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to a certain extent the particle-particle attraction. Normally, the solution is deposited on to a plain silicon substrate that is covered by the native oxide layer only [34]. However, one may locally change the wetting behaviour of the solvent by further oxidising the substrate [38]. By adding excess thiol one can also vary the properties of the solvent [40]. Two different procedures are employed for the deposition of the solution on to the substrate: spin- coating or a meniscus technique [61, 62]. The choice is important as it strongly influences the evaporation rate and, as a result, the pattern formation process. When using spin-coating, one finds that directly after deposition, evaporation competes with dewetting until all the solvent has evapo- rated. The resulting deposits of nanoparticles are imaged by atomic force microscopy (AFM). For spin-coated films, the evaporation rate is high and structuring is normally finished before the spin- coater is stopped. Conversely, the solvent evaporation rate is strongly decreased when employing the meniscus technique [61], i.e., by depositing a drop of solution on a Teflon ring that is wetted by the solvent. This allows for a better control of the process and enables the use of contrast-enhanced microscopy to observe the dewetting process in situ [40]. All pattern formation is confined to the region of the receding contact line of toluene, silicon and air. With both techniques one may find mono-modal or bi-modal polygonal networks [34], labyrinthine spinodal structures, or branched patterns (see Fig. 1). The meniscus technique allows for the study of branched structures in a more controlled manner. The work in Ref. [40] indicates that fingering strongly depends on the interaction strength of the particles, i.e., on the chain length of the thiol molecules coating the gold cores. For short chains (C 5 and C8) no formation of branched structures is observed. At similar concentrations, well-developed branched structures are formed for longer chains (C 10 and C12). For even longer chains (C 14), however, one again finds less branching. It also depends on the amount of excess thiol in the solvent (for details see Ref. [40]). When following the evolution of the branched patterns in situ (see the complementary video material of Ref. [40]), one clearly observes that different processes occur on different lenght scales. First, a macroscopic dewetting front recedes, leaving behind a seemingly dry substrate. The macroscopic front can be transversely unstable resulting in large-scale ( > 100µm) strongly anisotropic fingered structures. For fronts that move relatively quickly these macroscopic struc- tures cover all the available substrate. However, when at a later stage the macroscopic front be- comes slower, those fingers become scarce and ‘macroscopic fingering’ finally ceases. At this stage it is possible to appreciate that the seemingly dry region left behind by the front is not at all dry, but covered by an ultrathin ‘postcursor’ film that is itself unstable. The thickness of this film 6
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is similar to the size of the nanoparticles. At a certain distance from the macroscopic front, the ultrathin film starts to evolve a locally isotropic pattern of holes. The holes themselves grow in an unstable manner resulting in an array of isotropically branched structures as shown, e.g., above in Fig. 1. This indicates that at least some of the patterns described in the literature may have arisen from processes in similar ultrathin ‘postcursor’ films. The existence of the ultrathin ‘postcursor’ film is an experimental finding that can be drawn on when choosing a theoretical approach to account for the pattern formation (see below). Note how- ever, that at the moment there exists no explanation for its existence. A possible hypothesis is that the substrate strongly attracts the nanoparticles. As a result they form a dense suspension layer having a thickness roughly equal to the diameter of the nanoparticles. The observed meso- scopic dewetting front then actually correspond to an autophobic dewetting of a low concentration suspension from the higher concentration suspension on the surface of the substrate. III. MODELLING APPROACHES Models of dewetting thin films of pure liquids or polymers are often based on thin film hydro- dynamics. Starting from the Stokes equations, together with continuity and boundary conditions at the substrate and free surface, one applies a long-wave approximation (assuming small surface slopes and contact angles) [8, 63] and obtains a non-linear evolution equation for the film thickness profile h(x,y,t ). In the case of volatile liquids one finds [55–58, 64] ∂th = ∇· [ Qc∇δF δh ] −Qe δF δh, (1) with the mobility functions Qc(h) = h3/3η ≥0 (assuming Poiseuille flow in the film and no slip at the substrate; η is the dynamic viscosity) and Qe ≥0 for the convective and evaporative part of the dynamics, respectively. Qe is a rate constant that can be obtained from gas kinetic theory or from experiment [57]. Note that Eq. (1) only applies if the pressure in the vapour above the film is close to the saturation pressure. For alternative expressions that are used to describe the non-conserved evaporative dynamics see, e.g., Refs. [56, 57, 65–69]. Finally, ∇= (∂x,∂y), and ∂t, ∂x and ∂y denote partial derivatives w.r.t. time and the coordinates. Focusing on the influence of capillarity and wettability only, the energy functional F[h] is given by F[h] = ∫ dx ∫ dy [γ 2 (∇h)2 + f(h) −µh ] (2) 7
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where γ is the liquid-gas surface tension and f(h) is a local free energy term that describes the wettability of the surface. Since µcorresponds to a chemical potential, the termµhmay either bias the system towards the liquid or towards the gas state. The variation ofF w.r.t.hgives the pressure. It contains the curvature (Laplace) pressure −γ∆hand the disjoining pressure Π(h) = −∂hf(h). Many different forms for the latter are in use (see, e.g., Refs. [4, 8, 63, 70–73]). For the present system a thin film description using Eq. (1) is not appropriate because the nanopar- ticles are not taken into account. However, under certain conditions one can augment equation (1) for the evolution of the film thickness by coupling it to an equation for the evolution of the mean particle concentration. The resulting model is able to describe the behaviour of an evaporating so- lution on the meso- and macroscale. Such an approach is briefly discussed below in Section III C. We should expect such a model to describe the mesoscopic dewetting front discussed above. How- ever, the theory is less suited to a description of the dewetting dynamics of the ultrathin postcursor film. The dewetting of the ultrathin film of highly concentrated suspension may be described by a dis- crete stochastic model such as, for instance, a kinetic Monte Carlo (KMC) model based solely on evaporation/condensation dynamics of the solvent and diffusion of the solute [35, 39, 41]. The va- lidity of this strong assumption regarding the relevant transport processes can be confirmed from an estimate based on Eq. (1): The pressure p = δF/δh drives convection and evaporation. The convective mobility is proportional toh3, i.e., it is large for thick films but decreases strongly with reduced film thickness. The evaporative mobility, however, is a constant, implying that evapora- tion will dominate below a certain (cross-over) thickness. For the parameter values of Ref. [57] and a small contact angle ( ≈0.01), the cross-over thickness is in the range of 1-5 nanometers. This estimate justifies the neglect of convective transport in a description of the postcursor film and may explain why one has such good agreement between the experimentally observed patterns and the patterns obtained from a purely two-dimensional (single layer) kinetic Monte Carlo model [35]. We introduce the KMC model below in Section III A. In several respects, however, the kinetic Monte Carlo model is rather simplistic, limiting its po- tential applications. For instance, the thermodynamic chemical potential as well as any wetting interaction of the solvent with the substrate are collected in a single parameter – an effective chem- ical potential. This implies that any influence of a disjoining pressure is ‘smeared out’ over the whole system and that no distinction between the short- and the long-range parts of the disjoining pressure is possible. It is furthermore based on the assumption that evaporation/condensation is 8
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the dominant dynamic process, but does not allow one to probe this assumption. In Section III B we show how one may develop a dynamical density functional theory (DDFT) that describes the system at a similar level to the KMC. However, the DDFT may also be easily extended to include other effects such as fluid diffusion, that the KMC does not incorporate. A. Kinetic Monte Carlo model The kinetic Monte Carlo model for two-dimensional dewetting nanofluids [33] was first proposed in Ref. [35] and extended to include next-nearest neighbour interactions in [37]. The two key assumptions used are: (i) the relevant processes can be mapped on to a two-dimensional lattice gas model, thereby neglecting continuous changes in the thickness of the evaporating film, and (ii) all relevant dynamics results from diffusing nanoparticles and evaporating/condensing solvent. The model builds on an Ising-type model for the liquid-gas phase transition. The surface is divided up into a regular array of lattice sites whose size is dictated by the nanoparticles. One then con- siders each lattice site to be occupied either by a nanoparticle, liquid or vapour. This effectively maps the system onto a two-dimensional two-component lattice gas having two fieldsnand l. The resulting three possible states of a cell are: liquid ( l = 1 ,n = 0 ), nanoparticle ( l = 0 ,n = 1 ), and vapour (l = 0,n = 0, i.e., cell empty). The energy of an overall configuration is given by the hamiltonian E = −εnn 2 ∑ <ij> ninj −εnl 2 ∑ <ij> nilj −εll 2 ∑ <ij> lilj −µ ∑ i li (3) where ∑ <ij> denotes a sum over nearest neighbour pairs andεll, εnn and εnl are the liquid-liquid, particle-particle and liquid-particle interaction energies, respectively. Fixing the three interaction strength parameters εll, εnn, εnl and the effective chemical potential µdetermines the equilibrium state of the system. We choose εll as unit of energy – i.e. we set εll = 1. The hamiltonian determines the equilibrium state and the energy landscape of the system. How- ever, as the system ‘dries in’ during the course of the solvent evaporation, the final nanoparticle configurations do not necessarily represent equilibrium structures. This implies that the system dynamics is of paramount importance. It is determined by the possible Monte Carlo moves, their relative frequencies, and the probabilities for their acceptance. Two types of moves are allowed: (i) evaporation/condensation of liquid and (ii) diffusion of nanoparticles within the liquid. A mobility M corresponds to the ratio of cycles of particle and solvent moves and reflects the physical ratio of 9
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time scales for evaporation and diffusion. A large mobilityM indicates fast diffusion as compared to evaporation. A trial move is accepted with the probabilitypacc = min[1,exp(−∆E/kT)] where kis the Boltzmann constant, T the temperature and ∆Eis the change in energy resulting from the potential move. Note that particles are only allowed to move into wet areas of the substrate, i.e., onto cells with l= 1. This models zero diffusivity of the particles on a dry substrate. The replaced liquid fills the site left by the nanoparticle. Without nanoparticles, the behaviour of the model is well known as it reduces to the classical two-dimensional Ising model [74]. For kT < kTc ≈0.567 liquid and vapour coexist when µ = µcoex = −2. For µ >−2 [µ <−2] eventually the liquid [vapour] dominates. A straight liquid- gas interface will recede [advance] for µ <−2 [µ >−2], i.e. one finds evaporative dewetting [wetting] fronts. If one starts, however, with a substrate covered homogeneously by the liquid, for µ <−2 the film will dewet via a nucleation or spinodal-like process. If the nanoparticles are present, they form dried-in structures when all the liquid evaporates. The final structures do not normally change any further – at least on short time scales. However, if the liquid wets the particles (i.e. is attracted to the particles), over long times there might be a coarsening of the structures, facilitated by the adsorbed liquid. The dried-in patterns depend on the particular pathway taken by the evaporative dewetting process. They range from labyrinthine to polygonal network structures or holes in a dense particle layer. Some typical patterns are displayed in Fig. 2, for cases when the average surface coverage of the nanoparticles ρav n = 0 .2. Panels (a) and (b) result from a spinodal-like and nucleation and growth process, respectively. At first sight they look very similar to the patterns seen for the pure solvent and one might argue that the particles solely act as passive tracers and preserve the transient volatile dewetting structures of the solvent. This was suggested in Refs. [26–28] for dewetting collagen solutions. However, panels (c) and (d) indicate that the particles may at times play a rather more significant role. When the diffusion of the particles is slow, the evaporative dewetting fronts become transversely unstable and may result in strongly ramified patterns. This instability is caused by the nanoparticles. The lower their mobility, the stronger the fingering effect, i.e., there are more fingers in (c) than in (d) because in the latter the mobility is larger. The front instability is intriguing as it results in strongly branched structures. As the dewetting front moves, new branches are continuously created and existing branches merge at the moving contact line. However, the mean finger number in the streamwise direction of the resulting ramified pattern is a constant. This behaviour is in contrast to the front instabilities found for dewetting 10
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a d b c FIG. 2: Typical KMC results for the final dried-in nanoparticle structures resulting from the evaporative dewetting processes of nanoparticle solutions (nanofluids) in the case of (a) a spinodal-like process at µ= −2.55, (b) nucleation and growth of holes at µ = −2.3, (c) unstable fronts at µ = −2.3 and low mobility M = 5, and (d) unstable fronts at µ= −2.3 and medium mobility M = 10. The starting configuration in (a) and (b) is a homogeneous liquid film with uniformly distributed particles whereas in (c) and (d) a hole at the center is nucleated ‘by hand’. The remaining parameters are (a,b) M = 50, ϵnl = 2.0, ϵnn = 1.5, ρav n = 0.2, kT = 0.3, MC steps= 500, domain size 1200 ×1200; (c,d) εnn = 2.0, ϵnl = 1.5, ρav n = 0.2, kT = 0.2, MC steps = 3000, domain size 1200 ×1200. Lattice sites occupied by particles are coloured black, and the empty sites are coloured white. 11
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polymers which only result in fingers without side-branches [75] or fields of droplets left behind [18]. A quantitative analysis shows that the mean number of fingers depends only very weakly on the av- erage concentration of the nanoparticles ρav n ; only the mean finger width increases with increasing concentration. However, decreasing the mobility (i.e., decreasing the diffusivity of the particles) leads to a much denser finger pattern and also causes the front instability to appear at an earlier stage, i.e., when the front instability is in its initial linear regime, it has a higher growth rate and a smaller characteristic wavelength (cf. Fig. 2(c) and (d)). Decreasing the effective chemical poten- tial (increasing its absolute value) has a similar but less strong effect. For details see [41]. These findings lead to the conclusion that the determining factor for the front instability is the ratio of the time-scales of the different transport processes. In particular, the front becomes more unstable when the velocity of the dewetting front increases as compared to the mean diffusion velocity of the nanoparticles. If the particle diffusivity is low, the front ‘collects’ the particles, resulting in a build up of the particles at the front that itself is slowed down. This makes the front unstable and any fluctuation along the front will trigger a transverse instability that results in an evolving fingering pattern. This happens even when the particle-liquid and particle-particle attractive interactions do not favour clustering (i.e. demixing of the liquid and the nanoparticles). In this regime, the instability is a purely dynamic effect and energetics plays no role in determining the number of fingers. We call this the ‘transport regime’. To illustrate the influence of energetics (characterized by the interaction parametersεij) on finger- ing in Fig. 3 we display the dependence of the mean finger number on particle-liquid interaction strength εnl. For εnl ≥1.5 the mean finger number < f >is nearly constant; this is the trans- port regime. However, on decreasing εnl below 1.5, we observe a marked increase in the value of < f >, indicating that energy plays an important role in determining the number of fingers in this regime. In this parameter range, demixing of particles and liquid occurs at the moving front and increases its transverse instability. In this ‘demixing regime’, the wavelength of the fingering instability is determined by the dynamics and the energetics of the system. Decreasing εnl further (below 1.4 in Fig. 3) one first observes in regime (iii) a slight decrease in the average finger num- ber. This is a geometric effect resulting from our one-dimensional finger counting routine: The fingers increasingly break up and the dried-in pattern looks progressively isotropic. In regime (iv), the measure ⟨f⟩does not represent a finger number but instead indicates a decrease in the typical 12
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distance between particle clusters resulting from the demixing process that occurs already in the bulk liquid and is not related to the front instability at all. Note that one finds a similar sequence of regimes (i) to (iv) when increasing the particle-particle interaction strengths for fixed εnl (see Ref. [41]) for further details. 1.2 1.3 1.4 1.5 1.6 1.7 1.8 1.9 2 εnl 0 5 10 15 20 25<f> (i)(ii)(iii)(iv) FIG. 3: (Colour online) Dependence of the mean finger number left behind by the unstable dewetting front on the particle-liquid interaction strength εnl. The regions marked (i) to (iv) are discussed in the main text. The insets display typical snapshots obtained in the four different regions. Particles are black, liquid is grey (green online) and the empty substrate is white. The remaining parameters are kT = 0 .2, M = 20, µ = −2.2, ρav n = 0.1, ϵnn = 2.0, domain size 1200 ×1200. For the insets, from left to right, ϵnl = 1.2,1.4,1.45,1.8. We note also that the fingering process may be viewed as self-optimising the front motion – i.e. the front keeps its average velocity constant by expelling particles into the fingers. A similar effect exists for dewetting polymer films [18], where liquid is expelled from the growing moving rim which collects the dewetted polymer. There, the surplus liquid is left on the surface as a droplet pattern. The kinetic Monte Carlo model is a very useful tool that helps one to understand the pattern formation in drying nanoparticle suspensions. One has, however, to keep in mind the restrictions 13
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on the model (see above). The purely two-dimensional character of the KMC was extended to a ‘pseudo three-dimensional’ one by making the effective chemical potential dependent on the mean liquid coverage [38]. As the latter is related to a mean film thickness, this corresponds to the introduction of a ‘global’ thickness-dependent disjoining pressure into the evaporation term without an explicit consideration of a film thickness. The amended model can reproduce bimodal structures that are beyond the scope of the purely two-dimensional model [38, 39]. Fully three- dimensional models are also discussed in the literature [76, 77]. B. Dynamical Density Functional theory The limitations of the kinetic Monte Carlo model introduced in the previous Section are related to its character as a two-dimensional lattice gas with only three states: gas, liquid or particle. This implies that (i) no liquid can be transported to a site on the surface already filled with liquid, i.e., diffusion of the liquid can not be incorporated in a sensible way and (ii) one is not able to distinguish between the influence of the short- and the long-range parts of the interactions with the substrate, as all such interactions are absorbed into the effective chemical potential. However, using dynamical density functional theory (DDFT) [78–83] one can develop a model for the processes in the ultrathin postcursor film without these limitations, although here we limit ourselves to developing the theory at the level of the KMC and solely discuss how to extend it to incorporate the influence of the liquid diffusion over the surface. Such a DDFT model describes the coupled dynamics of the density fields of the liquid ρl and the nanoparticles ρn. The densities ρl and ρn are defined as the probabilities of finding a given lattice site on the surface to be occupied by a film of liquid or by a nanoparticle, respectively. Note that the probability densities correspond to number densities as we use the lattice spacing σ= 1 as our unit of length. To develop the DDFT, one must first derive the underlying free energy functional F[ρl,ρn], and secondly, devise dynamical equations for both density fields that account for the conserved and the non-conserved aspects of their dynamics, i.e., transport and phase change processes, respectively. For a system governed by the hamiltonian (3), we may construct a mean-field (Bragg-Williams) approximation for the free energy of the system [78, 84] which contains an entropic contribution and contributions from the interactions between the different species (nanoparticles and liquid). The free energy is a semi-grand free energy, since the liquid is treated grand canonically (it is coupled to a reservoir with chemical potential µ), whereas the nanoparticles are treated in the 14
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canonical ensemble. The free energy functional is first defined on the original KMC lattice. How- ever, after re-writing the interaction terms employing gradient operators [78] one finally obtains the free energy functional for a continuous system F[ρl,ρn] = ∫ dr [ f(ρl,ρn) + εll 2 (∇ρl)2 + εnn 2 (∇ρn)2 + εnl(∇ρn) ·(∇ρl) −µρl ] , (4) where f(ρl,ρn) = kT[ρl ln ρl + (1 −ρl) ln(1−ρl)] + kT[ρn ln ρn + (1 −ρn) ln(1−ρn)] −2εllρ2 l −2εnnρ2 n −4εnlρnρl. (5) Since the liquid may evaporate from the surface into the vapour above the surface, µis the (true) chemical potential of this reservoir and determines the rate of evaporation [condensation] from [to] the surface. Note that normally a free energy of the form in Eq. (4) is obtained by making a gradient expansion of the free energy functional of a continuous system [84]. However, here we have made the mapping from the free energy of the lattice KMC system. The chemical potential for the nanoparticles may be determined from the functional derivative µn = δF[ρn,ρl]/δρn(r). In equilibrium it is constant throughout the system, but it may vary spatially in a non-equilibrium system, i.e., µn = µn(r,t). We assume that the dynamics of the nanoparticles is governed by the thermodynamic force ∇µn – i.e. that the nanoparticle current is j = −Mnρn∇µn, where Mn(ρl) is a mobility coefficient that depends on the local density of the liquid. Combining this expression for the current with the continuity equation, we obtain the following evolution equation for the nanoparticle density profile ∂ρn ∂t = ∇· [ Mnρn∇δF[ρn,ρl] δρn ] . (6) Note that this equation of motion may also be obtained by assuming that the nanoparticles have over-damped stochastic equations of motion [80–83]. Here, we assume that Mn(ρl) = αΘs(ρl − 0.5), where Θs(x) is a continuous function that switches smoothly from the value 0 to the value 1 at x = 0 (i.e. it is essentially a smooth analogue of the Heaviside function). This ensures that the nanoparticles are immobile when the local liquid density is small (dry substrate) and have a mobility coefficient αwhen ρl is high (wet substrate). For the evolution of the liquid density distribution we assume that the liquid is able to evaporate from the surface into the vapour (reservoir) above the surface (non-conserved dynamics) and may 15
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FIG. 4: (Colour online) Density profiles for the situation where the substrate is covered by nanoparticles with average density ρav n = 0.3. The top row are the nanoparticle density profiles and the bottom row are the corresponding liquid density profiles at the timest/tl = 8 (left) and 80 (right), where tl = 1/kTMnc l σ2. The parameters are kT/εll = 0.8, εnl/εll = 0.6, εnn = 0, α= 0.4Mnc l σ4, Mc l = 0, ρl(t= 0) = 0.9 ±ξ (where ξrepresents white noise of amplitude 0.05) and (µ−µcoex)/kT = −0.88, where the liquid exhibits spinodal decomposition-evaporation. also diffuse over the substrate (conserved dynamics). The conserved part is treated along the lines developed above for the nanoparticles. For the non-conserved part we assume a standard form [85], i.e., the change in time of ρl is proportional to −(µsurf(r,t) −µ) = −δF[ρn,ρl]/δρl(r) where µsurf(r,t) is the local chemical potential of the liquid at the point r on the surface at time t. This gives the evolution equation for the liquid density ∂ρl ∂t = ∇· [ Mc l ρl∇δF[ρn,ρl] δρl ] −Mnc l δF[ρn,ρl] δρl , (7) where we assume that the coefficients Mc l and Mnc l are constants. 16
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FIG. 5: (Colour online) Density profiles for the situation where the substrate is covered by nanoparticles with average density ρav n = 0.3 and with the liquid excluded from the region y <0. The top row shows the nanoparticle density profiles and bottom row the corresponding liquid density profiles at the times t/tl = 1000 (left), 10000 (middle) and 30000 (right), where tl = 1 /kTMnc l σ2. The parameters are kT/εll = 0.8, εnl/εll = 0.6, εnn = 0, α= 0.2Mnc l σ4, Mc l = 0, ρl(t= 0) = 0.9 ±ξ(where ξrepresents white noise of amplitude 0.05) and (µ−µcoex)/kT = −0.78. This theory allows us to study the time evolution of the evaporating film of nanoparticle suspension without some of the restrictions of the kinetic Monte Carlo model. Here, however, we illustrate its application in similar parameter regimes as used above for the KMC. We focus on two examples: (i) the spinodal dewetting of a initially flat film of nanoparticle suspension characterised by con- stant ρl and ρn (Fig. 4); and (ii) the retraction of a dewetting front that is unstable with respect to a fingering instability (Fig. 5). Fig. 4 presents two pairs of snapshots from a purely evaporative dewetting process deep inside the parameter region of the phase diagram where spinodal dewetting occurs. For small times the film becomes unstable showing a typical spinodal labyrinthine pattern with a typical wavelength. The nanoparticles concentrate where the remaining liquid is situated. However, they are ‘slow’ in their reaction: when ρl already takes values in the range 0.08 – 0.83, the nanoparticle concentration has only deviated by about 25% from its initial value. The film thins strongly forming many 17
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small holes. The competition for space results in a fine-meshed polygonal network of nanoparticle deposits. The concentration of particles is much higher at the network nodes – an effect that can not been seen within the KMC model. As the particles attract the liquid there remains some liquid on the substrate where the nanoparticles are. Fig. 5 gives snapshots of the evolution of a fingering instability for a retracting dewetting front. At early times the straight front shows a rather short-wave instability, about 16 wiggles can be seen. However, they are only a transient: the finger pattern coarsens rapidly till only about 7 fingers remain. The fingering then becomes stationary, i.e., just as in the KMC, the mean finger number remains constant, although new branches are continuously created and old branches join each other. In general, the results on fingering agree well with results obtained using the KMC model [41]. From this we conclude that jamming of discrete particles is not a necessary factor for causing the instability, since the fingering is seen here in a continuum model with a diffusion constant that is independent of the nanoparticle concentration. The DDFT is better suited than the KMC for investigations of the early instability stages: they are more easy to discern without the discrete background noise of the KMC. Furthermore, one may perform a linear stability analysis of the one-dimensional undisturbed streamwise front profiles with respect to transverse perturbations (in analogy to the approach used in Refs. [19, 86, 87]). C. Thin film hydrodynamics The previous two sections focused on two approaches to describe the experimentally observed patterning dynamics in the ultrathin postcursor film left behind by a mesoscopic receding dewet- ting front. Although both the kinetic Monte Carlo model and the dynamical density functional theory are able to describe well the processes in the ultrathin film, they can not be employed to describe mesoscale hydrodynamics. A relatively simple model for the latter can be derived in the framework of a long-wave or lubrication equation [8, 63]. We will illustrate here the approach by considering an isothermal situation where the nanoparticles are not surface active, i.e., they do not act as surfactants. For a model incorporating the effects of latent heat generation and surface- active particles resulting in thermal and solutal Marangoni stresses, see Ref. [88]. A description of spreading particle solutions incorporating a structural disjoining pressure has also been considered [89]. For related work on particle-laden film flow on an incline see Refs. [90, 91]. One starts from the Stokes equations, together with continuity, no-slip boundary conditions at the 18
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substrate and force equilibria at the free surface, and applies a long-wave approximation. Under the assumption that concentrations equilibrate rapidly over the film thickness, we obtain coupled non-linear evolution equations for the film thickness profileh(x,t) and the amount of nanoparticles per unit length hp = φh, where φis the volume concentration of the nanoparticles. Note, that hp corresponds to the local thickness of the nanoparticle layer when all the solvent is evaporated. The resulting evolution equation for the film thickness is Eq. (1) above and focusing on the influence of particle-independent capillarity and wettability only, the energy functional F[h] is given by Eq. (2) above. Note that the viscosity η depends on the particle concentration. Following Refs. [88, 89, 91, 92] we use the Quemada law for dense suspensions [93–95] η(φ) = η0 ( 1 −φ φc )−2 (8) where φc = 0.64 corresponds to random close packing of spherical particles. For the nanoparticle volume per length hp = φhone obtains the following evolution equation: ∂t(φh) = ∇· [ φQc∇δF δh ] + ∇·[D(φ)h∇φ] , (9) where the particle concentration dependent diffusion coefficientD(φ) is related to the viscosity by the Einstein relation D(φ) = kT/6πRη(φ), where Ris the radius of the nanoparticles [96]. We illustrate results obtained employing this thin film theory using the single example of a re- ceding dewetting front for a partially wetting film. We use the disjoining pressure and material constants for the liquid considered in Ref. [57], where the evaporative and convective dewetting of a film of volatile liquid is studied. We add, however, the nanoparticles to the system. The expression that we employ for the local free energy term in Eq. (2) is: f(h) = SLW d2 0 h2 + SP exp (d0 −h l0 ) , (10) where the parameters characterising the interaction between the liquid film and the surface are the apolar and polar spreading coefficients SLW and SP , respectively, the Debye length l0 and the Born repulsion length d0 [57]. The resulting disjoining pressure Π = −∂hf(h) allows for a stable precursor film (thickness hprecursor) and also has a second (larger) thickness (h0) that corresponds to a secondary minimum of the underlying energy functional. See Refs. [11, 97] for studies of film and drop states for similar disjoining pressures. Our results are calculated for a system where the profiles only vary in one Cartesian direction ( x), corresponding to a straight dewetting front. However, our results may also be interpreted as applying to a circular flat drop whose front remains 19
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0.5 1 1.5 2 2.5 h p 0 0.2 0.4 0.6 0.8 1 x/L 0.5 1 1.5 2 2.5 0 0.2 0.4 0.6 0.8 1 0.5 1 1.5 2 2.5 a b c FIG. 6: Profiles of the final dried-in nanoparticle layer for the dewetting of a suspension of nanoparticles in a volatile solvent that partially wets the substrate for (a) high ( Ω = 10−3), (b) medium (Ω = 2 ×10−6) and (c) low (Ω = 0 .78 ×10−8) evaporation rates, for the case when χ = H/l0 = 1.09, the lateral length scale is ℓ = √ γ/κH with κ = (Sp/l0) exp(d0/l0)H being an energy scale related to wettability and the vertical length scale is H = √ 2SLW /κd0. The remaining dimensionless parameters are the evaporation number Ω = Qeη0ℓ2/H3, the diffusion number Γ = D(0)η0/Hκ = 10−4 and the dimensionless chemical potential M = Hµ/κ = −0.0035. The system size is L= 19500ℓ. Film thickness and hp in the plots are scaled by the precursor film thickness. circular throughout the dewetting and evaporation process. In this case one should interprete the coordinate xas the distance from the centre of the circular film. We start with a film of heighth0 of finite length sitting on a precursor film and assume that the film contains nanoparticles at constant concentration φ0. The chosen parameter values ensure that the film of thickness h0 is linearly stable. As we do not incorporate noise, no nucleation of additional holes can occur (even with noise the probability would be extremely low). Without evaporation the film dewets ‘classically’ by a retraction of the initially step-like front. After a short time, surface tension smoothes the profile of the receding front and a capillary rim forms that collects all the 20
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dewetted liquid. The front recedes until all liquid is collected in a central drop. Since no liquid evaporates [Qnc = 0 in Eq. (1)], the particle concentration does not change during the process. The situation changes when allowing for evaporation ( Qnc > 0). Now the front may retract by convection and/or evaporation. Evaporation leads to the possibility of a strong increase in the particle concentration at the contact line as evaporation is strongest there. Due to the strong nonlinear dependence of the viscosity on the particle concentration, this may lead to a dramatic decrease of the convective contribution to the front velocity. For moderate evaporation rates, this may result in a (temporary) self-pinning of the front. Within the present basic model, the process can (after complete dry-in) result in three different basic deposition patterns: (i) for very fast evaporation rates, all other processes occur over time scales that are much larger. In particular, the effects of convective redistribution of the liquid are neglectable. As a result one finds that a nearly homogeneous film of nanoparticles of thicknesshp = φ0h0 is deposited (see Fig. 6(a)). Convection only results in the small heap of material visible at the left hand side of Fig. 6(a). The decrease in hp on the right side of Fig. 6(a) arises due to the diffusion of particles to the right of the initial front position; (ii) for very low evaporation rates, the film dynamics is dominated by convective dewetting as this process acts on a much shorter time scale than evaporation. As a result, all the liquid is collected into a drop before evaporation slowly removes the remaining solvent. Under these conditions most of the nanoparticles are deposited in a single heap (see Fig. 6(c)). Depending on the diffusivity, the heap might be highest at the centre or show a depression there; (iii) at intermediate evaporation rates, one may observe the deposition of a nanoparticle ring around a region with a nanoparticle film of much lower height. At the centre deposition might increase again (see Fig. 6(b)). The most intriguing feature is the ring formation that has been observed experimentally for sus- pensions of very different particle sizes ranging from nanometers [32, 36, 46, 47] to hundreds of micrometers. Pinning of the contact line and thermal Marangoni effects are often mentioned as necessary conditions for the ring formation. The contact line pinning is often assumed to result from substrate heterogeneities. Film height and concentration profiles at various instants during the dewetting process are displayed in Fig. 7. The profiles are from before, at and after self-pinning of the contact line. In Fig. 8 we display a space-time plot for the complete process. At first, the front recedes in the same manner as when there is no evaporation, but now driven by convection and evaporation. A small capillary rim forms that collects all the dewetted liquid that does not evaporate. The particle concentration slowly increases at the contact line (Fig. 7(a) and regime 21
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0 1 2 3 0 1 2 3 h, h p , φ 0.6 0.65 0.7 0.75 x/L 0 1 2 3 a b c FIG. 7: (Colour online) A sequence of profiles during a dewetting process with competing evaporation and convection that leads to the dried-in ring structure of nanoparticles displayed in Fig. 6(b). Profiles are at (a) before pinning (t = 0.08T), (b) at self-pinning ( t = 0.13T), and (c) after depinning ( t = 0.29T), where T = 3 ×1010τ with τ = η0γH/κ2 (T is of order of 1s). The film thickness profiles hare the bold solid lines, the nanoparticle concentrations φare the dotted lines and the nanoparticle layer height hp = hφare the dashed lines. The remaining parameters and scalings are as in Fig. 6(b). (i) in Fig. 8). The concentration increases further and when it approaches random close packing φc, the viscosity diverges and the front pins itself. When pinned, further retraction only occurs through evaporation (Fig. 7(b) and regime (ii) in Fig. 8). The front eventually depins and starts to move again, leaving a nanoparticle ring behind (Fig. 7(c) and regime (iii) in Fig. 8). However, the velocity is not as large as at the beginning, owing to the fact that the mean concentration of particles has increased. The remaining particles are transported to the centre and are deposited there when the remaining solvent evaporates (regime (iv) in Fig. 8). The simple model used here shows, (i) that the contact line stops due to self-pinning by the de- posited particles and (ii) the Marangoni effect is not necessary for the ring formation. The model can easily be refined to account for solutal and/or thermal Marangoni effects [88] but self-pinning 22
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(iii) (iv) (ii) (i) FIG. 8: (Colour online) Space-time plots are given for (left) the film thicknesshand (right) the nanoparticle layer height hp = hφ. The plot corresponds to the complete evolution resulting in the ring profile of Fig. 6(b). In both panels bright [dark] parts denote high [low] regions. The prominent central dark-bright border in the left panel indicates the change of the position of the contact line in time. Over time, four regimes can be distinguished: (i) fast motion before pinning, (ii) nearly no front motion during self-pinning, (iii) slow motion after depinning, and (iv) final evaporation from the center. should also be investigated further in the simple case presented here. IV . CONCLUSION We have discussed recent work on pattern formation processes in films and drops of evaporating suspensions/solutions of polymers and particles. After reviewing experiments on suspensions of thiol-coated gold nanoparticles in toluene we have focused on the modelling of the transport and phase change processes involved. A theoretical approach to the modelling of the hydrodynamics on the mesoscale has been described as well as more microscopic models for the dynamics in the observed nanoscopic ‘postcursor’ film. In particular, we have introduced (i) a microscopic kinetic Monte Carlo model, (ii) a dynamical density functional theory and (iii) a hydrodynamic thin film model. The kinetic Monte Carlo model and the dynamical density functional theory can both be used to investigate and understand the formation of polygonal networks, spinodal and branched structures resulting from the dewetting of an ultrathin ‘postcursor’ film that remains behind the mesoscopic dewetting front. They are, however, not capable of describing the dynamical processes in a meso- 23
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scopic film. We have seen that the KMC model is able to describe the interplay of solute diffusion within the solvent and solvent evaporation/condensation. It also takes the liquid-liquid, liquid- particle and particle-particle interactions into account and therefore allows us to distinguish differ- ent regimes of the transverse (fingering) instability of the evaporative dewetting front: a transport regime where the instability is almost completely independent of the interaction strengths and a demixing regime where particles and liquid demix at the receding front thereby increasing its transverse instability. The dynamical density functional theory describes the coupled dynamics of the density fields of the liquid and the nanoparticles. In the form described above (i.e. based on the two-dimensional hamiltonian (3)) we obtain a simple theory that allows us to study the time evolution of the evapo- rating ultrathin film and also to investigate the influence of processes such as surface diffusion by the liquid, which are not incorporated in the KMC model. However, it is straightforward to extend the theory to consider a fully three-dimensional fluid film, in which one can distinguish between short- and long-range interactions of solvent and/or solute with the substrate. We have, however, restricted the examples given here to situations that can also be described using the KMC model. A further exploration will be presented elsewhere. Finally, we have discussed a simple thin film model for the hydrodynamics on the mesoscale. It results from a long-wave approximation and consists of coupled evolution equations for the film thickness profile and the mean particle concentration. It has been used to discuss the self-pinning of receding contact lines that is related to the formation of rings of dried-in particles (coffee- stain effect) that frequently occurs when films or drops of solutions or suspensions dewet by the combined effects of convection and evaporation. One of the primary goals of researchers in this field, is the search for simple-to-use techniques that allow one to produce hierarchically structured functional layers for a wide range of applica- tions such as, e.g., organic solar cells [98]. This means that the experiments advance very rapidly towards increasingly complex systems. For example, there have been investigations of the influ- ence of the phase behaviour on the drying of droplets of a suspension of hard-sphere colloidal particles and non-adsorbing polymer [99], of the instabilities and the formation of drops in evap- orating thin films of binary solutions [100] that may lead to treelike patterns [101], of effects of a secondary phase separation on evaporation-induced pattern formation in polymer films [102], and of the influence of an imposed flow on decomposition and deposition processes in a sliding ridge of evaporating solution of a binary polymer mixture [103] and of the influence of rather 24
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fast evaporation [104, 105]. These complex experimental systems all represent systems of high practical interest that the theories presented here are not (yet) able to describe. Such experiments do, however, provide a strong motivation for further work to extend the theories presented here, as well as to develop new approaches. Let us finally mention that several topics were entirely excluded from our discussion here. First, we focused on a limited range of descriptions and did, for instance, not mention lattice Boltzmann, molecular dynamics or dissipative particle dynamics approaches that may also be employed to describe fluid suspensions [106–109]. Second, we have only discussed spatially homogeneous substrates. Patterned substrates are widely used in dewetting experiments [38, 110–112]. Theoret- ical descriptions are well developed for the dewetting of films of pure non-volatile liquids on such substrates [68, 113–119]. However, in the case of volatile liquids on heterogeneous substrates, much less work has been done. A third topic that we did not touch upon are possible continuum thin film approaches to demixing dewetting suspensions. We believe it is feasible to extend the diffuse interface theories such as model-H [120] to include the influence of evaporation in dewet- ting nanoparticle suspensions. For instance, such models have already been adapted to describe demixing free surface films of polymer blends [121–123]. Acknowledgments AJA and MJR gratefully acknowledge RCUK and EPSRC, respectively, for financial support. We acknowledge support by the European Union via the FP6 and FP7 Marie Curie schemes [Grants MRTN-CT-2004005728 (PATTERNS) and PITN-GA-2008-214919 (MULTIFLOW)]. [1] G. Reiter, “Dewetting of thin polymer films,” Phys. Rev. Lett. 68, 75–78 (1992). [2] G. Reiter, “Mobility of polymers in films thinner than their unperturbed size,” Europhys. Lett. 23, 579–584 (1993). [3] A. Sharma and G. Reiter, “Instability of thin polymer films on coated substrates: Rupture, dewetting and drop formation,” J. Colloid Interface Sci.178, 383–399 (1996). [4] P.-G. de Gennes, “Wetting: Statics and dynamics,” Rev. Mod. Phys. 57, 827–863 (1985). 25
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arXiv:1001.2670v1 [quant-ph] 15 Jan 2010 . The Linewidth of Ramsey Laser with Bad Cavity Y ang Li, Wei Zhuang, Jinbiao Chen, ∗ and Hong Guo † CREAM Group, State Key Laboratory of Advanced Optical Commu nication Systems and Networks (Peking University) and Institute of Q uantum Electronics, School of Electronics Engineering and Computer Science, and Center for Computational Science and Engineering (CCSE ), Peking University, Beijing 100871, P . R. China (Dated: October 29, 2018) We investigate a new laser scheme by using Ramsey separated- field technique with bad cavity. By studying the linewidth of the stimulated-emission spectrum of this k ind of laser inside the cavity, we find its linewidth is more than two orders of magnitude narrower than atomic nat ural linewidth, and it is far superior to that of conventional optical Ramsey method and any other availab le subnatural linewidth spectroscopy at present. Since any cavity related noise is reduced to cavity-pulling e ffect in bad cavity laser, this Ramsey laser provides the possibility of precision subnatural linewidth spectro scopy, which is critical for the next generation of optical clock and atom interferometers. PACS numbers: 42.55.Ah, 42.50.Ar, 42.60.Da, 32.30.-r Introduction: Since the invention of the separated-field technique [1], it has played an important role in the field of precision spectroscopy due to its linewidth narrowing effect via multiple coherent interaction. Atomic clocks based on this technique have greatly extended our ability for frequency measurement, further, almost all the atom interferometers are based on this technique [2]. Though, the natural linewidth of quantum transition was regarded as the ultimate limit to high-resolution laser spe c- troscopy [4], several methods of subnatural linewidth spec - troscopy have been proposed to gain subnatural linewidth [3 – 10]. However, in all these e fforts, including optical Ramsey spectroscopy, subnatural line is realized at the expense of a quick reduction in signal-to-noise (SNR) ratio due to the ex - ponential decaying of signal, thus all these schemes can onl y get the linewidth several times narrower than the atomic nat - ural linewidth. In the past three decades, this situation do es not change in the field of the precision laser spectroscopy. On the other hand, the thermal noise of the cavity mirrors is the main obstacle for further linewidth reduction of a laser [11, 12], and it is a challenge to substantially reduce this noise further[13]. Recently, a new scheme, called active optical clock [14–18], was proposed to substantially reduce the las er linewidth. With lattice trapped atoms, it is possible to rea ch mHz linewidth laser based on the mechanism of active optical clock [14, 15, 19]. The principal mechanism of active optica l clock is to directly extract light emitted from the ultranar row atomic transition with a cavity mode linewidth much wider than that of lasing. This bad cavity ensures that any frequen cy shift due to cavity noise reduces to cavity-pulling e ffect [15– 17], then the thermal noise is not the major obstacle again fo r reducing the linewidth. This means the bad cavity can play an indispensable role in new subnatural linewidth spectroscopy. In this Letter, we propose a new scheme called Ramsey laser with bad cavity. Distinct from any previous applicati ons of conventional Ramsey separated oscillating fields method [1], which focuses on the absorption spectrum, we here fo- cus on the stimulated emission spectrum via multiple coher- ent interactions inside the cavity. We find this Ramsey laser can provide a stimulated-emission spectrum with a linewidth much narrower than that of any conventional optical Ramsey seperated-field spectroscopy, which is commonly applied in optical atomic clock. Our results also show that a subnatural linewidth spectroscopy, superior to any other available su bnat- ural spectroscopy technique at present [3–10], can be reach ed by this kind of laser, if a suitable atomic level structure is cho- sen. Thus, this method can provide an e ffective subnatural spectroscopy, and the possibilities for the new optical clo ck scheme [15] and atom interferometers [2]. Theoretical framework: We consider the case of a two-level atomic beam interacting with a single-mode Ramsey cavity of separated-oscillating-field resonators with the cavitymode linewidth is much wider than the atomic gain linewidth. Thus we call it bad-cavity Ramsey laser. All atoms are pumped onto the upper lasing statea before entering the first cavity of seperated field, and the lower lasing state is b . We assume all the atoms have the same velocities υ, that means what we consider here is a homogeneous laser system. And for the sake of simplicity, we consider the two-standing waves line ar optical Ramsey configuration with a grid as spatial selector [20, 21]. Our treatment can be extended to other configura- tions as in [22–24]. The length of each oscillating part isl, and the length of the free drift region is L . The corresponding Hamiltonian is H = ℏωˆa †ˆa +ℏ ∑ j [ ωj a ( t) σj a +ωj b ( t) σj b ] + ℏg ∑ j Γj ( t)(ˆa † ˆσj −e −i⃗k ·⃗r j + ˆσj +ˆae i⃗k ·⃗r j ) , (1) where ˆ a , ˆa † are the annihilation and creation operators of the field mode inside the cavity, with the frequency ω, σj a = ( |a ⟩⟨a |) j and σj b = ( |b ⟩⟨b |) j are the projection operators for the jth atom corresponding to the upper and lower lasing levels,
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2 with frequency ωj a and ωj b , and σj − = ( |b ⟩⟨a |) j is the “spin- flip” operator for the jth atom, with its adjoint σj + = ( |a ⟩⟨b |) j . The coupling constant g is given by g = µ√ω/2 ℏǫ0 V , where µ is the magnitude of the atomic dipole moment, and V is the e ffective volume of the cavity. In order to denote the finite-time interaction between the atoms and Ramsey separated field, we introduce the function Γj ( t) = Θ( t −t j ) −Θ( t −t j −τ) +Θ( t −t j −τ−T ) −Θ( t −t j −2 τ−T ) , (2) where Θ( t) is the Heaviside step function [ Θ( t) = 1 for t > 0, Θ( t) = 1 /2 for t = 0, and Θ( t) = 0 for t < 0]. T is the free drift time of the atoms, and τ is the interacting time between the atom and one cavity. By the standard way [25], we can get the Heisenberg- Langevin equations of the motion for the single-atom and filed operators. By introducing the macroscopic atomic oper - ator, M ( t) = −i ∑ j Γj ( t) σj −( t), N a ( t) = ∑ j Γj ( t) σj aa ( t), N b ( t) =∑ j Γj ( t) σj bb ( t), the dynamic equations for the field and macro- scopic atomic operators yield ˙a ( t) = −κ 2 a ( t) +gM ( t) +F κ( t) , (3) ˙N a ( t) = R (1 −A 0 + A 1 −A 2 ) −( γa +γ′ a ) N a ( t) − g [ M †( t) a ( t) +a †( t) M ( t)] +F a ( t) , (4) ˙N b ( t) = − R ( B 0 − B 1 + B 2 ) −γb N b ( t) +γ′ a N a ( t) + g [ a †( t) M ( t) + M †( t) a ( t)] +F b ( t) , (5) ˙M ( t) = − R ( C 0 −C 1 +C 2 ) −γab M ( t) + g [ N a ( t) −N b ( t)] a ( t) +F M ( t) , (6) where the macroscopic noise operators are defined as F a ( t) = ∑ j ˙Γj ( t) σj a ( t) −R (1 −A 0 + A 1 −A 2 ) + ∑ j Γj ( t) f j a ( t) , F b ( t) = ∑ j ˙Γj ( t) σj b ( t) +R ( B 0 − B 1 + B 2 ) + ∑ j Γj ( t) f j b ( t) , F M ( t) = −i ∑ j ˙Γj ( t) ˜σj −( t) +R ( C 0 −C 1 +C 2 ) −i ∑ j Γj ( t) f j σ( t) , with A 0 = ⣨ σj a ( t j +τ) ⟩ q , A 1 = ⣨ σj a ( t j +τ+T ) ⟩ q , A 2 = ⣨ σj a ( t j +2 τ+T ) ⟩ q , B 0 = ⣨ σj b ( t j +τ) ⟩ q , B 1 = ⣨ σj b ( t j +τ+T ) ⟩ q , B 2 = ⣨ σj b ( t j +2 τ+T ) ⟩ q , C 0 = ⣨ −iσj −( t j +τ) ⟩ q , C 1 = ⣨ −iσj −( t j +τ+T ) ⟩ q , C 2 = ⣨ −iσj −( t j +2 τ+T ) ⟩ q . R is the mean pumping rate, which is defined in [26]. It is very easy to check that the average values of the above Langevin forces are all zero. By using the above definitions of the noise operators, we find the correlation functions of macroscopic noise forces c an be generally written in the form ⟨F k ( t) F l ( t′) ⟩ = D (0) kl δ( t −t′) + D (1) kl δ( t −t′ −τ) + D (2) kl δ( t −t′ +τ) + D (3) kl δ( t −t′ −τ−T ) + D (4) kl δ( t −t′ +τ+T ) +D (5) kl δ( t −t′ −2 τ−T ) + D (6) kl δ( t −t′ +2 τ+T ) +D (7) kl δ( t −t′ −T ) + D (8) kl δ( t −t′ +T ) , (7) where D ( i) kl ( k ,l = a ,b ,M ,M †; i = 0 ,1 ,2) are the quantum dif- fusion coe fficients. c-number correlation functions: By choosing some partic- ular ordering for products of atomic and field operators, one could derive the c-number stochastic Langevin equations from the quantum Langevin equations derived above, and all of the dynamic equations for c-number stochastic variables are th e same as in [26]. The di fferences are from the correlation func- tions. On the other hand, we convert the quantum noise oper- ators into the c-number noise variables˜F k ( t)( k = a ,b ,M ,M †), whose correlation functions are expressed as ⣨˜F k ( t) ˜F k ( t′) ⟩ = ˜D (0) kl δ( t −t′) + ˜D (1) kl δ( t −t′ −τ) + ˜D (2) kl δ( t −t′ +τ) + ˜D (3) kl δ( t −t′ −τ−T ) + ˜D (4) kl δ( t −t′ +τ+T ) + ˜D (5) kl δ( t −t′ −2 τ−T ) + ˜D (6) kl δ( t −t′ +2 τ+T ) + ˜D (7) kl δ( t −t′ −T ) + ˜D (8) kl δ( t −t′ +T ) , (8) where ˜D ( i) kl are the c-number Langevin di ffusion coe fficients, related to quantum Langevin di ffusion coe fficients D ( i) kl as in [27]. Steady-state solutions: The steady-state solutions for the mean values of the field and atomic variables for laser op- eration are obtained by dropping the noise terms of the c- number Langevin equations and setting the time derivatives equal to zero. The analytical solutions are very complex, and one could numerically solve the steady-state equations. In this paper, we only care about the bad cavity limit γmax ≪ T −1 ≪ τ−1 ≪ κ/2. Since the atomic transit time is much shorter than the damping times of atomic variables, one could ignore the effect of the spontaneous emission of the atom. By the stan- dard way [25], We get the following steady-state values: ⏐ ⏐ ⏐˜A ss ⏐ ⏐ ⏐2 = R (1 −A 0 + A 1 −A 2 ) κ = R ( B 0 − B 1 + B 2 ) κ , ˜N ass = R τ 2 [ 1 + C 0 −C 1 +C 2 g τ √ κ R ( B 0 − B 1 + B 2 ) ] ,
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3 ˜N bss = R τ 2 [ 1 − C 0 −C 1 +C 2 g τ √ κ R ( B 0 − B 1 + B 2 ) ] . A detailed analysis about the stability of the steady-state can be found such as in [28]. In this paper, we assume the steady- state solution is stable. Laser linwidth: Suppose the quantum fluctuation is small, the evolution of the fluctuations can be obtained by making a linearization of the c-number Langevin equations around th e steady-state solution. Then the measured spectra of field flu c- tuations will be directly related to these quantities. By Fo urier transformations of the linearized equation, we get the ampl i- tude and phase quadrature components δX ( ω) and δY ( ω) [26]. Well above threshold, one can neglect the amplitude fluctu- ations, and the linewidth inside the cavity is related to the phase-diffusion coe fficient [25]. For small fluctuation of laser phase, the spectrum of phase fluctuations is simply related t o the spectrum of the phase quadrature component of the field fluctuations, namely, ( δϕ2 ) ω = 1 I 0 ( δY 2 ) ω. In the region γab ≪ T −1 ≪ τ−1 ≪ κ/2, as in the recently proposed active optical clock [15] with atomic beam. The phase quadrature component of the field fluctuations can be expressed as ( δϕ2 ) ω ≈ ( κ/2 +γab ) 2 I 0 ω2 [( κ/2 +γab ) 2 +ω2 ] g 2 4( κ/2 +γab ) 2 {4 γab ˜N ass + 2 R [( A 0 + B 0 ) +( A 2 + B 2 )] + Rp [( C 0 −C ∗ 0 ) 2 +( C 1 −C ∗ 1 ) 2 +( C 2 −C ∗ 2 ) 2 ] }. (9) Since the time τ and T is much shorter than the time scale of the atomic dampings, we can neglect the dampings when calculateA i , B i , C i . By using A 0 = cos 2 ( ΩR 2 τ ) , A 1 = cos 2 ( ΩR 2 τ ) , A 2 = 1 −sin 2 ( ΩR τ) cos 2 ( ∆2 2 T ) , B 0 = sin 2 ( ΩR 2 τ ) , B 1 = sin 2 ( ΩR 2 τ ) , B 2 = sin 2 ( ΩR τ) cos 2 ( ∆2 T 2 ) , ( C 0 −C ∗ 0 ) 2 = 0 ,( C 1 −C ∗ 1 ) 2 = −sin 2 ( ΩR τ) sin 2 ( ∆2 T ) , ( C 2 −C ∗ 2 ) 2 = −sin 2 ( ΩR τ) sin 2 ( ∆2 T ) , we get ( δϕ2 ) ω = ( κ/2 +γab ) 2 ω2 [( κ/2 +γab ) 2 +ω2 )] γ2 ab ( κ/2 +γab ) 2 {D S T + D Ram [2 − p sin 2 ( ΩR τ) sin 2 ( ∆2 T )] }, (10) where ΩR is the Rabi frequency on resonance, D S T =g 2 ˜N ass /I 0 γab , D Ram = g 2 R /2 I 0 γ2 ab , and ∆2 = ω − ( ωa 2 − ωb 2 ) presents the detuning in the free drift region. p is a parameter, which characterizes the pump- ing statistics: a Poissonian excitation statistics corres ponds to p = 0 , and for a regular statistics we have p = 1. Then the linewidth of Ramsey laser with bad cavity is given by D = γ2 ab ( κ/2 +γab ) 2 {D S T + D Ram [2 − p sin 2 ( ΩR τ) sin 2 ( ∆2 T )] }. (11) Since D S T /D Ram ≪ 1 in our situation, and in the case of max- imal photon number, the steady state value of ˜N ass is about R τ/2. Then we get the D ≈ 2 g 2 κ [2 − p sin 2 ( ΩR τ) sin 2 ( ∆2 T )] . (12) From the expression above, we find that the pumping statis- tic can influence the linewidth. For regular injection (p = 1), the linewidth is the narrowest, while for Poissonian inject ion ( p = 0), the linewidth is the broadest. But even for regular injection, the linewidth is larger than the case of one cavit y. That means the mechanism of separated-field does not play the role in reducing the linewidth as in the conventional opt i- cal Ramsey method, which is counter-intuitive. However, th e separated fields are indispensable for any phase detection l ike atom interferometry. The details about the method of active atom interferometry will appear elsewhere. Our method of Ramsey laser is suitable for any atoms with metastable energy level, as an example, we choose the tran- sition from the metastable state 4s 4 p 3 P 1 to the ground state 4 s 2 1 S 0 of 40 Ca to check the striking feature of this laser: sub- natural linewidth. As mentioned in [29], the corresponding natural linewidth of the metastable state 4s 4 p 3 P 1 is 320Hz. As in the recently proposed active optical clock with atomic beam [15], the velocity of the atoms in thermal atomic beam is about 500m/s, and the length of the interaction region is about 1mm, then the time for the atom to traverse each coherent- interaction region is on the order of magnitude of 1µs. If a bad cavity with κ is on the order of 10 7 Hz, the relation κ/2 ≫ τ−1 is satisfied. Then when g is on the order of the magnitude of kHz, which can be easily achieved for current technique [30], from the linewidth expression of Eq.(16) th e order of magnitude of linewidth is below 1 Hz. This means the linewidth of a Ramsey laser can be more than two or- ders of magnitude narrower than the atomic natural linewidth, therefore our Ramsey method provides a new subnatural spec- troscopy technique. And since it is stimulated-emission spec- trum, it overcomes the di fficulty in other subnatural linewidth spectroscopy schemes where the quick reduction of signal to noise ratio is a formidable limit. We should point out that this Ramsey laser does not escape the limitation of all active optical clock: in order to pump atoms to the excited state ef- fectively and to be stimulated emit photon during the lifetime of a metastable state, this new method will only be applicabl e to some special transitions [17].
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4 Conclusion: In summary, we propose a new subnatural linewidth spectroscopy technique, which is a laser by us- ing Ramsey seperated-field cavity to realize the output of stimulated-emission radiation via multiple coherent interac- tion with atomic beam. We find the linewidth of Ramsey laser is subnatural if we choose an appropriate atomic level, and the bad-cavity laser mechanism will dramatically reduce cavit y- related noise as discussed in active optical clock [15–19]. Our results show that this new subnatural linewidth spectrosco py is superior to conventional optical Ramsey seperated-field spectroscopy and any other available subnatural spectrosc opy technique at present [3–10]. Considering one have to ap- ply the separated-field method in any phase detection as in Ramsey-Borde´interferometer [2], to investigate the e ffects of phase di fferences between the two oscillating fields [31] in this stimulated separated-field method with such subnatura l linewidth will be our next research aim. We acknowledge Yiqiu Wang and Deshui Y u for fruitful discussions. This work is supported by MOST of China (grant 2005CB724500, National Natural Science Foundation of China (grant 60837004, 10874009), National Hi-Tech Re- search and Development (863) Program. ∗ E-mail: [email protected] † E-mail: [email protected]. [1] N. F. Ramsey, Phys. Rev. 76 , 996 (1949). [2] B. Dubetsky and P . R. Berman, In Atom Interferometry , edited by P . R. Berman (Academic Press, Cambridge, MA, 1997). [3] M. M. Salour, Rev. Mod. Phys. 50 , 667 (1978). [4] J. Wong and J. C. Garrison, Phys. Rev. Lett. 44 , 1254 (1980). [5] P . L. Knight and P . E. Coleman, J. Phys. B: Atom. Molec. Phy s. 13 4345 (1980). [6] H. -W. Lee, P . Meystre, and M. O. Scully, Phys. Rev. A 24 , 1914 (1981). [7] F. Shimizu, K. Shimizu, and H. Takuma, Phys. Rev. A 28 , 2248 (1983). [8] W. Gawlik, J. Kowalski, F. Tr¨ ager, and M. V ollmer, Phys. Rev. Lett. 48 , 871 (1982). [9] H. J. Carmichael, R. J. Brecha, M. G. Raizen, H. J. Kimble, and P . R. Rice, Phys. Rev. A 40 , 5516 (1989). [10] U. W. Rathe, M. O. Scully, Letters in Mathematical Physi cs 34 , 297 (1995) [11] K. Numata, A. Kemery, J. Camp, Phys Rev Lett, 93 , 250602 (2004). [12] A. D. Ludlow et al. , Opt. Lett. 32 , 641 (2007). [13] H. J. Kimble, B. L. Lev, and J. Ye, Phys. Rev. Lett. 101 , 260602 (2008). [14] J. Chen, and X.Chen, In Proceedings of the 2005 IEEE Inter- national Frequency Control Symposium and Exposition , (IEEE, 2005), p.608. [15] J. Chen, e-print arXiv:0512096 quant-ph; Chinese Scie nce Bul- letin 54 , 348 (2009). [16] D. Y u and J. Chen, Phys. Rev. A 78 , 013846 (2008). [17] J. Chen, In Frequency Standards and Metrology: Proceedings of the 7th Symposium , edited by Maleki Lute (World Scientific Publishing Company, 2009). [18] Y . Wang, Chinese Science Bulletin 54 , 347 (2009). [19] D. Meiser, J. Ye, D. R. Carlson, and M. J. Holland, Phys. R ev. Lett. 102 , 163601 (2009) [20] F. Strumia, Metrologia 8 , 85 (1972). [21] G. Kramer, J. Opt. Soc. Am. 68 , 1634 (1978). [22] V . S. Letokhov and B. D. Pavlik, Opt. Spectrosc. USSR 32 , 455 (1972). [23] Ye. V . Baklanov, B. Ya, Dubetsky, V . P . Chebotayev, Appl . Phys. 9 , 171 (1976). [24] J. C. Bergquist, S. A. Lee, and L. L. Hall, Phys. Rev. Lett . 38 , 159 (1977). [25] L. Davidovich, Rev. Mod. Phys. 68 , 127 (1996). [26] M. I. Kolobov, L. Davidovich, E. Giacobino, and C. Fabre , Phys. Rev. A 47 , 1431 (1993). [27] M. Sargent III, M. O. Scully, and W. E. Lamb, Laser Physics (Addition Wesley, Reading, MA, 1974). [28] N. A. Abraham, P . Mandel, and L. M. Narducci, Dynamic In- stabilities and Pulsations in Lasers , Progress in Optics XXV , edited by E. Wolf (Elsevier, Amsterdam, 1988). [29] L. Pasternack, D. M. Silver, D. R. Yarkony, and P . J. Dagd igian, J. Phys. B 13 , 2231 (1980). [30] K. An and M. S. Feld, Phys. Rev. A 56 , 1662(1997). [31] N. F. Ramsey and H. B. Silsbee, Phys. Rev. 84 , 506(1951).
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arXiv:1002.2525v2 [hep-ph] 13 Feb 2010 HGU-CAP 002 Higgs portal dark matter in the minimal gaugedU(1)B−L model Nobuchika Okada ∗ Department of Physics and Astronomy, University of Alabama, Tuscaloosa, AL 35487, USA Osamu Seto † Department of Architecture and Building Engineering, Hokkai-Gakuen University, Sapporo 062-8605, Japan Abstract We propose a scenario of the right-handed neutrino dark matter in the context of the minimal gauged U(1)B−L model by introducing an additional parity which ensures thestability of dark matter particle. The annihilation of this right-handed neutrino takes place dominantly through the s-channel Higgs boson exchange, so that this model can be called Higgs portal dark matter model. We show that the thermal relic abundance of the right-handedneutrino dark matter with help of Higgs resonance can match the observed dark matter abundance. In addition we estimate the cross section with nucleon and show that the next generation direct dark matter search experiments can explore this model. PACS numbers: ∗ Electronic address: [email protected] †Electronic address: [email protected] 1
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I. INTRODUCTION The nonvanishing neutrino masses have been confirmed by various n eutrino oscillation phenomena and indicate the evidence of new physics beyond the Sta ndard Model. The most attractive idea to naturally explain the tiny neutrino masses is the se esaw mechanism [1], in which the right-handed (RH) neutrinos singlet under the SM gauge g roup are introduced. The minimal gauged U(1)B−L model based on the gauge group SU(3)C × SU(2)L × U(1)Y × U(1)B−L [2] is an elegant and simple extension of the SM, in which the RH neutrino s of three generations are necessarily introduced because of the gau ge and gravitational anomaly cancellations. In addition, the mass of RH neutrinos arises associat ed with the U(1)B−L gauge symmetry breaking. Although the scale of the B−Lgauge symmetry breaking is basically arbitrary as long as phenomenological constraints are satisfied, one interesting optio n is to take it to be the TeV scale [3]. It has been recently pointed out [4] that when the classica l conformal invariance is imposed on the minimal U(1)B−L model, the symmetry breaking scale appears to be the TeV scale naturally. If this is the case, all new particles, the Z′ gauge boson, the B − L Higgs boson H and the RH neutrinos appear at the TeV scale unless the U(1)B−L gauge coupling is extremely small, and they can be discovered at Large Hadr on Collider [5–8]. Then we may be able to understand the relation between the gauge s ymmetry breaking and the origin of neutrino masses. Although such a TeV scale model is interesting and appealing, one migh t think that the absence of dark matter (DM) candidate is a shortcoming of this mod el. A sterile RH neutrino with mass of the order of MeV is one possibility [9]. In this paper, we pro pose a very simple idea to introduce the DM candidate in the minimal gauged U(1)B−L model. We introduce the Z2 parity into the model and impose one of three RH neutrinos to be odd , while the others even. In this way, the Z2-odd RH neutrino becomes stable and the DM candidate. Note that two RH neutrinos are enough to reconcile with the observ ed neutrino oscillation data, with a prediction of one massless light neutrino. Therefore, w ithout introducing any additional new dynamical degrees of freedom, the DM particle arise s in the minimal gauged U(1)B−L model. The paper is organized as follows. In the next section, we briefly des cribe our model. In section III, we estimate the thermal relic density of the RH neutrin o and identify the model 2
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parameter to be consistent with the current observations. We als o calculate the scattering cross section between the DM particle and nucleon and discuss the im plication for the direct DM search experiments. We summarize our results in the section IV. Our notations and the formulas used in our analysis are listed in Appendix. II. THE MINIMAL GAUGEDU(1)B−L MODEL WITH Z2 PARITY The model is based on the gauge group SU(3)C ×SU(2)L ×U(1)Y ×U(1)B−L. Additional fields besides the standard model fields are a gauge field Z′ µ of the U(1)B−L, a SM singlet B − L Higgs boson Ψ with two U(1)B−L charge, and three RH neutrinos Ni which are necessary for the gauge and gravitational anomaly cancellations. In describing the RH neutrinos, we use the four component representation of RH neut rino constructed from the Weyl spinor νRi , Ni ≡  νRi ǫν∗ Ri  , (1) For the two RH neutrinos, N1 and N2, we assign Z2 parity even, while odd for N3, so that the RH neutrino N3 is stable and, hence, the DM candidate. Due to the additional gauge symmetry U(1)B−L, the covariant derivative for each fields is given by Dµ = D(SM ) µ − iqB−LgB−LZ′ µ , (2) where D(SM ) µ is the covariant derivative in the SM, and qB−L is the charge of each fields under the U(1)B−L with its gauge coupling gB−L. Yukawa interactions relevant for the neutrino masses are given by Lint = 3∑ α =1 2∑ i=1 yαi ¯Lα ˜Φ Ni − 1 2 3∑ i=1 λRi ¯NiΨ PRNi + h.c., (3) where ˜Φ = −iτ2Φ ∗ for Φ being the SM Higgs doublet, and without loss of generality we hav e worked out in the basis where the second term in the right-hand-sid e is in flavor diagonal for RH neutrinos. Because of the Z2 parity, the DM candidate N3 has no Yukawa couplings with the left-handed lepton doublets. The general Higgs potential for the SU(2)L doublet Φ and a singlet B− L Higgs Ψ is generally given by V(Φ ,Ψ) = m2 1|Φ |2 + m2 2|Ψ |2 + λ1|Φ |4 + λ2|Ψ |4 + λ3|Φ |2|Ψ |2. (4) 3
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The Higgs fields φ and ψ are obtained by expanding Φ and Ψ as Φ =   0 1 √ 2 (v+ φ)  , (5) Ψ = 1 √ 2(v′ + ψ), (6) around the true vacuum with the vacuum expectation values v and v′. These are related with the mass eigenstates h and H through  h H  =  cos θ − sin θ sin θ cos θ    φ ψ  , (7) with θ being the mixing angle. Their masses are given by M2 h = 2 λ1v2 cos2 θ+ 2λ2v′2 sin2 θ− 2λ3vv′ sin θcos θ, (8) M2 H = 2 λ1v2 sin2 θ+ 2λ2v′2 cos2 θ+ 2λ3vv′ sin θcos θ. (9) The mass of the new neutral gauge boson Z′ arises by the U(1)B−L gauge symmetry breaking, M2 Z′ = 4 g2 B−Lv′2. (10) Associated with the U(1)B−L gauge symmetry breaking, the RH neutrinos Ni acquire masses MNi = −λRi v′ √ 2. (11) From LEP experiment, the current lower bound on the Z′ boson mass has been found to be [10, 11] MZ′ gB−L = 2 v′ ≳ 6 − 7 TeV. (12) Two Z2-even RH neutrinos N1 and N2 are responsible for light neutrino masses via the seesaw mechanism, mναβ = − ∑ i=1, 2 yαi yiβ v2 2MNi . (13) Note that the rank of this mass matrix is two, so that the lightest ne utrino is massless. III. RIGHT-HANDED NEUTRINO DARK MATTER Due to the Z2 parity, one of RH neutrino N3 (we denote it as N hereafter) in our model can be the DM candidate. We first estimate its relic abundance and ide ntify the model 4
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parameters to be consistent with the current observations. Nex t we calculate the scattering cross section between the DM particle and a proton and discuss the implication for the direct DM search experiments. A. Thermal relic density The DM RH neutrino interacts with the SM particles through couplingswith B − L gauge and B− L Higgs bosons. Note that neutrino Dirac Yukawa interactions are ab sent because of the Z2 parity. The most of annihilation of the RH neutrinos occurs via Z′,H and h exchange processes in the s-channel. In practice, the dominant contributions come from the Higgs ( h and H) exchange diagrams, because the Z′ exchange processes are suppressed by the inverse square of the B−LHiggs VEV v′ ≳ 3 TeV. Thus, we obtain Higgs portal DM of RH neutrino effectively. The relevant annihilation modes are the an nihilation into f ¯f, W+W−, ZZ, and h(H)h(H). Since RH neutrino DM couples to only B− L Higgs Ψ while a SM particle does to SM Higgs Φ, the DM annihilation occurs only throug h the mixing between these two Higgs bosons. Although it is not so severe, the p recision electroweak measurements [12] as well as the unitarity bound [13] give constra ints on the mixing angle and mass spectrum of the Higgs bosons. The thermal relic abundance of DM Ω N h2 = 1 .1 × 109 mN /Td √g∗MP ⟨σv⟩GeV−1, (14) with the Planck mass MP , the thermal averaged product of the annihilation cross section and the relative velocity ⟨σv⟩, the total number of relativistic degrees of freedom in the thermal bath g∗, and the decoupling temperature Td, is evaluated by solving the Boltzmann equation for the number density of RH neutrino nN ; dnN dt + 3HnN = −⟨σv⟩(n2 N− n2 EQ), (15) and the Friedmann equation H2 ≡ ( ˙a a ) 2 = 8π 3M2 P ρ, (16) with nEQ and a(t) being the equilibrium number density and the scale factor, under th e radiation dominated Universe with the energy density ρ= ρrad [14]. 5
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Fig. 1 shows the relic density Ω N h2 as a function of the DM mass mN for a set of parameters: ( v′,Mh,MH ,MZ′ ,sin θ) = (4000 GeV ,120 GeV ,200 GeV ,1000 GeV ,0.7), for example. Willkinson Microwave Anisotropy Probe measured the value o f DM abundance as Ω DM h2 ≃ 0.1 [15]. The figure shows that a desired DM relic abundance can be obta ined for only near Higgs resonances, mN ≈ Mh/2 or MH /2. Fig. 2 shows the relic density Ω N h2 as a function of the DM mass mN for a smaller Higgs mixing sin θ= 0 .3 (others are the same as in Fig. 1). Compared with Fig. 1, for mN ≲ MW where the DM particles dominantly annihilate into f ¯f, the relic density further increases because of the small mixing angle. When the DM is heavier, the annihilat ion mode into Higgs boson pairs is opened and the relic density slightly deceases, bu t the reduction is not enough to reach Ω N h2 ≃ 0.1. 0.001 0.01 0.1 1 10 100 1000 60 80 100 120 140 160 180 200 Ω N h 2 m N [GeV] FIG. 1: The thermal relic density of RH neutrino DM as a function of its mass for a parameter set: (v′, M h, M H , M Z′ , sin θ) = (3000 GeV, 120 GeV, 200 GeV, 1000 GeV, 0. 7). Our model is quite analogous to the so-called gauge singlet scalar dar k matter [16–18]. Some recent studies can be found in Refs. [19, 20]. In the gauge sing let scalar DM model, the thermal abundance is mainly controlled by the interactions between the SM Higgs boson and the DM particle. In our model, B− LHiggs VEV v′ can play the same role for mN <MW , namely a larger v′ corresponds to weaker coupling between DM and Higgs for a fixed DM mass. On the other hand, for mN > MW the difference appears. Even if the annihilation 6
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0.001 0.01 0.1 1 10 100 1000 60 80 100 120 140 160 180 200 Ω N h 2 m N [GeV] FIG. 2: The same as Fig. 1 but for sinθ = 0. 3. mode into W-boson pair becomes kinematically available, it is not possible to obtain t he desired DM abundance without the Higgs resonant annihilation becau se the bound on v′ given by Eq. (12) is stringent. B. Direct detection of dark matter Our RH neutrino DM can elastically scatter off with nucleon, unlike another RH neutrino DM model has been proposed by Krauss et. al. [21] and studied [22, 23]. The main process is Higgs exchange and the resultant cross section for a proton is giv en by σ(p) SI = 4 π ( mpmN mp + mN ) 2 f2 p , (17) with the hadronic matrix element fp mp = ∑ q=u,d,s f(p) T q αq mq + 2 27f(p) T G ∑ c,b,t αq mq , (18) and the effective vertex (see Appendix for notations) αq = −λN yq ( ∂Φ ∂h 1 M2 h ∂Ψ ∂h + ∂Φ ∂H 1 M2 H ∂Ψ ∂H ) , (19) where mq is a mass of a quark with a Yukawa coupling yq, and f(p) T q and f(p) T G are constants. 7
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From Eq. (19), one can see that σ(p) SI ∝ (sin 2θ/v′)2 for a given DM mass mN . Fig. 3 shows the spin-independent cross section of RH neutrino with a proton. T he resultant cross section is found to be far below the current limits reported by XENON10 [24] and CDMSII [25]: σSI ≲ 4 × 10−8 − 2 × 10−7 pb, for a DM mass of 100 GeV-1 TeV. Future experiments such as XENON1T [26] can reach the cross section predicted in our model. 10 -10 10 -9 10 -8 60 80 100 120 140 160 180 200 σ p [pb] m N [GeV] FIG. 3: The spin independent scattering cross section with aproton. All parameters are same as those used in the previous section. The upper and lower linescorrespond to sinθ = 0. 7 and 0. 3, respectively. IV. SUMMARY We have proposed a scenario of the RH neutrino dark matter in the c ontext of the minimal gauged U(1)B−L model. We have introduced a discrete Z2 parity in the model, so that one RH neutrino assigned as Z2-odd can be stable and, hence, the DM candidate, while the other two RH neutrinos account for neutrino masses and mixings through the seesaw mechanism. No additional degrees of freedom are necessary to be added. We h ave evaluated the relic density of the dark matter particle. The dominant annihilation modes are via the Higgs boson exchange processes in the s-channel and thus, our model can be called Higgs portal DM model. It has been found that the relic density consistent with th e current observation 8
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can be achieved only when the annihilation processes are enhanced b y Higgs resonances. Therefore, the mass of the RH neutrino DM should be around a half o f Higgs boson masses. We have also calculated the elastic scattering cross section betwee n the DM particle and a proton and found it within the reach of future experiments for the direct DM search. Appendix A: The Higgs sector The Higgs potential (4) contains five parameters:m2 1,m2 2,λ1,λ2 and λ3. These parameters can be rewritten in terms of two Higgs VEVs, two physical Higgs mass es and the mixing angle between them. The stationary conditions are m2 1+ λ1v2 + 1 2λ3v′2 = 0 , (A1) m2 2+ λ2v2 + 1 2λ3v′2 = 0 . (A2) The physical Higgs masses are given by Eqs. (8) and (9) with the mixin g angle that θsatisfies tan 2θ= − λ3vv′ (λ1v2 − λ2v′2). (A3) Higgs self interaction terms are expressed as Lint = λ1vφ3 + λ2v′ψ3 + 1 2λ3(vφψ2 + v′ψφ2) + 1 4(λ1φ4 + λ2ψ4 + λ3φ2ψ2), (A4) in terms of φ and ψ. With Eq. (7), these are rewritten in terms of h and H with θ as Lint = [ λ1vcos3 θ− λ2v′ sin3 θ+ 1 2λ3(vcos θsin2 θ− v′ sin θcos2 θ) ] hhh + [ 3λ1vcos2 θsin θ+ 3λ2v′ sin2 θcos θ+ 1 2λ3(v(sin3 θ− 2 cos2 θsin θ) +v′(cos3 θ− 2 sin2 θcos θ)) ] hhH + [ 3λ1vcos θsin2 θ− 3λ2v′ sin θcos2 θ+ 1 2λ3(v(cos3 θ− 2 sin2 θcos θ) +v′(− sin3 θ+ 2 sin θcos2 θ)) ] hHH + [ λ1vsin3 θ+ λ2v′ cos3 θ+ 1 2λ3(vsin θcos2 θ+ v′ sin2 θcos θ) ] HHH +four point interactions . (A5) We can read off a Higgs three point vertex from Eq. (A5). 9
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In the expression of annihilation cross section, we used the following notations : ∂Φ ∂h = 1√ 2 cos θ, ∂Φ ∂H = 1√ 2 sin θ, ∂Ψ ∂h = − 1√ 2 sin θ, ∂Ψ ∂H = 1√ 2 cos θ. (A6) Appendix B: Amplitude We give explicit formulas of the invariant amplitude squared for the pair annihilation processes of the RH neutrinos. 1. Annihilation into charged fermions |M|2 = 32 ⏐ ⏐ ⏐ ⏐ g2 B−Lqf qN s− M2 Z′ + iMZ′ ΓZ′ ⏐ ⏐ ⏐ ⏐ 2 (s− 4m2 N) ( 3 8s− 1 2 ( s 2 − m2 f ) + 1 2 ( s 4 − m2 f ) cos2 θ ) +16λ2 N ⏐ ⏐ ⏐ ⏐yf ( ∂Φ ∂h i s− M2 h + iMhΓh ∂Ψ ∂h + ∂Φ ∂H i s− M2 H + iMH ΓH ∂Ψ ∂H ) ⏐ ⏐ ⏐ ⏐ 2 (s− 4m2 N) ( s 4 − m2 f ) . (B1) 2. Annihilation into neutrinos a. Annihilation intoνa, ν a (light active-like neutrinos) |M|2 = 32 ⏐ ⏐ ⏐ ⏐ g2 B−Lqf qN s− M2 Z′ + iMZ′ ΓZ′ ⏐ ⏐ ⏐ ⏐ 2 (s− 4m2 N) ( 3 8s− 1 2 ( s 2 + m2 νa ) + 1 2 ( s 4 + m2 νa ) cos2 θ ) .(B2) 10
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b. Annihilation into νs, ν s (heavy sterile-like neutrinos) |M|2 = 32 ⏐ ⏐ ⏐ ⏐ g2 B−Lqf qN s− M2 Z′ + iMZ′ ΓZ′ ⏐ ⏐ ⏐ ⏐ 2 (s− 4m2 N) ( 3 8s− 1 2 ( s 2 + m2 νs ) + 1 2 ( s 4 + m2 νs ) cos2 θ ) +4λ2 Nλ2 νs ⏐ ⏐ ⏐ ⏐ ∂Ψ ∂h i s− M2 h + iMhΓh ∂Ψ ∂h + ∂Ψ ∂H i s− M2 H + iMH ΓH ∂Ψ ∂H ⏐ ⏐ ⏐ ⏐ 2 (s− 4m2 N)(s− 4m2 νs ). (B3) 3. Annihilation into W +W − |M|2 = 8 λ2 N ( 1 2g2v ) 2 ⏐ ⏐ ⏐ ⏐ ∂Ψ ∂h 1 s− M2 h + iMhΓh ∂φ ∂h + ∂Ψ ∂H 1 s− M2 H + iMH ΓH ∂φ ∂H ⏐ ⏐ ⏐ ⏐ 2 (s− 4m2 N) ( 1 + 1 2M4 W ( s 2 − M2 W ) 2) . (B4) 4. Annihilation into ZZ |M|2 = 8 λ2 N ( 1 4(g2 + g′2)v ) 2 ⏐ ⏐ ⏐ ⏐ ∂Ψ ∂h 1 s− M2 h + iMhΓh ∂φ ∂h + ∂Ψ ∂H 1 s− M2 H + iMH ΓH ∂φ ∂H ⏐ ⏐ ⏐ ⏐ 2 (s− 4m2 N) ( 1 + 1 2M4 Z ( s 2 − M2 Z ) 2) . (B5) 5. Annihilation into hh M1 denotes the amplitude by s-channel Higgs bosons hand H exchange, while M2 does that for t(u)-channel N exchange diagram. The formulas for NN → hH and HH can be obtained by appropriate replacement of the vertexes, e.g., λhhh → λhhH . |M|2 = |M1 + M2|2, (B6) |M1|2 = λ2 N ( s 2 − 2m2 N ) ⏐ ⏐ ⏐ ⏐ ∂Ψ ∂h i s− M2 h + iMhΓh iλhhh + ∂Ψ ∂H i s− M2 H + iMH ΓH iλHhh ⏐ ⏐ ⏐ ⏐ 2 , (B7) 11
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∫ dcos θ 2 |M2|2 = λ4 N ( ∂Ψ ∂h ) 4 ( −8 − I22 + J22 ln ⏐ ⏐ ⏐ ⏐ A+ 2b A− 2b ⏐ ⏐ ⏐ ⏐ ) , (B8) ∫ dcos θ 2 M1M∗ 2 = 4 mN λ3 N ( ∂Ψ ∂h ) 2 ( ∂Ψ ∂h i s− M2 h + iMhΓh iλhhh + ∂Ψ ∂H i s− M2 H + iMH ΓH iλHhh ) ( −4 + s− 4m2 N+ A 2b ln ⏐ ⏐ ⏐ ⏐ A+ 2b A− 2b ⏐ ⏐ ⏐ ⏐ ) , (B9) where θ is the scattering angle in the center of mass frame. The auxiliary fun ctions appear above are defined as I22(s) ≡ 4(A+ 2a)2 − 2(s+ 4m2 N)A− s(A+ m2 N) − 3m2 N(s− 4m2 N) A2 − 4b2 , (B10) J22(s,mh) ≡ 1 Ab ( 2A(A+ 2a) − A(s+ 4m2 N) + A2 − 4a2 − (s− 2m2 N)(m2 N− m2 h) +3m2 N(s− 4m2 N) ) , (B11) A(s,mh) ≡ − s 2 + m2 h, (B12) b(s,mN ,mh) ≡ √ s 4 − m2 h √ s 4 − m2 N. (B13) Appendix C: Thermal averaged annihilation cross section In partial wave expansion, the thermal averaged cross section isgiven by ⟨σv⟩ = 1 m2 N [ w(s) − 3 2 ( 2w(s) − 4m2 N dw ds ) T mN ] ⏐ ⏐ ⏐ ⏐ s=4m2 N (C1) = 6 dw ds ⏐ ⏐ ⏐ ⏐ s=4m2 N T mN , (C2) with 4w(s) ≡ ∫ dLIPS ∑ |M|2 = 1 8π √ s− 4m2 final s ∫ dcos θ 2 ∑ |M|2, (C3) where mfinal is the mass of final state particle. [1] T. Yanagida, inProceedings of Workshop on the Unified Theory and the Baryon Nu mber in the Universe , Tsukuba, Japan, edited by A. Sawada and A. Sugamoto (KEK, Tsukuba, 1979), p 95; M. Gell-Mann, P. Ramond, and R. Slansky, inSupergravity, Proceedings of Workshop, 12
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Stony Brook, New York, 1979, edited by P. Van Nieuwenhuizen and D. Z. Freedman (North- Holland, Amsterdam, 1979), p 315; R. N. Mohapatra and G. Senjanovic, Phys. Rev. Lett.44, 912 (1980). [2] R. N. Mohapatra and R. E. Marshak, Phys. Rev. Lett.44, 1316 (1980) [Erratum-ibid. 44, 1643 (1980)]; R. E. Marshak and R. N. Mohapatra, Phys. Lett. B91, 222 (1980). [3] S. Khalil, J. Phys. G35, 055001 (2008). [4] S. Iso, N. Okada and Y. Orikasa, Phys. Lett. B676, 81 (2009); Phys. Rev. D80, 115007 (2009). [5] W. Emam and S. Khalil, Eur. Phys. J. C522, 625 (2007). [6] K. Huitu, S. Khalil, H. Okada and S. K. Rai, Phys. Rev. Lett. 101, 181802 (2008). [7] L. Basso, A. Belyaev, S. Moretti and C. H. Shepherd-Themistocleous, Phys. Rev. D80, 055030 (2009). [8] P. F. Perez, T. Han and T. Li, Phys. Rev. D80, 073015 (2009). [9] S. Khalil and O. Seto, JCAP0810, 024 (2008). [10] M. S. Carena, A. Daleo, B. A. Dobrescu and T. M. P. Tait, Phys. Rev. D70, 093009 (2004). [11] G. Cacciapaglia, C. Csaki, G. Marandella and A. Strumia, Phys. Rev. D74, 033011 (2006). [12] S. Dawson and W. Yan, Phys. Rev. D79, 095002 (2009). [13] L. Basso, A. Belyaev, S. Moretti and G. M. Pruna, arXiv:1002.1939 [hep-ph]. [14] E. W. Kolb and M. S. Turner,The Early Universe , Addison-Wesley (1990). [15] D. N. Spergelet al. [WMAP Collaboration], Astrophys. J. Suppl.170, 377 (2007). [16] J. McDonald, Phys. Rev. D50, 3637 (1994). [17] C. P. Burgess, M. Pospelov and T. ter Veldhuis, Nucl. Phys. B 619, 709 (2001). [18] H. Davoudiasl, R. Kitano, T. Li and H. Murayama, Phys. Lett. B 609, 117 (2005). [19] T. Kikuchi and N. Okada, Phys. Lett. B665, 186 (2008). [20] C. E. Yaguna, JCAP0903, 003 (2009). [21] L. M. Krauss, S. Nasri and M. Trodden, Phys. Rev. D67, 085002 (2003). [22] E. A. Baltz and L. Bergstrom, Phys. Rev. D67, 043516 (2003). [23] K. Cheung and O. Seto, Phys. Rev. D69, 113009 (2004). [24] J. Angle et al. [XENON Collaboration], Phys. Rev. Lett.100 021303 (2008). [25] Z. Ahmed et al. [The CDMS-II Collaboration], arXiv:0912.3592 [astro-ph.CO]. [26] http://xenon.astro.columbia.edu/. 13
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2013 Annual Report continued u
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THAI LAND CHIL E AUST RALIA Kingsgate is a highly successful gold mining, development and exploration company with two operating gold mines and two advanced development projects. Shareholders can look forward to the benefits of this strong operating and development platform, where Kingsgate aims to build value though operating, earnings and dividend growth for the benefit of all stakeholders. www.kingsgate.com.au
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THAI LAND CHIL E AUST RALIA 1 Contents Contents Contents Chairman’s Review . . . . . . . . . 2 Managing Director and CEO’s Report . . 3 Ten Year Summary . . . . . . . . . 6 Finance Report . . . . . . . . . . 8 Company Activities . . . . . . . . . 11 Operations Report . . . . . . . . . 12 Projects Report . . . . . . . . . . 26 Exploration Report . . . . . . . . . 30 Ore Reserves and Mineral Resources 32 Corporate Governance Statement . . . 34 Senior Management . . . . . . . . 39 Directors’ Report . . . . . . . . . 42 Remuneration Report . . . . . . . . . . 49 Auditor’s Independence Declaration . . 62 Financial Statements . . . . . . . . 63 Statement of Comprehensive Income . . . . . 64 Statement of Financial Position . . . . . . . 65 Statement of Changes in Equity . . . . . . . 66 Statement of Cash Flows . . . . . . . . . . 67 Notes to the Financial Statements . . . 68 Directors’ Declaration . . . . . . . . 111 Independent Auditor’s Report . . . . 112 Shareholder Information . . . . . . 114 Corporate Information . . . . . . . 116
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www.kingsgate.com.au Chairman’s Review 2 The past twelve months has been another challenging year for the resources industry with weakening commodity prices and a cost structure that more reflected boom times. The gold price drifted lower during the year until April when it underwent a major fall of around US$200 per ounce and then continued to weaken through to late June when it bottomed at a 34 month low at around US$1,200 per ounce. Subsequently, there has been a small recovery in the gold price that has been helped by a weakening Australian dollar to improve the position of Australian based gold producers. Kingsgate is one of many resource companies whose earnings and share price perfor- mance has been affected by the weakening gold price and the downturn in the global industry. Kingsgate had a mixed year of transition in 2013 with the completion and final permitting of the major expansion at Chatree in Thailand but also undergoing a major restructure at the Challenger mining operations, caused by the lower gold price and ongoing price volatility. In the weak and uncertain metal price environment, Kingsgate moved quickly to reduce all non-essential expend- iture on its operations and on the development projects. Additionally, the Board and senior management have participated in the cost reduction initiatives through the implementation of a 10 percent cut to Directors fees, and an effective 20 percent cut to senior management remuneration. The lower metal prices and industry cost pressures had a negative impact on the underlying earnings of the Group of $17.2 million and also contributed to non-cash impairments to the carrying value of a number of Group assets, particularly assets relating to the Challenger Gold Operations. The impairments were the major contributor to the after tax loss of $323.7 million for the year. With lower earnings and the current uncertainty and volatility in the metal markets the Board decided not to pay a final dividend. Note that your Company did pay an interim dividend of 5 cents per share following the first half of the financial year. Chatree had a strong year producing 133,681 ounces of gold. The good production performance was achieved despite some operational hurdles with slower than anticipated Government approvals to allow full utilisation of the expanded plant. The Chatree mine lease area is also surrounded by highly prospective exploration ground that is currently under application. Any discoveries within these application areas should substantially extend the mine life at Chatree. Challenger gold production of 66,216 ounces was 24 percent lower than last year due to additional dilution and depletion at Challenger Deeps and a shortfall in planned development. Following the fall in the gold price, a strategic review of Challenger was implemented that has resulted in a new mine plan to focus primarily on the higher grade Challenger West orebody. The new mine plan will be implemented during the first three months of the 2014 financial year. The development projects continued to advance during the year. At Nueva Esperanza, the feasibility work shifted to focus on identifying the lowest cost and lowest power consumption development alternatives. This included reviewing a heap leach process option with on-site power generation. Further work is expected to be completed in the current financial year. At Bowdens, the feasibility work has confirmed the optimum process route. Completion of the technical feasibility study including mine planning, infrastructure and metal- lurgy, and lodging of the Environmental Impact Statement (“EIS”) are scheduled for 2014. The Board of Kingsgate is determined to re- establish the path to building shareholder wealth via profits and dividends despite a difficult external environment. Shareholders can look forward to a steady performance from Chatree and a turn-around at Challenger coupled with the completion of feasibility studies at the two major development projects over the coming year. I would also like to thank our Chief Executive Officer and Managing Director, Gavin Thomas, Kingsgate management and all of the Kingsgate, Akara and Challenger personnel and the project teams for their part in delivering the operational performance during what was a difficult year for your Company. The Board of Kingsgate is determined to re-establish the path to building shareholder wealth via profits and dividends... Ross Smyth-Kirk Director Chairman’s Review
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Kingsgate had a solid year with gold production of 199,897 ounces at a total cash cost of US$888 per ounce (including royalties). Chatree had a strong year following receipt of the final approvals for the expansion plant and the combined plant has been operating at a steady rate of 6.2 million tonnes per annum, 24% above nameplate capacity. Challenger had a difficult year and was severely impacted by an unplanned dilution and deple- tion at Challenger Deeps, that when coupled with the lower gold price and ongoing metal price uncertainty, led to a major restructure of mining at Challenger to focus primarily on the higher grade Challenger West orebody. Kingsgate management and staff continue to work towards realising the operational poten- tial of the Company’s two gold mines and to complete the feasibility studies currently underway at Nueva Esperanza and Bowdens. Operations Chatree Chatree continued as Kingsgate’s primary production asset throughout the year, producing 133,681 ounces of gold and 1,000,569 ounces of silver. The strong production performance was achieved despite some operational hurdles with slower than anticipated Government approvals to allow full utilisation of the expanded plant. The delay of 63 days in approval of Plant #2 Metallurgical License and lower than expected availability of some of the mining contractors’ major mining equipment negatively impacted production. However, near surface higher grades in Q Prospect mitigated these difficulties resulting in a strong final quarter for the year. Total mill throughput for the year was 5.7 million tonnes, 11.4% higher than 2012, despite the impact of the 63 day delay during which the new plant was not operating. The overall plant availability of 98.1% was slightly lower than the previous year’s 98.4%. The expanded plant is operating around 24% above the annual “nameplate” throughput rate at 6.2 million tonnes per annum and this is expected to continue. Total cash costs for the year were US$767 per ounce (US$620 per ounce exclusive of Thai royalties). The average royalty paid to the Thai Government was $US147 per ounce of gold. Chatree continues to demonstrate world’s best practice for safety and the environment with no lost time incidents (“LTI”) or reportable environ- mental incidents occurring at Chatree during the year. Challenger The Challenger Mine had a difficult year and produced 66,216 ounces of gold at a total cash cost of US$1,135/oz. The grade of the processed ore was 3.91 grams per tonne, which was lower than expected due to a shortfall in ore supply from the mine that was supplemented by low grade ore from stockpiles. Higher dilution in stopes at the base of the mine (Challenger Deeps) and depletion on those levels, due to the additional displacement of the ore horizons following the identification of the ‘215 Shear’, contributed to the lower than expected produc- tion from the lower levels. A shortfall in under- ground development also limited access to ore sources. Development and mining commenced at the higher grade Challenger West orebody during the year but was insufficient to offset the short- fall from Challenger Deeps. The transition to the new mine plan, focussing primarily on the higher grade Challenger West orebody, will take around three months before the cost and operational benefits start to be realised. These changes are complemented by the changeover to a new mining contractor who commenced operations on 1 August 2013. Managing Director and CEO’s Report Gavin Thomas Managing Director and CEO Managing Director and CEO’s Report 3 continued u MD and CEO’s Report Chatree's Total mill throughput for the year was 5.7 million tonnes, 1 1.4% higher than 2012...
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4 Managing Director and CEO’s Report www.kingsgate.com.au Development Projects Bowdens The Bowdens Project continued to advance during the year with field programs supporting the ongoing feasibility and environmental studies. Sterilisation drilling and additional metallurgical sampling were undertaken with the resource evaluation drilling completed in October 2012. During 2013, the process design and engineering work for the Definitive Feasibility Study (“DFS”) progressed to a point where the draft study was close to completion as at 30 June 2013. The study encompassed detailed process design based on using the most recent metallurgical test results, capital and operating cost estimates, project water and power supply, infrastructure require- ments and mine optimisation. The preparation for lodgement of an Environ- mental Impact Statement (“EIS”) to the NSW Department of Planning continues. It is envis- aged that the EIS will be completed and lodged in 2014. Data for flora and fauna, surface water, groundwater, meteorology, ambient noise and dust levels are collected routinely. Further inves- tigations of cultural heritage, social-economic impact, traffic impact, soil type and agricultural suitability have also been undertaken. With the fall in metal prices in late 2013, work and expenditure on the DFS and EIS have been phased to coordinate and synchronise the timing of the two programs with completion and lodgement now not expected before mid-2014. Nueva Esperanza The Nueva Esperanza Project was advanced during the year with the completion of a draft feasibility study. This study included a decision to mine the Arqueros and Teterita portions of Nueva Esperanza. The study demonstrated that open pit mining at two million tonnes per year and processing by milling and agitation leaching in cyanide was technically feasible, although high capital and power costs negatively impacted project economic returns. As a consequence, feasibility work has tran- sitioned to assess a lower capital cost and lower power requirement options, namely the poten- tial for heap leach processing. Metallurgical testwork recently completed demonstrated that processing of mineralisation from all three deposits by heap leaching has the potential to be technically and economically feasible and as a consequence may become the preferred alternative for development. Environmental approval for the original Arqueros Project was granted in July 2013. Financials Kingsgate made an after tax loss of $323.7 million for the full year to 30 June 2013 compared to an after tax profit of $75.0 million for the previous corresponding year. The result for the year reflected an impairment of $311.9 million pre-tax ($291.3 million post-tax) against the Challenger Mine and associated assets and an impairment of $20.4 million against greenfield exploration projects in Australia and Thailand. Financial Summary 2013 $000 2012 $000 Total sales revenue 329,282 357,372 EBITDA before significant items 115,845 168,583 (Loss) / profit before tax (339,615) 91,277 Income tax benefit / (expense) 15,889 (16,271) (Loss) / profit after income after tax (323,726) 75,006 Dividend declared (¢/share) 5 20
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5 Managing Director and CEO’s Report Exploration With the approvals of the Special Prospecting Licence (“SPL”) applications in Thailand still awaiting the Minister of Industry’s consent, exploration attention over the past 12 months has focused on new exploration opportunities and Mineral Resource enhancement targets within the Mining Leases. This exploration formed part of a strategic exploration program within the mining leases at Chatree that commenced in late 2012. The program has successfully defined several new areas of miner- alisation within the Mining Lease, most notably at Q and A North Prospects, and has also upgraded several larger areas of Inferred Resources to the Measured and Indicated Mineral Resource category. Looking Ahead Over the current financial year and beyond, Kingsgate remains focused on optimising production within an uncertain metal price environment, continuing to build resources and reserves and advancing the development project pipeline of Nueva Esperanza and Bowdens. These initiatives are designed to grow earnings per share for the benefit of all shareholders. In late September, Kingsgate’s Thai subsidiary, Akara Resources Public Company Limited (“Akara”) has submitted its listing application and draft Prospectus to the Thai Securities Exchange Commission (SEC) and the Stock Exchange of Thailand (SET) for an initial public offering of its shares on the SET. The SEC and SET will review the draft Prospectus in the coming months in order to approve the listing of Akara. The decision to list Akara will depend on market conditions and other factors at the time of approval. Group gold production for the full year to 30 June 2014 is expected to be in the range of 190,000 to 210,000 ounces. This includes 120,000 to 130,000 ounces from Chatree and 70,000 to 80,000 ounces from Challenger. MD and CEO’s Report
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2013 2012 2011 2010 2009 2008 2007 2006 2005 2004 PRODUCTION – Chatree AIFRS AIFRS AIFRS AIFRS AIFRS AIFRS AIFRS AIFRS AIFRS AGAAP Ore mined (‘000 tonnes) 5 Ore mined (‘000 bank cubic metres) 2,709 1,947 2,352 2,699 1,674 375 546 734 588 801 Waste mined (‘000 bank cubic metres) 3,521 6,259 6,128 6,432 4,069 2,507 4,390 5,121 4,915 4,444 Waste to ore ratio 1.3 3.2 2.6 2.4 2.4 6.7 8.0 7.0 8.4 5.5 Ore mined (‘000 tonnes) 7,051 4,986 5,301 6,583 3,874 977 1,523 1,951 1,521 1,946 Ore treated (‘000 tonnes) 5,699 5,116 2,533 2,705 1,878 2,474 2,405 2,000 1,829 1,671 Head grade – Gold grams / tonne 0.9 0.9 1.1 1.7 1.7 1.1 1.2 2.4 2.4 3.1 Head grade – Silver grams / tonne 11.9 11.6 15.7 14.9 15.8 6.8 9.2 14.5 13.0 15.0 Gold recovery (%) 79.9% 84.4% 87.2% 90.4% 91.2% 88.4% 90.0% 90.1% 90.8% 91.2% Gold poured (ounces) 133,681 121,372 76,248 132,628 93,002 74,137 85,994 140,071 126,550 149,979 Silver poured (ounces) 1,000,569 918,314 549,699 549,522 293,472 232,039 290,897 459,702 353,275 395,346 PRODUCTION – Challenger (5 months) Ore mined (‘000 tonnes) 5 Ore mined (‘000 tonnes) 502 607 232 Ore treated (‘000 tonnes) 557 645 289 Head grade – Gold grams / tonne 3.9 4.6 4.3 Gold recovery (%) 94.5% 92.4% 92.2% Gold poured (ounces) 66,216 87 ,388 36,886 Silver poured (ounces) 3,466 4,971 2,581 PROFIT & LOSS (A$’000) Sales revenue 5 Sales revenue 329,282 357,372 172,356 175,480 113,015 74,285 52,044 72,782 64,299 84,410 Operating expenses (195,064) (171,505) (86,147) (74,305) (65,599) (55,743) (64,908) (47,761) (47,3 6 6) (34,343) Administration expenses (15,515) (12,737) (11,304) (3,615) (4,595) (4,065) (2,264) (1,158) (1,404) (1,019) Other (expenses) / income (23,693) (6,398) (28,424) 618 3,509 46,653 10,413 1,361 2,471 2,370 EBITDA 95,010 166,732 46,481 98,178 46,330 61,130 (4,715) 25,224 18,000 51,418 Impairment losses (332,808) – – – – – – – – – Depreciation & amortisation (85,595) (67,553) (27,7 72) (14,004) (11,575) (9,284) (8,446) ( 7,805 ) (8,720) (11,323) EBIT (323,393) 99,179 18,709 84,174 34,755 51,846 (13,161) 17,419 9,280 40,095 Net finance (costs) / income (16,222) ( 7,9 02) (922) (1,823) (1,698) (3,974) (2,544) (757) (889) (2,416) Profit / (loss) before income tax (339,615) 91,277 17,787 82,351 33,057 47,872 (15,705) 16,662 8,391 37,679 Income tax (expense) / benefit 15,889 (16,271) 3,092 (9,285) (535) (11,675) 3,115 – – – Net profit / (loss) after income tax (323,726) 75,006 20,879 73,066 32,522 36,197 (12,590) 16,662 8,391 37,679 Non–controlling interests – 153 269 – – – – – – – Net profit attributable to owners of Kingsgate Consolidated Limited (323,726) 75,159 21,148 73,066 32,522 36,197 (12,590) 16,662 8,391 37,679 BALANCE SHEET (A$’000) Total assets 5 Current assets – cash 32,987 90,623 35,864 49,098 29,680 40,226 5,148 10,391 32,119 59,696 Current assets – other 109,575 103,433 70,280 54,203 27 ,848 16,397 13,756 10,805 12,162 14,162 Non–current assets 627,426 854,403 688,919 265,774 217,4 4 5 146,626 206,082 143,401 91,727 69,555 Total assets 769,988 1,048,459 795,063 369,075 274,973 203,249 224,986 164,597 136,008 143,413 Total borrowings 199,758 157,5 4 4 99,896 11,064 2,144 1,599 21,220 – – – Other liabilities 96,270 115,102 88,243 41,968 27,789 20,637 19,532 36,589 14,779 8,367 Total liabilities 296,028 272,646 188,139 53,032 29,933 22,236 40,752 36,589 14,779 8,367 Shareholders’ equity 473,960 775,813 606,924 316,043 245,040 181,013 184,234 128,008 121,229 135,046 Non–controlling interests – – 7,10 9 – – – – – – – Equity attributable to equity holders of Kingsgate Consolidated Limited 473,960 775,813 599,815 316,043 245,040 181,013 184,234 128,008 121,229 135,046 OTHER INFORMATION Average realised gold price on physical deliveries 5 Average realised gold price on physical deliveries (US$ / ounce) 1,588 1,663 1,386 1,091 904 824 417 355 401 385 Cash cost (US$ / ounce) 888 720 638 335 400 457 440 206 212 135 Total cost (US$ / ounce) 1,308 1,028 813 408 487 556 524 247 262 189 Operating cash flow (A$’000) 85,020 165,247 34,026 46,468 18,058 18,657 (19,888) 21,889 22,184 49,294 Dividends paid (Cash & DRP) (A$’000) 22,739 22,025 33,647 29,082 – – 4,513 8,669 11,973 17,6 31 Number of issued shares (‘000) – Ordinary 152,192 151,264 135,275 99,996 96,136 92,680 92,680 88,592 85,949 85,329 Basic earnings per share (A$ Cents) (213.3) 52.5 18.7 75.2 34.9 51.7 (17.3) 19.3 9.8 45.5 Dividends per share (A$ Cents) 5.0 20.0 15.0 35.0 15.0 – – 10.0 7.0 22.0 Ten Year Summary for the year ended 30 June 2013
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2013 2012 2011 2010 2009 2008 2007 2006 2005 2004 PRODUCTION – Chatree AIFRS AIFRS AIFRS AIFRS AIFRS AIFRS AIFRS AIFRS AIFRS AGAAP Ore mined (‘000 tonnes) 5 Ore mined (‘000 bank cubic metres) 2,709 1,947 2,352 2,699 1,674 375 546 734 588 801 Waste mined (‘000 bank cubic metres) 3,521 6,259 6,128 6,432 4,069 2,507 4,390 5,121 4,915 4,444 Waste to ore ratio 1.3 3.2 2.6 2.4 2.4 6.7 8.0 7.0 8.4 5.5 Ore mined (‘000 tonnes) 7,051 4,986 5,301 6,583 3,874 977 1,523 1,951 1,521 1,946 Ore treated (‘000 tonnes) 5,699 5,116 2,533 2,705 1,878 2,474 2,405 2,000 1,829 1,671 Head grade – Gold grams / tonne 0.9 0.9 1.1 1.7 1.7 1.1 1.2 2.4 2.4 3.1 Head grade – Silver grams / tonne 11.9 11.6 15.7 14.9 15.8 6.8 9.2 14.5 13.0 15.0 Gold recovery (%) 79.9% 84.4% 87.2% 90.4% 91.2% 88.4% 90.0% 90.1% 90.8% 91.2% Gold poured (ounces) 133,681 121,372 76,248 132,628 93,002 74,137 85,994 140,071 126,550 149,979 Silver poured (ounces) 1,000,569 918,314 549,699 549,522 293,472 232,039 290,897 459,702 353,275 395,346 PRODUCTION – Challenger (5 months) Ore mined (‘000 tonnes) 5 Ore mined (‘000 tonnes) 502 607 232 Ore treated (‘000 tonnes) 557 645 289 Head grade – Gold grams / tonne 3.9 4.6 4.3 Gold recovery (%) 94.5% 92.4% 92.2% Gold poured (ounces) 66,216 87 ,388 36,886 Silver poured (ounces) 3,466 4,971 2,581 PROFIT & LOSS (A$’000) Sales revenue 5 Sales revenue 329,282 357,372 172,356 175,480 113,015 74,285 52,044 72,782 64,299 84,410 Operating expenses (195,064) (171,505) (86,147) (74,305) (65,599) (55,743) (64,908) (47,761) (47,3 6 6) (34,343) Administration expenses (15,515) (12,737) (11,304) (3,615) (4,595) (4,065) (2,264) (1,158) (1,404) (1,019) Other (expenses) / income (23,693) (6,398) (28,424) 618 3,509 46,653 10,413 1,361 2,471 2,370 EBITDA 95,010 166,732 46,481 98,178 46,330 61,130 (4,715) 25,224 18,000 51,418 Impairment losses (332,808) – – – – – – – – – Depreciation & amortisation (85,595) (67,553) (27,7 72) (14,004) (11,575) (9,284) (8,446) ( 7,805 ) (8,720) (11,323) EBIT (323,393) 99,179 18,709 84,174 34,755 51,846 (13,161) 17,419 9,280 40,095 Net finance (costs) / income (16,222) ( 7,9 02) (922) (1,823) (1,698) (3,974) (2,544) (757) (889) (2,416) Profit / (loss) before income tax (339,615) 91,277 17,787 82,351 33,057 47,872 (15,705) 16,662 8,391 37,679 Income tax (expense) / benefit 15,889 (16,271) 3,092 (9,285) (535) (11,675) 3,115 – – – Net profit / (loss) after income tax (323,726) 75,006 20,879 73,066 32,522 36,197 (12,590) 16,662 8,391 37,679 Non–controlling interests – 153 269 – – – – – – – Net profit attributable to owners of Kingsgate Consolidated Limited (323,726) 75,159 21,148 73,066 32,522 36,197 (12,590) 16,662 8,391 37,679 BALANCE SHEET (A$’000) Total assets 5 Current assets – cash 32,987 90,623 35,864 49,098 29,680 40,226 5,148 10,391 32,119 59,696 Current assets – other 109,575 103,433 70,280 54,203 27 ,848 16,397 13,756 10,805 12,162 14,162 Non–current assets 627,426 854,403 688,919 265,774 217,4 4 5 146,626 206,082 143,401 91,727 69,555 Total assets 769,988 1,048,459 795,063 369,075 274,973 203,249 224,986 164,597 136,008 143,413 Total borrowings 199,758 157,5 4 4 99,896 11,064 2,144 1,599 21,220 – – – Other liabilities 96,270 115,102 88,243 41,968 27,789 20,637 19,532 36,589 14,779 8,367 Total liabilities 296,028 272,646 188,139 53,032 29,933 22,236 40,752 36,589 14,779 8,367 Shareholders’ equity 473,960 775,813 606,924 316,043 245,040 181,013 184,234 128,008 121,229 135,046 Non–controlling interests – – 7,10 9 – – – – – – – Equity attributable to equity holders of Kingsgate Consolidated Limited 473,960 775,813 599,815 316,043 245,040 181,013 184,234 128,008 121,229 135,046 OTHER INFORMATION Average realised gold price on physical deliveries 5 Average realised gold price on physical deliveries (US$ / ounce) 1,588 1,663 1,386 1,091 904 824 417 355 401 385 Cash cost (US$ / ounce) 888 720 638 335 400 457 440 206 212 135 Total cost (US$ / ounce) 1,308 1,028 813 408 487 556 524 247 262 189 Operating cash flow (A$’000) 85,020 165,247 34,026 46,468 18,058 18,657 (19,888) 21,889 22,184 49,294 Dividends paid (Cash & DRP) (A$’000) 22,739 22,025 33,647 29,082 – – 4,513 8,669 11,973 17,6 31 Number of issued shares (‘000) – Ordinary 152,192 151,264 135,275 99,996 96,136 92,680 92,680 88,592 85,949 85,329 Basic earnings per share (A$ Cents) (213.3) 52.5 18.7 75.2 34.9 51.7 (17.3) 19.3 9.8 45.5 Dividends per share (A$ Cents) 5.0 20.0 15.0 35.0 15.0 – – 10.0 7.0 22.0 Ten Year Summary 13 12 11 10 09 08 07 06 05 04 Ten Year Summary 7
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8 Finance Report www.kingsgate.com.au Finance Report Summary Kingsgate has recorded the following financial performance for the year to 30 June 2013: 〉〉 Revenue of $329.3 million. 〉〉 EBITDA (before significant items) of $115.8 million. 〉〉 Profit before tax and significant items of $17.2 million. 〉〉 Loss after tax and significant items of $323.7 million. This includes a net tax benefit of $20.6 million, relating to the Challenger Gold Operations (“Challenger”) impairment. 〉〉 Non-cash asset impairments and other significant items of $356.8 million pre-tax, with $311.9 million principally relating to Challenger ($291.3 million post-tax). 〉〉 No final dividend has been declared. An interim dividend of 5 cents per share was declared for the half year to 31 December 2012. Earnings The lower realised gold price of US$1,588 per ounce (2012: US$1,663 per ounce), lower gold sales of 195,948 ounces (2012: 204,145 ounces) and industry wide cost pressures had a negative impact on the underlying earnings of the Group. The lower gold price and changes to mine oper- ating plans also resulted in a major impairment to the carrying value of a number of Group assets, particularly the Challenger Mine. The impairments were the major contributor to the after tax loss of $323.7 million for the year. The fall in gold sales reflected a 24% decrease in production at Challenger compared to the prior year due to lower grade and volume of ore mined. The lower production at Challenger was offset by a 10% increase in gold production at the Chatree Gold Mine (“Chatree”), reflecting increased throughput from the expanded Chatree processing plant and higher grade ore mined. Cost of sales Cost of sales before depreciation increased by 14% to $195.1 million compared to last year and largely reflects increased throughput and production from Chatree due to the first full year of operation of Plant #2. The total unit cash costs for Chatree for the year were US$767/oz (US$620/oz excluding royalties), up from US$618/oz in 2012. The total unit cash costs for Challenger for the year were US$1,135/oz (2012: US$862/oz), with the increase mainly due to the lower throughput and lower production from the Challenger Mine. On a unit cost basis, total cash costs for the Group were US$888/oz, up from US$720/oz last year. Depreciation and amortisation The increase in depreciation and amortisation to $85.6 million (2012: $67.6 million) reflects amortisation of the higher capitalised develop- ment costs at the Challenger Mine, depreciation of Plant #2 at Chatree and commencement of amortising the capital cost of the Chatree Tailings Storage Facility #2. Impairment and write-downs Following a strategic review of Challenger, a new mine plan focussing mainly on the Challenger West orebody was implemented effective 1 July 2013. Based on the revised plan Challenger is expected to generate positive cash flows though, as a result of this plan together with the continuing low gold price environment, the estimated future cash flows no longer supported the full recovery of the carrying value. For this reason, the Group has recorded a pre-tax impairment charge of $311.9 million ($291.3 million post tax) related to the carrying value of the prop- erty, plant and equipment and mine properties at Challenger so that the carrying value reflects recoverable value. A review of the carrying value of all regional greenfield exploration projects was also conducted which resulted in the write down of $6.1 million, primarily against the Barton West Mineral Sands project in South Australia and the write down of $14.3 million against the carrying value of exploration projects in Thailand that fall outside the Chatree Mine area of influence. The impairment and write-downs are non-cash items and therefore have no impact on the Company’s cash position. The written down asset values do not create any concern with regard to conditions around the Company’s debt facilities.
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9 Finance Report Finance Report Finance costs Finance costs increased to $18.8 million (2012: $9.4 million). Finance costs comprise interest on borrowings the Group has in place, unwinding of discount on provisions as required by Accounting Standards and amortisation of borrowings set-up costs. The main contributor to the increase in finance costs was accelerated amortisation of borrowing costs required due to debt restruc- tures undertaken during the year and planned for the next financial year. Borrowing costs relating to the previous finance facilities were expensed in full prior to new facilities being put in place. Income Tax Kingsgate’s Thai subsidiary company, Akara Resources Public Company Limited (“Akara”), has received approval from The Royal Thai Board of Investment (BOI) of the Office of the Prime Minister for promotion of Chatree. Subject to meeting the BOI conditions and based on an annual production limit of 178,416 ounces of gold and 583,733 ounces of silver, Akara’s Chatree Gold Mine is entitled to: a) an eight year full corporate tax holiday commencing at first gold pour on metal sales. The full tax holiday expired in November 2009; b) a further five years half tax holiday following a) above; and c) other benefits. The start of the promotion period was 27 November 2001. Akara also received on 18 June 2010 a BOI promotion for the Chatree Plant #2. Based on annual production limit from the new processing plant of 185,200 ounces of gold and 1,080,400 ounces of silver, Akara is entitled to: a) an eight year tax holiday on income derived from the new processing plant with tax savings limited to the capital cost of the new treatment plant; b) 25% investment allowance on the capital cost of certain assets of the new processing plant; and c) other benefits. The taxable loss from the Australian operations has not been recognised as a deferred tax asset though has been added to the Group’s brought forward tax losses, leaving a balance of $212 million of taxable losses (unrecognised tax asset of $63 million) to be carried forward to future years. Cash Flow Net operating cash inflow was $85.0 million. Investing cash outflow for property, plant, equipment and exploration, evaluation and development was $133.7 million. Net cash outflows from financing activities was $1.7 million, including a net drawdown (net of transaction costs) of $36.7 million of the multi-currency and syndicated loan facilities following a loan restructure by the Group’s Thai subsidiary, Akara, net repayment (net of transaction costs) of $20.0 million corporate loan facility, and $19.4 million dividends paid during the year. Income tax paid increased to $15.6 million due primarily to the timing of tax payments in Thailand with a significant amount of the prior year’s tax charge being paid this year in addition to payment of the current year’s tax charge. -20 -14 19 37 18 -48 46 -32 Operating Cash Flow 2012/132006/07 2007/08 2008/09 2009/10 2010/11 34 -108 165 -221 85 -142 2011/12 Investing Cash Flow -250 -300 -200 -150 -100A$ Million-50 0 50 100 150 200 250 120 -13 -20 36 19 73 46 25 33 18 Profit/(loss) 2006/07 2007/08 2008/09 2009/10 2010/11 21 34 28 75 165 19 -324 85 19 2011/12 2012/13 Operating Cash Flow Cash Dividend Paid -40 -80 -120 -160 -200 -240 -280 -320 -360 0 40 A$ Million 80 160 200 240 Operating and Investing Cash Flow Operating Profit and Cash Flow
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10 Finance Report www.kingsgate.com.au Financing Arrangements Corporate loan facility Kingsgate has a three year secured loan facility with Investec which was amended during the year. The amended facility has a limit of $40 million (30 June 2012: $50 million), of which $20 million has been drawn down as at 30 June 2013 (30 June 2012: $40 million). Convertible loan facility Kingsgate has a five year A$35 million convert- ible loan facility with Investec entered into in a prior period to provide funding for the Bowdens acquisition. Kingsgate has the option to make a prepayment against the facility with an issue of Kingsgate shares. Restructure of corporate loan and convertible loan facilities As indicated previously in the Preliminary Final report, at balance date it was the Group’s inten- tion to restructure and amalgamate these facilities in the next financial year. This relates to the potential for completion of the Initial Public Offering (“IPO”) of Akara on the Stock Exchange of Thailand and the updated mine plan for Challenger. Any restructure would optimise the Group’s anticipated balance sheet liquidity and operational cash flows. Accordingly, the Group classified the total amount drawn down under these facilities of $55 million as a current liability at 30 June 2013. Subsequent to the end of the financial year, the Group received from its lenders a credit approved term sheet (subject to formal docu- mentation) for the restructure of the corporate loan and convertible loan facilities. Following completion of the restructure the total amount outstanding will be reduced to $40 million. This loan will be provided through a single senior corporate facility which will consist of two tranches: 〉〉 Tranche one will be a $25 million Akara Pre IPO Bond with a maturity date of 31 July 2015. The current intention is for this tranche to be repaid as part of the Akara IPO, although at Kingsgate’s election repayment can be made by either cash or in Kingsgate’s shares. 〉〉 Tranche two is an amortising facility with $5 million to be repaid during the 2014 financial year and the balance of $10 million repaid during the 2015 financial year. Convertible revolving credit facility The Group also has a three year $25 million Convertible Revolving Credit Facility available. As at the date of this report the facility is undrawn. Under the terms of this facility, Kingsgate has the option of repaying any funds drawn down under the facility through either cash or by issuing ordinary shares. It is intended that this facility will be utilised during the 2014 financial year for corporate and working capital purposes. It is the current intention of the company to repay any cash drawdown under the facility by the issuance of fully paid ordinary shares which would rank parri pasu with all existing ordinary shares, although this position will be reviewed at the appropriate time. The number of shares has not yet been determined and they will be issued at a 2.5% discount to VWAP over a period by reference to the draw down date. Shareholder approval is not required. Multi-currency and syndicated loan facilities Kingsgate’s Thai operating subsidiary, Akara, established a six year amortising multi-currency loan facility equivalent to US$125 million (fully drawn as at period end) and an additional Thai Baht denominated working capital facility equivalent to US$15 million (undrawn as at year end) during the period. The proceeds from these borrowings were used to fully repay the outstanding balance on the US$100 million Baht denominated syndicated loan facility in exist- ence at the beginning of the period as well as to repay part of the corporate loan facility noted above. Financial Position Shareholders’ equity at 30 June 2013 was $474 million (2012: $776 million). The decrease of $302 million reflects the year’s loss together with dividends paid. Dividends No final dividend has been declared for the year ended 30 June 2013. An interim dividend declared for the half-year ended 31 December 2012 of 5 cents per fully paid share was paid on 12 April 2013. A final dividend declared for the year ended 30 June 2012 of 10 cents per fully paid share was paid on 1 October 2012.
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11 Operations Report 12 Chatree Gold Mine, Thailand . . . . . . . . . . . 12 Challenger Gold Mine, South Australia . . . . . . . . 20 Projects Report 26 Bowdens Silver Project, New South Wales . . . . . . 26 Nueva Esperanza Project, Chile . . . . . . . . . . 28 Exploration Report 30 Ore Reserves and Mineral Resources . . . . . . . . . 32 Competent Persons Statement . . . . . . . . . . . 33 Corporate Governance Statement 34 Senior Management 39 Company Activities for the year ended 30 June 2013 Company Activities Company Activities
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12 VIETNAM THAILAND LA OS CAMBODIA 10° 100° 20° LA OS AM CAMBODIA 10° CHALLENGERCHALLENGER 30° 35° 140° 135° 130° VIC QLD NSW NT WA Adelaide BOWDENS SILVER BOWDENS SILVER Newcastle Sydney Dubbo Mudgee 30° 35° 150° 145° QLD TA S VIC SA 70° 50° 20° 30° 40° 3 COPIAPO NUEVA ESPERANZA COPIAPO NUEVA ESPERANZA Santiago La Serena Antofagasta Chañaral ARGENTINA BOLIVIA PERU 0 300100 200 Kilometres Highway Freeway Power lines Hydro power dam Thermal power station Khon Kaen Kh KhCHATREECHATREE Chiang Mai Bangkok Chumphon Phuket CHALLENGER GOLD MINE CHALLENGER GOLD MINE Labyrinth Bulgunnia Barton West Cundeelee (Tropicana Belt) Blue Dam Calingiri Wongan Hills Kukerin Bullock Pool Nanicup Bridge Holleton West Golden Point Northling Bryah Perenjori Yalla Burra Barton Central Tenements Area www.kingsgate.com.au Operations Report Operations Report Chatree Gold Mine Thailand Summary Chatree continued as Kingsgate’s primary production asset throughout the year, producing 133,681 ounces of gold and over 1,000,569 ounces of silver. The strong production performance was achieved despite some operational difficulties with slower than anticipated Government approvals to allow full utilisation of the expanded plant. The delay of 63 days in approval of our Metallurgical License negatively impacted on our production targets which were also compounded by the Mining Contractor’s poor equipment availability. Near surface higher grades in Q Prospect mitigated these difficulties resulting in a strong final quarter for the year. Chatree continues to demonstrate world’s best practice for safety. The mine has now operated for 23.6 million man hours (10.5 years) without a lost time injury (“LTI”). u
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13 Operations Report Operations Report Production and Costs Production for the year was 133,681 ounces of gold and 1,000,569 ounces of silver. Total mill throughput of 5.7 million tonnes was 11.4% higher than 2012 despite the 63 days that the new plant was shut down during the process for the granting of its Metallurgical License. The overall plant availability was 98.1%. Total cash costs for the year were $US767 per ounce ($US620 per ounce exclusive of Thai royalties). The average royalty paid to the Thai Government was $US147 per ounce of gold. Total production costs after depreciation and amorti- sation were $US952 per ounce of gold produced. At year end, 9.7 million tonnes of ore was stock- piled with an average contained gold grade of 0.57 grams per tonne (g/t) representing 178,086 ounces of gold. Operational Performance During the year 7.1 million tonnes of ore was mined, with a waste-to-ore strip ratio of 2.09:1. The average grade of mined ore was 0.72 g/t gold and 8.56 g/t silver. Additional ore was generated by revising the mining sequence in A Pit Stage 2 and accessing near surface high grade oxide ore tonnes from Q Prospect. Total volume of material mined at Chatree for the year was 8.4 million Bank Cubic Metres ("BCM") including 2.7 million BCM of ore. An additional 566,000 BCM of laterite and clay material was excavated and used for the construction of the second lift of second tailings storage facility (TSF#2). Some 1.3 million loose cubic metres (LCM) of ore was relocated from the Marginal Grade Stockpiles to the primary crusher to supplement ore from the mining pits. Two areas were mined during the year: 〉〉 A Pit, where 8.3 million BCM of material was mined (2.7 million BCM of ore) at a stripping ratio of 2.09:1 waste to ore; and 〉〉 Q Prospect where 298 thousand BCM of material was mined (143 thousand BCM of ore) at a stripping ratio of 1.1:1 waste to ore. The mechanical reliability and hence availability of the major fleet items has been below expecta- tions over the last few years. continued u Gold Production 134 1001 2012/13 86 291 2006/07 74 232 2007/08 93 293 2008/09 1335502009/10 76 550 2010/11 1219182011/12 Silver Production 0 100 200 300 Ounces (‘000)400 500 600 700 800 900 1,000 1,100 Ore Mined 1,523 2,405 2006/07 977 2,474 2007/08 3,874 1,878 2008/09 6,5832,7052009/10 5,301 2,533 2010/11 4,9865,1162011/12 7,051 5,699 2012/13 Ore Treated Ore Grade 0 2,000 1,000 3,000 4,000Tonnes (‘000) Ore Grade (grams/tonne gold) 5,000 6,000 7,000 8,000 0 2.0 1.0 3.0 4.0 5.0 6.0 7.0 8.0 84 440 2006/07 99 457 2007/08 87 401 2008/09 73 335 2009/10 102 479 2010/11 143 618 2011/12 185 767 2012/13 1,000 Cash Cost (incl. Royalties) Non Cash Cost (incl. D&A) Realised Gold Price 0 200 400 US$/ounce 600 1,200 1,400 1,600 1,800 800 Chatree – Production Chatree – Ore Mined and Treated Chatree – Cash Costs and Total Costs
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www.kingsgate.com.au Operations Report 14 For the 12 months to June 2013, the availability of the RH90 fleet has been at 80%, with the RH40 fleet at 78%. The target availabilities for these fleets are 88% and 85% respectively. Availability of the haul trucks was 85% versus a target of 90% for the 777D fleet. A commit- ment has been undertaken by the contractor to address the under performance. Approximately 2.5 days of production were lost due to rainfall during the year. Total rainfall for the year was 1.3 metres which is in line with the long term average. Mining operations continued on a 24 hour per day basis throughout the year, with the excep- tion of the development of Q prospect. Due to the proximity of Q prospect to the community and the local roads, development began in March 2013 on a 5 day week basis on day shift only. In April this was extended to 7 days per week on day shift only. Upon completion of mining of the C North Cutback, it was backfilled to allow the reinstate- ment of Highway 1301 as well as to improve access for waste rock haulage to TSF#2. The reinstatement of the section of Highway 1301 that passes through the C North area is still pending final approval from the Department of Highways in Bangkok and Phitchit. The engineered fill for the second lift of TSF#2 was constructed from November 2012 to May 2013. This will provide an additional 10.4 million tonnes of storage capacity. Waste rock from A Pit is being continuously sent to TSF#2 at a rate of approximately 7,000 BCM per day for the construction of the downstream embankment. During the year, a number of cost saving initia- tives were identified and implemented. The initiatives included trials using reduced explosive powder factors and changing from blasting 6 metre benches to 9 metre benches, with subsequent savings in bulk explosive and drilling costs. Work was also undertaken to validate increasing the size of the grade control drilling pattern, without decreasing the accuracy of grade estimation. This has resulted in a signifi- cant saving in grade control drilling costs. As part of the budget/life of mine planning cycle, opportunities for improving project value were identified through the fine tuning of pit designs and sequencing of push backs within each of the pits. This involved running optimisations on individual ore bodies and targeting areas of high value within the pit shells. To test the robustness of the life of mine plan, various scenarios were investigated at varying gold prices. The result of this work highlighted that A Pit was still very robust. The new plant, Chatree North, continued to operate in commissioning and optimisation mode from the start of July 2012 until its completion at the middle of August. The Plant was shut down for a total of 63 days while undertaking a drawn-out process for the granting of a Metallurgical License. The Plant resumed operation in October and quickly exceeded design processing capacity with throughput of 3.47 million tonnes per annum (Mtpa) or 28% above the design rate of 2.7 Mtpa. The Plant performed extremely well Physicals 2012/13 2011/12 % Change Waste mined bcm 5,649,614 6,258,662 -44% Ore mined bcm 2,708,634 1,9 47,275 39% Waste:ore ratio 2.09* 3.2* -35% Ore mined tonnes 7,051,4 8 8 4,986,173 41% Ore treated tonnes 5,699,014 5,115,720 11% Head grade (gold) Au g/t 0.9 0.9 0% Head grade (silver) Ag g/t 11.9 11.6 2.6% Gold recovery % 79.9 84.4 -5.3% Gold poured ounces 133,681 121,372 10% Silver poured ounces 1,000,569 918,314 9.3% * After waste capitalised to TSF Cost Category 2012/13 $US/oz Gold Produced 2011/12 $US/oz Gold Produced % Change Cash operating cost 620 460 35% By product credit** (180) (210) -14% Depreciation / amortisation 185 143 29% Total production cost 952 761 25% ** Net of silver royalties
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Operations Report 15 Operations Report continued u
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with an availability of 98.2%. Works continued throughout the year to eliminate processing bottlenecks and maximise recoveries with the conversion of the Leach/Carbon-In-Pulp circuit to straight Carbon-In-Leach. The older Plant #1 continues to perform very well with an availability of 98.3% despite the replacement of a mill trunnion bearing, the first after 12 years of operation. Plant #1 achieved record processing throughputs after the installa- tion of a second set of cyclones and cyclone feed pump upgrade. The original design was 2.3 Mtpa and it is currently operating at 2.9 Mtpa or 25% above design. The combined plants are currently operating at 27% above design. A study was completed during the year that has identified the next best expansion opportunities with minimum capital expenditure. These opportunities are being assessed with plant upgrades aimed to continue to increase throughput into the future. Safety Chatree achieved an enviable 10.5 year period representing 23.6 million man hours of opera- tions and construction activity without a lost time injury. Management continues to be grateful to all of our employees and contractors for the attention to safety and care for each other - and without whom this notable achieve- ment would not be possible. In recognition of this achievement, and of our safety standards and emergency response preparedness, Chatree Mine received the ‘Thailand National Occupational Health and Safety Award 2013’ on July 03, 2013 and also received the ‘Thai Zero Accident Gold Award 2013’. During the year the operation and the Sydney office undertook a major incident exercise to test the sites management and rescue teams’ ability to respond as well as to test the Kingsgate corporate Crisis Management Plan. www.kingsgate.com.au Operations Report 16
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With the approvals of the Special Prospecting Licence ("SPL") applications still awaiting the Minister of Industry’s consent, exploration attention over the past 12 months has focused on new exploration opportunities and Mineral Resource enhancement targets within the Chatree Mining Leases. This exploration formed part of a strategic exploration program within the mining leases that commenced in late 2012 and was designed to investigate a number of specific areas that had the potential to upgrade both Mineral Resources and ore reserves at Chatree and included: 〉〉 Upgrading Inferred Resources for optimal long term mine planning; 〉〉 Targeting extensions to currently known areas of mineralisation; and 〉〉 Exploring deeper higher grade structures that may have the potential to extend the pit deeper or potential for underground mining. Highlights from this drilling program were most notable at A Prospect and Q Prospect. Exploration drilling within the Mining Lease north of A Pit identified a new area of broad high grade gold mineralisation confirming the contin- uation of the A East Structure north of the existing resource. Significant results from these two holes include: 〉〉 07559DD – 49.4 m @ 4.3 g/t Au from 227 m (including 29.8 m @ 6.25 g/t Au from 246 m); and 〉〉 07575RD – 35.8 m @ 5.3 g/t Au from 235 m (including 3 m @ 45.30 Au g/t from 255 m). At Q Prospect, immediately to the north of A Pit, exploration drilling encountered broad high grade gold mineralisation at surface that was not identified in previous campaigns. Significant results include: 〉〉 4715RC – 24.0 m @ 5.6 g/t Au from surface (including 8 m @ 11.3 g/t Au from 14 m); 〉〉 4718RC – 34.0 m @ 1.7 g/t Au from surface; 〉〉 4720RC – 26.0 m @ 0.9 g/t Au from surface; 〉〉 4636DD – 7.4 m @ 5.5 g/t Au from 219 m; and 〉〉 4732RC – 21.0 m @ 2.2 g/t Au from 111 m. The success from this discovery of near surface gold mineralisation at Q Prospect allowed for commencement of mining activities in the area which has in turn had a positive impact on the Chatree operations in the latter half of the year. Guided by this exploration strategy, drilling activity has successfully defined several new areas of mineralisation within the Mining Lease, most notably at Q and A North Prospects, and has also upgraded several larger areas of Inferred Resources to the Measured and Indicated Mineral Resource category. This activity sees an additional 30,300 metres of reverse circulation and diamond drilling included into the estima- tion of a new Mineral Resource and Ore Reserve at Chatree. As at the end of April 2013, the Mineral Resource estimate at Chatree using 0.30 g/t cut-off grade totals 4.03 million ounces of gold and 32.8 million ounces silver in 188.3 million tonnes of rock. The upgraded resource, including deple- tion from production to the end of April 2013, represents an increase of 356,000 ounces of gold and 2,162,000 ounces of silver when compared to the June 2012 Mineral Resource estimate for Chatree at the same cut-off grade. With the sharp fall in the gold price during April 2013, exploration drilling focus shifted to near surface oxide gold targets within the mining lease. Discovery of additional oxide gold miner- alisation would have immediate benefits to the operation. Longer term exploration targets were temporarily suspended whilst the drilling focused on shorter term oxide targets in the early part of the new year. Operations Report 17 continued u Operations Report CHATREE EXPLORATION Chatree Geologist examining drill core
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www.kingsgate.com.au 18 CHATREE SUSTAINABILITY Chatree adheres to Kingsgate’s Sustainability Policy, a copy of which may be obtained from the Company’s website www.kingsgate.com.au. The primary aim is to manage the Chatree asset ethically, so the people of Thailand and the Company prosper together, enjoying safe, fair and rewarding working relationships and a healthy living environment. The following sustainability section is a summary of a separate detailed document termed ‘The 2013 Akara Resources Public Company Limited Sustainability Report’, which is published in both English and Thai language. Community Chatree Gold Mine is located 280 kilometres north of Bangkok on the provincial border between Phichit and Phetchabun provinces. The many villages around Chatree still lead a predominantly agrarian lifestyle, with rice growing as the main activity. It is important, therefore, that Chatree is a good corporate citizen for our immediate neighbours and in Thailand generally. Chatree has as a primary goal to minimise the impact of mining opera- tions to those living and working nearby. We seek to achieve this through regular meetings and consultation with local government and village groups and through assisting the community in times of need. Community Funds Corporate social responsibility at Chatree is a continual commitment by our business to behave ethically and contribute to economic development in the local area improving the quality of life of our workforce and their families as well as the local communities in which we operate. There are four funds which have been established. These are made up of an EIA Fund for any environmental impact, an Or Bor Tor Fund (sub-district Fund), a Village Fund and an Akara for Communities Fund. Committees have been formed to manage each fund which is made up of government officials, village leaders, and employees from Chatree to ensure transpar- ency and diligent project management. Employees Chatree has been free of lost time injuries for the tenth year in a row. This exemplary safety record would be difficult to achieve without manage- ment support. It is however, the employees and contractors who have made a safe workplace a reality by ensuring a safe environment for them- selves and their workmates. Chatree employees and contractors have excelled in this regard and Kingsgate congratulates and thanks them for their sustained efforts. The Chatree workforce totalled 1,326 at the end of the financial year comprising 381 Akara employees, 740 with our mining contractor LotusHall and 4 expatriates. Turnover for Akara permanent employees during the financial year was 5.9%. Chatree has received its fourth Welfare and Relations Award from the Department of Labour Protection and Welfare, as well as the Ministry of Labour and Best Employer Award from Aon Hewitt and Sasin University in 2012. Chatree has also maintained its certificate of TLS/ SA8000 since 2009. Our business is really all about people. As a first rate workforce is essential to our success, we continue to ensure we have the right people in the right role doing the right work at the right time. Akara Mining Limited offers comprehensive training in relevant safety and job-related areas to all our people. We also assist our employees to obtain tertiary education qualifications. Thus far, 33 employees have been sponsored for Masters level degrees, 10 employees for Bachelor level degrees and eight employees for Diploma Certificates. Operations Report
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19 Water While rainfall can occur year round, it is gener- ally concentrated in the annual monsoon. The responsible management of water is therefore of utmost importance to Chatree Mine and to the surrounding area. Chatree operates on a nil- release basis, and all rain water on the mine lease is harvested with no water leaving the site. This requires continuous management of usage, quality and storage. A total of 32 surface water and 72 groundwater quality sampling sites have been established, all of which are regularly monitored and sampled. To date, no results from any of these sites have caused concern. To gauge any potential drawdown impact on local groundwater, the mine regularly monitors 80 water table measuring stations, located on the mine site and in surrounding villages. Water levels rise and fall seasonally but no long term adverse trends have been identified. A total of 2,454,585 tonnes of water was used to process 5,699,014 tonnes of ore during the finan- cial year. Water usage was reduced onsite via recycling of water from the Tailings Storage Facility via the decant water return system. The excess recycled water is stored in a number of the historic mining pits for re-use in the process plant. Environmental Audit In December 2012 the eleventh annual Tailings Storage Facility Audit was undertaken. Knight Piésold found that the tailings facility continues to be operated at best practice and that the Processing Department demonstrates a good understanding of the facility. Concern was expressed about the steepness of two access ramps which have since been remediated. In February 2013, Environ Australia Pty Ltd under- took the eleventh ‘whole of site’ environmental audit of the Chatree Mine. The audit is designed to assess compliance with conditions in the Mining Leases, corporate commitments made in the current Environmental Impact Assessment, adherence to board environmental policy, obser- vance of the Australian Minerals Industry Code for Environmental Management and Enduring Value and our environmental performance overall. The audit concluded that, the operations of the Chatree Gold Project comply with applicable statutory requirements as well as voluntary environmental commitments made by Akara Mining Limited. The audit also indicates that the project operations are being carried out in accordance with the requirements of the Australian Minerals Industry Code for Environmental Management, and that the responsibilities of Kingsgate, as a Code signatory, are being addressed. Rehabilitation No contaminated land issues arose during the period. The rehabilitation program is ongoing with areas contoured and planted as soon as is practi- cable. Trials of various species are undertaken to ensure the optimal results for each location. Many species of trees and grass have been sown successfully across the site. Some 26.2 hectares were rehabilitated last year and 14.2 hectares of rehabilitation is planned for the present year. Cyanide Management Chatree continues to meet all requirements of the International Cyanide Code for Gold Mining Operations. The Code mandates strict protocols for the manufacture, transport, storage and use of cyanide. As part of the plant expansion, the operation will move to the use of solid cyanide delivered and dispensed from sealed containers (ISOtainers). This system improves the safety of transportation and usage. The cyanide code audit will be done in late 2013 to certify the new processing plant and re-certify the old processing plant. Readings of discharge to the tailings storage facility are taken every 60 minutes. Of the 8,760 readings taken during the year, a total of 99% showed the discharge of cyanide did not exceed the 20 mg/L CNTOT standard. The highest monthly reading obtained was 12.0 mg/L CNTOT with an annual average of 8.4 mg/L CNTOT. Birds continue to nest and breed near the tail- ings storage facility, confirming that our cyanide discharge presents no environmental hazard. Ongoing cyanide destruction is also assisted by numerous introduced micro-organisms which are able to degrade free cyanide to carbon dioxide and ammonia. Dust Management Chatree’s aim is to produce minimal dust and noise and thereby reduce neighbouring concerns by maintaining all mine roadways in good order through regular gravel sheeting and watering. Effective noise bunds have been developed around operations. In some circumstances, operations have been restricted to daylight hours. Dust monitoring stations have been established in nine surrounding villages. All results from the regular monitoring and sampling program have been within required quality standards. Incident Reporting There were 66 environmental events during the year. All were minor and there were no report- able incidents. Operations Report continued u Operations Report
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VIETNAM THAILAND LA OS CAMBODIA 10° 100° 20° LA OS AM CAMBODIA 10° CHALLENGERCHALLENGER 30° 35° 140° 135° 130° VIC QLD NSW NT WA Adelaide BOWDENS SILVER BOWDENS SILVER Newcastle Sydney Dubbo Mudgee 30° 35° 150° 145° QLD TA S VIC SA 70° 50° 20° 30° 40° 3 COPIAPO NUEVA ESPERANZA COPIAPO NUEVA ESPERANZA Santiago La Serena Antofagasta Chañaral ARGENTINA BOLIVIA PERU 0 300100 200 Kilometres Highway Freeway Power lines Hydro power dam Thermal power station Khon Kaen Kh KhCHATREECHATREE Chiang Mai Bangkok Chumphon Phuket CHALLENGER GOLD MINE CHALLENGER GOLD MINE Labyrinth Bulgunnia Barton West Cundeelee (Tropicana Belt) Blue Dam Calingiri Wongan Hills Kukerin Bullock Pool Nanicup Bridge Holleton West Golden Point Northling Bryah Perenjori Yalla Burra Barton Central Tenements Area 20 www.kingsgate.com.au Challenger Gold Mine South Australia Summary The Challenger Mine produced 66,216 ounces of gold for the year with an average milled grade of 3.91 grams per tonne (g/t), and a total cash cost of $1,107 per ounce. The grade was low due to a shortfall in ore supply from the mine that was supplemented by low grade ore from stockpiles. Higher dilution in stopes at the base of the mine and depletion on those levels due to the addi- tional displacement of the ore horizons following the identification of the ‘215 Shear’, contributed to the lower than expected production from the lower levels. A shortfall in underground develop- ment also limited access to ore sources. Development and mining commenced at the higher grade Challenger West orebody during the year but was insufficient to offset the short- fall from the base of the mine. Because of the poor ore recovery from the bottom of the mine and the drop in the gold price, a strategic review of the mine operation was carried out. This resulted in a new plan that focuses on the higher grade Challenger West as the main ore supply. Ongoing improvements in site communications continued with the installation of a dedicated microwave link to the site. This greatly improves u Operations Report
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21 business communications and also allows our employees to communicate with their families from the accommodation village. Mine production for the year totalled 502,034 tonnes of ore at a reconciled grade of 4.17 g/t for 67,307 ounces. The M2 shoot ore source supplied 44% of total ore production at an average grade of 3.7 g/t. The M1 supplied 14% at 3.93 g/t and Challenger West was 32% at 5.68 g/t. Developing the high grade Challenger West shoot has continued to be the primary focus for the past and future 12 months whilst finishing M1 / M2 lodes at the base of the mine on the 155 and 135 levels. The year to date adjusted cash operating costs were $1,107 per ounce of gold. Total site oper- ating cash costs were $67.5 million. Total cash expenditure including operating, capital and exploration was $140 million. Capitalised expenditure for the mine was $57.5 million which included the main decline, level accesses, cross cuts, ventilation accesses, stockpile bays, and diamond drill drives along with electrical and dewatering stations. A total of $6.3 million was spent on numerous sustaining capital projects including a communi- cations upgrade, excavator, various mill upgrades, and airstrip and access road upgrades. The mining contract with Leighton Contractors Pty Ltd ended in 2013. Following a tendering process, the new mining contract was awarded to Byrnecut Australia Pty Ltd, with the new mining contract commencing on 1 August 2013. Operations Report continued Operations Report Physicals 2012/13 2011/12 % Change Ore mined tonnes 502,288 606,659 -17% Ore treated tonnes 556,631 644,629 -14% Head grade (gold) Au g/t 3.91 4.6 -15% Gold recovery % 94.5 92.4 2% Gold poured ounces 66,216 87 ,388 -24% Cost Category 2012/13 $US/oz Gold Produced 2011/12 $US/oz Gold Produced Total cash cost 1,135 864 By product credit* (2) (2) Depreciation / amortisation – operating 695 535 Total production cost 2,030 1,397 * Net of silver royalties Operational Performance Significant geological milestones at Challenger for the year include the identification of the ‘215 Shear’, confirmation of M2 lode mineralisation below the ‘215’ Shear, and continued develop- ment on the high grade Challenger West lode. Development of the 215 level highlighted a moderate angle ductile brecciated zone dipping to the north west (termed the 215 Shear). This structure, rather than the ‘79’ Fault, has resulted in the offset in the lode system below the 215 level and this has been confirmed in re-examina- tion of the drill core. Mining on various levels above and below the structure revealed it bisected the 79 Fault in a very similar position to where the lodes were truncated on a number of levels, and hence its significance wasn’t recog- nised for some time. Due to the orientation and moderate dip of the 215 Shear, the lodes were offset more than previously expected, and the immediate levels beneath, abutting the feature, had greatly reduced stope size. Development to test Challenger West orebody has been highly successful on the 790 and 810 levels, showing that the structure, while narrow and poddy, has good continuity along its strike length. Additional development on the 890, 870 and 650 levels has highlighted the structural variability of the lode down plunge. Considerable drilling has been undertaken to better define the Challenger West shoot and add to the resource.
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www.kingsgate.com.au 22 Mine production for the year totalled 502,034 tonnes of ore at a reconciled grade of 4.17 g/t comprising 356,009 tonnes at 5.26 g/t of high grade ore and 146,025 tonnes @1.52 g/t of low grade ore. The main M2 Lode provided 44% of mined ounces with 13% of ounces mined from M1. Compared to the previous financial year, M2 contributed a lower percentage of the total ounces mined due to increased contributions from the Challenger West. Challenger West Lode, which was mined for the first time in 2012, contributed an encour- aging 32% of the total ounces. Ore production from the Main M2 and M1 lodes during the year was strongly impacted by the 215 Shear due to its foreshortening of the lodes in advance of the predicted ‘79’ fault. This resulted in less ore above the ‘79’ fault. Development The current decline and mining front of the M1/ M2 orebodies has continued below the 215 Shear, with the establishment of the 205, 195, 175, 155 and 135 levels. Stoping has been initiated on the 205, 195 and 175 levels where ground conditions in the stopes have led to greater than planned dilution. Poor ground conditions were noted in the levels just above the 215 Shear and are thought to be associated with the shear rather than with the depth of the mine. In an effort to control the dilution, stope dimensions, pillar placement and cable bolting is being trialled. A combination of these ground control methods has resulted in a degree of success in reducing the dilution. The mine schedule continued with a combined focus of development and stoping on two separate work areas being the high grade shoot at Challenger West on the 790, 810, 890 and 870 levels, and the mining of high grade ore pods below the 215 Shear on M1 and M2. A total of 6,799 metres of development was achieved for the year (exclusive of exploration). The Challenger West orebody has proven to have the highest grade in the mine and the potential to extend from the surface to the base of the current mine. Current diamond drilling is targeting the upper and lower ore zones. Challenger West is the primary target for the next nine months to continue stoping and prove up the identified ore lodes for the future of the Challenger underground. Significant development has set up two means of egress, flow through vent and stoping in the past 12 months. Challenger West will form the founda- tion of future mining activities at Challenger into the foreseeable future. Operations Report The services provided by the OH & S team at Challenger include on-site emergency and clinical medical services for work related or private injuries, illness and counselling support services. Health programs delivered on site include health assessments and lifestyle promotional programs. The Health Centre has continued with the remote health care clinic in conjunction with the Royal Flying Doctor Service. This program has provided advice to assist personnel in managing private medical conditions and other health related topics. The site Emergency Management Team was involved in a large-scale exercise during the year that tested the team’s training and allowed the opportunity to review the site emergency management plan. Occupational Health and Safety In April 2013, Kingsgate was saddened to report that an employee was fatally injured off site while returning home from the Challenger Gold Mine. It’s important to reflect for a moment to acknowledge the important contribution this individual made to his place of work but to also recognise the loss this person’s family suffers. Kingsgate is fully cognisant of the valuable contribution and dedication shown by this indi- vidual and will strive to ensure that his legacy is respectfully remembered. During 2013 there were four incidents resulting in lost time injuries, three restricted work inju- ries, and six medically treated injuries, an overall reduction of 48 percent on the previous year’s 25 recordable injuries. Total injuries reported have also decreased by 15 percent. There were no air medical evacuations during the year.
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23 Operations Report CHALLENGER EXPLORATION Exploration expenditure totalled $8.8 million during the year comprising $1.8 million of resource development and exploration costs delineating targets outside of the reserve and $7.0 million on underground mining of lodes outside of the reserve. The majority of the mining exploration costs occurred in the first quarter and included portions of 240 and 205 Aminus 2 and 670 Challenger West before they were upgraded to the reserve. South East Zone (SEZ) The SEZ structure was evaluated from the 1100 level with three flat fans targeting 1080– 1120 mRL, as well as the 940, 280, 240 and 175 levels. A number of significant intersections were returned but overall the strike length of continuous high grade zones appeared limited. Resource Development Underground diamond drilling was employed as the main medium for Resource Development of the various Challenger lodes. The Challenger West lode was a focus, as well as the ongoing evaluation of the M1 and M2 shoot systems beneath the 215 Shear. M2 Shoot System below the 215 Shear With the new mining fronts established below the 215 Shear, development drilling of the M1–M2 lodes on a level by level basis was facili- tated. This revealed a number of significant intersections in both lodes as well as continuity of overall shoot geometry. Challenger West The Challenger West Shoot continued to be a focus of development and resource develop- ment drilling, and was targeted with programs from the 800 level (targeting 770 mRL), 670 level (targeting 690–540 mRL), 640 level (targeting 500–450 mRL), and 215 level (targeting 170–50 mRL). In addition, the deepest intersection to date of 0.5 metres @ 59.7 g/t was returned from 119 mRL. Overall, delineation of the lode and extension has been successful to date, but targeting and representa- tive challenges remain due to its narrow and poddy nature. Aminus Corridor An intersection of 1.4 metres @ 15.0 g/t with associated visible gold was returned in the Aminus corridor as part of Challenger West resource drilling. This lies to the south of Challenger West OD1 and therefore a large distance along strike of Aminus 2. Whilst isolated, it demonstrates the potential along multiple positions within the Challenger struc- tural domains. continued u Operations Report
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www.kingsgate.com.au 24 Operations Report CHALLENGER SUSTAINABILITY Employees The Challenger workforce totalled 272 at the end of the financial year comprising 100 Kingsgate personnel (employees and casual contractors to fill vacancies); and 172 contrac- tors. Contractors on site include: Leighton with 154 personnel providing mining services; Sodexo, 12 personnel providing catering and cleaning services; Powerwest, 2 personnel for power supply services; and AWG, 4 personnel for air leg and rise mining services. Turnover for Challenger permanent employees during the financial year was 23%, with 23 terminations and 22 new starters. New employees recruited on a casual basis with a view to permanency accounted for 19 positions. During the year Kingsgate have rebuilt the Challenger management team improving the depth of mining engineering experience. The new management, combined with targeted training has brought about a cultural change with the emphasis now being on proper plan- ning, appropriate contractor management, accountability. To encourage staff retention, there was a focus on improving the site facilities with an upgrade to the mining office as well as site communications to allow employees to communicate with their families while on site. Community The remoteness of Challenger mine – 310 kilo- metres by road from the nearest town at Coober Pedy – reduces the capacity for local involve- ment with surrounding communities. Challenger continued to support its nearest communities with local sponsorships including: 〉〉 The Umoona Community Council; 〉〉 Glendambo Pastoralists Ball; 〉〉 The Royal Flying Doctor Service; and 〉〉 The Coober Pedy Football Club. Challenger is located within the Commonwealth Government, Woomera Prohibitive Area (WPA). The Department of Defence (DOD) continues to utilise the area for rocket testing and other commercial activities. In the last 10 years DOD have not impacted on mine operations. Challenger Mine has fostered strong relations with the University of Adelaide over the past nine years. Each year selected students from the Schools of Geology and Mining Engineering undertake field trips to Challenger, where they experience a very detailed and hands-on intro- duction to mining. Kingsgate offers academic Bursaries and Prizes to students in both disciplines. Environment Full details of all environmental monitoring reports and a detailed review of all environ- mental issues are contained within the 2013 Mining and Rehabilitation Compliance Report (MARCR). The MARCR can be downloaded from DMITRE’s website www.minerals.dmitre.sa.gov. au and can be found using the search word “Challenger”. Water usage A supplementary groundwater extraction bore (Gusher 3) was commissioned at Challenger to increase the supply of potable water made available to the accommodation camp. A third reverse osmosis plant was also commissioned to accommodate the increase in volume of water that needs to be filtered for potable use. A total of 436,175 tonnes of water was used to process 556,631 tonnes of ore during the finan- cial year with a ratio of 0.78 tonnes of water to one tonne of ore. Water usage was reduced onsite via recycling of supernatant water from Tailings Storage Facility (TSF) 2 via the decant water return system.
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Operations Report 25 Water Quality The Annual Groundwater Review Report indi - cated that analysis of groundwater samples collected from the mine site groundwater moni- toring network are generally below the relevant guideline, and in many instances near or below the Limit of Reporting (LOR). Concentrations of CNWAD (cyanide weak acid dissociable metals) analysed from groundwater samples collected from monitoring bores surrounding the tailings storage facility (TSF) suggest the natural attenuation of cyanide is occurring and containment measures in place for process water and tailings slurry are perform- ing as designed. Incident Reporting Challenger’s online incident reporting system was upgraded from Skytrust to QHSE Data Manager during the 2012/13 financial year. The updated reporting commitments approved in March 2012 have lead to an increase in the number of reported incidents during 2012 and 2013. A total of three environmental incidents were reported to government regulators in the 2012/13 financial year with the incidents assessed as low to moderate risk. All incidents were investigated and were closed out before the end of the financial year. Environmental Audit An independent environmental compliance audit was undertaken by specialist consultants Outback Ecology in March, 2013. The compli- ance report was submitted to DMITRE as part of the annual MARCR in April, 2013. The compli- ance audit identified action tasks which have now been completed. Cyanide Management At Challenger tailings are stored in an integrated waste landform (IWL). This is essentially the same as a traditional tailings storage facility but is built to blend into the waste dumps. Groundwater monitoring bores located around the Integrated Waste Landform (IWL) were sampled quarterly in line with Challenger’s approved Program for Environment Protection and Rehabilitation. The supernatant pool water was well managed throughout the year with the cyanide concentration remaining below the adopted guideline limit of 0.5 milligrams per litre (mg/L), within the TSF. To date cyanide ground- water quality has remained below the revised reporting limit of 0.08 mg/L. Rehabilitation Ecosystem Function Analysis (EFA) was conducted on five previously established moni- toring sites and two new monitoring sites at Challenger in August 2012. Natural Acacia and Chenopod sites located within the mining lease were monitored and compared with the eastern and western Integrated Waste Landform (IWL) monitoring sites. Some progressive rehabilitation was undertaken throughout the 2012-2013 financial year. More than half of TSF1 has been capped with fresh waste rock and will continue into the next reporting period. A decision has not yet been made if TSF1 will be raised any further as per approvals, however fresh rock capping will remain until this is determined. Fresh waste rock armouring of the crest bund around the western and eastern landforms has commenced. The eastern crest bund was armoured with 0.5 metres of fresh rock. This crest armouring is proposed to continue into the next reporting period with topsoil added and seeded with local province seed. Previously disturbed areas around production bore four CPW04 were lightly ripped; contoured and seeded with local province seed. Disturbed areas around other production and gusher bores were lightly ripped and then contoured by a grader for future seeding. Dust Monitoring The triennial noise and hygiene survey was conducted in 2012 and comments on dust survey results. All respirable dust results were below the set exposure standards for atmospheric contami- nates. Higher than limit inhalable dust results were recorded from the lab technician and crusher operator, who wear a P2 dust musk as personal protective equipment to reduce the limit of dust inhaled. Underground dust results were all below the recommended limits. Operations Report
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VIETNAM THAILAND LA OS CAMBODIA 10° 100° 20° LA OS AM CAMBODIA 10° CHALLENGERCHALLENGER 30° 35° 140° 135° 130° VIC QLD NSW NT WA Adelaide BOWDENS SILVER BOWDENS SILVER Newcastle Sydney Dubbo Mudgee 30° 35° 150° 145° QLD TA S VIC SA 70° 50° 20° 30° 40° 3 COPIAPO NUEVA ESPERANZA COPIAPO NUEVA ESPERANZA Santiago La Serena Antofagasta Chañaral ARGENTINA BOLIVIA PERU 0 300100 200 Kilometres Highway Freeway Power lines Hydro power dam Thermal power station Khon Kaen Kh KhCHATREECHATREE Chiang Mai Bangkok Chumphon Phuket CHALLENGER GOLD MINE CHALLENGER GOLD MINE Labyrinth Bulgunnia Barton West Cundeelee (Tropicana Belt) Blue Dam Calingiri Wongan Hills Kukerin Bullock Pool Nanicup Bridge Holleton West Golden Point Northling Bryah Perenjori Yalla Burra Barton Central Tenements Area 26 www.kingsgate.com.au Projects Report Projects Report Bowdens Silver Project NSW, Australia Summary Kingsgate Bowdens Pty Limited holds four Exploration Licences ("ELs") located in the Lue/ Rylstone area of central western NSW. EL 5920 is divided into two separate areas, one contain- ing the Bowdens Project, is adjacent to the village of Lue and the second to the west of the town of Rylstone. Silver mineralisation was discovered at Bowdens in the mid 1980s. Programs of geophysical and geochemical exploration had also been under- taken. During 2012 Kingsgate completed 124 drill holes for 13,527 metres as a part of resource definition program. The new resource estimate comprising a total of 567 drill holes for 63,088 metres was completed in November 2012. During the year a comprehensive metallurgical testwork program was completed as a part of a Definitive Feasibility Study (DFS). Geology The Bowdens Silver Project is situated on the north-eastern margin of the Lachlan Fold Belt. Bowdens is hosted by flat-lying Early Permian Rylstone Volcanics. The Rylstone Volcanics are partially overlain by a sequence of marine sedi- ments of the Sydney Basin (Shoalhaven Group). The Rylstone Volcanics range from 10 to 200 metres thick and are dominated by silica rich volcanically derived rocks. The silver mineralisation occurs as flat-lying to moderately dipping zones of disseminations and silicic fracture-filling and is closely associated with sulphides of iron, arsenic, lead and zinc. High grade silver mineralisation is also hosted in steeply-dipping fracture zones which host banded sulphide veins. u
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27 Projects Report continued u Projects Report Resource MPR Geological Consultants Pty Ltd (MPR) has estimated Mineral Resources for the Bowdens silver lead zinc deposit and reviewed the quality of sampling and assaying for Kingsgate’s 2012 drilling. Estimated resources include silver, lead and zinc grades and are reported above silver equivalent cut off grades. The silver equivalence formula is based on commodity prices and recoveries provided by Kingsgate, which give the following function. Ag equivalent (g/t) = Ag (g/t) + 27.5 x Pb (%) + 22.8 x Zn (%) The study database comprises 567 RAB, aircore, Reverse Circulation hammer (RC), and diamond drill holes completed by Kingsgate and previous explorers since 1989 for a combined 63,088 metres of drilling. A JORC-compliant resource estimate was completed in October 2012 and the current total measured, indicated and inferred resource (at a 30 grams per tonne silver equivalent (AgEq) lower cut-off grade) is 182 million ounces of AgEq. Feasibility Study During 2013, the process design and engi- neering work for the Definitive Feasibility Study (DFS) progressed to a point where the draft study was close to completion as at 30 June 2013. The study encompassed detailed process design based on using the most recent metal- lurgical test results, capital and operating cost estimates, project water and power supply, infrastructure requirements and mine optimisation. A specialist water supply and engineering firm was engaged to determine the project options for supply, ground and surface water manage- ment. Separate specialist consulting firms were engaged to prepare the design and costing of the tailings storage facility and power supply for the Bowdens project. A geo-technical drilling program was largely completed and the results utilised in deter- mining preliminary mine design and costing for an open pit mine for Bowdens including pit wall angles for the mine optimisation. A geo-metallurgical test program was completed using core samples prepared from the major lithology types at the Bowdens silver project. The geo-metallurgical programme was success- ful in providing important information related to the physical characteristics and flotation recovery of mineralisation from the dominant lithology types. This included providing confir - mation of milling circuit parameters and overall improved metallurgical recovery. Testing of the long term geochemical stability of the ore and waste for potentially acid forming properties is ongoing, with initial weathering columns nearing completion. The geochemical characterisation results will form an important input to the Environmental Impact Statement (EIS). EIS, Community and Project Approval Process Kingsgate submitted an application for the Director General’s Requirements (DGRs) in December 2012. Following a planning focus meeting with various NSW government depart- ments and agencies in February 2013, the DGR’s were issued in late February 2013. The DGR document combines the elements of the conceptual project development plan (CPDP) and sets out environmental assessment require- ments for the proposed project development. The preparation for lodgement of an Environmental Impact Statement (EIS) to the NSW Department of Planning (“Planning”) continues. It is envisaged that the EIS will be completed and lodged in 2014. Data for flora and fauna, surface water, groundwater, meteor- ology, ambient noise and dust levels are collected routinely. Further investigations of cultural heritage, social-economic impact, traffic impact, soil type and agricultural suitability have also been undertaken on site. There have been no serious safety incidents reported to date. At the end of June there were over 600 days Lost Time Injury free since Kingsgate exploration and pre-development activities began on site. Environmental, regulatory and NSW Govern- ment approvals remain the key determinants to the timing of project development at Bowdens. Of particular note were two recent NSW Land and Environment Court decisions relating to the overturning of existing mining approvals that will require extra diligence and consideration as the Bowdens Project moves forward. Community relations was undertaken throughout the year utilising a variety of techniques including: letters, telephone calls, attendance at trade shows, industry presentations, site tours, Community Liaison Group meetings, govern- mental meetings and two open days. The open days were highly successful in engaging with the community with more than 200 local people providing feedback on a range of topics. Sentiment capture and management remains an important aspect for the project as part of the ongoing community relations program, and a full time Community and Government Relations Manager has been engaged on that basis.
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VIETNAM THAILAND LA OS CAMBODIA 10° 100° 20° LA OS AM CAMBODIA 10° CHALLENGERCHALLENGER 30° 35° 140° 135° 130° VIC QLD NSW NT WA Adelaide BOWDENS SILVER BOWDENS SILVER Newcastle Sydney Dubbo Mudgee 30° 35° 150° 145° QLD TA S VIC SA 70° 50° 20° 30° 40° 3 COPIAPO NUEVA ESPERANZA COPIAPO NUEVA ESPERANZA Santiago La Serena Antofagasta Chañaral ARGENTINA BOLIVIA PERU 0 300100 200 Kilometres Highway Freeway Power lines Hydro power dam Thermal power station Khon Kaen Kh KhCHATREECHATREE Chiang Mai Bangkok Chumphon Phuket CHALLENGER GOLD MINE CHALLENGER GOLD MINE Labyrinth Bulgunnia Barton West Cundeelee (Tropicana Belt) Blue Dam Calingiri Wongan Hills Kukerin Bullock Pool Nanicup Bridge Holleton West Golden Point Northling Bryah Perenjori Yalla Burra Barton Central Tenements Area 28 www.kingsgate.com.au Projects Report Nueva Esperanza Project Chile Summary The Nueva Esperanza Project is 100% owned by Kingsgate since February 2012. Nueva Esperanza is located in the Maricunga Gold Belt near Copiapó, a regional mining centre in Northern Chile. The silver-rich mineralisation is hosted by the Esperanza high-sulphidation epithermal alteration system associated with the Cerros Bravos volcanic complex. The project consists of three well-defined miner - alised deposits and a number of undeveloped exploration targets. The main deposits are Arqueros, Chimberos and Teterita. Arqueros was previously mined on a limited scale by under- ground methods and Chimberos was exploited as an open pit mine, delivering about 40 million ounces of silver in 1998/99. All three deposits currently have a combined Mineral Resources of about 93 million ounces of silver equivalent or 1.6 million ounces of gold equivalent (EQ60)1. A feasibility study for a decision to mine the Arqueros portion of Nueva Esperanza was completed in late 2012, demonstrating that open pit mining at two million tonnes per year and processing by milling and agitation leaching in cyanide was technically feasible. Work remained to integrate the Teterita and Chimberos deposits into the project, as well as to test lower cost options for processing. Continued metallurgical testwork has shown that mineralisation from all three deposits by heap leaching is technically and economically feasible and the preferred alterna- tive for development. Environmental approvals to commence construction and mining at Nueva Esperanza were granted in July 2013 for the original Arqueros project. Work is underway to modify and update the environmental assessment to incorporate the heap leach process. u 1 Equivalence is based on gold/silver price ratio of 60. Gold equivalence = gold content plus (silver content divided by 60), whereas Silver equivalent silver content plus (gold content multiplied by 60).
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29 Projects Report Geology The silver and gold mineralisation is hosted within tertiary-aged volcanic units at Arqueros and Teterita, and in Paleozoic sediments at Chimberos. The alteration and mineralisation are all Miocene in age and associated with the Cerros Bravos paleovolcano. Mineralisation comprises two main compo - nents. Silver-rich horizontal units termed ‘mantos’ (Spanish for blanket) and a series of near-vertical, cross-cutting gold-rich structures. The mantos silver mineralisation is hosted by vuggy silica within dacitic lapilli tuff. Mantos occurs at Arqueros and Teterita where the mineralising process has replaced horizontal porous tuffs. At Chimberos, silver mineralisation is hosted in vuggy silica hydrothermal breccia superimposed on folded Paleozoic sediments. The vertical gold-rich mineralisation, also charac - terised by vuggy silica, is well-developed at Arqueros. It has been interpreted as feeders for mineralising fluids. Nonetheless, this style of mineralisation has not yet been observed at Teterita and is poorly preserved at Chimberos. Resource Kingsgate has updated the project resource base to incorporate the recent drilling on the Chimberos project and using the current gold/ silver ratio of 60 (previously 45) for its gold equivalent (AuEq60) and silver equivalent (AgEq60) calculations.The combined Measured, Indicated and Inferred mineral resource for the Nueva Esperanza Project is based on resource block modelling of Arqueros, Chimberos and Teterita, and has been estimated at a cut-off grade of 0.5 grams per tonne (g/t), gold equiva- lent (AuEq60) to be 28.9 million tonnes at 0.27 g/t gold and 84 g/t silver. This represents about 250,000 ounces of gold and 78.5 million ounces of silver. The Measured, Indicated and Inferred resource may be expressed in gold or silver equivalent ounces as: 〉〉 Gold equivalent ounces (AuEQ60): 1.6 million ounces at 1.7 g/t gold equivalent; and 〉〉 Silver equivalent ounces (AgEQ60): 93.5 million ounces at 100 g/t silver equivalent. Feasibility Study A Definitive Feasibility Study commenced on the project at the end of May 2011 with the focus on Arqueros, and open pit mining of that deposit with processing by traditional mill and agiitation leaching in cyanide. Subsequent acquisition of the Teterita and Chimberos deposits resulted in an expansion of the feasibility study to incorpo- rate their resources. In late 2012, a decision was taken to examine lower cost options for processing using heap leaching. With major engineering already done, technical studies focussed on metallurgical testwork and heap leach design. It has been established that the mineralisation from the three deposits can be processed by HPGR (High Pressure Grinding Rolls) crushing and heap leaching with silver and gold recoveries of the order of 70% to 75% for silver and 65% to 70% for gold. The project development plan is now focussed on a 3 million tonne per annum heap leach operation with an initial mine life of over 6 years. Annualised production levels (post ramp- up) are estimated at 6.0–8.0 million ounces of silver and 18,000–22,000 ounces of gold, at an indicative start-up capital cost between US$130–150 million (inclusive of 25% contingency). These project parameters are based on prelimi- nary results only and are insufficient to provide assurance as to the economic development of the project at this stage and these parameters may also change following completion of the Definitive Feasibility Study. With the technical and economical feasibility of heap leaching being established, the project will now move into the final feasibility and design stage with results expected to be available during the March quarter 2014. The environmental permitting process for the original Arqueros project has been completed, with approval to commence construction and mining granted by the Chilean authorities. A modification of the environmental assessment is being prepared to have the approvals modified for heap leaching and on-site power generation. Extensive community consultation has been undertaken with positive outcomes, and rela - tionships with indigenous rural and urban communities remain a priority. Projects Report
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www.kingsgate.com.au 30 Exploration Report www.kingsgate.com.au Exploration Report Summary Kingsgate has a portfolio of exploration tene - ments and applications in Thailand, Chile and Lao PDR. Following the sale of exploration tenements to Caravel Minerals, exploration in Australia is currently only conducted in the vicinity of the Challenger Mine in South Australia and the Bowdens Silver Project in New South Wales. Kingsgate’s South East Asian exploration team continued their exploration activities on Thailand and surrounding countries. Strategically the team has turned the majority of their attention to projects which have the capacity to add value to the Company through exploration drilling subsequent resource expansion. These projects include the granted Mining Leases at Chatree and the granted Sayabouly Concession in the Lao PDR. Outside of these active areas, the South East Asian exploration team continues to review new opportunities throughout Thailand, Laos and their neighbouring countries.
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31 Exploration Report Exploration Report continued u Sayabouly Project – Lao PDR With the grant of the prospecting and explora- tion permit in early 2012, exploration activity focused on the definition of an extensive copper (Cu), platinum (Pt), chromium (Cr), nickel (Ni) stream sediment anomaly within the permit area. Surface geochemistry and mapping has defined an extensive multi-element soil anomaly over 16 kilometres in length and 700 metres width with peak values of 829ppm copper (Cu), 1.05% nickel (Ni), 1.54 ppm platinum (Pt), and 0.27% cobalt (Co) and 0.57 ppm palladium (Pd). The style of mineralisation is thought to be similar to Cu, Platinum Group Element deposits such as the Great Dyke (Zimbabwe) Deposits. Three broad spaced trenches were completed with another two trenched partially completed up until the commencement of the wet season with results 2.0m @ 1.73 ppm Pt and a broad zone nickel mineralisation including 51 m (853– 904 m) @ 0.96% Ni. In addition to this prospect, several gold occurrences are beginning to take shape and recent high grade rockchip samples (96.0 g/t Au, 82.7 g/t Au, 53.3 g/t Au, 44.7 g/t Au, 30.0 g/t Au and 18.8 g/t Au) in several adja- cent creeks appear to be defining a gold target that will also require drilling at the end of the wet season.
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* Chatree data as at 30 April 2013 Detailed individual Mineral Resources and Ore Reserve reports for each project are available on the company website. www.kingsgate.com.au 32 Ore Reserves and Mineral Resources www.kingsgate.com.au Source Category Tonnes (Million) Grade Contained Metal Gold (g/t) Silver (g/t) Lead (%) Zinc (%) Au Equiv (g/t) Ag Equiv (g/t) Gold (M oz) Silver (M oz) Au Equiv (M oz) Ag Equiv (M oz) Challenger Proved 0.25 5.52 – – – 5.52 315 0.04 – 0.04 2.5 Probable 0.22 8.30 – – – 8.30 473 0.06 – 0.06 3.3 Total 0.47 6.82 – – – 6.82 389 0.10 – 0.10 5.9 Chatree Proved 54.7 0.82 8.1 – – 0.90 94.2 1.44 14.17 1.58 166 Probable 14.8 0.78 6.0 – – 0.84 87.9 0.37 2.86 0.40 41.8 Total 69.5 0.81 7.6 – – 0.88 92.9 1.82 17.04 1.98 208 Total Ore Reserves 70.0 0.85 7.6 – – 0.92 94.9 1.92 17.0 2.08 213 Source Category Tonnes (Million) Grade Contained Metal Gold (g/t) Silver (g/t) Lead (%) Zinc (%) Au Equiv (g/t) Ag Equiv (g/t) Gold (M oz) Silver (M oz) Au Equiv (M oz) Ag Equiv (M oz) Challenger Measured 0.44 8.97 – – – 9.0 511 0.13 – 0.13 7.2 Indicated 1.04 10.6 – – – 10.6 604 0.35 – 0.35 20.2 Inferred 0.68 12.1 – – – 12.1 690 0.26 – 0.26 15.1 Total 2.16 10.7 – – – 10.7 612 0.75 – 0.75 42.5 Chatree Measured 92.8 0.72 6.60 – – 0.78 82.2 2.15 19.7 2.34 245 Indicated 49.8 0.64 4.69 – – 0.68 71.9 1.02 7.5 1.10 115 Inferred 45.7 0.58 3.81 – – 0.62 64.7 0.85 5.6 0.91 95.1 Total 188.3 0.66 5.42 – – 0.72 75.2 4.03 32.8 4.34 455 Total Mineral Resources 190.5 0.78 5.36 – – 0.83 81.3 4.77 32.8 5.08 498 Source Category Tonnes (Million) Grade Contained Metal Gold (g/t) Silver (g/t) Lead (%) Zinc (%) Au Equiv (g/t) Ag Equiv (g/t) Gold (M oz) Silver (M oz) Au Equiv (M oz) Ag Equiv (M oz) Nueva Esperanza Measured 1.5 0.01 101 – – 1.69 102 0.00 4.9 0.08 4.9 Indicated 21.3 0.28 88 – – 1.75 105 0.19 60.3 1.20 71.8 Inferred 6.1 0.3 68 – – 1.43 86 0.06 13.3 0.28 16.9 Total 28.9 0.27 84 – – 1.68 101 0.25 78.5 1.56 93.5 Bowdens Measured 23.6 – 56.6 0.31 0.41 1.64 74.5 – 43.0 1.25 57.0 Indicated 28.4 – 48.0 0.27 0.36 1.40 63.6 – 43.8 1.28 58.0 Inferred 36.0 – 41.0 0.30 0.40 1.27 58.0 – 47.5 1.47 68.0 Total 88.0 – 47.4 0.29 0.39 1.41 64.4 – 134.1 4.00 182 Total Mineral Resources 116.9 0.07 57 – – 1.48 73 0.25 213 5.56 276 Group Total Mineral Resources 307.4 – – – – – – 5.02 246 10.64 774 Challenger and Chatree* Ore Reserves Challenger and Chatree* Mineral Resources (inclusive of Ore Reserves) Nueva Esperanza and Bowdens Mineral Resources Ore Reserves and Mineral Resources as at 30 June 2013
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33 Ore Reserves and Mineral Resources Ore Reserves and Mineral Resources Notes to the Ore Reserves and Mineral Resources Table: Some rounding of figures may cause numbers to not add correctly. (1) Nueva Esperanza equivalent factors: • Silver equivalent: AgEq (g/t) = Ag (g/t) + Au(g/t) x 60; • Gold Equivalent: AuEq (g/t) = Au (g/t) + Ag (g/t) / 60; • Calculated from prices of US$1,380/ oz Au and US$21.50/oz Ag, and metallurgical recoveries of 70% Au and 75% Ag estimated from test work by Kingsgate, and metallurgical recoveries of 85% Au and 78% Ag estimated from test work by Kingsgate and Laguna. (2) Bowdens equivalent factors: • Silver equivalent: AgEq (g/t) = Ag (g/t) + 22.4 x Pb (%) + 25.5 x Zn (%); • Gold equivalent: AuEq (g/t) = AgEq (g/t) /45 ; • Calculated from prices of US$28/oz Ag, US$1250/oz Au, US$2200/t Pb, US$2200/t Zn and metallurgical recoveries of 81% Ag, 73% Pb, and 83% Zn estimated from test work by Silver Standard, and assuming consistent metallurgical recoveries for gold and silver of 81%. (3) Chatree equivalent factors: • Chatree gold equivalent: AuEq/t = Au (g/t) + Ag (g/t) /105; • Silver equivalent: AgEq g/t = Au (g/t) x 105 + Ag g/t; • Calculated from prices of US$1480/oz Au and US$26/oz Ag and metallur- gical recoveries of 80.5% Au and 43.6% silver based on metallurgical testwork and plant performance. (4) Challenger equivalent factors: • Silver equivalent: AgEq/t = Au (g/t) x 57; • Calculated from prices of US$1480/oz Au and US$26/oz Ag and consistent metallurgical recoveries for gold and silver. (5) Cut-off grade for Chatree is 0.35g/t Au; Nueva Esperanza is 0.5g/t AuEq; Bowdens is 30g/t AgEq. For Challenger it is 1.5 Au g/t for open cut resources, and 5.0 g/t for undeground resources. (6) It is the Company's opinion that all the elements included in the metal equiva- lents calculation have a reasonable potential to be recovered. In this report, information concerning Thailand operations relates to Exploration Results, Mineral Resources and Ore Reserve estimates and is based on and fairly represents information compiled by the following Competent Persons: Ron James, Brendan Bradley, Kevin Woodward and Suphanit Suphananthi who are employees of the Kingsgate Group – all except Brendan Bradley are members of The Australasian Institute of Mining and Metallurgy. Brendan Bradley is a member of the Australian Institute of Geoscientists. These people qualify as Competent Persons as defined in the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’ (the JORC Code, 2012 edition) and possess relevant experience in relation to the mineralisa- tion being reported herein as Exploration Results, Mineral Resources and Ore Reserves. Each Competent Person has consented to the public reporting of these statements and the inclusion of the material in the form and context in which it appears. In this report, the information concerning Challenger operations that relates to Exploration Results, Mineral Resources and Ore Reserves estimates is based on and fairly represents information compiled by Stuart Hampton and Luke Phelps who are full-time employees of the Kingsgate Group. Both are members of The Australasian Institute of Mining and Metallurgy. These persons have sufficient experience that is relevant to the mineralisation and type of deposit under consideration and to the activity that they are undertaking to qualify as Competent Persons as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Stuart Hampton and Luke Phelps consent to the inclusion in the report of the matters based on their information in the form in which it appears. The information in this report that relates to Bowdens Mineral Resource estimation is based on and fairly represents work completed by Jonathon Abbott who is a full-time employee of MPR Geological Consultants and a member of the Australasian Institute of Geoscientists, and Ron James, who is a member of The Australasian Institute of Mining and Metallurgy. Mr Abbott and Mr James have sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity that they are undertaking to qualify as a Competent Person as defined in the 2012 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves’. Mr Abbott and Mr James consent to the inclusion in the report of the matters based on their information in the form and context in which it appears. The information in this report that relates to Nueva Esperanza Mineral Resource estimation is based on and fairly represents work completed by Jonathon Abbott, Ron James and Maria Muñoz. These people qualify as Competent Persons as defined in the ‘Australasian Code for Reporting of Exploration Results and Mineral Resources’(the JORC Code, 2012 edition) and possess relevant experience in relation to the mineralisation being reported herein as ‘Exploration Results, Mineral Resources and Ore Reserves’. Mr Abbott, Mr James and Ms Muñoz consent to the inclusion in the report of the matters based on their information in the form and context in which it appears. Competent Persons Statement
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34 www.kingsgate.com.au Corporate Governance Practices This statement provides an outline of the main corporate governance policies and practices that the Company had in place during the financial year. The Board places considerable importance on high standards of ethical behaviour, governance and accountability. The Board is committed to ensuring its corporate governance policies adhere, as much as is practicable, to the ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations. The Board has recognised the need for the continual development of the Company’s corporate governance policies and practices, particularly in view of the Australian Securities Exchange Corporate Governance Principles and Recommendations with 2010 Amendments. Roles and Responsibilities of the Board The Board of Directors is accountable to share- holders for the proper and prudent investment and preservation of shareholder funds. The Board is responsible for: 〉〉 overseeing the Company, including its control and accountability systems; 〉〉 providing leadership of the Company within a framework of prudent and effective controls which enable risks to be assessed and managed; 〉〉 providing input into and final approval of management’s development of corporate strategy and performance objectives; 〉〉 reviewing, ratifying and monitoring systems of risk management and internal control, codes of conduct and legal compliance; 〉〉 setting the Company’s direction, strategies and financial objectives; 〉〉 ensuring compliance with regulatory and ethical standards; 〉〉 approving and monitoring the progress of major capital expenditure, capital manage- ment and acquisitions and divestitures; 〉〉 approving and monitoring financial and other reporting; 〉〉 appointing, terminating and reviewing the performance of the Managing Director; 〉〉 ratifying the appointment and the termina - tion of senior executives; 〉〉 monitoring senior executives’ performance and implementation of strategy; and 〉〉 ensuring appropriate resources are available to senior executives. Responsibility for the day-to-day management of the Company is delegated to the Managing Director and the senior executives. In carrying out its duties the Board meets formally at least nine times per year. Additional meetings are held to address specific issues or are held as the need arises. Directors also partici- pate in meetings of various Board committees. In the financial year ending 30 June 2013, the Board met eleven times and there were four Committee meetings. Composition of the Board The Board may, in accordance with the Company’s constitution, be comprised of a minimum of three and a maximum of ten Directors. The roles of the Non-Executive Chairman and the Managing Director / Chief Executive Officer are exercised by different individuals. During the 2013 financial year there were five Directors. Details of the Directors who held office during the 2013 financial year, including their qualifications, experience and the period for which each Director has held office are set out on page 48 of this Report. At each Annual General Meeting of the Company, one third of the Directors (or the number nearest one-third) must retire from office. In addition any other Director who has held office (without re-election) for three years or more must also retire from office. The Directors to retire at any Annual General Meeting must be those who have been in office the longest since their last election. The retirement of Directors who were elected on the same day, must be determined by lot (unless they agree otherwise between themselves). A retiring Director is eligible for re-election. A Director appointed to fill a casual vacancy or as an addition to the existing Directors will hold office until the next Annual General Meeting at which he or she may be re-elected. The Managing Director is not subject to retire- ment by rotation and along with any Director appointed as an additional or casual Director, is not to be taken into account in determining the number of Directors required to retire by rotation. Director Independence The Board considers that independence from management and non-alignment with other interests or relationships with the Company is essential for impartial decision making and effective governance. Directors are deemed to be independent if they are independent of management and have no material business or other relationship with the Company that could materially impede their objectivity or the exercise of independent judge- ment or materially influence their ability to act in the best interests of the Company. For the 2013 financial year, four of the Company’s five Directors (including the Non-Executive Chairman) were considered by the Board to be independent throughout the year. Those Directors were Mr Ross Smyth-Kirk, Mr Peter McAleer, Mr Craig Carracher and Mr Peter Alexander. In assessing independence, the Board has regard to whether any Director: 〉〉 is a substantial shareholder of the Company or an officer of, or otherwise associated directly with, a substantial shareholder of the Company; Corporate Governance Statement Corporate Governance Statement
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35 〉〉 is employed, or has previously been employed in an executive capacity by the Company, and there has not been a period of at least three years between ceasing such employment and serving on the Board; 〉〉 has within the last three years been a prin- cipal of a material professional adviser or a material consultant to the Company, or an employee materially associated with the above mentioned adviser / consultant; 〉〉 is a material supplier or customer of the Company, or an officer of or otherwise associated directly or indirectly with a material supplier or customer; and 〉〉 has a material contractual relationship with the Company other than as a Director. The concept of ‘materiality’ is considered from both the Company and the individual Director perspective. The determination of materiality requires consideration of both quantitative and qualitative elements. An item is presumed to be quantitatively immaterial if it is equal or less than 5% of the appropriate base amount. It is presumed to be material (unless there is qualita- tive evidence to the contrary) if it is equal to or greater than 10% of the appropriate base amount. Qualitative factors considered include whether a relationship is strategically impor- tant, the competitive landscape, the nature of the relationship and the contractual or other arrange ments governing it and other factors. Appointment of Directors Nominations of new Directors, recommended by the Nomination Committee, are considered by the full Board. The Nomination Committee employs external consultants to access a wide base of potential Directors, considering their range of skills and experience required in light of the: 〉〉 current composition of the Board; 〉〉 need for independence; 〉〉 the Company’s Diversity Policy; 〉〉 strategic direction and progress of the Company; and 〉〉 nature of the Company’s business. The Board assesses nominated Directors against a range of criteria including experience, profes- sional expertise, personal qualities, potential conflicts of interest and their capacity to commit themselves to the Board’s activities. Performance Review of the Board and Senior Executives Each year the Board receives reports from management detailing interactions with and outlining the expressed views of the Company’s shareholders. The Nomination Committee is responsible for evaluation of the Board, its committees and its key executives. Performance evaluations of the Board, its committees, the individual Directors and key executives were undertaken in the 2013 finan- cial year in accordance with the above processes. The Managing Director undertakes an annual review of the performance of each Senior Executive against individual tasks and objectives. Independent Professional Advice Directors are able to access members of the management team at any time to request rele- vant information. It is also Board policy that Directors may seek independent advice at the Company’s expense. Board Committees To assist the Board in fulfilling its responsibili- ties, the Board has established three commit- tees to consider certain issues and functions. These committees are as follows: 〉〉 Audit Committee; 〉〉 Remuneration Committee; and 〉〉 Nomination Committee. Each committee operates under its own charter. Audit Committee The members of the Audit Committee as at the date of this Report are: 〉〉 Mr Craig Carracher (Chairman of Audit Committee); 〉〉 Mr Ross Smyth-Kirk; and 〉〉 Mr Peter McAleer. The Committee has appropriate financial exper- tise. All members of the Committee are financially literate and have an appropriate under standing of the industry in which the Company operates. The Audit Committee’s role is to assist the Board to fulfil its responsibilities associated with the Company’s accounts, its external financial reporting, its internal control structure, risk management systems and audit function. The primary functions of the Audit Committee are to: 〉〉 review the financial information provided by the Board to shareholders and other parties ensuring that it is true and fair and complies with relevant accounting standards; 〉〉 ensure that corporate risk management policies and internal controls are in place and are maintained in accordance with appro- priate standards and statutory requirements; 〉〉 oversee and evaluate the quality of the audits conducted by the external auditors; 〉〉 provide for open communication between the external auditors and the Board for the exchange of views and information; and 〉〉 recommend to the Board the nomination and remuneration of the external auditors and ensure their independence and integrity. In fulfilling its responsibilities, the Audit Committee has rights of access to management and to auditors (external and internal) without management present and may seek explanations and additional information. The Audit Committee met twice during the 2013 financial year. The Audit Committee operates in accordance with a charter published in the ‘Corporate Governance’ section of the Company’s website. Auditor Independence and Engagement The charter adopted by the Audit Committee confirms its role in assisting the Board in respect of the appointment, compensation, retention and oversight of the Company’s external audi- tors. The external auditors are required to confirm that they have maintained their inde- pendence in accordance with the Corporations Ac t 2001 (Cth) and the rules of professional accounting bodies. The performance of the external auditor is reviewed annually and applications for tender of external audit services are requested when deemed appropriate, taking into consideration assessment of performance, existing value and tender costs. An analysis of fees paid to the external auditors, including a breakdown of fees for non-audit services, is provided in the Directors’ Report. It is the policy of the external auditors to provide an annual declaration of their independence to the Audit Committee. Corporate Governance Statement Corporate Governance Statement continued u
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36 www.kingsgate.com.au Corporate Governance Statement The external auditor is requested to attend the Company’s Annual General Meeting and be available to answer shareholder questions about the conduct of the audit and the preparation and content of the Audit Report. PricewaterhouseCoopers was appointed as external auditor of the Company for the 2013 financial year. Risk Oversight and Management The Board, through the Audit Committee, is responsible for ensuring that there are adequate policies in place in relation to risk management, compliance and internal control systems. Kingsgate has a systematic and structured risk oversight and management program that involves a detailed analysis of material risks to the business and operates at various levels underpinned by specific systems and procedures. Risk monitoring, managing, mitigating and reporting is conducted regularly and includes the following: 〉〉 regular internal management reporting; 〉〉 reporting at Board and Committee meetings by relevant managers; 〉〉 site visits by the Board and senior management; 〉〉 internal and external audits; and 〉〉 training, procedural manuals and meetings. The Board has received assurance from the Managing Director and the Chief Financial Officer that the solvency declaration provided in accord- ance with section 295A of the Corporations Act 2001 (Cth) is founded on a sound system of risk management and internal control and that the system is operating effectively in all material respects in relation to financial reporting risks. A summary of the Company’s Risk Oversight and Management Policy is published in the ‘Corporate Governance’ section of the Company’s website. Remuneration Committee The members of the Remuneration Committee as at the date of this Report are: 〉〉 Mr Ross Smyth-Kirk (Chairman of Remuneration Committee); 〉〉 Mr Peter McAleer; 〉〉 Mr Craig Carracher; and 〉〉 Mr Peter Alexander. The Remuneration Committee’s role is to oversee the Company’s remuneration and compensation plans. To ensure that the review of remuneration practices and strategies on which decision making is based is objective and well founded, the Remuneration Committee engages external remuneration consultants. The Remuneration Committee supports and advises the Board in fulfilling its responsibilities to shareholders by: 〉〉 ensuring shareholder and employee interests are aligned; 〉〉 ensuring the Company is able to attract, develop and retain talented employees; 〉〉 recommending to the Board, with the Managing Director, an appropriate executive remuneration policy; 〉〉 determining the remuneration of Directors; 〉〉 having regard to the Company’s Diversity Policy, including issues relating to remunera- tion by gender; 〉〉 reviewing and approving the remuneration of those reporting directly to the Managing Director and other senior executives, as appropriate; and 〉〉 reviewing all equity based plans for approval by the Board. The Remuneration Committee operates in accordance with the Company’s Remuneration Policy. The policy is designed so that it moti- vates senior executives to pursue the long-term growth and success of the Company and demon- strates a clear relationship between senior executives’ performance and remuneration. The Remuneration Committee met one time during the 2013 financial year. The Remuneration Committee operates in accordance with a charter published in the ‘Corporate Governance’ section of the Company’s website. Nomination Committee The members of the Nomination Committee as at the date of this Report are: 〉〉 Mr Ross Smyth-Kirk (Chairman of Nomination Committee); 〉〉 Mr Peter McAleer; and 〉〉 Mr Craig Carracher. The role of the Nomination Committee supports and advises the Board in fulfilling its responsi- bility to ensure that it comprises individuals who are best able to discharge the responsibilities of the Directors, having regard to the law and the highest standards of governance, by: 〉〉 assessing the skills required on the Board; 〉〉 reviewing the structure, size and composi- tion of the Board; 〉〉 from time to time assessing the extent to which the required skills are represented on the Board and ensuring an appropriate succession planning is in place; 〉〉 establishing processes for the review of the performance of individual Directors and the Board as a whole, its committees and key executives; and 〉〉 establishing processes for the identification of suitable candidates for appointment to the Board. To ensure that the Board has an appropriate mix of skills and experience, the Nomination Committee will consider men and women from diverse backgrounds for Board membership who have demonstrated high levels of integrity and performance in improving shareholder returns, and who can apply such skills and experience to the benefit of the Company. The Nomination Committee met once during the 2013 financial year. The Nomination Committee operates in accord- ance with a charter published in the ‘Corporate Governance’ section of the Company’s website. Ethical Standards and Code of Conduct The Board and the Company’s employees are expected to maintain the highest level of corpo- rate ethics and personal behaviour. The Company has established a Code of Conduct which provides an ethical and legal framework for all employees in the conduct of its business. The Code of Conduct defines how the Company relates to its employees, share- holders and the community in which the Company operates. The core values of the Code of Conduct are: 〉〉 honesty and integrity; 〉〉 fairness and respect; and 〉〉 trust and openness. The Code of Conduct provides clear directions on conducting business internationally, interacting with governments, communities, business partners and general workplace behaviour having regard to the best practice corporate governance models. The Code of Conduct sets out a behav- ioural framework for all employees in the context of a wide range of ethical and legal issues. The Code of Conduct is published in the ‘Corporate Governance’ section of the Company’s website.
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37 Corporate Governance Statement Corporate Governance Statement Diversity The Company has a policy to improve the diver- sity of its workforce over time by identifying women and individuals from under-represented backgrounds for recruitment, and by rewarding and promoting employees on the basis of performance. However, at this stage of its development, the Company has a small Board of Directors, and a small management team which is geographically dispersed and because of the industry in which the Company operates, the Board does not consider it to be practicable to set measurable objectives to achieve greater gender diversity at this time. In addition, the Board acknowledges the bene- fits of seeking to improve gender diversity at all levels in the Company over time and will keep this issue under review. The Company aims to foster continuous improve- ment in the area of diversity; building on achieve- ment realised through the implementation of historical diversity initiatives, by applying princi- ples successfully used at our leading operation in this area, to other parts of the business. Our flagship ‘Chatree’ Mine in Thailand boasts the enviable statistic of having equal representa- tion by women on the senior management team. Recruitment, training and promotion principles employed at Chatree are currently being applied to our ‘Challenger’ Mine in Australia, where we currently have 14% representation of women across the senior management and professional categories and to other parts of the business. There is currently no representation by women on our Board of Directors. Whilst this is in part reflective of the relatively small size of the Board and stage of development of key elements of the business, it forms part of an overall business review process to consider the issue of gender diversity at this level and will be the subject of ongoing review. The Company considers that it will benefit from its ongoing commitment to promote a diverse workforce with treatment of employees and future employees on the basis of merit, abilities and potential, regardless of gender, colour, ethnic or national origin, race, disability, age, sexual orientation, gender reassignment, socio- economic background, religious or political belief, non / trade union membership, family circumstances or other irrelevant distinction. The Company has set various criteria and proce- dures in order to support equality and diversity in the workforce and applies these principles to: 〉〉 Provide fair access to workplace opportuni- ties and benefits, including internal promo - tion, leadership development, flexible work practices and fair and comparable wages; 〉〉 Attracting and retaining a skilled and diverse workforce; 〉〉 Creating an inclusive workplace culture where discriminatory behaviour is unacceptable; and 〉〉 Providing an effective grievance mechanism for employees. Current Proportion of Women Employees Board 0.0% Senior Executives 0.0% Senior Managers 1.8% Managers 1.0% Professionals 8.6% Non-professionals 6.4% Total Workforce 17.8% Share Trading Policy In the interests of shareholder confidence and compliance with insider trading laws, the Company has formal policies governing the trading of the Company’s securities by Directors, officers and employees. Details of Directors’ shareholdings are disclosed in the Directors’ Report. The policy prohibits Directors and employees from engaging in short-term trading of any of the Company’s securities and buying or selling the Company’s securities if they possess unpub- lished, price-sensitive information. Directors and senior management may buy or sell Company securities in the four week period following significant announcements by the Company, including the release of the quarterly report, half-yearly results, the preliminary annual results and the lodgement of the Company’s Annual Report (subject to the prohibition of dealing in the Company’s securities if they possess unpublished price sensitive information). Directors and senior management must also receive approval from the Chairman before buying or selling Company securities. The Company’s Share Trading Policy is available in the ‘Corporate Governance’ section of the Company’s website. Communication with Shareholders and Continuous Disclosure The Company is committed to providing relevant and timely information to its shareholders in accordance with its continuous disclosure obligations under the ASX Listing Rules and the Corporations Act 2001 (Cth). Information is communicated to shareholders through the distribution of the Company’s Annual Report and other communications. All releases are posted on the Company’s website and released to the ASX in a timely manner. The Company has practices in place throughout the year governing who may authorise and make disclosures and the method by which the market is to be informed of any price sensitive information. The Company Secretary is responsible for communications with the ASX and ensuring that the Company meets its continuous disclosure obligations. The Company’s Continuous Disclosure is avail- able in the ‘Corporate Governance’ section of the Company’s website. Annual General Meeting All shareholders are encouraged to attend and participate in the Company’s Annual General Meeting. Shareholders may attend in person or send a proxy as their representative. The Company’s external auditor is routinely invited to and attends the Annual General Meeting in order to respond to questions raised by shareholders relating to the content and conduct of the audit and accounting policies adopted by the Company in relation to the preparation of the financial statements. Corporate Governance Disclosure The Company’s governance policies and proce- dures comply in all substantial respects with the Australian Securities Exchange Corporate Governance Principles and Recommendations with 2010 Amendments. The following table compares the ASX Recommendations and the Company’s corporate governance policies and practices. continued u
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38 www.kingsgate.com.au Corporate Governance Statement 1.1 Companies should establish the functions reserved to the Board and those delegated to senior executives and disclose those functions. √ 1.2 Companies should disclose the process for evaluating the performance of senior executives. √ 1.3 Companies should provide the information indicated in the Guide to reporting on Principle 1. √ 2.1 A majority of the Board should be independent Directors. √ 2.2 The Chair should be an independent Director. √ 2.3 The roles of Chair and Chief Executive Officer should not be exercised by the same individual. √ 2.4 The Board should establish a Nomination Committee. √ 2.5 Companies should disclose the process for evaluating the performance of the Board, its committees and individual Directors. √ 2.6 Companies should provide the information indicated in the Guide to reporting on Principle 2. √ 3.1 Companies should establish a code of conduct and disclose the code or a summary of the code as to: 〉 the practices necessary to maintain confidence in the Company’s integrity; 〉 the practices necessary to take into account their legal obligations and the reasonable expectations of their stakeholders; and 〉 the responsibility and accountability of individuals for reporting and investigating reports of unethical practices. √ 3.2 Companies should establish a policy concerning diversity and disclose the policy or a summary of that policy. The policy should include requirements for the Board to establish measurable objectives for achieving gender diversity and for the Board to assess annually both the objectives and progress in achieving them. √ * 3.3 Companies should disclose in each annual report the measurable objectives for achieving gender diversity set by the Board in accordance with the diversity policy and progress towards achieving them.* 3.4 Companies should disclose in each annual report the proportion of women employees in the whole organisation, women in senior executive positions and women on the Board.√ 3.5 Companies should provide the information indicated in the Guide to reporting on Principle 3. √ 4.1 The Board should establish an Audit Committee. √ 4.2 The Audit Committee should be structured so that it: 〉 consists only of Non-Executive Directors; 〉 consists of a majority of independent Directors; 〉 is chaired by an independent Chair, who is not Chair of the Board; and 〉 has at least three members. √ 4.3 The Audit Committee should have a formal charter. √ 4.4 Companies should provide the information indicated in the Guide to reporting on Principle 4. √ 5.1 Companies should establish written policies designed to ensure compliance with ASX Listing Rule disclosure requirements and to ensure accountability at senior executive level for that compliance and disclose those policies or a summary of those policies.√ 5.2 Companies should provide the information indicated in the Guide to reporting on Principle 5. √ 6.1 Companies should design a communications policy for promoting effective communication with shareholders and encouraging their participation at general meetings and disclose their policy or a summary of that policy.√ 6.2 Companies should provide the information indicated in the Guide to reporting on Principle 6. √ 7.1 Companies should establish policies for the oversight and management of material business risks and disclose a summary of those policies. √ 7.2 The Board should require management to design and implement the risk management and internal control system to manage the Company’s material busi - ness risks and report to it on whether those risks are being managed effectively. The Board should disclose that management has reported to it as to the effectiveness of the Company’s management of its material business risks. √ 7.3 The Board should disclose whether it has received assurance from the Chief Executive Officer (or equivalent) and the Chief Financial Officer (or equivalent) that the declaration provided in accordance with section 295A of the Corporations Act is founded on a sound system of risk management and internal control and that the system is operating effectively in all material respects in relation to financial reporting risks. √ 7.4 Companies should provide the information indicated in the Guide to reporting on Principle 7. √ 8.1 The Board should establish a Remuneration Committee. √ 8.2 The Remuneration Committee should be structured so that it: 〉 consists of a majority of independent Directors; 〉 is chaired by an independent Chair; and 〉 has at least three members. √ 8.3 Companies should clearly distinguish the structure of Non-Executive Directors’ remuneration from that of Executive Directors and senior executives. √ 8.4 Companies should provide the information indicated in the Guide to reporting on Principle 8. √ * As the Company, at this stage of its development, has a small Board of Directors, and a small management team which is geographically dispersed and because of the industry in which the Company operates, the Board does not consider it to be practicable to set measurable objectives to achieve greater gender diversity at this time. However, the Board acknowledges the benefits of seeking to improve gender diversity at all levels in the Company over time and will continue to keep this issue under review.
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39 Senior Management Senior Management Kingsgate’s executives have a comprehensive range of skills and experience including mine development and operations, exploration, finance and administration. They are supported by highly qualified specialists, whose backgrounds cover the full scope of mining resources activities. Senior members of Kingsgate’s management team are: Gavin Thomas BSc (Geology), FAusIMM Managing Director and Chief Executive Officer Gavin Thomas was appointed Chief Executive Officer of Kingsgate in 2004 and joined the Kingsgate Board on 16th November 2007. Gavin has had a successful career in developing mining companies from the exploration phase into mid-tier gold or copper producers. He has over 42 years of international experience in exploring for, evaluating, developing, operating and reclaiming mines in North and South America, Australia, the Southwest Pacific, Asia and Europe. Amongst Gavin’s credits is the discovery of “Lihir” in Papua New Guinea, one of the largest gold deposits in the world. In particular, he has extensive experience in Thailand and South America. Duane Woodbury BEc (Hons) Chief Financial Officer Duane Woodbury was appointed Chief Financial Officer of Kingsgate on 1 September 2011. Duane has a BEc (Hons) Degree and has worked in various financial, accounting and advisory roles during his career in a number of locations, including London, New York and Singapore. He has been assisting Kingsgate in its business development initiatives since August 2007 and brings over 20 years of experience in financial markets and corporate finance transactions, principally with the Macquarie Group. Tim Benfield Dip CSM (mining), MBA, MAusIMM Chief Operating Officer Tim Benfield joined Kingsgate in February 2012 as Chief Operating Officer. Tim is a mining engineer with over 21 years underground and open pit experience in the mining industry in both operational and corporate roles. He has operational and project development experience in Australia, Africa and Saudi Arabia. This includes 10 years with Barrick Gold of Australia where he provided support to four operating mines and two development projects. Tim was most recently General Manager of the Pajingo Gold mine in Queensland for Evolution Mining Limited. Ross Coyle BA, FCPA, FCIS General Manager Finance and Administration Company Secretary Ross Coyle joined Kingsgate in March 2011 following the Company’s acquisition of Dominion Mining Limited and was with the Dominion group for over 25 years. He is a qualified accountant and has over 30 years experience in finance and accounting within the resource industry. He was Finance Director of Dominion from 1996. Ross was appointed Kingsgate’s Company Secretary in September 2011. Joel Forwood Bsc (Hons) FFin General Manager Corporate and Markets Joel Forwood joined Kingsgate in November 2010 and has over 27 years experience in the resource and investment industries covering investor relations, funds management and exploration. For over 12 years, he has been leading investor relations at a number of listed companies, most recently for Lihir Gold Limited. Prior to this he was a fund manager with Queensland Investment Corporation (QIC) following his early career in mineral exploration with BHP and corporate development with RGC. Ronald James BSc (Geology), MAusIMM, MAIG General Manager Exploration and Resource Development Ron James has 30 years of experience in explora- tion and mining at management level inclusive of setting up gold mines and exploration projects from their earliest stages through to development and sustainability. Before joining Kingsgate, he was Chief Mine Geologist at the Gold Ridge Mine in the Solomon Islands and later Group Exploration Manager for Ross Mining NL. Ron is familiar with the technical and oper- ating requirements for emerging projects in a variety of terrains and environments and has a strong focus on maximising returns from ore bodies through optimum waste and ore classifi- cation as well as increasing reserves from near- mine resource development. Senior Management continued u
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40 www.kingsgate.com.au Senior Management Brett Dunstone Dip. Catering and Hotel Management – William Angliss College, B.Bus. Victoria University (part complete) General Manager – Human Resources Brett Dunstone joined Kingsgate in December 2012 and has over 25 years experience in senior human resource management roles across a diverse industry portfolio. Brett was formerly head of Human Resources for Crown Casino, Melbourne, the Myer group, key Village Roadshow entities and head of Employee Relations for the Coles Myer group. Brett has experience in supporting both large and emerging resource company development projects locally and overseas (BHP Billiton, Woodside, Equinox Minerals and Chalice Gold). Michael Monaghan Dip Eng (Mining) Dip Business MAusIMM MAICD SME Chief Operating Officer and General Manager – Akara Resources PCL Mike Monaghan joined Kingsgate as the General Manager of Chatree Gold Mine in October 2012. He is a mining engineer with 28 years of manage- ment experience in both underground and open cut opeartions across a number of commodities as well as commissioning, mine management, turnaround management and environmental and safety compliance in Australia, Africa and Europe. Mike was most recently Mining Manager at Geita Gold mine in Tanzania for AngloGold Ashanti Limited. Prior to that he held General Manager and Mining Manager positions at Etruscan Resources Youga Gold Mine in Burkina Faso and Red back Mining’s Chirano Gold Mine in Ghana. Pakorn Sukhum BSc (Hons) University of London, UK MBA Sasin Graduate Institute of Business Admin- istration Thailand Chief Executive Officer – Akara Resources PCL Pakorn Sukhum joined the management team of Akara Resources PCL as Chief Executive Officer at the end of 2009. He brings to Akara over 24 years of industrial commercial managerial experi- ence in various industries such as metallurgy, chemicals and ceramics in international and domestic markets of Thailand, having held senior management positions in both Thai and Multinational joint venture companies such as Basell Poyolefins, Bayer AG as well as Padeang Industry of Thailand. His major contributions and responsibilities have ranged from project management, commercial marketing and sales to business development.
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Directors’ Report for the year ended 30 June 2013 Directors’ Report Directors’ Report 41 Directors' Report 42 Remuneration Report . . . . . . . . . . . . . . 49 Auditor's Independence Declaration 62
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Directors’ Report 42 www.kingsgate.com.au Your Directors present their report on the Group consisting of Kingsgate Consolidated Limited and the entities it controlled at the end of, or during, the year ended 30 June 2013. Directors The following persons were Directors of Kingsgate Consolidated Limited during the whole of the financial year and up to the date of this report. 〉〉 Ross Smyth-Kirk Chairman 〉〉 Peter Alexander Non-Executive Director 〉〉 Craig Carracher Non-Executive Director 〉〉 Peter McAleer Non-Executive Director 〉〉 Gavin Thomas Executive Director Principal activities The principal activities of Kingsgate Consolidated Limited are mining and mineral exploration in Australia, South East Asia and South America. Dividends Dividends paid to members during the financial year were as follows: 2013 $’000 2012 $’000 Final dividend declared for the year ended 30 June 2012 of 10 cents per fully paid share paid on 1 October 2012 15,148 6,829 Interim dividend declared for the year ended 30 June 2013 of 5 cents per fully paid share paid on 12 April 2013 7,591 15,196 Total dividends 22,739 22,025 Review of operations and results Operational performance Kingsgate is a gold mining, development and exploration company based in Sydney, Australia. Kingsgate owns and operates two gold mines, the world class Chatree Mine in Thailand and the underground Challenger Mine in South Australia. In addition, the Company has two advanced development projects, the Nueva Esperanza Silver / Gold Project, in the highly prospective Maricunga Gold / Silver Belt in Chile, and the Bowdens Silver Project in New South Wales, Australia. From this operating and development platform, Kingsgate aims to build value for all shareholders. Group gold production was 199,897 ounces, a decrease of 4% on the previous corresponding year. The contribution from Chatree was 133,681 ounces with 66,216 ounces from Challenger. Chatree gold production was 10% higher than the previous corresponding period as a result of an increase in throughput from the expanded Chatree process plant and access to higher grade oxide ore from Q Prospect. Challenger gold production was 24% lower than the previous corresponding year given additional dilution and depletion at Challenger Deeps and a shortfall in planned development. This resulted in lower ore tonnes from the mine that was supplemented by low grade stockpiled ore. Following the fall in the gold price a strategic review of Challenger was implemented that has resulted in a new mine plan to focus primarily on the higher grade Challenger West orebody. The new mine plan will be implemented during the first three months of the 2014 financial year. A lower gold price and industry wide cost pres- sures had a negative impact on the underlying earnings of the Group which contributed to a major impairment to the carrying value of a number of Group assets, particularly assets relating to the Challenger Gold Operations. Impairments totalling $332,808,000 were the major contributor to the after tax loss of $323,726,000 for the year. The development projects continued to advance during the year. At Nueva Esperanza, the feasi- bility work shifted to focus on identifying the lowest cost and lowest power consumption development alternatives. This included reviewing a heap leach process option with on-site power generation. Further work is expected to be completed in the December quarter 2013. At Bowdens, the feasibility work has confirmed the optimum process route. Completion of the technical feasibility study including mine planning, infrastructure and metallurgy, and lodging of the Environmental Impact Statement (“EIS”) are scheduled for 2014. Directors’ Report
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Directors’ Report 43 Directors’ Report During the year Kingsgate sold its exploration assets in Western Australia and Queensland through the sale of shares in its subsidiary company, Quadrio Resources Limited, to Caravel Minerals Limited (“Caravel”), an Australian company listed on the ASX. (Kingsgate received a 35.54% interest in Caravel and 20,000,000 unlisted options to acquire Caravel shares exercisable at 10 cents on or before three years from the date of issue. Kingsgate’s holding was reduced to 27.04% following a rights issue by Caravel post year-end). Chatree Chatree continued as Kingsgate’s primary production asset throughout the year, producing 133,681 ounces of gold and 1,000,569 ounces of silver. The strong produc- tion performance was achieved despite some operational hurdles with slower than anticipated Government approvals, to allow full utilisation of the expanded plant. The delay of 63 days in approval of the Plant #2 Metallurgical License and lower than expected availability of some of the mining contractor’s major mining equipment negatively impacted the production targets. However, near surface higher grades in Q Prospect mitigated these difficulties resulting in a strong final quarter for the year. Total mill throughput for the year was 5.7 million tonnes, 11.4% higher than 2012, despite the impact of the 63 day delay during which Plant #2 was not operating. The overall plant availability of 98.1% was slightly lower than the previous year’s 98.4%. The expanded plant is operating around 24% above the annual “nameplate” throughput rate at 6.2 million tonnes per annum and this is expected to continue. Total cash costs for the year were US$767 per ounce (US$620 per ounce exclusive of Thai royalties). The average royalty paid to the Thai Government was $US147 per ounce of gold. Total production costs after depreciation and amortisation were US$952 per ounce of gold produced. At year end, 9.7 million tonnes of ore was stock- piled with an average contained gold grade of 0.57 g/t representing 178,086 ounces of gold. Challenger The Challenger Mine produced 66,216 ounces of gold for the year with an average milled grade of 3.91 g/t and a total cash cost of US$1,135/oz. The grade was lower than expected due to a shortfall in ore supply from the mine that was supplemented by low grade ore from stockpiles. Higher dilution in stopes at the base of the mine (Challenger Deeps) and depletion on those levels due to the additional displacement of the ore horizons following the identification of the “215 Shear”, contributed to the lower than expected production from the lower levels. A shortfall in underground development also limited access to ore sources. Development and mining commenced at the higher grade Challenger West orebody during the year but was insufficient to offset the short- fall from Challenger Deeps. With the completion of the current mining contract scheduled for the end of July 2013, a tender was completed and a new upgraded contract was awarded to Byrnecut which commenced on 1 August 2013. Following the fall in the gold price a strategic review of the Challenger Mine was completed. This resulted in the decision to implement a new mine plan to focus primarily on the higher grade Challenger West orebody. This plan will be implemented over the first quarter of the 2014 financial year. Nueva Esperanza Silver / Gold Project The Nueva Esperanza Silver / Gold Project advanced during the year with an initial scoping study for a decision to mine the Arqueros and Teterita portions of Nueva Esperanza completed in late 2012. The study demonstrated that open pit mining at two million tonnes per year and processing by milling and agitation leaching in cyanide was technically feasible although high capital and power costs negatively impacted project economic returns. As a consequence, feasibility work has transi- tioned to assess a lower capital cost and lower power requirement option, namely the potential for heap leach processing. Recently completed metallurgical testwork demonstrated that processing of mineralisation from all three deposits by heap leaching has the potential to be technically and economically feasible and, as a consequence, may become the preferred alternative for development. Environmental approval for the original Arqueros Project was granted in July 2013. Bowdens Silver Project The Bowdens Project continued to advance during the year with field programs supporting the feasibility and environmental studies ongoing. Sterilisation drilling and additional metallurgical sampling were undertaken with the resource evaluation drilling completed in October 2012. During 2013, the process design and engi- neering work for the Definitive Feasibility Study (“DFS”) progressed to a point where the study was close to draft completion as at 30 June 2013. The study encompassed detailed process design based on using the most recent metal- lurgical test results, capital and operating cost estimates, project water and power supply, infrastructure requirements and mine optimisation. The preparation for lodgement of an EIS to the NSW Department of Planning continues. It is envisaged that the EIS will be completed and lodged in 2014. Data for flora and fauna, surface water, groundwater, meteorology, ambient noise and dust levels are collected routinely. Further investigations of cultural heritage, social-economic impact, traffic impact, soil type and agricultural suitability have also been undertaken. With the fall in metal prices in late 2013, work and expenditure on the DFS and EIS have been phased to coordinate the two programs with completion and submission now not expected before mid-2014. Exploration The Group has a portfolio of exploration tene- ments and applications in Thailand, Chile and Lao PDR. Following the sale of exploration tenements to Caravel (refer below), exploration in Australia is currently only conducted in the vicinity of the Challenger Mine in South Australia and the Bowdens Silver Project in New South Wales. Sale of Exploration Assets On 28 March 2013, the Group sold its explora- tion assets in Western Australia and Queensland through the sale of shares in its subsidiary company, Quadrio Resources Limited, to Caravel Minerals Limited (“Caravel”), an Australian company listed on the ASX. Kingsgate received 135,000,000 fully paid ordinary shares in the issued capital of Caravel and 20,000,000 unlisted options to acquire Caravel shares exercisable at 10 cents on or before three years from the date of issue. Subsequent to the sale, Kingsgate became the largest shareholder in Caravel with 35.54% held at 30 June 2013. Kingsgate’s holding in Caravel reduced to 27.04% post 30 June 2013 following a rights issue by Caravel that Kingsgate did not participate in. continued u
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Directors’ Report 44 www.kingsgate.com.au Financial results Kingsgate made an after tax loss of $323.7 million for the full year to 30 June 2013 compared to an after tax profit of $75.0 million for the previous corresponding year. The result for the year reflected an impairment of $311.9 million pre-tax ($291.3 million post-tax) against the Challenger Mine and associated assets and an impairment of $20.4 million against greenfield exploration projects in Australia and Thailand. 2013 2012 2011 2010 2009 Net (loss) / profit after tax ($’000) (323,726) 75,006 20,879 73,066 32,522 Dividends paid (Cash and DRP) ($’000) 22,739 22,026 33,647 29,082 – Share price 30 June ($) 1.27 4.85 8.00 9.47 6.70 Basic (loss) / earnings per share (Cents) (213.3) 52.5 18.7 75.2 34.9 Diluted (loss) / earnings per share (Cents) (213.3) 52.5 18.6 74.5 34.9 EBITDA before significant items Before pre-tax significant items, the pre-tax profit of the Group was $17.2 million. Pre-tax significant items are detailed below. EBITDA before significant items was $115.8 million down from $168.6 million in the previous year. Consolidated 2013 $’000 2012 $’000 (Loss) / Profit before tax (339,615) 91,277 Significant items (pre-tax) Foreign exchange (gain) / loss 745 (1,268) Dominion acquisition costs – 964 Write off of capitalised borrowing fees 5,722 – Change in fair value of undesignated gold contracts held for trading (1,414) 425 Change in fair value of available-for-sale financial assets 855 260 Share of loss in associate 1,353 – Loss on sale of exploration assets (Quadrio Resources Limited) 16,709 – Impairment Challenger Gold Project 311,850 – Impairment of capitalised exploration 20,421 – Impairment of associate 537 – Profit before tax and significant items 17,163 91,658 Finance costs 13,087 9,372 Depreciation and amortisation 85,595 67,553 EBITDA before significant items 115,845 168,583 EBITDA before significant items is a financial measure which is not prescribed by International Financial Reporting Standards (“IFRS”) and represents the profit under IFRS adjusted for specific significant items. The table above summarises key items between statutory profit before tax and EBITDA before significant items. The EBITDA before significant items has not been subject to any specific auditor review procedures by our auditor but has been extracted from the accompanying audited financial statements.
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Directors’ Report 45 Directors’ Report Revenue Total revenue for the Group for the year was $329,282,000 down 8% from the previous year. Gold revenue decreased by 8% to $302,996,000 and silver revenue decreased by 5% to $26,286,000. The decrease in gold revenue reflects a lower gold price and a decrease in gold production from Challenger partially offset by an increase in gold production from the Chatree Mine. The average US$ gold price received was US$1,588 (2012: US$1,663). The decrease in silver revenue reflects a lower silver price received of US$28/oz (2012: US$32/oz). Costs The overall increase in cost of sales to $195,064,000 including royalties and before depreciation and amortisation largely reflects increased throughput and production from the Chatree Mine due to the expanded Chatree process plant. On a unit cost basis, total cash costs for the Group were US$888/oz up from $US720/oz in the previous year. The total unit cash costs for Challenger for the year were US$1,135/oz (2012: US$862/oz), with the increase mainly due to lower throughput and production from the Challenger Mine. The total unit cash costs for Chatree for the year were US$767/oz up from US$618/oz in 2012. Impairment of assets Following a strategic review of the Challenger Gold Operations a new mine plan focussing mainly on the Challenger West orebody was implemented effective 1 July 2013. As a result of the new mine plan together with the continuing low gold price environment, an assessment was conducted as at 30 June 2013 of the carrying value of the Challenger Gold Operations and associated assets. This assess- ment resulted in a pre-tax impairment of $311,850,000 ($291,259,000 post-tax). A review of the carrying value of all regional greenfield exploration projects was also conducted which resulted in the write down of $6,141,000 primarily against the Barton West Mineral Sands project in South Australia and the write down of $14,280,000 against the carrying value of exploration projects in Thailand that fall outside the Chatree Mine area of influence. Depreciation and amortisation The increase in depreciation and amortisation to $85,595,000 reflects amortisation of the higher capitalised development costs at the Challenger Mine, depreciation of the second plant at Chatree and commencement of amortising the capital cost of the Chatree Tailings Storage Facility #2. Exploration Exploration expense was $675,000 and relates to exploration licences in Chile that were relin- quished or disposed of during the year. Cash flow Operating cash inflow was $85,020,000. Net investing cash outflow was $142,425,000. Net cash outflows from financing activities was $1,691,000, including a drawdown (net of transaction costs) of $36,700,000 of the multi- currency and syndicated loan facilities following a loan restructure by Kingsgate’s Thai subsidiary Akara Resources Public Company Limited (“Akara”), net repayment (net of transaction costs) of $20,000,000 of the corporate loan facility, and $19,409,000 dividends paid during the year. Material business risks The Group uses a range of assumptions and forecasts in determining estimates of produc- tion and financial performance. There is uncer- tainty associated with these assumptions that could result in actual performance differing from expected outcomes. The material business risks that may have an impact on the operating and financial prospects of the Group are: Revenue Revenue, and hence operating margins, are exposed to fluctuations including currency in the gold price and to a degree in the silver price. Management continually monitors operating margins and responds to changes to commodity prices as necessary to address this risk, including reviewing mine plans and entering into forward gold sale contracts. Changes in the gold and silver price also impact assessments of the feasibility of exploration and the Group’s two development projects, Nueva Esperanza and Bowdens. Mineral reserves and resources Ore reserves and mineral resources are esti- mates. These estimates are substantially based on interpretations of geological data obtained from drill holes and other sampling techniques. Actual mineralisation or geological conditions may be different from those predicted and, as a consequence, there is a risk that any part or all of mineral resources will not be converted into reserves. Market price fluctuations of gold and silver, as well as increased production and capital costs, may render ore reserves unprofitable to develop at a particular site for periods of time. Replacement of depleted reserves The Group aims to continually replace reserves depleted by production to maintain production levels over the long term. Reserves can be replaced by expanding known ore bodies, locating new deposits or making acquisitions. As a result, there is a risk that depletion of reserves will not be offset by discoveries or acquisitions. The mineral base may decline if reserves are mined without adequate replace- ment and as a consequence the Group may not be able to sustain production beyond the current mine lives, based on current production rates. Mining risks and insurance risks The mining industry is subject to significant risks and hazards, including environmental hazards, industrial accidents, unusual or unex- pected geological conditions, unavailability of materials and unplanned equipment failures. These risks and hazards could result in signifi- cant costs or delays that could have a material adverse impact on the Group’s financial perfor- mance and position. The Group maintains insurance to cover some of these risks and hazards at levels that are believed to be appropriate for the circumstances surrounding each identified risk, however there remains the possibility that the level of insur- ance may not provide sufficient coverage for losses related to specific loss events. continued u
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Directors’ Report 46 www.kingsgate.com.au Production and cost estimates The Group prepares estimates of future produc- tion, cash costs and capital costs of production for each operation though there is a risk that such estimates will not be achieved. Failure to achieve production or cost estimates or material increases in costs could have an adverse impact on future cash flows, profitability, results of operations and financial position. Environmental, health and safety regulations The Group’s mining and processing operations and exploration activities are subject to exten - sive laws and regulations. Delays in obtaining or failure to obtain government permits and approvals may adversely affect operations, including the ability to continue operations. Community relations The Group has established community relations functions that have developed a community engagement framework, including a set of principles, policies and procedures designed to provide a structured and consistent approach to community activities. A failure to appropriately manage local commu- nity stakeholder expectations may lead to disruptions in production and exploration activities. Risk management The Group manage the risks listed above, and other day-to-day risks, through an established management framework. The Group has policies in place to manage risk in the areas of health and safety, environment and equal employment opportunity. Management and the Board regularly review the risk portfolio of the business and the effective - ness of the Group’s management of those risks. Finance Corporate loan and convertible loan facilities The Group has a three year secured loan facility with a limit of A$40,000,000 (30 June 2012: A$50,000,000), of which A$20,000,000 has been drawn down as at 30 June 2013 (30 June 2012: A$40,000,000). The Group also has a five year A$35,000,000 convertible loan facility entered into in a prior period to provide funding for the Bowdens acquisition. Kingsgate has the option to make a prepayment against the facility with an issue of Kingsgate shares. As indicated previously in the Preliminary Final report, at balance date it was the Group’s inten- tion to restructure and amalgamate these facilities in the next financial year. This relates to the potential for completion of the Initial Public Offering (“IPO”) of Akara on the Stock Exchange of Thailand and the updated mine plan for Challenger. Any restructure would optimise the Group’s anticipated balance sheet liquidity and operational cash flows. Accordingly, the Group classified the total amount drawn down under these facilities of $55,000,000 as a current liability at 30 June 2013. In addition as a result of the intended restructure, $3,900,000 of previ- ously capitalised borrowing costs relating to the convertible loan and corporate loan facilities has been expensed at year end. Subsequent to the end of the financial year, the Group has received from its lenders a credit approved term sheet (subject to formal docu- mentation) for the restructure of the corporate loan and convertible loan facilities. Following completion of the restructure the total amount outstanding will be reduced to $40,000,000. This loan will be provided through a single senior corporate facility which will consist of two tranches: 〉〉 Tranche one will be a $25,000,000 Akara Pre IPO Bond with a maturity date of 31 July 2015. The current intention is for this tranche to be repaid as part of the Akara IPO although at Kingsgate’s election repayment can be made by either cash or in Kingsgate’s shares. 〉〉 Tranche two is an amortising facility with $5,000,000 to be repaid during the 2014 financial year and the balance of $10,000,000 repaid during the 2015 financial year. Convertible revolving credit facility The Group also has a three year $25,000,000 Convertible Revolving Credit Facility available. At the date of this report the facility is undrawn. Under the terms of this facility, Kingsgate has the option of repaying any funds drawn down under the facility through either cash or by issuing ordinary shares. It is intended that this facility will be utilised during the 2014 financial year for corporate and working capital purposes. It is the current intention of the Company to repay any cash drawdown under the facility by the issuance of fully paid ordinary shares which would rank parri pasu with all existing ordinary shares, although this position will be reviewed at the appropriate time. The number of shares has not yet been determined and they will be issued at a 2.5% discount to VWAP over a period by reference to the draw down date. Shareholder approval is not required. Multi-currency and syndicated loan facilities Kingsgate’s Thai operating subsidiary, Akara, established a six year amortising multi-currency loan facility equivalent to US$125,000,000 (fully drawn as at year end) and an additional Thai Baht denominated working capital facility equivalent to US$15,000,000 (undrawn as at year end) during the period. The proceeds from these borrowings were used to fully repay the outstanding balance on the US$100,000,000 Baht denominated syndicated loan facility in existence at the beginning of the year as well as to repay part of the corporate loan facility noted above. Finance costs include the write off of the balance of capitalised borrowing fees of $1,800,000 following the Akara refinancing. Significant change in the state of affairs There were no significant changes in the state of affairs of the Group that occurred during the financial year not otherwise disclosed in this report or the consolidated financial statements. Matters subsequent to the end of the financial year Kingsgate has received from its lender a credit approved term sheet (subject to formal docu- mentation) for the restructure of the existing corporate loan facility which is drawn to $20,000,000 and the existing convertible loan facility which is drawn to $35,000,000. Subsequent to the end of the financial year, the Group has received from its lenders a credit approved term sheet (subject to formal docu- mentation) for the restructure of the corporate loan and convertible loan facilities. Following completion of the restructure the total amount outstanding will be reduced to $40,000,000. This loan will be provided through a single senior corporate facility which will consist of two tranches:
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Directors’ Report 47 Directors’ Report 〉〉 Tranche one will be a $25,000,000 Akara Pre IPO Bond with a maturity date of 31 July 2015. The current intention is for this tranche to be repaid as part of the Akara IPO although at Kingsgate’s election repayment can be made by either cash or in Kingsgate’s shares. 〉〉 Tranche two is an amortising facility with $5,000,000 to be repaid during the 2014 financial year and the balance of $10,000,000 repaid during the 2015 financial year. Subsequent to year-end the Group forward sold 50,000 ounces of gold over a 12 month period at an average price of A$1,435 per ounce to manage Australian gold price risk associated with fore- cast production from the Challenger Mine. Kingsgate’s Thai subsidiary, Akara Resources Public Company Limited (“Akara”) has submitted its listing application and draft Prospectus to the Thai Securities Exchange Commission (SEC) and the Stock Exchange of Thailand (SET) for an initial public offering of its shares on the SET. The SEC and SET will review the draft Prospectus in the coming months in order to approve the listing of Akara. The decision to list Akara will depend on market conditions and other factors at the time of approval. No other matter or circumstance has arisen since 30 June 2013 that has significantly affected, or may significantly affect: 〉〉 the Group’s operations in future financial years; 〉〉 the results of those operations in future financial years; or 〉〉 the Group’s state of affairs in future financial years. Likely developments and expected results of operations The outlook for the Group in fiscal year 2014 is for gold production to be in the range of 190,000 to 210,000 ounces. At the Chatree Mine in Thailand, the expanded plant will result in gold production of between 120,000 to 130,000 ounces and at the Challenger Mine in South Australia, following the implementation of the new mine plan, production for the year is expected to be in the range of 70,000 ounces to 80,000 ounces of gold. continued u Significant progress has been made at Nueva Esperanza in Chile. The feasibility work shifted to focus on identifying a lower cost and power consumption development alternative. This included assessing a heap leach process option and on-site power generation. Further work is expected to be undertaken in the December quarter 2013. The DFS for the Bowdens Silver Project in New South Wales is currently expected to be completed during the 2014 financial year and, in addition, it is also currently anticipated an EIS will be lodged shortly thereafter. Environmental regulation The Group is subject to environmental regula- tion in respect to its gold mining operations and exploration activities in Australia, Thailand, Argentina, Chile, Peru and PDR Laos. For the year ended 30 June 2013, the Group has operated within all environmental laws. Directors’ meetings The numbers of meetings of the Company’s Board of Directors and of each Board Committee held during the year ended 30 June 2013, and the numbers of meetings attended by each Director were: Director Board Meetings Audit Committee Meetings Nomination Committee Meetings Remuneration Committee Meetings A B A B A B A B R Smyth-Kirk 11 11 2 2 1 1 1 1 P Alexander 11 10 - - - - 1 1 C Carracher 11 11 2 2 1 1 1 1 P McAleer 11 11 2 2 1 1 1 1 G Thomas 11 11 – – – – – – A: Number of meetings held while in office B: Meetings attended
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Directors’ Report 48 www.kingsgate.com.au Information on Directors Ross Smyth-Kirk B Com, CPA, F Fin Chairman – Non-Executive Ross Smyth-Kirk was a founding Director of the former leading investment management company, Clayton Robard Management Limited and has had extensive experience over a number of years in investment management including a close involvement with the minerals and mining sectors. He has been a Director of a number of companies over the past 33 years in Australia and the UK. Mr Smyth-Kirk was previously Chairman of the Australian Jockey Club Limited and retired in May 2013 as a Director of Argent Minerals Limited. Responsibilities: Chairman of the Board, member of the Audit Committee and Chairman of the Remuneration Committee and Nomination Committee. Peter McAleer B Com (Hons), B L (Kings Inn – Dublin, Ireland) Non-Executive Director Peter McAleer was until the end of May 2013 the Senior Independent Director and Chairman of the Audit Committee of Kenmare Resources PLC (Ireland). He is now a member of the Advisory Panel to the Board of Kenmare. Previously, he was Chairman of Latin Gold Limited, Director and Chief Executive Officer of Equatorial Mining Limited and was a Director of Minera El Tesoro (Chile). Responsibilities: Member of the Audit Committee, Remuneration Committee and Nomination Committee. Craig Carracher LLB (Sydney), BCL (Oxford) Non-Executive Director Craig Carracher graduated from Sydney University Law School with an LLB (First Class Honours) (1991) and the University Medal and also graduated on a Commonwealth Scholarship with a BCL Law Degree from Magdalen College, Oxford University (First Class Honours) (1993). He has considerable commercial experience in Asia and was managing partner of an interna- tional law firm based in Thailand for many years. Mr Carracher has held numerous directorships of listed and private groups throughout Asia. He was previously Group General Counsel with Consolidated Press Holdings Limited, Managing Director of Asian private equity firm Arctic Capital based in Hong Kong, Special Advisor to the Chairman of the Australian Securities and Investment Commission and Associate to the former Chief Justice of the Supreme Court of New South Wales. Mr Carracher is Managing Director of Telopea Capital Partners, an Asia- focussed private equity group based in Sydney. Mr Carracher is also a Non-Executive Director of ASX listed Sunland Group Limited. Responsibilities: Chairman of the Audit Committee, member of the Nomination and Remuneration Committees. Peter Alexander Ass. Appl. Geol Non-Executive Director Peter Alexander has had 40 years experience in the Australian and off-shore mining and explora- tion industry. He was Managing Director of Dominion Mining Limited for 10 years prior to his retirement in January 2008. Mr Alexander was appointed a Non-Executive Director of Dominion Mining Limited in February 2008 and resigned on 21 February 2011. Mr Alexander is Chairman of the ASX listed company Doray Minerals Limited, a Director of ASX listed compa- nies Fortunis Resources Limited and Caravel Minerals Limited. Responsibilities: Member of the Remuneration Committee. Gavin Thomas BSc FAusIMM Managing Director Gavin Thomas has had a successful career in developing mining companies from the explora- tion phase into mid-tier gold and / or copper production entities. He has over 42 years of international experience in exploring for, evalu- ating, developing, operating and reclaiming mines in North America, South America, Australia, the Southwest Pacific, Asia and Europe. Amongst other things he was credited with the discovery of the Lihir gold deposit in Papua New Guinea, one of the largest gold deposits in the world. In particular he has exten- sive experience in Thailand, south-west Pacific and South America. Mr Thomas was previously Chairman of the TSX listed company Mercator Minerals and Chairman of the formerly ASX listed company Laguna Resources NL. Responsibilities: Managing Director and Chief Executive Officer. Company Secretary Ross Coyle BA, FCPA, FCIS Before joining Kingsgate Consolidated Limited Mr Coyle was Company Secretary of Dominion Mining Limited.
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Directors’ Report 49 Directors’ Report Remuneration Report Dear Shareholder I am pleased to present our Remuneration Report for 2013. As you would be aware, at last year’s Annual General Meeting (“AGM”) 30% of the votes cast in respect of the resolution to adopt the 2012 Remuneration Report voted ‘against’ the resolution. As this was greater than the 25% threshold under the executive remuneration legislation, we received what is referred to as a ‘first strike.’ Our formal response to issues raised by shareholders at the AGM with respect to the 2012 Remuneration Report is set out on page 50 of this Report. Voting at AGMs is not compulsory and results of the 2012 AGM reflected this with only 59% of issued shares that were eligible to vote on the resolution to adopt the Remuneration Report doing so, meaning the ‘against’ vote represented 18% of eligible issued shares. While we believe our remuneration practices are sound and demonstrate a clear link between executive and shareholder returns, we have taken the first strike seriously and have undertaken an extensive review of the remuneration principles for Key Management Personnel. The changes that the Board have implemented as a result of this review include: 〉〉 A structural review of the Company resulting in the appointment in December 2012 of a senior human resources specialist as a direct report to the Managing Director and Executive Committee member; 〉〉 Fees / base salary packages for Directors and Key Management Personnel were frozen from 1 July 2012; 〉〉 Directors and Key Management Personnel have agreed to a 10% reduction in fees and remuneration; 〉〉 The Managing Director and Key Management Personnel agreed to not accept any of their entitled Short Term Incentive (“STI”) equivalent to a minimum of 10% of their base salary for the 2013 financial year; 〉〉 A revised Performance Management System, including ‘at risk’ remuneration, has been introduced at all levels in corporate and site based operations including at risk remuneration for Key Management Personnel in the form of short term and long term incentive programs described in detail in this report; and 〉〉 A broadening of the remuneration benchmarking processes for Directors and Key Management Personnel. Further details on each of the changes outlined above are provided in specific sections of this Remuneration Report. We believe that these changes will be welcomed by our shareholders. We will continue to review our remuneration polices and framework in consideration of a changing industry environment and your feedback. Thank you for your interest in this report. Ross Smyth-Kirk Chairman Remuneration Committee continued u
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Directors’ Report 50 www.kingsgate.com.au Introduction This Remuneration Report forms part of the Directors’ Report. It outlines the Remuneration Policy and framework applied by the Company as well as details of the remuneration paid to Key Management Personnel. Key Management Personnel are defined as those persons having the authority and responsibility for planning, directing and controlling the activities of the Company, directly or indirectly, including Directors and members of the Executive Management group. The information provided in this report has been prepared in accordance with s300A and audited as required by section 308 (3c) of the Corporations Act 2001. The objective of the Company’s remuneration philosophy is to ensure that Directors and senior staff are remunerated fairly and responsibly at a level that is competitive, reasonable and appro- priate, in order to attract and retain suitably skilled and experienced people. During the year the Company introduced a STI Plan that is based on Key Management Personnel individual performance measures and a Long- Term Incentive (“LTI”) Executive Rights Plan that provides performance-based remuneration to members of management through the issue of Deferred Rights and Performance Rights vesting over a period of three years. These new plans are discussed in further detail later in this report. Voting and comments made at the Company’s 2012 AGM The table below provides a summary of the Board’s action and / or comments in response to concerns raised by shareholders at the 2012 AGM in relation to remuneration. Remuneration Policy The Remuneration Policy has been designed to align the interests of shareholders, Directors, and employees. This is achieved by setting a framework to: 〉〉 help ensure an applicable balance of fixed and at-risk remuneration, with the at-risk component linking incentive and perfor- mance measures to both Group and indi- vidual performance; 〉〉 provide an appropriate reward for Directors and Executive Management to manage and lead the business successfully and to drive strong, long-term growth in line with the Company’s strategy and business objectives; 〉〉 encourage executives to strive for superior performance; 〉〉 facilitate transparency and fairness in execu- tive remuneration policy and practices; 〉〉 be competitive and cost effective in the current employment market; and 〉〉 contribute to appropriate attraction and retention strategies for Directors and executives. In consultation with external remuneration consultants, the Group has structured an execu- tive remuneration framework that is market competitive and complimentary to the business strategy of the organisation. The framework is intended to provide a mix of fixed and variable remuneration, with a blend of short and long-term incentives as appropriate. As executives gain seniority within the Group, the balance of this mix shifts to a higher propor- tion of “at risk” rewards (refer to chart – Remuneration Reward Mix on the following page). Remuneration Governance Role of the Remuneration Committee The Remuneration Committee is a committee of the Board and has responsibility for setting policy for determining the nature and amount of emoluments of Board members and senior executives. The Committee makes recommenda- tions to the Board concerning: 〉〉 Non-Executive Director fees; 〉〉 remuneration levels of Executive Directors and other Key Management Personnel; 〉〉 the executive remuneration framework and operation of the incentive plan; and 〉〉 key performance indicators and performance hurdles for the executive team. In forming its recommendations the Committee takes into consideration the Group’s stage of development, remuneration in the industry and performance. The Corporate Governance Statement provides further information on the role of this committee. Remuneration Consultants The Group engages the services of independent and specialist remuneration consultants from time to time. Under the Corporations Act 2001, remuneration consultants must be engaged by the Non-Executive Directors and reporting of any remuneration recommendations must be made directly to the Remuneration Committee. Concern Action or Comment Key issues raised were: 〉〉 the granting of deferred rights; 〉〉 definition of what compromises ‘fixed pay’; and 〉〉 a lack of understanding of the TSR Alpha™ concept recommended as the LTI performance assessment process. The Company has benchmarked the issuing of LTIs to the Managing Director and other Key Management Personnel against all companies of comparable market position as part of a broader remuneration comparison using AON Hewitt / McDonald, a review of survey data from the Egan and Associates “The KMP Report” and validation from Godfrey’s Remuneration Group. The findings confirm the level of remuneration, inclusive of performance rights, to be comparable to similarly experienced Managing Directors and other Key Management Personnel with companies of comparable market positioning within the industry. The Company has sought to discuss key elements contained in the Remuneration Report with shareholders, shareholder representative groups and proxy advisory groups. Further details regarding the TSR Alpha™ benchmarking methodology are included in the LTI section of this Report. Deferred rights for the Managing Director were transitional with eligibility for performance rights only in the future. Details of the STI and LTI Plans are provided later in this Report.
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Directors’ Report 51 Directors’ Report The Remuneration Committee engaged the services of the Godfrey Remuneration Group Pty Ltd during 2012 to review its remuneration prac- tice revisions and to provide further validation in respect of both the executive short-term and long-term incentive plan design and standards. These recommendations covered the remunera- tion treatment of the Group’s Non-Executive Directors and Key Management Personnel. Under the terms of the engagement, the Godfrey Remuneration Group Pty Ltd provided remuneration recommendations as defined in section 9B of the Corporations Act 2001 and was paid $76,520 in financial year 2012 for these services. The Company did not pay Godfrey Remuneration Group Pty Ltd any further fees this financial year in relation to other services. The Godfrey Remuneration Group Pty Ltd has confirmed that the above recommendations have been made free from undue influence by members of the Group’s Key Management Personnel. The following arrangements were implemented by the Remuneration Committee to ensure that the remuneration recommendations were free from undue influence: 〉〉 The Godfrey Remuneration Group Pty Ltd was engaged by, and reported directly to, the Chair of the Remuneration Committee. The agree- ment for the provision of remuneration consulting services was executed by the Chair of the Remuneration Committee under dele- gated authority on behalf of the Board; and 〉〉 Any remuneration recommendations by the Godfrey Remuneration Group Pty Ltd were made directly to the Chair of the Remuneration Committee. As a consequence, the Board is satisfied that the recommendations were made free from undue influence from any members of the Group’s Key Management Personnel. Executive director and key management personnel remuneration The executive pay and reward framework is comprised of three components: 〉〉 fixed remuneration including superannuation; 〉〉 short-term performance incentives; and 〉〉 long-term incentives through participation in the Executive Rights Plan. Reward Mix The above chart represents the remuneration reward mix for the various Key Management Personnel based on achievement of all stretch targets. Fixed remuneration Total fixed remuneration (“TFR”) is structured as a total employment cost package, including base pay and superannuation. Base pay may be delivered as a mix of cash, statutory and salary sacrificed superannuation, and prescribed non-financial benefits, at the executive’s discretion. Executives are offered a competitive base pay. Base pay for senior executives is reviewed annu- ally to ensure the executive’s pay is competitive with the market. An executive’s pay is also reviewed on promotion. In addition to using the AON Hewitt / McDonald Survey (resources industry) Remuneration Report as an annual benchmarking tool and the Egan and Associates ‘The KMP Report’; external remuneration consultants provide analysis and advice to ensure base pay is set to reflect the market for a comparable role. The 5th Edition of Egan and Associates ‘The KMP Report’ (August 2013) shows overall Non-Executive Directors’ remuneration for Kingsgate to be below the average for ASX 101 – 200 peer group compa- nies. Significantly, average Non-Executive Directors fee increases of 8.7% for the ASX 101 – 200 and 6.5% for the ASX 201 – 300 groups over the period compares to no increase in fees for Kingsgate Non – Executive Directors. The Board annually reviews and determines the fixed remuneration for the CEO / Managing Director. The CEO / Managing Director does the same for his direct reports. The Executive Management group reviews and recommends fixed remuneration for other senior manage- ment, for the CEO / Managing Director’s approval. There are no guaranteed increases to fixed remuneration incorporated into any senior executives’ agreements. Total Fixed Remuneration (TFR) Base salary and superannuation MD/CEO Short Term Incentive (STI) Long Term Incentive (LTI) COO/CFO Other Direct Reports to MD/CEO 60% 25% 15% 57% 29% 14% 49% 29% 22% Remuneration Reward Mix (based on the achievement of STI / LTI targets) continued u
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Directors’ Report 52 www.kingsgate.com.au The following summarises the performance of the Group over the last five years: 2009 2010 2011 2012 2013 Revenue (‘000s) 113,015 175,480 172,356 357,372 329,282 Net profit / (loss) after income tax (‘000s) 32,522 73,066 20,879 75,006 (323,726) Share price at year end ($ / share) 6.70 9.47 8.00 4.85 1.265 Dividends paid (cent / share) 15.0 35.0 15.0 20.0 5.0 KMP short term employee benefits 3,882 2,943 4,459 4,456 4,671 Short-Term Incentives Effective from 1 July 2012, the Group implemented an STI Plan. The objectives of the STI Plan are to link the remuneration of certain executives to their performance and the performance of the Group. The Board set key performance measures and indicators for individual executives on an annual basis that reinforce the Group’s business plan and targets for the year. Key features of the STI Plan are outlined in the following table. Overview of the STI Plan What is the STI plan and who participates? The STI Plan is a potential annual reward for eligible executive key management personnel for achievement of predetermined individual key performance indicators (KPIs) aligned to the achievement of business objectives for the assessment period (financial year commencing 1 July). How much can the executives earn under the STI Plan? Threshold – Represents the minimum acceptable level of performance that needs to be achieved before any Individual Award would be payable in relation to that Performance Measure. Managing Director / CEO – up to 15% of TFR, COO & CFO – up to 12.5% of TFR, Other Key Management Personnel – up to 10% of TFR. Target – Represents a challenging but achievable level of performance relative to past and otherwise expected achievements. It will normally be the budget level for financial and other quantitative performance objectives. Managing Director / CEO – up to 30% of TFR, COO & CFO – up to 25% of TFR, Other Key Management Personnel – up to 20% of TFR. Stretch (Maximum) – Represents a clearly outstanding level of performance which is evident to all as a very high level of achievement. Managing Director / CEO – up to 60% of TFR, COO & CFO – up to 50% of TFR, Other Key Management Personnel – up to 40% of TFR. (TFR - Total Fixed Remuneration) What are the performance conditions? For Key Management Personnel between 70% – 80% of potential STI weighting (dependent upon role) is assessed against specific predetermined KPIs by role with 20% – 30% being based on company performance indicators. How are performance targets set and assessed? Individual performance targets are set by the identification of key achievements required by role in order to meet business objectives determined for the upcoming assessment period in advance. The criteria for Key Management Personnel are recommended by the Managing Director/CEO for sign off by the Remuneration Committee and in the case of the Managing Director/CEO, are recommended by the Chairman by sign off by the Remuneration Committee. The relative achievement at the end of the financial period is determined by the above authorities with final sign off by the Remuneration Committee after confirmation of financial results and individual/company performance against established criteria. The Remuneration Committee is responsible for assessing whether the KPIs are met. To assist in this assessment, the committee receives detailed reports on performance from management which are verified by independent remuneration consultants if required. The committee has the discretion to adjust STIs in light of unexpected or unintended circumstances. How is the STI delivered? STIs are paid in cash after the conclusion of the assessment period and confirmation of financial results/individual performance and subject to tax in accordance with prevailing Australian tax laws. What happens in the event of cessation of employment? Unvested rights are forfeited on dismissal for cause. In all other termination circumstances any unvested rights granted in the year of the cessation of employment are forfeited in the proportion that the remainder of the year bears to a full year. Unvested rights that are not forfeited are retained by the participant and are subsequently tested for vesting at the end of the vesting period.
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Directors’ Report 53 Directors’ Report Long-term incentives Effective from 1 July 2012, the Group implemented an LTI Plan, also referred to as the Executive Rights Plan. The objectives of the LTI Plan are to retain key executives and to align an at-risk component of certain executives’ remuneration with shareholder returns. Key features of the LTI Plan are outlined in the table as follows: Overview of the LTI Plan What is the LTI Plan and who participates? In general, executives can be granted Kingsgate Consolidated Limited rights each year, although an award of rights does not confer any entitlement to receive any subsequent awards. In awarding rights the Board takes into account such matters as the position of the eligible person, the role they play in the Company, their current level of fixed remuneration, the nature of the terms of employment and the contribution they make to the Group. Currently only members of the Executive Management group and key site based operational senior management are eligible to participate in the LTI plan. How much can the executives earn under the LTI Plan? Managing Director / CEO – up to 45% of TFR as Performance Rights. COO / CFO / Executive Management – up to 12.5% of TFR as Deferred Rights and additionally, up to 12.5% of TFR as Performance Rights. What is awarded under the LTI Plan? Two types of rights are offered under the LTI Plan: Deferred Rights and Performance Rights. Is there a cost to participate? The rights are issued for nil consideration and are granted in accordance with performance guidelines established by the Remuneration Committee and approved by the Board. What are the performance and vesting conditions? Deferred Rights - vesting is time based. Performance Rights – refer to Vesting Schedule for Performance Rights below. What is the performance / vesting period? Deferred Rights are subject to three year vesting periods. There are no performance conditions attached to the Deferred Rights. Performance Rights are subject to a three year performance measurement period from 1 July in the year when the grant occurs. How does the LTI vest? Performance Rights vest subject to the achievement of a hurdle based on total shareholder return. Further information on the vesting scale is below. Is the LTI subject to retesting? There is no retesting of either the Deferred Rights or Performance Rights. Who assesses performance? Performance is assessed against a TSR Alpha™ measure prescribed in the Vesting Schedule for Performance Rights below. The Remuneration Committee signs off performance assessment based on recommendations by the Managing Director/CEO with advice from Godfrey Remuneration Group Pty Ltd in terms of TSR Alpha™ relative performance. How is the LTI delivered? On vesting the first $1,000 value of each of the Deferred Rights and Performance Rights awards is paid in cash, e.g. if both Deferred and Performance Rights vested at the same time then the participant would receive two x $1,000 with the remaining value of the award received as shares in the Company as per below. Number of shares = (number of vested rights x share price on vesting date – $2,000) ÷ share price on vesting date. What happens in the event of bonus shares, rights issues or other capital reconstructions? If between the grant date and the date of conversion of vested rights into cash and restricted shares there are bonus shares, rights issues or other capital reconstructions that affect the value of Kingsgate Consolidated shares, the Board may subject to the ASX Listing Rules make adjustments to the number of Rights and / or the vesting entitlements to ensure that holders of rights are neither advantaged or disadvantaged by those changes. Takeover or Scheme of Arrangement? Unvested rights vest in the proportion that the share price has increased since the beginning of the vesting period. All vested rights need to be exercised within three months of the takeover. What happens in the event of cessation of employment? Unvested rights are forfeited on dismissal for cause. In all other termination circumstances any unvested rights granted in the year of the cessation of employment are forfeited in the proportion that the remainder of the year bears to a full year. Unvested rights that are not forfeited are retained by the participant and are subsequently tested for vesting at the end of the vesting period. continued u
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