Creat Resources Hldg : Half Year Results Dec 2013

17 March 2013

Creat Resources Holdings Limited

("CRHL" or "the Company")

Interim Results for the six months ended 31 December 2013

Creat Resources Holdings Limited ("CRHL") (AIM: CRHL) is pleased to announce its unaudited interim results for the six months ended 31 December 2013 as shown below. The full Interim Report and Accounts will be available on the Company's website ( www.creatresources.com ) shortly.

For further information please visit www.creatresources.com or contact:

Creat Resources Holdings Limited

Morris R. Hansen, Company Secretary: Tel +613 6471 6228

Daniel Stewart & Company

Paul Shackleton, Emma Earl: Tel +44 20 7776 6550

Directors' Report

The directors of Creat Resources Holdings Limited ("CRHL") submit herewith the financial report of Creat Resources Holdings Limited and its subsidiaries (the "Company") for the half-year ended 31 December 2013. This report is intended to be read in conjunction with the 2013 Annual Report.

The Registered Office and principal place of business is 262 Main Street, Zeehan, Tasmania 7469 Australia.

In order to comply with the provisions of the Corporations Act 2001, the directors report as follows:

The names of the directors and company secretary in office during or since the end of the half-year and up to the date of this report are:

Directors and Company Secretary

The above named directors and company secretary have been in office since the start of the half-year unless stated above.

Principal activities

The principal activity of the Consolidated Entity during the period was investment in a company involved in mining in Australia.

The Company was admitted to trading on AIM on 6 March 2007. The Company initially focused on exploration and mining of zinc, lead and silver deposits in Western Tasmania, Australia.  A dual strategy was undertaken that saw the company become an investor in Galaxy Resources Limited, an ASX listed Lithium miner, explorer and producer.  During the 2013 financial year, the company sold its Zeehan mining tenements in western Tasmania to focus on potential investments elsewhere.

Operating Results

The consolidated loss of the Company for the half-year period after providing for income tax amounted to $7,647,199 (2012 loss: $3,995,817) .

The operating loss was mainly due to foreign exchange loss (AUD3,521,114) on revaluation of the outstanding convertible bonds, which were issued in GBP, and accrued interest thereto (AUD2,684,375).  Total financial liabilities, as reflected in Australian Dollars increased accordingly despite there was no additional borrowing during the relevant period.

Review of Operations

Galaxy Resources Limited, Investment Asset

Galaxy Resources Limited ("Galaxy") is a Western Australian company which plans to become one of the world's leading producers of lithium compounds - the essential component for powering the world's fast expanding fleet of hybrid and electric cars and motorcycles.  Through the development of its 17,000 tpa lithium carbonate plant in Jiangsu province, Galaxy expects to be one of the largest and lowest cost lithium compound producers in China. Lithium compounds such as lithium carbonate are forecast to be in short supply against high future demand due to advances in long life batteries and sophisticated electronics including mobile phones and computers. Galaxy has positioned itself to meet this lithium future by not only mining the lithium, but also by downstream processing to supply lithium carbonate to the expanding Asian market.

The Company's shareholding in Galaxy is 37,584,912 shares.  During the reporting period the Company's holding was diluted through various placements to 3.7% (30 June 2013: 6.4%).

Future developments

Since the disposal of the mining assets in Zeehan, Tasmania, Australia, the Board of Directors have been actively looking for investment opportunities for the Company.   Due to unfavourable market conditions throughout the period, particularly in the global resources sector, the Board has yet to identify opportunities which have been suitable to progress to completion.

Under the AIM Rules for Companies, if the Company has not been able to implement its investing policy prior to the anniversary of becoming an investing company (4 April 2014), trading in the Company's ordinary shares on AIM will be suspended  until such time as the Company is able to implement its investing policy. If the investing policy has not been implemented within 18 months of the Company becoming an investing company the admission to trading on AIM of the ordinary shares will be cancelled and the Board will convene a general meeting of the Shareholders to consider further appropriate actions .

Auditor's Independence Declaration

The auditor's independence declaration, as required under section 307C of the Corporations Act 2001, is included on page 15 of the half-year report.

Signed in accordance with a resolution of directors made pursuant to section 306(3) of the Corporations Act 2001.

On behalf of the Directors

CONDENSED CONSOLIDATED STATEMENT OF PROFIT & LOSS & OTHER COMPREHENSIVE INCOME

Note 1: Significant Accounting Policies

Statement of Compliance

The half-year financial report is a general purpose financial report for the half-year ended 31 December 2013 prepared in accordance with the Corporations Act 2001 and AASB 134 Interim Financial Reporting. Compliance with AASB 134 ensures compliance with International Financial Reporting Standard IAS 34 Interim Financial Reporting.

The half-year report does not include notes of the type normally included in an annual financial report and it is recommended that it be read in conjunction with the most recent annual financial report, and the public announcements made during the half-year in accordance with the continuous disclosure requirements of the Corporations Act 2001.

Basis of Preparation

The condensed consolidated financial statements have been prepared on the basis of historical cost, except for the revaluation of certain non-current assets and financial instruments. Cost is based on the fair values of the consideration given in exchange for assets. All amounts are presented in Australian dollars, unless otherwise noted.

The accounting policies and methods of computation adopted in the preparation of the half-year financial report are consistent with those adopted and disclosed in the company's 2013 annual financial report for the financial year ended 30 June 2013, except for the impact of the Standards and Interpretations described below. These accounting policies are consistent with Australian Accounting Standards and with International Financial Reporting Standards.

New and revised Standards

The Group has adopted all of the new and revised Standards and Interpretations issued by the Australian Accounting Standards Board (the AASB) that are relevant to their operations and effective for the current half-year.

New and revised Standards and amendments thereof and Interpretations effective for the current half-year that are relevant to the Group include:

• AASB 10 'Consolidated Financial Statements' and AASB 2011-7 'Amendments to Australian

Accounting Standards arising from the consolidation and Joint Arrangements standards';

• AASB 13 'Fair Value Measurement' and AASB 2011-8 'Amendments to Australian Accounting Standards arising from AASB 13';
• AASB 2012-2 'Amendments to Australian Accounting Standards - Disclosures - Offsetting Financial Assets and Financial Liabilities'; and
• AASB 2012-5 'Amendments to Australian Accounting Standards arising from Annual Improvements 2009-2011 Cycle'.

Impact of the application of AASB 10

AASB 10 replaces the parts of AASB 127 'Consolidated and Separate Financial Statements' that deal with consolidated financial statements and Interpretation 112 'Consolidation - Special Purpose Entities'. AASB 10 changes the definition of control such that an investor controls an investee when a) it has power over an investee, b) it is exposed, or has rights, to variable returns from its involvement with the investee, and c) has the ability to use its power to affect its returns. All three of these criteria must be met for an investor to have control over an investee. Previously, control was defined as the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. Additional guidance has been included in AASB 10 to explain when an investor has control over an investee.

The application of AASB 10 has not had any material impact on the amounts recognised or disclosures contained within the consolidated financial statements.

Impact of the application of AASB 13

The Group has applied AASB 13 for the first time in the current period. AASB 13 establishes a single source of guidance for fair value measurements and disclosures about fair value measurements. The scope of AASB 13 is broad; the fair value measurement requirements of AASB 13 apply to both financial instrument items and non-financial instrument items for which other AASBs require or permit fair value measurements and disclosures about fair value measurements.

AASB 13 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction in the principal (or most advantageous) market at the measurement date under current market conditions. Fair value under AASB 13 is an exit price regardless of whether that price is directly observable or estimated using another valuation technique. Also, AASB 13 includes extensive disclosure requirements.

AASB 13 requires prospective application from 1 January 2013. In addition, specific transitional provisions were given to entities such that they need not apply the disclosure requirements set out in the Standard in comparative information provided for periods before the initial application of the Standard. In accordance with these transitional provisions, the Group has not made any new disclosures required by AASB 13 for the comparative period, the application of AASB 13 has not had any material impact on the amounts recognised in the consolidated financial statements.

Impact of the application of AASB 2012-2 'Amendments to Australian Accounting Standards - Disclosures - Offsetting Financial Assets and Financial Liabilities'

The Group has applied the amendments to AASB 7 'Disclosures - Offsetting Financial Assets and Financial Liabilities' in the current period as detailed in AASB 2012-2 'Amendments to Australian Accounting Standards - Disclosures - Offsetting Financial Assets and Financial Liabilities'. The amendments to AASB 7 require entities to disclose information about rights of offset and related arrangements (such as collateral posting requirements) for financial instruments under an enforceable master netting agreement or similar arrangement.

The application of the AASB 2012-2 amendments has not had any material impact on the amounts recognised or disclosures contained within the consolidated financial statements.

Impact of the application of AASB 2012-5 'Amendments to Australian Accounting Standards arising from Annual Improvements 2009-2011 Cycle'

The applicable principle amendments of AASB 2012-5 'Amendments to Australian Accounting Standards arising from Annual Improvements 2009-2011 Cycle' include amendments to AASB1 'First-time Adoption of Australian Accounting Standards', clarification of the requirements for comparative information as per AASB 101 'Presentation of Financial Statements', and clarification of segment information for total assets and liabilities reporting in interim financial reports as per AASB 134 'Interim Financial Reporting'.

The application of the AASB 2012-5 amendments has not had any material impact on the amounts recognised or disclosures contained within the consolidated financial statements.

The financial report has been prepared on the going concern basis, which assumes continuity of normal business activities and the realisation of assets and the settlement of liabilities in the ordinary course of business.

During development stages, the Company sustained operating losses.  These losses have continued as the Company has transitioned to an investment company, with losses for the half-year ended 31 December 2013 being $7,647,199 (2012: $3,995,817).  It expects such losses to continue for the remainder of the 2014 financial year.  The Company will finance its operations primarily through cash and cash equivalents on hand, and future financing from the issuance of debt or equity instruments.  The Company has yet to generate any significant revenues and has no assurance of future revenues. 

The following plan is in place by Management to support the going concern basis of the Company and the consolidated entity.

On 12 March 2014 the Company received an undertaking from Creat Group in that, for the purposes of assisting the Company in achieving its working capital forecast to 30 June 2015:

• Creat Group will continue to provide further funding to CRHL as required with interest rates to be charged based on market interest rates; and

• Creat Group will not call for or cause repayment of any loans or convertible notes, including the payment of accrued interest on such loans or convertible notes, held by Creat Group at 30 June 2013 or entered into/acquired by Creat Group subsequent to that date, and interest that will be due and payable on such loans or convertible notes through to 30 June 2015.

At the date of this report and having considered the above factors, the directors are confident that the Company and the consolidated entity will be able to continue as going concerns.

Note 2: Segment Information

AASB 8 requires operating segments to be identified on the basis of internal reports about components of the Company that are regularly reviewed by the chief operating decision maker in order to allocate resources to the segment and to assess its performance.

The chief decision maker of the Company is its Board of Directors, and the system of internal reporting is such that there is only one reportable segment under AASB 8, being investment in companies involved in mining in both Australia and overseas.

Note 3: Disclosure of additional information

Other gains and losses

Available for sale Investment carried at fair value

The fair value of the investment in Galaxy Resources Limited at 31 December 2013 is $1,766,491 (30 June 2013: $3,006,793).

Note 4: Discontinued Operations

The combined results of the discontinued mining operations included in the loss for the year are set out below.  The comparative loss and cash flows from discontinued operations have been re-presented to include the mining operations classified as discontinued in the current year.  Full details of the discontinued operations can be found within the 30 June 2013 annual report.

Note 5: Financial liabilities

Financial liabilities include the following loans and convertible notes:

(i) Amount repayable to related party of the Company.  Repayment of these loans has been deferred through the continuing financial support of Creat Group Company Limited ("Creat Group").

The above unsecured loans are covered by a letter of financial support from Creat Group. 

Note 6: Contingencies and commitments

There are no known contingent liabilities or contingent assets since the end of the last annual reporting period.

Note 7: Subsequent events

Fair Value of Investment in Galaxy

Since the end of the financial year, there has been an increase in the fair value of the company's available for sale investment.  With reference to the ASX quoted share price for Galaxy, the fair value of the company's investment has increased by approximately $751,698 since 31 December 2013.  In accordance with the requirements of AASB 110 Events after the Reporting Period, this increase has not been recognised within this financial report.

The directors declare that:

(a) in the directors' opinion, there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable; and

(b) in the directors' opinion, the attached financial statements and notes thereto are in accordance with the Corporations Act 2001, including compliance with accounting standards and giving a true and fair view of the financial position and performance of the consolidated entity.

Signed in accordance with a resolution of the directors made pursuant to section 303(5) of the Corporations Act 2001.

On behalf of the Directors