BULLABULLING GOLD LIMITED - Quarterly Activity Report
                           Bullabulling Gold Limited                           

ASX Announcement - 21 January 2013                 AIM Code: BGL, ASX Code: BAB
                           QUARTERLY ACTIVITY REPORT                           

                  FOR THE THREE MONTHS ENDED 31 DECEMBER 2012                  

Highlights

Bullabulling Gold Project - Prefeasibility Study (PFS)

  * Preliminary Mining Schedule produced
   
  * Base case production of 1.95 million ounces over 10 years
   
  * 650,000 ounces produced in first three years at a cash cost of $884 per
    ounce
   
  * Capital payback achieved in third year of operations
   
  * PFS results strongly support progression to full feasibility study
   
  * Significant opportunities for further project optimisation identified
   

Additional Mining Lease Acquired

  * Rationalisation of tenement ownership improves access and opens up new
    potential growth opportunities
   
  * Removes a potential restriction to optimal open pit development
   
  * Provides greater access to down dip extensions of the Bullabulling deposit
   
  * Ensures the Company can fully exploit the southern extension of the
    Bullabulling trend including higher grade mineralisation at the Edwards
    prospect
   
  * Provides greater flexibility for the placement of waste dumps and
    infrastructure
   

Exploration and Resource Development

  * Programs being developed to test for extensions to high grade
    mineralisation adjacent to planned pits in the south
   
  * Drilling to commence in the current quarter
   
  * 3D geological model being updated to aid on-going regional exploration
   

Corporate

  * General Manager Development commenced, additional staff appointments
    expected in the current quarter
   
  * 13.5 million Ordinary Shares issued to Resolute Mining for tenement
    acquisition
   
  * Cash position at 31 December 2012 $4.1 million
   

NOTE: All financials stated in AU$, unless otherwise indicated.

BullabullingGold ProjectPrefeasibility Study

Preliminary Production Schedule

During the quarter a preliminary production schedule and cash cost estimate were prepared for the Bullabulling Gold Project as part of the prefeasibility study (PFS). Results strongly support the financial viability of the project and progression to full feasibility study.

The production schedule indicates that 1.95 million ounces of gold would be recovered from an initial mine life of just over 10 years. The initial estimate of average life of mine cash costs was $1,104 per ounce. However in line with previous guidance, cash costs in early years will be materially lower with 650,000 ounces produced in the first three years at an estimated cost of $884 per ounce (see Figure 1).

Pre-production capital costs are expected to be in the range of $297 million to $333 million. At the current gold price and exchange rate of US$1,686/oz and US$1.054/A$ respectively, pre-production capital expenditure would be recovered within the third year of operations*.

Prefeasibility Study Mine Plan

The PFS mine plan incorporates five open pits along an eight kilometre stretch of the Bullabulling trend. The pit designs were based on a Whittle Pit Optimisation carried out at a gold price of $1,500/oz. Contractor mining was assumed.

The Dicksons and Bone Crusher pits in the north are separated from the main Phoenix pit by Great Eastern Highway and power transition lines respectively, as shown in Figure 2. Mining has been excluded from corridors 100 metres either side of the highway and 200 metres either side of the power transmission lines. The full feasibility study will evaluate the relocation of this infrastructure to extract resources within the exclusion zones and potentially extend mine life.

The Edwards and Gryphon pits have been designed to extract small but high grade pods of mineralisation that have been defined by limited exploration of the southern portion of the Bullabulling trend.


The mining inventory within the pit designs includes both Indicated and
Inferred resources representing 83% and 17% of contained ounces respectively,
as detailed in the table below. Additional drilling will be required to upgrade
the classification of the Inferred resource to enable its conversion to
Reserves.

                               Mining Inventory                                
                                                                               
Resource Classification      Tonnage           Grade          Contained Gold   
                                                                               
Inferred                     11.5 Mt          1.02 g/t          378,000 oz     
                                                                               
Indicated                    67.6 Mt          0.84 g/t         1,836,000 oz    
                                                                               
Indicated + Inferred         79.1 Mt          0.87 g/t         2,214,000 oz    

*Note that the actual capital recovery period may vary from this example based on the gold price and exchange rate received by the Company at the time the mine is operational.

The waste to ore ratio is 3.6:1.

The preliminary schedule does not include any production from the Gibraltar deposit, which hosts an inferred resource of 4.8 million tonnes at 1.15g/t for 177,500 ounces of contained gold. A scoping study into the mining of Gibraltar is nearing completion, following which the integration of Gibraltar into the Bullabulling production schedule will be evaluated.

Prefeasibility Study Program

Key PFS activities to complete are:

  * Review and finalisation of the mining schedule
   
  * Risk assessment
   
  * Financial modelling
   
  * Project development schedule
   
  * Finalisation of the scope for the feasibility study
   

The review of mine scheduling will attempt to bring forward higher grade ore, mined late in the project in the preliminary schedule, to address the dip in gold production during years six and seven highlighted in Figure 1.

The final PFS production schedule, financial assessment and the first full draft of the PFS report are expected to be completed by the end of January 2013.

Feasibility Study

Work on the full feasibility study will commence from the beginning of February 2013. In addition to refining and confirming work carried out during the PFS, the feasibility study will evaluate a number of opportunities that have been identified with potential to improve project economics, including:

  * Resource
   
  * 
      + Drilling from newly acquired M15/552 to evaluate down dip continuation
        of higher grade mineralisation at the southern end of the Phoenix Pit
       
      + Testing for strike and depth extensions to high grade mineralisation in
        the Edwards and Gryphon pits
       
  * Mining
   
  * 
      + Optimisation of waste rock dumping strategy to reduce haulage costs
       
      + Further geotechnical studies to refine pit slope angles potentially
        reducing waste mining
       
      + Evaluation of owner mining as a means of reducing operating costs
       
      + Relocation of infrastructure to extend mining between the Phoenix,
        Dicksons and Bone Crusher pits
       
      + Inclusion of Gibraltar into the production schedule
       
      + General refinement of mine design and schedule through greater
        attention to detail delivered from in-house engineering
       
  * Processing
   
  * Additional metallurgical test work aimed at improving gold recoveries
   
  * Review tailings storage facility design aimed at reducing construction and
    sustaining capital costs
   
  * General
   
  * Further evaluation of alternative power supply options for lower energy
    costs
   
  * Increased local employment to reduce travel and accommodation costs
   

Acquisition of Additional Mining Lease

In December 2012 the Company completed the acquisition of mining lease M15/552 from Resolute Mining Limited in exchange for 13.5 million ordinary Bullabulling Gold shares.

M15/552, shown in red in Figure 3 below, is situated immediately west of the Bullabulling gold deposit and is surrounded on three sides by Bullabulling Gold's existing tenements.

Control of M15/552 ensures that the main Phoenix pit can be mined to optimal depth and enables the Company to fully evaluate depth extensions to the Bullabulling gold deposit, which dips west towards M15/552 and remains open down dip. Drilling to date has already intersected mineralisation beyond the limit of the current resource. In addition, the Company's future exploration of the southern portion of the Bullabulling trend will no longer be constrained by the tenement boundary.

Bullabulling Gold now has greater flexibility in the positioning of waste rock dumps, haulage roads and other infrastructure which may lead to improved project economics, particularly where haulage distances can be reduced.

Explorationand Resource Development

Bullabulling Resource Drilling

In addition to removing restrictions on the mining of known resources at Phoenix and Edwards, the acquisition of M15/552 now enables Bullabulling Gold to more fully evaluate potential resource extensions in certain key areas. Three priority targets have been identified based on their potential to positively impact the Bullabulling feasibility study that is about to get underway.

The Edwards and Gryphon pits, located towards the southern end of the Bullabulling trend, are small, but significantly higher grade than the average Bullabulling grade. Scheduling of these two pits at the commencement of the mining contributes to high gold production and reduced cash costs early in the project, as shown in Figure 1. However both pits are on or adjacent to the boundary of M15/552 which, until now, has significantly limited the Company's ability to evaluate resource potential in the immediate area.

Examination of existing data indicates that there is potential to demonstrate continuity of mineralisation between the two deposits. This would not only add to resource inventory, but could enable the two pits to be combined, reducing overall strip ratio and improving mining efficiency. There is also the potential for mineralisation at Edwards and Gryphon to extend down dip into M15 /552 (see Figure 4). RC drilling programs are being designed to test the potential in both these areas.

Towards the southern end of Phoenix, mineralisation at the base of the pit is also higher than average grade. Figure 1 shows higher gold output and declining costs late in the project life when this area is mined in the preliminary PFS schedule. As an historic pit is located right against the lease boundary in this area, it has not been possible for Bullabulling Gold to drill test potential extensions to the higher grade mineralisation. Ownership of M15/552 will now make this possible.

A limited number of RC holes are now being planned to be drilled from M15/552 targeting the down dip projection of the current resource. As the outcome of resource extensional drilling at Edwards, Gryphon and Phoenix will influence feasibility study pit designs, it is intended to commence the planned drilling programs during the current quarter.

Regional Exploration

During the December quarter, assay results and geological logs from two stratigraphic diamond drill holes were provided to the Company's geophysical and structural consultants to enable the regional three dimensional geological model to be updated. Further detailed surface geological mapping was also carried out to aid interpretation.

Particular focus will be placed on interpreting the significance of a mineralised felsic to mafic schist intersected by hole BBDE001 and modelling the granitic intrusion intersected in hole BBDE002 (see release of 30 October 2012) to determine its impact of the prospectivity of the Bullabulling eastern fold limb.

The above work will be assessed during the current quarter to assist with the development of future regional exploration strategies.

Corporate

Staff Appointments

Mark Braghieri joined the Company's management team in November 2012 in the role of General Manager Development. Mark is a mining engineer with extensive experience in large scale open pit mining and will be responsible for managing the Bullabulling Gold Project full feasibility study, and pending a successful outcome, the construction and commissioning of the project. Further staff appointments to the feasibility study and mine development team are expected to be made in the current quarter.

Share Issue

The acquisition of mining lease M15/552 settled in December 2012 resulting in 13.5 million Ordinary Shares in Bullabulling Gold being issued to Resolute Mining. The Company now has 302,533,871 Ordinary Shares on issue with Resolute holding 4.5 percent.

Cash Position

At the end of the quarter, the Company had cash and deposits totalling $4.1 million.

A copy of this announcement, including all Figures referred to above, can be found on the Company's website: www.bullabullinggold.com

For information, contact:

Brett Lambert                                                                  
                                                                               
Bullabulling Gold Limited                                                      
                                                                               
Level 2, 55 Carrington Street                                                  
                                                                               
Nedlands, WA, 6009, Australia                                                  
                                                                               
Tel: +61 8 9386 4086                                                           
                                                                               
Canaccord Genuity (Broker)             Westhouse Securities Limited            
                                                                               
Rob Collins                            (UK Nominated Adviser)                  
                                                                               
Tel: +44 20 7523 4611                  Martin Davison / Jonathan Haines        
                                                                               
                                       Tel: +44 20 7601 6100                   
                                                                               
Neil Boom                              John Gardner / Kusal Meemeduma          
                                                                               
Gresham PR Ltd (UK media)              MAGNUS Investor Relations               
                                                                               
Tel: +44 7866 805 108                  (Australian Media)                      
                                                                               
                                       Tel: +61 8 9212 0101                    
                                                                               
                                       jgardner@magnus.net.au                  
                                       kmeemeduma@magnus.net.au                

About Bullabulling Gold Limited

Bullabulling Gold Limited is listed on the Australian Securities Exchange (ASX: BAB) and London's AIM Market (AIM:BGL) and has approximately 302.5 million shares on issue. The Company's primary asset is the wholly owned Bullabulling Gold Project, located near Coolgardie in Western Australia.

The Bullabulling Gold Project hosts JORC compliant Mineral Resources of 3.5 million ounces comprising Indicated Resources of 71.7 million tonnes at 0.96 g/ t gold (2.2 million ounces) and Inferred Resources of 32.8 million tonnes at 1.06 g/t gold (1.1 million ounces) at Bullabulling and Inferred Resources of 4.8 million tonnes at 1.15 g/t gold (0.2 million ounces) at Gibraltar. Exploration has demonstrated strong potential for further expansion of the resource base.

The Bullabulling deposit is amenable to bulk tonnage open pit mining and conventional CIL processing has delivered high gold recoveries. The deposit is situated on granted Mining Leases in close proximity to infrastructure.

The Company is currently undertaking a pre-feasibility study into the development of a large scale, low cost mining operation at Bullabulling, with first production targeted for 2015.

Competent Person Statement

The information in this report that relates to the Exploration Results, Mineral Resources or Ore Reserves is based upon information compiled by Mr Trevor Pilcher, who is a full time employee of the company and is a member of The Australasian Institute of Mining and Metallurgy. Mr Pilcher has sufficient experience relevant to the style of mineralisation and type of deposit under consideration and the activity in which he is undertaking to qualify as a Competent Person under 2004 Edition of the Australasian Code for Reporting Exploration Results, Mineral Resources and Ore Reserves (JORC Code). Mr Pilcher consents to the inclusion in this report of the matters based on his information in the form and context in which it appears.

                                                                       Rule 5.3

                                  Appendix 5B                                  

                  Mining exploration entity quarterly report                   

Introduced 1/7/96. Origin: Appendix 8. Amended 1/7/97, 1/7/98, 30/9/01, 01/06/
10, 17/12/10

Name of entity                                                               
                                                                             
BULLABULLING GOLD LIMITED                                                    

ABN                                             Quarter ended ("current      
                                                quarter")                    
                                                                             
50 153 234 532                                  31 DECEMBER 2012             

Consolidated statement of cash flows

Cash flows related to operating           Current quarter    Year to date      
activities                                                                     
                                          $A'000             (12 months)       
                                                                               
                                                             $A'000            
                                                                               
1.1  Receipts from product sales and                      45                 79
     related debtors                                                           
                                                                               
1.2  Payments for (a) exploration and                (1,484)            (6,775)
     evaluation                                                                
                                                           -                  -
     (b) development                                                           
                                                           -                  -
     (c) production                                                            
                                                       (524)            (4,181)
     (d) administration                                                        
                                                                               
1.3  Dividends received                                    -                  -
                                                                               
1.4  Interest and other items of a                        59                431
     similar nature received                                                   
                                                                               
1.5  Interest and other costs of finance                   -                  -
     paid                                                                      
                                                                               
1.6  Income taxes received / (paid)                        -                619
                                                                               
1.7  Other - cash balance in Auzex                         -              6,634
     Resources Limited on                                                      
                                                                               
     acquisition date                                                          
                                                                               
     Net Operating Cash Flows                        (1,904)            (3,193)
                                                                               
     Cash flows related to investing                                           
     activities                                                                
                                                                               
1.8  Payment for purchases of: (a)                         -                  -
     prospects                                                                 
                                                           -            (4,886)
     (b) equity investments                                                    
                                                        (15)               (53)
     (c) other fixed assets                                                    
                                                                               
1.9  Proceeds from sale of: (a) prospects                  -                  -
                                                                               
     (b) equity investments                                -                  -
                                                                               
     (c) other fixed assets                                1                  1
                                                                               
1.10 Loans to other entities                               -                  -
                                                                               
1.11 Loans repaid by other entities                        -                  -
                                                                               
1.12 Other (provide details if material)                   -                  -
                                                                               
     Net investing cash flows                           (14)            (4,938)
                                                                               
1.13 Total operating and investing cash              (1,918)            (8,131)
     flows                                                                     
                                                                               
     (carried forward)                                                         

1.13 Total operating and investing cash              (1,918)            (8,131)
     flows                                                                     
                                                                               
     (brought forward)                                                         
                                                                               
     Cash flows related to financing                                           
     activities                                                                
                                                                               
1.14 Proceeds from issues of shares,                       -                853
     options, etc.                                                             
                                                                               
1.15 Proceeds from sale of forfeited                       -                  -
     shares                                                                    
                                                                               
1.16 Proceeds from borrowings                              -                  -
                                                                               
1.17 Repayment of borrowings                               -                  -
                                                                               
1.18 Dividends paid                                        -                  -
                                                                               
1.19 Other - capital raising costs                         -               (18)
                                                                               
     Net financing cash flows                              -                835
                                                                               
     Net increase (decrease) in cash held            (1,918)            (7,296)
                                                                               
1.20 Cash at beginning of quarter/year to              5,996             11,475
     date                                                                      
                                                                               
1.21 Exchange rate adjustments to item                     1              (100)
     1.20                                                                      
                                                                               
1.22 Cash at end of quarter                            4,079              4,079

Payments to directors of the entity and associates of the directors


Payments to related entities of the entity and associates of the related
entities

                                                             Current quarter   
                                                                               
                                                             $A'000            
                                                                               
1.23   Aggregate amount of payments to the parties included                 350
       in item 1.2                                                             
                                                                               
1.24   Aggregate amount of loans to the parties included in                   -
       item 1.10                                                               
                                                                               
1.25   Explanation necessary for an understanding of the transactions          
                                                                               
       1.23 - Includes salaries paid to directors, as well as superannuation   
       paid on behalf of directors.                                            

Non-cash financing and investing activities

2.1   Details of financing and investing transactions which have had a material
      effect on consolidated assets and liabilities but did not involve cash   
      flows                                                                    
                                                                               
      None                                                                     

2.2   Details of outlays made by other entities to establish or increase their 
      share in projects in which the reporting entity has an interest          
                                                                               
      None                                                                     

Financing facilities available

Add notes as necessary for an understanding of the position.

                                          Amount available   Amount used       
                                                                               
                                          $A'000             $A'000            
                                                                               
3.1   Loan facilities                                      -                  -
                                                                               
3.2   Credit standby arrangements                          -                  -

Estimated cash outflows for next quarter

                                                                         $A'000
                                                                               
4.1   Exploration and evaluation                                          1,450
                                                                               
4.2   Development                                                             -
                                                                               
4.3   Production                                                              -
                                                                               
4.4   Administration                                                        580
                                                                               
      Total                                                               2,030

Reconciliation of cash

Reconciliation of cash at the end of the Current quarter Previous quarter quarter (as shown in the consolidated

statement of cash flows) to the related  $A'000              $A'000            
items in the accounts is as follows.                                           
                                                                               
5.1   Cash on hand and at bank                           329              1,996
                                                                               
5.2   Deposits at call                                 3,750              4,000
                                                                               
5.3   Bank overdraft                                       -                  -
                                                                               
5.4   Other (provide details)                              -                  -
                                                                               
      Total: cash at end of quarter                    4,079              5,996
      (item 1.22)                                                              

Changes in interests in mining tenements

                        Tenement      Nature of interest    Interest  Interest 
                        reference                           at        at end of
                                      (note (2))            beginning quarter  
                                                            of                 
                                                            quarter            
                                                                               
6.1   Interests in      N/A                                                    
      mining tenements                                                         
      relinquished,                                                            
      reduced or lapsed                                                        
                                                                               
6.2   Interests in      M15/552       Acquisition           -         100%     
      mining tenements                                                         
      acquired or                                                              
      increased                                                                

Issued and quoted securities at end of current quarter

Description includes rate of interest and any redemption or conversion rights together with prices and dates.


                    Total number  Number quoted  Issue price    Amount paid up 
                                                 per security   per security   
                                                 (see note 3)   (see note 3)   
                                                 (cents)        (cents)        
                                                                               
7.1  Preference +                                                              
     securities                                                                
                                                                               
     (description)                                                             
                                                                               
7.2  Changes during                                                            
     quarter                                                                   
                                                                               
     (a) Increases                                                             
     through issues                                                            
                                                                               
     (b) Decreases                                                             
     through                                                                   
     returns of                                                                
     capital,                                                                  
     buy-backs,                                                                
     redemptions                                                               
                                                                               
7.3  +Ordinary      302,533,871   302,533,871                                  
     securities **                                                             
                                                                               
7.4  Changes during 13,500,000    13,500,000     9 cents        9 cents        
     quarter                                                                   
                                                                               
     (a) Increases                                                             
     through issues                                                            
                                                                               
     (b) Decreases                                                             
     through                                                                   
     returns of                                                                
     capital,                                                                  
     buy-backs                                                                 
                                                                               
7.5  +Convertible                                                              
     debt                                                                      
     securities                                                                
                                                                               
     (description)                                                             
                                                                               
7.6  Changes during                                                            
     quarter                                                                   
                                                                               
     (a) Increases                                                             
     through issues                                                            
                                                                               
     (b) Decreases                                                             
     through                                                                   
     securities                                                                
     matured,                                                                  
     converted                                                                 
                                                                               
7.7  Options        15,359,242    -              Exercise price Expiry date    
                                                                               
     (description                                Various        Various        
     and conversion                                                            
     factor)                                                                   
                                                                               
7.8  Issued during  500,000                      10.20c         26 November    
     quarter                                                    2014           
                    500,000                      12.56c                        
                                                                26 November    
                    500,000                      14.91c         2015           
                                                                               
                                                                26 November    
                                                                2016           
                                                                               
7.9  Exercised                                                                 
     during quarter                                                            
                                                                               
7.10 Expired during                                                            
     quarter                                                                   
                                                                               
7.11 Debentures                                                                
                                                                               
     (totals only)                                                             
                                                                               
7.12 Unsecured                                                                 
     notes (totals                                                             
     only)                                                                     

Compliance statement

1 This statement has been prepared under accounting policies which comply with accounting standards as defined in the Corporations Act or other standards acceptable to ASX (see note 5).

2 This statement does give a true and fair view of the matters disclosed.

Sign here:
Date: 21 January 2013

Company Secretary

Print name: David M McArthur

Notes

1 The quarterly report provides a basis for informing the market how the entity's activities have been financed for the past quarter and the effect on its cash position. An entity wanting to disclose additional information is encouraged to do so, in a note or notes attached to this report.

2 The "Nature of interest" (items 6.1 and 6.2) includes options in respect of interests in mining tenements acquired, exercised or lapsed during the reporting period. If the entity is involved in a joint venture agreement and there are conditions precedent which will change its percentage interest in a mining tenement, it should disclose the change of percentage interest and conditions precedent in the list required for items 6.1 and 6.2.

3 Issued and quoted securities The issue price and amount paid up is not required in items 7.1 and 7.3 for fully paid securities.

4 The definitions in, and provisions of, AASB 6: Exploration for and Evaluation of Mineral Resources and AASB 107: Statement of Cash Flows apply to this report.

5 Accounting Standards ASX will accept, for example, the use of International Financial Reporting Standards for foreign entities. If the standards used do not address a topic, the Australian standard on that topic (if any) must be complied with.


                                == == == == ==                                 

+ See chapter 19 for defined terms.


                                                                              1

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