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Rambler Metals and Mining PLC: Unaudited Consolidated Financial Information For the Quarter Ended 30 April 2013


Rambler Metals and Mining PLC: Unaudited Consolidated Financial Information For the Quarter Ended 30 April 2013

LONDON, ENGLAND and BAIE VERTE, NEWFOUNDLAND AND LABRADOR -- (Marketwired) -- 06/27/13 -- Rambler Metals and Mining PLC (TSX VENTURE:RAB)(AIM:RMM) ("Rambler" or the "Group") today is pleased to report its financial results and operational highlights for the three months ended 30 April 2013.

The accompanying financial information for the quarter ended 30 April 2013 has not been reviewed or audited by the Group's auditor and has an effective date of 27 June 2013.

Operational Achievements


 
--  Produced a total of 4,996 wmt (Q2'13 - 4,350 wmt) of copper concentrate
    during the quarter for a total of 14,301 wmt for the fiscal year to date
    and 16,796 wmt since the start of copper production in May 2012.  
--  Significant milestone was reached during the quarter with the
    breakthrough of the independent 1807 ramp system allowing access to the
    high grade copper zone with larger 42 tonne haul trucks. Additional
    drill sites are also now available for continued exploration and
    extensional drilling of the known mineralized areas. 
--  Concentrate produced during the third quarter averaged 28% copper with 7
    g/t gold and 51 g/t silver (Q2'13: 28% copper with 7 g/t gold and 51 g/t
    silver). Milling recoveries for copper and gold averaged 92% and 65%
    respectively (Q2'13: 88% and 62% respectively). 
--  Shipped a second load of copper concentrate, totalling approximately
    3,141 wmt via the Group's port facility at Goodyear's Cove, Newfoundland
    and Labrador.  
--  Finalized a purchase and sale agreement with a local exploration company
    for the exclusive rights to explore and develop the Krissy's Buckle
    gold/copper property located within 40 kilometres of the Group's Nugget
    Pond precious and base metal processing facility. 

Financial Highlights (All expressed in CAD$)


 
--  Q3/13 profit was $193,000 or $0.001 per share which compares with a loss
    of $281,000 or $0.002 per share for Q3/12.  
--  Revenue: $10.1 million (Q2/13: $11.4 million). Earnings before interest,
    taxes, depreciation, amortisation ("EBITDA"): $1.5 million (Q2/13: $3.7
    million). 
--  Cash flows utilized in operating activities for Q3/13 were $380,000
    compared with cash generated of $4,978,000 in Q2/13 and cash utilized of
    $752,000 in Q3/12. The generation of cash from operations for the nine
    months of $3,441,000 reflects the commencement of commercial production
    and a change in accounts receivable, inventory and account payable
    balances. 
--  Cash resources as of 30 April 2013 were $3.5 million and as of 27 June
    2013 had increased to $6.0 million with a further $3.0 million available
    under the Group's Credit Facility Agreement.  
--  Payment of CAD$500,000 was made to Sprott Resource Lending Partnership
    ('Sprott') in the reporting quarter with a subsequent payment of
    CAD$600,000 on 31 May 2013. 

Strategic Objectives


 
--  Continue as a profitable copper and gold producer by first optimizing
    concentrate production at the Nugget Pond milling facility than
    improving revenue through the integration of the gold hydrometallurgical
    plant into the production stream. 
--  Increase available resources and reserves through further exploration
    both within the Ming mine and current land holdings. 
--  Continue to investigate, through various optimization studies,
    development of the Lower Footwall Zone creating organic growth. 
--  Selectively pursue growth opportunities within Atlantic Canada including
    joint ventures, acquisitions, strategic alliances and equity positions. 

George Ogilvie, President and CEO, Rambler Metals & Mining commented:

"Q3 2013 was Rambler's second quarter as a commercial producer and builds on the strong progress reached in Q2 2013. During the quarter the Company reached a significant milestone with the breakthrough of the independent 1807 ramp system which allows for better access to high grade copper zones which we expect will improve efficiencies at the Ming Mine. In addition, the purchase of the Krissy's Buckle gold/copper property demonstrates our commitment to growth within the Atlantic region.

Mill production was impacted by severe weather conditions in February and the freezing of the Course Ore Bin at Nugget Pond. However, we returned to normal production levels in late spring and we anticipate stronger production volumes in Q4. We are currently looking to develop a permanent solution for this issue in advance of next year's winter months.

Looking towards the rest of 2013, the Company is well poised to capitalize on the momentum achieved through the first two Commercial Production quarters of 2013."

Larry Pilgrim, P.Geo., is the Qualified Person responsible for the technical content of this release and has reviewed and approved it accordingly. Mr. Pilgrim is an independent consultant contracted by Rambler Metals and Mining plc.

Tonnes referenced are dry metric tonnes unless otherwise indicated.

Neither TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Caution Regarding Forward Looking Statements:

Certain information included in this press release, including information relating to future financial or operating performance and other statements that express the expectations of management or estimates of future performance constitute "forward-looking statements". Such forward-looking statements include, without limitation, statements regarding the financial strength of the Company, estimates regarding timing of future development and production and statements concerning possible expansion opportunities for the Company. Where the Company expresses or implies an expectation or belief as to future events or results, such expectation or belief is expressed in good faith and believed to have a reasonable basis. However, forward-looking statements are subject to risks, uncertainties and other factors, which could cause actual results to differ materially from future results expressed, projected or implied by such forward-looking statements. Such risks include, but are not limited to, interpretation and implications of drilling and geophysical results; estimates regarding timing of future capital expenditures and costs towards profitable commercial operations. Other factors that could cause actual results, developments or events to differ materially from those anticipated include, among others, increases/decreases in production; volatility in metals prices and demand; currency fluctuations; cash operating margins; cash operating cost per pound sold; costs per ton of ore; variances in ore grade or recovery rates from those assumed in mining plans; reserves and/or resources; the ability to successfully integrate acquired assets; operational risks inherent in mining or development activities and legislative factors relating to prices, taxes, royalties, land use, title and permits, importing and exporting of minerals and environmental protection. Accordingly, undue reliance should not be placed on forward-looking statements and the forward-looking statements contained in this press release are expressly qualified in their entirety by this cautionary statement. The forward-looking statements contained herein are made as at the date hereof and the Company does not undertake any obligation to update publicly or revise any such forward-looking statements or any forward-looking statements contained in any other documents whether as a result of new information, future events or otherwise, except as required under applicable securities law.

Management's Discussion & Analysis ('MD&A')

For the Quarter Ended 30 April 2013


 
----------------------------------------------------------------------------
                                                                            
This MD&A, including appendices, is intended to help the reader understand  
Rambler Metals and Mining plc ('the parent company') and its subsidiaries   
(the 'Group' or 'Rambler'), our operations and our present business         
environment. It has been prepared as of 27 June 2013 and covers the results 
of operations for the quarter ended 30 April 2013. This discussion should be
read in conjunction with the audited Financial Statements for the year ended
31 July 2012 and notes thereto.  This consolidated financial information has
been prepared in accordance with International Financial Reporting Standards
("IFRS") and their interpretations issued by the International Accounting   
Standards Board ("IASB"), as adopted by the European Union and with IFRS and
their interpretations issued by the IASB.  The presentation currency is     
Canadian dollars. These statements together with the following MD&A are     
intended to provide investors with a reasonable basis for assessing the     
potential future performance.                                               
----------------------------------------------------------------------------
                        Rambler Metals and Mining plc                       
                                Salatin House                               
                                19 Cedar Road                               
                                   Sutton                                   
                                   Surrey                                   
                                   SM2 5DA                                  
CONTENTS                                                                    
GROUP OVERVIEW                                                             2
HIGHLIGHTS OF THE THIRD QUARTER                                            3
FINANCIAL RESULTS                                                          6
HEALTH AND SAFETY                                                          7
OUTLOOK                                                                    8
CAPITAL PROJECTS UPDATE                                                    9
FINANCIAL REVIEW                                                          12
SUMMARY OF QUARTERLY RESULTS                                              13
LIQUIDITY, CAPITAL RESOURCES AND FINANCIAL POSITION                       14
COMMITMENTS AND LOANS                                                     16
SUBSEQUENT EVENTS                                                         18
APPENDIX 1 - LOCATION MAP                                                 19
APPENDIX 2 - SELECTED FINANCIAL INFORMATION & REVIEW OF OVERALL             
 PERFORMANCE                                                              20
APPENDIX 3 - CRITICAL ACCOUNTING POLICIES AND ESTIMATES                   21
CHANGES IN ACCOUNTING POLICIES                                            24
APPENDIX 4 - OTHER MATTERS                                                25
Outstanding Share & Option Data                                           25
Forward Looking Information                                               25
Further information                                                       26

GROUP OVERVIEW

The strategic vision of the Company is to become Atlantic Canada's leading mine operator and resource developer. Its principal activity is the development, mining and exploration of the Ming Copper-Gold Mine ('Ming Mine') located on Newfoundland and Labrador's Baie Verte Peninsula, Canada. See map referenced in Appendix 1. On 27 March 2013 the Group announced profits from its first quarter as a commercial producer. During the third quarter of the 2013 fiscal year, the second quarter in commercial production, the Group reported revenue of $10.1 million from the sale of 4,667 wet metric tonnes ('wmt') of copper concentrate containing 797 tonnes of accountable copper metal, 550 and 2,240 ounces of accountable gold and silver respectively, and generated a profit of $193,000.

The parent Company's Ordinary Shares trade on the London AIM market under the symbol "RMM", the TSX Venture Exchange under the symbol "RAB".

The Group has established the following four strategic goals:


 
1.  Continue as a profitable copper and gold producer by first optimizing
    concentrate production at the Nugget Pond concentrating facility then
    improving revenue through the integration of the gold hydromet plant
    into the production stream. 
2.  Increase available resources and reserves through further exploration
    both within the Ming mine and current land holdings. 
3.  Continue to investigate, through various optimization studies,
    development of the Lower Footwall Zone creating organic growth. 
4.  Selectively pursue growth opportunities within Atlantic Canada including
    joint ventures, acquisitions, strategic alliances and equity positions. 

The Group's directors and management believe that focussing on these priorities will instil a solid foundation for Rambler and its shareholders, while providing the best opportunity to build a successful and long term mining company.

HIGHLIGHTS OF THE THIRD QUARTER

The third quarter ("three months ended 30 April 2013", "Q3/13", "Q3'13") marks the second full quarter of commercial production since first declaring in November 2012.

Highlights of the third quarter of the 2013 fiscal year included:

Capital Development and Production


 
--  Produced a total of 4,996 wmt (Q2'13 - 4,350 wmt) of copper concentrate
    for a total of 14,301 wmt for fiscal year ending 31 July 2013 and 16,796
    wmt since the start of copper production in May 2012. Concentrate
    produced during the third quarter averaged 28% copper with 7 g/t gold
    and 51 g/t silver (Q2'13: 28% copper with 7 g/t gold and 51 g/t silver)
    with milling recoveries for copper and gold averaging 92% and 65%
    respectively (Q2'13: 88% and 62% respectively). 
 
--  During the third quarter daily tonnage through the mill increased from
    536 wmt during a difficult February, improved to 583 wmt in March and
    590 wmt in April. The continued increase in throughput was evident in
    the increased tonnage of concentrate produced: February - 751 wmt; March
    - 1,594 wmt; and April - 2,651 wmt.
    
    Production was hampered in February with continued problems with fine
    grained ore freezing in the outside course ore bin. The problem was
    eventually overcome when the Companies short term action plans of
    installing an air cannon in the bin and placing additional heaters and
    vibrators on the outside of the bin took effect. The Company is now
    actively looking to re-engineer the course ore bin and thus provide a
    permanent solution to this freezing problem. 
 
--  A significant milestone was reached during the quarter, being the
    breakthrough of the independent 1807 ramp system. Ore from all developed
    levels of this high copper grade zone can now be accessed with larger 42
    tonne haul trucks. Additional drill sites are also now available for
    continued exploration and extension drilling of the known mineralized
    areas. 
    
    
--  Shipped a second load of copper concentrate, totalling approximately
    3,141 wmt via the Group's port facility at Goodyear's Cove, Newfoundland
    and Labrador. 

Financing


 
--  During the third quarter a repayment of US$291,579 (project to date
    US$8,916,148) was made on the Group's gold loan from the delivery of 156
    ounces of gold representing the payable portion of gold contained within
    the concentrate provisionally invoiced to Transamine and 29 ounces of
    gold produced from the testing of floatation tails from the copper
    concentrator being reprocessed through the Group's gold processing
    facility (project to date 5,407 ounces have been delivered) 
 
--  Agreed terms for the extension of its $10 million secured credit
    facility to 31 March 2014. Under the amendment agreement the Group paid
    Sprott Resource Lending Partnership ('Sprott'), in shares, a 4%
    extension fee. Interest will continue to accrue at 9.25% and any
    drawdown on the facility will be subject to the 4% drawdown fee as per
    the original agreement. Of the initial $10 million credit facility made
    available, only $7.5 million was drawn with $500,000 repaid in November
    2012. $3.0 million was made available under the amended credit facility
    and is available until 30 September 2013. On 30 April 2013 a payment of
    $500,000 and subsequent to the end of the third quarter a further
    payment of $600,000 was made on 31 May 2013. As of the date of this
    release the outstanding balance on the facility is $5,900,000. 

Exploration and evaluation


 
--  Capital development continued with the 1807 zone ramp being driven down
    gradient to the 481 and 485 levels. In Q4'13 the Company intends to
    complete a program of in-fill drilling moving inferred 1807 zone
    material into the measure and indicated categories with the medium term
    intention in fiscal 2014 of testing for new mineralization down plunge.
    All zones within the mine, including the 1807 Zone, remain open both up
    and down plunge. 
 
--  The Group finalized a purchase and sale agreement with a local
    exploration company for the exclusive rights to explore and develop the
    Krissy's Buckle gold/copper property located within 40 kilometres of the
    Group's Nugget Pond precious and base metal processing facility. The
    Group has exclusive rights to explore and develop the property while
    providing the vendors with a 2% net smelter royalty ('NSR') on any ore
    extracted. In addition to the NSR, advance royalty payments totalling
    $90,000 will be paid to the vendors over the first 4 years. 

Staffing


 
--  At the end of the third quarter a total of 136 full time employees were
    employed at the Ming Mine compared to 143 full time employees at 31
    January 2013. Winter operations are more labour intensive and with the
    cold season now behind us further reductions in the labour force may be
    possible. The Group continues to evaluate current employment levels and
    look for opportunities to streamline its operations with the goal of
    improving overall efficiency. 

FINANCIAL RESULTS

Revenue


 
--  A total of 4,667 wmt of concentrate was provisionally invoiced during
    the period at an average price of $3.43 per pound copper, $1,580 per
    ounce gold and $28.31 per ounce silver, generating $10.0 million in
    revenue before final assay and weights were agreed on concentrates
    shipped in February 2013. An additional $174,000 in revenue was realized
    on the sale of 117 ounces of gold produced from the testing of
    floatation tails from the copper concentrator being reprocessed through
    the Group's gold processing facility. 
 
--  Revenue associated with the sale of copper concentrate is recognised
    when significant risks and rewards of ownership of the asset sold are
    transferred to the Group's off-taker, which is when the group receives
    provisional payment for each lot of concentrate invoiced. Where a
    provisional invoice is not raised, risks and rewards of ownership
    transfer when the concentrate passes over the rail of the shipping
    vessel. Adjustments arising due to differences in assays, from the time
    of provisional invoicing to the time of final settlement, are adjusted
    to revenue. Adjustments arising due to differences in commodity prices,
    from the time of provisional invoicing to the time of final settlement,
    are adjusted to Gain or loss on Derivative Financial Instruments. 
 
--  During the quarter the Group agreed final weights and assays on the
    second concentrate shipment with its off-take partner resulting in a
    $101,442 reduction in revenue bringing net revenue for the period to
    $10.1 million. Following the shipment of concentrate in February 2013,
    commodity prices began to fall. To reduce further losses the Group fixed
    a portion of its copper, gold and silver content resulting in a realized
    loss on derivative financial assets of $385,386 being the difference in
    the commodity prices at time of provisional invoicing, and actual
    commodity prices realized on the fixed portion of the shipment. The
    following summarizes provisional commodity prices versus actual
    commodity prices realized on price fixing: 
 

 
----------------------------------------------------------------------------
                             Average provisional     Actual commodity price 
                               commodity price               fixed          
                                    (USD)                     (USD)         
----------------------------------------------------------------------------
Copper - $/lb                       $3.66                    $3.48          
----------------------------------------------------------------------------
Gold - $/oz                         $1,684                   $1,572         
----------------------------------------------------------------------------
Silver - $oz                         $32                      $29           
----------------------------------------------------------------------------
 
--  Revenue realized in Q1/13 during the testing and commissioning of the
    Ming Mine was credited against the mineral property asset. 
 
--  Profit
    
    The net profit for Q3/13 was $193,000 or $0.001 per share which compares
    with a loss of $281,000 or $0.002 per share for Q3/12. The increase in
    net profit during Q3/13 arose from the declaration of commercial
    production on 1 November 2012 resulting in revenue and operating
    expenditures reported on the unaudited consolidated income statement.
    Prior to 1 November 2012 revenue and operating expenditures were
    credited to the Mineral Property asset. Earnings before interest, taxes,
    depreciation, amortisation ("EBITDA") was $1,553,000 and $4,497,000 for
    the three and nine months ended 30 April 2013.
 
--  Cash flow and cash resources
    
    Cash flows utilized in operating activities for Q3/13 were $380,000
    compared with cash generated of $4,978,000 in Q2/13 and cash utilized of
    $752,000 in Q3/12. The generation of cash from operations for the nine
    months of $3,441,000 reflects the commencement of commercial production
    and a change in accounts receivable, inventory and account payable
    balances.
    
    Cash resources as at 30 April 2013 were $3.5 million and as of 27 June
    2013 had increased to $6.0 million. A further $3.0 million is available
    under the Group's Credit Facility Agreement. Operating cash flows are
    anticipated to continue to build throughout the balance of the fiscal
    year following the move to commercial production at the beginning of
    Q2/13. 

HEALTH AND SAFETY


 
--  The Group completed the period with no lost time accidents and 2 medical
    aid injuries. The lost time accident frequency rate and medical aid
    frequency rate for the period and fiscal year to date was 0 and 4.9
    respectively. 
 
--  The Health and Safety of the Group's employees continues to be a high
    priority with prevention and hazard recognition being key components of
    the Group's strategy. 

OUTLOOK

Management continue to pursue the following objectives:


 
--  Continue to utilize cash flow from operations to pay down credit
    facility debt by the end of calendar 2013 maximizing shareholder value
    by reducing the Groups expensive finance costs 
 
--  Continue mining and milling the exposed 1807 workplaces for the
    generation of copper concentrate revenue from the Ming Mine. Place
    additional development focus into preparing this high grade zone for
    further exploration both up-dip and down-dip for inclusion in future
    resource and reserve estimates. 
 
--  Optimize the mining and processing of ores from the Ming Mine that would
    allow an expansion to 1,000 mtpd; which in turn would allow the gold
    hydromet to be operated independently and/or simultaneously with the
    copper concentrator. 
 
--  Continuing to evaluate Optimization Opportunities for a possible future
    expansion into the Lower Footwall Zone. 
 
--  Become a strategic long term low-cost producer in Atlantic Canada, by
    selectively pursuing growth opportunities including joint ventures and
    acquisitions, including the Group's investment in Maritime Resources
    Corp. 
 
--  Increase exposure and liquidity both on London's AIM and on Toronto's
    Venture Exchange through an increased marketing and investor relations
    campaign. 

See 'Forward Looking Information' for a description of the factors that may cause actual results to differ from forecast.

CAPITAL PROJECTS UPDATE

During the third quarter the Group incurred expenditures of $1,768,000 on Mineral Property and $389,000 on property, plant and equipment. Prior to the mine being considered substantially complete and ready for its intended use, all direct operating costs, including costs associated with stockpile ores and concentrate, were capitalized within the Mineral Property asset and offset by revenue generated from on-going production. Following the declaration of commercial production on 1 November 2012 revenue and direct operating costs incurred at the Ming Mine are charged directly to the Group's Income Statement. Costs associated with stockpile ores and concentrate are charged to Inventory on a monthly basis. Expenditures incurred on underground capital development are charged to Mineral Property and offset by amortisation calculated on a unit of production basis.

Mineral Property


 
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Mineral Property (capital development -       Q3/13       Q2/13       Q3/12 
 Ming Mine)                                   $,000       $,000       $,000 
----------------------------------------------------------------------------
Labour costs - capital                          857       1,105       2,297 
----------------------------------------------------------------------------
Contractors' and consultancy expenses             -           -          78 
----------------------------------------------------------------------------
General materials and other costs                 -           -         234 
----------------------------------------------------------------------------
Surface development                               -           -         128 
----------------------------------------------------------------------------
Underground capital development                 911       1,040       2,132 
----------------------------------------------------------------------------
Processing and ore transportation                 -           -       1,983 
----------------------------------------------------------------------------
Sub-total                                     1,768       2,145       6,852 
----------------------------------------====================================
Other Charges                                                               
----------------------------------------------------------------------------
  Finance costs                                   -           -       2,337 
----------------------------------------------------------------------------
  Depreciation                                    -           -       1,023 
----------------------------------------------------------------------------
  Royalties                                       -           -         668 
----------------------------------------------------------------------------
  Reclamation and closure provision               -           -          23 
----------------------------------------------------------------------------
Total                                         1,768       2,145      10,903 
----------------------------------------------------------------------------
Revenue recognized from sale of                                             
 concentrate                                      -           -     (14,136)
----------------------------------------------------------------------------
Transfer to inventory on commercial                                         
 production                                       -      (2,130)          - 
----------------------------------------====================================
Mineral property - amortisation                (695)       (578)          - 
----------------------------------------====================================
Net                                           1,073        (563)     (3,233)
----------------------------------------====================================
                                                                            
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Mineral Property (capital development                                       
 - Ming Mine by area, before other                                          
 charges)                                    Q3/13        Q2/13        Q3/12
----------------------------------------------------------------------------
                                             $,000        $,000        $,000
----------------------------------------------------------------------------
Surface, including electrical &                                             
 mechanical support staff                      218          274        1,251
----------------------------------------------------------------------------
1806 ore zone                                   20          194        1,113
----------------------------------------------------------------------------
1807 ore zone                                1,170        1,450        1,206
----------------------------------------------------------------------------
Lower Footwall ore zone                          -           37          441
----------------------------------------------------------------------------
Ramp improvements & ongoing                                                 
 maintenance                                     -            -          619
----------------------------------------------------------------------------
Ventilation bulk head                                                       
 refurbishment/Shaft manway                    248           63          134
----------------------------------------------------------------------------
Technical support staff                        112          127          447
----------------------------------------------------------------------------
Port site                                        -            -          107
----------------------------------------------------------------------------
Nugget Pond Mill                                 -            -        1,534
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Total before other charges &                                                
 amortization                                1,768        2,145        6,852
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Total mineral property costs before other charges and amortisation decreased in Q3/13 compared to Q2/13 in line with the breakthrough of the independent 1807 ramp system in February thereby reducing overall capital development during the balance of Q3/13. The decrease in Q2/13 compared to Q3/12 is in line with the declaration of commercial production at 1 November 2012. Capital expenditures decreased over the previous quarter as operating expenditures were charged directly to the Group's income statement during the three months ended 31 January 2013 and 30 April 2013. Both operating and capital costs were charged to mineral property costs during the three months ended 31 October 2013. The majority of capital expenditures incurred during Q3/13 related to the capital development in the 1807 zone including the independent 1807 ramp system which will provide access to 1807 stoping and future access to lower levels of the Ming Mine ore body. With effect from the start of commercial production, accumulated mineral property costs are amortised on a unit of production basis. Revenue recognized since the declaration of commercial production is recognized as income rather than to being offset against mineral property costs.

Property, plant and equipment


 
----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                             Q3/13        Q2/13        Q3/12
----------------------------------------------------------------------------
                                             $,000        $,000        $,000
----------------------------------------------------------------------------
                                                                            
----------------------------------------------------------------------------
Mill purchase and construction                   8           12          383
----------------------------------------------------------------------------
Plant and equipment                            366          515        1,053
----------------------------------------------------------------------------
Buildings                                        -            7            -
----------------------------------------------------------------------------
Other assets                                    15           52            1
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Total                                          389          586        1,437
-------------------------------------=======================================

Plant and equipment decreased during Q3/13 compared to Q2/13 due to the purchase of less underground and mobile equipment at the Ming Mine. Mill purchase and construction decreased during Q2/13 compared to Q3/12 in-line with final commissioning and a move to commercial production on 1 November 2012.

Exploration and evaluation costs (Ming Mine)


 
----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                             Q3/13        Q2/13        Q3/12
----------------------------------------------------------------------------
                                             $,000        $,000        $,000
----------------------------------------------------------------------------
Consultancy & Contractor expenses                -            -          337
-------------------------------------=======================================
Total                                            -            -          337
-------------------------------------=======================================

No expenditures were incurred during the current period as capital development first had to be undertaken before the drilling platforms could be made available. Several drilling platforms are now available with diamond drilling resuming in Q4. Exploration expenditures incurred during Q3/12 related to the completion of the Lower Footwall Zone preliminary economic assessment at the Ming Mine.

FINANCIAL REVIEW


 
----------------------------------------------------------------------------
----------------------------------------------------------------------------
   Q3/13  Commentary                                                        
  Results                                                                   
  ($000's)                                         Comparatives             
                                                                            
                                                         B/                 
                                               Q2/13 (W(i))   Q3/12 B/ (W)  
----------------------------------------------------------------------------
----------------------------------------------------------------------------
          Revenue in Q3/13 was generated                                    
          through the sale of 4,667 wmt of                                  
          copper concentrate containing 1,146                               
          tonnes of accountable copper metal                                
          and 797 ounces of accountable gold                                
          compared with $11.4 million from the                              
          sale of 5,353wmt of copper                                        
          concentrate in Q2/13. The decrease                                
          in revenue can be attributed to                                   
  10,087  declining commodity prices during                                 
          Q3/13 and a reduction in concentrate                              
          produced and thus sold during the                                 
          quarter as a result of the Course                                 
          Ore Bin freezing in the month of                                  
          February. Revenue realized in Q1/13                               
          during the testing and commissioning                              
          of the Ming Mine was credited                                     
          against the Mineral Property asset. 11,407    (12)%     -    N/a  
----------------------------------------------------------------------------
          Production costs relate to the                                    
          processing and mining costs                                       
          associated with Group's Ming Mine                                 
          production and include processing                                 
          and mining costs of $1.7 million                                  
          (Q2/13: $1.9 million) and $4.7                                    
          million (Q2/13: $5.4 million)                                     
   6,435  respectively and in line with the                                 
          reduced production noted above.                                   
          Operating costs associated with                                   
          mining and processing of Ming Mine                                
          ores were capitalized to Mineral                                  
          Property prior to commercial                                      
          production being achieved.           7,328     12%      -    N/a  
----------------------------------------------------------------------------
          General and administrative expenses                               
          were higher than the previous                                     
          quarter by $73,000. The increase is                               
          substantially due to an increase in                               
          investor relations and travel                                     
          expenses. In comparison to Q3/12                                  
    998   administrative expenses increased by                              
          $237,000. Administrative salaries                                 
          increased by $78,000, investor                                    
          relations and travel expenses by                                  
          $40,000, legal and professional                                   
          expenses by $43,000 and office costs                              
          increased by $37,000.                  925     (8)%   761    (31)%
----------------------------------------------------------------------------
          Gain (loss) on derivative financial                               
          instruments. During the quarter as                                
          commodity prices began to fall the                                
          Group fixed a portion of its copper,                              
          gold and silver concentrate to                                    
          reduce further losses ahead of final                              
          settlement on its second concentrate                              
          shipment. A loss of $385,000 was                                  
          realized being the difference in                                  
          commodity prices at the time of                                   
          provisional invoicing and actual                                  
          commodity prices realized on the                                  
   (858)  fixed portion of the shipment. A                                  
          further unrealized loss of $473,000                               
          was booked during the quarter being                               
          the difference in commodity prices                                
          at the time of provisional invoicing                              
          concentrates in shipment three                                    
          (shipment subsequently on 28 May                                  
          2013) and the anticipated future                                  
          commodity price at time of final                                  
          settlement. Q2/13 gain arose as the                               
          Group fixed a portion of its first                                
          shipment at higher commodity prices                               
          than originally invoiced.              541   (259%)     -    N/a  
----------------------------------------------------------------------------
          Foreign exchange differences arising                              
          on the Gold Loan resulted in a loss                               
          in Q3/13 as a result of the                                       
   (243)  weakening of the Canadian dollar                                  
          against the US dollar during the                                  
          quarter.                               (11) (2110)%   476   (151)%
----------------------------------------------------------------------------
                                                                            
          Mineral Properties. The group                                     
          incurred costs of $1.8 million in                                 
          the quarter. The cost includes                                    
          labour costs of $0.9 million and                                  
          development costs of $0.9 million                                 
          mainly related to underground                                     
   1,768  capital development associated with                               
          1807 ramp system. Compared to Q3/12,                              
          net mineral properties expenditures                               
          increased in Q3/13 reflecting the                                 
          commencement of commercial                                        
          production and the recognition of                                 
          revenue in the income statement.     2,145     18% (3,233)  (155)%
----------------------------------------------------------------------------
          Capital spending on property, plant                               
          and equipment reduced during the                                  
          quarter compared to Q2/13. The main                               
          expenditure in the quarter related                                
    389   to ventilation, electrical and                                    
          underground mobile equipment. The                                 
          decrease from Q3/12 relates to less                               
          underground mining equipment                                      
          purchases.                             586     34%  1,437     73% 
----------------------------------------------------------------------------
          Capital spending on exploration and                               
          evaluation costs remained on hold in                              
          Q3/13 as the Group concentrated on                                
     -    the commencement of commercial                                    
          production and capital development                                
          to allow the establishment of                                     
          drilling stations.                       -    N/a     337   (100)%
----------------------------------------------------------------------------

(i)B / (W) = Better / (Worse)

SUMMARY OF QUARTERLY RESULTS

The quarterly results for the Group for the last eight fiscal quarters are set out in the following table.


 
----------------------------------------------------------------------------
Quarterly Results                                                           
(All amounts in 000s of Canadian                                            
 Dollars, except Loss per share          4th        3rd      2nd       1st  
 figures)                   
          Quarter   Quarter   Quarter   Quarter 
----------------------------------------------------------------------------
Fiscal 2013                                                                 
Revenue                                          10,087    11,407      -(i) 
Net Income/ (loss)                                  193     1,958      (718)
Earnings/(loss) per Share (Basic)                 0.001     0.014    (0.005)
----------------------------------------------------------------------------
Fiscal 2012                                                                 
Revenue                                  -(i)      -(i)      -(i)     1,219 
Net Income/ (loss)                     (1,202)     (281)   (1,039)     (845)
Earnings/(loss) per Share (Basic &                                          
 Diluted)                              (0.009)   (0.002)   (0.008)   (0.007)
----------------------------------------------------------------------------
Fiscal 2011                                                                 
Revenue                                 2,089                               
Net Income/ (loss)                        577                               
Earnings/(loss) per Share (Basic &                                          
 Diluted)                               0.008                               
----------------------------------------------------------------------------

(i)gold and copper sales resulting from the testing and commissioning of the Ming Mine were credited to Mineral Properties until commercial production was achieved

The profit arising in Q4 2011 arose from the profits realised on the sale of gold from the Group's satellite deposits. Losses increased in first quarter of 2012 and further increased in the second quarter of 2012 as a result of an exchange loss of $0.7 million and $0.30 million respectively and reduced sales activity due to the processing of the Group's satellite deposits completed in the first quarter of 2012. The fluctuation in losses in the third and fourth quarters of 2012 and the first quarter of 2013 reflects exchange gains and losses on the retranslation of the Gold Loan. The profit in the second quarter of 2013 reflects the successful move into commercial production on 1 November 2012. The reduced profit in the third quarter of 2013 was due to a decline in copper and gold prices and invoicing of less copper concentrate when compared to the second quarter of 2013.

LIQUIDITY, CAPITAL RESOURCES AND FINANCIAL POSITION

Since announcing commercial production, the Group has generated cash flows to finance its operational and development requirements. Prior to Q3/13 the Group relied on private placement financings of equity securities, a Gold Loan facility, capital leases and a credit facility (see 'Commitments and Loans' section) to finance its development requirements. Positive cash flows are expected to continue following commercial production at the Ming Mine; however, there is no guarantee that expenses will not exceed income again during this start-up phase. If this is the case, the liquidity risk could be material, even with current cash resources.

The Group's holding of cash balances is kept under constant review. Given the current climate, the Group takes a very risk averse approach to management of cash resources and Management and Directors monitor events and associated risks on a continuous basis. Cash and short-term investment resources (cash, cash equivalents and short-term investments) were as follows:


 
----------------------------------------------------------------------------
Resource               30 April     31 January     31 October        31 July
                           2013           2013           2012           2012
                          $'000          $'000          $'000          $'000
----------------------------------------------------------------------------
Cash $CDN                 1,082          4,981          4,442          7,394
----------------------------------------------------------------------------
Cash GBP                    102            195             85             77
----------------------------------------------------------------------------
Cash $USD                 2,311          2,149            205              -
----------------------------------------------------------------------------
Short-term                                                                  
 Investments GBP              -              -            161            355
----------------------------------------------------------------------------
Total                     3,495          7,325          4,893          7,826
----------------------------------------------------------------------------

Sales of copper concentrate are in US dollars and the majority of the Group's expenses are incurred in Canadian dollars. The Group's principal exchange rate risk relates to movements between the Canadian and US dollar. The Gold Loan is repayable in US dollars from future sales of gold mitigating the exchange risk. Management will closely monitor exchange fluctuation and consider the use of forward exchange contracts as required.

Interest rates on the capital leases and short term borrowings are fixed, eliminating interest rate risk.

Cash flows utilised in investing activities amounted to $2.1 million in the quarter. Cash of $1.8 million was spent on the Group's Mineral Property and $0.3 million was spent on property, plant and equipment.

Cash flows utilized in financing activities during the quarter amounted to $1.4 million reflecting gold loan repayments of $0.3 million, payment of $0.5 million against the credit facility and finance lease repayments of $0.6 million.

The group is required to hold Letters of Credit in favour of the Government of Newfoundland and Labrador in respect of the reclamation and closure liability at the existing Nugget Pond Mill and Ming Mine. At period end the Group holds bearer deposit notes totalling $3.2 million.

The Group's ability to continue as a going concern, and the recoverability of its mineral properties, is dependent on future trends in copper and gold prices, and its ability to continue generating positive cash flows from current operations. Through the use of current cash reserves and continued production management is satisfied that the Group has sufficient working capital for the forthcoming 12 months. However, there are risks associated with the commencement of a new mining and processing operation, which may give rise to the possibility that additional working capital may be required to fund unanticipated delays at the copper concentrator and continued mine production and the repayment of loans falling due for repayment in March 2014. Should additional working capital be required, the Directors consider that further sources of finance could be secured in the required timescale; however, there is no certainty that these funds will be forthcoming. On this basis, the Directors have concluded that the Group is a going concern. These financial statements do not reflect the adjustments to carrying values of assets and liabilities and the reported expenses and balance sheet classifications that would be necessary should the going concern assumption be inappropriate, and these adjustments could be material.

See further comments in the Commitments and Loan section, page 16.

At 27 June 2013 the Group had $6.0 million in cash and cash equivalents. A further $3.0 million is available under the Group's Credit Facility Agreement.

Financial Instruments

The Group's financial instruments as at 30 April 2013 comprised of financial assets, comprising available for sale investments, cash and cash equivalents and trade and other receivables and financial liabilities comprised of trade payables, other payables, accrued expenses and interest bearing loans and borrowings.

All of the Group's financial liabilities are measured at amortised cost.

The Board of Directors determines, as required, the degree to which it is appropriate to use financial instruments and hedging techniques to mitigate risks. The main risks for which such instruments may be appropriate are foreign currency risk, liquidity risk, credit risk, interest rate risk and commodity price risk each of which is discussed in note 13 of the financial statements for the quarter ended 30 April 2013.

COMMITMENTS AND LOANS

At 30 April 2013 there were no capital commitments to third parties.

Gold Loan

In March 2010, the Group entered into an agreement ("Gold Loan") with Sandstorm to sell a portion of the life-of-mine gold production from its Ming Mine. Under the terms of the agreement Sandstorm made staged upfront cash payments for the gold to the Group totalling US$20 million.

For this, in each production year following the first year of production, until 175,000oz of payable gold has been produced, the Group has agreed to sell a percentage equal to 25% x (85% divided by the actual percentage of metallurgical recovery of gold realized in the immediately preceding production year) provided that, if the payable gold production in any production year after the third production year is less than 15,000 ounces, then in each such production year, Sandstorm payable gold shall not be less than 25% of the payable gold. In each production year following the first year of production, after 175,000oz of payable gold has been produced, the Group has agreed to sell a percentage equal to 12% x (85% divided by the actual percentage of metallurgical recovery of gold realized in the immediately preceding production year) provided that, if the payable gold production in any production year after the third production year is less than 15,000 ounces, then in each such production year, Sandstorm payable gold shall not be less than 12% of the payable gold for the remainder of the period ending 40 years after the date of the agreement. After the expiry of the 40 year term, the agreement is renewable in 10 year terms at the option of Sandstorm.

The remaining circumstances in which the Gold Loan may be repaid earlier than by the delivery of payable gold are as follows:


 
i.  If within 24 months of the date that gold is first produced (28 November
    2011), the Ming Mine has not produced and sold a minimum of 24,000oz of
    payable gold (17,425 oz produced to 30 April 2013) then a portion of the
    US$20 million will be repayable based on the shortfall of payable gold,
    and/or; 
ii. Within the first 36 months of production of gold any shortfall in the
    value of payable gold below the following amounts will be required to be
    paid in cash: 
 
--  within the first 12 months - US$3.6 million 
--  within the second 12 months - US$3.6 million 
--  within the third 12 months - US$3.1 million 

During the first seventeen months of production, repayments of US$8,916,148 were made from the delivery of 5,407 ounces of gold thereby satisfying the requirement to repay a minimum of US$3.6 million cash during the first and second 12 month periods and partially meeting the requirements for the third 12 months.

Credit Facility

On 29 September 2011 the Group agreed a Credit Facility of up to $10 million with Sprott Resource Lending Partnership ('Sprott') for use as additional funding for the development of the Ming Mine. Subsequent to amending the agreement in December 2011 the facility is available in three instalments; the first instalment of $5 million was drawn on 29 October 2011, the second instalment of $2.5 million was drawn on 30 January 2012 and the final instalment for the balance up to $10 million was available until 31 August 2012. The Company did not draw on this $2.5 million final available instalment. Interest will accrue at a fixed rate of 9.25% per annum. In connection with the Credit Facility, a Structuring Fee of $100,000 and a 3% Commitment Fee of $300,000 were paid to Sprott in cash. Pursuant to the terms of the Credit Facility, the Company issued $300,000 of ordinary shares of 1p each in the capital of the Company to Sprott in exchange for the repayment of the previously paid cash Commitment Fee. In addition, a further 4% Drawdown Fee on all amounts drawn under the Credit Facility was satisfied by the issuance of ordinary shares by the Company. On 26 March 2013 this agreement was amended such that the principal is repayable by 31 March 2014 and secured by a fixed and floating charge over the assets of the Group. Upon amending the credit facility an amendment fee of $400,000 was paid to Sprott in ordinary shares of 1p each. On 30 April 2013 and subsequently on 31 May 2013 the Group made repayments of $500,000 and $600,000 respectively to Sprott thereby reducing the outstanding balance to $5,900,000. Under the amended agreement $3,000,000 remains available for drawn until 30 September 2013.

Loan and lease balances

At 30 April 2013 interest bearing loans and borrowings comprised a Gold Loan of $18,565,000, finance lease commitments of $7,093,000, a Credit Facility of $6,500,000 and a bank loan of $23,000. During the quarter the Group entered into finance lease commitments of $34,000 to finance the acquisition of mobile equipment for its port warehouse facility.

SUBSEQUENT EVENTS

On 31 May 2013 the Group made a further repayment of $600,000 against the Credit Facility reducing the outstanding balance to $5,900,000 with plans to continue reducing the balance over the coming months.

To view APPENDIX 1 - LOCATION MAP, please visit the following link: http://media3.marketwire.com/docs/627rab_appendix1.jpg

APPENDIX 2 - SELECTED FINANCIAL INFORMATION & REVIEW OF OVERALL PERFORMANCE


 
----------------------------------------------------------------------------
Financial Highlights(All                                                    
 amounts in 000s of Canadian                                                
 Dollars, except shares and                                                 
 per share figures)                       Three months ended,               
                            ------------------------------------------------
                               30 April  31 January  31 October    30 April 
                                   2013        2013        2012        2012 
----------------------------------------------------------------------------
Gold sales (ounces)                 117           -           -   8,194(1)  
----------------------------------------------------------------------------
Average price (per ounce)         1,479           -           -       1,672 
----------------------------------------------------------------------------
Concentrate sales (dmt)           4,274       4,899    4,331(1)           - 
----------------------------------------------------------------------------
Average provisional price                                                   
 (per tonne Cu, Ag & Au                                                     
 concentrate)                     2,343       2,378       2,185           - 
----------------------------------------------------------------------------
Revenue                          10,087      11,407           -           - 
Production costs                  6,435       7,328           -           - 
Depreciation & amortisation       2,190       2,040           -           - 
Administrative expenses             998         925         817         761 
Net Income/(loss)                   193       1,958        (718)       (281)
Cash Flow generated                                                         
 from/(used in) operating                                                   
 activities                        (380)      4,978      (1,157)       (732)
Cash Flow from/(used in)                                                    
 investing activities            (2,099)     (1,158)     (1,005)      1,903 
Cash Flow from/(used in)                                                    
 financing activities  
          (1,353)     (1,413)       (789)       (264)
Net (decrease)/increase in                                                  
 cash                            (3,832)      2,407      (2,933)        907 
Cash and cash equivalents at                                                
 end of period                    3,495       7,325       4,893       4,849 
----------------------------------------------------------------------------
Total Assets                    108,178     111,967     109,229     106,678 
Total Liabilities               (38,385)    (42,734)    (42,335)    (41,933)
Working Capital                  (6,226)     (6,072)     (8,820)     (7,482)
----------------------------------------------------------------------------
Weighted average number of                                                  
 shares outstanding             142,469     142,380     142,369     125,217 
Earnings/(loss) per share         0.001       0.014      (0.005)     (0.002)
----------------------------------------------------------------------------

(1) gold and copper concentrate sales relating to the testing and commissioning of the Ming Mine were credited to Mineral Properties until commercial production is achieved.

APPENDIX 3 - CRITICAL ACCOUNTING POLICIES AND ESTIMATES

The details of the Group's accounting policies are presented in accordance with International Financial Reporting Standards as set out in Note 2 to the financial statements. The preparation of financial statements in conformity with IFRS requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the year.

The following estimates are considered by management to be the most critical for investors to understand some of the processes and reasoning that go into the preparation of the Group's financial statements, providing some insight also to uncertainties that could impact the Group's financial results.

Going Concern

The Group's ability to continue as a going concern, and the recoverability of its mineral properties, is dependent on future trends in copper and gold prices, and its ability to continue generating positive cash flows from current operations. Through the use of current cash reserves and continued production management is satisfied that the Group has sufficient working capital for the forthcoming 12 months. However, there are risks associated with the commencement of a new mining and processing operation which may give rise to the possibility that additional working capital may be required to fund unanticipated delays at the copper concentrator and continued mine production and the repayment of loans falling due for repayment in March 2014. Should additional working capital be required, the Directors consider that further sources of finance could be secured in the required timescale; however, there is no certainty that these funds will be forthcoming. On this basis, the Directors have concluded that the Group is a going concern. These financial statements do not reflect the adjustments to carrying values of assets and liabilities and the reported expenses and balance sheet classifications that would be necessary should the going concern assumption be inappropriate, and these adjustments could be material.

Share-based payments

The Group calculates the cost of share based payments using the Black-Scholes model. Inputs into the model in respect of the expected option life and the volatility are subject to management estimate and any changes to these estimates may have a significant effect on the cost. The assumptions used in calculating the cost of share based payments are explained in note 5 of the financial statements for the year ended 31 July 2012.

Gold Loan

The Group calculates the balance outstanding on the Gold Loan based on estimates of future cash flows arising from the sale of payable gold (see note 19 of the financial statements for the year ended 31 July 2012). The cash flows will be dependent on the production of gold and its selling price at the time of delivery which have been estimated in line with the mine plan, future prices of gold and resource and reserve estimates. Management's estimates of these factors are subject to risk and uncertainties affecting the amount of the interest charge. Any changes to these estimates may result in a significantly different interest charge which would affect the carrying value of the mineral properties costs and the corresponding Gold Loan liability.

Mineral Property and Exploration and Evaluation Costs

The directors have assessed whether there are any indicators of impairment in respect of mineral property and exploration and evaluation costs. In making this assessment they have considered the Group's business plan which includes resource estimates, future processing capacity, the forward market and longer term price outlook for copper and gold. Resource estimates have been based on the most recently filed NI43-101 report and its opportunities economic model which includes resource estimates and conversion of its inferred resources. Management's estimates of these factors are subject to risk and uncertainties affecting the recoverability of the Group's mineral property and exploration and evaluation costs. Any changes to these estimates may result in the recognition of an impairment charge with a corresponding reduction in the carrying value of such assets. After consideration of the above factors, the directors do not consider that there are any indicators that mineral property and exploration and evaluation costs are impaired at the year end.

Closure Costs

The Group has an obligation to reclaim its properties after the minerals have been mined from the site, and has estimated the costs necessary to comply with existing reclamation standards. These estimates are recorded as a liability at their fair values in the periods in which they occur. If the estimate of reclamation costs proves to be inaccurate, the Group could be required to increase the provision for site closure and reclamation costs, which would increase the amount of future reclamation expense, resulting in a reduction in the Group's earnings and net assets.

Revenue

Revenues are subject to variation after the date of sale due to assay, price and foreign exchange fluctuations. Management monitors these changes closely and at the end of the period the directors will consider whether the effect of these variations are material on the whole and determine whether an adjustment is therefore appropriate.

Commercial production

The Group monitors the on-going testing and commissioning of its copper concentrate milling facility to assess when commercial production has been achieved. Commercial Production is the assessment that the mill is capable of operating in the manner intended and was defined by management at the onset of development to be 60 days of continuous production from both the mill and mine, being 85% of target rates envisaged in the Group's Feasibility Study. Prior to commercial production being declared, costs and revenues are offset to the Mineral Properties asset and post commercial production will be charged to the Group's income statement. Commercial production was achieved at 1 November 2012.

CHANGES IN ACCOUNTING POLICIES

In the current quarter, new and revised standards which have been adopted have not affected the disclosures presented in these financial statements.

No standards issued but not yet effective have been adopted early.

International Financial Reporting Standards that have recently been issued or amended but are not yet effective have not been adopted for the annual reporting period ended 31 July 2013:


 
IFRS       Title             Nature of change   Application    Application  
/Amendment                   to accounting      date of   
     date for     
                             policy             standard       Group        
----------------------------------------------------------------------------
Various    Annual            No change to       Various        1 August 2013
           Improvements to   accounting policy,                             
           IFRSs             therefore, no                                  
                             impact                                         
----------------------------------------------------------------------------
IFRS 9     Financial         No change to       1 January 2015 1 August 2015
           instruments:      accounting policy,                             
           Classification    therefore, no                                  
           and Measurement   impact                                         
----------------------------------------------------------------------------
IFRS 10    Consolidated      No change to       1 January 2013 1 August 2013
           Financial         accounting policy,                             
           Statements        therefore, no                                  
                             impact                                         
----------------------------------------------------------------------------
IFRS 11    Joint             No change to       1 January 2013 1 August 2013
           Arrangements      accounting policy,                             
                             therefore, no                                  
                             impact                                         
----------------------------------------------------------------------------
IFRS 12    Disclosure of     No change to       1 January 2013 1 August 2013
           Interests in      accounting policy,                             
           Other Entities    therefore, no                                  
                             impact                                         
----------------------------------------------------------------------------
IFRS 13    Fair Value        No change to       1 January 2013 1 August 2013
           Measurement       accounting policy,                             
                             therefore, no                                  
                             impact                                         
----------------------------------------------------------------------------

Management have reviewed the impact of the above standards and interpretations and have concluded that they will not result in any material changes to reported results.

Details of the main accounting policies of the Group are included in note 2 of the financial statements for the year ended 31 July 2012.

APPENDIX 4 - OTHER MATTERS

Outstanding Share & Option Data

As at the date of this MD&A the following securities are outstanding:


 
----------------------------------------------------------------------------
Security       Shares issued or Issuable   Weighted Average Exercise Price  
----------------------------------------------------------------------------
Common Shares         143,235,614                         --                
----------------------------------------------------------------------------
Options               4,113,000(i)                      $0.45               
----------------------------------------------------------------------------

(i)if all options have fully vested

For further assistance Mr. Peter Mercer, Corporate Secretary can be reached directly at +1-709-800-1929 ext.500 or pmercer@ramblermines.com.

Forward Looking Information

This MD&A contains "forward-looking information" which may include, but is not limited to, statements with respect to the Group's objectives and strategy, future financial or operating performance of the Group and its projects, exploration expenditures, costs and timing of the development of new deposits, costs and timing of future exploration, requirements for additional capital, government regulation of mining exploration and development, environmental risks, title disputes or claims and limitations of insurance coverage. All statements, other than statements of historical fact, are forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", or "believes" or variations (including negative variations) of such words and phrases, or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved.

Forward-looking statements are necessarily based on a number of estimates and assumptions that, while considered reasonably by the Company, involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Group to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Such factors include, among others, general business, economic, competitive, political and social uncertainties; the actual results of current exploration activities; conclusions of economic evaluations; availability and cost of credit; fluctuations in Canadian dollar interest rates; fluctuations in the relative value of United States dollars, Canadian dollars and British Pounds; changes in planned parameters as plans continue to be refined; fluctuations in the market and forward prices of copper, gold, silver or certain other commodities; possible variations of ore grade or recovery rates; failure of equipment; accidents and other risks of the mining exploration industry; political instability, insurrection or war; delays in obtaining governmental approvals or financing or in the completion of development or construction activities, as well as those factors discussed in the section entitled "Risk Factors" in the Report of Directors. Although the Group has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. Unless stated otherwise, forward-looking statements contained herein are made as of the date of this MD&A. Other than as required by applicable securities law, the Company disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events or results or otherwise. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. All of the forward-looking statements made in this MD&A are qualified by these cautionary statements. Accordingly, readers should not place undue reliance on forward-looking statements.

Further information

Additional information relating to the Group is on SEDAR at www.sedar.com and on the Group's web site at www.ramblermines.com.

Unaudited Consolidated Financial Information

For the Quarter Ended 30 April 2013

The accompanying financial information for the quarters ended 30 April 2013 and 30 April 2012 has not been reviewed or audited by the Group's auditor and has an effective date of 27 June 2013.

Rambler Metals and Mining Plc

Unaudited Consolidated income statement


 
For the Quarter Ended 30 April 2013                                         
(EXPRESSED IN CANADIAN DOLLARS)                                             
                             Quarter      Quarter                           
                            ended 30     ended 30  Nine months  Nine months 
                               April        April     ended 30     ended 30 
                                2013         2012   April 2013  
 April 2012 
                               $,000        $,000        $,000        $,000 
                                                                            
Revenue                       10,087            -       21,494        1,219 
Production costs               6,435            -       13,763          674 
Depreciation &                                                              
 amortisation                  2,190            -        4,230            - 
                        ----------------------------------------------------
Gross profit                   1,462            -        3,501          545 
                                                                            
Administrative expenses          998          772        2,740        2,261 
                        ----------------------------------------------------
Operating profit/(loss)          464         (772)         761       (1,716)
                        ----------------------------------------------------
                                                                            
Bank interest receivable          20           17           64           70 
Loss on derivative                                                          
 financial instruments          (858)           -         (276)           - 
Finance costs                                                               
                                 810           (2)       1,074           (7)
Foreign exchange                                                            
 differences                    (243)         476         (218)        (512)
                        ----------------------------------------------------
Net financing                                                               
 (expense)/income               (271)         491          644         (449)
                        ----------------------------------------------------
                                                                            
Profit/(loss) before tax         193         (281)       1,405       (2,165)
Income tax credit                  -            -           28            - 
                        ----------------------------------------------------
Profit/(loss) for the                                                       
 period and attributable                                                    
 to owners of the parent         193         (281)       1,433       (2,165)
                        ----------------------------------------------------
                        ----------------------------------------------------
                                                                            
Earnings/(loss) per share                                                   
                                                                            
                                          Quarter               Nine months 
                                            ended   Nine months       ended 
                        Quarter ended    30 April         ended    30 April 
                        30 April 2013        2012 30 April 2013        2012 
                                    $           $             $           $ 
                                                                            
Basic earnings/( loss)                                                      
 per share                      0.001      (0.002)        0.010      (0.017)
                        ----------------------------------------------------
                                                                            
Diluted earnings/(loss)                                                     
 per share                      0.001      (0.002)        0.010      (0.017)
                        ----------------------------------------------------
                                                                            
Rambler Metals and Mining Plc                                               
                                                                            
Unaudited Consolidated statement of comprehensive income                    
                                                                            
For the Quarter Ended 30 April 2013                                         
(EXPRESSED IN CANADIAN DOLLARS)                                             
                             Quarter      Quarter  Nine months  Nine months 
                               ended        ended        ended        ended 
                            30 April     30 April     30 April     30 April 
                                2013         2012         2013         2012 
                               $,000        $,000        $,000        $,000 
                                                                            
Profit/(loss) for the                                                       
 period                          193         (281)       1,433       (2,165)
                        ----------------------------------------------------
                                                                            
Amounts which may be                                                        
 reclassified                                                               
 subsequentlyto profit                                                      
 or loss                                                                    
Exchange differences on                                                     
 translation of foreign                                                     
 operations (net of tax)           1          (30)          (2)         (20)
Gain (loss) on available                                                    
 for sale investment             (50)        (247)         458         (247)
                        ----------------------------------------------------
Total amounts which may                                                     
 be reclassified                                                            
 subsequently to profit                                                     
 or loss                         (49)        (277)         456         (267)
                        ----------------------------------------------------
Other comprehensive                                                         
 income/(loss) for the                                                      
 period                          (49)        (277)         456         (267)
                        ----------------------------------------------------
                                                                            
Total comprehensive                                                         
 income/(loss) for the                                                      
 period and attributable                                                    
 to the owners of the                                                       
 parent                          144         (558)       1,889       (2,432)
                        ----------------------------------------------------
                        ----------------------------------------------------
                                                                            
                                                                            
Rambler Metals and Mining Plc                                               
                                                                            
Consolidated balance sheet                                                  
                                                                            
As at 30 April 2013                                                         
(EXPRESSED IN CANADIAN DOLLARS)                                             
                                          Note     Unaudited        Audited 
                                                    30 April        31 July 
                                                        2013           2012 
                                                       $,000          $,000 
Assets                                                                      
  Intangible assets                        3          17,319         17,260 
  Mineral properties                       4          49,059         48,064 
  Property, plant and equipment            5          29,208         31,494 
  Available for sale investments           6           1,170            712 
                                              ------------------------------
Total non-current assets                              96,756         97,530 
                                              ------------------------------
                                                                            
  Inventory                                7           3,149          1,100 
  Trade and other receivables                            864            999 
  Derivative financial asset               8             650              - 
  Restricted cash                          10          3,264          3,263 
  Cash and cash equivalents                            3,495          7,826 
                                              ------------------------------
Total current assets                                  11,422         13,188 
                                              ------------------------------
Total assets                                         108,178        110,718 
                                              ------------------------------
                                              ------------------------------
                                                                            
Equity                                                                      
  Issued capital                                       2,613          2,599 
  Share premium                                       75,164         74,756 
  Merger reserve                                         214            214 
  Translation reserve                                    141            143 
  Fair value reserve                                      36           (422)
  Accumulated losses                                  (8,375)        (9,888)
                                              ------------------------------
Total equity                                          69,793         67,402 
                                              ------------------------------
                                                                            
Liabilities                                                                 
  Interest-bearing loans and borrowings    9          18,857         20,691 
  Provision                                10          1,880          1,812 
                                              ------------------------------
Total non-current liabilities                         20,737         22,503 
                                              ------------------------------
                                                                            
  Interest-bearing loans and borrowings    9          12,953         14,827 
  Trade and other payables                             4,695          5,986 
                                              ------------------------------
Total current liabilities                             17,648         20,813 
                                              ------------------------------
Total liabilities                                     38,385         43,316 
                                              ------------------------------
Total equity and liabilities                         108,178        110,718 
                                              ------------------------------
                                              ------------------------------
                                                                            
Rambler Metals and Mining Plc                                               
                                                                            
Consolidated Statement of Changes in Equity                                 
                                                                            
                                                                            
(EXPRESSED IN               Share         Share                 Translation 
 CANADIAN DOLLARS)         capital      premium Merger reserve      reserve 
Audited                      $,000        $,000          $,000        $,000 
Balance at 1 August                                                         
 2011                        2,299       65,934            214          135 
                    --------------------------------------------------------
Comprehensive loss                                                          
Loss for the year                -            -              -            - 
Foreign exchange                                                            
 translation                                                                
 differences                     -            -              -            8 
Loss on available                                                           
 for sale                                                                   
 investments                     -            -              -            - 
                    --------------------------------------------------------
Other comprehensive                                                         
 loss                            -            -              -            8 
                    --------------------------------------------------------
Total comprehensive                                                         
 loss for the year               -            -              -            8 
                    --------------------------------------------------------
Transactions with                                                           
 owners                                                                     
Issue of share                                                              
 capital                       300        9,047              -            - 
Share issue expenses             -         (225)             -            - 
Share-based payments             -            -              -            - 
                    --------------------------------------------------------
Transactions with                                                           
 owners                        300        8,822              -            - 
                    --------------------------------------------------------
Balance at 31 July                                                          
 2012                        2,599       74,756            214          143 
                    --------------------------------------------------------
                    --------------------------------------------------------
Unaudited                                                                   
Balance at 1 August                                                         
 2012                        2,599       74,756            214          143 
                    --------------------------------------------------------
Comprehensive loss                                                          
Profit for the                                                              
 period                          -            -              -            - 
                    --------------------------------------------------------
Foreign exchange                                                            
 translation                                                                
 differences                     -            -              -           (2)
Gain on available                                                           
 for sale                                                                   
 investments                     -            -              -            - 
                    --------------------------------------------------------
Other comprehensive                                                         
 income                          -            -              -           (2)
                    --------------------------------------------------------
Total comprehensive                                                         
 income for the                                                             
 period                          -            -              -           (2)
                    --------------------------------------------------------
Transactions with                                                           
 owners                                                                     
Issue of share                                                              
 capital                        14          408              -            - 
Share-based payments             -            -              -            - 
                    --------------------------------------------------------
Transactions with                                                           
 owners                         14          408              -            - 
                    --------------------------------------------------------
Balance at 30 April                                                         
 2013                        2,613       75,164            214          141 
                    --------------------------------------------------------
                    --------------------------------------------------------
 
                                                                            
(EXPRESSED IN                        Fair value   Accumulated               
 CANADIAN DOLLARS)                      reserve        Losses         Total 
Audited                                   $,000         $,000         $,000 
Balance at 1 August                                                         
 2011                                         -        (6,604)       61,978 
                    --------------------------------------------------------
Comprehensive loss                                                          
Loss for the year                             -        (3,367)       (3,367)
Foreign exchange                                                            
 translation                                                                
 differences                                  -             -             8 
Loss on available                                                           
 for sale                                                                   
 investments                               (422)            -          (422)
                    --------------------------------------------------------
Other comprehensive                                                         
 loss                                      (422)            -          (414)
                    --------------------------------------------------------
Total comprehensive                                                         
 loss for the year                         (422)       (3,367)       (3,781)
                    --------------------------------------------------------
Transactions with                                                           
 owners                                                                     
Issue of share                                                              
 capital                                      -             -         9,347 
Share issue expenses                          -             -          (225)
Share-based payments                          -            83            83 
                    --------------------------------------------------------
Transactions with                                                           
 owners                                       -            83         9,205 
                    --------------------------------------------------------
Balance at 31 July                                                          
 2012                                      (422)       (9,888)       67,402 
                    --------------------------------------------------------
                    --------------------------------------------------------
Unaudited                                                                   
Balance at 1 August                                                         
 2012                                      (422)       (9,888)       67,402 
                    --------------------------------------------------------
Comprehensive loss                                                          
Profit for the                                                              
 period                                       -         1,433         1,433 
                    --------------------------------------------------------
Foreign exchange                                                            
 translation                                                                
 differences                                  -             -            (2)
Gain on available                                                           
 for sale                                                                   
 investments                                458             -           458 
                    --------------------------------------------------------
Other comprehensive                                                         
 income                                     458             -           456 
                    --------------------------------------------------------
Total comprehensive                                                         
 income for the                                                             
 period                                     458         1,433         1,889 
                    --------------------------------------------------------
Transactions with                                                           
 owners                                                                     
Issue of share                                                              
 capital                                      -             -           422 
Share-based payments                          -            80            80 
                    --------------------------------------------------------
Transactions with                                                           
 owners                                       -            80           502 
                    --------------------------------------------------------
Balance at 30 April                                                         
 2013                                        36        (8,375)       69,793 
                    --------------------------------------------------------
                    --------------------------------------------------------
                                                                            
Rambler Metals and Mining Plc                                               
                                                                            
Unaudited statements of cash flows                                          
                                                                            
For the Quarter Ended 30 April 2013                                         
(EXPRESSED IN CANADIAN DOLLARS)                                             
                                                                            
                             Quarter      Quarter  Nine months  Nine months 
                            ended 30     ended 30     ended 30     ended 30 
                          April 2013   April 2012   April 2013   April 2012 
                               $,000        $,000        $,000        $,000 
Cash flows from                                                             
 operating activities                                                       
Operating profit/(loss)          464         (772)         761       (1,716)
Depreciation                   2,215            4        4,305          107 
Share based payments              15           18           80           65 
(Increase)/decrease in                                                      
 inventory                      (522)        (141)      (2,049)        (101)
(Increase)/decrease in                                                      
 receivables                    (492)         (18)      (1,073)         921 
(Decrease)/increase in                                                      
 payables                     (1,777)         159        1,964          733 
                        ----------------------------------------------------
Cash (utilised                                                              
 in)generated from                                                          
 operations                      (97)        (750)       3,988            9 
Income tax received                -            -           28            - 
Interest paid                   (283)          (2)        (575)          (7)
                        ----------------------------------------------------
Net cash (utilised                                                          
 in)/generated from                                                         
 operating activities           (380)        (752)       3,441            2 
                        ----------------------------------------------------
                                                                            
Cash flows from                                                             
 investing activities                                                       
Interest received                 20           17           64           70 
Acquisition of bearer                                                       
 deposit note                      4          146           (1)         118 
Acquisition of listed                                                       
 investment                                (1,035)                   (1,035)
Acquisition of                                                              
 evaluation and                                                             
 exploration assets               (2)        (338)         (62)        (651)
Acquisition of mineral                                                      
 properties - net             (1,768)       6,115       (3,264)         179 
Acquisition of property,                                                    
 plant and equipment            (353)      (2,982)        (999)      (9,179)
                        ----------------------------------------------------
Net cash (utilised                                                          
 in)/generated from                                                         
 investing activities         (2,099)       1,923       (4,262)     (10,498)
                        ----------------------------------------------------
                                                                            
Cash flows from                                                             
 financing activities                                                       
Proceeds from issue of                                                      
 share capital                     -        4,578           21        4,578 
Share issue expenses               -          (82)           -          (82)
Proceeds from issue of                                                      
 share options                     -           30            -           38 
Repayment of Gold loan          (297)      (4,385)      (1,057)      (5,163)
(Repayment)/proceeds                                                        
 from loans                     (506)           6       (1,006)       6,976 
Capital element of                                                          
 finance lease payments         (550)        (411)      (1,513)      (1,187)
                        ----------------------------------------------------
Net cash (utilised in)/                                                     
 generated from                                                             
 financing activities         (1,353)        (264)      (3,555)       5,160 
                        ----------------------------------------------------
                                                                            
Net (decrease)/increase                                                     
 in cash and cash                                                           
 equivalents                  (3,832)         907       (4,376)      (5,336)
Cash and cash                                                               
 equivalents at                                                             
 beginning of period           7,325        3,974        7,826       10,170 
Effect of exchange rate                                                     
 fluctuations on cash                                                       
 held                              2          (32)          45           15 
                        ----------------------------------------------------
Cash and cash                                                               
 equivalents at end of                                                      
 period                        3,495        4,849        3,495        4,849 
                        ----------------------------------------------------
                        ----------------------------------------------------

Rambler Metals and Mining Plc

Unaudited Notes to the financial statements

1. Nature of operations and going concern

The principal activity of the Group is the development and exploration of the Ming Copper-Gold Mine ("Ming Mine") located in Baie Verte, Newfoundland and Labrador, Canada.

The Group's ability to continue as a going concern, and the recoverability of its mineral properties, is dependent on future trends in copper and gold prices, and its ability to continue generating positive cash flows from current operations. Through the use of current cash reserves and continued production, management is satisfied that the Group has sufficient working capital for the forthcoming 12 months. However, there are risks associated with the commencement of a new mining and processing operation which may give rise to the possibility that additional working capital may be required to fund unanticipated delays at the copper concentrator and continued mine production and the repayment of loans falling due for repayment in March 2014. Should additional working capital be required, the Directors consider that further sources of finance could be secured in the required timescale; however, there is no certainty that these funds will be forthcoming. On this basis, the Directors have concluded that the Group is a going concern. These financial statements do not reflect the adjustments to carrying values of assets and liabilities and the reported expenses and balance sheet classifications that would be necessary should the going concern assumption be inappropriate, and these adjustments could be material.

2. Accounting policies

Details of the main accounting policies of the Group are included in note 2 of the financial statements for the year ended 31 July 2012. The following accounting policies have been applied or modified during the current quarter:

Revenue - Sale of concentrate

Revenue associated with the sale of copper concentrate is recognised when significant risks and rewards of ownership of the asset sold are transferred to the Group's off-taker, which is when the group receives provisional payment for each lot of concentrate invoiced. Where a provisional invoice is not raised, risks and rewards of ownership transfer when the concentrate passes over the rail of the shipping vessel. Adjustments arising due to differences in assays and weights, from the time of provisional invoicing to the time of final settlement, are adjusted to revenue.

Trade and other receivables

Trade and other receivables are generally stated at their cost less impairment losses. Receivables in respect of the sale of copper concentrate which contain an embedded derivative linking them to future commodity prices are measured at fair value through profit and loss and are treated as derivative financial assets or liabilities.

Financial instruments measured at fair value through profit and loss

Financial instruments measured at fair value through profit and loss, which includes all derivative financial instruments and receivables containing embedded derivatives arising from sales of concentrate, are measured at fair value at each balance sheet date with changes in value reflected directly within the income statement.

3. Intangible assets


 
                                                                 Exploration
                                                                         and
                                                                  evaluation
                                                                       Costs
                                                                       $,000
Cost                                                                        
Balance at 1 August 2011                                              16,627
Acquisitions                                                             633
                                                                ------------
Balance at 31 July 2012                                               17,260
                                                                ------------
                                                                ------------
                                                                            
Balance at 1 August 2012                                              17,260
Acquisitions                                                              59
                                                                ------------
Balance at 30 April 2013                                              17,319
                                                                ------------
                                                                ------------
Carrying amounts                                                            
At 31 July 2012                                                       17,260
                                                                ------------
                                                                ------------
At 30 April 2013                                                      17,319
                                                                ------------
                                                                ------------
                                                                            
                                                                            
4.Mineral Properties                                                        
                                                                    Mineral 
                                                                   Property 
                                                                      $,000 
Cost                                                                        
Balance at 1 August 2011                                             38,468 
Acquisitions                                                          9,596 
                                                                ------------
Balance at 31 July 2012                                              48,064 
                                                                ------------
                                                                ------------
                                                                            
Balance at 1 August 2012                                             48,064 
Acquisitions                                                          4,397 
Transfer to inventory on commercial production                       (2,130)
                                                                ------------
Balance at 30 April 2013                                             50,331 
                                                                ------------
                                                                ------------
                                                                            
Amortisation                                                                
Balance at 1 August 2011                                                  - 
Amortisation charge                                                       - 
                                                                ------------
Balance at 31 July 2012                                                   - 
                                                                ------------
                                                                ------------
                                                                            
Balance at 1 August 2012                                                  - 
Amortisation charge                                                   1,272 
                                                                ------------
Balance at 30 April 2013                                              1,272 
                                                                ------------
                                                                ------------
                                                                            
Carrying amounts                                                            
At 31 July 2012                                                      48,064 
                                                                ------------
                                                                ------------
At 30 April 2013                                                     49,059 
                                                                ------------
                                                                ------------
5.Property, plant and equipment                                             
                                                                            
                       Land and  Assets under                     Plant and 
                      buildings  construction  Motor vehicles     equipment 
                          $,000         $,000           $,000         $,000 
Cost                                                                        
Balance at 1                                                                
 August 2011              2,941        15,310             153        14,165 
Acquisitions                733         6,189              59         3,378 
Disposals                     -             -               -          (189)
                ------------------------------------------------------------
Balance at 31                                                               
 July 2012                3,674        21,499             212        17,354 
                ------------------------------------------------------------
                ------------------------------------------------------------
                                                                            
Balance at 1                                                                
 August 2012              3,674        21,499             212        17,354 
Additions                    30           125              47         1,570 
Reclassification            613       (21,604)              -        20,991 
                ------------------------------------------------------------
Balance at 30                                                               
 April 2013               4,317            20             259        39,915 
                ------------------------------------------------------------
                ------------------------------------------------------------
                                                                            
 
                                     Fixtures,                              
                                  fittings and      Computer                
                                     equipment     equipment          Total 
                                         $,000         $,000          $,000 
Cost                                                                        
Balance at 1                                                                
 August 2011                                90           670         33,329 
Acquisitions                                 3            89         10,451 
Disposals                                    -            (6)          (195)
                ------------------------------------------------------------
Balance at 31                                                               
 July 2012                                  93           753         43,585 
                ------------------------------------------------------------
                ------------------------------------------------------------
                                                                            
Balance at 1                                                                
 August 2012                                93           753         43,585 
Additions                                   15             6          1,793 
Reclassification                             -             -              - 
                ------------------------------------------------------------
Balance at 30                                                               
 April 2013                                108           759         45,378 
                ------------------------------------------------------------
                ------------------------------------------------------------
                                                                            
Depreciation and                                                            
 impairment                                                                 
 lossesBalance                                                              
 at 1 August                                                                
 2011                       926              -             71         6,452 
Depreciation                                                                
 charge                     333              -             58         3,755 
Eliminated on                                                               
 disposals                    -              -              -          (189)
                ------------------------------------------------------------
Balance at 31                                                               
 July 2012                1,259              -            129        10,018 
                ------------------------------------------------------------
                ------------------------------------------------------------
                                                                            
Balance at 1                                                                
 August 2012              1,259              -            129        10,018 
Depreciation                                                                
 charge                     299              -             39         3,658 
                ------------------------------------------------------------
Balance at 30                                                               
 April 2013               1,558              -            168        13,676 
                ------------------------------------------------------------
                ------------------------------------------------------------
                                                                            
Carrying amounts                                                            
At 31 July 2012           2,415         21,499             83         7,336 
                ------------------------------------------------------------
                ------------------------------------------------------------
At 30 April 2013          2,759             20             91        26,239 
                ------------------------------------------------------------
                ------------------------------------------------------------
                                                                            
 
Depreciation and                                                            
 impairment                                                                 
 lossesBalance                                                              
 at 1 August                                                                
 2011                                       57           491          7,997 
Depreciation                                                                
 charge                                     15           128          4,289 
Eliminated on                                                               
 disposals                                   -            (6)          (195)
                ------------------------------------------------------------
Balance at 31                                                               
 July 2012                                  72           613         12,091 
                ------------------------------------------------------------
                ------------------------------------------------------------
                                                                            
Balance at 1                                                                
 August 2012                                72           613         12,091 
Depreciation                                                                
 charge                                     12            71          4,079 
                ------------------------------------------------------------
Balance at 30                                                               
 April 2013                                 84           684         16,170 
                ------------------------------------------------------------
                ------------------------------------------------------------
                                                                            
Carrying amounts                                                            
At 31 July 2012                             21           140         31,494 
                ------------------------------------------------------------
                ------------------------------------------------------------
At 30 April 2013                            24            75         29,208 
                ------------------------------------------------------------
                ------------------------------------------------------------
                                                                            
                                                                            
6. Available for sale investments                                           
                                                                            
                                                                  Available 
                                                                   for sale 
                                                                investments 
                                                                      $'000 
Cost                                                                        
Balance at 1 August 2011                                                  - 
Acquisitions                                                          1,134 
Revaluation                                                            (422)
                                                                ------------
Balance at 31 July 2012                                                 712 
                                                                ------------
                                                                ------------
                                                                            
Balance at 1 August 2012                                                712 
Revaluation                                                             458 
                                                                ------------
Balance at 30 April 2013                                              1,170 
                                                                ------------
                                                                ------------

Rambler holds a 17% equity stake Maritime Resources Corp and an invitation to appoint a representative to join Maritime's Board of Directors. The market price at 30 April 2013 was $0.23 per share.


 
7.Inventories                                                               
                                                                            
                                                30 April 2013   31 July 2012
                                                        $,000          $,000
                                                                            
Operating supplies                                      1,493          1,100
Ore and concentrate stockpile                           1,656              -
                                              ------------------------------
                                                        3,149          1,100
                                              ------------------------------
                                              ------------------------------
8.Derivative financial asset                                                
                                                30 April 2013   31 July 2012
                                                        $,000          $,000
                                                                            
Concentrate receivables from off-taker                    650              -
                                              ------------------------------
                                              ------------------------------

9. Interest-bearing loans and borrowings

This note provides information about the contractual terms of the Group's interest-bearing loans and borrowings. For more information about the Group's exposure to interest rate and foreign currency risk, see note 13.


 
                                                30 April 2013   31 July 2012
                                                        $,000          $,000
Non-current liabilities                                                     
Bank loan                                                  20             23
Finance lease liabilities                               4,840          5,727
Gold Loan                                              13,997         14,941
                                              ------------------------------
                                                       18,857         20,691
                                              ------------------------------
                                              ------------------------------
                                                                            
Current liabilities                                                         
Current portion of bank loan                                3              3
Current portion of finance lease liabilities            2,253          1,962
Current portion of Gold Loan                            4,568          5,948
Credit Facility                                         6,129          6,914
                                              ------------------------------
                                                       12,953         14,827
                                              ------------------------------
                                              ------------------------------
                                                                            
Finance lease liabilities                                                   
Finance lease liabilities are payable as follows:                           
                   Minimum                       Minimum                    
                     lease                         lease                    
                  Payments  Interest Principal  Payments  Interest Principal
                  30 April  30 April  30 April   31 July   31 July   31 July
                      2013      2013      2013      2012      2012      2012
                     $,000     $,000     $,000     $,000     $,000     $,000
Less than one                                                               
 year                2,563       310     2,253     2,189       227     1,962
Between one and                                                             
 five years          5,182       342     4,840     6,361       634     5,727
                ------------------------------------------------------------
                     7,745       652     7,093     8,550       861     7,689
                ------------------------------------------------------------
                ------------------------------------------------------------

Under the terms of the equipment lease agreements, no contingent rents are payable.

The bank loan is secured by way of a fixed charge over a property and is repayable in monthly instalments of $384 over 12 years.

Gold Loan

In March 2010, the Group entered into an agreement ("Gold Loan") with Sandstorm to sell a portion of the life-of-mine gold production from its Ming Mine.

Under the terms of the agreement Sandstorm made staged upfront cash payments for the gold to the Group totalling US$20 million.

For this, in each production year following the first year of production, until 175,000oz of payable gold has been produced, the Group has agreed to sell a percentage equal to 25% x (85% divided by the actual percentage of metallurgical recovery of gold realized in the immediately preceding production year) provided that, if the payable gold production in any production year after the third production year is less than 15,000 ounces, then in each such production year, Sandstorm payable gold shall not be less than 25% of the payable gold. In each production year following the first year of production, after 175,000oz of payable gold has been produced, the Group has agreed to sell a percentage equal to 12% x (85% divided by the actual percentage of metallurgical recovery of gold realized in the immediately preceding production year) provided that, if the payable gold production in any production year after the third production year is less than 15,000 ounces, then in each such production year, Sandstorm payable gold shall not be less than 12% of the payable gold for the remainder of the period ending 40 years after the date of the agreement. After the expiry of the 40 year term, the agreement is renewable in 10 year terms at the option of Sandstorm.

A 4.5% cash commission was payable with each payment received under the agreement.

The remaining circumstances in which the Gold Loan may be repaid earlier than by the delivery of payable gold are as follows:


 
i.  If within 24 months of the date that gold is first produced (28 November
    2011), the Ming Mine has not produced and sold a minimum of 24,000oz of
    payable gold then a portion of the US$20 million will be repayable based
    on the shortfall of payable gold. 
 
ii. Within the first 36 months of production of gold any shortfall in the
    value of payable gold below the following amounts will be required to be
    paid in cash: 
 
--  within the first 12 months - US$3.6 million 
--  within the second 12 months - US$3.6 million 
--  within the third 12 months - US$3.1 million 

During the first seventeen months of production, repayments of US$8,916,148 were made from the delivery of 5,407 ounces of gold thereby satisfying the requirement to repay a minimum of US$3.6 million cash during the first and second 12 months and partially meeting the requirements for the third 12 months.

The Gold Loan is accounted for as a financial liability carried at amortised cost. In determining the carrying value of the loan the cash flows due under the agreement are forecast at each quarter end based on management's best estimates of the time of delivery of payable gold, the total amount of gold expected to be produced over the mine life and the timing of that production.

Interest of $1,295,000 was credited to the income statement during Q3/13 (Q2/13:$818,000). In Q3/12 $1,851,000 was charged to mineral properties.

The Gold Loan is secured by a fixed and floating charge over the assets of the Group.

Credit Facility

On 29 September 2011 the Group agreed a credit facility of up to $10 million with Sprott Resource Lending Partnership ("Sprott") for use as additional funding for the development of the Ming Mine. Subsequent to amending the agreement in December 2011 the facility is available in three instalments; the first instalment of $5 million was drawn on 29 January 2012, the second instalment of $2.5 million was drawn on 30 January 2012 and the final instalment for the balance up to $10 million was available until 31 August 2012 but was not drawn. Interest accrues at a fixed rate of 9.25% per annum. In connection with the credit facility, a structuring fee of $100,000 and a 3% commitment fee of $300,000 were paid to Sprott in cash. Pursuant to the terms of the credit facility, the Company issued $300,000 of ordinary shares of 1p each in the capital of the Company to Sprott in exchange for the repayment of the previously paid cash commitment fee. In addition, a further 4% drawdown fee on all amounts drawn under the credit facility was satisfied by the issuance of ordinary shares by the Company. On 26 March 2013 this agreement was amended such that the principle is repayable by 31 March 2014 and is secured by a fixed and floating charge over the assets of the Group. Upon amending the credit facility an amendment fee of $400,000 was paid to Sprott in ordinary shares of 1p each. On 30 April 2013 and subsequently on 31 May 2013 the Group made repayments of $500,000 and $600,000 respectively to Sprott thereby reducing the outstanding balance to $5,900,000. Under the amended agreement $3,000,000 remains available for drawn until 30 September 2013.

Financing and interest charges of $336,000 were expensed during Q3/13 (Q2/13: $392,000) and $371,000 was charged to mineral properties in Q3/12.

10. Provisions


 
                                                30 April 2013  31 July 2012 
                                                        $,000         $,000 
Reclamation and closure provision                                           
Opening balance                                         1,812         1,647 
Released during the period                                  -          (121)
Unwinding of discount                                      68           286 
                                              ------------------------------
Closing balance                                         1,880         1,812 
                                              ------------------------------
                                              ------------------------------

The reclamation and closure provision has been made in respect of costs of land restoration and rehabilitation expected to be incurred at the end of the Ming Mine's useful life. The provision has been calculated based on the present value of the expected future cash flows associated with reclamation and closure activities as required by the Government of Newfoundland and Labrador. The provision relates to restoration of all three sites associated with the Ming Mine project: mill, mine and port sites. The liability is secured by Letters of Credit for $3,255,155.

11. Related parties


 
Transactions with key management personnel                                  
Total key management personnel compensations were as follows:               
                                                                            
                                                   Nine months   Nine months
                     Quarter ended Quarter ended      ended 30      ended 30
                     30 April 2013 30 April 2012     April2013    April 2012
                             $,000         $,000         $,000         $,000
Salaries                       203           164           581           496
Share based payments             -             4             -            17
                     -------------------------------------------------------
                               203           168           581           513
                     -------------------------------------------------------
                     -------------------------------------------------------

12. Share-based payments

The number and weighted average exercise prices of share options are as follows:


 
                                Weighted                Weighted            
                                 average                 average            
                                exercise     Number     exercise     Number 
                                   price of options        price of options 
                                30 April   30 April      31 July    31 July 
                                    2013       2013         2012       2012 
                                       $    No. 000            $    No. 000 
Outstanding at the beginning                                                
 of the period                     0.461      3,937        0.484      4,167 
Granted during the period          0.518        387        0.503        646 
Exercised                          0.380        (72)       0.175       (202)
Cancelled during the period        0.627       (240)       0.541       (674)
                                        ------------            ------------
Outstanding at the end of                                                   
 the period                        0.458      4,012        0.461      3,937 
                                        ------------            ------------
                                        ------------            ------------
Exercisable at the end of                                                   
 the period                        0.445      3,352        0.446      3,313 
                                        ------------            ------------
                                        ------------            ------------

The options outstanding at 30 April 2013 have an exercise price in the range of $0.16 to $1.10 and a weighted average remaining contractual life of 6.4 years (31 July 2012: 6.9 years).

The fair value of services received in return for share options granted are measured by reference to the fair value of share options granted. The estimate of the fair value of the services received is measured based on the Black-Scholes model. The contractual life of the option (10 years) is used as an input into this model. Expectations of early exercise are incorporated into the Black-Scholes model.


 
Fair value of share options     Quarter     Quarter Nine months Nine months 
 and assumptions               ended 30    ended 30    ended 30    ended 30 
                             April 2013  April 2012  April 2013  April 2012 
                                  $,000       $,000       $,000       $,000 
Fair value at measurement                                                   
 date of options granted in                                                 
 the period                          24          48          84         127 
                            ------------------------------------------------
Weighted average fair value                                                 
 per option granted in                                                      
 period                           0.218       0.323       0.239       0.294 
Share price (weighted                                                       
 average)                        $0.500       0.530      $0.518       0.495 
Exercise price (weighted                                                    
 average)                        $0.500       0.530      $0.518       0.495 
Expected volatility                                                         
 (expressed as weighted                                                     
 average volatility used in                                                 
 the modelling under Black-                                                 
 Scholes model)                    49.1%       69.3%       52.5%       69.5%
Expected option life (years)          5           5           5           5 
Expected dividends (%)                0           0           0           0 
Risk-free interest rate                                                     
 (based on national                                                         
 government bonds)                 1.29%       1.64%       1.36%       1.79%
                            ------------------------------------------------

The expected volatility is based on the historic volatility (calculated based on the weighted average remaining life of the share options), adjusted for any expected changes to future volatility due to publicly available information. There is no performance or market conditions associated with the share option grants.


 
                                 Quarter     Quarter Nine months Nine months
                                ended 30    ended 30    ended 30    ended 30
                              April 2013  April 2012  April 2013  April 2012
                                   $,000       $,000       $,000       $,000
Total expense recognised as                                                 
 employee costs                       15          18          80          65
                            ------------------------------------------------
                            ------------------------------------------------

13. Financial risk management

The Group's principal financial assets comprise: cash and cash equivalents, trade and other receivables, available for sale investments and derivative financial assets. The Group financial liabilities comprise: trade payables; other payables; and accrued expenses. The Group's financial liabilities also include interest bearing loans and borrowings.

All of the Group's financial liabilities are measured at amortised cost and their financial assets are classified as loans and receivables and measured at amortised cost.

The board of directors determines, as required, the degree to which it is appropriate to use financial instruments and hedging techniques to mitigate risks. The main risks for which such instruments may be appropriate are foreign exchange risk, interest rate risk, credit risk and liquidity risk each of which is discussed below.

Foreign currency risk

The Group's cash resources are held in GB pounds, Canadian and US Dollars and certain receivables and the Gold Loan are denominated in US dollars. The Group has a downside exposure to any strengthening of the GB pound as this would increase expenses in Canadian dollar terms. This risk is mitigated by reviewing the holding of cash balances in GB pounds. Any weakening of the GB pound would however result in the reduction of the expenses in Canadian dollar terms and preserve the Group's cash resources. In addition, any such movements would affect the Consolidated Balance Sheet when the net assets of the Parent Company are translated into Canadian dollars. The Group has a downside exposure to any strengthening of the US dollar as this would increase the amount repayable on the Gold Loan in Canadian dollar terms. This risk, however, is relevant only should the Gold Loan be repaid in cash under terms set out in note 8. Repayment is envisaged in payable gold which is denominated in US dollars. Exposure to this foreign currency risk has been mitigated since the commencement of production. Any weakening of the US dollar would however result in a reduction in revenue and receivables in Canadian dollar terms. The Group has not hedged its exposure to currency fluctuations.

The Group does not hedge its exposure of foreign investments held in foreign currencies. There is no significant impact on profit or loss from foreign currency movements associated with the Parent company's assets and liabilities as the foreign currency gains or losses are recorded in the translation reserve.

Exchange rate fluctuations may adversely affect the Group's financial position and results. The following table details the Group`s sensitivity to a 10% strengthening and weakening in the GB pound against the Canadian/US Dollar. 10% represents management's assessment of the reasonable possible exposure.


 
                                                            Equity          
                                                      30 April      31 July 
                                                          2013         2012 
                                                         $,000        $,000 
10% strengthening of GB pound                               (8)          24 
10% weakening of GB pound                                    7          (22)
10% strengthening of US dollar                          (1,856)      (1,734)
10% weakening of US dollar                               1,688        1,576 
                                                  --------------------------
                                                  --------------------------

Liquidity risk

With finite cash resources the liquidity risk is significant. The Group's approach to managing liquidity risk is to ensure that it will have sufficient liquidity to meet liabilities when due. At 30 April 2013 the Group had a negative working capital of $6,226,000 including a credit facility balance of $6,129,000. Through continued improves at the Ming Mine operation the Group anticipates reducing the negative working capital position over the coming months. The maturities of other loans are disclosed in note 9.

The Group's trade payables, other payables and accrued expenses are generally due between one and three months and the Group's financial liabilities are due as follows:


 
Financial liabilities                           30 April 2013   31 July 2012
                                                        $,000          $,000
Due within one year                                    12,953         16,174
Due within one to two years                             4,602          5,667
Due within two to three years                           4,404          4,795
Due within three to four years                          2,502          4,778
Due within four to five years                           1,607          3,168
Due after five years                                    5,742         16,240
                                              ------------------------------
                                                       31,810         50,822
                                              ------------------------------
                                              ------------------------------

Fixed rate financial liabilities

At the period end the analysis of finance leases, hire purchase contracts and loans which were all due in Canadian Dollars and are at fixed interest rates was as follows:


 
Fixed rate liabilities                          30 April 2013   31 July 2012
                                                        $,000          $,000
Due within one year                                     9,067          8,879
Due within one to two years                             2,446          2,021
Due within two to three years                           2,173          2,015
Due within three to four years                            538          1,461
Due within four to five years                              30            243
Due after five years                                        8             10
                                              ------------------------------
                                                       14,262         14,629
                                              ------------------------------
                                              ------------------------------

The average fixed interest rate for the finance leases and hire purchase contracts outstanding at 30 April 2013 was 6.41%.

Credit risk

The Group holds the majority of its cash resources in Canadian dollars given that the majority of the Group's outgoings are denominated in this currency. Given the current climate, the Group has taken a very risk averse approach to management of cash resources and management and Directors monitor events and associated risks on a continuous basis. There is little perceived credit risk in respect of trade and other receivables. The Group maximum exposure to credit risk at 30 April 2013 was represented by receivables and cash resources.

Interest rate risk

The Group's policy is to retain its surplus funds on the most advantageous term of deposit available up to twelve month's maximum duration. Details of the Group's borrowings are described in note 9.

If the interest rate on deposits were to fluctuate by 1% there would be no material effect on the Group's reported results.

Commodity price risk

Commodity price risk is the risk that the Group's future earnings will be adversely impacted by changes in the market prices of commodities. The Group is exposed to commodity price risk as its future revenues will be derived based on contracts with customers at prices that will be determined by reference to market prices of copper and gold at the delivery date.

The Group calculates the effective interest rate on the Gold Loan based on estimates of future cash flows arising from the sale of payable gold. In estimating the cash flows the following table details the Group's sensitivity to a 10% increase and a 25% decrease in the price of gold. These percentages represent management's assessment of the reasonable possible exposure.


 
                                                      Income   Gross assets 
                                                    30 April        31 July 
                                                        2013           2012 
                                                       $,000          $,000 
10% increase in the price of gold                     (1,856)        (2,089)
25% decrease in the price of gold                      4,641          5,222 
                                              ------------------------------
                                              ------------------------------

Receivables in respect of the sale of copper concentrate which contain an embedded derivative linking them to future commodity prices are measured at fair value through profit and loss and are treated as derivative financial assets or liabilities. In estimating the cash flows the following table details the Group's sensitivity to a 5% increase or decrease in the price of copper. These percentages represent management's assessment of the reasonable possible exposure.


 
                                                      Income    Gross assets
                                                    30 April         31 July
                                                        2012            2012
                                                       $,000           $,000
5% increase in the price of copper                       418               -
5% decrease in the price of copper                      (418)              -
                                              ------------------------------
                                              ------------------------------

Financial assets

The floating rate financial assets comprise interest earning bank deposits at rates set by reference to the prevailing LIBOR or equivalent to the relevant country. Fixed rate financial assets are cash held on fixed term deposit.

At the period end the cash and short term deposits were as follows:


 
At 30 April 2013                                                    Average 
                                                         Average   interest 
                                Floating              period for  rates for 
                  Fixed rate        rate             which rates fixed rate 
                      assets      Assets       Total   are fixed     assets 
                       $,000       $,000       $,000      Months           %
GB Pounds                  -         102         102           -          - 
US $                       -       2,311       2,311           -          - 
Canadian $                 -       1,082       1,082           -          - 
                ------------------------------------                        
                           -       3,495       3,495                        
                ------------------------------------                        
                ------------------------------------                        
At 31 July 2012                                                             
                       $,000       $,000       $,000      Months           %
GB Pounds                355          77         432           1       0.25 
Canadian $                 -       7,394       7,394           -          - 
                ------------------------------------                        
                         355       7,471       7,826                        
                ------------------------------------                        
                ------------------------------------                        

Fair values

In the directors' opinion there is no material difference between the book value and fair value of any of the group's financial instruments.

14. Subsequent Events

On 31 May 2013 the Group made a further repayment of $600,000 against the Credit Facility reducing the outstanding balance to $5,900,000 with plans to continue reducing the balance over the coming months. Contacts: Rambler Metals and Mining President and CEO George Ogilvie, P.Eng. 709-800-1929 709-800-1921 (FAX)

Rambler Metals & Mining Plc Corporate Office +44 (0) 20 8652-2700 +44 (0) 20 8652-2719 (FAX) www.ramblermines.com

Cantor Fitzgerald Europe Stewart Dickson / Jeremy Stephenson +44 (0) 20 7894 7000

Pelham Bell Pottinger Charles Vivian / Marcin Zydowicz +44 (0) 20 7861 3921

Ocean Equities Limited Guy Wilkes +44 (0) 20-7786-4370

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