REG - Greatland Gold PLC - Final Results and Publication of Annual Report
06/11/2023 07:00
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RNS Number : 4722S Greatland Gold PLC 06 November 2023
Greatland Gold plc (AIM: GGP)
E: info@greatlandgold.com
W: https://greatlandgold.com
: twitter.com/greatlandgold
NEWS RELEASE | 6 November
2023
Final Results and Publication of Annual Report
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS STIPULATED UNDER THE UK
MARKET ABUSE REGULATIONS. ON PUBLICATION OF THIS ANNOUNCEMENT VIA A
REGULATORY INFORMATION SERVICE, THIS INFORMATION IS CONSIDERED TO BE IN THE
PUBLIC DOMAIN.
Greatland Gold plc (AIM:GGP), a mining development and exploration company
with a focus on precious and base metals, announces its audited financial
results for the year ended 30 June 2023.
Corporate highlights
§ Retained 30% ownership of Havieron at the conclusion of the 5% option
process provided for in the Havieron Joint Venture Agreement, an outcome that
delivers substantial value to Greatland shareholders
§ Strengthened the Board with the appointments of Mark Barnaba (Non-Executive
Chairman), Elizabeth Gaines (Non-Executive Deputy Chair), Jimmy Wilson
(Executive Director) and Yasmin Broughton (Non-Executive Director).
§ Successfully completed equity raisings of £63.3 million, including £33.5
million cornerstone investment by Wyloo (which currently holds 8.45% of the
Company's shares)
§ Letter of Support signed with ANZ, HSBC and ING for Havieron, supporting a
A$220 million seven-year syndicated debt and associated hedging facilities and
subsequent to year end
§ Executed a A$50 million unsecured standby loan facility (Standby Facility)
with Wyloo Metals (Wyloo)
Portfolio highlights
§ Continued the expedited development of the underground decline at Havieron,
in parallel with the Feasibility Study that continues to progress well,
assessing several value enhancing options to maximise value and derisk the
project
§ Entered into a farm-in and joint venture agreement with Rio Tinto
Exploration to explore more than 1,500km(2) of highly prospective tenure near
Havieron; commenced drilling within one month
§ Signed a landmark land access agreement for the Ernest Giles project;
awarded a drilling grant under the Government of Western Australia's
Exploration Incentive Scheme
§ Continued to advance exploration at our tenements in the Paterson, in
particular Scallywag
§ At the Juri Joint Venture, a second exploration programme commenced in May
2022 with encouraging assay results
Greatland Managing Director, Shaun Day, commented: "This year has seen
Greatland continue to make significant progress towards the development of our
world-class mining asset, Havieron. Progress at Havieron has been impressive,
bringing us closer to the top of the Havieron ore body. In addition to our
flagship project, there has been exploration advancement across our portfolio,
which we believe provides excellent optionality and prospectivity in addition
to Havieron.
"We have significantly enhanced our corporate position by securing both equity
and debt financing, and in particular the strategic cornerstone equity
investment from Wyloo. We are now well positioned to make the most of all
value generative opportunities as and when they become available."
"Over the past year, the Greatland team has successfully continued to
establish our growth platform, and we are eager to continue building on it in
the coming year. The joint venture agreement with Rio Tinto Exploration is a
great example of the strides we have taken, and we are excited about the
opportunity presented by our Paterson South farm-in."
Publication of Annual Report
The 2023 Annual Report is available for download on our website at
https://greatlandgold.com/investors/results/
(https://greatlandgold.com/investors/results/) and will be mailed out to
registered shareholders.
Contact
For further information, please contact:
Greatland Gold plc
Shaun Day, Managing Director | info@greatlandgold.com
Nominated Adviser
SPARK Advisory Partners
Andrew Emmott / James Keeshan / Neil Baldwin | +44 203 368 3550
Corporate Brokers
Berenberg | Matthew Armitt / Jennifer Lee | +44 203 368 3550
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Media Relations
UK - Gracechurch Group | Harry Chathli / Alexis Gore / Henry Gamble |
+44 204 582 3500
Australia - Fivemark Partners | Michael Vaughan | +61 422 602 720
About Greatland
Greatland is a mining development and exploration company focused primarily on
precious and base metals.
The Company's flagship asset is the world-class Havieron gold-copper project
in the Paterson Province of Western Australia, discovered by Greatland and
presently under development in joint venture with ASX gold major, Newcrest
Mining Limited (which is the subject of an agreed takeover by Newmont
Corporation that is ongoing).
Havieron is located approximately 45km east of Newcrest's existing Telfer gold
mine. The box cut and decline to the Havieron orebody commenced in February
2021. Significant progress continues with the exploration decline with total
development at over 2,820 metres in October 2023. Subject to a positive
feasibility study and Decision to Mine, Havieron may leverage the existing
Telfer infrastructure and processing plant.
Greatland has a proven track record of discovery and exploration success and
is pursuing the next generation of tier-one mineral deposits by applying
advanced exploration techniques in under-explored regions. Greatland has a
number of exploration projects across Western Australia and in parallel to the
development of Havieron is focused on becoming a multi-commodity miner of
significant scale.
Chairman's Statement
I am pleased to present my inaugural Chairman's Statement for Greatland Gold
plc (Company) and its consolidated group (Greatland or the Group). Together
with my fellow Directors, I would like to acknowledge what has been another
strong year of growth and achievement for Greatland. This progress continues
to position Greatland as one of the mining industry's most exciting growth
stories.
The past year has been an important period for Greatland. Our flagship asset,
the world-class Havieron gold-copper project in the Paterson region of Western
Australia, is being advanced under a joint venture with Newcrest Mining
Limited (Newcrest; ASX:NCM, currently in the process of an agreed takeover by
Newmont Corporation (NYSE:NEM)).
Mine development towards the Havieron orebody progressed well throughout the
year, with total development now in excess of 2,820 metres including over
2,030 metres of advance in the main access decline as of October 2023. With
over 300,000 metres of exploration and development drilling completed, our
most recent drilling improves our understanding of the South East Crescent
which extends for more than 1,100 metres. Particularly encouraging is
confirmation of continuous mineralisation through the link zone which connects
the South East Crescent with the Eastern Breccia and the Havieron team is
focused on incorporating these results into the optimised Feasibility Study
together with several value enhancing options to maximise value and further
derisk the project.
In addition to Havieron, Greatland holds a significant portfolio of precious
and base metals focused exploration tenements in Western Australia, one of the
world's premier mining jurisdictions, which collectively cover an area of
approximately 5,000km², including nearly 3,000km² in the Paterson region.
Excitingly, we believe we may have only scratched the surface of the
exploration potential within our tenements in the Paterson region. While the
Havieron team continues to work hard to progress Havieron towards production,
we have maintained our strong exploration momentum and moved swiftly to secure
rights to the most prospective surrounding tenure. We are particularly excited
about the opportunity presented by our Paterson South farm-in and joint
venture arrangement with Rio Tinto Exploration Pty Ltd (RTX), a wholly owned
subsidiary of Rio Tinto Limited (Rio Tinto; ASX:RIO), to accelerate
exploration across over 1,500km² of highly prospective tenure in the
Paterson. Greatland will be entitled to earn up to a 75% interest in the
Paterson South tenements under a two-stage farm-in arrangement over seven
years.
The Paterson South tenure is historically underexplored and hosts several
magnetic anomalies with targets that we consider to be the closest to a
Havieron lookalike within the Paterson region, as well as containing
prospective Telfer style targets. Our partnership with RTX is a significant
opportunity for us to leverage our existing presence in the region, our good
standing within the Paterson community, and our strong technical knowledge
fostered through the discovery of Havieron and other exploration. The rapid
commencement of drilling on the tenements within four weeks of entering into
the Paterson South farm-in and joint venture arrangement with RTX is testament
to both the high quality of the targets and our drive to rapidly unlock
greater value from our Paterson region exploration portfolio.
Elsewhere in the Paterson, drilling at Scallywag has returned the most
encouraging results to date. At the A35 Prospect, pre-collar drilling
intercepted gold mineralisation and important pathfinder geochemistry which is
associated with the Havieron and Telfer gold-copper deposits. In addition, an
intercept at the Pearl Prospect confirms the possibility of a new style of
deposit being identified. The strong gold and copper mineralisation and
supporting pathfinder geochemistry continues to highlight the outstanding
prospectivity within our tenement package and the Paterson region in
general. These results, together with our continual improvement in
understanding of the covered basement geology, stratigraphy and structure,
increases our confidence in the prospectivity of the region, and our ability
to vector towards intrusion related and other styles of mineralised systems on
our extensive ground holdings.
While the Paterson region has undoubtedly been our key focus for the year, we
have also maintained activities across the other projects within our
high-quality exploration portfolio that spans some of Australia's most
exciting mineral regions. Leading this generative pipeline is our Ernest
Giles project. Subsequent to year end, a landmark land access agreement was
completed with the Manta Rirrtinya Native Title Holders, the first they have
entered into since their native title determination in 2018. The agreement
provides for the consent to the grant of tenure to, and land access by,
Greatland over approximately 75% of the Ernest Giles project area. Diamond
drill testing on the Meadows prospect is planned to commence in the 30 June
2024 financial year.
Greatland's most important priority is safety, keeping our employees,
contractors and communities safe and well. Our first priorities are to operate
with zero fatalities, reduce workplace injuries and prevent catastrophic
events. Greatland achieved its goal of maintaining a safe workplace for all
during the year. There were no fatalities at the Company's projects and the
Total Recordable Injury Frequency Rate for the Company (fully owned or
operated projects) was nil.
As Greatland continues its evolution from a junior explorer towards a leading
mid-tier developer and producer, we have made substantial progress to support
our next growth phase and aspirations through balance sheet strengthening,
financing flexibility, increasing the depth and breadth of capabilities of our
management team and enhancing our governance and sustainability credentials.
Fundamental to the acceleration in our development and exploration programmes
is our ability to maintain our commercial discipline and financial strength.
The Group's financial position was strengthened during the year with a
combination of fundraises, including £29.7 million raised in August 2022 from
institutional investors and a subsequent strategic cornerstone equity
investment from Wyloo Consolidated Investments Pty Ltd (Wyloo) of A$60 million
(c.£33.5 million) in October 2022, with an additional future potential equity
contribution of £35 million. Wyloo currently holds approximately 8.5% of
Greatland shares on issue. It is my pleasure to welcome our new
shareholders.
Furthermore, in May 2023, Greatland received a signed Letter of Support from
its banking syndicate expressing their support and interest in the provision
of A$220 million seven-year syndicated debt and associated hedging facilities
and subsequent to year end, we executed a A$50 million unsecured standby loan
facility (Standby Facility) with Wyloo. We appreciate Wyloo's continued
support. The Letter of Support, Standby Facility and continued backing of
high-quality institutions strengthen our financial position and provides
funding optionality prior to finalisation of the Havieron Feasibility Study as
the underground decline approaches the top of the Havieron gold-copper
orebody.
During the year, we significantly increased the depth and breadth of our
capabilities across mining operations, project development, strategy, investor
relations and governance. In addition to my own appointment, we enhanced our
Board experience with the transformational appointments of Elizabeth Gaines,
former Fortescue Metals Group Ltd (Fortescue) CEO and Managing Director, as
Non-Executive Director; James 'Jimmy' Wilson, a former senior executive at BHP
whose roles included President of its iron ore division, as Executive
Director; and Yasmin Broughton, a qualified lawyer with significant experience
as a Non-Executive Director across a diverse range of industries with a
particular focus on natural resources, as an Independent Non-Executive
Director.
From a corporate perspective, Greatland significantly progressed our proposed
cross-listing on the Australian Securities Exchange (ASX) during the year.
Our objective is to undertake an ASX cross-listing in a manner and at a time
that delivers an optimised outcome for the Company and its existing
shareholders. Subsequent to year end in September, having regard to the ASX
listing timetable and upcoming activities and opportunities for the business,
we decided to defer the ASX cross-listing until 2024. Greatland will
continue to support the early works development of Havieron and will complete
and announce an updated Mineral Resource Estimate (MRE) which is targeted for
the December quarter 2023. Greatland remains committed to listing on the ASX
at the appropriate time. The work undertaken by the Company this year
provides a strong foundation to efficiently resume and complete the ASX
listing process.
We understand that our stakeholders expect us to operate in a sustainable,
responsible and transparent manner that respects all people and the
environment. We recognise that sustainability is a journey and that
investors and financial institutions are increasingly assessing companies
based on their Environmental, Social and Governance (ESG) performance, with
the range of issues and expectations continuing to grow and evolve over time.
Our achievements in this area and our ambitions for the future are reflected
in our second dedicated Sustainability Report.
I would like to extend my gratitude to my fellow Directors and the entire
Greatland team for their support, dedication and hard work during 2023. In
particular, I thank Alex Borrelli for his Chairmanship of Greatland for the
five years prior to my appointment, a period of tremendous success. Alex's
stewardship of the Company during this period was commendable and he remains a
valuable contributor to the Board. I also thank our Managing Director, Shaun
Day, for his leadership of our exceptional management team through another
important year in Greatland's continued development.
This past year has laid the foundation and I believe this next chapter for
Greatland is only just the beginning. We have a busy exploration and
development program with a number of key catalysts for growth and I look
forward to the year ahead.
Finally, I would also like to thank our shareholders for their continued
support and I look forward to bringing you further updates as we embark on
another exciting year.
Mark Barnaba
Chairman
5 November 2023
Strategic Report
The Managing Director presents the strategic report on the Group for the year
ended 30 June 2023.
Principal activities, strategies and business model
The principal activity of the Group is to explore for and develop precious and
base metal assets. The Group aspires to become a profitable multi-mine
resources company by focusing on the responsible and sustainable discovery,
development, extraction, processing and sale of precious and base metals.
Greatland has a clear strategy to achieve this growth which is built on three
pillars:
(1) Continued advancement of the world class Havieron
gold-copper project through to production.
(2) Exploration to identify new precious and base metals
deposits with a particular focus on the highly prospective Paterson region of
Western Australia.
(3) Disciplined assessment and, where compelling, pursuit of new
investment and acquisition opportunities in the resources sector.
Greatland's strategy and business model is developed by the Managing Director
and approved by the Board. The Managing Director reports to the Board and is
responsible for implementing the Group's strategy and operating its business,
with the leadership team.
Corporate
On 14 July 2022, the Company announced it had successfully renegotiated the
contingent consideration due under the original 2016 Havieron acquisition.
The Company agreed with the vendor a two-year restriction on dealing with the
Greatland shares to be issued and a reduction of 4.5% in the number of
Greatland shares to be issued, a saving of over 6.5 million shares. This
reflected the vendor's support for the Company and conviction in the Havieron
project.
The Company then announced the successful conclusion of the Havieron Joint
Venture 5% option process, with the Company retaining its 30% interest in
Havieron. This was a key objective for the Group and an excellent outcome.
In August 2022, the Group's financial position was strengthened by a
successful placing of new shares. The fundraise experienced strong demand and
was oversubscribed, with total gross proceeds raised of £29.7 million at a
price of 8.2 pence per share. The equity raising enabled the Company to add a
significant institutional presence to our share registry, reflecting the
evolution of our business.
Shortly afterwards in October 2022, the Group's financial position was further
strengthened through a strategic equity investment from Wyloo of A$60 million
(c.£33.5m) at an AUD equivalent price of 8.2 pence per share, with the
potential for a further equity contribution of £35m (if warrants exercisable
at 10.0 pence per share that were granted as part of the transaction are
exercised). The Wyloo investment was strongly supported by shareholders at a
general meeting in October 2022 which approved the transaction.
On 30 May 2023, the Company announced that it had received a signed
non-legally binding Letter of Support from a syndicate of banks comprising of
Australia and New Zealand Banking Group Limited, HSBC Bank and ING Bank
(Australia) (together, the Banking Syndicate). The Letter of Support
provides that the Banking Syndicate are fully supportive and interested in the
provision of A$220 million seven-year syndicated debt and associated hedging
facilities.
Greatland advanced its preparations for a proposed cross-listing on the ASX,
with significant progress made during the year. Subsequent to year end,
having regard to the listing timetable and activities and opportunities for
the business, Greatland decided to defer the ASX cross-listing until 2024.
Greatland remains committed to listing on the ASX at the appropriate time and
is well positioned by the work undertaken this year to efficiently resume and
complete the ASX listing process.
Havieron, Western Australia (Greatland: 30%)
Havieron is an exciting gold-copper development project and is the cornerstone
of Greatland's strategic position in the Paterson region of Western Australia,
one of the leading frontiers for the discovery of world-class precious and
base metals deposits.
Discovered by Greatland in 2018, Havieron is being progressed under a joint
venture with Australia's largest gold producer, Newcrest. Newcrest, through
its wholly-owned subsidiary Newcrest Operations Limited (Newcrest Operations),
has earnt a 70% joint venture interest in Havieron.
Newcrest assumed management of Havieron in May 2019, undertaking the orebody
definition and technical studies required to support regulatory approvals and
early works. The decline development commenced in May 2021, with the
Pre-Feasibility Study completed on 12 October 2021 and the Feasibility Study
currently progressing.
During the year, decline development continued to progress with total
development at Havieron having reached in excess of 2,820 metres including
over 2,030 metres of advance in the main access decline (as of October 2023).
Throughout the year exploration drilling continued at Havieron, with a focus
on infilling the South East Crescent below the 4200mRL, continued evaluation
of the Eastern Breccia along with continuing to assess the mineral system at
depth.
The aim of the South East Crescent drilling was to improve the understanding
and confidence in the lower South East Crescent Resource so that it may
potentially be included in an updated mine design and subsequent Ore Reserve
update. This infill drill program was completed in May 2023.
Last year's March 2022 Mineral Resource Estimate represented the first time
Resources were defined within the Eastern Breccia, as a result of successful
drilling during 2021. Since this time drilling has continued, focusing on
defining the extent of the Eastern Breccia, expanding the known mineralisation
and achieving an appropriate spacing of drilling to provide the confidence
required to support classified material as Mineral Resource.
Newcrest Operations is required to prepare a Havieron Feasibility Study before
a Decision to Mine can be made. Preparation of the Feasibility Study is
ongoing and has been extended to further assess several value enhancing
options to maximise value and derisk the project.
Paterson South Farm-In and Joint Venture Arrangement, Western Australia
(Greatland earning up to 75%)
In May 2023, Greatland entered into the Paterson South farm-in and joint
venture agreement with RTX, a wholly-owned subsidiary of global mining group
Rio Tinto to accelerate exploration at nine exploration licences (Paterson
South Tenements) within the Paterson region of Western Australia, located near
Havieron. Greatland has the right to earn up to a 75% interest in the Paterson
South Tenements by spending at least A$21.1 million and completing 24,500
metres of drilling as part of a two-stage farm-in over seven years. Under
stage one, Greatland is subject to minimum commitment spend of A$1.1 million
to be completed before 31 December 2024.
In late June 2023, Greatland commenced its maiden exploration drilling
campaign at the Paterson South Tenements to test the Stingray and Decka
targets. The Stingray target is a magnetic anomaly 10km along strike
north-northwest of the Havieron magnetic anomaly, itself associated with
mineralisation. The Decka target is a basement magnetic and conductive
anomaly 20km northwest of Havieron. Both targets show consistent periodicity
in that Stingray is approximately 10km from Havieron and Decka is
approximately 10km from Stingray on the same trend, which may indicate a
consistent paragenesis for all three anomalies. In addition, both targets
are also modelled within 250 metres of surface, making them shallower than
Havieron.
The rapid commencement of drilling on the Paterson South Tenements within four
weeks of entering into the Paterson South farm-in and joint venture
arrangement is testament to both the high quality of the targets and
Greatland's drive to rapidly unlock greater value from its Paterson region
exploration portfolio. Greatland is currently reviewing historic work across
the remainder of the +1,500km² Paterson South Tenements and developing access
to several other tenements to allow on-ground work to commence as statutory
and heritage approvals are obtained.
Juri, Western Australia (Greatland: 49%)
Juri is an unincorporated joint venture between Greatland (49%) and Newcrest
Operations (51%), to explore the Paterson Range East and Black Hills
exploration licences located in the Paterson region, near Havieron. Newcrest
Operations has the right to earn up to a 75% interest in the Juri tenements by
spending up to A$20 million as part of a two-stage farm-in over five years.
Following an initial drilling programme which commenced in April 2021, a
second exploration programme commenced in May 2022. Five additional holes
were drilled for a total of 2,086 metres to test three targets comprising of
two holes each at the Tama and A9 targets on Paterson Range East and one hole
at the Black Hills North / A27 target on Black Hills. Black Hills drill hole
BHRD004 intersected anomalous gold mineralisation with Bismuth geochemistry.
Bismuth is associated with higher-grade gold intersections in the hole,
similar to the relationship observed at Havieron. Surface sampling
identified low tenor but coherent anomalism around the CAW10-A7 prospect at
Paterson Range East.
Mineralisation in drill hole BHRD004 is interpreted by Greatland to sit within
a lithological unit near the prospective Telfer Formation contact with the
Malu, known to host the mineralisation at Telfer.
Prior to year end, Newcrest elected to assume management of the Juri Joint
Venture. Greatland and Newcrest are two of the largest landholders in the
Paterson region. Our partnerships at Havieron and Juri are central to
unlocking the full potential of the Paterson region and we remain very excited
about the prospectivity of the Juri Joint Venture tenure. Importantly, the
shift of Juri Joint Venture management to Newcrest provides our exploration
team the opportunity to put greater focus on our portfolio of highly
prospective 100% owned tenure, together with our responsibilities as the new
manager of the Paterson South farm-in and joint venture arrangement with RTX.
Exploration, Western Australia (Greatland: 100%)
Greater Paterson
Greatland's 100% owned Paterson region exploration projects comprise of the
Scallywag, Canning and Citadel Hill projects:
§ Scallywag comprises of four wholly-owned granted exploration licences:
Scallywag, Pascalle, Rudall and Black Hills North located adjacent to and
around Havieron. Exploration work is focused on the discovery of intrusion
related gold-copper deposits similar to Havieron, Telfer and Winu.
§ Canning comprises of two wholly-owned granted exploration licences:
Canning and Salvation Well located approximately 175km south-east of Havieron
within the south-eastern extensions of the Paterson region in Western
Australia. The tenements contain two large magnetic 'bullseye' anomalies
similar to the Havieron deposit magnetic signature.
§ Citadel Hill is a pending exploration licence application located
approximately 145km north-northwest of Havieron. The tenement area was
identified as a regional anomaly as part of an internal Pilbara prospectivity
analysis.
During the year, a third drilling programme was conducted at the Scallywag
licence to further test ground electromagnetic conductors for Telfer style
mineralisation at the Pearl, Swan and Swan East targets. A specialised
reverse circulation rig was used to drill pre-collars ahead of completing the
holes with a diamond drill rig with the aim of improving result turnarounds.
A total of eight reverse circulation pre-collar holes for 1,238 metres and one
diamond hole with a total depth of 489 metres, for a total of 1,727 metres,
were completed.
The diamond drill hole (PDD003) returned promising anomalous gold, copper,
silver and bismuth in the drill hole, while one of the pre-collars (A35RD001)
intersected anomalous gold over 2 metres near surface from 69 metres downhole.
At the Rudall tenement, a single diamond hole, which was co-funded by the
Government of Western Australia's Exploration Incentive Scheme, was drilled to
test the Ramses magnetic anomaly to a total depth of 943 metres. The results
of this drilling included 18.25 metres at 22.0g/t Au from 924 metres to the
end of hole at 942.25, including 1 metre at 393g/t Au from 926 metres (see RNS
announcement titled "Rudall Exploration Results" dated 20 April 2023 for
further information). Structural and geochemical work and a future downhole
electromagnetic survey is planned in the second half of the 2023 calendar year
to refine the potential for mineralisation to extend into shallower positions
within the system.
At Canning, Greatland has completed a heritage exclusion survey allowing
access for a magneto telluric survey. The survey will identify any
conductive response associated with the magnetic anomaly and the depth of
cover over it.
Ernest Giles
The Ernest Giles project consists of two granted wholly-owned adjoining
exploration licences: Calanchini and Peterswald, and four pending exploration
licence applications: Westwood North, Westwood West, Mount Smith and Welstead
Hill which are located approximately 250km north-east of the town of Laverton
in the Yilgarn region of Western Australia. The eastern Yilgarn Craton is
one of the most highly mineralised areas globally and is considered by
Greatland to be prospective for large gold deposits.
In October 2022, Greatland was awarded a drilling grant for Ernest Giles under
the Government of Western Australia's Exploration Incentive Scheme.
Greatland continued positive ongoing Native Title land access agreement
negotiations with Traditional Owners during the year and subsequent to year
end, a landmark land access agreement with the Manta Rirrtinya Native Title
Holders was entered into, the first since their native title determination in
2018. The agreement provides for the consent to the grant of tenure to, and
land access by, Greatland over approximately 75% of the Ernest Giles project
area. Diamond drill testing on the Meadows prospect will commence during the
30 June 2024 financial year.
Panorama
The Panorama project consists of three granted wholly-owned adjoining
exploration licences: Panorama, Panorama North and Panorama East, and one
pending exploration licence application: Corrunna Downs, located in the
Pilbara region of Western Australia. The tenements are considered by
Greatland to be highly prospective for gold, nickel and cobalt.
Greatland has conducted a detailed review of historic work and carried out
soil and rock chip sampling which has identified multiple gold anomalies.
The most significant samples identified to date lie along a north-south
trending zone approximately 3.2km long. The geological setting is a
prominent ridge marking the structural contact of basaltic and ultramafic
rocks of Archean age. Field reconnaissance along this zone has since been
completed and visual indications of mineralisation are present. A programme
of surface geology mapping and soil sampling has been planned for nine
distinct areas, encompassing targets from the airborne electromagnetic survey
previously completed.
Bromus
The Bromus project consists of two granted wholly-owned adjoining exploration
licences: Bromus and Bromus West which are considered prospective for nickel
and gold, located approximately 20km southwest of the town of Norseman in
southern Western Australia.
During the year, Greatland finalised a heritage agreement with the Native
Title Holders, the Ngadju Native Aboriginal Corporation as trustee for and
representative of the Ngadju people. The heritage agreement provides the
protocol for carrying out heritage surveys and for the monitoring of certain
works.
Firetower and Warrentinna, Tasmania
In November 2022, Greatland entered into an agreement with Flynn Gold Ltd
(ASX:FG1) (Flynn Gold), under which Flynn Gold had the option to purchase
Greatland's Firetower and Warrentinna tenements. Greatland was paid
A$100,000 by Flynn Gold (satisfied by the issue of Flynn Gold shares) in
respect of this option, which was exercisable no later than 30 June 2023.
Flynn Gold exercised this option in June 2023. The consideration for the
purchase consisted of:
(a) Initial consideration: A$200,000 (satisfied by the issue of
2,000,000 Flynn Gold shares at a deemed issue price of A$0.10 per Flynn Gold
share); and
(b) Deferred Consideration:
(i) A$500,000 upon the definition of a JORC-compliant Mineral
Resource of at least 500,000 ounces of gold in aggregate within one or both
tenements (payable in cash or Flynn Gold shares, at Flynn Gold's election);
(ii) A$500,000 upon the issue of a permit to mine by Mineral Resources
Tasmania in respect of any part of the tenements (payable in cash or Flynn
Gold shares, at Flynn Gold's election); and
(iii) a 1% Net Smelter Royalty payable to Greatland in respect of any
production from the tenements.
Safety
Greatland's most important priority is safety. Greatland achieved its goal of
maintaining a safe workplace with no fatalities at the Company's projects and
nil Total Recordable Injury Frequency Rate for the Company (fully owned or
operated projects) during the year.
Sustainability
On 30 June 2023, Greatland published its 2023 Sustainability Report, the
second release of a dedicated Sustainability Report which follows Greatland's
inaugural Sustainability Report which was released in May 2022. Greatland's
2023 Sustainability Report allows Greatland's stakeholders to obtain a better
understanding of Greatland's approach to sustainability as Greatland continues
on its journey of enhancing its approach to sustainability practices and
reporting. A copy of Greatland's 2023 Sustainability Report can be found at:
https://greatlandgold.com/sustainability
(https://greatlandgold.com/sustainability) .
Principal Risks and Uncertainties
Management of the business and the execution of the Board's strategy are
subject to a number of key risks and uncertainties, our approach to managing
these are detailed below:
Risk Description Key Mitigators
Occupational health and safety Safety risks are inherent in exploration and mining activities and include Every Director and employee of the Company is committed to promoting and
both internal and external factors requiring consideration to reduce the maintaining a safe and sustainable workplace environment. The Company
likelihood of negative impacts. The current highest risk, due to the regularly reviews occupational health and safety policies and compliance with
geological spread of exploration activities, is associated with transportation those policies. The Company also engages where required with external
of people to and from the project areas. occupational health and safety expert consultants to ensure that policies and
procedures are appropriate as the Company expands its activity levels.
Commodity price risk The principal commodities that are the focus of our exploration and On an ongoing basis we look at opportunities to further diversify our
development efforts (precious metals and base metals assets) are subject to commodity portfolio. In addition, we continuously review our costs as well as
highly cyclical patterns in global demand and supply, and consequently, the consider hedging strategies to make our projects more resilient.
price of those commodities can be highly volatile.
Havieron Feasibility Study and Decision to Mine A Decision to Mine between the Havieron Joint Venture participants is required Various workstreams to support the Havieron Feasibility Study are continuing
to commence construction, development and commercial scale mining operations to be progressed with several value enhancing options underway to maximise
at Havieron. Before a Decision to Mine can be made, a Havieron Feasibility value and de-risk the project.
Study is required, which Newcrest Operations as the Havieron Joint Venture
Manager is responsible for preparing. Preparation of the Havieron
Feasibility Study is ongoing.
Funding Havieron development Raising sufficient debt and equity to fund the Company's share of the Havieron In August 2022, the Company raised £29.7 million through the issuance of new
Joint Venture is crucial to enable the Group to fast track the development of shares. Subsequently, Greatland executed an equity investment by Wyloo of an
Havieron including early works and mine development activities. initial strategic subscription of A$60 million (£33.5 million) plus an option
to acquire up to an additional £35 million of Greatland shares at £0.10 per
share.
On 30 May 2023, Greatland announced that it had received a signed non-binding
Letter of Support from a syndicate of banks providing that the banks are fully
supportive and interested in the provision of A$220 million seven-year
syndicated debt and associated hedging facilities.
In addition, subsequent to year end, Greatland executed a A$50 million standby
loan facility with Wyloo.
The above strengthens our financial position to fast track the development of
Havieron.
Recruiting and retaining highly skilled directors and employees The Company's ability to execute its strategy is highly dependent on the We undertake ongoing initiatives to foster strong staff engagement and ensure
skills and abilities of its people. that remuneration packages are competitive in the market.
Mineral exploration discovery Inherent with mineral exploration is that there is no guarantee that the The Board regularly reviews our exploration and development programmes and
Company can identify a mineral resource that can be extracted economically. allocates capital in a manner that it believes will maximise risk-adjusted
return on capital, within our capital management plan.
Exploration work is conducted on a systematic basis. More specifically,
exploration work is carried out in a phased, results-based fashion and We apply advanced exploration techniques to undercover areas and regions that
leverages a wide range of exploration methods including modern geochemical and we believe are relatively under-explored.
geophysical techniques and various drilling methods.
We focus our activities on jurisdictions that we believe represent low
political and operational risk. We operate in jurisdictions where our team has
considerable on the ground experience. Presently all of the Company's projects
are in Australia, a country with established mining codes, stable government,
skilled labour force, excellent infrastructure and well-established mining
industry.
Directors' Report
The Directors present their report on the consolidated entity (Greatland or
the Group) consisting of the parent entity, Greatland Gold Plc (Company) and
the entities it controlled at the end of the year ended 30 June 2023.
Directors
The Directors of Greatland in office during the year and until the date of
this report, their qualifications, experience, other directorships held in
listed companies, are as follows.
Director Experience and background
Mark Barnaba Mark is a highly experienced investment banker and corporate advisor, having
focused predominantly in the natural resources sector. He currently serves as
Deputy Chairman and Lead Independent Director of the world's fourth largest
iron ore producer Fortescue Metals Group Ltd.
Independent Non-Executive Chairman
Mark also chairs the Hospital Benefit Fund (HBF) Investment Committee, is an
Emeritus Board Member of University of Western Australia, Senior Fellow for
Ernst & Young Oceania and a Board Member for Centre of Independent
(Appointed 7 December 2022) Studies. Mark has previously served as a Board Member of the Reserve Bank of
Australia and as a director and Deputy Chair of Williams Advanced Engineering
Limited.
Elizabeth Gaines Elizabeth is a highly experienced business leader with extensive international
experience as a Chief Executive Officer. She has significant experience in the
resources sector and is a part-time Executive Director of Fortescue Metals
Group Ltd, where she was previously CEO and presided over a heralded period of
Independent Non-Executive Director and Deputy Chair operational delivery and significant growth in shareholder value.
Elizabeth is a Board Member of the Victor Chang Cardiac Institute, West Coast
Eagles Football Club and the Curtin University Advisory Board.
(Appointed 7 December 2022)
Shaun Day Shaun has substantial experience in executive and financial positions across
mining and infrastructure, investment banking and international consulting
firms. Shaun has considerable capital markets experience with a track record
of leading successful transactions including M&A of publicly listed
Managing Director companies, farm-in agreements and raising capital.
Prior to joining Greatland, Shaun spent six years as CFO of Northern Star
Resources Limited, an ASX100 company and a global-scale Australian gold
(Appointed 15 December 2020) producer. Prior to Northern Star, Shaun spent five years as CFO of SGX listed
Sakari Resources Plc which operated multiple mines before its sale for over
US$2 billion.
Shaun is currently a Non-Executive Director of Aurumin Limited, Blue Ocean
Monitoring Limited and is an Audit and Risk Committee Member of the University
of Western Australia.
James (Jimmy) Wilson Jimmy is a highly experienced mining and natural resources executive with deep
operational experience across a range of commodities and jurisdictions. He
spent more than twenty five years with the world's biggest mining company BHP
and held various senior executive positions including President of the Iron
Executive Director Ore, Energy Coal and Stainless Steel Materials divisions.
Jimmy was appointed to the Export Finance Australia Board in December 2020 for
a three-year term and holds a Bachelor of Science (Mechanical Engineering)
(Appointed 12 September 2022) from the University of Natal. He is also the Deputy Chair of the University of
Western Australia.
Michael Alexander (Alex) Borrelli Alex is a senior Non-Executive Director of Greatland. Alex qualified as a
Chartered Accountant and has many years experience in investment banking
encompassing flotations, takeovers, and mergers and acquisitions for private
and quoted companies.
Senior Independent Non-Executive Director
Alex is also a Non-Executive Director of UK listed companies Bradda Head
Lithium Limited, Kendrick Resources plc, Red Rock Resources plc and Tiger
Royalties and Investments plc.
(Appointed 18 April 2016)
Yasmin Broughton Yasmin Broughton is a qualified lawyer with significant experience as a
non-executive director in a diverse range of industries with a particular
focus on natural resources. With over twenty years of experience working
with ASX-listed companies, Yasmin has a deep understanding of governance, risk
Independent Non-Executive Director management, compliance and regulation.
Yasmin currently serves as a Non-Executive Director of RAC, Synergy
(Electricity Generation and Retail Corporation), Wright Prospecting and VOC
(Appointed 2 May 2023) Group Limited. Yasmin has previously served as Non-Executive Director of
Resolute Mining (ASX/LSE-listed gold producer), Western Areas (ASX-listed
nickel producer) and the Insurance Commission of Western Australia.
Paul Hallam Paul is a senior mining industry professional with more than forty years of
Australian and international resource experience across a range of commodities
including both surface and underground mining. He has global operational and
corporate experience from his executive roles including Director of Operations
Independent Non-Executive Director with Fortescue Metals Group Ltd, Executive General Manager of Developments
& Projects with Newcrest Mining Limited, Director of Victorian Operations
with Alcoa as well as Executive General Manager of Base and Precious Metals at
North Ltd. Since his retirement in 2011, Paul has advised several boards as a
(Appointed 1 September 2021) Non-Executive Director.
Paul is currently Non-Executive Director for CODA Minerals Limited.
Clive Latcham Clive is a chemical engineer and mineral economist with over thirty years
experience in senior roles in the mining sector. Clive joined Greatland from
ERM - Environmental Resource Management, the world's leading sustainability
consultancy group, where he worked as Senior External Advisor, and advisor to
Independent Non-Executive Director the Chairman and Chief Executive Officer.
Prior to his role at ERM, Clive worked as an independent advisor to private
equity and mining consultancy firms, and spent nine years in senior roles with
(Appointed 15 October 2018) Rio Tinto. During his time at Rio Tinto, Clive spent four years as Copper
Group Mining Executive, where he was responsible for managing Rio Tinto's
investments in the operating businesses of Escondida in Chile, Grasberg in
Indonesia, and Palabora in South Africa and for the initial development of new
projects and acquisitions, including La Granja in Peru and La Sampala in
Indonesia.
Directors' Interests
The Directors' holdings of shares and options in the Company as at 30 June
2023 were as follows:
Director Number of Shares Number of Options Number of Performance Rights
Mark Barnaba - 100,000,000 -
Elizabeth Gaines - 55,000,000 -
Shaun Day 1,089,000 5,000,000 12,000,000
James Wilson - 40,000,000 -
Alex Borrelli 26,403,372 19,000,000 -
Yasmin Broughton - - -
Paul Hallam - 40,000,000 -
Clive Latcham 3,150,000 2,750,000 -
It is noted that:
§ On 1 October 2023, after the end of the financial year, Mr Borrelli
exercised his remaining 19,000,000 options and sold 10,000,000 of the
resulting shares to fund the associated exercise costs and tax liabilities,
retaining the remaining 9,000,000 resulting shares.
§ On 24 September 2023, after the end of the financial year, Mr Latcham
exercised his remaining 2,750,000 options and sold 2,050,000 of the resulting
shares to fund the associated exercise costs and tax liabilities, retaining
the remaining 700,000 resulting shares.
§ On 19 September 2023, after the end of the financial year, Mr Day was
issued a further 72,700,000 options, 7,300,000 retention rights and 3,898,737
performance rights, as detailed in the Remuneration Report.
Principal activities
The principal activities of the Group during the year consisted of the early
works development, feasibility study and exploration of the Havieron
gold-copper project and the exploration and evaluation of mineral tenements in
Australia.
Results and dividends
§ Closing cash position of £31.1 million (2022: £10.4 million)
§ Closing debt balance of £41.5 million (2022: £43.1 million)
§ Net assets of £52.5 million (2022: £5.7 million)
§ Havieron project costs capitalised of £23.4 million (2022: £21.2 million)
during the year
§ Loss before finance items and share-based payments of £11.0 million (2022:
£8.4 million); statutory loss of £21.1 million (2022: £11.4 million)
§ Exploration expense of £3.4 million (2022: £3.0 million) for the year
Going Concern
Greatland's principal activities include the development of Havieron. At 30
June 2023 the Group had net current assets of £35.4 million (2022: £14.8
million), with cash of £31.1 million (2022: £10.4 million) and advanced
Havieron joint venture cash contributions of £12.6 million (2022: £8.4
million).
In addition, as outlined in note 28 Greatland has access to a A$50 million (c.
£26.3 million) undrawn standby loan facility with Wyloo.
If required, the Group has a number of options available to manage liquidity
including:
§ significantly reduce expenditure on its own exploration programmes;
§ significantly reduce corporate costs;
§ raising additional funding through debt, equity or a combination of both,
which the Group considers it has the ability to do, should it be required and
has demonstrated an ability to do so in the past.
Having prepared forecasts for the next twelve months, based on current
resources and assessing methods of obtaining additional finance, the Directors
believe the Group has sufficient resources to meet its obligations.
Should the Group not achieve the matters set out above, there may be
significant uncertainty about whether it will continue as a going concern and
therefore whether it would be able to realise its assets and extinguish its
liabilities in the normal course of business and at the amounts stated in the
financial report.
Taking these matters into consideration, the Directors continue to adopt the
going concern basis of accounting in the preparation of the financial
statements. The financial statements do not include the adjustments that would
be required should the going concern basis of preparation no longer be
appropriate.
Likely developments and expected results
A review of the current and future development of the Group's business is
given in the Strategic Report.
Risk Management
The Board considers risk assessment to be important in achieving its strategic
objectives. There is a process of evaluation of performance targets through
regular reviews by senior management to forecasts. Project milestones and
timelines are regularly reviewed.
A risk register is maintained by the Company that identifies key risks in
areas including corporate strategy, financial, staff, occupational health and
safety, environmental and traditional owner engagement. The register is
reviewed periodically and is updated as and when necessary, with all employees
and directors being responsible for identifying, managing and mitigating
risks.
Refer to the Annual Report for detailed information on the principal risks and
uncertainties and for further detailed information on the financial risks
refer to note 15.
Key performance indicators
The Board has defined the following Key Performance Indicators (KPIs) during
the year to monitor and assess the performance of the Group as it advances
from an exploration company into a resource development company. These KPIs
apply to the FY23 Performance Rights, defined and described in the
Remuneration Report, which have a three-year performance period from 1 July
2022 to 30 June 2025.
Performance Target Rationale Our performance in 2023
Total Shareholder Return (TSR) is equal to or greater than that of the VanEck The performance of Greatland's share price demonstrates the total return to TSR performance for the financial year 2023 was negative 27%, compared to 9%
Junior Gold Miners ETF (GDXJ) the shareholders. Our strategy aims to maximise shareholder returns through for GDXJ.
the commodity cycle, and TSR is a direct measure of that.
The TSR performance over the three-year performance period from 1 July 2022 to
30 June 2025 is a performance target for the FY23 Performance Rights issued
under the Group's Long Term Incentive Plan.
Investor engagement The proposed ASX cross-listing is an important pillar to create a During the financial year, the Company completed an institutional equity
fit-for-purpose platform and pursue objectives including increasing equity placement of approximately £30m including a cornerstone investment by Tribeca
The Group completes its proposed ASX cross-listing, actively engages with a research and institutional ownership, enhanced capital markets profile, access Investment Partners, and a further equity investment by Wyloo of approximately
broad cross section of investors and grows the proportion of its shares held to deeper pools of capital to support longer term growth, and enhanced £33.5m. The Company significantly advanced the proposed ASX listing during
by institutional investors. flexibility for growth initiatives including corporate and asset level the year and is well positioned to resume the process in 2024.
transactions.
ESG Sustainability Report Greatland is committed to safe, responsible and sustainable exploration and In June 2023, the Group published its 2023 Sustainability Report. This
development. The Company continues to focus on improving health and safety assessment reveals a compliance driven approach to ESG and forms a baseline
The Group publishes an annual Sustainability Report with enhanced levels of training and processes, and on further strengthening relationships with the for business operations to enhance our sustainability footprint.
disclosure relative to financial year 2022. indigenous communities in the areas that we operate, as well as on our ESG
focus for developing a responsible and sustainable resources company.
Native Title and Environment In areas that the Group operates, we are committed to understanding, Through formal processes outlined in Land Access Agreements, Greatland has
respecting and responsibly managing our impacts on Aboriginal cultural engaged Traditional Owners to undertake several surveys in advance of field
The Group maintains positive relations with all Native Title groups in respect heritage, and co-operating and forming positive relationships with Aboriginal activities. Additionally, Greatland has worked alongside Aboriginal
of the land it operates on, preserves heritage sites of cultural significance communities. consultants for ground disturbance activities where cultural heritage
as required to comply with applicable permits and remains in compliance with
monitoring has been deemed appropriate through survey or by direction of the
granted environmental approvals. The Group is committed to operating in an environmentally responsible manner prescribed body corporate.
and has developed this Policy to assist in managing the impacts its activities
have on the environment.
Greatland continues to work with our many traditional owners to understand and
manage our potential impacts to Aboriginal cultural heritage.
Performance Target Rationale Our performance in 2023
Feasibility Study for Havieron Havieron provides an outstanding cornerstone project on which to develop and The Feasibility Study for the Havieron project continued during the year and
pursue the Company's aim to become a multi asset producer. It enables the explored further value enhancing options to maximise value and derisk the
The Group actively manages its relationship with its joint venture partner and Company to leverage our established footprint and proven methodology in the project. It also considered various factors including but not limited to
critically reviews, analyses and provides detailed input (based on its review Paterson region, one of the world's most attractive jurisdictions for environmental, social and economic impacts.
and analysis) into the Havieron Feasibility Study. discoveries of tier-one, gold-copper deposits.
Funding Raising sufficient debt and equity to fund the Company's share of the Havieron During the financial year the Company raised approximately £64 million in
Joint Venture is crucial to enable the Group to fast track development of additional capital through the issuance of new shares and progressed a funding
The Group has sufficient funding in place to fund its share of the Havieron Havieron including early works and other mine development activities, plus process with top tier banks resulting in a non-binding Letter of Support in
development without dilution of its joint venture interest. accelerate exploration activities at the Group's 100% owned licences to target respect of a proposed A$220 million debt financing facility. In addition,
new discoveries similar to Havieron in the Paterson region. subsequent to year end, Greatland executed a A$50 million standby loan
facility with Wyloo.
The above strengthened our financial position to continue the development of
Havieron.
JORC Resource Growth of the JORC Resource is a crucial component to Greatland's long term Over 55,000 metres of drilling was completed during the year, focusing on
strategy. increasing confidence in the lower levels of the South East Crescent, as well
The Group grows its Mineral Resource base by at least 20% (noting that joint as further evaluation of the Eastern Breccia.
venture mining tenements are assessed on a 100% basis).
This drilling will be incorporated into an Updated Mineral Resource that will
be included in the Feasibility Study.
Corporate development Corporate development activity is a crucial component to amplify Greatland's Significant corporate activity was undertaken during 2023, including
growth strategy and support the transition of the business from an explorer to successful conclusion of the Havieron 5% option process, sale of the Tasmanian
The Group actively pursues portfolio enhancing business development a developer and producer. tenements to Flynn Gold, entering into the farm-in and joint venture agreement
opportunities which are presented to the Board for approval. with RTX, progressing the proposed ASX Listing in 2023, and consideration and
analysis of potential merger and acquisition opportunities.
Share Capital
Information relating to shares issued during the year is given in note 14 to
the accounts.
Substantial Shareholdings
On 30 June 2023 and 31 October 2023, the following were registered as being
interested in 3% or more of the Company's ordinary share capital:
31 October 2023 30 June 2023
Ordinary shares of £0.001 each Share % Ordinary shares of £0.001 each Share %
Hargreaves Lansdown (Nominees) Limited (15942) 596,018,544 11.71% 594,359,327 11.73%
Lynchwood Nominees Limited (2006420) 456,729,841 8.97% 458,734,422 9.05%
Interactive Investor Services Nominees Limited (SMKTISAS) 361,347,494 7.10% 358,867,954 7.08%
Hargreaves Lansdown (Nominees) Limited (HLNOM) 348,483,959 6.85% 347,409,795 6.85%
Hargreaves Lansdown (Nominees) Limited (VRA) 316,783,852 6.22% 309,745,208 6.11%
Vidacos Nominees Limited (FGN) 213,926,382 4.20% 258,015,555 5.09%
Barclays Direct Investing Nominees Limited 226,281,530 4.45% 230,608,624 4.55%
Interactive Investor Services Nominees Limited (SMKTNOMS) 216,820,713 4.26% 221,958,097 4.38%
State Street Nominees Limited (OM02) 196,214,615 3.85% 209,395,552 4.13%
HSDL Nominees Limited (MAXI) 187,400,374 3.68% 185,721,320 3.66%
Additionally, the Company has been notified, in accordance with DTR 5 of the
FCA's Disclosure and Transparency Rules, or is aware, of the following
interests in its ordinary shares of shareholders with an interest of 3% or
more of the Company's ordinary share capital:
31 October 2023 30 June 2023
Ordinary shares of £0.001 each Share % Ordinary shares of £0.001 each Share %
Wyloo Consolidated Investments Pty Ltd 430,024,390 8.45% 430,024,390 8.45%
Van Eck Associates Corporation 250,743,036 4.93% 250,743,036 4.93%
Political donations
During the period there were no political donations (2022: nil).
Auditors
PKF Littlejohn LLP has served as the Company's auditors since 2020. The
Directors will place a resolution before the annual general meeting to
reappoint PKF Littlejohn LLP as auditors for the coming year.
PKF Littlejohn LLP has signified its willingness to continue in office as
auditor.
Directors' Indemnity
The Company has maintained Directors' and Officers' insurance during the year.
Such provisions remain in force at the date of this report.
Events after the reporting period
Standby loan facility executed
Subsequent to year end, the Company executed an unsecured A$50 million standby
facility with Wyloo Consolidated Investments Pty Ltd (Wyloo). Drawdown is
available to Greatland from 1 November 2023, with repayment required by the
maturity date of 31 December 2024. The facility has a 3% upfront fee and 1%
utilisation fee. Interest is charged at benchmark (Australian BBSY) plus a
margin of 7.5% p.a. The debt was undrawn at the date of this report.
Grant of employee incentive options
On 19 September 2023, Greatland granted 302,700,000 Co-Investment Options with
an exercise price of £0.119, 31,100,000 Retention Rights and 13,306,047 FY23
Performance Rights at an exercise price of £0.001 to employees under the
Company's employee share plan. Collectively the options and rights are an
important element in the attraction and retention of individuals pivotal to
Greatland's growth and their alignment with shareholder outcomes. Further
details are included in the Annual Report.
Exercise of Options and Director Dealings
On 1 October 2023, Mr Borrelli, Non-Executive Director, exercised his
remaining 14,000,000 options over ordinary shares at a price of £0.0028 per
share, 2,500,000 options at £0.014 and 2,500,000 options at £0.02 per share
for a total consideration of £124,200. Mr Borrelli retained 9,000,000 of the
resulting shares and sold 10,000,000 of the resulting shares to fund the
associated exercise cost and tax liabilities. Mr Borrelli's shareholding has
now increased to 35,403,372 ordinary shares representing 0.70% of the total
voting rights.
In addition, on 24 September 2023, Mr Latcham, Non-Executive Director,
exercised 1,500,000 existing options over ordinary shares at a price of
£0.025 per share and 1,250,000 at a price of £0.03 per share, for a total
consideration of £75,000. Mr Latcham retained 700,000 of the resulting shares
and sold 2,050,000 of the resulting shares to fund the associated exercise
cost and tax liabilities. Mr Latcham's shareholding has now increased to
3,850,000 ordinary shares representing 0.08% of the total voting rights.
Newmont Corporation's acquisition of Newcrest Mining Limited becomes effective
On 18 October 2023, Newcrest, the ultimate parent company of Newcrest
Operations which is the Joint Venture Manager of Havieron, announced that the
scheme of arrangement under which Newcrest will be acquired by Newmont
Corporation was legally effective. Implementation date is planned for 6
November 2023. For further updates refer to www.newmont.com.
Streamlined energy and carbon reporting ("SECR")
Greenhouse gas emissions, energy consumption and energy efficiency disclosures
have not been provided because the Company has consumed less than 40,000 kWh
of energy during the period in the UK.
Corporate Governance
A corporate governance statement follows in the Annual Report.
Control Procedures
The Board has approved financial budgets and cash forecasts. In addition, it
has implemented procedures to ensure compliance with accounting standards and
effective reporting.
Environmental Responsibility
The Company is aware of the potential impact that its subsidiary companies and
operations may have on the environment. The Company ensures that it and its
subsidiaries at a minimum comply with the local regulatory requirements with
regard to the environment.
Cultural awareness
The Company continues to engage with the traditional land owners to understand
and respect cultural heritage as a necessary part in obtaining access to
projects across its Australian operations and operate within the appropriate
protocols.
Health and Safety
The Group aims to achieve and maintain a high standard of workplace health,
safety and wellbeing. In order to achieve this objective, the Group provides
mental health wellbeing training, mentoring and supervision for employees and
ongoing pastoral care support plus regularly reviewing and implementing high
standards for workplace safety.
Employment Policies
The Group is committed to promoting policies which ensure that high calibre
employees are attracted, retained and motivated, to ensure the ongoing success
for the business. Employees and those who seek to work within the Group are
treated equally regardless of gender, marital status, disability, race,
ethnicity or any other basis. We provide equal opportunities for career
development and promotion as well as providing employees with appropriate
training opportunities.
Provision of Information to Auditor
So far as each of the Directors is aware at the time this report is approved:
§ there is no relevant audit information of which the Company's auditor is
unaware; and
§ the Directors have taken all steps that they ought to have taken to make
themselves aware of any relevant audit information and to establish that the
auditor is aware of that information.
By order of the Board
Shaun Day
Managing Director
5 November 2023
consolidated statement of comprehensive income
for the year ended 30 June 2023
Note 2023 2022
£'000
£'000
Revenue - -
Exploration and evaluation expenses (3,383) (3,022)
Administrative expenses (5,723) (5,223)
Share-based payment expense 24 (9,787) (193)
Transaction costs related to proposed IPO (1,879) -
Loss before finance items and tax (20,772) (8,438)
Net foreign exchange losses 13 (1,668) (2,736)
Other income 4 194 -
Finance income 6 1,228 2
Finance costs 6 (102) (194)
Loss before tax (21,120) (11,366)
Income tax expense 7 - -
Loss for the year (21,120) (11,366)
Other comprehensive income:
Exchange differences on translation of foreign operations (4,906) 518
Total comprehensive income for the year attributable to equity holders of the (26,026) (10,848)
Company
Earnings per share for loss attributable to the ordinary equity holders of the
Company:
Basic and diluted earnings per share (pence) 8 (0.44) (0.28)
The above consolidated statement of comprehensive income should be read in
conjunction with the accompanying notes.
Consolidated Statement of Financial Position
as at 30 June 2023
Note 2023 2022
£'000
ASSETS
Exploration and evaluation assets 16 264 94
Mine development 17 59,931 35,582
Right of use asset 18 418 272
Property, plant and equipment 19 84 95
Financial assets held at fair value through profit and loss 88 -
Total non-current assets 60,785 36,043
Cash and cash equivalents 9 31,149 10,386
Advanced joint venture cash contributions 10 12,576 8,415
Trade and other receivables 11 116 -
Other current assets 414 427
Total current assets 44,255 19,228
TOTAL ASSETS 105,040 55,271
LIABILITIES
Trade and other payables 12 8,511 3,269
Lease liabilities 18 128 208
Provisions 25 186 919
Total current liabilities 8,825 4,396
Borrowings 13 41,503 43,103
Lease liabilities 18 284 70
Provisions 25 1,950 1,976
Total non-current liabilities 43,737 45,149
TOTAL LIABILITIES 52,562 49,545
NET ASSETS 52,478 5,726
EQUITY
Share capital 14 5,069 4,071
Share premium 14 70,821 36,166
Merger reserve 14 27,494 225
Foreign currency translation reserves (4,259) 647
Share-based payment reserve 10,173 335
Retained earnings (56,820) (35,718)
TOTAL EQUITY 52,478 5,726
The above consolidated statements of financial position should be read in
conjunction with the accompanying notes.
Mark
Barnaba
Shaun
Day
Chairman
Managing Director
Consolidated Statement of Changes in Equity
for the year ended 30 June 2023
Foreign currency translation reserve Share-based payment reserves
£'000
£'000
Note Share capital Share premium Merger reserve Retained earnings
£'000
£'000
£'000
£'000 Total equity
£'000
At 1 July 2022 4,071 36,166 225 647 335 (35,718) 5,726
Loss for the year - - - - - (21,120) (21,120)
Other comprehensive income - - - (4,906) - - (4,906)
Total comprehensive loss for the year - - - (4,906) - (21,120) (26,026)
Transactions with owners in their capacity as owners:
Share-based payments 24 - - - - 9,995 - 9,995
Transfer on exercise of options - - - - (157) 157 -
Share capital issued 14 998 34,685 29,393 - - (139) 64,937
Cost of share issue 14 - (30) (2,124) - - - (2,154)
Total contributions by and distributions to owners of the Company 998 34,655 27,269 - 9,838 18 72,778
At 30 June 2023 5,069 70,821 27,494 (4,259) 10,173 (56,820) 52,478
Note Foreign currency translation reserve Share-based payment reserves
£'000
£'000
Share capital Share premium Merger reserve Retained earnings
£'000
£'000
£'000
£'000 Total equity
£'000
At 1 July 2021 3,948 24,064 225 129 178 (24,388) 4,156
Loss for the year - - - - - (11,366) (11,366)
Other comprehensive income - - - 518 - - 518
Total comprehensive loss for the year - - - 518 - (11,366) (10,848)
Transactions with owners in their capacity as owners:
Share-based payments 24 - - - - 193 - 193
Transfer on exercise of options - - - - (36) 36 -
Share capital issued 14 123 12,797 - - - - 12,920
Cost of share issue 14 - (695) - - - - (695)
Total contributions by and distributions to owners of the Company 123 12,102 - - 157 36 12,418
At 30 June 2022 4,071 36,166 225 647 335 (35,718) 5,726
The above consolidated statement of changes in equity should be read in
conjunction with the accompanying notes.
Consolidated Statement of Cash
Flows
for the year ended 30 June 2023
Note 2023 2022
Cash flows from operating activities
Loss before tax (21,120) (11,366)
Adjustments for:
Share-based payment expense 24 9,787 193
Depreciation and amortisation 4 224 171
Other non-cash items (103) 14
Unwind of discount on provisions 25 91 177
Unrealised foreign exchange loss 1,668 2,736
Investing interest income 6 (1,228) (2)
Lease liability interest expense 18 7 14
Movement in operating assets / liabilities:
Decrease in other current assets 105 83
(Increase) in trade and other receivables (99) -
(Decrease) / increase in payables & other liabilities (836) 2,022
Increase / (decrease) in provisions 37 (3)
Net cash outflow from operating activities (11,467) (5,961)
Cash flows from investing activities
Interest received 1,082 2
Interest paid - (16)
Payments for exploration and evaluation assets - (90)
Payments for mine development and fixed assets (14,522) (20,453)
Payments in advance for joint venture contributions (13,406) (8,415)
Net cash outflow from investing activities (26,846) (28,972)
Cash flows from financing activities
Proceeds from issue of shares 14 63,909 12,920
Transaction costs from issue of shares 14 (2,154) (695)
Proceeds from borrowing facilities 13 - 26,495
Repayment of lease obligations (206) (55)
Payments for prepaid borrowing costs for debt - (276)
Net cash inflow from financing activities 61,549 38,389
Net increase in cash and cash equivalents 23,236 3,456
Effects of exchange rate differences on cash and cash equivalents (2,473) 718
Cash and cash equivalents at the beginning of the period 10,386 6,212
Cash and cash equivalents at the end of the year 9 31,149 10,386
The above consolidated statement of cash flows should be read in conjunction
with the accompanying notes.
PRINCIPAL ACCOUNTING POLICIES
1 Corporate information
The consolidated financial statements of Greatland Gold plc and its
subsidiaries (collectively, the Group) for the year ended 30 June 2023 were
authorised for issue in accordance with a resolution of the Directors on 5
November 2023.
Greatland Gold plc is a public limited company incorporated and domiciled in
England and Wales. The Company's ordinary shares are traded on LSE AIM
(AIM:GGP).
2 Basis of preparation
The consolidated financial statements of Greatland Gold plc (Greatland or the
Group) have been prepared in accordance with UK-adopted international
accounting standards and in accordance with the requirements of the Companies
Act 2006.
The financial statements have been prepared on the historical cost basis,
except for certain financial instruments and cash-settled share-based payments
which have been measured at fair value.
Going Concern
The Group's principal activities include the development of Havieron. As at 30
June 2023, the Group's net current assets of £35.4 million (2022: £14.8
million), with cash of £31.1 million (2022: £10.4 million) and advanced
Havieron joint venture cash contributions of £12.6 million (2022: £8.4
million).
In addition, as outlined in note 28, Greatland has access to a A$50 million
(c. £26.3 million) undrawn standby loan facility with Wyloo Consolidated
Investments Pty Ltd (Wyloo).
Management has prepared cash flow forecasts for the next twelve months under
various scenarios. These scenarios anticipate the Group will be able to meet
its commitments and pay its debts as and when they fall due.
If required, the Group has a number of options available to manage liquidity
including:
§ significantly reduce expenditure on its own exploration programmes;
§ significantly reduce corporate costs;
§ raising additional funding through debt and equity, or a combination of
both, which the Company considers it has the ability to do so, should it be
required and has demonstrated an ability to do so in the past.
Should the directors not achieve the matters set out above, there is
significant uncertainty whether the Company will continue as a going concern
and therefore whether they will realise its assets and extinguish its
liabilities in the normal course of business and at the amounts stated in the
financial report.
Greatland has considered sensitivities which include increases to the Havieron
development costs. In this situation, the Company can mitigate expenditure
including ceasing exploration activities and reducing corporate costs. Having
prepared forecasts based on current resources and assessing methods of
obtaining additional finance, the Directors believe the Group has sufficient
resources to meet its obligations for a period of twelve months from the date
of approval of these financial statements. Taking these matters into
consideration, the Directors continue to adopt the going concern basis of
accounting in the preparation of the financial statements.
Rounding
The amounts presented in this financial report have been rounded to the
nearest £1,000 where noted (£'000) under the option available to the Company
under the Companies Act 2006.
Significant accounting judgements, estimates and assumptions
The preparation of financial statements requires management to use estimates,
judgements and assumptions. Application of different assumptions and estimates
may have a significant impact on Greatland's net assets and financial results.
Estimates and assumptions are reviewed on an ongoing basis and are based on
the latest available information at each reporting date.
This note provides an overview of the areas that involved a higher degree of
judgement and complexity, or areas where assumptions are significant to the
financial statements. Detailed information about each of these estimates and
judgements is included in other notes together with information about the
basis of calculation for each affected line item in the financial statements.
2 Basis of preparation (continued)
Description Key estimate or judgement Notes
Mine development The recoverable amount of mine development is dependent on the successful Note 17
development and commercial exploration, or alternatively, sale of the
respective area of interest.
Provisions Rehabilitation, restoration and dismantling provisions are reassessed at the Note 25
end of each reporting period. The estimated costs include judgement regarding
the Group's expectation of the level of rehabilitation activities that will be
undertaken, timing of cash flows, technological changes, regulatory
obligations, cost inflation and discount rates.
Share-based payment expense The Group measures the cost of share-based payment expenses with employees by Note 24
reference to the fair value of the equity instruments at the date at which
they are granted. The fair value was determined using a Monte Carlos and
Black-Scholes model which includes key assumptions.
Going concern The ability of the Company to continue as a going concern depends upon Note 2
continued access to sufficient capital. Judgement is required in the
estimation of future cash flows.
Loan due from subsidiary The parent entity holds a loan due from a 100% owned subsidiary. The Note 11
recoverable amount of the loan is dependent on the successful development and
commercial exploration, or alternatively, sale of the respective area of
interest.
Basis of consolidation
The consolidated financial statements comprise of the financial statements of
Greatland Gold plc and its subsidiaries it controls (as outlined in note 21).
Accounting for joint ventures is included in note 22.
Subsidiaries are those entities controlled directly or indirectly by the
Company. The Group controls an entity when it 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 over the entity. The results of the
subsidiaries are included in the Consolidated Statement of Comprehensive
Income from the date of acquisition using the same accounting policies as
those of the Group.
The consideration transferred in a business combination is the fair value at
the acquisition date of the assets transferred and the liabilities incurred by
the Group and includes the fair value of any contingent consideration
arrangement. Acquisition-related costs are recognised in the income statement
as incurred. Identifiable assets acquired and liabilities and contingent
liabilities assumed in a business combination are measured initially at their
fair value at the acquisition date.
All intra-group balances and transactions, including any unrealised income and
expenses arising from intragroup transactions, are eliminated in full in
preparing the consolidated financial statements. Unrealised gains arising from
transactions with equity accounted investees are eliminated against the
investment to the extent of the Group's interest in the investee. Unrealised
losses are eliminated in the same way as unrealised gains, but only to the
extent that there is no evidence of impairment.
Foreign currencies
Both the functional and presentational currency of Greatland Gold plc is
sterling (£). Each entity in the Group determines its own functional
currency, the primary economic environment in which the entity operates, and
items included in the financial statements of each entity are measured using
that functional currency.
Transactions in foreign currencies are recorded at the spot rate at the date
of the transaction. Monetary assets and liabilities denominated in foreign
currencies are translated at the rate of exchange ruling at the balance sheet
date. All differences are taken to the Statement of Comprehensive Income.
On consolidation of a foreign operation, assets and liabilities are translated
at the balance sheet rate, income and expenses are translated at average
foreign currency rates prevailing for the relevant period. Gains/losses
arising on translation of foreign controlled entities into pounds sterling are
taken to the foreign currency translation reserve.
Other accounting policies
Significant and other accounting policies that summarise the measurement basis
used and are relevant in understanding the financial statements are provided
throughout the notes to the financial statements.
New standards, amendments and interpretations adopted by the Group
There are no IASB and IFRIC standards that have been issued with an effective
date after the date of the financial statements which are expected to have a
material impact on the Group.
2 Basis of preparation (continued)
New and amended Standards and Interpretations issued but not effective
At the date of approval of these financial statements, the following standards
and interpretations which have not been applied in these financial statements
were in issue but not yet effective (and in some cases had not been adopted by
the UK):
§ Amendments to IFRS 17: Insurance Contracts - effective 1 January 2023
§ Amendments to IAS 1 Presentation of Financial Statements: Classification
of Liabilities as Current or Non-current - effective 1 January 2023*
§ Amendments to IAS 1: Presentation of Financial Statements and IFRS
Practice Statement 2: Disclosure of Accounting Policies - effective 1 January
2023*
§ Amendments to IAS 8: Accounting policies, Changes in Accounting Estimates
and Errors - Definition of Accounting Estimates - effective 1 January 2023*
§ Amendments to IAS 12: Income Taxes - Deferred Tax related to Assets and
Liabilities arising from a Single Transaction - effective 1 January 2023*
*subject to UK endorsement
The new and amended Standards and Interpretations which are in issue but not
yet mandatorily effective are not expected to be material.
FINANCIAL PERFORMANCE
3 Segmental information
An operating segment is a component of the Group that engages in business
activities from which it may earn revenue and incur expenditure and about
which separate financial information is available that is evaluated regularly
by the Group's Chief Operating Decision Makers, who is the Managing Director,
in deciding how to allocate resources and in assessing performance.
Segment name Description
UK The UK sector consists of the parent company which provides investor relations
and corporate functions as well as administrative and management services to
its subsidiaries based in Australia.
Australia This segment consists of the development activities for Havieron and
exploration and evaluation activities throughout Australia.
Segment information is evaluated by the executive management team and is
prepared in conformity with the accounting policies adopted for preparing the
financial statements of the Group.
Segment results
Income statement for the year ended 30 June 2023 UK Australia Group
£'000 £'000 £'000
Revenue - - -
Exploration and evaluation costs - (3,286) (3,286)
Administrative costs (1,102) (4,494) (5,596)
Transaction costs related to the proposed IPO (1,879) - (1,879)
Loss for the segment (2,981) (7,780) (10,761)
Depreciation and amortisation expenses (13) (211) (224)
Segment result (2,994) (7,991) (10,985)
Share-based payment expense (9,787)
Foreign exchange gain / (losses) (1,668)
Other income 194
Finance income 1,228
Finance expense (102)
Loss before income tax (21,120)
Income tax expense -
Loss after income tax (21,120)
3 Segmental information (continued)
Income statement for the year ended 30 June 2022 UK Australia Group
£'000 £'000 £'000
Revenue - - -
Exploration and evaluation costs - (2,985) (2,985)
Administrative costs (1,980) (3,109) (5,089)
Loss for the segment (1,980) (6,094) (8,074)
Depreciation and amortisation expenses (38) (133) (171)
Segment result (2,018) (6,227) (8,245)
Share-based payment expense (193)
Foreign exchange losses (2,736)
Finance income 2
Finance expense (194)
Loss before income tax (11,366)
Income tax expense -
Loss after income tax (11,366)
Adjustments and eliminations
Share-based payment expense, foreign exchange losses, other income, finance
income, finance costs and taxes are not allocated to individual segments as
they are managed on a Group basis.
Segment assets and liabilities
Assets and liabilities as at 30 June 2023 UK Australia Group
£'000 £'000 £'000
Segment assets 568 104,472 105,040
Segment liabilities (383) (52,179) (52,562)
Assets and liabilities as at 30 June 2022 UK Australia Group
£'000 £'000 £'000
Segment assets 711 54,560 55,271
Segment liabilities (1,954) (47,591) (49,545)
4 Other income and expenses
Other income
Note 2023 2022
£'000 £'000
Government grants (a) 90 -
Other gains 104 -
Total other income 194 -
(a) Government grant
Greatland was awarded a government grant of £0.1 million to co-fund
exploration drilling and mobilisation costs at its 100% owned Rudall licence
in the Paterson region under the Western Australian Government's Exploration
Incentive Scheme. There are no unfulfilled conditions or other contingencies
attached to this grant.
Breakdown of expense by nature
2023 2022
£'000 £'000
Amortisation of right-of-use asset 197 133
Depreciation 27 38
Total amortisation and depreciation 224 171
5 Employee information
Group Group Company Company
2023 2022 2023 2022
£'000 £'000 £'000 £'000
Wages and salaries 3,352 2,150 501 185
Bonus 863 729 - -
Pension / superannuation 349 171 24 2
Share-based payments 9,787 193 8,687 76
Total director and employee benefit expense 14,351 3,243 9,212 263
Average Number Average Number Average Number Average Number
Exploration 11 9 - -
Corporate and other 14 8 4 2
For further details on Director's remuneration refer to Remuneration Report.
Recognition and measurement
Employee benefits
Wages, salaries and defined contribution superannuation expenses are
recognised as and when employees render their services. Expenses for
non-accumulating personal leave are recognised when the leave is taken and
measured at the rates paid or payable.
Share-based payments
The accounting policy, key estimates and judgements relating to employee
share-based payments are set out in note 24 of the Annual Report.
6 Finance income and finance costs
Note 2023 2022
£'000 £'000
Finance income
Interest income 1,228 2
Total finance income 1,228 2
Finance costs
Interest on lease liabilities (7) (15)
Unwinding of discount on provisions 25 (91) (177)
Other (4) (2)
Total finance costs (102) (194)
Recognition and measurement
Interest income is recognised as interest accrues using the effective interest
method.
Provisions and other payables are discounted to their present value when the
effect of the time value of money is significant. The impact of the unwinding
of these discounts is reported in finance costs.
Borrowing costs
General and specific borrowing costs that are directly attributable to the
acquisition, construction or production of a qualifying asset are capitalised
during the period of time that is required to complete and prepare the asset
for its intended use or sale. Qualifying assets are assets that necessarily
take a substantial period of time to get ready for their intended use or sale.
All other borrowing costs are recognised in income in the period in which they
are incurred.
7 Taxation
2023 2022
£'000 £'000
Components of income tax:
Deferred tax - temporary differences - -
Current tax - -
Income tax expense - -
There was no deferred or current tax during the year or in prior year.
Factors affecting tax charge for the year
The tax assessed on the loss on ordinary activities for the period differs
from the standard rate of corporation tax in the UK of 19% (2022: 19%) and
Australia of 30% (2022: 30%). The differences are explained below:
2023 2022
£'000 £'000
Loss before income tax (21,120) (11,366)
Weighted average applicate rate of tax of 24% (2022: 28%) (5,052) (3,148)
Increase (decrease) in income tax due to:
Share-based payments 1,981 652
Unwind of rehabilitation provision 30 53
Temporary differences (1,730) (1,131)
Net deferred tax assets not brought to account 4,771 3,574
Income tax expense - -
Tax losses
2023 2022
£'000 £'000
Unused tax losses for which no deferred tax asset has been recognised 57,967 35,433
Potential tax benefit - average effective tax rate of 28% 16,063 9,921
The Group has unrecognised carried forward losses for which no deferred tax
asset is recognised as the statutory requirements for recognising those
deferred tax assets have not yet been met. The Group recognises the benefit of
tax losses only to the extent of anticipated future taxable income or gains in
relevant jurisdictions. These losses do not expire. Unrecognised UK revenue
losses for which no deferred tax asset has been recognised are £11.3 million
(2022: £9.8 million). Unrecognised Australian revenue losses for which no
deferred tax asset has been recognised are approximately A$88.3 million
(£46.4 million) (2022: £25.6 million).
Recognition and measurement
Current tax assets and liabilities for the period 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
substantially enacted by the reporting date in the countries where the Group
operates.
Full provision is made for deferred taxation resulting from timing differences
which have arisen but not reversed at the reporting date.
Deferred tax is calculated at the tax rates that are expected to apply in the
period when the liability is settled or the asset realised. Deferred tax is
charged or credited to profit or loss, except when it relates to items charged
or credited directly to equity, in which case the deferred tax is also dealt
with in equity.
The Group offsets deferred tax assets and deferred tax liabilities if, and
only if, it has a legally enforceable right to set off current tax assets and
current tax liabilities and the deferred tax assets and deferred tax
liabilities relate to income taxes levied by the same taxation authority on
either the same taxable entity or different taxable entities which intend
either to settle current tax liabilities and assets on a net basis, or to
realise the assets and settle the liabilities simultaneously, in each future
period in which significant amounts of deferred tax liabilities or assets are
expected to be settled or recovered.
Deferred tax assets on carried forward losses are only recorded where it is
expected that future trading profits will be generated in which this asset can
be offset. 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 profits will be available to allow all or part of the asset
to be recovered.
7 Taxation (continued)
Tax consolidation
Greatland Holdings Group Pty Ltd, a 100% owned subsidiary of Greatland Gold
plc, and its 100% owned Australian resident subsidiaries formed a tax
consolidated group with effect from 14 February 2023. Greatland Holdings Group
Pty Ltd is the head entity of the tax consolidated group. Members of the tax
consolidated group have entered into a tax funding agreement under which the
wholly-owned entities fully compensate Greatland Holdings Group Pty Ltd for
any current tax payable assumed and are compensated by Greatland Holdings
Group Pty Ltd for any current tax receivable and deferred tax assets related
to unused tax losses or unused tax credits that are transferred to Greatland
Holdings Group Pty Ltd under the tax consolidation.
8 Earnings per Share
2023 2022
£'000 £'000
Loss for the period (21,120) (11,366)
Weighted average number of ordinary shares of £0.001 in issue 4,849,928,345 4,016,373,291
Loss per share (0.44) pence (0.28) pence
The weighted average number of the Group's shares including outstanding
options is 4,921,573,345 (2022: 4,097,373,291). Dilutive earnings per share
are not included on the basis inclusion of potential ordinary shares would
result in a decrease in loss per share and is considered anti-dilutive.
Subsequent to year end, the following transactions occurred that were not
retrospectively adjusted in the calculation of earnings per share:
§ Greatland granted 302,700,000 Co-Investment Options with an exercise price
of £0.119, 31,100,000 Retention Rights and 13,306,047 FY23 Performance Rights
at an exercise price of £0.001 to employees under the Company's employee
share plan. These transactions were not retrospectively adjusted in the
calculations of earnings per share.
§ Mr Borrelli exercised his remaining 19,000,000 options and Mr Latcham
exercised his 2,750,000 remaining options.
For further details, refer to events after the reporting period in note 28.
Recognition and measurement
Basic earnings per share
Basic earnings per share is calculated by dividing:
§ the profit attributable to owners of the company, excluding any costs of
servicing equity other than ordinary shares
§ by the weighted average number of ordinary shares outstanding during the
financial year, adjusted for any bonus elements in the ordinary shares issued
during the year and excluding treasury shares
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of
basic earnings per share to take into account:
§ the after-income tax effect of interest and other financing costs
associated with dilutive potential ordinary shares; and
§ the weighted average number of additional ordinary shares that would have
been outstanding assuming the conversion of all dilutive potential ordinary
shares.
CAPITAL MANAGEMENT
9 Cash and cash equivalents
Group Group Company Company
2023 2022 2023 2022
£'000 £'000 £'000 £'000
Cash at bank 25,794 10,386 489 634
Short-term deposits 5,355 - - -
Total cash and cash equivalents 31,149 10,386 489 634
Recognition and measurement
Cash and cash equivalents in the consolidated statement of financial position
and consolidated statement of cash flows comprise cash at bank and short-term
deposits that are readily convertible to known amounts of cash with
insignificant risk of change in value. Short-term deposits are usually between
one to three months depending on the short-term cash flow requirements of the
Group. The Group holds short-term deposits with financial institutions that
have a long term credit rating of AA- or above.
10 Advanced joint venture cash contributions
Group Group Company Company
2023 2022 2023 2022
£'000 £'000 £'000 £'000
Havieron joint venture cash calls in advance 12,576 8,415 - -
Total advanced joint venture cash contributions 12,576 8,415 - -
Recognition and measurement
Joint venture cash calls are paid in advance of expenditure being incurred.
Once the funds have been incurred they are transferred out of current assets
and into the relevant asset or expenditure depending on the nature of the
transaction.
11 Trade and other receivables
Group Group Company Company
2023 2022 2023 2022
£'000 £'000 £'000 £'000
GST receivable 116 - - -
Loans due from subsidiaries - - 92,721 33,046
Total trade and other receivables 116 - 92,721 33,046
Recognition and measurement
Trade and other receivables are recognised initially at fair value and
subsequently measured at amortised cost using the effective interest method,
less any allowance for the expected future issue of credit notes and for
non-recoverability due to credit risk. The Group applies the simplified
approach to measuring expected credit losses which uses a lifetime expected
loss allowance for all trade receivables and contract assets. To measure
expected credit losses, trade receivables and contract assets have been
grouped based on shared risk characteristics. No such credit loss has been
recorded in these financial statements as any effect would be immaterial.
Key estimates and assumptions - Impairment on loan due from subsidiary
The Company holds loans due from its 100% owned subsidiaries. The recoverable
amount of the loan is dependent on the successful development and commercial
exploration of Havieron, or alternatively, sale of the respective area of
interest. Management has concluded the loans will be recoverable on this
basis.
12 Trade and other payables
Group Group Company Company
2023 2022 2023 2022
£'000 £'000 £'000 £'000
Trade and other payables 1,492 101 197 -
Payroll tax and other statutory liabilities 192 281 - -
Juri joint venture funds received in advance 28 949 - -
Accruals 6,799 1,938 - 1,023
Total trade and other payables 8,511 3,269 197 1,023
12 Trade and other payables (continued)
Recognition and measurement
Trade and other payables
Trade payables and other payables 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 these goods and services.
The amounts are unsecured and are usually paid within 30 days of
recognition.
Employee benefits
Short term employee benefits are liabilities for wages and salaries, including
non-monetary benefits, annual leave and accumulating sick leave that are
expected to be settled wholly within 12 months after the end of the period in
which the employees render the related service are recognised in respect of
employees' services up to the end of the reporting period and are measured at
the amounts expected to be paid when the liabilities are settled. The
liabilities are presented as current other payables and accruals in the
statement of financial position.
13 Borrowings
Group Group Company Company
2023 2022 2023 2022
£'000 £'000 £'000 £'000
Opening balance 43,103 12,189 - -
Debt drawdown - 24,235 - -
Facility fees - 186 - -
Capitalised interest 45 2,074 - -
Effect of foreign exchange revaluation 1,661 2,736 - -
Adjustment of currency translation (3,306) 1,683 - -
Total non-current borrowings 41,503 43,103 - -
The borrowings presented above relate to a loan agreement with Newcrest
Operations Limited dated 29 November 2020 in respect of Havieron. As at 30
June 2023, the loan was fully drawn down. The key terms of the facility with
Newcrest include:
§ The loan is made up of Facility A and Facility B with values of US$20
million and US$30 million respectively, in addition to capitalised interest;
§ Interest is calculated on the LIBOR rate plus a margin of 8% annually and
is calculated every 90 days. . Following the removal of LIBOR this was
subsequently updated to SOFR plus a margin of 8.26161%;
§ The facility is secured against Greatland's share of the Havieron asset;
§ Repayment of the loan is from 80% of net proceeds from the sale of
Havieron products and must be repaid by the earlier of 10 years from the date
of the Feasibility Study or 12 years from the date of the Newcrest Loan
Agreement;
§ There are no financial covenants.
Unrealised foreign exchange loss of £1.7 million (2022: £2.7 million) was
incurred on the US$52.4 million loan balance held by the Australian
subsidiary. The functional currency of the Australian subsidiary is Australian
dollars while the loan is denominated in US dollars. The exchange rate
decreased during the year from 0.69 USD/AUD at 30 June 2022 to 0.66 USD/AUD at
30 June 2023.
Exchange differences arising on the translation of the functional currency of
the Australian subsidiary differing from the Group's presentation currency
resulted in a reduction to borrowings of £3.3 million during the year (2022:
addition of £1.7 million). The exchange rate decreased during the year from
0.545 GBP/AUD at 30 June 2022 to 0.525 GBP/AUD at 30 June 2023.
Details of the Group's exposure to risks and the maturity of the loan are set
out in note 15 of the Annual Report.
Recognition and measurement
At initial recognition, financial liabilities are classified as financial
liabilities at fair value through profit or loss, amortised cost, or as
derivatives designated as hedging instruments in an effective hedge, as
appropriate. All financial liabilities are recognised initially at fair value
and, in the case of those measured at amortised cost, net of directly
attributable transaction costs. The subsequent measurement of financial
liabilities depends on their classification, as described below.
Financial liabilities measured at amortised cost
Borrowings are measured at amortised cost using the effective interest method.
Gains and losses are recognised in profit or loss when the liabilities are
derecognised as well as through the effective interest method amortisation
process.
Amortised cost is calculated by taking into account any discount or premium on
acquisition and fees or costs that are an integral part of the effective
interest. Refer to note 17 of the Annual Report for interest capitalised to
mine development.
14 Equity
Note No. of Shares Share Capital Share Premium Merger Reserve Total
£'000
£'000
£'000 £'000
Balance at 1 July 2022 of authorised fully paid shares 4,070,547,171 4,071 36,166 225 40,462
Issued at £0.001 - Havieron contingent consideration on 2 Aug 2022 (a) 138,981,150 138 - - 138
Issued at £0.082 - from equity raise on 25 Aug 2022 (b) 362,880,180 362 - 29,393 29,755
Issued at £0.078 - from Wyloo subscription on 7 Oct 2022 (c) 430,024,390 430 33,104 - 33,534
Issued at £0.0765 - Havieron 5% option fee to advisor on 11 Nov 2022 13,443,391 13 1,015 - 1,028
Issued at £0.020 - exercise of options on 9 January 2023 25,000,000 25 25 - 50
Issued at £0.025 - exercise of options on 9 January 2023 8,750,000 9 210 - 219
Issued at £0.070 - exercise of options on 9 January 2023 7,500,000 8 45 - 53
Issued at £0.025 - exercise of options on 30 January 2023 5,000,000 5 120 - 125
Issued at £0.03 - exercise of options on 30 January 2023 3,000,000 3 87 - 90
Issued at £0.001 - exercise of options on 13 February 2023 500,000 1 - - 1
Issued at £0.025 - exercise of options on 9 March 2023 1,500,000 2 36 - 38
Issued at £0.03 - exercise of options on 9 March 2023 1,500,000 2 43 - 45
Less: transaction costs on share issue - - (30) (2,124) (2,154)
Balance at 30 June 2023 of authorised fully paid shares 5,068,626,282 5,069 70,821 27,494 103,384
No. of Shares Share Capital Share Premium Merger Reserve Total
£'000
£'000
£'000 £'000
Balance at 1 July 2021 of authorised fully paid shares 3,947,270,143 3,947 24,064 225 28,236
Issued at £0.03 - exercise of options on 29 Jul 2021 250,000 1 7 - 8
Issued at £0.025 - under block listing authority on 2 Aug 2021 6,216,216 6 149 - 155
Issued at £0.025 - under block listing authority on 1 Sep 2021 10,810,812 11 260 - 271
Issued at £0.145 - from fundraise on 19 Nov 2021 82,000,000 82 11,808 - 11,890
Issued at £0.014 - exercise of options on 18 Mar 2022 3,000,000 3 39 - 42
Issued at £0.02 - exercise of options on 18 Mar 2022 3,000,000 3 57 - 60
Issued at £0.03 - exercise of options on 17 May 2022 9,000,000 9 261 - 270
Issued at £0.025 - exercise of options on 17 May 2022 9,000,000 9 216 - 225
Less: transaction costs on share issue - - (695) - (695)
Balance at 30 June 2022 of authorised fully paid shares 4,070,547,171 4,071 36,166 225 40,462
(a) Contingent deferred acquisition consideration
In July 2022 (prior to the outcome of the Havieron 5% option process),
Greatland successfully renegotiated the deferred consideration that was due to
be paid in respect of its 2016 acquisition of Havieron. The original terms of
the acquisition comprised an initial payment of A$25,000 in cash and
65,490,000 new ordinary shares. A further 145,530,000 new ordinary shares were
payable if Greatland's ownership interest in Havieron reduced to 25% or less,
or upon a decision to mine at Havieron whichever occurs earlier.
The 145,530,000 deferred share payment was renegotiated as follows:
i) 138,981,150 Greatland shares were issued to the vendor nominee, Five
Diggers, during the year. This represented a 4.5% reduction in total shares
issued relative to the ordinary agreed quantum
ii) In respect of the 138,981,150 shares issued, Five Diggers are subject
to the following restrictions:
§ A lock up which prohibits any shares from being disposed of for the first
12 months from grant, subject to carveouts (such as recommend takeovers), and
§ Orderly market arrangement, under which the shares may only be traded
through Greatland's broker (subject to customary carve outs)
The new ordinary shares were issued in Greatland on 2 August 2022. The fair
value of the contingent consideration formed part of the original acquisition
in 2016 and as such the equity instruments were issued to share capital for
£0.001 as required by the Companies Act 2006, with nil value attributable to
share premium in August 2022.
14 Equity (continued)
(b) August 2022 equity raise
On 25 August 2022, Greatland raised total gross proceeds of £29.8 million
through placing 362,880,180 new ordinary shares at an issue price of £0.082.
The raise was facilitated through an incorporated Jersey registered company,
Ferdinand (Jersey) Limited. The proceeds of the share issue were held in trust
by Greatland on behalf of Ferdinand (Jersey) Limited, which was then acquired
by way of share for share exchange in circumstances which qualified for merger
relief, therefore no amount was recognised as share premium on the share issue
as required under section 612 of the Companies Act.
The amount recognised in the merger reserve reflects the amount by which the
fair value of the shares issued exceeded their nominal value and is recorded
within the merger reserve on consolidation, rather than in a share premium
account.
(c) Strategic placement to Wyloo
On 12 September 2022, Greatland entered into an agreement for a strategic
equity investment with Wyloo, a privately owned minerals investment company.
Wyloo subscribed for 430,024,390 shares for A$60 million (£33.5 million), an
equivalent at the date of the agreement of £0.082 per share. This placement
occurred at the same price as the August 2022 raise which equated to a small
premium to the five-day VWAP of 9 September 2022. The transaction was approved
by shareholders on 7 October 2022, resulting in Wyloo becoming Greatland's
largest shareholder with approximately 8.6% of shares on issue. Settlement
occurred on 14 October 2022 at a converted share price of £0.078 per share.
On settlement, the A$60 million (£33.5 million) consideration received from
Wyloo was allocated to share capital and share premium reflecting the fair
value of the ordinary shares at settlement date.
As part of the equity subscription, a further £35 million may be raised from
Wyloo in the future through the conversion of 352,620,000 warrants with a
strike price of £0.10 per share and expiry date of 6 October 2025. The
warrants were recognised in the statement of financial position at nil value
on issue.
(d) Farm-in to Rio Tinto Exploration's Paterson South
In May 2023, Greatland entered into a farm-in and joint venture agreement with
Rio Tinto in respect of the Paterson South Project which comprises of nine
exploration licences. Under the farm-in and joint venture arrangement,
Greatland is required to make an up-front payment to RTX of A$350,000 which
Greatland has elected to settle in shares within 6 months from the date of
execution. As the farm-in and joint venture agreement was executed during the
year, the up-front payment has been capitalised as part of the acquisition
costs of the tenements and recognised in share-based payment reserves until
the shares are issued.
Capital management
Greatland's capital includes shareholders' equity, reserves and net debt. Net
debt is defined as borrowings and lease liabilities less cash and cash
equivalent.
Management controls the capital of the Group in order to generate long-term
shareholder value and ensure that the Group can fund operations and continue
as a going concern. Management effectively manages the Group's capital by
assessing the Group's financial risks and adjusting its capital structure in
response to changes in these risks and in the market. These responses include
share issues and debt considerations. Given the nature of the Group's current
activities, the entity will remain dependent on debt and equity funding in the
short to medium term until such time as the Group becomes self-financing from
the commercial production of mineral resources.
Recognition and measurement
Share capital and share premium
Share capital is the nominal value of shares issued at £0.001.
Share premium is the amount subscribed for share capital in excess of nominal
value, less share issue cost.
Ordinary shares participate in dividends and the proceeds on winding up the
Company in proportion to the number of shares held. At shareholder meetings
each ordinary share is entitled to one vote when a poll is called, otherwise
each shareholder has one vote on a show of hands.
Merger reserve
Where the Company issues equity shares in consideration for securing a holding
of at least 90% of the nominal value of each class of equity in another
company, the application of merger relief is compulsory. Merger relief is a
statutory relief from recognising any share premium on shares issued. A merger
reserve is recorded equal to the value of share premium which would have been
recorded if the provisions of section 612 of the Companies Act 2006 had not
been applicable.
15 Financial risk management
This note explains the Group's material exposure to financial risks and how
these risks could affect the Group's future financial performance.
Financial Risks Exposure arising from Measurement Management
Market risk - foreign exchange Recognised financial assets and liabilities not denominated in GBP § Cash flow forecasting Assessment of use of financial instruments, hedging contracts or techniques to
mitigate risk
§ Sensitivity analysis
Market risk - interest rate Long-term borrowings at variable rates § Cash flow forecasting Assessment of use of financial instruments, hedging contracts or techniques to
mitigate risk
§ Sensitivity analysis
Credit risk Cash and cash equivalents § Credit ratings Diversification of banks, credit limits, investment grade credit ratings
Liquidity risk Borrowings and other liabilities § Rolling cash flow forecasts Availability of committed credit lines and borrowing facilities, equity raises
There have been no changes in financial risks from the previous year. The
Group did not have any hedging in place at 30 June 2023 or in prior year.
Details on commodity price risk is included in Principal Risks and
Uncertainties of the Annual Report.
Market Risk
(a) Foreign currency risk and sensitivity analysis
The Group's exposure to foreign currency risk at the end of the reporting
period was as follows:
2023 2022
USD AUD USD AUD
$'000 $'000 $'000 $'000
Cash and cash equivalents - 58,400 - 17,196
Borrowings (52,412) - (52,360) -
The following table demonstrates the sensitivity of the exposure at the
balance sheet date to a reasonably possible change in AUD/USD/GBP exchange
rate, with all other variables held constant. The impact on the Group's profit
before tax and equity is due to changes in the fair value of monetary assets
and liabilities, expressed in GBP.
Effect on profit before tax
2023 2022
£'000 £'000
USD/GBP exchange rate - increase 4% (2022: 10%) (1,660) (4,310)
USD/GBP exchange rate - decrease 4% (2022: 10%) 1,660 4,310
AUD/GBP exchange rate - increase 10% (2022: 10%) 3,066 975
AUD/GBP exchange rate - decrease 10% (2022: 10%) (3,066) (975)
(b) Interest rate risk management and sensitivity analysis
The Group's policy is to retain its surplus funds in interest bearing deposit
accounts including term deposits available up to twelve months' maximum
duration. An increase / decrease of 2% in interest rates will impact the
Group's income statement by a gain/loss of £1.2 million (2022: £0.2
million). The Group considers that a +/-2% movement in interest rates
represents reasonable possible changes.
The Group has borrowing facilities with Newcrest as part of the Havieron
project with a total facility limit of US$50 million, excluding interest.
Interest is calculated on the LIBOR rate plus a margin of 8% pa. Interest is
calculated every 90 days. Under the Group's accounting policy, interest on the
loan is capitalised to mine development and therefore movements in interest
rates had no impact on the profit or loss in the current year.
Credit risk
Credit risk is the risk that a counterparty will not meet its obligations
under a financial instrument or customer contract, leading to a financial
loss. The Group is exposed to credit risk from its financing activities,
including deposits with financial institutions. At the reporting date, the
carrying amount of the Group's financial assets represents the maximum credit
exposure.
15 Financial risk management (continued)
The credit risk on cash and cash equivalents is managed by restricting dealing
and holding of funds to banks which are assigned high credit ratings by
international credit rating agencies. The Group's cash and cash equivalents as
at 30 June 2023 are predominately held with financial institutions with an
investment grade long term credit rating with Standard & Poor's. As
short-term deposits have maturity dates of less than twelve months, the Group
has assessed the credit risk on these financial assets using life time
expected credit losses. In this regard, the Group has concluded that the
probability of default on the term deposits is relatively low. Accordingly, no
impairment allowance has been recognised for expected credit losses on the
short-term deposits.
Liquidity risk
Liquidity risk is the risk that the Group will encounter difficulty in meeting
obligations associated with financial liabilities that are settled by
delivering cash or another financial asset. The Group's approach to managing
liquidity is to ensure, as far as possible, that it will always have
sufficient liquidity to meet its liabilities when due, under both normal and
stressed conditions, without incurring unacceptable losses or risking damage
to the Group's reputation. The Group manages liquidity risk by conducting
regular reviews of the timing of cash flows in order to ensure sufficient
funds are available to meet these obligations.
(a) Maturities of financial liabilities
The table below analyses the Group's financial liabilities into relevant
maturity groupings based on their contractual maturities. The amounts
disclosed in the table are contractual discounted cash flows. Balances due
within 12 months equal their carrying balances as the impact of discounting is
not significant.
Contractual maturities of financial liabilities Total contractual cashflows
At 30 June 2023 Less than 6 months 6- 12 months Between 1 and 2 years Between 2 and 5 years Over 5 years £'000 Carrying amount
£'000 £'000 £'000 £'000 £'000 £'000
Trade payables 8,511 - - - - 8,511 8,511
Borrowings - - 41,503 - - 41,503 41,503
Lease liabilities 75 76 129 155 - 435 412
Total liabilities 8,586 76 41,632 155 - 50,449 50,426
Contractual maturities of financial liabilities Total contractual cashflows
At 30 June 2022 Less than 6 months 6- 12 months Between 1 and 2 years Between 2 and 5 years Over 5 years £'000 Carrying amount
£'000 £'000 £'000 £'000 £'000 £'000
Trade payables 3,269 - - - - 3,269 3,269
Borrowings - - 43,103 - - 43,103 43,103
Lease liabilities 114 100 70 - - 284 278
Total liabilities 3,383 100 43,173 - - 46,656 46,650
INVESTED CAPITAL
16 Exploration and evaluation assets
Note 2023 2022
£'000 £'000
As at 1 July 94 -
Additions (a) 189 90
Adjustment of currency translation (19) 4
As at 30 June 264 94
(a) Farm-in to Rio Tinto Exploration's Paterson South
Greatland entered into a farm-in and joint venture agreement with RTX during
the year in respect of the Paterson South Project which comprises of nine
exploration licences. Greatland elected to settle the up-front payment to RTX
of A$350,000 in shares within 6 months from the date of execution. Refer to
note 14(d) for further details.
Recognition and measurement
Exploration and evaluation and development assets includes acquisition costs,
costs associated with exploring, investigating, examining and evaluating an
area of mineralisation, and assessing the technical feasibility and commercial
viability of extracting the mineral resource from that area.
Exploration and evaluation expenditure is capitalised and carried forward to
the extent that it relates to:
(i) acquisition costs; or
(ii) costs are expected to be recouped through successful development and
exploitation of the area of interest or alternatively through sale.
If the above criteria are not met, exploration expenditure is expensed when
incurred.
The recoverability of the exploration and evaluation assets is dependent on
the successful development and commercial exploration, or alternatively, sale
of the respective area of interest. Exploration and evaluation assets are
assessed for impairment if one or more of the following facts and
circumstances exist:
§ the right to explore the specific area has expired during the period or
will expire in the near future, and is not expected to be renewed;
§ substantive expenditure on further exploration for and evaluation of
mineral resources is the specific areas is neither budgeted nor planned;
§ exploration and evaluation of mineral resources in the specific area have
not led to the discovery of commercially viable quantities of mineral
resources and the company has decided to discontinue such activities in the
specific area;
§ sufficient data exists to indicate that, although development in the
specific area is likely to proceed, the carrying amount of the exploration and
evaluation asset is unlikely to be recovered in full from successful
development or by sale.
An exploration and evaluation asset will be reclassified to mine development
when the technical feasibility and commercial viability of extracting a
mineral resource are demonstrable.
17 Mine Development
Assets under construction Rehabilitation asset Total
2023 £'000 £'000
As at 1 July 33,835 1,747 35,582
Additions 23,367 - 23,367
Capitalised interest 5,406 - 5,406
Adjustment of currency translation (4,294) (130) (4,424)
As at 30 June 58,314 1,617 59,931
Assets under construction Rehabilitation asset Total
£'000
2022 £'000 £'000
As at 1 July 9,074 3,813 12,887
Additions 21,171 - 21,171
Adjustment to rehabilitation provision - (2,230) (2,230)
Capitalised facility fees 186 - 186
Capitalised interest 2,074 - 2,074
Adjustment of currency translation 1,330 164 1,494
As at 30 June 33,835 1,747 35,582
Recognition and measurement
Mine Development
Mine development represents expenditure incurred when the technical
feasibility and commercial viability of extracting a mineral resource are
demonstrable and includes costs incurred up until such time as the asset is
capable of being operated in a manner intended by management.
Mine development is stated at historical cost less impairment losses, if any.
Historical cost includes expenditure that is directly attributable to the
acquisition of the items and costs incurred in bringing the asset into use.
Subsequent costs are included in the asset's carrying amount or recognised as
a separate asset, as appropriate, only when it is probable that future
economic benefits associated with the item flow to the Group and the cost of
the item can be measured reliably. The carrying amount of the replaced part is
de-recognised. All other repairs and maintenance costs are recognised in the
income statement as incurred.
Depreciation does not commence until the asset is in the location and
condition necessary for it to be capable of operating in the manner intended
by management.
An item of mine development is derecognised upon disposal or when no future
economic benefits are expected from its use or disposal. Any gain or loss
arising on derecognition of the asset (calculated as the difference between
the net disposal proceeds and the carrying amount of the asset) is included in
the income statement when the asset is derecognised.
Impairment
At each reporting date, the Company assesses whether there are any indicators
of impairment. If any indicators exists, the Company estimates the asset's
recoverable amount. An asset's recoverable amount is the higher of an asset's
or cash generating unit's (CGU) fair value less cost of disposal and its value
in use. Recoverable amount is determined for an individual asset, unless the
asset does not generate cash inflows that are largely independent of those
from other assets or groups of assets. When the carrying amount of an asset or
CGU exceeds its recoverable amount, the asset is considered impaired and is
written down to its recoverable amount.
The recoverable amount of mine development is dependent on the Company's
estimate of the Ore Reserve that can be economically and legally extracted.
The Company estimates its Ore Reserve and Mineral Resource based on
information compiled by appropriately qualified persons relating to the
geological data on the size, depth and shape of the ore body, and requires
complex geological judgments to interpret the data.
Impairment losses are recognised in the profit or loss.
Capitalised borrowing costs
General and specific borrowing costs that are directly attributable to the
acquisition, construction or production of a qualifying asset are capitalised
during the period of time that is required to complete and prepare the asset
for its intended use or sale. Qualifying assets are assets that necessarily
take a substantial period of time to get ready for their intended use or sale.
17 Mine Development (continued)
Key estimates and assumptions - Mine Development
Development activities commence after commercial viability and technical
feasibility of the project is established. Judgement is applied by management
in determining when a project is commercially viable and technically feasible.
In exercising this judgement, management is required to make certain estimates
and assumptions as to future events. If, after having commenced the
development activity, a judgement is made that a development asset is impaired
the relevant capitalised amount will be written off to the income statement.
The Group's estimate of the Havieron Ore Reserve and Mineral Resource is based
on information compiled by appropriately qualified persons relating to the
geological data on the size, depth and shape of the ore body, and requires
complex geological judgments to interpret the data. The estimation is based on
factors such as estimates of foreign exchange rates, commodity prices, future
capital requirements, and production costs along with geological assumptions
and judgments made in estimating the size and grade of the ore body and
removal of waste material. Management have determined the mine development
asset to be recoverable based on the Havieron Reserve and Resource. Future
changes in these estimates may impact upon the carrying value of mine
properties, property, plant and equipment, and provision for rehabilitation. A
copy of the Havieron Reserve and Resource is available on the company's
website: https://greatlandgold.com
18 Leases
(a) Amounts recognised in the balance sheet
Group Group Company Company
2023 2022 2023 2022
£'000 £'000 £'000 £'000
Right-of-use asset
Office and other leases 418 272 - 13
Lease liabilities
Current lease liabilities 128 208 - 13
Non-current lease liabilities 284 70 - -
Total lease liabilities 412 278 - 13
Maturity analysis of undiscounted future lease payments
Within one year 128 214 - 14
Later than one year but not later than five years 307 70 - -
Later than five years - - - -
Total undiscounted future lease payments 435 284 - 14
Additions to the right-of-use assets during the year were £0.4 million (2022:
£0.3 million) associated with the extension to the office and warehouse
leases.
(b) Amounts recognised in the statement of comprehensive income
Group Group Company Company
2023 2022 2023 2022
£'000 £'000 £'000 £'000
Depreciation charge of right-of-use assets 197 133 13 37
Interest expense (included in finance cost) 7 14 1 2
Expense relating to short-term leases of low value (included in administrative 6 63 - -
expense)
(c) The group's leasing activities and how these are accounted for
The Group leases various offices, warehouses, equipment and vehicles. Rental
contracts are typically made for fixed periods of 6 months to 8 years.
Payments associated with short-term leases of equipment and vehicles and all
leases of low-value assets are recognised on a straight-line basis as an
expense in the statement of profit or loss. Short-term leases are leases with
a lease term of 12 months or less without a purchase option. Low-value assets
comprise IT equipment and office furniture.
(d) Extension and termination options
Extension options are included in the leases if it is reasonably certain the
lease terms are to be extended. These are used to maximise operational
flexibility in terms of managing the assets used in the group's operations.
18 Leases (continued)
Recognition and measurement
Assets and liabilities arising from a lease are initially measured on present
value basis. Lease liabilities include the net present value of the
following lease payments:
§ fixed payments (including in-substance fixed payments), less any lease
incentives receivable
§ variable lease payments that are based on an index or a rate, initially
measured using the index or rate as at the commencement date
§ amounts expected to be payable by the group is reasonably certain to
exercise that option, and
§ payments of penalties for terminating the lease, if the lease term reflects
the group exercising that option
The lease payments are discounted using the interest rate implicit in the
lease. If that rate cannot be readily determined, which is generally the case
for leases in the group, the lessee's incremental borrowing rate is used,
being the rate that the individual lessee would have to pay to borrow the
funds necessary to obtain an asset of similar value to the right-of-use asset
in a similar economic environment with similar terms, security and conditions.
The group is exposed to potential future increases in variable lease payments
based on an index or rate, which are not included in the lease liability until
they take effect. When adjustments to lease payments based on an index or rate
take effect, the lease liability is reassessed and adjusted against the
right-of-use asset.
Lease payments are allocated between principal and finance costs. The finance
cost is charged to profit or loss over the lease period so as to produce a
constant periodic rate of interest on the remaining balance of the liability
for each period.
Right-of-use assets are measured at cost comprising the following:
§ the amount of the initial measurement of lease liability
§ any lease payments made at or before the commencement date less any lease
incentives received
§ any initial direct costs, and restoration costs.
Right-of-use assets are generally depreciated over the shorter of the asset's
useful life and the lease term on a straight-line basis. If the group is
reasonably certain to exercise a purchase option, the right-of-use asset is
depreciated over the underlying asset's useful life.
19 Property, plant and equipment
Property, Plant & Equipment IT Equipment
Motor Vehicles £'000 £'000 Total
£'000 £'000
Year ended 30 June 2023
Opening net book amount 59 36 - 95
Additions - - 21 21
Disposals - - - -
Depreciation (9) (12) (5) (26)
Adjustment to currency translation (3) (2) (1) (6)
Closing net book value 47 22 15 84
At 30 June 2023
Cost 145 191 20 356
Accumulated depreciation (98) (169) (5) (272)
Net book amount 47 22 15 84
19 Property, plant and equipment (continued)
Property, Plant & Equipment IT Equipment
Motor Vehicles £'000 £'000 Total
£'000 £'000
Year ended 30 June 2022
Opening net book amount 78 42 - 120
Additions 20 24 - 44
Disposals - (18) - (18)
Depreciation (27) (10) - (37)
Adjustment to currency translation (12) (2) - (14)
Closing net book value 59 36 - 95
At 30 June 2022
Cost 156 206 - 362
Accumulated depreciation (97) (170) - (267)
Net book amount 59 36 - 95
Recognition and measurement
Plant and equipment is stated at historical cost. Historical cost includes
expenditure that is directly attributable to the acquisition of the items and
costs incurred in bringing the asset into use.
Subsequent costs are included in the asset's carrying amount or recognised as
a separate asset, as appropriate, only when it is probable that future
economic benefits associated with the item flow to the Group and the cost of
the item can be measured reliably. The carrying amount of the replaced part is
de-recognised. All other repairs and maintenance costs are recognised in the
income statement as incurred.
An item of property, plant and equipment and any significant part initially
recognised is derecognised upon disposal or when no future economic benefits
are expected from its use or disposal. Any gain or loss arising on
derecognition of the asset (calculated as the difference between the net
disposal proceeds and the carrying amount of the asset) is included in the
income statement when the asset is derecognised.
Depreciation methods and useful lives
Depreciation is calculated using the straight-line method to allocate their
costs over their estimated useful lives, or in the case of leasehold
improvements and curtained leased plant and equipment, the shorter lease term
as follows:
§ Motor vehicles: 8 -
10 years
§ Equipment:
5 - 10
years
§ IT equipment: 3
- 5 years
§ Leasehold improvements: 2 - 10 years
20 Commitments
Capital commitments
Capital expenditure contracted for at the end of the reporting period but not
recognised as liabilities is as follows:
2023 2022 2023 2022
£'000 £'000 £'000 £'000
Within one year 4,589 5,384 - -
Between one and five years - - - -
Later than five years - - - -
Total capital commitments 4,589 5,384 - -
GROUP STRUCTURE AND RELATED PARTY INFORMATION
21 Investment in subsidiaries
As at, and throughout the financial year ended 30 June 2023, the ultimate
parent entity of the Group was Greatland Gold plc. Information relating to
subsidiaries is included below:
Country of % interest
Controlled entities Notes incorporation Class 2023 2022
Greatland Pty Ltd (a) Australia Common 100% 100%
Greatland Holdings Group Pty Ltd (b) Australia Common 100% -
Greatland Exploration Pty Ltd (b) Australia Common 100% -
Greatland Juri Pty Ltd (b) Australia Common 100% -
Greatland Paterson South Pty Ltd (b) Australia Common 100% -
(a) During the year the Group undertook an internal re-organisation. This
included the formation of Greatland Holdings Group Pty Ltd interposed between
Greatland Gold plc and Greatland Pty Ltd. Greatland Holdings Group Pty Ltd
became the head entity for the Australian group.
(b) The wholly owned subsidiaries were formed and incorporated in the current
financial year.
The registered address of the Australian subsidiaries is Level 3, 502 Hay
Street, Subiaco, WA 6008.
Recognition and measurement
Investments in subsidiary companies are classified as non-current assets and
included in the statement of financial position of the Company at cost, less
any provision for impairment.
Investments in subsidiaries that suffered an impairment are reviewed for
possible reversal of the impairment at the end of each reporting period.
22 Interest in joint arrangements
Set out below are the joint arrangements of the group:
% interest
Joint arrangement Holding entity 2023 2022 Nature of business
Havieron Joint Venture Greatland Pty Ltd 30% 30% Development and exploration of precious and base metals
Juri Joint Venture Greatland Juri Pty Ltd 49% 49% Exploration of precious and base metals
Paterson South Joint Venture* Greatland Paterson South Pty Ltd - - Exploration of precious and base metals, entered into on 30 May 2023
* Formation of Paterson South JV is subject to Greatland Paterson South Pty
Ltd satisfying the initial minimum expenditure and drilling commitments
required as part of the farm-in with Rio Tinto.
Recognition and measurement
A joint operation is a joint arrangement whereby the parties of the
arrangement have rights to the assets, and obligations for the liabilities,
relating to the arrangement.
When the Group undertakes its activities under joint operations, the Group as
a joint operator recognises in relation to its interest in a joint operation:
§ Its assets, including its share of any assets held jointly
§ Its liabilities, including its share of any liabilities incurred jointly
§ Its revenue from the sale of its share of the output arising from the joint
operation
§ Its share of the revenue from the sale of the output by the joint operation
§ Its expenses, including its share of any expenses incurred jointly.
In some cases, Greatland participates in unincorporated joint venture
arrangements where it has the rights to its share of the assets and
obligations and its share of the revenue and expenses of the arrangement, but
it does not share joint control. In such cases, Greatland accounts for its
share of the assets, liabilities, revenues and expenses in accordance with the
IFRSs applicable to the particular assets, liabilities, revenues and expenses
and obligations for the liabilities relating to the arrangement similar to a
joint operation noted above.
23 Related party transactions
Remuneration of key management personnel
2023 2022
£ £
Short-term employee benefits 2,004,039 1,387,359
Share-based payments 9,420,547 193,195
Long-term employee benefits 18,799 9,802
Post-employment benefits 85,555 67,455
Total 11,528,940 1,657,811
Detailed information about the remuneration received by each key management
person is provided in the remuneration report.
Transactions with key management personnel
During the year, the following key management personnel of the Group
participated in the share subscription in August 2022 at an issue price of
£0.082 per share, as follows:
Number of Shares Subscribed £
Shaun Day (Managing Director) 714,000 58,548
Christopher Toon (CFO) 71,400 5,855
Damien Stephens (Group Exploration Manager) 35,700 2,927
OTHER NOTES
24 Share-based payments
The total expense arising from the share-based payment transactions recognised
during the year was as follows:
Note 2023 2022
£'000 £'000
Employee long term incentive plan (a) 981 -
Directors' co-investment options (b) 8,611 -
Other schemes (c) 195 193
Total 9,787 193
(a) Employee Long Term Incentive Plan (LTIP)
Greatland's Board approved LTIP became effective in February 2022. The LTIP is
designed to provide long-term incentives for employees (including executive
directors) to deliver long-term shareholder returns. Under the LTIP,
participants are granted performance rights or options which vest if certain
performance standards are met. Participation in the plan is at the Board's
discretion and no individual has a contractual right to participate in the
plan or to receive any guaranteed benefits.
The Group issued 22,000,000 performance rights on 27 July 2022 under the
Greatland LTIP which were in respect of the 2022 financial year. The amount of
performance rights will vest depending on a number of performance targets
during the performance period from 27 July 2022 to 7 February 2025. The
share-based payment expense to be recognised in future periods is £1.6
million.
The fair value at grant date is independently determined using an adjusted
form of the Black-Scholes Model which includes a Monte Carlo simulation model
for the TSR rights. The key assumptions were as follows:
Fair value of performance rights and assumptions 2022 LTIP
Grant date 27 July 2022
Fair value £0.1205
Share price at grant date £0.131
Exercise price £0.001
Expected volatility 60%
Vesting date 7 February 2025
Expected dividends 0.00%
Risk free interest rate 1.82%
Valuation methodology Monte Carlo & Black-Scholes
24 Share-based payments (continued)
The movements in the number of performance rights granted under the plan are
as follows:
Weighted average exercise price Number of options Weighted average exercise price Number of options
2023 2023 2022 2022
Outstanding at the beginning of the year - - - -
Granted during the year £0.001 22,000,000 - -
Exercised during the year £0.001 (500,000) - -
Forfeited during the year - - - -
Outstanding at the end of the period £0.001 21,500,000 - -
Exercisable at the end of the period - - - -
Set out below are the performance rights granted under the plan:
Date of grant Vesting and exercisable date Expiry date Exercise price Number granted Number at Number at
30 June 2023 30 June 2022
27-Jul-2022 7-Feb-2025 27-Jul-2032 £0.001 22,000,000 21,500,000 -
Weighted average remaining contractual life of rights outstanding at the end 9.1 years -
of the period
(b) Directors' Co-investment Options
The Company granted co-investment options to subscribe for new ordinary shares
in the Company to four Directors, Mark Barnaba, Elizabeth Gaines, Paul Hallam
and Jimmy Wilson. The co-investment option structure has been designed to
create strong and immediate alignment with shareholders to deliver substantial
share price growth, with the options being set at £0.119, representing a 45%
premium to the equity placement in August 2022 of £0.082. There are no future
amounts associated with these options to be expensed in future periods.
The Group issued 235,000,000 co-investment options on 12 September 2022. The
fair value at grant date was independently determined using a Binomial
simulation model. The key assumptions were as follows:
Fair value of performance rights and assumptions Directors' options
Grant date 12 September 2022
Fair value £0.0366
Share price at grant date £0.0902
Exercise price £0.119
Expected volatility 60%
Vesting date 12 September 2022
Life of options 4 years
Expected dividends 0.00%
Risk free interest rate 2.92%
Valuation methodology Binominal
Set out below are the options granted under the plan:
Grant date Vesting and exercisable date Expiry date Exercise price Number granted Number at Number at
30 June 2023 30 June 2022
12-Sep-2022 27-Sep-2022 31-Aug-2026 £0.119 235,000,000 235,000,000 -
Weighted average remaining contractual life of rights outstanding at the end 3.2 years -
of the period
24 Share-based payments (continued)
(c) Other schemes
Other schemes relate to previous issues of share options and performance
rights. The share-based payment expense in relation to other schemes to be
recognised in future periods is £0.2 million.
Share options for other schemes outstanding at the end of the year have the
following expiry dates and exercise prices:
Grant date Vesting and exercisable date Expiry date Exercise price Number granted Number at Number at
30 June 2023 30 June 2022
Options
20-Apr-2016 20-Apr-2016 20-Apr-2023 £0.002 100,000,000 - 25,000,000
18-Jan-2017 18-Jul-2017 18-Jul-2023(1) £0.0028 75,000,000 14,000,000 14,000,000
18-Aug-2017 18-Feb-2018 16-Feb-2023 £0.007 60,000,000 - 7,500,000
7-Sep-2018 7-Sep-2019 6-Sep-2023(1) £0.014 39,500,000 2,500,000 2,500,000
7-Sep-2018 7-Sep-2019 6-Sep-2023(1) £0.02 39,500,000 2,500,000 2,500,000
22-Mar-2019 21-Mar-2020 21-Mar-2023 £0.025 20,000,000 - 13,750,000
26-Sep-2019 26-Sep-2020 25-Sep-2023 £0.025 32,000,000 1,500,000 3,000,000
26-Sep-2019 26-Sep-2020 25-Sep-2023 £0.03 32,000,000 1,250,000 5,750,000
5-May-2021 3-May-2024 4-May-2026 £0.25 5,000,000 5,000,000 5,000,000
Total 403,000,000 26,750,000 79,000,000
Weighted average remaining contractual life of rights outstanding at the end 0.6 years 1.0 years
of the period
(1) Remaining options outstanding relate to Mr Borrelli and the exercise
period has been extended to 20 business days after the director ceases to be
in possession of price sensitive information. Mr Borrelli exercised these
options on 1 October 2023.
(2) Mr Latcham exercised these options on 24 September 2023.
Performance rights are subject to performance hurdles and have a nominal
exercise price of £0.001:
Date of grant Vesting and exercisable date Expiry date Number granted Number at Number at
30 June 2023 30 June 2022
Performance rights
8-Jul-2021 30-Jun-2024 8-Jul-2031 2,000,000 2,000,000 2,000,000
Weighted average remaining contractual life of rights outstanding at the end 8.0 years 9.0 years
of the period
The movements in the number of options and performance rights from other
schemes are as follows:
Weighted average exercise price Number of options Weighted average exercise price Number of options
2023 2023 2022 2022
Options
Outstanding at the beginning of the year £0.026 79,000,000 £0.026 103,250,000
Exercised during the year £0.012 (52,250,000) £0.025 (24,250,000)
Outstanding at the end of the period £0.054 26,750,000 £0.026 79,000,000
Exercisable at the end of the period £0.011 21,750,000 £0.011 74,000,000
Number of performance rights Number of performance rights
2023 2022
Performance Rights
Outstanding at the beginning of the year 2,000,000 -
Exercised during the year - -
Granted during the year - 2,000,000
Outstanding at the end of the period 2,000,000 2,000,000
Exercisable at the end of the period - -
24 Share-based payments (continued)
Recognition and measurement
The Group 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 were granted. Non-vesting conditions and market vesting conditions are
factored into the fair value of the options granted. As long as all other
vesting conditions are satisfied, a charge is made irrespective of whether the
marketing vesting conditions are satisfied. The cumulative expense is not
adjusted for failure to achieve market vesting conditions or where a
non-vesting condition is not satisfied.
Estimating fair value for share-based payment transactions requires
determining the most appropriate valuation model, which is dependent on the
terms and conditions of the grant. This estimate also requires determining the
most appropriate inputs to the valuation model including the expected life of
the share option, volatility and dividend yield and making assumptions about
them.
The fair value of options granted to directors and others in respect of
services provided is recognised as an expense in the profit and loss account
with a corresponding increase in equity reserves - the share-based payment
reserve.
On exercise or cancellation of share options, the proportion of the
share-based payment reserve relevant to those options is transferred to the
profit and loss account reserve. On exercise, equity is also increased by the
amount of the proceeds received. The fair value is measured at grant date and
the charge is spread over the relevant vesting period.
Key estimates and assumptions - Share-based payments
The fair value of performance rights is measured using a Black-Scholes model
which includes a Monte Carlo simulation model for the TSR rights. The fair
value includes assumptions for the expected volatility, dividend yield and a
risk-free rate as at the measurement date which are detailed above. A 60%
volatility was applied based on the parent entity's historical volatility of
the share price and considering the volatility of several peer companies.
25 Provisions
Group Group Company Company
2023 2022 2023 2022
£'000 £'000 £'000 £'000
Current provisions
Employee benefits 186 919 186 918
Total current provisions 186 919 186 918
Non-current provisions
Employee benefits 63 29 - -
Lease make good provision 14 15 - -
Rehabilitation, restoration and dismantling 1,873 1,932 - -
Total non-current provision 1,950 1,976 - -
Total provisions 2,136 2,895 186 918
Movements in each class of provision during the financial year are set out
below:
Employee benefits Lease make good
£'000
Rehabilitation £'000 Total
£'000 £'000
As at 1 July 2022 1,932 948 15 2,895
Additional provisions recognised - 37 - 37
Amounts used during the year - (733) - (733)
Unwinding of discount 91 - - 91
Adjustment to currency translation (150) (3) (1) (154)
As at 30 June 2023 1,873 249 14 2,136
25 Provisions (continued)
Recognition and measurement
Employee Benefits
The leave obligations cover the Group's liabilities for long service leave
which are classified as other long-term benefits. The Group has liabilities
for long service leave that are not expected to be settled wholly within 12
months after the end of the period in which the employees render the related
service. These obligations are therefore measured as the present value of
expected future payments to be made in respect of services provided by
employees up to the end of the reporting period, using the projected unit
credit method. Consideration is given to expected future wage and salary
levels, experience of employee departures and periods of service. Expected
future payments are discounted using market yields at the end of the reporting
period of high-quality corporate bonds with terms and currencies that match,
as closely as possible, the estimated future cash outflows. Remeasurements as
a result of experience adjustments and changes in actuarial assumptions are
recognised in profit or loss. The obligations are presented as current
liabilities in the balance sheet if the entity does not have an unconditional
right to defer settlement for at least 12 months after the reporting period,
regardless of when the actual settlement is expected to occur.
Lease make good provisions
The Group is required to restore the leased premises to their original
condition at the end of the respective lease terms. A provision has been
recognised for the present value of the estimated expenditure required to
remove any leasehold improvements. These costs have been capitalised as part
of the cost of leasehold improvements and are amortised over the shorter of
the term of the lease and the useful life of the assets.
Rehabilitation, restoration and dismantling
The Group recognises a provision for the estimate of the future costs of
restoration activities on a discounted basis at the time of disturbance. The
nature of these restoration activities includes dismantling and removing
structures, rehabilitating mines, dismantling operating facilities, closure of
plant and waste sites, and restoration, reclamation and re-vegetation of
affected areas. When the liability is initially recognised, the present value
of the estimated costs is capitalised by increasing the carrying amount of the
related assets to the extent that it was incurred by the
development/construction of the asset.
Over time, the discounted liability is increased for the change in the present
value based on a discount rate that reflects current market assessments.
Additional disturbances or changes in rehabilitation costs will be recognised
as additions or changes to the corresponding asset and rehabilitation
liability when incurred. The unwinding of the effect of discounting the
provision is recorded as a finance cost in the statement of comprehensive
income. The carrying amount capitalised as a part of mining assets is
depreciated/amortised over the life of the related asset.
Rehabilitation and restoration obligations arising from the Group's
exploration activities are recognised immediately in the income statement. If
a change to the estimated provision results in an increase in the
rehabilitation liability and therefore an addition to the carrying value of
the related asset, the Group considers whether this is an indication of
impairment of the asset. If the revised assets, net of rehabilitation
provisions, exceed the recoverable amount, that portion of the increase to the
provision is charged directly to the statement of comprehensive income.
Key estimates and assumptions - Rehabilitation provisions
The Group assesses its rehabilitation, restoration and dismantling
(rehabilitation) provision at each reporting date. Significant estimates and
assumptions are made in determining the provision as there are numerous
factors that will affect the ultimate amount payable. These factors include
estimates of the extent, timing and costs of rehabilitation activities,
technological changes, regulatory changes and cost increases as compared to
the inflation rates. These uncertainties may result in future actual
expenditure differing from the amounts currently provided. The provision at
reporting date represents management's best estimate of the present value of
the future rehabilitation costs.
The provision for rehabilitation has been recorded assuming a risk-free
nominal discount rate derived from an Australian 10 year government bond rate
of 4.0% and long-term inflation of 3.0%. The discount rate approximates the
estimated time period for when the majority of the future rehabilitation costs
are expected to be incurred.
26 Contingent assets
In November 2022, Greatland entered into an agreement with Flynn Gold to sell
its Tasmanian tenements. The consideration for the purchase consisted of:
(a) Initial consideration: £0.1 million (satisfied by the issue of
2,000,000 Flynn Gold shares at a deemed issue price of A$0.10 per Flynn Gold
share).
(b) Deferred contingent consideration:
(i) A$500,000 upon the definition of a JORC-compliant Mineral
Resource of at least 500,000 ounces of gold in aggregate within one or both
tenements (payable in cash or Flynn Gold shares, at Flynn Gold's election);
(ii) A$500,000 upon the issue of a permit to mine by Mineral Resources
Tasmania in respect of any part of the tenements (payable in cash or Flynn
Gold shares, at Flynn Gold's election); and
(iii) a 1% Net Smelter Royalty payable to Greatland in respect of any
production from the tenements.
The contingent asset associated with the deferred consideration has not been
recognised as a receivable at 30 June 2023 as receipt of the amount is
dependent on the outcome of the requirements outlined above.
27 Remuneration of auditors
2023 2022
£ £
Auditors of the Group - PKF and related network firms
Audit and review of financial reports
Group audit by PKF Littlejohn 72,000 49,600
Controlled entities by PKF Perth 19,700 11,405
Total audit and review of financial reports 91,700 61,005
Regulatory assurance services by PKF Littlejohn - Reporting Accountant 90,000 -
Total services provided by PKF 181,700 61,005
28 Events after the reporting period
Standby loan facility executed
Subsequent to year end, the Company executed an unsecured A$50 million standby
facility with Wyloo. Drawdown is available to Greatland from 1 November 2023,
with repayment required by the maturity date of 31 December 2024. The facility
has a 3% upfront fee and 1% utilisation fee. Interest is charged at benchmark
(Australian BBSY) plus margin of 7.5% p.a. The debt was undrawn at the date of
this report.
Grant of employee incentive options
On 19 September 2023, Greatland granted 302,700,000 Co-Investment Options with
an exercise price of £0.119, 31,100,000 Retention Rights and 13,306,047 FY23
Performance Rights at an exercise price of £0.001 to employees under the
Company's employee share plan. Collectively the options and rights are an
important element in the attraction and retention of individuals pivotal to
Greatland's growth and their alignment with shareholder outcomes. Further
details are included in the Annual Report.
Exercise of Options and Director Dealings
On 1 October 2023, Mr Borrelli, Non-Executive Director, exercised his
remaining 14,000,000 options over ordinary shares at a price of £0.0028 per
share, 2,500,000 options at £0.014 and 2,500,000 options at £0.02 per share
for a total consideration of £124,200. Mr Borrelli retained 9,000,000 of the
resulting shares and sold 10,000,000 of the resulting shares to fund the
associated exercise cost and tax liabilities. Mr Borrelli's shareholding has
now increased to 35,403,372 ordinary shares representing 0.70% of the total
voting rights.
In addition, on 24 September 2023, Mr Latcham, Non-Executive Director,
exercised 1,500,000 existing options over ordinary shares at a price of
£0.025 per share and 1,250,000 at a price of £0.03 per share, for a total
consideration of £75,000. Mr Latcham retained 700,000 of the resulting shares
and sold 2,050,000 of the resulting shares to fund the associated exercise
cost and tax liabilities. Mr Latcham's shareholding has now increased to
3,850,000 ordinary shares representing 0.08% of the total voting rights.
Newmont Corporation's acquisition of Newcrest Mining Limited becomes effective
On 18 October 2023, Newcrest, the ultimate parent company of Newcrest
Operations which is the Joint Venture Manager of Havieron, announced that the
scheme of arrangement under which Newcrest will be acquired by Newmont
Corporation was legally effective. Implementation date is planned for 6
November 2023. For further updates refer to www.newmont.com.
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