of comprehensive
income.

An assessment is made at each reporting date as to whether there is any indication that previously
recognized impairment losses may no longer exist or may have decreased. If such indication
exists, the recoverable amount is estimated. A previously recognized im pairment loss is reversed
only if there has been a change in estimates used to determine the asset’s recoverable amount
since the last impairment loss was recognized. If that is the case, the carrying amount of the asset
is increased to its recoverable amount. That increased amount cannot exceed the carrying amount
that would have been determined, net of depreciation, had no impairment loss been recognized for
the asset in prior years. After such a reversal the depreciation charge is adjusted in future periods
to allocate the asset’s revised carrying amount, less any residual value, on a systematic basis over
remaining useful life.

Revenue recognition
Revenue is recognized to the extent that the economic benefits will flow to the Group and the
amount of revenue can be reliably measured.

Revenue from sale of gold is recognized at the time of delivery. Revenue is measured based on
shipment value calculated using the quoted metal prices in the London Metal Exchange and the
shipment weight and assay for metal content. Ninety percent (90%) of provisional shipment value

- 32 -
is collected upon shipment, while the remaining ten percent (10%) is collected upon determination
of the final shipment value based on final weights and assay for the metal content and prices
during the applicable quotational period less deduction for insurance and smelting charges.

Interest, dividend, service and other income are recognized and accrued when earned.

Cost and Expense Recognition


Costs and expenses are recognized when incurred and are reported in the consolidated
statements of comprehensive income in the periods to which they relate.

Realization/Recognition of Deferred Tax Asset


The Company reviews its deferred tax assets at each reporting date and recognized its carrying
amount to the extent that it is probable that sufficient taxable profit will be generated to allow or
part of the deferred tax assets to be utilized.

4. CASH

CASH
as of 6/30/2012 as of 12/31/2011

Petty cash fund 20,000 20,000


Cash in Bank 3,893,653 5,400,129
Money Market Placement 216,514,577 328,627,787

TOTAL CASH 220,428,230 334,047,916

A reasonable amount of Petty Cash Fund is maintained to cover small payments not covered by
checks, such as transportation, small amount of office supplies, and other payments as defined by
management and not exceeding P2000 per single payment.

Cash in bank represents savings/current account in two (2) reputable local banks and one (1)
overseas bank (BCEL Laos). Savings account deposits earn interest at the respective bank
deposit rates and current account deposits do not earn interest. The Company reconciles the
books and bank balances regularly as part of its cash monitoring and internal control measures.

Money market placement represents short-term placement in only one (1) reputable local bank. It
earns interest at the respective bank rate. The Company reconciles the books and bank balances
regularly as part of its cash monitoring and internal control measures.

5. RECEIVABLES

This account consists of:

RECEIVABLES
as of 6/30/2012 as of 12/31/2011

Accounts Receivable 81,153 175,120


Due from related parties 190,450 309,803
Advances to officers & employees 658,358 192,628
Advances to supplier - 33,633
Interest Receivable 171,955 297,199
Others 912,197 22,325
2,014,113 1,030,708
Less: Allowance for impairment losses (41,550) (41,550)
1,972,563 989,158

- 33 -
Trade receivables are non-interest bearing and generally on a 30-day term.

Advances to officers and employees comprise of advances made by the company to the
employers on travel to perform business operations.

Interest receivables are recognized interest payment from money market placement.

No receivables have been pledged as a security for liabilities.

ATOK-BIG WEDGE CO., INC AND SUBSIDIARIES


Aging of Accounts Receivable
As of June 30, 2012

5 years - Past due accounts


Total Current 30 days 60 days 90 days above & Items in Litigation
Accounts Receivable-Trade 81,153 81,153
Advances to officers & employees 190,450 190,450
Due to related party 658,358 658,358
Interest receivables 171,955 171,955
Others 912,197 912,197 -
Sub total 2,014,113 2,014,113 - - - - -
Less: Allow. For Impairment (41,550) (41,550) - - - - -
Net Receivable 1,972,563 1,972,563 - - - - -

6. INVENTORIES

This account consists of:

INVENTORIES
as of 6/30/2012 as of 12/31/2011

Mine products - -
Materials and supplies inventory - -
- -

No inventories have been pledged as a security for liabilities.

7. PREPAID EXPENSES AND OTHER CURRENT ASSETS

This account consists of:

PREPAID EXPENSES AND OTHER CURRENT ASSETS

as of 6/30/2012 as of 12/31/2011

Prepaid Expenses 1,107,861 86,035


Accrued Rent Income - -
Input value-added tax-net 3,913,672 3,174,024
Creditable withholding taxes 155,320 73,672
5,176,853 3,333,731

Prepaid Expenses refer to the insurance on transportation equipment on car policy and
hospitalization benefits of employees on medicare policy charged to prepaid account and

- 34 -
amortized over the period of coverage on the policy and unexpired portion of the annual listing fee
paid to Philippine Stock Exchange.

The input tax is recognized by the company and to be deducted once the company is subjected to
VAT output tax.

Creditable withholding taxes are amount withheld by customers and to be credited to the income
tax of the company.

8. MINING EXPLORATION AND PROJECT DEVELOPMENT COSTS

MINING EXPLORATION AND PROJECT DEVELOPMENT COSTS

Increase/ Ending
Beginning Jan.
(Decrease)
31, 2012 June 30, 2012

Mine capital development, exploration and


mining claims
- - -

- - -

Expenditure on exploration and evaluation is accounted for in accordance with the “area of
interest” method. Exploration and evaluation expenditure is capitalized, provided the right to tenure
of the area of interest is current and either: (a) the exploration and evaluation activities are
expected to be recouped through exploration and evaluation activities in the area of interest have
not, at the reporting date, reached a stage which permits a reasonable assessment of the
existence or otherwise of economically recoverable reserve, and active and significant operations
in, or relating to the area of interest are continuing.

When the technical feasibility and commercial viability of extracting a mineral resource have been
demonstrated, then, any fulfillment exploration and evaluation expenditure is reclassified as
fulfillment mine development which is stated at cost less accumulated depletion.

Depletion is computed based on the volume of ore extracted and treated at the plant over the
estimated volume of ore reserves.

The decrease in mine capital development was due to deconsolidation of balances of sold
subsidiary, Atok Gold Mining.

Deferred Mining Exploration Costs


Expenditures for mine exploration work prior to and subsequent to drilling are deferred as incurred.
These shall be written-off if the results of the exploration work are determined to be not
commercially viable. If the results are commercially viable, the deferred expenditures and the
subsequent development costs shall be capitalized and amortized from the start of commercial
operations.

- 35 -
9. PROPERTY AND EQUIPMENT

Building and Office Leasehold Furniture and Transportation Exploration


Land Structure Equipment Improvements Fixtures Equipment Equipment Software Total

Cost
January 1, 2009 156,398 219,646 594,798 - - - 1,781,718 - 2,752,560
Additions - - 166,407 - - - - - 166,407
December 31, 2009 156,398 219,646 761,205 - - - 1,781,718 - 2,918,967
Additions - - 162,273 4,370,496 2,773,830 1,333,795 74,859 22,857 8,738,110
December 31, 2010 156,398 219,646 923,478 4,370,496 2,773,830 1,333,795 1,856,577 22,857 11,657,077
Additions, YR2011 (26,456) 17,857 371,433 - 65,513 428,347
Discontinued Operations (156,398) (219,646) 370,811 (1,572,632) 1,612,110 (1,781,718) (1,747,472)
Acquisition/disposal, YR2012 10,714 10,714

June 30, 2012 - - 1,278,548 4,388,353 1,572,631 2,945,905 140,372 22,857 10,348,666
-
Accumulated Depreciation and Amortization
January 1, 2009 - 103,427 259,463 - - - 195,322 - 558,212
Depreciation and amortization during the year
- 25,901 46,847 - - - 11,375 - 84,123
December 31, 2009 - 129,328 306,310 - - - 206,697 - 642,335
Depreciation and amortization during the year
25,902 46,847 734,205 673,948 176,949 22,423 4,444 1,684,718
December 31, 2010 - 155,230 353,157 734,205 673,948 176,949 229,120 4,444 2,327,053
Depreciation and amortization during the year
6,476 372,820 875,885 372,887 400,038 40,536 7,619 2,076,262
Discontinued Operations (161,706) (58,397) (306,471) (220,916) (747,490)
December 31, 2011 - - 667,580 1,610,090 740,364 576,987 48,740 12,063 3,655,825
Depreciation and amortization during the year
197,720 438,835 196,579 294,590 23,395 3,810 1,154,930
June 30, 2012 - 865,301 2,048,925 936,943 871,578 72,135 15,873 4,810,755
June 30, 2012 - - 413,247 2,339,428 635,688 2,074,327 68,237 6,984 5,537,911

Property and equipment are carried at cost, less accumulated depreciation, amortization and impairment
losses, if any.

Initially, an item of property and equipment is measured at its cost, which comprises its purchase price
and any directly attributable costs of bringing the asset to its working condition. Subsequent
expenditures are added to the carrying amount of the asset when it is probable that future economic
benefits, in excess of the originally assessed standard of performance, will flow to the Group. The costs
of day-to-day servicing of an asset are recognized in the consolidated statements of comprehensive
income in the period in which they are incurred.

- 36 -
Depreciation is computed on a straight-line method over the estimated useful lives of the assets.
Leasehold improvements are amortized over the estimated useful life of the improvements or the term of
the lease whichever is shorter. Estimated useful lives are as follows:

Building and structures 10-15 years


Machinery and equipment 4-5 years
Furniture and fixtures 4 years
Office equipment 3 years
Transportation equipment 5 years
Exploration equipment 3 years
Software 3 years
Leasehold improvements shorter of 5 years or lease term

The useful lives and depreciation and amortization method are reviewed at each reporting date to
ensure that they are consistent with the expected pattern of economic benefits from items of property
and equipment.

Fully depreciated and amortized assets are retained in the accounts until they are no longer in use and
no further charges for depreciation are made in respect of those assets.

When an asset is disposed of, or is permanently withdrawn from use and no future economic benefits
are expected from its disposal, the cost and accumulated depreciation and amortization and impairment
are removed from the accounts and any resulting gain or loss arising from the retirement or disposal is
recognized in the consolidated statements of comprehensive income.

- 37 -
10. OTHER NONCURRENT ASSETS

This account includes rental deposits, security deposits, construction bond and low value assets.
Rental deposits are deposits required by the lessor. Security deposit shall be refunded within sixty
(60) calendar days from termination or expiration of the lease term. Construction bond shall be
released upon full compliance with the guidelines and administration requirements. Noncurrent
assets amounts to Php781,987,560 as of June 30, 2012 compared to Php679,554,222 as of
December 31, 2011.

11. DEFERRED TAX ASSETS

Deferred tax assets arising from timing differences should be recognized when there was a
reasonable expectation of realization. Deferred tax assets arising from tax losses should be
recognized as an asset only where there was assurance beyond any reasonable doubt that future
taxable income would be sufficient to allow the benefit of the loss to be realized.

12. ACCOUNTS PAYABLE AND ACCRUED EXPENSES

This account consists of:

ACCOUNTS PAYABLE AND ACCRUED EXPENSES

as of 6/30/2012 as of 12/31/2011

Trade Payables 125,708 730,413


Accrued Rent - 1,511,530
Accrued Employee short-term benefits - 77,672
Accrued utilities and other office expenses 1,976,546 932,112
Due to related parties 23,012 1,392,439
Others 18,814 131,215
2,144,079 4,775,381

Trade payables represent the unpaid portion of the company's purchases of goods from its
suppliers. They do not earn interest and expected to be settled within a short period of time.

Accrued expenses include 13th month pay, sick and vacation leave of employees. These accounts
are expected to be settled within 12 months from the balance sheet date.

13. OTHER CURRENT LIABILITIES

Other current liabilities comprise of government dues to be remitted on the next month of the
closing period such as withholding tax compensation & expanded, SSS, Philhealth & Pag-ibig.

- 38 -
RELATED PARTY TRANSACTIONS

Related party relationships exist when one party has the ability to control, directly or
indirectly through one or more intermediaries, the other party or exercise significant
influence over the other party in making financial and operating decisions. Such
relationships also exist between and/ or among entities which are under common control
with the reporting enterprise, or between and/ or among the reporting enterprises and their
key management personnel, directors, or its stockholders. Related parties may be
individuals or corporate entities.

Outstanding balances due to related parties as of June 30, 2012 and December 30, 2011
are as follows:

RELATED PARTY TRANSACTIONS

as of 6/30/2012 as of 12/31/2011

Progressive Development Corporation - -


Financing Corporation of the Phils - -
Others -
- -

Progressive Development Corporation and Financing Corporation of the Philippines (both


belonging to the Araneta Group of Companies) ceased to be related parties in November
2009 when Boerstar Corporation took over control and management of the Company.

Compensation of Directors and Officers


No payment of compensation and per diem to the directors and officers as of this period.

14. SHARES CAPITAL

This account consists of:

SHARES CAPITAL
as of 6/30/2012 as of 12/31/2011

Shares Capital 1,060,000,000 1,060,000,000

15. CUMULATIVE RETAINED EARNINGS

This account consists of:

CUMULATIVE RETAINED EARNINGS

as of 6/30/2012 as of 12/31/2011

Retained/Cumulative Earnings, Beg. (47,153,093) (55,632,430)


Other comprehensive income 1,800,772
Add/(Deduct) Net profit/loss (25,470,326) 6,678,565
(72,623,419) (47,153,093)

Retained/cumulative earnings include all current and prior period results as disclosed in the
statement of income.

- 39 -
OTHER INCOME/EXPENSES

The account consists of:

OTHER INCOME/EXPENSES

as of 6/30/2012 as of 12/31/2011

Interest Income 5,280,628 29,717,720


Gain on disposal of Atok Gold 9,270,726
Share in the net results of operations of an associate (19,689,553) 4,168,305
Impairment loss (2,673,373)
Interest Expense - -
Others 925,414 1,752,929
(13,483,511) 42,236,307

Interest income is income earned from the Company’s savings and money market placement in
bank.

Others are income generated from services rendered by AB Stock Transfers Corporation to their
clients.

16. GENERAL & ADMINISTRATIVE EXPENSES

This account consists of:

GENERAL & ADMINISTRATIVE EXPENSES

as of 6/30/2012 as of 12/31/2011

Salaries and Wages 1,385,215 6,991,012


Rent 1,620,083 4,111,796
Allocated expenses 2,996,592 4,634,441
Depreciation and Amortization 1,168,620 2,143,611
Listing fee 1,000,000 2,000,000
Professional fees 1,190,940 3,262,429
Utilities 619,052 1,296,129
Others 1,011,988 3,429,068
Supplies, postage and stamps 559,380 2,267,200
Representation 371,042 1,666,304
Taxes and Licenses 21,038 229,745
Mining exploration cost 42,865 3,491,504
Provision for legal losses -
11,986,815 35,523,239

- 40 -
17. NET LOSS PER SHARE

Basic and diluted loss per share is computed as follows:

NET LOSS PER SHARE

as of 6/30/2012 as of 12/31/2011

Net income/(loss) (a) (25,470,326) 6,678,565


Weighted average number of shares (b) 1,060,000,000 1,060,000,000

Basic and diluted income/(loss) per share (a/b) (0.0240) 0.0063

- 41 -

You might also like