REG - European Lithium Ltd - Annual Report for year to 30 June 2020
European Lithium Ltd
("European Lithium", "EUR" or "the Company")
Annual Report 30 June 2020
European Lithium Limited (ASX:EUR, FRA:PF8, NEX:EUR, VSE:ELI) (EUR or the Company) is pleased to announce its audited annual report for the year ended 30 June 2020.
The full report can be found at: https://europeanlithium.com/announcements/financial-reports/
Visit the Company's website (www.europeanlithium.com) to find out more about the advanced Wolfsberg Lithium Project located in Austria.
For further information please contact:
European Lithium Ltd
+61 861 819 792
Tony Sage
ir@europeanlithium.com
AQSE Corporate Adviser
+44 207 220 1666
James Joyce
James Sinclair-Ford
DIRECTORS REPORT
Your directors present their report on European Lithium Limited (Company or EUR) for the financial year ended 30 June 2020.
1. DIRECTORS
The names and details of the directors in office at any time during or since the end of financial year are:
Antony Sage Non-Executive Chairman
Malcolm Day Non-Executive Director
Kimon Gkomozias Executive Director (appointed 2 September 2020)
Stefan Müller Non-Executive Director (retired 4 March 2020)
Tim Turner Non-Executive Director (appointed 4 March 2020, resigned 2 September 2020)
2. COMPANY SECRETARY
The names and details of the company secretary in office at any time during or since the end of financial year are:
Melissa Chapman Company Secretary
3. PRINCIPAL ACTIVITY
The principal activity of the Company during the financial year was Lithium exploration in Austria.
4. OPERATING RESULTS
The Company reported a net loss of $3,257,923 for the financial year (2019: $2,802,667 net loss).
5. DIVIDENDS PAID OR RECOMMENDED
The directors do not recommend the payment of a dividend and no amount has been paid or declared by way of a dividend to the date of this report.
6. SIGNIFICANT CHANGES IN STATE OF AFFAIRS
During the year there were no significant changes in the state of affairs of the Company other than as disclosed in this report or in the Financial Report.
7. EVENTS SINCE THE END OF THE FINANCIAL YEAR
On 20 July 2020, the Company issued 3,636,363 shares to Winance upon the conversion of 200 notes. On the same day, the Company converted $90,909 of debt owing to Winance through the issue of 3,030,303 shares in relation to the Winance shortfall amount payable (refer to the 2019 AGM notice of meeting for further details).
On 31 July 2020, the Company announced that it had received the balance of funding of A$1.0m (before expenses) from Winance in relation to Tranche 2 funding (refer to note 16b for further details).
On 2 September 2020, the Company announced the appointment of Mr Kimon Gkomozias as Executive Director and the resignation of Mr Turner Turner effective 2 September 2020. On the same day, the Company announced its intention to undertake a placement at an issue price of $0.045 with a 1 for 4 free attaching option (which are exercisable at $0.05 on or before 31 July 2022) to raise proceeds of up to AUD$2m.
No other matters or circumstances have arisen since the end of the financial year which significantly altered or may significantly alter the operations of the Company, the results of those operations or the state of affairs of the Company in financial years subsequent to 30 June 2020.
8. ENVIRONMENTAL REGULATIONS
The Company is aware of its environmental obligations with regards to its exploration activities and ensures that it complies with all regulations when carrying out any exploration work.
9. LIKELY DEVELOPMENTS AND EXPECTED RESULTS
Disclosure of information regarding likely developments in the operations of the Company in future financial years and the expected results of those operations is likely to result in unreasonable prejudice to the Company. Therefore, this information has not been presented in this report.
10. REVIEW OF OPERATIONS
Wolfsberg Lithium Project
COVID-19
Early in 2020, the Company temporarily suspended operational activities at its Wolfsberg Lithium project in response to the COVID-19 global pandemic. The situation is still highly uncertain with governments, companies and individuals required to follow recommendations to help in controlling the rate of infection at a global scale. More recent times has seen some evidence of easing of restrictions, continued restriction on travel specifically is impacting the Company directly.
Drilling
GEO Unterweissacher and Mine-IT completed the lithological models for Zones 1 and 2 in September 2018. SRK Consulting (UK) (SRK) and its consultants assisted the Company to develop a drilling program intended to convert 4.68 million tonnes of Inferred resource in Zone 1 into Measured and Indicated category and upgrade resources to 10.98mt with adherence to the JORC Code (2012). Completion of this drilling program will allow the larger resource to be used for the definitive feasibility study (DFS) and support the envisaged higher mining rate of max. 800,000tpa than that used for the PFS which was restricted to the current Measured and Indicated Resource of 6.3 million tonne at 1.17% Li2O.
The drilling program was prioritised into two-stages, with stage 1 shallow drilling (<300m) and stage 2 deep holes (>300m).
Shallow drilling program
During the year, five shallow drill holes of phase 1 with a maximum depth of 290.0 m were completed in Zone 1. All five drill holes show multiple pegmatite intersections. Three drill holes contain pegmatite intersections with a true thickness up to 2m. The phase 1 drillings confirm the suspected extension of pegmatite veins with depth (see Sections).
Figure 1: Plan view of Lithium deposit Wolfsberg - area of investigation with drill holes of Phases 1 and 2
The drill hole collar positions and properties are shown in Table 1.
See https://europeanlithium.com/wp-content/uploads/2020/09/EUR-Annual-Report-30-June-2020.pdf
Figure 1: Section for drill hole P18-13
Drill hole P18-13 intercepted several pegmatite veins with most remarkable one at 216.1m having 4.1m true thickness with more than 1.5% Li2O composited grade.
See https://europeanlithium.com/wp-content/uploads/2020/09/EUR-Annual-Report-30-June-2020.pdf
Figure 2: Section for drill hole P18-22
Drill hole P18-22 intercepted three major pegmatites veins ranging from 0.85 to 1.17m of true thickness with lithium grade up to 0.7 % Li2O.
See https://europeanlithium.com/wp-content/uploads/2020/09/EUR-Annual-Report-30-June-2020.pdf
Figure 3: Section for drill hole P18-26
Drill hole P18-26 intercepted four pegmatites with true thickness ranging from 0.81m to over 2m with lithium up to 1% Li2O.
See https://europeanlithium.com/wp-content/uploads/2020/09/EUR-Annual-Report-30-June-2020.pdf
Drill holes P18-13, P18-22 and P18-26 were located between deep drilling undertaken in 2017 and historical (MINEREX) drilling in order to assist in the conversion of Inferred resources (2017) into Indicated.
Drill holes P18-28 and P18-29 were exploration drill holes, and they are projected to confirm continuity of the pegmatite vein toward the west where the previous mapping identified outcropping pegmatites at the area. Although P18-29 intercepted relative thin spodumene-bearing pegmatite vein, the results proved that the pegmatite veins remain open toward that area. Drill hole P18-28 is located in the area between established Inferred resources (2017) and P18-29. This drill hole confirms continuity of pegmatites veins toward the west. Drill hole P18-28 intercepted at 82.7m 2.05m of pegmatite containing more than 1.5 % Li2O.
Table 1: Drill hole collar positions and properties of phase 1 drilling
Drill core samples were assayed at ALS laboratory in Dublin, Ireland where crushing, pulp and Li2O analysis was completed.
Drill Hole ID
Pegmatite From (m)
Pegmatite To (m)
Measured Thickness (m)
Measured Dip Angle (°)
True Thickness (m)
P18-13
151.36
152.10
0.74
45
0.52
P18-13
201.20
202.39
1.19
45
0.84
P18-13
216.10
219.20
3.10
45
2.19
P18-13
219.80
222.50
2.70
45
1.91
P18-13
254.05
254.35
0.30
40
0.23
P18-13
270.20
270.80
0.60
35
0.49
P18-22
134.10
135.30
1.20
45
0.85
P18-22
192.00
193.25
1.25
30
1.08
P18-22
200.50
201.75
1.25
30
1.08
P18-22
203.70
204.10
0.40
20
0.38
P18-22
252.30
253.60
1.30
55
0.75
P18-26
152.55
153.36
0.81
45
0.57
P18-26
161.85
162.34
0.49
50
0.31
P18-26
163.36
163.76
0.40
50
0.26
P18-26
164.50
167.75
3.25
45
2.30
P18-26
201.20
203.43
2.23
50
1.43
P18-26
239.40
240.00
0.60
40
0.46
P18-28
55.75
56.50
0.75
15
0.72
P18-28
57.70
58.10
0.40
25
0.36
P18-28
82.70
85.20
2.50
35
2.05
P18-29
32.82
33.15
0.33
20
0.31
P18-29
101.00
101.40
0.40
30
0.35
P18-29
226.57
227.03
0.46
20
0.43
Table 1: Pegmatite intersection widths and calculated true
Proposed deep drilling program (>300m)
A deep drilling program is proposed and an application was lodged at the Mining Authority in Leoben to convert Inferred resources into Indicated as well as adding additional Inferred/Indicated resources toward the east where drilling completed last year confirmed the extension of mica schist (MHP) in that area.
The deep drilling program (>300m) enveloped 20 drill holes totalling 7740m. The drill holes are divided into two groups:
§ Proposed drill holes along forestry roads ("Abschnitt Forstwegnutzung NEU - keine Waldeigenschaft") enveloping 11 drill holes totalling 4720m and,
§ Proposed drill holes along the road in forestry property (Abschnitt Forstwegnutzung NEU - Waldeigenschaft) enveloping nine drill holes totalling 3020m.
The application for the deep holes, with more than 300m of depth covering phase 2 of the drilling program in Zone 1, was lodged in 2019 with the Leoben Mining Authority. An official hearing at the municipality involving compulsory public and private parties during the approval process took place on 30 October 2019 and was coordinated and moderated under the leadership of the Leoben Mining Authority.
First decree for the deep holes with more than 300m of depth covering phase 2 of the drilling program in Zone 1 has been received by the forestry authority. This document is a prerequisite for the final decree issued by the Mining Authority.
The Company anticipated receipt of the final decree for the deep holes, with more than 300m of depth covering phase 2 of the drilling program in Zone 1, during Q2/2020. Due to the foreseeable reduction of activities by the Austrian Government related to the COVID-19 pandemic, the timeline to issue the final decree by the Mining Authority is uncertain and it remains pending. The Company is in close contact with the Mining Authority to assist with a fast track where applicable.
Hydrogeology
During the year, preparation work was undertaken by SRK, and the geological consultant, GEO Unterweissacher, to ensure in-hole hydrogeological test work has been completed appropriately and can continue in the future.
The Company continues with hydrogeology monitoring programs on a weekly, monthly, and quarterly time frame:
§ Weekly monitoring includes measuring the water level at the surface and underground sites,
§ The monthly monitoring program includes sampling and analysing defined chemical and physical parameters,
§ The quarterly monitoring program includes water sampling and analysing water from previously defined field sites and analyses at certified Austrian lab. The water samples are analysed according to the Austrian state requirements for drinking water.
All hydrogeological data is stored and secured into the Company database. Data from the above activities is fed into a water measuring database from which an annual report is abbreviated.
Land Access
Necessary fieldwork at the Project concluded without further obstruction by the landowner, based on the ruling of the arbitrational tribunal from 26 June 2017, in favour of ECM Lithium GmbH (ECM), validating the waiver agreement from 15 April 2011 (Waiver Agreement) which grants ECM the right to accede to and use Glock Gut property.
Although the landowner made further attempts to terminate the Waiver Agreement it constitutes an improper action in accordance with the Waiver Agreement and the 2017 ruling of the arbitrational tribunal and is now subject to possible future arbitration. ECM expect this arbitration to close in its favour and remains in close contact with all parties to find an amicable solution to the matter.
Metallurgy
Dorfner Anzaplan, a leading independent consultant in lithium and industrial minerals, carried out significant metallurgical test work during the year to assess and optimize the process lines, flowsheets, and layouts. This testing is to ensure a high-quality final product (Lithium Hydroxide) is produced using the most efficient and competitive metallurgical processes from the beginning of the production cycle. The results and scope of work have been reviewed and the remaining lock cycle tests remain pending with delays due to the COVID-19 pandemic.
All metallurgical test work took place at the Wolfsberg Project pilot plant at Dorfner/Anzaplan's testing facility in Hirschau, Germany. The pending lock cycle tests will also take place in Hirschau, Germany. A detailed technical report will be published once this test work is completed and reviewed, dependant on the Company returning to full operations on withdrawn of government restrictions.
DRA Global has independently assessed and reviewed the metallurgical test work to complete the research in a timely manner and attended to all work stages at the testing facility in Hirschau.
Marketing Activities
The Company remains focused on the supply of Lithium Hydroxide to the nascent lithium battery plants of Europe. The Company is in discussion with several industry players regarding future off-take contracts and good progress has already been made in the advanced discussions with potential off-take partners.
Horizon 2020 and GREENPEG
During the year, the Company's 100% owned subsidiary ECM Lithium AT GmbH (ECM) successfully joined the European Union funded Horizon 2020 - GREENPEG programme.
The Company continued to work proactively in the already approved and funded Horizon 2020 LithRef programme.
Continued participation shows the Company's abilities and eligibility to contribute with EU-level support to the sustainable supply of battery grade lithium, sourced and produced in Europe.
Tenement Renewal
In Q4 2019 the company successfully renewed 54 exploration and 11 mining licenses. The decision of the Mining Authority is based on the significant effort the Company has demonstrated to develop the Wolfsberg Lithium Project. Exploration progress to increase the resources and metallurgic test work to produce battery grade Lithium Hydroxide to high level industrial purity has demonstrated to the Mining Authority that the Company can develop the Wolfsberg Lithium Project through the DFS and into production.
Corporate
Board Restructure
On 4 March 2020, the Company announced the appointment of Mr Tim Turner and the resignation of Mr Müller as Non-Executive Director of the Company. Mr Turner subsequently resigned as a Non-Executive Director effective 4 September 2020.
Financing Facility - Magna
On 7 September 2018, the Company established a A$10m finance facility with MEF I, L.P. (Magna or Investor) of which an initial amount of A$2.5m was drawn down on 14 September 2018.
In July 2019 the Company established a new finance facility with Winance Investment LLC replacing the facility with Magna.
On 13 September 2019, Magna agreed to extend the maturity date of the convertible notes on issue from 7 September 2019 to 30 November 2019. In consideration for this extension, the Company issued Magna 1,000,000 fully paid ordinary shares on 13 September 2019.
During the year, Magna converted 253,260 notes and redeemed 434,782 notes (each with a face value of US$1.10). As at 30 June 2020, Magna had nil convertible notes remaining.
Financing Facility - Winance
On 31 July 2019, the Company announced that it had secured an A$10m finance facility with Winance Investment LLC (Winance) to repay the residual amount owing to Magna, to fast-track the completion of a DFS at the Company's Wolfsberg Lithium Project in Austria and for general working capital purposes.
An initial amount of A$2.0m (2,000 notes) was drawn down on 20 September 2019 (Tranche 1). On 5 March 2020, the Company announced that it had agreed to draw down a further A$2.0m (2,000 convertible notes) under the Winance facility (Tranche 2). During the year, the Company received Tranche 2 funding of A$1.0m (before expenses) and subsequently 1,000 convertible notes were released from escrow. Subsequent to the year end, the Company has received the final Tranche 2 funding of A$1.0m and released the remaining 1,000 convertible notes from escrow.
Under the Winance facility, a further A$6.0m is available in tranche of A$1.0m each upon full conversion of the notes from the previous drawdown, subject to a cooling off period. Full terms and conditions of the convertible securities are included in the announcement released on 31 July 2019.
During the year, Winance converted 2,000 Tranche 1 notes and 300 Tranche 2 notes. As at 30 June 2020, Winance had 700 Tranche 2 convertible notes remaining.
Short Term Loan
On 20 January 2020, the Company entered into a short-term loan agreement for $400k, secured by way of a fixed and floating charge over the Company' assets (Loan). Under the terms of the Loan, interest of $40k is payable at the repayment date of 20 February 2020 with penalty interest applying for the late repayment of funds.
During the year, the Company agreed with the lender to convert $370k of the Loan into equity (Loan Conversion). The Loan Conversion was converted based on a share price of 4.5c with a free attaching 1 for 1 unlisted option with an exercise price of 5c expiring on 31 July 2022. In addition to the Loan Conversion, the remaining Loan balance was paid in cash on 4 June 2020. At 30 June 2020, the Loan had been fully extinguished, and the associated security released.
Conversion of Debt
During the year, the Company agreed with various creditors to convert approximately $360k of debt into equity (Creditor Conversions). Debts have been converted based on a share price of 4.5c with a free attaching 1 for 1 unlisted option with an exercise price of 5c expiring on 31 July 2022.
The Creditor Conversion includes a portion of amounts owing to Directors of the Company. The issue of 1,643,288 Shares and 1,643,288 unlisted options with an exercise price of 5c expiring on 31 July 2022 to Directors will be subject to shareholder approval at the Company's next general meeting.
Placement
During the year the Company undertook a placement mainly to European based sophisticated investors of 5,300,000 fully paid ordinary shares at $0.09 per share and 5,000,000 fully paid ordinary shares at $0.085 per share to raise cash funds of $902,000 (before costs) (Placement).
Talaxis Engagement
On 27 May 2020, the Company announced that it had entered into a strategic engagement agreement with Talaxis Limited (Talaxis). Talaxis, a wholly-owned subsidiary of Noble Holdings, is a global leader in EV technology metals project development. Talaxis invests and develops projects that are related to nickel, cobalt, lithium, rare earths and other metals and materials that are key to the energy transition. Talaxis will assist the Company in managing and establishing commercial relationships and contract negotiations.
Listing of Options
On 5 February 2020, the Company advised that it has listed 263,440,000 options on the ASX under the code EURO. The options have an exercise price of $0.10 each and an expiry date of 30 June 2020.
Capital Movements
On 11 July 2019, the Company issued 983,548 shares to Magna upon the conversion of 50,000 convertible notes and 2,000,000 shares pursuant to the Placement.
On 1 August 2019, the Company issued 995,223 shares to Magna upon the conversion of 50,000 convertible notes.
On 16 August 2019, the Company issued 1,016,411 shares to Magna upon the conversion of 50,000 convertible notes.
On 13 September 2019, the Company issued 1,000,000 shares to Magna as consideration for the extension of repayment date of the convertible notes.
On 25 September 2019, the Company issued 285,714 shares issued to Winance upon the conversion of 20 convertible notes.
On 30 September 2019, the Company issued 3,300,000 shares pursuant to the Placement and 1,999,999 shares to Winance upon the conversion of 140 convertible notes.
On 7 October 2019, the Company issued 819,917 shares to Magna upon the conversion of 40,000 convertible notes.
On 11 October 2019, the Company issued 1,428,571 shares issued to Winance upon the conversion of 100 convertible notes
On 23 October 2019, the Company issued 1,428,570 shares issued to Winance upon the conversion of 100 convertible notes
On 30 October 2019, the Company issued 2,857,142 shares issued to Winance upon the conversion of 200 convertible notes
On 5 November 2019, the Company issued 5,000,000 shares pursuant to the Placement.
On 12 November 2019, the Company issued 1,428,571 shares issued to Winance upon the conversion of 100 convertible notes.
On 19 November 2019, the Company issued 1,428,571 shares issued to Winance upon the conversion of 100 convertible notes.
On 26 November 2019, the Company issued 1,428,571 shares issued to Winance upon the conversion of 100 convertible notes
On 5 December 2019, the Company issued 853,289 shares to Magna upon the conversion of 30,000 convertible notes.
On 9 December 2019, the Company issued 1,428,571 shares issued to Winance upon the conversion of 100 convertible notes.
On 11 December 2019, the Company issued 25,940,000 unlisted options exercisable at 10c each on or before 30 June 2020 (as approved at the Company's 2019 AGM held on 28 November 2019)
On 16 December 2019, the Company issued 950,026 shares issued to Magna upon the conversion of 33,260 convertible notes.
On 17 December 2019, the Company issued 1,428,571 shares issued to Winance upon the conversion of 100 convertible notes
On 6 and 7 January 2020, the Company issued 38,000,000 listed options exercisable at $0.10 each on or before 30 June 2020 to Helvetican in association with a proposed debt financing (refer ASX announcement 30 December 2019). These options were subsequently cancelled on 22 May 2020.
On 24 January 2020, the Company issued 8,333,333 shares issued to Winance upon the conversion of 500 convertible notes. On the same day, the Company issued 500,000 listed options exercisable at $0.10 each on or before 30 June 2020 to Winance as compensation for not issuing an event of default notice to the Company in respect to the convertible note facility.
On 27 February 2020, the Company issued 7,333,333 shares issued to Winance upon the conversion of 440 convertible notes. On the same date, expiry of 2,000,000 unlisted options exercisable at $0.125 each
On 31 March 2020, expiry of 2,394,444 unlisted options exercisable at $0.05 each
On 29 May 2020, the Company issued 8,229,391 shares and 8,229,391 unlisted options with an exercise price of 5c expiring on 31 July 2022 pursuant to the Loan Conversion. In addition, the Company issued 2,380,010 shares and 2,380,010 unlisted options with an exercise price of 5c expiring on 31 July 2022 pursuant to the Creditor Conversions. On the same day, the Company issued 2,000,000 shares and 2,000,000 unlisted options with an exercise price of 5c expiring on 31 July 2022 issued to Empire Capital pursuant to a corporate advisory mandate in respect to the Talaxis engagement.
On 3 June 2020, the Company issued 5,626,183 shares and 5,626,183 unlisted options with an exercise price of 5c expiring on 31 July 2022 pursuant to the Creditor Conversions.
On 5 June 2020, the Company issued 5,454,544 shares issued to Winance upon the conversion of 300 convertible notes and 3,712,122 shares issued to Winance for the conversion of debt in relation to the Winance shortfall amount payable (refer to the 2019 AGM notice of meeting for further details)
On 30 June 2020, expiry of 225,440,000 listed options exercisable at $0.10 each
Competent Persons Statement
The information in this report pertaining to the Wolfsberg Lithium Project, and to which this statement is attached, relates to Project Development and Metallurgical Studies and is based on and fairly represents information and supporting documentation provided by the Company and its Consultants and summarised by Dietrich Wanke who is a Qualified Person and is a Member of the Australian Institution of Mining and Metallurgy (AusIMM) since 2006 with about 30 years' experience in the mining and resource development industry. Dietrich Wanke has sufficient experience, as to qualify as a Competent Person as defined in the 2012 edition of the "Australian Code for Reporting of Mineral Resources and Ore reserves". Dietrich Wanke consents to the inclusion in the report of the matters based on information in the form and context in which it appears. The company is reporting progress on project development and metallurgical results under the 2012 edition of the Australasian Code for the Reporting of Results, Minerals Resources and Ore reserves (JORC code 2012).
11. INFORMATION ON DIRECTORS AND COMPANY SECRETARY
Mr Antony Sage
Non-Executive Chairman
Qualifications
Bachelor of Business. Mr Sage is a Chartered Accountant with over 30 years commercial experience.
Experience
Mr Sage has in excess of 35 years' experience in the fields of corporate advisory services, funds management and capital raising. Mr Sage is based in Western Australia and has been involved in the management and financing of listed mining and exploration companies for the last 20 years.
Interest in shares and options in the Company
11,154,379 shares (6,245,379 shares are owned by Okewood Pty Ltd and 4,909,000 shares are owned by EGAS Superannuation Fund, in both of which Mr Sage has a relevant interest).
Directorships of listed companies held within the last 3 years
Cape Lambert Resources Ltd
Cauldron Energy Limited
Fe Limited
International Petroleum Limited1
December 2000 to Present
June 2009 to 22 November 2018
August 2009 to Present
January 2006 to Present
1 Listed on the National Stock Exchange of Australia
Mr Malcolm Day
Non-Executive Director
Qualifications
Bachelor of Applied Science in Surveying and Mapping
Experience
Mr Day was the founder and inaugural Managing Director of Adultshop.com which listed on ASX in June 1999. In October 2010 Adultshop.com was privatised. Prior to founding Adultshop.com in 1996, Mr Day worked in the civil construction industry for 10 years, six of which were spent in senior management as a Licensed Surveyor and then later as a Civil Engineer. Whilst working as a Surveyor, Mr Day spent three years conducting mining and exploration surveys in remote Western Australia. Mr Day is a Member of the Australian Institute of Company Directors.
Interest in shares and options in the Company
14,496,951 shares (2,008,062 shares are owned by Goldshore Investments Pty Ltd, ATF The Goldshore Trust and the M R Day Superfund, Hollywood Marketing Pty Ltd, companies of which Mr Day is a director, 1,488,889 shares are owned by Hollywood Marketing (WA) Pty Ltd of which Mr Day is a director and 11,000,000 shares are owned by Delecta Limited, a company of which Mr Day is a director).
Directorships of listed companies held within the last 3 years
Delecta Limited
1999 to Present
Mr Kimon Gkomozias
Executive Director
Qualifications
MFE, MPhys, CAIA , UK IOD
Experience
Mr. Kimon Gkomozias is a finance professional with considerable experience in the technology metals and mining assets, energy storage and renewable energy sectors. Kimon is currently Head of Business Development (Technology Metals) at Noble Group Holdings.
Mr. Gkomozias has significant expertise and experience in dealing with US, European and Asian Capital Markets, institutional investors, private equity firms, hedge funds and family offices. Kimon is the founder of Kyanos Capital (London) and previously held key positions at Barclays Bank, Wealth and Investment Management division as well as Standard & Poor's Structured Finance Group.
Kimon is a member of the Institute of Directors (UK) and the Chartered Alternative Investment Analyst Association (CAIA). He holds a Masters in Financial Engineering (ICMA Centre, University of Reading) and a Masters of Physics (University of Sussex).
Interest in shares and options in the Company
Nil
Directorships of listed companies held within the last 3 years
Nil
Ms Melissa Chapman
Company Secretary
Qualifications
Bachelor of Commerce (Accounting & Finance). Ms Chapman is a member of CPA Australia, has completed a Graduate Diploma of Corporate Governance with the Governance Institute of Australia and has completed the company directors course with the Australian Institute of Company Directors.
Experience
Ms Chapman has over 16 years of experience in the accounting profession. She has worked in Australia and the United Kingdom for both listed and private companies.
12. REMUNERATION REPORT (Audited)
This report details the nature and amount of remuneration for each key management person of European Lithium Limited in accordance with the requirements of the Corporations Act 2001 and its regulations. The information provided in this remuneration report has been audited as required by Section 308(3c) of the Corporations Act 2001.
The remuneration report is set out under the following main headings:
A Remuneration Policy
B Details of remuneration
C Equity-based compensation
D Equity Instrument disclosures relating to key management personnel
E Other related party transactions
F Employment contracts of directors and senior executives
A Remuneration Policy
The remuneration policy of the Company has been designed to align key management personnel objectives with shareholder and business objectives by providing a fixed remuneration component and offering specific long-term incentives based on key performance areas affecting the Company's financial results. The Board of EUR believes the remuneration policy to be appropriate and effective in its ability to attract and retain the best key management personnel to run and manage the Company, as well as create goal congruence between directors, executives and shareholders.
The Board's policy for determining the nature and amount of remuneration for key management personnel of the Company is as follows:
§ The remuneration policy, setting the terms and conditions for key management personnel, was developed and approved by the Board.
§ All key management personnel receive a base salary (which is based on factors such as length of service and experience), superannuation, fringe benefits, options and performance incentives.
§ Key management personnel can be employed by the Company on a consultancy basis, upon Board approval, with remuneration and terms stipulated in individual consultancy agreements.
§ The Board reviews key management personnel packages annually based on market practices, duties and accountability. Currently there is no link between remuneration and shareholder wealth or Company performance. The Board may, however, approve at its discretion, incentives, bonuses and options. The policy is designed to attract the highest calibre of executives and reward them for their performance that results in long-term growth in shareholder wealth.
Key management personnel are also entitled to participate in the employee share and option arrangements.
Key management personnel may receive a superannuation guarantee contribution as required by the government, which is currently 9.5%, and do not receive any other retirement benefits. Individuals may choose to sacrifice part of their salary to increase payments towards superannuation.
All remuneration paid to key management personnel is valued at the cost to the Company and expensed. Shares given to key management personnel are valued as the difference between the market price of those shares and the amount paid by key management personnel. Unlisted options are valued using the Black-Scholes methodology.
The Board believes that it has implemented suitable practices and procedures that are appropriate for an organisation of this size and maturity.
Remuneration Governance
During the year ended 30 June 2020, the Company did not have a separately established nomination or remuneration committee. Considering the size of the Company, the number of directors and the Company's early stages of its development, the Board is of the view that these functions could be efficiently performed with full Board participation.
Voting and comments made at the Company's 2019 Annual General Meeting
The Company's remuneration report for the 2019 financial year was approved at the Annual General Meeting (AGM) of Shareholders. The Company did not receive any specific feedback at the AGM or throughout the year on its remuneration practices.
Remuneration Structure
In accordance with best practice corporate governance, the structure of non-executive director and executive director remuneration is separate and distinct.
Key Management Personnel Remuneration Policy
The remuneration structure for key management personnel is based on a number of factors, including length of service, and particular experience of the individual concerned. The contracts for service between the Company and key management personnel are on a continuing basis, the terms of which are not expected to change in the immediate future.
B Details of Remuneration
Non-Executive Director Remuneration
Objective
The Board seeks to set aggregate remuneration at a level which provides the Company with the ability to attract and retain directors of the highest calibre, whilst incurring a cost which is acceptable to shareholders.
Structure
The Board's policy is to remunerate non-executive directors at market rates for comparable companies for time, commitment and responsibilities. The remuneration of non-executive directors is reviewed annually, based on market practice, duties and accountability. Independent external advice is sought when required. Fees for non-executive directors are not linked to the performance of the Company. However, to align directors' interests with shareholders' interests, the directors are encouraged to hold shares in the Company. The maximum aggregate fixed sum of fees that can be paid to non-executive directors is subject to approval by shareholders at the Annual General Meeting. The maximum aggregate currently stands at $300,000 per annum and was approved by shareholders at a Annual General Meeting on 29 November 2017.
Non-executive directors may also be remunerated for additional specialised services performed at the request of the Board and reimbursed for reasonable expenses incurred by directors on Company business.
Executive Director Remuneration
Objective
The Company aims to reward executives with a level and mix of remuneration commensurate with their position and responsibilities within the Company and so as to:
§ Reward executives for individual performance against targets set by reference to appropriate benchmarks;
§ Align the interests of executives with those shareholders; and
§ Ensure total remuneration is competitive by market standards.
Currently there is no link between remuneration and shareholder wealth or Company performance.
Structure
Executive directors are provided to the Company on a consultancy basis with remuneration and terms stipulated in individual consultancy agreements.
Key Management Personnel Remuneration
The key management personnel (KMP) of the Company are the directors during the year being:
Antony Sage Non-Executive Chairman
Malcolm Day Non-Executive Director
Stefan Muller Non-Executive Director (retired 4 March 2020)
Tim Turner Non-Executive Director (appointed 4 March 2020, resigned 2 September 2020)
Details of the nature and amount of emoluments of each KMP during the financial year are:
Short-term Benefits - Salary & Fees
($)
Long-term Benefits -Options
($)
Post
Employment Benefits - Superannuation
($)
Total
($)
% of Remuneration Linked to Performance
(%)
Antony Sage
2020
120,000
81,038¹
-
201,038
40%
Malcolm Day
2020
48,000
81,038²
-
129,038
63%
Stefan Muller
2020
31,8204
121,557³
-
153,377
79%
Tim Turner
2020
15,5485
-
-
15,548
0%
Total
2020
215,368
283,633
-
499,001
57%
¹ On 11 December 2019 Mr Sage was issued 5,000,000 unlisted options, as approved at the 2019 AGM. These options expired on 30 June 2020. See C and D(a) below.
² On 11 December 2019 Mr Day was issued 5,000,000 unlisted options, as approved at the 2019 AGM. These options expired on 30 June 2020. See C and D(a) below.
³ On 11 December 2019 Mr Müller was issued 7,500,000 unlisted option, as approved at the 2019 AGM. These options expired on 30 June 2020. See C and D(a) below.
⁴ Mr Muller retired on 4 March 2020. Includes commission of $17,820 in respect to a Placement.
5 Mr Turner was appointed 4 March 2020
C Equity-Based Compensation
Options Granted as Part of Remuneration
Options are issued to directors and executives as part of their remuneration. The options are not issued based on performance criteria, but are issued to increase goal congruence between directors and shareholders.
On 11 December 2019, the Company issued 17,500,000 options (which were exercisable at $0.10 each on or before 30 June 2019) to Directors Tony Sage (5,000,000), Stefan Müller (7,500,000) and Malcolm Day (5,000,000) in consideration for Director services and efforts to advance the Company's Definitive Feasibility Study (DFS) at the Company's Wolfsberg Project. These options lapsed on 30 June 2019.
D Equity Instrument Disclosures Relating to Key Management Personnel
Shareholdings
30 June 2020
Name
Balance at 1-Jul-19
Rights Issue / Options Exercise
Shares Issued to Settle Director Fees
Purchase / (Sale)
Balance at Appointment / (Resignation)
Balance at 30-Jun-20
Antony Sage
11,154,379
-
-
-
-
11,154,379
Malcolm Day
14,496,951
-
-
-
-
14,496,951
Stefan Muller
1,250,000
-
-
100,000
(1,350,000)
-
Tim Turner
-
-
-
-
-
-
Total
26,901,330
-
-
100,000
(1,350,000)
25,651,330
Options
30 June 2020
Name
Balance at 1-Jul-19
Options Issued as remuneration
Expired Options
Purchase / (Sale)
Balance at Appointment / (Resignation)
Balance at 30-Jun-20
Antony Sage
-
5,000,000¹
(5,000,000)
-
-
-
Malcolm Day
22,244,444
5,000,000²
(27,244,444)
-
-
-
Stefan Muller
-
7,500,000³
-
-
(7,500,000)
-
Tim Turner
-
-
-
-
-
-
Total
22,244,444
17,500,000
(32,244,444)
-
(7,500,000)
-
¹ On 11 December 2019 Mr Sage was issued 5,000,000 unlisted options, as approved at the 2019 AGM. These options expired on 30 June 2020. See C and D(a) below.
² On 11 December 2019 Mr Day was issued 5,000,000 unlisted options, as approved at the 2019 AGM. These options expired on 30 June 2020. See C and D(a) below.
³ On 11 December 2019 Mr Müller was issued 7,500,000 unlisted option, as approved at the 2019 AGM. These options expired on 30 June 2020. See C and D(a) below.
(a) Details relating to the issue of options to directors
On 11 December 2019, the Company issued 17,500,000 unlisted options to Directors as approved at the Company's 2019 AGM. The options were exercisable at $0.10 each on or before 30 June 2020 and were issued in consideration for Director services and efforts to advance the Company's Definitive Feasibility Study (DFS) at the Company's Wolfsberg Project. As at the date of the 2019 AGM (29 November 2019), the value of these shares and options were as follows:
Number of Options
Grant date
Expiry Date
Exercise Price
Value per option at grant date
Total fair value
Vesting date
A Sage
5,000,000
28 November 2019
30 June 2020
$0.10
$0.0162
81,038
28 November 2019
M Day
5,000,000
28 November 2019
30 June 2020
$0.10
$0.0162
81,038
28 November 2019
S Muller
7,500,000
28 November 2019
30 June 2020
$0.10
$0.0162
121,557
28 November 2019
The fair value of the equity-settled share options granted was estimated as at the date of grant using the Black and Scholes model taking into account the terms and conditions upon which the options were granted, as follows:
Assumption
Dividend yield
0.00%
Expected volatility
86%
Risk-free interest rate
0.79%
Expected life of options
0.59 years
Exercise price
$0.10
Grant date share price (date of AGM)
$0.083
On 27 May 2020, the Company announced that it had agreed with Directors of the Company to convert $73,948 of debt into equity. Debts will be converted based on a share price of 4.5c with a free attaching 1 for 1 unlisted option with an exercise price of 5c expiring on 31 July 2022. The issue of 1,643,288 Shares and 1,643,288 unlisted options with an exercise price of 5c expiring on 31 July 2022 to Directors will be subject to shareholder approval at the Company's next general meeting.
E Other Related Party Transactions
Sales and Purchases between Related Parties
Balances between the Company and its subsidiaries which are related parties of the Company have been eliminated on consolidation and are not disclosed in this note. Details of percentage of ordinary shares held in subsidiaries are disclosed in Note 25 to the financial statements.
Note 25 provides information about the group's structure including the details of the subsidiaries and the holding company. The following table provides the total amount of transactions and outstanding balances that have been entered into with related parties for the current year.
Sales to
Related
Parties
$
Purchases
from related parties
$
Amounts owed
by related
parties
$
Amounts owed to related
Parties
$
Director related entities
Cape Lambert Resources Limited
2020
22,451
27,814
-
-
FE Limited
2020
17,001
-
-
-
Okewood Pty Ltd
2020
-
9,150
-
9,150
Deutsche Gesellschaft Für Wertpapieranalyse GmbH
2020
-
77,833
-
38,981
Frankfurt Capital Market Consulting (FCM)
2020
-
25,500
-
-
Mr Antony Sage is a director of Cape Lambert Resources Limited, FE Limited, International Petroleum Ltd and Karratha Metals Group Ltd. Sales to and purchases from director related entities are for the reimbursement of employee, consultancy, occupancy, travel and other costs.
During the year ended 30 June 2020, Frankfurt Capital Market Consulting (FCM) received fees in relation to a Placement. FCM is a subsidiary of DGWA which is controlled by Stefan Muller (previous Director of the Company).
F Employment Contracts of Directors and Senior Executives
Remuneration and other terms of employment for Executive Directors are formalised in executive service agreements and Non-Executive Directors are formalised in consultancy agreements with the Company. Major provisions of the agreements relating to remuneration are set out below.
Non-Executive Chairman - Mr Antony Sage
· Term of Agreement - The consultancy agreement with Okewood Pty Ltd to provide the services of Chairman of the Company commenced on 9 September 2016 following the Company's acquisition of European Lithium AT (Investments) Limited. The agreement is ongoing unless terminated in accordance with the consultancy agreement.
· Remuneration of $120,000 per annum payable monthly.
Non-Executive Director - Mr Malcolm Day
· Term of Agreement - The agreement commenced on 2 July 2012 for a term of twelve months, renewable annually, or until either party gives 3 months written notice of termination or is otherwise terminated in accordance with the consultancy agreement.
· Remuneration of $40,000 per annum (until 30 September 2017) and $48,000 per annum (from 1 October 2017), payable monthly to Mr Malcolm Day or his nominee.
Non-Executive Director - Mr Tim Turner
· Term of Agreement - The agreement commenced on 4 March 2020 and is ongoing (subject to the provisions of the Corporations Act).
· Remuneration of $48,000 per annum payable monthly.
----------------- End of audited remuneration report -----------------
13. OPTIONS
As at the date of this report the unissued ordinary shares of European Lithium Limited under option are as follows:
Date of Expiry
Status
Exercise Price
Number of Options
11/12/2021
Unlisted
20.0 cents
2,500,000
31/07/2022
Unlisted
5.0 cents
18,235,584
No person entitled to exercise these options had or has any right by virtue of the option to participate in any share issue of any other body corporate.
Shares issued on exercise of options
There were no options exercised during the year ended 30 June 2020.
Options exercised during the year ended 30 June 2019 are as follows:
§ On 29 March 2019 1,000,000 unlisted options were exercised by shareholders at $0.10 per shares
Since the end of the financial year, no ordinary shares have been issued as a result of the exercise of options.
The following options expired in the year ended 30 June 2020:
§ 225,440,000 unlisted options (with an exercise price of $0.10 each expiring 30 June 2020)
§ 2,000,000 unlisted options (with an exercise price of $0.125 each expiring 27 February 2020)
§ 2,394,444 unlisted options (with an exercise price of $0.05 each expiring 31 March 2020)
14. MEETINGS OF DIRECTORS
The number of directors' meetings held during the financial year and the numbers of meetings attended by each director were:
Directors' Meetings
Number eligible to attend
Number attended
Antony Sage
7
7
Malcolm Day
7
7
Stefan Müller
3
3
Tim Turner
4
4
15. INDEMNIFICATION OF AUDITORS AND OFFICERS
No indemnities have been given or insurance premiums paid, during or since the end of the financial year, for any person who is or has been an office or auditor of the Company.
16. NON-AUDIT SERVICES
During the year ended 30 June 2020, no fees were paid or payable for non-audit services provided by the entity's auditors, HLB Mann Judd (30 June 2019: nil).
17. AUDITOR INDEPENDENCE
Section 307C of the Corporations Act 2001 requires our auditors, HLB Mann Judd, to provide the Directors of the Company with an Independence Declaration in relation to the audit of the financial report. This Independence Declaration forms part of this Directors' report for the year ended 30 June 2020.
18. PROCEEDINGS ON BEHALF OF COMPANY
No persons have applied for leave of court to bring proceedings on behalf of the Company or intervene in any proceedings to which the Company is a part for the purpose of taking responsibility on behalf of the Company for all or any part of those proceedings. The Company was not a party to any such proceedings during the year.
Signed in accordance with a resolution of the directors:
-----------------------------------------
Tony Sage
Chairman
15 September 2020
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2020
Note
2020
$
2019
$
Continuing operations
Revenue and other income
4
206,054
134,692
Employee benefits expense
5
(197,548)
(192,000)
Depreciation and amortisation expense
10
(4,436)
(3,565)
Depreciation expense - leased assets
(24,817)
-
Finance costs
5
(457,535)
(34,808)
Transaction costs relating to the issue of convertible note facility
(240,000)
(100,000)
Difference between transaction price of convertible note and fair value at initial recognition
16
(549,554)
(318,115)
Fair value loss on remeasurement of convertible note
16
256,194
(46,028)
Impairment of deferred exploration and evaluation expenditure
11
-
(330)
Consulting fees
(400,661)
(478,827)
Travel expenses
(210,699)
(442,793)
Regulatory and compliance costs
5
(860,645)
(450,245)
Loss on fair value of financial assets through profit or loss
13
-
(177,000)
Share based payment expense
18e
(530,996)
(435,258)
Other expenses
5
(243,280)
(258,390)
Loss before income tax
(3,257,923)
(2,802,667)
Income tax expense
7
-
-
Loss after tax from continuing operations
(3,257,923)
(2,802,667)
Other comprehensive income, net of income tax
Items that may be reclassified to profit or loss
Exchange differences on translation of foreign operations
205,992
483,133
Other comprehensive income for the period, net of income tax
205,992
483,133
Total comprehensive income (loss) for the year
(3,051,931)
(2,319,534)
Loss per share for the year
Basic loss per share (cents per share)
20
(0.53)
(0.51)
Diluted loss per share (cents per share)
20
(0.53)
(0.51)
The above Consolidated Statement of Comprehensive Income is to be read in conjunction with the
Notes to the Financial Statements
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2019
Note
2020
$
2019
$
ASSETS
Current Assets
Cash and cash equivalents
8
300,655
1,199,738
Trade and other receivables
9
219,098
309,918
Total Current Assets
519,753
1,509,656
Non-Current Assets
Property, plant and equipment
10
4,736
7,030
Deferred exploration and evaluation expenditure
11
36,499,437
33,004,593
Restricted cash and other deposits
12
31,869
31,517
Financial assets
13
128,000
128,000
Right of use asset
14
12,341
-
Total Non-Current Assets
36,676,383
33,171,140
TOTAL ASSETS
37,196,136
34,680,796
LIABILITIES
Current Liabilities
Trade and other payables
15
1,800,534
1,028,183
Convertible note
16
831,592
1,078,136
Lease liabilities
17
10,676
-
Total Current Liabilities
2,642,802
2,106,319
Non-Current Liabilities
Lease liabilities
17
2,098
-
Total Non-Current Liabilities
2,098
-
TOTAL LIABILITIES
2,644,900
2,106,319
NET ASSETS
34,551,236
32,574,477
EQUITY
Issued capital
18
24,800,736
20,283,788
Reserves
19
7,619,170
6,901,436
Retained earnings
2,131,330
5,389,253
TOTAL EQUITY
34,551,236
32,574,477
The above Consolidated Statement of Financial Position is to be read in conjunction with the
Notes to the Financial Statements
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2019
Attributable to equity holders
Issued Capital
$
Retained Earnings
$
Share Based Payments Reserve
$
Foreign Currency Translation Reserve
$
Total Equity
$
At 1 July 2018
16,711,098
8,191,920
4,539,764
1,485,281
30,928,063
Loss for the year
-
(2,802,667)
-
-
(2,802,667)
Foreign currency exchange differences arising on translation from functional currency to presentation currency
-
-
-
483,133
483,133
Total comprehensive income/(loss) for the year
-
(2,802,667)
-
483,133
483,133
Issue of shares - Placement - Cash
1,638,000
-
-
-
1,638,000
Issue of shares - Placement - Creditor Settlements
42,000
-
-
-
42,000
Issue of shares - Cleansing Prospectus
1,786,007
-
-
-
1,786,007
Issue of shares - Directors in lieu of fees
100,000
-
-
-
100,000
Issue of shares - Conversion of Options
100,000
-
-
-
100,000
Share issue costs - Cash
(93,317)
-
-
-
(93,317)
Share issue costs - options issued to corporate advisor
-
151,570
-
151,570
Options issued to corporate advisor as share issue costs
-
-
241,688
-
241,688
At 30 June 2019
20,283,788
5,389,253
4,933,022
1,968,414
32,574,477
Loss for the year
-
(3,257,923)
-
-
(3,257,923)
Foreign currency exchange differences arising on translation from functional currency to presentation currency
-
-
-
205,992
205,992
Total comprehensive income/(loss) for the year
-
(3,257,923)
-
205,992
(3,051,931)
Issue of shares - Placement - Cash
902,000
-
-
-
902,000
Issue of shares - Facilitator
90,000
-
-
-
90,000
Issue of shares - Magna (conversion)
427,461
-
-
-
427,461
Issue of shares - Magna (extension shares)
80,000
-
-
-
80,000
Issue of shares - Winance (conversion)
2,300,000
-
-
-
2,300,000
Issue of shares - Conversion of Debt
848,783
-
-
-
848,783
Share issue costs - Cash
(60,550)
-
-
-
(60,550)
Options issued to corporate advisor
(70,746)
-
228,110
-
157,364
Options issued to directors
-
-
283,632
-
283,632
At 30 June 2020
24,800,736
2,131,330
5,444,764
2,174,406
34,551,236
The above Consolidated Statement of Changes in Equity is to be read in conjunction with the
Notes to the Financial Statements
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2019
Note
2020
$
2019
$
Cash flows from operating activities
Payments to suppliers and employees
(1,145,001)
(1,913,566)
Finance costs
(15,480)
(34,808)
Interest paid (leased assets)
(1,681)
-
Interest received
3,479
34,246
VAT refund
61,178
(32,004)
Refund of legal costs
-
281,017
Grants received
202,575
64,260
Net cash (used in) operating activities
22
(894,930)
(1,600,855)
Cash flows from investing activities
Proceeds from the sale of exploration tenements
-
-
Payments for exploration and evaluation
(2,826,195)
(4,599,012)
Payment for property, plant and equipment
(2,039)
(5,637)
Net cash (used in) investing activities
(2,828,234)
(4,604,649)
Cash flows from financing activities
Proceeds from capital raisings
902,000
1,638,000
Payment for share issue costs
(136,151)
(17,717)
Proceeds from the exercise of options
-
100,000
Proceeds from convertible note facility
3,000,000
2,500,000
Repayment of convertible note facility
(812,442)
-
Transaction costs related to convertible note facility
(284,375)
(75,000)
Proceeds from borrowings
400,000
-
Repayment of borrowings
(200,000)
-
Transaction costs related to borrowings
(20,000)
-
Repayment of lease liabilities
(26,066)
-
Net cash provided by financing activities
2,822,966
4,145,283
Net increase/(decrease) in cash and cash equivalents
(900,198)
(2,060,221)
Cash and cash equivalents at beginning of year
1,199,738
3,258,892
Effects on exchange rate fluctuations on cash held
1,115
1,067
Cash and cash equivalents at end of year
8
300,655
1,199,738
The above Consolidated Statement of Cash Flows is to be read in conjunction with the
Notes to the Financial Statements
1. CORPORATE INFORMATION
The financial report of European Lithium Limited (the Company) and its controlled entities (the Group) for the year ended 30 June 2020 was authorised for issue in accordance with a resolution of the directors on 15 September 2020.
European Lithium Limited is a public company incorporated in Australia whose shares are publicly traded on the Australian Securities Exchange. The nature of the operations and principal activities of the Company are described in the Directors' Report.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
a) Basis of preparation
The financial report is a general-purpose financial report, which has been prepared in accordance with the requirements of the Corporations Act 2001 and Australian Accounting Standards, which include Australian equivalents to International Financial Reporting Standards (AIFRS). Compliance with AIFRS ensures that the financial report, comprising the financial statements and notes thereto, complies with International Financial Reporting Standards (IFRS). The Company is a for-profit entity for the purpose of preparing the financial statements.
The financial report has also been prepared on the accruals basis and historical cost basis with the exception of the Group's listed investment and convertible note liabilities which are both stated at fair value.
The accounting policies set out below have been applied consistently to all periods presented in the financial report except where stated.
b) Going concern
The financial statements have been prepared on a going concern basis which contemplates the continuity of normal business activities and the realisation of assets and the settlement of liabilities in the ordinary course of business.
The Company incurred an operating loss for the period ended 30 June 2020 of $3,257,923 (30 June 2019: $2,802,667 loss), had cash and cash equivalents of $300,655 at 30 June 2020 (30 June 2019: $1,199,738), had a net working capital deficit of $2,123,049 at 30 June 2020 (30 June 2019: $596,662 deficit) and a net cash outflow from operating activities amounting to $3,721,125 (30 June 2019: $6,199,867).
The Group's ability to continue as a going concern and to continue to fund its planned expanded activities is dependent on raising further capital and/or drawing down on the convertible note facility and/or generating additional revenues from its operations and/or reducing or deferring exploration expenditure or operational costs.
The Directors believe the Group will continue as a going concern, after consideration of the following factors:
§ The Group has successfully completed its pre-feasibility study and work is underway on the Definitive-Feasibility Study (DFS). The Company is in the process of seeking funding options;
§ Directors have agreed to defer the payment of their Director fees until the completion of a capital raising;
§ The Company has established the Winance convertible loan note facility (refer note 16) allowing access to funds for the purposes of working capital and project DFS; and
§ The Group is able to defer certain exploration-related expenditures in order to retain a positive cash balance;
§ The Group is able to realise its financial assets if required; and
§ The Group is in discussions with a number of entities regarding future off-take contracts and is continuing efforts to secure key customers in key markets and is confident of generating additional sales revenue within the next 12 months.
However, should the fundraising above not be completed, or be available on a sufficiently timely basis, there exists a material uncertainty that may cast significant doubt as to where the Company would continue as a going concern and therefore whether it will realize its assets and extinguish its liabilities in the normal course of business and at the amounts stated in the financial report.
c) Application of new and revised accounting standards
Changes in accounting policies on initial application of Accounting Standards
In the year ended 30 June 2020, the Directors have reviewed all of the new and revised Standards and Interpretations issued by the AASB that are relevant to the Company and effective for the full year reporting periods beginning on or after 1 July 2019. As a result of this review, the Directors have applied all new and amended Standards and Interpretations that were effective as at 1 July 2019 including:
Interpretation 23 Uncertainty over Income Tax Treatments
The Group has adopted Interpretation 23 with the date of initial application being 1 July 2019.
The Interpretation clarifies the application of the recognition and measurement criteria in AASB 112 Income Taxes when there is uncertainty over income tax treatments. The Interpretation specifically addresses the following:
§ Whether an entity considers uncertain tax treatments separately
§ The assumptions an entity makes about the examination of tax treatments by taxation authorities
§ How an entity determines taxable profit (tax loss), tax bases, unused tax losses, unused tax credits and tax rates
§ How an entity considers changes in facts and circumstances
At 1 July 2019 it was determined that the adoption of Interpretation 23 had no impact on the Group.
AASB 2018-1 Australian Amendments to Australian Accounting Standards - Annual Improvements 2015-2017 Cycle
The Group has adopted AASB 2018-1 with the date of initial application being 1 January 2019.
The amendments clarify certain requirements in:
§ AASB 3 Business Combinations and AASB 11 Joint Arrangements - previously held interest in a joint operation
§ AASB 112 Income Taxes - income tax consequences of payments on financial instruments classified as equity
§ AASB 123 Borrowing Costs - borrowing costs eligible for capitalisation.
At 1 July 2019 it was determined that the adoption of AASB 2018-1 had no impact on the Group.
AASB 16 Leases
The Group has adopted AASB 16 with the date of initial application being 1 July 2019. AASB 16, which supersedes AASB 117 Leases (AASB 117) and related interpretations, sets out the principles for the recognition, measurement, presentation and disclosure of leases and requires lessees to account for most leases under a single on-balance sheet model.
The Group has elected to apply the modified retrospective approach available under AASB 16 when transitioning to the new standard, whereby the Company has recorded a right of use asset at the date of initial application of leases previously classified as an operating lease applying AASB 117, and measures that right of use asset at an amount equal to the lease liability, adjusted by the amount of any prepaid or accrued lease payments relating to that lease recognised in the statement of financial position immediately before the date of initial application.
Refer to note 14 and 17 for details of lease accounting.
New accounting standards and interpretations not yet adopted
Certain new accounting standards and interpretations have been published that are not mandatory for 30 June 2020 reporting periods and have not been early adopted by the Group. The Group's assessment of the impact of these new standards and interpretations is set out below.
Conceptual Framework for Financial Reporting and relevant amending standards
The revised Conceptual Framework includes some new concepts, provides updated definitions and recognition criteria for assets and liabilities and clarifies some important concepts. It is arranged in eight chapters, as follows:
· Chapter 1 - The objective of financial reporting
· Chapter 2 - Qualitative characteristics of useful financial information
· Chapter 3 - Financial statements and the reporting entity
· Chapter 4 - The elements of financial statements
· Chapter 5 - Recognition and derecognition
· Chapter 6 - Measurement
· Chapter 7 - Presentation and disclosure
· Chapter 8 - Concepts of capital and capital maintenance
Amendments to References to the Conceptual Framework in IFRS Standards has also been issued, which sets out the amendments to affected standards in order to update references to the revised Conceptual Framework. The changes to the Conceptual Framework may affect the application of IFRS in situations where no standard applies to a particular transaction or event. In addition, relief has been provided in applying IFRS 3 and developing accounting policies for regulatory account balances using IAS 8, such that entities must continue to apply the definitions of an asset and a liability (and supporting concepts) in the 2010 Conceptual Framework, and not the definitions in the revised Conceptual Framework.
This standard is not expected to have a material impact on the Group's financial statements and disclosures
1 July 2020
AASB 2018-7 Definition of Material (Amendments to AASB 101 and AASB 108)
This Standard amends AASB 101 Presentation of Financial Statements and AASB 108 Accounting Policies, Changes in Accounting Estimates and Errors to align the definition of 'material' across the standards and to clarify certain aspects of the definition. The amendments clarify that materiality will depend on the nature or magnitude of information. An entity will need to assess whether the information, either individually or in combination with other information, is material in the context of the financial statements. A misstatement of information is material if it could reasonably be expected to influence decisions made by the primary users.
This standard is not expected to have a material impact on the Group's financial statements and disclosures
1 July 2020
There are no other standards that are not yet effective and that would be expected to have a material impact on the Group in the current or future reporting periods and on foreseeable future transactions.
d) Principles of consolidation
Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases. A list of controlled entities is contained in Note 24 to the financial statements.
All inter-group balances and transactions between entities in the Group, including any unrealised profits or losses, have been eliminated on consolidation. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with those adopted by the Parent Entity.
e) Significant accounting estimates and assumptions
The carrying amounts of certain assets and liabilities are often determined based on estimates and assumptions of future events. The key estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of certain assets and liabilities within the next annual reporting period are:
Fair value of convertible note
Management has used valuation techniques to determine the fair value of the convertible notes liability, which have involved developing estimates and assumptions consistent with how these instruments are normally valued.
Share based payment transactions
The Company measures the cost of equity-settled transactions with employees by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined using a Black-Scholes option pricing model. The Company measures the cost of cash-settled share based payments at fair value at the grant date using the Black-Scholes formula taking into account the terms and conditions upon which the instruments were granted.
Deferred taxation
Potential future income tax benefits have not been brought to account at 30 June 2020 because the Directors do not believe that it is appropriate to regard realisations of future income tax benefits as probable.
Deferred exploration and evaluation expenditure
The application of the Group's accounting policy for exploration and evaluation expenditure requires judgement in determining whether it is likely that future economic benefits are likely from future exploitation or sale or where activities have not reached a stage which permits a reasonable assumption of the existence of reserves.
f) Borrowing costs
Borrowing costs are recognised as an expense when incurred, except for borrowing cost relating to qualifying assets when the interest is capitalised to the qualifying assets.
g) Cash and cash equivalents
Cash and cash equivalents in the Statement of Financial Position comprise cash at bank and in hand and short-term deposits with an original maturity of six months or less.
For the purposes of the Statement of Cash Flows, cash and cash equivalents consist of cash and cash equivalents as defined above, net of outstanding bank overdrafts.
h) Trade and other receivables
Trade receivables are initially recognised at their transaction price and other receivables at fair value. Receivables that are held to collect contractual cash flows and are expected to give rise to cash flows representing solely payments of principal and interest are classified and subsequently measured at amortised cost. Receivables that do not meet the criteria for amortised cost are measured at fair value through profit or loss.
The Group assesses on a forward looking basis the expected credit losses associated with its debt instruments carried at amortised cost. The amount of expected credit losses is updated at each reporting date to reflect changes in credit risk since initial recognition of the respective financial instrument. The Group always recognises the lifetime expected credit loss for trade receivables carried at amortised cost. The expected credit losses on these financial assets are estimated based on the Group's historic credit loss experience, adjusted for factors that are specific to the debtors, general economic conditions and an assessment of both the current as well as forecast conditions at the reporting date.
For all other receivables measured at amortised cost, the Group recognises lifetime expected credit losses when there has been a significant increase in credit risk since initial recognition. If the credit risk on the financial instrument has not increased significantly since initial recognition, the Group measures the loss allowance for that financial instrument at an amount equal to expected credit losses within the next 12 months.
The Group considers an event of default has occurred when a financial asset is more than 120 days past due or external sources indicate that the debtor is unlikely to pay its creditors, including the Group. A financial asset is credit impaired when there is evidence that the counterparty is in significant financial difficulty or a breach of contract, such as a default or past due event has occurred. The Group writes off a financial asset when there is information indicating the counterparty is in severe financial difficulty and there is no realistic prospect of recovery.
i) Investments
The fair value of financial assets and financial liabilities must be estimated for recognition and measurement or for disclosure purposes.
The fair value of financial instruments traded in active markets (such as publicly traded derivatives, and equity securities classified as fair value through other comprehensive income) is based on quoted market prices at the reporting date. The quoted market price used for financial assets held by the Group is the current bid price, the appropriate quoted market price for financial liabilities is the current ask price.
The fair value of financial instruments that are not traded in an active market is determined using valuation techniques. The Group uses a variety of methods and makes assumptions that are based on market conditions existing at each balance date. Quoted market prices or dealer quotes for similar instruments are used for long-term debt instruments held. Other techniques, such as discounted cash flows, are used to determine fair value for the remaining financial instruments.
j) Financial instruments
Debt and equity instruments are classified as either liabilities or as equity in accordance with the substance of the contractual arrangement. Transaction costs on the issue of equity instruments are recognised directly in equity as a reduction of the proceeds of the equity instruments to which the costs relate. Transaction costs are the costs that are incurred directly in connection with the issue of those equity instruments and which would not have been incurred had those instruments not been issued.
Interest and dividends are classified as expenses or as distributions of profit consistent with the statement of financial position classification of the related debt or equity instruments or component parts of compound instruments.
k) Impairment of assets
At each reporting date, the Company assesses whether there is any indication that an asset may be impaired. Where an indicator of impairment exists, the Company makes a formal estimate of recoverable amount. Where the carrying amount of an asset exceeds its recoverable amount the asset is considered impaired and is written down to its recoverable amount.
Recoverable amount is the greater of fair value less costs to sell and value in use. It is determined for an individual asset, unless that asset's value in use cannot be estimated to be close to its fair value less costs to sell and it does not generate cash inflows that are largely independent of those from other assets or group of assets. In which case, the recoverable amount is determined for the cash-generating unit to which the asset belongs.
In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.
Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but only to the extent that the increased carrying value does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset in prior years. A reversal of an impairment loss is recognised in profit or loss immediately, unless the relevant asset is carried at fair value, in which case the reversal of the impairment loss is treated as a revaluation increase.
l) Income tax
Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted by the reporting date.
Deferred tax is provided on all temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.
Deferred tax liabilities are recognised for all taxable temporary differences except:
§ When the deferred tax liability arises from the initial recognition of assets and liabilities (other than as a result of a business combination) which affects neither the accounting profit nor taxable profit or loss; or
§ When the taxable temporary difference arises from the initial recognition of goodwill; or
§ When the taxable temporary difference is associated with investments in subsidiaries, associates or interests in joint ventures, and the timing of the reversal of the temporary difference can be controlled and it is probable that the temporary difference will not reverse in the foreseeable future.
Deferred tax assets are recognised to the extent that it is probable that sufficient taxable amounts will be available against which the deductible temporary differences or unused tax losses and tax offsets can be utilised, except:
§ When the deductible temporary difference giving rise to the asset arises from the initial recognition of assets and liabilities (other than as a result of a business combination) which affects neither accounting profit nor taxable income; or
§ When the deductible temporary difference is associated with investments in subsidiaries, associates or interests in joint ventures, in which case a deferred tax asset is only recognised to the extent that it is probable that the temporary difference will reverse in the foreseeable future and taxable profit will be available against which the temporary difference can be utilised.
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised.
Unrecognised deferred income tax assets are reassessed at each reporting date and are recognised to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.
Deferred tax assets and liabilities are offset when they relate to the same taxation authority and the Company intends to settle its current tax assets and liabilities on a net basis.
m) Goods and services tax
Revenues, expenses and assets are recognised net of the amount of GST except:
§ When the GST incurred on a purchase of goods and services is not recoverable from the taxation authority, in which case the GST is recognised as part of the cost acquisition of the asset or as part of the expense item as applicable; and receivables and payables are stated with the amount of GST included.
§ The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the Statement of Financial Position.
Cash flows are included in the Statement of Cash Flows on a gross basis and the GST component of cash flows arising from investing and financing activities, which is recoverable from, or payable to, the taxation authority are classified as operating cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the taxation authority.
n) Leases
Group as Lessee - policy applied from 1 January 2019
The Group assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.
Right of use asset
The Group recognises right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. Unless the Group is reasonably certain to obtain ownership of the leased asset at the end of the lease term, the recognised right-of-use assets are depreciated on a straight-line basis over the shorter of its estimated useful life and the lease term. Right-of-use assets are subject to impairment.
Lease Liabilities
At the commencement date of the lease, the Group recognises lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include fixed payments (including in-substance fixed payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably certain to be exercised by the Group and payments of penalties for terminating a lease, if the lease term reflects the Group exercising the option to terminate. The variable lease payments that do not depend on an index or a rate are recognised as expense in the period on which the event or condition that triggers the payment occurs.
In calculating the present value of lease payments, the Group uses the incremental borrowing rate at the lease commencement date if the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term, a change in the in-substance fixed lease payments or a change in the assessment to purchase the underlying asset.
The Group has elected not to recognise right of use assets and lease liabilities for short term leases and low value assets. For these leases, the Group recognised the lease payments as an expense on a straight line basis over the lease term.
Short-term leases and leases of low-value assets.
The Group applies the short-term lease recognition exemption for those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option. It also applies the lease of low-value assets recognition exemption to leases of plant and equipment that are considered of low value. Lease payments on short-term leases and leases of low-value assets are recognised as expense on a straight-line basis over the lease term.
Group as Lessee - policy applied prior to 1 January 2019
Leases are classified as finance leases when the terms of the lease transfer substantially all the risks and rewards incidental to ownership of the leased asset to the Company. All other leases are classified as operating leases.
Finance leases are capitalised, recording an asset and a liability equal to the fair value of the leased property or, if lower, the present value of the minimum lease payments, including any guaranteed residual values. Leased assets are depreciated on a diminishing value basis over their estimated useful lives where it is likely that the Company will obtain ownership of the asset or over the term of the lease. Lease payments are allocated between the reduction of the lease liability and the lease interest expense for the period.
Operating lease payments are recognised as an expense in the Consolidated Statement of Comprehensive Income on a straight-line basis over the lease term.
o) Provisions and employee leave benefits
Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.
The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at reporting date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cashflows estimated to settle the present obligation, its carrying value is the present value of those cashflows. When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, for example under an insurance contract, the receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.
Employee leave benefits
Liabilities for wages and salaries, including non-monetary benefits, annual leave and accumulating sick leave expected to be settled within 12 months of the reporting date are recognised in respect of employees' services up to the reporting date. They are measured at the amounts expected to be paid when the liabilities are settled. Liabilities for non-accumulating sick leave are recognised when the leave is taken and are measured at the rates paid or payable.
p) Revenue recognition
Revenue is recognised to the extent that control of the good or service provided has passed and it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured.
Interest revenue is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset's net carrying amount.
q) Trades and other payables
Trade payables and other accounts payable are carried at amortised cost and represent liabilities for goods and services provided to the Group prior to the end of the financial year that are unpaid and arise when the Group becomes obliged to make future payments in respect of the purchase of those goods and services.
r) Convertible notes
Convertible notes that do not contain an equity component are accounted for as a financial liability through profit or loss with a value equating to the total proceed/face value with no day one gain or loss and subsequently value will change depending on the changes in the share price/ redemption event and or accretion of the value of the discount on the note. If the convertible note is converted, the carrying amounts of the derivative and liability components are transferred to share capital as consideration for the shares issued. If the note is redeemed, any difference between the amount paid and the carrying amounts of both components is recognised in the statement of comprehensive income.
s) Exploration and evaluation expenditure
Exploration and evaluation expenditures in relation to each separate area of interest are recognised as an exploration and evaluation asset in the year in which they are incurred where the following conditions are satisfied:
§ the rights to tenure of the area of interest are current; and
§ at least one of the following conditions is also met:
§ the exploration and evaluation expenditures are expected to be recouped through successful development and exploration of the area of interest, or alternatively, by its sale; or
§ exploration and evaluation activities in the area of interest have not at the balance date reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves, and active and significant operations in, or in relation to, the area of interest are continuing.
Exploration and evaluation assets are initially measured at cost and include acquisition of rights to explore, studies, exploratory drilling, trenching and sampling and associated activities and an allocation of depreciation and amortised of assets used in exploration and evaluation activities. General and administrative costs are only included in the measurement of exploration and evaluation costs where they are related directly to operational activities in a particular area of interest.
Exploration and evaluation assets are assessed for impairment when facts and circumstances suggest that the carrying amount of an exploration and evaluation asset may exceed its recoverable amount. The recoverable amount of the exploration and evaluation asset (for the cash generating unit(s) to which it has been allocated being no larger than the relevant area of interest) is estimated to determine the extent of the impairment loss (if any). Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but only to the extent that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset in previous years.
Where a decision has been made to proceed with development in respect of a particular area of interest, the relevant exploration and evaluation asset is tested for impairment and the balance is then reclassified to development.
t) Borrowings
Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised in the profit or loss over the period of the borrowings using the effective interest rate method. Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalised as a prepayment for liquidity services and amortised over the period of the facility to which it relates.
Borrowings are removed from the Statement of Financial Position when the obligation specified in the contract is discharged, cancelled or expired. The difference between the carrying amount of a financial liability that has been extinguished or transferred to another party and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognised in other income or other expenses.
Borrowings are classified as current liabilities unless the Company has an unconditional right to defer settlement of the liability for at least 12 months after the reporting date.
u) Issued capital
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds. Incremental costs directly attributable to the issue of new shares or options for the acquisition of a business are not included in the cost of the acquisition as part of the purchase consideration.
v) Segment reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the Board of Directors who is responsible for making strategic decisions.
3. SEGMENT INFORMATION
AASB 8 Operating Segments requires operating segments to be identified on the basis of internal reports that are regularly reviewed by the Chief Operating Decision Maker (CODM) to make decisions about resources to be allocated to the segment and assess its performance, and for which discrete financial information is available. In the case of the Group the CODM are the executive management team and all information reported to the CODM is based on the consolidated results of the Group as one operating segment, as the Group's activities relate to mineral exploration.
Accordingly, the Group has only one reportable segment and the results are the same as the Group results.
a) Information by geographical region
The analysis of the location of non-current assets is as follows:
2020
$
2019
$
Australia
128,000
128,000
Austria
36,548,383
33,043,140
36,676,383
33,171,140
b) Revenue by geographical region
2020
$
2019
$
Australia
3,479
34,246
Austria
202,575
100,446
206,054
134,692
4. REVENUE AND OTHER INCOME
2020
$
2019
$
Interest revenue
3,479
34,246
Foreign exchange
-
36,186
Grants received
202,575
64,260
206,054
134,692
5. EXPENSES FROM CONTINUING OPERATIONS
2020
$
2019
$
Employee benefits expenses
Directors' remuneration & consulting
(197,548)
(192,000)
(197,548)
(192,000)
Finance expenses
Bank fees
(15,480)
(23,008)
Interest on short term loan (i)
(170,323)
-
Interest on leased assets
(1,681)
-
Provision for doubtful debts
(7,494)
-
Financing costs on extension to Magna facility (note 18(a))
(80,000)
-
Financing costs short term loan facility
(20,000)
-
Shortfall on Winance conversion (note 18(a))
(118,182)
-
Financing legal expenses
(44,375)
(11,800)
(457,535)
(34,808)
Regulatory and compliance costs
ASX listing fees
(136,944)
(110,679)
NEX listing expenses
(253,476)
(152,529)
Vienna listing expenses
(1,986)
(44,107)
Legal expenses (ii)
(383,032)
(36,294)
Other regulatory and compliance expenses
(85,207)
(106,636)
(860,645)
(450,245)
Other expenses
Other administrative expenses
(243,280)
(258,390)
(243,280)
(258,390)
(i) During the year, the Company entered into a short-term loan agreement for $400k, secured by way of a fixed and floating charge over the Company' assets (Loan). Under the terms of the Loan, interest of $40k is payable at the repayment date with the balance relating to penalty interest for the late repayment of funds. The Company agreed with the lender to convert $370k of the Loan into equity (Loan Conversion). The Loan Conversion was converted based on a share price of 4.5c with a free attaching 1 for 1 unlisted option with an exercise price of 5c expiring on 31 July 2022. In addition to the Loan Conversion, the remaining Loan balance was paid in cash on 4 June 2020. At 30 June 2020, the Loan had been fully extinguished, and the associated security released.
(ii) Legal expenses incurred during the year related to amounts paid to the Financial Market Authority and legal expenses in respect to the Company's financing facilities.
6. AUDITOR'S REMUNERATION
2020
$
2019
$
Amounts paid or payable to:
HLB Mann Judd
Auditing services
31,775
30,600
Other services
-
-
31,775
30,600
7. INCOME TAX
2020
$
2019
$
Major components of income tax expense for the year are:
Income statement
Current income tax charge/(benefit)
-
-
Statement of changes in equity
Income tax expense reported in equity
-
-
A reconciliation of income tax expense/(benefit) applicable to accounting profit/(loss) before income as at the statutory income tax rate to income tax expense/(benefit) at the Company's effective income tax rate for the year is as follows:
2020
$
2019
$
Loss from ordinary activities before income tax expense
(3,257,923)
(2,802,667)
Prima facie tax benefit on loss from ordinary activities at 27.5% (2019: 27.5%)
(895,929)
(770,733)
Tax effect of amounts which are not deductible (taxable) in calculating taxable income:
Non-temporary tax adjustments
818,194
658,644
Recognition of prior year unrecognised DTA's
(39,181)
(81,316)
Tax rate differential
(3,918)
(8,840)
Current year DTA's (non-tax losses) not recognised
120,834
202,245
-
-
Unrecognised deferred tax assets have not been recognised in respect of the following items:
2020
$
2019
$
Unrecognised temporary differences
Deferred tax assets (at 27.5%) (2019: 27.5%)
Accrued expenses
1,127
715
Capital raising costs
49,920
57,973
Financial assets
48,675
48,675
Borrowing costs
12,712
-
Carry forward tax losses - revenue
4,505,071
3,411,102
Carry forward tax losses - capital
1,273,476
1,270,065
Other
-
847
5,890,981
4,789,377
Deferred tax liabilities (at 27.5%) (2019: 27.5%)
Prepayments
-
(568)
Net unrecognised deferred tax asset/(liability)
5,890,981
4,788,809
Potential future income tax benefits arising from tax losses have not been brought to account at 30 June 2020 because the directors do not believe it is appropriate to regard realisation of the future income tax benefits as probable. These benefits will only be obtained if:
§ assessable income is derived of a nature and of amount sufficient to enable the benefit from the deductions to be realised;
§ the Company continues to comply with the conditions for deductibility imposed by law; and
§ no changes in tax legislation adversely affect the realisation of the benefit from the deductions.
8. CASH AND CASH EQUIVALENTS
2020
$
2019
$
Cash at bank and in hand
300,655
1,199,738
300,655
1,199,738
Cash at bank earns interest at floating rates based on daily bank deposit rates.
9. TRADE AND OTHER RECEIVABLES
2020
$
2019
$
Trade and other receivables
4,879
39,247
Security deposit
6,480
6,409
GST / VAT receivable
125,977
187,154
Prepayments
81,762
77,108
219,098
309,918
These amounts arise from the usual operating activities of the Company and are non-interest bearing. The debtors do not contain any overdue or impaired receivables.
10. PROPERTY, PLANT AND EQUIPMENT
2020
$
2019
$
Cost
16,250
14,054
Accumulated depreciation
(11,514)
(7,024)
4,736
7,030
Carrying value at beginning of period
7,030
4,880
Additions
2,039
5,637
Depreciation charge for the period
(4,436)
(3,565)
Foreign exchange
103
78
Carrying value at end of period
4,736
7,030
11. DEFERRED EXPLORATION AND EVALUATION EXPENDITURE
Exploration and evaluation phases:
2020
$
2019
$
Balance at beginning of period
33,004,593
27,465,305
Expenditure incurred
3,153,767
4,755,718
Foreign exchange movement
341,077
783,900
Impairment
-
(330)
Balance at end of period
36,499,437
33,004,593
The recoupment of costs carried forward in relation to areas of interest in the exploration and evaluation phases is dependent upon the successful development and commercial exploitation or sale of the respective areas.
12. RESTRICTED CASH AND OTHER DEPOSITS
2020
$
2019
$
Term deposits
31,869
31,517
13. FINANCIAL ASSETS
2020
$
2019
$
Balance at beginning of period
128,000
225,000
Acquisition of equity securities (listed) (i)
-
80,000
Gain/(loss) in fair value from revaluation
-
(177,000)
Financial assets at fair value through profit or loss at end of period
128,000
128,000
(i) The Company previously entered into a binding terms sheet with Cervantes Gold Pty Ltd, a wholly owned subsidiary of Cervantes Corporation Limited (ASX: CVS) (CVS) for the sale of its 100% owned Paynes Find Gold Project located in Western Australia. On 5 July 2018, the Company announced that it had agreed to settle the remaining cash consideration of $80,000 through the issue of 7,000,000 shares in CVS shares.
Financial assets comprise investments in the ordinary issued capital of various entities and are accounted for at fair value through profit or loss.
The fair value of listed investments is calculated with reference to current market prices at balance date. See note 23(h).
14. RIGHT OF USE ASSETS
2020
$
2019
$
Cost
37,022
-
Accumulated depreciation
(24,681)
-
12,341
-
Carrying value at beginning of period
-
-
Initial application of AASB 16 Leases
37,022
-
Depreciation charge for the period
(24,681)
-
Carrying value at end of period
12,341
-
Leased assets are capitalised at the commencement date of the lease and comprise of the initial lease liability amount, initial direct costs incurred when entering into the lease less any lease incentives received. On initial adoption of AASB 16 the Group has adjusted the right-of-use assets at the date of initial application by the amount of any provision for onerous leases recognised immediately before the date of initial application. Following initial application, an impairment review is undertaken for any right of use lease asset that shows indicators of impairment and an impairment loss is recognised against any right of use lease assets that is impaired
15. TRADE AND OTHER PAYABLES
2020
$
2019
$
Trade payables
1,767,697
781,164
Sundry payables and accruals
32,837
247,019
1,800,534
1,028,183
16. convertible note
2020
$
2019
$
Balance at beginning of period
1,078,136
-
Funds borrowed under convertible loan agreement
3,000,000
2,500,000
Difference between transaction price of convertible note and fair value at initial recognition
549,553
318,115
Fair value loss on remeasurement of convertible note
(256,194)
46,028
Amounts repaid through redemption of notes
(812,443)
-
Amounts repaid through issue of shares
(2,727,460)
(1,786,007)
Balance at end of period
831,592
1,078,136
a) Magna
On 7 September 2018, the Company entered into a Convertible Note Agreement with MEF I, L.P. (Magna) of which A$2.5m (1,840,500 convertible notes) was drawn down on 7 September 2018. At the time of issuance, the difference between the fair value of the convertible notes of $2,818,115 and the proceeds received of A$2,500,000 being $318,115 was recorded in the statement of comprehensive income.
The face value of each convertible note is US$1.10 and are non-interest bearing. The notes are convertible to a variable number of ordinary shares at the option of the holder of the notes any time after issue. If not converted the notes mature and are repayable twelve (12) months after the issue date. The conversion price for each convertible note is the lower of $0.30 or a 15% discount from the lowest VWAP over ten (10) days prior to the conversion date, provided that the conversion price shall not in any case be lower than $0.055 (revised floor price).
On 13 September 2019, Magna agreed to extend the maturity date of the convertible notes on issue from 7 September 2019 to 30 November 2019. In consideration for this extension, the Company issued Magna 1,000,000 fully paid ordinary shares on 13 September 2019.
During the year, Magna redeemed 434,782 notes for US$550,000 (AU$812,443). Magna also exercised its option to convert 253,260 notes borrowed under the convertible loan agreement into 5,618,413 fully paid ordinary shares of the Company.
At reporting date, the fair value of the convertible notes (following conversion of 253,260 notes and redemption of 434,782 notes during the year) was $nil with the difference of $161,768 recorded in the statement of comprehensive income.
As at 30 June 2020, Magna had nil convertible notes remaining.
b) Winance
On 31 July 2019, the Company entered into a Convertible Note Agreement with Winance Investment LLC (Winance) of which A$2.0m (2,000 convertible notes) was drawn down on 20 September 2019 (Tranche 1). On 5 March 2020, the Company announced that it had agreed to a further draw down of A$2.0m. As a result, the Company issued 2,000 convertible notes on 10 March 2020 which were held in escrow pending the receipt of funds. On 2 June 2020, the company received funding of A$1.0m and released 1,000 notes from escrow (Tranche 2). Winance received a commitment fee of 3% of the investment amount at the funding of each tranche.
The face value of each convertible note is AU$1,000 and are non-interest bearing. The notes are convertible to a variable number of ordinary shares at the option of the holder of the notes any time after issue. If not converted the notes mature and are repayable twenty-four (24) months after the issue date. The conversion price for each convertible note is the lower of an 8% discount from the lowest VWAP over ten (10) days prior to the conversion date, provided that the conversion price shall not in any case be lower than $0.055 (floor price).
At the time of issuance, the difference between the fair value of the convertible notes of $2,363,883 and the proceeds received of A$2,000,000 being $363,883 (Tranche 1) and the fair value of the convertible notes of $1,185,671 and the proceeds received of A$1,000,000 being $185,671 (Tranche 2) was recorded in the statement of comprehensive income.
During the year, Winance exercised its option to convert 2,000 notes (Tranche 1) and 300 notes (Tranche 2) borrowed under the convertible loan agreement into 36,264,061 fully paid ordinary shares of the Company.
At reporting date, the fair value of Tranche 1 convertibles notes (following conversion of 2,000 notes during the year) was $nil with the difference of $363,683 recorded in the statement of comprehensive income. At reporting date, the fair value of Tranche 2 convertible notes (following conversion 300 notes during the year) was $831,592 with the difference of $54,079 recorded in the statement of comprehensive income.
As at 30 June 2020, Winance had 700 convertible notes remaining.
17. INTEREST BEARING LEASE LIABILITIES
2020
$
2019
$
Current
Lease liability
10,676
-
10,676
-
Non-Current
Lease liability
2,098
-
2,098
-
Total
12,774
-
In 2016, the Group entered into a lease arrangement for premises in Wolfsberg for a lease period 1 January 2017 to 31 December 2019. Under Austrian law, the lease automatically extends for one year upon expiry.
18. ISSUED CAPITAL
a) Ordinary shares
2020
$
2019
$
Opening balance
20,283,788
16,711,098
Issue of shares - Placement - Cash
902,000
1,638,000
Issue of shares - Conversion of debt (i)
848,784
-
Issue of shares - Conversion of Options
-
100,000
Issue of shares - Magna commitment shares
-
100,000
Issue of shares - Magna extension
80,000
-
Issue of shares - Magna conversion
427,461
1,786,007
Issue of shares - Winance conversion
2,300,000
-
Issue of shares - Project Director
-
42,000
Issue of shares - Empire Capital
90,000
-
Capital raising costs - shares and options issued to corporate advisor
(70,746)
-
Capital raising costs - cash
(60,551)
(93,317)
Total issued capital
24,800,736
20,283,788
2020
No of shares
2019
No of shares
Issued shares:
Balance at beginning of period
587,163,028
545,724,526
Issue of shares - Placement - Cash
10,300,000
18,200,000
Issue of shares - Conversion of debt (i)
19,947,707
-
Issue of shares - Conversion of Options
-
1,000,000
Issue of shares - Magna commitment shares
-
600,672
Issue of shares - Magna extension (ii)
1,000,000
-
Issue of shares - Winance conversion (refer note 16)
36,264,061
-
Issue of shares - Magna conversion (refer note 16)
5,618,413
21,287,830
Issue of shares - Project Director
-
350,000
Issue of shares - Empire Capital (iii)
2,000,000
-
Balance at end of period
662,293,209
587,163,028
(i) During the year the Company converted $730,601 of debt with various creditors into equity (Creditor Conversion). Debts have been converted based on a share price of 4.5c with a free attaching 1 for 1 unlisted option with an exercise price of 5c expiring on 31 July 2022. In addition, the Company converted $118,182 of debt owing to Winance in relation to the Winance shortfall amount payable (refer to the 2019 AGM notice of meeting for further details).
(ii) the Company entered into a Convertible Note Agreement with MEF I, L.P. (Magna) (refer note 16). On 13 September 2019, Magna agreed to extend the maturity date of the convertible notes on issue from 7 September 2019 to 30 November 2019. In consideration for this extension, the Company issued Magna 1,000,000 fully paid ordinary shares on 13 September 2019.
(iii) On 27 May 2020, the Company announced that it had entered into a strategic engagement agreement with Talaxis Limited (Talaxis). The Talaxis engagement was introduced and managed by corporate advisory firm, Empire Capital Partners (Empire Capital). On 29 May 2020, the Company issued 2,000,000 shares and 2,000,000 unlisted options with an exercise price of 5c expiring on 31 July 2022 (refer note 18(d)) issued to Empire Capital pursuant to a corporate advisory mandate.
Terms and conditions of contributed equity
Fully paid ordinary shares have the right to receive dividends as declared and, in the event of winding up the Company, to participate in the proceeds from sale of all surplus assets in proportion to the number of paid up shares held.
Fully paid ordinary shares entitle their holder to one vote, either in person or by proxy, at any shareholders' meeting of the Company.
b) Options
At 30 June 2020, the unissued ordinary shares of the Company under option are as follows:
Date of Expiry
Status
Exercise Price
Number of Options
11/12/2021
Unlisted
20.0 cents
2,500,000
31/07/2022
Unlisted
5.0 cents
18,235,584
20,735,584
No person entitled to exercise these options had or has any right by virtue of the option to participate in any share issue of any other body corporate.
Shares issued on exercise of options
There were no options exercised during the year ended 30 June 2020.
Options exercised during the year ended 30 June 2019 are as follows:
§ On 29 March 2019 1,000,000 unlisted options were exercised by shareholders at $0.10 per shares
Since the end of the financial year, no ordinary shares have been issued as a result of the exercise of options.
c) Capital management
Management controls the capital of the Company, comprising the liquid assets held by the Company, in order to maintain an appropriate debt to equity ratio, provide the shareholders with adequate returns and ensure that the Company can fund its operations and continue as a going concern. The Company's debt and capital includes ordinary share capital and financial liabilities, supported by financial assets. There are no externally imposed capital requirements. Management effectively manages the Company's capital by assessing the Company's financial risks and adjusting its capital structure in response to changes in these risks and in the market. These responses include the management of debt levels, distributions to shareholders and share issues. There have been no changes in the strategy adopted by management to control the capital of the Company since the prior year.
d) Share based payments
The following options were issued as share-based payments arrangements during the year:
Number of Options
Grant date
Expiry Date
Exercise Price
Fair value at grant date
Vesting date
Options issued to Directors¹
17,500,000
28 November 2019
30 June 2020
$0.10
$0.0162
28 November 2019
Options issued to corporate advisor
8,440,000
28 November 2019
30 June 2020
$0.10
$0.0162
28 November 2019
Options issued to Winance
500,000
24 January
2020
30 June 2020
$0.10
$0.0167
24 January
2020
Options issued to Empire Capital
2,000,000
29 May 2020
31 July 2022
$0.05
$0.0415
29 May 2020
¹ 17,500,000 options in consideration for Director services and efforts to advance the Company's Definitive Feasibility Study (DFS) at the Company's Wolfsberg Project were issued to Directors Tony Sage (5,000,000), Stefan Muller (7,500,000) and Malcolm Day (5,000,000) upon receipt of shareholder approval at the 2019 AGM.
The fair value of the equity-settled share options granted is estimated as at the date of grant using the Black and Scholes model taking into account the terms and conditions upon which the options were granted.
Assumption
Number options issued
17,500,000
8,440,000
500,000
2,000,000
Dividend yield
0.00%
0.00%
0.00%
0.00%
Expected volatility
86%
86%
84%
88%
Risk-free interest rate
0.79%
0.79%
0.76%
0.24%
Expected life of options
0.59 years
0.59 years
0.43 years
2.17 years
Exercise price
$0.10
$0.10
$0.10
$0.05
Grant date share price
$0.083
$0.083
$0.091
$0.072
The expected life of the options is based on historical data and is not necessarily indicative of exercise patterns that may occur. The expected volatility reflects the assumption that the historical volatility is indicative of future trends, which may also not necessarily be the actual outcome. No other features of options granted were incorporated into the measurement of fair value.
The following options were issued as share-based payments arrangements during the year ended 30 June 2019 to corporate advisors:
Number of Options
Grant date
Expiry Date
Exercise Price
Fair value at grant date
Vesting date
Options issued to Directors¹
11,250,000
28 November 2018
31 May 2019
$0.15
$0.0215
28 November 2018
Options issued to corporate advisor
2,500,000
28 November 2018
11 December 2021
$0.20
$0.0606
28 November 2018
¹ 11,250,000 facilitator options pursuant to the December 2017 placement were issued to Directors Tony Sage (2,500,000), Stefan Muller (6,250,000) and Malcolm Day (2,500,000) upon receipt of shareholder approval at the 2018 AGM.
The fair value of the equity-settled share options granted is estimated as at the date of grant using the Black and Scholes model taking into account the terms and conditions upon which the options were granted.
Assumption
Number options issued
11,250,000
2,500,000
Dividend yield
0.00%
0.00%
Expected volatility
114%
114%
Risk-free interest rate
2.04%
2.04%
Expected life of options
0.50 years
3.0 years
Exercise price
$0.15
$0.20
Grant date share price
$0.105
$0.105
The expected life of the options is based on historical data and is not necessarily indicative of exercise patterns that may occur. The expected volatility reflects the assumption that the historical volatility is indicative of future trends, which may also not necessarily be the actual outcome. No other features of options granted were incorporated into the measurement of fair value.
e) Share based payments expense
2020
$
2019
$
Shares issued to Project Director
-
42,000
Shares issued to Empire Capital
90,000
-
Options issued to Directors
283,632
241,688
Options issued to corporate advisor
157,364
151,570
Balance at end of period
530,996
435,258
19. RESERVES
2020
$
2019
$
Share based payments reserve
5,444,764
4,933,022
Foreign currency translation reserve
2,174,406
1,968,414
7,619,170
6,901,436
Share based payments reserve
Balance at beginning of year
4,933,022
4,539,764
Issue of unlisted options
511,742
393,258
Balance at end of year
5,444,764
4,933,022
Foreign currency translation reserve
Balance at beginning of year
1,968,414
1,485,281
Foreign currency exchange differences arising on translation of foreign operations
205,992
483,133
Balance at end of year
2,174,406
1,968,414
The foreign currency translation reserve is used to record exchange differences arising from the translation of financial statements of foreign subsidiaries.
The share based payment reserve records items recognised as expenses on valuation of employee share options and options issued to directors and consultants.
20. LOSS PER SHARE
2020
$
2019
$
Loss used in the calculation of basic and dilutive loss per share
(3,257,923)
(2,802,667)
2020
Cents per share
2019
Cents per share
Loss per share:
Basic loss per share (cents per share)
(0.53)
(0.51)
Diluted loss per share (cents per share)
(0.53)
(0.51)
There are dilutive potential ordinary share on issue at balance date. However given the Company has made a loss, there is no dilution of earnings hence the diluted loss per share is the same as for basic loss per share.
2020
Number
2019
Number
Weighted average number of shares
618,210,152
554,595,408
21. COMMITMENTS AND CONTINGENCIES
a) Exploration commitments
The Group has no minimum expenditure requirements in relation to its exploration and mining licences at its Wolfsberg Project other than minimal annual licence and mine safety fees.
b) Contingencies
The Company has provided bank guarantees to the value of €20,000 in respect of any unrepaired damage to property at the Wolfsberg project.
There has been no other change in contingent liabilities since the last annual reporting date.
22. CASH FLOW INFORMATION
2020
$
2019
$
Reconciliation from net loss after tax to net cash used in operations
Net loss
(3,257,923)
(2,802,667)
Non cash flows included in operating loss:
Depreciation
4,435
3,565
Impairment
-
330
Transaction costs relating to the issue of convertible note facility
80,000
100,000
Shares issued in settlement of creditors
478,461
-
Shares issued Project Director
-
42,000
Shares issued Empire Capital
90,000
-
Options issued to corporate advisor and directors
511,742
393,258
Loss on fair value of financial assets through profit and loss
-
177,000
Difference between transaction price of convertible note and fair value at initial recognition
549,554
318,115
Fair value loss on remeasurement of convertible note
(256,194)
46,028
Forgiveness of related party loans
-
12,403
Interest on short term loan
170,323
-
Expenditure classified as financing
260,128
(75,000)
Other expenses
(136,656)
(281,081)
Changes in assets and liabilities:
Decrease / (increase) in trade and other receivables
90,820
326,107
(Decrease) / increase in trade and other payables
520,380
139,087
Net cash (used in) operating activities
(894,930)
(1,600,855)
23. FINANCIAL INSTRUMENTS
a) Significant accounting policies
Details of the significant accounting policies and methods adopted, including the criteria for recognition, the basis of measurement and the basis on which revenues and expenses are recognised, in respect of each class of financial asset, financial liability and equity instrument are disclosed in Note 2 to the financial statements.
b) Financial risk exposures and management
The main risks the Company is exposed to through its financial instruments are credit risk, interest rate risk, and liquidity risk.
c) Credit risk exposures
Credit risk represents the loss that would be recognised if the counterparties default on their contractual obligations resulting in financial loss to the Company. The Company has adopted the policy of only dealing with creditworthy counterparties and obtaining sufficient collateral or other security where appropriate, as a means of mitigating the risk of financial loss from defaults. The Company measures credit risk on a fair value basis.
d) Interest rate risk
The Group is exposed to movements in market interest rates on cash. The policy is to monitor the interest rate yield curve out to 120 days to ensure a balance is maintained between the liquidity of cash assets and the interest rate of return. The entire balance of cash for the Group of $300,655 (30 June 2019: $1,199,738) is subject to interest rate risk.
e) Liquidity risk
The Company manages liquidity risk by continuously monitoring actual and forecast cash flows and matching the maturity profiles of financial assets and liabilities. Surplus funds are generally only invested in short term bank deposits.
Contractual maturities of financial liabilities
Less than 6 months
$
6 - 12 months
$
Between 1 and 2 years
$
Between 2 and 5 years
$
Over 5 years
$
Total contractual cashflows
$
Carrying amount of liabilities
$
Financial Liabilities
Trade & other payables
2020
1,800,534
-
-
-
-
1,800,534
1,800,534
2019
1,028,183
-
-
-
-
1,028,183
1,028,183
Convertible note
2020
831,592
-
-
-
-
831,592
831,592
2019
1,078,136
-
-
-
-
1,078,136
1,078,136
Total
2020
2,632,126
-
-
-
-
2,632,126
2,632,126
2019
2,106,319
-
-
-
-
2,106,319
2,106,319
f) Net fair value
The carrying amount of financial assets and liabilities recorded in the financial statements represents their respective fair values determined in accordance with the accounting policies disclosed in Note 2 of the financial statements.
g) Foreign currency risk
The Group operates internationally and is exposed to foreign exchange risk arising from commercial transactions. The Group converted assets and liabilities into the functional currency where balances were denominated in a currency other than the Australian dollar.
The Group also has transactional currency exposures. Such exposure arises from sales or purchases by an operating entity in currencies other than the functional currency.
h) Fair value measurement
The Group's financial assets comprise shares in Cervantes Corporate Limited, an ASX listed company. This investment is a Level 1 investment in the fair value hierarchy.
In calculating the fair value of the convertible note, the Group engaged an independent valuer who has applied a Monte Carlo valuation methodology based on a variety of significant variable inputs. As a result, the valuation of the derivative liability represents a level 2 measurement within the fair value hierarchy. The key inputs to the valuation model were as follows:
Assumption
Underlying share price
$0.066
Expiry date
2 June 2022
Expected volatility
80%
Risk-free interest rate
0.2704%
Set out below is an overview of financial instruments, other than cash and short-term deposits, held by the Group as at 30 June 2020:
Fair value
At amortised cost
Through profit or loss
Through other comprehensive income
$
$
$
Financial assets
Trade and other receivables
219,098
-
-
Total current
219,098
-
-
Financial assets
-
128,000
-
Total non-current
-
128,000
-
Total assets
219,098
128,000
-
Financial liabilities
Trade and other payables
1,800,534
-
-
Convertible note
-
831,592
-
Total current
1,800,534
831,592
-
Total liabilities
1,800,534
831,592
-
Set out below is an overview of financial instruments, other than cash and short-term deposits, held by the Group as at 30 June 2019:
Fair value
At amortised cost
Through profit or loss
Through other comprehensive income
$
$
$
Financial assets
Trade and other receivables
309,918
-
-
Total current
309,918
-
-
Financial assets
-
128,000
-
Total non-current
-
128,000
-
Total assets
309,918
128,000
-
Financial liabilities
Trade and other payables
1,028,183
-
-
Convertible note
-
1,078,136
-
Total current
1,028,183
1,078,136
-
Total liabilities
1,028,183
1,078,136
-
24. SUBSIDIARIES
Ownership Interest
Country of Incorporation
2020
%
2019
%
European Lithium Limited
Australia
100
100
Subsidiaries
ECM Lithium AT GmbH
Austria
100
100
ECM Lithium AT Operating GmbH
Austria
100
100
European Lithium AT (Investments) Ltd
British Virgin Islands
100
100
25. RELATED PARTY DISCLOSURE
a) Sales and Purchases between Related Parties
Balances between the Company and its subsidiaries which are related parties of the Company have been eliminated on consolidation and are not disclosed in this note. Details of percentage of ordinary shares held in subsidiaries are disclosed in Note 24 to the financial statements.
Note 24 provides information about the group's structure including the details of the subsidiaries and the holding company. The following table provides the total amount of transactions and outstanding balances that have been entered into with related parties for the relevant year.
Sales to
Related
Parties
$
Purchases
from related parties
$
Amounts owed
by related
parties
$
Amounts owed to related
Parties
$
Director related entities
Cape Lambert Resources Limited
2020
22,451
27,814
-
-
Cape Lambert Resources Limited
2019
33,366
66,085
21,015
-
FE Limited
2020
17,001
-
-
-
FE Limited
2019
34,488
-
5,907
-
International Petroleum Ltd
2020
-
-
-
-
International Petroleum Ltd
2019
2,525
-
2,525
-
Karratha Metals Group Ltd
2020
-
-
-
-
Karratha Metals Group Ltd
2019
19,353
-
5,909
-
Okewood Pty Ltd
2020
-
9,150
-
9,150
Okewood Pty Ltd
2019
1,516
-
-
-
Deutsche Gesellschaft für Wertpapieranalyse GmbH
2020
-
77,833
-
38,981
Deutsche Gesellschaft für Wertpapieranalyse GmbH
2019
-
129,040
-
32,832
Frankfurt Capital Market Consulting
2020
-
25,500
-
-
Frankfurt Capital Market Consulting
2019
-
73,302
-
-
Mr Antony Sage is a director of Cape Lambert Resources Limited, FE Limited, International Petroleum Ltd and Karratha Metals Group Ltd. Sales to and purchases from director related entities are for the reimbursement of employee, consultancy, occupancy, travel and other costs.
During the year ended 30 June 2020 and 30 June 2019, Deutsche Gesellschaft Für Wertpapieranalyse GmbH (DGWA) provided investor relation consulting services to the Company. During the year ended 30 June 2019, DGWA received fees in relation to the May placement. Mr Stefan Muller (previous Director of the Company) is a director of DGWA.
During the year ended 30 June 2020, Frankfurt Capital Market Consulting (FCM) received fees in relation to a Placement. During the year ended 30 June 2019, FCM received expense reimbursements in relation to investor relation activities undertaken during the year. FCM is a subsidiary of DGWA which is controlled by Stefan Muller (previous Director of the Company).
26. KEY MANAGEMENT PERSONNEL DISCLOSURES
a) Key management personnel compensation
2020
$
2019
Short-term employee benefits
215,368
254,100
Post-employment benefits
-
-
Share based payments
283,633
241,688
499,001
495,788
Detailed remuneration disclosures are provided in the Remuneration Report which forms part of the Directors' Report.
b) Equity instrument disclosures relating to key management personnel
Equity instrument disclosures relating to key management personnel are included in the Remuneration Report which forms part of the Directors' Report.
On 27 May 2020, the Company announced that it had agreed with Directors of the Company to convert $73,948 of debt into equity. Debts will be converted based on a share price of 4.5c with a free attaching 1 for 1 unlisted option with an exercise price of 5c expiring on 31 July 2022. The issue of 1,643,288 Shares and 1,643,288 unlisted options with an exercise price of 5c expiring on 31 July 2022 to Directors will be subject to shareholder approval at the Company's next general meeting.
27. PARENT ENTITY FINANCIAL INFORMATION
a) Summary financial information
The individual financial statements of the parent entity show the following aggregate amounts:
2020
$
2019
$
Statement of financial position
Current assets
217,727
1,165,640
Total assets
15,977,191
14,154,259
Current liabilities
1,606,455
1,397,566
Total liabilities
1,606,455
1,397,566
Net assets
14,370,736
12,756,693
Shareholders Equity
Issued capital
36,303,205
31,786,257
Reserves
7,725,718
7,213,976
Accumulated losses
(29,658,187)
(26,243,540)
Total equity
14,370,736
12,756,693
Net loss for the year
(3,414,647)
(3,130,504)
Comprehensive loss
(3,414,647)
(3,130,504)
28. EVENTS AFTER THE REPORTING PERIOD
On 20 July 2020, the Company issued 3,636,363 shares to Winance upon the conversion of 200 notes. On the same day, the Company converted $90,909 of debt owing to Winance through the issue of 3,030,303 shares in relation to the Winance shortfall amount payable (refer to the 2019 AGM notice of meeting for further details).
On 31 July 2020, the Company announced that it had received the balance of funding of A$1.0m (before expenses) from Winance in relation to Tranche 2 funding (refer to note 16b for further details).
On 2 September 2020, the Company announced the appointment of Mr Kimon Gkomozias as Executive Director and the resignation of Mr Turner Turner effective 2 September 2020. On the same day, the Company announced its intention to undertake a placement at an issue price of $0.045 with a 1 for 4 free attaching option (which are exercisable at $0.05 on or before 31 July 2022) to raise proceeds of up to AUD$2m.
No other matters or circumstances have arisen since the end of the financial year which significantly altered or may significantly alter the operations of the Company, the results of those operations or the state of affairs of the Company in financial years subsequent to 30 June 2020.
DIRECTORS' DECLARATION
1. In the opinion of the directors of European Lithium Limited (the 'Company'):
a. the accompanying financial statements and notes are in accordance with the Corporations Act 2001 including:
i. giving a true and fair view of the Group's financial position as at 30 June 2020 and of its performance for the year then ended; and
ii. complying with Australian Accounting Standards, the Corporations Regulations 2001, professional reporting requirements and other mandatory requirements.
b. there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.
c. the financial statements and notes thereto are in accordance with International Financial Reporting Standards issued by the International Accounting Standards Board.
2. This declaration has been made after receiving the declarations required to be made to the directors in accordance with Section 295A of the Corporations Act 2001 for the financial year ended 30 June 2020.
This declaration is signed in accordance with a resolution of the board of directors.
Dated 15 September 2020
……………………………………………………..
Tony Sage
Chairman
Perth, Western Australia
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Recent news on European Lithium
See all newsREG - Technology Minerals European Lithium Ltd - Proposed Sale of LRH Resources to European Lithium
AnnouncementREG - European Lithium Ltd - Issue of Securities
AnnouncementREG - European Lithium Ltd - Shares/Options Issue & Director/PDMR Shareholding
AnnouncementREG - European Lithium Ltd - Total Voting Rights and Capital
AnnouncementREG - European Lithium Ltd - Extension to Closing Date of Share Purchase Plan
Announcement