Adoption of IFRS-Replacement

Serabi Mining plc 13 March 2007 The following replaces RNS release 8027S, released at 07.00 this morning. The tables have now been included. SERABI MINING plc ('Serabi' or 'the Company') Adoption of IFRS and Restatement under IFRS An EU directive requires Serabi to adopt IFRS from 1 January 2006. Serabi has voluntarily chosen to adopt the provisions of the International Financial Reporting Standards. The adoption is with effect from 1 January 2006. As a result of this change the Company is required to restate previously reported results and the accompanying information sets out the revised Income Statement, Balance Sheet and Cash Flow Statement for the previous financial period (3 months ended 31 December 2005) together with the notes explaining the effect of the transition. The Company had already adopted the provisions of IFRS 2 (Share-based Payments) for the purposes of its previously reported figures. The principal effect of the IFRS is therefore in respect of foreign exchange impacts, as a result of a need to vary the Company's previous UK GAAP compliant policy on translation of non monetary assets denominated in foreign currencies to comply with IFRS. The overall effect of the restatement under IFRS has been to increase Equity Shareholder Funds by US$1.98 million as at 31 December 2005 to US$28.6 million. There has been no effect on the previously reported Income Statement. Enquiries Serabi Mining plc Graham Roberts Tel: 020 7220 9550 Chairman Mobile: 07768 902475 Clive Line Tel: 020 7220 9553 Finance Director Mobile: 07710 151 692 E-mail: contact@serabimining.com Website: www.serabimining.com SERABI MINING PLC Previously published financial information restated under IFRS Consolidated Income Statement (restated under IFRS) (expressed in US$) 3 months to 31 December 2005 Administration expenses (621,422) Option costs (422,298) Depreciation of plant and equipment (339,552) Loss before interest and taxation (1,383,272) Foreign exchange loss (35,703) Interest payable (69,929) Interest receivable 21,044 Loss before taxation (1,467,860) Taxation - Loss after taxation (1,467,860) Earnings per share (basic and diluted) (1.42) Statement of Recognised Income and Expense (restated under IFRS) (expressed in US$) 3 months to 31 December 2005 Loss for period (1,467,860) Exchange loss on foreign currency net investment (1,273,264) Total recognised loss for period (2,741,124) Consolidated Balance sheet (restated under IFRS) (expressed in US$) As at 1 October 2005 As at 31 December (date of transition) 2005 Non-Current Assets Goodwill 1,752,516 1,752,516 Development and deferred exploration expenditure 17,017,111 17,420,146 Property, plant and equipment 4,754,641 5,763,233 Total Non-Current Assets 23,524,268 24,935,895 Current Assets Inventories 902,123 1,825,479 Trade and other receivables 789,541 1,738,474 Prepayments and accrued income 372,730 1,080,077 Cash at bank and in hand 7,557,138 2,152,452 Total Current Assets 9,621,532 6,796,482 Current Liabilities Trade and other payables 2,002,507 2,320,105 Accruals 50,000 131,432 Total Current Liabilities 2,052,507 2,451,537 Net current assets 7,569,025 4,344,945 Total assets less current liabilities 31,093,293 29,280,840 Non-Current Liabilities Other payables - 244,724 Provisions 451,528 428,944 Total Non-Current Liabilities 451,528 673,668 Net Assets 30,641,765 28,607,172 Equity Called up share capital 17,974,336 17,974,336 Share premium reserve 11,818,128 11,818,128 Option reserve 1,983,521 2,690,052 Translation reserve - (1,273,264) Profit and loss account (1,134,220) (2,602,080) Equity shareholders' funds 30,641,765 28,607,172 Consolidated statement of changes in shareholders equity (restated under IFRS) (expressed in US$) Share Profit Share Premium Option Translation and Loss Total Capital Reserve Reserve Reserve Account Equity Equity 17,974,336 11,818,128 1,983,521 - (1,134,220) 30,641,765 shareholders' funds at 1 October 2005 Foreign currency - - - (1,273,264) - (1,273,264) adjustments Loss for period - - - - (1,467,860) (1,467,860) Total recognised - - - (1,273,264) (1,467,860) (2,741,124) income and expense for period Share option - - 706,531 - - 706,531 expense Equity 17,974,336 11,818,128 2,690,052 (1,273,264) (2,602,080) 28,607,172 shareholders' funds at 31 December 2005 Consolidated cash flow statement (restated under IFRS) (expressed in US$) For the period from 1 October to 31 December 2005 Net cash flow from operations (2,774,855) Investing activities Purchase of property, plant and equipment (1,627,113) Exploration and evaluation expenditure (967,746) Net cash outflow from investing activities (2,594,859) Effects of exchange on cash and cash equivalents (34,972) Decrease in cash and cash equivalents (5,404,686) Reconciliation of Operating Loss to Net Cash flow from Operating Activities (restated under IFRS) (expressed in US$) For the period from 1 October to 31 December 2005 Operating Loss (1,383,272) Depreciation 339,522 Option Costs 422,298 Interest received 21,044 Interest paid (69,929) Foreign Exchange (55,679) Changes in working capital (Increase) in inventories (1,003,810) (Increase) in receivables, prepayments and accrued income (1,754,743) Increase in payables and accruals 709,714 Net cash outflow from operations (2,774,855) Transition to IFRS Introduction The Group has adopted International Financial Reporting Standards as adopted for use in the European Union (IFRS) with effect from 1 January 2006. n accordance with IFRS 1, the group's transition date is 1 October 2005 being the start date for which the Group will present full comparatives information in the 2006 Annual Report and Accounts. An exercise to assess the full impact that the change to IFRS has had on the Group's reported equity, reported losses and accounting polices, has been completed. This is explained in more detail below: Basis of transition The accounting policies set out below have been applied in preparing the restatement of the financial statements for the 3 month period ended 31 December 2005 and in the preparation of an opening IFRS balance sheet at 1 October 2005 (the Group's date of transition). In preparing its opening IFRS balance sheet, the Group has adjusted amounts reported previously in financial statements prepared in accordance with its previous basis of accounting (UK GAAP). An explanation of how the transition from UK GAAP to IFRS has affected the Group's financial position, financial performance and cash flows is set out in the following tables and the notes that accompany the tables. IFRS 1 exemptions The Group has elected to apply the following exemptions from full retrospective application (a) Business combinations: The Group has chosen not to restate business combinations in accordance with IFRS 3 prior to 1 October 2005. (b) Fair value or revaluation at deemed cost: The group has not elected to restate items of property, plant and equipment to fair value at transition date. (c) Cumulative translation differences: The Group has elected to set the previously accumulated currency translation difference to zero at the date of transition. Effects of adopting IFRS on the Group's accounting policies The adoption of IAS 21, 'The effects of changes in foreign exchange rates', has resulted in a change of accounting policy on the translation of non-monetary assets into the presentation currency of the group. Previously, non-monetary assets denominated in a foreign currency were recognised using the rate at the date of acquisition of the assets (the temporal method). Under IFRS, all such assets are required to be translated into the presentation currency using the exchange rate ruling at the balance sheet date (the closing rate method). Reconciliation of Equity 1 October 2005 Effect of transition to (expressed in US$) Note UK GAAP IFRS IFRS Non-Current Assets Goodwill 1,752,516 - 1,752,516 Development and deferred exploration a 14,609,905 2,407,206 17,017,111 expenditure Property, plant and equipment a 4,088,030 666,611 4,754,641 Total Non-Current Assets 20,450,451 3,073,817 23,524,268 Current Assets Inventories 902,123 - 902,123 Trade and other receivables 789,541 - 789,541 Prepayments and accrued income 372,730 - 372,730 Cash and bank and in hand 7,557,138 - 7,557,138 Total Current Assets 9,621,532 - 9,621,532 Current Liabilities Trade and other payables 2,002,507 - 2,002,507 Accruals 50,000 - 50,000 Total Current Liabilities 2,052,507 - 2,052,507 Net current assets 7,569,025 - 7,569,025 Total assets less current liabilities 28,019,476 3,073,817 31,093,293 Non-Current Liabilities Other payables - - - Provisions 451,528 - 451,528 Total Non-Current Assets 451,528 - 451,528 Net Assets 27,567,948 3,073,817 30,641,765 Equity Called up share capital 17,974,336 - 17,974,336 Share premium reserve 11,818,128 - 11,818,128 Option reserve 1,983,521 - 1,983,521 Profit and Loss account b (4,208,037) 3,073,817 (1,134,220) Equity shareholders' funds 27,567,948 3,073,817 30,641,765 Effect of 31 December 2005 transition to (expressed in US$) Note UK GAAP IFRS IFRS Non-Current Assets Goodwill 1,752,516 - 1,752,516 Development and deferred exploration a 15,831,875 1,588,271 17,420,146 expenditure Property, plant and equipment a 5,375,621 387,612 5,763,233 Total Non-Current Assets 22,960,012 1,975,883 24,935,895 Current Assets Inventories 1,825,479 - 1,825,479 Trade and other receivables 1,738,474 - 1,738,474 Prepayments and accrued income 1,080,077 - 1,080,077 Cash and bank and in hand 2,152,452 - 2,152,452 Total Current Assets 6,796,482 - 6,796,482 Current Liabilities Trade and other payables 2,320,105 - 2,320,105 Accruals 131,432 - 131,432 Total Current Liabilities 2,451,537 - 2,451,537 Net current assets 4,344,945 - 4,344,945 Total assets less current liabilities 27,304,957 1,975,883 29,280,840 Non-Current Liabilities Other payables 244,724 - 244,724 Provisions 428,944 - 428,944 Total Non-Current Assets 673,668 - 673,668 Net Assets 26,631,289 1,975,883 28,607,172 Equity Called up share capital 17,974,336 - 17,974,336 Share premium reserve 11,818,128 - 11,818,128 Option reserve 2,690,052 - 2,690,052 Translation reserve c - (1,273,264) (1,273,264) Profit and Loss account c (5,851,227) 3,249,147 (2,602,080) Equity shareholders' funds 26,631,289 1,975,883 28,607,172 Notes to the reconciliation of equity (a) The adoption of IAS 21 has resulted in a change in the accounting policy for the conversion of non- monetary assets being, Property plant and equipment and Development and deferred exploration expenditure. Previously the Group had used the temporal method of conversion of these assets. Under IAS 21 the Closing rate method in translating these assets is used. (b) The effect of the adjustment on equity at 1 October 2005 is US$3,073,817, and the amount has been taken to retained earnings. The cumulative effect of adjustments on equity at 31 December 2005 is an increase of $1,975,883, of which an exchange translation loss of $1,097,934 during the three months ended 31 December 2005 has been taken to the translation reserve. (c) The effect of the adjustment on equity is as follows, and the amount has been identified separately as a translation reserve. US$ 31 December 2005 Exchange gain arising on net equity at the date of transition 3,073,817 Exchange loss previously recognised transferred to Translation Reserve 175,330 Movement in retained earnings 3,249,147 Exchange loss arising in the period under IAS 21 (1,097,934) Exchange loss previously recognised transferred to Translation Reserve (175,330) Movement in Translation Reserve (1,273,264) Reconciliation of Loss Effect of transition to Three months to 31 December 2005 Note UK GAAP IFRS IFRS (expressed in US$) Administration expenses (621,422) - (621,422) Option costs (422,298) - (422,298) Depreciation of plant and equipment (339,552) - (339,552) Loss before interest and taxation (1,383,272) - (1,383,272) Foreign exchange loss (35,703) - (35,703) Interest payable (69,929) - (69,929) Interest receivable 21,044 - 21,044 Loss before taxation (1,467,860) - (1,467,860) Taxation - - Loss after taxation (1,467,860) - (1,467,860) Earnings per share (basic and diluted) (1.42) - (1.42) Statement of Recognised Income and Expense (expressed in US$) Effect of transition to Note UK GAAP IFRS IFRS Loss for period (1,467,860) - (1,467,860) Exchange loss on foreign currency net investment c (175,330) (1,097,934) (1,273,264) Total recognised loss for period (1,643,190) (1,097,934) (2,741,124) Explanation of material adjustments to the cash flow statement Interest paid has been reclassified as part of net cash outflow from operating activities where under UK GAAP it formed part of the return on investments and servicing of finance. Interest received has been reclassified under net cash from operating activities where under UK GAAP it formed part of the return on investments and servicing of finance. There are no other material differences between the cash flow statement presented under IFRS and the cash flow statement presented under UK GAAP. Significant accounting policies under IFRS (a) Basis of preparation The financial statements are presented in US dollars. They are prepared on the historical cost basis or the fair value basis where the fair valuing of relevant assets and liabilities has been applied. The accounting policies set out below have been applied consistently to all periods presented in these consolidated financial statements and in preparing an opening IFRS balance sheet at 1 October 2005 for the purposes of the transition to IFRS. (b) Basis of consolidation (i) Subsidiaries The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries) made up to 31 December each year. Control is recognised where the Company has the power to govern the financial and operating policies of an investee entity so as to obtain benefits from its activities. On acquisition, the assets, liabilities and contingent liabilities of a subsidiary are measured at their fair value at the date of acquisition. Any excess of the cost of the acquisition over the fair values of the identifiable net assets acquired is recognised as goodwill. If the cost of the acquisition is less than the fair value of net assets of the subsidiary acquired, the difference is recognised directly in the income statement. The results of subsidiaries acquired or disposed of during the year are included in the consolidated income statement from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies into line with those used by the Group. All intra-group transactions, balances, income and expenses are eliminated on consolidation. (ii) Transactions eliminated on consolidation Intra-group balances and any unrealised gains and losses or income and expenses arising from intra-group transactions, are eliminated in preparing the consolidated financial statements. (c) Foreign currency The Group's presentation currency is US dollars, and has been selected based on the currency of the primary economic environment in which the Group as a whole operates. Transactions in currencies other than the functional currency of a company are recorded at a rate of exchange approximating to that prevailing at the date of the transaction. At each balance sheet date, monetary assets and liabilities that are denominated in currencies other than the functional are translated at the amounts prevailing at the balance sheet date and any gains or losses arising are recognised in the income statement. On consolidation, the assets and liabilities of the Group's overseas operations that do not have a US dollar functional currency are translated at exchange rates prevailing at the balance sheet date. Income and expense items are translated at the average exchange rate for the period. Exchange differences arising are recognised in the income statement. (d) Property, plant and equipment (i) Owned assets Items of property, plant and equipment are stated at cost less accumulated depreciation (note d(iv)) and impairment losses (note (h)). Upon demonstration of the feasibility of commercial production, any past deferred exploration, evaluation and development costs related to that operation will be reclassified as Mining Properties. They will be stated at cost less amortisation charges and any provision for impairment. Amortisation will be calculated on the Unit of Production basis (ii) Leased assets Assets held under leases, which result in the Group bearing risk and receiving benefit of ownership (finance leases), are capitalised as property, plant and equipment at the estimated present value of underlying lease payments. The corresponding finance lease obligation is included within borrowings. The interest element is allocated to accounting periods during the lease term to reflect a constant rate of interest on the remaining balance of the obligation for each accounting period. At the date of transition the Group had no leased assets. (iii) Subsequent costs The Group recognises in the carrying amount of an item of property, plant and equipment the cost of replacing part of such an item when that cost is incurred if it is probable that the future economic benefits embodied with the item will flow to the Group and the cost of the item can be measured reliably. All other costs are recognised in the income statement as an expense as incurred. (iv) Depreciation Depreciation is charged to the income statement on a straight-line basis over the estimated useful lives of each part of an item of property, plant and equipment. Land is not depreciated. The estimated useful lives are as follows: Mining Assets Processing plant three - seven years Other plant and assay equipment two - ten years Heavy vehicles eight years Light vehicles three years Land and Buildings ten - twenty years Mining Properties unit of production Other Assets Furniture and fittings five years Office Equipment four years Communication installations five years Computers three years The residual value, if not insignificant, is reassessed annually. Gains and losses on disposal are determined by comparing proceeds with carrying amount and are included in the income statement. (e) Deferred exploration and evaluation costs All costs related to the exploration of mineral properties are capitalised and deferred until either the properties are demonstrated to be commercially feasible (see note d (i)) or until the properties are sold, allowed to lapse or abandoned, at which time any capitalised costs written off to the income statement. All costs incurred prior to obtaining the legal right to undertake exploration and evaluation activities on a project are written-off as incurred. Exploration and evaluation costs arising following the acquisition of an exploration licence are capitalised on a project-by-project basis, pending determination of the technical feasibility and commercial viability of the project. Costs incurred include appropriate technical and administrative overheads but not general overheads. Deferred exploration costs are carried at historical cost less any impairment losses recognised. Property, plant and equipment used in the Group's exploration activities are separately reported. (f) Trade and other receivables Trade receivables are not interest bearing and are stated at fair value at the balance sheet date. Other receivables are not interest bearing and are stated at amortised cost at the balance sheet date. Receivables in respect of sale of gold/copper concentrate are revalued using metal prices ruling at the balance sheet date. Increments and decrements in final measured metal content of the concentrate delivered to the customer are adjusted upon presentation of the final invoice. (g) Cash and cash equivalents Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities on the balance sheet. (h) Impairment Whenever events or changes in circumstance indicate that the carrying amount of an asset may not be recoverable an asset is reviewed for impairment. An asset's carrying value is written down to its estimated recoverable amount (being the higher of the fair value less costs to sell and value in use) if that is less than the asset's carrying amount. Impairment reviews for deferred exploration and evaluation costs are carried out on a project by project basis, with each project representing a single cash generating unit. An impairment review is undertaken when indicators of impairment arise but typically when one of the following circumstances apply: (i) unexpected geological occurrences that render the resource uneconomic (ii) title to the asset is compromised (iii) variations in metal prices that render the project uneconomic (iv) variations in the currency of operation (i) Share capital The Company's ordinary shares are classified as equity. Called up share capital is recorded at par value of 10p per share. Monies raised from the issue of shares in excess of par value have been recorded as Share Premium. Costs associated with the raising of capital have been netted off of this amount. (j) Borrowings Borrowings and interest bearing borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortised cost with any difference between the proceeds (net of transaction costs) and the redemption value recognised in the income statement over the period of the borrowings using the effective interest rate method. (k) Employee benefits (i) Share based payment transactions The Group issues share based payments to certain employees, which are measured at fair value at date of grant. The fair value determined at the grant date is expensed on a straight line basis over the vesting period, based on the Group's estimate of shares that will eventually vest. (ii) Share Options In accordance with IFRS 2 the entity measures the goods or services received by measurement of the fair value of the share options. This cost is charged to the profit and loss account. The Black - Scholes method has been used to calculate this fair value. The expected life of the instrument used in the model is adjusted, based on management's best estimate, for the effects of non-transferability, exercise restrictions and behavioural considerations. The entity measures the fair value of the services received by reference to the fair value of the equity instruments granted, because typically it is not possible to estimate reliably the fair value of the services received. The fair value is measured at the date of grant. Where the equity instruments granted do not vest immediately but after a specified number of years, the fair value is accounted for over the vesting period. (iii) Pension costs The group does not operate any pension plan for its employees although it does make contributions to employee pension plans in accordance with instructions from those employees. The company has no contractual commitment as to the ability of those funds to provide any minimum level of future benefit to the individual and is contracted only to make the contributions. Company contributions to such schemes are charged against profits as they full due. (l) Provisions Provisions are recognised when: (i) the Group has a present legal or constructive obligation as a result of past events; (ii) it is more likely than not that an outflow of resources will be required to settle the obligation; and (iii) the amount can be reliably estimated. (m) Trade and other payables Trade and other payables are not interest bearing and are stated at cost. (n) Inventories Inventories are stated at the lower of cost and net realisable value. Materials held for consumption within operations are valued based on purchase price or when manufactured internally at cost. Costs are allocated on an average basis and include direct material, labour, related transportation costs and an appropriate allocation of overhead costs. Gold bullion and concentrate and any other production inventories are valued at the lower of cost or net realizable value. Cost will reflect appropriate mining, processing, transport and labour costs as well as an allocation of mine services overheads. Net realisable value is the estimated selling price in the ordinary course of business, after deducting the costs of marketing, selling and distribution to customers. (o) Revenue Turnover represents amounts receivable in respect of sales of gold and by products. Turnover represents only sales for which contracts have been agreed and for which the product has been delivered to the purchaser in the manner set out in the contract. Turnover is stated net of any applicable sales taxes Revenue from the sale of goods is recognised when the significant risks and rewards of ownership have been transferred to the buyer. Revenues are recognised in full using prices ruling at the date of sale with adjustment made for gold prices ruling at the balance sheet for any sales in which final pricing has not been agreed. Further adjustments in respect of final sales prices are recognised in the month that such adjustment is agreed. Any unsold production and in particular concentrate is held as inventory and valued at production cost until sold. No revenue is recognised if there are significant uncertainties regarding recovery of the consideration due. All sales revenue from incidental production arising during the exploration, evaluation and development of a mineral resource prior to commercial production are taken as a contribution towards previously incurred costs and offset against the related asset accordingly. Interest income is recognised on a time-proportion basis using the effective interest rate method. (p) Expenses (i) Operating lease payments Payments made under operating leases are recognised in the income statement on a straight-line basis over the term of the lease. (ii) Finance lease payments Lease payments are apportioned between the finance charge and the reduction of the outstanding liability. The finance charge is allocated to each period during the lease term so as to produce a constant periodic rate of interest on the remaining balance of the liability. (iii) Net financing costs Net financing costs comprise interest payable on borrowings calculated using the effective interest rate method and interest receivable on funds invested. Interest income is recognised in the income statement as it accrues, using the effective interest method. (q) Taxation The charge for taxation is based on the result for the year and takes into account deferred tax. Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet method. Deferred tax assets are only recognised to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised. (r) Segment reporting A segment is a distinguishable component of the Group that is engaged either in providing products or services (business segment), or in providing products or services within a particular economic environment (geographical segment), which is subject to risks and rewards that are different from those of other segments. The Group has only one business segment, namely gold mining and exploration. This is considered to be the primary reporting segment for the Group. The Group operates in three geographic segments, namely, Brazil, United Kingdom and Australia. This is considered to be the secondary reporting segment for the Group. (s) Goodwill Goodwill on acquisition is initially measured at cost being the excess of the cost of the business combination over the acquirer's interest in the net fair value of the identifiable assets, liabilities and contingent liabilities. Following initial recognition, goodwill is measured at cost less any accumulated impairment losses. Goodwill is not amortised. Goodwill is reviewed for impairment, annually or more frequently if events or changes in circumstances indicate that the carrying value may be impaired. As at the acquisition date, any goodwill acquired is allocated to the group's cash-generating units. Impairment is determined by assessing the recoverable amount of the cash-generating unit to which the goodwill relates. Where the recoverable amount of the cash-generating unit is less than the carrying amount, an impairment loss is recognised. This information is provided by RNS The company news service from the London Stock Exchange

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